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HomeMy WebLinkAbout14-5036 Supreme Couttbf Pennsylvania Court Qf-Commofi Pleas For Prothonotary Use Only: Cv�1`-Cover,Sheet ti Docket No: CUMBEfLANb County4S� The information collected on this form is used solelv.for court administration purposes. This 1orin does not supplement or replace the filing and service of pleadings or other papers as required by law or rules of court. Commencement of Action: S 0 Complaint O Writ of Summons E3 Petition ® Transfer from Another Jurisdiction ® Declaration of Taking E Lead Plaintiff s Name: Lead Defendant's Name: Stabilis Master Fund III, LLC Corridor Shippensburg 1, L.P. T Dollar Amount Requested: ®within arbitration limits I Are money damages requested? ®Yes 0 No (check one) [@@ outside arbitration limits O N Is this a Class Action Suit? ®Yes 0 No Is this an MDJAppeal? [3 Yes M No A Name of Plaintiff/Appellant's Attorney: Candice L. Marple, Esquire L ® Check here if you have no attorney(are a Self-Represented [Pro Sel Litigant) Nature of the Case: Place an"X"to the left of the ONE case category that most accurately describes your PRIMARYCASE. If you are making more than one type of claim,check the one that ! you consider most important. k TORT(do not include Mass.Tort) CONTRACT(do not include Judgments) CIVIL APPEALS ® Intentional ® Buyer Plaintiff Administrative Agencies ® Malicious Prosecution ® Debt Collection: Credit Card ® Board of Assessment ® Motor Vehicle ® Debt Collection:Other ® Board of Elections ® Nuisance Dept. of Transportation ® Premises Liability Statutory Appeal:Other S ® Product Liability(does not include E mass tort) ® Employment Dispute: SlanderfLibeU Defamation Discrimination ® ® ® C ® Other: Employment Dispute:Other Zoning Board T, ® Other: I ® Other: O MASS TORT ® Asbestos N ® Tobacco ® Toxic Tort-DES y ® Toxic Tort-Implant REAL PROPERTY MISCELLANEOUS j ® Toxic Waste ® Other: ® Ejectment ® Common Law/Statutory Arbitration B ® Eminent Domain/Condemnation [3 Declaratory Judgment ® Ground Rent ® Mandamus ® Landlord/Tenant Dispute ®Non-Domestic Relations ® Mortgage Foreclosure:Residential Restraining Order PROFESSIONAL LIABLITY IM Mortgage Foreclosure:Commercial ®Quo Warranto i ® Dental ® Partition ®Replevin ® Legal ® Quiet Title (3 Other: ® Medical ® Other: ® Other Professional: I L_ _ Updated 1/1/2011 t7i ,10 ti,0 1 BRUBAKER CONNAUGHTON GOSS & LUCARELLI LLC By: Brett D. Jackson, Esquire 11`4 U, 27 PM 2: 03 Attorney I.D. No. 87517 CUr9CERLM'ND C0UPiTY Candice L. Marple, Esquire P DPr'S Y LVA H,1 A Attorney I.D. No. 308873 480 New Holland Ave, Suite 6205 Attorneys for Plaintiff: Lancaster, PA 17602 Stabilis Master Fund III, LLC (717) 945-5745 / (717) 945-5764 (Fax) STABILIS MASTER FUND III, LLC, IN THE COURT OF COMMON PLEAS assignee of Federal Home Loan Mortgage OF CUMBERLAND COUNTY, Corporation, assignee of Deutsche Bank YLVANIA Berkshire Mortgage,Inc., Plaintiff CIVIL ACTION - LAW vs. No. CORRIDOR SHIPPENSBURG I, L.P., Defendant MORTGAGE FORECLOSURE NOTICE TO DEFEND 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 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, GO TO OR TELEPHONE THE OFFICE SET n-A FORTH BELOW. THIS OFFICE CAN PROVIDE YOU WITH INFORMATION ABOUT HIRING A LAWYER. 64844_3 1 No. r K IF YOU CANNOT AFFORD TO HIRE A LAWYER, THIS OFFICE MAY BE ABLE TO PROVIDE YOU WITH INFORMATION ABOUT AGENCIES THAT MAY OFFER LEGAL SERVICES TO ELIGIBLE PERSONS AT A REDUCED FEE OR NO FEE. Cumberland County Bar Association 32 S. Bedford Street Carlisle, PA 17013 Phone: 717-249-3166 BRUBAKER CONNAUGHTON GOSS & LUCARELLI LLC Attorneys for Plaintiff Date: By: ' Brett D. Jackson, Esquire Candice L. Marple, Esquire 64844_3 2 � J BRUBAKER CONNAUGHTON GOSS & LUCARELLI LLC By: Brett D. Jackson, Esquire Attorney I.D. No. 87517 Candice L. Marple, Esquire Attorney I.D. No. 308873 480 New Holland Ave, Suite 6205 Attorneys for Plaintiff: Lancaster, PA 17602 Stabilis Master Fund III, LLC (717) 945-5745 / (717) 945-5764 (Fax) STABILIS MASTER FUND III, LLC, IN THE COURT OF COMMON PLEAS assignee of Federal Home Loan Mortgage OF CUMBERLAND COUNTY, Corporation, assignee of Deutsche Bank PENNSYLVANIA Berkshire Mortgage, Inc., Plaintiff CIVIL ACTION - LAW VS. No. CORRIDOR SHIPPENSBURG 1, L.P., Defendant :. MORTGAGE FORECLOSURE COMPLAINT IN MORTGAGE FORECLOSURE 1. The Plaintiff, Stabilis Master Fund III, LLC, is a Delaware limited liability company, with its principal offices located at 767 Fifth Avenue, 12th Floor, New York, New York 10153. 2. Plaintiff is the assignee of Federal Home Loan Mortgage Corporation, a corporation organized and existing under the laws of the United States ("Freddie Mac"), and Freddie Mac is the assignee of Deutsche Bank Berkshire Mortgage, Inc. ("Deutsche"), a Delaware corporation. 3. Upon information and belief, Defendant Corridor Shippensburg I, L.P. is a Delaware limited partnership with principal offices located at 20 Avon Meadow Lane, Suite 120, Avon, Connecticut 06001. 64844_3 No. ` 4. On or about August 21, 2008, Deutsche extended credit to Defendant in the original principal amount of$15,986,000.00 (the "Loan"), the terms and conditions of which are evidenced by certain instruments, agreements, pledges, certificates and other documents executed and delivered by Defendant to Deutsche in connection with the Loan (collectively, the "Loan Documents"). 5. Contemporaneously with the making of the Loan, Defendant executed and delivered in favor of Deutsche, a certain Multifamily Mortgage, Assignment of Rents and Security Agreement ("Mortgage") encumbering the premises commonly known as 100 Bard Drive, located in Shippensburg Township, Cumberland County, Pennsylvania and more fully described in the Mortgage (the "Mortgaged Premises"). The Mortgage was recorded on August 29, 2008 in the Office of the Recorder of Deeds of Cumberland County, Pennsylvania, at Instrument Number 200829451. A true and correct copy of the Mortgage is attached hereto, marked as Exhibit A and incorporated by reference. 6. Deutsche Bank assigned the Mortgage to Freddie Mac pursuant to a certain Assignment of Security Instrument dated August 21, 2008 (the "Freddie Mac Assignment"). The Freddie Mac Assignment was recorded on August 29, 2008 in the Office of the Recorder of Deeds of Cumberland County, Pennsylvania, at Instrument Number 200829452. Freddie Mac assigned the Mortgage to Plaintiff pursuant to a certain Assignment of Mortgage/Security Instrument and Other Loan Documents dated October 4, 2013 (the "Stabilis Assignment" and together with the Freddie Mac Assignment, the "Assignments"). The Stabilis Assignment was 64844_3 2 No. ai r recorded on November 4, 2013 in the Office of the Recorder of Deeds of Cumberland County, Pennsylvania, at Instrument Number 201335727. True and correct copies of the Assignments are attached hereto, collectively marked as Exhibit B and incorporated by reference. . 7. Defendant is the owner and mortgagor of the Mortgaged Premises. 8. Pursuant to the terms of the Loan Documents, Defendant executed and delivered to Deutsche a certain Multifamily Note (Multistate — Fixed to Float) dated August 21, 2008 (the "Note"), in the original principal amount of$15,986,000.00. A true and correct copy of the Note is attached hereto, marked as Exhibit C and incorporated by reference. 9. Plaintiff is the lawful holder of the Mortgage pursuant to the Assignments. See Exhibit B. 10. The last known address of Defendant is: 20 Avon Meadow Lane, Suite 120, Avon, Connecticut 06001. 11. The Loan is presently in default for Defendant's failure to make payments as and when required under the Loan Documents. Specifically, Defendant first failed to make such required payments in October 2013, and such failure has continued through the present (the "Existing Default"). 12. Pursuant to the terms of the Note, Plaintiff exercised its option to accelerate the entire unpaid principal balance, any accrued interest, and all other amounts payable under the Loan Documents. As a result, the debt secured by the Mortgage is now immediately due and payable. 64844_3 3 ` No. i 13. On December 11, 2013, Plaintiff gave to Defendant written notice of Defendant's Existing Default and of the acceleration of all obligations due under the Loan Documents, including principal, interest, attorneys' fees, expenses and all other amounts due under the Loan Documents (the "Default Notice"). A true and correct copy of the Default Notice is attached hereto, marked as Exhibit D and incorporated by reference. 14. Defendant has failed to cure the Existing Default. 15. The amount presently due under the Note is as follows: Principal $15,428,972.64 Interest accrued through 8/15/2014 at 10.20%per annum $ 361,478.32 fixed ($4,371.54 per diem) Fees and Costs $ 7,452.00 TOTAL $15,797,902.96` *Continuing interest, costs of suit and all permitted fees and other charges (including, without limitation, attorneys'fees) continue to accrue in accordance with the Loan Documents. 16. The Loan is not subject to the Loan Interest and Protection Law, 41 P.S. § 401 et seq. ("Act 6"), because the Mortgaged Premises contain more than two (2) residential units and the amount of the Loan is greater than the applicable base figure. Accordingly, no notice under Act 6 is required to be sent to Defendant. WHEREFORE, Plaintiff requests the Court to enter judgment in its favor and against Defendant in mortgage foreclosure for foreclosure and sale of the Mortgaged Premises and in the amount of Fifteen Million Seven Hundred Ninety- Seven Thousand Nine Hundred Two and 96/100 Dollars ($15,797,902.96), together 64844_3 4 No. with subsequently accruing late and other charges, attorneys' fees, interest accruing from August 16, 2014 ($4,371.54 per diem on the outstanding principal balance) and costs of this action. BRUBAKER CONNAUGHTON GOSS &LUCARELLI LLC Attorneys for Plaintiff Dated: G�CQ aBy: Brett D. Jackson, Es uire Attorney I.D. No. 87517 Candice L. Marple, Esquire Attorney I.D. No. 308873 648443 5 No. VERIFICATION I hereby verify that I am an employed as an Asset Manager by Stabilis Capital Management, LP, the special servicer for the loan which is the subject of the Complaint, and am authorized to make this verification on behalf of Stabilis Master Fund III, LLC; and that the information set forth in the foregoing Complaint is true and correct to the best of my knowledge, information and belief. I understand that any false statements contained herein are subject to the penalties of 18 Pa.C.S. § 4904, relating to unsworn falsification to authorities. Dated: ZIJISUI�L IL Z' /Justin Coop Vr 64844_3 6 r, r t �t ' '. ll`.. ' i! • .� � Prepared by, and after recording FHLMC# 504131311 return to: Cassin & Cassin LLP 711 Third Avenue, 20`h Floor New York,New York 10017 Attn: Recording Department County: Cumberland MULTIFAMILY MORTGAGE, ASSIGNMENT OF RENTS AND SECURITY AGREEMENT (PENNSYLVANIA—REVISION DATE 05-11-2004) Dated: August 18, 2008; Effective: August 21, 2008 Bard Townhouses 100 Bard Road Shippensburg, Pennsylvania 17257 MULTIFAMILY MORTGAGE, ASSIGNMENT OF RENTS AND SECURITY AGREEMENT (PENNSYLVANIA — REVISION DATE 05-11-2004) THIS MULTIFAMILY MORTGAGE, ASSIGNMENT OF RENTS AND SECURITY AGREEMENT (the "Instrument") is dated August 18, 2008 but effective as of the 21" day of August, 2008, between CORRIDOR SHIPPENSBURG I, L.P., a limited partnership organized and existing under the laws of Delaware, whose address is 20 Avon Meadow Lane, Suite 120, Avon, Connecticut 06001, as mortgagor ("Borrower"), and DEUTSCHE BANK BERKSHIRE MORTGAGE, INC., a corporation organized and existing under the laws of Delaware, whose address is One Beacon Street, 14th Floor, Boston, Massachusetts 02108, as mortgagee ("Lender"). Borrower's organizational identification number, if applicable, is 4563470. Borrower is indebted to Lender in the principal amount of $15,986,000.00, as evidenced by Borrower's Multifamily Note payable to Lender, dated as of the date of this Instrument, and maturing on September 1, 2016 (the "Maturity Date"). TO SECURE TO LENDER the repayment of the Indebtedness, and all renewals, extensions and modifications of the Indebtedness, and the performance of the covenants and agreements of Borrower contained in the Loan Documents, Borrower mortgages, warrants, grants, conveys and assigns to Lender the Mortgaged Property, including the Land located in Cumberland County, Commonwealth of Pennsylvania and described in Exhibit A attached to this Instrument. Borrower represents and warrants that Borrower is lawfully seized of the Mortgaged Property and has the right, power and authority to mortgage, grant, convey and assign the Mortgaged Property, and that the Mortgaged Property is unencumbered, except as shown on the schedule of exceptions to coverage in the title policy issued to and accepted by Lender contemporaneously with the execution and recordation of this Instrument and insuring Lender's interest in the Mortgaged Property (the "Schedule of Title Exceptions"). Borrower covenants that Borrower will warrant and defend generally the title to the Mortgaged Property against all claims and demands, subject to any easements and restrictions listed in the Schedule of Title Exceptions. PAGE l UNIFORM COVENANTS REVISION DATE 02-15-2008 Covenants. In consideration of the mutual promises set forth in this Instrument, Borrower and Lender covenant and agree as follows: 1. DEFINITIONS. The following terms, when used in this Instrument (including when used in the above recitals), shall have the following meanings: (a) "Attorneys' Fees and Costs" means (i) fees and out-of-pocket costs of Lender's and Loan Servicer's attorneys, as applicable, including costs of Lender's and Loan Servicer's in- house counsel, support staff costs, costs of preparing for litigation, computerized research, telephone and facsimile transmission expenses, mileage, deposition costs, postage, duplicating, process service, videotaping and similar costs and expenses; (ii) costs and fees of expert witnesses, including appraisers; and (iii) investigatory fees. (b) "Borrower" means all persons or entities identified as "Borrower" in the first paragraph of this Instrument, together with their successors and assigns. (c) "Business Day" means any day other than a Saturday, a Sunday or any other day on which Lender or the national banking associations are not open for business. (d) "Collateral Agreement" means any separate agreement between Borrower and Lender for the purpose of 'establishing replacement reserves for the Mortgaged Property, establishing a fund to assure the completion of repairs or improvements specified in that agreement, or assuring reduction of the outstanding principal balance of the Indebtedness if the occupancy of or income from the Mortgaged Property does not increase to a level specified in that agreement, or any other agreement or agreements between Borrower and Lender which provide for the establishment of any other fund, reserve or account. (e) "Controlling Entity" means an entity which owns, directly or indirectly through one or more intermediaries; (i) a general partnership interest or a Controlling Interest of the limited partnership interests in Borrower (if Borrower is a partnership or joint venture), (ii) a manager's interest in Borrower or a Controlling Interest of the ownership or membership interests in Borrower (if Borrower is a limited liability company), (iii) a Controlling Interest of any class of voting stock of Borrower (if Borrower is a corporation), (iv) a trustee's interest or a Controlling Interest of the beneficial interests in Borrower (if Borrower is a trust), or (v) a managing partner's interest or a Controlling Interest of the partnership interests in Borrower (if Borrower is a limited liability partnership). (f) "Controlling Interest" means (i) 51 percent or more of the ownership interests in an entity, or (ii) a percentage ownership interest in an entity of less than 51 percent, if the owner(s) of that interest actually direct(s) the business and affairs of the entity without the PAGE 2 a requirement of consent of any other party. The Controlling Interest shall be deemed to be 51 percent unless otherwise stated in Exhibit B. (g) "Environmental Permit" means any permit, license, or other authorization issued under any Hazardous Materials Law with respect to any activities or businesses conducted on or in relation to the Mortgaged Property. (h) "Event of Default" means the occurrence of any event listed in Section 22. (i) "Fixtures" means all property owned by Borrower which is so attached to the Land or the Improvements as to constitute a fixture under applicable law, including: machinery, equipment, engines, boilers, incinerators, installed building materials; systems and equipment for the purpose of supplying or distributing heating, cooling, electricity, gas, water, air, or light; antennas, cable, wiring and conduits used in connection with radio, television, security, fire prevention, or fire detection or otherwise used to carry electronic signals; telephone systems and equipment; elevators and related machinery and equipment; fire detection, prevention and extinguishing systems and apparatus; security and access control systems and apparatus; plumbing systems; water heaters, ranges, stoves, microwave ovens, refrigerators, dishwashers, garbage disposers, washers, dryers and other appliances; light fixtures, awnings, storm windows and storm doors; pictures, screens, blinds, shades, curtains and curtain rods; mirrors; cabinets, paneling, rugs and floor and wall coverings; fences, trees and plants; swimming pools; and exercise equipment. (j} "Governmental Authority" means any board, commission, department or body of any municipal, county, state or federal governmental unit, or any subdivision of any of them, that has or acquires jurisdiction over the Mortgaged Property or the use, operation or improvement of the Mortgaged Property or over the Borrower. (k) "Hazard Insurance" is defined in Section 19. (1) "Hazardous Materials" means petroleum and petroleum products and compounds containing them, including gasoline, diesel fuel and oil; explosives; flammable materials; radioactive materials; polychlorinated biphenyls ("PCBs") and compounds containing them; lead and lead-based paint; asbestos or asbestos-containing materials in any form that is or could become friable; underground or above-ground storage tanks, whether empty or containing any substance; any substance the presence of which on the Mortgaged Property is prohibited by any federal, state or local authority; any substance that requires special handling and any other material or substance now or in the future that (i) is defined as a "hazardous substance," "hazardous material," "hazardous waste," "toxic substance," "toxic pollutant," "contaminant," or "pollutant" by or within the meaning of any Hazardous Materials Law, or (ii) is regulated in any way by or within the meaning of any Hazardous Materials Law. (m) "Hazardous Materials Laws" means all federal, state, and local laws, ordinances and regulations and standards, rules, policies and other governmental requirements, administrative rulings and court judgments and decrees in effect now or in the future and PAGE 3 i 1 including all amendments, that relate to Hazardous Materials or the protection of human health or the environment and apply to Borrower or to the Mortgaged Property. Hazardous Materials Laws include, but are not limited to, the Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C. Section 9601, et seq., the Resource Conservation and Recovery Act of 1976, 42 U.S..C. Section 6901, et seq., the Toxic Substance Control Act, 15 U.S.C. Section 2601, et seq., the Clean Water Act, 33 U.S.C. Section 1251, et seq., and the Hazardous Materials Transportation Act, 49 U.S.C. Section 5101 et seq., and their state analogs. (n) "Impositions" and "Imposition Deposits" are defined in Section 7(a). (o) "Improvements" means the buildings, structures, improvements, and alterations now constructed or at any time in the future constructed or placed upon the Land, including any future replacements and additions. (p) "Indebtedness" means the principal of, interest at the fixed or variable rate set forth in the Note on, and all other amounts due at any time under, the Note, this Instrument or any other Loan Document, including prepayment premiums, late charges, default interest, and advances as provided in Section 12 to protect the security of this Instrument. (q) "Initial Owners" means, with respect to Borrower or any other entity, the persons or entities that (i) on the date of the Note, or (ii) on the date of a Transfer to which Lender has consented, own in the aggregate 100 percent of the ownership interests in Borrower or that entity. (r) "Land" means the land described in Exhibit A. (s) "Leases" means all present and future leases, subleases, licenses, concessions or grants or other possessory interests now or hereafter in force, whether oral or written, covering or affecting the Mortgaged Property, or any portion of the Mortgaged Property (including proprietary leases or occupancy agreements if Borrower is a cooperative housing corporation), and all modifications, extensions or renewals. (t) "Lender" means the entity identified as "Lender" in the first paragraph of this Instrument, or any subsequent holder of the Note. (u) "Loan Documents" means the Note, this Instrument, all guaranties, all indemnity agreements, all Collateral Agreements, O&M Programs, the MMP and any other documents now or in the future executed by Borrower, any guarantor or any other person in connection with the loan evidenced by the Note, as such documents may be amended from time to time. (v) "Loan Servicer" means the entity that from time to time is designated by Lender to collect payments and deposits and receive Notices under the Note, this Instrument and any other Loan Document, and otherwise to service the loan evidenced by the Note for the benefit of Lender. Unless Borrower receives Notice to the contrary, the Loan Servicer is the entity identified as "Lender" in the first paragraph of this Instrument. PAGE 4 (w) "MMP" means a moisture management plan to control water intrusion and prevent the development of Mold or moisture at the Mortgaged Property throughout the term of this Instrument. At a minimum, the MMP must contain a provision for (i) staff training, (ii) information to be provided to tenants, (iii) documentation of the plan, (iv) the appropriate protocol for incident response and remediation and (v) routine, scheduled inspections of common space and unit interiors. (x) "Mold" means mold, fungus, microbial contamination or pathogenic organisms. (y) "Mortgaged Property" means all of Borrower's present and future right, title and interest in and to all of the following: (i) the Land; (ii) the Improvements; (iii) the Fixtures; (iv) the Personalty; (v) all current and future rights, including air rights, development rights, zoning rights and other similar rights or interests, easements, tenements, rights-of-way, strips and gores of land, streets, alleys, roads, sewer rights, waters, watercourses, and appurtenances related to or benefiting the Land or the Improvements, or both, and all rights-of-way, streets, alleys and roads which may have been or may in the future be vacated; (vi) all proceeds paid or to be paid by any insurer of the Land, the Improvements, the Fixtures, the Personalty or any other part of the Mortgaged Property, whether or not Borrower obtained the insurance pursuant to Lender's requirement; (vii) all awards, payments and other compensation made or to be made *by any municipal, state or federal authority with respect to the Land, the Improvements, the Fixtures, the Personalty or any other part of the Mortgaged Property, including any awards or settlements resulting from condemnation proceedings or the total or partial taking of the Land, the Improvements, the