1036-00004 · Client 1036 · Title & Survey

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CALDERWOOD & HARKNESS LLP Attorneys at Law

450 Park Avenue, 28th Floor New York, New York 10022

Telephone: (212) 554-7800 Facsimile: (212) 554-7801 www.calderwoodharkness.com

November 8, 2023

Matter Number: 1036-00004

VIA ELECTRONIC MAIL AND Sundial Data Systems

Mr. Daniel Caulfield, PLS, PE Lead Surveyor Meridian Land Surveying, Inc. 2745 Lenox Road NE, Suite 300 Atlanta, Georgia 30324

Re: ALTA/NSPS Land Title Survey Instructions — 14-Property Sun Belt Logistics and Office Portfolio Client: Fairwater Real Estate Investment Trust Seller: Greystone Meridian Partners Fund III, L.P.

Dear Mr. Caulfield:

This firm, Calderwood & Harkness LLP ("C&H"), represents Fairwater Real Estate Investment Trust ("Fairwater" or "FREIT"), a Maryland real estate investment trust whose common shares are listed on the New York Stock Exchange (NYSE: FREIT) and whose principal offices are located at 7200 Chesapeake Parkway, Suite 1100, Columbia, Maryland 21044. We write to engage Meridian Land Surveying, Inc. ("Meridian") to prepare ALTA/NSPS Land Title Surveys in connection with a portfolio acquisition currently under negotiation.

Fairwater is in the process of acquiring one hundred percent (100%) of the membership interests in fourteen (14) property-owning single-purpose Delaware limited liability companies (collectively, the "Target Entities") from Greystone Meridian Partners Fund III, L.P. ("GMP Fund III"), a Delaware limited partnership controlled by its general partner, Greystone Meridian Capital LLC. The portfolio subject to the acquisition (the "Portfolio") comprises fourteen (14) real properties totaling approximately 5,224,000 rentable square feet, situated across five (5) states — Georgia, Texas, Florida, Tennessee, and North Carolina. The anticipated aggregate purchase price for the Portfolio is One Billion One Hundred Million Dollars ($1,100,000,000). The properties are a mix of logistics/industrial and suburban office assets located throughout the Sun Belt region.

In furtherance of Fairwater's due diligence review and to satisfy the survey requirements of the title insurer and the existing secured lenders whose mortgage loans will remain in place following the acquisition, C&H is engaging Meridian to prepare individual ALTA/NSPS Land Title Surveys for all fourteen (14) properties in accordance with the specifications, requirements, and instructions set forth in detail in this letter. We have selected Meridian based on your firm's demonstrated experience with multi-site commercial portfolio survey engagements and your capacity to perform concurrent field work across multiple states within the timeframe required by this transaction.

The following sections set forth the detailed scope of work, survey standards, certification requirements, delivery specifications, scheduling expectations, and other terms governing this engagement. We ask that you review these instructions carefully and contact the undersigned or Grace Nakamura of our office with any questions.

1. Scope of Work

Meridian is hereby instructed to prepare individual ALTA/NSPS Land Title Surveys (each, a "Survey," and collectively, the "Surveys") for each of the fourteen (14) properties listed on Schedule A attached hereto and incorporated herein by reference (each, a "Property," and collectively, the "Properties").

All Surveys must comply in all respects with the 2021 Minimum Standard Detail Requirements for ALTA/NSPS Land Title Surveys (the "2021 Standards"), as jointly established and adopted by the American Land Title Association ("ALTA") and the National Society of Professional Surveyors ("NSPS"), including all mandatory items set forth therein and the optional Table A items specified in Section 3 of this letter.

Each Survey must depict the subject Property in its entirety, including, without limitation, all improvements, structures, buildings, paved surfaces, fencing, walls, easements (whether visible or of record), rights-of-way, encroachments (both onto the subject Property from adjacent parcels and from the subject Property onto adjacent parcels or rights-of-way), setback lines, building restriction lines, and all other matters affecting the boundaries, title, or use of the Property that are observable or determinable from field inspection, title commitment review, or utility company records.

All Surveys must be based on current field work performed specifically for this engagement. While Meridian may use prior surveys, as-built drawings, recorded plats, site plans, and other record data as reference materials to supplement its work, such prior materials are not a substitute for new, independent field observations and measurements. We expect that the field work for each Property will involve a thorough on-the-ground inspection and survey using current survey-grade equipment and techniques appropriate for commercial property surveys of this nature.

Each Survey shall be prepared under the direct supervision of, and shall be signed and sealed by, a professional land surveyor licensed in the state in which the subject Property is located. Where Meridian engages subconsultants or correspondent surveyors in any jurisdiction, Meridian shall remain primarily responsible for the quality and accuracy of all work product, and all subconsultants shall be identified to C&H in advance and shall be subject to the same standards, specifications, and requirements set forth in this letter.

2. Property Schedule (Schedule A Reference)

The fourteen (14) Properties comprising the Portfolio are identified on Schedule A attached hereto, which sets forth for each Property the property name, street address, city, state, zip code, property type (logistics or office), approximate rentable square footage, year built, name of the corresponding Target Entity LLC, and applicable lender and loan reference. For ease of reference, the Properties are summarized below:

Logistics Properties (10 Properties — Approximately 4,373,000 RSF — 83.7% of Portfolio):

Office Properties (4 Properties — Approximately 851,000 RSF — 16.3% of Portfolio):

State Breakdown:

• Georgia: 4 Properties (Properties 1, 2, 9, and 13)

• Texas: 3 Properties (Properties 3, 4, and 5)

• Florida: 3 Properties (Properties 6, 7, and 12)

• Tennessee: 3 Properties (Properties 8, 11, and 14)

• North Carolina: 1 Property (Property 10)

3. Survey Standard and Table A Optional Items

As stated in Section 1, each Survey must comply in all respects with the 2021 Minimum Standard Detail Requirements for ALTA/NSPS Land Title Surveys, including all mandatory minimum standard detail requirements set forth therein.

In addition to the mandatory minimum standard detail requirements, the following Table A optional items are required for each Survey. The surveyor shall include all information and depictions called for by each of the following Table A items:

Item 1 — Monuments. Monuments placed (or a reference to existing monuments found) at all major corners of the boundary of the Property surveyed, in accordance with applicable state law and local practice. If existing monuments are found and referenced, the Survey shall note the type, size, and condition of each monument. If new monuments are placed, the Survey shall describe the type of monument set.

Item 2 — Address(es). The street address(es) of the surveyed Property as disclosed in documents provided to the surveyor or as observed by the surveyor during field work, including any secondary or alternate addresses used for the Property.

Item 3 — Flood Zone Designation. The applicable FEMA flood zone designation for the surveyed Property, together with the FEMA community number, National Flood Insurance Program (NFIP) map panel number, the panel effective date, and the source of the determination (e.g., FEMA Flood Insurance Rate Map, Letter of Map Amendment, or Letter of Map Revision). The flood zone designation shall be plotted on the face of the Survey, and the Survey shall note whether any portion of the improvements or the surveyed parcel lies within a Special Flood Hazard Area.

Item 4 — Gross Land Area. The gross land area of the surveyed Property, stated in both square feet and in acres (to the nearest one-hundredth of an acre). Where a Property consists of more than one tax parcel or contiguous lot, the gross land area shall be stated both for each individual parcel and for the aggregate.

Item 6(a) — Evidence of Underground Utilities (Observed Evidence and Plans). Evidence of underground utilities existing on or serving the surveyed Property, as determined from observed evidence gathered during field work, plans obtained from utility companies, and/or markings provided by a private utility locating service. The Survey shall depict the approximate location of all observed underground utility lines, manholes, valve boxes, junction boxes, meters, and related appurtenances.

Item 6(b) — Evidence of Underground Utilities (Plans and Private Locate). Evidence of underground utilities existing on or serving the surveyed Property, as determined from plans obtained from utility companies and from markings by a private utility locating service requested by the client. Meridian shall request and obtain utility plans from all applicable utility providers serving each Property, including, without limitation, water, sewer, storm drainage, electric, gas, telephone, and cable/fiber providers. Meridian shall also engage a qualified private utility locating service to mark underground utilities at each Property. The costs of the private utility locating service shall be included in Meridian's fee proposal or, if billed as a separate disbursement, shall be identified in the fee proposal.

Item 7(a) — Exterior Building Dimensions. Exterior dimensions of all buildings at ground level, measured to the nearest one-tenth of a foot.

Item 7(b)(1) — Building Footprint Area. Square footage of the exterior footprint of all buildings at ground level, calculated from the exterior building dimensions.

Item 7(c) — Building Heights. Height of all buildings above grade at a defined point, measured to the top of the roof structure (excluding rooftop mechanical equipment, antennae, and similar appurtenances, which shall be noted separately).

Item 8 — Substantial Features. Substantial features observed in the process of conducting the field work, including but not limited to walls, fences, paved areas, parking lots, drives, sidewalks, retaining walls, ponds, streams, ditches, drainage structures, signs, flagpoles, light standards, and similar improvements. Natural features such as trees and landscaping need not be shown unless specifically identified by the client in a supplemental instruction.

Item 9 — Parking. The number and type (as identified by the surveyor) of on-site parking spaces, including, without limitation, standard spaces, compact spaces, handicap-accessible spaces, reserved spaces, and any spaces located within structured parking facilities. For structured parking, the surveyor shall note the number of levels and provide a total count of spaces per level to the extent such information is ascertainable.

Item 10 — Division or Party Walls. Determination of the relationship and location of certain division or party walls with respect to adjoining properties and/or the surveyed Property. This item is applicable to Properties 9 and 12 (Buckhead Place Office Tower and Brickell Bay Office Building), where the improvements may share or abut party walls with adjacent structures. For Properties where no party walls exist, the surveyor shall so note on the face of the Survey.

Item 11(a) — Above-Ground Utilities. Location of above-ground utilities on or serving the surveyed Property, including utility poles, overhead wires, transformers, hydrants, valves, meters, manholes, catch basins, and similar appurtenances, whether located on or off the surveyed Property.

