Loading...
HomeMy WebLinkAbout08-6390POST & SCHELL, P.C. BY: PAULA J. MCDERMOTT, ESQUIRE E-MAIL: pmcdermott@postschell.com I.D. # 46664 17 N. 2', 12TH FLOOR HARRISBURG, PA 17101-1601 717-731-1970 G&G, LLC, A Virginia Limited Liability Company, Attorneys for Plaintiff, G&G, LLC IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA Plaintiff, vs. MCCOY DEVELOPMENT, LLC, A Virginia Limited Liability Company, COMPLAINT IN MORTGAGE FORECLOSURE NO. 0S _ 40,-jq0 C iv; ( -&xm Defendant. NOTICE You have been sued in court. If you wish to defend against the claims set forth in the following pages, you must take action within twenty (20) days after this Complaint and Notice are served, by entering a written appearance personally or by an attorney and filing in writing with the court your defenses or objections to the claims set forth against you. You are warned that if you fail to do so the case may proceed without you and a judgment may be entered against you by the court without further notice for any money claimed in the Complaint or for any other claim or relief requested by the Plaintiff. You may lose money or property or other rights important to you. YOU SHOULD TAKE THIS PAPER TO YOUR LAWYER AT ONCE. IF YOU DO NOT HAVE A LAWYER OR CANNOT AFFORD ONE, GO TO OR TELEPHONE THE OFFICE SET FORTH BELOW TO FIND OUT WHERE YOU CAN GET LEGAL HELP. CUMBERLAND COUNTY BAR ASSOCIATION 32 S. Bedford Street Carlisle, PA 17013 (717) 249-3166; 800-990-9108 NOTICIA Le han demandado a usted en la corte. Si usted quiere defenderse de estas demandas expuestas en las paginas siguientes, usted tiene viente (20) dias de plazo al partir de la fecha de la demanda y la notificacion. Usted debe presentar una apariencia escrita o en persona o por abogado y archivar en la corte en forma escrita sus defensas o sus objeciones a las demandas en contra de su persona. Sea avisado que si usted no se defiende, la corte tomara medidas y puede entrar una orden contra usted sin previo aviso o notificacion y por cualquier queja o alivio que es pedido en la petition de demanda. Usted puede perder dinero o sus porpiedades o otros derechos importantes para usted. LLEVE ESTA DEMANDA A UN ABODAGO IMMEDIATAMENTE. SI NO TIENE ABOGADO O SI NO TIENE EL DINERO SUFICIENTE DE PAGAR TAL SERVICIO, VAYA EN PERSONA O LLAME POR TELEFONO A LA OFICINA CUYA DIRECCION SE ENCUENTRA ESCRITA ABAJO PARA AVERIGUAR DONDE SE PUEDE CONSEGUIR ASISTENCIA LEGAL. CUMBERLAND COUNTY BAR ASSOCIATION 32 S. Bedford Street Carlisle, PA 17013 (717) 249-3166; 800-990-9108 2 POST & SCHELL, P.C. BY: PAULA J. MCDERMOTT, ESQUIRE E-MAIL: pmcdermott@postschell.com I.D. # 46664 17 N. 2ND, 12TH FLOOR HARRISBURG, PA 17101-1601 717-731-1970 G&G, LLC, A Virginia Limited Liability Company, Plaintiff, VS. MCCOY DEVELOPMENT, LLC, A Virginia Limited Liability Company, Defendant. Attorneys for Plaintiff, G&G, LLC IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA COMPLAINT IN MORTGAGE FORECLOSURE NO. b 8 - G 3 q0 Ct,?-4 7- w, COMPLAINT IN MORTGAGE FORECLOSURE AND NOW, comes Plaintiff, G&G, LLC, by and through its attorneys, Post & Schell, P.C., and in support of this Complaint in Mortgage Foreclosure, avers the following: 1. Plaintiff G&G, LLC, ("G&G" and/or "Mortgagee") is a Virginia limited liability company with offices at 8756 Lewinsville Road, McLean, Virginia 22102. 2. Defendant and Mortgagor is McCoy Development, LLC ("McCoy" or "Mortgagor"), a Virginia limited liability company, whose address is 8756 Lewinsville Road, McLean, Virginia 22012. 3. By Open End Purchase Money, Credit Line Mortgage and Security Agreement, Assignment of Leases and Rents, recorded in the Cumberland County Office of Recorder of Deeds, on March 28, 2005, Mortgagor gave security to G&G for an initial amount of $7,382,500.00. A true and correct copy of that Mortgage Agreement is incorporated hereby and attached hereto as Exhibit "A." 4. The liens imposed by that mortgage are upon 1220 and 1242 Walnut Bottom Road. True and correct copies of the property descriptions are incorporated hereby and attached hereto as Exhibits "B" and "C." 5. On July 19, 2005, a Mortgage Modification Agreement was entered into by Parties to include property with an address of 1228 Walnut Bottom Road, Carlisle, Pennsylvania. A true and correct copy of the Mortgage Modification Agreement is incorporated hereby and attached hereto as Exhibit "D." 6. The Mortgage Modification Agreement encompassed the property located at 1228 Walnut Bottom Road, Carlisle, Pennsylvania, and added it to the property secured by the original mortgage. A true and correct copy of the property description is incorporated hereby and attached hereto as Exhibit "E." 7. By Second Mortgage Modification Agreement recorded October 5, 2005, the mortgage was again modified to encompass property located at 1224 Walnut Bottom Road, Carlisle, Pennsylvania. A true and correct copy of that mortgage is incorporated hereby and attached hereto as Exhibit "F." A true and correct copy of that property description is incorporated hereby and attached hereto as Exhibit "G." 8. On or about November 23, 2005, a Third Mortgage Modification was entered into by the parties and a property located in Cumberland County, Pennsylvania known as 1226 Walnut Bottom Road, Carlisle, Pennsylvania, was added to the property secured by the mortgage. 9. A true and correct copy of the Third Mortgage Modification Agreement is incorporated hereby and attached hereto as Exhibit "H." 2 10. A description of the property added to the mortgage is incorporated hereby and attached hereto as Exhibit "I." 11. On August 30, 2006, the Fourth Mortgage Modification Agreement between the Parties was recorded at the Cumberland County Recorder of Deeds. Pursuant to that Fourth Mortgage Modification Agreement, property with an address of 1222 Walnut Bottom Road, Carlisle, Pennsylvania, was added to lien up the mortgage. 12. A true and correct copy of the Fourth Mortgage Modification Agreement is incorporated hereby and attached hereto as Exhibit "J." 13. A true and correct copy of the description of the added property is incorporated hereby and attached hereto as Exhibit "K." 14. The loan documents require that a demand letter, including a pay-off statement, be sent prior to foreclosure or other actions being taken 15. A true and correct copy of the letter which was hand delivered to Defendant herein is incorporated hereby and attached hereto as Exhibit " L." 16. The loan is in default as of October 1, 2008 in an amount of $11,263,948.78, with a per diem interest rate accumulating of $5,118.84 a day. 17. The mortgage document is in default and has not been cured. Plaintiff is also entitled to payment for the service of all attorneys, counsel, agents, clerks, servants and other employees by the Mortgagee reasonably and properly engaged at the time. 3 WHEREFORE, Plaintiff G&G, LLC respectfully requests that this Honorable Court demand judgment in its favor in Mortgage Foreclosure with interest, costs, attorneys' fees and whatever other costs the Court may consider just and equitable. POST & SCHELL, P.C. By: AAJ?".A-?'" Dated: October 27, 2008 PAULA J. CDERMOTT, ESQUIRE ATTORNEY I.D. # 46664 17 N. 2ND STREET 12"H FLOOR HARRISBURG, PA 17101-1601 (717) 612-6012 Attorneys for Plaintiff, G&G, LLC 4 VERIFICATION !-I- 11 1- e t4 WAR ', a duly authorized representative of G & G, LLC, Plaintiff in this matter, hereby affirm that the facts and matters set forth in the foregoing Complaint in Mortgage Foreclosure are true and correct to the best of my knowledge, information, and belief. The undersigned understands that the statements made therein are made subject to the penalties of 18 Pa. C.S. §4904 relating to unworn falsification to authorities. G & G, LLC ®r?? y: it Title: / UY`?r oW 21 T Date: October'LZ'; 2008 rx a.6;+ A 03/91/2Oe5 10:25 FAX 717 79008 , REAGER & ADLER 9006 f)?E1?T F. LiEGLER OF DEE03 US MR ZS Ail 11 so After recordation, please mail to the following address: Reager & Adler, PC 2331 Marlxt Street Camp HIM, Pennsylvania 17011 Attn: Monica Zercher SPACE ABOVE THIS LINE FOR RECORDER'S USE OPEC ED& PURCIIASIC MODIFY. CREDIT LINE K,1,,jtTGAGE AND SECURITY AGREEMENT, ASST W41tNT OF .LEA_ iES A 141D RENTS THIS MORTGAGE IS AN OPEN END MORTGAGE AS PROVIDED IN CHAPTER 81 OF THE PENNSYLVANIA JUDICIARY AND JUDICIAL PROCEDURE, CODE, 42 PA. C.S.A. SECTIONS 8143 AND 8144, SECURES FUTURE ADVANCES AND THE MORTGAGEE IS OTHERWISE ENTITLED TO THE RIGHTS, BENEFITS AND PRTVMEGES PROVIDED IN SAID 42 PA. C.S.A. SECTIONS 8143 AND 8144, AS THOSE SECTIONS MAY BE AMENDED OR SUPPLEMENTED FROM TffdE TO T04E, This OPEN END, PURCHASE MONEY, CREDIT LINE MORTGAGE ANl SECURITY AGREEMENT, ASSIGNMENT OF LEASES AND RENTS ("Mortgage 1, is made this A_ NQ_ of March, 2005, by and between McCoy Development LLC, a Virginia Hmhed liability company, whose address is 8756 Lewnwille Road, McLean. Virginia 22102, as mortgagor and debtor (the "Mortgagor"), and G&G, LLC, a Virginia limited liability company, with offices at 8756 Lewinsville Road, McLean, Virginia 22102, as mortgagee and secured party (the "Mortgagee'); and WHEREAS, the Mortgagor and the Co-Makers (as defined below) are justly indebted unto Mortgagee for money borrowed in the amount of SEVEN MILLION THREE HUNDRED EJGHTY-TWO THOUSAND AND 500/100 DOLLARS (S7,3 82,500.00) (the "Loan') for which amount the said Mortgagor and Co-Makers (individually and collectively, the 'Borrower") has made and delivered a certain Promissory Note of even date berewith (the 'Note"); and WHEREAS, the Mortgagor desires to secure the Mortgagee and any subsequent holder of the Promissory Note secured hereby the full and punctual payment of said debt, when and as the same shall become duo and payable, as well as any and all renewals and extensions of said Note, or any part thereof, together with interest thereon, and the performance of the covenants and agreements herein and therein contained, and also to secure the reimbursement to the holder or holders of said Note or to the Mortgagee, and any purchaser or purchasers, grantee or grantees under any sale or sales under the provisions of this • 8K1901PG1926 Mortgage for all money which may be advanced as herein provided for, and for any and all costs and expenses incurred or paid on account of any litigation at law or in equity which may arise in respect to this Mortgage, or in respect to the indebtedness or the property herein described, or in obtaining possession of the premises either before or after any sale which may be made as hereinafter provided for. NOW THEREFORE, in order to induce the Mortgagee to make the Loan to the Mortgagor, the Mortgagor agrees as follows: ARTICLE I 1.0 Definitions. Mortgagor and Mortgagee agree that, unless the context otherwise specifies or requires, the following terms shall have the meaning herein specified, such definitions to be applicable equally to the singular and the plural forms of such terms and to all genders: Accounts - means all accounts of the Mortgagor within the meaning of the Uniform Commercial Code derived from or arising out of the use, occupancy or enjoyment of the Mortgaged Property or for services rendered therein or thereon. Affiliate - means any principal, stockholder, member, partner or other person or entity which directly or indirectly owns an interest in the Mortgagor or any principal, stockholder, member, partner or other person or entity which directly or indirectly owns an interest in an entity which owns an interest in the Mortgagor and any entity affiliated with any such principal, stockholder, member, partner or other person or entity, including, without limitation, Gregory R. Cox, Harold Boles, and Gary C. Wesner. Borrower - The Mortgagor and the Co-Makers, individually and collectively, jointly and severally, and their respective personal representatives, heirs, successors and assigns. Co-Makers - (i) BCG, LLC, (ii) McCoy Holdings, LLC, (iii) Gregory R. Cox, personally, (iv) Harold Boles, personally, and (v) Gary C. Wesner, personally and each of their respective heirs, personal representatives, executors, administrators, successors and assigns. Events of Default - Any of the happenings, events, circumstances or occurrences described in Article VI of this Mortgage. Fixtures - All fixtures located upon or within the Improvements or now or hereafter attached to or installed in, or used in connection with the Mortgaged Property, excluding those owned by lessees of the Improvements and including, but not limited to, any and all heating, lighting, laundry, incinerating and power equipment, engines, pipes, tanks, motors, conduits, switchboards, plumbing, lifting, cleaning, fire- prevention, fire-extinguishing, refrigerating, ventilating and communications apparatus, air- cooling and air- conditioning apparatus, elevators, escalators, shades, awnings, draperies, curtains, furniture, furnishings, carpeting and floor coverings, screens, storm doors and windows, stoves, gas and electric ranges, refrigerators, garbage disposals, sump pumps, washers, dryers, attached cabinets, partitions, ducts and compressors, ornaments, tools, rugs, signs, and including all equipment installed or to be installed or used or usable in connection with the operation of any improvements and appurtenant facilities erected or to be erected upon said premises or appropriated to the use thereof, and whether affixed or annexed or not, and any other goods that have become so related to the Land and Improvements that in interest in them arises under real property law. 0 -2- [mnositions - All (i) real estate taxes, personal property taxes and other taxes of every kind and character; and (ii) all general and special assessments, levies, permit fees, inspection fees and license fees; and (iii) all water and sewer rents and charges; and (iv) all other public charges, taxes, assessments, fees, governmental and non-governmental charges whether of a like or a different nature, to the extent any of the foregoing are imposed or assessed upon the Mortgagor or the Mortgaged Property or any part thereof or upon the revenues, rents, avails, issues, income and profits of the Mortgaged Property or arising in respect to the occupancy, use or possession thereof; and (v) any charges for any easement or agreement maintained for the benefit of the Mortgaged Property or arising with respect to any covenant to which the Mortgaged Property is subject; and (vi) special assessments imposed by any municipality, deferred assessments, impact fees, sewer district or sanitary district area interceptor benefit charges, treatment collection plant fees or hearing fees to be admitted to a sewage or sanitary district, drainage district assessments, assessments by districts organized for purposes of lake protection or rehabilitation, farmland preservation credits which may recaptured upon sale, conservation reserve program payments which may be recaptured upon sale, stormwater management fees, woodland tax credits which may be recaptured on sale, street, sewer, water, sidewalk, street lighting an street tree assessments, park fees and fees payable under development contracts with any governmental authority, and (vii) any interest, costs or penalties with respect to any of the foregoing. Improvements - Any and all buildings, structures, improvements, alterations or appurtenances now erected or at any time hereafter constructed or placed upon the Land or any portion thereof and any replacements thereof including, without limitation, all equipment, apparatus, machinery and fixtures of any kind or character forming a part of said buildings, structures, improvements, alterations or appurtenances. Indebtedness - The principal of and the interest on, and all other amounts, payments and premiums due on account of the Note, and all other indebtedness of the Mortgagor, the Co-Makers and/or the Affiliates to the Mortgagee payable pursuant to or secured by the Security Documents or otherwise, and all other payments required to be made by the Mortgagor pursuant to or secured by the Security Documents or otherwise. Loan Agreement - That certain Loan Disbursement Agreement made and entered into by the Grantor and the Beneficiary of even date herewith, as the same may from time to time be amended. Land - The two parcels of real property owned by the Mortgagor on the date hereof, as more particularly described in Exhibit A attached hereto and by this reference made a part hereof. Maturity Date - The Maturity Date stated in the Note, as the same may be extended in accordance with the terms and conditions set forth in the Note. Mortgage - means this Open End, Purchase Money, Credit Line Mortgage and Security Agreement, Assignment of Leases and Rents executed by the Mortgagor for the benefit of the Mortgagee, as the same may from time to time be extended, amended, restated, supplemented or otherwise modified. Mortgagee - The party hereinabove described as such, its successors and assigns. together with: Mortgaged Property - The Land and the Improvements, and the Fixtures and the Personalty, (i) all rights, privileges, allowances, tenements, reservations, hereditaments, improvements, rights- of-way, easements, accessions, appendages and appurtenances of the Land and the Improvements belonging or in any way appertaining thereto, or which hereafter -3- shall in any way belong, relate or be appurtenant thereto, whether now owned or hereafter acquired by the Mortgagor; and all right, title and interest of the Mortgagor in and to any streets, ways, sidewalks, alleys, vaults, strips or gores of land adjoining the Land or any portion thereof or in any private utility companies; and any and all rights and estates in reversion or remainder; and (ii) all of the Mortgagor's right, title and interest in and to any award or awards heretofore made or hereafter to be made by any municipal, State or Federal authorities or boards to the present or any subsequent owners of the Land or the Improvements or the Fixtures or the Personalty, including any award or awards or settlements hereafter made resulting from condemnation proceedings or the taking of the Land or the Improvements or the Fixtures or the Personalty or any part thereof, under the power of eminent domain; and (iii) all of the Mortgagor's right, title, interest, estate, claim or demand, either at law or in equity, in and to the Land and the Improvements and the Fixtures and the Personalty, and to the Accounts associated therewith; and (iv) all of the Mortgagor's right, title, interest, estate, claim or demand, either at law or in equity, in and to all architectural, engineering and similar plans, specifications, drawings, renderings, profiles, studies, shop drawings, reports, plats, permits, surveys and the like; and all sewer taps, permits and allocations, agreements for utilities (including, without limitation, indirectly through private utility companies), bonds, sureties and the like, relating to the Land or the Improvements or appurtenant facilities erected or to be erected upon or about the Land; and (v) all rights arising out of the proceeds, including rights with respect to the sale, lease, license, exchange, loss or any other disposition of the Land, Improvements, Fixtures and Personalty, including whatever is collected on, or distributed out of, the Land, Improvements, Fixtures and/or Personalty and/or private utility companies including, but without limitation, the proceeds of insurance; and (vi) all leases of the Land and the Improvements now or hereafter entered into by the Mortgagor and all right, title and interest of the Mortgagor thereunder, including without limitation, cash or securities deposited thereunder to secure performance by the lessees of their obligations thereunder, whether such cash or securities are to be held until the expiration of the terms of such lease or applied to one or more of the installments of rent coming due immediately prior to the expiration of such terms, and including, again without limitation, the right to receive and collect the rents thereunder, and the right to receive and collect installment payments and/or sales proceeds directly or indirectly attributable to the operation of a private utility company; and (vii) all contracts and other agreements for the sale of the Land or the Improvements now or hereafter entered into by the Mortgagor and all right, title and interest of the Mortgagor thereunder, including, without limitation, cash or securities deposited thereunder to secure performance by the contract purchasers of their obligations thereunder, and including, again without limitation, the right to receive and collect the proceeds thereof, and • -4- •1 (viii) all earnings, revenues, rents, issues, profits, avails and any other income of and from the Land, Improvements, Fixtures and Personalty, including, but without limitation, Accounts, Deposit Accounts, Investment Property (as such terms are defined in the Uniform Commercial Code), and all undisbursed proceeds of the loan secured by this Mortgage. Mortgagor - The party hereinabove designated as such, its successors and assigns. Note - The Promissory Note of the Borrower to the order ofthe Mortgagee dated of even date herewith in the original principal amount hereinabove recited. Obligations - Any and all of the covenants, promises and other obligations (other than the Indebtedness) made or owing by the Mortgagor, the Co-Makers and the Affiliates to the Mortgagee pursuant to the Note or the Security Documents or otherwise. Permits and Approvals - Includes, but is not limited to, all government approvals, such as licenses, registrations, plan approvals and easements, as well as leases and licenses granted and bonds underwritten by private entities, and all deposits (cash or otherwise) and surety or reclamation bonds of any type, owned by Mortgagor to conduct associated activities, or otherwise to perform thereunder and to compel performance and otherwise exercise all remedies thereunder, and all approvals issued to the Mortgagor, including but not limited to those issued by any branch or regulatory agency of any State or of the United States, and all revisions, modifications, amendments and replacement permits or approvals obtained by or for the Mortgagor or his Affiliates, and all other or similar permits or approvals now existing or hereafter required by or for the Mortgagor, from whatever sources, affecting any of the Mortgagor's property rights, interests or processing operations. Permitted Encumbrances - means (i) the liens, easements, rights of way, common areas, condominium regime, restrictive covenants, leases and other encumbrances affecting title to the Land and accepted by the Mortgagee, as set forth in the Commitment for Title Insurance No. 103087028/103127648 issued effective January 17,2005, by First American Title Insurance Company, as updated to the date of this Mortgage, and (ii) this Mortgage. Pcrsonaliy - All of the right, title, interest, estate, claim or demand of the Mortgagor in and to any furniture, furnishings, equipment, machinery, general intangibles and other personal property (other than the Fixtures) now or hereafter related to, or located in, upon or about the Mortgaged Property, including, without limitation, any annual crops planted or cultivated by the Mortgagor or those claiming under the Mortgagor, and any timber or minerals. Security Documents - This Mortgage, that certain Loan Disbursement Agreement, that certain Pledge, Assignment and Security Agreement of even date herewith (whereby the Co-Makers pledge all of their interests in the Mortgagor for the benefit of the Mortgagee) any other security agreement and/or financing statements now or hereafter creating or further evidencing or securing the lien hereof upon all or any of the Mortgaged Property, any and all documents or instruments collateral thereto, and any and all other documents now or subsequently guarantying, securing or further securing the payment of the Indebtedness or the performance of the Obligations, and any amendments thereto. Uniform Commercial Code - The Uniform Commercial Code governing secured transactions in the jurisdiction in which the Mortgaged Property is located. 0 -5- Water Kitts - All water and water rights associated with or used in the operation of the Land and Improvements (whether riparian, appropriative or otherwise, whether held in the name of Mortgagor or otherwise, and whether or not appurtenant to the Land), including without limitation water rights evidenced by court decrees, claims, permits or licenses; all applications, proofs, permits, maps and certificates relating to such water and water rights; all ditch rights, storage rights, water service contracts, rights to receive water from any irrigation district and all other rights to receive water from any other water distribution entity or to the use of wells, canals, flumes, aqueducts or other means of conveying water and all shares of stock, certificates or other evidence of any such water or distribution rights. 1.1 Rules ofConstruction. The words "hereof', "herein", "hereunder", "hereto", and other words of similar import refer to this Mortgage in its entirety. The terms "agree" and "agreements" mean and include "covenant" and "covenants". The headings in this Mortgage are for convenience only and shall not define or limit the provisions hereof. All references (i) made in the neuter, masculine or feminine gender shall be deemed to have been made in all such genders, (ii) made in the singular or plural number shall be deemed to have been made, respectively, in the plural or singular number as well, and (iii) to the Land Improvements, Personalty, or Mortgaged Property shall mean all or any portion of each of the foregoing, respectively. This Mortgage constitutes a negotiated document. Any ambiguity or inconsistencies among the provisions of this Mortgage, the Note, the Security Documents, or any other document evidencing the Indebtedness shall be construed, interpreted and resolved so as to benefit the Mortgagee, and Mortgagee's election of which interpretation or construction is for Mortgagee's benefit shall govern. ARTICLE II GRANT 2.0 Grant. NOW, THEREFORE, the Mortgagor, in consideration ofthe premises and ofthe sum of TEN AND NO/100 DOLLARS ($10.00) lawful money of the United States of America, the receipt of which is hereby acknowledged by the Mortgagor, and in order to secure the payment of the Indebtedness and the performance and discharge of the Obligations, does hereby grant, give, bargain, sell, assign, convey, release, warrant, mortgage, transfer, hypothecate, pledge, set over and confirm unto the Mortgagee, its successors, substitutes and assigns forever, in fee simple, the Mortgaged Property, TO HAVE AND TO HOLD the said Mortgaged Property unto the said Mortgagee, its successors and assigns, forever; 2.1 After-Acquired Prong. All right, title and interest of the Mortgagor in and to all extensions, improvements, betterments, renewals, substitutes and replacements of, and all additions, accessions and appurtenances to the Mortgaged Property, hereafter acquired by, or released to, the Mortgagor or constructed, assembled or placed by the Mortgagor on the Land, and all conversions of the security constituted thereby, immediately upon such acquisition, release, construction, assembly, placement or conversion, as the case may be, and in each such case without any further mortgage, conveyance, assignment or other act by the Mortgagor, shall become subject to the lien of this Mortgage as fully and completely, and with the same effect, as though now owned by the Mortgagor and specifically described in the granting clause hereof; but at any and all times the Mortgagor will, at its sole cost and expense, execute and deliver to the Mortgagee any and all such further assurances, mortgages of trust, conveyances or assignments thereof as the Mortgagee or the Mortgagee may reasonably require for the purpose of expressly and specifically subjecting the same to the lien of this Mortgage and the other Security Documents. 2.2 Possession - License. Until an Event of Default, the Mortgagee shall permit the Mortgagor to retain a revocable license to possess and enjoy the Land and Improvements. ? s • . W 2.3 Condition of Grant. The condition of these presents is such that if the Mortgagor shall pay or cause to be paid the Indebtedness as and when the same shall become due and payable, and shall observe, perform and discharge the Obligations, then Mortgagee shall release the Mortgaged Property to the Mortgagor at the Mortgagor's sole cost. • 0 2.4 Future Advances. This Mortgage is given to secure not only the existing Indebtedness, but also future advances and/or re-advances, whether such advances and/or re-advances are obligatory or are to be made at the option of the Mortgagee, or otherwise, to the same extent as if such future advances and/or re-advances were made on the date of the execution and delivery of this Mortgage. In addition to any other Indebtedness, this Mortgage secures unpaid balances of advances made, with respect to the Mortgaged Property, for the payment of taxes, assessments, maintenance charges, insurance premiums or other Obligations, or costs incurred for the protection of the Mortgaged Property or the lien of the Mortgage, expenses incurred by the Mortgagee by reason of default by the Mortgagor under the Mortgage or advances made in accordance with the Loan Agreement, with respect to the development of the Land. The total amount of the Indebtedness so secured may increase or decrease from time to time; provided, however, that the aggregate Indebtedness so secured at any one time shall not exceed the amount recited in the preamble to this Mortgage, plus interest thereon and all other amounts, payments and premiums due on account thereof and all other indebtedness of the Mortgagee to the Mortgagor payable pursuant to or secured by the Security Documents, and all other payments required to be made by the Mortgagor pursuant to or secured by the Security Documents. Mortgagor covenants and agrees to perform each and every of the covenants and agreements made by it in the Security Documents, the terms of which are incorporated herein by this and other references as though fully set forth herein, and the performance of which is secured by the lien hereof. ARTICLE IN REPRESENTATIONS AND WARRANTIES that: 3.0 Representations and Warranties. Mortgagor hereby represents and warrants to Mortgagee 3.1 Organization. Power. etc. Mortgagor (a) is a limited liability company duly organized, validly existing and in good standing under the laws of the jurisdiction indicated in the preamble hereof; and (b) has the power and authority to own its properties and to carry on its business as now being conducted; and (c) is qualified to do business in every jurisdiction in which the nature of its business or its properties makes such qualification necessary, including, without limitation, in the jurisdiction in which the Mortgaged Property is located in; and (d) is in compliance with all laws, regulations, ordinances and orders of public authorities applicable to it. 3.2 Validity of Loan Instruments. (a) The execution, delivery and performance by the Mortgagor of the Note and the Security Documents, and the borrowing evidenced by the Note, (i) are within the legal powers of the Mortgagor, (ii) have been duly authorized by all requisite action, (iii) have received all necessary governmental approval, and (iv) will not violate any provision of law, any order of any court or other agency of government, the articles of incorporation, by-laws, partnership agreement or articles of organization and operating agreement, as applicable, of the Mortgagor or any indenture, agreement or other instrument to which the Mortgagor is a party or by which it or any of its property is bound, or be in conflict with, result in a breach of or constitute (with due notice or lapse of time or both) a default under any such indenture, agreement or other instrument, or result in the creation or imposition of any lien, charge or encumbrance of any nature whatsoever upon any of its property or assets, except as contemplated by the -7- provisions of the Security Documents; and (b) the Note and the Security Documents, when executed and delivered bythe Mortgagor, will constitute the legal, valid and binding obligations of the Mortgagor and other obligors named therein, if any, in accordance with their respective terms. 3.3 Other Information. All other information, reports, financial statements, papers and data given to Mortgagee with respect to the Mortgagor or to others obligated under the terms of the Security Documents are accurate and correct in all material respects and complete insofar as completeness may be necessary to give Mortgagee a true and accurate knowledge of the subject matter. 3.4 Mortgaged Proggrtrty_and Other Prooert v. Mortgagor has good and marketable title to the Mortgaged Property free and clear of any liens, charges, encumbrances, security interests and adverse claims whatsoever, excepting the Permitted Encumbrances. This Mortgage is and will remain a valid and enforceable first trust lien on the Mortgaged Property. The Mortgagor has full power and lawful authority to subject the Mortgaged Property to the lien of this Mortgage and convey the Mortgaged Property in the manner and form herein contemplated and does hereby convey the Land with special warranty. The Mortgagor will preserve such title, and will forever warrant and defend the same to the Mortgagee and will forever warrant and defend the validity and priority of the lien hereof against the claims of all persons and parties whomsoever. 3.5 Taxes. Mortgagor has filed all Federal, State, county and municipal income and other tax returns required to have been filed by it and has paid all taxes which have become due pursuant to such returns or pursuant to any assessments received by it, and the Mortgagor does not know of any basis for additional assessment in respect of such taxes. 3.6 Litigation. There is not now pending against or affecting Mortgagor or the Mortgaged Property, nor, to the knowledge of the Mortgagor, is there threatened, any action, suit or proceeding at law or in equity or by or before any administrative agency which if adversely determined would materially impair or affect Mortgagor's financial condition or operation, or the Mortgaged Property. 3.7 Free of Hazardous Substances. Mortgagor hereby represents that: (i) neither Mortgagor nor any other person within Mortgagor's knowledge, based upon reasonable investigation, has ever caused or permitted any Hazardous Substances (as defined herein) to be placed, held, located or disposed on, under or at the Mortgaged Property or any part thereof and neither the Mortgaged Property nor any part thereof ever has been used (whether by Mortgagor or by any other person) as a dump site or storage site (whether permanent or temporary) for any Hazardous Substances; (ii) the current use and occupancy of the Mortgaged Property comply with all Federal, state and local environmental laws, statutes, ordinances, codes, rules, regulations, orders and decrees; and (iii) Mortgagor has not received any Environmental Complaint (as defined herein). Mortgagor hereby agrees to indemnify Mortgagee and hold Mortgagee harmless from and against any and all losses, liabilities, including strict liability, damages, injuries, expenses, including reasonable attorneys' fees, claims for damage to the environment, claims for owed penalties, costs of any settlement or judgment and claims of any and every kind whatsoever paid or incurred and claims of any and every kind whatsoever paid, incurred or suffered by, or asserted against, Mortgagee by any person or entity or governmental agency for, with respect to, or as a direct or indirect result of, (i) the presence on or under, or the escape, seepage, leakage, spillage, discharge, emission, discharging or release from, the Mortgaged Property of any Hazardous Substances (including, without limitation, any losses, liabilities, including strict liability, damages, injuries, expenses, including reasonable attorneys' fees, costs of any settlement or judgment or claims asserted or arising under the Comprehensive Environmental Response, Compensation 0 -8- .. . • and Liability Act, any so called federal, state or local "superfund" or "super lien" law, statute, law, ordinance, code, rule, regulation, order or decree regulating, relating to or imposing liability, including strict liability, substances or standards of conduct concerning any Hazardous Substances), regardless of whether or not caused by, or within the control of, Mortgagor, or (ii) Mortgagor's failure to comply with the terms of any permit, record keeping requirement, self-monitoring requirement or any similar requirement applicable to Mortgagor's operations at the Mortgaged Property. The foregoing indemnification obligations of Mortgagor shall survive the repayment of the Indebtedness and the release of this Mortgage, as a personal obligation of the Mortgagor. For purposes of this Mortgage, "Hazardous Substances" shall have the meaning ascribed in and shall include those substances listed in the Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C. §9601 et seq. and the regulations promulgated thereunder (as amended from time to time) and includes oil and oil waste as those terms are defined in the Clean Water Act, 33 U.S.C. §1251 et seq. and the regulations promulgated thereunder (as amended from time to time) and the Resource, Conservation and Recovery Act, 42 U.S.C. §6901 et seq., and shall include any other elements or compounds which are contained in the list of hazardous substances adopted by the United States Environmental Protection Agency (the "EPA") and the list of toxic pollutant designated by Congress or the EPA or defined by any other Federal, state or local statute, law, ordinance, code, rule, regulation, order or decree regulating, relating to, or imposing liability or standards of conduct concerning, any hazardous, toxic or dangerous waste, substance or material, now existing or at any time hereafter in effect. If Mortgagor receives any notice of (i) the happening of any event involving the use, spill, release, leak, seepage, discharge or cleanup of any Hazardous Substances or (ii) any complaint, inspection by any governmental agency which lists any noncompliance, order, citation or notice with regard to air emissions, water discharges or any other environmental, health or safety matter affecting Mortgagor or the Mortgaged Property (an "Environmental Complaint") from any person or entity (including, without limitation, the EPA), Mortgagor immediately shall notify Mortgagee orally and in writing of such notice. Mortgagee shall have the right but not the obligation and without limitation of Mortgagee's rights under this Mortgage, to enter onto the Mortgaged Property or to take such other actions as it deems necessary or advisable to clean up, remove, resolve, or minimize the impact of, or otherwise deal with, any of such Hazardous Substances or Environmental Complaint following receipt of any notice from any person or entity (including, without limitation, the EPA) asserting the existence of any Hazardous Substances or an Environmental Complaint pertaining to the Mortgaged Property or any part thereof which, if true, could result in an order, suit, lien or other action against Mortgagor and/or the Mortgaged Property and/or which, in the sole opinion of Mortgagee, could jeopardize its security under this Mortgage. All reasonable costs and expenses incurred by Mortgagee in the exercise of any such rights shall be secured by this Mortgage and shall be payable by Mortgagor upon demand. Mortgagee shall have the right, in its sole discretion, to require Mortgagor to perform periodically (at Mortgagor's expense) at the Mortgaged Property an environmental audit and, if deemed necessary by Mortgagee, an environmental risk assessment, hazardous waste management practices and/or hazardous waste disposal sites each of which must be satisfactory to Mortgagee. used by Mortgagor. Each such audit and/or risk assessment must be prepared by an environmental consultant satisfactory to Mortgagee. Should Mortgagor fail to perform any environmental audit, risk assessment or engage in hazardous waste management practices or install hazardous waste disposal sites within thirty (30) days of Mortgagee's written request, Mortgagee shall have the right but not the obligation to retain an environmental consultant to perform such environmental audit or risk assessment. All costs and expenses incurred by 0 -9- i. 0 • Mortgagee in the exercise of such rights shall be secured by this Mortgage and shall be payable by Mortgagor upon demand or charged to Mortgagor's obligations secured by this Mortgage at the discretion of Mortgagee. ARTICLE IV AFFIRMATIVE COVENANTS 4.0 Affirmative Covenants. Until the entire Indebtedness shall have been paid in full, the Mortgagor hereby covenants and agrees as follows: 4.1 Existence. Mortgagor will do any and all things necessary to preserve and keep in full force and effect its existence, franchises, rights, privileges and trade names under the laws of the jurisdiction of its organization and in every jurisdiction in which the nature of its business or its properties make qualification to do business necessary. 