Fixtures,.the Personalty or any other part of the Mortgaged Property under the power of eminent domain or otherwise and including any conveyance in lieu thereof; (viii) all contracts, options and other agreements for the sale of the Land, the Improvements, the Fixtures, the Personalty or any other part of the Mortgaged Property entered into by Borrower now or in the PAGE 5 future, including cash or securities deposited to secure performance by parties of their obligations; (ix) all proceeds from the conversion, voluntary or involuntary, of any of the above into cash or liquidated claims, and the right to collect such proceeds; (x) all Rents and Leases; (xi) all earnings, royalties, accounts receivable, issues and profits from the Land, the Improvements or any other part of the Mortgaged Property, and all undisbursed proceeds of the loan secured by this Instrument; (xii) all Imposition Deposits; (xiii) all refunds or rebates of Impositions by any municipal, state or federal authority or insurance company (other than refunds applicable to periods before the real property tax year in which this Instrument is dated); (xiv) all tenant security deposits which have not been forfeited by any tenant under any Lease and any bond or other security in lieu of such deposits; and (xv) all names under or by which any of the above Mortgaged Property may be operated or known, and all trademarks, trade names, and goodwill relating to any of the Mortgaged Property. (z) "Note" means the Multifamily Note described on page 1 of this Instrument, including all schedules, riders, allonges and addenda, as such Multifamily Note may be amended from time to time. (aa) "O&M Program" is defined in Section 18(d). (bb) "Personalty" means all: (i) accounts (including deposit accounts) of Borrower related to the Mortgaged Property; (ii) equipment and inventory owned by Borrower, which are used now or in the future in connection with the ownership, management or operation of the Land or Improvements or are located on the Land or Improvements, including. furniture, furnishings, machinery, building materials, goods, supplies, tools, books, records (whether PAGE 6 in written or electronic form), and computer equipment (hardware and software); other tangible personal property owned by Borrower which is used now or in the future in connection with the ownership, management or operation of the Land or Improvements or is located on the Land or in the Improvements, including ranges, stoves, microwave ovens, refrigerators, dishwashers, garbage disposers, washers, dryers and other appliances (other than Fixtures); (iv) any operating agreements relating to the. Land or the Improvements;. (v) any surveys, plans and specifications and contracts for architectural, engineering and construction services relating to the Land or the Improvements; (vi) all other intangible property, general intangibles and rights relating to the operation of, or used in connection with, the Land or the Improvements, including all governmental permits relating to any activities on the Land and including subsidy or similar payments received from any sources, including a governmental authority; and (vii) any rights of Borrower in or under letters of credit. (cc) "Property Jurisdiction" is defined in Section 30(a). (dd) "Rents" means all rents (whether from residential .or non-residential space), revenues and other income of the Land or the Improvements, parking fees, laundry and vending machine income and fees and charges for food, health care and other services provided at the Mortgaged Property, whether now due, past due, or to become due, and deposits forfeited by tenants and; if Borrower is a cooperative housing corporation or association, maintenance fees, charges or assessments payable by shareholders or residents under proprietary leases or occupancy agreements, whether now due, past due, or to become due. (ee) "Taxes" means all taxes, assessments, vault rentals and other charges, if any, whether general, special or otherwise, including all assessments for schools, public betterments and general or local improvements, which are levied, assessed or imposed by any public authority or quasi-public authority, and which, if not paid, will become a lien on the Land or the Improvements. M) "Transfer" is defined in Section 2I. 2. UNIFORM COMMERCIAL CODE SECURITY AGREEMENT. PAGE 7 (a) This Instrument is also a security agreement under the Uniform Commercial Code for any of the Mortgaged Property which, under applicable law, may be subjected to a security interest under the Uniform Commercial Code, whether such Mortgaged Property is owned now or acquired in the future, and all products and cash and non-cash proceeds thereof(collectively, "UCC Collateral"), and Borrower hereby grants to Lender a security interest in the UCC Collateral. Borrower hereby authorizes Lender to prepare and file financing statements, continuation statements and financing statement amendments in such form as Lender may require to perfect or continue the perfection of this security interest and Borrower agrees, if Lender so requests, to execute and deliver to Lender such financing statements, continuation statements and amendments. Borrower shall pay all filing costs and all costs and expenses of any record searches for financing statements and/or amendments that Lender may require. Without the prior written consent of Lender, Borrower shall not create or permit to exist any other lien or security interest in any of the UCC Collateral. (b) Unless Borrower gives Notice to Lender within 30 days after the occurrence of any of the following, and executes and delivers to Lender modifications or supplements of this Instrument (and any financing statement which may be filed in connection with this Instrument) as Lender may require, Borrower shall not (i) change its name, identity, structure or jurisdiction of organization; (ii) change the location of its place of business (or chief executive office if more than one place of business); or (iii) add to or change any location at which any of the Mortgaged Property is stored, held or located. (c) If an Event of Default has occurred and is continuing, Lender shall have the remedies of a secured party under the Uniform Commercial Code, in addition to all remedies provided by this Instrument or existing under.applicable law. In exercising any remedies, Lender may exercise its remedies against the UCC Collateral separately or together, and in any order, without in any way affecting the availability of Lender's other remedies. (d) This Instrument constitutes a financing statement with respect to any part of the Mortgaged Property that is or may become a Fixture, if permitted by applicable law. 3. ASSIGNMENT OF RENTS; APPOINTMENT OF RECEIVER; LENDER IN POSSESSION. (a) As part of the consideration for the Indebtedness, Borrower absolutely and unconditionally assigns and transfers to Lender all Rents. It is the intention of Borrower to establish a present, absolute and irrevocable transfer and assignment to Lender of all Rents and to authorize and empower Lender to collect and receive all Rents without the necessity of further action on the part of Borrower. Promptly upon request by Lender, Borrower agrees to execute and deliver such further assignments as Lender may from time to time require. Borrower and Lender intend this assignment of Rents to be immediately effective and to constitute an absolute present assignment and not an assignment for additional security only. For purposes of giving effect to this absolute assignment of Rents, and for no other purpose, Rents shall not be deemed to be a part of the Mortgaged Property. However, if this present, absolute and unconditional assignment of Rents isnot enforceable by its terms under the laws of the Property Jurisdiction, PAGE 8 then the Rents shall be included as a part of the Mortgaged Property and it is the intention of the Borrower that in this circumstance this Instrument create and perfect a lien on Rents in favor of Lender, which lien shall be effective as of the date of this Instrument. (b) After the occurrence of an Event of Default, Borrower authorizes Lender to collect, sue for and compromise Rents and directs each tenant of the'Mortgaged Property to pay all Rents to, or as directed by, Lender. However, until the occurrence of an Event of Default, Lender hereby grants to Borrower a revocable license to collect and receive all Rents, to hold all Rents in trust for the benefit of Lender and to apply all Rents to pay the installments of interest and principal then due and payable under the Note and the other amounts then due and payable under the other Loan Documents, including Imposition Deposits, and to pay the current costs and expenses of managing, operating and maintaining the Mortgaged Property, including utilities, Taxes and insurance premiums (to the extent not included in Imposition Deposits), tenant improvements and other capital expenditures. So long as no Event of Default has occurred and is continuing, the Rents remaining after application pursuant to the preceding sentence may be retained by Borrower free and clear of, and released from, Lender's rights with respect to Rents under this Instrument. From and after the occurrence of an Event of Default, and without the necessity of Lender entering upon and taking and maintaining control of the Mortgaged Property directly, or by a receiver, Borrower's license to collect Rents shall automatically terminate and Lender shall without Notice be entitled to all Rents as they become due and payable, including Rents then due and unpaid. Borrower shall pay to Lender upon demand all Rents to which Lender is entitled. At any time on or after the date of Lender's demand for Rents, (i) Lender may give, and Borrower hereby irrevocably authorizes Lender to give, notice to all tenants of the Mortgaged Property instructing them to pay all Rents to Lender, (ii) no tenant shall be obligated to inquire further as to the occurrence or continuance of an Event of Default, and (iii) no tenant shall be obligated to pay to Borrower any amounts which are actually paid to Lender in response to such a notice. Any such notice by Lender shall be delivered to each tenant personally, by mail or by delivering such demand to each rental unit. Borrower shall not interfere with and shall cooperate with Lender's collection of such Rents. (c) Borrower represents and warrants to Lender that Borrower has not executed any prior assignment of Rents (other than an assignment of Rents securing any prior indebtedness that is being assigned to Lender, or paid off and discharged with the proceeds of the loan evidenced by the Note), that Borrower has not performed, and Borrower covenants and agrees that it will not perform, any acts and has not executed, and shall not execute, any instrument which would prevent Lender from exercising its rights under-this Section 3, and that at the time of execution of this Instrument there has been no anticipation or prepayment of any Rents for more than two months prior to the due dates of such Rents. Borrower shall not collect or accept payment of any Rents more than two mbnths prior to the due dates of such Rents. (d) if an Event of Default has occurred and is continuing, Lender may, regardless of the adequacy of Lender's security or the solvency of Borrower and even in the absence of waste, enter upon and take and maintain full control of the Mortgaged Property in order to perall acts that Lender in its discretion determines to be necessary or desirable for the operation and maintenance of the Mortgaged Property, including the execution, cancellation or modification of PAGE 9 Leases, the collection of all Rents, the making of repairs to the Mortgaged Property and the execution or termination of contracts providing for the management, operation or maintenance of the Mortgaged Property, for the purposes of enforcing the assignment of Rents pursuant to Section 3(a), protecting the Mortgaged Property or the security of this Instrument, or for such other purposes as Lender in its discretion may deem necessary or desirable. Alternatively, if an Event of Default has occurred and is continuing, regardless of the adequacy of Lender's security, without regard to Borrower's solvency and without the necessity of giving prior notice (oral or written) to Borrower, Lender may apply to any court having jurisdiction for the appointment of a receiver for the Mortgaged Property to take any or all of the actions set forth in the preceding sentence. If Lender elects to seek the appointment of a receiver for the Mortgaged Property at any time after an Event of Default has occurred and is continuing, Borrower, by its execution of this Instrument, expressly consents to the appointment of such receiver, including the appointment of a receiver ex parte if permitted by applicable law. If Borrower is a housing cooperative corporation or association, Borrower hereby agrees that if a receiver is appointed, the order appointing the receiver may contain a provision requiring the receiver to pay the installments of interest and principal then due and payable under the Note and the other amounts then due and payable under the other Loan Documents, including Imposition Deposits, it being acknowledged and agreed that the Indebtedness is an obligation of the Borrower and must be .paid out of maintenance charges payable by the Borrower's tenant shareholders under their proprietary leases or occupancy agreements. Lender or the receiver, as the case may be, shall be entitled to receive a reasonable fee for managing the Mortgaged Property. Immediately upon appointment of a receiver or immediately upon the Lender's entering upon and taking possession and control of the Mortgaged Property, Borrower shall surrender possession of the Mortgaged Property to Lender or the receiver, as the case may be, and shall deliver to Lender or the receiver, as the case may be, all documents, records (including records on electronic or magnetic media), accounts, surveys, plans, and specifications relating to the Mortgaged Property and all security deposits and prepaid Rents. In the event Lender takes possession and control of the Mortgaged Property, Lender may exclude Borrower and its representatives from the Mortgaged Property. Borrower acknowledges and agrees that the exercise by Lender of any of the rights conferred under this Section 3 shall not be construed to make Lender a mortgagee-in-possession of the Mortgaged Property so long as Lender has not itself entered into actual possession of the Land and Improvements. (e) If Lender enters the Mortgaged Property, Lender shall be liable to account only to Borrower and only for those Rents actually received. Except to the extent of Lender's gross negligence or willful misconduct,.Lender shall not be liable to Borrower, anyone claiming under or through Borrower or anyone having an interest in the Mortgaged Property, by reason of any act or omission of Lender under Section 3(d), and Borrower hereby releases and discharges Lender from any such liability to the fullest extent permitted by law. (f) If the Rents are not sufficient to meet the costs of taking control of and managing the Mortgaged Property and collecting the Rents, any funds expended by Lender for such purposes shall become an additional part of the Indebtedness as provided in Section 12. PAGE 10 (g) Any entering upon and taking of control of the Mortgaged Property by Lender or the receiver, as the case may be, and any application of Rents as provided in this Instrument shall not cure or waive any Event of Default or invalidate any other right or remedy of Lender under applicable law or provided for in this Instrument. 4. ASSIGNMENT OF LEASES; LEASES AFFECTING THE MORTGAGED PROPERTY. (a) As part of the consideration for the Indebtedness, Borrower absolutely and unconditionally assigns and transfers to Lender all of Borrower's right, title and interest in, to and under the Leases, including Borrower's right, power and authority to modify the terms of any such Lease, or extend or terminate any such Lease. It is the intention of Borrower to establish a present, absolute and irrevocable transfer and assignment to Lender of all of Borrower's right, title and interest in, to and under the Leases. Borrower and Lender intend this assignment of the Leases to be immediately effective and to constitute an absolute present assignment and not an assignment for additional security only. For purposes of giving effect to this absolute assignment of the Leases, and for no other purpose, the Leases shall not be deemed to be a part of the Mortgaged Property. However, if this present, absolute and unconditional assignment of the Leases is not enforceable by its terms 'under the laws of the Property Jurisdiction, then the Leases shall be included as a part of the Mortgaged Property and it is the intention of the Borrower that in this circumstance this Instrument create and perfect a lien on the Leases in favor of Lender, which lien shall be effective as of the date of this Instrument. (b) Until Lender gives Notice to Borrower of Lender's exercise of its rights under this Section 4, Borrower shall have all rights, power and authority granted to Borrower under any Lease (except as otherwise limited by this Section or any other provision of this Instrument), including the right, power and authority to modify the terms of any Lease or extend or terminate any Lease. Upon the occurrence of an Event of Default, the permission given to Borrower pursuant to the preceding sentence to exercise all rights, power and authority under Leases shall automatically terminate. Borrower shall comply with and observe Borrower's obligations under all Leases, including Borrower's obligations pertaining to the maintenance and disposition of tenant security deposits. (c) Borrower acknowledges and agrees that the exercise by Lender, either directly or by a receiver, of any of the rights conferred under this Section 4 shall not be construed to make Lender a mortgagee-in-possession of the Mortgaged Property so long as Lender has not itself entered into actual possession of the Land and the Improvements. The acceptance by Lender of the assignment of the Leases pursuant to Section 4(a) shall not at any time or in any event obligate Lender to take any action under this Instrument or to expend any money or to incur any expenses. Except to the extent of Lender's gross negligence or willful misconduct, Lender shall not be liable in any way for any injury or damage to person or property sustained by any person or persons, firm or corporation in or about the Mortgaged Property. Prior to Lender's actual entry into and taking possession of the Mortgaged Property, Lender shall not (i) be obligated to perform any of the terms, covenants and conditions contained in any Lease (or otherwise have any obligation with respect to any Lease); (ii) be obligated to appear in or defend any action or PAGE 11 proceeding relating to the Lease or the Mortgaged Property; or (iii) be responsible for the operation, control, care, management or repair of the Mortgaged Property or any portion of the Mortgaged Property. The execution of this Instrument by Borrower shall constitute conclusive evidence that all responsibility for the operation, control, care, management and repair of the Mortgaged Property is and shall be that of Borrower, prior to such actual entry and taking of possession. (d) Upon delivery of Notice by Lender to Borrower of Lender's exercise of Lender's rights under this Section 4 at any time after the occurrence of an Event of Default, and without the necessity of Lender entering upon and taking and maintaining control of the Mortgaged Property directly, by a receiver, or by any other manner or proceeding permitted by the laws of the Property Jurisdiction, Lender immediately shall have all rights, powers and authority granted to Borrower under any Lease, including the right, power and authority to modify the terms of any such Lease, or extend or terminate any such Lease., (e) Borrower shall, promptly upon Lender's request, deliver to Lender an executed copy of each residential Lease then in effect. All Leases for residential dwelling units shall be on forms approved by Lender, shall be for initial terms of at least six months and not more than two years, and shall not include options to purchase. (f) Borrower shall not lease any portion of the Mortgaged Property for non- residential use except with the prior written consent of Lender and Lender's prior written approval of the Lease agreement. Borrower shall not modify the terms of, or extend or terminate, any Lease for non-residential use (including any Lease in existence on the date of this Instrument) without the prior written consent of Lender. However, Lender's consent shall not be required for the modification or extension of a non-residential Lease if such modification or extension is on terms at least as favorable to Borrower as those customary at that time in the applicable market and the income from the extended or modified Lease will not be less than the income received from the Lease as of the date of this Instrument. Borrower shall, without request by Lender, deliver an executed copy of each non-residential Lease to Lender promptly after such Lease is signed. All non-residential Leases, including renewals or extensions of existing Leases, shall specifically provide that (i) such Leases are subordinate to the lien of this Instrument; (ii) the tenant shall attorn to Lender and any purchaser at a foreclosure sale, such attornment to be self-executing and effective upon acquisition of title to the Mortgaged Property by any purchaser at a foreclosure sale or by Lender in any manner; (iii) the tenant agrees to execute such further evidences of attornment as Lender or any purchaser at a foreclosure sale may from time to time request; (iv) the Lease shall not be terminated by foreclosure or any other transfer of the Mortgaged Property; (v) after a foreclosure sale of the Mortgaged Property, Lender or any other purchaser at such foreclosure sale may, at Lender's or such purchaser's option, accept or terminate such Lease; and (vi)the tenant shall, upon receipt after the occurrence of an Event of Default of a written request from Lender, pay all Rents payable under the Lease to Lender. (g) Borrower shall not receive or accept Rent under any Lease (whether residential or non-residential) for more than two months in advance. PAGE 12 (h) If Borrower is a cooperative housing corporation or association, notwithstanding anything to the contrary contained in this subsection or in Section 21, so long as Borrower remains a cooperative housing corporation or association and is not in breach of any covenant of this Instrument, Lender hereby consents to; (i) the execution of leases of apartments for a term in excess of two years from Borrower to a tenant shareholder of Borrower, so long as such leases, including proprietary leases, are and will remain subordinate to the lien of this Instrument; and (ii) the surrender or termination of such leases of apartments where the surrendered or terminated lease is immediately replaced or where the Borrower makes its best efforts to secure such immediate replacement by a newly executed lease of the same apartment to a tenant shareholder of the Borrower. However, no consent is hereby given by Lender to any execution, surrender, termination or assignment of a lease under terms that would waive or reduce the obligation of the resulting tenant shareholder under such lease to pay cooperative assessments in full when due or the obligation of the former tenant shareholder to pay any unpaid portion of such assessments. 