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Ernst & Young LLP | Tel: +1 212 773 3000 | ||
One Manhattan West | ey.com | ||
New York, NY 10001 | |||
Fundamental Income Properties, LLC (the “Property Manager”)
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26 September 2025
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FIP Master Funding I, LLC
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FIP Master Funding XXIV, LLC
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FIP Master Funding II, LLC
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FIP Master Funding XV, LLC
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FIP Master Funding III, LLC
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FIP Master Funding XXII, LLC
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FIP Master Funding IV, LLC
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FIP Master Funding XXV, LLC
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FIP Master Funding V, LLC
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FIP Master Funding XXVI, LLC
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FIP Master Funding VIII, LLC
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FIP Master Funding XXVII, LLC
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FIP Master Funding IX, LLC
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FIP Master Funding XXVIII, LLC
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FIP Master Funding X, LLC
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FIP Master Funding XLIV, LLC
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FIP Master Funding XI, LLC
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FIP Master Funding XLV, LLC
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FIP Master Funding XII, LLC
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FIP Ontario Investments ULC
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FIP Master Funding XIII, LLC
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401 Collins Boulevard, LLC
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FIP Master Funding XIV, LLC
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FIP Cranston, LLC
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FIP Master Funding XVI, LLC
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FIP Florida, LLC
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FIP Master Funding XVII, LLC
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FIP Greenville, LLC
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FIP Master Funding XIX, LLC
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FIP Pennsylvania I, LLC
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FIP Pennsylvania II, LLC
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(collectively, the “Issuers”)
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2425 East Camelback Road, Suite 800
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Phoenix, Arizona 85016
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Re: |
Fundamental Income Net-Lease Mortgage Notes, Series 2025-1 (the “Notes”)
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Page 2 of 5
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a. |
An electronic data file labeled “FIP Data Tape_8.1.2025_ABS 2025-1.xlsx” and the corresponding record layout and decode information, as applicable, with tabs:
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i. |
Labeled “PropData” (the “Preliminary Data File”) that the Property Manager, on behalf of the Issuers, indicated contains information as of 1 August 2025 (the “Statistical Cut-off Date”) relating to the Properties and Leases,
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ii. |
Labeled “PropData 2024-1” (the “2024-1 Data File”) that the Property Manager, on behalf of the Issuers, indicated contains information as of 1 August 2024 (the “2024‑1 Statistical Cut-off Date”) relating to a pool consisting of fee title
to, and leasehold interests in ground leases on, commercial real estate properties and each of the corresponding leases and all payments required thereunder (the “Related Series Properties and Leases”),
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iii. |
Labeled “Compare Schedule” (the “Exempt Property and Lease Data File”) that the Property Manager, on behalf of the Issuers, indicated contains information corresponding to certain Compared Characteristics (as defined herein) relating to
Related Series Properties and Leases for which there were certain amendments or other changes between the 2024-1 Statistical Cut-off Date and Statistical Cut-off Date related to the corresponding Compared Characteristics and
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iv. |
Labeled “ID Compare” (the “Property ID Mapping Schedule”) that the Property Manager, on behalf of the Issuers, indicated contains FUNDS prop ID mapping information relating to Related Series Properties and Leases with changes to the
corresponding FUNDS prop IDs, as shown on the Preliminary Data File and 2024-1 Data File, between the 2024‑1 Statistical Cut-off Date and Statistical Cut-off Date, as applicable,
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b. |
An electronic data file labeled “FIP Data Tape_8.1.2025_ABS 2025-1 (9.24).xlsx” and the corresponding record layout and decode information, as applicable, with a tab labeled “PropData” (the “Data File”) that the Property Manager, on behalf
of the Issuers, indicated contains information as of the Statistical Cut-off Date relating to the Properties and Leases,
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c. |
An electronic data file labeled “FIP Data Tape_2025-1 Schedules.xlsx” and the corresponding record layout and decode information, as applicable (the “FIP Schedules File”), with tabs:
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i. |
Labeled “Corp FCCR Schedule” that the Property Manager, on behalf of the Issuers, indicated contains corporate fixed charge coverage ratio (“FCCR”) information and