4.2 Compliance with Laws. Mortgagor will promptly, fully and faithfully comply with, conform to and obey all present and future laws, ordinances, rules, regulations, requirements, decrees and orders of any governmental authority, governmental agency (including, without limitation, any Board of Fire Underwriters or Court having or claiming jurisdiction over the Mortgagor or the Mortgaged Property or any part thereof, which may be applicable to the use or manner of use, occupancy, possession, operation, maintenance, alteration, repair or reconstruction of the Mortgaged Property or any part thereof, whether or not such law, ordinance, rule, regulation, requirement, decree or order shall necessitate structural changes or improvements or interfere with the use or enjoyment of the Mortgaged Property. 4.3 Payment of Impositions. Mortgagor will pay and discharge, or cause to be paid and discharged, not later than the due date thereof or the date any fine, penalty, interest or cost may be added thereto or imposed by or pursuant to law for the non-payment thereof (whichever date shall first occur), any Impositions upon or assessed against the Mortgaged Property or any part thereof or upon the revenues, rents, issues, income or profits of the Mortgaged Property or arising in respect of the occupancy, use or possession thereof, provided, however, that if no Event of Default hereunder has occurred which remains uncured, and in the event that, by law, any such Imposition may, at the option of the Mortgagor or other person obligated to pay the same, be paid in installments (whether or not interest shall accrue on the unpaid balance), then the Mortgagor may exercise the option to pay the same in installments. The Mortgagor will, upon the request of the Mortgagee, deliver to the Mortgagee from time to time receipts evidencing the payment of all such Impositions. In the event of the passage of any state, federal, municipal or other governmental law, order, rule or regulation, subsequent to the date hereof, in any manner changing or modifying the laws now in force governing the taxation of debts secured by mortgages or the manner of collecting taxes so as to affect adversely the Mortgagee, the Mortgagor will promptly pay such tax. If the Mortgagor fails to make such payment, or if any such state, federal, municipal or other governmental law, order, rule or regulation prohibits Mortgagor from making such payment, then the Indebtedness, including all principal, interest and other charges, shall immediately become due and payable at the option of the Mortgagee. 4.4 Other Payments, etc. Mortgagor will pay and discharge, from time to time when the same shall become due, all lawful claims and demands of mechanics, materialmen, laborers and others which, if unpaid, may result in or permit the creation of a lien on the Mortgaged Property or any part thereof, or on the revenues, rents, issues, income or profits of the Mortgaged Property or any part thereof, and the Mortgagor will, in general, do or cause to be done everything necessary so that the lien hereof shall be fully preserved without cost or expense to the Mortgagee. • -10- 4.5 Contest of Tax Assessments and the Like. Nothing in Sections 4.2, 4.3 or 4.4 hereof shall require the payment or discharge of any obligation imposed upon the Mortgagor by Section 4.2, 4.3 or 4.4 hereof, so long as the Mortgagor, at its own cost and expense and after prior written notice to the Mortgagee, shall contest the same or the validity thereof by appropriate legal proceedings promptly initiated and conducted diligently and in good faith; provided, however, that such legal proceedings shall operate to suspend the collection thereof and the loss, sale or forfeiture of the Mortgaged Property and, provided further, that during the period such proceedings are pending the Mortgagor shall furnish such security as may be required in the proceedings and, at the option of the Mortgagee, the Mortgagor shall provide security satisfactory to the Mortgagee to assure the payment and discharge of the Mortgagor's obligation under Sections 4.2, 4.3 or 4.4 hereof and of any additional charge, penalty or expense arising from or incurred as a result of any such proceeding. 4.6 Repairs and Waste. Mortgagor will at all times keep and maintain the Mortgaged Property in good order, condition and repair and will promptly make, from time to time, all repairs, renewals, replacements, additions and improvement, interior and exterior, structural and non-structural, ordinary and extraordinary, foreseen and unforeseen, as may be necessary or desirable to accomplish the purposes of this Section. The Mortgagor shall not remove, demolish or substantially alter any of the Improvements without the prior written consent of the Mortgagee nor shall the Mortgagor remove or permit the removal of any of the Personalty without the prior written consent of the Mortgagee, except in cases where replacements of value at least equal to the value of the Personalty removed, and free of any and all superior liens or claims of title, are immediately made. The Mortgagor will not commit any waste upon the Mortgaged Property or make or permit any change in the use of the Mortgaged Property which will in any way increase any fire or other hazard arising out of the operation thereof. 4.7 Ins2ection of the Mortgaged Proved X. Mortgagor will permit the Mortgagee to inspect the Mortgaged Property at all reasonable times. 4.8 Insurance. Mortgagor will keep the Improvements and the Personalty insured against loss by fire, casualty and such other hazards as may from time to time be required by the Mortgagee for the benefit of the Mortgagee. The Mortgagor shall maintain such public liability and indemnity insurance as may from time to time be required by the Mortgagee. All such insurance shall be written in forms, amounts and by companies reasonably satisfactory to the Mortgagee and losses thereunder shall be payable to the Mortgagee pursuant to a standard mortgagee's endorsement. Duplicate originals of each such policy of insurance shall be delivered to the Mortgagee and the Mortgagor shall provide the Mortgagee with such evidence of the payment of premiums due on account of such insurance as may from time to time be required by the Mortgagee. All policies shall provide that the same shall not be invalidated by any waiver of the right of subrogation by any insured and shall provide that the carrier shall have no right to be subrogated to the Mortgagee. All such policies shall provide for at least thirty (30) days prior written notice to all insureds named thereon (including, without limitation, the Mortgagee) prior to any cancellation, surrender or modification thereof, including, without limitation, cancellation for non-payment of premium. The Mortgagor shall give the Mortgagee prompt notice of any loss covered by such insurance and the Mortgagee shall have the right to initiate and adjust any claim for such loss. Any funds received as payment for any loss under any such insurance shall be paid over to the Mortgagee and shall be applied, at the option of the Mortgagee, either to the prepayment of the Indebtedness, without premium or penalty, or to the reimbursement of the Mortgagor for expenses actually incurred by the Mortgagor in the restoration or replacement of the Improvements or the Personalty. 4.9 Other Insurance. Mortgagor shall not apply for or take out separate insurance concurrent or substantially concurrent in form or contributing in the event of loss with that required to be maintained under Section 4.8 unless the Mortgagee is designated thereon as a named insured and unless losses thereunder shall be payable to the Mortgagee pursuant to a standard mortgagee's endorsement. 4.10 Restoration Following Casualty. In the event of the happening of any casualty (including, without limitation, any casualty for which insurance was not obtained or obtainable) resulting in damage to or destruction of the Mortgaged Property or any part thereof, the Mortgagor shall give prompt written notice of the time, nature and extent thereof to the Mortgagee, and in the event the Mortgagee elects to apply the proceeds of insurance to the restoration, repair or replacement of the Mortgaged Property or in the event the casualty was not insured, the Mortgagor shall, at the sole cost and expense of the Mortgagor and whether or not the proceeds of insurance, if any, are sufficient for the purpose, promptly commence and diligently continue to restore, repair and replace the Mortgaged Property as nearly as possible to its condition immediately prior to such casualty. 431 Performance of Other Agreements. Mortgagor will comply in a timely way, and otherwise abide by and perform, all of the terms, agreements, obligations, covenants, restrictions and warranties binding upon the Mortgagor under any lease, easement, right-of-way, covenant or other agreement with respect to or in any manner affecting the Mortgaged Property or any part thereof including, without limitation, the Security Documents. 4.12 Further Assurances. Mortgagor, at its sole cost and expense, will make, execute, acknowledge and deliver all and every such further acts, deeds, conveyances, mortgages, assignments, notices of assignments, transfers and assurances as the Mortgagee shall from time to time reasonably require, for the better or further assuring, conveying, assigning, transferring and confirming unto the Mortgagee the property and rights hereby conveyed or assigned or intended now or hereafter so to be, or which the Mortgagor may be or may hereafter become bound to convey or assign to the Mortgagee, or for carrying out the intention or facilitating the performance of the terms of this Mortgage and the other Security Documents, or for filing, registering or recording this Mortgage and, on demand, will execute and deliver, and hereby authorizes the Mortgagee to execute in the name of the Mortgagor to the extent it may lawfully do so, one or more financing statements, chattel mortgages or comparable security instruments, to evidence more effectively the lien hereof upon the Personalty. 4.13 Recordation. Promptly following the execution and delivery hereof, and thereafter from time to time, the Mortgagor will cause this Mortgage and any security instruments creating or further evidencing the lien hereof upon the Personalty, and each instrument of further assurance to be filed, registered and recorded in such manner and in such place or places as may be required by any present or future law or by the Mortgagee in order to publish notice of and fully to protect the lien hereof upon the Mortgaged Property and the title of the Mortgagee. The Mortgagor will pay all filing, registration and recording fees, and all other expenses incident to the execution and acknowledgment of this Mortgage, any Mortgage supplemental hereto or in modification hereof, any security instrument with respect to the Personalty, any instrument of further assurance and the like. The Mortgagor will pay all Federal, State, county and municipal transfer taxes, documentary taxes and other taxes, duties, imposts, assessments and charges arising out of or in connection with the execution and delivery of the Note and the execution, delivery, filing, registration and recordation of this Mortgage, any Mortgage supplemental hereto or in modification hereof, any security agreement with respect to the Personalty, any instrument of further assurance and the like. 4.14 Advance by Mortgagee. In the event the Mortgagor shall fail to perform any of the covenants contained herein, including but not limited to those covenants described in this Section 4 (collectively, the 0 -12- "Covenants"), then the Mortgagee, with or without notice to the Mortgagor, may make advances to perform the same in its behalf, and all sums so advanced shall be a lien upon the Mortgaged Property and shall be secured hereby. The Mortgagor will repay on demand all sums so advanced on its behalf with interest at the rate provided in the Note. Any advance made by the Mortgagee pursuant to this Section 4.14 shall not be construed to cure any default by the Mortgagor in the performance of the Covenants. 4.15 Financial Records - Inspection. Mortgagor will maintain or cause to be maintained full, complete, accurate and adequate records and books of account in accordance with sound accounting principles consistently applied and will permit the Mortgagee and the duly authorized agents, attorneys and accountants of the Mortgagee to examine, copy and inspect its records and books of account at all reasonable times. Promptly following the close of each of its fiscal years, the Mortgagor will deliver to the Mortgagee a balance sheet and a statement of profit and loss. The Mortgagor will promptly deliver to the Mortgagee such other information with respect to the financial statements of the Mortgagor as the Mortgagee may from time to time require. All financial statements of the Mortgagor shall be prepared in accordance with sound accounting principles consistently applied. 4.16 Estoppel Certificates. Within ten (10) days following any written request of the Mortgagee so to do, the Mortgagor will furnish the Mortgagee and such other persons as the Mortgagee may direct with a written certificate, duly acknowledged, of the amount due on account of the Indebtedness as of the date of such certificate, whether for principal, interest or otherwise, and stating in detail whether or not any credits, offsets or defenses exist with respect to the Indebtedness. At the request of the Mortgagee, such certificates shall also contain a statement that the Mortgagor knows of no Event of Default nor of any other event which, after notice or lapse of time or both, would constitute an Event of Default which has occurred and remains uncured as of the date of such certificate; or, if any such Event of Default or other default has occurred and remains uncured as of the date of such certificate, then such certificate shall contain a statement specifying the nature thereof, the time for which the same has continued and the action which the Mortgagor has taken or proposes to take with respect thereto. 4.17 Deposits for Taxes and Related Matters. The Mortgagee, at its option, may require the Mortgagor to deposit with the Mortgagee at the time of each payment of an installment of interest or principal under the Note, an additional amount sufficient to accumulate the sum required to discharge the Impositions and the premiums on the insurance required pursuant to Section 4.8 hereof at least thirty (30) days prior to the due date thereof. The determination of the additional amount so payable, and of the fractional part thereof to be deposited with the Mortgagee at the time of each payment of an installment of interest or principal under the Note so that the aggregate of such deposits is sufficient to accommodate the purposes of this Section shall be made by the Mortgagee in its sole and absolute discretion. Any amounts deposited with the Mortgagee pursuant to the provisions of this Section are hereby pledged as additional security for the payment of the Indebtedness. Any amounts deposited with the Mortgagee pursuant to the provisions of this Section shall not be, nor be deemed to be, trust funds, nor shall they operate to curtail or reduce the Indebtedness, and all such amounts may be commingled with the general funds of the Mortgagee. Such amounts shall be held by the Mortgagee without interest and applied to the payment of the Impositions and the premiums on insurance in respect to which amounts were deposited or, at the option of the Mortgagee, to the payment of said Impositions in such order or priority as the Mortgagee shall determine, on or before the respective dates on which the same or any of them would become delinquent. If one month prior to the due date of any of the aforementioned Impositions or the premiums on insurance the amount then on deposit therefor shall not be sufficient for the payment of such Impositions or the premiums on insurance in full, the Mortgagor within ten (10) days after demand shall deposit the amount of the deficiency with the Mortgagee. Nothing contained in this Section shall be deemed to affect any right -13- or remedy of the Mortgagee under any provisions of this Mortgage or of any statute or rule of law to pay any such amount and to add the amount so paid, together with interest at the rate provided for in the Note, to the Indebtedness: The Mortgagee shall not be liable for any failure to apply to the payment of the Impositions or the premiums on insurance any amounts deposited with the Mortgagee pursuant to the provisions of this Section unless the Mortgagor, while no Event of Default exists hereunder, shall have requested Mortgagee in writing to make application of such deposits then on hand to the payment of the particular Impositions or the premiums on insurance for the payment of which such deposits were made, which request shall be accompanied by the bills therefor. 4.18 Indemnity - Hold Harmless. Mortgagor shall forever indemnify and hold the Mortgagee harmless from all costs and expenses including, without limitation, reasonable attorneys' fees, and costs of a title search, continuation or abstract and preparation of survey, incurred by reason of any action, suit, proceeding, hearing, motion or application before any Court or administrative agency in or to which the Mortgagee may be or become a party by reason of this Mortgage, including, without limitation, condemnation, bankruptcy and administrative proceedings, as well as any other of the foregoing wherein proof of claim is by law required to be filed or in which it becomes necessary to defend or uphold the terms of this Mortgage, and all money paid or expended by Mortgagee in that regard, together with interest thereon from day of such payment at the rate set forth in the Note, shall be so much additional Indebtedness and, except as otherwise provided herein, shall be immediately and without notice due and payable by Mortgagor. In furtherance of the foregoing, and not in limitation thereto, the Mortgagor agrees to indemnify and hold harmless the Mortgagee from and against any loss, cost, damage, liability (including, but not limited to, liability as an "owner" or "operator" under applicable state and federal law), expense, action, suit, penalty, fine, claim or fee (including, but not limited to, attorneys' fees, engineering and laboratory fees and clean-up and containment costs) the Mortgagee may incur as a result of any failure, breach or default by the Mortgagor hereunder or because of the presence or alleged presence of any hazardous waste or hazardous substances on the Mortgaged Property or the violation of any federal, state or local environmental law or regulation. The indemnification obligations of the Mortgagor under this Section 4.18 shall survive any foreclosure hereof or any conveyance of the Mortgaged Property in lieu of such foreclosure or any termination or satisfaction of this Mortgage. 4.19 Payment of Indebtedness. Mortgagor covenants that it will promptly pay and discharge the Indebtedness in strict accordance with the terms and conditions of the Note and the Security Documents, at the time, place and manner therein specified and according to the true intent and meaning thereof, all in any coin or currency of the United States of America which at the time of such payment shal I be legal tender for the payment of public and private debts. 4.20 Contracts of Sale. Each contract of sale covering the Mortgaged Property or any portion thereof shall be from a purchaser who is not related to or affiliated with the Mortgagor, any of the Co-Makers, any of the Affiliates and shall (a) be in form and for a price at least equal to the fair market value thereof, and (b) not be subject to cancellation by the contract purchaser without loss of the deposit, except for cause or as may be provided by applicable statute. The Mortgagor irrevocably authorizes the Mortgagee, at its sole option, to collect, in the name of the Mortgagor or in its own name as assignee, the release payment(s) due the Mortgagee pursuant to Paragraph 9.0 below, provided however, that upon the occurrence of an Event of Default, the Mortgagee shall be authorized to receive one hundred percent (1000/6) of all payments due or to become due under any contract of sale until such time as the Event of Default has been cured. The Mortgagor agrees that it will facilitate in every reasonable way the collection by the Mortgagee of such payments, and will, upon written request by the Mortgagee, execute a written notice and deliver the same to each purchaser . -14- 1 directing the purchaser to make such payments to the Mortgagee. In no event shall the Mortgagee be accountable for more moneys than it actually receives pursuant to a contract of sale, nor shall the Mortgagee be liable for any failure to collect payments under any contract of sale. The right to determine the method of collection and the extent to which the enforcement of collection shall be prosecuted is reserved to the sole discretion of the Mortgagee. The Mortgagor shall furnish-to the Mortgagee, within ten (10) days after a written request from the Mortgagee, a written certification containing the names of all contract purchasers of any portion of the Mortgaged Property and shall attach to such certification a copy of each applicable contract of sale. Nothing contained in this Section shall (a) be construed as a consent by the Mortgagee to any transfer of the Mortgaged Property, or (b) constitute a delegation to the Mortgagee of any of the Mortgagors duties or obligations under any contract of sale. The Mortgagor agrees to indemnify the Mortgagee and the Mortgagees for, and forever hold them harmless from, any claim arising out of, or in connection with, any contract of sale. ARTICLE V NEGATIVE COVENANTS 5.0 Negative Covenants. Until the Indebtedness shall have been paid in full, Mortgagor covenants and agrees as follows: 5.1 Use Violations. Mortgagor will not use or occupy the Mortgaged Property or any part thereof, nor will the Mortgagor permit or allow the same to be used or occupied, for an unlawful purpose or in violation of any certificate of occupancy or other permit or certificate, or in violation of any law, ordinance or regulation, or any covenants, restrictions or reservations affecting the use or occupancy thereof, nor will the Mortgagor suffer any act to be done or any conditions to exist on the Mortgaged Property or any part thereof, or any thing or article to be brought thereon which may be dangerous, unless safeguarded as required by law, or which may, in fact or in law, constitute a nuisance, public or private, or which may make void or voidable any insurance then in force or required by the terms of this Mortgage to be in force with respect thereto. 5.2 Impairment of Security. Mortgagor will take no action which will in any manner impair the value of the Mortgaged Property or the security of this Mortgage. 5.3 Other Liens - Transfers and "Due-on-Sale". (a) The Mortgagor will not, without the prior written consent of the Mortgagee, which may be granted or withheld in Mortgagee's sole and absolute discretion, create or permit to be created or remain, any mortgage, pledge, lien, lease, encumbrance or charge, or security interest, or conditional sale or other title retention agreement, with respect to the Mortgaged Property or any part thereof or income therefrom, whether prior or subordinate to the lien of the Security Documents, other than the Security Documents or as specifically provided for in the Security Documents. is -15- • •. (b) Except for any conveyance, sale, assignment or transfer which is conditioned upon the release of record of this Mortgage and the other Security Documents as to that portion of the Mortgaged Property conveyed, sold, assigned or transferred, the Mortgagor will not, without the prior written consent of the Mortgagee, make, create or consent to any conveyance, sale, assignment or transfer of the Mortgaged Property or any part thereof, other than the Security Documents or as provided for in the Security Documents. ARTICLE VI EVENTS OF DEFAULT 6.0 Events of Default. The term "Event(s) of Default", as used in the Note and in the Security Documents shall mean the occurrence or happening, from time to time, of any one or more of the following or any other occurrences described herein or in any of the other Security Documents to be an Event of Default under this Mortgage. 6.1 Payment of Indebtedness. If the Borrower shall default in the payment of any installment of the Indebtedness when and as the same shall become due and payable, whether at maturity or by acceleration or as part of any prepayment or otherwise, and such default shall continue for a period of five (5) days after the Mortgagor's receipt of written notice of the failure to make any such payment; provided, however, that the Mortgagee shall not be obligated to provide such written notice with respect to any monetary default more than two (2) times during the term of the Note as a condition to such event being an Event of Default hereunder. 6.2 Performance of Obligations. If (i) the Mortgagor shall default in the due observance or performance of any of the Obligations and such default shall continue for a period of fifteen (15) days after receipt of written notice thereof from the Mortgagee to the Mortgagor, said cure period for nonmonetary defaults being subject to extension for up to thirty (30) additional days as long as the Mortgagor is diligently and continuously prosecuting the cure of any such nonmonetary default; provided, however, that the Mortgagee shall not be obligated to provide such written notice with respect to any nonmonetary default more than two (2) times during the term of the Note as a condition to such event being an Event of Default hereunder; or (ii) an Event of Default (as defined therein) occurs under the Note or any of the Security Documents other than this Mortgage. 6.3 Appointment of Receiver. If by the order of a court of competent jurisdiction, a Mortgagee, receiver or liquidator of the Mortgaged Property or any part thereof, or of the Mortgagor, shall be appointed and if such order shall not be discharged or dismissed within thirty (30) days after such appointment. 6.4 Voluntary Bankruptcy. If the Mortgagor shall file a petition in bankruptcy or for an arrangement or for reorganization pursuant to the Federal Bankruptcy Act or any similar law, federal or state, or if, by decree of a court of competent jurisdiction, the Mortgagor shall be adjudicated a bankrupt, or be declared insolvent, or shall make an assignment for the benefit of creditors, or shall admit in writing its inability to pay its debts generally as they become due, or shall consent to the appointment of a receiver or receivers of all or any part of its property. 0 -16- 0 6.5 Involuntary Bankruptcy. If any of the creditors of the Mortgagor or any other person shall file a petition in bankruptcy against the Mortgagor or for reorganization of the Mortgagor pursuant to the Federal Bankruptcy Act or any similar law, federal or state, and if such petition shall not be discharged or dismissed within thirty (30) days after the date on which such petition was filed. 6.6 Judgments. If final judgment for the payment of money shall be rendered against the Mortgagor and if the Mortgagor shall not discharge the some or cause it to be discharged within thirty (30) days from the entry thereof, or shall not appeal therefrom or from the order, decree or process upon which or pursuant to which said judgment was granted, based or entered, and secure a stay of execution pending the disposition of such appeal. 6.7 Dissolution. If Mortgagor shall dissolve or liquidate, and such dissolution or liquidation is not in connection with a reorganization, merger or consolidation approved in writing by the Mortgagee. 6.8 False Representation. If any representation or warranty made by the Mortgagor, or others on behalf of the Mortgagor, under or pursuant to the commitment for the Loan issued by the Mortgagee and accepted by the Mortgagor, the Note or the Security Documents shall prove to have been false or misleading in any material respect as of the date on which such representation or warranty was made. 6.9 Foreclosure of other Liens - Other Defaults. If the holder of a junior, subordinate or senior lien on the Mortgaged Property or any part thereof, or the holder of any other lien on the Mortgaged Property or any part thereof (without hereby imputing or implying the consent of the Mortgagee to any such junior, subordinated, senior or other lien) commences foreclosure proceedings or other similar proceedings for the enforcement of its remedies; or if an event of default should occur and remain uncured for the duration of any applicable grace period (whether or not foreclosure proceedings or other similar proceedings are commenced) with respect to the payment of any other indebtedness or the performance of any other obligations which is secured by the Mortgaged Property or any part thereof. 6.10 Miscellaneous Transfers - Control of Mortgagor. (a) If beneficial ownership of the Mortgagor shall change, without the prior written consent of the Mortgagee; or (b) If the Mortgagor shall cause or institute any proceeding for dissolution, termination or merger of the Mortgagor without the prior written consent of the Mortgagee; or (c) If any of the ownership interests of the Mortgagor is transferred without the prior written consent of the Mortgagee. 0 -17- 0 6.11 Mechanics/Materialmens Liens. If a lien is filed against any portion of the Mortgaged Property and such lien is not discharged or bonded within thirty (30) days after court approval of any such lien. 6.12 Cross Default: Co-Makers: Affiliates. If any Event of Default enumerated in this Article VI shall occur with respect to any other loan made by the Mortgagee or its affiliates to any of the Mortgagor, Co-Makers and/or the Affiliates, or if any of the Co-Makers and/or Affiliates shall, as applicable, pass away, become incapacitated, dissolve, liquidate or suffer a material adverse change in its/his/her financial condition. 6.13 Senior Lien in Bankruptcy. If a lien or security interest senior or of equal priority to the lien and security interest of this Mortgage is created pursuant to Section 364 of the United States Bankruptcy Code, as amended. 6.14 Insecurity. If the Mortgagee, in its sole but reasonable discretion and acting in good faith, deems that that there exists a strong possibility that (i) the Indebtedness will not be paid in full, and/or (ii) the Obligations will not be completely satisfied. ARTICLE VII DEFAULT AND FORECLOSURE 7.0 Remedies. If an Event of Default shall occur, then the Mortgagee may, at the option of the Mortgagee, exercise any or all of the following remedies: (a) Acceleration -Subject to All Upon Default. Without further notice, declare the entire unpaid balance of the Indebtedness (if not then due and payable) to be due and payable in full, whereupon the same shall become and be immediately due and payable, anything in the Note or the Security Documents to the contrary notwithstanding. (b) Entry and Operation of Mortgaged Propert y. During the continuance of any such Event of Default, the Mortgagee may, by itself, its agents or attorneys, enter into and upon the Mortgaged Property or any part thereof, and may exclude the Mortgagor and its agents and servants wholly therefrom; and having and holding the same, may use, operate, manage and control the Mortgaged Property and conduct the business thereof, either personally or by its superintendents, managers, agents, servants, attorneys or receivers; and upon every such entry, the Mortgagee, at the expense of the Mortgaged Property and the Mortgagor, from time to time, either by purchase, repairs or construction, may employ such contractors, subcontractors, agents, architects and engineers and maintain and restore the Mortgaged Property whereof they shall become possessed as aforesaid, may make such changes and additions to the Improvements as they may deem desirable and may insure the same; and likewise, from time to time, at the expense of the Mortgaged Property, the Mortgagee may make all necessary or proper repairs, renewals and replacements and such useful alterations, additions, betterments and improvements thereto and thereon as to it may seem advisable; and in every such case the Mortgagee shall have the right to manage and operate the Mortgaged Property and to carry on the business thereof and exercise all rights and powers of the Mortgagor with respect thereto either in the name of the Mortgagor or otherwise as it shall deem best; and the Mortgagee shall be entitled to collect -18- and receive all earnings, revenues, rents, issues, profits and income of the Mortgaged Property and every part thereof, all of which shall for all purposes constitute the property of the Mortgagor; and after deducting the expenses of conducting the business thereof and of all maintenance, repairs, renewals, replacements, alterations, additions, betterments and improvements and amounts necessary to pay for taxes, assessments, insurance and other proper charges upon the Mortgaged Property or any part thereof, as well as just and reasonable compensation for the services of all attorneys, counsel, agents, clerks, servants and other employees by the Mortgagee reasonably and properly engaged and employed, the Mortgagee shall apply the moneys arising as aforesaid to the payment of the Indebtedness. Whenever all that is due on account of the Indebtedness has been paid in full, the Mortgagee shall surrender possession of the Mortgaged Property to the Mortgagor. FOR THE PURPOSE OF OBTAINING POSSESSION OF THE MORTGAGED PROPERTY FOLLOWING ANY DEFAULT HEREUNDER OR UNDER THE NOTE, MORTGAGOR HEREBY AUTHORIZES AND EMPOWERS ANY ATTORNEY OF ANY COURT OF RECORD IN THE COMMONWEALTH OF PENNSYLVANIA OR ELSEWHERE, AS ATTORNEY FOR MORTGAGOR AND ALL PERSONS CLAIMING UNDER OR THROUGH MORTGAGOR, TO SIGN AN AGREEMENT FOR ENTERING IN ANY COMPETENT COURT AN ACTION IN EJECTMENT FOR POSSESSION OF THE MORTGAGED PROPERTY AND TO APPEAR FOR AND CONFESS JUDGMENT AGAINST MORTGAGOR, AND AGAINST ALL PERSONS CLAIMING UNDER OR THROUGH MORTGAGOR, IN FAVOR OF MORTGAGEE, FOR RECOVERY BY MORTGAGEE OF POSSESSION THEREOF, FOR WHICH THIS MORTGAGE OR A COPY HEREOF, VERIFIED BY AFFIDAVIT, SHALL BE SUFFICIENT WARRANT; AND THEREUPON A WRIT OF POSSESSION MAY IMMEDIATELY ISSUE FOR POSSESSION OF THE MORTGAGED PROPERTY, WITHOUT ANY PRIOR WRIT OR PROCEEDING WHATSOEVER AND WITHOUT ANY STAY OF EXECUTION. If for any reason after such action has been commenced it shall be discontinued or suspended, or possession of the Mortgaged Property shall remain in or be restored to Mortgagor, Mortgagee shall have the right for the same default or any subsequent default to bring an amicable action in ejectment and confess judgment therein before or after the institution of proceedings to foreclose this Mortgage or to enforce the Note, or after entry of judgment therein or on the Note, or after a sheriffs sale or judicial sale or other foreclosure sale of the Mortgaged Property in which Mortgagee is the successful bidder, it being the understanding of the parties that the authorization to pursue such proceedings for obtaining possession and confession of judgment therein is an essential part of the remedies for enforcement of the Mortgage and shall survive any execution sale to. Mortgagee. (c) Foreclosure and Sale. Prior to commencing foreclosure proceedings pursuant to this Section 7.0(c), the Mortgagee shall provide notice to the Mortgagor in accordance with Section 11.1 hereof specifying: (i) the Event of Default which has occurred, (ii) the action required to cure such Event of Default, (iii) a date, not less than five (5) calendar days from the effective date of such notice to the Mortgagor, by which such Event of Default must be cured (it being understood and agreed that any cure involving the payment of funds must be made by cash, certified or cashiers funds or wire transfer), and (iv) that the failure to cure such Event of Default on or before the date specified in the notice may result in the Mortgagee commencing foreclosure proceedings pursuant to this Mortgage. Notwithstanding the provisions of the preceding sentence, the Mortgagee shall not be required to provide notice to the Mortgagor with respect to the occurrence of any Event of Default more than two (2) times during any twelve (12) month period of the term of the Loan as a condition to commencing foreclosure proceedings hereunder. Mortgagee may initiate sale in accordance with Pennsylvania law. (d) Other Remedies. During the continuance of any Event of Default, and the Mortgagee may take such other steps to protect and enforce their respective rights, whether by action, suit or proceeding in equity or at law, or in aid of any power granted in the Note or the Security Documents, or for the enforcement of any other appropriate legal or equitable remedy, or otherwise, as the Mortgagee may elect. is -19- 7.1 Other Security. Mortgagee may resort to any other security held by the Mortgagee for the payment of the Indebtedness or the performance of the Obligations in such order and manner as the Mortgagee may elect and no such action by the Mortgagee shall operate to modify or terminate any of the rights, powers or remedies contained in the Note or the Security Documents. 7.2 Acceleration Upon Sale. In the event of any sale made under or by virtue of this Article, whether made under the power of sale herein granted or under or by virtue of judicial proceedings or of a judgment or decree of foreclosure and sale, the entire Indebtedness, if not previously due and payable, and all other sums required to be paid by the Mortgagor pursuant to the Note and the Security Documents, shall immediately become due and payable in full, anything in the Note or the Security Documents to the contrary notwithstanding. If an Event of Default should occur, and following the acceleration of maturity as in this Mortgage provided for, a tender of payment by the Mortgagor of the amount then necessary to satisfy the entire Indebtedness made at any time prior to any sale made under or by virtue of this Article, whether made under the power of sale herein granted or under or by virtue of judicial proceedings or of a judgment or decree of foreclosure and sale, shall constitute an evasion of the prepayment provisions of the Note, if any, and shall be deemed to be a voluntary prepayment of the Indebtedness and, to the extent permitted by applicable law, such payment shall include the prepayment premium required by the Note, if any. 7.3 Purchase by Mortgagee or its Affiliates. In the event of any sale made under or by virtue of this Article, whether made under the power of sale herein granted or under or by virtue of judicial proceedings or of a judgment or decree of foreclosure and sale, the Mortgagee or its affiliates shall be competent to bid for and acquire the Mortgaged Property or any part thereof. 7.4 Separate Sales. In the event of any sale made under or by virtue of this Article, whether made under the power of sale herein granted or under or by virtue of judicial proceedings or of a judgment or decree of foreclosure and sale, the Mortgagee may sell the Mortgaged Property or any part thereof in one parcel as an entirety or in such parcels and in such manner or order as the Mortgagee, in the sole exercise of its discretion, may elect. 7.5 Rescission of Election to Accelerate. In the event the Mortgagee shall elect to accelerate the maturity of the Indebtedness pursuant to the provisions of this Mortgage, such election may be rescinded by written acknowledgment to that effect by the Mortgagee; provided, however, that the acceptance of a partial payment on account of the Indebtedness shall not alone effect or rescind such election. 7.6 Recovery of Judgment. During the continuation of any Event of Default, the Mortgagee shat l be entitled and empowered to institute such actions or proceedings at law or in equity as it may consider advisable for the collection of the entire unpaid balance of the Indebtedness, and may prosecute any such action or proceedings to judgment or final decree, and may enforce any such judgment or final decree against the Mortgagor in any manner provided by law. The Mortgagee shall be entitled to recover judgment as aforesaid either before or after or during the pendency of any proceeding for the enforcement of any remedies provided for in the Note or the Security Documents. In the event of a sale of the Mortgaged Property, and of the application of the proceeds of sale, as in this Mortgage provided, to the payment of the Indebtedness, the Mortgagee shall be entitled to enforce payment of, and to receive all amounts then remaining due and unpaid upon the Indebtedness and shall be entitled to recover judgment for any portion of the Indebtedness remaining unpaid, with interest as provided in the Note. In case of proceedings against the Mortgagor in insolvency or bankruptcy or any proceedings for its reorganization or involving the liquidation of its assets, then the Mortgagee shall be entitled to prove the whole amount due on account of the Indebtedness, without deducting therefrom any proceeds obtaining from the sale of the whole or any part of the Mortgaged Property; provided, however, that in no case shall the Mortgagee receive a greater amount than the total amount due on account 0 -20- • •: of the Indebtedness from the aggregate amount of the proceeds of the sale of the Mortgaged Property and the distribution from the estate of the Mortgagor. 