5. PAYMENT OF INDEBTEDNESS; PERFORMANCE UNDER LOAN DOCUMENTS; PREPAYMENT PREMIUM. Borrower shall pay the Indebtedness when due in accordance with the terms of the Note.and the other Loan Documents and shall perform, observe and comply with all other provisions of the Note and the other Loan Documents. Borrower shall pay a prepayment premium in connection with certain prepayments of the Indebtedness, including a payment made after Lender's exercise of any right of acceleration of the Indebtedness, as provided in the Note. 6. EXCULPATION. Borrower's personal liability for payment of the Indebtedness and for performance of the other obligations to be performed by it under this Instrument is limited in the manner, and to the extent, provided in the Note. 7. DEPOSITS FOR TAXES, INSURANCE AND OTHER CHARGES. (a) Unless this requirement is waived in writing by Lender, which waiver may be contained in this Section 7(a), Borrower shall deposit with Lender on the day monthly installments of principal or interest, or both, are due under the Note (or on another day designated in writing by Lender), until the Indebtedness is paid in full, an additional amount sufficient to accumulate with Lender the entire sum required to pay, when due, the items marked "Collect" below. Lender will not require the Borrower to make Imposition Deposits with respect to the items marked "Deferred" below. PAGE 13 [Collect] Hazard Insurance premiums or other insurance [Collect] premiums required by Lender under Section 19, Taxes [Deferred) ' water and sewer charges (that could become a lien on the Mortgaged Property), �A] ground rents, [Deferred] assessments or other charges (that could become a lien on the Mortgaged Property) The amounts deposited under the preceding sentence are collectively referred Instrument as the "Imposition.Deposits." The obligations of Borrower for which the Imposition Deposits are required are collectively referred to in this Instrument as "Impositions ' amount of the Imposition Deposits shall be sufficient to enable Lender to pa each Imposition he before the last date upon which such payment may be made without an y Position charge being added. Lender shall maintain records indicating how mucheof the nalty interest Imposition Deposits and how much of the aggregate Imposition Deposits held by Lender are held for the purpose of paying Taxes, insurance premiums and each other Imposition. (b) Imposition Deposits shall be held in an institution (which may be Lender, if Lender is such an institution) whose deposits or accounts are insured or guaranteed by a federal agency. Lender shall not be obligated to open additional accounts or deposit Imposition Deposits in additional institutions when the amount of the Imposition Deposits exceeds the maximum amount of the federal deposit insurance or guaranty. Lender shall apply the Imposition Deposits to pay Impositions so long as no Event of Default has occurred and is continuing. Unless applicable law requires, Lender shall not be required to pay Borrower any interest, earnings or profits on the Imposition Deposits. As additional security for all of Borrower's obligations under this Instrument and the other Loan Documents, Borrower hereby pledges and grants to Lender a security interest in the Imposition Deposits and all proceeds of, and all interest and dividends on, the Imposition Deposits. Any amounts deposited with Lender under this Section 7 shall not be trust funds, nor shall they operate to reduce the Indebtedness, unless applied by Lender for that purpose under Section 7(e). (c) if Lender receives a bill or invoice for an Imposition, Lender shall pay the Imposition from the Imposition Deposits held by Lender. Lender shall have no obligation to pay any Imposition to the extent it exceeds Imposition Deposits then held by Lender. Lender may Pay an Imposition according to any bill, statement or estimate from the appropriate public office or insurance company without inquiring into the accuracy of the bill into the validity of the Imposition. , statement or estimate or (d) If at any time the amount of the Imposition Deposits held by Lender for payment of a specific Imposition exceeds the amount reasonably deemed necessary by Lender, the excess shall be credited against future installments of Imposition Deposits. If at any time the amount of amount reasonably estimated by Lender to be necessary, Borrowers the Imposition Deposits held by Lender for payment of a specific Imposition is less than the amount of the deficiency within 15 days after Notice from Lender. hall pay to Lender the PAGE 14 (e) If an Event of Default has occurred and is continuing, Lender may apply an Imposition Deposits, in any amounts and in any order as Lender determines in L y discretion, to pay any Impositions or as a credit against the Indebtedness. Uponpaymentender' Ato full of the Indebtedness, Lender shall refund to Borrower any Imposition Deposits held by Lender, nder. (� If Lender does not collect an Imposition Deposit with respect to an Imposition either marked "Deferred" in Section 7(a) or pursuant to a separate written waiver by Lender, on or before the date each such Imposition is due, or on the date this Instrument requires each such Imposition to be paid, Borrower must provide Lender with proof of payment of each such Imposition for which Lender does not require collection of Imposition Deposits. Lender may revoke its deferral or waiver and require Borrower to deposit with Lender any or all of the Imposition Deposits listed in Section 7(a), regardless of whether any such item is mark "Deferred" in such section, upon Notice to Borrower i YPY yof if Borrower does not timely a an ed the Impositions, (ii) if Borrower fails to provide timely proof to Lender of such a (iii) at any time during the existence of an Event of Default. P Yment, or (g) In the event of a Transfer prohibited by or requiring Lender's approval under Section 21, Lender's waiver of the collection of any Imposition Deposit in this Section 7 may be modified or rendered void by Lender at Lender's option by Notice to Borrower and the transferee(s) as a condition of Lender's approval of such Transfer. S. COLLATERAL AGREEMENTS. Borrower shall deposit with Lender such amounts as may be required by any Collateral Agreement and shall perform all other obligations of Borrower under each Collateral Agreement. 5. APPLICATION OF PAYMENTS. If at any time Lender receives, from Borrower or otherwise, any amount applicable to the Indebtedness which is less than all amounts due and payable at such time, then Lender may apply that payment to amounts then due and payable in any manner and in any order determined by Lender, in Lender's discretion: Neither Lender's acceptance of an amount that is less than all amounts then due and payable nor Lender's application of such payment in the manner authorized shall constitute or be deemed to constitute either a waiver of the unpaid amounts or an accord and satisfaction. Notwithstanding the application of any .such amount to the Indebtedness, Borrower's obligations under this Instrument and the Note shall remain unchanged. 10. COMPLIANCE WITH LAWS AND ORGANIZATIONAL DOCUMENTS. (a) Borrower shall comply with all laws, ordinances, regulations and requirements of any Governmental Authority and all recorded lawful covenants and agreements relating to or affecting the Mortgaged Property, including all laws, ordinances, regulations, requirements and covenants pertaining to health and safety, construction of improvements on the Mortgaged Property, fair housing, disability accommodation, zoning and land use, and Leases. Borrower also ,shall comply with all applicable laws that pertain to the maintenance tenant security deposits. and disposition of PAGE 15 (b) Borrower shall at all times maintain records sufficient to demonstrate com li with the provisions of this Section 10. p ance (c) Borrower shall take appropriate measures to prevent, and shall not engage in or knowingly permit, any illegal activities at the Mortgaged Property that could endanger tenants or visitors, result in damage to the Mortgaged Property, result in forfeiture of the Mortgaged Property, or otherwise materially impair the lien created by this Instrument or Lender's interest in the Mortgaged Property. Borrower represents and warrants to Lender that no portion of the Mortgaged Property has been or will be purchased with the proceeds of any illegal activity. (d) Borrower shall at all times comply with all laws, regulations and requirements of any Governmental Authority relating to.Borrower's formation, continued existence and good standing in the Property Jurisdiction. Borrower shall at all times comply with its organizational documents, including but not Iimited to its partnership agreement (if Borrower is a partnership), its by-laws (if Borrower is a corporation or housing cooperative corporation or association) or its operating agreement (if Borrower is an limited liability company, joint venture or tenancy-in- common ). If Borrower is a housing cooperative corporation or association, Borrower shall at all times maintain its status as a "cooperative housing corporation" as such term is defined in Section 216(b) of the Internal revenue Code of 1986, as amended, or any successor statute thereto. 11. USE OF PROPERTY. Unless required by applicable law, Borrower shall not (a) allow changes in the use for which all or any part of the Mortgaged Property is being used at the time this Instrument was executed, except for any change in use approved by Lender, (b) convert any individual dwelling units or common areas to commercial use, (c) initiate a change in the zoning classification of the Mortgaged Property or acquiesce without Notice to and consent of Lender in a change in the zoning classification of the Mortgaged Property, (d) establish any condominium or cooperative regime with respect to the Mortgaged Property, (e) combine all or any part of the Mortgaged Property with all or any part of a tax parcel which is not part of the Mortgaged Property, or (f) subdivide or otherwise split any tax parcel constituting all or any part of the Mortgaged Property without the prior consent of Lender. Notwithstanding anything contained in this Section to the contrary, if Borrower is a housing cooperative corporation or association, Lender acknowledges and consents to Borrower's use of the Mortgaged Property as a housing cooperative. 12. PROTECTION OF LENDER'S SECURITY; INSTRUMENT SECURES FUTURE ADVANCES. (a) If Borrower fails to perform any of its obligations under this Instrument or any Mortgaged Property, Lender's security or Lender's rights under this Instrument, incother Loan Document, or if any action or proceeding is commenced which purports to affect the luding eminent'domain, insolvency, code enforcement, civil or criminal forfeiture, enforcement of Hazardous Materials Laws, fraudulent conveyance or reorganizations or proceedings involving a bankrupt or decedent, then Lender at Lender's option may make such appearances, file such documents, disburse such sums and take such actions as Lender reasonably deems necessary to PAGE 16 perform such obligations of Borrower and to protect Lender's interes Attorneys' Fees and Costs, (ii)payment of fees and out-of-pocket t� including i of inspectors and consultants >» entry upon the Mortgaged Pro g () payment s, ("') expenses of accountants, Mortgaged Property, (iv) procurement of the insuran required b to make repairs or secure the amounts which Borrower has failed to pay under Sections 15 and by and vi y Section 1 d (v) payment y Lender to pay, satisfy or discharge an ( ) advances made by secured b a g Y obligation of Borrower for the payment of money that is Y pre-existing mortgage Property (a "prior Lien"). , deed of trust or other lien encumbering the Mortgaged (b) Any amounts disbursed by Lender under this St ionprovision of this Instrument that treats such disbursement as being made2u or under an shall be secured by this Instrument, shall be added to, and becomey other component of the Indebtedness, shall be ll immediately due and payable and shall bear interest under this Section 12, from the date of disbursement until paid at the "Default Ra part of, the principal Rate," as defined in the Note. (c) Nothing in this Section 12 shall require Lender to incur an expense action. Y p nse or take any 13. INSPECTION. (a) Lender, its agents, representatives, and designees may make or ca entries upon and inspections of the Mortgaged Property use to be made and tests) during normal business hours, oratany other reasonable time upon(including environmental inspections to Borrower if the inspection is to include occupied residential units (which notice p n reasonable notice writing). Notice to Borrower shall not be required in the case of an emergency,tice need not be in Lender's discretion, or when an Event of Default has occurred and is continuing. g y, as determined in (b) If Lender determines that Mold has developed as a result of a w event or leak, Lender, at Lender's discretion, may require that a professional ins the Mortgaged Property as frequently as Lender determines is water intrusion Mold and its cause(s) are resolved to Lender's satisfaction. Such ins inspector inspect necessary until any issue with visual and olfactory inspection of the area that has experienced the Mold inspection be limited e a or leak. Borrower shall be responsible for the cost of such professional in > ter intrusion event remediation deemed to be necessary as a result of the professional inspection inspection and any with Mold, water intrusion or leaks is remedied to Lender's satisfaction, Lender After any issue a professional inspection any more frequently than once ever threeshall not require otherwise aware of Mold as a result of a subsequent water intrusion eventorS unless Lender is leak. (c) If Lender or Loan Servicer determines not to conduct an annual ins Mortgaged Property, and in lieu thereof Lender requests a certification Peers ll the prepared to provide and must actually provide to Lender a factually correct B certification Borrower shall h year that the annual inspection is waived to the following effect.. kation each Borrower has not received any written complaint, notice, letter or other written communication from tenants, management agent or mien g governmental authorities PAGE 17 regarding mold, fungus, microbial contamination or pathogenic organisms ("Mold") or any activity, condition, event or omission that causes or facilitates the growth of Mold on or in any part of the Mortgaged Property or if Borrower has received any such written complaint, notice, letter or other written communication that Borrower has investigated and determined that no Mold activity, condition or event exists or alternatively has fully and properly remediated such activity, condition, event or omission in compliance with the Moisture Management Plan for the Mortgaged Property. If Borrower is unwilling or unable to provide such certification, Lender may require a professional inspection of the Mortgaged Property at Borrower's expense. 14. BOOKS AND RECORDS; FINANCIAL REPORTING. (a) Borrower shall keep and maintain at all times at the Mortgaged Property or the management agent's office, and upon Lender's request shall make available at the Mortgaged Property (or, at Borrower's option, at the management agent's office), complete and accurate books of account and records (including copies of supporting bills and invoices adequate reflect correctly the operation of the Mortgaged Property, and copies of all written cntacts, Leases, and other instruments which affect the Mortgaged Property. The books, records, contracts, Leases and other instruments shall be subject to examination and inspection by Lender at any reasonable time. (b) Within 120 days after the end of each fiscal year of Borrower, Borrower shall furnish to Lender a statement of income and expenses for Borrower's operation of the Mortgaged Property for that fiscal year, a statement of changes in financial position of Borrower relating to the Mortgaged Property for that fiscal year and, when requested by Lender, a balance sheet showing all assets and liabilities of Borrower relating to the Mortgaged Property as of the end of that fiscal year. If Borrower's fiscal year is other than the calendar year, Borrower must also submit to Lender a year-end statement of income and expenses within 120 days after the end of the calendar year. (c) Within 120 days after the end of each calendar year, and at any other time, upon Lender's request, Borrower shall famish to Lender each of the following. However, Lender shall not require any of the following more frequently than quarterly except when there has been an Event of Default and such Event of Default is continuing, in which case Lender may, upon written request to Borrower, require Borrower to furnish any of the following more frequently: (i) a rent schedule for the Mortgaged Property showing the name of each tenant, and for each tenant, the space occupied, the lease expiration date, the rent payable for the current month, the date through which rent has been paid, and any related information requested by Lender; PAGE 18 an accounting of all security deposits held pursuant to all Lea including the name of the institution (if an names and identification numbers of the accounts (if any) in which such security deposits are held and the name of the person to contact at such financial institution, along with any authority. or release necessary for Lender to access information regarding such accounts; and a statement that identifies all owners of any interest in Borrower and any Controlling Entity and the interest held by each (unless Borrower or any Controrlling Entity is a publicly-traded entity in which case such statement of ownership shall not be required), if Borrower or a Controlling Entity is a corporation, all officers and directors of Borrower and the Controlling Entity, and if Borrower or a Controlling Entity is a limited liability company, all managers who are not members. (d) At any time upon Lender's request, Borrower shall furnish to Lender each of th following. However, Lender shall not require any of the following more frequently than quarterly except when there has been an Event of Default and such Event q e continuing, in which case Lender may require Borrower to furnish any of the following more frequently- (i) a balance sheet, a statement of income and expenses for Borrower and a statement of changes in financial position of Borrower for Borrower's most recent fiscal year; (ii) a quarterly or year-to-date income and expense statement for the Mortgaged Property; and (iii) a monthly property management report for the Mortgaged Property, showing the number of inquiries made and rental applications received from tenants or prospective tenants and deposits received from tenants and any other information requested by Lender, (e) Upon Lender's request at any time when an Event of Default has occurred and continuing, Borrower shall furnish to Lender monthly income and expense statements �s schedules for the Mortgaged Property. and rent (f) An individual having authority to bind Borrower shall certify each of the statements, schedules and reports required by Sections 14(b) through 14(e) to be complete an accurate. Each of the statements, schedules and reports required by Sections 14(b) throu h 14(e) shall be in such form and contain such detail as Lender may reasonably require. g also may require that any of the statements, schedules or reports listed in Section Lender 14(b) and PAGE 19 14(c)(i) and (ii) be audited at Borrower's expense by independent certified acceptable to Lender, at any time when an Event of Default has occurred and is continuing public accountants any time that Lender, in its reasonable judgment, determines that audited financials or at required for an accurate assessment of the financial condition of Borrower an is the Mortgaged (g) If Borrower fails to provide in a timely manner the statements, .schedu reports required by Sections 14(b) through e les and statements, schedules and reports required by Section 14(b) throBorrower( Notice specifying the to provide. If Borrower has not provided the required statements, schedules and re g ( ) that Borrower has failed 10.Business-Days following such Notice, then Lender shall have the right to have ports within books and records audited, at Borrower's expense, by independent e Borrower's selected by Lender in order to obtain such statements, schedules and reports, and al P nt certified public accountants and expenses of Lender shall become immediately due and payable and sha 1 related costs become additional part of the Indebtedness as provided in Section 12. Notice to Borrower ban e required in the case of an emergency, as determined in Lender's discretion, or when a all not be Default has occurred and is continuing. n Event of (h) If an Event of Default has occurred and is continuing, Borrower shall Lender upon written demand all books and records relating to the Mortgaged deliver to operation, Property or its (i) Borrower authorizes Lender to obtain a credit report on Borrower at any y time 15. TAXES; OPERATING EXPENSES. (a) Subject to the provisions of Section 15(c) and Section 15(d), Borrower shall pay, or cause to be paid, all Taxes when due and before the addition of any iriterene, penalty or cost for nonpayment. P y or (b) Subject to the provisions of Section 15(c), Borrower shall (i) pay the ex en operating, managing, maintaining and repairing the Mortgaged Propert), (including p ses of repairs and replacements) before the last date upon which each such paymentmautilities, without any penalty or interest charge being added, and (ii) Y be made 30 days prior to the expiration date of each policy of insurance, anclams least some lesser period. pPli able law spea cifies (c) If Lender is collecting Imposition Deposits, to the extent that Lender sufficient Imposition Deposits for the purpose of paying a specific Imposition the holds shall not be obligated to pay such Imposition, so long as no Event of Default exists a nd Borrower has timely delivered to Lender an � n Borrower y bills or premium notices that it has received. If an Event of Default exists, Lender may exercise any rights Lender may have with respect Deposits without regard to whether Impositions are then due and payable. Lender s hall have Imposition liability to Borrower for failing to pay any Impositions to the extent that (i an Enovent sIt (..) . has occurred and is continuing, rr insufficient Imposition Deposits are held by nt of Default Lender at the PAGE 20 time an Imposition becomes due and payable or ( )iii B bills and premium notices as provided above. Borrower has failed to provide Lender with conducted) diligently and an Its own expense, may contest b insurance good faith, the amount or validityappropriate legal proceedings, premiums, if (i) Borrower notifies Lender of the oomm Imposition other than commencement of such proceedings, (ii) the Mortgaged Property or forfeited, (iii) if Borrower has not alreadyi commencement or expected paid the Imposition, Borrower deposit of L sold reserves sufficient to pay the contested Imposition, if requested furnishes whatever additional security is required in the by h Lender by Lender. proceedings or Lender, i s reasonably Borrower y requested (e) � Borrower shall promptly deliver to Lender a co for, Impositions, and if Borrower a on or before the date this Instrument sany requirespsuction directly,copy of all notices of, and invoices that such a Borrower shall furnish to Lender payments were made. h Impositions to be paid, receipts evidencing 16. LIENS; ENCUMBRANCES. provided in Section S; the grant, oexiste Borrower acknowledges that, to t the extent secure debt, security interest or other lien or encumbrancece (a an y mortgage, deed'Mortgaged trust, deed to (other than the lien of this Instrument) or on certain ownership"Len" voluntary, rship interestsh n Borrower, Property involuntary or by operation of law, and whether or not such ' lien of this Instrument, is a °` , whether Borrower to Transfer" which constitutes an Event of Default i and over the Personal liability under the Note. 17- PRESERVATI subjects MORTGAGED PROP'ERTYON� MANAGEMENT AND . MAINTENANCE OF ( Borrower shall not commit waste or permit impairment Mortgaged Property. p ment or deterioration of the (b) Borrower shall not abandon the Mortgaged Property. (c) Borrower shall restore or repair promptly, in a o0 any damaged part of the Mortgaged Property to the equivalent o . good and workmanlike manner, other condition as Lender may condemnation awards are availableay approve over an f Its original condition, or such writing, whether or not insurance proceeds o_r Borrower shall not be obligated to perform such restoration y costs of such restoration or repair; however, has occurred and is continuing, or repair if(i) no Event of Default proceeds and/or condemnation awardSLe Oder has elected to a Section 19(h)("), pply any available insurance (iii), (iv) or (v), or pursuant to Section2p payment of Indebtedness Pursuant to (d) Borrower shall keep the Mortgaged Property in good repair, including the replacement of Personalty and Fixtures with items of equal or better function and quality. PAGE 21 (e) Borrower shall provide for professional management of the Mortgaged Property by a residential rental property manager satisfactory to Lender at all times under a contract approved by Lender in writing, which contract must be terminable upon not more than 30 days notice. without the necessity of establishing cause and without payment of a penalty or termination fee by Borrower or its successors. (f) Borrower shall give Notice to Lender of and, unless otherwise directed in writing by Lender, shall appear in and defend any action or proceeding purporting to affect the Mortgaged Property, Lender's security or Lender's rights under this Instrument. Borrower shall not (and shall not permit any tenant or other person to) remove, demolish or alter the Mortgaged Property or any part of the Mortgaged Property, including any removal, demolition or alteration occurring in connection with a rehabilitation of all or part of the Mortgaged Property, except (i) in connection with the replacement of tangible Personalty, (ii) if Borrower is a cooperative housing corporation, to the extent permitted with respect to individual dwelling units under the form of proprietary lease or occupancy agreement and (iii) repairs and replacements in connection with making an individual unit ready for a new occupant. (g) Unless otherwise waived by Lender in writing, Borrower must have or must establish and must adhere to the MMP. If the Borrower is required to have an MMP, the Borrower must keep all MMP documentation at the Mortgaged Property or at the management agent's office and available for the Lender or the Loan Servicer to review during any annual assessment or other inspection of the Mortgaged Property that is required by Lender. (h) If Borrower is a housing cooperative corporation or association, until the Indebtedness is paid in full Borrower shall not reduce the maintenance fees, charges or assessments payable by. shareholders or residents under proprietary leases or occupancy agreements below a level which is sufficient to pay all expenses of the Borrower, including, without limitation, all operating and other expenses for the Mortgaged Property and all payments due pursuant to the terms of the Note and any Loan Documents. 