Store Capital 8K Entry into a Material Definitive Agreement | STOR 24 Apr 24

Exhibit 4.2

EXECUTION VERSION

STORE MASTER FUNDING I, LLC,

as an Issuer,

STORE MASTER FUNDING II, LLC,

as an Issuer,

STORE MASTER FUNDING III, LLC

as an Issuer,

STORE MASTER FUNDING IV, LLC

as an Issuer,

STORE MASTER FUNDING V, LLC

as an Issuer,

STORE MASTER FUNDING VI, LLC

as an Issuer,

STORE MASTER FUNDING VII, LLC

as an Issuer,

STORE MASTER FUNDING XIV, LLC

as an Issuer,

STORE MASTER FUNDING XIX, LLC

as an Issuer,

STORE MASTER FUNDING XX, LLC

as an Issuer,

STORE MASTER FUNDING XXII, LLC

as an Issuer,

STORE MASTER FUNDING XXIV, LLC

as an Issuer,

and

CITIBANK, N.A.

as Indenture Trustee

SERIES 2024-1 SUPPLEMENT

Dated as of April 18, 2024

TENTH AMENDED AND RESTATED MASTER INDENTURE

Dated as of April 18, 2024

NET-LEASE MORTGAGE NOTES, SERIES 2024-1

TABLE OF CONTENTS


		Page
ARTICLE I Definitions			4

Section 1.01.	Definitions		4

ARTICLE II Creation of the Series 2024-1 Notes; Payments on the Series 2024-1 Notes			12

Section 2.01.	Designation		12
Section 2.02.	Payments on the Series 2024-1 Notes		13
Section 2.03.	Redemption of the Series 2024-1 Notes		15
Section 2.04.	Exceptions to Payment of Make Whole Amount		16
Section 2.05.	Early Refinancing Prepayment.		16
Section 2.06.	[Reserved]		17

ARTICLE III Representations and Warranties			17

Section 3.01.	Representations and Warranties		17
Section 3.02.	Conditions Precedent Satisfied		17
Section 3.03.	Collateral Representations and Warranties		17

ARTICLE IV Miscellaneous Provisions			18

Section 4.01.	Reserved.		18
Section 4.02.	Ratification of Indenture		18
Section 4.03.	[Reserved]		18
Section 4.04.	Counterparts		18
Section 4.05.	Governing Law		18
Section 4.06.	Beneficiaries		18
Section 4.07.	Limited Recourse		18
Section 4.08.	Notice to the Rating Agency		19
Section 4.09.	Co-Issuer Status		19


Exhibits
EXHIBIT A		Additional Representations and Warranties

Schedules
SCHEDULE I-A		Properties / Tenants
SCHEDULE I-B		Mortgage Loans
SCHEDULE I-C		Representations and Warranties Exception Schedule
SCHEDULE II		Reserved
SCHEDULE III-A		Amortization Schedule (Series 2015-1 Notes)
SCHEDULE III-B		Amortization Schedule (Series 2016-1 Notes)
SCHEDULE III-C		Amortization Schedule (Series 2018-1 Notes)
SCHEDULE III-D		Amortization Schedule (Series 2019-1 Notes)
SCHEDULE III-E		Amortization Schedule (Series 2021-1 Notes)
SCHEDULE III-F		Amortization Schedule (Series 2023-1 Notes)
SCHEDULE III-G		Amortization Schedule (Series 2024-1 Class A-1 (AAA) Notes)
SCHEDULE III-H		Amortization Schedule (Series 2024-1 Class A-2 (AAA) Notes)
SCHEDULE III-I		Amortization Schedule (Series 2024-1 Class A-3 (AA) Notes)
SCHEDULE III-J		Amortization Schedule (Series 2024-1 Class A-4 (AA) Notes)

SERIES 2024-1 SUPPLEMENT, dated as of April 18, 2024 (this “Series 2024-1 Supplement”), among STORE Master Funding I, LLC, STORE Master Funding II, LLC, STORE Master Funding III, LLC, STORE Master Funding IV, LLC, STORE Master Funding V, LLC, STORE Master Funding VI, LLC, STORE Master Funding VII, LLC, STORE Master Funding XIV, LLC, STORE Master Funding XIX, LLC, STORE Master Funding XX, LLC, STORE Master Funding XXII, LLC, STORE Master Funding XXIV, LLC (each an “Issuer” and together, the “Issuers”) and Citibank, N.A. (the “Indenture Trustee”).

Pursuant to this Series 2024-1 Supplement to the Tenth Amended and Restated Master Indenture (the “Master Indenture”), dated as of April 18, 2024, among the Issuers and the Indenture Trustee, the Issuers and the Indenture Trustee hereby create a new Series of Notes (the “Series 2024-1 Notes”), which consists of the Series 2024-1 Class A-1 (AAA) Notes, the Series 2024-1 Class A-2 (AAA) Notes, the Series 2024-1 Class A-3 (AA) Notes and the Series 2024-1 Class A-4 (AA) Notes (each, as defined below), and specify the Principal Terms thereof.

Pursuant to the Ninth Amended and Restated Master Indenture, dated as of May 31, 2023, as supplemented by the Series 2015-1 Supplement (as amended by the Omnibus Amendment Number One, dated May 4, 2017 (the “Omnibus Amendment”), among the Issuers and the Indenture Trustee, the “Series 2015-1 Supplement”), dated as of April 16, 2015, among STORE Master Funding I, LLC, STORE Master Funding II, LLC, STORE Master Funding III, LLC, STORE Master Funding IV, LLC, STORE Master Funding V, LLC, STORE Master Funding VI, LLC, STORE Master Funding VII, LLC and the Indenture Trustee, as further supplemented by the Series 2016-1 Supplement (as amended by the Omnibus Amendment, “Series 2016-1 Supplement”), dated as of October 18, 2016, among the STORE Master Funding I, LLC, STORE Master Funding II, LLC, STORE Master Funding III, LLC, STORE Master Funding IV, LLC, STORE Master Funding V, LLC, STORE Master Funding VI, LLC and STORE Master Funding VII, LLC and the Indenture Trustee, as further supplemented by the Series 2018-1 Supplement (as amended by the Omnibus Amendment, “Series 2018-1 Supplement”), dated as of October 22, 2018, among STORE Master Funding I, LLC, STORE Master Funding II, LLC, STORE Master Funding III, LLC, STORE Master Funding IV, LLC, STORE Master Funding V, LLC, STORE Master Funding VI, LLC, STORE Master Funding VII, LLC and the Indenture Trustee, as further supplemented by the Series 2019-1 Supplement (as amended by the Omnibus Amendment, “Series 2019-1 Supplement”), dated as of November 13, 2019, among STORE Master Funding I, LLC, STORE Master Funding II, LLC, STORE Master Funding III, LLC, STORE Master Funding IV, LLC, STORE Master Funding V, LLC, STORE Master Funding VI, LLC, STORE Master Funding VII, LLC, STORE Master Funding XIV, LLC and the Indenture Trustee, as further supplemented by the Series 2021-1 Supplement (as amended by the Omnibus Amendment, “Series 2021-1 Supplement”), dated as of June 29, 2021, among STORE Master Funding I, LLC, STORE Master Funding II, LLC, STORE Master Funding III, LLC, STORE Master Funding IV, LLC, STORE Master Funding V, LLC, STORE Master Funding VI, LLC, STORE Master Funding VII, LLC, STORE Master Funding XIV, LLC, STORE Master Funding XIX, LLC, STORE Master Funding XX, LLC and the Indenture Trustee, and as further supplemented by the Series 2023-1 Supplement (as amended by the Omnibus Amendment, “Series 2023-1 Supplement”), dated as of May 31, 2023, among STORE Master Funding I, LLC, STORE Master Funding II, LLC, STORE Master Funding III, LLC, STORE Master Funding IV, LLC, STORE Master Funding V, LLC, STORE Master Funding VI, LLC, STORE Master Funding VII, LLC, STORE Master Funding XIV, LLC, STORE Master Funding XIX, LLC, STORE Master Funding XX, LLC, STORE Master Funding XXIV, LLC and the Indenture Trustee issued the Net-Lease Mortgage Notes, Series 2023-1 (the “Series 2023-1 Notes”), with an initial series principal balance equal to $548,000,000.

Pursuant to the Eighth Amended and Restated Master Indenture, dated as of June 29, 2021, as supplemented by the Series 2015-1 Supplement, as further supplemented by the Series 2016-1 Supplement, as further supplemented by the Series 2018-1 Supplement, as further supplemented by the Series 2019-1 Supplement, and as further supplemented by the Series 2021-1 Supplement, dated as of June 29, 2021, among STORE Master Funding I, LLC, STORE Master Funding II, LLC, STORE Master Funding III, LLC, STORE Master Funding IV, LLC, STORE Master Funding V, LLC, STORE Master Funding VI, LLC, STORE Master Funding VII, LLC, STORE Master Funding XIV, LLC, STORE Master Funding XIX, LLC, STORE Master Funding XX, LLC and the Indenture Trustee issued the Net-Lease Mortgage Notes, Series 2021-1 (the “Series 2021-1 Notes”), with an initial series principal balance equal to $550,000,000.

Pursuant to the Seventh Amended and Restated Master Indenture, dated as of November 19, 2019, as supplemented by the Series 2015-1 Supplement, as further supplemented by the Series 2016-1 Supplement, as further supplemented by the Series 2018-1 Supplement and as further supplemented by the Series 2019-1 Supplement, STORE Master Funding I, LLC, STORE Master Funding II, LLC, STORE Master Funding III, LLC, STORE Master Funding IV, LLC, STORE Master Funding V, LLC, STORE Master Funding VI, LLC, STORE Master Funding VII, LLC, and STORE Master Funding XIV, LLC issued the Net-Lease Mortgage Notes, Series 2019-1 (the “Series 2019-1 Notes”), with an initial series principal balance equal to $663,000,000.

Pursuant to the Sixth Amended and Restated Master Indenture, dated as of October 22, 2018, as supplemented by the Series 2015-1 Supplement, as further supplemented by the Series 2016-1 Supplement and as further supplemented by the Series 2018-1 Supplement, STORE Master Funding I, LLC, STORE Master Funding II, LLC, STORE Master Funding III, LLC, STORE Master Funding IV, LLC, STORE Master Funding V, LLC, STORE Master Funding VI, LLC and STORE Master Funding VII, LLC issued the Net-Lease Mortgage Notes, Series 2018-1 (the “Series 2018-1 Notes”), with an initial series principal balance equal to $626,000,000.

Pursuant to the Fifth Amended and Restated Master Indenture, dated as of October 18, 2016, as supplemented by the Series 2015-1 Supplement, and as further supplemented by the Series 2016-1 Supplement, STORE Master Funding I, LLC, STORE Master Funding II, LLC, STORE Master Funding III, LLC, STORE Master Funding IV, LLC, STORE Master Funding V, LLC, STORE Master Funding VI, LLC and STORE Master Funding VII, LLC issued the Net-Lease Mortgage Notes, Series 2016-1 (the “Series 2016-1 Notes”), with an initial series principal balance equal to $355,000,000.

Pursuant to the Fourth Amended and Restated Master Indenture, dated as of April 16, 2015, as supplemented by the Series 2015-1 Supplement, STORE Master Funding I, LLC, STORE Master Funding II, LLC, STORE Master Funding III, LLC, STORE Master Funding IV, LLC, STORE Master Funding V, LLC and STORE Master Funding VI, LLC issued the Net-Lease Mortgage Notes, Series 2015-1 (the “Series 2015-1 Notes”), with an initial series principal balance equal to $395,000,000. The Series 2015-1 Class A-1 Notes were previously redeemed.

The Series 2015-1 Class B Notes, Series 2016-1 Class B Notes and Series 2018-1 Class B Notes were cancelled in November 2019.

Pursuant to the Indenture, the Issuers, together with any applicable co-issuers, may from time to time direct the Indenture Trustee to authenticate one or more new Series of Notes. The Principal Terms of any new Series are to be set forth in a related Series Supplement to the Indenture.

ARTICLE I

DEFINITIONS

Section 1.01. Definitions.

Capitalized terms used herein and not otherwise defined shall have the meaning set forth in the Master Indenture or in the Property Management Agreement, as applicable.

“Accrual Period”: With respect to the Series 2024-1 Notes and any Payment Date, the period from and including the immediately preceding Payment Date (or, with respect to the initial Accrual Period, from and including the Series Closing Date) to, but excluding, such Payment Date.

“Allocated Loan Amount”: As defined in the Property Management Agreement.

“Allocated Release Amount”: For a Released Asset (other than any Delinquent Asset or Defaulted Asset purchased by the Special Servicer or the Property Manager or any assignee thereof or sold to a STORE SPE), an amount equal to the lesser of (A) the Fair Market Value of such Released Asset and (B) one hundred fifteen percent (115%) of the Allocated Loan Amount of such Released Asset.

“Anticipated Repayment Date”: With respect to the Series 2024-1 Class A-1 (AAA) Notes and the Series 2024-1 Class A-3 (AA) Notes, the Payment Date occurring in April 2029 and with respect to the Series 2024-1 Class A-2 (AAA) and the Series 2024-1 Class A-4 (AA) Notes, the Payment Date occurring in April 2031.

“Collateral Defect”: As defined in the Property Management Agreement.

“Controlling Party”: With respect to the Series 2024-1 Notes, Noteholders (excluding STORE Capital and any of its affiliates) representing in the aggregate more than 50% of the Outstanding Principal Balance of the Series 2024-1 Class A (AAA) Notes, or, if such Series 2024-1 Class A (AAA) Notes have been paid in full, Noteholders (excluding STORE Capital and any of its affiliates) representing in the aggregate more than 50% of the Outstanding Principal Balance of the Series 2024-1 Class A (AA) Notes.

“Double-Net Lease Properties”: Properties for which the Tenant is responsible for property taxes, insurance and ordinary repairs and maintenance, and the lessor is responsible for structural repairs and maintenance.

“Early Amortization Period”: With respect to the Series 2024-1 Notes, (a) as defined in the Master Indenture and (b) in the event that the Issuers do not repay the Outstanding Principal Balance of the Series 2024-1 Notes in full on or prior to the applicable Anticipated Repayment Date commencing on the applicable Anticipated Repayment Date.

“Early Refinancing Notice Date”: As defined in Section 2.05.

“Early Refinancing Prepayment”: As defined in Section 2.05.

“Eligible Office Properties”: Single tenant property primarily used as office space and essential to a Tenant’s operating business.

“Guaranty”: With respect to the Series 2024-1 Notes, the Guaranty, dated as of August 23, 2012, by STORE Capital in favor of the Indenture Trustee and the Collateral Agent, for the benefit of the Noteholders, as amended and as may be further amended or restated from time to time.

“Indenture”: With respect to the Series 2024-1 Notes, the Tenth Amended and Restated Master Indenture, dated as of April 18, 2024, as supplemented by the Series 2015-1 Supplement, the Series 2016-1 Supplement, the Series 2018-1 Supplement, the Series 2019-1 Supplement, the Series 2021-1 Supplement, the Series 2023-1 and this Series 2024-1 Supplement and any other Series Supplement, as applicable, each as may be amended or supplemented from time to time.