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ii. |
Labeled “Contract FCCR Schedule” that the Property Manager, on behalf of the Issuers, indicated contains contract FCCR and monthly contract rent information
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Page 3 of 5
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d. |
Copies of the following items (collectively, the “Source Schedules”):
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i. |
A schedule and the corresponding record layout and decode information, as applicable (the “NAICS Code Schedule”), that the Property Manager, on behalf of the Issuers, indicated contains tenant sector and tenant industry group information
relating to the Properties and Leases, as applicable, and
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ii. |
A schedule and the corresponding record layout and decode information, as applicable (the “Rent Escalation Schedule”), that the Property Manager, on behalf of the Issuers, indicated contains rent bump date information relating to certain
New 2025-1 Properties and Leases, as applicable,
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e. |
Imaged copies of the following items (collectively, the “Source Documents,” together with the FIP Schedules File and Source Schedules, the “Sources”):
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i. |
The lease agreement or master lease agreement, any corresponding amendments, rent commencement certificates, assignment and assumptions, estoppels or other related documents (collectively, the “Lease Agreement”),
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ii. |
The ground lease or other related documents (collectively and as applicable, the “Ground Lease”),
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iii. |
The appraisal report (the “Appraisal”),
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iv. |
The corporate guaranty or other related documents (collectively and as applicable, the “Corporate Guaranty”),
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v. |
The property condition report (the “Property Condition Report”) and
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vi. |
The survey, floor plan or other related documents (collectively and as applicable, the “Survey”),
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f. |
A list of characteristics on the Data File (the “Recalculated Characteristics”), which are described in Attachment A, that the Property Manager, on behalf of the Issuers, instructed us to recalculate using information on the Data File,
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g. |
The list of relevant characteristics on the 2024-1 Data File, Preliminary Data File and Data File (the “Compared Characteristics”), which is shown on Exhibit 1 to Attachment A,
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h. |
A list of characteristics on the Preliminary Data File and Data File (the “Provided Characteristics”), which is shown on Exhibit 2 to Attachment A, on which the Property Manager, on behalf of the Issuers, instructed us to perform no
procedures and
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Instructions, assumptions and methodologies, which are described in Attachment A.
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a. |
ABS - Sub In,
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b. |
ABS 2025-1 or
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c. |
WH-Sub In,
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Page 4 of 5
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Page 5 of 5
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a. |
Satisfying any criteria for due diligence published by a nationally recognized statistical rating organization (a “rating agency”) or
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b. |
Making any findings with respect to:
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i. |
Whether the origination of the Collateral Pool conformed to, or deviated from, stated underwriting or credit extension guidelines, standards, criteria, or other requirements,
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ii. |
The value of the collateral securing the Collateral Pool,
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iii. |
Whether the originator(s) of the Collateral Pool complied with federal, state or local laws or regulations or
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iv. |
Any other factor or characteristic of the Collateral Pool that would be material to the likelihood that the issuers of the Notes will pay interest and principal in accordance with applicable terms and conditions.
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/s/ Ernst & Young LLP
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26 September 2025
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Attachment A
Page 1 of 3
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1. |
For each New 2025‑1 Property and Lease, we compared the Compared Characteristics, as shown on the Preliminary Data File, to the corresponding information located in, or to the corresponding information we recalculated using information
located in, the Sources and/or Preliminary Data File, as applicable, subject to the instructions, assumptions and methodologies provided by the Property Manager, on behalf of the Issuers, described in the notes to Exhibit 1 to Attachment A
and the succeeding paragraph(s) of this Item.
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2. |
As instructed by the Property Manager, on behalf of the Issuers, we adjusted the information on the Preliminary Data File to correct all the differences we noted in performing the procedures described in Item 1. and provided a list of such
differences to the Property Manager. The Preliminary Data File, as adjusted, is hereinafter referred to as the “Updated Preliminary Data File.”