18. ENVIRONMENTAL HAZARDS. (a) Except for matters described in Section 18(b), Borrower shall not cause or permit any of the following: (i) the presence, use, generation, release, treatment, processing, storage (including storage in above ground and underground storage tanks), handling, or disposal of any Hazardous Materials on or under the Mortgaged Property or any other property of Borrower that is adjacent to the Mortgaged Property; (ii) the transportation of any Hazardous Materials to, from, or across the Mortgaged Property; (iii) any occurrence or condition on the Mortgaged Property or any other property of Borrower that is adjacent to the Mortgaged PAGE 22 Property, which occurrence or condition is or may be in violation of Hazardous Materials Laws; (iv) any violation of or noncompliance with the terms of any Environmental Permit with respect to the Mortgaged Property or any property of Borrower that is adjacent to the Mortgaged Property; (v) any violation or noncompliance with the terms of any O&M Program as defined in subsection (d). The matters described in clauses (i) through (v) above, except as otherwise provided in Section 18(b), are referred to collectively in this Section 18 as "Prohibited Activities or Conditions." (b) Prohibited Activities or Conditions shall not include lawful conditions permitted by an O&M Program or the safe and lawful use and storage of quantities of (i) pre-packaged supplies, cleaning materials and petroleum products customarily used in the operation and maintenance of comparable multifamily properties, (ii) cleaning materials, personal grooming items and other items sold in pre-packaged containers for consumer use and used by tenants and occupants of residential dwelling units in the Mortgaged Property; and (iii) petroleum products used in the operation and maintenance of motor vehicles from time to time located on the Mortgaged Property's parking areas, so long as all of the foregoing are used, stored, handled, transported and disposed of in compliance with Hazardous Materials Laws. (c) Borrower shall take all commercially reasonable actions (including the inclusion of appropriate provisions in any Leases executed after the date of this Instrument) to prevent its employees, agents, and contractors, and all tenants and other occupants from causing or permitting any Prohibited Activities or Conditions. Borrower shall not lease or allow the sublease or use of all or any portion of the Mortgaged Property to any tenant or subtenant for nonresidential use by any user that, in the ordinary course of its business, would cause or permit any Prohibited Activity or Condition. (d) As required by Lender, Borrower shall also have established a written operations and maintenance program with respect to certain Hazardous Materials. Each such operations and maintenance program and any additional or revised operations and maintenance programs established for the Mortgaged Property pursuant to this Section 18 must be approved by Lender and shall be referred to herein as an "O&M Program." Borrower shall comply in a timely manner with, and cause all employees, agents, and contractors of Borrower and any other persons present on the Mortgaged Property to comply with each 0&M Program. Borrower shall pay all costs of performance of Borrower's obligations under any O&M Program, and Lender's out-of-pocket costs incurred in connection with the monitoring and review of each O&M Program and Borrower's performance shall be paid by Borrower upon demand by Lender. Any such out-of-pocket costs of Lender that Borrower fails to pay promptly shall become an additional part of the Indebtedness as provided in Section 12. PAGE 23 Y (e) Borrower represents and warrants to Lender that, except as previously disclosed by Borrower to Lender in writing (which written disclosure may be in certain environmental assessments and other written reports accepted by Lender in connection with the funding of the Indebtedness and dated prior to the date of this Instrument): (i) Borrower has not at any time engaged in, caused or permitted any Prohibited Activities or Conditions on the Mortgaged Property; (ii) to the best of Borrower's knowledge after reasonable and diligent inquiry, no Prohibited Activities or Conditions exist or have existed on the Mortgaged Property; (iii) the Mortgaged Property does not now contain any underground storage tanks, and, to the best of Borrower's knowledge after reasonable and diligent inquiry, the Mortgaged Property has not contained any underground storage tanks in the past. If there is an underground storage tank located on the Mortgaged Property that has been previously disclosed by Borrower to Lender in writing, that tank complies with all requirements of Hazardous Materials Laws; (iv) to the best of Borrower's knowledge after reasonable and diligent inquiry, Borrower has complied with all Hazardous Materials Laws, including all requirements for notification regarding releases of Hazardous Materials. Without limiting the generality of the foregoing, Borrower has obtained all Environmental Permits required for the operation of the Mortgaged Property in accordance with Hazardous Materials Laws now in effect and all such Environmental Permits are in full force and effect; (v) to the best of Borrower's knowledge after reasonable and diligent inquiry, no event has occurred with respect to the Mortgaged Property that constitutes, or with the passing of time or the giving of notice would constitute, noncompliance with the terms of any Environmental Permit; (vi) there are no actions, suits, claims or proceedings pending or, to the best of Borrower's knowledge after reasonable and diligent inquiry, threatened that involve the Mortgaged Property and allege, arise out of, or relate to any Prohibited Activity or Condition; and (vii) Borrower has not received any written complaint, order, notice of violation or other communication from any Governmental Authority with regard to air emissions, water discharges, noise emissions or Hazardous Materials, or any other environmental, PAGE 24 r health or safety matters affecting the Mortgaged Property or any other property of Borrower that is adjacent to the Mortgaged Property. (f) Borrower shall promptly notify Lender in writing upon the occurrence of any of the following events; (i) Borrower's discovery of any Prohibited Activity or Condition; (ii) Borrower's receipt of or knowledge of any written complaint, order, notice of violation or other communication from any tenant, management agent, Governmental Authority or other person with regard to present or future alleged Prohibited Activities or Conditions, or any other environmental, health or safety matters affecting the Mortgaged Property or any other property of Borrower that is adjacent to the Mortgaged Property; or (iii) Borrower's breach of any of its obligations under this Section 18. Any such notice given by Borrower shall not relieve Borrower of, or result in a waiver of, any obligation under this Instrument, the Note, or any other Loan Document. (g) Borrower shall pay promptly the costs of any environmental inspections, tests or audits, a purpose of which is to identify the extent or cause of or potential for a Prohibited Activity or Condition ("Environmental Inspections"), required by Lender in connection with any foreclosure or deed in lieu of foreclosure, or as a condition of Lender's consent to any Transfer under Section 21, or required by Lender following a reasonable detennination by Lender that Prohibited Activities or Conditions may exist. Any such costs incurred by Lender (including Attorneys' Fees and Costs and the costs of technical consultants whether incurred in connection with any judicial or administrative process or otherwise) that Borrower fails to pay promptly shall become an additional part of the Indebtedness as provided in Section 12. As long as (i) no Event of Default has occurred and is continuing, (ii) Borrower has actually paid for or reimbursed Lender for all costs of any such Environmental Inspections performed or required by Lender, and (iii) Lender is not prohibited by law, contract or otherwise from doing so, Lender shall make available to Borrower, without representation of any kind, copies of Environmental Inspections prepared by third parties and delivered to Lender. Lender hereby reserves the right, and Borrower hereby expressly authorizes Lender, to make available to any party, including any prospective bidder at a foreclosure sale of the Mortgaged Property, the results of any Environmental Inspections made by or for Lender with respect to the Mortgaged Property. Borrower consents to Lender notifying any party (either as part of a notice of sale or otherwise) of the results of any Environmental Inspections made by or for Lender. Borrower acknowledges that Lender cannot control or otherwise assure the truthfulness or accuracy of the results of any Environmental Inspections and that the release of such results to prospective bidders at a foreclosure sale of the Mortgaged Property may have a material and adverse effect upon the amount that a party may bid at such sale. Borrower agrees that Lender shall have no PAGE 25 liability whatsoever as a result.of delivering the results to any third party of any Environmental Inspections. made by or for Lender, and Borrower hereby releases and forever discharges Lender from any and all claims, damages, or causes of action, arising out of, connected with or incidental to the results of, the delivery of any of Environmental Inspections made by or for Lender. (h) If any investigation, site monitoring, containment, clean-up, restoration or other remedial work ("Remedial Work") is necessary to comply with any Hazardous Materials Law or order of any Governmental Authority that has or acquires jurisdiction over the Mortgaged Property or the use, operation or improvement of the Mortgaged Property, or is otherwise required by Lender as a consequence of any Prohibited Activity or Condition or to prevent the occurrence of a Prohibited Activity or Condition, Borrower shall, by the earlier of (i) the applicable deadline required by Hazardous Materials Law or (ii) 30 days after Notice from Lender demanding such action, begin performing the Remedial Work, and thereafter diligently prosecute it to completion, and shall in any event complete the work by the time required by applicable Hazardous Materials Law. If Borrower fails to begin on a timely basis or diligently prosecute any required Remedial Work, Lender may, at its option, cause the Remedial Work to be completed, in which case Borrower shall reimburse Lender on demand for the cost of doing so. Any reimbursement due from Borrower to Lender shall become part of the Indebtedness as provided in Section 12. (i) Borrower shall comply with all Hazardous Materials Laws applicable to the Mortgaged Property. Without limiting the generality of the previous sentence, Borrower shall (i) obtain and maintain all Environmental Permits required by Hazardous Materials Laws and comply with all conditions of such Environmental Permits; (ii) cooperate with any inquiry by any Governmental Authority; and (iii) comply with any governmental or judicial order that arises from any alleged Prohibited Activity or Condition. (j) Borrower shall indemnify, hold harmless and defend (i) Lender, (ii) any prior owner or holder of the Note, (iii) the Loan Servicer, (iv) any prior Loan Servicer, (v) the officers, directors, shareholders, partners, employees and trustees of any of the foregoing, and (vi) the heirs, legal representatives, successors and assigns of each of the foregoing (collectively, the "Indemnitees") from and against all proceedings, claims, damages, penalties and costs (whether initiated or sought by Governmental Authorities or private parties), including Attorneys' Fees and Costs and remediation costs, whether incurred in connection with any judicial or administrative process or otherwise, arising directly or indirectly from any of the following: (i) any breach of any representation or warranty of Borrower in this Section 18; (ii) any failure by Borrower to perform any of its obligations under this Section 18; (iii) the existence or alleged existence of any Prohibited Activity or Condition; PAGE 26 (iv) the presence or alleged presence of Hazardous Materials on or under the Mortgaged Property or in any of the Improvements or on or under any property of Borrower that is adjacent to the Mortgaged Property; and (v) the actual or alleged violation of any Hazardous Materials Law. (k) Counsel selected by Borrower to defend Indemnitees shall be subject to the approval of those Indemnitees. In any circumstances in which the indemnity under this Section 18 applies, Lender may employ its own legal counsel and consultants to prosecute, defend or negotiate any claim or legal or administrative proceeding and Lender, with. the prior written consent of Borrower (which shall not be unreasonably withheld, delayed or conditioned) may settle or compromise any action or legal or administrative proceeding. However, unless an Event of Default has occurred and is continuing, or the interests of Borrower and Lender are in conflict, as determined by Lender in its discretion, Lender shall permit Borrower to undertake the actions referenced in this Section 18 in accordance with this Section 18(k) and Section 18(1) so long as Lender approves such action, which approval shall not be unreasonably withheld or delayed. Borrower shall reimburse Lender upon demand for all costs and expenses incurred by Lender, including all costs of settlements entered into in good faith, consultants' fees and Attorneys' Fees and Costs. (1) Borrower shall not, without the prior written consent of those Indemnitees who are named as parties to a claim or legal or administrative proceeding (a "Claim"), settle or compromise the Claim if the settlement (i) results in the entry of any judgment that does not include as an unconditional term the delivery by the claimant or plaintiff to Lender of a written release of those Indemnitees, satisfactory in form and substance to Lender; or (ii) may materially and adversely affect Lender, as determined by Lender in its discretion. (m) Borrower's obligation to indemnify the Indemnitees shall not be limited or impaired by any of the following, or by any failure of Borrower or any guarantor to receive notice of or consideration for any of the following: (i) any amendment or modification of any Loan Document; (ii) any extensions of time for performance required by any Loan Document; (iii) any provision in any of the Loan Documents limiting Lender's recourse to property securing the Indebtedness, or limiting the personal liability of Borrower or any other party for payment of all or any part of the Indebtedness; (iv) the accuracy or inaccuracy of any representations and warranties made by Borrower under this Instrument or any other Loan Document; PAGE 27 (v) the release of Borrower or any other person, by Lender or by operation of law, from performance of any obligation under any Loan Document; (vi) the release or substitution in whole or in part of any security for the Indebtedness;and (vii) Lender's failure to properly perfect any lien or security interest given as security for the Indebtedness. (n) Borrower shall, at its own cost and expense, do all of the following: (i) pay or satisfy any judgment or decree that may be entered against any Indemnitee or Indemnitees in any legal or administrative proceeding incident to any matters against which Indemnitees are entitled to be indemnified under this Section 18; (ii) reimburse Indemnitees for any expenses paid or incurred in connection with any matters against which Indemnitees are entitled to be indemnified under this Section 18; and (iii) reimburse Indemnitees for any and all expenses, including Attorneys' Fees and Costs, paid or incurred in connection with the enforcement by Indemnitees of their rights under this Section 18,. or in monitoring and participating in any legal or administrative proceeding. (o) The provisions of this Section 18 shall be in addition to any and all other obligations and liabilities that Borrower may have under applicable law or under other Loan Documents, and each Indemnitee shall be entitled to indemnification under this Section 18 without regard to whether Lender or that Indemnitee has exercised any rights against the Mortgaged Property or any other security, pursued any rights against any guarantor, or pursued any other rights available under the Loan Documents or applicable law. If Borrower consists of more than one person or entity, the obligation of those persons or entities to indemnify the Indemnitees under this Section 18 shall be joint and several. The obligation of Borrower to indemnify the Indemnitees under this Section 18 shall survive any repayment or discharge of the Indebtedness, any foreclosure proceeding, any foreclosure sale, any delivery of any deed in lieu of foreclosure, and any release of record of the lien of this Instrument. Notwithstanding the foregoing, if Lender has never been a mortgagee-in-possession of, or held title to, the Mortgaged Property, Borrower shall have no obligation to indemnify the Indemnitees under this Section 18 after the date of the release of record of the lien of this Instrument by payment in full at the Maturity Date or by voluntary prepayment in full. PAGE 28 19. PROPERTY AND LIABILITY INSURANCE. (a) Borrower shall keep the Improvements insured at all times against such hazards as Lender may from time to time require, which insurance shall include but not be limited to coverage against loss by fire, windstorm and allied perils, general boiler and machinery coverage, and business interruption including loss of rental value insurance for the Mortgaged Property with extra expense insurance. If Lender so requires, such insurance shall also include sinkhole insurance, mine subsidence insurance, earthquake insurance, and, if the Mortgaged Property does not conform to applicable zoning or land use laws, building ordinance or law coverage. In the event any updated reports or other documentation are reasonably required by Lender in order to determine whether such additional insurance is necessary or prudent, Borrower shall pay for all such documentation at its sole cost and expense. Borrower acknowledges and agrees that Lender's insurance requirements may change from time to time throughout the 'term of the Indebtedness. If any of the Improvements is located in an area identified by the Federal Emergency Management Agency (or any successor to that agency) as an area having special flood hazards, Borrower shall insure such Improvements against loss by flood. All insurance required pursuant to this Section 19(a) shall be referred to as "Hazard Insurance." All policies of Hazard Insurance must include a non-contributing, non-reporting mortgagee clause in favor of, and in a form approved by, Lender. (b) All premiums on insurance policies required under this Section 19 shall be paid in the manner provided in Section 7, unless Lender has designated in writing another method of payment. All such policies shall also be in a form approved by Lender. Borrower shall deliver to Lender a legible copy of each insurance policy (or duplicate original) and Borrower shall promptly deliver to Lender a copy of all renewal and other notices received by Borrower with respect to the policies and all receipts for paid premiums. At least 5 days prior to the expiration date of any insurance policy, Borrower shall deliver to Lender evidence acceptable to Lender that the policy has been renewed. If Borrower has not delivered a legible copy of each renewal policy (or a duplicate original) prior to the expiration date of any insurance policy, Borrower shall deliver a legible copy of each renewal policy (or a duplicate original) in a form satisfactory to Lender within 120 days after the expiration date of the original policy. (c) Borrower shall maintain at all times commercial general liability insurance, workers' compensation insurance and such other liability, errors and omissions and fidelity insurance coverages as Lender may from time to time require. All policies for general liability insurance must contain a standard additional insured provision, in favor of, and in a form approved by, Lender. (d) All insurance policies and renewals of insurance policies required by this Section 19 shall be in such amounts and for such periods as Lender may from time to time require, and shall be issued by insurance companies satisfactory to Lender. .