“Indenture Trustee Fee Rate”: With respect to the Series 2024-1 Notes, 0.0104%.

“Initial Principal Balance”: With respect to each Class of the Series 2024-1 Notes, as set forth on the table in Section 2.01(a) hereof.

“Initial Purchaser”: Each of Atlas SP Securities, a division of Apollo Global Securities, LLC, Citigroup Global Markets Inc., BofA Securities, Inc., Truist Securities, Inc., Capital One Securities, Inc., Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC and Scotia Capital (USA) Inc.

“Issuer Interests”: The limited liability company interests of STORE Master Funding I, LLC, STORE Master Funding II, LLC, STORE Master Funding III, LLC, STORE Master Funding IV, LLC, STORE Master Funding V, LLC, STORE Master Funding VI, LLC, STORE Master Funding VII, LLC, STORE Master Funding XIV, LLC, STORE Master Funding XIX, LLC, STORE Master Funding XX, LLC, STORE Master Funding XXII, LLC and STORE Master Funding XXIV, LLC.

“Issuer Member”: With respect to the Series 2024-1 Notes, STORE Capital Acquisitions, LLC.

“Limited Liability Company Agreement”: (i) The Second Amended and Restated Limited Liability Company Agreement of STORE Master Funding I, LLC, dated as of November 14, 2013; (ii) the Third Amended and Restated Limited Liability Company Agreement of STORE Master Funding II, LLC, dated as of November 14, 2013; (iii) the Second Amended and Restated Limited Liability Company Agreement of STORE Master Funding III, LLC, dated as of November 14, 2013; (iv) the Amended and Restated Limited Liability Company Agreement of STORE Master Funding IV, LLC, dated as of November 14, 2013; (v) the Amended and Restated Limited Liability Company Agreement of STORE Master Funding V, LLC, dated as of April 28, 2014; (vi) the Amended and Restated Limited Liability Company Agreement of STORE Master Funding VI, LLC, dated as of April 15, 2015; (vii) the Amended and Restated Limited

Liability Company Agreement of STORE Master Funding VII, dated as of October 13, 2016, LLC; (viii) the Limited Liability Company Agreement of STORE Master Funding XIV, LLC, dated as of October 21, 2016; (ix) the Limited Liability Company Agreement of STORE Master Funding XIX, LLC, dated as of November 18, 2019; (x) the Limited Liability Company Agreement of STORE Master Funding XX, LLC, dated as of November 18, 2019, each as may be amended or restated from time to time; (xi) the Limited Liability Company Agreement of STORE Master Funding XXII, LLC, dated as of April 9, 2021, each as may be amended or restated from time to time; and (xii) the Limited Liability Company Agreement of STORE Master Funding XXIV, LLC, dated as of October 8, 2021, each as may be amended or restated from time to time.

“Make Whole Amount”: With respect to the Series 2024-1 Notes and any Payment Date (I) upon which any Unscheduled Principal Payment related to any Third Party Option Price received as a result of a Third Party Purchase Option, Payoff Amounts received in connection with releases and sales of Leases and Properties, any proceeds derived from each un-leased Property (exclusive of related operating costs, including certain reimbursements payable to the Property Manager in connection with the operation and disposition of such un-leased Property), or any other amount disbursed from the Release Account to the Collection Account relating to Released Assets, shall be paid pursuant to Section 2.02 of this Series Supplement or (II) with respect to the Series 2024-1 Class A-1 (AAA) Notes or the Series 2024-1 Class A-3 (AA) Notes, that occurs more than twenty-four (24) months, and with respect to the Series 2024-1 Class A-2 (AAA) Notes or the Series 2024-1 Class A-4 (AA) Notes, that occurs more than thirty-six (36) months, prior to the Anticipated Repayment Date for such Class of Series 2024-1 Notes, upon which a Voluntary Prepayment is made, the payment due to each Series 2024-1 Noteholder in an amount not less than zero (as calculated two (2) Business Days prior to such Payment Date) equal to: the product of (1) the Applicable Paydown Percentage and (2)(A) using the Reinvestment Yield, the sum of the present values of the scheduled payments of principal and interest remaining until the applicable Anticipated Repayment Date (calculated prior to the application of the Voluntary Prepayment or Unscheduled Principal Payment, as applicable), minus (B) the amount of principal repaid by the Voluntary Prepayment or Unscheduled Principal Payment, as applicable.

“Maximum Property Concentrations”: With respect to any Determination Date and any concentration set forth below, means a percentage equal to the aggregate Allocated Loan Amounts in such concentration over the aggregate Allocated Loan Amounts of the Collateral Pool: (i)(a) with respect to the Other Amusement and Recreation Industries (7139) industry group from the North American Industry Classification System as of any Determination Date, a percentage equal to 20.0%, and (b) in the case of any other industry group from the North American Industry Classification System (other than Restaurants and Other Eating Places, so long as no related Restaurant Concept exceeds 12.5% of the Allocated Loan Amount of the Collateral Pool) as of any Determination Date, a percentage no greater than 15.0% as of such Determination Date; (ii) with respect to any Tenant (including affiliates thereof), (a) in the case of the largest Tenant (including affiliates thereof) as of any Determination Date, a percentage equal to 8.0% and (b) in the case of the five (5) largest Tenants (including affiliates thereof) as of any Determination Date, an aggregate percentage equal to 45% as of such Determination Date; (iii) (a) with respect to Properties located in any state (other than Texas, Illinois and Tennessee) as of any Determination Date, a percentage equal to 12.5%; (b) with respect to Properties located in Illinois or Tennessee as of any Determination Date, a percentage equal to 15.0% as of such Determination Date and (c) with respect to Properties located in Texas as of any Determination Date, a percentage equal to 27.5% as of such Determination Date; (iv) with respect to ground leases as of any Determination

Date, a percentage equal to 2.0% as of such Determination Date; (v) with respect to Tenants which pay Percentage Rent only as of any Determination Date, a percent equal to 5.0% as of such Determination Date; (vi) with respect to Properties with less than twelve (12) months of operating history at such location as of any Determination Date, a percentage equal to 10.0% as of such Determination Date; (vii) with respect to Construction Properties as of any Determination Date, a percentage equal to 3.0% as of such Determination Date, (viii) (a) with respect to Loans, as of any Determination Date prior to the first Series closing date occurring after the Series Closing Date, a percentage no greater than 0.0% as of such Determination Date and (b) with respect to Loans, as of any Determination Date on or after the first Series closing date occurring after the Series Closing Date, a percentage no greater than 20.0% as of such Determination Date, (ix) with respect to Eligible Office Properties, a percentage equal to 5.0% as of such Determination Date, provided, that such limit shall exclude such single tenant properties (a) that are part of a master lease and used as office headquarters, or (b) where the majority of the property is not being used as office space, (x) with respect to Double-Net Lease Properties, a percentage equal to 5.0% as of such Determination Date and (xi) with respect to Single Net Lease Properties, a percentage equal to 5.0% as of such Determination Date.

“Note Interest”: The Series 2024-1 Class A-1 (AAA) Note Interest, the Series 2024-1 Class A-2 (AAA) Note Interest, the Series 2024-1 Class A-3 (AA) Note Interest or the Series 2024-1 Class A-4 (AA) Note Interest, as applicable.

“Note Rate”: The Series 2024-1 Class A-1 (AAA) Note Rate, the Series 2024-1 Class A-2 (AAA) Note Rate, the Series 2024-1 Class A-3 (AA) Note Rate or the Series 2024-1 Class A-4 (AA) Note Rate, as applicable.

“Post-ARD Additional Interest Rate”: With respect to the Series 2024-1 Notes, a rate determined by the Property Manager to be the greater of (i) 5.0% and (ii) the applicable Post-ARD Reset Rate.

“Post-ARD Reset Rate”: With respect to the Series 2024-1 Notes, the positive amount (expressed as a rate per annum), if any, by which (i) the sum of (A) the yield to maturity (adjusted to a “mortgage equivalent basis” pursuant to the standards and practices of the Securities Industry and Financial Markets Association) on the applicable Anticipated Repayment Date of the United States Treasury Security having a term closest to ten (10) years, plus (B) 5.0%, plus (C) the applicable Post-ARD Spread exceeds (ii) the applicable Note Rate.

“Post-ARD Spread”: (i) With respect to the Series 2024-1 Class A-1 (AAA) Notes, a percentage equal to 1.40%, (ii) with respect to the Series 2024-1 Class A-2 (AAA) Notes, a percentage equal to 1.40%, (iii) with respect to the Series 2024-1 Class A-3 (AA) Notes, a percentage equal to 1.65% and (iv) with respect to the Series 2024-1 Class A-4 (AA) Notes, a percentage equal to 1.65%.

“Private Placement Memorandum”: With respect to the Series 2024-1 Notes, the Private Placement Memorandum dated April 8, 2024.

“Qualified Release Amount”: A portion of the Collateral Pool that may be released in connection with an Early Refinancing Prepayment, applying a Release Price for each asset to be released equal to the greater of Fair Market Value and one hundred twenty-five percent (125%) of the Allocated Loan Amount of the Properties, Hybrid Leases and/or Loans being released, that in the aggregate is no greater than the dollar amount of the Notes being prepaid in connection with such Early Refinancing Prepayment.

“Rated Final Payment Date”: With respect to the Series 2024-1 Notes, the Payment Date occurring in May 2054.

“Reinvestment Yield”: With respect to any Class of Series 2024-1 Notes, the yield on United States Treasury Securities having the closest maturity (month and year) to the weighted average life of such Class of Notes as of such Payment Date, based on the Anticipated Repayment Date of such Class of Notes (prior to the application of any Voluntary Prepayment or Unscheduled Principal Payment with respect thereto; if more than one such quoted United States Treasury Security has the same maturity date, then the yield of the United States Treasury Security quoted closest to par), plus 0.50%.

“Scheduled Class A Principal Payment”: The sum of (i) the Scheduled Class A-1 (AAA) Principal Payment, (ii) the Scheduled Class A-2 (AAA) Principal Payment, (iii) the Scheduled Class A-3 (AA) Principal Payment and (iv) the Scheduled Class A-4 (AA) Principal Payment.

“Scheduled Class A-1 (AAA) Principal Balance”: With respect to any Payment Date and the Series 2024-1 Class A-1 (AAA) Notes, the amount set forth for such date on the Amortization Schedule annexed hereto as Schedule III-G.

“Scheduled Class A-1 (AAA) Principal Payment”: With respect to each Payment Date and the Series 2024-1 Class A-1 (AAA) Notes, an amount equal to the sum of (a) any unpaid portion of Scheduled Class A-1 (AAA) Principal Payment, from prior Payment Dates and (b) the product of (i)(A) the related Scheduled Class A-1 (AAA) Principal Balance for the prior Payment Date minus (B) the Scheduled Class A-1 (AAA) Principal Balance for the current Payment Date and (ii) a fraction (A) the numerator of which is equal to the Outstanding Principal Balance of the Series 2024-1 Class A-1 (AAA) Notes (without taking into account any payments to be made on such Payment Date) minus the amounts specified in clause (a) of this definition and (B) the denominator of which is the Scheduled Class A-1 (AAA) Principal Balance for the prior Payment Date.

“Scheduled Class A-2 (AAA) Principal Balance”: With respect to any Payment Date and the Series 2024-1 Class A-2 (AAA) Notes, the amount set forth for such date on the Amortization Schedule annexed hereto as Schedule III-H.

“Scheduled Class A-2 (AAA) Principal Payment”: With respect to each Payment Date and the Series 2024-1 Class A-2 (AAA) Notes, an amount equal to the sum of (a) any unpaid portion of Scheduled Class A-2 (AAA) Principal Payment, from prior Payment Dates and (b) the product of (i)(A) the related Scheduled Class A-2 (AAA) Principal Balance for the prior Payment Date minus (B) the Scheduled Class A-2 (AAA) Principal Balance for the current Payment Date and (ii) a fraction (A) the numerator of which is equal to the Outstanding Principal Balance of the Series 2024-1 Class A-2 (AAA) Notes (without taking into account any payments to be made on such Payment Date) minus the amounts specified in clause (a) of this definition and (B) the denominator of which is the Scheduled Class A-2 (AAA) Principal Balance for the prior Payment Date.

“Scheduled Class A-3 (AA) Principal Balance”: With respect to any Payment Date and the Series 2024-1 Class A-3 (AA) Notes, the amount set forth for such date on the Amortization Schedule annexed hereto as Schedule III-I.

“Scheduled Class A-3 (AA) Principal Payment”: With respect to each Payment Date and the Series 2024-1 Class A-3 (AA) Notes, an amount equal to the sum of (a) any unpaid portion of Scheduled Class A-3 (AA) Principal Payment, from prior Payment Dates and (b) the product of (i)(A) the related Scheduled Class A-3 (AA) Principal Balance for the prior Payment Date minus (B) the Scheduled Class A-3 (AA) Principal Balance for the current Payment Date and (ii) a fraction (A) the numerator of which is equal to the Outstanding Principal Balance of the Series 2024-1 Class A-3 (AA) Notes (without taking into account any payments to be made on such Payment Date) minus the amounts specified in clause (a) of this definition and (B) the denominator of which is the Scheduled Class A-3 (AA) Principal Balance for the prior Payment Date.

“Scheduled Class A-4 (AA) Principal Balance”: With respect to any Payment Date and the Series 2024-1 Class A-4 (AA) Notes, the amount set forth for such date on the Amortization Schedule annexed hereto as Schedule III-J.

“Scheduled Class A-4 (AA) Principal Payment”: With respect to each Payment Date and the Series 2024-1 Class A-4 (AA) Notes, an amount equal to the sum of (a) any unpaid portion of Scheduled Class A-4 (AA) Principal Payment, from prior Payment Dates and (b) the product of (i)(A) the related Scheduled Class A-4 (AA) Principal Balance for the prior Payment Date minus (B) the Scheduled Class A-4 (AA) Principal Balance for the current Payment Date and (ii) a fraction (A) the numerator of which is equal to the Outstanding Principal Balance of the Series 2024-1 Class A-4 (AA) Notes (without taking into account any payments to be made on such Payment Date) minus the amounts specified in clause (a) of this definition and (B) the denominator of which is the Scheduled Class A-4 (AA) Principal Balance for the prior Payment Date.

“Scheduled Series Principal Balance”: With respect to any Payment Date, the sum of the Scheduled Class A-1 (AAA) Principal Balance, the Scheduled Class A-2 (AAA) Principal Balance, the Scheduled Class A-3 (AA) Principal Balance and the Scheduled Class A-4 (AA) Principal Balance.

“Series 2024-1 Class A (AAA) Notes”: The Series 2024-1 Class A-1 (AAA) Notes and the Series 2024-1 Class A-2 (AAA) Notes.

“Series 2024-1 Class A (AA) Notes”: The Series 2024-1 Class A-3 (AA) Notes and the Series 2024-1 Class A-4 (AA) Notes.

“Series 2024-1 Class A (AAA) Noteholder”: With respect to any Series 2024-1 Class (AAA) Notes, the applicable Noteholder, as such term is further defined in the Master Indenture.