Item 11(b) — Governmental Agency Requirements. Governmental agency survey-related requirements as are specified by the client. To the extent any jurisdiction in which a Property is located imposes specific survey requirements for recording or permitting purposes, we will advise Meridian of such requirements as they are identified.

Item 13 — Adjoining Owners. Names of adjoining owners as disclosed by current tax rolls or current title information provided by the client. The surveyor shall identify all properties that share a common boundary with the surveyed Property and shall note the name of each adjoining owner as reflected in the applicable county or municipal tax records, or as disclosed in title information provided by C&H or the title company.

Item 14 — Straight-Line Drawing. Courses and distances of the exterior boundary of the surveyed Property shown on a straight-line drawing, with no interior detail. This straight-line drawing may be provided on a separate sheet or as an inset on the face of the Survey.

Item 16 — Recent Earth-Moving Work or Construction. Evidence of recent earth-moving work, building construction, or building additions, as observed by the surveyor during field work. The Survey shall note the approximate location and nature of any such activity observed on the surveyed Property or on immediately adjacent parcels where such activity could affect the surveyed Property.

Item 17 — Proposed Changes in Street Right-of-Way. Proposed changes in street right-of-way lines, as identified in plans obtained by the surveyor from the controlling jurisdiction. Meridian shall inquire of the applicable municipal or county transportation or public works department whether any proposed changes to street right-of-way lines adjacent to the surveyed Property are planned or under review.

Item 18 — Existing Rights-of-Way. Existing right(s) of way for roads and highways adjacent to or within the surveyed Property, noting the name, classification (e.g., public, private, limited access), and width of each right-of-way, to the extent determinable from field observation or record documents.

Item 19 — Observable Evidence of Landfill or Dump Use. Observable evidence of site use as a solid waste dump, sump, or sanitary landfill on the surveyed Property or on immediately adjacent parcels.

The foregoing Table A items shall be included on each Survey unless a particular item is expressly inapplicable to a specific Property, in which case the surveyor shall note on the face of the Survey that the item was considered and is not applicable.

4. Title Commitment Coordination

Preliminary title commitments for each of the fourteen (14) Properties are being prepared by Commonwealth National Title Insurance Company ("Commonwealth" or the "Title Company"). The title officer assigned to this transaction is Kenneth Stanhope, Senior Vice President and Title Officer, whose office is located at 191 Peachtree Street NE, Suite 800, Atlanta, Georgia 30303.

Upon receipt of the preliminary title commitments, including all Schedule B-II exception documents, encumbrance documents, and ancillary materials referenced therein, C&H will promptly provide copies of all such materials to Meridian. We anticipate that the preliminary title commitments will be available within two to three weeks of the date of this letter and will be transmitted to Meridian electronically via secure file transfer as they are received. Given that the Properties are located across five states, the title commitments may not all be available simultaneously; accordingly, Meridian should be prepared to commence field work and Survey preparation as commitments become available on a rolling basis.

The surveyor must carefully review the Schedule B-II exceptions in each title commitment and must plot all easements, restrictions, rights-of-way, encroachments, and other matters identified in the title commitment exception schedules on the face of each Survey, to the extent such matters are locatable from the record documents and/or from field observations. Each plotted exception should be cross-referenced to the corresponding exception number in the title commitment. Where a recorded document describes an easement or other encumbrance that is not ascertainable from the record description or field evidence, the surveyor shall note on the face of the Survey that the matter could not be plotted and shall identify the title commitment exception number and recording information.

The surveyor must further note any discrepancies between matters shown on the Survey (whether from field observations or plotted record documents) and matters described in the title commitment. Such discrepancies may include, without limitation, easements of record that do not appear to exist on the ground, encroachments observed in the field that are not referenced in the title commitment, and boundary line or area discrepancies between the record legal description and the surveyed boundaries.

We specifically request that draft Surveys be delivered to C&H prior to finalization so that we, together with the Title Company, may reconcile the Survey depictions with the title commitment exceptions and raise any questions or comments before the Surveys are certified. This coordination step is critical to ensuring that the final certified Surveys accurately reflect all title matters and support the issuance of the required title insurance policies without unnecessary exceptions.

5. Legal Descriptions

Each Survey must include the full metes-and-bounds legal description of the subject Property as contained in the vesting deed for the applicable Target Entity LLC and/or as set forth in the title commitment issued by Commonwealth. The legal description shall be reproduced on the face of the Survey or on a separate sheet attached to and made a part of the Survey.

If, as a result of the surveyor's field work and boundary analysis, the surveyed boundaries are found to differ from the record legal description in any material respect — including, without limitation, discrepancies in courses, distances, bearings, calls, acreage, or the location of monuments — the surveyor must prepare a revised legal description based on the Survey and must clearly note the nature and extent of the discrepancy on the face of the Survey. Any revised legal description shall be provided in both hard copy and in Microsoft Word format, as further described in Section 7 below.

We will provide copies of all vesting deeds, recorded plats, and legal descriptions from the title commitments to Meridian for reference in connection with the preparation of the Surveys. These documents will be transmitted as part of the title commitment packages referenced in Section 4 above, or separately as they become available.

6. Certification Requirements

Each Survey must bear a certification in substantially the following form:

"To: [Certified Parties — see below]. This is to certify that this map or plat and the survey on which it is based were made in accordance with the 2021 Minimum Standard Detail Requirements for ALTA/NSPS Land Title Surveys, jointly established and adopted by ALTA and NSPS, and includes Items [list applicable Table A items] of Table A thereof. The field work was completed on [date] and this plat was prepared on [date]. I further certify that the survey was made on the ground, under my direction, and the data shown hereon is true and correct to the best of my knowledge and belief."

Each Survey shall be certified to the following parties:

1. Fairwater Real Estate Investment Trust, a Maryland real estate investment trust (the Buyer);

2. Fairwater Property Management LLC, a Delaware limited liability company (the Buyer's property management affiliate);

3. Commonwealth National Title Insurance Company (the title insurer and escrow agent for the transaction);

4. The applicable lender(s) secured by the subject Property (as specified below);

5. Calderwood & Harkness LLP (counsel to the Buyer); and

6. Aldgate National Bank, N.A., as administrative agent under the Buyer's revolving credit facility.

The lender certifications for each individual Property Survey shall include only the specific lender(s) whose mortgage loan(s) are secured by that Property, as follows:

• Properties 1 through 8 (Fairfield Logistics Center I, Fairfield Logistics Center II, Westlake Distribution Hub, Katy Freeway Logistics Park, Alliance Commerce Center, Lakeland Crossings Industrial, Southport Logistics Park, and Murfreesboro Distribution Center): Pinnacle Federal Bank, N.A., as lender under Loans 1-A through 1-H (aggregate outstanding principal balance of approximately $421,600,000).

• Properties 9 through 12 (Buckhead Place Office Tower, SouthPark Corporate Center, Cool Springs Office Park, and Brickell Bay Office Building): Veltrano Capital Lending Corp., as lender under Loans 2-A through 2-D (aggregate outstanding principal balance of approximately $142,300,000).

• Properties 13 and 14 (Peachtree Corners Logistics Center and Mount Juliet Commerce Park): Sycamore Life Insurance Company, as lender under Loans 3-A and 3-B (aggregate outstanding principal balance of approximately $48,100,000).

For the avoidance of doubt, the following parties shall be included in the certification for all fourteen (14) Property Surveys: Fairwater Real Estate Investment Trust; Fairwater Property Management LLC; Commonwealth National Title Insurance Company; Calderwood & Harkness LLP; and Aldgate National Bank, N.A.

The certification must expressly confirm that the Survey was prepared in accordance with the 2021 Minimum Standard Detail Requirements for ALTA/NSPS Land Title Surveys, including the specific Table A optional items required by this letter and listed on the face of the Survey.

Each Survey shall bear the surveyor's original signature, professional seal, registration number (for the applicable state of licensure), date of field work completion, and date of certification. Where a Survey is revised after initial certification, the surveyor shall add a revised certification date and note the nature of the revision.

7. Deliverable Format and Number of Copies

For each of the fourteen (14) Property Surveys, Meridian shall provide the following deliverables:

(a) Full-Size Hard Copies. Three (3) full-size hard copies of each Survey, printed on sheets measuring twenty-four inches by thirty-six inches (24" × 36") or larger as needed to accommodate the Property at an appropriate and readable scale. Each full-size copy shall bear the surveyor's original or reproduced wet signature and professional seal.

(b) Reduced-Size Hard Copies. Three (3) reduced-size copies of each Survey, printed on sheets measuring eleven inches by seventeen inches (11" × 17"). Each reduced-size copy shall bear the surveyor's signature and professional seal and shall be fully legible at the reduced size.

(c) Electronic Copies — PDF. Electronic copies of each Survey in Portable Document Format (PDF), at high resolution (minimum 300 dots per inch), suitable for printing at both full size and reduced size. PDF files shall be text-searchable to the extent practicable.

(d) Electronic Copies — Glenrock Technologies. Electronic copies of each Survey in Glenrock Technologies drawing format (.dwg), with all layers intact, organized, and labeled in a manner that permits the recipient to isolate and review individual survey elements (e.g., boundary, easements, improvements, utilities, topography).

(e) Legal Descriptions. If revised legal descriptions are prepared pursuant to Section 5 above, such descriptions shall be provided in Microsoft Word (.docx) format in addition to their inclusion on the face of the Survey.

All deliverables shall be provided to the following recipients:

Primary Delivery:

Calderwood & Harkness LLP 450 Park Avenue, 28th Floor New York, New York 10022

Attention: Grace Nakamura, Associate

Copy to:

Rafael Dominguez, Counsel Calderwood & Harkness LLP 1700 K Street NW, Suite 900 Washington, DC 20006

Additional Copies to Title Company:

Commonwealth National Title Insurance Company 191 Peachtree Street NE, Suite 800 Atlanta, Georgia 30303

Attention: Kenneth Stanhope, Senior Vice President

Electronic files shall be transmitted via secure file transfer link or other method agreed upon by the parties. All hard copy deliverables shall be shipped via overnight courier (Severin Partners LLC or Halcyon Partners LLC) with tracking, at Meridian's expense (to be included in the fee proposal).

