1036-00004 · Client 1036 · Title & Survey

survey-review-comment-letter.docx DOCUMENT Real Estate

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CONFIDENTIAL

CALDERWOOD & HARKNESS LLP Attorneys at Law

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

Telephone: (212) 554-7000 Facsimile: (212) 554-7001 www.calderwoodharkness.com

March 15, 2024

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

Re: Survey Review Comments — 14-Property Sun Belt Logistics and Office Portfolio Fairwater Real Estate Investment Trust Acquisition from Greystone Meridian Partners Fund III, L.P. Calderwood & Harkness LLP Matter No. 1036-00004

Dear Mr. Caulfield:

We write on behalf of our client, Fairwater Real Estate Investment Trust ("Fairwater REIT" or the "Buyer"), in connection with the above-referenced matter. As you are aware, Meridian Land Surveying, Inc. ("Meridian") was engaged pursuant to Calderwood & Harkness LLP's ("C&H") Survey Instruction Letter dated November 8, 2023 (the "Survey Instruction Letter") to prepare ALTA/NSPS Land Title Surveys for each of the fourteen (14) properties comprising the Sun Belt Logistics and Office Portfolio (collectively, the "Properties," and each individually, a "Property"). The surveys were to be prepared in accordance with the 2021 Minimum Standard Detail Requirements for ALTA/NSPS Land Title Surveys, jointly established by the American Land Title Association and the National Society of Professional Surveyors (the "2021 Standards"), including the following specified Table A optional survey responsibilities and specifications: Items 1, 2, 3, 4, 6(a), 6(b), 7(a), 7(b)(1), 7(c), 8, 9, 10, 11(a), 11(b), 13, 14, 16, 17, 18, and 19 (collectively, the "Specified Table A Items").

C&H has now completed its initial review of the draft ALTA/NSPS Land Title Surveys for all fourteen (14) Properties delivered by Meridian between February 15 and March 4, 2024 (each, a "Survey Draft," and collectively, the "Survey Drafts"). The Survey Drafts are being reviewed in connection with that certain Purchase and Sale Agreement, dated as of February 28, 2024 (the "PSA"), between Fairwater Real Estate Investment Trust, as buyer, and Greystone Meridian Partners Fund III, L.P. ("GMP Fund III" or the "Seller"), as seller, pursuant to which Fairwater REIT has agreed to acquire one hundred percent (100%) of the membership interests in fourteen (14) property-owning Delaware limited liability companies (each, a "Target Entity") for an aggregate purchase price of One Billion One Hundred Million Dollars ($1,100,000,000).

We note that the title and survey objection deadline under Section 5.2(a) of the PSA is March 29, 2024, making it critical that revised, final surveys be completed and delivered well in advance of that date so that C&H may conduct a final review and incorporate the survey results into the Buyer's title objection letter and related deliverables. Accordingly, we respectfully request that revised Survey Drafts incorporating all comments set forth in this letter be delivered to us no later than March 25, 2024.

Each final, certified survey must be certified to the following parties in the manner set forth in the Survey Instruction Letter:

1. Fairwater Real Estate Investment Trust;

2. Commonwealth National Title Insurance Company;

3. Pinnacle Federal Bank, N.A. (for Properties 1 through 8);

4. Veltrano Capital Lending Corp. (for Properties 9 through 12);

5. Sycamore Life Insurance Company (for Properties 13 and 14); and

6. Calderwood & Harkness LLP.

Our comments are organized into two sections: (I) General Comments applicable to all fourteen (14) Survey Drafts, followed by (II) Property-Specific Comments for each individual Property. We have also enclosed, under separate electronic transmittal, marked-up copies of each Survey Draft reflecting our notations.

I. GENERAL COMMENTS APPLICABLE TO ALL 14 SURVEYS

The following comments apply to each of the fourteen (14) Survey Drafts and should be addressed uniformly across all surveys in the revised submissions.

A. Certification Requirements

Each survey must bear a proper certification in compliance with the 2021 Standards. As set forth in the Survey Instruction Letter, the certification must expressly state that the survey was prepared in accordance with the 2021 Minimum Standard Detail Requirements for ALTA/NSPS Land Title Surveys, including the Specified Table A Items enumerated above. The certification language must be consistent across all fourteen (14) surveys and must list all required certified parties, specifically: (i) Fairwater Real Estate Investment Trust, (ii) Commonwealth National Title Insurance Company, (iii) the applicable lender for the Property (Pinnacle Federal Bank, N.A., Veltrano Capital Lending Corp., or Sycamore Life Insurance Company, as the case may be), and (iv) Calderwood & Harkness LLP.

Each survey must be individually signed and sealed by the licensed professional land surveyor responsible for the field work and survey preparation. For surveys covering Properties located in different states (Georgia, Texas, Florida, Tennessee, and North Carolina), the signing surveyor must be duly licensed and in good standing in the state where the Property is situated. If a different surveyor is responsible for a particular state, the certification must reflect that surveyor's license number, seal, and signature. We note that certain of the Survey Drafts received to date appear to contain incomplete certification blocks (e.g., missing lender names or omitting C&H as a certified party). Please ensure that all certifications are complete on the revised drafts.

B. Table A Item Compliance

We request that Meridian verify and confirm that each Survey Draft includes all information required by the Specified Table A Items. In our review, we have identified several instances — noted in the Property-Specific Comments below — where Table A Item requirements appear to have been omitted or incompletely addressed. Without limiting the Property-Specific Comments, we offer the following general guidance regarding the Specified Table A Items:

Items 6(a) and 6(b) — Utilities. Each survey must depict all evidence of utilities serving the Property, including both observed evidence (Item 6(a)) and utilities disclosed by the applicable utility companies or otherwise known (Item 6(b)). Observed evidence includes, without limitation, manholes, catch basins, valve covers, hydrants, utility poles, overhead and underground electric lines, junction boxes, transformers, pedestals, and meter stations. Where utility information has been disclosed by local utility providers or is identified in the title commitment or related documentation, such information should also be depicted and labeled.

Item 7(a) — Exterior Building Dimensions. The exterior dimensions of all buildings at ground level must be shown. This includes principal structures, ancillary structures (e.g., guard houses, pump houses, maintenance buildings), and any permanent improvements such as loading dock canopies and covered walkways.

Item 7(b)(1) — square Footage. The gross square footage of all buildings at ground level must be calculated and noted. Where multi-story buildings are present, the ground-floor footprint area should be clearly distinguished. Total rentable square footage ("RSF"), as identified in the PSA and summarized herein, should be verified against the survey measurements.

Item 7(c) — Building Height. The height of all buildings above grade must be shown. For multi-story buildings, the height should be measured from the finished grade at the base of the building to the highest point of the roof structure (excluding mechanical penthouses and antenna structures, which should be noted separately).

Items 8 and 9 — Parking. The number of striped parking spaces must be shown on each survey, along with the identification of all handicap-accessible (ADA-compliant) parking spaces. The count should distinguish between surface parking and structured parking, where applicable. Non-striped parking areas (e.g., gravel overflow lots) should be identified separately.

Items 11(a) and 11(b) — Zoning. Each survey must note the current zoning classification of the Property, including any applicable overlay or special-purpose district designations. Setback requirements (front, rear, and side), lot coverage limitations, height restrictions, floor area ratios, and minimum parking ratios required under the applicable zoning ordinance should be noted. Compliance or non-compliance with such requirements should be indicated to the extent determinable from the survey.

Item 13 — Adjoining Owners. The names of all adjoining property owners must be shown as reflected in the current tax records of the applicable county or municipality. We have noted several Survey Drafts in which adjoining owner information is incomplete or blank, and these are called out in the Property-Specific Comments below.

Item 14 — Wetlands. Each survey must depict the location of any wetlands on the Property as identified on the applicable National Wetlands Inventory ("NWI") maps published by the U.S. Fish and Wildlife Service. NWI boundary lines should be clearly delineated and labeled.

Item 16 — Recent Street or Sidewalk Improvements. Evidence of recent street or sidewalk construction or improvements within or adjacent to the Property should be shown and noted.

Item 17 — Above-Ground Utilities. The location of all above-ground utility infrastructure, including but not limited to poles, towers, transformers, and junction boxes, must be depicted.

Item 18 — Environmental Features. Observable evidence of the current or prior use of the Property as a solid waste dump, sump, or sanitary landfill must be shown. In addition, any environmental monitoring equipment (e.g., monitoring wells, remediation infrastructure) observed on the Property should be depicted and labeled. This is of particular importance for certain Properties in this portfolio where Phase I Environmental Site Assessments have identified recognized environmental conditions.

Item 19 — Improvements on Adjoining Properties. The location of all above-ground improvements on immediately adjoining properties that are situated within five (5) feet of the Property boundary lines must be shown.

C. Consistency with Title Commitments

Each survey must accurately depict all easements, rights-of-way, restrictions, encumbrances, and other matters shown as Schedule B, Section II exceptions in the corresponding title commitment issued by Commonwealth National Title Insurance Company (each, a "Title Commitment"). C&H's Title Review Memorandum, distributed to all parties on March 8, 2024, includes a detailed schedule of all Schedule B-II exceptions for each Property, together with copies of the underlying recorded instruments. We have identified a number of discrepancies between the easements and encumbrances plotted on the Survey Drafts and those identified in the Title Commitments. Each such discrepancy is noted in the Property-Specific Comments below, but as a general matter, we request that Meridian systematically cross-reference each Survey Draft against the corresponding Title Commitment to ensure that all Schedule B-II exceptions are properly depicted, labeled with recording information (book/page or clerk's file number, recording date), and dimensioned.

To the extent that any survey exception areas are not consistent with the permitted exceptions identified on Exhibit P to the PSA (the "Permitted Exceptions Schedule"), such matters should be flagged on the survey for further review by C&H and the Buyer. Any encumbrances, encroachments, or other survey-revealed matters that could constitute title defects under Section 5.2 of the PSA must be clearly identified so that they may be addressed in the Buyer's title objection letter.

D. Legal Description Verification

Each survey must include the full metes-and-bounds and/or plat description of the Property and must confirm that such description matches — in all material respects — the legal description set forth on Exhibit A to the PSA for the corresponding Property. Specifically, each surveyed legal description should be compared to the PSA exhibit description for consistency in bearings, distances, curve data, point of beginning, monuments referenced, and closure calculations. Any discrepancy — no matter how minor — must be noted and corrected. If the surveyor's field work reveals any deviation from the PSA legal description (for example, a corrected bearing or an adjusted distance based on found monuments), such deviation should be clearly noted on the survey face with an explanation, and C&H should be notified immediately so that the appropriate legal description can be conformed in the transaction documents.

E. General Formatting Requirements

Each survey must include the following standard elements in accordance with the 2021 Standards and the Survey Instruction Letter:

• A north arrow oriented to grid north, with the basis of bearings identified;

• A graphic scale appropriate to the size and detail of the survey;

• The date(s) of the field work performed in connection with the survey;

• A comprehensive legend identifying all symbols, abbreviations, and line types used on the survey;

• The FEMA flood zone determination for the Property, including the applicable Flood Insurance Rate Map ("FIRM") panel number, the effective date of the FIRM panel, and the flood zone designation (e.g., Zone X, Zone AE, Zone AH);

• The total acreage of the Property, calculated to the nearest one-hundredth (0.01) of an acre;

• The total rentable square footage of all buildings on the Property; and

• A closure calculation demonstrating that the surveyed boundary meets the accuracy requirements of the 2021 Standards.

We have noted that certain Survey Drafts are missing one or more of these elements. Please ensure that all of the foregoing items appear on each revised survey.

II. PROPERTY-SPECIFIC COMMENTS

Set forth below are our specific comments for each of the fourteen (14) Properties, organized by Property number. For ease of reference, we have included the street address, Target Entity, approximate rentable square footage, year built, and applicable loan designation for each Property.