7.7 Appointment of Receiver. During the continuance of any Event of Default or immediately upon the commencement of any action, suit or other legal proceeding by the Mortgagee to obtain judgment for the amount due on account of the Indebtedness or otherwise in aid of the enforcement of any rights, powers or remedies contained in the Note or the Security Documents, the Mortgagor, if required so to do by the Mortgagee, will consent to the appointment of a receiver or receivers of the Mortgaged Property and of all of the earnings, revenues; rents, issues, profits and income thereof; provided, however, that notwithstanding the appointment of any receiver as aforesaid, the Mortgagee shall be entitled to retain possession and control of the Mortgaged Property. Such receiver shall have all of the powers and authority permitted by applicable law. 7.8 Discontinuance of Proceedings. In the event the Mortgagee or the Mortgagee shall commence any proceeding to enforce any right, power or remedy under the Note or the Security Documents and such proceedings shall be discontinued or abandoned for any reason, then in every such case the parties shall be restored to their former positions and the rights, powers and remedies of the Mortgagee and the Mortgagee shall continue as if no such proceedings had been commenced. 7.9 No Conditions Precedent to Exercise of Remedies. Neither the Mortgagor nor any of the Co- Makers shall be relieved of any obligation by reason of the failure of Mortgagee to comply with any request of the Mortgagor or of any other person to take action to foreclose on this Mortgage or otherwise to enforce any provisions of the Note or the Security Documents, or by reason of the release, regardless of consideration, of all or any part of the Mortgaged Property, or by reason of any agreement or stipulation between any subsequent owner of the Mortgaged Property and Mortgagee extending the time of payment or modifying the terms of the Note or the Security Documents without first having obtained the consent of the Mortgagor or such guarantor; and, in the latter event, the Mortgagor and all such guarantors shall continue to be liable to snake payment according to the terms of any such extension or modification agreement, unless expressly released and discharged in writing by Mortgagee. 7.10 Remedies Cumulative and Concurrent. No remedy herein conferred upon or reserved to the Mortgagee is intended to be exclusive of any other remedy or remedies, and each and every such remedy shall be cumulative, and shall be in addition to every other remedy given hereunder or now or hereafter existing at law or in equity or by statute. Every right, power and remedy given by this Mortgage shall be concurrent and may be pursued separately, successively or together against the Mortgagor, any guarantor of the payment of all or any part of the Indebtedness or the performance of any of the Obligations, or the Mortgaged Property or any part thereof, or any one or more of them; and every right, power and remedy given by this Mortgage to the Mortgagee may be exercised from time to time and as often as may be deemed expedient by the Mortgagee. 7.11 Strict Performance. No delay or omission of the Mortgagee to exercise any right, power or remedy accruing upon the happening of an Event of Default shall impair any such right, power or remedy or be construed to be a waiver of any such Event of Default or any acquiescence therein. No delay or omission on the part of the Mortgagee to exercise any option for acceleration of the maturity of the Indebtedness, or for foreclosure following any Event of Default as aforesaid, or any other option granted to the Mortgagee hereunder in any one or more instances, or the acceptances by the Mortgagee of any partial payment on account of the Indebtedness, shall constitute a waiver of any such Event of Default and each such option shal l remain continuously in full force and effect. 0 -21- 7.12 Application of Proceeds. The proceeds of any sale made under or by virtue of this Article, whether made under the power of sale herein granted or under or by virtue of judicial proceedings or of a judgment or decree of foreclosure and sale, together with any other sum which may then be held by the Mortgagee pursuant to this Mortgage, whether under the provisions of this Article or otherwise, shall be applied as follows: (a) First, to the payment of the costs and expenses of such sale, including, without limitation, reasonable compensation to the Mortgagee, their respective agents and counsel, and to any judicial or other proceeding wherein the same may be made, and of all expenses, liabilities and advances made or incurred by the Mortgagee under this Mortgage, and all taxes and assessments due upon the Mortgaged Property at the time of such sale and to discharge any other lien prior to this Mortgage, except any taxes, assessments or other liens subject to which the Mortgaged Property shall have been sold. (b) Second, to the payment of whatever may then remain unpaid on account of the Indebtedness, with interest thereon to the date of payment or as otherwise provided in the Note and the Security Documents. (c) Third, to the payment of any other sums required to be paid by the Mortgagor pursuant to any provisions of the Note or the Security Documents, including, without limitation, all expenses, liabilities and advances made or incurred by the Mortgagee under this Mortgage or in connection with the enforcement thereof, together with interest on all such advances. (d) Fourth, to the payment of the surplus, if any, to the Mortgagor or to whomsoever may be lawfully entitled to receive the same upon the delivery and surrender of the Mortgaged Property sold and conveyed and upon the delivery of all records, books, leases, contracts, security deposits, agreements and other materials relating to the Mortgaged Property or the operation thereof to the Trustee or the purchaser. 7.13 Personal Propert y. It is the express understanding and intent of the parties that as to any personal property interests subject to Chapter 9 of the Uniform Commercial Code, Mortgagee, upon an Event of Default, may proceed under such Uniform Commercial Code or may proceed as to both real and personal property interests in accordance with the provisions of this Deed of Trust and its rights and remedies in respect to real property, as specifically permitted under the Uniform Commercial Code, and treat both real and personal property interests as one parcel or package of security. 7.14 NOTWITHSTANDING THE FACT THAT ONE OF MORE OTHER PARTIES MAYBE JOINTLY AND SEVERALLY LIABLE WITH MORTGAGOR UNDERTHE NOTE, MORTGAGEE MAY EXERCISE ANY AND ALL OF ITS RIGHTS UNDER THIS MORTGAGE AND THE SECURITY DOCUMENTS WITHOUT PROCEEDING AGAINST, OR ENFORCING ITS RIGHTS AGAINST, SUCH OTHER PARTIES. ARTICLE VII EMINENT DOMAIN - CONDEMNATION 8.0 Notice. Mortgagor shall give the Mortgagee prompt written notice of the actual or threatened commencement of any proceedings under the power of condemnation or eminent domain affecting all or any part of the Mortgaged Property, and the Mortgagor will deliver to the Mortgagee true and complete copies of any and all documents and papers served upon the Mortgagor in connection with any such proceedings promptly following receipt thereof by the Mortgagor. -22- 8.1 Assignment of Condemnation Awards. Mortgagor hereby irrevocably assigns, transfers and sets over unto the Mortgagee all right, title, interest and estate of the Mortgagor in and to any award or payment made in respect of any proceeding under the power of condemnation or eminent domain relating to the Mortgaged Property, including without limiting the generality of the foregoing: (a) any taking, whether permanent or temporary, of the Mortgaged Property or any part thereof or interest therein as a result of, or by agreement in anticipation or in lieu of, any exercise of the power of condemnation or eminent domain; and (b) any such taking of any appurtenances to the Mortgaged Property or of vaults, areas, projections or the like outside the boundaries of the Mortgaged Property, or rights or interests in, below or above the ways, streets or alleys adjacent or proximate to the Mortgaged Property, or rights or benefits of light, air, view or access to the Mortgaged Property or said ways, streets or alleys, or for the taking of space or rights therein or below or above the Mortgaged Property; and (e) any damage to the Mortgaged Property or any part thereof due to governmental action affecting but not resulting in a taking of the Mortgaged Property, including, by way of example and not by way of limitation, the changing of the grade of a street adjacent or proximate to the Mortgaged Property. 8.2 Prosecution - Diligence. Mortgagor covenants and agrees to initiate its claim or claims for any such award or payment promptly, to prosecute the same diligently and in good faith and to cause the same to be collected and paid over to the Mortgagee, and the Mortgagor hereby irrevocably authorizes the Mortgagee, in the name of the Mortgagor or otherwise, to collect and receipt for any such award or payment and to initiate and prosecute such claim or claims. 8.3 Application of Proceeds. All proceeds received by or for the account of the Mortgagee as a result of, or by agreement in anticipation or in lieu of, any exercise of the power of condemnation or eminent domain with respect to the Mortgaged Property, shall be applied by the Mortgagee in the order of priority described in Section 7.12 herein. ARTICLE IX RELEASES 9.0 Release of Lien. The lien of this Mortgage and the other Security Documents shall be released at the expense of the Mortgagor upon payment in full of the Indebtedness and satisfaction and discharge of the Obligations. ARTICLE X ASSIGNMENT OF LEASES AND RENTS; PROCEEDS-. CONTRACTS OF SALE, PRIVATE UTILITY COMPANIES AND PRIVATE UTILITY CHARGES 10.0 Assignments. (a) Leases and Rents. In order to further secure the payment of the Indebtedness and the performance and discharge of the Obligations, the Mortgagor does hereby unconditionally and irrevocably grant, assign, transfer and set over unto to the Mortgagee all of the right, title, interest and estate of the Mortgagor in and to any the leases, whether now or hereafter executed, pertaining to the Mortgaged Property and the rents and revenues therefrom, including those now due, past due, or to become due. The Mortgagor authorizes the Mortgagee or Mortgagee's agent to collect the aforesaid rents and revenues and hereby directs each tenant of the Mortgaged Property to pay such rent to the Mortgagee or Mortgagee's agent; provided, 0 -23- however that prior to written notice given by the Mortgagee to the Mortgagor of the breach by the Mortgagor of any covenant or agreement of the Mortgagor in this Mortgage, the Mortgagor shall collect and receive all rents and revenues of the Mortgaged Property as trustee for the benefit of the Mortgagee and the Mortgagor, and apply the rents and revenues so collected to the sums due and owing under the Note and this Mortgage, with the balance, so long as no such breach has occurred, to the account of the Mortgagor. The Mortgagor agrees that each tenant of the Mortgaged Property shall pay such rents to the Mortgagee or Mortgagee's agent on the Mortgagee's written demand therefor without any liability on the part of said tenant to inquire further as to the existence of a default by the Mortgagor. The Mortgagor shall comply with the terms and conditions of all the leases, whether now existing or hereafter executed. The Mortgagor will not, without the prior written consent of the Mortgagee, (a) assign the rents or any part thereof or any other interest in any lease; (b) cancel, terminate or surrender any lease or consent to or accept any such cancellation, termination or surrender other than in the ordinary course of business; (c) amend or modify any such lease in any way other than in the ordinary course of business; (d) receive or accept rent for more than one month in advance; (e) consent to any assignment or subletting by any lessee; or (f) receive or accept any rental security deposit unless the same is placed in an escrow account reasonably acceptable to the Mortgagee and held and used only for the purposes for which the same was received. In the event of a foreclosure sale hereunder, any balance in said escrow account shall be transferred to the purchaser at such foreclosure sale. Notwithstanding anything contained herein to the contrary, all leases of the Mortgaged Property shall be subordinate to the lien of this Mortgage. (b) Proceeds: Contracts of Sale. In order to further secure the payment of the Indebtedness and the performance and discharge of the Obligations, the Mortgagor does hereby unconditionally and irrevocably grant, assign, transfer and set over unto to the Mortgagee all of the right, title, interest and estate of the Mortgagor in and to any contracts for the sale of the whole or any part of the Mortgaged Property now or hereafter entered into, including, without limitation, all of the proceeds thereof and any funds deposited thereunder to secure performance by the purchasers of their obligations thereunder, and including, again without limitation, the right at the election of the Mortgagee to receive and collect all such proceeds; provided, however, until an Event of Default, Mortgagee shall permit the Mortgagor to possess and enjoy the contracts of sale and a license to receive the rents, issues and profits thereof. In furtherance of the foregoing assignment, the Mortgagor irrevocably authorizes the Mortgagee, by its employees and agents, at its option, to collect, in the name of the Mortgagor or in its own name as assignee, the proceeds of any such contract; and, to this end, the Mortgagor further agrees that it will facilitate in every reasonable way the collection by the Mortgagee of such proceeds, and will, at the written request of the Mortgagee execute a written notice and deliver the same to each purchaser directing the purchaser to pay the proceeds to the Mortgagee. In no event shall the Mortgagee be accountable for more moneys than it actually receives from the Mortgaged Property, nor shall the Mortgagee be liable for any failure to collect the proceeds of sale; and the right to determine the method of collection and the extent to which the enforcement of collection shall be prosecuted is reserved to the sole discretion of the Mortgagee. (c) Private Utility Charges. In order to further secure the payment of the Indebtedness and the performance and discharge of the Obligations, the Mortgagor does hereby unconditionally and irrevocably grant, assign, transfer and set over unto to the Mortgagee all of the right, title, interest and estate of the Mortgagor and its Affiliates in and to any private utility companies, whether now or hereafter created, pertaining to the Mortgaged Property and the installment payments, sales proceeds and/or revenues directly or indirectly attributable to the operations thereof, including those now due, past due, or to become due. The Mortgagor authorizes the Mortgagee or Mortgagee's agent to collect the aforesaid installment payments, sales proceeds and revenues and hereby directs each payor of such "private utility charges" (i.e., installment payments, sales proceeds and/or revenues) to pay such charges to the Mortgagee or Mortgagee's agent; 0 -24- provided, however that prior to written notice given by the Mortgagee to the Mortgagor of the breach by the Mortgagor of any covenant or agreement of the Mortgagor in this Mortgage, the Mortgagor shall have a revocable license to collect and receive all such installment payments, sales proceeds and revenues of the private utility charges as trustee for the benefit of the Mortgagee and the Mortgagor, and apply such charges so collected to the sums due and owing under the Note and this Mortgage, with the balance, so long as no such breach has occurred, to the account of the Mortgagor. The Mortgagor agrees that each payor of the private utility charges shall pay such amount to the Mortgagee or Mortgagee's agent on the Mortgagee's written demand therefor without any liability on the part of said payor to inquire further as to the existence of a default by the Mortgagor. The Mortgagor shall comply with the terms and conditions of all declarations and/or contracts establishing any such private utility companies and/or private utility charges, whether now existing or hereafter executed. The Mortgagor will not, without the prior written consent of the Mortgagee, sell, transfer, conveyor otherwise assign any such private utility charges (or any portion thereof) or any other interest in any private utility company. 10.1 Assignments to Third Parties. Mortgagor hereby covenants and warrants to the Mortgagee that, except as may be specifically provided for in the Security Documents to the contrary, it has executed no prior assignment or pledge of the leases or the proceeds of the sale of the Mortgaged Property, nor any prior assignment or pledge of its interest in any lease or contract for the sale of the whole or any part of the Mortgaged Property. Mortgagor will not, without the prior written consent of the Mortgagee, execute any assignment or pledge of the leases or the proceeds of the sale of the Mortgaged Property, nor any assignment or pledge of its interest in any lease or contract for the sale of the whole or any part of the Mortgaged Property, whether prior or subordinate to the lien of the Security Documents, other than the Security Documents. 10.2 Contracts. Mortgagor shall furnish to the Mortgagee, within ten (10) days after a written request from the Mortgagee so to do, a written statement containing the names of all lessees or purchasers of the whole or any part of the Mortgaged Property and the terms of their respective leases or contracts. 10.3 Limitations. Nothing contained in this Article shall be construed as consent by the Mortgagee to any conveyance, sale, assignment or transfer of the Mortgaged Property or any part thereof unless such conveyance, sale, assignment or transfer is conditioned upon the release of record of this Mortgage and the other Security Documents as to that portion of the Mortgaged Property conveyed, sold, assigned or transferred. ARTICLE IX MISCELLANEOUS 11.0 No Warranty by Mortgagee. By accepting or approving anything required to be observed, performed or fulfilled by the Mortgagor or to be given to Mortgagee pursuant to the Note or the Security Documents, including, without limitation, any certificate, balance sheet, statement of profit and loss or other financial statement, survey, subdivision plat, easement, plans and specifications, contract, receipt, appraisal or insurance policy, the Mortgagee shall not be deemed to have warranted or represented the sufficiency, legality, effectiveness or legal effect of the same, or of any term, provision or condition thereof, and such acceptance or approval thereof shall not be or constitute any warranty or representation with respect thereto by Mortgagee. 11.1 Notice. All notices, demands, requests and other communications required pursuant to the provisions of the Note and the Security Documents shall be in writing sent to the address for the 0 -25- 1 Mortgagor, and the Mortgagee first hereinabove set forth, and shall be deemed to have been properly given or served and received (i) on the date of delivery of the notice by hand (or the date such delivery is refused), (ii) the next business day following the day on which the same shall have been placed in the hands of a nationally recognized courier service for overnight delivery, with all charges prepaid, or (iii) on the second business day following the day on which the same shall have been mailed by United States registered or certified mail, return receipt requested, with all postage charges prepaid. Any of the parties may designate a change of address by notice in writing to the other parties. Whenever in this Mortgage the giving of notice by mail or otherwise is required, then giving of such notice may be waived in writing by the person or persons entitled to receive such notice. 11.2 No Partnership - Third Parties. Nothing contained in the Note or the Security Documents shall be construed in a manner to create any relationship between the Mortgagor and the Mortgagee other than the relationship of borrower and lender and the Mortgagor and the Mortgagee shall not be considered partners or co-venturers for any purpose. The terms and provisions of the Note and the Security Documents are for the benefit of the Mortgagor, the Mortgagee, the Mortgagee, their respective successors, assigns, endorsees and transferees and all persons claiming under or through them and no other person shall have any right or cause of action on account thereof. 11.3 Severability. In the event any one or more of the provisions of the Note or the Security Documents shall for any reason be held to be invalid, illegal or unenforceable, in whole or in part or in any respect, or in the event any one or more of the provisions of the Note or the Security Documents operate or would prospectively operate to invalidate this Mortgage, then and in either of those events, at the option of the Mortgagee, such provision or provisions only shall be held for naught as though not contained herein and shall not affect any other provision of the Note or the Security Documents or the validity of the remaining Obligations and the remaining provisions of the Note and the Security Documents shall remain operative and in full force and effect and shall in no way be affected, prejudiced or disturbed thereby. 11.4 Successors and Assi¢ns. All of the grants, covenants, terms, provisions and conditions of the Note and the Security Documents shall tun with and bind the Mortgaged Property and shall apply, bind and inure to the benefit of the successors and assigns of the Mortgagor, the successors in trust of the Mortgagee and the endorsers, transferees, successors and assigns of the Mortgagee, and all persons claiming under or through any of them. 11.5 Modification - Waiver. None of the terms or provisions of the Note or the Security Documents may be changed, waived, modified, discharged or terminated except by instrument in writing executed by the party or parties against which enforcement of the change, waiver, modification, discharge or termination is asserted. None of the terms or provisions of the Note or the Security Documents shall be deemed to have been abrogated or waived by reason of any failure or failures to enforce the same. 11.6 Reliance. In the event the Mortgagee shall elect, pursuant to the provisions of this Mortgage, to make any advances for the account of the Mortgagor or for the protection of the validity, security or priority of the lien hereof, including, without limitation, any advance made pursuant to the provisions of Section 4.14 of Article IV of this Mortgage, then and in any of those events the Mortgagee shall be entitled to rely on any statement, bill or assessment of any public or quasi-public body without inquiry into the accuracy or validity thereof and, further, the Mortgagee shall not be required to inquire into the validity of any apparent or threatened adverse claim of title, lien, encumbrance, claim or charge before making an advance to prevent or remove the same. 0 -26- r 11.7 CARtions and Headings. The captions and headings contained in this Mortgage are included herein for convenience of reference only and shall not be considered a part hereof and are not in any way intended to limit or enlarge the terns hereof. 11.8 Counterparts. This Mortgage may be executed in any number of counterparts, each of which shall be considered an original for all purposes; provided, however, that all such counterparts shall together constitute one and the same instrument. 11.9 Applicable Law. This Mortgage shall be governed by and construed, interpreted and enforced in accordance with and pursuant to the laws of the jurisdiction where the Mortgaged Property is located. Venue shall lie exclusively in Cumberland County, Pennsylvania for all proceedings hereunder. 11.10 Lesiislation Affecting Mortgagee's Rixhts. If enactment or expiration of applicable laws has the effect of rendering any provision of the Note or this Mortgage unenforceable according to its terms, the Mortgagee, at its option, may require immediate payment in full of the Indebtedness and may invoke any remedies permitted herein. 11.11 Time of Essence. Time shall be of the essence of each and every provision of the Note and the Security Documents. 11.12 Nature of Loan. Mortgagor hereby represents and warrants that it is a business or commercial organization and further represents and warrants that the loan secured by this Mortgage and the other Security Documents was made and transacted solely for the purpose of carrying on or acquiring a business or commercial enterprise. 11.13 Uniform Commercial Code - Security Agreement. This Mortgage is also intended to be a security agreement pursuant to the Uniform Commercial Code with respect to any of the items described as a part of the Mortgaged Property which, under applicable law, may now or hereafter be deemed to be personal property, fixtures or property other than real estate or which, otherwise, may be subject to a security interest under the Uniform Commercial Code, and the Mortgagor (as "debtor") hereby grants to the Mortgagee (as "secured party") a security interest in any and all such items. All such items are to be used by the Mortgagor solely for business purposes. Mortgagor agrees to execute and deliver to the Mortgagee, from time to time and without expense to the Mortgagee, any financing statements and any extensions, renewals or amendments thereof, in such form as the Mortgagee may reasonably require in order to further evidence or perfect a security interest in such items. If an Event of Default shall occur, the Mortgagee, in addition to every other remedy given hereunder or now or hereafter existing at law or in equity or by statute, shall have all of the rights and remedies of a secured party under the Uniform Commercial Code, "Unless the context otherwise specifies or requires, the terms and provisions contained in this Section 11.13 shall have the meanings specified in the Uniform Commercial Code. The filing of any financing statement with respect to any part of the Mortgaged Property shall never be construed to impair the lien of this Mortgage or any of the other Security Documents, and the intention of the Mortgagor is that all portions of the Mortgaged Property are, and at all times and for all purposes and in all proceedings both legal and equitable, shall be regarded as a part of the real estate. 11.14 Participation in Loan. Mortgagor recognizes that the Mortgagee may sell and transfer interests in the loan evidenced by the Note to one or more participants and that all documentation, financial statements, appraisals and other data, or copies thereof, relevant to the Mortgagor may be exhibited to and retained by any such participant or prospective participant. 0 -27- i IN WITNESS WHEREOF, the Mortgagor has caused this Open End, Purchase Money, Credit Line Mortgage and Security Agreement, Assignment of Leases and Rents to be executed under seal as of the day and year first written above. WITNESS: N e A TY AW FRANN MORTGAGOR: McCoy Development, LLC, a Virginia limited liability company By: G&G VA Holdings, LLC Its Manager a) 't? By: [Seal] Karen Smith, Vice President CERTIFICATE OF RESIDENCE I, Tfn??'? u.?r do hereby certify that the correct address of the within-named Mortgagee is 8756 Lewinsville Road, McLean, Virginia 22102. Witness my hand thisod3t"64day of March, 2005. Agent of Mortgagee STATE OF *ARYtANO V1 QG(NIA) COUNTY OF Fl^11tZF?1?C ) I HEREBY CERTIFY that on this ;?Sday of March, 2005 , before me, the undersigned Notary Public of the aforesaid jurisdiction, personally appeared Karen Smith, who acknowledged herself to be the Authorized Person of G&G VA Holdings, LLC, the Manager of McCoy Development, LLC, the Mortgagor in the foregoing Open End, Purchase Money, Credit Line Mortgage and Security Agreement, Assignment of Leases and Rents, known to me (or satisfactorily proven) to be the person whose name is subscribed to the within instrument, and acknowledged that he executecf"thy, same for)he purposes therein in such capacity. [Notarial Seal] My Commission Expires: Nota% Public 0 -28- EXHIBIT A Legal Description of the Land • 03/23/2005 12:06 7179094939 REAGER & ADLER PC First American Title Insurance Company PAGE 00 Commitment No. 1030870281103127648 SCHEDULE C PARCEL ONE: ALL THAT CERTAIN piece or parcel of land situate in South Middleton Township, Cumberland County, Pennsylvania. located along the southern side of Walnut Bottom Road (S.R. 3023) approximately 350 feet east of Garfield Drive said tract being more fally bounded and described as follows: BEGINNING at the intersection of the souther legal right of way line of Walnut Bottom Road (S.R. 3023) and the dividing link of lands N/F of James W. Stafford and lands N/F of The Hatfield Family Limited Partnership; thence along said southern legal right of way line of Walnut Bottom Road North 47 degrees 24 minutes 36 seconds East 1174.36 feet to lands N/F of Paul B. & Marcia A. Treon; thence along lands N/F ofPaul E. & Marcia A. Thou South 42 degrees 35 minutes 24 seconds But 160.00 feet; thence continuing along the same, and by.lands N/F of Lawrence L. & Tammy Jo Shollenberger, aid Joseph F. & Carol A. Harvilla North 47 degrees 24 minutes 36 seconds East 298.00 feet; thence continuing along lands N/F of Joseph F, & Carol A. Harvilla North 24 degrees 12 minutes 41 seconds East 121.85 feet to lands N/F of John R. & Martha R. Howard; thence along lands N/F of John 'R. & Martha R. Howard, North 63 degrees 41 minutes 16 seeorids East 114.84 feet; thence North 54 degrees 07 minutes 04 seconds East 49.75 feet to lands N/F of Edward L. & Olive B. Glass; thence along lands N/F of Edward L. & Olive B. Glass, North 47 degrees 24 minutes 36 seconds East 343.11 feet to lands N/F of Michael A. & Ann E. Stoner; thence along lands N/F of Michael A. & Ann E. Stoner South 41 degrees 35 minutes 24 seconds East 350.00 feet; thence continuing along the same North 47 degrees 24 minutes 36 seconds East 252.50 feet to lands N/F ofMcedpenn Group; thence along lands N/F of Meedpenn Group South 41 degrees 43 minutes 42 seconds East 604.25 feet; thence continuing along the same and by lands N/F of Old . Field Partnership South 05 degrees 25 minutes 00 seconds East 869.60 feet to lands NIP of Miley H. & Ruth v. Jumper; thence continuing along lands N/F of Jumper the following three (3) courses and distances, (1) South 19 degrees • 10 minutes 00 seconds East 796.37 feet. (2) South 68 degrees 04 minutes 38 seconds West 820.28 feet, (3) South 28 degrees 25 minutes 22 seconds East 1110.26 feet to lands N/F of Barbara Dallas Plamer; thence along lands N/F of Barbara Dallas Plamer South 71 degrees 49 minutes 38 seconds West 541.20 feet to lands N/F of Steven A. & Diane L. Schrader; thence along lands N/F of Steven A. & Diane L. Schrader and by lands N/F of the following Gary D. & Brenda K. Kuhn, Andrew J. & Jennifer R. McCormick, Richard R. Finkenbinder, Linda L. Erick, R. Frank, Richard C. & Michael J. Weidner & Linda L. Hutzier, Ross L. dot Betty R. Shuler, and Lynn R. & Rowe M. Bitner North 43 degrees 25 minutes 27 seconds West 2941.35 feet to lands N/F of James W. Stafford; thence along lands N/F of James W. Stafford North 47 degrees 26 minutes 33 seconds East 92.73 feet; thence continuing along the same North 42 degrees 41 minutes " OV2312005 12:06 7179094939 • READER & ADLER PC PAGE 09 47 seconds West 150.05 feet to the southern legal right of way line of Walnut Bottom Road, being the place of BEGINNING. First American Title Insurance Company Commitment No. 103087028/103127648 PARCEL TWO: SCHEDULE C (cou°t) ALL THAT CERTAIN tract of ground situate in South Middletown Township, Cumberland County, Pennsylvania, more particularly bounded and described as follows: IUCT NO.I BEGINNING at an iron pin on the southern right-of-way line of Walnut Bottom Road, which point is at the western line of Lot No. 3 as shown on the hereinafter mentioned Plan of Lots; thence along said Lot No. 3, South 35 degrees 30 minutes East 150.00 feet to an iron pin in line of other lands of John G. Hatfield and Mary Elizabeth Hatfield; thence along said lands of Hatfield, South 54 degrees 30 minutes West 169.58 feet to an iron pin in the eastern line of Lot No. 5 as shown on the hereinafter mentioned Plan of Lots; thence along said Lot No. 5, North 35 degrees 30 minutes West 150.00 feet to an iron pin in the southern right-of-way line of Walnut Bottom Road; thence along the southern right-of-way line of the Walnut Bottom Road, North 54 degrees 30 minutes East 169.58 feet to an iron pin, the place of BEGINNING. BEGINNMG at an iron pin on the southern right-of-way line of Walnut Bottom Road, which point is at the western line of Lot No. 4 as shown on the hereinafter mentioned Plan of Lots; thence along said Lot No. 4, South 35 degrees 30 minutes East 150.00 feet to an iron pin in line of other lairds of John G. Hatfield and Mary Elizabeth Hatfield; thence along said other lands of Hatfield, South 54 degrees, 30 minutes West 1.74.53 feet to an iron pin on the eastern right-of-way line of a future road with a proposed 50 foot dedicated right-of-way; thence along the eastern right. of-way line of proposed future road, by a curve to the left having a radius of 300.00 feet, a distance of 75.80 feet to an iron pin; thence continuing along the eastern right-of-way line of the proposed future road, North 35 degrees 30 minutes West 60.00 feet to an iron pin; thence by a curve to the right having a radius of 15.00 feet and forming the intersection of the proposed future road and Walnut Bottom Road, a distance of 23.56 feet to a monument along the southernright-of-way line of Walnut Bottom Road; thence along the southern right-of-way line of Walnut Bottom Road, North 54 degrees 30 minutes East 150.00 feet to an iron pin, the place of BEGINNING. 0 Ex I??6? F B 03/23/2005 12:06 7179094939 REAGER & ADLER PC First American Title Insurance Company PAGE 09 Commitment No. 103087028/103127648 SCHEDULE C PARCEL ONE: ALL THAT CERTAIN piece or parcel of land situate in South Middleton Township, Cumberiand County, Pemsylvania, located along the southernside of Walnut Bottom Road (S.R. 3023) approximately 350 feet east of Garfield Drive said tract being more &Uy bounded and described as follows: BEGINNING at the intersection of the souther legal right of way line of Walnut Bottom Road (S.R. 3023) and the dividing line of lands N/F of James W. Stafford and lands N/F of The Hatfield Fancily Limited Partnership; thence along said southern legal right of way line of Walnut Bottum Road North 47 degrees 24 minutes 36 seconds East 1174.36 feet to lands NIP of Paul E. & Marcia A. Treon; thence along lands NIF ofPaul E. & Marcia A. Ticon South 42 degrees 35 minutes 24 seconds East 160.00 feet; thence continuing along the same, and by.lands N/F of Lawrence L. & Taaomy Jo Shollenbergcr, and Joseph. F. & Carol A. Harvilla North 47 degrees 24 minutes 36 seconds East 298.00 feet; thence continuing along lands N/F of Joseph F. & Carol A. Harvilla North 24 degrees 12 minutes 41 seconds East 121.85 feet to lands N/F of Jobn R. & Martha R. Howard; thence along lands N/F of John 'R. & Martha R. Howard, North 63 degrees 41 minutes 16 seconds East 114.84 feet; thence North 54 degrees 07 minutes 04 seconds East 49.75 feet to lands N/F of Edward L. & Olive B. Glass; thence along lands N/F of Edward L. & Olive B. Glass, North 47 degrees 24 minutes 36 seconds East 343.11 feet to lands N/F of Michael A. & Ann E. Stoner thence along lands N/F of Michael A. & Ann E. Stoner South 41 degrees 35 minutes 24 seconds East 350.00 feet; thence continuing along the same North 47 degrees 24 minutes 36 seconds East 252.50 feet to lands N/F ofMeedpenn Group; thence along lands N/F of Meedpenn Group South 41 degrees 43 minutes 42 seconds East 604.25 feet; thence continuing along the same and by lands N/F of Old . Field Partnership South 05 degrees 25 minutes 00 seconds But 869.60 feet to lands NIP of Miley H. & Ruth v. Jumper; thence continuing along lands N/F of Jumper the following three (3) courses and distances, (1) South 19 degrees • 10 minutes 00 seconds East 796.37 feet, (2) South 68 degrees 04 minutes 38 seconds West 820.28 feet, (3) South 28 degrees 25 minutes 22 seconds East! 110.26 feet to lands N/F of Barbara Dallas Plamer; thence along lands N/F ofBarbara Dallas Plamer South 71 degrees 49 minutes 38 seconds West 541.20 feet to lands N/F of Steven A. & Diane L. Schrader, thence along lands N/F of Steven A. & Diane L. Schrader and by lands NIP of the following Gary D. & Brenda IC Kuhn, Andrew J. & Jennifer R. McCormick, Richard R. Finkenbinder, Linda L. Enck, R. Frank, Richard C. & Michael J. Weidner & Linda L. Hutzler, Ross L. & Betty R, Shuler, and Lynn R. & Rose M. Bitner North 43 degrees 25 minutes 27 seconds West 2941.35 feet to lands N/F of James W. Stafford; thence along lands N/F of James W. Stafford North 47 degrees 26 minutes 33 seconds East 92.73 feet; thence continuing 4long the same North 42 degrees 41 minutes _ :.. ! W; ' REAGER $ ADLER PC PAGE 09 •• 03;23/2005 12:06 7179094939 47 seconds West 150.05 fcet to the soutbera legal tight of way line of Walnut Bottom Road, being the place of BEGINNING. First American Title Insurance Company Commttment No. 103087028/103127648 SCHEDULE C (c4u°t) PARCEL TWO: ALL THAT CERTAIN tract of ground situate in South Middletown Township, Cumbetiand County, Pennsylvania, more particularly bounded and described as follows: XO.1 ,QjNMG at an iron pin on the southern right-of--way line of Walnut Bottom Road, 13F which point is at the western line of Lot No, 3 as shown on the hereinafter mentioned Plan of Lots; thence along said Lot No. 3, South 35 degrees 30 minutes But 150.00 feet to an iron pin in line of other lands of John G, Hatfield and Marcy Elizabeth Hatfield; thence along said lands of Hatfield, South 54 degrees 30 minutes West 169.58 feet to an iron pin in the eastern line of Lot No. 5 as shown on the hereinafter mentioned Plan of Lots; thence along said Lot No. 5, North 35-degrees 30 minutes West 150.00 feet to an iron pin in the southern tight-of-way lime of Walnut Bottom Road; thence along the southern right-of-way line of the Walnut Bottom Road, North 54 degrees 30 minutes East 169.58 feet to an iron pin, the place of BEGINNING. BEGINNING at an iron pin on the southern right-of-way line of Walnut Bottom Road, which point is at the western line of Lot No. 4 as shown on the hereinafter mentioned Plan of Lots; thence along said Lot No. 4, South 35 degrees 30 minutes But 150.00 feet to an iron pin in line of other lands of John G. Hatfield and Mary Elizabeth Hatfield; thence along said other lands of Hatfield, South 54 degrees, 30 minutes West 1.74.53 feet to an iron pin on the eastern right-of-way line of a future road with a proposed 50 foot dedicated right-of-way; thence along the eastern right- of-way line of proposed future road, by a curve to the left having a radius of 300.00 feet, a distance of 75.80 feet to an iron pin; thence continuing along the eastern right-of-way line of the proposed future road, North 35 degrees 30 minutes West 60.00 feet to an iron pin; thence by a curve to the right having a radius of 15.00 feet and forming the intersection of the proposed future road and Walnut Bottom Road, a distance of 23.56 feet to a monument along the southern right-of-way line of Walnut Bottom Road; thence along the southern right-of-way line of Walnut Bottom Road, North 54 degrees 30 minutes East 150.00 feet to an iron pin, the place of BEGINNING. 0 ?xHi6?f L 9 " 03;23/2005 12:06 is First American Title insurance Company Commitment No. 103087028/103127646 SCHEDULE C (con°t) PARCEL TWO: 7179094939 *I, REAGER & ADLER PC PAGE 09 47 seconds West 150.05 feet to the southern legal right of way line of Walnut Bottom Road, being the place of BEG RUNG. ALL THAT CERTAIN tract of ground situate in South MiddletwnTownship. Cumberland County. Pennsylvania, more particularly bounded and described as follows: TRACT NQ BEGINMNG at an iron pin on the southern right-of-way line of Walnut Bottom Road. which point is at the western lijae of Lot No. 3 as shown on the hereinafter mentioned Plan of Lots; thence along said Loi No. 3, South 35 degrees 30 minutes But 150.00 feet to an iron pin in line of other lands of john G. Hatfield and Mary Elizabeth Hatfield; thence along said lauds of Hatfield, South 54 degrees 30 minutes West 169.58 feet to an iron pin in the eastern line of Lot No. 5 as shown on the herelnaiierr mentioned Plan of Lots; thence along said Lot No. 5, North 3 5 •degrees 30 minutes West 150.00 feet to an iron pin in the southern right-of-way line of Walnut Bottom Road; thence along the southern right-of-way line of the Walnut Bottom Road, North 54 degrees 30 minutes East 169.58 feet to an iron pin, the place of BEGINNING. TtxACT NO.2 BEGINNING at an iron pin on the southern right-of-way line of Walnut Bottom Road, which point is at the western line of Lot No. 4 as shown on the heroinafter mentioned Plan of Lots; thence along said Lot No. 4, South 35 degrees 30 minutes East 150.00 feat to an iron pin in line of other lands of John G. Hatfield and Mary Elizabeth Hatfield; thence along said other lands of Hatfield, South 54 degrees. 