“Series 2024-1 Class A (AA) Noteholder”: With respect to any Series 2024-1 Class A (AA) Notes, the applicable Noteholder, as such term is further defined in the Master Indenture.

“Series 2024-1 Class A-1 (AAA) Noteholder”: With respect to any Series 2024-1 Class A-1 (AAA) Note, the applicable Noteholder, as such term is further defined in the Master Indenture.

“Series 2024-1 Class A-1 (AAA) Note Interest”: On any Payment Date for the Series 2024-1 Class A-1 (AAA) Notes, the interest accrued during the related Accrual Period at the Series 2024-1 Class A-1 (AAA) Note Rate, applied to the Outstanding Principal Balance of the Series 2024-1 Class A-1 (AAA) Notes before giving effect to any payments of principal on such Payment Date.

“Series 2024-1 Class A-1 (AAA) Note Rate”: The Note Rate set forth in Section 2.01(a) hereof that corresponds to the Series 2024-1 Class A-1 (AAA) Notes.

“Series 2024-1 Class A-1 (AAA) Notes”: Any of the Series 2024-1 Class A-1 (AAA) Notes, issued pursuant to this Series 2024-1 Supplement and the Indenture, executed by the Issuers and authenticated by the Indenture Trustee or the Authenticating Agent, if any, substantially in the form of Exhibits A-1, A-2 or A-3 attached to the Indenture.

“Series 2024-1 Class A-2 (AAA) Noteholder”: With respect to any Series 2024-1 Class A-2 (AAA) Note, the applicable Noteholder, as such term is further defined in the Master Indenture.

“Series 2024-1 Class A-2 (AAA) Note Interest”: On any Payment Date for the Series 2024-1 Class A-2 (AAA) Notes, the interest accrued during the related Accrual Period at the Series 2024-1 Class A-2 (AAA) Note Rate, applied to the Outstanding Principal Balance of the Series 2024-1 Class A-2 (AAA) Notes before giving effect to any payments of principal on such Payment Date.

“Series 2024-1 Class A-2 (AAA) Note Rate”: The Note Rate set forth in Section 2.01(a) hereof that corresponds to the Series 2024-1 Class A-2 (AAA) Notes.

“Series 2024-1 Class A-2 (AAA) Notes”: Any of the Series 2024-1 Class A-2 (AAA) Notes, issued pursuant to this Series 2024-1 Supplement and the Indenture, executed by the Issuers and authenticated by the Indenture Trustee or the Authenticating Agent, if any, substantially in the form of Exhibits A-1, A-2 or A-3 attached to the Indenture.

“Series 2024-1 Class A-3 (AA) Noteholder”: With respect to any Series 2024-1 Class A-3 (AA) Note, the applicable Noteholder, as such term is further defined in the Master Indenture.

“Series 2024-1 Class A-3 (AA) Note Interest”: On any Payment Date for the Series 2024-1 Class A-3 (AA) Notes, the interest accrued during the related Accrual Period at the Series 2024-1 Class A-3 (AA) Note Rate, applied to the Outstanding Principal Balance of the Series 2024-1 Class A-3 (AA) Notes before giving effect to any payments of principal on such Payment Date.

“Series 2024-1 Class A-3 (AA) Note Rate”: The Note Rate set forth in Section 2.01(a) hereof that corresponds to the Series 2024-1 Class A-3 (AA) Notes.

“Series 2024-1 Class A-3 (AA) Notes”: Any of the Series 2024-1 Class A-3 (AA) Notes, issued pursuant to this Series 2024-1 Supplement and the Indenture, executed by the Issuers and authenticated by the Indenture Trustee or the Authenticating Agent, if any, substantially in the form of Exhibits A-1, A-2 or A-3 attached to the Indenture.

“Series 2024-1 Class A-4 (AA) Noteholder”: With respect to any Series 2024-1 Class A-4 (AA) Note, the applicable Noteholder, as such term is further defined in the Master Indenture.

“Series 2024-1 Class A-4 (AA) Note Interest”: On any Payment Date for the Series 2024-1 Class A-4 (AA) Notes, the interest accrued during the related Accrual Period at the Series 2024-1 Class A-4 (AA) Note Rate, applied to the Outstanding Principal Balance of the Series 2024-1 Class A-4 (AA) Notes before giving effect to any payments of principal on such Payment Date.

“Series 2024-1 Class A-4 (AA) Note Rate”: The Note Rate set forth in Section 2.01(a) hereof that corresponds to the Series 2024-1 Class A-4 (AA) Notes.

“Series 2024-1 Class A-4 (AA) Notes”: Any of the Series 2024-1 Class A-4 (AA) Notes, issued pursuant to this Series 2024-1 Supplement and the Indenture, executed by the Issuers and authenticated by the Indenture Trustee or the Authenticating Agent, if any, substantially in the form of Exhibits A-1, A-2 or A-3 attached to the Indenture.

“Series 2024-1 Note”: Any of the Series 2024-1 Class A-1 (AAA) Notes, the Series 2024-1 Class A-2 (AAA) Notes, the Series 2024-1 Class A-3 (AA) Notes and Series 2024-1 Class A-4 (AA) Notes.

“Series 2024-1 Noteholder”: Any of the Series 2024-1 Class A-1 (AAA) Noteholders, the Series 2024-1 Class A-2 (AAA) Noteholders, the Series 2024-1 Class A-3 (AA) Noteholders and Series 2024-1 Class A-4 (AA) Noteholders.

“Series 2024-1 Redemption Date”: As defined in Section 2.03(a).

“Series Closing Date”: April 18, 2024.

“Series Disposition Period Date”: As defined in Section 2.01(f).

“Single Net Lease Properties”: Properties for which the Tenant is responsible for property taxes, and the lessor is responsible for insurance and repairs and maintenance (including structural repairs and maintenance.

“Unscheduled Principal Payment”: With respect to any Payment Date, the sum of (A) all Unscheduled Proceeds (other than any Unscheduled Proceeds described in clause (viii) of the definition thereof) that are deposited into the Collection Account for such Payment Date and (B) all Allocated Release Amounts associated with any Release Price deposited into the Collection Account (including Allocated Release Amounts disbursed from the Release Account to the Collection Account) during the related Collection Period.

ARTICLE II

CREATION OF THE SERIES 2024-1 NOTES; PAYMENTS ON THE SERIES 2024-1 NOTES

Section 2.01. Designation.

(a) There is hereby created a Series of Notes consisting of the Series 2024-1 Class A-1 (AAA) Notes, the Series 2024-1 Class A-2 (AAA) Notes, the Series 2024-1 Class A-3 (AA) Notes and the Series 2024-1 Class A-4 (AA) Notes to be issued by the Issuers pursuant to the Indenture and this Series 2024-1 Supplement to be known as “Net-Lease Mortgage Notes, Series 2024-1.” The Series 2024-1 Notes shall have the following Class Designations, Initial Principal Balances, Note Rates, and Ratings, where applicable:


Class Designation	Initial Principal Balance		Note Rate			Ratings (S&P)
Series 2024-1 Class A-1 (AAA) Notes	$	74,400,000		5.69	%		AAA(sf)
Series 2024-1 Class A-2 (AAA) Notes	$	260,600,000		5.70	%		AAA(sf)
Series 2024-1 Class A-3 (AA) Notes	$	25,600,000		5.93	%		AA(sf)
Series 2024-1 Class A-4 (AA) Notes	$	89,400,000		5.94	%		AA(sf)

The Note Interest with respect to the Series 2024-1 Notes will be computed on the basis of a 360-day year consisting of twelve 30-day months.

The Series 2024-1 Notes shall not have preference or priority over the Notes of any other Series except to the extent set forth in the Indenture. The Series 2024-1 Notes shall not be subordinate to any other Series.

(b) The initial Payment Date with respect to the Series 2024-1 Notes shall be the Payment Date occurring in May 2024. The Rated Final Payment Date with respect to the Series 2024-1 Notes shall be the Payment Date occurring in May 2054.

(c) The initial Collection Period with respect to the Series 2024-1 Notes shall be the period commencing on the Series Closing Date and ending on the Determination Date in May 2024.

(d) On the Series Closing Date, the Series 2024-1 Class A Notes shall be issued in the form of Book-Entry Notes. For the avoidance of doubt, the Series 2024-1 Notes may be transferred in accordance with Article II of the Master Indenture, subject to the additional requirements set forth herein.

(e) Each statement, notice or other document related to the Series 2024-1 Notes required to be provided to any applicable Rating Agency pursuant to Sections 5.14 or 6.02 of the Master Indenture via email shall be sent to the following address: servicer_reports@sandp.com.

(f) The “Series Disposition Period Date” with respect to the Series 2024-1 Notes shall be the Payment Date occurring in April 2051.

Section 2.02. Payments on the Series 2024-1 Notes. On each Payment Date, the Indenture Trustee will apply and distribute the Series Available Amount with respect to the Series 2024-1 Notes for such Payment Date for the following purposes and in the following order of priority:

(1) on a pro rata basis, (a) to the Series 2024-1 Class A-1 (AAA) Noteholders, the Series 2024-1 Class A-1 (AAA) Note Interest, plus unpaid Series 2024-1 Class A-1 (AAA) Note Interest from any prior Payment Date, together with interest on any such unpaid Note Interest at the Series 2024-1 Class A-1 (AAA) Note Rate, and (b) to the Series 2024-1 Class A-2 (AAA) Noteholders, the Series 2024-1 Class A-2 (AAA) Note Interest, plus unpaid Series 2024-1 Class A-2 (AAA) Note Interest from any prior Payment Date, together with interest on any such unpaid Note Interest at the Series 2024-1 Class A-2 (AAA) Note Rate;

(2) on a pro rata basis (a) to the Series 2024-1 Class A-3 (AA) Noteholders, the Series 2024-1 Class A-3 (AA) Note Interest, plus unpaid Series 2024-1 Class A-3 (AA) Note Interest from any prior Payment Date, together with interest on any such unpaid Note Interest at the Series 2024-1 Class A-3 (AA) Note Rate, and (b) to the Series 2024-1 Class A-4 (AA) Noteholders, the Series 2024-1 Class A-4 (AA) Note Interest, plus unpaid Series 2024-1 Class A-4 (AA) Note Interest from any prior Payment Date, together with interest on any such unpaid Note Interest at the Series 2024-1 Class A-4 (AA) Note Rate;

(3) (a) so long as no Early Amortization Period or Event of Default has occurred and is continuing, on a pro rata basis, (i) to the Series 2024-1 Class A-1 (AAA) Noteholders, an amount equal to the Scheduled Class A-1 (AAA) Principal Payment and a pro rata share (based on the Outstanding Principal Balance of the Series 2024-1 Class A-1 (AAA) Notes as a percentage of the Outstanding Principal Balance of the Series 2024-1 Class A (AAA) Notes of any Unscheduled Principal Payment allocable to the Series 2024-1 Notes for such Payment Date (until the Outstanding Principal Balance of the Series 2024-1 Class A-1 (AAA) Notes has been reduced to zero ($0)), and (ii) to the Series 2024-1 Class A-2 (AAA) Noteholders, an amount equal to the Scheduled Class A-2 (AAA) Principal Payment and a pro rata share (based on the Outstanding Principal Balance of the Series 2024-1 Class A-2 (AAA) Notes as a percentage of the Outstanding Principal Balance of the Series 2024-1 Class A (AAA) Notes of any Unscheduled Principal Payment allocable to the Series 2024-1 Notes for such Payment Date (until the Outstanding Principal Balance of the Series 2024-1 Class A-1 (AAA) Notes has been reduced to zero ($0)), or (b) if an Early Amortization Period or Event of Default has occurred and is continuing, on a pro rata basis (based on the Outstanding Principal Balance of each Class of a percentage of the Outstanding Principal Balance of the Series 2024-1 Class A (AAA) Notes, to the Series 2024-1 Class A-1 (AAA) Noteholders and the Series 2024-1 Class A-1 (AAA) Noteholders all remaining Series Available Amounts until the Outstanding Principal Balance of the Series 2024-1 Class A (AAA) Notes has been reduced to zero ($0);

(4) (a) so long as no Early Amortization Period or Event of Default has occurred and is continuing, on a pro rata basis, (i) to the Series 2024-1 Class A-3 (AA) Noteholders, an amount equal to the Scheduled Class A-3 (AA) Principal Payment and a pro rata share (based on the Outstanding Principal Balance of the Series 2024-1 Class A-3 (AA) Notes as a percentage of the Outstanding Principal Balance of the Class A (AA) Notes of any Unscheduled Principal Payment allocable to the Series 2024-1 Notes for such Payment Date (until the Outstanding Principal Balance of the Series 2024-1 Class A-3 (AA) Notes has been reduced to zero ($0)) and (ii) to the Series 2024-1 Class A-4 (AA) Noteholders, an amount equal to the Scheduled Class A-4 (AA) Principal Payment and a pro rata share (based on the Outstanding Principal Balance of the Series 2024-1 Class A-4 (AA) Notes as a percentage of the Outstanding Principal Balance of the Class A (AA) Notes of any Unscheduled Principal Payment allocable to the Series 2024-1 Notes for such Payment Date (until the Outstanding Principal Balance of the Series 2024-1 Class A-4 (AA) Notes has been reduced to zero ($0)), or (b) if an Early Amortization Period or Event of Default has occurred and is continuing, on a pro rata basis (based on the Outstanding Principal Balance of each Class as a percentage of the Outstanding Principal Balance of the Class A (AA) Notes), to the Series 2024-1 Class A-3 (AA) Noteholders and the Series 2024-1 Class A-4 (AA) Noteholders all remaining Series Available Amounts until the Outstanding Principal Balance of the Series 2024-1 Class A (AA) Notes has been reduced to zero ($0);

(5) to the Series 2024-1 Class A-1 (AAA) Noteholders and the Series 2024-1 Class A-2 (AAA) Noteholders, pro rata, based on the amount payable, the Make Whole Amount allocated to the Series 2024-1 Class A-1 (AAA) Notes and the Series 2024-1 Class A-2 (AAA) Notes, if any, due on such Payment Date;

(6) to the Series 2024-1 Class A-3 (AA) Noteholders and the Series 2024-1 Class A-4 (AA) Noteholders, pro rata, based on the amount payable, the Make Whole Amount allocated to the Series 2024-1 Class A-3 (AA) Notes and the Series 2024-1 Class A-4 (AA) Notes, if any, due on such Payment Date;

(7) to the Series 2024-1 Class A-1 (AAA) Noteholders and the Series 2024-1 Class A-2 (AAA) Noteholders, pro rata, based on the amount payable, any Post-ARD Additional Interest and Deferred Post-ARD Additional Interest, if any, due to the Series 2024-1 Class A-1 (AAA) Notes and the Series 2024-1 Class A-2 (AAA) Notes on such Payment Date;

(8) to the Series 2024-1 Class A-3 (AA) Noteholders and the Series 2024-1 Class A-4 (AA) Noteholders, pro rata, based on the amount payable, any Post-ARD Additional Interest and Deferred Post-ARD Additional Interest, if any, due to the Series 2024-1 Class A-3 (AA) Notes and the Series 2024-1 Class A-4 (AA) Notes on such Payment Date; and

(9) to the Issuers, all remaining Series Available Amounts.