Property 1: Fairfield Logistics Center I

Address: 4200 Fairfield Industrial Blvd, Fairburn, Georgia 30213 Target Entity: GMP Fairfield I LLC Rentable square Footage: 412,000 sq. ft. Year Built: 2020 Applicable Loan: Loan 1-A (Pinnacle Federal Bank, N.A.)

Comment 1-1 (Critical — Easement Depiction). The Survey Draft for this Property depicts a utility easement along the southeastern boundary of the parcel; however, the depiction does not appear to reflect the full extent of the 20-foot utility easement recorded in favor of the local utility provider (Fulton County, Georgia records). We note that the Title Commitment for this Property (Commonwealth National Title Insurance Company, Commitment No. ATL-2024-04519) includes a Schedule B-II exception for a 20-foot-wide utility easement as recorded in Deed Book 58741, Page 223, of the Fulton County, Georgia land records. The Survey Draft appears to show only a partial plotting of this easement, with the southernmost segment either omitted or terminating short of the property boundary. Please cross-reference this easement with the recorded instrument and the Title Commitment and revise the survey to depict the full easement area, including its width, length, recording reference, and the identity of the easement beneficiary.

Comment 1-2 (Critical — Potential Setback Encroachment). The 50-foot front setback line along Fairfield Industrial Boulevard is shown on the Survey Draft, but the building footprint — specifically, the loading dock canopy on the southern elevation of the warehouse building — appears to fall within approximately 48 feet of the front property line, potentially encroaching into the required 50-foot front setback. We request field verification and detailed measurement of the distance from the outermost edge of the loading dock canopy to the front property line. If the measurement confirms that the canopy is within the setback area, please note this as a potential zoning nonconformity on the survey face, as this matter will need to be addressed in the Buyer's title objection letter and may require a zoning analysis or variance review.

Comment 1-3 (Standard — Truck Court Dimensions). The Survey Draft does not include dimensions for the truck court areas on the eastern and southern sides of the warehouse building. Please add dimensions for all truck court areas, including turning radii for tractor-trailers, and depict any fire lane designations, including fire lane widths and signage locations, as observed on the Property.

Comment 1-4 (Standard — Flood Zone Confirmation). The flood zone designation for this Property is expected to be Zone X (area of minimal flood hazard) based on the applicable FEMA FIRM panel. Please confirm the Zone X designation and include the FIRM panel number and effective date on the revised survey.

Property 2: Fairfield Logistics Center II

Address: 4300 Fairfield Industrial Blvd, Fairburn, Georgia 30213 Target Entity: GMP Fairfield II LLC Rentable square Footage: 387,000 sq. ft. Year Built: 2020 Applicable Loan: Loan 1-B (Pinnacle Federal Bank, N.A.)

Comment 2-1 (Critical — Shared Access Easement). Properties 1 and 2 are subject to a Reciprocal Easement Agreement ("REA") that grants reciprocal access and shared driveway rights between the two parcels. The Title Commitment for this Property (Commonwealth National Title Insurance Company, Commitment No. ATL-2024-04520) includes a Schedule B-II exception referencing the REA, recorded in Deed Book 59102, Page 445, of the Fulton County, Georgia land records. The Survey Draft for Property 2 does not depict the full extent of the reciprocal access easement area established under the REA. Please revise the survey to show the complete easement area benefiting and burdening this Property, with the recording reference, the width and location of the shared access drive, and a notation identifying the benefited and burdened parcels.

Comment 2-2 (Critical — Stormwater Detention Pond / Drainage Easement). The stormwater detention pond located on the western portion of the parcel appears to overlap with a recorded drainage easement referenced in the Title Commitment (Deed Book 57890, Page 112, Fulton County records). However, the dimensions of the pond as depicted on the Survey Draft do not align with the boundaries of the recorded drainage easement. Specifically, the pond appears to extend approximately 15 feet beyond the southern boundary of the easement area as described in the recorded instrument. We request field measurement of the actual detention pond boundaries and reconciliation with the recorded easement document. If the pond extends beyond the easement area, this should be clearly noted on the survey.

Comment 2-3 (Standard — Adjoining Owner Identification). The adjoining owner name on the southern boundary of the parcel is blank on the Survey Draft. Per Table A Item 13, the names of all adjoining property owners must be identified based on current tax records. Please complete this information on the revised survey.

Property 3: Westlake Distribution Hub

Address: 11500 Westlake Parkway, Houston, Texas 77082 Target Entity: GMP Westlake LLC Rentable square Footage: 624,000 sq. ft. Year Built: 2019 Applicable Loan: Loan 1-C (Pinnacle Federal Bank, N.A.)

Comment 3-1 (Standard — Environmental Features). We note that the Phase I Environmental Site Assessment prepared by Trident Environmental Group LLC, dated January 22, 2024 (the "Phase I ESA"), identified de minimis recognized environmental conditions (controlled) at this Property. Pursuant to Table A Item 18, the survey should depict any visible evidence of environmental features observed on the Property, including without limitation monitoring wells, remediation equipment, aboveground storage tanks, staining, or other observable indicators of environmental conditions. Please confirm that a thorough review for such features was conducted during the field work and that any observed features are depicted and labeled on the revised survey.

Comment 3-2 (Critical — Pipeline Easement). The Title Commitment for this Property (Commonwealth National Title Insurance Company, Commitment No. HOU-2024-07833) includes a Schedule B-II exception for a pipeline easement running along the northern boundary of the parcel, recorded in the Official Public Records of Harris County, Texas, under Clerk's File No. 2015-042871. This pipeline easement is not plotted on the Survey Draft. Please add the pipeline easement to the revised survey, including its full width, centerline location, recording reference, and the identity of the easement holder.

Comment 3-3 (Critical — Ingress/Egress Easement Width). The Survey Draft depicts an ingress and egress easement from Westlake Parkway providing access to the Property. However, the width of the easement as shown on the survey appears to be approximately 50 feet, whereas the recorded instrument referenced in the Title Commitment (Clerk's File No. 2018-118294, Harris County, Texas) describes the easement as having a width of 60 feet. Please reconcile the survey depiction with the recorded instrument and revise accordingly. If the field work indicates that the actual improved access drive is 50 feet wide but the recorded easement extends 60 feet, the survey should depict both the recorded easement boundary and the improved surface within it.

Comment 3-4 (Standard — Building Area Confirmation). Per Table A Item 7(b)(1), please confirm that the total building area at ground level is 624,000 square feet. The current Survey Draft shows a building footprint but does not include a specific square footage calculation. This figure should be noted on the revised survey face.

Property 4: Katy Freeway Logistics Park

Address: 22600 Katy Freeway, Katy, Texas 77449 Target Entity: GMP Katy LLC Rentable square Footage: 538,000 sq. ft. Year Built: 2021 Applicable Loan: Loan 1-D (Pinnacle Federal Bank, N.A.)

Comment 4-1 (Standard — TxDOT Right-of-Way). The Survey Draft does not clearly depict the Texas Department of Transportation ("TxDOT") right-of-way along the Katy Freeway (Interstate 10) frontage. Please add the TxDOT right-of-way boundary with the current right-of-way width notation, based on available TxDOT records or local surveys of record.

Comment 4-2 (Critical — Potential Encroachment). The Survey Draft shows a dumpster enclosure on the eastern side of the Property that is situated approximately 3 feet from the eastern property line. Please confirm by field measurement whether the dumpster enclosure, including its concrete pad and any associated bollards or fencing, is entirely within the Property boundary and does not encroach onto the adjacent parcel. If any portion of the enclosure extends beyond the property line, this encroachment must be clearly noted on the survey.

Comment 4-3 (Standard — Off-Site Drainage Easement). The Survey Draft depicts a detention basin outfall pipe that appears to extend toward the adjacent property to the east. Please confirm whether an off-site drainage easement exists in favor of the Property for the discharge of stormwater onto or across the adjacent parcel. If such an easement has been recorded, please depict it on the survey with the recording reference and dimensions. If no recorded easement exists, please note the apparent off-site discharge on the survey face.

Comment 4-4 (Standard — Parking Count Discrepancy). The survey legend for this Property states that there are 312 parking spaces on the site. However, the physical layout depicted on the Survey Draft plat appears to show approximately 340 spaces. Please recount all parking spaces, including any recently striped or reconfigured areas, and reconcile the legend with the actual count. The revised survey should also separately identify all ADA-accessible parking spaces.

Property 5: Alliance Commerce Center

Address: 2800 Alliance Gateway Blvd, Fort Worth, Texas 76177 Target Entity: GMP Alliance LLC Rentable square Footage: 485,000 sq. ft. Year Built: 2020 Applicable Loan: Loan 1-E (Pinnacle Federal Bank, N.A.)

Comment 5-1 (Critical — Rail Spur Easement). The Title Commitment for this Property (Commonwealth National Title Insurance Company, Commitment No. DFW-2024-11205) includes a Schedule B-II exception referencing a rail spur easement along the southwestern boundary of the parcel, recorded in the Official Public Records of Denton County, Texas, under Clerk's File No. D-2019-87452. This rail spur easement does not appear on the current Survey Draft. Please add the easement to the revised survey, including its width, location, recording reference, and the identity of the easement holder. If the rail spur has been constructed, please also depict the rail infrastructure as an improvement on the site.

Comment 5-2 (Standard — BNSF Railway Setbacks). To the extent that the rail spur area is subject to any setback or clearance requirements imposed by Adriatic Enterprises (or any successor), please depict such setback lines on the revised survey. If no BNSF setback requirements are applicable, please confirm that in a notation on the survey.

Comment 5-3 (Standard — Signage Easement). A monument sign is observed at the Property entrance along Alliance Gateway Boulevard. The Title Commitment references a signage easement associated with the Property entrance, but the Survey Draft does not depict this easement. Please add the signage easement to the revised survey with its dimensions, location, and recording reference.

Comment 5-4 (Standard — ADA Parking Identification). Per Table A Items 8 and 9, all ADA-accessible parking spaces must be identified and counted on the survey. The current Survey Draft does not clearly differentiate ADA-accessible spaces from standard spaces. Please revise accordingly.

Property 6: Lakeland Crossings Industrial

Address: 7100 Drane Field Road, Lakeland, Florida 33811 Target Entity: GMP Lakeland LLC Rentable square Footage: 372,000 sq. ft. Year Built: 2019 Applicable Loan: Loan 1-F (Pinnacle Federal Bank, N.A.)

Comment 6-1 (Standard — Environmental Features). The Phase I Environmental Site Assessment prepared by Trident Environmental Group LLC, dated January 18, 2024, identified de minimis recognized environmental conditions (controlled) at this Property. Consistent with Table A Item 18, please ensure that the revised survey depicts any observable evidence of environmental features, including but not limited to monitoring wells, aboveground or underground storage tanks, remediation equipment, staining, or other indicators of environmental conditions that were observed during field work.

Comment 6-2 (Critical — Wetland Depiction). The northern portion of the parcel includes an area identified as wetlands on the applicable National Wetlands Inventory map. Per Table A Item 14, the NWI boundary must be depicted on the survey. The current Survey Draft does not appear to show the NWI wetland boundary. Please add the NWI wetland area boundary to the revised survey with appropriate labeling. We note that any wetland areas may affect the usable area of the parcel and could be relevant to the Buyer's diligence and the lender's collateral analysis.

Comment 6-3 (Standard — Building Dimensions / PCA Coordination). The Property Condition Assessment prepared by Rampart Building Sciences, Inc., dated February 2, 2024 (the "PCA"), identified approximately $380,000 in immediate repair costs for this Property. While the PCA findings are being addressed separately in the Buyer's due diligence, the survey should confirm that the building dimensions and structural footprint are accurately depicted, as the building area is relevant to the PCA analysis and the lender's underwriting. Please verify the building footprint dimensions on the revised survey.