30 minutes Wert 1.74.53 feet to an iron pin on the eastern right-of-way line of a future road with a proposed 50 foot dedicated right-of wa)rthence along the eastern rigbt- of-way line of proposed future road, by a curve to the left having a radius of 300.00 feet, a distance of 75.80 feet to an iron pin; thence continuing along the eastern right-of-way line of the proposed future road, North 35 degrees 30 minutes West 60.00 feet to an iron pin; thence by a curve to the right having a radius of 15.00 feet and forming the intersection of the proposed %tu= road and Walnut Bottom Road, a distance of 23.56 feet to a monument along the southern right-of-way One of Walnut Bottom Road; thence along the southern right-of-way line of Walnut Bottom Road, North 54 degrees 30 minutes East 150.00 feet to an iron pin, the place of BEGINNING. 9 o? 1? 'Z ,,. t yj `J After recordation, please mail to the following address: Reager & Adler, PC 2331 Market Street Camp Hill, Pennsylvania 17011 Attn: Monica Zercher ?v..,T 71EGl.:_R ,?;;il iLErt Or r'EELU 2405 JUL 19 Phi 12 45 SPACE ABOVE FOR RECORDER'S USE MORTGAGE MODIFICATION AGREEMENT THIS MORTGAGE MODIFICATION AGREEMENT (hereinafter referred t0 as the "Modification Agreement") is made effective as of the 13*, day of July, 2005, by (i) McCoy Development, LLC, a Virginia limited liability company, whose address is 8756 Lewinsville Road, McLean, Virginia 22102 (hereinafter referred to as the "Mortgagor"), for the benefit of (ii) G&G, LLC, a Virginia limited liability company, with offices at 8756 Lewinsville Road, McLean, Virginia 22102 (hereinafter referred to as the "Mortgagee"). RECITALS: R.1. By Ooen End. Purchase Money. Credit Line Mortgage and Security Agreement, Assignment of Leases and Rents (the "Original Mortgage') executed March 23, 2005, and recorded on March 28, 2005, in the Land Records of Cumberland County, Pennsylvania in Book 1901 at Page 1926, the Mortgagor granted Mortgagee a security interest in certain real property and the improvements constructed or to be constructed thereon located in Cumberland County, Pennsylvania, as more particularly described on Exhibit A attached hereto and made a part hereof (the "Original Land"), such grant and conveyance to secure payment of an acquisition and development loan from the Mortgagee to the Mortgagor (and certain other parties) in the principal amount of SEVEN MILLION THREE HUNDRED EIGHTY-TWO THOUSAND FIVE HUNDRED DOLLARS ($7,382,500.00) (the "Loan'), together with interest thereon. R.2. As contemplated at the time the Loan was made, Mortgagor (i) on even date, is acquiring [approximately] one and one-half (1-1/2) acres of land located in Cumberland County, Per ihsylvania known as 1228 Walnut Bottom Road, Carlisle, Pennsylvania, which land is more particularly described on Exhibit B attached hereto and made a part hereof (the "Additional Land"), and (ii) agreed to modify the Original Mortgage to encumber the Additional Land thereunder in order to secure the repayment ofthe Loan. R.3 Mortgagor now desires to amend the Original Mortgage to bring the Additional Land under the lien of the Original Mortgage. BOOK 719 PACE 1.299 NOW, THEREFORE, in consideration of the promises and covenants herein contained, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Mortgagor agrees as follows: 1. INCORPORATION OF RECITALS. The foregoing recitals are hereby incorporated herein as if set forth herein in full. 2. DEFINED TERMS. All defined terms used herein shall have the meanings ascribed to them in the Original Mortgage, unless otherwise provided for herein. In furtherance thereof, the Mortgagor hereby specifically acknowledges and agrees that: (i) The term "Land" as defined in Article I of the Original Mortgage is hereby deleted in its entirety, and the following new definition of the term "Land" shall be substituted in lieu thereof "Land - All parcels of land located in Cumberland County, Pennsylvania owned by the Mortgagor, as such parcels of land are more particularly described on Exhibit A and Exhibit B attached hereto and made a part hereof by this reference, i.e., the term "Land" shall individually and collectively mean the Original Land and the Additional Land." (ii) The term "Permitted Encumbrances " as defined in Article I of the Original Mortgage is hereby deleted in its entirety, and the following new definition of the term "Permitted Encumbrances" shall be substituted in lieu thereof: "Permitted Encumbrances - means (i) the liens, easements, rights of way, common areas, condominium regime, restrictive covenants, leases and other encumbrances affecting title to the Land and accepted by the Mortgagee, as set forth in Mortgagee's Policy for Title Insurance, Policy No. 103087028PAL (issued in connection with the Original Land) effective March 28, 2005 by First American Title Insurance Company, as amended by endorsement (issued in connection with the Additional Land) dated effective July 2005, as updated to the date of this Modification Agreement, and (ii) the Original Mortgage as amended by this Modification Agreement." 3. The following grant clause contained in Section 2.0 of the Original Mortgage is hereby restated by the Mortgagor with respect to the Additional Land which hereafter, together with the Original Land, comprise the Land from which the Mortgaged Property is derived: "2.0 NOW, THEREFORE, the Mortgagor, in consideration ofthe premises and of the sum of TEN AND NO/100 DOLLARS ($10.00) lawful money of the United States of America, the receipt of which is hereby acknowledged by the Mortgagor, and in order to secure the payment of the Indebtedness and the performance and discharge of the Obligations, does hereby grant, give, bargain, sell, assign, convey, release, warrant, mortgage, transfer, hypothecate, pledge, set over and confirm unto the Mortgagee, its successors, substitutes and assigns forever a security interest in the Mortgaged Property, TO HAVE AND TO HOLD the said Mortgaged Property unto the said Mortgagee, its successors and assigns, forever." 4. Except as modified hereby, the Original Mortgage shall remain in full force and effect, and is expressly ratified and confirmed. 2 BOOK 719 PAGE t300 5. This Modification Agreement shall apply to and inure to the benefit of, and bind the party hereto, and its respective heirs, successors and assigns. 6. This Modification Agreement shall be governed by the laws of the Commonwealth of Pennsylvania, notwithstanding that it may have been executed elsewhere. [Signature appears on following page] BOOK 719 PAGE MI. IN WITNESS WHEREOF, the Mortgagor has executed or caused to be executed this Mortgage Modification Agreement effective as of the date first above written. WITNESS: MORTGAGOR: McCoy Development, LLC, a Virginia limited liability company Name: By: G&G VA Hol ings, LLC, its Mana ' g ember By: ?9'_? ) _'/ )Zo?& f Seal] Karen Smith, Vice President CERTIFICATE OF RESIDENCE I, ik / le _AJ ,5?i711 , do hereby certify that the correct address of the within-named Mortgagee is 8756 Lewinsville Road, McLean, Virginia 22102. Witness my hand this 13 day of July, 2005. Agent of Mortgagee COMMONWEALTH OF VIRGINIA COUNTY OF FAIRFAX The foregoing instrument was acknowledged before me this `?}hday of July, 2005, by Karen Smith, as Vice President of G&G VA Holdings, LLC, the Managing Member of McCoy Development, LLC, a Virginia limited liability company, the Mortgagor in the foregoing Modification Agreement, known to me (or satisfactorily proven) to be the person whose name is subscribed to the within instrument, and acknowledged that she executed the same for the purposes therein in such capacity. [Notarial Seal] NO A I W413 Gnrb My Commission Expires: 1 ` 1 1? Comm 44 Q?.?-,??p?,??? WA79E5.203Vuly, 2005 Closing (Mortgage Modification forAcquisition of Tteoa Property) Vrlortsaje ModifiwTawpa' txv r• ??. s 4 BOOK '719 PAGE 1302 EXHIBIT A Legal Description of Original Land &cumbered by the Existing`Mortsage) PARCEL ONE: ALL THAT CERTAIN piece or parcel of land situate in South Middleton Township, Cumberland County, Pennsylvania, located along the southern side of Walnut Bottom Road (S.R. 3023) approximately 350 feet east of Garfield Drive said tract being more fully bounded and described as follows: BEGINNING at the intersection of the souther legal right of way line of Walnut Bottom Road (S.R. 3023) and the dividing line of lands N/F of James W. Stafford and lands N/F of The Hatfield Family Limited Partnership; thence along said southern legal right of way line of Walnut Bottom Road North 47 degrees 24 minutes 36 seconds East 1174.36 feet to lands N/F of Paul E. & Marcia A. Treon; thence along lands N/F of Paul E. & Marcia A. Treon South 42 degrees 35 minutes 24 seconds East 160.00 feet; thence continuing along the same, and by lands N/F of Lawrence L. & Tammy Jo Shollenberger, and Joseph F. & Carol A. Harvilla North 47 degrees 24 minutes 36 seconds East 298.00 feet; thence continuing along lands N/F of Joseph F. & Carol A. Harvilla North 24 degrees 12 minutes 41 seconds East 121.85 feet to lands N/F of John R. & Martha R. Howard; thence along lands N/F of John R. & Martha R. Howard, North 63 degrees 41 minutes 16 seconds East 114.84 feet; thence North 54 degrees 07 minutes 04 seconds East 49.75 feet to lands N/F of Edward L. & Olive B. Glass; thence along lands N/F of Edward L. & Olive B. Glass, North 47 degrees 24 minutes 36 seconds East 343.11 feet to lands N/F of Michael A. & Ann E. Stoner; thence along lands N/F of Michael A. & Ann E. Stoner South 41 degrees 35 minutes 24 seconds East 350.00 feet; thence continuing along the same North 47 degrees 24 minutes 36 seconds East 252.50 feet to lands N/F of Meedpenn Group; thence along lands N/F of Meedpenn Group South 41 degrees 43 minutes 42 seconds East 604.25 feet; thence continuing along the same and by lands N/F of Old Field Partnership South 05 degrees 25 minutes 00 seconds East 869.60 feet to lands N/F of Miley H. & Ruth v. Jumper; thence continuing along lands N/F of Jumper the following three (3) courses and distances, (1) South 19 degrees 10 minutes 00 seconds East 796.37 feet, (2) South 68 degrees 04 minutes 38 seconds West 820.28 feet, (3) South 28 degrees 25 minutes 22 seconds Eastl 110.26 feet to lands N/F of Barbara Dallas Plamer; thence along lands N/F of Barbara Dallas Plamer South 71 degrees 49 minutes 38 seconds West 541.20 feet to lands N/F of Steven A. & Diane L. Schrader; thence along lands N/F of Steven A. & Diane L. Schrader and by lands N/F of the following Gary D. & Brenda K. Kuhn, Andrew J. & Jennifer R. McCormick, Richard R. Finkenbinder, Linda L. Enck, R. Frank, Richard C. & Michael J. Weidner & Linda L. Hutzier, Ross L. & Betty R. Shuler, and Lynn R. & Rose M. Bitner North 43 degrees 25 minutes 27 seconds West 2941.35 feet to lands N/F of James W. Stafford; thence along lands N/F of James W. Stafford North 47 degrees 26 minutes 33 seconds East 92.73 feet; thence continuing along the same North 42 degrees 41 minutes 47 seconds West 150.05 feet to the southern legal right of way line of Walnut Bottom Road, being the place of BEGINNING. PARCEL TWO: ALL THAT CERTAIN tract of ground situate in South Middletown Township, Cumberland County, Pennsylvania, more particularly bounded and described as follows: 5 BOOK 719 PAGE t303 TRACT NO.1 BEGINNING at an iron pin on the southern right-of--way line of Walnut Bottom Road, which point is at the western line of Lot No. 3 as shown on the hereinafter mentioned Plan of Lots; thence along said Lot No. 3, South 35 degrees 30 minutes East 150.00 feet to an iron pin in line of other lands of John G. Hatfield and Mary Elizabeth Hatfield; thence along said lands of Hatfield, South 54 degrees 30 minutes West 169.58 feet to an iron pin in the eastern line of Lot No. 5 as shown on the hereinafter mentioned Plan of Lots; thence along said Lot No. 5, North 35 degrees 30 minutes West 150.00 feet to an iron pin in the southern right-of-way line of Walnut Bottom Road; thence along the southern right-of-way line of the Walnut Bottom Road, North 54 degrees 30 minutes East 169.58 feet to an iron pin, the place of BEGINNING. TRACT NO.2 BEGE"ING at an iron pin on the southern right-of-way line of Walnut Bottom Road, which point is at the western line of Lot No. 4 as shown on the hereinafter mentioned Plan of Lots; thence along said Lot No. 4, South 35 degrees 30 minutes East 150.00 feet to an iron pin in line of other lands of John G. Hatfield and Mary Elizabeth Hatfield; thence along said other lands of Hatfield, South 54 degrees 30 minutes West 174.53 feet to an iron pin on the eastern right-of-way line of a future road with a proposed 50 foot dedicated right-of-way; thence along the eastern right-of-way line of proposed future road, by a curve to the left having a radius of 300.00 feet, a distance of 75.80 feet to an iron pin; thence continuing along the eastern right-0f--way line of the proposed future road, North 35 degrees 30 minutes West 60.00 feet to an iron pin; thence by a curve to the right having a radius of 15.00 feet and forming the intersection of the proposed future road and Walnut Bottom Road, a distance of 23.56 feet to a monument along the southern right-of-way line of Walnut Bottom Road; thence along the southern right- of-way line of Walnut Bottom Road, North 54 degrees 30 minutes East 150.00 feet to an iron pin, the place of BEGINNING. 6 BGOK 719 PACE 1.30 EXHIBIT B Legal Description of Additional Land (being acquired by Mortgagor on even date and now being made subject to the lien of the Mortpgel TRACT NO. 1: ALL THAT CERTAIN house and lot of ground situate in South Middleton Township, Cumberland County, Pennsylvania, bounded and described as follows: BEGINNING at a point on the Southern line of Pennsylvania Highway No. 33, said point being referenced South 36 degrees 22 minutes East, a distance of 25 feet, and North 54 degrees 30 minutes East, a distance of 1,349.67 feet from and iron bolt at the intersection of the center line of Pennsylvania Highway No. 33 and line of lands now or formerly of B.H. Snyder; thence along the Southern line of aforesaid Pennsylvania Highway No. 33, North 54 degrees 30 minutes East a distance of 80 feet to a point, being the Northwest corner of Lot No. 162; thence South 35 degrees 30 minutes East, a distance of 160 feet to a point on the Northern line of Lot No. 170; thence along the Northern line of portions of Lots Nos. 170 and 171, South 54 degrees 30 minutes West, a distance of 80 feet to the Southeast comer of Lot No. 160; thence along the Eastern line of Lot No. 160, North 35 degrees 30 minutes West, a distance of 160 feet to the point of BEGINNING. TRACT NO. 2. ALL THAT CERTAIN lot of ground located on the South side of the Walnut Bottom Road in South Middleton Township, Cumberland County, Pennsylvania, more particularly bounded and described as follows: BEGINNING at a point on the Southern line of Pennsylvania Highway Route 33 known as the Walnut Bottom Road, which point is marked by an iron pin and which point is referenced as being South 36 degrees 22 minutes East 25 feet from the Southern line of Walnut Bottom Road and North 54 degrees 30 minutes East, 1,269.67 feet from the intersection of the Walnut Bottom Road and the Eastern property line of property of Sylvester R. Snyder, formerly B.H. Snyder, thence along the Southern line of the Walnut Bottom Road, North 54 degrees 30 minutes East 80 feet to a stake or hub at the present property of Treon; thence along property of the Treons, South 35 degrees 30 minutes East 160 feet to a hub at other lands of Treon; thence along said lands, South 54 degrees 30 minutes West 80 feet to an iron pin at other lands of Treon; thence along said lands, North 35 degrees 30 minutes West 160 feet to an iron pin, the place of BEGINNING. fry 0Id +rtd Coi1nt? c(J l PA 7 Recorder of Deeds BOOK "7.19 PALE --11? &.SA-- ,? y3 ?rNW?II??Il81•I8>•E. ?,?>> UCC FINANCING STATEMENT FIXTURE FILING Ms. r -G Jk G, LLC Attn: taay Mann 8756 nsvfte Road M an, Virginia 22102 loe L_ McCoy Development, LLC 8756 LAwrlnaville Road 06.18962" IZ '- I LLC 2. AownowL ST-SR-3 EXACT FULL LEAL 3. GAG. LLC ?; j7a f do not abMaMtb amnbb Mew McLean VA 122102 1 USA 9097278 ON A!. NAME FlRET N"W N NAM : X MARAW 8756 Lowinsvllle Road Mclean AL 22102 USA fOTOOA?00/M?MI: E. TIY FOLVANIG 6TATBMff cw l 10 All of the Debtors right, title, Interest, estate, claim or demand, eltMr at law or In equity, in and to all personal property and all fadures associated with or Wfbwd to the real property more particularly described on Exhibit A attached hereto and made a part hereof (the "Real Property"), architectural, engineering and similar plans, specifications, drawings, renderings, profiles, studies, shop drawings, reports, plats, permits, surveys and the like; and all sever taps, permits and allocation, agreements for utilities (Including, without limitation, indirectly through private utility companies), bonds, suretles and the like, relating to the Real Property or the Improvements or appurtenant facilities ended or to be erected upon or about the Real Property. After recording return' Midstate Abstract 2331 Market Street Camp Hill, PA 17011 (717) 763-1383 pubz Loan No. 9351 WKV 7985.203-Cumberland County, Pennsylvania Land Records FILING OFFICE COPY- NATIONAL UCC FINANCING STATEMENT (FORM UCC1) (REV. 0729/99) UCC FINANCING STATEMENTADDENDUM ?IIhTItUCT0§ IAIRt 9RW bald CAREFULLY 9. NAME OF FMt6I DEBTOR (IS w IN ON RELATED F/JANCINGt BTATEMENT ft. XNIOAIMTKINS NAME OR W IDO/OWS LAST NAME FIRST NAME MMA w"*ALff1X 10. ANSCELLAN eOUS: THEAW MaWACE0FORFUMOOFFICEUSEONLY 11. ADDITIONAL DESTOR'S EXACT FULL LELA kL NAME -VwW ww. rwo 1L or 11b - do nd abMhd W a=wow n.I.aa 11a. OROMNZATIOM6 NAME OR 1h. N)FADUALS LAST NAME F1144TNAME AICOLE NAME SUFFIX 11o. MARM ADDRESS CRY STATE POSTAL CODE COUNTRY 11d. TAX ID k SSN OR EN ADOL DIFO RE 11s. TYPE OFORGANIZATION t tt. Axvso1CTI0NOFOROANQATION 119.OROAMZATIO144I1. D 0. N any OROAN7ATDN DEW" 12. 71 AMT10NAL SECURED PARTY'S Is rl ASSIGNOR SIP'S NAME • bwR n a. 12s a 12b 121.OROAWMATIONS MIME OR 1 OUAL,S LAST NAUE FRST SUFFIX 120. MAILING ADDRESS • CITY ATE AL CODE COIINIRY 13. Thb FK4X* 0 STATEMENTOam. * bw b be eLd or wsYwq.d 1& AdMb W a.[abral dww"m w.N.laral, at is Sed an a M Nx*m NMq. 14. Da.Wgbn of ma .sbb. Real property more particularly dsscrl d on Exhibit A attached hereto and made a pmt hereof. 16. Naa. and.db.r o1 s RECORD OMNER.N ab.rodssab W rW awft pt Dahbr der nse b.w • Woad h1lwnik 17. a** Nk S "Olo" and abet gbh an. W. owo- b. Tow Tnrba aelb9.Alb a.n.wt b ww«y h.M ti w.X D...ann Eabb IS. CINNA A* N a.pSMIA16 OW de.ak 1NAX.Ir bw.. 0.Mwb•TRAI4S rf*WUTLM FMd In aanll.wNm wM A M.Matlw9d4U . Tran.aelbn - aN 30 "m aanw7lell HINT a PIblbFbra.. T.wa.IM-.Said.. i0 FW III RUNG OFFICE COPY- NATIONAL UCC FINANCING STATEMENT ADDENDUM (FORM UCCIAd) (REV. 0728198) EXHIBIT A TRACT NO,1 ALL THAT CERTAIN house and lot of ground situate in South Middleton Township, Cumberland County, Pennsylvania, bounded and described as follows: BEGINNING at a point on the Southern line of Pennsylvania Highway No. 33, said point being referenced South 36 degrees 22 minutes Fast; a distance of 25 feet, and North 54 degrees 30 minutes East, a distance of 1,349.67 feet from and iron boh at the intersection of the center line of Pennsylvania Highway No. 33 and line of lands now or formerly of B.H. Snyder; thence along the Southern line of aforesaid Pennsylvania Highway No. 33, North 54 degrees 30 minutes East a distance of 80 feet to a point, being the Northwest corner of Lot No. 162; thence South 35 degrees 30 minutes East, a distance of 160 fact to a point on the Northern line of Lot No. 170; thence along the Northern line of portions of Lots Nos. 170 and 171, South 54 degrees 30 minutes West, a distance of 80 feet to the Southeast comer of Lot No. 160; thence along the Eastern line of Lot No. 160, North 35 degrees 30 minutes West, a distance of 160 feet to the point of BEGINNING. TRACT NO. 2: ALL THAT CERTAIN lot of ground located on the South side of the Walnut Bottom Road in South Middleton Township, Cumberland County, Pennsylvania, more particularly bounded and described as follows: BEGINNING at a point on the Southern lino of Pennsylvania Highway Route 33 known as the Walnut Bottom Road, which point is marked by an iron pin and which point is referenced as being South 36 degrees 22 minutes East 25 feet from the Southern Line of Walnut Bottom Road and North 54 degrees 30 minutes East, 1,269.67 feet from the intersection of the Walnut Bottom Road and the Eastern property line of property of Sylvester R. Snyder, formerly B.H. Snyder; thence along the Southern line of the Walnut Bottom Road, North 54 degrees 30 minutes East 80 feet to a stake or hub at the present property of Treon; thence along property of the Treons, South 35 degrees 30 minutes East 160 feet to a hub at other lands of Troop; thence along said lands, South 54 degrees 30 minutes West 80 feet to an iron pin at other lands of Treon; thence along said lands, North 35 degrees 30 minutes West 160 feet to an iron pin, the place of BEGINNING. Ex??b",f E EXHIBIT B Legg) Description of Additional Land being acquired by Morten gor on even date and now being made subiect to the lien of the Mortgage) TRACT NO. 1: ALL THAT CERTAIN house and lot of ground situate in South Middleton Township, Cumberland County, Pennsylvania, bounded and described as follows: BEGINNING at a point on the Southern line of Pennsylvania Highway No. 33, said point being referenced South 36 degrees 22 minutes East, a distance of 25 feet, and North 54 degrees 30 minutes East, a distance of 1,349.67 feet from and iron bolt at the intersection of the center line of Pennsylvania Highway No. 33 and line of lands now or formerly of B.H. Snyder; thence along the Southern line of aforesaid Pennsylvania Highway No. 33, North 54 degrees 30 minutes East a distance of 80 feet to a point, being the Northwest corner of Lot No. 162; thence South 35 degrees 30 minutes East, a distance of 160 feet to a point on the Northern line of Lot No. 170; thence along the Northern line of portions of Lots Nos. 170 and 171, South 54 degrees 30 minutes West, a distance of 80 feet to the Southeast corner of Lot No. 160; thence along the Eastern line of Lot No. 160, North 35 degrees 30 minutes West, a distance of 160 feet to the point of BEGINNING. TRACT NO. 2: ALL THAT CERTAIN lot of ground located on the South side of the Walnut Bottom Road in South Middleton Township, Cumberland County, Pennsylvania, more particularly bounded and described as follows: BEGINNING at a point on the Southern line of Pennsylvania Highway Route 33 known as the Walnut Bottom Road, which point is marked by an iron pin and which point is referenced as being South 36 degrees 22 minutes East 25 feet from the Southern line of Walnut Bottom Road and North 54 degrees 30 minutes East, 1,269.67 feet from the intersection of the Walnut Bottom Road and the Eastern property line of property of Sylvester R. Snyder, formerly B.H. Snyder; thence along the Southern line of the Walnut Bottom Road, North 54 degrees 30 minutes East 80 feet to a stake or hub at the present property of Treon; thence along property of the Treons, South 35 degrees 30 minutes East 160 feet to a hub at other lands of Treon; thence along said lands, South 54 degrees 30 minutes West 80 feet to an iron pin at other lands of Treon; thence along said lands, North 35 degrees 30 minutes West 160 feet to an iron pin, the place of BEGINNING. r . Co rde C'OulltY PA 7 Recorder of Deeds BOOK 719 PACE L`?()5 E"k-tj G IZCGi? U After recordation, please mail to the following address: Reager $ Adler, PC 2331 Market Street Camp Hill, Pennsylvania 17011 Attn: Monica Zercher RI%D'Ei?T P: Z I E G L E R U? OF DEEDS 35 Or, T 3 Rn 10 30 SPACE ABOVE FOR RECORDER'S USE SECOND MORTGAGE MODIFICATION AGREEMENT ,\ THIS SECOND MORTGAGE MODIFICATION AGREEMENT is made effective as of theday of September, 2005, by (i) McCoy Development, LLC, a Virginia limited liability company, whose address is 8756 Lewinsville Road, McLean, Virginia 22102 (hereinafter referred to as the "Mortgagor"), for the benefit of (ii) G&G, LLC, a Virginia limited liability company, with offices at 8756 Lewinsville Road, McLean, Virginia 22102 (hereinafter referred to as the "Mortgagee"). RECITALS: R.1. By Ouen End. Purchase Monev Credit Line Mortgage and Security Agreement Assi ent of Leases and Rents executed March 23, 2005, and recorded on March 28, 2005, in the Land Records of Cumberland County, Pennsylvania in Book 1901 at Page 1926 (the "Original Mortgage"), as modified by that certain Mortgage Modification Agmement executed July 13, 2005, and recorded on July 19, 2005 in the Land Records of Cumberland County, Pennsylvania in Book 719 at Page 1299, (the "First Modification' (the Original Mortgage and First Modification being referred to herein collectively as the "Existing Mortgage") the Mortgagor granted Mortgagee a security interest in certain real property and the improvements constructed or to be constructed thereon located inCumberland County, Pennsylvania, as more particularly described on xhi 'tA attached hereto and made a part hereof (the "Existing Land"), such grant and conveyance to secure payment of an acquisition and development loan from the Mortgagee to the Mortgagor (and certain other parties) in the principal amount of SEVEN MILLION THREE HUNDRED EIGHTY-TWO THOUSAND FIVE HUNDRED DOLLARS ($7,382,500.00) (the "Loan"), together with interest thereon. R.2. As contemplated at the time the Loan was made, Mortgagor on even date, is acquiring that certain land located in Cumberland County, Pennsylvania known as 1224 Walnut Bottom Road, Carlisle, Pennsylvania, which land is more particularly described on Exhibit B attached hereto and made apart hereof (the "Harvilla Property") (the Harvilla Property shall be referred to herein as the "Additional Land") and (ii) agreed to modify the Existing Mortgage to encumber the Additional Land thereunder in order to secure the repayment of the Loan. BOOK 721 PACE 16() r R.3 Mortgagor now desires to amend the Existing Mortgage to bring the Additional Land under the lien of the Existing Mortgage. NOW, THEREFORE, in consideration of the promises and covenants herein contained, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Mortgagor agrees as follows: 1. INCORPORATION OF RECITALS. The foregoing recitals are hereby incorporated herein as if set forth herein in full. 2. DEFINED TERMS. All defined terms used herein shall have the meanings ascribed to them in the ExistingMortgage, unless otherwise provided forherein. In furtherance thereof, the Mortgagor hereby specifically acknowledges and agrees that: (i) The term "Land" as defined in Article 1 of the Existing Mortgage is hereby deleted in its entirety, and the following new definition of the term "Land" shall be substituted in lieu thereof: "Land - All parcels of land located in Cumberland County, Pennsylvania owned by the Mortgagor, as such parcels of land are more particularly described on Exhibit A and Exhibit B attached hereto and made a part hereof by this reference, i.e., the term "Land" shall individually and collectively mean the Existing Land and the Additional Land." (ii) The term "Permitted Encumbrances " as defined in Article I of the Existing Mortgage is hereby deleted in its entirety, and the following new definition of the term "Permitted Encumbrances" shall be substituted in lieu thereof: "Permitted Encumbrances" - means (i) real estate taxes and assessments not yet due and payable for the current tax year and thereafter; and (ii) any encumbrances in the title insurance policy obtained at closing of the Loan secured hereby and accepted by the Lender. 3. The following grant clause contained in Section 2.0 of the Existing Mortgage is hereby restated by the Mortgagor with respect to the Additional Land which hereafter, together with the Existing Land, comprise the Land from which the Mortgaged Property is derived: "2.0 NOW, THEREFORE, the Mortgagor, in consideration of the premises and of the sum of TEN AND N01100 DOLLARS ($10.00) lawful money of the United States of America, the receipt of which is hereby acknowledged by the Mortgagor, and in order to secure the payment of the Indebtedness and the performance and discharge of the Obligations, does hereby grant, give, bargain, sell, assign, convey, release, warrant, mortgage, transfer, hypothecate, pledge, set over and confirm unto the Mortgagee, its successors, substitutes and assigns forever a security interest in the Mortgaged Property, TO HAVE AND TO HOLD the said Mortgaged Property unto the said Mortgagee, its successors and assigns, forever." 4. Except as modified hereby, the Existing Mortgage shall remain in full force and effect, and is expressly ratified and confirmed. BOOK 721- PAGE 1605 r . + 5. This Second Mortgage Modification Agreement shall apply to and inure to the benefit of, and bind the party hereto, and its respective heirs, successors and assigns. 6. This Second Mortgage Modification Agreement shall be governed by the laws of the Commonwealth of Pennsylvania, notwithstanding that it may have been executed elsewhere. [Signature appears on following page] BOOK 721 PAGE 1606 IN WITNESS WHEREOF, the Mortgagor has executed or caused to be executed this Second Mortgage Modification Agreement effective as of the date first above written. WITNESS: Name: MORTGAGOR: McCoy Development, LLC, a Virginia limited liability company By: G&G VA Holdings, LLC, its Managing Member By: Seal] Vice President WH111r6,Q Gr0A61A1 CERTIFICATE OF RESIDENCE I, -r -A+ M -Fa rtit?? , do hereby certify that the correct address of the within-named Mortgagee is 8756 Lewinsville Road, McLean, Virginia 22102. Witness my hand this 5tt day of September, 2005. Agent of Mortgagee COMMONWEALTH OF VIRGINIA COUNTY OF FAIRFAX ) F? Crdni!FX The foregoing instrument was acknowledged before me this day of September, 2005, by Kw Smi#?, as Vice President of G&G VA Holdings, LLC, the Managing Member ofMcCoy Development, LLC, a Virginia limited liability company, the Mortgagor in the foregoing Second Mortgage Modification Agreement, known to me (or satisfactorily proven) to be the person whose name is subscribed to the within instrument, and acknowledged that she executed the same for the purposes therein in h capacity. ptarial Seal, NOTARY PUBLIC si( Expires: DOS -Acquisition of Harvilla, SollingerWorlgaga Modification Agr vla.wpd 4 BOOK 721 'PAGE t60,7 Legal Description of Existing Land (Encumbered by the Existing Mortgage) PARCEL ONE: ALL THAT CERTAIN piece or parcel of land situate in South Middleton Township, Cumberland County, Pennsylvania, located along the southern side of Walnut Bottom Road (S.R. 3023) approximately 350 feet east of Garfield Drive said tract being more fully bounded and described as follows: BEGINNING at the intersection of the souther legal right of way line of Walnut Bottom Road (S.R. 3023) and the dividing line of lands N/F ofJames W. Stafford and lands N/F ofThe Hatfield Family Limited Partnership; thence along said southern legal right of way line of Walnut Bottom Road North 47 degrees 24 minutes 36 seconds East 1174.36 feet to lands N/F of Paul E. & Marcia A. Treon; thence along lands N/F of Paul E. & Marcia A. Treon South 42 degrees 35 minutes 24 seconds East 160.00 feet; thence continuing along the same, and by lands N/F of Lawrence L. & Tammy Jo Shollenberger, and Joseph F. & Carol A. Harvilla North 47 degrees 24 minutes 36 seconds East 298.00 feet; thence continuing along lands N/F of Joseph F. & Carol A. Harvilla North 24 degrees 12 minutes 41 seconds East 121.85 feet to lands N/F of John R. & Martha R. Howard; thence along lands N/F of John R. & Martha R. Howard, North 63 degrees 41 minutes 16 seconds East 114.84 feet; thence North 54 degrees 07 minutes 04 seconds East 49.75 feet to lands N/F of Edward L. & Olive B. Glass; thence along lands N/F of Edward L. & Olive B. Glass, North 47 degrees 24 minutes 36 seconds East 343.11 feet to lands N/F of Michael A. & Ann E. Stoner; thence along lands N/F of Michael A. & Ann E. Stoner South 41 degrees 35 minutes 24 seconds East 350.00 feet; thence continuing along the same North 47 degrees 24 minutes 36 seconds East 252.50 feet to lands N/F of Meedpenn Group; thence along lands N/F of Meedpenn Group South 41 degrees 43 minutes 42 seconds East 604.25 feet; thence continuing along the same and by lands N/F of Old Field Partnership South 05 degrees 25 minutes 00 seconds East 869.60 feet to lands N/F of Miley H. & Ruth v. Jumper; thence continuing along lands N/F of Jumper the following three (3) courses and distances, (1) South 19 degrees 10 minutes 00 seconds East 796.37 feet, (2) South 68 degrees 04 minutes 38 seconds West 820.28 feet, (3) South 28 degrees 25 minutes 22 seconds Eastl 110.26 feet to lands N/F of Barbara Dallas Plamer; thence along lands N/F of Barbara Dallas Plamer South 71 degrees 49 minutes 38 seconds West 541.20 feet to lands N/F of Steven A. & Diane L. Schrader; thence along lands N/F of Steven A. & Diane L. Schrader and by lands N/F of the following Gary D. & BrendaK. Kuhn, Andrew J. & Jennifer R. McCormick, Richard R. Finkenbinder, Linda L. Enck, R. Frank, Richard C. & Michael J. Weidner & Linda L. Hutzier, Ross L. & Betty K Shuler, and Lynn R. & Rose M. Bitner North 43 degrees 25 minutes 27 seconds West 2941.35 feet to lands N/F of James W. Stafford; thence along lands N/F of James W. Stafford North 47 degrees 26 minutes 33 seconds East 92.73 feet; thence continuing along the same North 42 degrees 41 minutes 47 seconds West 150.05 feet to the southern legal right of way line of Walnut Bottom Road, being the place of BEGINNING. PARCEL TWO: ALL THAT CERTAIN tract of ground situate in South Middletown Township, Cumberland County, Pennsylvania, more particularly bounded and described as follows: TRACT NO. 1: BOOK ?? PAGE.160 S BEGINNING at an iron pin on the southern right-of-way line of Walnut Bottom Road, which point is at the western line of Lot No. 3 as shown on the hereinafter mentioned Plan of Lots; thence along said Lot No. 3, South 35 degrees 30 minutes East 150.00 feet to an iron pin in line of other lands of John G. Hatfield and Mary Elizabeth Hatfield; thence along said lands of Hatfield, South 54 degrees 30 minutes West 169.58 feet to an iron pin in the eastern line of Lot No. 5 as shown on the hereinafter mentioned Plan of Lots; thence along said Lot No. 5, North 35 degrees 30 minutes West 150.00 feet to an iron pin in the southern right-of- way line of Walnut Bottom Road; thence along the southern right-of-way line of the Walnut Bottom Road, North 54 degrees 30 minutes East 169.58 feet to an iron pin, the place of BEGINNING. TRACT NO. 2: BEGINNING at an iron pin on the southern right-of-way line of Walnut Bottom Road, which point is at the western line ofLot No. 4 as shown on the hereinafter mentioned Plan of Lots; thence along said Lot No. 4, South 35 degrees 30 minutes East 150.00 feet to an iron pin in line of other lands of John G. Hatfield and Mary Elizabeth Hatfield; thence along said other lands of Hatfield, South 54 degrees 30 minutes West 174.53 feet to an iron pin on the eastern right-of-way line of a future road with a proposed 50 foot dedicated right-of-way; thence along the eastern right-of-way line ofproposed future road, by a curve to the left having a radius of 300.00 feet, a distance of 75.80 feet to an iron pin; thence continuing along the eastern right-of- way line of the proposed future road, North 35 degrees 30 minutes West 60.00 feet to an iron pin; thence by a curve to the right having a radius of 15.00 feet and forming the intersection of the proposed future road and Walnut Bottom Road, a distance of 23.56 feet to a monument along the southern right-of-way line of Walnut Bottom Road; thence along the southern right-of-way line of Walnut Bottom Road, North 54 degrees 30 minutes East 150.00 feet to an iron pin, the place of BEGINNING. PARCEL THREE: TRACT NO. 1: ALL THAT CERTAIN house and lot of ground situate in South Middleton Township, Cumberland County, Pennsylvania, bounded and described as follows: BEGINNING at a point on the Southern line of Pennsylvania Highway No. 33, said point being referenced South 36 degrees 22 minutes East, a distance of 25 feet, and North 54 degrees 30 minutes East, a distance of 1,349.67 feet from and iron bolt at the intersection of the center line of Pennsylvania Highway No. 33 and line of lands now or formerly of B.H. Snyder; thence along the Southern line of aforesaid Pennsylvania Highway No. 33, North 54 degrees 30 minutes East a distance of 80 feet to a point, being the Northwest corner of Lot No. 162; thence South 35 degrees 30 minutes East, a distance of 160 feet to a point on the Northern line of Lot No. 170; thence along the Northern line of portions of Lots Nos. 170 and 171, South 54 degrees 30 minutes West, a distance of 80 feet to the Southeast corner of LotNo.160; thence along the Eastern line of Lot No. 160, North 35 degrees 30 minutes West, a distance of 160 feet to the point of BEGINNING. TRACT NO. 2: ALL THAT CERTAIN lot of ground located on the South side of the WalnutBottomRoad in South Middleton Township, Cumberland County, Pennsylvania, more particularly bounded and described as follows: BOOK 721- PACE 1.60 9 BEG114NING at a point on the Southern line of Pennsylvania Highway Route 33 known as the Walnut Bottom Road, which point is marked by an iron pin and which point is referenced as being South 36 degrees 22 minutes East 25 feet from the Southern line of Walnut Bottom Road and North 54 degrees 30 minutes East, 1,269.67 feet from the intersection of the Walnut Bottom Road and the Eastern property line of property of Sylvester R. Snyder, formerly B.H. Snyder; thence along the Southern line of the Walnut Bottom Road, North 54 degrees 30 minutes East 80 feet to a stake or hub at the present property of Treon; thence along property of the Treons, South 35 degrees 30 minutes East 160 feet to a hub at other lands of Treon; thence along said lands, South 54 degrees 30 minutes West 80 feet to an iron pin at other lands of Treon; thence along said lands, North 35 degrees 30 minutes West 160 feet to an iron pin, the place of BEGINNrNG. BOOK 721 PAGE 1610 EXHIBIT B Legal Descrintion of Additional Land (being acquired byortgagor on even date and now being made subject to the lien of the Mortgage) PARCEL FOUR: ALL THAT CERTAIN tract of ground with improvements situate in South Middleton Township, Cumberland County, Pennsylvania, more particularly bounded and described as follows: BEGINNING, at an iron pin on the southern right of way line of Walnut Bottom Road, which point is in the western line of Lot 165 as shown on the hereinafter Plan of Lots; thence along said Lot No 165, South 35 degrees 30 minutes East 112.00 feet to an iron pin in line of lands now or formerly of John G. Hatfield and Mary Elizabeth Hatfield; thence along said lands of Hatfield, South 31 degrees 18 minutes 05 seconds West 121.85 feet to an iron pin; thence continuing along said lands now or formerly of Hatfield, South 54 degrees 30 minutes West 58.00 feet to an iron pin in the eastern line of LotNo.162 on the hereinafter mentioned Plan of Lots; thence along said Lot No. 162, North 35 degrees 30 minutes West 160.00 feet to an iron pin in the southern right of way line of Walnut Bottom Road; thence along the southern right of way line of the Walnut Bottom Road, North 54 degrees 30 minutes East 170.00 feet to an iron pin, the place of BEGINNING. I Certify this to be recorded Tn Cumberland County PA "clo /. _?. a: Recorder of Deeds goon 721 PAGE .MA 3093 RCSERr P. ZIEGLER r. L•c:tl;i"?' OF DEED UCC FINANCING STATEMENT FIXTURE FIUNG 05 OIL T 3 fl(? 10 30 OW INSTRUCTIONS ON* Wd b" CAREFULLY A. NAMME i PHONE OF COWACT AT MM [apl mq Ms. Stumv Minn Fc 5 G, LLC After recording return to.71 Attn: Ms Mann Midstate Ababld $756 nsvWe Road 2331 Market SbW M,*Aan, Virginia 22102 Camp Hill, PA 17011 (717) 7 ?13g3 ? ?(f TH6AaOMa 1. DEBTOR'S EXAt3TFULLLEGALNAME-Marlary=dW*rtuna(iser1b)-do-owl Win%i t.or aMdtonoew ta. McCoy Development, LLC 8756 Lewinsville Road 06-1011M I LLC 2 ADDRIONAL DEMO" EXACT FULL LEGAL NAME 3. LLC VA 122'102 I USA VMgMia 1507178 mss (ft or 24 - do net @WWw*ts or aaiOYa nrna 8756 Lewinsvills Road I McLean IVA 122102 1 USA 4. This FINANCING STATEMENT cams ft *&vAq aslslsak All of the Debtor's right, tide, Interest, estate, claim or demand, either at law or in equity, in and to all personal property and all fbftm associated with or afted to the real property more particularly described on Exhibit A attached hereto and made a part hereof (the "Real Properly"), architectural, engineering and similar plans, specifications, drawMgs, renderings, profiles, studies, shop drawings, reports, plate, permits, surveys and the like; and all sewer taps, permits and allocations, agreements for utNltles (including, without limitation, Indirectly through private utility companies), bonds, sureties and the like, relating to the Real Property or the improvements or appurtenant facilities erected or to be erected upon or about the Real Property. UCC FINANCING STATEMENTADDENDUM 9. NAME OF MW (1s or lb) ON RELATED M A OM STATEMENT /?. TION'S NAYS OR fb.INDIVEIU %LASTNAME FIRSTNAIE MIDDLE HAMLSUFFD( 10. MIS: THE AWA SPACE M FOR FLW* OFFICE USE ONLY 11. ADDITIONAL EXACT MLL MAL NAME- how new tile or 1*)-do 11&ORGANIZATIOM NAME OR 11b. MEMDUALS LAST NAME FIRSTNAME MIDDLE NAME SUFF.D( tic. MNLMIO ADDS CRY STATE AL 000E COUNTRY i td. TAX 0 dk SSN OR EIN AOft*MF49 110. TYPE OF ORGANIZATION 11f.JURISOICTICNOF ORGANMATION 115.ORGAN MOUPONAL D E Now I clvMJ=T= OaAOR 12 WCWw PARTY'S ASSltl*M SIP'S NAME - Inwt mw 120 or 12b UL ORGANIZAIRM NAME OR 12b. 04OP40UALS LAST NAME FIRST SUFFO( 12e. MAKING ADDRESS CRY STATE IPOSTALCODE COUN IRY .....»