Section 2.03. Redemption of the Series 2024-1 Notes.

(a) The Issuers may, at their option, elect to purchase the Outstanding Principal Balance of the Series 2024-1 Notes, in whole or in part, on any Business Day commencing with the Series Closing Date (such date, the “Series 2024-1 Redemption Date”) in an amount sufficient to pay (i) the then Outstanding Principal Balance of the Series 2024-1 Notes, plus all accrued and unpaid interest thereon, (ii) all amounts related to the Series 2024-1 Notes that are outstanding to the Indenture Trustee, the Property Manager, the Special Servicer and the Back-Up Manager, and (iii) the required Make Whole Amount, if applicable, by giving written notice to the Indenture Trustee, the Property Manager, the Special Servicer, the Back-Up Manager and the Rating Agencies no less than fifteen (15) days prior to the Series 2024-1 Redemption Date; provided, however, such notice may be a revocable notice and may be withdrawn up to four (4) Business Days prior to such Series 2024-1 Redemption Date. The Issuers may purchase the Outstanding Principal Balance of the Series 2024-1 Notes, in part, so long as the Issuers shall also purchase a pro rata amount of the Outstanding Principal Balance of each other Outstanding Series of Notes.

(b) On any Business Day that is less than or equal to, with respect to the Series 2024-1 Class A-1 (AAA) Notes or the Series 2024-1 Class A-3 (AA) Notes, twenty-four (24) months, and with respect to the Series 2024-1 Class A-2 (AAA) Notes or the Series 2024-1 Class A-4 (AA) Notes, thirty-six (36) months, prior to the Anticipated Repayment Date of such Class of Series 2024-1 Notes, the Issuers may purchase the Outstanding Principal Balance of any such Class of Series 2024-1 Notes, in whole, without purchasing the Outstanding Principal Balance of any other Class of Notes; provided, however, except in connection with a Series Collateral Release, unless the Issuers purchase the Outstanding Principal Balance of all Outstanding Series of Notes, the Issuers may not purchase the Outstanding Principal Balance of any Class of Series 2024-1 Notes, in whole, if there shall be Outstanding (i) any other Series 2024-1 Notes or (ii) a Class of any other Series, in each case, with a higher alphabetical designation and an Anticipated Repayment Date that is the same as, or sooner than, the Anticipated Repayment Date of the Class of Notes being prepaid. For the avoidance of doubt, proceeds from a Series Collateral Release shall not be used for a Voluntary Prepayment in connection with a partial prepayment of the Series 2024-1 Notes or the Notes of any other Series.

(c) In the event a prepayment option is exercised pursuant to Section 2.03(a) above, the Issuers shall deposit into the Collection Account not later than the applicable Series 2024-1 Redemption Date an amount in immediately available funds equal to the amount described in Section 2.03(a). Upon confirmation that such deposit has been made, the Indenture Trustee shall: (1) remit principal amounts set forth under Section 2.03(a)(i) above, pro rata, to the Series 2024-1 Noteholders based on their respective Outstanding Principal Balances, and shall remit interest amounts set forth under Section 2.03(a)(i) above in accordance with the respective accrued and unpaid amounts to which they are then entitled to payment; (2) pay all amounts set forth under Section 2.03(a)(ii) above to each applicable party as set forth in the applicable notice of redemption provided by the Issuers pursuant to this Section 2.03; and (3) remit the Make Whole Amount set forth under Section 2.03(a)(iii), if applicable, pro rata, to the Series 2024-1 Noteholders based on their respective Outstanding Principal Balances.

(d) In the event the Issuers elect to prepay a Class of the Series 2024-1 Notes pursuant to Section 2.03(b) above, the Issuers shall deposit into the Collection Account not later than the applicable Series 2024-1 Redemption Date an amount in immediately available funds equal to the amounts described in Section 2.03(a)(i), (ii) and (iii) above. Upon confirmation that such deposit has been made, the Indenture Trustee shall remit such principal amounts, interest amounts and Make Whole Amounts to which such Noteholders are then entitled, as set forth in the applicable notice of redemption provided by the Issuers pursuant to Section 2.03(a).

(e) In the event the Issuers elect to prepay a Series of Notes in full in connection with a Series Collateral Release, any Series Collateral Release Price received in connection with such Series Collateral Release shall be deposited into the Collection Account and applied by the Indenture Trustee on the date of such Series Collateral Release, to prepay in full one or more Series of Notes as designated by the Issuers in accordance with the terms of the Master Indenture and hereof. Any excess proceeds remaining after prepaying such Series of Notes will be remitted to the Release Account as a Release Price. For the avoidance of doubt, any Series Collateral Release Price shall not be used for a Voluntary Prepayment in connection with a partial prepayment of the Series 2024-1 Notes or the Notes of any other Series pursuant to this Section 2.03.

Section 2.04. Exceptions to Payment of Make Whole Amount.

With respect to the Series 2024-1 Notes, no Make Whole Amount shall be due with respect to (i) any portion of any Unscheduled Principal Payment allocable to the Series 2024-1 Notes that is actually paid on the related Payment Date consisting of Insurance Proceeds, Condemnation Proceeds, Early Refinancing Prepayments made in connection with a Qualified Deleveraging Event, amounts disbursed to the Payment Account from the DSCR Reserve Account, or amounts received in respect of a Specially Managed Unit or a repurchase due to a Collateral Defect or (ii) Allocated Release Amounts in an aggregate amount up to ten percent (10%) of the Initial Principal Balance of the Series 2024-1 Notes; provided, however, that when combined with any Early Refinancing Prepayments made since the Series Closing Date, such Allocated Release Amounts shall not exceed thirty-five percent (35%) of the Initial Principal Balance of the Series 2024-1 Notes (and for any amount of Allocated Release Amounts and Early Refinancing Prepayments that do exceed thirty-five percent (35%), a Make Whole Amount shall be due).

Section 2.05. Early Refinancing Prepayment.

The Issuers have the right to make a Voluntary Prepayment of the Series 2024-1 Notes in accordance with the requirements set forth in this Section 2.05 (an “Early Refinancing Prepayment”), provided that such Voluntary Prepayment (i) occurs on a Business Day that is greater than twenty-four (24) months after the Series Closing Date, (ii) is made with funds obtained from a Qualified Deleveraging Event, (iii) where the Issuers have provided no less than thirty (30) days’ notice to the Noteholders (such date, the “Early Refinancing Notice Date”) and (iv) where such Voluntary Prepayment occurs no later than twelve (12) months following the Early Refinancing Notice Date; provided, that the maximum Early Refinancing Prepayments permitted to be made on any Business Day is an amount equal to (A) thirty-five percent (35%) of the Initial Principal Balance of the Series 2024-1 Notes, minus (B) the aggregate amount of Allocated Release Amounts and Early Refinancing Prepayments previously made since the Series Closing Date. In addition, in connection with an Early Refinancing Prepayment, an Issuer may release Properties subject to the limitations set forth in the definition of Qualified Release Amounts.

Section 2.06. [Reserved].

ARTICLE III

REPRESENTATIONS AND WARRANTIES

Section 3.01. Representations and Warranties.

(a) The Issuers and the Indenture Trustee hereby restate as of the Series Closing Date, or as of such other date as is specifically referenced in the body of such representation and warranty, all of the representations and warranties set forth in Section 2.19, Section 2.20, Section 2.21, Section 2.22, Section 5.06 and Section 9.04, as applicable, of the Master Indenture.

(b) Each of the Issuers and the Indenture Trustee hereby represents and warrants to each other as of the Series Closing Date:

(i) it has full corporate power and authority to execute, deliver and perform under this Series 2024-1 Supplement, and to consummate the transactions set forth herein. The consummation of the transactions contemplated by this Series 2024-1 Supplement is in the ordinary course of its business and will not conflict with, or result in a breach of, any of the terms, conditions or provisions of its organizational documents, or any material agreement or instrument to which it is now a party or by which it is bound, or result in the violation of any law, rule, regulation, order, judgment or decree to which it or its property is subject, except any such violation that would not result in a material adverse effect on the business or financial condition of such party or the enforceability of any of the Transaction Documents. The execution, delivery and performance by it of this Series 2024-1 Supplement, and the consummation by it of the transactions contemplated hereby, have been duly authorized by all necessary corporate action. This Series 2024-1 Supplement has been duly executed and delivered by it and constitutes the valid and legally binding obligation of it enforceable against it in accordance with its terms; and

(ii) No consent, approval, order or authorization of, or declaration, filing or registration with, any governmental entity is required to be obtained or made by it in connection with the execution, delivery or performance by it of this Series 2024-1 Supplement, or the consummation by it of the transactions contemplated hereby, except such as have already been obtained.

Section 3.02. Conditions Precedent Satisfied. The Issuers hereby represent and warrant to the Series 2024-1 Noteholders and the Indenture Trustee that, as of the Series Closing Date, each of the conditions precedent set forth in the Master Indenture, including but not limited to those conditions precedent set forth in Section 2.04(e) thereof, have been satisfied.

Section 3.03. Collateral Representations and Warranties. The Issuers hereby represent and warrant to the Indenture Trustee on behalf of the Series 2024-1 Noteholders that the representations and warranties set forth in Section 2.20, Section 2.21, and Section 2.22 of the Master Indenture and, if any, Exhibit A hereto are true and correct as of the Series Closing Date (or such other date as is set forth in any such representation or warranty) with respect to the Properties and Leases Granted by such Issuer on or prior to the Series Closing Date, except as otherwise set forth in Schedule I-C hereto.

ARTICLE IV

MISCELLANEOUS PROVISIONS

Section 4.01. Reserved.

Section 4.02. Ratification of Indenture. The Indenture is in all respects ratified and confirmed and the Indenture, as so supplemented by this Series 2024-1 Supplement, the Series 2023-1 Supplement, the Series 2021-1 Supplement, the Series 2019-1 Supplement, the Series 2018-1 Supplement, the Series 2016-1 Supplement, the Series 2015-1 Supplement, shall be read, taken and construed as one and the same instrument.

Section 4.03. [Reserved].

Section 4.04. Counterparts. This Series 2024-1 Supplement may be executed in two or more counterparts, and by different parties on separate counterparts, each of which shall be an original regardless of whether delivered in physical or electronic form, but all of which shall constitute one and the same instrument.

Section 4.05. Governing Law. THIS SERIES 2024-1 SUPPLEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT GIVING EFFECT TO THE CONFLICTS OF LAW PROVISIONS THEREOF, OTHER THAN SECTION 5-1401 OF THE NEW YORK GENERAL OBLIGATIONS LAW, AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

Section 4.06. Beneficiaries. As supplemented by this Series 2024-1 Supplement, the Indenture shall inure to the benefit of and be binding upon the parties hereto, the Series 2024-1 Noteholders, and their respective successors and permitted assigns. No other Person shall have any right or obligation hereunder.

Section 4.07. Limited Recourse. Notwithstanding anything to the contrary herein or otherwise in the Indenture, the Series 2024-1 Notes are nonrecourse obligations solely of the Issuers and shall be payable only from the Collateral Pool. Upon the exhaustion of the Collateral included in the Collateral Pool, any liabilities of the Issuers hereunder shall be extinguished. Each Series 2024-1 Noteholder shall be deemed to have agreed, by acceptance of its Series 2024-1 Note, not to file or join in filing any petition in bankruptcy or commence any similar proceeding in respect of any Issuer for a period of two (2) years and thirty-one (31) days following payment in full of all of the Notes (including the Series 2024-1 Notes) issued or co-issued by the Issuers under the Indenture.

Notwithstanding the foregoing, the Indenture Trustee, on behalf of the Series 2024-1 Noteholders, shall have the right to enforce the liability and obligation of any Issuer hereunder, by money judgment or otherwise, to the extent of any loss, damage, cost, expense, liability, claim or other obligation incurred by such Noteholders (including attorneys’ fees and costs reasonably incurred) arising out of or in connection with the following: (i) fraud or intentional misrepresentation by such Issuer in connection with the Series 2024-1 Notes, the Indenture and/or any other Transaction Documents; (ii) intentional acts constituting gross negligence or willful misconduct or bad faith of

such Issuer; (iii) intentional destruction or waste of any Property by such Issuer; (iv) the breach of any representation, warranty, covenant or indemnification provision in the Indenture or any other Transaction Document concerning Environmental Laws, Hazardous Substances or Asbestos; (v) the removal or disposal of any portion of any Property during the continuation of an Event of Default; (vi) the misapplication or conversion by such Issuer of (A) any Insurance Proceeds, (B) any Condemnation Proceeds, (C) any Monthly Lease Payments following an Event of Default, (D) any Monthly Lease Payments paid more than one month in advance, (E) any premiums for any Property Insurance Policies required under the Property Management Agreement received by such Issuer from any third party or Tenant or (F) any funds received by such Issuer for payment of Taxes or other charges that can create liens on any portion of any Property; or (vii) any security deposits (including letters of credit) collected with respect to any Property which are not delivered to the Indenture Trustee upon a foreclosure of such Property or other action in lieu thereof, except to the extent any such security deposits were applied in accordance with the terms and conditions of any of the Leases prior to the occurrence of the Event of Default that gave rise to such sale or foreclosure or action in lieu thereof.

Section 4.08. Notice to the Rating Agency. Any communication provided for or permitted hereunder or otherwise pursuant to the Indenture shall be in writing and, unless otherwise expressly provided herein, shall be deemed to have been duly given if delivered by courier or mailed by first class mail, postage prepaid, or if transmitted by facsimile and confirmed in a writing delivered or mailed as aforesaid, to, in the case of Standard & Poor’s Ratings Services, a Standard & Poor’s Financial Services LLC business, which is a division of S&P Global, Inc., 55 Water Street, 41^st Floor, New York, New York, 10004, Attention: Asset-Backed Surveillance Department, facsimile number: (212) 438-2435; or, as to such Person, such other address or facsimile number as may hereafter be furnished by such Person to the parties hereto in writing.

Section 4.09. Co-Issuer Status. Each Issuer shall be a co-issuer of the Series 2015-1 Notes, the Series 2016-1 Notes, the Series 2018-1 Notes, the Series 2019-1 Notes, the Series 2021-1 Notes, the Series 2023-1 Notes and the Series 2024-1 Notes and each Issuer shall have all the rights and obligations of each other Issuer under each of the Transaction Documents.

IN WITNESS WHEREOF, the Issuers and the Indenture Trustee have caused this Series 2024-1 Supplement to be duly executed and delivered by their respective officers thereunto duly authorized and their respective seals, duly attested, to be hereunto affixed, all as of the day and year first above written.