(e) Borrower shall comply with all insurance requirements and shall not permit any condition to exist on the Mortgaged Property that would invalidate any part of any insurance coverage that this Instrument requires Borrower to maintain. PAGE 29 . (f) In the event of loss, Borrower shall give immediate written notice to the insurance carrier and to Lender. Borrower hereby authorizes and appoints Lender as attorney-in-fact for Borrower to make proof of loss, to adjust and compromise any claims under policies of Hazard Insurance, to appear in and prosecute any action arising from such Hazard Insurance policies, to collect and receive the proceeds of Hazard Insurance, and to deduct from such proceeds Lender's expenses incurred in the collection of such proceeds. This power of attorney is coupled with an interest and therefore is irrevocable. However, nothing contained in this Section 19 shall require Lender to incur any expense or take any action. Lender may, at Lender's option, (i) require a "repair or replacement" settlement, in which case the proceeds will be used to reimburse Borrower for the cost of restoring and repairing the Mortgaged Property to the equivalent of its original condition or to a condition approved by Lender (the "Restoration"), or (ii) require an tual cash value" settlement in which case the proceeds may be applied to the payment of the Indebtedness, whether or not then due. To the extent Lender determines to require a repair or replacement settlement and apply insurance proceeds to Restoration, Lender shall apply the proceeds in accordance with Lender's then-current policies relating to the restoration of casualty damage on similar multifamily properties. (g) Notwithstanding any provision to the contrary in this Section 19, as long as no Event of Default, or any event which, with the giving of Notice or the passage of time, or both, would constitute an Event of Default, has occurred and is continuing, (i) in the event of a casualty resulting in damage to the Mortgaged Property which will cost $10,000 or less to repair, the Borrower shall have the sole right to make proof of loss, adjust and compromise the claim and collect and receive any proceeds directly without the approval or prior consent of the Lender so long as the insurance proceeds are used solely for the Restoration of the Mortgaged Property; and (ii) in the event of a casualty resulting in damage to the Mortgaged Property which will cost more than $10,000 but less than $50,000 to repair, the Borrower is authorized to make proof of loss and adjust and compromise the claim without the prior consent of Lender, and Lender shall hold the applicable insurance proceeds to be used to reimburse Borrower for the cost of Restoration of the Mortgaged Property and shall not apply such proceeds to the payment of sums due under this Instrument. (h) Lender will have the right to exercise its option to apply insurance proceeds to the payment of the Indebtedness only if Lender determines that at least one of the following conditions is met: (i) an Event of Default (or any event, which, with the giving of Notice or the passage of time, or both, would constitute an Event of Default) has occurred and is continuing; PAGE 30 (ii) Lender determines, in its discretion, that there will not be sufficient funds from insurance proceeds, anticipated contributions of Borrower of its own funds or other sources acceptable-to Lender to complete the Restoration; (iii) Lender determines, in its discretion, that the rental income from the Mortgaged Property after completion of the Restoration will not be sufficient to meet all operating costs and other expenses, Imposition Deposits, deposits to reserves and loan repayment obligations relating to the Mortgaged Property; (iv) Lender determines, in its discretion, that the Restoration will not be completed at least one year before the Maturity Date (or six months before the Maturity Date if Lender determines in its discretion that re-leasing of the Mortgaged Property will be completed within such six-month period); or (v) Lender determines that the Restoration will not be completed within one year after the date of the loss or casualty. (i) If the Mortgaged Property is sold at a foreclosure sale or Lender acquires title to the Mortgaged Property, Lender shall automatically succeed to all rights of Borrower in and to any insurance policies and unearned insurance premiums and in and to the proceeds resulting from any damage to the Mortgaged Property prior to such sale or acquisition. 0) Unless Lender otherwise agrees in writing, any application of any insurance proceeds to the Indebtedness shall not extend or postpone the due date of any monthly installments referred to in the Note, Section 7 of this Instrument or any Collateral Agreement, or change the amount of such installments. (k) Borrower agrees to execute such further evidence of assignment of any insurance proceeds as Lender may require. 20. CONDEMNATION. (a) Borrower shall promptly notify Lender in writing of any action or proceeding or notice relating to any proposed or actual condemnation or other taking, or conveyance in lieu thereof, of all or any part of the Mortgaged Property, whether direct or indirect (a "Condemnation"). Borrower shall appear in and prosecute or defend any action or proceeding relating to any Condemnation unless otherwise directed by Lender in writing. Borrower authorizes and appoints Lender as attorney-in-fact for Borrower to commence, appear in and prosecute, in Lender's or Borrower's name, any action or proceeding relating to any Condemnation and to settle or compromise any claim in connection with any Condemnation, after consultation with Borrower and consistent with commercially reasonable standards of a prudent lender. This power of attorney is coupled with an interest and therefore is irrevocable. However, nothing contained in this Section 20 shall require Lender to incur any expense or take PAGE 31 any action. Borrower hereby transfers and assigns to Lender all right, title and interest of Borrower in and to any award or payment with respect to (i) any Condemnation, or any conveyance in lieu of-Condemnation, and (ii) any damage to the Mortgaged Property caused by governmental action that does not result in a Condemnation. (b) Lender may apply such awards or proceeds, after the deduction of Lender's expenses incurred in the, collection of such amounts (including Attorneys' Fees and Costs) at Lender's option, to the restoration or repair of the Mortgaged Property or to the payment of the Indebtedness, with the balance, if any, to Borrower. Unless Lender otherwise agrees in writing, any application of any awards or proceeds to the Indebtedness shall not extend or postpone the due date of any monthly installments referred to in the Note, Section 7 of this Instrument or any Collateral Agreement, or change the amount of such installments. Borrower agrees to execute such further evidence of assignment of any awards or proceeds as Lender may require. 21. TRANSFERS OF THE MORTGAGED PROPERTY OR INTERESTS IN BORROWER. (a) "Transfer" means (i) a sale, assignment, transfer or other disposition (whether voluntary, involuntary or by operation of law); (ii) the granting, creating or attachment of a lien, encumbrance or security interest (whether voluntary, involuntary or by operation of law); . (iii) the issuance or other creation of an ownership interest in a legal entity, including a partnership interest, interest in a limited liability company or corporate stock; (iv) the withdrawal, retirement, removal or involuntary resignation of a partner in a partnership or a member or manager in a limited liability company; or (v) the merger, dissolution, liquidation, or consolidation of a legal entity or the reconstitution of one type of legal entity into another type of legal entity. For purposes of defining the term "Transfer," the term "partnership" shall mean a general partnership, a limited partnership, a joint venture and a limited liability partnership, and the term "partner" shall mean a general partner, a limited partner and a joint venturer. (b) "Transfer" does not include (i) a conveyance of the Mortgaged Property at a judicial or non- judicial foreclosure sale under this Instrument, PAGE 32 the Mortgaged Property becoming part of a bankruptcy estate by. operation of law under the United States Bankruptcy Code; or a lien against the Mortgaged Property for local taxes and/or assessments not then due and payable. (c) The occurrence of any of the following Transfers shall not constitute an Event of Default under this Instrument., notwithstanding any provision of Section 2 l(e) to the contrary: (i) a Transfer to which Lender has consented; (ii) a Transfer that occurs in accordance with Section 21(d); (iii) the grant of a leasehold interest in an individual dwelling unit for a term of two years or less not containing an option to purchase; (iv) a Transfer of obsolete or worn out Personalty or Fixtures that are contemporaneously replaced by items of equal or better function and quality, which are free of liens, encumbrances and security interests other than those created by the Loan Documents or consented to by Lender; (v) the creation of a mechanic's, materialman's, or judgment lien against the Mortgaged Property, which is released of record or otherwise remedied to Lender's satisfaction within 60- days of the date of creation; (vi) if Borrower is a housing cooperative corporation or association, the Transfer of more than 49 percent of the shares in the housing cooperative or the assignment of more than 49 percent of the occupancy agreements or leases relating thereto by tenant shareholders of the housing cooperative or association to other tenant shareholders; and (vii) any Transfer of an interest in Borrower or any interest in a .Controlling Entity (which, if such Controlling Entity were Borrower, would result in an Event of Default) listed in (A) through (F) below (a "Preapproved Transfer"), under the terms and conditions listed as items (1) through (7) below: (A) a sale or transfer to one or more of the transferor's immediate family members; or (B) a sale or transfer to any trust having as its sole beneficiaries the transferor and/or one or more of the transferor's immediate family members; or PAGE 33 i (C) a sale or transfer from a trust to any one or more of its beneficiaries who are immediate family members of the transferor ; or (D) the substitution or replacement of the trustee of any trust with a trustee who is an immediate family member of the transferor; or (E) a sale or transfer to an entity owned and controlled by the transferor or the transferor's immediate family members; or (F) a sale or transfer to an individual or entity that has an existing interest in the Borrower or in a Controlling Entity. (1) Borrower shall provide Lender with prior written Notice of the proposed Preapproved Transfer, which Notice must be accompanied by a non- refundable review fee in the amount of$3,000.00. (2) For the purposes of these Preapproved Transfers, a transferor's immediate family members will be deemed to include a spouse, parent, child or grandchild of such transferor. (3) Either directly or indirectly, Daniel Joseph and Hagan Brown shall retain at all times a managing interest in the Borrower. (4) At the time of the proposed Preapproved Transfer, no Event of Default shall have occurred and be continuing and no event or condition shall have occurred and be continuing that, with the giving of Notice or the passage of time, or both, would become an Event of Default. (5) Lender shall be entitled to collect all costs, including the cost of all title searches, title insurance and recording costs, and all Attorneys' Fees and Costs. (6) Lender shall not be entitled to collect a transfer fee as a result of these Preapproved Transfers. (7) In the event of a Transfer prohibited by or requiring Lender's approval under this Section 21, this Section (c)(vii) may be modified or rendered void PAGE 34 by Lender at Lender's option by Notice to Borrower" and the transferee(s), as a condition of Lender's consent. (d) The occurrence of any of the following Transfers shall not constitute an Event of Default under this Instrument, provided that Borrower has notified Lender in writing within 30 days following the occurrence of any of the following, and such Transfer does not constitute an Event of Default under any other Section of this Instrument: (i) a change of the Borrower's name, provided that UCC financing statements and/or amendments sufficient to continue the perfection of Lender's security interest have been properly filed and copies have been delivered to Lender; (ii) a change of the form of the Borrower not involving a transfer of the Borrower's assets and not resulting in any change in liability of any Initial Owner, provided that UCC financing statements and/or amendments sufficient to continue the perfection of Lender's security interest have been properly filed and copies have been delivered to Lender; (iii) the merger of the Borrower with another entity when the Borrower is the surviving entity; (iv) a Transfer that occurs by devise, descent, or by operation of law upon the death of a natural person; and (v) the grant of an easement, if before the grant Lender determines that the easement will not materially affect the operation or value of the Mortgaged Property or Lender's interest in the Mortgaged Property, and Borrower pays to Lender, upon demand, all costs and expenses, including Attorneys' Fees and Costs, incurred by Lender in connection with reviewing Borrower's request. (e) The occurrence of any of the following Transfers shall constitute an Event of Default under this Instrument: (i) a Transfer of all or any part of the Mortgaged Property or any interest in the Mortgaged Property; (ii) if Borrower is a limited partnership, a Transfer of(A) any general partnership interest, or (B) limited partnership interests in Borrower that would cause the Initial Owners of Borrower to own less than a Controlling Interest of all limited partnership interests in Borrower; PAGE 35 (iii) if Borrower is a general partnership or a joint venture, a Transfer of any general partnership or joint venture interest in Borrower;. (iv) if Borrower is a limited liability company, (A) a Transfer of any membership interest in Borrower which would cause the Initial Owners to own less than a Controlling Interest of all the membership interests in Borrower, (B) a Transfer of any membership or other interest of a manager in Borrower that results in a change of manager or (C) a change in a nonmember manager; (v) if Borrower is a corporation (A) the Transfer of any voting stock in Borrower which would cause the Initial Owners to own less than a Controlling Interest of any class of voting stock in Borrower or (B) if the outstanding voting stock in Borrower is held by 100 or more shareholders, one or more Transfers by a single transferor within a 12-month period affecting an aggregate of 5 percent or more of that stock; (vi) if Borrower is a trust, (A) a Transfer of any beneficial interest in Borrower which would cause the Initial Owners to own less than a Controlling Interest of all the beneficial interests in Borrower, .(B) the termination or revocation of the trust, or (C) the removal, appointment or substitution-of a trustee of Borrower; (vii) if Borrower is a limited liability partnership, (A) a Transfer of any partnership interest in Borrower which would cause the Initial Owners to own less than a Controlling Interest of all partnership interests in Borrower, or (B) a transfer of any partnership or other interest,of a managing partner in Borrower that results in a change of manager; and (viii) a Transfer of any interest in a Controlling Entity which, if such Controlling Entity were Borrower, would result in an Event of Default under any of Sections 21(e)(i) through (vii) above. Lender shall not be required to demonstrate any actual impairment of its security or any increased risk of default in order to exercise any of its remedies with respect to an Event of Default under this Section 21. (f) Lender shall consent, without any adjustment to the rate at which the Indebtedness secured by this Instrument bears interest or to any other economic terms of the Indebtedness set forth in the Note, to a Transfer that would otherwise violate this Section 21 if, prior to the Transfer, Borrower has satisfied each of the following requirements: (i) the submission to Lender of all information required by Lender to make the determination required by this Section 21(f); PAGE 36 j s (ii) the absence of any Event of Default; (iii) the transferee meets all of the eligibility, credit, management and other standards '(including but not limited to any standards with respect to previous relationships between Lender and the transferee) customarily applied by Lender at the time of the proposed Transfer to the approval of borrowers in connection with the origination or purchase of similar mortgages on multifamily properties; (iv) the transferee's organization, credit and experience in the management of similar properties are deemed by the Lender, in its discretion, to be appropriate to the overall structure and documentation of the existing financing; (v) the Mortgaged Property, at the time of the proposed Transfer, meets all standards as to its physical condition, occupancy, net operating income and the collection of reserves that are customarily applied by Lender at the time of the proposed Transfer to the approval of properties in connection with the origination or purchase of similar mortgages on multifamily properties; (vi) in the case of a Transfer of all or any part of the Mortgaged Property, (A) the execution by the transferee of Lender's then- standard assumption agreement that, among other things, requires the transferee to perform all obligations of Borrower set forth in the Note, this Instrument and any other Loan Documents, and may require that the transferee comply with any provisions of this Instrument or any other Loan Document which previously may have been waived or modified by Lender, (B) if Lender requires, the transferee causes one or more individuals or entities acceptable to Lender to execute and deliver to Lender a guaranty in a form acceptable to Lender, and (C) the transferee executes such additional Collateral Agreements as Lender may require; (vii) in the case of a Transfer of any interest in a Controlling Entity, if a guaranty has been executed and delivered in' connection with the Note, this Instrument or any of the other Loan Documents, the Borrower causes one or more individuals or entities acceptable to Lender to execute and deliver to Lender a guaranty in a form acceptable to Lender; and (viii) Lender's receipt of all of the following: (A) a review fee in the amount of$3,000.00; PAGE 37 (B)- a transfer fee in an amount equal to 0%) percent of the unpaid principal balance of the Indebtedness immediately before the applicable Transfer; and (C) the amount of Lender's out-of-pocket costs (including reasonable Attorneys' Fees and Costs) incurred in reviewing the Transfer request. 22. EVENTS OF DEFAULT. The occurrence of any one or more of the following shall constitute an Event of Default under this Instrument: (a) any failure by Borrower to pay or deposit when due any amount required by the Note, this Instrument or any other Loan Document; (b) any failure by Borrower to maintain the insurance coverage required by Section 19; (c) any failure by Borrower to comply with the provisions of Section 33; (d) fraud or material misrepresentation or material omission by Borrower, any of its officers, directors, trustees, general partners or managers or any guarantor in connection with (i) the application for or creation of the Indebtedness, (ii) any financial statement, rent schedule, or other report or information provided to Lender during the term of the Indebtedness, or (iii) any request for Lender's consent to any proposed action, including a request for disbursement of funds under any Collateral Agreement; (e) any failure by Borrower to comply with the provisions of Section 20; (f any Event of Default under Section 21; (g) the commencement of a forfeiture action or proceeding, whether civil or criminal, which, in Lender's reasonable judgment, could result in a forfeiture of the Mortgaged Property or otherwise materially impair the lien created by this Instrument or Lender's interest in the Mortgaged Property; (h) any failure by Borrower to perform any of its obligations under this Instrument (other than those specified in Sections 22(a) through (g)), as and when required, which continues for a period of 30 days after Notice of such failure by Lender to Borrower. However, if Borrower's failure to perform its obligations as described in this Section 22(h) is of the nature that it cannot be cured within the 30 day grace period but reasonably could be cured within 90 days, then Borrower shall have additional time as determined by Lender in its discretion, not to exceed an additional 60 days, in which to cure such default, provided that Borrower has diligently commenced to cure such default during the 30-day graceeriod and diligently the cure of such default. However, no such Notice or grace periods shall apply in the case of any such failure which could, in Lender's judgment, absent immediate exercise by Lender of a right PAGE 38 or remedy under this Instrument, result in harm to Lender, impairment of the Note or this Instrument or any other security given under any other Loan Document; (i) any failure by Borrower to perform any of its obligations as and when required under any Loan Document other than this Instrument which continues beyond the applicable cure period, if any, specified in that Loan Document; 0) any exercise by the holder of any other debt instrument secured by a mortgage, deed of trust or deed to secure debt on the Mortgaged Property of a right to declare all amounts due under that debt instrument immediately due and payable; (k) any voluntary filing by Borrower for bankruptcy protection under the United States Bankruptcy Code or any reorganization, receivership, insolvency proceeding or other similar proceeding pursuant to any other federal or state law affecting debtor and creditor rights to which Borrower voluntarily becomes subject, or the commencement of any involuntary case against Borrower by any creditor (other than Lender) of Borrower pursuant to the United States Bankruptcy Code or other federal or state law affecting debtor and creditor rights which case is not dismissed or discharged within 90 days after filing; and (1) any representations and warranties by Borrower in this Instrument which is false or misleading in any material respect. 23. REMEDIES CUMULATIVE. Each right and remedy provided in this Instrument is distinct from all other rights or remedies under this Instrument or any other Loan Document or afforded by applicable law, and each shall be cumulative and may be exercised concurrently, independently, or successively, in any order. 