?..?.............?..?... w.. ¦ u .............,. u .¦..v.w¦o coklorm , or b !bd n ra 1Hrq. n 6&" 14.0 -0", dr.r 9 ftbb. Real property more particularly described on Exhibit A attached hereto and made a part hereof. 15. Mww wW a ddrm d • RECORD OWNER d a bwA-duabod rat uWs (110 a 1 p daft not hm ¦ rooord btar"* EXHIMrf "A" LEGAL DESCRIPTION ALL THAT CERTAIN tract of ground with improvements situate in South Middleton Township, Cumberland County, Pennsylvania, more particularly bounded and das<xsbed as follows: BEGINNING, at an iron pin on the southern right of way line of Wahurt Bottom Road, which point is in the western line of Lot 165 as shown on the hereinafter Plan of Lots; thence along said Lot No 165, South 35 degrees 30 minutes But 112.00 fed to an iron pin in line of lands now or fermady of John G. Hatfield and Mary Elizabeth Hatfield; thence along said lands of Hatfield, South 31 degrees 18 minutes 05 seconds west 121.85 feet to an iron pin; thenoe continuing along said lands now or formerly of Hatfield, South 54 degrees 30 minutes West 58.00 feet to an iron pin in the wetern line of Lot No. 162 on the hereinafter mentioned Plan of Lots; thence along said Lot No. 162, North 35 degrees 30 minutes West 160.00 feet to an iron pin in the southern right of way line of Wahmt Bottom Road; tisane along the southern right of way line of the Walnut Bottom Road, North 54 dues 30 minutes East 170.00 feet to an iron pin, the place of BEGINNING. Ex?lli? C-T EXHIBIT B Leea1 Descr_intion of Additional Land (being acquired by Mort or on even date and now being made subject to the lien of the Mart ea¢el PARCEL FOUR: ALL THAT CERTAIN tract of ground with improvements situate in South Middleton Township, Cumberland County, Pennsylvania, more particularly bounded and described as follows: BEGINNING, at an iron pin on the southern right of way line of Walnut Bottom Road, which point is in the western line of Lot 165 as shown on the hereinafter Plan of Lots; thence along said Lot No 165, South 35 degrees 30 minutes East 112.00 feet to an iron pin in line of lands now or formerly of John G. Hatfield and Mary Elizabeth Hatfield; thence along said lands of Hatfield, South 31 degrees 18 minutes 05 seconds West 121.85 feet to an iron pin; thence continuing along said lands now or formerly of Hatfield, South 54 degrees 30 minutes West 58.00 feet to an iron pin in the eastern line of Lot No. 162 on the hereinafter mentioned Plan of Lots; thence along said Lot No. 162, North 35 degrees 30 minutes West 160.00 feet to an iron pin in the southem right of way line of Walnut Bottom Road; thence along the southern right of way line of the Walnut Bottom Road, North 54 degrees 30 minutes East 170.00 feet to an iron pin, the place of BEGINNING. I CertiBj this to be recorded Tr1 Cumberland County PA a Recorder of Deeds BOOK 721 PAGE 1611 After recordation, please mail to the following address: Reager & Adler, PC 2331 Market Street Camp Hill, Pennsylvania 17011 Attn: Monica Zercher SPACE ABOVE FOR RECORDER'S USE ITURD MORTGAGE MODIFICATION AGREEMENT THIS THIRD MORTGAGE MODIFICATION AGREEMENT is made effective as of the day of November, 2005, by (i) McCoy Development, LLC, a Virginia limited liability company, whose address is 8756 Lewinsville Road, McLean, Virginia 22102 (hereinafter referred to as the "Mortgagor"), for the benefit of (ii) G&G, LLC, a Virginia limited liability company, with offices at 8756 Lewinsville Road, McLean, Virginia 22102 (hereinafter referred to as the "Mortgagee'). RECITALS: R.1. By Ooen End. Purchase Money Credit Line Mortgage and Security Agreement Assignment of Leases and Rents executed March 23, 2005, and recorded on March 28, 2005, in the Land Records of Cumberland County, Pennsylvania in Book 1901 at Page 1926 (the "Original Mortgage'), as modified by that certain MortM Modification Attreement executed July 13, 2005, and recorded on July 19, 2005 in the Land Records of Cumberland County, Pennsylvania in Book 719 at Page 1299, (the "First Modification') and as further modified by that certain Second Mortgage Modification A Bement executed September 8, 2005 and recorded on October 5, 2005 in the Land Records of Cumberland County, Pennsylvania in Book 721 at Page 1604 (the "Second Modification') (the Original Mortgage, First Modification and Second Modification being referred to herein collectively as the "Existing Mortgage") the Mortgagor granted Mortgagee a security interest in certain real property and the improvements constructed or to be constructed thereon located in Cumberland County, Pennsylvania, as more particularly described on Exhibit attached hereto and made a part hereof (the `Existing Land'), such grant and conveyance to secure payment of an acquisition and development loan from the Mortgagee to the Mortgagor (and certain other parties) in the principal amount of SEVEN MILLION THREE HUNDRED EIGHTY-TWO THOUSAND FIVE HUNDRED DOLLARS ($7,382,500.00) (the "Loan'), together with interest thereon. R.2. As contemplated at the time the Loan was made, Mortgagor on even date, is acquiring that certain land located in Cumberland County, Pennsylvania known as 1226 Walnut Bottom Road, Carlisle, Pennsylvania, which land is more particularly described on Exhibit B attached hereto and made a part hereof (the "Sollenberger Property") (the Sollenberger Property shall be referred to herein as the "Additional Land') and (ii) agreed to modify the Existing Mortgage to encumber the Additional Land thereunder in order to secure the repayment of the Loan. R.3 Mortgagor now desires to amend the Existing Mortgage to bring the Additional Land under the lien of the Existing Mortgage. NOW, THEREFORE, in consideration of the promises and covenants herein contained, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Mortgagor agrees as follows: 1. INCORPORATION OF RECITALS. The foregoing recitals are hereby incorporated herein as if set forth herein in full. 2. DEFINED TERMS. All defined terms used herein shall have the meanings ascribed to them in the Existing Mortgage, unless otherwise provided for herein. In furtherance thereof, the Mortgagor hereby specifically acknowledges and agrees that: (i) The term "Land" as defined in Article I of the Existing Mortgage is hereby deleted in its entirety, and the following new definition of the term "Land" shall be substituted in lieu thereof: "Land - All parcels of land located in Cumberland County, Pennsylvania owned by the Mortgagor, as such parcels of land are more particularly described on Exhibit A and Exhibit B attached hereto and made a part hereof by this reference, i.e., the term "Land" shall individually and collectively mean the Existing Land and the Additional Land." (ii) The term "Permitted Encumbrances " as defined in Article I of the Existing Mortgage is hereby deleted in its entirety, and the following new definition of the term "Permitted Encumbrances" shall be substituted in lieu thereof: "Permitted Encumbrances" - means (i) real estate taxes and assessments not yet due and payable for the current tax year and thereafter; and (ii) any encumbrances in the title insurance policy obtained at closing of the Loan secured hereby and accepted by the Lender. 3. The following grant clause contained in Section 2.0 of the Existing Mortgage is hereby restated by the Mortgagor with respect to the Additional Land which hereafter, together with the Existing Land, comprise the Land from which the Mortgaged Property is derived: "2.0 NOW, THEREFORE, the Mortgagor, in consideration of the premises and of the sum of TEN AND N01100 DOLLARS ($10.00) lawful money of the United States of America, the receipt of which is hereby acknowledged by the Mortgagor, and in order to secure the payment of the Indebtedness and the performance and discharge of the Obligations, does hereby grant, give, bargain, sell, assign, convey, release, warrant, mortgage, transfer, hypothecate, pledge, set over and confirm unto the Mortgagee, its successors, substitutes and assigns forever a security interest in the Mortgaged Property, TO HAVE AND TO HOLD the said Mortgaged Property unto the said Mortgagee, its successors and assigns, forever." 2 4. Except as modified hereby, the Existing Mortgage shall remain in full force and effect; and is expressly ratified and confirmed. 5. This Third Mortgage Modification Agreement shall apply to and inure to the benefit of, and bind the party hereto, and its respective heirs, successors and assigns. 6. This Third mortgage modification Agreement shall be governed by the laws of the commonwealth of Pennsylvania, notwithstanding that it may have been executed elsewhere. [Signature appears on following page] IN WITNESS WHEREOF, the Mortgagor has executed or caused to be executed this Third Mortgage Modification Agreement effective as of the date first above written. WITNESS: Name: > e. f G• bra MORTGAGOR: McCoy Development, LLC, a Virginia limited liability company By: G&G VA Holdings, LLC, its Mana ' Member By: Seal] Name: A4pwaw Title: Aa-T7°foouzyD CERTIFICATE OF RESIDENCE Is /?q/QE71/lr7lT"/l , do hereby certify that the correct address of the within-named Mortgagee is 8756 Lewinsville Road, McLean, Virginia 22102. Witness my hand this ts3P-0 day of November, 2005. Agent of Mortgagee COMMONWEALTH OF VIRGINIA COUNTY OF FAIRFAX The foregoing instrument was acknowledged before this JW day of November, 2005, by K L S 141rfF , as thel?tJ ?teeJ30c? of G&G VAHoldings, LLC, the Managing Member of McCoy Development, LLC, a Virginia limited liability company, the Mortgagor in the foregoing Third Mortgage Modification Agreement, known to me (or satisfactorily proven) to be the person whose name is subscribed to the within instrument, and acknowledged that she executed the same for the purposes therein in such capacity. a Lj . [Notarial Seal] NOTARY PUBLIC My Commission Expires: PLC /t 1, oUD q W.17985.203Noveanber Closing - SollenboMer PamhMortgage Modification Agr v l awpd 4 EXHIBIT A Legal Description of Existing Land_ (Encumbered by the Existing, MortgUo PARCEL ONE: ALL THAT CERTAIN piece or parcel of land situate in South Middleton Township, Cumberland County, Pennsylvania, located along the southern side of Walnut Bottom Road (S.R. 3023) approximately 350 feet east of Garfield Drive said tract being more fully bounded and described as follows: BEGINNING at the intersection of the souther legal right of way line of Walnut Bottom Road (S.R. 3023) and the dividing line of lands N/F of James W. Stafford and lands N/F of The Hatfield Family Limited Partnership; thence along said southern legal right of way line of Walnut Bottom Road North 47 degrees 24 minutes 36 seconds East 1174.36 feet to lands N/F of Paul E. & Marcia A. Treon; thence along lands N/F of Paul E. & Marcia A. Treon South 42 degrees 35 minutes 24 seconds East 160.00 feet; thence continuing along the same, and by lands N/F of Lawrence L. & Tammy Jo Shollenberger, and Joseph F. & Carol A. Harvilla North 47 degrees 24 minutes 36 seconds East 298.00 feet; thence continuing along lands N/F of Joseph F. & Carol A. Harvilla North 24 degrees 12 minutes 41 seconds East 121.85 feet to lands N/F of John R. & Martha R. Howard; thence along lands N/F of John R. & Martha R. Howard, North 63 degrees 41 minutes 16 seconds East 114.84 feet; thence North 54 degrees 07 minutes 04 seconds East 49.75 feet to lands N/F of Edward L. & Olive B. Glass; thence along lands N/F of Edward L. & Olive B. Glass, North 47 degrees 24 minutes 36 seconds East 343.11 feet to lands N/F of Michael A. & Ann E. Stoner, thence along lands N/F of Michael A. & Ann E. Stoner South 41 degrees 35 minutes 24 seconds East 350.00 feet; thence continuing along the same North 47 degrees 24 minutes 36 seconds East 252.50 feet to lands N/F of Meedpenn Group; thence along lands N/F of Meedpenn Group South 41 degrees 43 minutes 42 seconds East 604.25 feet; thence continuing along the same and by lands N/F of Old Field Partnership South 05 degrees 25 minutes 00 seconds East 869.60 feet to lands N/F of Miley H. & Ruth v. Jumper; thence continuing along lands N/F of Jumper the following three (3) courses and distances, (1) South 19 degrees 10 minutes 00 seconds East 796.37 feet, (2) South 68 degrees 04 minutes 38 seconds West 820.28 feet, (3) South 28 degrees 25 minutes 22 seconds Eastl 110.26 feet to lands N/F of Barbara Dallas Plamer; thence along lands N/F of Barbara Dallas Plamer South 71 degrees 49 minutes 38 seconds West 541.20 feet to lands N/F of Steven A. & Diane L. Schrader; thence along lands N/F of Steven A. & Diane L. Schrader and by lands N/F of the following Gary D. & Brenda K. Kuhn, Andrew J. & Jennifer R. McCormick, Richard R. Finkenbinder, Linda L. Enck, R. Frank, Richard C. & Michael J. Weidner & Linda L. Hutzier, Ross L. & Betty R. Shuler, and Lynn R. & Rose M. Bitner North 43 degrees 25 minutes 27 seconds West 2941.35 feet to lands N/F of James W. Stafford; thence along lands N/F of James W. Stafford North 47 degrees 26 minutes 33 seconds East 92.73 feet; thence continuing along the same North 42 degrees 41 minutes 47 seconds West 150.05 feet to the southern legal right of way line of Walnut Bottom Road, being the place of BEGINNING. PARCEL TWO: ALL THAT CERTAIN tract of ground situate in South Middletown Township, Cumberland County, Pennsylvania, more particularly bounded and described as follows: TRACT NO. 1: BEGINNING at an iron pin on the southern right-of-way line of Walnut Bottom Road, which point is at the western line of Lot No. 3 as shown on the hereinafter mentioned Plan of Lots; thence along said Lot No. 3, South 35 degrees 30 minutes East 150.00 feet to an iron pin in line of other lands of John G. Hatfield and Mary Elizabeth Hatfield; thence along said lands of Hatfield, South 54 degrees 30 minutes West 169.58 feet to an iron pin in the eastern line of Lot No. 5 as shown on the hereinafter mentioned Plan of Lots; thence along said Lot No. 5, North 35 degrees 30 minutes West 150.00 feet to an iron pin in the southern right-of- way line of Walnut Bottom Road; thence along the southern right-of-way line of the Walnut Bottom Road, North 54 degrees 30 minutes East 169.58 feet to an iron pin, the place of BEGINNING. TRACT NO. 2: BEGINNING at an iron pin on the southern right-of-way line of Walnut Bottom Road, which point is at the western line of Lot No. 4 as shown on the hereinafter mentioned Plan of Lots; thence along said Lot No. 4, South 35 degrees 30 minutes East 150.00 feet to an iron pin in line of other lands of John G. Hatfield and Mary Elizabeth Hatfield; thence along said other lands of Hatfield, South 54 degrees 30 minutes West 174.53 feet to an iron pin on the eastern right-of-way line of a future road with a proposed 50 foot dedicated right-of-way; thence along the eastern right-of-way line of proposed future road, by a curve to the left having a radius of 300.00 feet, a distance of 75.80 feet to an iron pin; thence continuing along the eastern right-of- way line of the proposed future road, North 35 degrees 30 minutes West 60.00 feet to an iron pin; thence by a curve to the right having a radius of 15.00 feet and forming the intersection of the proposed future road and Walnut Bottom Road, a distance of 23.56 feet to a monument along the southern right-of-way line of Walnut Bottom Road; thence along the southern right-of-way line of Walnut Bottom Road, North 54 degrees 30 minutes East 150.00 feet to an iron pin, the place of BEGINNING. PARCEL THREE: TRACT NO. 1: ALL THAT CERTAIN house and lot of ground situate in South Middleton Township, Cumberland County, Pennsylvania, bounded and described as follows: BEGINNING at a point on the Southern line of Pennsylvania Highway No. 33, said point being referenced South 36 degrees 22 minutes East, a distance of 25 feet, and North 54 degrees 30 minutes East, a distance of 1,349.67 feet from and iron bolt at the intersection of the center line of Pennsylvania Highway No. 33 and line of lands now or formerly of B.H. Snyder; thence along the Southern line of aforesaid Pennsylvania Highway No. 33, North 54 degrees 30 minutes East a distance of 80 feet to a point, being the Northwest corner of Lot No. 162; thence South 35 degrees 30 minutes East, a distance of 160 feet to a point on the Northern line of Lot No. 170; thence along the Northern line of portions of Lots Nos. 170 and 171, South 54 degrees 30 minutes West, a distance of 80 feet to the Southeast comer of Lot No. 160; thence along the Eastern line of Lot No. 160, North 35 degrees 30 minutes West, a distance of 160 feet to the point of BEGINNING. TRACT NO. 2: ALL THAT CERTAIN lot of ground located on the South side of the Walnut Bottom Road in South Middleton Township, Cumberland County, Pennsylvania, more particularly bounded and described as follows: 6 BEGINNING at a point on the Southern line of Pennsylvania Highway Route 33 known as the Walnut Bottom Road , which point is marked by an iron pin and which point is referenced as being South 36 degrees 22 minutes East 25 feet from the Southern line of Walnut Bottom Road and North 54 degrees 30 minutes East, 1,269.67 feet from the intersection of the Walnut Bottom Road and the Eastern property line of property of Sylvester R. Snyder, formerly B.H. Snyder; thence along the Southern line of the Walnut Bottom Road, North 54 degrees 30 minutes East 80 feet to a stake or hub at the present property of Treon; thence along property of the Treons, South 35 degrees 30 minutes East 160 feet to a hub at other lands of Treon; thence along said lands, South 54 degrees 30 minutes West 80 feet to an iron pin at other lands of Treon; thence along said lands, North 35 degrees 30 minutes West 160 feet to an iron pin, the place of BEGINNING. PARCEL FOUR: ALL THAT CERTAIN tract of ground with improvements situate in South Middleton Township, Cumberland County, Pennsylvania, more particularly bounded and described as follows: BEGINNING at an iron pin on the southern right of way line of Walnut Bottom Road, which point is in the western line of Lot 165 as shown on the hereinafter Plan of Lots; thence along said Lot No 165, South 35 degrees 30 minutes East 112.00 feet to an iron pin in line of lands now or formerly of John G. Hatfield and Mary Elizabeth Hatfield; thence along said lands of Hatfield, South 31 degrees 18 minutes 05 seconds West 121.85 feet to an iron pin; thence continuing along said lands now or formerly of Hatfield, South 54 degrees 30 minutes West 58.00 feet to an iron pin in the eastern line of Lot No. 162 on the hereinafter mentioned Plan of Lots; thence along said Lot No. 162, North 35 degrees 30 minutes West 160.00 feet to an iron pin in the southern right of way line of Walnut Bottom Road; thence along the southern right of way line of the Walnut Bottom Road, North 54 degrees 30 minutes East 170.00 feet to an iron pin, the place of BEGINNING. 7 EXIMIT B Legal Description of Additional Land (,being acquired by Mortgagor on even date and now being made subject to the lien of the Mortgage) PARCEL FIVE: ALL THAT CERTAIN house and lot of ground situate in South Middleton Township, Cumberland County, Pennsylvania, bounded and described as follows: BEGINNING at a point on the Southern line of Pennsylvania Highway #33, said point being refeenced South 36 degrees 22 minutes East, a distance fo 25 feet and North 54 degrees 30 minutes East, a distance of 1429.67 feet from an iron bolt at the intersection of the center line of Pennsylvania Highway #33 and the line of lands of B.H. Snyder; thence along the Southern line of aforesaid Pennsylvania Highway #33 North 54 degrees 30 minutes East, a distance of 80 feet to a point, being the Northwest comer of Lot No. 163; thence along the Western line of Lot No. 163, South 35 degrees 30 minutes East, a distance of 160 feet to a point on the Northern line of Lot No. 169; thence aing the Northern line of portions of Lots No. 169 and 170, a distance of 80 feet to a point, being the Southeast comer of Lot No. 161; thence aing the Eastern line of Lot No. 161, North 35 degrees 30 minutes West, a distance of 160 feet to the Point of BEGINNING. 8 E Ix??d?l Z EXHIBIT B Legal Description of Additional Land (being_acauired by Morteaaor on even date and now being made subject to the lien of the Mortea¢e) PARCEL FIVE: ALL THAT CERTAIN house and lot of ground situate in South Middleton Township, Cumberland County, Pennsylvania, bounded and described as follows: BEGINNING at a point on the Southern line of Pennsylvania Highway #33, said point being refeenced South 36 degrees 22 minutes East, a distance fo 25 feet and North 54 degrees 30 minutes East, a distance of 1429.67 feet from an iron bolt at the intersection of the center line of Pennsylvania Highway #3 3 and the line of lands of B.H. Snyder, thence along the Southern line of aforesaid Pennsylvania Highway #33 North 54 degrees 30 minutes East, a distance of 80 feet to a point, being the Northwest comer of Lot No. 163; thence along the Western line of Lot No. 163, South 35 degrees 30 minutes East, a distance of 160 feet to a point on the Northern line of Lot No. 169; thence ahig the Northern line of portions of Lots No. 169 and 170, a distance of 80 feet to a point, being the Southeast corner of Lot No. 161; thence aing the Eastern line of Lot No. 161, North 35 degrees 30 minutes West, a distance of 160 feet to the Point of BEGD4NING. cxw, ? J After recordation, please mail to the following address: zags Luc 30 Pry 3 zo Reager & Adler, PC 2331 Market Street Camp Hill, Pennsylvania 17011 Attn: Monica Zercher SPACE ABOVE FOR RECORDER'S USE FOURTH MORTGAGE MODIFICATION AGREEMENT THIS FOURTH MORTGAGE MODIFICATION AGREEMENT (the "Agreement") is made effective as of the 1 st day of August, 2006, by (i) McCoy Development, LLC, a Virginia limited liability company, whose address is 8756 Lewinsville Road, McLean, Virginia 22102 (hereinafter referred to as the "Mortgagor"), for the benefit of (ii) G&G, LLC, a Virginia limited liability company, with offices at 8756 Lewinsville Road, McLean, Virginia 221.02 (hereinafter referred to as the "Mortgagee"). RECITALS: R.I. The Mortgagor, along with (a) BCG, LLC, a Virginia limited liability company, (b) McCoy Holdings, LLC, a Virginia limited liability company, (c) Gregory R. Cox, personally, (d) Harold Boles, personally, and (e) Gary C. Wesner, personally (collectively, the "Borrower") is justly indebted unto the Mortgagee for money previously borrowed in the amount of SEVEN MILLION THREE HUNDRED EIGHTY-TWO THOUSAND FIVE HUNDRED AND NO1100 Dollars ($7,382,500.00) (the "Loan"), together with interest thereon, and which Loan is evidenced by that certain Promissory Note dated March 23, 2005 (the "Original Note") in the original principal amount of $7,382,500.00. R.2. By Open End, Purchase Money, Credit Line Mortgage and Security Agreement. Assignment of Leases and Rents executed March 23, 2005, and recorded on March 28, 2005, with the Recorder of Deeds of Cumberland County, Pennsylvania in Book 1901 at Page 1926 (the "Original Mortgage"), as modified by that certain Mortgage Modification Agreement executed July 13, 2005, and recorded on July 19, 2005 with the Recorder of Deeds of Cumberland County, Pennsylvania in Book 719 at Page 1299 (the "First Modification"), as further modified by that certain Second Mortgage Modification Agreement executed September 8, 2005 and recorded on October 5, 2005 with the Recorder of Deeds of Cumberland County, Pennsylvania in Book 721 at Page 1604 (the "Second Modification"), and as further modified by that certain Third Mortgage Modification Agreement executed November 23, 2005 and recorded on December 15, 2005 with the Recorder of Deeds of Cumberland County, Pennsylvania in Book 723 at Page 1825 (the "Third Modification") (the Original Mortgage, First Modification, Second Modification, and Third Modification being referred to herein collectively as the "Existing Mortgage") the Mortgagor granted Mortgagee a security interest in certain real properties and the improvements constructed or to be constructed thereon located in Cumberland County, Pennsylvania, as more particularly described on Exhibit A attached hereto and made a part hereof (collectively, the "Existing Land"), BKO?3UHA?36 '. 1, such grant and conveyance to secure payment of an acquisition and development loan from the Mortgagee to the Mortgagor (and certain other parties) in the principal amount of the Loan. R.3. In furtherance of the development plan for the Existing Land, Mortgagor on even date, is acquiring that certain land located in Cumberland County, Pennsylvania known as 1222 Walnut Bottom Road, Carlisle, Pennsylvania, which land is more particularly described on Exhibit ,B attached hereto and made a part hereof (the "Additional Land"). R.4. The Borrower has requested that the Mortgagee increase the principal amount of the Loan by One Million Four Hundred Twenty-Seven Thousand Five Hundred and No/l00 Dollars ($1,427,500.00) - i.e., from $7,382,500.00 to $8,810,000.00 (the "Increased Loan") to (i) secure additional advances, in excess of the proceeds of the Loan, previously made by the Mortgagee to the Borrower, (ii) acquire the Additional Land, including without limitation, all related costs up to the amount of Four Hundred Thousand ($400,000.00), (iii) provide for the payment of monthly interest which shall become due and payable, through and including the January 1, 2007 payment, (iv) provide for the payment of recordation expenses and attorney's fees associated with the increase of the Original Loan, and (iv) provide funding for the additional development, engineering, and project related expenses of the Borrower. R.S. The Mortgagor desires to amend the Existing Mortgage to (i) bring the Additional Land under the lien of the Existing Mortgage, and (ii) increase the amount secured thereby by an additional One Million Four Hundred Twenty-Seven Thousand Five Hundred Dollars ($1,427,500.00) - i.e., fi-om $7,382,500.00 to $8,810,000.00, and to secure the Mortgagee and any subsequent holder of the Original Note secured hereby the full and punctual payment of the Increased Loan, when and as the same shall become due and payable, as well as any and all renewals and extensions of said Original Note, or any part thereof, together with interest thereon, and the performance of the covenants and agreements herein and therein contained, and also to secure the reimbursement to the holder or holders of said Original Note or to the Mortgagee, and any purchaser or purchasers, grantee or grantees under any sale or sales under the provisions of the Existing Mortgage, as amended by this Agreement, for all money which may be advanced as herein provided for, and for any and all costs and expenses incurred or paid on account of any litigation at law or in equity which may arise in respect to the Existing Mortgage, as amended by this Agreement, or in respect to the indebtedness or the property herein described, or in obtaining possession of the premises either before or after any sale for which may be made as hereinafter provided. NOW, THEREFORE, in consideration of the promises and covenants herein contained, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Mortgagor agrees as follows: 1. INCORPORATION OF RECITALS. The foregoing recitals are hereby incorporated herein as if set forth herein in full. 2. REDEFINITION OF AMOUNT SECURED BY THE EXISTING MORTGAGE. All references in the Existing Mortgage to the amount thereof being "Seven Million Three Hundred 2 8K0730'60 1 j7 Eighty Two Thousand Five Hundred Dollars" or "$7,382,500.00" shall be deleted and the terms "Eight Million Eight Hundred Ten Thousand Dollars" or "$8,810,000.00," as applicable and appropriate, shall be substituted in lieu thereof, and all terms in the Existing Mortgage shall be interpreted in a manner consistent therewith. 3. DEFINED TERMS. All defined terms used herein shall have the meanings ascribed to them in the Existing Mortgage, unless otherwise provided for herein. In furtherance thereof, the Mortgagor hereby specifically acknowledges and agrees that: (i) The tern "Land" as defined in Article I of the Existing Mortgage is hereby deleted in its entirety, and the following new definition of the tern "Land" shall be substituted in lieu thereof: "Land - All parcels of land located in Cumberland County, -Pennsylvania owned by the Mortgagor, as such parcels of land are more particularly described on Exhibit A and Exhibit B attached hereto and made a part hereof by this reference, i.e., the term "Land" shall individually and collectively mean the Existing Land and the Additional Land." (ii) The term "Permitted Encumbrances " as defined in Article I of the Existing Mortgage is hereby deleted in its entirety, and the following new definition of the term "Permitted Encumbrances" shall be substituted in lieu thereof "Permitted Encumbrances" - means (i) real estate taxes and assessments not yet due and payable for the current tax year and thereafter; and (ii) any encumbrances in the title insurance policy obtained at closing of the Increased Loan secured hereby and accepted by the Lender. 4. The following grant clause contained in Section 2.0 of the Existing Mortgage is hereby restated by the Mortgagor with respect to the Additional Land which hereafter, together with the Existing Land, comprise the Land from which the Mortgaged Property is derived: "2.0 NOW, THEREFORE, the Mortgagor, in consideration of the premises and of the sum of TEN AND NO/ 100 DOLLARS ($10.00) lawful money of the United States of America, the receipt of which is hereby acknowledged by the Mortgagor, and in order to secure the payment of the Indebtedness and the performance and discharge of the Obligations, does hereby grant, give, bargain, sell, assign, convey, release, warrant, mortgage, transfer, hypothecate, pledge, set over and confirm unto the Mortgagee, its successors, substitutes and assigns forever a security interest in the Mortgaged Property, TO HAVE AND TO HOLD the said Mortgaged Property unto the said Mortgagee, its successors and assigns, forever." 81 0 /30GO I A N.? 5. Representations and Warranties. The representations and warranties set forth in Article III of the Original. Mortgage are incorporated herein by this reference and deemed repeated as of the date hereof. 6. Except as modified hereby, the Existing Mortgage shall remain in full force and effect, and is expressly ratified and confinned. 7. This Fourth Mortgage Modification Agreement shall apply to and inure to the benefit of, and bind the parties hereto, and their respective heirs, successors and assigns. 8. This Fourth Mortgage Modification Agreement shall be governed by the laws of the Commonwealth of Pennsylvania, notwithstanding that it may have been executed elsewhere. [Signature appears on following page] 8K073uN 0 1 39 IN WITNESS WHEREOF, the Mortgagor has executed or caused to be executed this Fourth Mortgage Modification Agreement effective as of the date first above written. WITNESS: Gtd __ Name: _ /)')eeh MORTGAGOR: McCoy Development, LLC, a Virginia limited liability company By: G&G VA Holdings, LLC, its Manager By: [Seal] Name: Title: l .?'i<?'toEa?aT CERTIFICATE OF RESIDENCE 1, W/qV?'F'-V zV29i7-/ , do hereby certify that the correct address of the within- named Mortgagee is 8756 Lewinsville Road, McLean, Virginia 22102. Witness my hand this g day of August, 2006. COMMONWEALTH OF VIRGINIA) } COUNTY OF FAIRFAX ) r Agent of Mortgagee The foregoing instrument was acknowledged before me this q day of August, 2006, by AR E,/ tA, 7f-1 , as the Vt c C -10jeo T of G&G VA Holdings, LLC, the Managing Member of McCoy Development, LLC, a Virginia limited liability company, the Mortgagor in the foregoing Fourth Mortgage Modification Agreement, known to me (or satisfactorily proven) to be the person whose name is subscribed to the within instrument, and ac6owleoed that she executed the same for the purposes therein in such capacity. ?[1lotariatl S?lj ; OTARY PUBLIC rMy Cbipmissioii Expires: 0/ o ?Vt79$526 34idiVg ZOOG ModiricationWongage Modification Agr vlb.wpd 5 BK013uPG 0140. EXHIBIT A Legal Description of Existing Land (Encumbered by the Existing Mortgage) PARCEL ONE: ALL THAT CERTAIN piece or parcel of land situate in South Middleton Township, Cumberland County, Pennsylvania, located along the southern side of Walnut Bottom Road (S.R. 3023) approximately 350 feet east of Garfield Drive said tract being more fully bounded and described as follows: BEGINNING at the intersection of the souther legal right of way line of Walnut Bottom Road (S.R. 3023) and the dividing line of lands N/F of James W. Stafford and lands N/F of The Hatfield Family Limited Partnership; thence along said southern legal right of way line of Walnut Bottom Road North 47 degrees 24 minutes 36 seconds East 1174.36 feet to lands N/F of Paul E. & Marcia A. Treon; thence along lands N/F ofPaul E. & Marcia A. Treon South 42 degrees 35 minutes 24 seconds East 160.00 feet; thence continuing along the same, and by lands N/F of Lawrence L. & Tammy Jo Shollenberger, and Joseph F. & Carol A. Harvilla North 47 degrees 24 minutes 36 seconds East 298.00 feet; thence continuing along lands N/F of Joseph F. & Carol A. Harvilla North 24 degrees 12 minutes 41 seconds East 121.85 feet to lands N/F of John R. & Martha R. Howard; thence along lands N/F of John R. & Martha R. Howard, North 63 degrees 41 minutes 16 seconds East 114.84 feet; thence North 54 degrees 07 minutes 04 seconds East 49.75 feet to lands N/F of Edward L. & Olive B. Glass; thence along lands N/F of Edward L. & Olive B. Glass, North 47 degrees 24 minutes 36 seconds East 343.11 feet to lands N/F of Michael A. & Ann E. Stoner; thence along lands N/F of Michael A. & Ann E. Stoner South 41 degrees 35 minutes 24 seconds East 350.00 feet; thence continuing along the same North 47 degrees 24 minutes 36 seconds East 252.50 feet to lands N/F ofMeedpenn Group; thence along lands N/F ofMeedpenn Group South 41 degrees 43 minutes 42 seconds East 604.25 feet; thence continuing along the same and by lands N/F of Old Field Partnership South 05 degrees 25 minutes 00 seconds East 869.60 feet to lands N/F of Miley H. & Ruth v. Jumper; thence continuing along lands N/F of Jumper the following three (3) courses and distances, (1) South 19 degrees 10 minutes 00 seconds East 796.37 feet, (2) South 68 degrees 04 minutes 38 seconds West 820.28 feet, (3) South 28 degrees 25 minutes 22 seconds East1110.26 feet to lands N/F of Barbara Dallas Plamer; thence along lands N/F of Barbara Dallas Plamer South 71 degrees 49 minutes 38 seconds West 541.20 feet to lands N/F of Steven A. & Diane L. Schrader; thence along lands N/F of Steven A. & Diane L. Schrader and by lands N/F of the following Gary D. & Brenda K. Kuhn, Andrew J. & Jennifer R. McCormick, Richard R. Finkenbinder, Linda L. Enck, R. Frank, Richard C. & Michael J. Weidner & Linda L. Hutzier, Ross L. & Betty R. Shuler, and Lynn R. & Rose M. Bitner North 43 degrees 25 minutes 27 seconds West 2941.35 feet to lands N/F of James W. Stafford; thence along lands N/F of James W. Stafford North 47 degrees 26 minutes 33 seconds East 92.73 feet; thence continuing along the same North 42 degrees 41 minutes 47 seconds West 150.05 feet to the southern legal right of way line of Walnut Bottom Road, being the place of BEGINNING. 8K073UPGO141 PARCEL TWO: ALL THAT CERTAIN tract of ground situate in South Middletown Township, Cumberland County, Pennsylvania, more particularly bounded and described as follows: TRACT NO. 1: BEGINNING at an iron pin on the southern right-of-way line of Walnut Bottom Road, which point is at the western line of Lot No. 3 as shown on the hereinafter mentioned Plan of Lots; thence along said Lot No. 3, South 35 degrees 30 minutes East 150.00 feet to an iron pin in line of other lands of John G. Hatfield and Mary Elizabeth Hatfield; thence along said lands of Hatfield, South 54 degrees 30 minutes West 169.58 feet to an iron pin in the eastern line of Lot No. 5 as shown on the hereinafter mentioned Plan of Lots; thence along said Lot No. 5, North 35 degrees 30 minutes West 150.00 feet to an iron pin in the southern right-of-way line of Walnut Bottom Road; thence along the southern right-of-way line of the Walnut Bottom Road, North 54 degrees 30 minutes East 169.58 feet to an iron pin, the place of BEGINNING. TRACT NO. 2: BEGINNING at an iron pin on the southern right-of-way line of Walnut Bottom Road, which point is at the western line of Lot No. 4 as shown on the hereinafter mentioned Plan of Lots; thence along said Lot No. 4, South 35 degrees 30 minutes East 150.00 feet to an iron pin in line of other lands of John G. Hatfield and Mary Elizabeth Hatfield; thence along said other lands of Hatfield, South 54 degrees 30 minutes West 174.53 feet to an iron pin on the eastern right-of-way 1 ine of a future road with a proposed 50 foot dedicated right-of-way; thence along the eastern right- of-way line of proposed future road, by a curve to the left having a radius of 300.00 feet, a distance of 75.80 feet to an iron pin; thence continuing along the eastern right-of-way line of the proposed future road, North 35 degrees 30 minutes West 60.00 feet to an iron pin; thence by a curve to the right having a radius of 15.00 feet and forming the intersection of the proposed future road and Walnut Bottom Road, a distance of 23.56 feet to a monument along the southern right-of-way line of Walnut Bottom Road; thence along the southern right-of-way line of Walnut Bottom Road, North 54 degrees 30 minutes East 150.00 feet to an iron pin, the place of BEGINNING. PARCEL THREE: TRACT NO. 1: ALL THAT CERTAIN house and lot of ground situate in South Middleton Township, Cumberland County, Pennsylvania, bounded and described as follows: BEGINNING at a point on the Southern line of Pennsylvania Highway No. 33, said point being referenced South 36 degrees 22 minutes East, a distance of 25 feet, and North 54 degrees 30 minutes East, a distance of 1,349.67 feet from and iron bolt at the intersection of the center line of 7 BKO 73UPGO 142 Pennsylvania Highway No. 33 and line of lands now or formerly of B.H. Snyder; thence along the Southern line of aforesaid Pennsylvania Highway No. 33, North 54 degrees 30 minutes East a distance of 80 feet to a point, being the Northwest corner of Lot No. 162; thence South 35 degrees 30 minutes East, a distance of 160 feet to a point on the Northern line of Lot No. 170; thence along the Northern line of portions of Lots Nos. 170 and 171, South 54 degrees 30 minutes West, a distance of 80 feet to the Southeast corner of Lot No. 160; thence along the Eastern line of Lot No. 160, North 35 degrees 30 minutes West, a distance of 160 feet to the point of BEGINNING. TRACT NO. 2: ALL THAT CERTAIN lot of ground located on the South side of the Walnut Bottom Road in South Middleton Township, Cumberland County, Pennsylvania, more particularly bounded and described as follows: BEGINNING at a point on the Southern line of Pennsylvania Highway Route 33 known as the Walnut Bottom Road , which point is marked by an iron pin and which point is referenced as being South 36'degrees 22 minutes East 25 feet from the Southern line of Walnut Bottom Road and North 54 degrees 30 minutes East, 1,269.67 feet from the intersection of the Walnut Bottom Road and the Eastern property line of property of Sylvester R. Snyder, formerly B.H. Snyder; thence along the Southern line of the Walnut Bottom Road, North 54 degrees 30 minutes East 80 feet to a stake or hub at the present property of Treon; thence along property of the Treons, South 35 degrees 30 minutes East 160 feet to a hub at other lands of Treon; thence along said lands, South 54 degrees 30 minutes West 80 feet to an iron pin at other lands of Treon; thence along said lands, North 35 degrees 30 minutes West 160 feet to an iron pin, the place of BEGINNING. PARCEL FOUR: ALL THAT CERTAIN tract of ground with improvements situate in South Middleton Township, Cumberland County, Pennsylvania, more particularly bounded and described as follows: BEGINNING at an iron pin on the southern right of way line of Walnut Bottom Road, which point is in the western line of Lot 165 as shown on the hereinafter Plan of Lots; thence along said Lot No 165, South 35 degrees 30 minutes East 112.00 feet to an iron pin in line of lands now or formerly of John G. Hatfield and Mary Elizabeth Hatfield; thence along said lands of Hatfield, South 31 degrees 18 minutes 05 seconds West 121.85 feet to an iron pin; thence continuing along said lands now or formerly of Hatfield, South 54 degrees 30 minutes West 58.00 feet to an iron pin in the eastern line of Lot No. 162 on the hereinafter mentioned Plan of Lots; thence along said Lot No. 162, North 35 degrees 30 minutes West 160.00 feet to an iron pin in the southern right of way line of Walnut Bottom Road; thence along the southern right of way line of the Walnut Bottom Road, North 54 degrees 30 minutes East 170.00 feet to an iron pin, the place of BEGINNING. BK0730PG0143 o a PARCEL FIVE: ALL THAT CERTAIN house and lot of ground situate in South Middleton Township, Cumberland County, Pennsylvania, bounded and described as follows: BEGINNING at a point on the Southern line ofPennsylvania Highway #33, said pointbeing refeenced South 36 degrees 22 minutes East, a distance fo 25 feet and North 54 degrees 30 minutes East, a distance of 1429.67 feet from an iron bolt at the intersection of the center line of Pennsylvania Highway #33 and the line of lands of B.H. Snyder; thence along the Southern line of aforesaid Pennsylvania Highway #33 North 54 degrees 30 minutes East, a distance of 80 feet to a point, being the Northwest corner of Lot No. 163; thence along the Western line of Lot No. 163, South 35 degrees 30 minutes East, a distance of 160 feet to a point on the Northern line of Lot No. 169; thence aing the Northern line of portions of Lots No. 1.69 and 170, a distance of 80 feet to a point, being the Southeast corner of Lot No. 161; thence aing the Eastern line of Lot No.161, North 35 degrees 30 minutes West, a distance of 160 feet to the Point of BEGINNING. 