Comment 6-4 (Standard — Stormwater Retention Pond). The Survey Draft shows a stormwater retention pond on the site but does not include the pond's dimensions. Please add dimensions (length, width, and approximate depth, if determinable from grade observations) to the revised survey. Additionally, please verify that the retention pond is situated entirely within the Property boundaries and does not extend onto any adjacent parcel.

Comment 6-5 (Standard — Access Points and FDOT Right-of-Way). Please confirm and clearly depict all access points from Drane Field Road, including curb cuts, driveway aprons, and any acceleration or deceleration lanes. In addition, please depict the Florida Department of Transportation ("FDOT") right-of-way along Drane Field Road with its current width.

Property 7: Southport Logistics Park

Address: 3200 Southport Connector Road, Jacksonville, Florida 32218 Target Entity: GMP Southport LLC Rentable square Footage: 410,000 sq. ft. Year Built: 2021 Applicable Loan: Loan 1-G (Pinnacle Federal Bank, N.A.)

Comment 7-1 (Standard — Cross-Access Easement Details). The Survey Draft shows a cross-access easement with the adjacent parcel to the east of the Property. However, the survey does not include the recording reference for the cross-access easement, nor does it indicate the width of the easement area. Please add the recording reference (Official Records book and page number, Duval County, Florida), the easement width, and a notation identifying the benefited and burdened parcels.

Comment 7-2 (Critical — JEA Utility Easement). Jacksonville Electric Authority ("JEA") overhead utility lines are observed crossing the western portion of the site. The Title Commitment for this Property (Commonwealth National Title Insurance Company, Commitment No. JAX-2024-06190) references a JEA utility easement in this area. The Survey Draft depicts the overhead lines but does not show the associated utility easement boundaries, width, or recording reference. Please revise the survey to depict the full extent of the JEA utility easement, including its width, recording reference, and the identity of the easement holder.

Comment 7-3 (Critical — Potential Boundary Encroachment). The concrete truck apron on the south side of the warehouse building extends to the southeastern corner of the Property. The Survey Draft measurements in this area appear ambiguous, and it is unclear whether the truck apron extends beyond the property line. Please conduct field verification to confirm that the concrete truck apron is entirely within the Property boundary. If any portion of the apron extends beyond the property line, this must be noted on the survey as an encroachment.

Comment 7-4 (Critical — FEMA Flood Zone Determination). Portions of this parcel may be located within a FEMA Zone AE (special flood hazard area). The current Survey Draft includes a flood zone notation but does not specify the zone designation or the FIRM panel number and effective date. Please confirm the flood zone designation for all portions of the parcel. If any portion of the Property is situated within a Zone AE or other special flood hazard area, the survey must depict the base flood elevation ("BFE") and the boundary of the special flood hazard area on the survey face.

Property 8: Murfreesboro Distribution Center

Address: 1600 Joe B. Jackson Parkway, Murfreesboro, Tennessee 37127 Target Entity: GMP Murfreesboro LLC Rentable square Footage: 502,000 sq. ft. Year Built: 2020 Applicable Loan: Loan 1-H (Pinnacle Federal Bank, N.A.)

Comment 8-1 (Critical — Sanitary Sewer Easement Discrepancy). The Survey Draft depicts a 15-foot-wide sanitary sewer easement on the Property. However, the Title Commitment for this Property (Commonwealth National Title Insurance Company, Commitment No. NSH-2024-03877) references a sanitary sewer easement with a width of 20 feet, as recorded in Book 1245, Page 892, of the Rutherford County, Tennessee Register of Deeds. The 5-foot discrepancy between the survey depiction and the Title Commitment must be resolved. Please review the recorded easement document and conduct field verification to determine the correct easement width. If the recorded instrument provides for a 20-foot easement, the survey should be revised accordingly, even if the physical improvements (e.g., the sewer line) occupy a narrower corridor.

Comment 8-2 (Standard — Building Area Confirmation). The building area for this Property should be confirmed at 502,000 square feet per Table A Item 7(b)(1). The current Survey Draft shows an overall building footprint but does not include a specific square footage calculation or breakdown. Please add the total building area at ground level to the revised survey.

Comment 8-3 (Standard — Fire Hydrant Location). A fire hydrant on the western side of the warehouse building is not depicted on the Survey Draft. Per Table A Item 6(a), all evidence of utilities observed on the Property — including fire hydrants — should be shown. Please add this feature to the revised survey.

Comment 8-4 (Standard — Fenced Storage Yard). The Survey Draft shows a fenced storage yard on the northern portion of the Property. Please confirm that the fenced area, including all fence posts, gates, and associated improvements, is entirely within the Property boundary. If any portion of the fencing extends beyond the property line, this should be noted as a potential encroachment.

Property 9: Buckhead Place Office Tower

Address: 3380 Peachtree Road NE, Atlanta, Georgia 30326 Target Entity: GMP Buckhead LLC Rentable square Footage: 285,000 sq. ft. Year Built: 2018 Applicable Loan: Loan 2-A (Veltrano Capital Lending Corp.)

Comment 9-1 (Standard — Building Footprint and Height / PCA Coordination). The Property Condition Assessment prepared by Rampart Building Sciences, Inc., dated January 29, 2024, identified approximately $890,000 in immediate repair costs for this Property — the largest PCA allocation in the entire portfolio. While the PCA issues are being addressed in the Buyer's due diligence, the survey must accurately confirm the building footprint, exterior dimensions at ground level, and building height above grade, as required by Table A Items 7(a), 7(b)(1), and 7(c). Please ensure that the revised survey includes all three measurements and that the building height notation reflects the measurement from finished grade to the highest point of the roof structure, with any mechanical penthouse or rooftop equipment separately noted.

Comment 9-2 (Standard — Parking Structure and Parking Count). The eastern portion of the site includes a multi-level parking structure. The Survey Draft does not currently include a total count of parking spaces within the structure or on the surface lot areas. Please revise the survey to include the total number of parking spaces, with a breakdown between structured parking and surface parking. All ADA-accessible parking spaces must be separately identified and counted per Table A Items 8 and 9.

Comment 9-3 (Critical — Sidewalk Encroachment). The Survey Draft appears to show the building's entrance canopy along the Peachtree Road NE frontage extending approximately 4 feet beyond the Property boundary line into the City of Atlanta right-of-way. This is a significant survey finding that may require coordination with the Title Review Memorandum and the Buyer's title objection letter. Please conduct precise field measurement to confirm the extent of any encroachment of the entrance canopy (or any other building improvement) beyond the Property line. If the encroachment is confirmed, please depict it clearly on the survey face with the measured distance and identify the encroaching improvement and the area encroached upon (i.e., the City of Atlanta right-of-way). This issue may also require investigation into whether a license or encroachment agreement exists with the City of Atlanta.

Comment 9-4 (Standard — Underground Utility Vault). An underground utility vault is located on the Property, apparently in connection with Drayton Holdings service. Please depict the utility vault on the revised survey with its dimensions and location, and show the applicable utility easement recorded in favor of Drayton Holdings, including the recording reference.

Comment 9-5 (Standard — Zoning Overlay District). Per Table A Item 11(a), the survey must note the current zoning classification for this Property, including any applicable zoning overlay district designation. We understand that this Property may be subject to one or more overlay designations under the City of Atlanta zoning ordinance (e.g., the Buckhead Village Special Public Interest District or similar). Please confirm and note the overlay district designation on the revised survey.

Property 10: SouthPark Corporate Center

Address: 6200 Fairview Road, Charlotte, North Carolina 28210 Target Entity: GMP SouthPark LLC Rentable square Footage: 218,000 sq. ft. Year Built: 2017 Applicable Loan: Loan 2-B (Veltrano Capital Lending Corp.)

Comment 10-1 (Standard — Building Footprint / PCA Coordination). The Property Condition Assessment prepared by Rampart Building Sciences, Inc., dated February 5, 2024, identified approximately $250,000 in immediate repair costs for this Property. Please confirm that the building footprint and dimensions are accurately depicted on the revised survey per Table A Items 7(a), 7(b)(1), and 7(c).

Comment 10-2 (Critical — Landscape Buffer Easement). The Title Commitment for this Property (Commonwealth National Title Insurance Company, Commitment No. CLT-2024-09461) includes a Schedule B-II exception for a 10-foot landscape buffer easement along the Fairview Road frontage, recorded in Book 34211, Page 1187, of the Mecklenburg County, North Carolina Register of Deeds. This easement is not depicted on the Survey Draft. Please add the landscape buffer easement to the revised survey with its width, location, and recording reference.

Comment 10-3 (Standard — Parking Count and Zoning Compliance). Per Table A Item 11(b), the survey must indicate whether the total number of parking spaces on the Property satisfies the minimum parking ratios required under the applicable zoning ordinance. Please confirm the total parking space count on the revised survey and compare it to the certificate of occupancy requirements and the zoning minimum parking ratio for the applicable zoning classification. Any deficiency or surplus should be noted.

Comment 10-4 (Critical — Trash Compactor Encroachment). The Survey Draft shows a trash compactor area near the building's service entrance. This area appears to encroach into the 10-foot landscape buffer easement identified in Comment 10-2 above. Please conduct field measurement to confirm the location of the trash compactor relative to the landscape buffer easement boundary. If the trash compactor or its concrete pad extends into the easement area, this must be clearly depicted on the survey and noted as an encroachment.

Comment 10-5 (Standard — Adjoining Owner Identification). The adjoining property owner on the northern boundary of the parcel has not been identified on the Survey Draft. Per Table A Item 13, please add this information based on current Mecklenburg County tax records.

Property 11: Cool Springs Office Park

Address: 5000 Virginia Way, Brentwood, Tennessee 37027 Target Entity: GMP Cool Springs LLC Rentable square Footage: 196,000 sq. ft. Year Built: 2016 Applicable Loan: Loan 2-C (Veltrano Capital Lending Corp.)

Comment 11-1 (Standard — Building Area / PCA Coordination). The Property Condition Assessment prepared by Rampart Building Sciences, Inc., dated February 8, 2024, identified approximately $620,000 in immediate repair costs for this Property. Please confirm the building area and dimensions on the revised survey per Table A Items 7(a), 7(b)(1), and 7(c).

Comment 11-2 (Critical — Shared Parking Agreement). The Title Commitment for this Property (Commonwealth National Title Insurance Company, Commitment No. NSH-2024-05182) references a shared parking agreement with the adjacent office property, recorded in Book 8945, Page 331, of the Williamson County, Tennessee Register of Deeds. This shared parking area is not plotted on the Survey Draft. Please depict the boundary of the shared parking area on the revised survey, with the recording reference and a notation identifying the benefited and burdened parcels under the agreement.

Comment 11-3 (Standard — Access Easement from Virginia Way). The Survey Draft depicts the access easement from Virginia Way providing ingress and egress to the Property, but does not include detail regarding turning radii at the entrance. Please add turning radius measurements at the entrance and confirm the width of the access easement as consistent with the recorded instrument.

Comment 11-4 (Standard — Monument Sign Easement). A monument sign is shown on the Survey Draft at the Virginia Way entrance. However, the sign easement referenced in the Title Commitment is not depicted. Please add the sign easement to the revised survey with its dimensions, location, and recording reference.

Comment 11-5 (Critical — Missing Building Setback Line). The 25-foot building setback line along the southern boundary of the parcel is not shown on the current Survey Draft. Per Table A Item 11(a), all applicable setback requirements must be depicted. Please add the setback line and confirm that the building and all other improvements comply with the setback requirement. If any improvement encroaches into the setback, this must be noted.

Property 12: Brickell Bay Office Building

Address: 1450 Brickell Avenue, Miami, Florida 33131 Target Entity: GMP Brickell LLC Rentable square Footage: 152,000 sq. ft. Year Built: 2019 Applicable Loan: Loan 2-D (Veltrano Capital Lending Corp.)

