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TABLE OF CONTENTS

ARTICLE I DEFINITIONS

Section 1.01.	Defined Terms
Section 1.02.	Other Definitional Provisions
Section 1.03.	Certain Calculations in Respect of the Leases and the Mortgage Loans
Section 1.04.	Fee Calculations; Interest Calculations

ARTICLE II REPRESENTATIONS AND WARRANTIES; RECORDINGS AND FILINGS; BOOKS AND RECORDS; DEFECT, BREACH, CURE, REPURCHASE AND SUBSTITUTION; FINANCIAL COVENANTS

Section 2.01.	Representations and Warranties of Spirit Finance and the Back-Up Manager
Section 2.02.	Representations and Warranties of the Issuer
Section 2.03.	Recordings and Filings; Books and Records
Section 2.04.	Repurchase or Transfer for Collateral Defects and Breaches of Representations and Warranties

ARTICLE III ADMINISTRATION AND SERVICING OF MORTGAGED PROPERTIES AND LEASES

Section 3.01.	Administration of the Mortgaged Properties, Leases and Mortgage Loans
Section 3.02.	Collection of Lease Payments and Loan Payments; Lockbox Accounts; Lockbox Transfer Accounts
Section 3.03.	Collection of Real Estate Taxes and Insurance Premiums; Servicing Accounts; Property Protection Advances; Emergency Property Expenses
Section 3.04.	Collection Account; Release Account
Section 3.05.	Withdrawals From the Collection Account and the Release Account
Section 3.06.	Investment of Funds in the Collection Account and the Release Account
Section 3.07.	Maintenance of Insurance Policies; Errors and Omissions and Fidelity Coverage
Section 3.08.	Enforcement of Alienation Clauses; Consent to Assignment
Section 3.09.	Realization Upon Specially Serviced Assets
Section 3.10.	Issuer, Custodian and Indenture Trustee to Cooperate; Release of Lease Files and Loan Files
Section 3.11.	Servicing Compensation; Interest on Property Protection Advances
Section 3.12.	Property Inspections; Collection of Financial Statements; Delivery of Certain Reports
Section 3.13.	Annual Statement as to Compliance
Section 3.14.	Reports by Independent Public Accountants

Section 3.15.	Access to Certain Information; Delivery of Certain Information
Section 3.16.	Appraisals After a Property Protection Event; Title to REO Property
Section 3.17.	Management of REO Properties and Mortgaged Properties relating to Defaulted Assets
Section 3.18.	Sale and Exchange of Mortgage Loans, Leases and Mortgaged Properties
Section 3.19.	Modifications, Waivers, Amendments and Consents
Section 3.20.	Transfer of Servicing Between Property Manager and Special Servicer; Record Keeping
Section 3.21.	Sub-Management Agreements

ARTICLE IV REPORTS

Section 4.01.	Reports to the Issuer, the Indenture Trustee and the Insurers
Section 4.02.	Use of Agents

ARTICLE V THE PROPERTY MANAGER AND THE SPECIAL SERVICER

Section 5.01.	Liability of the Property Manager and the Special Servicer
Section 5.02.	Merger, Consolidation or Conversion of the Property Manager and the Special Servicer
Section 5.03.	Limitation on Liability of the Property Manager and the Special Servicer; Environmental Liabilities
Section 5.04.	Term of Service; Property Manager and Special Servicer Not to Resign
Section 5.05.	Rights of Certain Persons in Respect of the Property Manager and the Special Servicer