8. Delivery Schedule

The following delivery schedule shall apply to this engagement:

(a) Preliminary / Draft Surveys (All 14 Properties): On or before January 15, 2024, which is approximately ten (10) weeks from the date of this letter. Draft Surveys should be substantially complete and should include all boundary, improvement, easement, and exception data, but need not bear the surveyor's final certification. Drafts may be submitted electronically in PDF format and need not include hard copies.

(b) Final Certified Surveys (All 14 Properties): On or before March 1, 2024, incorporating all comments, corrections, and revisions received from C&H and the Title Company following their review of the draft Surveys. Final Surveys must include all hard copy and electronic deliverables specified in Section 7 above.

We note that the anticipated execution date for the Purchase and Sale Agreement between Fairwater and GMP Fund III is late February 2024. The final certified Surveys must be available to satisfy the title objection review process, which is expected to commence promptly after PSA execution. Accordingly, timely delivery of both draft and final Surveys is critical to the transaction timeline, and Meridian should plan its work schedule accordingly.

Survey revisions and corrections, if any are required following C&H's and the Title Company's review of the draft Surveys, will be addressed on a rolling basis. Meridian should plan to accommodate one (1) round of revisions within ten (10) business days of receipt of consolidated comments from C&H. To the extent additional rounds of revisions are required due to circumstances beyond Meridian's control (e.g., newly discovered title exceptions or access limitations), C&H and Meridian will cooperate to establish reasonable revised deadlines.

If at any time Meridian anticipates that it will be unable to meet the delivery dates specified above, Meridian shall promptly notify C&H in writing, providing an explanation for the delay and a revised delivery schedule for review and approval. Time is of the essence in this engagement.

9. Access and Coordination

Property access for all fourteen (14) Properties will be coordinated through the current property manager retained by GMP Fund III:

Argyle Property Services LLC 3300 Peachtree Road NE, Suite 2200 Atlanta, Georgia 30326

Contact: Sean Kilpatrick, Portfolio Manager Telephone: (404) 555-1290

Email: skilpatrick@argylepropertyservices.com

Meridian should contact Mr. Kilpatrick directly to schedule field work at each Property and to arrange appropriate site access, including gate codes, key access, security escort requirements (if any), and any tenant notification procedures. Meridian shall coordinate field work schedules with Mr. Kilpatrick sufficiently in advance to permit reasonable notice to on-site personnel and tenants.

Any requests by Meridian for existing surveys, site plans, as-built drawings, construction plans, recorded plats, or other records related to the Properties should be directed through C&H. We will coordinate with Seller's counsel, Blackridge Hayes LLP (lead partner: Nathaniel Pryce, Esq.), to obtain the requested materials from the electronic data room established for this transaction. We anticipate that certain historical surveys and site plans will be available in the data room and will be provided to Meridian as supplemental reference materials; however, as noted in Section 1 above, such prior materials do not substitute for current field work.

The surveyor should take care to minimize disruption to tenants and ongoing property operations during field work. Field crews should avoid blocking tenant loading docks, truck courts, parking areas, or building entrances for extended periods and should coordinate with on-site property management staff to schedule work during hours that minimize interference with tenant operations. For logistics properties with active 24-hour distribution operations, scheduling of field work should take into account peak shipping and receiving times.

The surveyor should observe and note any features or conditions visible from the exterior of tenant-occupied spaces but shall not enter any tenant-occupied spaces without prior coordination and written consent from the applicable tenant, as arranged through the property manager. If access to a tenant-occupied area is required to complete any aspect of the Survey (e.g., to verify a party wall location or to access a shared utility corridor), Meridian shall notify C&H, and we will arrange tenant access through the property manager.

10. Special Instructions — Property-Specific

In addition to the general requirements set forth above, the following property-specific instructions apply:

A. Logistics/Industrial Properties (Properties 1–8, 13, and 14)

For each of the ten (10) logistics and industrial properties in the Portfolio, the Survey shall include the following additional detail:

(i) Truck Court Dimensions. Dimensions (length and width) of all truck courts, apron areas, and turning radii serving the building(s);

(ii) Loading Dock Locations and Counts. Location and total count of all loading docks, including dock-high doors and grade-level (drive-in) doors, labeled by type;

(iii) Trailer Parking Areas. Location, dimensions, and approximate capacity (number of trailer stalls) of all designated trailer parking or staging areas;

(iv) Rail Spur or Rail Access. Identification and depiction of any rail spur, rail siding, or rail access serving the Property, including the approximate length of the spur and any rail easements or right-of-way areas;

(v) Exterior Storage Yards. Location and dimensions of any exterior storage yards, container storage areas, or outdoor laydown areas; and

(vi) Stormwater Management Facilities. Location and approximate dimensions of all stormwater management facilities, including detention ponds, retention basins, bioswales, underground detention systems (to the extent visible at grade), and outfall structures.

B. Office Properties (Properties 9–12)

For each of the four (4) office properties in the Portfolio, the Survey shall include the following additional detail:

(i) Parking Structures. Location, footprint dimensions, and number of levels of all structured parking facilities (parking garages or parking decks) serving the Property;

(ii) Surface Parking Lot Delineation. Delineation of all surface parking lots, including ingress and egress points, drive aisles, and the total number of surface parking spaces by type;

(iii) Pedestrian Access Points. Location of all primary pedestrian access points to the building(s), including main entrances, service entrances, and connections to public sidewalks or transit facilities; and

(iv) Rooftop Equipment and Mechanical Areas. Identification and approximate location of any rooftop equipment platforms, mechanical equipment enclosures, cooling towers, or other building systems components visible at grade level or from the surrounding area.

C. Flood Zone Information (All Properties)

For all fourteen (14) Properties, the Survey shall identify:

(i) The applicable FEMA flood zone designation (e.g., Zone X, Zone AE, Zone A, Zone AH, Zone VE);

(ii) The FEMA community number for the jurisdiction in which the Property is located;

(iii) The NFIP map panel number applicable to the Property;

(iv) The panel effective date; and

(v) Whether any portion of the improvements on the Property lies within a Special Flood Hazard Area (Zone A, AE, AH, or V), and if so, the approximate extent of the improvements within such area. This determination is critical for lender flood insurance compliance purposes.

D. Wetlands (All Properties)

For all fourteen (14) Properties, the Survey shall note any observable evidence of wetlands or jurisdictional waters (including, without limitation, streams, creeks, rivers, ponds, marshes, swamps, or delineated wetland areas) on or immediately adjacent to the surveyed Property. The surveyor is not expected to perform a formal wetlands delineation; however, any observable indicators of potential jurisdictional features (such as wetland flagging, hydric soils, standing water, or wetland vegetation) should be noted on the face of the Survey.

11. Fee and Billing

Please provide a fee proposal for the scope of work described in this letter, broken down by individual Property, within five (5) business days of receipt of this letter. The fee proposal should separately identify: (a) base survey fees for each Property; (b) any additional charges for Table A optional items or property-specific special instructions; (c) costs for private utility locating services; (d) travel and per diem expenses (if any); and (e) shipping and delivery costs.

All fees and expenses for the survey work described herein are the responsibility of Fairwater Real Estate Investment Trust (the Buyer). For budgeting purposes, Fairwater's estimated total survey costs for the fourteen (14)-property Portfolio are approximately One Hundred Ninety-Six Thousand Dollars ($196,000). Your fee proposal should be consistent with this estimate to the extent practicable; any material variance from this estimate should be explained in the proposal.

All invoices should be submitted to:

Calderwood & Harkness LLP 450 Park Avenue, 28th Floor New York, New York 10022

Attention: Angela Fontaine, Billing Partner

Reference: Matter Number 1036-00004

Payment terms are Net 30 days from receipt of invoice. Invoices should be submitted monthly and should itemize the work performed during the billing period, broken down by Property and by task. Expenses should be documented with supporting receipts or vendor invoices.

12. Insurance and Indemnification

As a condition of this engagement, Meridian is requested to provide confirmation that it maintains the following insurance coverage:

(a) Professional Liability (Errors and Omissions) Insurance. A minimum coverage amount of Two Million Dollars ($2,000,000) per occurrence and Five Million Dollars ($5,000,000) in the aggregate, issued by a carrier rated "A-" or better by A.M. Best Company. Such coverage shall remain in effect throughout the term of this engagement and for a period of not less than two (2) years following completion of the final Survey.

(b) General Commercial Liability Insurance. Coverage in an amount not less than One Million Dollars ($1,000,000) per occurrence and Two Million Dollars ($2,000,000) in the aggregate.

(c) Workers' Compensation Insurance. As required by applicable state law for each jurisdiction in which field work is performed.

(d) Automobile Liability Insurance. Coverage in an amount not less than One Million Dollars ($1,000,000) combined single limit for vehicles used in connection with the survey work.

Meridian is further requested to provide a certificate of insurance naming the following parties as additional insureds under Meridian's professional liability and general commercial liability policies:

• Fairwater Real Estate Investment Trust

• Calderwood & Harkness LLP

• Commonwealth National Title Insurance Company

The certificate of insurance should be provided to C&H prior to commencement of field work or within ten (10) days of the date of this letter, whichever is earlier.

Meridian shall indemnify, defend, and hold harmless Fairwater Real Estate Investment Trust, Calderwood & Harkness LLP, Commonwealth National Title Insurance Company, and their respective officers, directors, partners, employees, agents, and affiliates from and against any and all claims, losses, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or resulting from any errors, omissions, or negligent acts of Meridian, its employees, agents, or subconsultants in connection with the performance of the survey work described in this letter.

13. Confidentiality

All information provided to Meridian in connection with this engagement, including, without limitation, property information, site plans, title documents, ownership structure details, entity names, financial terms, lender information, tenant information, and other transaction details, is strictly confidential and shall be treated as such by Meridian and all of its employees, agents, subconsultants, and representatives.

Meridian acknowledges that the transaction contemplated herein is subject to a mutual Confidentiality Agreement between Fairwater Real Estate Investment Trust and Greystone Meridian Partners Fund III, L.P., dated October 10, 2023 (the "NDA"). Without limiting the generality of the foregoing, Meridian agrees to comply with the confidentiality obligations applicable to Fairwater and its representatives under the NDA, and C&H will make the relevant provisions of the NDA available to Meridian upon request.