9 8K073UPGO144 EXHIBIT B ?y>a Legal Description of Additional Land (being acquired by Mortgagor on even date and now being made subject to the lien of the Mortgage) PARCEL SIX: ALL THAT CERTAIN lot of ground with the improvements thereon erected locaetd on the South Side of the Walnut Bottom Road in South Middleton Township, Cumberland County, Pennsylvania, more particularly bounded and described as follows: BEGINNING at a stake on the South Side of the Walnut Bottom Road, which stake is 697.37 feet West of the western line of lot heretofore conveyed to Roy H. Wenger, et al. by deed of R.D. Hurley and wife, dated March 6, 1957 and recorded in Deed Book "R", Volume 17, Page 45; thence along the Walnut Bototm Road, North 54 degrees 30 minutes East 105 feet to a point; thence by a curve to the right at the intersection of the Walnut Bottom Road and a proposed 50 foot wide street, said curve having a radius of 15 feet, an arc distance of 23, 56 feet to a point on the West side of said proposed street; thence along the West side of said proposed street, South 35 degrees 30 minutes East 60 feet to a point; thence a curve to the right having a radius of 250 feet, an arc distance of 70 feet to a point; thence along other lands of Roy H. Wenger, et al., North 70 degrees 46 minutes 40 seconds West 113.75 feet to a point; thence by the same, North 35 degrees 30 minutes West 112 feet to the place of BEGINNING. BEING improved with a dwelling house known as 1222 Walnut Bottom Road, Carlisle. 10 " -Jed Cel 1' , 3 ' tires "'ou:1L '_ i BK073OPGO145 K ?oJ EXHIBIT B Legal Description of Additional Land (being acquired by Mortgagor on even date and now being made subject to the lien of the Mortgage) PARCEL SIX: ALL THAT CERTAIN lot of ground with the improvements thereon erected locaetd on the South Side of the Walnut Bottom Road in South Middleton Township, Cumberland County, Pennsylvania, more particularly bounded and described as follows: BEGINNING at a stake on the South Side of the Walnut Bottom Road, which stake is 697.37 feet West of the western line of lot heretofore conveyed to Roy H. Wenger, et al. by deed of R.D. Hurley and wife, dated March 6, 1957 and recorded in Deed Book "R", Volume 17, Page 45; thence along the Walnut Bototm Road, North 54 degrees 30 minutes East 105 feet to a point; thence by a curve to the right at the intersection of the Walnut Bottom Road and a proposed 50 foot wide street, said curve having a radius of 15 feet, an arc distance of 23, 56 feet to a point on the West side of said proposed street; thence along the West side of said proposed street, South 35 degrees 30 minutes East 60 feet to a point; thence a curve to the right having a radius of 250 feet, an arc distance of 70 feet to a point; thence along other lands of Roy H. Wenger, et al., North 70 degrees 46 minutes 40 seconds West 113.75 feet to a point; thence by the same, North 35 degrees 30 minutes West 112 feet to the place of BEGINNING. BEING improved with a dwelling house known as 1222 Walnut Bottom Road, Carlisle. led r. t• 10 BK0730PG 0145 Ex k- I 6-, f )- GOURLEY & GOURLEY, LLC PRIVATE BANKING 8756 LEWINSVILLE ROAD MCLEAN, VIRGINIA 22102 TELEPHONE 703-556-9001 FACSIMILE 703-556-8771 Demetris Voudouris, Esq. demetris@gourleygourley.com DEMAND FOR PAY-OFF ATTENTION: THIS LETTER CONSTITUTES AN ATTEMPT TO COLLECT A DEBT. ANY INFORMATION PROVIDED TO THE UNDERSIGNED IN RESPONSE TO THIS LETTER WILL BE USED FOR DEBT COLLECTION PURPOSES. October 6, 2008 By Hand Delivery BCG, LLC McCoy Holdings, LLC McCoy Development, LLC 8756 Lewinsville Road McLean, Virginia 22102 B Fe Ex Tracking No. 7980-3055-8950 Gary C. Wesner 3065 Brookfield Drive York, Pennsylvania 17404 By FedEx Tracking No. 7911-5609-1903 Gregory R. Cox Harold Boles 19441 Golf Vista Plaza, Suite 250 Leesburg, Virginia 20176 RE: Demand for Pay-Off of G&G Loan No 935 - $8 $10 000 Loan from G&G LLC (the "Lender") to BCG, LLC McCoy. Holdings, LLC, McCoy Development LLC Gregory C Cox Harold Boles and Gary C. Cox (collectively, the "Borrower") which Loan is secured in part, by certain real property located in Cumberland County, Pennsylvania (the "Property") To Whom It May Concern: As you may be aware, I serve as in-house counsel for G&G, LLC, the Lender in the above referenced Loan transaction. As you should also be aware, the above-referenced Loan matured on February 1, 2007. In an effort to provide the Borrower an opportunity to complete the development of the Property, sell the Property and pay-off the Loan, the Lender has not called the Loan since maturity. However, the Lender's patience has its limits and this limit has been reached. Demand for Pay-Off October 6, 2008 Page 2 Enclosed herewith please find a Pay-Off Statement which indicates that as of October 1, 2008, the outstanding balance of the Loan (including, principal and accrued and unpaid interest) was Eleven Million Two Hundred Sixty-Three Thousand Nine Hundred Forty Eight and 781100 Dollars ($11,263,948.78). Additionally, interest on this Loan continues to accrue at the per diem rate of Five Thousand One Hundred Eighteen and 84/100 Dollars ($5,118.84). This letters constitutes demand that the Loan must be immediately paid-off in full. If Lender fails to receive complete satisfaction of this Loan by Wednesday, October 15, 2008, then Lender intends to exercise its rights and remedies under the Loan documents to seek repayment of the Loan, including, without limitation, foreclosure of the Property. Nothing contained herein is intended as, or shall constitute or be construed as, an election of remedies or a waiver of any rights and/or remedies that the Lender may have under the terns of the Loan documents or by operation of applicable law. The Lender's acceptance of any payment in an amount less than the full amount due likewise shall not constitute or be construed as, an election of remedies, an exercise of rights, or a waiver of any such rights and remedies. The Lender reserves all rights and remedies available to it and the exercise thereof. cer ly yours, etris oudouris cc: Jennifer Conein James J. Kutz, Esq. PAY-OFF STATEMENT FOR G&G LOAN NO. 935 Walnut Bottom Grove Date Starting Balance Monthly Interest Ending Balance 8/1/2006 $7,921,139.94 $107,991.54 $8,029,131.48 9/1/2006 $8,029,131.48 $109,463.83 $8,138,595.31 10/1/2006 $8,138,595.31 $110,956.18 $8,249,551.49 11/1/2006 $8,249,551.49 $112,468.89 $8,362,020.38 12/1/2006 $8,362,020.38 $114,002.21 $8,476,022.59 1/1/2007 $8,476,022.59 $115,556.44 $8,591,579.03 2/1/2007 $8,591,579.03 $117,131.86 $8,708,710.89 3/1/2007 $8,708,710.89 $118,728.76 $8,827,439.65 4/1/2007 $8,827,439.65 $120,347.43 $8,947,787.07 5/1/2007 $8,947,787.07 $121,988.16 $9,069,775.24 6/1/2007 $9,069,775.24 $123,651.27 $9,193,426.51 7/1/2007 $9,193,426.51 $125,337.05 $9,318,763.55 8/1/2007 $9,318,763.55 $127,045.81 $9,445,809.36 9/1/2007 $9,445,809.36 $128,777.87 $9,574,587.23 10/1/2007 $9,574,587.23 $130,533.54 $9,705,120.77 11/1/2007 $9,705,120.77 $132,313.15 $9,837,433.92 12/1/2007 $9,837,433.92 $134,117.02 $9,971,550.93 1/1/2008 $9,971,550.93 $135,945.48 $10,107,496.41 2/1/2008 $10,107,496.41 $137,798.87 $10,245,295.28 3/1/2008 $10,245,295.28 $139,677.53 $10,384,972.80 4/1/2008 $10,384,972.80 $141,581.80 $10,526,554.60 5/1/2008 $10,526,554.60 $143,512.03 $10,670,066.63 6/1/2008 $10,670,066.63 $145,468.58 $10,815,535.20 7/1/2008 $10,815,535.20 $147,451.80 $10,962,987.00 8/1/2008 $10,962,987.00 $149,462.06 $11,112,449.06 9/1/2008 $11,112,449.06 $151,499.72 $11,263,948.78 10/1/2008 $11,263,948.78 Per Diem = $5,118.84 Note -- 10/01/08 Pay-Off of $11,263,948.78 does not take into account project expenses advanced by Lender in excess of the commitment amount. • From 060 ID: PIZA (703)558.9001 C,. dbF &DEMETRIS VOUDOURIS &P- GOURLEY & GOURLEY, LLC 8756 LEW14SVILLE ROAD MCLEAN, VA 22102 ttwaww SHIPTO: (717)891-5006 BILL SENDER GARY WESNER 3065 BROOKFIELD DRIVE YORK, PA 17404 Ship Dale: D60CT08 AdWpt 1 L8 CAD: 820219100W02D0 A-c. #: S 1.1644f.0 Ref # LOAN NO. 935 Invoice # PO # Dept # 7980 3055 8950 EM THVA .......................................................................................................................... This shipping label printed by ShipRush www.shiprush.com TUE - 07OCT A2 STANDARD OVERNIGHT 17404 PA-US MDT Fold the printed label at the dotted line. Place the label in a clear plastic FedEx Shipping Pouch. If you do not have a pouch, affix the folded label using clear plastic shipping tape over the entire label. GETTING YOUR SHIPMENT TO FEDEX Customers without Daily Pickup service: -FedEx Ground shipments may be handed to a FedEx Ground driver or dropped off at any FedEx Kinkos or authorized FedEx location. To find the nearest drop-off location visit www.fedex.com -FedEx Express shipments may be handed to any FedEx Express driver or dropped off at any FedEx self-service drop box, FedEx Kinkos, or FedEx Staffed location. -Pickup can be requested at www.fedex.com Customers with Daily Pickup: -Your driver will pickup your shipment(s) as usual. C From,• Oon ID: PRA (103)556.9001 n A DEMETRI3 VOUDOURIS EW= GOURLEY 3 GOURLEY, LLC 8756 LEWINSVILLE ROAD MCLEAN, VA 22102 [E] OWNMN SHIP TO: (703)723-8733 BILL SENDER HAL BOLES GREG R. COX 19441 GOLF VISTA PLAZA SUITE 250 LEESBURG, VA 20176 SMp Date: 06OCT08 AdtNot 1 LB CAD: R0219WM AccounIN: S """ ??lNI??IIIIII?IIIIIIN?dllllll?l Ref # LOAN NO. 935 Invoice # PO # Dept # 79115603 1903 19 WGOA TUE-07OCT Al STANDARD OVERNIGHT 20176 VA-US IAD ........................................................................................................LL..................... This shipping label printed by ShipRush www.shiprush.com Fold the printed label at the dotted line. Place the label in a clear plastic FedEx Shipping Pouch. If you do not have a pouch, affix the folded label j using clear plastic shipping tape over the entire label. GETTING YOUR SHIPMENT TO FEDEX Customers without Daily Pickup service: -FedEx Ground shipments may be handed to a FedEx Ground driver or dropped off at any FedEx Kinkos or authorized FedEx location. To find the nearest drop-off location visR www.tedex.com -FedEx Express shipments may be handed to any FedEx Express driver or dropped off at any FedEx self-service drop box, FedEx Kinkos, or FedEx Staffed location. -Pickup can be requested at www.fedex.com Customers with Daily Pickup: -Your driver will pickup your shipment(s) as usual. ra c? i r?o c CA) 0 I POST & SCHELL, P.C. BY: PAULA J. MCDERMOTT, ESQUIRE E-MAIL: pmcdermott@postschell.com I.D. # 46664 17 N. 2ND, 12TH FLOOR HARRISBURG, PA 17101-1601 717-731-1970 G&G, LLC, A Virginia Limited Liability Company, Plaintiff, VS. MCCOY DEVELOPMENT, LLC, A Virginia Limited Liability Company, Defendant. Attorneys for Plaintiff, G&G, LLC IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA COMPLAINT IN MORTGAGE FORECLOSURE NO. 08-6390 AFFIDAVIT OF SERVICE I HEREBY CERTIFY that the Complaint filed in the above-captioned matter was served upon Defendant McCoy Development, LLC via Certified Mail, and received on November 3, 2008. Attached hereto and marked as Exhibit "A" are copies of the cover letter addressed to Defendant McCoy Development, LLC dated October 31, 2008, and the signed Certified Mail, Return Receipt Card evidencing service of Complaint. POST & SCHELL, P.C. Date: November 6, 2008 9.4.4e-, ?. td PAULA J. Mt.D RMOTT, ESQUIRE Attorney I.D. # 46664 17 North Second Street, 12'h Floor Harrisburg, PA 17101-1601 (717) 731-1970 Attorneys for Plaintiff c P 17 North Second Street 0 & 12th Floor s ??T T ? Harrisburg, PA 17101-1601 1 it i 717-731-1970 Main ATTORNEYS AT LAW 717-731-1985 Fax www.postschell.com Paula J. McDermott pmodermott@postsohell.oom 717-612-6012 Direct 717-731-1985 Fax October 31, 2008 ? FILE VIA CERTIFIED MAIL McCoy Development, LLC 8756 Lewinsville Road McLean, VA 22102 RE: G&G, LLC v. McCoy Development, LLC Cumberland County Court of Common Pleas No. 08-6390 Dear Sir or Madam: Enclosed constituting service upon you please find the Complaint in Mortgage Foreclosure filed against you in the Court of Common Pleas of Cumberland County, Pennsylvania on October 28, 2008. Kindly respond to this Complaint in Mortgage Foreclosure within the time frame allowed by the Pennsylvania Rules of Civil Procedures. Very truly yours, Paula J. McDermott PJMldjs Enclosure CC. Demetris Voudouris, Esquire ALLENTOWN HARRISBURG LANCASTER PHILADELPHIA PITTSBURGH PRINCETON WASHINGTON, D.C. A PENNSYLVANIA PROFESSIONAL CORPORATION a ¦ Complete items 1, 2, and 3. Also complete item 4 if Restricted Delivery is desired. ¦ Print your name and address on the reverse so that we can return the card to you. ¦ Attach this card to the back of the maiipiece, or on the front if space permits. 1. Article Addressed to: m??y ?.eoJoemw+LLQrr??. Lem, 0 Is ,,,119 r a A. Sign l `t x a? ? Addressee B. Received by ? Ied blame) Date of Delivery C. s 0. Is delivery a ter es n 0Y 11 YES, ad ``` q?no L- -S" Y e? n , V? as 0 3- Type Mail 0 Express Mall O Registered 0 Return Receipt for Merchancilse 0 Insured Mail 0 C.O.D. 4. Restricted Delivery? Pft Fee) O Yes 2. Article Number 7007 1490 0000 7680 4920 (Transfer ft m servke bbe$ PS Form 3811, February 2004 Domestlc Return Receipt 102595-02•M-150 Postal o CERTIFIED • ru tr (DOMestic Mail Only ; Me Co verjjgc- - . . • . CD • CIAL -0 (,*. Postage $ _ C3 C3 Certified Fee p Retum Rece ipt Fee (Endorsement Required) _ ' PostmvlD ' 9 C7 it Restricted Delivery Fee (Endorsement Required) c: Here, N r? QT r-3 Total Postage & Fees $ ?/ ) d C3 kbent To ^ n e 0 Y r ` 11 r-( ? Q?J -- " f, [reef, pC No.; r fJ---e-- _ ? ? L _ ?? C.,.. ??%' ca ?, ? € ;? } ?:? ? ., _ :.?- ? ? y? _._. . ? -, r? POST & SCHELL, P.C. BY: PAULA J. MCDERMOTT, ESQUIRE E-MAIL: pmcdermottApostschell.com I.D. # 46664 17'.N. 2ND, 12' FLOOR HARRISBURG, PA 17101-1601 717-731-1970 G&G, LLC, A Virginia Limited Liability Company, vs. Plaintiff, Attorneys for Plaintiff, G&G, LLC PENNSYLVANIA IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, COMPLAINT IN MORTGAGE FORECLOSURE MCCOY DEVELOPMENT, LLC, A Virginia Limited Liability Company, Defendant. NO. 08-6390 PRAECIPE TO ENTER DEFAULT JUDGMENT TO THE PROTHONOTARY: Kindly enter judgment in mortgage foreclosure in favor of Plaintiff G&G, LLC and against Defendant McCoy Development, LLC in the above-referenced matter in the amount of $11,263.948.78, plus $409,507.20 in interest (per diem interest rate of $5,118.84 a day as of October 1, 2008 and continuing forward); $2,500.00 in attorneys' fees; and $146.05 in costs, for a total judgment of $11,676.101.98. The Complaint in Mortgage Foreclosure, filed in Cumberland County Court of Common Pleas on October 28, 2008, was served on McCoy Development, LLC on November 3, 2008. A copy of the signed Certified Mail Return Receipt Card evidencing service of the Complaint is attached hereto as Exhibit "A." Defendant was served via Certified Mail and Regular Mail with a Notice of Intent to Enter Default Judgment, which it failed to respond to. A copy of cover letter dated November 26, 2008, Notice of Intent to Enter Default Judgment and signed Certified Mail Return Receipt Card are attached hereto as Exhibit "B." POST & SCHELL, P.C. Dated: December 1q, 2008 'P- 9h• PAULA J. CDERMOTT, ESQUIRE Attorney I.D. # 46664 17 North Second St., 12th Floor Harrisburg, PA 17101-1601 (717) 731-1970 Attorneys for Plaintiff A`0V 72 ^r? POST & SCHELL, P.C. BY: PAULA J. MCDERMOTT, ESQUIRE E-MAIL: pmcdermott@postschell.com I.D. # 46664 17 N. 2ND, 12' FLOOR HARRISBURG, PA 17101-1601 717-731-1970 G&G, LLC, A Virginia Limited Liability Company, Attorneys for Plaintiff, G&G, LLC IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA Plaintiff, VS. MCCOY DEVELOPMENT, LLC, A Virginia Limited Liability Company, Defendant. COMPLAINT IN MORTGAGE FORECLOSURE NO. 08-6390 ` n mow. - 3 M o AFFIDAVIT OF SERVICE I HEREBY CERTIFY that the Complaint filed in the above-captioned matter was served upon Defendant McCoy Development, LLC via Certified Mail, and received on November 3, 2008. Attached hereto and marked as Exhibit "A" are copies of the cover letter addressed to Defendant McCoy Development, LLC dated October 31, 2008, and the signed Certified Mail, Return Receipt Card evidencing service of Complaint. POST & SCHELL, P.C. PAULA J. M ERMOTT, ESQUIRE Attorney I.D. # 46664 17 North Second Street, 12th Floor Harrisburg, PA 17101-1601 (717)731 - 1970 Date: November 6, 2008 Attorneys for Plaintiff P0ST-k SCHELL,. ATTOHNETS AT LAW October 31, 2008 VIA CERTIFIED MAIL McCoy Development, LLC 8756 Lewinsville Road McLean, VA 22102 RE: G&G, LLC v. McCoy Development, LLC Cumberland County Court of Common Pleas No. 08-6390 Dear Sir or Madam: 17 North Second Street 12th Floor Harrisburg, PA 17101-1601 717-731-1970 Main 717-731-1985 Fax www.postschell.com Paula J. McDermott pmcdermott@postschell.com 717-612-6012 Direct 717-731-1985 Fax M FILE Enclosed constituting service upon you please find the Complaint in Mortgage Foreclosure filed against you in the Court of Common Pleas of Cumberland County, Pennsylvania on October 28, 2008. Kindly respond to this Complaint in Mortgage Foreclosure within the time frame allowed by the Pennsylvania Rules of Civil Procedures. Very truly yours, P.$ .V.00-? Paula J. McDermott PJM/dj s Enclosure cc: Demetris Voudouris, Esquire ALLENTOWN HARRISBURG LANCASTER PHILADELPHIA PITTSBURGH PRINCETON WASHINGTON, D.C. A PENNSYLVANIA PROFESSIONAL CORPORATION ¦ Complete items 1, 2, and 3. Also complete A. item 4 if Restricted Delivery is desired. .gent ¦ Print your name and address on the reverse XSigna ? Addressee so that we can return the card to you. B. Received by ted Name) C. fDate of Delivery ¦ Attach this card to the back of the mailpiece, ! - ? or on the front if space permits. D. Is delivery item 1? ? Yes 1. Article Addressed to: If YES, ey add w: No ' 1 J1 c?- „? l_.eQ ,11e V t? ?! C a O? 3. v cType v erti ied Mail ? Express Mail ? Registered ? Retum Receipt for Merchandise ? Insured Mail ? C.O.D. 4. Restricted Delivery? (Extra Fee) ? Yes 2. Article Number 7007 1490 0000 7680 4920 (Transfer from service labeq PS Form 3811, February 2004 Domestic Return Receipt 102595-02-M-1540 U-S- Postal Service o CERTIFIED MAIL r RECEIP- ru Er No Insurance covet age PrOvIded) ?p N Postage $ t?`. Sr9 Certified Fee O i`i, lCIO •Yp C3 Return Receipt Fee - Postme, (Endorsement Required) w - G Here y Restricted Delivery Fee i? C7 (Endorsement Required) it tr ?? -1' Total Postage & Fees Q i " v» ('.. ent o n? 0 ?l r l 1 Q Sheer Apt jNC- ?? c_. fti or PO F7nr ti? S't' "? e-'-l ! -- , --t----? --:- PgOSTCHELL? ATTORNEYS AT LAW November 26, 2008 VIA CERTIFIED MAIL AND REGULAR MAIL McCoy Development, LLC 8756 Lewinsville Road McLean, VA 22102 RE: G&G, LLC v. McCoy Development, LLC Cumberland County Court of Common Pleas No. 08-6390 Dear Sir or Madam: 17 North Second Street 12th Floor Harrisburg, PA 17101-1601 717-731-1970 Main 717-731-1985 Fax www.postschell.com Paula J. McDermott pmodermott@postschell.com 717-612-6012 Direct 717-731-1985 Fax Enclosed constituting service upon you please find a Notice of Intent to Enter Default Judgment for the above captioned matter. Thank you for your attention to this matter. Very truly yours, Paula J. McDermott PJM/djs Enclosure cc: Demetris Voudouris, Esquire ALLENTOWN HARRISBURG LANCASTER PHILADELPHIA PITTSBURGH PRINCETON A PENNSYLVANIA PROFESSIONAL CORPORATION WASHINGTON, D.C. 1+?_ f? G&G, LLC, A Virginia Limited Liability Company, IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA Plaintiff, VS. COMPLAINT IN MORTGAGE FORECLOSURE MCCOY DEVELOPMENT, LLC, A Virginia Limited Liability Company, Defendant. NO. 08-6390 NOTICE OF INTENT TO ENTER DEFAULT JUDGMENT TO: McCoy Development, Limited Liability Company 8756 Lewinsville Road McLean, VA 22102 IMPORTANT NOTICE YOU ARE IN DEFAULT BECAUSE YOU HAVE FAILED TO TAKE ACTION REQUIRED OF YOU IN THIS CASE. UNLESS YOU ACT WITHIN TEN (10) DAYS FROM THE DATE OF THIS NOTICE, A JUDGMENT MAY BE ENTERED AGAINST YOU WITHOUT A HEARING AND YOU MAY LOSE YOUR PROPERTY OR OTHER IMPORTANT RIGHTS. YOU SHOULD TAKE THIS NOTICE TO A LAWYER AT ONCE. IF YOU DO NOT HAVE A LAWYER OR CANNOT AFFORD ONE, GO TO OR TELEPHONE THE FOLLOWING OFFICE TO FIND OUT WHERE YOU CAN GET LEGAL HELP. CUMBERLAND COUNTY BAR ASSOCIATION 32 S. Bedford Street Carlisle, PA 17013 (717) 249-3166(800) 990-9108 POST & SCHELL, P.C. F PAULA . MCDERMOTT, ESQUIRE Attorney I.D. # 46664 17 North Second Street, 12th Floor Harrisburg, PA 17101-1601 (717) 612-6012 Dated: November 26, 2008 Attorneys for Plaintiff C OD r N O O H O .- ?i N I VON OLL' FO ?s69?a ? N N o 00 LL ro cr W A. J oza"O o o w 0 Sim CC W W COD COD W M C5 CC W C !r D Q U a a 10 w F wl N O yyM z O d 'o F w " O U O O Z x O c S J J ?-% cu O Q?N= O N arc= ?+ J cu - O O (.510 ? U ? co 00 r N O O O MN ? O r N V z?O S 600 c ? N ¢C, ?o L N U- < M W `S U J N ` - v' C O N - 12 a C3 CL (1) r - O -> N M Q = () > M C- ? (D O J CU C3 ULC)? C3 Ir U ti V- co C3 f`- tJ U O a O ru ? F 4 a ? O N O z m u Q w a a < v7 z m ?U o$ r^ z F O r, C4 2 v J SENDER: COTOPLETE THIS SECTIO,'. a Complete items 1,"2, and 3. Also complete item 4 if Restricted Delivery is desired. ¦ Print your name and address on the reverse __sq-that.we can return the card to you. ¦ Attach this card to the back of the mailpiece or on the front if space permits. 1. Article Addressed to: i:?©y 1-bbe LLC S G Lew? nS r; It e QcOl A. X ? Agent , ? Addressee B. Received by (FWded Name) C. Date of Delivery D. Is delivery address different from Item 1? ? Yes If YES, enter delivery address below: 13 No Y VC.Lf fi y ft a101 1 b 3. Type Ld Mail ? Mai ? Registered rt?umsReceipt for Merchandise El Insured Mai O C.I.D. L 4. Restricted Delivery? (Extra Fee) ? Yes 2. Article Number 7007 1490 0000 7680 4876 (rmnsw from service !abet) Ps Form 3811, February 2004 Domestic Return Receipt 102895-02_M-1540 s, 0 CERTIFICATE OF SERVICE I, Paula J. McDermott, Esquire, an attorney of the law firm of Post & Schell, P.C., do hereby certify that on the date set forth below, I did cause to be served a true and correct copy of the foregoing document upon the following persons at the following addresses indicated below by sending same in the United States mail, first-class, postage prepaid: McCoy Development, LLC 8756 Lewinsville Road McLean, VA 22102 POST & SCHELL, P.C. Paula J. McD ott, Esquire Date: December Cq, 2008 DA ? cY ? G&G, LLC, A Virginia Limited Liability Company, VS. Plaintiff, IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA COMPLAINT IN MORTGAGE FORECLOSURE MCCOY DEVELOPMENT, LLC, A Virginia Limited Liability Company, Defendant. NO. 08-6390 NOTICE OF ENTRY OF JUDGMENT TO: Defendant McCoy Development, LLC 8756 Lewinsville Road McLean, VA 22102 Pursuant to Rule 236 of the Pennsylvania Rules of Civil Procedure, you are hereby notified that default judgment has been entered against you in the above-captioned proceedings in the amount of $11,676.101.98. A copy of the Praecipe for Entry of Judgment is attached with this certified Notice of Entry of Judgment. The name and post office of the creditor is G&G, LLC, 8756 Lewinsville Road, McLean, VA 22102. The name and post office address of counsel to the Judgment/Creditor is: Paula J. McDermott, Esquire, Post & Schell, P.C., 17 North Second Street, 12th Floor, Harrisburg, PA 17101, (717) 612-6012. Avai?a'-A Pr onotary Date: December22.., 2008 IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CIVIL. DIVISION PRAECIPE FOR WRIT OF EXECUTION Caption: ? Confessed Judgment G&G, LLC, A Virginia Limited ® Other Liability Company, :File No. 08-6390, Civil Tprm Plaintiff ; Amount Due $11,676,101.98 V. Interest $163,802.88 MCCOY DEVELOPMENT, INC., A Virginia Atty'sComm $10,000.00 Limited Liability Company, ; Costs $2,616.50 Defendant _ TO THE PROTHONOTARY OF THE SAID COURT: The undersigned hereby certifies that the below does not arise out of a retail installment sale, contract, or account based on a confession of judgment, but if it does, it is based, on the appropriate original proceeding filed pursuant to act 7 of 1966 as amended; and for real property pursuant to Act 6 of 1974 as amended. Issue writ of execution in the above matter to the Sheriff of Cumberland Cou1n2ryry?? for debt, interest and costs, upon the following described property of the' defendant (s) 1znuotto 0 Wa t BQt $rCarisle', PA; 1224 Walnut Bottom Rd., Carlisle, PA; 1228 Walnut Bottom Rd., Carlisle, PA; 1226 Walnut Bottom Rd., Carlisle, PA; 1235 Walnut Bottom Rd., Carlisle, PA PRAECIPE FOR ATTACHMENT EXECUTION Issue writ of attachment to the Sheriff of County, for debt, interest and costs, as above, directing attachment against the above-named garnishee(s) for the following property (if real estate, supply six copies of the description; supply four copies of lengthy personalty list) and all other property of the defendant(s) in the possession, custody or control of the said garnishee(s). ? (Indicate) Index this writ against the garnishee (s) as a lis pendens against real estate of the defendant(s) described in the attached exhibit. A&- Date - Cl - 2009 Signature: Alk? X. Print Name: Paula J. McDermott, Esquire Address: 17 N. 2nd St., 12th F1. Harrisburg, PA 17101-1601 Attorney for: Plaintiff G&G, LLC Telephone: 717-612-6012 Supreme Court ID No: 4 6 6 6 4 `A. 70 Y W 8 O w 0 p b CO /? POST & SCHELL, P.C. BY: PAULA J. MCDERMOTT, ESQUIRE E-MAIL: pmcdermott@postschell.com I.D. # 46664 17 N. 2ND, 12TH FLOOR HARRISBURG, PA 17101-1601 717-731-1970 G&G, LLC, A Virginia Limited Liability Company, vs. Plaintiff, Attorneys for Plaintiff, G&G, LLC IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA COMPLAINT INMORTGAGE FORECLOSURE MCCOY DEVELOPMENT, LLC, A Virginia Limited Liability Company, Defendant. NO. 08-6390 AFFIDAVIT PURSUANT TO RULE 3129.1 G&G, LLC, a Virginia Limited Liability Company, Plaintiff in the above action, sets forth as of the date of the Praecipe for the Writ of Execution was filed the following information concerning the property located at 1220 Walnut Bottom Road, Carlisle, Cumberland County, Pennsylvania: See attached description 1. Name and address of owners or reputed owners: McCoy Development, LLC, 8756 Lewinsville Road, McLean, Virginia 22012. 2. Name and address of Defendant in the judgment: McCoy Development, LLC, 8756 Lewinsville Road, McLean, Virginia 22012. 3. Name and address of every judgment creditor whose judgment is a record lien on the real property to be sold: None. 4. Name and address of the last recorded holder of every mortgage of record: ,. G&G, LLC, 8756 Lewinsville Road, McLean, Virginia 22102. 5. Name and address of every other person who has any record lien on the property: None. 6. Name and address of every other person who has any record interest in the property and whose interest may be affected by the sale: None. 7. Name and address of every other person of whom the Plaintiff has knowledge who has any interest in the property which may be affected by the sale: DeSouza Brown, 225 North Presidential Boulevard, Bala Cynwyd, PA 19004. POST & SCHELL, P.C. PAULA J. M DERMOTT, ESQUIRE Attorney I.D. # 46664 17 North Second St., 12th Floor Harrisburg, PA 17101-1601 (717) 731-1970 Dated: February q , 2009 Attorneys for Plaintiff 2 h VERIFICATION I verify that the statements made in this Affidavit are true and correct to the best of my personal knowledge or information and belief. I understand that false statements herein are made subject to the penalties of 18 Pa. C.S.§ 4904 relating to unsworn falsification to authorities. G&G, LLC sy: Name::::]?-,?V i dv' ?o 2, o Title: - 1.` a a1-19 ca?? Dated: o , 2009 ("1 N cx7 ?, F co r AFFIDAVIT PURSUANT TO RULE 3129.1 G&G, LLC, a Virginia Limited Liability Company, Plaintiff in the above action, sets POST & SCHELL, P.C. BY: PAULA J. MCDERMOTT, ESQUIRE E-MAIL: pmcdermott@postschell.com I.D. # 46664 17 N. 2ND, 12TH FLOOR HARRISBURG, PA 17101-1601 717-731-1970 G&G, LLC, A Virginia Limited Liability Company, vs. Plaintiff, MCCOY DEVELOPMENT, LLC, A Virginia Limited Liability Company, Defendant. Attorneys for Plaintiff, G&G, LLC IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA COMPLAINT IN MORTGAGE FORECLOSURE NO. 08-6390 forth as of the date of the Praecipe for the Writ of Execution was filed the following information concerning the property located at 1222 Walnut Bottom Road, Carlisle, Cumberland County, Pennsylvania: See attached description 1. Name and address of owners or reputed owners: McCoy Development, LLC, 8756 Lewinsville Road, McLean, Virginia 22012. 2. Name and address of Defendant in the judgment: McCoy Development, LLC, 8756 Lewinsville Road, McLean, Virginia 22012. 3. Name and address of every judgment creditor whose judgment is a record lien on the real property to be sold: None. 4. Name and address of the last recorded holder of every mortgage of record: G&G, LLC, 8756 Lewinsville Road, McLean, Virginia 22102. 5. Name and address of every other person who has any record lien on the property: None. 6. Name and address of every other person who has any record interest in the property and whose interest may be affected by the sale: None. 7. Name and address of every other person of whom the Plaintiff has knowledge who has any interest in the property which may be affected by the sale: DeSouza Brown, 225 North Presidential Boulevard, Bala Cynwyd, PA 19004. POST & SCHELL, P.C. &CaeA- PAULA J. MC RMOTT, ESQUIRE Attorney I.D. # 46664 17 North Second St., 12th Floor Harrisburg, PA 17101-1601 (717) 731-1970 Dated: February 2009 Attorneys for Plaintiff 2 i 1 VERIFICATION I verify that the statements made in this Affidavit are true and correct to the best of my personal knowledge or information and belief. I understand that false statements herein are made subject to the penalties of 18 Pa. C.S.§ 4904 relating to unsworn falsification to authorities. G&G, LLC By: Title: - 1 ` a O-t-v Dated: o , 2009 ra ? ?? ?-?. r? .. -- ? ? ? --- ,-,?. ; z t? ,;. i- ; }a ,? __ : ;: -yr:t ? ?, c..) tdJ •? A POST & SCHELL, P.C. BY: PAULA J. MCDERMOTT, ESQUIRE E-MAIL: pmcdermoft@postschell.com I.D. # 46664 17 N. 2ND, 12TH FLOOR HARRISBURG, PA 17101-1601 717-731-1970 G&G, LLC, A Virginia Limited Liability Company, Plaintiff, vs. MCCOY DEVELOPMENT, LLC, A Virginia Limited Liability Company, Defendant. Attorneys for Plaintiff, G&G, LLC IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA COMPLAINT IN MORTGAGE FORECLOSURE NO. 08-6390 AFFIDAVIT PURSUANT TO RULE 3129.1 G&G, LLC, a Virginia Limited Liability Company, Plaintiff in the above action, sets forth as of the date of the Praecipe for the Writ of Execution was filed the following information concerning the property located at 1224 Walnut Bottom Road, Carlisle, Cumberland County, Pennsylvania: See attached description 1. Name and address of owners or reputed owners: McCoy Development, LLC, 8756 Lewinsville Road, McLean, Virginia 22012. 2. Name and address of Defendant in the judgment: McCoy Development, LLC, 8756 Lewinsville Road, McLean, Virginia 22012. 3. Name and address of every judgment creditor whose judgment is a record lien on the real property to be sold: None. 4. Name and address of the last recorded holder of every mortgage of record: G&G, LLC, 8756 Lewinsville Road, McLean, Virginia 22102. 5. Name and address of every other person who has any record lien on the property: None. 6. Name and address of every other person who has any record interest in the property and whose interest may be affected by the sale: None. 7. Name and address of every other person of whom the Plaintiff has knowledge who has any interest in the property which may be affected by the sale: DeSouza Brown, 225 North Presidential Boulevard, Bala Cynwyd, PA 19004. POST & SCHELL, P.C. fOAL+¢.t PAULA J. M ERMOTT, ESQUIRE Attorney I.D. # 46664 17 North Second St., 12th Floor Harrisburg, PA 17101-1601 (717) 731-1970 Dated: February , 2009 Attorneys for Plaintiff 2 VERIFICATION I verify that the statements made in this Affidavit are true and correct to the best of my personal knowledge or information and belief. I understand that false statements herein are made subject to the penalties of 18 Pa. C.S.§ 4904 relating to unsworn falsification to authorities. G&G, LLC By: Name:::]?-NV rd Title: 1, a eL tia ca?? Dated: o , 2009 C"'? rNa ;? f A .ir POST & SCHELL, P.C. BY: PAULA J. MCDERMOTT, ESQUIRE E-MAIL: pmcdermottApostschell.com I.D. # 46664 17 N. 2ND, 12TH FLOOR HARRISBURG, PA 17101-1601 717-731-1970 G&G, LLC, A Virginia Limited Liability Company, Plaintiff, vs. MCCOY DEVELOPMENT, LLC, A Virginia Limited Liability Company, Defendant. Attorneys for Plaintiff, G&G, LLC IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA COMPLAINT IN MORTGAGE FORECLOSURE NO. 08-6390 AFFIDAVIT PURSUANT TO RULE 3129.1 G&G, LLC, a Virginia Limited Liability Company, Plaintiff in the above action, sets forth as of the date of the Praecipe for the Writ of Execution was filed the following information concerning the property located at 1226 Walnut Bottom Road, Carlisle, Cumberland County, Pennsylvania: See attached description 1. Name and address of owners or reputed owners: McCoy Development, LLC, 8756 Lewinsville Road, McLean, Virginia 22012. 2. Name and address of Defendant in the judgment: McCoy Development, LLC, 8756 Lewinsville Road, McLean, Virginia 22012. 3. Name and address of every judgment creditor whose judgment is a record lien on the real property to be sold: None. 4. Name and address of the last recorded holder of every mortgage of record: G&G, LLC, 8756 Lewinsville Road, McLean, Virginia 22102. Ar 5. Name and address of every other person who has any record lien on the property: None. 6. Name and address of every other person who has any record interest in the property and whose interest may be affected by the sale: None. 7. Name and address of every other person of whom the Plaintiff has knowledge who has any interest in the property which may be affected by the sale: DeSouza Brown, 225 North Presidential Boulevard, Bala Cynwyd, PA 19004. POST & SCHELL, P.C. lY1?t9L- PAULA J. M ERMOTT, ESQUIRE Attorney I.D. # 46664 17 North Second St., 12th Floor Harrisburg, PA 17101-1601 (717) 731-1970 Dated: February 2009 Attorneys for Plaintiff 2 04 VERIFICATION I verify that the statements made in this Affidavit are true and correct to the best of my personal knowledge or information and belief. I understand that false statements herein are made subject to the penalties of 18 Pa. C.S.§ 4904 relating to unsworn falsification to authorities. G&G, LLC By: Name: 0) Title: ' a G??1 a,? ZA, Dated: o , 2009 s ? ? s .:s= ? f l cz _i POST & SCHELL, P.C. BY: PAULA J. MCDERMOTT, ESQUIRE E-MAIL: 12mcdermott@j2ostschell.com I.D. # 46664 17 N. 2ND, 12rH FLOOR HARRISBURG, PA 17101-1601 717-731-1970 G&G, LLC, A Virginia Limited Liability Company, Attorneys for Plaintiff, G&G, LLC IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA Plaintiff, vs. COMPLAINT IN MORTGAGE FORECLOSURE MCCOY DEVELOPMENT, LLC, A Virginia Limited Liability Company, Defendant. NO. 08-6390 AFFIDAVIT PURSUANT TO RULE 3129.1 G&G, LLC, a Virginia Limited Liability Company, Plaintiff in the above action, sets forth as of the date of the Praecipe for the Writ of Execution was filed the following information concerning the property located at 1228 Walnut Bottom Road, Carlisle, Cumberland County, Pennsylvania: See attached description 1. Name and address of owners or reputed owners: McCoy Development, LLC, 8756 Lewinsville Road, McLean, Virginia 22012. 2. Name and address of Defendant in the judgment: McCoy Development, LLC, 8756 Lewinsville Road, McLean, Virginia 22012. 3. Name and address of every judgment creditor whose judgment is a record lien on the real property to be sold: None. 4. Name and address of the last recorded holder of every mortgage of record: G&G, LLC, 8756 Lewinsville Road, McLean, Virginia 22102. 5. Name and address of every other person who has any record lien on the property: None. 6. Name and address of every other person who has any record interest in the property and whose interest may be affected by the sale: None. 7. Name and address of every other person of whom the Plaintiff has knowledge who has any interest in the property which may be affected by the sale: DeSouza Brown, 225 North Presidential Boulevard, Bala Cynwyd, PA 19004. POST & SCHELL, P.C. &4k-- ?' &?f? PAULA J. CDERMOTT, ESQUIRE Attorney I.D. # 46664 17 North Second St., 12th Floor Harrisburg, PA 17101-1601 (717) 731-1970 Dated: February 1 , 2009 Attorneys for Plaintiff 2 VERIFICATION I verify that the statements made in this Affidavit are true and correct to the best of my personal knowledge or information and belief. I understand that false statements herein are made subject to the penalties of 18 Pa. C.S.§ 4904 relating to unsworn falsification to authorities. G&G, LLC By: Name:f?-Mu ra Title: a G? 9 coc-u Dated: o , 2009 n c' c? X POST & SCHELL, P.C. BY: PAULA J. MCDERMOTT, ESQUIRE E-MAIL: pmcdermott@postschell.com I.D. # 46664 17 N. 2ND, 12TH FLOOR HARRISBURG, PA 17101-1601 717-731-1970 G&G, LLC, A Virginia Limited Liability Company, Plaintiff, VS. MCCOY DEVELOPMENT, LLC, A Virginia Limited Liability Company, Defendant. IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA COMPLAINT IN MORTGAGE FORECLOSURE NO. 08-6390 AFFIDAVIT PURSUANT TO RULE 3129.1 G&G, LLC, a Virginia Limited Liability Company, Plaintiff in the above action, sets forth as of the date of the Praecipe for the Writ of Execution was filed the following information concerning the property located at 1235 Walnut Bottom Road, Carlisle, Cumberland County, Pennsylvania: See attached description 1. Name and address of owners or reputed owners: McCoy Development, LLC, 8756 Lewinsville Road, McLean, Virginia 22012. 2. Name and address of Defendant in the judgment: McCoy Development, LLC, 8756 Lewinsville Road, McLean, Virginia 22012. 3. Name and address of every judgment creditor whose judgment is a record lien on the real property to be sold: None. 4. Name and address of the last recorded holder of every mortgage of record: Attorneys for Plaintiff, G&G, LLC G&G, LLC, 8756 Lewinsville Road, McLean, Virginia 22102. 5. Name and address of every other person who has any record lien on the property: None. 6. Name and address of every other person who has any record interest in the property and whose interest may be affected by the sale: None. 7. Name and address of every other person of whom the Plaintiff has knowledge who has any interest in the property which may be affected by the sale: DeSouza Brown, 225 North Presidential Boulevard, Bala Cynwyd, PA 19004. POST & SCHELL, P.C. EA.-M& Rk.??.A.A PAULA J. CDE-RMOTT, QUIRE Attorney I.D. # 46664 17 North Second St., 12th Floor Harrisburg, PA 17101-1601 (717) 731-1970 Dated: February , 2009 Attorneys for Plaintiff 2 r VERIFICATION I verify that the statements made in this Affidavit are true and correct to the best of my personal knowledge or information and belief. I understand that false statements herein are made subject to the penalties of 18 Pa. C.S.§ 4904 relating to unsworn falsification to authorities. G&G, LLC By: Name ::::I?-?V 0) r' -v- ?a rv a Title: 1 ` a Q ?9 - Dated: , 2009 M _ ..... e.'