STORE MASTER FUNDING I, LLC, a Delaware limited liability company, as Issuer

By:		/s/ Chad A. Freed
Name:		Chad A. Freed
Title:		Executive Vice President - General Counsel

STORE MASTER FUNDING II, LLC, a Delaware limited liability company, as Issuer

By:		/s/ Chad A. Freed
Name:		Chad A. Freed
Title:		Executive Vice President - General Counsel

STORE MASTER FUNDING III, LLC, a Delaware limited liability company, as Issuer

By:		/s/ Chad A. Freed
Name:		Chad A. Freed
Title:		Executive Vice President - General Counsel

STORE MASTER FUNDING IV, LLC, a Delaware limited liability company, as Issuer

By:		/s/ Chad A. Freed
Name:		Chad A. Freed
Title:		Executive Vice President - General Counsel

Indenture Supplement (STORE 2024-1)


STORE MASTER FUNDING V, LLC, a Delaware limited liability company, as Issuer

By:		/s/ Chad A. Freed
Name:		Chad A. Freed
Title:		Executive Vice President - General Counsel

STORE MASTER FUNDING VI, LLC, a Delaware limited liability company, as Issuer

By:		/s/ Chad A. Freed
Name:		Chad A. Freed
Title:		Executive Vice President - General Counsel

STORE MASTER FUNDING VII, LLC, a Delaware limited liability company, as Issuer

By:		/s/ Chad A. Freed
Name:		Chad A. Freed
Title:		Executive Vice President - General Counsel

STORE MASTER FUNDING XIV, LLC, a Delaware limited liability company, as Issuer

By:		/s/ Chad A. Freed
Name:		Chad A. Freed
Title:		Executive Vice President - General Counsel

Indenture Supplement (STORE 2024-1)


STORE MASTER FUNDING XIX, LLC, a Delaware limited liability company, as Issuer

By:		/s/ Chad A. Freed
Name:		Chad A. Freed
Title:		Executive Vice President - General Counsel

STORE MASTER FUNDING XX, LLC, a Delaware limited liability company, as Issuer

By:		/s/ Chad A. Freed
Name:		Chad A. Freed
Title:		Executive Vice President - General Counsel

STORE MASTER FUNDING XXII, LLC, a Delaware limited liability company, as Issuer

By:		/s/ Chad A. Freed
Name:		Chad A. Freed
Title:		Executive Vice President - General Counsel

STORE MASTER FUNDING XXIV, LLC, a Delaware limited liability company, as Issuer

By:		/s/ Chad A. Freed
Name:		Chad A. Freed
Title:		Executive Vice President - General Counsel

Indenture Supplement (STORE 2024-1)


CITIBANK, N.A., not in its individual capacity but solely as Indenture Trustee

By:		/s/ Danny Lee
Name: Danny Lee
Title: Senior Trust Officer

Indenture Supplement (STORE 2024-1)

EXHIBIT A

ADDITIONAL REPRESENTATIONS AND WARRANTIES

NONE.

A-1

SCHEDULE I-A

PROPERTIES / TENANTS


Tenant	Number of Owned Properties*		Collateral Value		% of Aggregate Collateral Value			Monthly Rent		% of Monthly Rent			WA Unit FCCR⁽¹⁾
Cadence Education, LLC		57	$	146,715,000		3.55	%	$	992,900		3.46	%		2.29
Zips Holdings, LLC		43	$	142,870,000		3.46	%	$	962,326		3.35	%		2.51
At Home Group Inc.		11	$	135,783,457		3.29	%	$	876,307		3.05	%		1.54
Equipmentshare.com Inc.		37	$	123,486,806		2.99	%	$	1,024,655		3.57	%		15.79
EOS Fitness OPCO Holdings, LLC		13	$	121,937,000		2.95	%	$	819,509		2.86	%		2.08
Automotive Remarketing Group, Inc.		8	$	119,570,000		2.90	%	$	838,697		2.92	%		3.61
CWGS Group, LLC		12	$	99,010,000		2.40	%	$	622,565		2.17	%		1.96
Spring Education Group Inc.		15	$	95,580,000		2.31	%	$	715,649		2.49	%		2.43
Dufresne Spencer Group Holdings, LLC		16	$	93,100,000		2.25	%	$	690,742		2.41	%		3.04
Gilmer Warehouse LLC		9	$	75,010,000		1.82	%	$	386,334		1.35	%		1.10
American Multi-Cinema, Inc.		8	$	74,580,000		1.81	%	$	560,087		1.95	%		1.48
National Veterinary Associates, Inc.		51	$	71,940,000		1.74	%	$	539,204		1.88	%		3.90
Bish’s RV, LLC		7	$	62,170,000		1.51	%	$	391,016		1.36	%		1.69
Idaho Pacific US Intermediate Holding, LLC		3	$	55,600,000		1.35	%	$	295,370		1.03	%		3.41
KUEHG Corp.		36	$	53,300,000		1.29	%	$	419,341		1.46	%		3.27
TGS Parent, LLC		10	$	52,010,000		1.26	%	$	319,815		1.11	%		2.53
Flanders CR Acquisition, Inc.		6	$	50,720,000		1.23	%	$	328,193		1.14	%		5.49
Conn’s, Inc.		8	$	50,130,000		1.21	%	$	401,191		1.40	%		4.26
Alta Enterprises, LLC		14	$	46,200,000		1.12	%	$	358,403		1.25	%		9.64
Tru Fit Holdings, LLC		10	$	45,050,000		1.09	%	$	340,309		1.19	%		1.44
PF Purchaser Corp.		51	$	43,330,000		1.05	%	$	313,484		1.09	%		1.80
RMH Franchise Holdings, Inc.		16	$	39,970,000		0.97	%	$	270,919		0.94	%		1.82
GenesisCare USA Holdings, Inc.		13	$	39,350,000		0.95	%	$	304,197		1.06	%		3.31
LBM Acquisition, LLC		14	$	38,560,000		0.93	%	$	257,410		0.90	%		4.01
Pace Industries Holdings, Inc.		10	$	38,490,000		0.93	%	$	332,626		1.16	%		1.04
Dave & Buster’s, Inc.		4	$	37,430,000		0.91	%	$	285,165		0.99	%		4.40

I-A-1


Tenant	Number of Owned Properties*		Collateral Value		% of Aggregate Collateral Value			Monthly Rent		% of Monthly Rent			WA Unit FCCR⁽¹⁾
Firebird Investment Company		5	$	36,410,000		0.88	%	$	272,538		0.95	%		2.07
The Sunshine House, Inc.		32	$	35,820,000		0.87	%	$	282,515		0.98	%		2.42
US Fitness Holdings, LLC		3	$	35,600,000		0.86	%	$	211,827		0.74	%		2.20
QW Holding Corporation		16	$	34,790,000		0.84	%	$	236,100		0.82	%		7.89
Lakeview Health Holdings, Inc.		2	$	34,770,000		0.84	%	$	206,412		0.72	%		0.51
Union Corrugating Company Holdings, Inc.		10	$	33,631,787		0.81	%	$	230,696		0.80	%		10.42
Gateway Plastics LLC		1	$	32,950,000		0.80	%	$	214,205		0.75	%		37.62
PetVet Care Centers, LLC		17	$	32,550,000		0.79	%	$	242,474		0.84	%		2.73
Evolve Growth Initiatives, LLC		13	$	32,405,000		0.78	%	$	253,892		0.88	%		2.76
Titan Machinery Inc.		6	$	32,320,000		0.78	%	$	267,636		0.93	%		4.17
Children’s Learning Adventure USA, LLC		4	$	31,250,000		0.76	%	$	142,310		0.50	%		2.59
Best Friends Pet Care Intermediate Holdings, Inc.		16	$	30,040,000		0.73	%	$	224,231		0.78	%		2.59
Southeast Dental Partners, LLC		23	$	29,880,000		0.72	%	$	167,481		0.58	%		2.42
TM Restaurant Group LLC		7	$	28,000,000		0.68	%	$	201,429		0.70	%		2.02
BBQ Holdings, Inc.		6	$	27,800,000		0.67	%	$	112,500		0.39	%		1.74
Kids & Company, Ltd.		18	$	27,070,000		0.66	%	$	163,506		0.57	%		2.05
Redbuilt, LLC		3	$	26,870,000		0.65	%	$	137,696		0.48	%		24.02
WDS Holdings, LLC		6	$	25,790,000		0.62	%	$	181,772		0.63	%		2.41
Foss Intermediate Holdings, LLC		7	$	24,615,000		0.60	%	$	186,234		0.65	%		4.09
Medical Management Resource Group, L.L.C.		7	$	24,570,000		0.60	%	$	165,592		0.58	%		2.83
Buddy’s Newco, LLC		19	$	24,320,000		0.59	%	$	202,697		0.71	%		1.12
FCA, LLC		6	$	23,960,000		0.58	%	$	132,317		0.46	%		5.73
Thunderbird Manufacturing, LLC		4	$	21,320,000		0.52	%	$	142,155		0.50	%		10.80
New Creations Child Care and Learning Center, LLC		7	$	21,020,000		0.51	%	$	164,418		0.57	%		0.62
BWT, LLC		8	$	20,400,000		0.49	%	$	162,335		0.57	%		5.51
Ruby Tuesday Operations LLC		13	$	20,150,000		0.49	%	$	108,240		0.38	%		2.24
Studio Movie Grill Holdings, LLC		2	$	20,060,000		0.49	%	$	170,020		0.59	%		1.99
APX Sahara Sam’s Oasis, LLC		1	$	19,750,000		0.48	%	$	148,154		0.52	%		0.55
Pretium PKG Holdings, Inc.		1	$	19,600,000		0.47	%	$	105,190		0.37	%		2.37

I-A-2


Tenant	Number of Owned Properties*		Collateral Value		% of Aggregate Collateral Value			Monthly Rent		% of Monthly Rent			WA Unit FCCR⁽¹⁾
Stars and Strikes, LLC		4	$	19,500,000		0.47	%	$	135,233		0.47	%		2.85
Soderstrom Intermediate Holdings, Inc.		4	$	19,280,000		0.47	%	$	140,563		0.49	%		1.63
R&B SHH, Inc.		3	$	18,770,000		0.45	%	$	114,963		0.40	%		4.57
GT Technologies, Inc.		4	$	18,210,000		0.44	%	$	123,801		0.43	%		3.38
Gibson Brands, Inc.		2	$	18,170,000		0.44	%	$	199,497		0.70	%		1.64
EL Academies, Inc.		8	$	17,730,000		0.43	%	$	125,751		0.44	%		2.21
HOA Holdco, LLC		6	$	17,240,000		0.42	%	$	134,717		0.47	%		1.86
AdaptHealth, LLC		1	$	17,150,000		0.42	%	$	108,801		0.38	%		2.02
LPAC Broadway Building LLC		1	$	17,050,133		0.41	%	$	140,540		0.49	%		0.82
Aetius Companies, LLC		6	$	17,050,000		0.41	%	$	62,000		0.22	%		-0.68
LABL, Inc.		5	$	17,040,000		0.41	%	$	124,173		0.43	%		10.87
Eastern Vault Holdings, LLC		5	$	16,230,000		0.39	%	$	109,004		0.38	%		3.82
Exeter Image Holdings, LLC		3	$	16,110,000		0.39	%	$	104,022		0.36	%		1.64
West Star Aviation, LLC		1	$	16,060,000		0.39	%	$	121,807		0.42	%		7.48
Harbor Logistics, LLC		1	$	16,010,000		0.39	%	$	109,949		0.38	%		1.24
Arthur H. Thomas Company		2	$	15,920,000		0.39	%	$	105,546		0.37	%		6.16
Michaels Stores, Inc.		2	$	15,810,000		0.38	%	$	79,000		0.28	%		0.45
Alco Manufacturing Holding Corporation		3	$	15,715,000		0.38	%	$	112,661		0.39	%		7.56
Piccadilly Holdings LLC		5	$	15,387,777		0.37	%	$	104,502		0.36	%		1.77
Cooper’s Hawk Intermediate Holding, LLC		3	$	15,125,000		0.37	%	$	144,097		0.50	%		4.92
Electrical Source Holdings, LLC		3	$	15,060,000		0.36	%	$	109,437		0.38	%		4.48
Tabletrust Brands LLC		3	$	15,000,000		0.36	%	$	103,634		0.36	%		1.35
Four Corners Holdings, Inc.		3	$	14,600,000		0.35	%	$	117,772		0.41	%		1.84
Incredible Pizza Co., Inc.		2	$	14,500,000		0.35	%	$	122,324		0.43	%		1.66
Wiscon Corp.		1	$	14,160,000		0.34	%	$	92,075		0.32	%		1.37
Trident Holdings LLC		16	$	14,100,000		0.34	%	$	107,934		0.38	%		2.15
Cole’s Quality Foods, Inc.		1	$	14,000,000		0.34	%	$	77,350		0.27	%		4.87
Pearl Street Dental Management, LLC		3	$	14,000,000		0.34	%	$	75,491		0.26	%		0.81
Ashley Furniture Corporate Stores		2	$	13,900,000		0.34	%	$	84,465		0.29	%		0.37

I-A-3


Tenant	Number of Owned Properties*		Collateral Value		% of Aggregate Collateral Value			Monthly Rent		% of Monthly Rent			WA Unit FCCR⁽¹⁾
SRG PLK OpCo, LLC		12	$	13,840,000		0.34	%	$	100,642		0.35	%		2.05
The Eye Center of Central PA, LLP		10	$	13,300,000		0.32	%	$	94,094		0.33	%		1.37
Taco John’s of Iowa, Inc.		12	$	13,190,000		0.32	%	$	95,074		0.33	%		1.88
EyeSouth Eye Care Holdco LLC		5	$	13,100,000		0.32	%	$	88,920		0.31	%		6.26
PRCC Holdings, Inc.		4	$	12,790,000		0.31	%	$	93,507		0.33	%		5.90
DWC Healthcare Holdings LLC		1	$	12,780,000		0.31	%	$	74,779		0.26	%		7.21
The Works at Wyomissing, LLC		1	$	12,680,000		0.31	%	$	84,543		0.29	%		1.30
Car Wash Partners, Inc.		5	$	12,250,000		0.30	%	$	80,570		0.28	%		2.21
Viking Restaurants, LLC		11	$	11,960,000		0.29	%	$	106,365		0.37	%		1.75
Crystal Steel Fabricators, Incorporated		4	$	11,940,000		0.29	%	$	78,603		0.27	%		1.67
Vehicle Accessories, Inc.		2	$	11,900,000		0.29	%	$	82,140		0.29	%		11.99
Main Street Gourmet, LLC		1	$	11,480,000		0.28	%	$	69,654		0.24	%		5.99
Rancho Solano Education, LLC		1	$	11,200,000		0.27	%	$	83,187		0.29	%		1.23
Red Mountain Retail, Inc.		2	$	11,190,000		0.27	%	$	94,619		0.33	%		-2.01
Promises Behavioral Health, LLC		1	$	11,100,000		0.27	%	$	107,346		0.37	%		2.50
Other		291	$	691,641,996		16.75	%	$	4,991,016		17.39	%		3.79
N/R - Vacant		10	$	24,190,000		0.59	%	$	0		0.00	%		0.00

Total:		1221	$	4,129,013,956		100.00	%	$	28,699,152		100.00	%		3.89

*	May not sum to total due to Property with multiple Leases

Columns may not sum due to rounding

(1)	For certain other properties where Unit FCCR is not available for the unit relating to the individual Mortgaged Property, FCCR is calculated on a corporate level.

I-A-4

SCHEDULE I-B

MORTGAGE LOANS

NONE.