Meridian shall not disclose any information relating to the Properties, the transaction, the parties, or the terms of this engagement to any third party without the prior written consent of Calderwood & Harkness LLP. This restriction does not apply to disclosures made to utility companies, governmental agencies, or private utility locating services to the extent necessary to perform the scope of work described herein, provided that such disclosures are limited to the minimum information necessary (e.g., property address and request for utility records) and do not include information regarding the identity of the parties, the transaction structure, or the purchase price.

The confidentiality obligations set forth in this Section 13 shall survive the completion or termination of this engagement.

14. Engagement Confirmation

We request that Mr. Caulfield countersign and return a copy of this letter (by physical signature or by electronic signature compliant with applicable law) to confirm Meridian's acceptance of the engagement and the terms and conditions set forth herein. A countersigned copy may be returned by email to the undersigned at dfairchild@calderwoodharkness.com, with a copy to gnakamura@calderwoodharkness.com. Please return the countersigned copy within five (5) business days of receipt of this letter.

Upon countersignature, this letter shall constitute the agreement between Calderwood & Harkness LLP (on behalf of its client, Fairwater Real Estate Investment Trust) and Meridian Land Surveying, Inc. with respect to the survey engagement described herein. In the event of any conflict between the terms of this letter and any separate proposal, work order, or standard terms issued by Meridian, the terms of this letter shall control.

We look forward to working with Meridian on this engagement and are confident that your firm's experience and capabilities are well suited to the demands of this multi-state portfolio survey. Please do not hesitate to contact the undersigned or Grace Nakamura at (212) 554-7843 with any questions regarding these instructions or the scope of work described herein.

Very truly yours,

CALDERWOOD & HARKNESS LLP

By: ________

Douglas Fairchild, Partner 450 Park Avenue, 28th Floor New York, New York 10022 Telephone: (212) 554-7812

Email: dfairchild@calderwoodharkness.com

ACKNOWLEDGED AND AGREED:

MERIDIAN LAND SURVEYING, INC.

By: ________

Name: Daniel Caulfield, PLS, PE

Title: Lead Surveyor / Principal

Date: ________

cc: (via email)

Grace Nakamura, Associate, Calderwood & Harkness LLP Rafael Dominguez, Counsel, Calderwood & Harkness LLP Marcus Devereaux, Executive Vice President, Acquisitions, Fairwater Real Estate Investment Trust Camille Oduya, In-House Real Estate Counsel, Fairwater Real Estate Investment Trust

SCHEDULE A

PROPERTY LIST — SUN BELT LOGISTICS AND OFFICE PORTFOLIO

14 Properties — Approximately 5,224,000 Rentable square Feet

Fairwater Real Estate Investment Trust / Greystone Meridian Partners Fund III, L.P.

Georgia Properties (4 Properties)

Texas Properties (3 Properties)

Florida Properties (3 Properties)

Tennessee Properties (3 Properties)

North Carolina Properties (1 Property)

Portfolio Summary.

Lender Summary.

Schedule A to Survey Instruction Letter dated November 8, 2023 — Calderwood & Harkness LLP Matter No. 1036-00004 — CONFIDENTIAL

No.	Property Name	Address	City, State	Approx. RSF	Target Entity
1	Fairfield Logistics Center I	4200 Fairfield Industrial Blvd	Fairburn, GA 30213	412,000	GMP Fairfield I LLC
2	Fairfield Logistics Center II	4300 Fairfield Industrial Blvd	Fairburn, GA 30213	387,000	GMP Fairfield II LLC
3	Westlake Distribution Hub	11500 Westlake Parkway	Houston, TX 77082	624,000	GMP Westlake LLC
4	Katy Freeway Logistics Park	22600 Katy Freeway	Katy, TX 77449	538,000	GMP Katy LLC
5	Alliance Commerce Center	2800 Alliance Gateway Blvd	Fort Worth, TX 76177	485,000	GMP Alliance LLC
6	Lakeland Crossings Industrial	7100 Drane Field Road	Lakeland, FL 33811	372,000	GMP Lakeland LLC
7	Southport Logistics Park	3200 Southport Connector Road	Jacksonville, FL 32218	410,000	GMP Southport LLC
8	Murfreesboro Distribution Center	1600 Joe B. Jackson Parkway	Murfreesboro, TN 37127	502,000	GMP Murfreesboro LLC
13	Peachtree Corners Logistics Center	5900 Peachtree Industrial Blvd	Peachtree Corners, GA 30071	345,000	GMP Peachtree LLC
14	Mount Juliet Commerce Park	400 South Mount Juliet Road	Mount Juliet, TN 37122	298,000	GMP Mount Juliet LLC
No.	Property Name	Address	City, State	Approx. RSF	Target Entity
9	Buckhead Place Office Tower	3380 Peachtree Road NE	Atlanta, GA 30326	285,000	GMP Buckhead LLC
10	SouthPark Corporate Center	6200 Fairview Road	Charlotte, NC 28210	218,000	GMP SouthPark LLC
11	Cool Springs Office Park	5000 Virginia Way	Brentwood, TN 37027	196,000	GMP Cool Springs LLC
12	Brickell Bay Office Building	1450 Brickell Avenue	Miami, FL 33131	152,000	GMP Brickell LLC
No.	Property Name	Address	City, State, Zip	Type	Approx. RSF	Year Built	Target Entity LLC	Lender	Loan Ref.
1	Fairfield Logistics Center I	4200 Fairfield Industrial Blvd	Fairburn, GA 30213	Logistics	412,000	2017	GMP Fairfield I LLC	Pinnacle Federal Bank, N.A.	Loan 1-A
2	Fairfield Logistics Center II	4300 Fairfield Industrial Blvd	Fairburn, GA 30213	Logistics	387,000	2018	GMP Fairfield II LLC	Pinnacle Federal Bank, N.A.	Loan 1-B
9	Buckhead Place Office Tower	3380 Peachtree Road NE	Atlanta, GA 30326	Office	285,000	2005	GMP Buckhead LLC	Veltrano Capital Lending Corp.	Loan 2-A
13	Peachtree Corners Logistics Center	5900 Peachtree Industrial Blvd	Peachtree Corners, GA 30071	Logistics	345,000	2019	GMP Peachtree LLC	Sycamore Life Insurance Co.	Loan 3-A
No.	Property Name	Address	City, State, Zip	Type	Approx. RSF	Year Built	Target Entity LLC	Lender	Loan Ref.
3	Westlake Distribution Hub	11500 Westlake Parkway	Houston, TX 77082	Logistics	624,000	2020	GMP Westlake LLC	Pinnacle Federal Bank, N.A.	Loan 1-C
4	Katy Freeway Logistics Park	22600 Katy Freeway	Katy, TX 77449	Logistics	538,000	2019	GMP Katy LLC	Pinnacle Federal Bank, N.A.	Loan 1-D
5	Alliance Commerce Center	2800 Alliance Gateway Blvd	Fort Worth, TX 76177	Logistics	485,000	2021	GMP Alliance LLC	Pinnacle Federal Bank, N.A.	Loan 1-E

No.	Property Name	Address	City, State, Zip	Type	Approx. RSF	Year Built	Target Entity LLC	Lender	Loan Ref.
6	Lakeland Crossings Industrial	7100 Drane Field Road	Lakeland, FL 33811	Logistics	372,000	2016	GMP Lakeland LLC	Pinnacle Federal Bank, N.A.	Loan 1-F
7	Southport Logistics Park	3200 Southport Connector Road	Jacksonville, FL 32218	Logistics	410,000	2020	GMP Southport LLC	Pinnacle Federal Bank, N.A.	Loan 1-G
12	Brickell Bay Office Building	1450 Brickell Avenue	Miami, FL 33131	Office	152,000	2008	GMP Brickell LLC	Veltrano Capital Lending Corp.	Loan 2-D
No.	Property Name	Address	City, State, Zip	Type	Approx. RSF	Year Built	Target Entity LLC	Lender	Loan Ref.
8	Murfreesboro Distribution Center	1600 Joe B. Jackson Parkway	Murfreesboro, TN 37127	Logistics	502,000	2018	GMP Murfreesboro LLC	Pinnacle Federal Bank, N.A.	Loan 1-H
11	Cool Springs Office Park	5000 Virginia Way	Brentwood, TN 37027	Office	196,000	2007	GMP Cool Springs LLC	Veltrano Capital Lending Corp.	Loan 2-C
14	Mount Juliet Commerce Park	400 South Mount Juliet Road	Mount Juliet, TN 37122	Logistics	298,000	2021	GMP Mount Juliet LLC	Sycamore Life Insurance Co.	Loan 3-B
No.	Property Name	Address	City, State, Zip	Type	Approx. RSF	Year Built	Target Entity LLC	Lender	Loan Ref.
10	SouthPark Corporate Center	6200 Fairview Road	Charlotte, NC 28210	Office	218,000	2010	GMP SouthPark LLC	Veltrano Capital Lending Corp.	Loan 2-B
Category	Count	Approx. RSF	% of Portfolio RSF
Logistics Properties	10	4,373,000	83.7%
Office Properties	4	851,000	16.3%
Total Portfolio	14	5,224,000	100.0%
Lender	Properties Secured	Loan References	Aggregate OPB (Approx.)
Pinnacle Federal Bank, N.A.	Properties 1–8	Loans 1-A – 1-H	$421,600,000
Veltrano Capital Lending Corp.	Properties 9–12	Loans 2-A – 2-D	$142,300,000
Sycamore Life Insurance Co.	Properties 13–14	Loans 3-A – 3-B	$48,100,000
Total	14 Properties	14 Loans	$612,000,000