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3. |
For each Property and Lease on the Updated Preliminary Data File and Data File, we compared the property number, as shown on the Updated Preliminary Data File, to the corresponding property number, as shown on the Data File, and noted
that:
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All of the Properties and Leases were included on both the Updated Preliminary Data File and Data File and
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b. |
No commercial real estate properties and related leases other than the Properties and Leases were included on the Updated Preliminary Data File or Data File.
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Attachment A
Page 2 of 3
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4. |
For each Property and Lease on the Updated Preliminary Data File and Data File, we compared the Compared Characteristics, as shown on the Updated Preliminary Data File, to the corresponding information, as shown on the Data File, subject
to the additional instruction(s) described in the succeeding paragraph(s) of this Item. All such compared information was found to be in agreement.
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5. |
For each commercial real estate property and lease on the 2024-1 Data File and Preliminary Data File, we compared the FUNDS prop ID, as shown on the 2024-1 Data File, to the corresponding FUNDS prop ID, as shown on the Preliminary Data
File, in accordance with the FUNDS prop ID mapping information on the Property ID Mapping Schedule, as applicable, subject to the additional instruction(s) described in the succeeding paragraph(s) of this Item, and noted that:
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a. |
Two (2) of the Related Series Properties and Leases included on the 2024-1 Data File were not included on the Preliminary Data File,
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b. |
328 commercial real estate properties and leases were included on both the 2014 Data File and Preliminary Data File and
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c. |
106 of the Properties and Leases on the Preliminary Data File were not included on the 2024‑1 Data File.
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Attachment A
Page 3 of 3
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6. |
For each Related Series Property and Lease included on the Preliminary Data File, we compared the Compared Characteristics, as shown on the 2024-1 Data File, to the corresponding information, as shown on the Preliminary Data File, in
accordance with the FUNDS prop ID mapping information on the Property ID Mapping Schedule, as applicable, subject to the additional instruction(s) described in the succeeding paragraph(s) of this Item. All such compared information was found
to be in agreement.
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a. |
The date of next rent bump, monthly contract rent, date of last rent bump, corp FCCR, corp FCCR a/o date, contract FCCR and unit FCCR a/o date Compared Characteristics, due to the passage of time between the 2024-1 Statistical Cut‑off
Date and Statistical Cut-off Date,
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b. |
Any unique combination of Compared Characteristic and Related Series Property and Lease, as shown on the Exempt Property and Lease Data File and
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c. |
Any Compared Characteristic for 2025-1 Property and Lease Number 1, which the Property Manager, on behalf of the Issuers, indicated is included in the population of New 2025-1 Properties and Leases due to permitted substitution activity.
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7. |
Using the:
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Lease start date, as shown on the Data File,
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b. |
Lease end date, as shown on the Data File, and
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c. |
Statistical Cut-off Date,
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i. |
Original lease term (months) and
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ii. |
Remaining lease term (months)
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Exhibit 1 to Attachment A
Page 1 of 2
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Compared Characteristic
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Source(s)
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Property number
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FIP Schedules File
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Tenant
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Lease Agreement
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Tenant sector
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NAICS Code Schedule
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Tenant industry group
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NAICS Code Schedule
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Corp FCCR
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FIP Schedules File
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Corp FCCR a/o date
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FIP Schedules File
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Contract FCCR
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FIP Schedules File
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Unit FCCR a/o date
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FIP Schedules File
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Monthly contract rent
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FIP Schedules File
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Master lease (Y/N)
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Lease Agreement
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Guarantor
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Lease Agreement or Corporate Guaranty
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Land (sqft)
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(a) Survey, Appraisal or Property Condition Report or
(b) Property Condition Report and recalculation
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Building sqft
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Survey, Appraisal or Property Condition Report
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Lease start date
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Lease Agreement
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Lease end date
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Lease Agreement
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Transfer of lease terms
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Lease Agreement
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Percentage rent
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Lease Agreement
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Lease type
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Lease Agreement
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Remaining renewal options
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Lease Agreement
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Date of last rent bump
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Lease Agreement or Rent Escalation Schedule
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Date of next rent bump
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Lease Agreement or Rent Escalation Schedule
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Rent increase type
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Lease Agreement
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City
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Appraisal or Lease Agreement
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State
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Appraisal or Lease Agreement
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Exhibit 1 to Attachment A
Page 2 of 2
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Compared Characteristic |
Source(s)
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Zip Code
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Appraisal or Lease Agreement
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Tenant purchase option
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Lease Agreement
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Appraised value
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Appraisal
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Land value
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Appraisal
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Appraisal date
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Appraisal
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Single site lease
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Lease Agreement or Ground Lease
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Ground lease obligation
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Lease Agreement or Ground Lease
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Ground lessor
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Lease Agreement or Ground Lease
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i. |
The property number Compared Characteristic is for identification purposes only.