24. FORBEARANCE. (a) Lender may (but shall not be obligated to) agree with Borrower, from time to time, and without giving notice to, or obtaining the consent of, or having any effect upon the obligations'of, any guarantor or other third party obligor, to take any of the following actions: extend the time for payment of all or any part of the Indebtedness; reduce the payments due under this Instrument, the Note, or any other Loan Document; release anyone liable for the payment of any amounts under this Instrument, the Note, or any other Loan Document; accept a renewal of the Note; modify the terms and time of payment of the Indebtedness; join in any extension or subordination agreement; release any Mortgaged Property; take or release other or additional security; modify the rate of interest or period of amortization of the Note or change the amount of the monthly installments payable under the Note; and otherwise modify this Instrument, the Note, or any other Loan Document. (b) Any forbearance by Lender in exercising any right or remedy under the Note, this Instrument, or any other Loan Document or otherwise afforded by applicable law, shall not be a waiver of or preclude the exercise of any other right or remedy, or the subsequent exercise of any right or remedy. The acceptance by Lender of payment of all or any part of the Indebtedness after the due date of such payment, or in an amount which is less than the required payment, PAGE 39 shall not be a waiver of Lender's right to require prompt payment when due of all other payments on account of the Indebtedness or to exercise any remedies for any failure to make prompt payment. Enforcement by Lender of any security for the Indebtedness shall not constitute an election by Lender of remedies so as to preclude the exercise of any other right available to Lender. Lender's receipt of any awards or proceeds under Sections 19 and 20 shall not operate to cure or waive any Event of Default. 25. LOAN CHARGES. If any applicable law limiting the amount of interest or other charges permitted to be collected from Borrower is interpreted so that any charge provided for in any Loan Document, whether considered separately or together with other charges levied in connection with any other Loan Document, violates that law, and Borrower is entitled to the benefit of that law, that charge is hereby reduced to the extent necessary to eliminate that violation. The amounts, if any, previously paid to Lender in excess of the permitted amounts shall be applied by Lender to reduce the principal of the Indebtedness. For the purpose of determining whether any applicable law limiting the amount of interest or other charges permitted to be collected from Borrower has been violated, all Indebtedness which constitutes interest, as well as all other charges levied in connection with the Indebtedness which constitute interest, shall be deemed to be allocated and spread over the stated term of the Note. Unless otherwise required by applicable law, such allocation and spreading shall be effected in such a manner that the rate of interest so computed is uniform throughout the stated term of the Note. 26. WAIVER OF STATUTE OF LIMITATIONS. Borrower hereby waives the right to assert any statute of limitations as a bar to the enforcement of the lien of this Instrument or to any action brought to enforce any Loan Document. 27. WAIVER OF MARSHALLING. Notwithstanding the existence of any other security interests in the Mortgaged Property held by Lender or by any other party, Lender shall have the right to determine the order in which any or all of the Mortgaged Property shall be subjected to the remedies provided in this Instrument, the Note, any other Loan Document or applicable law. Lender shall have the right to determine the order in which any or all portions of the Indebtedness are satisfied from the proceeds realized upon the exercise of such remedies. Borrower and any party who now or in the future acquires a security interest in the Mortgaged Property and who has actual or constructive notice of this Instrument waives any and all right to require the marshalling of assets or to require that any of the Mortgaged Property be sold in the inverse order of alienation or that any of the Mortgaged Property be sold in parcels or as an entirety in connection with the exercise of any of the remedies permitted by applicable law or provided in this Instrument. 28. FURTHER ASSURANCES. Borrower shall execute, acknowledge, and deliver, at its sole cost and expense, all further acts, deeds, conveyances, assignments, estoppel certificates, financing statements or amendments, transfers and assurances'as Lender may require from time to time in order to better assure, grant, and convey to Lender the rights intended to be granted, now or in the future, to Lender under this Instrument and the Loan Documents. PAGE 40 29. ESTOPPEL CERTIFICATE. Within 10 days after a request from Lender, Borrower shall deliver to Lender a written statement, signed and acknowledged by Borrower, certifying to Lender or any person designated by Lender, as of the date of such statement, (i) that the Loan Documents are unmodified and in full force and effect (or, if there have been modifications, that the Loan Documents are in full force and effect as modified and setting forth such modifications); (ii) the unpaid principal balance of the Note; (iii) the date to which interest under the Note has been paid; (iv) that Borrower is not in default in paying the Indebtedness or in performing or observing any of the covenants or agreements contained in this Instrument or any of the other Loan Documents (or, if the Borrower is in default, describing such default in reasonable detail); (v) whether or not there are then existing any setoffs or defenses known to Borrower against the enforcement of any right or remedy of Lender under the Loan Documents; and (vi) any additional facts requested by Lender. 30. GOVERNING LAW; CONSENT TO JURISDICTION AND VENUE. (a) This Instrument, and any Loan Document which does not itself expressly identify the law that is to apply to it, shall be governed by the laws of the jurisdiction in which the Land is located (the "Property Jurisdiction"). (b) Borrower agrees that any controversy arising under or in relation to the Note, this Instrument, or any other Loan Document may be litigated in the Property Jurisdiction. The state and federal courts and authorities with jurisdiction in the Property Jurisdiction shall have jurisdiction over all controversies that shall arise under or in relation to the Note, any security for the Indebtedness, or any other Loan Document. Borrower irrevocably consents to service, jurisdiction, and venue of such courts for any such litigation and waives any other venue to which it might be entitled by virtue of domicile, habitual residence or otherwise. However, nothing in this Section 30 is intended to limit Lender's right to bring any suit, action or proceeding relating to matters under this Instrument in any court of any other jurisdiction. 31. NOTICE. (a) All Notices, demands and other communications ("Notice") under or concerning this Instrument shall be in writing. Each Notice shall be addressed to the intended recipient at its address set forth in this Instrument, and shall be deemed given on the earliest to occur of(i) the date when the Notice is received by the addressee; (ii) the first Business Day after the Notice is delivered to a recognized overnight courier service, with arrangements made for payment of charges for next' Business Day delivery; or (iii) the third Business Day after the Notice is deposited in the United States mail with postage prepaid, certified mail, return receipt requested. (b) Any party to this Instrument may change the address to which Notices intended for it are to be directed by means of Notice given to the other party in accordance with this Section 31. Each party agrees that it will not refuse or reject delivery of any Notice given in accordance with this Section 31, that it will acknowledge, in writing, the receipt of any Notice upon request by the other party and that any Notice rejected or refused by it shall be deemed for purposes of this Section 31 to have been received by the rejecting party on the date so refused or PAGE 41 M rejected, as conclusively established by the records of the U.S. Postal service. Service or the courier (c) Any Notice under the Note and any other Loan Document that does not specify how Notices are to be given shall be given in accordance with this Section 31. 32. SALE OF NOTE; CHANGE IN SERVICER; LOAN SERVICING. The Note or a partial interest in the Note (together with this Instrument and the other Loan Documents) may be sold one or more times without prior Notice to Borrower. A sale may result in a change of the Loan Servicer. There also may be one or more changes of the Loan Servicer unrelated to a sale of the Note. If there is a change of the Loan Servicer, Borrower will be given Notice of the change. All actions regarding the servicing of the loan evidenced by the Note, including the collection of payments, the giving and receipt of Notice, inspections of the Mortgaged Property, inspections of books and records, and the granting of consents and approvals, may be taken by the Loan Servicer unless Borrower receives Notice to the contrary. If Borrower receives conflicting Notices regarding the identity of the Loan Servicer or any other subject, any such Notice from Lender shall govern. 33. SINGLE ASSET BORROWER. Until the Indebtedness is paid in U1, Borrower (a) shall not own any real or personal property other than the Mortgaged Property and personal property related to the operation and maintenance of the Mortgaged Property; (b) shall not operate any business other than the management and operation of the Mortgaged Property; and (c) shall not maintain its assets in a way difficult to segregate and identify. 34. SUCCESSORS AND ASSIGNS BOUND. This Instrument shall bind, and the rights granted by this Instrument shall inure to, the respective successors and assigns of Lender and Borrower. However, a Transfer not permitted by Section 21 shall be an Event of Default. 35. JOINT AND SEVERAL LIABILITY. If more than one person or entity signs this Instrument as Borrower, the obligations of such persons and entities shall be joint and several. 36. RELATIONSHIP OF PARTIES; NO THIRD PARTY BENEFICIARY. (a) The relationship between Lender and Borrower shall be solely that of creditor and debtor, respectively, and nothing contained in this Instrument shall create any other relationship between Lender and Borrower. (b) No creditor of any party to this Instrument and no other person shall be a third party beneficiary of this Instrument or any other Loan Document. Without limiting the generality of the preceding sentence, (i) any arrangement (a "Servicing Arrangement") between the Lender and any Loan Servicer for loss sharing or interim advancement of funds shall constitute a contractual obligation of such Loan Servicer that is independent of the obligation of Borrower for the payment of the Indebtedness, (ii) Borrower shall not be a third party beneficiary of any Servicing Arrangement, and (iii) no payment by the Loan Servicer under any Servicing Arrangement will reduce the amount of the Indebtedness. PAGE 42 37. SEVERABILITY; AMENDMENTS. The invalidity or unenforceabipi provision of this Instrument shall not affect the validity or enforceability of any other ro ty of s on and all other provisions shall remain in full force and effect. This Instrument contains the entire agreement among the parties as to the rights granted and the obligations assumed in this Instrument. This Instrument may not be amended or modified except by a writing signed by the party against whom enforcement is sought; provided, however, that in the event of a Transfer prohibited by or requiring Lender's approval under Section 21, any or some or all of the Modifications to Instrument set forth in Exhibit B (if any) may be modified or rendered void by Lender at Lender's option by Notice to Borrower and the transferee(s). 38. CONSTRUCTION. The captions and headings of the Sections of this Instrument are for convenience only and shall be disregarded in construing this Instrument. Any reference in this Instrument to an "Exhibit" or a "Section" shall, unless otherwise explicitly provided, be construed as referring, respectively, to an Exhibit attached to this Instrument or to a Section of this Instrument. All Exhibits attached to or referred to in this Instrument are incorporated by reference into this Instrument. Any reference in this Instrument to a statute or regulation shall be construed as referring to that statute or regulation as amended from time to time. Use of the singular in this Agreement includes the plural and use of the plural includes the singular. As used in this Instrument, the term "including" means "including, but not limited to." 39. DISCLOSURE OF INFORMATION. Lender may furnish information regarding Borrower or the Mortgaged Property to third parties with an existing or prospective interest in the servicing, enforcement, evaluation, performance, purchase or securitization of the Indebtedness, including but not limited to trustees, master servicers, special servicers, rating agencies, and organizations maintaining databases on the underwriting and performance of multifamily mortgage loans, as well as governmental regulatory agencies having regulatory authority over Lender. Borrower irrevocably waives any and all rights it may have under applicable law to prohibit such disclosure, including but not limited to any right of privacy. 40. NO CHANGE IN FACTS OR CIRCUMSTANCES. Borrower warrants that (a) all information in the application for the loan submitted to Lender (the "Loan Application") and in all financial statements, rent schedules, reports, certificates and other documents submitted in connection with the Loan Application are complete and accurate in all material respects; and (b) there has been no material adverse change in any fact or circumstance that would make any such information incomplete or inaccurate. 41. SUBROGATION. If, and to the extent that, the proceeds of the loan evidenced by the Note, or subsequent advances under Section 12, are used to pay, satisfy or discharge a Prior Lien, such loan proceeds or advances shall be deemed to have been advanced by Lender at Borrower's request, and Lender shall automatically, and without further action on its part, be subrogated to the rights, including lien priority, of the owner or holder of the obligation secured by the Prior Lien, whether or not the Prior Lien is released. 42. ADJUSTABLE RATE MORTGAGE - THIRD PARTY CAI' AGREEMENT "CAP COLLATERAL." PAGE 43 (a) If the Note provides for interest to accrue at an adjustable or variable interest rate (other than during the "Extension Period," as defined in the Note, if applicable), then the definition of "Mortgaged Property" shall include the "Cap Collateral." The "Cap Collateral" shall mean (i) any interest rate cap agreement, interest rate swap agreement, or other interest rate-hedging contract or agreement obtained by Borrower as a requirement of any Loan Document or as a condition of Lender's making the Loan (a"Cap Agreement"); (ii) any and all moneys (collectively, "Cap Payments") payable pursuant to any Cap Agreement by the interest rate cap provider or other counterparty to a Cap Agreement or any guarantor of the obligations of any such cap provider or counterparty (a "Cap Provider"); (iii) all rights of Borrower under any Cap Agreement and all rights of Borrower to all Cap Payments, including contract rights and general intangibles, whether existing now or arising after the date of this Instrument; (iv) all rights, liens and security interests or guaranties granted by a Cap Provider or any other person to secure or guaranty payment of any Cap Payment whether existing now or granted after the date of this Instrument; (v) all documents, writings, books, files, records and other documents arising from or relating to any of the foregoing, whether existing now or created after the date of this Instrument; and (vi) all cash and non-cash proceeds and products of(ii) —(v) above. (b) As additional security for Borrower's obligation under the Loan Documents, Borrower hereby assigns and pledges to Lender all of Borrower's right, title and interest in and to the Cap Collateral. Borrower has instructed and will instruct each Cap Provider and any guarantor of a Cap Provider's obligations to make Cap Payments directly to Lender or to Loan Servicer on behalf of Lender. (c) So long as there is no Event of Default, Lender or Loan Servicer will remit to Borrower each Cap Payment received by Lender or Loan Servicer with respect to any month for which Borrower has paid in full the monthly installment of principal and interest or interest only, as applicable, due under the Note. Alternatively, at Lender's option so long as there is no Event of Default, Lender may apply a Cap Payment received by Lender or Loan Servicer with respect to any month to the applicable monthly payment of accrued interest due under the Note if Borrower has paid in full the remaining portion of such monthly payment of principal and interest or interest only, as applicable. PAGE 44 (d) Following an Event of Default, in addition to any other rights and remedies Lender may have; Lender may retain any Cap Payments and apply them to the Indebtedness in such order and amounts as Lender determines. Neither the existence of a Cap Agreement nor anything in this Instrument shall relieve Borrower of its primary obligation to timely pay in full all amounts due under the Note and otherwise due on account of the Indebtedness. (e) If the Note does not provide for interest to accrue at an adjustable or variable interest rate (other than during the Extension Period) then this Section 42 shall be of no force or effect. 43. ACCELERATION; REMEDIES. At any time during the existence of an Event of Default, Lender, at Lender's option, may declare the Indebtedness to be immediately due and payable without further demand and may foreclose this Instrument by judicial proceedings and may invoke any other remedies permitted by Pennsylvania law or provided in this Instrument or in any other Loan Document. Lender shall be entitled to collect all costs and expenses incurred in pursuing such remedies, including attorneys' fees or 2.0% of the unpaid balance of the sums secured by this Instrument, but not less than $10,000.00, and costs of documentary evidence, abstracts and title reports. 44. RELEASE. Upon payment of the Indebtedness, this Instrument shall become null and void and Lender shall discharge this Instrument. Borrower shall pay Lender's reasonable costs incurred in discharging this Instrument. 45. PURCHASE MONEY MORTGAGE. If the proceeds of the Indebtedness are used by Borrower to pay all or a part of the purchase price of the Mortgaged Property, this Instrument is declared to be a purchase money mortgage. 46. CONFESSION OF JUDGMENT FOR POSSESSION. During the existence of an Event of Default, Lender may enter into possession of the Mortgaged Property, with or without legal action, and by force if necessary; collect all Rent (which term shall also include sums payable for use and occupation) and, after deducting all costs of collection and administration expenses, apply the Rent in accordance with Sections 4 or 9; and for that purpose Borrower hereby confirms the assignment to Lender of all Rent due and to become due under all Leases created after the date of this Instrument, as well as all rights and remedies provided in such lease or leases or at law or in equity for the collection of Rent. The taking of possession and collection of Rent by Lender shall not be construed to be an affirmation of any Lease. FOR THE PURPOSE OF OBTAINING POSSESSION OF THE MORTGAGED PROPERTY DURING THE EXISTENCE OF AN EVENT OF DEFAULT, BORROWER AUTHORIZES AND EMPOWERS ANY ATTORNEY OF ANY COURT OF RECORD IN THE COMMONWEALTH OF PENNSYLVANIA OR ELSEWHERE, AS ATTORNEY FOR BORROWER AND ALL PERSONS CLAIMING UNDER OR THROUGH BORROWER, TO . APPEAR FOR AND CONFESS JUDGMENT AGAINST BORROWER, AND AGAINST ALL PERSONS CLAIMING UNDER OR THROUGH BORROWER, IN AN ACTION IN EJECTMENT FOR POSSESSION OF THE MORTGAGED PROPERTY, IN FAVOR OF LENDER, FOR WHICH THIS INSTRUMENT, OR A COPY VERIFIED BY AFFIDAVIT, PAGE 45 SHALL BE A 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 POSSESSION OF THE MORTGAGED PROPERTY SHALL REMAIN IN OR BE RESTORED TO BORROWER, LENDER SHALL HAVE THE RIGHT FOR THE SAME DEFAULT OR ANY SUBSEQUENT DEFAULT TO BRING ONE OR MORE FURTHER ACTIONS OF EJECTMENT TO RECOVER POSSESSION OF THE MORTGAGED PROPERTY. LENDER MAY CONFESS JUDGMENT IN AN ACTION IN EJECTMENT BEFORE OR AFTER THE INSTITUTION OF PROCEEDINGS TO FORECLOSE THIS INSTRUMENT OR TO ENFORCE THE NOTE,. OR AFTER ENTRY OF JUDGMENT IN THE ACTION OF EJECTMENT OR ON THE NOTE, OR AFTER A SHERIFF'S SALE OR JUDICIAL SALE OR OTHER FORECLOSURE SALE OF THE MORTGAGED PROPERTY IN WHICH LENDER IS THE SUCCESSFUL BIDDER. THIS AUTHORIZATION TO PURSUE SUCH PROCEEDINGS FOR CONFESSION OF JUDGMENT IS AN ESSENTIAL PART OF THE REMEDIES FOR ENFORCEMENT OF THIS INSTRUMENT AND THE NOTE, AND SHALL SURVIVE ANY EXECUTION SALE TO LENDER. 