CALDERWOOD & HARKNESS LLP Attorneys at Law
450 Park Avenue, 28th Floor New York, New York 10022
Telephone: (212) 554-7800 Facsimile: (212) 554-7801 www.calderwoodharkness.com
November 8, 2023
Matter Number: 1036-00004
VIA ELECTRONIC MAIL AND Sundial Data Systems
Mr. Daniel Caulfield, PLS, PE Lead Surveyor Meridian Land Surveying, Inc. 2745 Lenox Road NE, Suite 300 Atlanta, Georgia 30324
Re: ALTA/NSPS Land Title Survey Instructions — 14-Property Sun Belt Logistics and Office Portfolio Client: Fairwater Real Estate Investment Trust Seller: Greystone Meridian Partners Fund III, L.P.
Dear Mr. Caulfield:
This firm, Calderwood & Harkness LLP ("C&H"), represents Fairwater Real Estate Investment Trust ("Fairwater" or "FREIT"), a Maryland real estate investment trust whose common shares are listed on the New York Stock Exchange (NYSE: FREIT) and whose principal offices are located at 7200 Chesapeake Parkway, Suite 1100, Columbia, Maryland 21044. We write to engage Meridian Land Surveying, Inc. ("Meridian") to prepare ALTA/NSPS Land Title Surveys in connection with a portfolio acquisition currently under negotiation.
Fairwater is in the process of acquiring one hundred percent (100%) of the membership interests in fourteen (14) property-owning single-purpose Delaware limited liability companies (collectively, the "Target Entities") from Greystone Meridian Partners Fund III, L.P. ("GMP Fund III"), a Delaware limited partnership controlled by its general partner, Greystone Meridian Capital LLC. The portfolio subject to the acquisition (the "Portfolio") comprises fourteen (14) real properties totaling approximately 5,224,000 rentable square feet, situated across five (5) states — Georgia, Texas, Florida, Tennessee, and North Carolina. The anticipated aggregate purchase price for the Portfolio is One Billion One Hundred Million Dollars ($1,100,000,000). The properties are a mix of logistics/industrial and suburban office assets located throughout the Sun Belt region.
In furtherance of Fairwater's due diligence review and to satisfy the survey requirements of the title insurer and the existing secured lenders whose mortgage loans will remain in place following the acquisition, C&H is engaging Meridian to prepare individual ALTA/NSPS Land Title Surveys for all fourteen (14) properties in accordance with the specifications, requirements, and instructions set forth in detail in this letter. We have selected Meridian based on your firm's demonstrated experience with multi-site commercial portfolio survey engagements and your capacity to perform concurrent field work across multiple states within the timeframe required by this transaction.
The following sections set forth the detailed scope of work, survey standards, certification requirements, delivery specifications, scheduling expectations, and other terms governing this engagement. We ask that you review these instructions carefully and contact the undersigned or Grace Nakamura of our office with any questions.
1. Scope of Work
Meridian is hereby instructed to prepare individual ALTA/NSPS Land Title Surveys (each, a "Survey," and collectively, the "Surveys") for each of the fourteen (14) properties listed on Schedule A attached hereto and incorporated herein by reference (each, a "Property," and collectively, the "Properties").
All Surveys must comply in all respects with the 2021 Minimum Standard Detail Requirements for ALTA/NSPS Land Title Surveys (the "2021 Standards"), as jointly established and adopted by the American Land Title Association ("ALTA") and the National Society of Professional Surveyors ("NSPS"), including all mandatory items set forth therein and the optional Table A items specified in Section 3 of this letter.
Each Survey must depict the subject Property in its entirety, including, without limitation, all improvements, structures, buildings, paved surfaces, fencing, walls, easements (whether visible or of record), rights-of-way, encroachments (both onto the subject Property from adjacent parcels and from the subject Property onto adjacent parcels or rights-of-way), setback lines, building restriction lines, and all other matters affecting the boundaries, title, or use of the Property that are observable or determinable from field inspection, title commitment review, or utility company records.
All Surveys must be based on current field work performed specifically for this engagement. While Meridian may use prior surveys, as-built drawings, recorded plats, site plans, and other record data as reference materials to supplement its work, such prior materials are not a substitute for new, independent field observations and measurements. We expect that the field work for each Property will involve a thorough on-the-ground inspection and survey using current survey-grade equipment and techniques appropriate for commercial property surveys of this nature.
Each Survey shall be prepared under the direct supervision of, and shall be signed and sealed by, a professional land surveyor licensed in the state in which the subject Property is located. Where Meridian engages subconsultants or correspondent surveyors in any jurisdiction, Meridian shall remain primarily responsible for the quality and accuracy of all work product, and all subconsultants shall be identified to C&H in advance and shall be subject to the same standards, specifications, and requirements set forth in this letter.
2. Property Schedule (Schedule A Reference)
The fourteen (14) Properties comprising the Portfolio are identified on Schedule A attached hereto, which sets forth for each Property the property name, street address, city, state, zip code, property type (logistics or office), approximate rentable square footage, year built, name of the corresponding Target Entity LLC, and applicable lender and loan reference. For ease of reference, the Properties are summarized below:
Logistics Properties (10 Properties — Approximately 4,373,000 RSF — 83.7% of Portfolio):
Office Properties (4 Properties — Approximately 851,000 RSF — 16.3% of Portfolio):
State Breakdown:
•  Georgia: 4 Properties (Properties 1, 2, 9, and 13)
•  Texas: 3 Properties (Properties 3, 4, and 5)
•  Florida: 3 Properties (Properties 6, 7, and 12)
•  Tennessee: 3 Properties (Properties 8, 11, and 14)
•  North Carolina: 1 Property (Property 10)
3. Survey Standard and Table A Optional Items
As stated in Section 1, each Survey must comply in all respects with the 2021 Minimum Standard Detail Requirements for ALTA/NSPS Land Title Surveys, including all mandatory minimum standard detail requirements set forth therein.
In addition to the mandatory minimum standard detail requirements, the following Table A optional items are required for each Survey. The surveyor shall include all information and depictions called for by each of the following Table A items:
Item 1 — Monuments. Monuments placed (or a reference to existing monuments found) at all major corners of the boundary of the Property surveyed, in accordance with applicable state law and local practice. If existing monuments are found and referenced, the Survey shall note the type, size, and condition of each monument. If new monuments are placed, the Survey shall describe the type of monument set.
Item 2 — Address(es). The street address(es) of the surveyed Property as disclosed in documents provided to the surveyor or as observed by the surveyor during field work, including any secondary or alternate addresses used for the Property.
Item 3 — Flood Zone Designation. The applicable FEMA flood zone designation for the surveyed Property, together with the FEMA community number, National Flood Insurance Program (NFIP) map panel number, the panel effective date, and the source of the determination (e.g., FEMA Flood Insurance Rate Map, Letter of Map Amendment, or Letter of Map Revision). The flood zone designation shall be plotted on the face of the Survey, and the Survey shall note whether any portion of the improvements or the surveyed parcel lies within a Special Flood Hazard Area.
Item 4 — Gross Land Area. The gross land area of the surveyed Property, stated in both square feet and in acres (to the nearest one-hundredth of an acre). Where a Property consists of more than one tax parcel or contiguous lot, the gross land area shall be stated both for each individual parcel and for the aggregate.
Item 6(a) — Evidence of Underground Utilities (Observed Evidence and Plans). Evidence of underground utilities existing on or serving the surveyed Property, as determined from observed evidence gathered during field work, plans obtained from utility companies, and/or markings provided by a private utility locating service. The Survey shall depict the approximate location of all observed underground utility lines, manholes, valve boxes, junction boxes, meters, and related appurtenances.
Item 6(b) — Evidence of Underground Utilities (Plans and Private Locate). Evidence of underground utilities existing on or serving the surveyed Property, as determined from plans obtained from utility companies and from markings by a private utility locating service requested by the client. Meridian shall request and obtain utility plans from all applicable utility providers serving each Property, including, without limitation, water, sewer, storm drainage, electric, gas, telephone, and cable/fiber providers. Meridian shall also engage a qualified private utility locating service to mark underground utilities at each Property. The costs of the private utility locating service shall be included in Meridian's fee proposal or, if billed as a separate disbursement, shall be identified in the fee proposal.
Item 7(a) — Exterior Building Dimensions. Exterior dimensions of all buildings at ground level, measured to the nearest one-tenth of a foot.
Item 7(b)(1) — Building Footprint Area. Square footage of the exterior footprint of all buildings at ground level, calculated from the exterior building dimensions.
Item 7(c) — Building Heights. Height of all buildings above grade at a defined point, measured to the top of the roof structure (excluding rooftop mechanical equipment, antennae, and similar appurtenances, which shall be noted separately).
Item 8 — Substantial Features. Substantial features observed in the process of conducting the field work, including but not limited to walls, fences, paved areas, parking lots, drives, sidewalks, retaining walls, ponds, streams, ditches, drainage structures, signs, flagpoles, light standards, and similar improvements. Natural features such as trees and landscaping need not be shown unless specifically identified by the client in a supplemental instruction.
Item 9 — Parking. The number and type (as identified by the surveyor) of on-site parking spaces, including, without limitation, standard spaces, compact spaces, handicap-accessible spaces, reserved spaces, and any spaces located within structured parking facilities. For structured parking, the surveyor shall note the number of levels and provide a total count of spaces per level to the extent such information is ascertainable.
Item 10 — Division or Party Walls. Determination of the relationship and location of certain division or party walls with respect to adjoining properties and/or the surveyed Property. This item is applicable to Properties 9 and 12 (Buckhead Place Office Tower and Brickell Bay Office Building), where the improvements may share or abut party walls with adjacent structures. For Properties where no party walls exist, the surveyor shall so note on the face of the Survey.