Comment 12-1 (Critical — Building Height). The Survey Draft for this Property does not include the building height above grade as required by Table A Item 7(c). This is a multi-story office building, and the building height is essential for zoning compliance analysis and lender underwriting purposes. Please add the building height measurement (from finished grade to the highest point of the roof) on the revised survey, with any rooftop mechanical equipment or penthouse structures noted separately.

Comment 12-2 (Standard — Miami-Dade County Right-of-Way). The Survey Draft does not show the Miami-Dade County right-of-way along Brickell Avenue. Please add the right-of-way boundary with its current width, based on available Miami-Dade County or City of Miami records.

Comment 12-3 (Critical — Underground Utility Lines). Underground utility lines (water, sewer, and electric) that cross the site are not fully depicted on the Survey Draft. Per Table A Item 6(a), all evidence of utilities serving the Property, including underground utilities where observable or disclosed, must be shown. Please coordinate with local utility providers (Miami-Dade Water and Sewer Department, Vireo Group, and any other applicable providers) to obtain as-built location information for underground utilities crossing the Property, and depict such utilities on the revised survey.

Comment 12-4 (Critical — Adjacent Condominium Encroachment). The Title Commitment for this Property (Commonwealth National Title Insurance Company, Commitment No. MIA-2024-12847) references a potential encroachment from the adjacent condominium building's balconies over the Property line on the northern boundary. Please conduct field measurement to confirm whether any portion of the adjacent condominium building's balconies, projections, or other improvements extends over the Property line. If an encroachment is confirmed, please depict it with the measured overhang distance and identify the encroaching improvement.

Comment 12-5 (Critical — FEMA Flood Zone). Portions of the Brickell neighborhood in Miami are situated within FEMA Zone AE (coastal flood zone with base flood elevations determined). The Survey Draft includes a generic flood zone notation but does not specify the zone designation, FIRM panel number, or effective date. Please confirm the flood zone designation for all portions of the Property. If any portion of the Property is within a Zone AE or other special flood hazard area, the survey must depict the base flood elevation and the boundary of the flood zone on the survey face.

Property 13: Peachtree Corners Logistics Center

Address: 5900 Peachtree Industrial Blvd, Peachtree Corners, Georgia 30071 Target Entity: GMP Peachtree LLC Rentable square Footage: 345,000 sq. ft. Year Built: 2020 Applicable Loan: Loan 3-A (Sycamore Life Insurance Company)

Comment 13-1 (Critical — Access Easement Width Discrepancy). The Survey Draft depicts an access easement from Peachtree Industrial Boulevard providing ingress and egress to the Property. However, the width of the easement as shown on the survey is 40 feet, whereas the Title Commitment for this Property (Commonwealth National Title Insurance Company, Commitment No. ATL-2024-08761) references an access easement with a recorded width of 50 feet (recorded in Deed Book 55490, Page 721, Gwinnett County, Georgia land records). This 10-foot discrepancy must be reconciled. Please review the recorded easement document and conduct field verification to determine the correct easement width. The revised survey should depict the easement at its full recorded width of 50 feet (or at such other width as confirmed by the recorded instrument), with the recording reference noted.

Comment 13-2 (Standard — GDOT Right-of-Way). Please depict the Georgia Department of Transportation ("GDOT") right-of-way along Peachtree Industrial Boulevard with its current width, based on available GDOT records or surveys of record.

Comment 13-3 (Critical — Fence Location / Boundary Discrepancy). An existing chain-link fence on the western boundary of the Property appears to be located approximately 2 feet inside the adjacent parcel — i.e., the fence appears to be located beyond the Property boundary on the neighbor's land. Please conduct field verification to confirm the exact location of the fence relative to the Property boundary. If the fence is located on the adjacent parcel, please note this finding on the survey, including the measured distance from the fence to the Property line. This potential boundary line discrepancy will need to be addressed in the Buyer's title review and may require further investigation into whether an encroachment agreement or boundary line agreement exists.

Comment 13-4 (Standard — Parking Count and ADA Spaces). Please confirm the total parking count on the revised survey, with separate identification and counting of all ADA-accessible parking spaces per Table A Items 8 and 9.

Property 14: Mount Juliet Commerce Park

Address: 400 South Mount Juliet Road, Mount Juliet, Tennessee 37122 Target Entity: GMP Mount Juliet LLC Rentable square Footage: 298,000 sq. ft. Year Built: 2021 Applicable Loan: Loan 3-B (Sycamore Life Insurance Company)

Comment 14-1 (Critical — Cross-Access Easement). A recorded cross-access easement with the shopping center located to the south of the Property is referenced in the Title Commitment for this Property (Commonwealth National Title Insurance Company, Commitment No. NSH-2024-06344) but is not depicted on the Survey Draft. Please add the cross-access easement to the revised survey, including the recording reference (Book and Page, Wilson County, Tennessee Register of Deeds), the easement width, the easement area boundary, and a notation identifying the benefited and burdened parcels.

Comment 14-2 (Standard — Stormwater Detention Pond). A stormwater detention pond is located on the eastern portion of the site. Please confirm the dimensions of the detention pond and verify that the pond and all associated improvements (outfall pipes, rip-rap, headwalls, spillways) are entirely within the Property boundary. If any portion of the pond infrastructure extends beyond the Property line, this should be noted on the revised survey.

Comment 14-3 (Standard — Overhead Electric Lines / Utility Easement). The Survey Draft shows overhead electric lines crossing the northwestern corner of the parcel, but the associated utility easement is not depicted. Please add the utility easement to the revised survey with its recording reference, width, and the identity of the easement holder.

Comment 14-4 (Critical — Building Setback Line). The building setback line along the Mount Juliet Road frontage is not shown on the current Survey Draft. Per Table A Item 11(a), all applicable setback requirements must be depicted. Please add the applicable building setback line based on the current zoning requirements for this Property and confirm whether the building and all other improvements comply with the setback. If any improvement encroaches into the setback area, this must be clearly noted.

Comment 14-5 (Standard — Total Parcel Acreage). The total parcel acreage is not noted on the Survey Draft. Please add the total acreage, calculated to the nearest one-hundredth (0.01) of an acre, on the revised survey.

III. SUMMARY TABLE OF REVISION REQUESTS

The following table summarizes the revision requests for each of the fourteen (14) Properties:

As reflected in the foregoing table, we have identified a total of sixty-one (61) revision requests across all fourteen (14) Properties. Of these, twenty-six (26) are classified as Critical, encompassing encroachments, boundary discrepancies, missing or incorrectly depicted easements affecting title coverage, and flood zone determinations with potential implications for lender requirements. The remaining thirty-five (35) requests are classified as Standard, covering formatting adjustments, labeling requirements, dimensional confirmations, and minor depiction corrections. While all comments should be addressed in the revised surveys, we ask that Meridian prioritize the Critical items to ensure that they are resolved before the March 29, 2024 title objection deadline.

IV. DEADLINE AND DELIVERY INSTRUCTIONS

As noted above, revised surveys incorporating all comments set forth in this letter must be delivered no later than March 25, 2024, to allow C&H sufficient time to conduct a final review before the title and survey objection deadline of March 29, 2024 under Section 5.2(a) of the PSA.

Electronic Delivery. Revised surveys should be delivered electronically in both PDF format and Glenrock Technologies (.dwg) format to Grace Nakamura at gnakamura@calderwoodharkness.com and Rafael Dominguez at rdominguez@calderwoodharkness.com.

Hard Copy Delivery. Three (3) sets of hard copies of each revised and certified survey (i.e., three original signed and sealed copies per Property) should be sent by overnight courier to each of the following addresses:

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

Attn: Grace Nakamura

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

Attn: Kenneth Stanhope

Attn: Camille Oduya

Lender Certifications. As set forth in the Survey Instruction Letter, each final certified survey must also be certified to the applicable lender for the Property, as follows:

• Properties 1 through 8: Pinnacle Federal Bank, N.A.

• Properties 9 through 12: Veltrano Capital Lending Corp.

• Properties 13 and 14: Sycamore Life Insurance Company

Please ensure that the certification block on each survey includes the correct lender name for the applicable Property.

V. AVAILABILITY FOR COORDINATION

We recognize that the volume of comments in this letter is substantial and that certain items — particularly those requiring additional field work or coordination with utility providers — may present logistical challenges. We are available to discuss any of the comments set forth herein by telephone or videoconference at Meridian's convenience.

Your primary contacts at C&H for this matter are:

Grace Nakamura, Lead Associate Calderwood & Harkness LLP 450 Park Avenue, 28th Floor New York, New York 10022 Direct: (212) 554-7184

Email: gnakamura@calderwoodharkness.com

Rafael Dominguez, Working Associate Calderwood & Harkness LLP 1875 K Street NW, Suite 600 Washington, DC 20006 Direct: (202) 881-3347

Email: rdominguez@calderwoodharkness.com

We respectfully request that Meridian contact C&H promptly if any comment in this letter requires additional field work, utility coordination, or other efforts that may extend the revision timeline beyond March 25, 2024. Early identification of any such issue will allow us to coordinate with the Buyer and the title company regarding potential adjustments to the review schedule, bearing in mind the firm deadline of March 29, 2024 for the Buyer's title objections under the PSA.

We appreciate Meridian's diligent work on the survey program for this portfolio and look forward to receiving the revised surveys in advance of the deadline.

Very truly yours,

CALDERWOOD & HARKNESS LLP

By: ________

Grace Nakamura Lead Associate, Real Estate

cc: (via email)

Douglas Fairchild, Esq., Calderwood & Harkness LLP Angela Fontaine, Esq., Calderwood & Harkness LLP Rafael Dominguez, Esq., Calderwood & Harkness LLP Marcus Devereaux, Fairwater Real Estate Investment Trust Camille Oduya, Fairwater Real Estate Investment Trust Kenneth Stanhope, Commonwealth National Title Insurance Company Virginia Moorehead, Commonwealth National Title Insurance Company

Enclosure: Marked-up survey drafts for all 14 Properties (transmitted separately via electronic file transfer)

No.	Property Name	State	Target Entity	No. of Comments	Critical	Standard	Minor
1	Fairfield Logistics Center I	GA	GMP Fairfield I LLC	4	2	2	0
2	Fairfield Logistics Center II	GA	GMP Fairfield II LLC	3	2	1	0
3	Westlake Distribution Hub	TX	GMP Westlake LLC	4	2	2	0
4	Katy Freeway Logistics Park	TX	GMP Katy LLC	4	1	3	0
5	Alliance Commerce Center	TX	GMP Alliance LLC	4	1	3	0
6	Lakeland Crossings Industrial	FL	GMP Lakeland LLC	5	1	4	0
7	Southport Logistics Park	FL	GMP Southport LLC	4	3	1	0
8	Murfreesboro Distribution Center	TN	GMP Murfreesboro LLC	4	1	3	0
9	Buckhead Place Office Tower	GA	GMP Buckhead LLC	5	1	4	0
10	SouthPark Corporate Center	NC	GMP SouthPark LLC	5	2	3	0
11	Cool Springs Office Park	TN	GMP Cool Springs LLC	5	2	3	0
12	Brickell Bay Office Building	FL	GMP Brickell LLC	5	4	1	0
13	Peachtree Corners Logistics Center	GA	GMP Peachtree LLC	4	2	2	0
14	Mount Juliet Commerce Park	TN	GMP Mount Juliet LLC	5	2	3	0
TOTAL	61	26	35	0