47. WAIVER OF TRIAL BY JURY. BORROWER AND LENDER EACH (A) COVENANTS AND AGREES NOT TO ELECT A TRIAL BY JURY WITH RESPECT TO ANY ISSUE ARISING OUT OF THIS INSTRUMENT OR THE RELATIONSHIP BETWEEN THE PARTIES AS BORROWER AND LENDER THAT IS TRIABLE OF RIGHT BY A JURY AND (B) WAIVES ANY RIGHT TO TRIAL BY JURY WITH RESPECT TO SUCH ISSUE TO THE EXTENT THAT ANY SUCH RIGHT EXISTS NOW OR IN THE FUTURE. THIS WAIVER OF RIGHT TO TRIAL BY JURY IS SEPARATELY GIVEN BY EACH PARTY,, KNOWINGLY AND VOLUNTARILY WITH THE BENEFIT OF COMPETENT LEGAL COUNSEL. ATTACHED EXHIBITS. The following Exhibits are attached to this Instrument: JXJ Exhibit A Description of the Land (required). )XI Exhibit B Modifications to Instrument [THE REMAINDER OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK) PAGE 46 IN WITNESS WHEREOF, Borrower has signed and delivered this Instrument or has caused this Instrument to be signed and delivered by its duly authorized representative. BORROWER: CORRIDOR SHIPPENSBURG I, L.P., a Delaware limited partnership By: CORRIDOR SHIPPENSBURG MANAGER, LLC, a Delaware limited liability company, Its General Partner By: Name: Daniel oseph Title: President STATE OF CONNECTICUT ) ��vrU COUNTY OF HARTFORD :ss:) On this _Lff-11- day of August, 2008, before me, a Notary Public the undersigned officer, personally appeared DANIEL JOSEPH who acknowledged himself to be the PRESIDENT of CORRIDOR SHIPPENSBURG MANAGER, LLC, a Delaware limited liability company, GENERAL PARTNER of CORRIDOR SHIPPENSBURG I, L.P., a Delaware limited partnership, being authorized to do so, executed the foregoing instrument for the purposes therein contained by signing the name of the limited liability company by himself as PRESIDENT. In Witness Whereof, I hereunto set my hand and official seal. (Seal) Notary Public CNRlSTIN.E M. STEWART 1NOTARY PUBLIC MY COMMISSION EXPIRES APR.30,2012 {00542077.1} PAGE 47 Certificate of Residence I certify that the precise address of the Lender is: One Beacon Street, 14`h Floor Boston, Massachusetts 02108 Signature: � ,c, Agent on behalf of Lender PAGE 48 EXHIBIT A PREMISES A: [DESCRIPTION OF THE LAND] ALL THAT CERTAIN PIECE OR PARCEL OF land situated in the .Township of Shippensburg, County of Cumberland, State of Pennsylvania, being more particularly bounded and described as follows, to-wit: BEGINNING at the northeasterly corner of the piece at a point, said point being located the following courses and distances from the intersection of the southerly line of Bard Road with the westerly line of North Earl Street - S.R. 0696: In a southerly direction, along the westerly line of said North Earl Street, and along a curve to the left having a radius of 1959.86 feet, an arc distance of 89.26 feet to a point of tangency; South 22 Degrees, 55 Minutes, 02 Seconds East, continuing along the westerly line of said North Earl Street. a distance of 280.92 feet to a point of curvature; Continuing along the westerly line of said North Earl Street, along a curve to the left having a radius of 2814.79 feet, an arc distance of 30.11 feet to an iron pin in the northerly line of lands now or formerly of Harry D. Miller; South 50 Degrees, 34 Minutes, 41 Seconds West, along the northerly line of lands of said Miller, a distance of 196.33 feet to an iron pin at the northerly corner of lands of said Miller; South 23 Degrees, 14 Minutes, 47 Seconds East, along the westerly line of lands of said Miller, a distance of 90.00 feet to an iron pipe, said pipe being located on the northerly line of lands now or formerly of Charles Ramsy Ray; South 50 Degrees, 34 Minutes, 41 Seconds West, along the northerly line of lands of said Ray, and along the southerly line of Parcel "B" of the Bard Townhouses Final Subdivisi distance of 181.09 feet to a point; on Plan; a THENCE South 55 Degrees, 26 Minutes 52 Seconds East, along the westerly line of lands of said Ray, a distance of 56.17 feet to an iron pipe, said pipe being located at the northwesterly corner of lids now or formerly of Deborah A. Gross; THENCE South 53 Degrees, 37 Minutes, 47 Seconds East, along the westerly line of lands of said Gross, a distance of 208.09 feet to a concrete monument, said monument being located at the northwesterly corner of lands now or formerly of Jacquelyn Hoover; THENCE South 17 Degrees, 08 Minutes, 38 Seconds West, along the westerly line of lands now or formerly of Jeffrey L. Gruver, a distance of 173.81 Ret to an iron pin, said pin being located at the northwesterly corner of lands now or formerly of Robert P. Wyrick; PAGE A-1 EXHIBIT A [DESCRIPTION OF THE LAND] continued THENCE South 16 Degrees, 06 Minutes, 18 Seconds East, along the westerly line of lands of said Wyrick, and along the westerly line of lands now or formerly of Wayne L. Wadel, Jr. & Ronald A. Wadel, a distance of 118.64 feet to an iron pin; THENCE North 75 Degrees, 25 Minutes, 42 Seconds East, along the southerly line of lands of said Wadel, a distance of 212.21 feet to an iron pin in the westerly line of said North Earl Street; THENCE South 00 Degrees, 37 minutes 45 Seconds West, along the westerly line of said Earl Street, a distance of 150.37 feet to a point, said point being the northeasterly corner of lands now or formerly of Donald E. Stine; THENCE South 83 Degrees, 35 Minutes, 02 Seconds West, along the northerly line of lands of said Stine, a distance of 171.28 feet to an iron pin; THENCE South 70 Degrees, 58 Minutes, I 1 Seconds West, continuing along the northerly line of lands of said Stine, a distance of 219.50 feet to an iron pin; THENCE South 17 Degrees, 02 Minutes, 25 second East, along the westerly line of lands of said Stine and along the westerly line of lands now or formerly of John T. Gruver, a distance of 341.46 feet to a fence post, said post being located on the westerly line of lands now or formerly of Paul V. Adams; THENCE South 41 Degrees 05 Minutes, 21 Seconds East, along the westerly line of lands of said Adams, a distance of 62.45 feet to an iron pin, said pin being located at the northwesterly corner of lands now or formerly of Jay D. Koepf; THENCE South 00 Degrees, 24 Minutes; 41 Seconds East, along the westerly line of lands of said Koepf, and along the westerly line of lands now or formerly of Gerald L. Underkoffler, a distance of 84.65 feet to a fence post said post being the northeasterly corner of lands now or formerly of Gordon M. Bigler; THENCE North 86 Degrees, 08 Minutes, 07 Seconds West along the northerly line of lands of said Bigler, a distance of 449.00 feet to an iron pin; THENCE South 08 Degrees, 57 Minutes, 08 Seconds East, along the westerly line of lands of said Bigler, a distance of 94.20 feet to an iron pin; THENCE South 00 Degrees, 08 Minutes, 01 Spends West, continuing along the westerly line of lands of said Bigler, a distance of 164.36 feet to a point on the northerly line of Hot Point Avenue; PAGE A-2 EXHIBIT A [DESCRIPTION OF THE LAND] continued THENCE North 78 Degrees, 27 Minutes, 49 Seconds West along the northerly line of said Hot Point Avenue, a distance of 57.65 feet to a point; THENCE North 07 Degrees, 08 Minutes, 15 Seconds West along the easterly line of lands now or formerly of Shippensburg Borough Authority, a distance of 15I.55 feet to an ironin• P , THENCE North 52 Degrees, 52 Minutes, 50 Seconds West, continuing along the lands of said Shippensburg Borough Authority, a distance of 146.50 feet to an iron pin; THENCE North 33 Degrees, 58 Minutes, 25 Seconds West, continuing along lands of said Shippensburg Borough Authority, a distance of 304.96 feet to an iron pin; THENCE North 07 Degrees, 06 Minutes, 13 Seconds East, continuing along the lands of said Shippensburg Borough authority, a distance of 101.00 feet to an iron pin; THENCE North 62 Degrees, 33 Minutes, 47 Seconds West, continuing along lands of said Shippensburg Borough Authority, a distance of 45.00 feet to an iron pin; THENCE North 24 Degrees, 48 Minutes, 47 Seconds West, continuing along the lands of said Shippensburg Borough Authority, a distance of 90.00 feet to an iron pin; THENCE North 10 Degrees, 53 Minutes, 47 Seconds West, continuing along the lands of said Shippensburg Borough Authorizes a distance of 114.00 feet to an iron pin; THENCE North 47 Degrees, 18 Minutes, 47 Seconds West, continuing along the lands of said Shippensburg Borough Authority, a distance of 84.75 feet to an iron pin, said pin being located in the southeasterly corner of lands now or Formerly of Mary W. Fogelsanger; THENCE North 35 Degrees, 22 Minutes 13 Seconds East, along the easterly line of lands of said Fogelsanger, a distance of 200.00 feet to an iron pin; THENCE North 27 Degrees, 51 Minutes, 20 Seconds West, along the easterly line of lands of said Fogelsanger, a distance of 859.08 feet to an iron pin; said Fogelsanger, a distance of 61.79 feet to an iron pin. said THENCE North 71 Degrees, 45 Minutes, 58 Seconds West along the northerly line of lands of pin being located on the southerly line of said Bard Road; THENCE in an easterly direction, along a curve to the right having a radius of 366.75 feet, an arc distance of 68.65 feet to a point of tangency; PAGE A-3 EXHIBIT A [DESCRIPTION OF THE LAND] continued THENCE South 77 Degrees, 00 Minutes. 54 Seconds East, along the southerly line of said Bard Road, a distance of 181.14 feet to a point, said point being the northwesterly corner of Parcel "B" of the Bard Townhouses Final Subdivision Plan; THENCE South 27 Degrees, 51 Minutes, 20 Seconds East, along the westerly line of said Parcel "B", a distance of 573.24 fed to a point; THENCE North 77 Degrees, 22 Minutes, 44 Seconds East, continuing along the southerly line of said Parcel "B" a distance of 111.26 feet to a point; THENCE South 12 Degrees, 37 Minutes, 16 Seconds East, continuing along the westerly line of said Parcel "B", a distance of 444.43 feet to a point; THENCE North 70 Degrees, 55 Minutes, 09 Seconds East, continuing along the southerly line of said Parcel "B", a distance of 260.39 feet to a point; THENCE South 19 Degrees, 52 Minutes, 54 Seconds East, continuing along the westerly line of said Parcel "B", a distance of 103.09 feet to a point; THENCE North 63 Degrees, 00 Minutes, 54 Seconds East continuing along the southerly line of said Parcel "B", a distance of 191.85 feet to a point; THENCE North 01 Degrees, 02 Minutes, 05 Second West, along the easterly line of said Parcel "B" a distance of 154.57 feet to a point; THENCE North 28 Degrees, 09 Minutes, 12 Seconds West, along the easterly line of Parcel "B", a distance of 205.55 feet to a point; THENCE North 50 Degrees, 34 Minutes, 41 Seconds East, along the southerly line of said Parcel "B", a distance of 72.62 feet to a concrete monument and the place of beginning. Containing 17.915 acres of land therein, net measure, and being the same parcel as Parcel "D", as shown on a plan entitled "Final Subdivision Plan Bard Townhouses" as prepared by David James Laird Associates, dated September 12, 2002 and recorded October 9, 2002 in Cumberland County Plan Book 86, page 13. ALSO DESCRIBED AS FOLLOWS as set forth in that ALTA/ACSM Land Title Survey prepared by Eric L. Diffenbaugh, Professional Land Surveyor, Newville, PA dated 5/21/2008, last revised 8/18/2008: PAGE A-4 EXHIBIT A [DESCRIPTION OF THE LAND] continued BEGINNING at an existing concrete monument located at the corner of lands now or formerly of Deborah A. Gross and lands now or formerly of Christine M. Dick, said monument being the point of beginning, thence along lands now or formerly of Jeffrey L. Gruver, South 17 degrees 12 minutes 28 seconds West, 173.72 feet to an iron pin, thence along lands now or formerly of Joyce E. Wyrick, South 16 degrees 00 minutes 18 seconds East, 119.24 feet to a point, thence continuing along lands now or formerly of Joyce E. Wyrick, North-75 degrees 25 minutes 42 seconds East, 212.21 feet to a point on the western right-of-wayline of SR 696, known as Nohs 37 minutes 45 seconds West, rt Earl Street, thence along said right-of-way line, South 00 degree 150.37 feet to a point, thence along lands now or formerly of James A. Pittman, South 83 degrees 46 minutes 36 seconds West, 170.89 feet to an iron pin, thence continuing along lands of Pittman, South 70 degrees 50 minutes 45 seconds West, 220.01 feet to an iron pin, thence continuing along lands of Pittman, and two parcels of land owned now or formerly by John T. Gruver, South 17 degrees 02 minutes 25 seconds East, 341.46 feet to a point, thence along lands now or formerly of Paul V. Adams, South 41 degrees 05 minutes 21 seconds East, 62.45 feet to a point, thence along lands now or formerly of Carol A. Veschi and lands now or formerly of Gerald L. Underkoffler, South 00 degrees 24 minutes 41 seconds East, 84.65 feet to a fence post, thence by lands now or formerly of Shippensburg University Foundation, North 86 degrees 08 minutes 27 seconds West, 448.91 feet to an iron pin, thence continuing along lands now or formerly of Shippensburg University Foundation, South 08 degrees 53 minutes 33 seconds East, 94.15 feet to a point, thence continuing along lands now or formerly of Shippensburg University Foundation, South 00 degrees 08 minutes 01 second West, 164.36 feet to a point on the northern right-of-way line of Township Route 303, known as Hotpoint Avenue, thence along said right- of-way line, North 78 degrees 27 minutes 49 seconds West, 57.65 feet to a point, thence continuing along lands now or formerly of Shippensburg Borough Authority, North 07 degrees 08 minutes 15 seconds West, 151.55 feet to a point, thence continuing along lands of Shippensburg Borough Authority, North 52 degrees 52 minutes 50 seconds West, 146.50 feet to a point, thence continuing along lands now or formerly of Shippensburg Borough Authority, North 33 degrees 58 minutes 25 seconds West, 304.96 feet to a point, thence continuing along lands now or formerly of Shippensburg Borough Authority as well as a second parcel owned by Shippensburg Borough Authority, North 07 degrees 06 minutes 13 seconds East, 101.00 feet to a point, thence continuing along the same the following four courses and distances: (1) North 62 degrees 33 minutes 47 seconds West, 45.00 feet to a point, (2) North 24 degrees 48 minutes 47 seconds West, 90.00 feet to a point, (3) North 10 degrees 53 minutes 47 seconds West, 114.00 feet to a point, and (4) North 47 degrees 18 minutes 47 seconds West, 84.75 feet to a point, thence along lands now or formerly of Mary W. Fogelsanger, North 35 degrees 22 minutes, 13 seconds East, 200.00 feet to a point, thence along lands of Fogelsanger, North 27 degrees 51 minutes 20 seconds West, 859.08 feet to a point, thence continuing along lands of Fogelsanger, North 71 degrees 45 minutes 58 seconds West, 61 .78 feet to a point on the southern right-of-way line of Township Route 306, known as Bard Road, thence along said right-of-way line along an arc to the right, said arc having a chord bearing of South 82 degrees 22 minutes 38 seconds East, a chord length of 68.55 feet, a radius of 366.75 feet, an arc length of 68.65 feet, a tangent length PAGE A-5 EXHIBIT A [DESCRIPTION OF THE LAND) continued of 34.43 feet and a delta angle of 10 degrees 43 minutes 28 seconds to a point on said right-of- way line, thence continuing along said right-of-way line, South 77 degrees 00• minutes 54 seconds East, 181.14 feet to a point, thence along lands now or formerly of Shippensburg Townhouses, LLC, South 27 degrees 51 minutes 20 seconds East, 573.24 feet to a point, thence continuing along the same the following eight courses and distances: (1) North 77 degrees 22 minutes 44 seconds East, 111.26 feet to a point, (2) South 12 degrees 37 minutes 16 seconds East, 444.43 feet to a point, (3) North 70 degrees 55 minutes 09 seconds East, 260.39 feet to a point, (4) South 19 degrees 52 minutes 54 seconds East, 103.09 feet to a point, (5) North 63 degrees 00 minutes 54 seconds East, 191.85 feet to a point, (6) North 01 degree 02 minutes 05 seconds West, 154.57 feet to a point, (7) North 28 degrees 09 minutes 12 seconds West, 205.55 feet to a point, and (8)North 50 degrees 34 minutes 41 seconds East, 72.62 feet to a point, thence continuing along lands now or formerly of Charles R. Rae, South 55 degrees 26 minutes 52 seconds East, 56.17 feet to a point, thence along lands now or formerly of Deborah A. Gross, South 53 degrees 46 minutes 23 seconds East, 207.96 feet to a concrete monument, said concrete monument being the POINT OF BEGINNING. BEING Tax Parcel No. 36-32-2269-029, PREMISES B ALL THAT CERTAIN PIECE OR PARCEL OF LAND situated in the Township of Shippensburg, County of Cumberland, State of Pennsylvania, and being more particularly bounded and described as follows, to-wit: BEGINNING at the northeasterly corner of the piece at a point, said point being located on the westerly right-of-way line of North Earl Street - S. R. 0696 (Variable Width Right-Of-Way), with its intersection with the southerly line of Bard Road (Variable Width Right-of-Way); THENCE in a southeasterly direction along the westerly line of said North Earl Street, along a curve to the left having a radius of 1959.86 feet, an arc distance of 89.26 feet, and chord bearing of South 21 Degrees, 36 Minutes, 44 Seconds East, and a chord distance of 89.26 feet, to a point oftangency; THENCE South 22 Degrees, 55 Minutes, 02 Seconds East, continuing along the westerly line of said North Earl Street, a distance of 280.92 feet to a point of curvature; THENCE continuing along the westerly line of said North Earl Street, along a curve to the right having a radius of 2814.79 feet an arc distance of 30.11 .feet, and a chord bearing of South 22 Degrees, 36 Minutes, 38 Seconds East, and a distance of 30.11 feet, to an iron pin, said pin being the northeasterly corner of lands now or formerly of Harold D. Miller; PAGE A-6 ' f EXHIBIT A [DESCRIPTION OF THE LAND] continued THENCE South 50 Degrees, 34 Minutes, 41 Seconds West, along the northerly line of lands of said Miller, a distance of 196.33 feet to an iron pin; THENCE South 23 Degrees, 14 Minutes, 47 Seconds East, along the westerly line of lands of said Miller, a distance of 90.00 feet to an iron pipe on the northerly line of lands now or formerly of Charles Ramsay Ray; THENCE South 50 Degrees, 34 minutes, 41 Seconds West along the northerly line of lands of said Ray, a distance of 181.09 feet to a concrete monument; THENCE South 50 degrees, 34 Minutes, 41 Seconds West, a distance of 72.62 feet to a point; THENCE South 28 Degrees, 09 Minutes, 12 Seconds Bast, a distance of 205.55 feet to a point; THENCE South 01 Degrees, 02 Minutes, 05 Seconds East, a distance of 154.57 feet to a point; THENCE South 63 Degrees, 00 Minutes, 54 Seconds West, a distance of 191.85 feet to a point; THENCE North 19 Degrees, 52 Minutes, 54 Seconds West, a distance of 103.09 feet to a point; THENCE South 70 Degrees, 55 Minutes, 09 Seconds West a distance of 260.39 feet to a point; THENCE North 12 Degrees, 37 Minutes, 16 Seconds West, a distance of 444.43 feet to a point; THENCE South 77 Degrees, 22 Minutes, 44 Seconds West, a distance of 111.26 feet to a point; THENCE North 27 Degrees, 51 Minutes, 20 Seconds West, a distance of 573.24 feet to a point said point being located on the southerly line of said Bard Road; THENCE South 77 Degrees, 00 Minutes, 54 Seconds East, along the southerly line of said Bard Road, a distance of 381.24 feet to a point of curvature; THENCE in a easterly direction and along the southerly line of said Bard Road, along a curve to the left having a radius of 285.09 feet, an arc distance of 107.98 feet, and a chord bearing of South 87 Degrees, 51 Minutes, 55 Seconds East, and a distance of 107.33 feet, to a point, said point being the northwesterly corner of lands now or formerly of Thomas E. Bard; THENCE South 33 Degrees, 33 Minutes, 52 seconds East, along the westerly line of lands of said Bard, a distance of 144.07 feet to an iron pin; PAGE A-7 EXHIBIT A [DESCRIPTION OF THE LAND] continued THENCE North 56 Degrees, 30 Minutes, 38 Seconds East, along the southerly line of lands of said Bard, a distance of 250.00 feet to an iron pin; THENCE North 33 Degrees, 32 Minutes, 35 Seconds West, along the easterly line of lands of said Bard, a distance of 124.99 feet to a point, said point being located on the southerly line of said Bard Road; THENCE north 56 Degrees, 30 Minutes, 24 Seconds East, along the southerly line of said Bard Road, a distance of 58.07 feet to a point; THENCE North 54 Degrees, 16 Minutes, 46 Seconds East; continuing along the southerly line of said Bard Road, a distance of 217.74 feet to a point; THENCE South 37 Degrees, 54 Minutes, 17 Seconds East, along the southerly line of said Bard Road, a distance of 5.00 feet to a point; THENCE North 52 Degrees, 06 Minutes, 43 Seconds East, along the southerly line of said Bard Road, a distance of 73.53 feet to a point and the place of beginning. Containing 13.970 acres of land, therein, net measure, and being the same parcel as shown on a map entitled "ALTA/ACSM Land Title Survey Bard Townhouses", prepared by David James Laird Associates, dated December 16, 2002. Together with an access easement for ingress and egress, following the existing drive to units #67 through #78 and being the same easement as shown on a plan entitled "Final Subdivision plan - Bard Townhouses" as prepared by David Laird Associates, dated September 12, 2002 and recorded October 9, 2002 in Cumberland County Plan Book 86, Page 13. ALSO DESCRIBED AS FOLLOWS as set forth in that ALTA/ACSM Land Title Survey prepared by Eric L. Diffenbaugh, Professional Land Surveyor, Newville, PA dated May 21, 2008, last revised 8/18/2008: ALL THAT CERTAIN PIECE OR PARCEL OF LAND situated in the Township of Shippensburg, County of Cumberland, Commonwealth of Pennsylvania, and being more particularly bounded and described as follows, to wit: BEGINNING at the northerly corner of the piece at a point, said point being located on the westerly right-of-way line of North Earl Street (SR 0696, variable width Right-of-way) at it's intersection with the southerly right-of-way line of Bard Road (T-306, variable width Right-of- way); THENCE in southeasterly direction along the westerly right-of-way of North Earl street by a curve to the left, said curve having a delta angle of 02 degrees, 36 minutes, 35 seconds, a tangent PAGE A-8 EXHIBIT A [DESCR.IPTION OF THE LAND] continued of 44.64 feet, a radius of 1959.86 feet, an are length of 89.26 feet, a chord bearing of South 21 degrees, 36 minutes, 44 seconds East and a chord distance of 89.26 feet to a point of tangency; THENCE continuing along the westerly right-of-way of North Earl street South 22 degrees, 55 minutes, 02 seconds East 280.92 feet to a point of curvature; THENCE continuing along the westerly right-of-way of North Earl street by a curve to the right, said curve having a delta angle of 00 degrees, 36 minutes, 47 seconds, a tangent of 15.06 feet, a radius of 2814.79 feet, an arc length of 30.11 feet, a chord bearing of South 22 degrees, 36 minutes, 38 seconds East and a chord distance of 30.11 feet to a point; THENCE along the northerly property line of lands now or formerly of Nina L. Miller South 50 degrees, 34 minutes 41 seconds West 196.33 feet to a point; THENCE along the Westerly property line of lands now or formerly of Nina L. Miller South 23 degrees, 14 minutes 47 seconds East 90.00 feet to a point; THENCE along the northerly property line of lands now or formerly of Charles R. Rae and lands now or formerly of Shippensburg Townhouses II, LLC South 50 degrees, 34 minutes 41 seconds West 253.71 feet to a point; THENCE along the westerly property line of lands now or formerly of Shippensburg Townhouses 11, LLC South 28 degrees, 09 minutes 12 seconds East 205.55 feet to a point; THENCE continuing along the westerly property line of lands now or formerly of Shippensburg Townhouses 11, LLC South 01 degrees, 02 minutes 05 seconds East 154.57 feet to a point; THENCE along the northerly property line of lands now or formerly of Shippensburg Townhouses Il, LLC South 63 degrees, 00 minutes 54 seconds West 191.85 feet to a point; THENCE along the easterly property line of lands now or formerly of Shippensburg Townhouses 11, LLC North 19 degrees, 52 minutes 54 seconds West 103.09 feet to a point; THENCE along the northerly property line of lands now or formerly of Shippensburg Townhouses 11, LLC South 70 degrees, 55 minutes 09 seconds West 260.39 feet to a point; THENCE along the easterly property line of lands now or formerly of Shippensburg Townhouses 11, LLC North 12 degrees, 37 minutes 16 seconds West 444.43 feet to a point; THENCE along the northerly property line of lands now or formerly of Shippensburg Townhouses 11, LLC South 77 degrees, 22 minutes 44 seconds West 111.26 feet to a point; THENCE along the easterly property line of lands now or formerly of Shippensburg Townhouses II, LLC North 27 degrees, 51 minutes 20 seconds West 573.24 feet to a point on the southerly right-of-way line of Bard Road; THENCE in an easterly direction along the southerly right-of-way line of Bard Road South 77 degrees,00 minutes, 54 seconds East 381.24 feet to a point of curvature; THENCE continuing along the southerly right-of-way line of Bard Road by a curve to the left, said curve having a delta angle of 21 degrees, 42 minutes, 02 seconds, a tangent of 54.64 feet, a radius of 285.09 feet, an arc length of 107.98 feet, a chord bearing of South 87 degrees, 51 minutes, 54 seconds East and a chord distance of 107.33 feet to a point; THENCE along the westerly property line of lands now or formerly of Thomas E. Bard South 33 degrees, 34 minutes 00 seconds East 144.07 feet to a point; PAGE A-9 EXHIBIT A [DESCRIPTION OF THE LAND] continued THENCE along the southerly property line of lands now or formerly of Thomas E. Bard North 56 degrees, 30 minutes 38 seconds East 250.00 feet to a point; THENCE along the easterly property line of lands now or formerly of Thomas E. Bard North 33 degrees, 32 minutes 35 seconds West 124.98 feet to a point on the southerly right-of-way line of Bard Road; THENCE in an easterly direction along the southerly right-of-way line of Bard Road North 56 degrees, 30 minutes, 24 seconds East 58.07 feet to a point; THENCE continuing along the southerly right-of-way line of Bard Road North 54 degrees, 16 minutes, 46 seconds East 217.74 feet to a point; THENCE continuing along the southerly right-of-way line of Bard Road South 37 degrees, 54 minutes, 17 seconds East 5.00 feet to a point; THENCE continuing along the southerly right-of-way line of Bard Road North 52 degrees, 05 minutes, 43 seconds East 73.53 feet to a point, said point being the place of beginning; Containing 13.9697 acres of land. BEING Tax Parcel No. 32-2269-023A-36. PAGE A-10 EXHIBIT B MODIFICATIONS TO INSTRUMENT The following modifications are made to the text of the Instrument that precedes this Exhibit: 1. Section 3(c) of this Security Instrument is hereby modified by changing the period at the end to a comma and adding the following: "except as permitted in Section 4(g)." 