.t C77 rr "t r G&G, LLC, A Virginia Limited Liability Company, VS. Plaintiff, MCCOY DEVELOPMENT, LLC, A Virginia Limited Liability Company, Defendant. IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA COMPLAINT IN MORTGAGE FORECLOSURE NO. 08-6390 NOTICE OF SHERIFF'S SALE (1) Brief description of the property sold, its location, and any improvements: 1220 Walnut Bottom Road Carlisle Cumberland County, Pennsylvania. See description attached. (2) Judgment of the Court on Complaint in Mortgage Foreclosure as captioned above: $11,676,101.98. (3) Name of Owner or reputed Owner of property being sold: McCoy Development, LLC 8756 Lewinsville Road, McLean, Virginia 22012. (4) Date and Time of Sale: June 10, 2009, beginning at o'clock A.M./P.M. Attorney for Plaintiff. Paula J. McDermott, Esquire, Post & Schell, P.C., 17 North 2nd Street 12th Floor Harrisburg, PA 17101-1601, (717) 612-6012 (telephone) TEN PERCENT (10%) OF THE BID PRICE SHALL BE PAID AT THE TIME OF THE SALE AND BALANCE ON OR BEFORE TWO (2) WEEKS THEREAFTER, OTHERWISE THE PROPERTY WILL AGAIN ON SAID SAME DATE THAT THE BALANCE IS TO BE PAID, BE PUT UP AND SOLD AT THE RISK AND EXPENSE OF THE PERSON TO WHOM IT WAS STRUCK OFF, AND IN ADDITION, THE TEN PERCENT (10%) DOWN PAYMENT SHALL BE FORFEITED TO THE SHERIFF'S OFFICE AS DAMAGES TO COVER EXPENSES AND DEFICIENCIES INCIDENT TO A RESALE. NOTICE IS DIRECTED TO ALL PARTIES IN INTEREST AND CLAIMANTS THAT A SCHEDULE OF DISTRIBUTION WILL BE FILED BY THE SHERIFF ON OR BEFORE THIRTY (30) DAYS FROM THE DATE OF THE SALE IN ACCORDANCE WITH PA. R.C.P. 3136. IF NO EXCEPTIONS ARE FILED THERETO WITHIN TEN (10) DAYS, DEEDS WILL BE EXECUTED AND ACKNOWLEDGED BEFORE THE PROTHONOTARY. CUMBERLAND COUNTY SHERIFF'S DEPARTMENT (717) 240-6390 0 Property address: 1220 Walnut Bottom Road Carlisle, PA ALL THAT CERTAIN tract of ground situate in South Middleton Township, Cumberland County, Pennsylvania, more particularly bounded and described as follows: TRACT NO. I BEGINNING at an iron pin on the southern right-of-way line of Walnut Bottom Road, which point is at the western line of Lot No. 3 as shown on the hereinafter mentioned Plan of Lots; thence along said Lot No. 3, South 35 degrees 30 minutes East 150.00 feet to an iron pin in line of other lands of John G. Hatfield and Mary Elizabeth Hatfield; thence along said lands of Hatfield, South 54 degrees 30 minutes West 169.58 feet to an iron pin in the eastern line of Lot No. 5 as shown on the hereinafter mentioned Plan of Lots; thence along said Lot No. 5, North 35 degrees 30 minutes West 150.00 feet to an iron pin in the southern right-of-way line of Walnut Bottom Road; thence along the southern right-of-way line of the Walnut Bottom Road, North 54 degrees 30 minutes East 169.58 feet to an iron pin, the Place of BEGINNING. CONTAINING 25,437 square feet, and being Lot No. 4 as shown on the Final Subdivision Plan of Lots Nos. 4, 5 and 163, prepared by Robert G. Hartman, Jr., Registered Professional Engineer, dated June 20, 1983 and recorded in the Office of the Recorder of Deeds in and for Cumberland County in Plan Book 44, page 43. TRACT NO.2 ALL THAT CERTAIN tract of ground situate in South Middleton Township, Cumberland County, Pennsylvania, more particularly bounded and described as follows: BEGINNING at an iron pin on the southern right-of-way line of Walnut Bottom Road, which point is at the western line of Lot No. 4 as shown on the hereinafter mentioned Plan of Lots; thence along said Lot No. 4, South 35 degrees 30 minutes East 150.00 feet to an iron pin in line of other lands of John G. Hatfield and Mary Elizabeth Hatfield; thence along said other lands of Hatfield, South 54 degrees 30 minutes West 174.53 feet to an iron pin on the eastern right-of-way line of a future road with a proposed 50 foot dedicated right-of-way; thence along the eastern right-of-way line of proposed future road, by a curve to the left having a radius of 300.00 feet, a distance of 75.80 feet to an iron pin; thence continuing along the eastern right-of-way line of the proposed future road, North 35 degrees 30 minutes west 60.00 feet to an iron pin; thence by a curve to the right having a radius of 15.00 feet, and forming the intersection of the proposed future road and Walnut Bottom Road, a distance of 23.56 feet to a monument along the southern right-of-way line of Walnut Bottom Road; thence along the southern right-of-way line of Walnut Bottom Road, North 54 degrees 30 minutes East 150.00 feet to an iron pin, the place of BEGINNING. CONTAINING 24,938.8467 square feet and being Lot No. 5 as shown on the Final Subdivision Plan of Lots Nos. 4,5 and 163, prepared by Robert G. Hartman, Jr., Registered Professional 6266786v1 Engineer, dated June 20, 1983 and recorded in the Office of the Recorder of Deeds in and for Cumberland County in Plan Book 44 page 43. N .- ?t _F co -D G&G, LLC, A Virginia Limited Liability Company, IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA Plaintiff, VS. COMPLAINT IN MORTGAGE FORECLOSURE MCCOY DEVELOPMENT, LLC, A Virginia Limited Liability Company, Defendant. NO. 08-6390 NOTICE OF SHERIFF'S SALE (1) Brief description of the property sold, its location, and any improvements: 1224 Walnut Bottom Road, Carlisle, Cumberland County Pennsylvania See description attached (2) Judgment of the Court on Complaint in Mortgage Foreclosure as captioned above: $11,676,101.98. (3) Name of Owner or reputed Owner of property being sold: McCoy Development, LLC, 8756 Lewinsville Road, McLean, Virginia 22012. (4) Date and Time of Sale: June 10, 2009, beginning at o'clock A.M./P.M. Attorney for Plaintiff. Paula J. McDermott, Esquire, Post & Schell, P.C. 17 North 2nd Street, 12'' Floor, Harrisburg PA 17101-1601; (717) 612-6012 (telephone) TEN PERCENT (10%) OF THE BID PRICE SHALL BE PAID AT THE TIME OF THE SALE AND BALANCE ON OR BEFORE TWO (2) WEEKS THEREAFTER, OTHERWISE THE PROPERTY WILL AGAIN ON SAID SAME DATE THAT THE BALANCE IS TO BE PAID, BE PUT UP AND SOLD AT THE RISK AND EXPENSE OF THE PERSON TO WHOM IT WAS STRUCK OFF, AND IN ADDITION, THE TEN PERCENT (10%) DOWN PAYMENT SHALL BE FORFEITED TO THE SHERIFF'S OFFICE AS DAMAGES TO COVER EXPENSES AND DEFICIENCIES INCIDENT TO A RESALE. NOTICE IS DIRECTED TO ALL PARTIES IN INTEREST AND CLAIMANTS THAT A SCHEDULE OF DISTRIBUTION WILL BE FILED BY THE SHERIFF ON OR BEFORE THIRTY (30) DAYS FROM THE DATE OF THE SALE IN ACCORDANCE WITH PA. R.C.P. 3136. IF NO EXCEPTIONS ARE FILED THERETO WITHIN TEN (10) DAYS, DEEDS WILL BE EXECUTED AND ACKNOWLEDGED BEFORE THE PROTHONOTARY. CUMBERLAND COUNTY SHERIFF'S DEPARTMENT (717) 240-6390 Property address: 1224 Walnut Bottom Road, Carlisle, PA ALL THAT CERTAIN tract of ground with the improvements situate in South Middleton Township, Cumberland County, Pennsylvania, more particularly bounded and described as follows: BEGINNING at an iron pin on the southern right-of-way line of Walnut Bottom Road, which point is in the western line of Lot No. 165 as shown on the hereinafter Plan of Lots; thence along said Lot No. 165, South 35 degrees 30 minutes East 112.00 feet to an iron pin in line of lands now or formerly of John G. Hatfield and Mary Elizabeth Hatfield; thence along said lands of Hatfield, South 31 degrees 18 minutes 05 seconds West 121.85 feet to an iron pin; thence continuing along said lands now or formerly of Hatfield, South 54 degrees 30 minutes West 58.00 feet to an iron pin in the eastern line of Lot No. 162 on the hereinafter mentioned Plan of Lots; thence along said Lot No. 162, North 35 degrees 30 minutes West 160.00 feet to an iron pin in the southern right-of-way line of Walnut Bottom Road; thence along the southern right-of-way line of the Walnut Bottom Road, North 54 degrees 30 minutes East 170.00 feet to an iron pin, the Place of BEGINNING. CONTAINING 24,511.5996 square feet and being Lot No. 163, as shown on the Final Subdivision Plan of Lots 4, 5 and 163, prepared by Robert C. Hartman, Jr. Registered Professional Engineer, dated June 20, 1983 and recorded in the Office of the Recorder of Deeds in and for Cumberland County in Plan Book 44, Page 43. 6266649v1 G&G, LLC, A Virginia Limited Liability Company, IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA Plaintiff, VS. COMPLAINT IN MORTGAGE FORECLOSURE MCCOY DEVELOPMENT, LLC, A Virginia Limited Liability Company, Defendant. NO. 08-6390 NOTICE OF SHERIFF'S SALE (1) Brief description of the property sold, its location, and any improvements: 1222 Walnut Bottom Road, Carlisle, Cumberland County, Pennsylvania. See description attached. (2) Judgment of the Court on Complaint in Mortgage Foreclosure as captioned above: $11,676,101.98. (3) Name of Owner or reputed Owner of property being sold: McCoy Development, LLC, 8756 Lewinsville Road, McLean, Virginia 22012. (4) Date and Time of Sale: June 10, 2009, beginning at o'clock A.M./P.M. Attorney for Plaintiff: Paula J. McDermott, Esquire, Post & Schell, P.C., 17 North 2nd Street, 12a' Floor, Harrisburg, PA 17101-1601; (717) 612-6012 (telephone) TEN PERCENT (10%) OF THE BID PRICE SHALL BE PAID AT THE TIME OF THE SALE AND BALANCE ON OR BEFORE TWO (2) WEEKS THEREAFTER, OTHERWISE THE PROPERTY WILL AGAIN ON SAID SAME DATE THAT THE BALANCE IS TO BE PAID, BE PUT UP AND SOLD AT THE RISK AND EXPENSE OF THE PERSON TO WHOM IT WAS STRUCK OFF, AND IN ADDITION, THE TEN PERCENT (10%) DOWN PAYMENT SHALL BE FORFEITED TO THE SHERIFF'S OFFICE AS DAMAGES TO COVER EXPENSES AND DEFICIENCIES INCIDENT TO A RESALE. NOTICE IS DIRECTED TO ALL PARTIES IN INTEREST AND CLAIMANTS THAT A SCHEDULE OF DISTRIBUTION WILL BE FILED BY THE SHERIFF ON OR BEFORE THIRTY (30) DAYS FROM THE DATE OF THE SALE IN ACCORDANCE WITH PA. R.C.P. 3136. IF NO EXCEPTIONS ARE FILED THERETO WITHIN TEN (10) DAYS, DEEDS WILL BE EXECUTED AND ACKNOWLEDGED BEFORE THE PROTHONOTARY. CUMBERLAND COUNTY SHERIFF'S DEPARTMENT (717) 240-6390 ALL THAT certain lot of ground with the improvements thereon erected located on the South side of the Walnut Bottom Road in South Middleton Township, Cumberland County, Pennsylvania, more particularly bounded and described as follows: BEGINNING at a stake on the South side of the Walnut Bottom Road, which stake is 697.37 feet West of the western line of a lot heretofore conveyed to Roy H. Wenger, et al, by deed of R.D. Hurley and wife, dated March 6, 1957 and recorded in Deed Book "R", Volume 17, Page 45; thence along the Walnut Bottom Road, North 54 degrees 30 minutes East 105 feet to a point; thence by a curve to the right at the intersection of the Walnut Bottom Road and a proposed 50 foot wide street, said curve having a radius of 15 feet, an arc distance of 23.56 feet to a point on the West side of said proposed street; thence along the West side of said proposed street, South 35 degrees 30 minutes East 60 feet to a point; thence a curve to the right having a radius of 250 feet, an arc distance of 70 feet to a point; thence along other lands of Roy H. Wenger, et al, North 70 degrees 46 minutes 40 seconds West 113.75 feet to a point; thence by the same, North 35 degrees 30 minutes West 112 feet to the Place of BEGINNING. BEING improved with a dwelling house known as 1222 Walnut Bottom Road, Carlisle. 6266564x1 r G&G, LLC, A Virginia Limited Liability Company, Plaintiff, VS. MCCOY DEVELOPMENT, LLC, A Virginia Limited Liability Company, Defendant. IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA COMPLAINT IN MORTGAGE FORECLOSURE NO. 08-6390 NOTICE OF SHERIFF'S SALE (1) Brief description of the property sold, its location, and any improvements: 1226 Walnut Bottom Road, Carlisle, Cumberland County, Pennsylvania. See description attached. (2) Judgment of the Court on Complaint in Mortgage Foreclosure as captioned above: $11,676,101.98. (3) Name of Owner or reputed Owner of property being sold: McCoy Development LLC, 8756 Lewinsville Road, McLean, Virginia 22012. (4) Date and Time of Sale: June 10, 2009, beginning at o'clock A.M./P.M. Attorney for Plaintiff. Paula J. McDermott, Esquire, Post & Schell, P.C., 17 North 2nd Street, 12a' Floor, Harrisburg, PA 17101-1601-,(717) 612-6012 (telephone) TEN PERCENT (10%) OF THE BID PRICE SHALL BE PAID AT THE TIME OF THE SALE AND BALANCE ON OR BEFORE TWO (2) WEEKS THEREAFTER, OTHERWISE THE PROPERTY WILL AGAIN ON SAID SAME DATE THAT THE BALANCE IS TO BE PAID, BE PUT UP AND SOLD AT THE RISK AND EXPENSE OF THE PERSON TO WHOM IT WAS STRUCK OFF, AND IN ADDITION, THE TEN PERCENT (10%) DOWN PAYMENT SHALL BE FORFEITED TO THE SHERIFF'S OFFICE AS DAMAGES TO COVER EXPENSES AND DEFICIENCIES INCIDENT TO A RESALE. r NOTICE IS DIRECTED TO ALL PARTIES IN INTEREST AND CLAIMANTS THAT A SCHEDULE OF DISTRIBUTION WILL BE FILED BY THE SHERIFF ON OR BEFORE THIRTY (30) DAYS FROM THE DATE OF THE SALE IN ACCORDANCE WITH PA. R.C.P. 3136. IF NO EXCEPTIONS ARE FILED THERETO WITHIN TEN (10) DAYS, DEEDS WILL BE EXECUTED AND ACKNOWLEDGED BEFORE THE PROTHONOTARY. CUMBERLAND COUNTY SHERIFF'S DEPARTMENT (717) 240-6390 Property address: 1226 Walnut Bottom Road, Carlisle, PA ALL THAT certain house and lot of ground situate in South Middleton Township, Cumberland County, Pennsylvania, bounded and described as follows: BEGINNING at a point on the Southern line of Pennsylvania Highway #33, said point being referenced South 36 degrees 22 minutes East, a distance of 25 feet and North 54 degrees 30 minutes East, a distance of 1429.67 feet from an iron bolt at the intersection of the center line of Pennsylvania Highway #33 and the line of lands of B.H. Snyder; thence along the Southern line of aforesaid Pennsylvania Highway #33, North 54 degrees 30 minutes East, a distance of 80 feet to a point, being the Northwest corner of Lot No. 163; thence along the Western line of Lot No. 163, South 35 degrees 30 minutes East, a distance of 160 feet to a point on the Northern line of Lot No. 169; thence along the Northern line of portions of Lots No. 169 and 170, a distance of 80 feet to a point, being the Southeast corner of Lot No. 161; thence along the Eastern line of Lot No. 161, North 35 degrees 30 minutes West, a distance of 160 feet to the Point of BEGINNING. CONTAINING 80 feet in front on Pennsylvania Highway No. 33, locally known as Walnut Bottom Road, and extending in depth from the Southern line thereof at an even width a distance of 160 feet, and having thereon erected a 1-story brick cased ranch type dwelling house with attached carport. 6266628v1 G&G, LLC, A Virginia Limited Liability Company, vs. Plaintiff, MCCOY DEVELOPMENT, LLC, A Virginia Limited Liability Company, Defendant. IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA COMPLAINT IN MORTGAGE FORECLOSURE NO. 08-6390 NOTICE OF SHERIFF'S SALE (1) Brief description of the property sold, its location, and any improvements: 1228 Walnut Bottom Road Carlisle Cumberland County Pennsylvania. See description attached. (2) Judgment of the Court on Complaint in Mortgage Foreclosure as captioned above: $11,676,101.98. (3) Name of Owner or reputed Owner of property being sold: McCoy Development, LLC 8756 Lewinsville Road McLean, Virginia 22012. (4) Date and Time of Sale: June 10, 2009, beginning at o'clock A.M./P.M. Attorney for Plaintiff. Paula J. McDermott, Esquire, Post & Schell, P.C., 17 North 2nd Street 12d` Floor Harrisburg PA 17101-1601; (717) 612-6012 (telephone) TEN PERCENT (10%) OF THE BID PRICE SHALL BE PAID AT THE TIME OF THE SALE AND BALANCE ON OR BEFORE TWO (2) WEEKS THEREAFTER, OTHERWISE THE PROPERTY WILL AGAIN ON SAID SAME DATE THAT THE BALANCE IS TO BE PAID, BE PUT UP AND SOLD AT THE RISK AND EXPENSE OF THE PERSON TO WHOM IT WAS STRUCK OFF, AND IN ADDITION, THE TEN PERCENT (10%) DOWN PAYMENT SHALL BE FORFEITED TO THE SHERIFF'S OFFICE AS DAMAGES TO COVER EXPENSES AND DEFICIENCIES INCIDENT TO A RESALE. NOTICE IS DIRECTED TO ALL PARTIES IN INTEREST AND CLAIMANTS THAT A SCHEDULE OF DISTRIBUTION WILL BE FILED BY THE SHERIFF ON OR BEFORE THIRTY (30) DAYS FROM THE DATE OF THE SALE IN ACCORDANCE WITH PA. R.C.P. 3136. IF NO EXCEPTIONS ARE FILED THERETO WITHIN TEN (10) DAYS, DEEDS WILL BE EXECUTED AND ACKNOWLEDGED BEFORE THE PROTHONOTARY. CUMBERLAND COUNTY SHERIFF'S DEPARTMENT (717) 240-6390 Property address: 1228 Walnut Bottom Road, Carlisle, PA TRACT NO. 1: ALL that certain house and lot of ground situate in South Middleton Township, Cumberland County, Pennsylvania, bounded and described as follows: BEGINNING at a point on the Southern line of Pennsylvania Highway No. 33, said point being referenced South 36 degrees 22 minutes East, a distance of 25 feet, and North 54 degrees 30 minutes East, a distance of 1,349.67 feet from and iron bolt at the intersection of the center line of Pennsylvania Highway No. 33 and line of lands now or formerly of B. H. Snyder; thence along the Southern line of aforesaid Pennsylvania Highway No. 33, North 54 degrees 30 minutes East, a distance of 80 feet to a point, being the Northwest corner of Lot No. 162; thence South 35 degrees 30 minutes East, a distance of 160 feet to a point on the Northern line of Lot No. 170; thence along the Northern line of portions of Lots Nos. 170 and 171, South 54 degrees 30 minutes West, a distance of 80 feet to the Southeast corner of Lot No. 160; thence along the Eastern line of Lot No. 160, North 35 degrees 30 minutes West, a distance of 160 feet to the point of BEGINNING. CONTAINING 80 feet in front on Pennsylvania Highway No. 33, locally known as Walnut Bottom Road, and extending in depth from the Southern line thereof at an even width a distance of 160 feet, and having thereon erected a one-story brick-cased ranch type dwelling house with attached carport. TRACT NO. 2: ALL that certain lot of ground located on the South side of the Walnut Bottom Road in South Middleton Township, Cumberland County, Pennsylvania, more particularly bounded and described as follows: BEGINNING at a point on the Southern line of Pennsylvania Highway Route 33 known as the Walnut Bottom Road, which point is marked by an iron pin and which point is referenced as being South 36 degrees 22 minutes East 25 feet from the Southern line of the Walnut Bottom Road and North 54 degrees 30 minutes East, 1,269.67 feet from the intersection of the Walnut Bottom Road and the Eastern property line of property of Sylvester R. Snyder, formerly B. H. Snyder; thence along the Southern line of the Walnut Bottom Road, North 54 degrees 30 minutes East 80 feet to a stake or hub at the present property of the Grantees herein; thence along property of the Grantees herein, South 35 degrees 30 minutes East 160 feet to a hub at other lands of the Grantors herein of which the lot hereby conveyed was formerly a part; thence along said lands, South 54 degrees 30 minutes West 80 feet to an iron pin at other lands of the Grantors herein; thence along said lands, North 35 degrees 30 minutes West 160 feet to an iron pin, the place of BEGINNING. THE LOT hereby conveyed contains .294 acres and is described in accordance with a survey thereof dated August 18, 1971, made by Garrit J. Betz, Registered Surveyor. 6266745v1 G&G, LLC, A Virginia Limited Liability Company, vs. Plaintiff, MCCOY DEVELOPMENT, LLC, A Virginia Limited Liability Company, Defendant. IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA COMPLAINT IN MORTGAGE FORECLOSURE NO. 08-6390 NOTICE OF SHERIFF'S SALE (1) Brief description of the property sold, its location, and any improvements: 1235 Walnut Bottom Road, Carlisle, Cumberland County, Pennsylvania. See description attached. (2) Judgment of the Court on Complaint in Mortgage Foreclosure as captioned above: $11,676,101.98. (3) Name of Owner or reputed Owner of property being sold: McCoy Development, LLC 8756 Lewinsville Road, McLean, Virginia 22012. (4) Date and Time of Sale: June 10, 2009, beginning at o'clock A.M./P.M. Attorney for Plaintiff. Paula J. McDermott Esquire Post & Schell, P.C., 17 North 2nd Street 12th Floor Harrisburg,PA 17101-1601; (717) 612-6012 (telephone) TEN PERCENT (10%) OF THE BID PRICE SHALL BE PAID AT THE TIME OF THE SALE AND BALANCE ON OR BEFORE TWO (2) WEEKS THEREAFTER, OTHERWISE THE PROPERTY WILL AGAIN ON SAID SAME DATE THAT THE BALANCE IS TO BE PAID, BE PUT UP AND SOLD AT THE RISK AND EXPENSE OF THE PERSON TO WHOM IT WAS STRUCK OFF, AND IN ADDITION, THE TEN PERCENT (10%) DOWN PAYMENT SHALL BE FORFEITED TO THE SHERIFF'S OFFICE AS DAMAGES TO COVER EXPENSES AND DEFICIENCIES INCIDENT TO A RESALE. e NOTICE IS DIRECTED TO ALL PARTIES IN INTEREST AND CLAIMANTS THAT A SCHEDULE OF DISTRIBUTION WILL BE FILED BY THE SHERIFF ON OR BEFORE THIRTY (30) DAYS FROM THE DATE OF THE SALE IN ACCORDANCE WITH PA. R.C.P. 3136. IF NO EXCEPTIONS ARE FILED THERETO WITHIN TEN (10) DAYS, DEEDS WILL BE EXECUTED AND ACKNOWLEDGED BEFORE THE PROTHONOTARY. CUMBERLAND COUNTY SHERIFF'S DEPARTMENT (717) 240-6390 r' Property address: 1235 Walnut Bottom, Carlisle, PA ALL THAT CERTAIN piece or parcel of land situate in South Middleton Township, Cumberland County, Pennsylvania, located along the southern side of Walnut Bottom Road (S.R. 3023) approximately 350 feet east of Garfield Drive said tract being more fully bounded and described as follows: BEGINNING at the intersection of the southern Legal Right-of-Way Line of Walnut Bottom Road (S.R. 3023) and the dividing line of lands N/F of James W. Stafford and lands N/F of The Hatfield Family Limited Partnership; thence along said southern Legal Right-of-Way Line of Walnut Bottom Road North 47 degrees 24 minutes 36 seconds East 1174.36 feet to lands N/F of Paul E. & Marcia A. Treon; thence along lands N/F of Paul E. & Marcia A. Treon South 42 degrees 35 minutes 24 seconds East 160.00 feet; thence continuing along the same, and by lands N/F of Lawrence L. & Tammy Jo Shollenberger, and Joseph. F. & Carol A. Harvilla North 47 degrees 24 minutes 36 seconds East 298.00 feet; thence continuing along lands N/F of Joseph F. & Carol A. Harvilla North 24 degrees 12 minutes 41 seconds East 121.85 feet to lands N/F of John R. & Martha R. Howard; thence along lands N/F of John R. & Martha R. Howard, North 63 degrees 41 minutes 16 seconds East 114.84 feet; thence North 54 degrees 07 minutes 04 seconds East 49.75 feet to lands N/F of Edward L. & Olive B. Glass; thence along lands N/F of Edward L. & Olive B. Glass, North 47 degrees 24 minutes 36 seconds East 343.11 feet to lands N/F of Michael A. & Ann E. Stoner; thence along lands N/F of Michael A. & Ann E. Stoner South 41 degrees 35 minutes 24 seconds East 350.00 feet; thence continuing along the same North 47 degrees 24 minutes 36 seconds East 252.50 feet to lands N/F of Meedpeen Group; thence along lands N/F of Meedpeen Group South 41 degrees 43 minutes 42 seconds East 604.25 feet; thence continuing along the same by lands N/F of Old Field Partnership South 05 degrees 25 minutes 00 seconds East 869.60 feet to lands N/F of Miley H. & Ruth V. Jumper; thence continuing along lands N/F of Jumper the following three (3) courses and distances, (1) South 19 degrees 10 minutes 00 seconds East 796.37 feet, (2) South 68 degrees 04 minutes 38 seconds West 820.28 feet, (3) South 28 degrees 25 minutes 22 seconds East 1110.26 feet to lands N/F of Barbara Dallas Plamer; thence along lands N/F of Barbara Dallas Plamer South 71 degrees 49 minutes 38 seconds West 541.20 feet to lands N/F of Steven A. & Diane L. Schrader; thence along lands N/F of Steven A. & Diane L. Schrader and by lands N/F of the following Gary D. & Brenda K. Kuhn, Andrew J. & Jennifer R. McCormick, Richard R. Finkenbinder, Linda L. Enck, R. Frank, Richard C. & Michael J. Weidner & Linda L. Hutzier, Ross L. & Betty R. Shuler, and Lynn R. & Rose M. Bitner North 43 degrees 25 minutes 27 seconds West 2941.35 feet to lands N/F of James W. Stafford; thence along lands N/F of James W. Stafford North 47 degrees 26 minutes 33 seconds East 92.73 feet; thence continuing along the same North 42 degrees 41 minutes 47 seconds West 150.05 feet to the southern Legal Right-of-Way Line of Walnut Bottom Road, being the place of BEGINNING. 6266483v1 WRIT OF EXECUTION and/or ATTACHMENT COMMONWEALTH OF PENNSYLVANIA) COUNTY OF CUMBERLAND) NO 08-6390 Civil CIVIL ACTION - LAW TO THE SHERIFF OF CUMBERLAND COUNTY: To satisfy the debt, interest and costs due G&G, A VIRGINIA LIMITED LIABILITY COMPANY, Plaintiff (s) From McCOY DEVELOPMENT, INC., A VIRGINIA LIMITED LIABILITY COMPANY (1) You are directed to levy upon the property of the defendant (s)and to sell SEE LEGAL DESCRIPTION. (2) You are also directed to attach the property of the defendant(s) not levied upon in the possession of GARNISHEE(S) as follows: and to notify the gamishee(s) that: (a) an attachment has been issued; (b) the garnishee(s) is enjoined from paying any debt to or for the account of the defendant (s) and from delivering any property of the defendant (s) or otherwise disposing thereof; (3) If property of the defendant(s) not levied upon an subject to attachment is found in the possession of anyone other than a named garnishee, you are directed to notify him/her that he/she has been added as a garnishee and is enjoined as above stated. Amount Due $11,676,101.98 L.L. $.50 Interest -- $163,802.88 Atty's Comm % $10,000.00 Due Prothy $2.00 Atty Paid $119.00 Other Costs $2,616.50 Plaintiff Paid Date: 2/11109 urtis R. Lo 9,r thon ry (Seal) By: Deputy REQUESTING PARTY: Name: PAULA J. McDERMOTT, ESQUIRE Address: POST & SCHELL, P.C. 17 N. 2ND STREET, 12TH FLOOR HARRISBURG, PA 17101-1601 Attorney for: PLAINTIFF Telephone: 717-612-6012 Supreme Court ID No. 46664 POST & SCHELL, P.C. BY: PAULA J. MCDERMOTT, ESQUIRE E-MAIL: pmcdermottkpostschell.com I.D. # 46664 17 N. 2ND STREET, 12TH FLOOR HARRISBURG, PA 17101-1601 717-731-1970 G&G, LLC, A Virginia Limited Liability Company, Attorneys for Plaintiff, G&G, LLC IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA Plaintiff, vs. COMPLAINT IN MORTGAGE FORECLOSURE MCCOY DEVELOPMENT, LLC, A Virginia Limited Liability Company, Defendant. NO. 08-6390 PROOF OF SERVICE I hereby certify that I served a true and correct copy of the Writ of Execution issued to the Sheriff of Cumberland County on Defendant McCoy Development, LLC. Furthermore, in evidence of same, I have attached the original Acceptance of Service, dated June 24, 2009, signed by Karen Smith, Authorized Agent of McCoy Development, LLC, as Exhibit "A" accepting service of the Writ of Execution. POST & SCHELL, P.C. PAULA . MCDERMOTT, ESQUIRE Attorney I.D. # 46664 17 North Second St., 12th Floor Harrisburg, PA 17101-1601 (717) 731-1970 Dated: June 30, 2009 Attorneys for Plaintiff EXHIBIT "A" G&G, LLC, A Virginia Limited Liability Company, IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA Plaintiff, vs. COMPLAINT IN MORTGAGE FORECLOSURE MCCOY DEVELOPMENT, LLC, A Virginia Limited Liability Company, Defendant. NO. 08-6390 ACCEPTANCE OF SERVICE I accept service of the Writ of Execution on behalf of McCoy Development, LLC, and I hereby certify that I am authorized to do so. Dated: z -a ?/-0 9 Ka*w 5,,,,,a "aipuzim Name [Handwritten] Signature on behalf of: McCoy Development, LLC 8756 Lewinsville Road McLean, VA 22012 CERTIFICATE OF SERVICE I, Paula J. McDermott, Esquire, an attorney of the law firm of Post & Schell, P.C., do hereby certify that on the date set forth below, I did cause to be served a true and correct copy of the foregoing document upon the following entity at the address below by sending same in the United States mail, first-class, postage prepaid: McCoy Development, LLC 8756 Lewinsville Road McLean, VA 22102 POST & SCHELL, P.C. -P? I - luc zp_' - Paula J. M ermott, Esquire Date: June 30, 2009 FILED-O i=1L;c OF THE Pry ?" '?}????Y 2u09 JJf130 Nil, 3, 5 a CUPY )?}I POST & SCHELL, P.C. BY: PAULA J. MCDERMOTT, ESQUIRE E-MAIL: pmcdermottkl)ostschell.com I.D. # 46664 17 N. 2ND STREET, 12TH FLOOR HARRISBURG, PA 17101-1601 717-731-1970 G&G, LLC, A Virginia Limited Liability Company, VS. Plaintiff, MCCOY DEVELOPMENT, LLC, A Virginia Limited Liability Company, Defendant. Attorneys for Plaintiff, G&G, LLC IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA COMPLAINT IN MORTGAGE FORECLOSURE NO. 08-6390 PRAECIPE TO SUBSTITUTE PAGE FROM COMPLAINT TO THE PROTHONOTARY: Kindly substitute the attached page for that of page 2 currently contained within the Complaint in Mortgage Foreclosure which was filed in this matter on October 28, 2008. POST & SCHELL, P.C. 5? - tvi - PAULA J. MCDERMOTT, ESQUIRE Attorney I.D. # 46664 17 North Second St., 12th Floor Harrisburg, PA 17101-1601 (717) 731-1970 Dated: July A7, 2009 Attorneys for Plaintiff 4. The liens imposed by that mortgage are upon 1220 and 1235 Walnut Bottom Road. True and correct copies of the property descriptions are incorporated hereby and attached hereto as Exhibits "B" and "C." 5. On July 19, 2005, a Mortgage Modification Agreement was entered into by Parties to include property with an address of 1228 Walnut Bottom Road, Carlisle, Pennsylvania. A true and correct copy of the Mortgage Modification Agreement is incorporated hereby and attached hereto as Exhibit "D." 6. The Mortgage Modification Agreement encompassed the property located at 1228 Walnut Bottom Road, Carlisle, Pennsylvania, and added it to the property secured by the original mortgage. A true and correct copy of the property description is incorporated hereby and attached hereto as Exhibit "E." 7. By Second Mortgage Modification Agreement recorded October 5, 2005, the mortgage was again modified to encompass property located at 1224 Walnut Bottom Road, Carlisle, Pennsylvania. A true and correct copy of that mortgage is incorporated hereby and attached hereto as Exhibit "F." A true and correct copy of that property description is incorporated hereby and attached hereto as Exhibit "G." 8. On or about November 23, 2005, a Third Mortgage Modification was entered into by the parties and a property located in Cumberland County, Pennsylvania known as 1226 Walnut Bottom Road, Carlisle, Pennsylvania, was added to the property secured by the mortgage. 9. A true and correct copy of the Third Mortgage Modification Agreement is incorporated hereby and attached hereto as Exhibit "H." 2 CERTIFICATE OF SERVICE I, Paula J. McDermott, Esquire, an attorney of the law firm of Post & Schell, P.C., do hereby certify that on the date set forth below, I did cause to be served a true and correct copy of the foregoing document upon the following entity at the address below by sending same in the United States mail, first-class, postage prepaid: McCoy Development, LLC 8756 Lewinsville Road McLean, VA 22102 POST & SCHELL, P.C. Paula J. M ermott, Esquire Date: July i I , 2009 R OF THE Pr C ,;-"' NNIOTARY 2009 JUL 20 Ph 12: 5 7 PENNS MAIN A COMMONWEALTH OF PENNSYLVANIA COUNTY OF CUMBERLAND ISS: I, Robert P Ziegler, Recorder of Deeds in and for said County and State do hereby certify that the Sheriff's Deed in which CARLISLE VENTURES LLC is the grantee the same having been sold to said grantee on the 5TH day of AU_ A.D., 2009, under and by virtue of a writ Execution issued on the 11 day of FEB, A.D., 2009, out of the Court of Common Pleas of said County as of Civil Term, 2"8 Number 6390, at the suit of G & C LLC against MCCOY DEVELOPMENT LLC is duly recorded as Instrument Number 200933431. IN TESTIMONY WHEREOF, I have ereunto set my hand and seal of said office this day of A.D. C;&O ?-- n of Deeds Na?rsHr w' ?W.oUu, Ltiruisr;and ' County, Cat1iGlY , P/? the Flt* Mondity of J?o. 2010 In the Court of Common Pleas of Cumberland County, Pennsylvania f ?Y Writ No. 2008-6390 Civil Term G & 0, LLC a Virginia Limited Liability Company VS McCoy Development, LLC, a Virginia Limited Liability Company R. Thomas Kline, Sheriff, who being duly sworn according to law, states he served the above Real Estate Writ, otice of Sale and Description in the following manner: The Sheriff mailed a notice of the action b certified led mail, eturn receipt requested to the within named defendants, to wit: McCoy Development, LLC, a Virginia Limited Liability Company, to their last known address of 8756 Lewinsville Road, McLean, VA 22102. The return receipt card and or mail piece were never received back in our office, therefore status of service is UNKNOWN, Robert Bitner, Deputy Sheriff, who being duly sworn according to law, states that on April 4, 2009 at 1040 hours, he posted a true copy of the within Real Estate Writ, Notice, Poster and Description, in the above entitled action, upon the property of McCoy Development, LLC, a Virginia Limited Liability Company located at 1220 Walnu? Bottom Road, Carlisle, Cumberland County Penns lvam' ' Y y a, according to law. Robert Bitner, Deputy Sheriff, who being duly sworn according to law, states that on April 4, 2009 at 1043 hours, ? e posted a true copy of the within Real Estate Writ Notice, action, upon the property of McCoy Development, LLC, a Virginia Limited Liability Company located at, 11222 Walnu? Bottom Road, Carlisle, Cumberland County Pennsylvania, according to law. !Robert Bitner, Deputy Sheriff, who being duly sworn according to law, states that on April 4, 2009 at 1051 hours, llie posted a true copy of the within Real Estate Writ, Notice, Poster and Description, in the above entitled action, ?pon the property of McCoy Development, LLC, a Virginia Limited Liability Company located at, 1224 Walnut Bottom Road, Carlisle, Cumberland County Pennsylvania, according to law. b'obert Bitner, Deputy Sheriff, who being duly sworn according to law, states that on April 4, 2009 at 1053 hours, a 4posted a true copy of the within Real Estate Writ, Notice, Poster and Description, in the above entitled action, Upon the property of McCoy Development, LLC, a Virginia Limited Liability Company located at, 1226 Walnut Bottom Road, Carlisle, Cumberland County Pennsylvania, according to law. Robert Bitner, Deputy Sheriff, who being duly sworn according to law, states that on April 4, 2009 at 1055 hours, hIe posted a true copy of the within Real Estate Writ, Notice, Poster and Description, in the above entitled action, pon the property of McCoy Development, LLC, a Virginia Limited Liability Company located at, 1228 Walnut ottom Road, Carlisle, Cumberland County Pennsylvania, according to law. obert Bitner, Deputy Sheriff, who being duly sworn according to law, states that on April 4, 2009 at I100 hours, h? posted a true copy of the within Real Estate Writ, Notice, Poster and Description, in the above entitled action, on the property of McCoy Development, LLC, a Virginia Limited Liability Company located at, 1235 Walnut Bottom Road, Carlisle, Cumberland County Pennsylvania, according to law. Thomas Kline, Sheriff, who being duly sworn according to law, states he served the above Real Estate Writ, No1tice, Poster and Description in the following manner: The Sheriff mailed a notice of the pendency of the action to Ithe within named defendant, to wit: McCoy Development, LLC, a Virginia Limited Liability Companb regular rr?ail to their last known address 8756 Lewinsville Road, McLean, VA 22102. This letter was mailed Y? Y the date Of April 2, 2009 and never returned to the Sheriffs Office under R. Thomas Kline, Sheriff, who being duly sworn according to law, states that after due and legal notice had been given according to law, he exposed the within described premises at public venue or outcry at the Courthouse, Carlisle, Cumberland County, Pennsylvania on August 5, 2009 at 10:00 o'clock A.M. He sold the same for the sum of $1;00 to Attorney Paula McDermott, on behalf of Carlisle Ventures, LLC, of, 8756 Lewinsville Road, McLean, VA 22012, being the buyer in this execution, paid to Sheriff R. Thomas Kline the sum of $ 2,177.16 Posti4g Bills Advertising Deed Law ]library Levy' Surcharge Post Pone Sale Certi ed Mail Law Journal Patriot News Shareof bills Distribution of proceeds Sheriff's deed So swers, ?? R. Thomas Kline, Sheriff B. Y Real 11state Coordinator 30.00 41.47 120.00 120.00 48.00 10.00 .50 2.00 4.50 120.00 100.00 20.00 5.71 779.00 624.05 15.43 25.00 111.50 2,177.16 ? ! b/0 L.? DQ p cte.,? yg.U? I/ 2d,?, /ce.. .7 3 1 a to 1 POST & SCHELL, P.C. BY; PAULA J. MCDERMOTT, ESQUIRE E-MAIL: urncdermott(a),postschell.com I.D. # 46664 17 N. 2D, 12T" FLOOR HARRISBURG, PA 17101-1601 717-731-1970 G&G, LLC, A Virginia Limited Liability Company, Plaintiff, vs. Attorneys for Plaintiff, G&G, LLC IIq THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, I'ENNSYLVANIA COMPLAINT IN MORTGAGE FORECLOSURE Y. MCCOY DEVELOPMENT, LLC, A Virginia Linuted Liability Company, Defendant. NO. 08-6390 AFFIDAVIT PURSUANT TO RULE 3129.1 G&G, LLC, a Virginia Limited Liability Company, Plaintiff in the above action, sets forth as of the date of the Praecipe for the Writ of R:ecution was filed the following information concerning the property located at 122D '9Vdma Bottom Road, Carlisle, Cumberland County, Pennsylvania: See attached description 1. Name and address of owners or refuted owners: McCoy Development, LLC, 8756 Lewinsville Road, McLean, Virginia 22012. 2. Name and address of Defendant in ille judgment: McCoy Development, LLC, 8756 Lewinsville Road, McLean, Virginia 22012. 3. Name and address of every judgment creditor whose judgment is a record lien on the real property to be sold: None. 4. Name and address of the last recc rded holder of every mortgage of record: G&G, LLC, 8756 Lewinsville Road, McLean, Virginia 22102. 5. None, f 6 4 i Name and address of every other pers.)n who has any record lien on the property: 6. Name and address of every other person who has any record interest in the property and whose interest may be affected by the si.1e: None. 7. Name and address of every other person of whom the Plaintiff has Imowledge who has any interest in the property which may be affected by the sale: DeSouza Brown, 225 North Presidential Boulevard, Bala Cynwyd, PA 19(04. POST & SCHELL, P.C. PAULA J. M DERMOTT, ESQUIRE Attorney I.D. # 46664 7 forth Second St., 12th Floor 1 iarnisb urg, PA 17101-1601 1717) 731-1970 Dated: February] , 2009 ,attorneys for Plaintiff 2 I A 1 VERIFICATION I verify that the statements made in this Affidavit are true and correct to the best of my personal knowledge or information and belief. I understand that false statements herein are made subject to the penalties of 18 Pa. C.S.§ 4904 relat ng to unsworn falsification to authorities. G&G, LLC'. bated: ? '2009 By -4. Name:-- i lCNu ri 1! v- a ^P-e' Title: 6 n c?.vti? 1 i' F G&G, LLC, A Virginia Limited Liability Company, Plaintiff, vs. MCCOY DEVELOPMENT, LLC, A Virginia Limited Liability Company, Defendant. IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA COMPLAINT IN MORTGAGE FORECLOSURE NO. 08-6390 NOTICE OF SHERIFF'S SALE (1) Brief description of the property sold, its location, and any improvements: 1220 Walnut Bottom Road, Carlisle, Cumberland Coun Pennsylvania See description attached (2) Judgment of the Court on Complaint in Mortgage Foreclosure as captioned above: $11,676,101.98. (3) Name of Owner or reputed Owner of property being sold: McCoy Development, LLC, 8756 Lewinsville Road, McLean, Virginia 22012. (4) Date and Time of Sale: June 10, 2009, beginning at o'clock A.M./P.M. Attorney for Plaintiff. Paula J. McDermott, Esquire, Post & Schell P.C. 17 North 2nd Street, 12`h Floor, Harrisburg PA 17101-1601• (717) 612-6012 (telephone) TEN PERCENT (10%) OF THE BID PRICE SHALL BE PAID AT THE TIME OF THE SALE AND BALANCE ON OR BEFORE TWO (2) WEEKS THEREAFTER, OTHERWISE THE PROPERTY WILL AGAIN ON SAID SAME DATE THAT THE BALANCE IS TO BE PAID, BE PUT UP AND SOLD AT THE RISK AND EXPENSE OF THE PERSON TO WHOM IT WAS STRUCK OFF, AND IN ADDITION, THE TEN PERCENT (10%) DOWN PAYMENT SHALL BE FORFEITED TO THE SHERIFF'S OFFICE AS DAMAGES TO COVER EXPENSES AND DEFICIENCIES INCIDENT TO A RESALE. 0- NOTICE IS DIRECTED TO ALL PARTIES IN INTEREST AND CLAIMANTS THAT A SCHEDULE OF DISTRIBUTION WILL BE FILED BY THE SHERIFF ON OR BEFORE THIRTY (30) DAYS FROM THE DATE OF THE SALE IN ACCORDANCE WITH PA. R.C.P. 3136. IF NO EXCEPTIONS ARE FILED THERETO WITHIN TEN (10) DAYS, DEEDS WILL BE EXECUTED AND ACKNOWLEDGED BEFORE THE PROTHONOTARY. CUMBERLAND COUNTY SHERIFF'S DEPARTMENT (717) 240-6390 Prop Qdress: 1220 Walnut Bottom Road Carlisle, PA ALL THAT CERTAIN tract of ground situate in South Middleton Township, Cumberland County, Pennsylvania, more particularly bounded and described as follows: TRACT NO. 1 BEGINNING at an iron pin on the southern right-of-way line of Walnut Bottom Road, which point is at the western line of Lot No. 3 as shown on the hereinafter mentioned Plan of Lots; thence along said Lot No. 3, South 35 degrees 30 minutes East 150.00 feet to an iron pin in line of other lands of John G. Hatfield and Mary Elizabeth Hatfield; thence along said lands of Hatfield, South 54 degrees 30 minutes West 169.58 feet to an iron pin in the eastern line of Lot No. 5 as shown on the hereinafter mentioned Plan of Lots; thence along said Lot No. 5, North 35 degrees 30 minutes West 150.00 feet to an iron pin in the southern right-of-way line of Walnut Bottom Road; thence along the southern right-of-way line of the Walnut Bottom Road, North 54 degrees 30 minutes East 169.58 feet to an iron pin, the Place of BEGINNING. CONTAINING 25,437 square feet, and being Lot No. 4 as shown on the Final Subdivision Plan of Lots Nos. 4, 5 and 163, prepared by Robert G. Hartman, Jr., Registered Professional Engineer, dated June 20, 1983 and recorded in the Office of the Recorder of Deeds in and for Cumberland County in Plan Book 44, page 43. TRACT NO.2 ALL THAT CERTAIN tract of ground situate in South Middleton Township, Cumberland County, Pennsylvania, more particularly bounded and described as follows: BEGINNING at an iron pin on the southern right-of-way line of Walnut Bottom Road, which point is at the western line of Lot No. 4 as shown on the hereinafter mentioned Plan of Lots; thence along said Lot No. 4, South 35 degrees 30 minutes East 150.00 feet to an iron pin in line of other lands of John G. Hatfield and Mary Elizabeth Hatfield; thence along said other lands of Hatfield, South 54 degrees 30 minutes West 174.53 feet to an iron pin on the eastern right-of-way line of a future road with a proposed 50 foot dedicated right-of-way; thence along the eastern right-of-way line of proposed future road, by a curve to the left having a radius of 300.00 feet, a distance of 75.80 feet to an iron pin; thence continuing along the eastern right-of-way line of the proposed future road, North 35 degrees 30 minutes west 60.00 feet to an iron pin; thence by a curve to the right having a radius of 15.00 feet, and forming the intersection of the proposed future road and Walnut Bottom Road, a distance of 23.56 feet to a monument along the southern right-of-way line of Walnut Bottom Road; thence along the southern right-of-way line of Walnut Bottom Road, North 54 degrees 30 minutes East 150.00 feet to an iron pin, the place of BEGINNING. CONTAINING 24,938.8467 square feet and being Lot No. 5 as shown on the Final Subdivision Plan of Lots Nos. 4,5 and 163, prepared by Robert G. Hartman, Jr., Registered Professional 6266786v1 i I Engineer, dated June 20, 1983 and recorded in the Office of the Recorder of Deeds in and for Cumberland County in Plan Book 44 page 43. w \ r l I POST & SCHELL, P.C. BY: PAULA J. MCDERMOTT, ESQUIRE E-MAIL: pmcderr oott 4 stschell.com I.D. # 46664 17 N. 2ND, 12" FLOOR HARRISBURG, PA 17101-1601 717-731-1970 G&G, LLC, A Virginia Limited Liability Company, Attorneys for Plaintiff, G&G, LLC IN THE COURT OF COMMON PLEAS ?