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ii. |
For the purpose of comparing the tenant, tenant industry group and guarantor Compared Characteristics, the Property Manager, on behalf of the Issuers, instructed us to ignore differences that appear to be due to punctuation, abbreviations
and truncations.
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iii. |
For the purpose of comparing the tenant sector Compared Characteristic, the Property Manager, on behalf of the Issuers, instructed us to use the tenant sector description, as shown in the applicable Source(s), corresponding to the NAICS
(2‑digit), as shown on the Preliminary Data File.
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iv. |
For the purpose of comparing the tenant industry group Compared Characteristic, the Property Manager, on behalf of the Issuers, instructed us to use the tenant industry group description, as shown in the applicable Source(s), corresponding
to the NAICS code (5-digit), as shown on the Preliminary Data File.
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v. |
For the purpose of comparing the corp FCCR and corp FCCR a/o date Compared Characteristics, the Property Manager, on behalf of the Issuers, instructed us to use the information, as shown in the applicable Source(s), for the corresponding
unique lease ID, as shown on the Preliminary Data File.
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vi. |
For the purpose of comparing the land (sqft) Compared Characteristic for each New 2025‑1 Property and Lease (except for 2025-1 Property and Lease Numbers 102 and 103), the Property Manager, on behalf of the Issuers, instructed us to round
the value, as shown in the applicable Source(s), to the nearest whole number.
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vii. |
For the purpose of comparing the building sqft Compared Characteristic, the Property Manager, on behalf of the Issuers, instructed us to round the value, as shown in the applicable Source(s), to the nearest whole number.
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viii. |
For the purpose of comparing the zip code Compared Characteristic, the Property Manager, on behalf of the Issuers, instructed us to use the first five digits of the zip code, as shown in the applicable Source(s).
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Exhibit 2 to Attachment A
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Funding Source
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FUNDS Prop ID
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Property Name
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Street Address
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NAICS (2-digit)
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NAICS Code (5-digit)
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Tenant Concept
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Number of Properties
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Appraisal Date (Land Value)
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EDF
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EDF Rating
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Contract EBITDAR
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Operating History > 12 months
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Construction (Y/N)
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Construction Note:
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Phase I (Y/N)
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Phase I Date
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Phase II (Y/N)
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Phase II Date
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Available Credit Ratings
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NN Description
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Unique Lease ID
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Lease Rate Type
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Property Type
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Remaining Renewals
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Year Built
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Year Renovated
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Subleased (Y/N)
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Subtenant
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Tenant Bankruptcy
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Paid Thru Date
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Delinquency Data 0 - 30 Days
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Delinquency Data 31 - 60 Days
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Delinquency Data 61 - 90 Days
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Delinquency Data 90+ Days
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Ownership Entity
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Note: |
We performed no procedures to determine the appropriateness, accuracy, completeness or reasonableness of the Provided Characteristics.
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