Item 11(a) — Above-Ground Utilities. Location of above-ground utilities on or serving the surveyed Property, including utility poles, overhead wires, transformers, hydrants, valves, meters, manholes, catch basins, and similar appurtenances, whether located on or off the surveyed Property.
Item 11(b) — Governmental Agency Requirements. Governmental agency survey-related requirements as are specified by the client. To the extent any jurisdiction in which a Property is located imposes specific survey requirements for recording or permitting purposes, we will advise Meridian of such requirements as they are identified.
Item 13 — Adjoining Owners. Names of adjoining owners as disclosed by current tax rolls or current title information provided by the client. The surveyor shall identify all properties that share a common boundary with the surveyed Property and shall note the name of each adjoining owner as reflected in the applicable county or municipal tax records, or as disclosed in title information provided by C&H or the title company.
Item 14 — Straight-Line Drawing. Courses and distances of the exterior boundary of the surveyed Property shown on a straight-line drawing, with no interior detail. This straight-line drawing may be provided on a separate sheet or as an inset on the face of the Survey.
Item 16 — Recent Earth-Moving Work or Construction. Evidence of recent earth-moving work, building construction, or building additions, as observed by the surveyor during field work. The Survey shall note the approximate location and nature of any such activity observed on the surveyed Property or on immediately adjacent parcels where such activity could affect the surveyed Property.
Item 17 — Proposed Changes in Street Right-of-Way. Proposed changes in street right-of-way lines, as identified in plans obtained by the surveyor from the controlling jurisdiction. Meridian shall inquire of the applicable municipal or county transportation or public works department whether any proposed changes to street right-of-way lines adjacent to the surveyed Property are planned or under review.
Item 18 — Existing Rights-of-Way. Existing right(s) of way for roads and highways adjacent to or within the surveyed Property, noting the name, classification (e.g., public, private, limited access), and width of each right-of-way, to the extent determinable from field observation or record documents.
Item 19 — Observable Evidence of Landfill or Dump Use. Observable evidence of site use as a solid waste dump, sump, or sanitary landfill on the surveyed Property or on immediately adjacent parcels.
The foregoing Table A items shall be included on each Survey unless a particular item is expressly inapplicable to a specific Property, in which case the surveyor shall note on the face of the Survey that the item was considered and is not applicable.
4. Title Commitment Coordination
Preliminary title commitments for each of the fourteen (14) Properties are being prepared by Commonwealth National Title Insurance Company ("Commonwealth" or the "Title Company"). The title officer assigned to this transaction is Kenneth Stanhope, Senior Vice President and Title Officer, whose office is located at 191 Peachtree Street NE, Suite 800, Atlanta, Georgia 30303.
Upon receipt of the preliminary title commitments, including all Schedule B-II exception documents, encumbrance documents, and ancillary materials referenced therein, C&H will promptly provide copies of all such materials to Meridian. We anticipate that the preliminary title commitments will be available within two to three weeks of the date of this letter and will be transmitted to Meridian electronically via secure file transfer as they are received. Given that the Properties are located across five states, the title commitments may not all be available simultaneously; accordingly, Meridian should be prepared to commence field work and Survey preparation as commitments become available on a rolling basis.
The surveyor must carefully review the Schedule B-II exceptions in each title commitment and must plot all easements, restrictions, rights-of-way, encroachments, and other matters identified in the title commitment exception schedules on the face of each Survey, to the extent such matters are locatable from the record documents and/or from field observations. Each plotted exception should be cross-referenced to the corresponding exception number in the title commitment. Where a recorded document describes an easement or other encumbrance that is not ascertainable from the record description or field evidence, the surveyor shall note on the face of the Survey that the matter could not be plotted and shall identify the title commitment exception number and recording information.
The surveyor must further note any discrepancies between matters shown on the Survey (whether from field observations or plotted record documents) and matters described in the title commitment. Such discrepancies may include, without limitation, easements of record that do not appear to exist on the ground, encroachments observed in the field that are not referenced in the title commitment, and boundary line or area discrepancies between the record legal description and the surveyed boundaries.
We specifically request that draft Surveys be delivered to C&H prior to finalization so that we, together with the Title Company, may reconcile the Survey depictions with the title commitment exceptions and raise any questions or comments before the Surveys are certified. This coordination step is critical to ensuring that the final certified Surveys accurately reflect all title matters and support the issuance of the required title insurance policies without unnecessary exceptions.
5. Legal Descriptions
Each Survey must include the full metes-and-bounds legal description of the subject Property as contained in the vesting deed for the applicable Target Entity LLC and/or as set forth in the title commitment issued by Commonwealth. The legal description shall be reproduced on the face of the Survey or on a separate sheet attached to and made a part of the Survey.
If, as a result of the surveyor's field work and boundary analysis, the surveyed boundaries are found to differ from the record legal description in any material respect — including, without limitation, discrepancies in courses, distances, bearings, calls, acreage, or the location of monuments — the surveyor must prepare a revised legal description based on the Survey and must clearly note the nature and extent of the discrepancy on the face of the Survey. Any revised legal description shall be provided in both hard copy and in Microsoft Word format, as further described in Section 7 below.
We will provide copies of all vesting deeds, recorded plats, and legal descriptions from the title commitments to Meridian for reference in connection with the preparation of the Surveys. These documents will be transmitted as part of the title commitment packages referenced in Section 4 above, or separately as they become available.
6. Certification Requirements
Each Survey must bear a certification in substantially the following form:
"To: [Certified Parties — see below]. This is to certify that this map or plat and the survey on which it is based were made in accordance with the 2021 Minimum Standard Detail Requirements for ALTA/NSPS Land Title Surveys, jointly established and adopted by ALTA and NSPS, and includes Items [list applicable Table A items] of Table A thereof. The field work was completed on [date] and this plat was prepared on [date]. I further certify that the survey was made on the ground, under my direction, and the data shown hereon is true and correct to the best of my knowledge and belief."
Each Survey shall be certified to the following parties:
1.  Fairwater Real Estate Investment Trust, a Maryland real estate investment trust (the Buyer);
2.  Fairwater Property Management LLC, a Delaware limited liability company (the Buyer's property management affiliate);
3.  Commonwealth National Title Insurance Company (the title insurer and escrow agent for the transaction);
4.  The applicable lender(s) secured by the subject Property (as specified below);
5.  Calderwood & Harkness LLP (counsel to the Buyer); and
6.  Aldgate National Bank, N.A., as administrative agent under the Buyer's revolving credit facility.
The lender certifications for each individual Property Survey shall include only the specific lender(s) whose mortgage loan(s) are secured by that Property, as follows:
•  Properties 1 through 8 (Fairfield Logistics Center I, Fairfield Logistics Center II, Westlake Distribution Hub, Katy Freeway Logistics Park, Alliance Commerce Center, Lakeland Crossings Industrial, Southport Logistics Park, and Murfreesboro Distribution Center): Pinnacle Federal Bank, N.A., as lender under Loans 1-A through 1-H (aggregate outstanding principal balance of approximately $421,600,000).
•  Properties 9 through 12 (Buckhead Place Office Tower, SouthPark Corporate Center, Cool Springs Office Park, and Brickell Bay Office Building): Veltrano Capital Lending Corp., as lender under Loans 2-A through 2-D (aggregate outstanding principal balance of approximately $142,300,000).
•  Properties 13 and 14 (Peachtree Corners Logistics Center and Mount Juliet Commerce Park): Sycamore Life Insurance Company, as lender under Loans 3-A and 3-B (aggregate outstanding principal balance of approximately $48,100,000).
For the avoidance of doubt, the following parties shall be included in the certification for all fourteen (14) Property Surveys: Fairwater Real Estate Investment Trust; Fairwater Property Management LLC; Commonwealth National Title Insurance Company; Calderwood & Harkness LLP; and Aldgate National Bank, N.A.
The certification must expressly confirm that the Survey was prepared in accordance with the 2021 Minimum Standard Detail Requirements for ALTA/NSPS Land Title Surveys, including the specific Table A optional items required by this letter and listed on the face of the Survey.
Each Survey shall bear the surveyor's original signature, professional seal, registration number (for the applicable state of licensure), date of field work completion, and date of certification. Where a Survey is revised after initial certification, the surveyor shall add a revised certification date and note the nature of the revision.
7. Deliverable Format and Number of Copies
For each of the fourteen (14) Property Surveys, Meridian shall provide the following deliverables:
(a) Full-Size Hard Copies. Three (3) full-size hard copies of each Survey, printed on sheets measuring twenty-four inches by thirty-six inches (24" × 36") or larger as needed to accommodate the Property at an appropriate and readable scale. Each full-size copy shall bear the surveyor's original or reproduced wet signature and professional seal.
(b) Reduced-Size Hard Copies. Three (3) reduced-size copies of each Survey, printed on sheets measuring eleven inches by seventeen inches (11" × 17"). Each reduced-size copy shall bear the surveyor's signature and professional seal and shall be fully legible at the reduced size.
(c) Electronic Copies — PDF. Electronic copies of each Survey in Portable Document Format (PDF), at high resolution (minimum 300 dots per inch), suitable for printing at both full size and reduced size. PDF files shall be text-searchable to the extent practicable.