CONFIDENTIAL
CALDERWOOD & HARKNESS LLP Attorneys at Law
450 Park Avenue, 28th Floor New York, New York 10022
Telephone: (212) 554-7000 Facsimile: (212) 554-7001 www.calderwoodharkness.com
March 15, 2024
Daniel Caulfield, PLS, PE Lead Surveyor Meridian Land Surveying, Inc. 2745 Lenox Road NE, Suite 300 Atlanta, Georgia 30324
Re: Survey Review Comments — 14-Property Sun Belt Logistics and Office Portfolio Fairwater Real Estate Investment Trust Acquisition from Greystone Meridian Partners Fund III, L.P. Calderwood & Harkness LLP Matter No. 1036-00004
Dear Mr. Caulfield:
We write on behalf of our client, Fairwater Real Estate Investment Trust ("Fairwater REIT" or the "Buyer"), in connection with the above-referenced matter. As you are aware, Meridian Land Surveying, Inc. ("Meridian") was engaged pursuant to Calderwood & Harkness LLP's ("C&H") Survey Instruction Letter dated November 8, 2023 (the "Survey Instruction Letter") to prepare ALTA/NSPS Land Title Surveys for each of the fourteen (14) properties comprising the Sun Belt Logistics and Office Portfolio (collectively, the "Properties," and each individually, a "Property"). The surveys were to be prepared in accordance with the 2021 Minimum Standard Detail Requirements for ALTA/NSPS Land Title Surveys, jointly established by the American Land Title Association and the National Society of Professional Surveyors (the "2021 Standards"), including the following specified Table A optional survey responsibilities and specifications: Items 1, 2, 3, 4, 6(a), 6(b), 7(a), 7(b)(1), 7(c), 8, 9, 10, 11(a), 11(b), 13, 14, 16, 17, 18, and 19 (collectively, the "Specified Table A Items").
C&H has now completed its initial review of the draft ALTA/NSPS Land Title Surveys for all fourteen (14) Properties delivered by Meridian between February 15 and March 4, 2024 (each, a "Survey Draft," and collectively, the "Survey Drafts"). The Survey Drafts are being reviewed in connection with that certain Purchase and Sale Agreement, dated as of February 28, 2024 (the "PSA"), between Fairwater Real Estate Investment Trust, as buyer, and Greystone Meridian Partners Fund III, L.P. ("GMP Fund III" or the "Seller"), as seller, pursuant to which Fairwater REIT has agreed to acquire one hundred percent (100%) of the membership interests in fourteen (14) property-owning Delaware limited liability companies (each, a "Target Entity") for an aggregate purchase price of One Billion One Hundred Million Dollars ($1,100,000,000).
We note that the title and survey objection deadline under Section 5.2(a) of the PSA is March 29, 2024, making it critical that revised, final surveys be completed and delivered well in advance of that date so that C&H may conduct a final review and incorporate the survey results into the Buyer's title objection letter and related deliverables. Accordingly, we respectfully request that revised Survey Drafts incorporating all comments set forth in this letter be delivered to us no later than March 25, 2024.
Each final, certified survey must be certified to the following parties in the manner set forth in the Survey Instruction Letter:
1. Fairwater Real Estate Investment Trust;
2. Commonwealth National Title Insurance Company;
3. Pinnacle Federal Bank, N.A. (for Properties 1 through 8);
4. Veltrano Capital Lending Corp. (for Properties 9 through 12);
5. Sycamore Life Insurance Company (for Properties 13 and 14); and
6. Calderwood & Harkness LLP.
Our comments are organized into two sections: (I) General Comments applicable to all fourteen (14) Survey Drafts, followed by (II) Property-Specific Comments for each individual Property. We have also enclosed, under separate electronic transmittal, marked-up copies of each Survey Draft reflecting our notations.
I. GENERAL COMMENTS APPLICABLE TO ALL 14 SURVEYS
The following comments apply to each of the fourteen (14) Survey Drafts and should be addressed uniformly across all surveys in the revised submissions.
A. Certification Requirements
Each survey must bear a proper certification in compliance with the 2021 Standards. As set forth in the Survey Instruction Letter, the certification must expressly state that the survey was prepared in accordance with the 2021 Minimum Standard Detail Requirements for ALTA/NSPS Land Title Surveys, including the Specified Table A Items enumerated above. The certification language must be consistent across all fourteen (14) surveys and must list all required certified parties, specifically: (i) Fairwater Real Estate Investment Trust, (ii) Commonwealth National Title Insurance Company, (iii) the applicable lender for the Property (Pinnacle Federal Bank, N.A., Veltrano Capital Lending Corp., or Sycamore Life Insurance Company, as the case may be), and (iv) Calderwood & Harkness LLP.
Each survey must be individually signed and sealed by the licensed professional land surveyor responsible for the field work and survey preparation. For surveys covering Properties located in different states (Georgia, Texas, Florida, Tennessee, and North Carolina), the signing surveyor must be duly licensed and in good standing in the state where the Property is situated. If a different surveyor is responsible for a particular state, the certification must reflect that surveyor's license number, seal, and signature. We note that certain of the Survey Drafts received to date appear to contain incomplete certification blocks (e.g., missing lender names or omitting C&H as a certified party). Please ensure that all certifications are complete on the revised drafts.
B. Table A Item Compliance
We request that Meridian verify and confirm that each Survey Draft includes all information required by the Specified Table A Items. In our review, we have identified several instances — noted in the Property-Specific Comments below — where Table A Item requirements appear to have been omitted or incompletely addressed. Without limiting the Property-Specific Comments, we offer the following general guidance regarding the Specified Table A Items:
Items 6(a) and 6(b) — Utilities. Each survey must depict all evidence of utilities serving the Property, including both observed evidence (Item 6(a)) and utilities disclosed by the applicable utility companies or otherwise known (Item 6(b)). Observed evidence includes, without limitation, manholes, catch basins, valve covers, hydrants, utility poles, overhead and underground electric lines, junction boxes, transformers, pedestals, and meter stations. Where utility information has been disclosed by local utility providers or is identified in the title commitment or related documentation, such information should also be depicted and labeled.
Item 7(a) — Exterior Building Dimensions. The exterior dimensions of all buildings at ground level must be shown. This includes principal structures, ancillary structures (e.g., guard houses, pump houses, maintenance buildings), and any permanent improvements such as loading dock canopies and covered walkways.
Item 7(b)(1) — square Footage. The gross square footage of all buildings at ground level must be calculated and noted. Where multi-story buildings are present, the ground-floor footprint area should be clearly distinguished. Total rentable square footage ("RSF"), as identified in the PSA and summarized herein, should be verified against the survey measurements.
Item 7(c) — Building Height. The height of all buildings above grade must be shown. For multi-story buildings, the height should be measured from the finished grade at the base of the building to the highest point of the roof structure (excluding mechanical penthouses and antenna structures, which should be noted separately).
Items 8 and 9 — Parking. The number of striped parking spaces must be shown on each survey, along with the identification of all handicap-accessible (ADA-compliant) parking spaces. The count should distinguish between surface parking and structured parking, where applicable. Non-striped parking areas (e.g., gravel overflow lots) should be identified separately.
Items 11(a) and 11(b) — Zoning. Each survey must note the current zoning classification of the Property, including any applicable overlay or special-purpose district designations. Setback requirements (front, rear, and side), lot coverage limitations, height restrictions, floor area ratios, and minimum parking ratios required under the applicable zoning ordinance should be noted. Compliance or non-compliance with such requirements should be indicated to the extent determinable from the survey.
Item 13 — Adjoining Owners. The names of all adjoining property owners must be shown as reflected in the current tax records of the applicable county or municipality. We have noted several Survey Drafts in which adjoining owner information is incomplete or blank, and these are called out in the Property-Specific Comments below.
Item 14 — Wetlands. Each survey must depict the location of any wetlands on the Property as identified on the applicable National Wetlands Inventory ("NWI") maps published by the U.S. Fish and Wildlife Service. NWI boundary lines should be clearly delineated and labeled.
Item 16 — Recent Street or Sidewalk Improvements. Evidence of recent street or sidewalk construction or improvements within or adjacent to the Property should be shown and noted.
Item 17 — Above-Ground Utilities. The location of all above-ground utility infrastructure, including but not limited to poles, towers, transformers, and junction boxes, must be depicted.
Item 18 — Environmental Features. Observable evidence of the current or prior use of the Property as a solid waste dump, sump, or sanitary landfill must be shown. In addition, any environmental monitoring equipment (e.g., monitoring wells, remediation infrastructure) observed on the Property should be depicted and labeled. This is of particular importance for certain Properties in this portfolio where Phase I Environmental Site Assessments have identified recognized environmental conditions.
Item 19 — Improvements on Adjoining Properties. The location of all above-ground improvements on immediately adjoining properties that are situated within five (5) feet of the Property boundary lines must be shown.
C. Consistency with Title Commitments
Each survey must accurately depict all easements, rights-of-way, restrictions, encumbrances, and other matters shown as Schedule B, Section II exceptions in the corresponding title commitment issued by Commonwealth National Title Insurance Company (each, a "Title Commitment"). C&H's Title Review Memorandum, distributed to all parties on March 8, 2024, includes a detailed schedule of all Schedule B-II exceptions for each Property, together with copies of the underlying recorded instruments. We have identified a number of discrepancies between the easements and encumbrances plotted on the Survey Drafts and those identified in the Title Commitments. Each such discrepancy is noted in the Property-Specific Comments below, but as a general matter, we request that Meridian systematically cross-reference each Survey Draft against the corresponding Title Commitment to ensure that all Schedule B-II exceptions are properly depicted, labeled with recording information (book/page or clerk's file number, recording date), and dimensioned.
To the extent that any survey exception areas are not consistent with the permitted exceptions identified on Exhibit P to the PSA (the "Permitted Exceptions Schedule"), such matters should be flagged on the survey for further review by C&H and the Buyer. Any encumbrances, encroachments, or other survey-revealed matters that could constitute title defects under Section 5.2 of the PSA must be clearly identified so that they may be addressed in the Buyer's title objection letter.
D. Legal Description Verification
Each survey must include the full metes-and-bounds and/or plat description of the Property and must confirm that such description matches — in all material respects — the legal description set forth on Exhibit A to the PSA for the corresponding Property. Specifically, each surveyed legal description should be compared to the PSA exhibit description for consistency in bearings, distances, curve data, point of beginning, monuments referenced, and closure calculations. Any discrepancy — no matter how minor — must be noted and corrected. If the surveyor's field work reveals any deviation from the PSA legal description (for example, a corrected bearing or an adjusted distance based on found monuments), such deviation should be clearly noted on the survey face with an explanation, and C&H should be notified immediately so that the appropriate legal description can be conformed in the transaction documents.
E. General Formatting Requirements
Each survey must include the following standard elements in accordance with the 2021 Standards and the Survey Instruction Letter:
• A north arrow oriented to grid north, with the basis of bearings identified;
• A graphic scale appropriate to the size and detail of the survey;
• The date(s) of the field work performed in connection with the survey;
• A comprehensive legend identifying all symbols, abbreviations, and line types used on the survey;
• The FEMA flood zone determination for the Property, including the applicable Flood Insurance Rate Map ("FIRM") panel number, the effective date of the FIRM panel, and the flood zone designation (e.g., Zone X, Zone AE, Zone AH);
• The total acreage of the Property, calculated to the nearest one-hundredth (0.01) of an acre;
• The total rentable square footage of all buildings on the Property; and
• A closure calculation demonstrating that the surveyed boundary meets the accuracy requirements of the 2021 Standards.