I-B-1

SCHEDULE I-C

REPRESENTATIONS AND WARRANTIES EXCEPTION SCHEDULE

Pg. 115 (v)(i) The related Owned Properties are not subject to any leases other than the Leases (and the subleases and assignments as permitted thereunder) as described in the Lease Schedule attached to the applicable Series Supplement and made a part of the Master Indenture. No person has any possessory interest in any Owned Property or right to occupy the same except under and pursuant to the provisions of the Leases and subleases or assignments permitted thereunder. The Leases are in full force and effect and there are no material defaults thereunder by the related Issuer or any Tenant. No rent (other than security deposits) has been paid more than one (1) month in advance of its due date. All material work, if any, to be performed by such Issuer under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by such Issuer to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment from such Issuer of any Owned Property or Leases in the Collateral or hypothecation or pledge by such Issuer of any Lease or of the rents received therein, except for such hypothecation or pledges to the Indenture Trustee for the benefit of the holders of the Notes and any Related Series Notes or that have been released. Except as permitted under certain leases referenced on a schedule to the applicable Series Supplement, no Tenant listed on the Lease Schedule attached to the Series Supplement has assigned its Lease, and no such Tenant holds its leased premises under assignment or sublease. Such Lease Schedule to the applicable Series Supplement sets forth a true and correct list of each Owned Property that is subject to a Third Party Purchase Option or an option to terminate such Lease prior to the Rated Final Payment Date, together with the earliest date on which each such option may be exercised;

P0004490 (Conn’s Home Plus) – Tenant is provided a limited right to terminate only in the event that, as a result of a partial condemnation or casualty event, Tenant shall reasonably estimate in the exercise of good faith business judgment that the Owned Property cannot be used for the same purpose as before such partial condemnation or casualty event, or if Issuer does not timely make the net award available to Tenant to cause any restoration and reconstruction to make the Owned Property a whole operating unit of substantially the same size and to the same operational level as existed prior to the partial condemnation or casualty event.

P0004191 (Calpine) – A small portion of property (.32 acres) is subject to an option to purchase granted by the prior owner in favor of a third party. Such third party has the right to provide 180 days prior written notice of its intent to purchase. The option to purchase does not impact the obligations of the related Tenant under the Lease and the related Tenant must cover all costs incurred by the related Issuer in connection with the closing (including reasonable attorney’s fees and costs). The option to purchase terminates December 31, 2024.

II-1

SCHEDULE II

RESERVED

PAGE 2

SCHEDULE III-A

SERIES 2015-1 NOTES

AMORTIZATION SCHEDULE


Date	Scheduled Class A-2 Principal Balance ($)
Series Closing Date Balance		257,962,500.00
4/20/2024		257,850,000.00
5/20/2024		257,737,500.00
6/20/2024		257,625,000.00
7/20/2024		257,512,500.00
8/20/2024		257,400,000.00
9/20/2024		257,287,500.00
10/20/2024		257,175,000.00
11/20/2024		257,062,500.00
12/20/2024		256,950,000.00
1/20/2025		256,837,500.00
2/20/2025		256,725,000.00
3/20/2025		256,612,500.00
4/20/2025		—

III-F-1

SCHEDULE III-B

SERIES 2016-1 NOTES

AMORTIZATION SCHEDULE


Date	Scheduled Class A-1 Principal Balance ($)		Scheduled Class A-2 Principal Balance ($)
Series Closing Date Balance		170,200,692.00		116,436,674.00
4/20/2024		169,813,197.00		116,180,286.00
5/20/2024		169,424,411.00		115,923,043.00
6/20/2024		169,034,328.00		115,664,942.00
7/20/2024		168,642,945.00		115,405,981.00
8/20/2024		168,250,258.00		115,146,157.00
9/20/2024		167,856,261.00		114,885,467.00
10/20/2024		167,460,952.00		114,623,908.00
11/20/2024		167,064,324.00		114,361,477.00
12/20/2024		166,666,375.00		114,098,171.00
1/20/2025		166,267,099.00		113,833,988.00
2/20/2025		165,866,492.00		113,568,924.00
3/20/2025		165,464,549.00		113,302,976.00
4/20/2025		165,061,267.00		113,036,142.00
5/20/2025		164,656,641.00		112,768,419.00
6/20/2025		164,250,666.00		112,499,803.00
7/20/2025		163,843,338.00		112,230,292.00
8/20/2025		163,434,651.00		111,959,882.00
9/20/2025		163,024,603.00		111,688,571.00
10/20/2025		162,613,188.00		111,416,355.00
11/20/2025		162,200,401.00		111,143,233.00
12/20/2025		161,786,238.00		110,869,199.00
1/20/2026		161,370,695.00		110,594,253.00
2/20/2026		160,953,767.00		110,318,390.00
3/20/2026		160,535,449.00		110,041,607.00
4/20/2026		160,115,737.00		109,763,902.00
5/20/2026		159,694,625.00		109,485,271.00
6/20/2026		159,272,110.00		109,205,711.00
7/20/2026		158,848,186.00		108,925,219.00
8/20/2026		158,422,850.00		108,643,793.00
9/20/2026		157,996,095.00		108,361,428.00
10/20/2026		—		108,078,122.00
11/20/2026		—		107,793,872.00
12/20/2026		—		107,508,674.00
1/20/2027		—		107,222,526.00
2/20/2027		—		106,935,424.00
3/20/2027		—		106,647,364.00
4/20/2027		—		—

III-G-1

SCHEDULE III-C

SERIES 2018-1 NOTES

AMORTIZATION SCHEDULE


Date	Scheduled Class A-2 (AAA) Principal Balance ($)		Scheduled Class A-4 (A+) Principal Balance ($)
Series Closing Date Balance		210,788,413.00		156,756,667.00
4/20/2024		210,598,413.00		156,620,000.00
5/20/2024		210,408,413.00		156,483,333.00
6/20/2024		210,218,413.00		156,346,667.00
7/20/2024		210,028,413.00		156,210,000.00
8/20/2024		209,838,413.00		156,073,333.00
9/20/2024		209,648,413.00		155,936,667.00
10/20/2024		209,458,413.00		155,800,000.00
11/20/2024		209,268,413.00		155,663,333.00
12/20/2024		209,078,413.00		155,526,667.00
1/20/2025		208,888,413.00		155,390,000.00
2/20/2025		208,698,413.00		155,253,333.00
3/20/2025		208,508,413.00		155,116,667.00
4/20/2025		208,318,413.00		154,980,000.00
5/20/2025		208,128,413.00		154,843,333.00
6/20/2025		207,938,413.00		154,706,667.00
7/20/2025		207,748,413.00		154,570,000.00
8/20/2025		207,558,413.00		154,433,333.00
9/20/2025		207,368,413.00		154,296,667.00
10/20/2025		207,178,413.00		154,160,000.00
11/20/2025		206,988,413.00		154,023,333.00
12/20/2025		206,798,413.00		153,886,667.00
1/20/2026		206,608,413.00		153,750,000.00
2/20/2026		206,418,413.00		153,613,333.00
3/20/2026		206,228,413.00		153,476,667.00
4/20/2026		206,038,413.00		153,340,000.00
5/20/2026		205,848,413.00		153,203,333.00
6/20/2026		205,658,413.00		153,066,667.00
7/20/2026		205,468,413.00		152,930,000.00
8/20/2026		205,278,413.00		152,793,333.00
9/20/2026		205,088,413.00		152,656,667.00
10/20/2026		204,898,413.00		152,520,000.00
11/20/2026		204,708,413.00		152,383,333.00
12/20/2026		204,518,413.00		152,246,667.00
1/20/2027		204,328,413.00		152,110,000.00
2/20/2027		204,138,413.00		151,973,333.00
3/20/2027		203,948,413.00		151,836,667.00
4/20/2027		203,758,413.00		151,700,000.00
5/20/2027		203,568,413.00		151,563,333.00
6/20/2027		203,378,413.00		151,426,667.00
7/20/2027		203,188,413.00		151,290,000.00
8/20/2027		202,998,413.00		151,153,333.00
9/20/2027		202,808,413.00		151,016,667.00
10/20/2027		—		—

III-H-1

SCHEDULE III-D

SERIES 2019-1 NOTES

AMORTIZATION SCHEDULE


Date	Scheduled Class A-1 (AAA) Principal Balance ($)		Scheduled Class A-2 (AAA) Principal Balance ($)		Scheduled Class A-3 (A+) Principal Balance ($)		Scheduled Class A-4 (A+) Principal Balance ($)		Scheduled Class B Principal Balance ($)
Series Closing Date Balance		77,667,746.00		231,108,902.00		45,003,329.00		133,053,319.00		155,000,000.00
4/20/2024		77,633,579.00		231,007,235.00		44,984,162.00		132,996,652.00		155,000,000.00
5/20/2024		77,599,412.00		230,905,568.00		44,964,995.00		132,939,985.00		155,000,000.00
6/20/2024		77,565,245.00		230,803,901.00		44,945,828.00		132,883,318.00		155,000,000.00
7/20/2024		77,531,078.00		230,702,234.00		44,926,661.00		132,826,651.00		155,000,000.00
8/20/2024		77,496,912.00		230,600,566.00		44,907,494.00		132,769,984.00		155,000,000.00
9/20/2024		77,462,745.00		230,498,899.00		44,888,328.00		132,713,316.00		155,000,000.00
10/20/2024		77,428,578.00		230,397,232.00		44,869,161.00		132,656,649.00		155,000,000.00
11/20/2024		77,394,411.00		230,295,565.00		44,849,994.00		132,599,982.00		155,000,000.00
12/20/2024		77,360,244.00		230,193,898.00		44,830,827.00		132,543,315.00		155,000,000.00
1/20/2025		77,326,077.00		230,092,231.00		44,811,660.00		132,486,648.00		155,000,000.00
2/20/2025		77,291,911.00		229,990,563.00		44,792,493.00		132,429,981.00		155,000,000.00
3/20/2025		77,257,744.00		229,888,896.00		44,773,327.00		132,373,313.00		155,000,000.00
4/20/2025		77,223,577.00		229,787,229.00		44,754,160.00		132,316,646.00		155,000,000.00
5/20/2025		77,189,410.00		229,685,562.00		44,734,993.00		132,259,979.00		155,000,000.00
6/20/2025		77,155,243.00		229,583,895.00		44,715,826.00		132,203,312.00		155,000,000.00
7/20/2025		77,121,076.00		229,482,228.00		44,696,659.00		132,146,645.00		155,000,000.00
8/20/2025		77,086,910.00		229,380,560.00		44,677,492.00		132,089,978.00		155,000,000.00
9/20/2025		77,052,743.00		229,278,893.00		44,658,326.00		132,033,310.00		155,000,000.00
10/20/2025		77,018,576.00		229,177,226.00		44,639,159.00		131,976,643.00		155,000,000.00
11/20/2025		76,984,409.00		229,075,559.00		44,619,992.00		131,919,976.00		155,000,000.00
12/20/2025		76,950,242.00		228,973,892.00		44,600,825.00		131,863,309.00		155,000,000.00
1/20/2026		76,916,075.00		228,872,225.00		44,581,658.00		131,806,642.00		155,000,000.00
2/20/2026		76,881,909.00		228,770,557.00		44,562,491.00		131,749,975.00		155,000,000.00
3/20/2026		76,847,742.00		228,668,890.00		44,543,325.00		131,693,307.00		155,000,000.00
4/20/2026		76,813,575.00		228,567,223.00		44,524,158.00		131,636,640.00		155,000,000.00
5/20/2026		76,779,408.00		228,465,556.00		44,504,991.00		131,579,973.00		155,000,000.00
6/20/2026		76,745,241.00		228,363,889.00		44,485,824.00		131,523,306.00		155,000,000.00
7/20/2026		76,711,074.00		228,262,222.00		44,466,657.00		131,466,639.00		155,000,000.00
8/20/2026		76,676,908.00		228,160,554.00		44,447,490.00		131,409,972.00		155,000,000.00
9/20/2026		76,642,741.00		228,058,887.00		44,428,324.00		131,353,304.00		155,000,000.00
10/20/2026		76,608,574.00		227,957,220.00		44,409,157.00		131,296,637.00		155,000,000.00
11/20/2026		—		227,855,553.00		—		131,239,970.00		155,000,000.00
12/20/2026		—		227,753,886.00		—		131,183,303.00		155,000,000.00
1/20/2027		—		227,652,219.00		—		131,126,636.00		155,000,000.00
2/20/2027		—		227,550,551.00		—		131,069,969.00		155,000,000.00
3/20/2027		—		227,448,884.00		—		131,013,301.00		155,000,000.00
4/20/2027		—		227,347,217.00		—		130,956,634.00		155,000,000.00
5/20/2027		—		227,245,550.00		—		130,899,967.00		155,000,000.00
6/20/2027		—		227,143,883.00		—		130,843,300.00		155,000,000.00
7/20/2027		—		227,042,216.00		—		130,786,633.00		155,000,000.00
8/20/2027		—		226,940,548.00		—		130,729,966.00		155,000,000.00
9/20/2027		—		226,838,881.00		—		130,673,298.00		155,000,000.00
10/20/2027		—		226,737,214.00		—		130,616,631.00		155,000,000.00