-UMBERLANID COUNTY, ?ENNSYLVANIA Plaintiff, vs. COMPLAINT IN MORTGAGE O'RECLOSURE MCCOY DEVELOPMENT, LLC, A Virginia Limited Liability Company, Defendant. VO. 08-6390 AFFIDAVIT PURSUANT TO RULE 3129.1 G&G, LLC, a Virginia Limited Liability C ompany, Plaintiff in the above action, sets forth as of the date of the Praecipe for the Writ of E cecution was filed the following information concerning the property locate&,st 1222 Walnut Bottdrn Road, Carlisle, Cumberland County, Pennsylvania: See attached description 1. Name and address of owners or reruted owners: McCoy Development, LLC, 8756 Lewinsville Road, McLean, Virginia 22012. 2. Name and address of Defendant in t:-ie judgment: McCoy Development, LLC, 8756 Lewinsville Road, McLean, Virginia 22012. 3. Name and address of every judgment creditor whose judgment is a record lien on the real property to be sold: None. 4. Name and address of the last reco-ded holder of every mortgage of record: G&G, LLC, 8756 Lewinsville Road, McLean, Virginia 22102. T 4 1 5. Name and address of every other per;.on who has any record lien on the property: None. 6. Name and address of every other person who has any record interest in the property and whose interest may be affected by the s ale: None. 7. Name and address of every other parson of whom the Plaintiff has lmowledge who has any interest in the property which maybe „effected by the sale: DeSouza Brown, 225 North Presidential Boulevard, Bala Cynwyd, PA 19-M. POST & SCHELL, P.C. Dated: February 1 , 2009 PAULA J. MCIYERMOTT, ESQUIRE Attorney I.D. # 46664 17 North Second St., 12th floor Harrisburg, PA 17101-1601 (717) 731-1970 Attorneys for Plaintiff 2 r < S A VERMCA'I ION I verify that the statements made in this Affidavit are true and correct to the best of my personal knowledge or information and belief. I und,.rstand that false statements herein are made subject to the penalties of 18 Pa. C.S.§ 4904 relatfiLg to unsworn falsification to authorities. G&G, LLC By. Name:' :!? r) r` +r ?a ?, •-J Title:" a a,h7 coc?? Dlated:, 2009 G&G, LLC, A Virginia Limited Liability Company, IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA Plaintiff, vs. COMPLAINT IN MORTGAGE FORECLOSURE MCCOY DEVELOPMENT, LLC, A Virginia Limited Liability Company, Defendant. NO. 08-6390 NOTICE OF SHERIFF'S SALE (1) Brief description of the property sold, its location, and any improvements: 1222 Walnut Bottom Road, Carlisle Cumberland County Pennsylvania See description attached (2) Judgment of the Court on Complaint in Mortgage Foreclosure as captioned above: $11,676,101.98. (3) Name of Owner or reputed Owner of property being sold: McCoy Development, LLC, 8756 Lewinsville Road McLean Virginia 22012 (4) Date and Time of Sale: June 10, 2009, beginning at o'clock A.M./P.M. Attorney for Plaintiff. Paula J. McDermott, Esquire Post & Schell P.C. 17 North 2nd Street, 12th Floor, Harrisburg, PA 17101-1601; (717) 612-6012 (telephone) TEN PERCENT (10%) OF THE BID PRICE SHALL BE PAID AT THE TIME OF THE SALE AND BALANCE ON OR BEFORE TWO (2) WEEKS THEREAFTER, OTHERWISE THE PROPERTY WILL AGAIN ON SAID SAME DATE THAT THE BALANCE IS TO BE PAID, BE PUT UP AND SOLD AT THE RISK AND EXPENSE OF THE PERSON TO WHOM IT WAS STRUCK OFF, AND IN ADDITION, THE TEN PERCENT (10%) DOWN PAYMENT SHALL BE FORFEITED TO THE SHERIFF'S OFFICE AS DAMAGES TO COVER EXPENSES AND DEFICIENCIES INCIDENT TO A RESALE. NOTICE IS DIRECTED TO ALL PARTIES IN INTEREST AND CLAIMANTS THAT A SCHEDULE OF DISTRIBUTION WILL BE FILED BY THE SHERIFF ON OR BEFORE THIRTY (30) DAYS FROM THE DATE OF THE SALE IN ACCORDANCE WITH PA. R.C.P. 3136. IF NO EXCEPTIONS ARE FILED THERETO WITHIN TEN (10) DAYS, DEEDS WILL BE EXECUTED AND ACKNOWLEDGED BEFORE THE PROTHONOTARY. CUMBERLAND COUNTY SHERIFF'S DEPARTMENT (717) 240-6390 ALL THAT certain lot of ground with the improvements thereon erected located on the South side of the Walnut Bottom Road in South Middleton Township, Cumberland County, Pennsylvania, more particularly bounded and described as follows: BEGINNING at a stake on the South side of the Walnut Bottom Road, which stake is 697.37 feet West of the western line of a lot heretofore conveyed to Roy H. Wenger, et al, by deed of R.D. Hurley and wife, dated March 6, 1957 and recorded in Deed Book "R", Volume 17, Page 45; thence along the Walnut Bottom Road, North 54 degrees 30 minutes East 105 feet to a point; thence by a curve to the right at the intersection of the Walnut Bottom Road and a proposed 50 foot wide street, said curve having a radius of 15 feet, an arc distance of 23.56 feet to a point on the West side of said proposed street; thence along the West side of said proposed street, South 35 degrees 30 minutes East 60 feet to a point; thence a curve to the right having a radius of 250 feet, an arc distance of 70 feet to a point; thence along other lands of Roy H. Wenger, et al, North 70 degrees 46 minutes 40 seconds West 113.75 feet to a point; thence by the same, North 35 degrees 30 minutes West 112 feet to the Place of BEGINNING. BEING improved with a dwelling house known as 1222 Walnut Bottom Road, Carlisle. 6266564v1 i 4 POST & SCHELL, F.C. B'Y::PAULA J. MCDERMOTT, ;ESQUIRE E-NLUL: pmcdermottQpostschell.com I.D. # 46664 17 N. 2Nb, 12TH FLOOR HARRISBURG, PA 17101-1601 717-7311970 G&G, LLC, A Virginia Limited Liability Company, plaintiff, vs. MCCOY DEVELOPMENT, LLC, A Virginia Limited Liability Company, Defendant. ::N THE COURT OF COMMON PLEAS +.UMBERLAND COUNTY, ENNSYLVANIA COMPLAINT IN MORTGAGE .?ORECLOSURE v0. 08-6390 AFFIDAVIT PURSUANTTO RULE 3129.1 G&G, LLC, a Virginia Limited Liability Company, Plaintiff in the above action, sets forth as of the date of the Praecipe for the Writ of Execution was filed the following information concerning the property located of 224 ' 'sabot F;ottoi i Road, Carlisle, Cumberland County, Pennsylvania: See attached description 1. Name and address of owners or relyated owners: McCoy Development, LLC, 8756 Lewinsville Road, McLean, Virginia 22012. 2. Name and address of Defendant in -he judgment: McCoy Development, LLC, 8756 Lewinsville Road, McLean, Virginia 22012. 3. Name and address of every judgment creditor whose judgment is a record lien on the real property to be sold: None. 4. Name and address of the last rec4nded holder of every mortgage of record: Atorneys for Plaintiff, G&G, LLC G&G, LLC, 8756 Lewinsville Road, McLean, Virgo nia 22102. 5. Name and address of every other pers :)n who has any record lien on the property: None. 6. Name and address of every other person who has any record interest in the property and whose interest maybe affected by the s..le: None. 7. Name and address of every other person of whom the Plaintiff has knowledge who has any interest in the property which maybe ? ffected by the sale: DeSouza Brown, 225 North Presidential Boulevard, Bala Cynwyd, PA 19004. POST & SCHELL, P.C. Dated: February -1 , 2009 f,vx q ?AULA 1. M ERMOTT, ESQUIRE kttorney I. D. # 46664 17 North Second St., 12th Floor 3arrisburg, PA 17101-1601 ,717) 731.1970 ?attorneys for Plaintiff G&G, LLC, A Virginia Limited Liability Company, Plaintiff, vs. MCCOY DEVELOPMENT, LLC, A Virginia Limited Liability Company, Defendant. IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA COMPLAINT IN MORTGAGE FORECLOSURE NO. 08-6390 NOTICE OF SHERIFF'S SALE (1) Brief description of the property sold, its location, and any improvements: 1224 Walnut Bottom Road, Carlisle, Cumberland County Pennsylvania See description attached _ (2) Judgment of the Court on Complaint in Mortgage Foreclosure as captioned above: $11,676,101.98. (3) Name of Owner or reputed Owner of property being sold: McCoy Development, LLC, 8756 Lewinsville Road, McLean, Virginia 22012. (4) Date and Time of Sale: June 10, 2009, beginning at o'clock A.M./P.M. Attorney for Plaintiff: Paula J. McDermott, Esquire, Post & Schell P.C. 17 North 2n1 Street, 12th Floor, Harrisburg, PA 17101-1601; (717) 612-6012 (telephone) TEN PERCENT (10%) OF THE BID PRICE SHALL BE PAID AT THE TIME OF THE SALE AND BALANCE ON OR BEFORE TWO (2) WEEKS THEREAFTER, OTHERWISE THE PROPERTY WILL AGAIN ON SAID SAME DATE THAT THE BALANCE IS TO BE PAID, BE PUT UP AND SOLD AT THE RISK AND EXPENSE OF THE PERSON TO WHOM IT WAS STRUCK OFF, AND IN ADDITION, THE TEN PERCENT (10%) DOWN PAYMENT SHALL BE FORFEITED TO THE SHERIFF'S OFFICE AS DAMAGES TO COVER EXPENSES AND DEFICIENCIES INCIDENT TO A RESALE. NOTICE IS DIRECTED TO ALL PARTIES IN INTEREST AND CLAIMANTS THAT A SCHEDULE OF DISTRIBUTION WILL BE FILED BY THE SHERIFF ON OR BEFORE THIRTY (30) DAYS FROM THE DATE OF THE SALE IN ACCORDANCE WITH PA. R.C.P. 3136. IF NO EXCEPTIONS ARE FILED THERETO WITHIN TEN (10) DAYS, DEEDS WILL BE EXECUTED AND ACKNOWLEDGED BEFORE THE PROTHONOTARY. CUMBERLAND COUNTY SHERIFF'S DEPARTMENT (717) 240-6390 M L ? Property address: 1224 Walnut Bottom Road, Carlisle, PA ALL THAT CERTAIN tract of ground with the improvements situate in South Middleton Township, Cumberland County, Pennsylvania, more particularly bounded and described as follows: BEGINNING at an iron pin on the southern right-of-way line of Walnut Bottom Road, which point is in the western line of Lot No. 165 as shown on the hereinafter Plan of Lots; thence along said Lot No. 165, South 35 degrees 30 minutes East 112.00 feet to an iron pin in line of lands now or formerly of John G. Hatfield and Mary Elizabeth Hatfield; thence along said lands of Hatfield, South 31 degrees 18 minutes 05 seconds West 121.85 feet to an iron pin; thence continuing along said lands now or formerly of Hatfield, South 54 degrees 30 minutes West 58.00 feet to an iron pin in the eastern line of Lot No. 162 on the hereinafter mentioned Plan of Lots; thence along said Lot No. 162, North 35 degrees 30 minutes West 160.00 feet to an iron pin in the southern right-of-way line of Walnut Bottom Road; thence along the southern right-of-way line of the Walnut Bottom Road, North 54 degrees 30 minutes East 170.00 feet to an iron pin, the Place of BEGINNING. CONTAINING 24,511.5996 square feet and being Lot No. 163, as shown on the Final Subdivision Plan of Lots 4, 5 and 163, prepared by Robert C. Hartman, Jr. Registered Professional Engineer, dated June 20, 1983 and recorded in the Office of the Recorder of Deeds in and for Cumberland County in Plan Book 44, Page 43. 6266649v1 POST & SCHELL, P.C. BY: PAULA J. MCDERMOTT, ESQUIRE E-MAIL: pmcdermott a, ostschell.com I.D. # 46664 17N. 2N1D,12"' FLOOR HARRISBURG, PA 17101-1601 717-731-1970 G&G, LLC, A Virginia Limited Liability Company, Plaintiff, VS. MCCOY DEVELOPMENT, LLC, A Virginia Limited Liability Company, Defendant. [N THE COURT OF COMMON PLEAS "UMBERLAND COUNTY, PENNSYLVANIA COMPLAINT IN MORTGAGE FORECLOSURE NO. 08-6390 AFFIDAVIT PURSUAN'L TO RULE 3129.1 G&G, LLC, a Virginia Limited Liability Company, Plaintiff in the above action, sets forth as of the date of the Praecipe for the Writ of Execution was filed the following information concerning the property located at 1226 Walnut Bottom Ro d, Carlisle, Cumberland County, Pennsylvania: See attached description 1. Name and address of owners or re Muted owners: McCoy Development, LLC, 8756 Lewinsville Road, McLean, Virginia 22012. 2. Name and address of Defendant in the judgment: McCoy Development, LLC, 8756 Lewinsville Road, McLean, Virginia 22012. 3. Name and address of every judgment creditor whose judgment is a record lien on the real property to be sold: None. 4. Name and address of the last recorded holder of every mortgage of record: Attorneys for Plaintiff, G&G, LLC G&G, LLC, 8756 Lewinsville Road, McLean, Virginia 22102. Y ? Y Y 5. Name and address of every other person who has any record lien on the property: None. 6. Name and address of every other person who has any record interest in the property and whose interest may be affected by the s,de: bone. 7. Name and address of every other person of whom the Plaintiff has knowledge who has any interest in the property which may be effected by the sale: DeSouza Brown, 225 North Presidential Boulevard, Bala Cynwyd, PA 19004. ?OST & SCHELL, P.C. PAULA J. M ERMOTT, ESQUIRE Attorney T.D. # 46664 17 North Second St., 12th Floor Harrisburg, PA 17101-1601 x717) 731-1970 Dated: February , 2009 Attorneys for Plaintiff 2 r t 4 VERIFICATION 1 verify that the statements made in this Affidavit are true and correct to the best of my personal knowledge or information and belief. I undo:rstand that false statements herein are n-Ode subject to the penalties of 18 Pa. C.S.§ 4904 relate i.g to unsworn falsification to authorities. G&G, LLC Dated: 2009 By• Name: f?A2 n9 r -its ?r _ c •?' Title:? 1. a r u cor?? G&G, LLC, A Virginia Limited Liability Company, IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA Plaintiff, vs. COMPLAINT IN MORTGAGE FORECLOSURE MCCOY DEVELOPMENT, LLC, A Virginia Limited Liability Company, Defendant. NO. 08-6390 NOTICE OF SHERIFF'S SALE (1) Brief description of the property sold, its location, and any improvements: 1226 Walnut Bottom Road, Carlisle, Cumberland County Pennsylvania See description attached (2) Judgment of the Court on Complaint in Mortgage Foreclosure as captioned above: $11,676,101.98. (3) Name of Owner or reputed Owner of property being sold: McCoy Development LLC, 8756 Lewinsville Road, McLean, Virginia 22012. (4) Date and Time of Sale: June 10, 2009, beginning at o'clock A.M./P.M. Attorney for Plaintiff: Paula J. McDermott, Esquire, Post & Schell, P.C. 17 North 2nd Street, 12d' Floor, Harrisburg, PA 17101-1601; (717) 612-6012 (telephone) TEN PERCENT (10%) OF THE BID PRICE SHALL BE PAID AT THE TIME OF THE SALE AND BALANCE ON OR BEFORE TWO (2) WEEKS THEREAFTER, OTHERWISE THE PROPERTY WILL AGAIN ON SAID SAME DATE THAT THE BALANCE IS TO BE PAID, BE PUT UP AND SOLD AT THE RISK AND EXPENSE OF THE PERSON TO WHOM IT WAS STRUCK OFF, AND IN ADDITION, THE TEN PERCENT (10%) DOWN PAYMENT SHALL BE FORFEITED TO THE SHERIFF'S OFFICE AS DAMAGES TO COVER EXPENSES AND DEFICIENCIES INCIDENT TO A RESALE. i- ti NOTICE IS DIRECTED TO ALL PARTIES IN INTEREST AND CLAIMANTS THAT A SCHEDULE OF DISTRIBUTION WILL BE FILED BY THE SHERIFF ON OR BEFORE THIRTY (30) DAYS FROM THE DATE OF THE SALE IN ACCORDANCE WITH PA. R.C.P. 3136. IF'NO EXCEPTIONS ARE FILED THERETO WITHIN TEN (10) DAYS, DEEDS WILL BE EXECUTED AND ACKNOWLEDGED BEFORE THE PROTHONOTARY. CUMBERLAND COUNTY SHERIFF'S DEPARTMENT (717) 240-6390 Property address: 1226 Walnut Bottom Road, Carlisle, PA ALL THAT certain house and lot of ground situate in South Middleton Township, Cumberland County, Pennsylvania, bounded and described as follows: BEGINNING at a point on the Southern line of Pennsylvania Highway #33, said point being referenced South 36 degrees 22 minutes East, a distance of 25 feet and North 54 degrees 30 minutes East, a distance of 1429.67 feet from an iron bolt at the intersection of the center line of Pennsylvania Highway #33 and the line of lands of B.H. Snyder; thence along the Southern line of aforesaid Pennsylvania Highway #33, North 54 degrees 30 minutes East, a distance of 80 feet to a point, being the Northwest corner of Lot No. 163; thence along the Western line of Lot No. 163, South 35 degrees 30 minutes East, a distance of 160 feet to a point on the Northern line of Lot No. 169; thence along the Northern line of portions of Lots No. 169 and 170, a distance of 80 feet to a point, being the Southeast corner of Lot No. 161; thence along the Eastern line of Lot No. 161, North 35 degrees 30 minutes West, a distance of 160 feet to the Point of BEGINNING. CONTAINING 80 feet in front on Pennsylvania Highway No. 33, locally known as Walnut Bottom Road, and extending in depth from the Southern line thereof at an even width a distance of 160 feet, and having thereon erected a 1-story brick cased ranch type dwelling house with attached carport. 6266628v1 4 POST & SCHELL, P.C. BY: PAULA J. MCDERMOTT, ESQUIRE E-MAIL: pmedermott@u postschell.com I.D. # 46664 17 N. 2ND, 12"H FLOOR HARRISBURG, PA 17101-1601 717-731-1970 G&G, LLC, A Virginia Limited Liability Company, Plaintiff, vs. MCCOY DEVELOPMENT, LLC, A Virginia Limited Liability Company, Defendant. Attorneys for Plaintiff, G&G, LLC 1N THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA COMPLAINT IN MORTGAGE FORECLOSURE NO. 08-6390 Ab'MAVIT PURSUAN'T' TO RULE 3129.1 G&G, LLC, a Virginia Limited Liability Company, Plaintiff in the above action, sets forth as of the date of the Praecipe for the Writ of Execution was filed the following information concerning the property located at 1228 Walnut Bottom Road, Carlisle, Cumberland County, Pennsylvania: See attached description 1. Name and address of owners or reputed owners: McCoy Development, LLC, 8756 Lewinsville Road, McLean, Virginia 22012. 2. Name and address of Defendant in the judgment: McCoy Development, LLC, 8756 Lewinsville Road, McLean, Virginia 22012. 3. Name and address of every judgment creditor whose judgment is a record lien on the real property to be sold: None. 4. Name and address of the last rec )rded holder of every mortgage of record: G&G, LLC, 8756 Lewinsville Road, McLean, Virginia 22102. 5. Name and address of every other pers an who has any record lien on the property: None. 6. Name and address of every other Ferson who has any record interest in the property and whose interest may be affected by the Oe: None. 7. Name and address of every other person of whom the plaintiff has knowledge who has any interest in the property which may be affected by the sale: DeSouza Brown, 225 North Presidential Boulevard, Bala Cynwyd, PA 19004. POST & SCPIF,LL, P.C. ?A LA J. CDERMOTT, ESQUIRE Attorney I.D. # 46664 17 North Second St., 12th Floor arrisburg, PA 17101-1601 1,717) 731-1970 Dated: February 1 , 2009 kttorneys for Plaintiff 2 1 , If VERIFICATION I verify that the statements made in this Affidavit are true and correct to the best of my personal knowledge or information and belief. I und,.rstand that false statements herein are made subject to the penalties of 18 Pa. C.S.§ 4904 relath Lg to unworn falsification to authorities. G&G, LLC Dated: 2009 Name ,:!:.m,,) ,' ,r_ Q rv--erg .? 'title: s J l +" GZ 9 c._ cow • ' I G&G, LLC, A Virginia Limited Liability Company, Plaintiff, vs. MCCOY DEVELOPMENT, LLC, A Virginia Limited Liability Company, Defendant. IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA COMPLAINT IN MORTGAGE FORECLOSURE NO. 08-6390 NOTICE OF SHERIFF'S SALE (1) Brief description of the property sold, its location, and any improvements: 1228 Walnut Bottom Road, Carlisle Cumberland County, Pennsylvania. See description attached. (2) Judgment of the Court on Complaint in Mortgage Foreclosure as captioned above: $11,676,101.98. (3) Name of Owner or reputed Owner of property being sold: McCoy Development, LLC, 8756 Lewinsville Road, McLean, Virginia 22012. (4) Date and Time of Sale: June 10, 2009, beginning at o'clock A.M./P.M. Attorney for Plaintiff. Paula J. McDermott, Esquire, Post & Schell P.C. 17 North 2nd Street, 12a` Floor, Harrisburg, PA 17101-1601• (717) 612-6012 (telephone) TEN PERCENT (10%) OF THE BID PRICE SHALL BE PAID AT THE TIME OF THE SALE AND BALANCE ON OR BEFORE TWO (2) WEEKS THEREAFTER, OTHERWISE THE PROPERTY WILL AGAIN ON SAID SAME DATE THAT THE BALANCE IS TO BE PAID, BE PUT UP AND SOLD AT THE RISK AND EXPENSE OF THE PERSON TO WHOM IT WAS STRUCK OFF, AND IN ADDITION, THE TEN PERCENT (10%) DOWN PAYMENT SHALL BE FORFEITED TO THE SHERIFF'S OFFICE AS DAMAGES TO COVER EXPENSES AND DEFICIENCIES INCIDENT TO A RESALE. t i " 1 NOTICE IS DIRECTED TO ALL PARTIES IN INTEREST AND CLAIMANTS THAT A SCHEDULE OF DISTRIBUTION WILL BE FILED BY THE SHERIFF ON OR BEFORE THIRTY (30) DAYS FROM THE DATE OF THE SALE IN ACCORDANCE WITH PA. R.C.P. 3136. IF NO EXCEPTIONS ARE FILED THERETO WITHIN TEN (10) DAYS, DEEDS WILL BE EXECUTED AND ACKNOWLEDGED BEFORE THE PROTHONOTARY. CUMBERLAND COUNTY SHERIFF'S DEPARTMENT (717) 240-6390 F . 1 Property address: 1228 Walnut Bottom Road, Carlisle, PA TRACT NO. 1: ALL that certain house and lot of ground situate in South Middleton Township, Cumberland County, Pennsylvania, bounded and described as follows: BEGINNING at a point on the Southern line of Pennsylvania Highway No. 33, said point being referenced South 36 degrees 22 minutes East, a distance of 25 feet, and North 54 degrees 30 minutes East, a distance of 1,349.67 feet from and iron bolt at the intersection of the center line of Pennsylvania Highway No. 33 and line of lands now or formerly of B. H. Snyder; thence along the Southern line of aforesaid Pennsylvania Highway No. 33, North 54 degrees 30 minutes East, a distance of 80 feet to a point, being the Northwest corner of Lot No. 162; thence South 35 degrees 30 minutes East, a distance of 160 feet to a point on the Northern line of Lot No. 170; thence along the Northern line of portions of Lots Nos. 170 and 171, South 54 degrees 30 minutes West, a distance of 80 feet to the Southeast corner of Lot No. 160; thence along the Eastern line of Lot No. 160, North 35 degrees 30 minutes West, a distance of 160 feet to the point of BEGINNING. CONTAINING 80 feet in front on Pennsylvania Highway No. 33, locally known as Walnut Bottom Road, and extending in depth from the Southern line thereof at an even width a distance of 160 feet, and having thereon erected a one-story brick-cased ranch type dwelling house with attached carport. TRACT NO. 2: ALL that certain lot of ground located on the South side of the Walnut Bottom Road in South Middleton Township, Cumberland County, Pennsylvania, more particularly bounded and described as follows: BEGINNING at a point on the Southern line of Pennsylvania Highway Route 33 known as the Walnut Bottom Road, which point is marked by an iron pin and which point is referenced as being South 36 degrees 22 minutes East 25 feet from the Southern line of the Walnut Bottom 'Road and North 54 degrees 30 minutes East, 1,269.67 feet from the intersection of the Walnut "Bottom Road and the Eastern property line of property of Sylvester R. Snyder, formerly B. H. Snyder; thence along the Southern line of the Walnut Bottom Road, North 54 degrees 30 minutes East 80 feet to a stake or hub at the present property of the Grantees herein; thence along property of the Grantees herein, South 35 degrees 30 minutes East 160 feet to a hub at other lands of the Grantors herein of which the lot hereby conveyed was formerly a part; thence along said lands, South 54 degrees 30 minutes West 80 feet to an iron pin at other lands of the Grantors herein; thence along said lands, North 35 degrees 30 minutes West 160 feet to an iron pin, the ,place of BEGINNING. THE LOT hereby conveyed contains .294 acres and is described in accordance with a survey thereof dated August 18, 1971, made by Garrit J. Betz, Registered Surveyor. 6266745v1 i 4 1 1 POST & SCHELL, P.C. BY: ]PAULA J. MCDERMOTT, ESQUIRE E-MAIL: pmedermott[amostschell.com I.D. # 46664 17 N. 2"", 12TH FLOOR HARRISBURG, PA 17101-1601 717-731-1970 G&G, LLC, A Virginia Limited Liability Company, Plaintiff, VS. MCCOY DEVELOPMENT, LLC, A Virginia Limited Liability Company, Defendant. I N THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA c;OMPLAINT IN MORTGAGE 17ORECLOSURE 1a0. 08-6390 AFFIDAVIT PURSUANT TO RULE 3129.1 G&G, LLC, a Virginia Limited Liability Company, Plaintiff in the above action, sets forth as of the date of the Praecipe for the Writ of E Mcution was filed the following information concerning the property located At 1235 Walnut Bottort'l Road, Carlisle, Cumberland County, Pennsylvania: See attached description 1. Name and address of owners or reputed owners: McCoy Development, LLC, 8756 Lewinsville Road, McLean, Virginia 22012. 2. Name and address of Defendant in tie judgment: McCoy 'Development, LLC, 8756 Lewinsville Road, McLean, Virginia 22012. 3. Name and address of every judgneni creditor whose judgment is a record lien on the real property to be sold: None. 4. Name and address of the last recorded holder of every mortgage of record: S 1 r Attorneys for Plaintiff, G&G, LLC G&G, LLC, 8756 Lewinsville Road, McLean, Virginia 22102. q i. J 1 4 / e 5. Name and address of every other person who has any record lien on the property: None. 6. Name and address of every other person who has any record interest in the property and whose interest may be affected by the so le: None. 7. Name and address of every other pe son of whom the plaintiff has knowledge who has any interest in the property which maybe affected by the sale: De5ouza Brown, 225 North Presidential Boulevard, Bala Cynwyd, PA 19C 04. POST & SCHELL, P.C. PLO- 0- &-?? - -& VAULA J. CDERMOTT, ESQUIRE j ttomey I. D. # 46664 17 North Second St., 12th Floor Ilarrisburg, PA 17101-1601 (717) 731-1970 Dated: February 1 , 2009 1 attorneys for Plaintiff 2 R I ) b. 5. Name and address of every other person who has any record lien on the property: None. 6. Name and address of every other person who has any record interest in the property and whose interest may be affected by the sale: None. 7. Name and address of every other pe son of whom the plaintiff has knowledge who has any interest in the property which may be affected by the sale: DeSouza Brown, 225 North Presidential Boulevard, Bala Cynwyd, PA 19C 04. POST & SCHELL, P.C. _, Pte. ?- wn - ---k PAULA J. CDERMOTT, ESQUIRE jWomey 1.D. # 46664 17 North Second St., 12th Floor I iarrisburg, PA 17101-1601 (717) 731-1970 Dated: February , 2009 1 attorneys for Plaintiff 2 4 $ 1r . t ) a- G&G, LLC, A Virginia Limited Liability Company, Plaintiff, VS. IN THE COURT OF COMMON PLEAS CUMBERLAND COUNTY, PENNSYLVANIA COMPLAINT IN MORTGAGE FORECLOSURE MCCOY DEVELOPMENT, LLC, A Virginia Limited Liability Company, Defendant. NO. 08-6390 NOTICE OF SHERIFF'S SALE (1) Brief description of the property sold, its location, and any improvements: 1235 Walnut Bottom Road, Carlisle, Cumberland County, Pennsylvania. See description attached. _ (2) Judgment of the Court on Complaint in Mortgage Foreclosure as captioned above: $_1 l 676,101.98. (3) Name of Owner or reputed Owner of property being sold: McCoy Development, LLC, 8756 Lewinsville Road, McLean, Virginia 22012. (4) Date and Time of Sale: June 10, 2009, beginning at o'clock A.M./P.M. Attorney for Plaintiff Paula J. McDermott, Esquire, Post & Schell, P.C., 17 North 2n1 Street, 12`h Floor, Harrisburg, PA 17101-1601; (717) 612-6012 (telephone) TEN PERCENT (10%) OF THE BID PRICE SHALL BE PAID AT THE TIME OF THE SALE AND BALANCE ON OR BEFORE TWO (2) WEEKS THEREAFTER, OTHERWISE THE PROPERTY WILL AGAIN ON SAID SAME DATE THAT THE BALANCE IS TO BE PAID, BE PUT UP AND SOLD AT THE RISK AND EXPENSE OF THE PERSON TO WHOM IT WAS STRUCK OFF, AND IN ADDITION, THE TEN PERCENT (10%) DOWN PAYMENT SHALL BE FORFEITED TO THE SHERIFF'S OFFICE AS DAMAGES TO COVER EXPENSES AND DEFICIENCIES INCIDENT TO A RESALE. i fo 0 ! ' 9 M NOTICE IS DIRECTED TO ALL PARTIES IN INTEREST AND CLAIMANTS THAT A SCHEDULE OF DISTRIBUTION WILL BE FILED BY THE SHERIFF ON OR BEFORE THIRTY (30) DAYS FROM THE DATE OF THE SALE IN ACCORDANCE WITH PA. R.C.P. 3136. IF NO EXCEPTIONS ARE FILED THERETO WITHIN TEN (10) DAYS, DEEDS WILL BE EXECUTED AND ACKNOWLEDGED BEFORE THE PROTHONOTARY. CUMBERLAND COUNTY SHERIFF'S DEPARTMENT (717) 240-6390 i ,* s z , / %? Property address: 1235 Walnut Bottom, Carlisle, PA ALL THAT CERTAIN piece or parcel of land situate in South Middleton Township, Cumberland County, Pennsylvania, located along the southern side of Walnut Bottom Road (S.R. 3023) approximately 350 feet east of Garfield Drive said tract being more fully bounded and described as follows: BEGINNING at the intersection of the southern Legal Right-of-Way Line of Walnut Bottom Road (S.R. 3023) and the dividing line of lands N/F of James W. Stafford and lands N/F of The Hatfield Family Limited Partnership; thence along said southern Legal Right-of-Way Line of Walnut Bottom Road North 47 degrees 24 minutes 36 seconds East 1174.36 feet to lands N/F of Paul E. & Marcia A. Treon; thence along lands N/F of Paul E. & Marcia A. Treon South 42 degrees 35 minutes 24 seconds East 160.00 feet; thence continuing along the same, and by lands N/F of Lawrence L. & Tammy Jo Shollenberger, and Joseph. F. & Carol A. Harvilla North 47 degrees 24 minutes 36 seconds East 298.00 feet; thence continuing along lands N/F of Joseph F. & Carol A. Harvilla North 24 degrees 12 minutes 41 seconds East 121.85 feet to lands N/F of John R. & Martha R. Howard; thence along lands N/F of John R. & Martha R. Howard, North 63 degrees 41 minutes 16 seconds East 114.84 feet; thence North 54 degrees 07 minutes 04 seconds East 49.75 feet to lands N/F of Edward L. & Olive B. Glass; thence along lands N/F of Edward L. & Olive B. Glass, North 47 degrees 24 minutes 36 seconds East 343.11 feet to lands N/F of Michael A. & Ann E. Stoner, thence along lands N/F of Michael A. & Ann E. Stoner South 41 degrees 35 minutes 24 seconds East 350.00 feet; thence continuing along the same North 47 degrees 24 minutes 36 seconds East 252.50 feet to lands N/F of Meedpeen Group; thence along lands N/F of Meedpeen Group South 41 degrees 43 minutes 42 seconds East 604.25 feet; thence continuing along the same by lands N/F of Old Field Partnership South 05 degrees 25 minutes 00 seconds East 869.60 feet to lands N/F of Miley H. & Ruth V. Jumper; thence continuing along lands N/F of Jumper the following three (3) courses and distances, (1) South 19 degrees 10 minutes 00 seconds East 796.37 feet, (2) South 68 degrees 04 minutes 38 seconds West 820.28 feet, (3) South 28 degrees 25 minutes 22 seconds East 1110.26 feet to lands N/F of Barbara Dallas Plamer; thence along lands N/F of Barbara Dallas Plamer South 71 degrees 49 minutes 38 seconds West 541.20 feet to lands N/F of Steven A. & Diane L. Schrader; thence along lands N/F of Steven A. & Diane L. Schrader and by lands N/F of the following Gary D. & Brenda K. Kuhn, Andrew J. & Jennifer R. McCormick, Richard R. Finkenbinder, Linda L. Enck, R. Frank, Richard C. & Michael J. Weidner & Linda L. Hutzier, Ross L. & Betty R. Shuler, and Lynn R. & Rose M. Bitner North 43 degrees 25 minutes 27 seconds West 2941.35 feet to lands N/F of James W. Stafford; thence along lands N/F of James W. Stafford North 47 degrees 26 minutes 33 seconds East 92.73 feet; thence continuing along the same North 42 degrees 41 minutes 47 seconds West 150.05 feet to the southern Legal Right-of-Way Line of Walnut Bottom Road, being the place of BEGINNING. 6266483v1 WRIT OF EXECUTION and/or ATTACHMENT _* %a. COMMONWEALTH OF PENNSYLVANIA) -NO 08=6390 Civil COUNTY OF tuMhERLAND) CIVIL ACTION - LAW TO THE SHERIFF OF CUMBERLAND COUNTY: To satisfy the debt, interest and costs due G&G, A VIRGINIA LIMITED LIABILITY COMPANY, Plaintiff (s) From McCOY DEVELOPMENT, INC., A VIRGINIA LIMITED LIABILITY COMPANY (1) You are directed to levy upon the property of the defendant (s)and to sell SEE LEGAL DESCRIPTION. (2) You are also directed to attach the property of the defendant(s) not levied upon in the possession of GARNISHEE(S) as follows: and to notify the garnishee(s) that: (a) an attachment has been issued; (b) the garnishee(s) is enjoined from paying any debt to or for the account of the defendant (s) and from delivering any property of the defendant (s) or otherwise disposing thereof; (3) If property of the defendant(s) not levied upon an subject to attachment is found in the possession of anyone other than a named garnishee, you are directed to notify him/her that he/she has been added as a garnishee and is enjoined as above stated. Amount Due $11,676,101.98 L.L. $.50 Interest -- $163,802.88 Atty's Comm % $10,000.00 Due Prothy $2.00 Atty Paid $119.00 Other Costs $2,616.50 Plaintiff Paid Date: 2/11/09 urtis R. Lo oth4nr:y (Seal) By: Deputy REQUESTING PARTY: Name: PAULA J. McDERMOTT, ESQUIRE Address: POST & SCHELL, P.C. 17 N. 2ND STREET, 12TH FLOOR HARRISBURG, PA 17101-1601 Attorney for: PLAINTIFF Telephone: 717-612-6012 Supreme Court ID No. 46664 r s . w, JulaoslaS ?el Aftb Ireet, 80OZ 181 joquuaoaQ :QI78a •uiazau pairiodzooui aouaiaja.i sigl Xq puu I!jm sigp cp!m pall «V„ Iigigxg uo paquosap Xllnj azouz alsilno 'puo-dwonog InullcM S £Z I pue puo-d uiouog Inul'o 8ZZ I `pt,o? wouog InuMAk 9ZZ I `p*eoH tuopog InuMAk VZZ I `pt,o,u uuouog InuluM ZZZ I 'pro a wonog jnul'M OZZ I :su paaaquunu put, umou}I Vd `f4unoD puuljaquxnD `digsumoZ uolaipp!W gjnoS ui pajvnj!s Xljodoid IEa.i otp ui lsonjul s juiepuajap aql uodn patnal jjuagS OT 60OZ `S goiloW u0 06# aIOS allsg WON b Z .£ d OZ 033 b01 va PROOF OF PUBLICATION OF NOTICE IN CUMBERLAND LAW JOURNAL (Under Act No. 587, approved May 16, 1929), P. L.1784 COMMONWEALTH OF PENNSYLVANIA ss. COUNTY OF CUMBERLAND : Lisa Marie Coyne, Esquire, Editor of the Cumberland Law Journal, of the County and State aforesaid, being duly sworn, according to law, deposes and says that the Cumberland Law Journal, a legal periodical published in the Borough of Carlisle in the County and State aforesaid, was established January 2, 1952, and designated by the local courts as the official legal periodical for the publication of all legal notices, and has, since January 2, 1952, been regularly issued weekly in the said County, and that the printed notice or publication attached hereto is exactly the same as was printed in the regular editions and issues of the said Cumberland Law Journal on the following dates, viz: May 1, May 8, and May 15, 2009 Affiant further deposes that he is authorized to verify this statement by the Cumberland Law Journal, a legal periodical of general circulation, and that he is not interested in the subject matter of the aforesaid notice or advertisement, and that all allegations in the foregoing statements as to time, place and character of publication are true. Marie SWORN TO AND SUBSCRIBED before me this 5 day of May, 2009 Notary NOTARIAL SEAL DEBORAH A COLLIN$ Notary PubIIC CARLISLE BORO, CUMBERLAND COUNTY My Commission Expires Apr 28, 201 o R16AL UTATZ SALE x0. 90 Writ No. 2008-6390 Civil G&G, LLC, a Virginia Limited Liability Company vs. 1W4Cdyr Development, LLC, a Vtrginnua. Kited Liability Company Atty.: Paula J. McDermott Property of McCoy Development, LLC. Execution No. 08-6390. Judgment Amount: $11,676,- 101.98. Attorney: Paula J. McDermott, Esquire, Post & Schell, P.C., 17 N. 2nd St., 12th Fl., Harrisburg, PA 17101-1601, (717) 612-6012. Property address: 1220 Walnut Bottom Road, Carlisle, PA. Municipality: South Middleton Township. Tax Parcel I.D.# 40-23-0604-013 and 40-23-0604-014, combined; now known as 40-23-0604-013. Improvements: No record. Deed Book 268 Pages 124-127. Property of McCoy Development, LLC. Execution No. 08-6390. Judgment Amount: $11,676,- 101.98. Attorney: Paula J. McDermott, Esquire, Post & Schell, P.C., 17 N. 2nd St., 12th Fl., Harrisburg, PA 17101-1601, (717) 612-6012. Property address: 1222 Walnut Bottom Road, Carlisle, PA. Municipality: South Middleton Township. Tax Parcel I.D.# 40-23-0604- 003. Improvements: This property has been improved with a dwelling house. Deed Book 276 Pages 2026- 2028. Property of McCoy Development, LLC. Execution No. 08-6390. Judgment Amount: $11,676,- 101.98. Attorney: Paula J. McDermott, Esquire, Poet & Schell, P.C., 17 N. 2nd St., 12th Fi., Harrisburg, PA 17101-1601, (717) 612-6012. Property address: 1224 Walnut Bottom Read, Carlisle, PA. Municipality: South Middleton Township. Tax Parcel I.D.# 40-23-0604- 015. Improvements: Assessment re- cords show that land has been im- proved with a building. Deed Book 271 Pages 1158- 1160. Property of McCoy Development, LLC. Execution No. 08-6390. Judgment Amount: $11,676,- 101.98. Attorney: Paula J. McDermott, Esquire, Post & Schell, P.C., 17 N. 2nd St., 12th Fl., Harrisburg, PA 17101-1601, (717) 612-6012. Property address: 1226 Walnut Bottom Road, Carlisle, PA. Municipality: South Middleton Township. Improvements: This property has been improved with a 1-story brick cased ranch type dwelling house with attached carport. Deed Book 272 Pages 1777- 1779. Property of McCoy Development, LLC. Execution No. 08-6390. Judgment Amount: $11,676,- 101.98. Attorney: Paula J. McDermott, Esquire, Post & Schell, P.C., 17 N. 2nd St., 12th Fl., Harrisburg, PA 17101-1601, (717) 612-6012. Properrtyy, address: 1228 Walnut Bottom Road, Carlisle, PA. Municipality: South Middleton Township. Tax Parcel I.D.# 40-23-0604- 001. Improvements: This property has been improved with a one-story brick-cased ranch type dwelling house Ida A00*rd oarport. -Deed Book 269 Pages 4880- 4883. Property of McCoy Development, LLC. Execution No. 08-6390. Judgment Amount: $11,676,- 101.98. Attorney: Paula J. McDermott, Esquire, Post & Schell, P.C., 17 N. 2nd St., 12th Fl., Harrisburg, PA 17101-1601, (717) 612-6012. Property address: 1235 Walnut Rntt Rnc nA TI.- '3atriot-News Co. B 12 Market St. H31 I sbu ^g, PA 17101 Ingt0ries - 717-255-8213 ( UMBE_RLAND COUNTY SHERIFFS OF C UMBERLAND COUNTY COURT HOUSE Zhe?latriot Neu?s Now you know CARLISLE PA 17013 THE PATRIOT NEWS THE SUNDAY PATRIOT NEWS Proof of Publication Under Act No. 587, Approved May 16, 1929 Commonwealth of Pennsylvania, County of Dauphin) ss Joseph 4. Dennison, being duly sworn according to law, deposes and says: That he is the Assistant Controller of The Patriot News Co., a corporation organized and existing under the laws of the Commonwealth Df Pennsylvania, with its principal office and place of business at 812 to 818 Market Street, in the City of Harrisburg, C ourity of Dauphin, State of Pennsylvania, owner and publisher of The Patriot-News and The Sunday Patriot-News newspapers of g aneral circulation, printed and published at 812 to 818 Market Street, in the City, County and State aforesaid; that The Patriot-New;; and The Sunday Patriot-News were established March 4th, 1854, and September 18th, 1949, respectively, and all have been continuously published ever since; That the printed notice or publication which is securely attached hereto is exactly as printed and published in their regular daily and/or Sunc ay/ Metro editions which appeared on the date(s) indicated below. That neither he nor said Company is interested in the ;;ubject matter of said printed notice or advertising, and that all of the allegations of this statement as to the time, place and chz racier of publication are true; and That lie! V as personal knowledge of the facts aforesaid and is duly authorized and empowered to verify this statement on behalf of The Flat -iot-News Co. aforesaid by virtue and pursuant to a resolution unanimously passed and stockholders acid board of directors of the said Company and subsequently duly recorded in he office for the Redc?? dingaolf Deeds in and for said County of Dauphin in Miscellaneous Book "M", Volume 14, Page 317. PUBLICATION COPY This ad ran on the date(s) shown below: 04/24/09 05/01/09 05/08/09 ?.............. Sworn to s scribed before me this 12 day of May, 2009 A.D. Notary Public COMMONWEALTH OF PENNSYLVANIA Notarial Seal Sherrie L. Kww Notary Public City Of Hamsburg; Da o* cmty W ComrrMesion EOft Nov. 28, :20"11 Member, PennsYivenis Association of Notaries Real Estate Sale No. 90 V'.'rit No. 2008-6390 Civil Term G&G, LLC, A Virginia Limited Liability Company VS McCoy Development LLC, A Virginia Limited Liability Company Attorney Paula J. McDermott LEGAL DESCRIPTION Property of McCoy Development, LLC Execution No. 08-6390 Judgment Amount: $11,676,101.98 Attorney: Paula J. McDermott, Esquire Post & Schell, P.C. 17 N. 2nd St, 12th Fl. Harrisburg, PA 17101-1601 (717)612-6012 Property address: 1220 Walnut Bottom Road, Carlisle, PA Municipality: South Middleton Tow"p Tax Parcel I.D.# 40-23-0604-013 and 40-23- 0604-014, combined; now known as 40-23-0604-013. improvements: No record Deed Book 268 Pages 124-127. Property of McCoy Development, LLC Execution No. 08-6390 Judgment Amount: $11,676,101.98 Attorney: Paula J. McDermott, Esquire Post & Schell, P.C. 17 N. 2nd St., 12th H. Harrisburg, PA 17101-1601 (717)612-6012 Property address: 1222 Walnut Bottom Road. Carlisle, PA Municipality: South Middleton Township. Tax Parcel I.D.# 40-23-0604-003 Improvements:This property has been improved with a dwelling house. Deed Book 276 Pages 2026-2028 Property of McCoy Development, LLC Execution No. 08-6390 Judgment Amount: $11,676,101.98 Attomey:Paula J. McDermott, Esquire Post & Schell, P.C. 17 N. 2nd St., 12th Fl. Harrisburg, PA 17101-1601 (717)612-6012 Property address: 1224 Walnut Bottom Road. Carlisle, PA Municipality: South Middleton Township Tax Parcel I.D.# 40-23-0604015 Improvements: Assessment records show that land has been improved with a building. Deed Book 271 Pages 1158-1160 P"Party of McCoy Development, LLC Execution No. 08-6390 Judgment Amount: $11,676,101.98 Attorney: Paula J. McDermott, Esquire Post & Schell, P.C. 17 N. 2nd St., l lth Fl. Harrisburg, PA 17101-1601 (717)612-6012 Property address: 1226 Walnut Bottom Road. Carlisle, PA Municipality:South Middleton Township Tax Parcel I.D.# 40-23-0604-002 Improvements: This property has been improved with a 1-story brick cased ranch type dwelling house with attached carport. Deed Book 272 Pages 1777-1779 Property of McCoy Development, LLC Execution No, 08-6390 Judgment Amount: $11,676,101.98 Attorney: Paula J. McDermott, Esquire Post & Schell, P.C. 17 N. 2nd St., 12th Fl. Harrisburg, PA 111014601 (717)612-6012 Property address: 1228 Walnut Bottom Road, Carlisle, PA Municipality: South Middleton Township Tax Parcel I.D.# 40-23-0604-001 Improvements:This property has been improved with a one-story brick-cased ranch type dwelling house with attached carport. Deed Book 269 Pages 4880-4883 Property of McCoy Development, LLC Execution No. 08-6390 Judgment Amount: $11,676,101.98 Attorney: Paula J. McDermott, Esquire Post & Schell, P.C. 17 N. 2nd St., 12th H. Harrisburg, PA 17101-1601 (717)612-6012 Property address: 1235 Walnut Bottom Road, Carlisle, PA Municipality: South Middleton Township Tax Parcel I.D.# 40-09-0527-016 Improvements: According to tax assessor records, this property has been improved with a building. Deed, Book 268 Pages 547-550