We have noted that certain Survey Drafts are missing one or more of these elements. Please ensure that all of the foregoing items appear on each revised survey.
II. PROPERTY-SPECIFIC COMMENTS
Set forth below are our specific comments for each of the fourteen (14) Properties, organized by Property number. For ease of reference, we have included the street address, Target Entity, approximate rentable square footage, year built, and applicable loan designation for each Property.
Property 1: Fairfield Logistics Center I
Address: 4200 Fairfield Industrial Blvd, Fairburn, Georgia 30213 Target Entity: GMP Fairfield I LLC Rentable square Footage: 412,000 sq. ft. Year Built: 2020 Applicable Loan: Loan 1-A (Pinnacle Federal Bank, N.A.)
Comment 1-1 (Critical — Easement Depiction). The Survey Draft for this Property depicts a utility easement along the southeastern boundary of the parcel; however, the depiction does not appear to reflect the full extent of the 20-foot utility easement recorded in favor of the local utility provider (Fulton County, Georgia records). We note that the Title Commitment for this Property (Commonwealth National Title Insurance Company, Commitment No. ATL-2024-04519) includes a Schedule B-II exception for a 20-foot-wide utility easement as recorded in Deed Book 58741, Page 223, of the Fulton County, Georgia land records. The Survey Draft appears to show only a partial plotting of this easement, with the southernmost segment either omitted or terminating short of the property boundary. Please cross-reference this easement with the recorded instrument and the Title Commitment and revise the survey to depict the full easement area, including its width, length, recording reference, and the identity of the easement beneficiary.
Comment 1-2 (Critical — Potential Setback Encroachment). The 50-foot front setback line along Fairfield Industrial Boulevard is shown on the Survey Draft, but the building footprint — specifically, the loading dock canopy on the southern elevation of the warehouse building — appears to fall within approximately 48 feet of the front property line, potentially encroaching into the required 50-foot front setback. We request field verification and detailed measurement of the distance from the outermost edge of the loading dock canopy to the front property line. If the measurement confirms that the canopy is within the setback area, please note this as a potential zoning nonconformity on the survey face, as this matter will need to be addressed in the Buyer's title objection letter and may require a zoning analysis or variance review.
Comment 1-3 (Standard — Truck Court Dimensions). The Survey Draft does not include dimensions for the truck court areas on the eastern and southern sides of the warehouse building. Please add dimensions for all truck court areas, including turning radii for tractor-trailers, and depict any fire lane designations, including fire lane widths and signage locations, as observed on the Property.
Comment 1-4 (Standard — Flood Zone Confirmation). The flood zone designation for this Property is expected to be Zone X (area of minimal flood hazard) based on the applicable FEMA FIRM panel. Please confirm the Zone X designation and include the FIRM panel number and effective date on the revised survey.
Property 2: Fairfield Logistics Center II
Address: 4300 Fairfield Industrial Blvd, Fairburn, Georgia 30213 Target Entity: GMP Fairfield II LLC Rentable square Footage: 387,000 sq. ft. Year Built: 2020 Applicable Loan: Loan 1-B (Pinnacle Federal Bank, N.A.)
Comment 2-1 (Critical — Shared Access Easement). Properties 1 and 2 are subject to a Reciprocal Easement Agreement ("REA") that grants reciprocal access and shared driveway rights between the two parcels. The Title Commitment for this Property (Commonwealth National Title Insurance Company, Commitment No. ATL-2024-04520) includes a Schedule B-II exception referencing the REA, recorded in Deed Book 59102, Page 445, of the Fulton County, Georgia land records. The Survey Draft for Property 2 does not depict the full extent of the reciprocal access easement area established under the REA. Please revise the survey to show the complete easement area benefiting and burdening this Property, with the recording reference, the width and location of the shared access drive, and a notation identifying the benefited and burdened parcels.
Comment 2-2 (Critical — Stormwater Detention Pond / Drainage Easement). The stormwater detention pond located on the western portion of the parcel appears to overlap with a recorded drainage easement referenced in the Title Commitment (Deed Book 57890, Page 112, Fulton County records). However, the dimensions of the pond as depicted on the Survey Draft do not align with the boundaries of the recorded drainage easement. Specifically, the pond appears to extend approximately 15 feet beyond the southern boundary of the easement area as described in the recorded instrument. We request field measurement of the actual detention pond boundaries and reconciliation with the recorded easement document. If the pond extends beyond the easement area, this should be clearly noted on the survey.
Comment 2-3 (Standard — Adjoining Owner Identification). The adjoining owner name on the southern boundary of the parcel is blank on the Survey Draft. Per Table A Item 13, the names of all adjoining property owners must be identified based on current tax records. Please complete this information on the revised survey.
Property 3: Westlake Distribution Hub
Address: 11500 Westlake Parkway, Houston, Texas 77082 Target Entity: GMP Westlake LLC Rentable square Footage: 624,000 sq. ft. Year Built: 2019 Applicable Loan: Loan 1-C (Pinnacle Federal Bank, N.A.)
Comment 3-1 (Standard — Environmental Features). We note that the Phase I Environmental Site Assessment prepared by Trident Environmental Group LLC, dated January 22, 2024 (the "Phase I ESA"), identified de minimis recognized environmental conditions (controlled) at this Property. Pursuant to Table A Item 18, the survey should depict any visible evidence of environmental features observed on the Property, including without limitation monitoring wells, remediation equipment, aboveground storage tanks, staining, or other observable indicators of environmental conditions. Please confirm that a thorough review for such features was conducted during the field work and that any observed features are depicted and labeled on the revised survey.
Comment 3-2 (Critical — Pipeline Easement). The Title Commitment for this Property (Commonwealth National Title Insurance Company, Commitment No. HOU-2024-07833) includes a Schedule B-II exception for a pipeline easement running along the northern boundary of the parcel, recorded in the Official Public Records of Harris County, Texas, under Clerk's File No. 2015-042871. This pipeline easement is not plotted on the Survey Draft. Please add the pipeline easement to the revised survey, including its full width, centerline location, recording reference, and the identity of the easement holder.
Comment 3-3 (Critical — Ingress/Egress Easement Width). The Survey Draft depicts an ingress and egress easement from Westlake Parkway providing access to the Property. However, the width of the easement as shown on the survey appears to be approximately 50 feet, whereas the recorded instrument referenced in the Title Commitment (Clerk's File No. 2018-118294, Harris County, Texas) describes the easement as having a width of 60 feet. Please reconcile the survey depiction with the recorded instrument and revise accordingly. If the field work indicates that the actual improved access drive is 50 feet wide but the recorded easement extends 60 feet, the survey should depict both the recorded easement boundary and the improved surface within it.
Comment 3-4 (Standard — Building Area Confirmation). Per Table A Item 7(b)(1), please confirm that the total building area at ground level is 624,000 square feet. The current Survey Draft shows a building footprint but does not include a specific square footage calculation. This figure should be noted on the revised survey face.
Property 4: Katy Freeway Logistics Park
Address: 22600 Katy Freeway, Katy, Texas 77449 Target Entity: GMP Katy LLC Rentable square Footage: 538,000 sq. ft. Year Built: 2021 Applicable Loan: Loan 1-D (Pinnacle Federal Bank, N.A.)
Comment 4-1 (Standard — TxDOT Right-of-Way). The Survey Draft does not clearly depict the Texas Department of Transportation ("TxDOT") right-of-way along the Katy Freeway (Interstate 10) frontage. Please add the TxDOT right-of-way boundary with the current right-of-way width notation, based on available TxDOT records or local surveys of record.
Comment 4-2 (Critical — Potential Encroachment). The Survey Draft shows a dumpster enclosure on the eastern side of the Property that is situated approximately 3 feet from the eastern property line. Please confirm by field measurement whether the dumpster enclosure, including its concrete pad and any associated bollards or fencing, is entirely within the Property boundary and does not encroach onto the adjacent parcel. If any portion of the enclosure extends beyond the property line, this encroachment must be clearly noted on the survey.
Comment 4-3 (Standard — Off-Site Drainage Easement). The Survey Draft depicts a detention basin outfall pipe that appears to extend toward the adjacent property to the east. Please confirm whether an off-site drainage easement exists in favor of the Property for the discharge of stormwater onto or across the adjacent parcel. If such an easement has been recorded, please depict it on the survey with the recording reference and dimensions. If no recorded easement exists, please note the apparent off-site discharge on the survey face.
Comment 4-4 (Standard — Parking Count Discrepancy). The survey legend for this Property states that there are 312 parking spaces on the site. However, the physical layout depicted on the Survey Draft plat appears to show approximately 340 spaces. Please recount all parking spaces, including any recently striped or reconfigured areas, and reconcile the legend with the actual count. The revised survey should also separately identify all ADA-accessible parking spaces.
Property 5: Alliance Commerce Center
Address: 2800 Alliance Gateway Blvd, Fort Worth, Texas 76177 Target Entity: GMP Alliance LLC Rentable square Footage: 485,000 sq. ft. Year Built: 2020 Applicable Loan: Loan 1-E (Pinnacle Federal Bank, N.A.)
Comment 5-1 (Critical — Rail Spur Easement). The Title Commitment for this Property (Commonwealth National Title Insurance Company, Commitment No. DFW-2024-11205) includes a Schedule B-II exception referencing a rail spur easement along the southwestern boundary of the parcel, recorded in the Official Public Records of Denton County, Texas, under Clerk's File No. D-2019-87452. This rail spur easement does not appear on the current Survey Draft. Please add the easement to the revised survey, including its width, location, recording reference, and the identity of the easement holder. If the rail spur has been constructed, please also depict the rail infrastructure as an improvement on the site.
Comment 5-2 (Standard — BNSF Railway Setbacks). To the extent that the rail spur area is subject to any setback or clearance requirements imposed by Adriatic Enterprises (or any successor), please depict such setback lines on the revised survey. If no BNSF setback requirements are applicable, please confirm that in a notation on the survey.
Comment 5-3 (Standard — Signage Easement). A monument sign is observed at the Property entrance along Alliance Gateway Boulevard. The Title Commitment references a signage easement associated with the Property entrance, but the Survey Draft does not depict this easement. Please add the signage easement to the revised survey with its dimensions, location, and recording reference.
Comment 5-4 (Standard — ADA Parking Identification). Per Table A Items 8 and 9, all ADA-accessible parking spaces must be identified and counted on the survey. The current Survey Draft does not clearly differentiate ADA-accessible spaces from standard spaces. Please revise accordingly.
Property 6: Lakeland Crossings Industrial
Address: 7100 Drane Field Road, Lakeland, Florida 33811 Target Entity: GMP Lakeland LLC Rentable square Footage: 372,000 sq. ft. Year Built: 2019 Applicable Loan: Loan 1-F (Pinnacle Federal Bank, N.A.)
Comment 6-1 (Standard — Environmental Features). The Phase I Environmental Site Assessment prepared by Trident Environmental Group LLC, dated January 18, 2024, identified de minimis recognized environmental conditions (controlled) at this Property. Consistent with Table A Item 18, please ensure that the revised survey depicts any observable evidence of environmental features, including but not limited to monitoring wells, aboveground or underground storage tanks, remediation equipment, staining, or other indicators of environmental conditions that were observed during field work.
Comment 6-2 (Critical — Wetland Depiction). The northern portion of the parcel includes an area identified as wetlands on the applicable National Wetlands Inventory map. Per Table A Item 14, the NWI boundary must be depicted on the survey. The current Survey Draft does not appear to show the NWI wetland boundary. Please add the NWI wetland area boundary to the revised survey with appropriate labeling. We note that any wetland areas may affect the usable area of the parcel and could be relevant to the Buyer's diligence and the lender's collateral analysis.