III-I-1


Date	Scheduled Class A-1 (AAA) Principal Balance ($)		Scheduled Class A-2 (AAA) Principal Balance ($)		Scheduled Class A-3 (A+) Principal Balance ($)		Scheduled Class A-4 (A+) Principal Balance ($)		Scheduled Class B Principal Balance ($)
11/20/2027		—		226,635,547.00		—		130,559,964.00		155,000,000.00
12/20/2027		—		226,533,880.00		—		130,503,297.00		155,000,000.00
1/20/2028		—		226,432,213.00		—		130,446,630.00		155,000,000.00
2/20/2028		—		226,330,545.00		—		130,389,963.00		155,000,000.00
3/20/2028		—		226,228,878.00		—		130,333,295.00		155,000,000.00
4/20/2028		—		226,127,211.00		—		130,276,628.00		155,000,000.00
5/20/2028		—		226,025,544.00		—		130,219,961.00		155,000,000.00
6/20/2028		—		225,923,877.00		—		130,163,294.00		155,000,000.00
7/20/2028		—		225,822,210.00		—		130,106,627.00		155,000,000.00
8/20/2028		—		225,720,542.00		—		130,049,960.00		155,000,000.00
9/20/2028		—		225,618,875.00		—		129,993,292.00		155,000,000.00
10/20/2028		—		225,517,208.00		—		129,936,625.00		155,000,000.00
11/20/2028		—		225,415,541.00		—		129,879,958.00		155,000,000.00
12/20/2028		—		225,313,874.00		—		129,823,291.00		155,000,000.00
1/20/2029		—		225,212,207.00		—		129,766,624.00		155,000,000.00
2/20/2029		—		225,110,539.00		—		129,709,957.00		155,000,000.00
3/20/2029		—		225,008,872.00		—		129,653,289.00		155,000,000.00
4/20/2029		—		224,907,205.00		—		129,596,622.00		155,000,000.00
5/20/2029		—		224,805,538.00		—		129,539,955.00		155,000,000.00
6/20/2029		—		224,703,871.00		—		129,483,288.00		155,000,000.00
7/20/2029		—		224,602,204.00		—		129,426,621.00		155,000,000.00
8/20/2029		—		224,500,536.00		—		129,369,954.00		155,000,000.00
9/20/2029		—		224,398,869.00		—		129,313,287.00		155,000,000.00
10/20/2029		—		224,297,202.00		—		129,256,619.00		155,000,000.00
11/20/2029		—		224,195,535.00		—		129,199,952.00		155,000,000.00
12/20/2029		—		224,093,868.00		—		129,143,285.00		155,000,000.00
1/20/2030		—		223,992,201.00		—		129,086,618.00		155,000,000.00
2/20/2030		—		223,890,533.00		—		129,029,951.00		155,000,000.00
3/20/2030		—		223,788,866.00		—		128,973,284.00		155,000,000.00
4/20/2030		—		223,687,199.00		—		128,916,616.00		155,000,000.00
5/20/2030		—		223,585,532.00		—		128,859,949.00		155,000,000.00
6/20/2030		—		223,483,865.00		—		128,803,282.00		155,000,000.00
7/20/2030		—		223,382,198.00		—		128,746,615.00		155,000,000.00
8/20/2030		—		223,280,530.00		—		128,689,948.00		155,000,000.00
9/20/2030		—		223,178,863.00		—		128,633,281.00		155,000,000.00
10/20/2030		—		223,077,196.00		—		128,576,613.00		155,000,000.00
11/20/2030		—		222,975,529.00		—		128,519,946.00		155,000,000.00
12/20/2030		—		222,873,862.00		—		128,463,279.00		155,000,000.00
1/20/2031		—		222,772,195.00		—		128,406,612.00		155,000,000.00
2/20/2031		—		222,670,527.00		—		128,349,945.00		155,000,000.00
3/20/2031		—		222,568,860.00		—		128,293,278.00		155,000,000.00
4/20/2031		—		222,467,193.00		—		128,236,610.00		155,000,000.00
5/20/2031		—		222,365,526.00		—		128,179,943.00		155,000,000.00
6/20/2031		—		222,263,859.00		—		128,123,276.00		155,000,000.00
7/20/2031		—		222,162,192.00		—		128,066,609.00		155,000,000.00
8/20/2031		—		222,060,524.00		—		128,009,942.00		155,000,000.00
9/20/2031		—		221,958,857.00		—		127,953,275.00		155,000,000.00
10/20/2031		—		221,857,190.00		—		127,896,607.00		155,000,000.00
11/20/2031		—		221,755,523.00		—		127,839,940.00		155,000,000.00
12/20/2031		—		221,653,856.00		—		127,783,273.00		155,000,000.00
1/20/2032		—		221,552,189.00		—		127,726,606.00		155,000,000.00
2/20/2032		—		221,450,521.00		—		127,669,939.00		155,000,000.00

III-I-2


Date	Scheduled Class A-1 (AAA) Principal Balance ($)		Scheduled Class A-2 (AAA) Principal Balance ($)		Scheduled Class A-3 (A+) Principal Balance ($)		Scheduled Class A-4 (A+) Principal Balance ($)		Scheduled Class B Principal Balance ($)
3/20/2032		—		221,348,854.00		—		127,613,272.00		155,000,000.00
4/20/2032		—		221,247,187.00		—		127,556,604.00		155,000,000.00
5/20/2032		—		221,145,520.00		—		127,499,937.00		155,000,000.00
6/20/2032		—		221,043,853.00		—		127,443,270.00		155,000,000.00
7/20/2032		—		220,942,186.00		—		127,386,603.00		155,000,000.00
8/20/2032		—		220,840,518.00		—		127,329,936.00		155,000,000.00
9/20/2032		—		220,738,851.00		—		127,273,269.00		155,000,000.00
10/20/2032		—		220,637,184.00		—		127,216,601.00		155,000,000.00
11/20/2032		—		220,535,517.00		—		127,159,934.00		155,000,000.00
12/20/2032		—		220,433,850.00		—		127,103,267.00		155,000,000.00
1/20/2033		—		220,332,183.00		—		127,046,600.00		155,000,000.00
2/20/2033		—		220,230,515.00		—		126,989,933.00		155,000,000.00
3/20/2033		—		220,128,848.00		—		126,933,266.00		155,000,000.00
4/20/2033		—		220,027,181.00		—		126,876,598.00		155,000,000.00
5/20/2033		—		219,925,514.00		—		126,819,931.00		155,000,000.00
6/20/2033		—		219,823,847.00		—		126,763,264.00		155,000,000.00
7/20/2033		—		219,722,180.00		—		126,706,597.00		155,000,000.00
8/20/2033		—		219,620,512.00		—		126,649,930.00		155,000,000.00
9/20/2033		—		219,518,845.00		—		126,593,263.00		155,000,000.00
10/20/2033		—		219,417,178.00		—		126,536,595.00		155,000,000.00
11/20/2033		—		219,315,511.00		—		126,479,928.00		155,000,000.00
12/20/2033		—		219,213,844.00		—		126,423,261.00		155,000,000.00
1/20/2034		—		219,112,177.00		—		126,366,594.00		155,000,000.00
2/20/2034		—		219,010,509.00		—		126,309,927.00		155,000,000.00
3/20/2034		—		218,908,842.00		—		126,253,260.00		155,000,000.00
4/20/2034		—		218,807,175.00		—		126,196,592.00		155,000,000.00
5/20/2034		—		218,705,508.00		—		126,139,925.00		155,000,000.00
6/20/2034		—		218,603,841.00		—		126,083,258.00		155,000,000.00
7/20/2034		—		218,502,174.00		—		126,026,591.00		155,000,000.00
8/20/2034		—		218,400,506.00		—		125,969,924.00		155,000,000.00
9/20/2034		—		218,298,839.00		—		125,913,257.00		155,000,000.00
10/20/2034		—		218,197,172.00		—		125,856,589.00		155,000,000.00
11/20/2034		—		—		—		—		—

III-I-3

SCHEDULE III-E

SERIES 2021-1 NOTES

AMORTIZATION SCHEDULE


Date	Scheduled Class A-1 (AAA) Principal Balance ($)		Scheduled Class A-2 (AAA) Principal Balance ($)		Scheduled Class A-3 (A+) Principal Balance ($)		Scheduled Class A-4 (A+) Principal Balance ($)		Scheduled Class B Principal Balance ($)
Series Closing Date Balance		166,183,124		166,183,124		87,776,244		87,776,244		35,000,000
4/20/2024		166,112,915		166,112,915		87,739,160		87,739,160		35,000,000
5/20/2024		166,042,707		166,042,707		87,702,076		87,702,076		35,000,000
6/20/2024		165,972,498		165,972,498		87,664,992		87,664,992		35,000,000
7/20/2024		165,902,290		165,902,290		87,627,908		87,627,908		35,000,000
8/20/2024		165,832,081		165,832,081		87,590,824		87,590,824		35,000,000
9/20/2024		165,761,873		165,761,873		87,553,740		87,553,740		35,000,000
10/20/2024		165,691,664		165,691,664		87,516,656		87,516,656		35,000,000
11/20/2024		165,621,456		165,621,456		87,479,572		87,479,572		35,000,000
12/20/2024		165,551,247		165,551,247		87,442,488		87,442,488		35,000,000
1/20/2025		165,481,039		165,481,039		87,405,404		87,405,404		35,000,000
2/20/2025		165,410,830		165,410,830		87,368,320		87,368,320		35,000,000
3/20/2025		165,340,622		165,340,622		87,331,236		87,331,236		35,000,000
4/20/2025		165,270,413		165,270,413		87,294,152		87,294,152		35,000,000
5/20/2025		165,200,205		165,200,205		87,257,068		87,257,068		35,000,000
6/20/2025		165,129,996		165,129,996		87,219,984		87,219,984		35,000,000
7/20/2025		165,059,788		165,059,788		87,182,900		87,182,900		35,000,000
8/20/2025		164,989,579		164,989,579		87,145,816		87,145,816		35,000,000
9/20/2025		164,919,371		164,919,371		87,108,732		87,108,732		35,000,000
10/20/2025		164,849,162		164,849,162		87,071,648		87,071,648		35,000,000
11/20/2025		164,778,954		164,778,954		87,034,564		87,034,564		35,000,000
12/20/2025		164,708,745		164,708,745		86,997,480		86,997,480		35,000,000
1/20/2026		164,638,537		164,638,537		86,960,396		86,960,396		35,000,000
2/20/2026		164,568,328		164,568,328		86,923,312		86,923,312		35,000,000
3/20/2026		164,498,120		164,498,120		86,886,228		86,886,228		35,000,000
4/20/2026		164,427,911		164,427,911		86,849,144		86,849,144		35,000,000
5/20/2026		164,357,703		164,357,703		86,812,060		86,812,060		35,000,000
6/20/2026		164,287,494		164,287,494		86,774,976		86,774,976		35,000,000
7/20/2026		164,217,286		164,217,286		86,737,892		86,737,892		35,000,000
8/20/2026		164,147,077		164,147,077		86,700,808		86,700,808		35,000,000
9/20/2026		164,076,869		164,076,869		86,663,724		86,663,724		35,000,000
10/20/2026		164,006,660		164,006,660		86,626,640		86,626,640		35,000,000
11/20/2026		163,936,452		163,936,452		86,589,556		86,589,556		35,000,000
12/20/2026		163,866,243		163,866,243		86,552,472		86,552,472		35,000,000
1/20/2027		163,796,035		163,796,035		86,515,388		86,515,388		35,000,000
2/20/2027		163,725,826		163,725,826		86,478,304		86,478,304		35,000,000
3/20/2027		163,655,618		163,655,618		86,441,220		86,441,220		35,000,000
4/20/2027		163,585,409		163,585,409		86,404,136		86,404,136		35,000,000
5/20/2027		163,515,201		163,515,201		86,367,052		86,367,052		35,000,000
6/20/2027		163,444,992		163,444,992		86,329,968		86,329,968		35,000,000
7/20/2027		163,374,784		163,374,784		86,292,884		86,292,884		35,000,000
8/20/2027		163,304,575		163,304,575		86,255,800		86,255,800		35,000,000
9/20/2027		163,234,367		163,234,367		86,218,716		86,218,716		35,000,000
10/20/2027		163,164,158		163,164,158		86,181,632		86,181,632		35,000,000

III-J-1


Date	Scheduled Class A-1 (AAA) Principal Balance ($)		Scheduled Class A-2 (AAA) Principal Balance ($)		Scheduled Class A-3 (A+) Principal Balance ($)		Scheduled Class A-4 (A+) Principal Balance ($)		Scheduled Class B Principal Balance ($)
11/20/2027		163,093,950		163,093,950		86,144,548		86,144,548		35,000,000
12/20/2027		163,023,741		163,023,741		86,107,464		86,107,464		35,000,000
1/20/2028		162,953,533		162,953,533		86,070,380		86,070,380		35,000,000
2/20/2028		162,883,324		162,883,324		86,033,296		86,033,296		35,000,000
3/20/2028		162,813,116		162,813,116		85,996,212		85,996,212		35,000,000
4/20/2028		162,742,907		162,742,907		85,959,128		85,959,128		35,000,000
5/20/2028		162,672,699		162,672,699		85,922,044		85,922,044		35,000,000
6/20/2028		—		162,602,490		—		85,884,960		35,000,000
7/20/2028		—		162,532,282		—		85,847,876		35,000,000
8/20/2028		—		162,462,073		—		85,810,792		35,000,000
9/20/2028		—		162,391,865		—		85,773,708		35,000,000
10/20/2028		—		162,321,656		—		85,736,624		35,000,000
11/20/2028		—		162,251,448		—		85,699,540		35,000,000
12/20/2028		—		162,181,239		—		85,662,456		35,000,000
1/20/2029		—		162,111,031		—		85,625,372		35,000,000
2/20/2029		—		162,040,822		—		85,588,288		35,000,000
3/20/2029		—		161,970,614		—		85,551,204		35,000,000
4/20/2029		—		161,900,405		—		85,514,120		35,000,000
5/20/2029		—		161,830,197		—		85,477,036		35,000,000
6/20/2029		—		161,759,988		—		85,439,952		35,000,000
7/20/2029		—		161,689,780		—		85,402,868		35,000,000
8/20/2029		—		161,619,571		—		85,365,784		35,000,000
9/20/2029		—		161,549,363		—		85,328,700		35,000,000
10/20/2029		—		161,479,154		—		85,291,616		35,000,000
11/20/2029		—		161,408,946		—		85,254,532		35,000,000
12/20/2029		—		161,338,737		—		85,217,448		35,000,000
1/20/2030		—		161,268,529		—		85,180,364		35,000,000
2/20/2030		—		161,198,320		—		85,143,280		35,000,000
3/20/2030		—		161,128,112		—		85,106,196		35,000,000
4/20/2030		—		161,057,903		—		85,069,112		35,000,000
5/20/2030		—		160,987,695		—		85,032,028		35,000,000
6/20/2030		—		160,917,486		—		84,994,944		35,000,000
7/20/2030		—		160,847,278		—		84,957,860		35,000,000
8/20/2030		—		160,777,069		—		84,920,776		35,000,000
9/20/2030		—		160,706,861		—		84,883,692		35,000,000
10/20/2030		—		160,636,652		—		84,846,608		35,000,000
11/20/2030		—		160,566,444		—		84,809,524		35,000,000
12/20/2030		—		160,496,235		—		84,772,440		35,000,000
1/20/2031		—		160,426,027		—		84,735,356		35,000,000
2/20/2031		—		160,355,818		—		84,698,272		35,000,000
3/20/2031		—		160,285,610		—		84,661,188		35,000,000
4/20/2031		—		160,215,401		—		84,624,104		35,000,000
5/20/2031		—		160,145,193		—		84,587,020		35,000,000
6/20/2031		—		160,074,984		—		84,549,936		35,000,000
7/20/2031		—		160,004,776		—		84,512,852		35,000,000
8/20/2031		—		159,934,567		—		84,475,768		35,000,000
9/20/2031		—		159,864,359		—		84,438,684		35,000,000
10/20/2031		—		159,794,150		—		84,401,600		35,000,000
11/20/2031		—		159,723,942		—		84,364,516		35,000,000
12/20/2031		—		159,653,733		—		84,327,432		35,000,000
1/20/2032		—		159,583,525		—		84,290,348		35,000,000
2/20/2032		—		159,513,316		—		84,253,264		35,000,000