(d) Electronic Copies — Glenrock Technologies. Electronic copies of each Survey in Glenrock Technologies drawing format (.dwg), with all layers intact, organized, and labeled in a manner that permits the recipient to isolate and review individual survey elements (e.g., boundary, easements, improvements, utilities, topography).
(e) Legal Descriptions. If revised legal descriptions are prepared pursuant to Section 5 above, such descriptions shall be provided in Microsoft Word (.docx) format in addition to their inclusion on the face of the Survey.
All deliverables shall be provided to the following recipients:
Primary Delivery:
Calderwood & Harkness LLP 450 Park Avenue, 28th Floor New York, New York 10022
Attention: Grace Nakamura, Associate
Copy to:
Rafael Dominguez, Counsel Calderwood & Harkness LLP 1700 K Street NW, Suite 900 Washington, DC 20006
Additional Copies to Title Company:
Commonwealth National Title Insurance Company 191 Peachtree Street NE, Suite 800 Atlanta, Georgia 30303
Attention: Kenneth Stanhope, Senior Vice President
Electronic files shall be transmitted via secure file transfer link or other method agreed upon by the parties. All hard copy deliverables shall be shipped via overnight courier (Severin Partners LLC or Halcyon Partners LLC) with tracking, at Meridian's expense (to be included in the fee proposal).
8. Delivery Schedule
The following delivery schedule shall apply to this engagement:
(a) Preliminary / Draft Surveys (All 14 Properties): On or before January 15, 2024, which is approximately ten (10) weeks from the date of this letter. Draft Surveys should be substantially complete and should include all boundary, improvement, easement, and exception data, but need not bear the surveyor's final certification. Drafts may be submitted electronically in PDF format and need not include hard copies.
(b) Final Certified Surveys (All 14 Properties): On or before March 1, 2024, incorporating all comments, corrections, and revisions received from C&H and the Title Company following their review of the draft Surveys. Final Surveys must include all hard copy and electronic deliverables specified in Section 7 above.
We note that the anticipated execution date for the Purchase and Sale Agreement between Fairwater and GMP Fund III is late February 2024. The final certified Surveys must be available to satisfy the title objection review process, which is expected to commence promptly after PSA execution. Accordingly, timely delivery of both draft and final Surveys is critical to the transaction timeline, and Meridian should plan its work schedule accordingly.
Survey revisions and corrections, if any are required following C&H's and the Title Company's review of the draft Surveys, will be addressed on a rolling basis. Meridian should plan to accommodate one (1) round of revisions within ten (10) business days of receipt of consolidated comments from C&H. To the extent additional rounds of revisions are required due to circumstances beyond Meridian's control (e.g., newly discovered title exceptions or access limitations), C&H and Meridian will cooperate to establish reasonable revised deadlines.
If at any time Meridian anticipates that it will be unable to meet the delivery dates specified above, Meridian shall promptly notify C&H in writing, providing an explanation for the delay and a revised delivery schedule for review and approval. Time is of the essence in this engagement.
9. Access and Coordination
Property access for all fourteen (14) Properties will be coordinated through the current property manager retained by GMP Fund III:
Argyle Property Services LLC 3300 Peachtree Road NE, Suite 2200 Atlanta, Georgia 30326
Contact: Sean Kilpatrick, Portfolio Manager Telephone: (404) 555-1290
Email: skilpatrick@argylepropertyservices.com
Meridian should contact Mr. Kilpatrick directly to schedule field work at each Property and to arrange appropriate site access, including gate codes, key access, security escort requirements (if any), and any tenant notification procedures. Meridian shall coordinate field work schedules with Mr. Kilpatrick sufficiently in advance to permit reasonable notice to on-site personnel and tenants.
Any requests by Meridian for existing surveys, site plans, as-built drawings, construction plans, recorded plats, or other records related to the Properties should be directed through C&H. We will coordinate with Seller's counsel, Blackridge Hayes LLP (lead partner: Nathaniel Pryce, Esq.), to obtain the requested materials from the electronic data room established for this transaction. We anticipate that certain historical surveys and site plans will be available in the data room and will be provided to Meridian as supplemental reference materials; however, as noted in Section 1 above, such prior materials do not substitute for current field work.
The surveyor should take care to minimize disruption to tenants and ongoing property operations during field work. Field crews should avoid blocking tenant loading docks, truck courts, parking areas, or building entrances for extended periods and should coordinate with on-site property management staff to schedule work during hours that minimize interference with tenant operations. For logistics properties with active 24-hour distribution operations, scheduling of field work should take into account peak shipping and receiving times.
The surveyor should observe and note any features or conditions visible from the exterior of tenant-occupied spaces but shall not enter any tenant-occupied spaces without prior coordination and written consent from the applicable tenant, as arranged through the property manager. If access to a tenant-occupied area is required to complete any aspect of the Survey (e.g., to verify a party wall location or to access a shared utility corridor), Meridian shall notify C&H, and we will arrange tenant access through the property manager.
10. Special Instructions — Property-Specific
In addition to the general requirements set forth above, the following property-specific instructions apply:
A. Logistics/Industrial Properties (Properties 1–8, 13, and 14)
For each of the ten (10) logistics and industrial properties in the Portfolio, the Survey shall include the following additional detail:
(i) Truck Court Dimensions. Dimensions (length and width) of all truck courts, apron areas, and turning radii serving the building(s);
(ii) Loading Dock Locations and Counts. Location and total count of all loading docks, including dock-high doors and grade-level (drive-in) doors, labeled by type;
(iii) Trailer Parking Areas. Location, dimensions, and approximate capacity (number of trailer stalls) of all designated trailer parking or staging areas;
(iv) Rail Spur or Rail Access. Identification and depiction of any rail spur, rail siding, or rail access serving the Property, including the approximate length of the spur and any rail easements or right-of-way areas;
(v) Exterior Storage Yards. Location and dimensions of any exterior storage yards, container storage areas, or outdoor laydown areas; and
(vi) Stormwater Management Facilities. Location and approximate dimensions of all stormwater management facilities, including detention ponds, retention basins, bioswales, underground detention systems (to the extent visible at grade), and outfall structures.
B. Office Properties (Properties 9–12)
For each of the four (4) office properties in the Portfolio, the Survey shall include the following additional detail:
(i) Parking Structures. Location, footprint dimensions, and number of levels of all structured parking facilities (parking garages or parking decks) serving the Property;
(ii) Surface Parking Lot Delineation. Delineation of all surface parking lots, including ingress and egress points, drive aisles, and the total number of surface parking spaces by type;
(iii) Pedestrian Access Points. Location of all primary pedestrian access points to the building(s), including main entrances, service entrances, and connections to public sidewalks or transit facilities; and
(iv) Rooftop Equipment and Mechanical Areas. Identification and approximate location of any rooftop equipment platforms, mechanical equipment enclosures, cooling towers, or other building systems components visible at grade level or from the surrounding area.
C. Flood Zone Information (All Properties)
For all fourteen (14) Properties, the Survey shall identify:
(i) The applicable FEMA flood zone designation (e.g., Zone X, Zone AE, Zone A, Zone AH, Zone VE);
(ii) The FEMA community number for the jurisdiction in which the Property is located;
(iii) The NFIP map panel number applicable to the Property;
(iv) The panel effective date; and
(v) Whether any portion of the improvements on the Property lies within a Special Flood Hazard Area (Zone A, AE, AH, or V), and if so, the approximate extent of the improvements within such area. This determination is critical for lender flood insurance compliance purposes.
D. Wetlands (All Properties)
For all fourteen (14) Properties, the Survey shall note any observable evidence of wetlands or jurisdictional waters (including, without limitation, streams, creeks, rivers, ponds, marshes, swamps, or delineated wetland areas) on or immediately adjacent to the surveyed Property. The surveyor is not expected to perform a formal wetlands delineation; however, any observable indicators of potential jurisdictional features (such as wetland flagging, hydric soils, standing water, or wetland vegetation) should be noted on the face of the Survey.
11. Fee and Billing
Please provide a fee proposal for the scope of work described in this letter, broken down by individual Property, within five (5) business days of receipt of this letter. The fee proposal should separately identify: (a) base survey fees for each Property; (b) any additional charges for Table A optional items or property-specific special instructions; (c) costs for private utility locating services; (d) travel and per diem expenses (if any); and (e) shipping and delivery costs.
All fees and expenses for the survey work described herein are the responsibility of Fairwater Real Estate Investment Trust (the Buyer). For budgeting purposes, Fairwater's estimated total survey costs for the fourteen (14)-property Portfolio are approximately One Hundred Ninety-Six Thousand Dollars ($196,000). Your fee proposal should be consistent with this estimate to the extent practicable; any material variance from this estimate should be explained in the proposal.
All invoices should be submitted to:
Calderwood & Harkness LLP 450 Park Avenue, 28th Floor New York, New York 10022
Attention: Angela Fontaine, Billing Partner
Reference: Matter Number 1036-00004
Payment terms are Net 30 days from receipt of invoice. Invoices should be submitted monthly and should itemize the work performed during the billing period, broken down by Property and by task. Expenses should be documented with supporting receipts or vendor invoices.
12. Insurance and Indemnification
As a condition of this engagement, Meridian is requested to provide confirmation that it maintains the following insurance coverage:
(a) Professional Liability (Errors and Omissions) Insurance. A minimum coverage amount of Two Million Dollars ($2,000,000) per occurrence and Five Million Dollars ($5,000,000) in the aggregate, issued by a carrier rated "A-" or better by A.M. Best Company. Such coverage shall remain in effect throughout the term of this engagement and for a period of not less than two (2) years following completion of the final Survey.