Comment 6-3 (Standard — Building Dimensions / PCA Coordination). The Property Condition Assessment prepared by Rampart Building Sciences, Inc., dated February 2, 2024 (the "PCA"), identified approximately $380,000 in immediate repair costs for this Property. While the PCA findings are being addressed separately in the Buyer's due diligence, the survey should confirm that the building dimensions and structural footprint are accurately depicted, as the building area is relevant to the PCA analysis and the lender's underwriting. Please verify the building footprint dimensions on the revised survey.
Comment 6-4 (Standard — Stormwater Retention Pond). The Survey Draft shows a stormwater retention pond on the site but does not include the pond's dimensions. Please add dimensions (length, width, and approximate depth, if determinable from grade observations) to the revised survey. Additionally, please verify that the retention pond is situated entirely within the Property boundaries and does not extend onto any adjacent parcel.
Comment 6-5 (Standard — Access Points and FDOT Right-of-Way). Please confirm and clearly depict all access points from Drane Field Road, including curb cuts, driveway aprons, and any acceleration or deceleration lanes. In addition, please depict the Florida Department of Transportation ("FDOT") right-of-way along Drane Field Road with its current width.
Property 7: Southport Logistics Park
Address: 3200 Southport Connector Road, Jacksonville, Florida 32218 Target Entity: GMP Southport LLC Rentable square Footage: 410,000 sq. ft. Year Built: 2021 Applicable Loan: Loan 1-G (Pinnacle Federal Bank, N.A.)
Comment 7-1 (Standard — Cross-Access Easement Details). The Survey Draft shows a cross-access easement with the adjacent parcel to the east of the Property. However, the survey does not include the recording reference for the cross-access easement, nor does it indicate the width of the easement area. Please add the recording reference (Official Records book and page number, Duval County, Florida), the easement width, and a notation identifying the benefited and burdened parcels.
Comment 7-2 (Critical — JEA Utility Easement). Jacksonville Electric Authority ("JEA") overhead utility lines are observed crossing the western portion of the site. The Title Commitment for this Property (Commonwealth National Title Insurance Company, Commitment No. JAX-2024-06190) references a JEA utility easement in this area. The Survey Draft depicts the overhead lines but does not show the associated utility easement boundaries, width, or recording reference. Please revise the survey to depict the full extent of the JEA utility easement, including its width, recording reference, and the identity of the easement holder.
Comment 7-3 (Critical — Potential Boundary Encroachment). The concrete truck apron on the south side of the warehouse building extends to the southeastern corner of the Property. The Survey Draft measurements in this area appear ambiguous, and it is unclear whether the truck apron extends beyond the property line. Please conduct field verification to confirm that the concrete truck apron is entirely within the Property boundary. If any portion of the apron extends beyond the property line, this must be noted on the survey as an encroachment.
Comment 7-4 (Critical — FEMA Flood Zone Determination). Portions of this parcel may be located within a FEMA Zone AE (special flood hazard area). The current Survey Draft includes a flood zone notation but does not specify the zone designation or the FIRM panel number and effective date. Please confirm the flood zone designation for all portions of the parcel. If any portion of the Property is situated within a Zone AE or other special flood hazard area, the survey must depict the base flood elevation ("BFE") and the boundary of the special flood hazard area on the survey face.
Property 8: Murfreesboro Distribution Center
Address: 1600 Joe B. Jackson Parkway, Murfreesboro, Tennessee 37127 Target Entity: GMP Murfreesboro LLC Rentable square Footage: 502,000 sq. ft. Year Built: 2020 Applicable Loan: Loan 1-H (Pinnacle Federal Bank, N.A.)
Comment 8-1 (Critical — Sanitary Sewer Easement Discrepancy). The Survey Draft depicts a 15-foot-wide sanitary sewer easement on the Property. However, the Title Commitment for this Property (Commonwealth National Title Insurance Company, Commitment No. NSH-2024-03877) references a sanitary sewer easement with a width of 20 feet, as recorded in Book 1245, Page 892, of the Rutherford County, Tennessee Register of Deeds. The 5-foot discrepancy between the survey depiction and the Title Commitment must be resolved. Please review the recorded easement document and conduct field verification to determine the correct easement width. If the recorded instrument provides for a 20-foot easement, the survey should be revised accordingly, even if the physical improvements (e.g., the sewer line) occupy a narrower corridor.
Comment 8-2 (Standard — Building Area Confirmation). The building area for this Property should be confirmed at 502,000 square feet per Table A Item 7(b)(1). The current Survey Draft shows an overall building footprint but does not include a specific square footage calculation or breakdown. Please add the total building area at ground level to the revised survey.
Comment 8-3 (Standard — Fire Hydrant Location). A fire hydrant on the western side of the warehouse building is not depicted on the Survey Draft. Per Table A Item 6(a), all evidence of utilities observed on the Property — including fire hydrants — should be shown. Please add this feature to the revised survey.
Comment 8-4 (Standard — Fenced Storage Yard). The Survey Draft shows a fenced storage yard on the northern portion of the Property. Please confirm that the fenced area, including all fence posts, gates, and associated improvements, is entirely within the Property boundary. If any portion of the fencing extends beyond the property line, this should be noted as a potential encroachment.
Property 9: Buckhead Place Office Tower
Address: 3380 Peachtree Road NE, Atlanta, Georgia 30326 Target Entity: GMP Buckhead LLC Rentable square Footage: 285,000 sq. ft. Year Built: 2018 Applicable Loan: Loan 2-A (Veltrano Capital Lending Corp.)
Comment 9-1 (Standard — Building Footprint and Height / PCA Coordination). The Property Condition Assessment prepared by Rampart Building Sciences, Inc., dated January 29, 2024, identified approximately $890,000 in immediate repair costs for this Property — the largest PCA allocation in the entire portfolio. While the PCA issues are being addressed in the Buyer's due diligence, the survey must accurately confirm the building footprint, exterior dimensions at ground level, and building height above grade, as required by Table A Items 7(a), 7(b)(1), and 7(c). Please ensure that the revised survey includes all three measurements and that the building height notation reflects the measurement from finished grade to the highest point of the roof structure, with any mechanical penthouse or rooftop equipment separately noted.
Comment 9-2 (Standard — Parking Structure and Parking Count). The eastern portion of the site includes a multi-level parking structure. The Survey Draft does not currently include a total count of parking spaces within the structure or on the surface lot areas. Please revise the survey to include the total number of parking spaces, with a breakdown between structured parking and surface parking. All ADA-accessible parking spaces must be separately identified and counted per Table A Items 8 and 9.
Comment 9-3 (Critical — Sidewalk Encroachment). The Survey Draft appears to show the building's entrance canopy along the Peachtree Road NE frontage extending approximately 4 feet beyond the Property boundary line into the City of Atlanta right-of-way. This is a significant survey finding that may require coordination with the Title Review Memorandum and the Buyer's title objection letter. Please conduct precise field measurement to confirm the extent of any encroachment of the entrance canopy (or any other building improvement) beyond the Property line. If the encroachment is confirmed, please depict it clearly on the survey face with the measured distance and identify the encroaching improvement and the area encroached upon (i.e., the City of Atlanta right-of-way). This issue may also require investigation into whether a license or encroachment agreement exists with the City of Atlanta.
Comment 9-4 (Standard — Underground Utility Vault). An underground utility vault is located on the Property, apparently in connection with Drayton Holdings service. Please depict the utility vault on the revised survey with its dimensions and location, and show the applicable utility easement recorded in favor of Drayton Holdings, including the recording reference.
Comment 9-5 (Standard — Zoning Overlay District). Per Table A Item 11(a), the survey must note the current zoning classification for this Property, including any applicable zoning overlay district designation. We understand that this Property may be subject to one or more overlay designations under the City of Atlanta zoning ordinance (e.g., the Buckhead Village Special Public Interest District or similar). Please confirm and note the overlay district designation on the revised survey.
Property 10: SouthPark Corporate Center
Address: 6200 Fairview Road, Charlotte, North Carolina 28210 Target Entity: GMP SouthPark LLC Rentable square Footage: 218,000 sq. ft. Year Built: 2017 Applicable Loan: Loan 2-B (Veltrano Capital Lending Corp.)
Comment 10-1 (Standard — Building Footprint / PCA Coordination). The Property Condition Assessment prepared by Rampart Building Sciences, Inc., dated February 5, 2024, identified approximately $250,000 in immediate repair costs for this Property. Please confirm that the building footprint and dimensions are accurately depicted on the revised survey per Table A Items 7(a), 7(b)(1), and 7(c).
Comment 10-2 (Critical — Landscape Buffer Easement). The Title Commitment for this Property (Commonwealth National Title Insurance Company, Commitment No. CLT-2024-09461) includes a Schedule B-II exception for a 10-foot landscape buffer easement along the Fairview Road frontage, recorded in Book 34211, Page 1187, of the Mecklenburg County, North Carolina Register of Deeds. This easement is not depicted on the Survey Draft. Please add the landscape buffer easement to the revised survey with its width, location, and recording reference.
Comment 10-3 (Standard — Parking Count and Zoning Compliance). Per Table A Item 11(b), the survey must indicate whether the total number of parking spaces on the Property satisfies the minimum parking ratios required under the applicable zoning ordinance. Please confirm the total parking space count on the revised survey and compare it to the certificate of occupancy requirements and the zoning minimum parking ratio for the applicable zoning classification. Any deficiency or surplus should be noted.
Comment 10-4 (Critical — Trash Compactor Encroachment). The Survey Draft shows a trash compactor area near the building's service entrance. This area appears to encroach into the 10-foot landscape buffer easement identified in Comment 10-2 above. Please conduct field measurement to confirm the location of the trash compactor relative to the landscape buffer easement boundary. If the trash compactor or its concrete pad extends into the easement area, this must be clearly depicted on the survey and noted as an encroachment.
Comment 10-5 (Standard — Adjoining Owner Identification). The adjoining property owner on the northern boundary of the parcel has not been identified on the Survey Draft. Per Table A Item 13, please add this information based on current Mecklenburg County tax records.
Property 11: Cool Springs Office Park
Address: 5000 Virginia Way, Brentwood, Tennessee 37027 Target Entity: GMP Cool Springs LLC Rentable square Footage: 196,000 sq. ft. Year Built: 2016 Applicable Loan: Loan 2-C (Veltrano Capital Lending Corp.)
Comment 11-1 (Standard — Building Area / PCA Coordination). The Property Condition Assessment prepared by Rampart Building Sciences, Inc., dated February 8, 2024, identified approximately $620,000 in immediate repair costs for this Property. Please confirm the building area and dimensions on the revised survey per Table A Items 7(a), 7(b)(1), and 7(c).
Comment 11-2 (Critical — Shared Parking Agreement). The Title Commitment for this Property (Commonwealth National Title Insurance Company, Commitment No. NSH-2024-05182) references a shared parking agreement with the adjacent office property, recorded in Book 8945, Page 331, of the Williamson County, Tennessee Register of Deeds. This shared parking area is not plotted on the Survey Draft. Please depict the boundary of the shared parking area on the revised survey, with the recording reference and a notation identifying the benefited and burdened parcels under the agreement.
Comment 11-3 (Standard — Access Easement from Virginia Way). The Survey Draft depicts the access easement from Virginia Way providing ingress and egress to the Property, but does not include detail regarding turning radii at the entrance. Please add turning radius measurements at the entrance and confirm the width of the access easement as consistent with the recorded instrument.
Comment 11-4 (Standard — Monument Sign Easement). A monument sign is shown on the Survey Draft at the Virginia Way entrance. However, the sign easement referenced in the Title Commitment is not depicted. Please add the sign easement to the revised survey with its dimensions, location, and recording reference.