III-J-2


Date	Scheduled Class A-1 (AAA) Principal Balance ($)		Scheduled Class A-2 (AAA) Principal Balance ($)		Scheduled Class A-3 (A+) Principal Balance ($)		Scheduled Class A-4 (A+) Principal Balance ($)		Scheduled Class B Principal Balance ($)
3/20/2032		—		159,443,108		—		84,216,180		35,000,000
4/20/2032		—		159,372,899		—		84,179,096		35,000,000
5/20/2032		—		159,302,691		—		84,142,012		35,000,000
6/20/2032		—		159,232,482		—		84,104,928		35,000,000
7/20/2032		—		159,162,274		—		84,067,844		35,000,000
8/20/2032		—		159,092,065		—		84,030,760		35,000,000
9/20/2032		—		159,021,857		—		83,993,676		35,000,000
10/20/2032		—		158,951,648		—		83,956,592		35,000,000
11/20/2032		—		158,881,440		—		83,919,508		35,000,000
12/20/2032		—		158,811,231		—		83,882,424		35,000,000
1/20/2033		—		158,741,023		—		83,845,340		35,000,000
2/20/2033		—		158,670,814		—		83,808,256		35,000,000
3/20/2033		—		158,600,606		—		83,771,172		35,000,000
4/20/2033		—		158,530,397		—		83,734,088		35,000,000
5/20/2033		—		158,460,189		—		83,697,004		35,000,000
6/20/2033		—		—		—		—		—

III-J-3

SCHEDULE III-F

SERIES 2023-1 NOTES

AMORTIZATION SCHEDULE


Date	Scheduled Class A-1 (AAA) Principal Balance ($)		Scheduled Class A-2 (A+) Principal Balance ($)		Scheduled Class B Principal Balance ($)
Series Closing Date		344,558,333		181,241,667		20,000,000
4/20/2024		344,414,167		181,165,833		20,000,000
5/20/2024		344,270,000		181,090,000		20,000,000
6/20/2024		344,125,833		181,014,167		20,000,000
7/20/2024		343,981,667		180,938,333		20,000,000
8/20/2024		343,837,500		180,862,500		20,000,000
9/20/2024		343,693,333		180,786,667		20,000,000
10/20/2024		343,549,167		180,710,833		20,000,000
11/20/2024		343,405,000		180,635,000		20,000,000
12/20/2024		343,260,833		180,559,167		20,000,000
1/20/2025		343,116,667		180,483,333		20,000,000
2/20/2025		342,972,500		180,407,500		20,000,000
3/20/2025		342,828,333		180,331,667		20,000,000
4/20/2025		342,684,167		180,255,833		20,000,000
5/20/2025		342,540,000		180,180,000		20,000,000
6/20/2025		342,395,833		180,104,166		20,000,000
7/20/2025		342,251,666		180,028,332		20,000,000
8/20/2025		342,107,499		179,952,498		20,000,000
9/20/2025		341,963,332		179,876,664		20,000,000
10/20/2025		341,819,165		179,800,830		20,000,000
11/20/2025		341,674,998		179,724,996		20,000,000
12/20/2025		341,530,831		179,649,162		20,000,000
1/20/2026		341,386,664		179,573,328		20,000,000
2/20/2026		341,242,497		179,497,494		20,000,000
3/20/2026		341,098,330		179,421,660		20,000,000
4/20/2026		340,954,163		179,345,826		20,000,000
5/20/2026		340,809,996		179,269,992		20,000,000
6/20/2026		340,665,829		179,194,158		20,000,000
7/20/2026		340,521,662		179,118,324		20,000,000
8/20/2026		340,377,495		179,042,490		20,000,000
9/20/2026		340,233,328		178,966,656		20,000,000
10/20/2026		340,089,161		178,890,822		20,000,000
11/20/2026		339,944,994		178,814,988		20,000,000
12/20/2026		339,800,827		178,739,154		20,000,000
1/20/2027		339,656,660		178,663,320		20,000,000
2/20/2027		339,512,493		178,587,486		20,000,000
3/20/2027		339,368,326		178,511,652		20,000,000
4/20/2027		339,224,159		178,435,818		20,000,000
5/20/2027		339,079,992		178,359,984		20,000,000
6/20/2027		338,935,825		178,284,150		20,000,000
7/20/2027		338,791,658		178,208,316		20,000,000
8/20/2027		338,647,491		178,132,482		20,000,000
9/20/2027		338,503,324		178,056,648		20,000,000

III-J-1


Date	Scheduled Class A-1 (AAA) Principal Balance ($)		Scheduled Class A-2 (A+) Principal Balance ($)		Scheduled Class B Principal Balance ($)
10/20/2027		338,359,157		177,980,814		20,000,000
11/20/2027		338,214,990		177,904,980		20,000,000
12/20/2027		338,070,823		177,829,146		20,000,000
1/20/2028		337,926,656		177,753,312		20,000,000
2/20/2028		337,782,489		177,677,478		20,000,000
3/20/2028		337,638,322		177,601,644		20,000,000
4/20/2028		337,494,155		177,525,810		20,000,000
5/20/2028		—		—		—

III-J-2

SCHEDULE III-G

SERIES 2024-1 CLASS A-1 (AAA) NOTES

AMORTIZATION SCHEDULE


Date	Scheduled Class A-1 (AAA) Principal Balance ($)
Series Closing Date		74,400,000
5/20/2024		74,369,000
6/20/2024		74,338,000
7/20/2024		74,307,000
8/20/2024		74,276,000
9/20/2024		74,245,000
10/20/2024		74,214,000
11/20/2024		74,183,000
12/20/2024		74,152,000
1/20/2025		74,121,000
2/20/2025		74,090,000
3/20/2025		74,059,000
4/20/2025		74,028,000
5/20/2025		73,997,000
6/20/2025		73,966,000
7/20/2025		73,935,000
8/20/2025		73,904,000
9/20/2025		73,873,000
10/20/2025		73,842,000
11/20/2025		73,811,000
12/20/2025		73,780,000
1/20/2026		73,749,000
2/20/2026		73,718,000
3/20/2026		73,687,000
4/20/2026		73,656,000
5/20/2026		73,625,000
6/20/2026		73,594,000
7/20/2026		73,563,000
8/20/2026		73,531,999
9/20/2026		73,500,999
10/20/2026		73,469,999
11/20/2026		73,438,999
12/20/2026		73,407,999
1/20/2027		73,376,999
2/20/2027		73,345,999
3/20/2027		73,314,998
4/20/2027		73,283,998
5/20/2027		73,252,998
6/20/2027		73,221,998

III-J-1


Date	Scheduled Class A-1 (AAA) Principal Balance ($)
7/20/2027		73,190,998
8/20/2027		73,159,998
9/20/2027		73,128,997
10/20/2027		73,097,997
11/20/2027		73,066,997
12/20/2027		73,035,997
1/20/2028		73,004,997
2/20/2028		72,973,997
3/20/2028		72,942,997
4/20/2028		72,911,996
5/20/2028		72,880,996
6/20/2028		72,849,996
7/20/2028		72,818,996
8/20/2028		72,787,996
9/20/2028		72,756,996
10/20/2028		72,725,996
11/20/2028		72,694,995
12/20/2028		72,663,995
1/20/2029		72,632,995
2/20/2029		72,601,995
3/20/2029		72,570,995
4/20/2029		—

III-J-2

SCHEDULE III-H

SERIES 2024-1 CLASS A-2 (AAA) NOTES

AMORTIZATION SCHEDULE


Date	Scheduled Class A-2 (AAA) Principal Balance ($)
Series Closing Date		260,600,000
5/20/2024		260,491,417
6/20/2024		260,382,833
7/20/2024		260,274,250
8/20/2024		260,165,667
9/20/2024		260,057,083
10/20/2024		259,948,500
11/20/2024		259,839,917
12/20/2024		259,731,333
1/20/2025		259,622,750
2/20/2025		259,514,167
3/20/2025		259,405,583
4/20/2025		259,297,000
5/20/2025		259,188,417
6/20/2025		259,079,833
7/20/2025		258,971,250
8/20/2025		258,862,667
9/20/2025		258,754,083
10/20/2025		258,645,500
11/20/2025		258,536,917
12/20/2025		258,428,333
1/20/2026		258,319,750
2/20/2026		258,211,167
3/20/2026		258,102,583
4/20/2026		257,994,000
5/20/2026		257,885,416
6/20/2026		257,776,832
7/20/2026		257,668,248
8/20/2026		257,559,665
9/20/2026		257,451,081
10/20/2026		257,342,497
11/20/2026		257,233,913
12/20/2026		257,125,329
1/20/2027		257,016,745
2/20/2027		256,908,161
3/20/2027		256,799,578
4/20/2027		256,690,994
5/20/2027		256,582,410
6/20/2027		256,473,826

III-N-1


Date	Scheduled Class A-2 (AAA) Principal Balance ($)
7/20/2027		256,365,242
8/20/2027		256,256,658
9/20/2027		256,148,075
10/20/2027		256,039,491
11/20/2027		255,930,907
12/20/2027		255,822,323
1/20/2028		255,713,739
2/20/2028		255,605,155
3/20/2028		255,496,571
4/20/2028		255,387,988
5/20/2028		255,279,404
6/20/2028		255,170,820
7/20/2028		255,062,236
8/20/2028		254,953,652
9/20/2028		254,845,068
10/20/2028		254,736,484
11/20/2028		254,627,901
12/20/2028		254,519,317
1/20/2029		254,410,733
2/20/2029		254,302,149
3/20/2029		254,193,565
4/20/2029		254,084,981
5/20/2029		253,976,397
6/20/2029		253,867,814
7/20/2029		253,759,230
8/20/2029		253,650,646
9/20/2029		253,542,062
10/20/2029		253,433,478
11/20/2029		253,324,894
12/20/2029		253,216,311
1/20/2030		253,107,727
2/20/2030		252,999,143
3/20/2030		252,890,559
4/20/2030		252,781,975
5/20/2030		252,673,391
6/20/2030		252,564,807
7/20/2030		252,456,224
8/20/2030		252,347,640
9/20/2030		252,239,056
10/20/2030		252,130,472
11/20/2030		252,021,888
12/20/2030		251,913,304
1/20/2031		251,804,720
2/20/2031		251,696,137

III-N-2


Date	Scheduled Class A-2 (AAA) Principal Balance ($)
3/20/2031		251,587,553
4/20/2031		—

III-N-3

SCHEDULE III-I

SERIES 2024-1 CLASS A-3 (AA) NOTES

AMORTIZATION SCHEDULE


Date	Scheduled Class A-3 (AA) Principal Balance ($)
Series Closing Date		25,600,000
5/20/2024		25,589,333
6/20/2024		25,578,667
7/20/2024		25,568,000
8/20/2024		25,557,333
9/20/2024		25,546,667
10/20/2024		25,536,000
11/20/2024		25,525,333
12/20/2024		25,514,667
1/20/2025		25,504,000
2/20/2025		25,493,333
3/20/2025		25,482,667
4/20/2025		25,472,000
5/20/2025		25,461,333
6/20/2025		25,450,667
7/20/2025		25,440,000
8/20/2025		25,429,333
9/20/2025		25,418,667
10/20/2025		25,408,000
11/20/2025		25,397,333
12/20/2025		25,386,667
1/20/2026		25,376,000
2/20/2026		25,365,333
3/20/2026		25,354,667
4/20/2026		25,344,000
5/20/2026		25,333,333
6/20/2026		25,322,666
7/20/2026		25,311,999
8/20/2026		25,301,332
9/20/2026		25,290,665
10/20/2026		25,279,998
11/20/2026		25,269,331
12/20/2026		25,258,664
1/20/2027		25,247,997
2/20/2027		25,237,330
3/20/2027		25,226,663
4/20/2027		25,215,996
5/20/2027		25,205,329
6/20/2027		25,194,663

III-N-1


Date	Scheduled Class A-3 (AA) Principal Balance ($)
7/20/2027		25,183,996
8/20/2027		25,173,329
9/20/2027		25,162,662
10/20/2027		25,151,995
11/20/2027		25,141,328
12/20/2027		25,130,661
1/20/2028		25,119,994
2/20/2028		25,109,327
3/20/2028		25,098,660
4/20/2028		25,087,993
5/20/2028		25,077,326
6/20/2028		25,066,659
7/20/2028		25,055,992
8/20/2028		25,045,325
9/20/2028		25,034,658
10/20/2028		25,023,991
11/20/2028		25,013,324
12/20/2028		25,002,657
1/20/2029		24,991,990
2/20/2029		24,981,323
3/20/2029		24,970,656
4/20/2029		—

III-N-2

SCHEDULE III-J

SERIES 2024-1 CLASS A-4 (AA) NOTES

AMORTIZATION SCHEDULE


Date	Scheduled Class A-4 (AA) Principal Balance ($)
Series Closing Date		89,400,000
5/20/2024		89,362,750
6/20/2024		89,325,500
7/20/2024		89,288,250
8/20/2024		89,251,000
9/20/2024		89,213,750
10/20/2024		89,176,500
11/20/2024		89,139,250
12/20/2024		89,102,000
1/20/2025		89,064,750
2/20/2025		89,027,500
3/20/2025		88,990,250
4/20/2025		88,953,000
5/20/2025		88,915,750
6/20/2025		88,878,500
7/20/2025		88,841,250
8/20/2025		88,804,000
9/20/2025		88,766,750
10/20/2025		88,729,500
11/20/2025		88,692,250
12/20/2025		88,655,000
1/20/2026		88,617,750
2/20/2026		88,580,500
3/20/2026		88,543,250
4/20/2026		88,506,000
5/20/2026		88,468,749
6/20/2026		88,431,498
7/20/2026		88,394,247
8/20/2026		88,356,996
9/20/2026		88,319,745
10/20/2026		88,282,494
11/20/2026		88,245,243
12/20/2026		88,207,992
1/20/2027		88,170,741
2/20/2027		88,133,490
3/20/2027		88,096,239
4/20/2027		88,058,988
5/20/2027		88,021,737
6/20/2027		87,984,485

III-N-1


Date	Scheduled Class A-4 (AA) Principal Balance ($)
7/20/2027		87,947,234
8/20/2027		87,909,983
9/20/2027		87,872,732
10/20/2027		87,835,481
11/20/2027		87,798,230
12/20/2027		87,760,979
1/20/2028		87,723,728
2/20/2028		87,686,477
3/20/2028		87,649,226
4/20/2028		87,611,975
5/20/2028		87,574,724
6/20/2028		87,537,473
7/20/2028		87,500,222
8/20/2028		87,462,971
9/20/2028		87,425,720
10/20/2028		87,388,469
11/20/2028		87,351,218
12/20/2028		87,313,967
1/20/2029		87,276,716
2/20/2029		87,239,465
3/20/2029		87,202,214
4/20/2029		87,164,963
5/20/2029		87,127,712
6/20/2029		87,090,461
7/20/2029		87,053,210
8/20/2029		87,015,959
9/20/2029		86,978,708
10/20/2029		86,941,456
11/20/2029		86,904,205
12/20/2029		86,866,954
1/20/2030		86,829,703
2/20/2030		86,792,452
3/20/2030		86,755,201
4/20/2030		86,717,950
5/20/2030		86,680,699
6/20/2030		86,643,448
7/20/2030		86,606,197
8/20/2030		86,568,946
9/20/2030		86,531,695
10/20/2030		86,494,444
11/20/2030		86,457,193
12/20/2030		86,419,942
1/20/2031		86,382,691
2/20/2031		86,345,440

III-N-2


Date	Scheduled Class A-4 (AA) Principal Balance ($)
3/20/2031		86,308,189
4/20/2031		—

III-N-3

Store Capital (STOR) 8-KEntry into a Material Definitive Agreement