(b) General Commercial Liability Insurance. Coverage in an amount not less than One Million Dollars ($1,000,000) per occurrence and Two Million Dollars ($2,000,000) in the aggregate.
(c) Workers' Compensation Insurance. As required by applicable state law for each jurisdiction in which field work is performed.
(d) Automobile Liability Insurance. Coverage in an amount not less than One Million Dollars ($1,000,000) combined single limit for vehicles used in connection with the survey work.
Meridian is further requested to provide a certificate of insurance naming the following parties as additional insureds under Meridian's professional liability and general commercial liability policies:
•  Fairwater Real Estate Investment Trust
•  Calderwood & Harkness LLP
•  Commonwealth National Title Insurance Company
The certificate of insurance should be provided to C&H prior to commencement of field work or within ten (10) days of the date of this letter, whichever is earlier.
Meridian shall indemnify, defend, and hold harmless Fairwater Real Estate Investment Trust, Calderwood & Harkness LLP, Commonwealth National Title Insurance Company, and their respective officers, directors, partners, employees, agents, and affiliates from and against any and all claims, losses, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or resulting from any errors, omissions, or negligent acts of Meridian, its employees, agents, or subconsultants in connection with the performance of the survey work described in this letter.
13. Confidentiality
All information provided to Meridian in connection with this engagement, including, without limitation, property information, site plans, title documents, ownership structure details, entity names, financial terms, lender information, tenant information, and other transaction details, is strictly confidential and shall be treated as such by Meridian and all of its employees, agents, subconsultants, and representatives.
Meridian acknowledges that the transaction contemplated herein is subject to a mutual Confidentiality Agreement between Fairwater Real Estate Investment Trust and Greystone Meridian Partners Fund III, L.P., dated October 10, 2023 (the "NDA"). Without limiting the generality of the foregoing, Meridian agrees to comply with the confidentiality obligations applicable to Fairwater and its representatives under the NDA, and C&H will make the relevant provisions of the NDA available to Meridian upon request.
Meridian shall not disclose any information relating to the Properties, the transaction, the parties, or the terms of this engagement to any third party without the prior written consent of Calderwood & Harkness LLP. This restriction does not apply to disclosures made to utility companies, governmental agencies, or private utility locating services to the extent necessary to perform the scope of work described herein, provided that such disclosures are limited to the minimum information necessary (e.g., property address and request for utility records) and do not include information regarding the identity of the parties, the transaction structure, or the purchase price.
The confidentiality obligations set forth in this Section 13 shall survive the completion or termination of this engagement.
14. Engagement Confirmation
We request that Mr. Caulfield countersign and return a copy of this letter (by physical signature or by electronic signature compliant with applicable law) to confirm Meridian's acceptance of the engagement and the terms and conditions set forth herein. A countersigned copy may be returned by email to the undersigned at dfairchild@calderwoodharkness.com, with a copy to gnakamura@calderwoodharkness.com. Please return the countersigned copy within five (5) business days of receipt of this letter.
Upon countersignature, this letter shall constitute the agreement between Calderwood & Harkness LLP (on behalf of its client, Fairwater Real Estate Investment Trust) and Meridian Land Surveying, Inc. with respect to the survey engagement described herein. In the event of any conflict between the terms of this letter and any separate proposal, work order, or standard terms issued by Meridian, the terms of this letter shall control.
We look forward to working with Meridian on this engagement and are confident that your firm's experience and capabilities are well suited to the demands of this multi-state portfolio survey. Please do not hesitate to contact the undersigned or Grace Nakamura at (212) 554-7843 with any questions regarding these instructions or the scope of work described herein.
Very truly yours,
CALDERWOOD & HARKNESS LLP
By: ________
Douglas Fairchild, Partner 450 Park Avenue, 28th Floor New York, New York 10022 Telephone: (212) 554-7812
Email: dfairchild@calderwoodharkness.com
ACKNOWLEDGED AND AGREED:
MERIDIAN LAND SURVEYING, INC.
By: ________
Name: Daniel Caulfield, PLS, PE
Title: Lead Surveyor / Principal
Date: ________
cc: (via email)
Grace Nakamura, Associate, Calderwood & Harkness LLP Rafael Dominguez, Counsel, Calderwood & Harkness LLP Marcus Devereaux, Executive Vice President, Acquisitions, Fairwater Real Estate Investment Trust Camille Oduya, In-House Real Estate Counsel, Fairwater Real Estate Investment Trust
SCHEDULE A
PROPERTY LIST — SUN BELT LOGISTICS AND OFFICE PORTFOLIO
14 Properties — Approximately 5,224,000 Rentable square Feet
Fairwater Real Estate Investment Trust / Greystone Meridian Partners Fund III, L.P.
Georgia Properties (4 Properties)
Texas Properties (3 Properties)
Florida Properties (3 Properties)
Tennessee Properties (3 Properties)
North Carolina Properties (1 Property)
Portfolio Summary.  
Lender Summary.  
Schedule A to Survey Instruction Letter dated November 8, 2023 — Calderwood & Harkness LLP Matter No. 1036-00004 — CONFIDENTIAL
No. | Property Name | Address | City, State | Approx. RSF | Target Entity
1 | Fairfield Logistics Center I | 4200 Fairfield Industrial Blvd | Fairburn, GA 30213 | 412,000 | GMP Fairfield I LLC
2 | Fairfield Logistics Center II | 4300 Fairfield Industrial Blvd | Fairburn, GA 30213 | 387,000 | GMP Fairfield II LLC
3 | Westlake Distribution Hub | 11500 Westlake Parkway | Houston, TX 77082 | 624,000 | GMP Westlake LLC
4 | Katy Freeway Logistics Park | 22600 Katy Freeway | Katy, TX 77449 | 538,000 | GMP Katy LLC
5 | Alliance Commerce Center | 2800 Alliance Gateway Blvd | Fort Worth, TX 76177 | 485,000 | GMP Alliance LLC
6 | Lakeland Crossings Industrial | 7100 Drane Field Road | Lakeland, FL 33811 | 372,000 | GMP Lakeland LLC
7 | Southport Logistics Park | 3200 Southport Connector Road | Jacksonville, FL 32218 | 410,000 | GMP Southport LLC
8 | Murfreesboro Distribution Center | 1600 Joe B. Jackson Parkway | Murfreesboro, TN 37127 | 502,000 | GMP Murfreesboro LLC
13 | Peachtree Corners Logistics Center | 5900 Peachtree Industrial Blvd | Peachtree Corners, GA 30071 | 345,000 | GMP Peachtree LLC
14 | Mount Juliet Commerce Park | 400 South Mount Juliet Road | Mount Juliet, TN 37122 | 298,000 | GMP Mount Juliet LLC
No. | Property Name | Address | City, State | Approx. RSF | Target Entity
9 | Buckhead Place Office Tower | 3380 Peachtree Road NE | Atlanta, GA 30326 | 285,000 | GMP Buckhead LLC
10 | SouthPark Corporate Center | 6200 Fairview Road | Charlotte, NC 28210 | 218,000 | GMP SouthPark LLC
11 | Cool Springs Office Park | 5000 Virginia Way | Brentwood, TN 37027 | 196,000 | GMP Cool Springs LLC
12 | Brickell Bay Office Building | 1450 Brickell Avenue | Miami, FL 33131 | 152,000 | GMP Brickell LLC
No. | Property Name | Address | City, State, Zip | Type | Approx. RSF | Year Built | Target Entity LLC | Lender | Loan Ref.
1 | Fairfield Logistics Center I | 4200 Fairfield Industrial Blvd | Fairburn, GA 30213 | Logistics | 412,000 | 2017 | GMP Fairfield I LLC | Pinnacle Federal Bank, N.A. | Loan 1-A
2 | Fairfield Logistics Center II | 4300 Fairfield Industrial Blvd | Fairburn, GA 30213 | Logistics | 387,000 | 2018 | GMP Fairfield II LLC | Pinnacle Federal Bank, N.A. | Loan 1-B
9 | Buckhead Place Office Tower | 3380 Peachtree Road NE | Atlanta, GA 30326 | Office | 285,000 | 2005 | GMP Buckhead LLC | Veltrano Capital Lending Corp. | Loan 2-A
13 | Peachtree Corners Logistics Center | 5900 Peachtree Industrial Blvd | Peachtree Corners, GA 30071 | Logistics | 345,000 | 2019 | GMP Peachtree LLC | Sycamore Life Insurance Co. | Loan 3-A
No. | Property Name | Address | City, State, Zip | Type | Approx. RSF | Year Built | Target Entity LLC | Lender | Loan Ref.
3 | Westlake Distribution Hub | 11500 Westlake Parkway | Houston, TX 77082 | Logistics | 624,000 | 2020 | GMP Westlake LLC | Pinnacle Federal Bank, N.A. | Loan 1-C
4 | Katy Freeway Logistics Park | 22600 Katy Freeway | Katy, TX 77449 | Logistics | 538,000 | 2019 | GMP Katy LLC | Pinnacle Federal Bank, N.A. | Loan 1-D
5 | Alliance Commerce Center | 2800 Alliance Gateway Blvd | Fort Worth, TX 76177 | Logistics | 485,000 | 2021 | GMP Alliance LLC | Pinnacle Federal Bank, N.A. | Loan 1-E
No. | Property Name | Address | City, State, Zip | Type | Approx. RSF | Year Built | Target Entity LLC | Lender | Loan Ref.
6 | Lakeland Crossings Industrial | 7100 Drane Field Road | Lakeland, FL 33811 | Logistics | 372,000 | 2016 | GMP Lakeland LLC | Pinnacle Federal Bank, N.A. | Loan 1-F
7 | Southport Logistics Park | 3200 Southport Connector Road | Jacksonville, FL 32218 | Logistics | 410,000 | 2020 | GMP Southport LLC | Pinnacle Federal Bank, N.A. | Loan 1-G
12 | Brickell Bay Office Building | 1450 Brickell Avenue | Miami, FL 33131 | Office | 152,000 | 2008 | GMP Brickell LLC | Veltrano Capital Lending Corp. | Loan 2-D
No. | Property Name | Address | City, State, Zip | Type | Approx. RSF | Year Built | Target Entity LLC | Lender | Loan Ref.
8 | Murfreesboro Distribution Center | 1600 Joe B. Jackson Parkway | Murfreesboro, TN 37127 | Logistics | 502,000 | 2018 | GMP Murfreesboro LLC | Pinnacle Federal Bank, N.A. | Loan 1-H
11 | Cool Springs Office Park | 5000 Virginia Way | Brentwood, TN 37027 | Office | 196,000 | 2007 | GMP Cool Springs LLC | Veltrano Capital Lending Corp. | Loan 2-C
14 | Mount Juliet Commerce Park | 400 South Mount Juliet Road | Mount Juliet, TN 37122 | Logistics | 298,000 | 2021 | GMP Mount Juliet LLC | Sycamore Life Insurance Co. | Loan 3-B
No. | Property Name | Address | City, State, Zip | Type | Approx. RSF | Year Built | Target Entity LLC | Lender | Loan Ref.
10 | SouthPark Corporate Center | 6200 Fairview Road | Charlotte, NC 28210 | Office | 218,000 | 2010 | GMP SouthPark LLC | Veltrano Capital Lending Corp. | Loan 2-B
Category | Count | Approx. RSF | % of Portfolio RSF
Logistics Properties | 10 | 4,373,000 | 83.7%
Office Properties | 4 | 851,000 | 16.3%
Total Portfolio | 14 | 5,224,000 | 100.0%
Lender | Properties Secured | Loan References | Aggregate OPB (Approx.)
Pinnacle Federal Bank, N.A. | Properties 1–8 | Loans 1-A – 1-H | $421,600,000
Veltrano Capital Lending Corp. | Properties 9–12 | Loans 2-A – 2-D | $142,300,000
Sycamore Life Insurance Co. | Properties 13–14 | Loans 3-A – 3-B | $48,100,000
Total | 14 Properties | 14 Loans | $612,000,000

CALDERWOOD & HARKNESS LLP Attorneys at Law

CALDERWOOD & HARKNESS LLP

ACKNOWLEDGED AND AGREED:

MERIDIAN LAND SURVEYING, INC.

SCHEDULE A

Record

Parties

Dates

Amounts