Comment 11-5 (Critical — Missing Building Setback Line). The 25-foot building setback line along the southern boundary of the parcel is not shown on the current Survey Draft. Per Table A Item 11(a), all applicable setback requirements must be depicted. Please add the setback line and confirm that the building and all other improvements comply with the setback requirement. If any improvement encroaches into the setback, this must be noted.
Property 12: Brickell Bay Office Building
Address: 1450 Brickell Avenue, Miami, Florida 33131 Target Entity: GMP Brickell LLC Rentable square Footage: 152,000 sq. ft. Year Built: 2019 Applicable Loan: Loan 2-D (Veltrano Capital Lending Corp.)
Comment 12-1 (Critical — Building Height). The Survey Draft for this Property does not include the building height above grade as required by Table A Item 7(c). This is a multi-story office building, and the building height is essential for zoning compliance analysis and lender underwriting purposes. Please add the building height measurement (from finished grade to the highest point of the roof) on the revised survey, with any rooftop mechanical equipment or penthouse structures noted separately.
Comment 12-2 (Standard — Miami-Dade County Right-of-Way). The Survey Draft does not show the Miami-Dade County right-of-way along Brickell Avenue. Please add the right-of-way boundary with its current width, based on available Miami-Dade County or City of Miami records.
Comment 12-3 (Critical — Underground Utility Lines). Underground utility lines (water, sewer, and electric) that cross the site are not fully depicted on the Survey Draft. Per Table A Item 6(a), all evidence of utilities serving the Property, including underground utilities where observable or disclosed, must be shown. Please coordinate with local utility providers (Miami-Dade Water and Sewer Department, Vireo Group, and any other applicable providers) to obtain as-built location information for underground utilities crossing the Property, and depict such utilities on the revised survey.
Comment 12-4 (Critical — Adjacent Condominium Encroachment). The Title Commitment for this Property (Commonwealth National Title Insurance Company, Commitment No. MIA-2024-12847) references a potential encroachment from the adjacent condominium building's balconies over the Property line on the northern boundary. Please conduct field measurement to confirm whether any portion of the adjacent condominium building's balconies, projections, or other improvements extends over the Property line. If an encroachment is confirmed, please depict it with the measured overhang distance and identify the encroaching improvement.
Comment 12-5 (Critical — FEMA Flood Zone). Portions of the Brickell neighborhood in Miami are situated within FEMA Zone AE (coastal flood zone with base flood elevations determined). The Survey Draft includes a generic flood zone notation but does not specify the zone designation, FIRM panel number, or effective date. Please confirm the flood zone designation for all portions of the Property. If any portion of the Property is within a Zone AE or other special flood hazard area, the survey must depict the base flood elevation and the boundary of the flood zone on the survey face.
Property 13: Peachtree Corners Logistics Center
Address: 5900 Peachtree Industrial Blvd, Peachtree Corners, Georgia 30071 Target Entity: GMP Peachtree LLC Rentable square Footage: 345,000 sq. ft. Year Built: 2020 Applicable Loan: Loan 3-A (Sycamore Life Insurance Company)
Comment 13-1 (Critical — Access Easement Width Discrepancy). The Survey Draft depicts an access easement from Peachtree Industrial Boulevard providing ingress and egress to the Property. However, the width of the easement as shown on the survey is 40 feet, whereas the Title Commitment for this Property (Commonwealth National Title Insurance Company, Commitment No. ATL-2024-08761) references an access easement with a recorded width of 50 feet (recorded in Deed Book 55490, Page 721, Gwinnett County, Georgia land records). This 10-foot discrepancy must be reconciled. Please review the recorded easement document and conduct field verification to determine the correct easement width. The revised survey should depict the easement at its full recorded width of 50 feet (or at such other width as confirmed by the recorded instrument), with the recording reference noted.
Comment 13-2 (Standard — GDOT Right-of-Way). Please depict the Georgia Department of Transportation ("GDOT") right-of-way along Peachtree Industrial Boulevard with its current width, based on available GDOT records or surveys of record.
Comment 13-3 (Critical — Fence Location / Boundary Discrepancy). An existing chain-link fence on the western boundary of the Property appears to be located approximately 2 feet inside the adjacent parcel — i.e., the fence appears to be located beyond the Property boundary on the neighbor's land. Please conduct field verification to confirm the exact location of the fence relative to the Property boundary. If the fence is located on the adjacent parcel, please note this finding on the survey, including the measured distance from the fence to the Property line. This potential boundary line discrepancy will need to be addressed in the Buyer's title review and may require further investigation into whether an encroachment agreement or boundary line agreement exists.
Comment 13-4 (Standard — Parking Count and ADA Spaces). Please confirm the total parking count on the revised survey, with separate identification and counting of all ADA-accessible parking spaces per Table A Items 8 and 9.
Property 14: Mount Juliet Commerce Park
Address: 400 South Mount Juliet Road, Mount Juliet, Tennessee 37122 Target Entity: GMP Mount Juliet LLC Rentable square Footage: 298,000 sq. ft. Year Built: 2021 Applicable Loan: Loan 3-B (Sycamore Life Insurance Company)
Comment 14-1 (Critical — Cross-Access Easement). A recorded cross-access easement with the shopping center located to the south of the Property is referenced in the Title Commitment for this Property (Commonwealth National Title Insurance Company, Commitment No. NSH-2024-06344) but is not depicted on the Survey Draft. Please add the cross-access easement to the revised survey, including the recording reference (Book and Page, Wilson County, Tennessee Register of Deeds), the easement width, the easement area boundary, and a notation identifying the benefited and burdened parcels.
Comment 14-2 (Standard — Stormwater Detention Pond). A stormwater detention pond is located on the eastern portion of the site. Please confirm the dimensions of the detention pond and verify that the pond and all associated improvements (outfall pipes, rip-rap, headwalls, spillways) are entirely within the Property boundary. If any portion of the pond infrastructure extends beyond the Property line, this should be noted on the revised survey.
Comment 14-3 (Standard — Overhead Electric Lines / Utility Easement). The Survey Draft shows overhead electric lines crossing the northwestern corner of the parcel, but the associated utility easement is not depicted. Please add the utility easement to the revised survey with its recording reference, width, and the identity of the easement holder.
Comment 14-4 (Critical — Building Setback Line). The building setback line along the Mount Juliet Road frontage is not shown on the current Survey Draft. Per Table A Item 11(a), all applicable setback requirements must be depicted. Please add the applicable building setback line based on the current zoning requirements for this Property and confirm whether the building and all other improvements comply with the setback. If any improvement encroaches into the setback area, this must be clearly noted.
Comment 14-5 (Standard — Total Parcel Acreage). The total parcel acreage is not noted on the Survey Draft. Please add the total acreage, calculated to the nearest one-hundredth (0.01) of an acre, on the revised survey.
III. SUMMARY TABLE OF REVISION REQUESTS
The following table summarizes the revision requests for each of the fourteen (14) Properties:
As reflected in the foregoing table, we have identified a total of sixty-one (61) revision requests across all fourteen (14) Properties. Of these, twenty-six (26) are classified as Critical, encompassing encroachments, boundary discrepancies, missing or incorrectly depicted easements affecting title coverage, and flood zone determinations with potential implications for lender requirements. The remaining thirty-five (35) requests are classified as Standard, covering formatting adjustments, labeling requirements, dimensional confirmations, and minor depiction corrections. While all comments should be addressed in the revised surveys, we ask that Meridian prioritize the Critical items to ensure that they are resolved before the March 29, 2024 title objection deadline.
IV. DEADLINE AND DELIVERY INSTRUCTIONS
As noted above, revised surveys incorporating all comments set forth in this letter must be delivered no later than March 25, 2024, to allow C&H sufficient time to conduct a final review before the title and survey objection deadline of March 29, 2024 under Section 5.2(a) of the PSA.
Electronic Delivery. Revised surveys should be delivered electronically in both PDF format and Glenrock Technologies (.dwg) format to Grace Nakamura at gnakamura@calderwoodharkness.com and Rafael Dominguez at rdominguez@calderwoodharkness.com.
Hard Copy Delivery. Three (3) sets of hard copies of each revised and certified survey (i.e., three original signed and sealed copies per Property) should be sent by overnight courier to each of the following addresses:
(a) Calderwood & Harkness LLP 450 Park Avenue, 28th Floor New York, New York 10022
Attn: Grace Nakamura
(b) Commonwealth National Title Insurance Company 191 Peachtree Street NE, Suite 800 Atlanta, Georgia 30303
Attn: Kenneth Stanhope
(c) Fairwater Real Estate Investment Trust 7200 Chesapeake Parkway, Suite 1100 Columbia, Maryland 21044
Attn: Camille Oduya
Lender Certifications. As set forth in the Survey Instruction Letter, each final certified survey must also be certified to the applicable lender for the Property, as follows:
• Properties 1 through 8: Pinnacle Federal Bank, N.A.
• Properties 9 through 12: Veltrano Capital Lending Corp.
• Properties 13 and 14: Sycamore Life Insurance Company
Please ensure that the certification block on each survey includes the correct lender name for the applicable Property.
V. AVAILABILITY FOR COORDINATION
We recognize that the volume of comments in this letter is substantial and that certain items — particularly those requiring additional field work or coordination with utility providers — may present logistical challenges. We are available to discuss any of the comments set forth herein by telephone or videoconference at Meridian's convenience.
Your primary contacts at C&H for this matter are:
Grace Nakamura, Lead Associate Calderwood & Harkness LLP 450 Park Avenue, 28th Floor New York, New York 10022 Direct: (212) 554-7184
Email: gnakamura@calderwoodharkness.com
Rafael Dominguez, Working Associate Calderwood & Harkness LLP 1875 K Street NW, Suite 600 Washington, DC 20006 Direct: (202) 881-3347
Email: rdominguez@calderwoodharkness.com
We respectfully request that Meridian contact C&H promptly if any comment in this letter requires additional field work, utility coordination, or other efforts that may extend the revision timeline beyond March 25, 2024. Early identification of any such issue will allow us to coordinate with the Buyer and the title company regarding potential adjustments to the review schedule, bearing in mind the firm deadline of March 29, 2024 for the Buyer's title objections under the PSA.
We appreciate Meridian's diligent work on the survey program for this portfolio and look forward to receiving the revised surveys in advance of the deadline.
Very truly yours,
CALDERWOOD & HARKNESS LLP
By: ________
Grace Nakamura Lead Associate, Real Estate
cc: (via email)
Douglas Fairchild, Esq., Calderwood & Harkness LLP Angela Fontaine, Esq., Calderwood & Harkness LLP Rafael Dominguez, Esq., Calderwood & Harkness LLP Marcus Devereaux, Fairwater Real Estate Investment Trust Camille Oduya, Fairwater Real Estate Investment Trust Kenneth Stanhope, Commonwealth National Title Insurance Company Virginia Moorehead, Commonwealth National Title Insurance Company
Enclosure: Marked-up survey drafts for all 14 Properties (transmitted separately via electronic file transfer)
No. | Property Name | State | Target Entity | No. of Comments | Critical | Standard | Minor
1 | Fairfield Logistics Center I | GA | GMP Fairfield I LLC | 4 | 2 | 2 | 0
2 | Fairfield Logistics Center II | GA | GMP Fairfield II LLC | 3 | 2 | 1 | 0
3 | Westlake Distribution Hub | TX | GMP Westlake LLC | 4 | 2 | 2 | 0
4 | Katy Freeway Logistics Park | TX | GMP Katy LLC | 4 | 1 | 3 | 0
5 | Alliance Commerce Center | TX | GMP Alliance LLC | 4 | 1 | 3 | 0
6 | Lakeland Crossings Industrial | FL | GMP Lakeland LLC | 5 | 1 | 4 | 0
7 | Southport Logistics Park | FL | GMP Southport LLC | 4 | 3 | 1 | 0
8 | Murfreesboro Distribution Center | TN | GMP Murfreesboro LLC | 4 | 1 | 3 | 0
9 | Buckhead Place Office Tower | GA | GMP Buckhead LLC | 5 | 1 | 4 | 0
10 | SouthPark Corporate Center | NC | GMP SouthPark LLC | 5 | 2 | 3 | 0
11 | Cool Springs Office Park | TN | GMP Cool Springs LLC | 5 | 2 | 3 | 0
12 | Brickell Bay Office Building | FL | GMP Brickell LLC | 5 | 4 | 1 | 0
13 | Peachtree Corners Logistics Center | GA | GMP Peachtree LLC | 4 | 2 | 2 | 0
14 | Mount Juliet Commerce Park | TN | GMP Mount Juliet LLC | 5 | 2 | 3 | 0
TOTAL | 61 | 26 | 35 | 0

CONFIDENTIAL

I. GENERAL COMMENTS APPLICABLE TO ALL 14 SURVEYS

II. PROPERTY-SPECIFIC COMMENTS

III. SUMMARY TABLE OF REVISION REQUESTS

IV. DEADLINE AND DELIVERY INSTRUCTIONS

V. AVAILABILITY FOR COORDINATION

CALDERWOOD & HARKNESS LLP

Record

Parties

Dates

Amounts