2. Section 4(g) of this Security Instrument is hereby deleted in its entirety and replaced with the following: (g) Borrower shall not receive or accept Rent under any Lease (whether residential or non-residential) for more than two months in advance, except that Borrower may receive and accept Rent for more than two months in advance for residential units rented to college students if Borrower gives Lender prompt notice of each lease as to which Borrower is accepting Rent for more than two months in advance. However that in no event shall Borrower receive or collect Rent for more than one year in advance at once. 3. Section 7(a) of this Security Instrument is hereby deleted in its entirety and replaced with the following: (a) Unless this requirement is waived in writing by Lender, which waiver may be contained in this Section 7(a), Borrower shall deposit with Lender on the date hereof, and in succeeding six months intervals commencing on February 1 and September 1, respectively, of each year during the term of the Loan, until the Indebtedness is paid in full, an additional amount sufficient to accumulate with Lender an amount equal one-half (1/2) of the entire sum required to pay, when due, the items marked "Collect" below. Lender will not require the Borrower to make Imposition Deposits with respect to the items marked "Deferred" below. [Collect] Hazard Insurance premiums or other insurance premiums required by Lender under Section 19, [Collect]. Taxes, [Deferred] water and sewer charges (that could become a lien on the Mortgaged Property), [N/A] ground rents, [Deferred] assessments or other charges (that could become a lien on the Mortgaged Property) PACE B-1 The amounts deposited under the preceding sentence are collectively referred to in this Instrument as the "Imposition Deposits." The obligations of Borrower for which the Imposition Deposits are required are collectively referred to in this Instrument as "Impositions." The amount of the Imposition Deposits shall be sufficient to enable Lender to pay each Imposition before the last date upon which such payment may be made without any penalty or interest charge being added. Lender shall maintain records indicating how much of the monthly Imposition Deposits and how,much of the aggregate Imposition Deposits held by Lender are held for the purpose of paying Taxes, insurance premiums and each other Imposition. 4. Section 18(e)(ii) of this Security Instrument is hereby deleted in its entirety and replaced with the following: (ii) to the best of Borrower's knowledge after reasonable and diligent inquiry, and except as disclosed in that certain Environmental Assessment Report, dated July 29, 2008 prepared by EMG in connection with the Loan (the Environmental Report"), no Prohibited Activities or Conditions exist or have existed on the Mortgaged Property; 5. Section 18(e)(iii) of this Security Instrument is hereby deleted in its entirety and replaced with the following: (iii) Except as disclosed in the Environmental Report, the Mortgaged Property does not now contain any underground storage tanks, and, to the best of Borrower's knowledge after reasonable and diligent inquiry, the Mortgaged Property has not contained any underground storage tanks in the past. If there is an underground storage tank located on the Mortgaged Property that has been previously disclosed by Borrower to Lender in writing, that tank complies with all requirements of Hazardous Materials Laws; 6. Section 18(e)(iv) of this Security Instrument is hereby deleted in its entirety and replaced with the following: (iv) Except as disclosed in the Environmental Report, to the best of Borrower's knowledge after reasonable and diligent inquiry, Borrower has complied with all Hazardous Materials Laws, including all requirements for notification regarding releases of Hazardous Materials. Without limiting the generality of the foregoing, Borrower has obtained all Environmental Permits required for the operation of the Mortgaged Property in accordance with Hazardous Materials Laws now in effect and all such Environmental Permits are in full force and effect; 7. Section 18(e)(vii) of this Security Instrument is hereby deleted in its entirety and replaced with the following: PAGE B-2 (vii) Except as disclosed in the Environmental Report, Borrower has not received any written complaint, order, notice of violation or other communication from any Governmental Authority with regard to air emissions, water discharges, noise emissions or Hazardous Materials, or any other environmental, health or safety matters affecting the Mortgaged Property or any other property of Borrower that is adjacent to the Mortgaged Property. PAGE B-3 EXHIBIT C Modifications to Replacement Reserve Agreement The following modifications are made to the text of the Agreement that precedes this Exhibit: I. The definition of"Monthly Deposit" in Section 1(i) of this Agreement is hereby deleted in its entirety and replaced with the following: (i) "Monthly Deposit" means the amount of the Initial Deposit payable in intervals of six (6) months on September 1 and February 1 of each year during the term of the Loan and to be deposited into the Replacement Reserve Fund in accordance with this Agreement. 2. Section 2(a)(ii) is hereby deleted in its entirety and replaced with the following: Commencing with the installment of principal and/or interest that is due under the Note on February 1, 2009 and on September 1, 2009 and continuing ori each six (6) month interval until the Loan is paid in full, Borrower shall pay the Monthly Deposit to Lender for deposit into the Replacement Reserve Fund, together with its regular monthly payments of principal and interest as required by the Note and Security.Instrument. PAGE C-1 Bard Townhouses, 100 Bard Road,Shippensburg,Pennsylvania 17257 As of August 21, 2008 The Assignment of Multifamily Mortgage, Assignment of Rents and Security Agreement from Deutsche Bank Berkshire Mortgage, Inc. d/b/a DB Berkshire Mortgage, Inc. to Federal Home Loan Mortgage Corporation annexed hereto is a true and correct copy of the instrument delivered to First American Title Insurance Company for recordation in Cumberland County, Commonwealth of Pennsylvania. CASSIN & CASSIN LLP Michael R. Herman, Esq. (00542072;1) FHLMC# 504131311 RECORD AND RETURN TO: Cassin& Cassin LLP 711 Third Avenue,20`x'Floor New York,New York 10017 Attn: Recording Department County: Cumberland ASSIGNMENT OF SECURITY INSTRUMENT (Revision Date 11-01-2000) FOR VALUABLE CONSIDERATION, DEUTSCHE BANK BERKSHIRE MORTGAGE, INC., a corporation, organized and existing under the laws of Delaware (the "Assignor"), having its principal office at One Beacon Street, 14`h Floor, Boston, Massachusetts 02108, hereby assigns, grants, sells and transfers to the FEDERAL HOME LOAN MORTGAGE CORPORATION, a corporation organized and existing under the laws of the United States (the "Assignee"), having its principal place of business at 8200 Jones Branch Drive, McLean, Virginia 22102, and the Assignee's successors, transferees and assigns forever, all of the right, title and interest of the Assignor in and to the Multifamily Mortgage, Assignment of Rents and Security Agreement dated effective as of August 21, 2008, entered into by CORRIDOR SHIPPENSBURG I, L.P., a Delaware limited partnership (the "Borrower") for the benefit of the Assignor, securing an indebtedness of the Borrower to the Assignor in the principal amount of$15,986,000.00, and recorded in the office of the County Clerk, Cumberland County, Commonwealth of Pennsylvania (the "Instrument"), which indebtedness is secured by the.property described in Exhibit A, attached to this Assignment and incorporated into it by this reference. Together with the note or other obligation described in the Instrument and all obligations secured by the Instrument now or in the future. [THE REMAINDER OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK] {00538539;1} PAGE 1 'r y IN WITNESS WHEREOF, the Assignor has executed this Assignment as of the 0b� day of August, 2008. ASSIGNOR: DEUTSCHE BANK BERKSHIRE MORTGAGE, INC., a Delaware corporation By: Name: 1bAda a Title: V I� �'�s; By: N e: ,LAMES M. HOOPEH Tit e: AUTHOR{ZED SIGNATOR [ACKNOWLEDGEMENT TO FOLLOW ON NEXT PAGE] {00538539;1} PAGE 2 COMMONWEALTH OF MASSACHUSETTS } :ss: COUNTY OF SUFFOLK ) IV On this day of August, 2008, before me, a Notary Public the undersigned officer, personaly appeared - m � ►an who acknowledged himself/herself to be the a�ii e- 6 of DEUTSCHE BANK BERKSHIRE MORTGAGE, INC., a Delaware corporation, being authorized to do so, executed the foregoing instrument for the purposes therein contained by signing the name of the corporation by himself/herself as OFC- 'cera- In Witness Whereof, I hereunto set my hand and official seal. (Seal) Notary Public G.Eugene Moore Notary Public Commonwealth of Massachusetts My Commission Expires March 22,2008 COMMONWEALTH OF MASSACHUSETTS } :ss: COUNTY OF SUFFOLK ) On this day of August, 2008, before me, a Notary Public the undersigned officer, personally appeared who acknowledged himself/herself to be the w t-` of"DEUTSCHE BANK BERKSHIRE MORTGAGE, INC., a Delaware co oration, b g authorized to do so, executed the foregoing instrument for the urposes therein contained by signing the name of the corporation by himself/herself as "�` In Witness Whereof, I hereunto set my hand and official seal. (Seal) Notary Public G.Eugene Moore Notary Public Commonwealth of Ma88aChuti� My Commission EWF@§ March 22,2008 (00538539;1) PAGE 3 EXHIBIT A Legal Description PREMISES A: ALL THAT CERTAIN PIECE OR PARCEL OF land situated in the Township of Shippensburg, County of Cumberland, State of Pennsylvania, being more particularly bounded and described as follows, to-wit: BEGINNING at the northeasterly corner of the piece at a point, said point being located the following courses and distances from the intersection of the southerly line of Bard Road with the westerly line of North Earl Street - S.R. 0696: In a southerly direction, along the westerly line of said North Earl Street, and along a curve to the left having a radius of 1959.86 feet, an arc distance of 89.26 feet to a point of tangency; South 22 Degrees, 55 Minutes, 02 Seconds East, continuing along the westerly line of said North Earl Street. a distance of 280.92 feet to a point of curvature; Continuing along the westerly line of said North Earl Street, along a curve to the left having a radius of 2814.79 feet, an arc distance of 30.11 feet to an iron pin in the northerly line of lands now or formerly of Harry D. Miller; South 50 Degrees, 34 Minutes, 41 Seconds West, along the northerly line of lands of said Miller, a distance of 196.33 feet to an iron pin at the northerly corner of lands of said Miller; South 23 Degrees, 14 Minutes, 47 Seconds East, along the westerly line of lands of said Miller, a distance of 90.00 feet to an iron pipe, said pipe being located on the northerly line of lands now or formerly of Charles Ramsy Ray; South 50 Degrees, 34 Minutes, 41 Seconds West, along the northerly line of lands of said Ray, and along the southerly line of Parcel "B" of the Bard Townhouses Final Subdivision Plan, a distance of 181.09 feet to a point; THENCE South 55 Degrees, 26 Minutes 52 Seconds East, along the westerly line of lands of said Ray, a distance of 56.17 feet to an iron pipe, said pipe being located at the northwesterly corner of lids now or formerly of Deborah A. Gross; THENCE South 53 Degrees, 37 Minutes, 47 Seconds East, along the westerly line of lands of said Gross, a distance of 208.09 feet to a concrete monument, said monument being located at the northwesterly comer of lands now or formerly of Jacquelyn Hoover; THENCE South 17 Degrees, 08 Minutes, 38 Seconds West, along the westerly line of lands now or formerly of Jeffrey L. Gruver, a distance of 173.81 Ret to an iron pin, said pin being located at the northwesterly corner of lands now or formerly of Robert P. Wyrick; (00538539;1} PAGE A-1 EXHIBIT A Legal Description (continued) THENCE South 16 Degrees, 06 Minutes, 18 Seconds East, along the westerly line of lands of said Wyrick, and along the westerly line of lands now or formerly of Wayne L. Wadel, Jr. & Ronald A. Wadel, a distance of 118.64 feet to an iron pin; THENCE North 75 Degrees, 25 Minutes, 42 Seconds East, along the southerly line of lands of said Wadel, a distance of 212.21 feet to an iron pin in the westerly line of said North Earl Street; THENCE South 00 Degrees, 37 minutes 45 Seconds West, along the westerly line of said Earl Street, a distance of 150.37 feet to a point, said point being the northeasterly corner of lands now or formerly of Donald E. Stine; THENCE South 83 Degrees, 35 Minutes, 02 Seconds West, along the northerly line of lands of said Stine, a distance of 171.28 feet to an iron pin; THENCE South 70 Degrees, 58 Minutes, 11 Seconds West, continuing along the northerly line of lands of said Stine, a distance of 219.50 feet to an iron pin; THENCE South 17 Degrees, 02 Minutes, 25 second East, along the westerly line of lands of said Stine and along the westerly line of lands now or formerly of John T. Gruver, a distance of 341.46 feet to a fence post, said post being located on the westerly line of lands now or formerly of Paul V. Adams; THENCE South 41 Degrees 05 Minutes, 21 Seconds East, along the westerly line of lands of said Adams, a distance of 62.45 feet to an iron pin, said pin being located at the northwesterly corner of lands now or formerly of Jay D. Koepf; THENCE South 00 Degrees, 24 Minutes, 41 Seconds East, along the westerly line of lands of said Koepf, and along the westerly line of lands now or formerly of Gerald L. Underkoffler, a distance of 84.65 feet to a fence post said post being the northeasterly corner of lands now or formerly of Gordon M. Bigler; THENCE North 86 Degrees, 08 Minutes, 07 Seconds West along the northerly line of lands of said Bigler, a distance of 449.00 feet to an iron pin; THENCE South 08 Degrees, 57 Minutes, 08 Seconds East, along the westerly line of lands of said Bigler, a distance of 94.20 feet to an iron pin; THENCE South 00 Degrees, 08 Minutes, 01 Spends West, continuing along the westerly line of lands of said Bigler, a distance of 164.36 feet to a point on the northerly line of Hot Point Avenue; THENCE North 78 Degrees, 27 Minutes, 49 Seconds West along the northerly line of said Hot Point Avenue, a distance of 57.65 feet to a point; (00538539;1) PAGE A-2 EXHIBIT A Legal Description (continued) THENCE North 07 Degrees, 08 Minutes, 15 Seconds West along the easterly line of lands now or formerly of Shippensburg Borough Authority, a distance of 151.55 feet to an iron pin; THENCE North 52 Degrees, 52 Minutes, 50 Seconds West, continuing along the lands of said Shippensburg Borough Authority, a distance of 146.50 feet to an iron pin; THENCE North 33 Degrees, 58 Minutes, 25 Seconds West, continuing along lands of said Shippensburg Borough Authority, a distance of 304.96 feet to an iron pin; THENCE North 07 Degrees, 06 Minutes, 13 Seconds East, continuing along the lands of said Shippensburg Borough authority, a distance of 101.00 feet to an iron pin; THENCE North 62 Degrees, 33 Minutes, 47 Seconds West, continuing along lands of said Shippensburg Borough Authority, a distance of 45.00 feet to an iron pin; THENCE North 24 Degrees, 48 Minutes, 47 Seconds West, continuing along the lands of said Shippensburg Borough Authority, a distance of 90.00 feet to an iron pin; THENCE North 10 Degrees, 53 Minutes, 47 Seconds West, continuing along the lands of said Shippensburg Borough Authorizes a distance of 114.00 feet to an iron pin; THENCE North 47 Degrees, 18 Minutes, 47 Seconds West, continuing along the lands of said Shippensburg Borough Authority, a distance of 84.75 feet to an iron pin, said pin being located in the southeasterly corner of lands now or formerly of Mary W. Fogelsanger; THENCE North 35 Degrees, 22 Minutes 13 Seconds East, along the easterly line of lands of said Fogelsanger, a distance of 200.00 feet to an iron pin; THENCE North 27 Degrees, 51 Minutes, 20 Seconds West, along the easterly line of lands of said Fogelsanger, a distance of 859.08 feet to an iron pin; THENCE North 71 Degrees, 45 Minutes, 58 Seconds West along the northerly line of lands of said Fogelsanger, a distance of 61.79 feet to an iron pin. said pin being located on the southerly line of said Bard Road; THENCE in an easterly direction, along a curve to the right having a radius of 366.75 feet, an arc distance of 68.65 feet to a point of tangency; THENCE South 77 Degrees, 00 Minutes. 54 Seconds East, along the southerly line of said Bard Road, a distance of 181.14 feet to a point, said point being the northwesterly corner of Parcel "B" of the Bard"townhouses Final Subdivision Plan; THENCE South 27 Degrees, 51 Minutes, 20 Seconds East, along the westerly line of said Parcel {00538539;0 PAGE A-3 EXHIBIT A Legal Description (continued) "B", a distance of 573.24 fed to a point; THENCE North 77 Degrees, 22 Minutes, 44 Seconds East, continuing along the southerly line of said Parcel "B" a distance of 111.26 feet to a point; THENCE South 12 Degrees, 37 Minutes, 16 Seconds East, continuing along the westerly line of said Parcel "B", a distance of 444.43 feet to a point; THENCE North 70 Degrees, 55 Minutes, 09 Seconds East, continuing along the southerly line of said Parcel "B", a distance of 260.39 feet to a point; THENCE South 19 Degrees, 52 Minutes, 54 Seconds East, continuing along the westerly line of said Parcel "B", a distance of 103.09 feet to a point; THENCE North 63 Degrees, 00 Minutes, 54 Seconds East continuing along the southerly line of said Parcel "B", a distance of 191.85 feet to a point; THENCE North 01 Degrees, 02 Minutes, 05 Second West, along the easterly line of said Parcel "B" a distance of 154.57 feet to a point; THENCE North 28 Degrees, 09 Minutes, 12 Seconds West, along the easterly line of Parcel "B", a distance of 205.55 feet to a point; THENCE North 50 Degrees, 34 Minutes, 41 Seconds East, along the southerly line of said Parcel "B", a distance of 72.62 feet to a concrete monument and the place of beginning. Containing 17.915 acres of land therein, net measure, and being the same parcel as Parcel "D", as shown on a plan entitled "Final Subdivision Plan Bard Townhouses as prepared by David James Laird Associates, dated September 12, 2002 and recorded October 9, 2002 in Cumberland County Plan Book 86, page 13. ALSO DESCRIBED AS FOLLOWS as set forth in that ALTA/ACSM Land Title Survey prepared by Eric L. Diffenbaugh, Professional Land Surveyor, Newville, PA dated 5/21/2008, last revised 8/18/2008: BEGINNING at an existing concrete monument located at the corner of lands now or formerly of Deborah A. Gross and lands now or formerly of Christine M. Dick, said monument being the point of beginning, thence along lands now or formerly of Jeffrey L. Gruver, South 17 degrees 12 minutes 28 seconds West, 173.72 feet to an iron pin, thence along lands now or formerly of Joyce E. Wyrick, South 16 degrees 00 minutes 18 seconds East, 119.24 feet to a point, thence continuing along lands now or formerly of Joyce E. Wyrick, North 75 degrees 25 minutes 42 seconds East, 212.21 feet to a point on the western right-of-way line of SR 696, known as North Earl Street, thence along said right-of-way line, South 00 degrees 37 minutes 45 seconds West, ;00538539:1} PAGE A-4 EXHIBIT A Legal Description (continued) 150.37 feet to a point, thence along lands now or formerly of James A. Pittman, South 83 degrees 46 minutes 36 seconds West, 170.89 feet to an iron pin, thence continuing along lands of Pittman, South 70 degrees 50 minutes 45 seconds West, 220.01 feet to an iron pin, thence continuing along lands of Pittman, and two parcels of land owned now or formerly by John T. Gruver, South 17 degrees 02 minutes 25 seconds East, 341.46 feet to a point, thence along lands now or formerly of Paul V. Adams, South 41 degrees 05 minutes 21 seconds East, 62.45 feet to a point, thence along lands now or formerly of Carol A. Veschi and lands now or formerly of Gerald L. Underkoffler, South 00 degrees 24 minutes 41 seconds East, 84.65 feet to a fence post, thence by lands now or formerly of Shippensburg University Foundation, North 86 degrees 08 minutes 27 seconds West, 448.91 feet to an iron pin, thence continuing along lands now or formerly of Shippensburg University Foundation, South 08 degrees 53 minutes 33 seconds East, 94.15 feet to a point, thence continuing along lands now or formerly of Shippensburg University Foundation, South 00 degrees 08 minutes 01 second West, 164.36 feet to a point on the northern right-of-way line of Township Route 303, known as Hotpoint Avenue, thence along said right- of-way line, North 78 degrees 27 minutes 49 seconds West, 57.65 feet to a point, thence continuing along lands now or formerly of Shippensburg Borough Authority, North 07 degrees 08 minutes 15 ,seconds West, 151.55 feet to a point, thence continuing along lands of Shippensburg Borough Authority, North 52 degrees 52 minutes 50 seconds West, 146.50 feet to a point, thence continuing along lands now or formerly of Shippensburg Borough Authority, North 33 degrees 58 minutes 25 seconds West, 304.96 feet to a point, thence continuing along lands now or formerly of Shippensburg Borough Authority as well as a second parcel owned by Shippensburg Borough Authority, North 07 degrees 06 minutes 13 seconds East, 101.00 feet to a point, thence continuing along the same the following four courses and distances: (1) North 62 degrees 33 minutes 47 seconds West, 45.00 feet to a point, (2) North 24 degrees 48 minutes 47 seconds West, 90.00 feet to a point, (3) North 10 degrees 53 minutes 47 seconds West, 114.00 feet to a point, and (4) North 47 degrees 18 minutes 47 seconds West, 84.75 feet to a point, thence along lands now or formerly of Mary W. Fogelsanger, North 35 degrees 22 minutes, 13 seconds East, 200.00 feet to a point, thence along lands of Fogelsanger, North 27 degrees 51 minutes 20 seconds West, 859.08 feet to a point, thence continuing along lands of Fogelsanger, North 71 degrees 45 minutes 58 seconds West, 61.78 feet to a point on the southern right-of-way line of Township Route 306, known as Bard Road, thence along said right-of-way line along an arc to the right, said arc having a chord bearing of South 82 degrees 22 minutes 38 seconds East, a chord length of 68.55 feet, a radius of 366.75 feet, an arc length of 68.65 feet, a tangent length of 34.43 feet and a delta angle of 10 degrees 43 minutes 28 seconds to a point on said right-of- way ight-ofway line, thence continuing along said right-of-way line, South 77 degrees 00 minutes 54 seconds East, 181.14 feet to a point, thence along lands now or formerly of Shippensburg Townhouses, LLC, South 27 degrees 51 minutes 20 seconds East, 573.24 feet to a point, thence continuing along the same the following eight courses and distances: (1) North 77 degrees 22 minutes 44 seconds East, 111.26 feet to a point, (2) South 12 degrees 37 minutes 16 seconds East, 444.43 feet to a point, (3) North 70 degrees 55 minutes 09 seconds East, 260.39 feet to a point, (4) South 19 degrees 52 minutes 54 seconds East, 103.09 feet to a point, (5) North 63 degrees 00 minutes 54 seconds East, 191.85 feet to a point, (6) North 01 degree 02 minutes 05 seconds West, 154.57 feet to a point, (7) North 28 degrees 09 minutes 12 seconds West, 205.55 {00538539] PAGE A-5 EXHIBIT A Legal Description (continued) feet to a point, and (8)North 50 degrees 34 minutes 41 seconds East, 72.62 feet to a point, thence continuing along lands now or formerly of Charles R. Rae, South 55 degrees 26 minutes 52 seconds East, 56.17 feet to a point, thence along lands now or formerly of Deborah A. Gross, South 53 degrees 46 minutes 23 seconds East, 207.96 feet to a concrete monument, said concrete monument being the POINT OF BEGINNING. BEING Tax Parcel No. 36-32-2269-029. PREMISES B ALL THAT CERTAIN PIECE OR PARCEL OF LAND situated in the Township of Shippensburg, County of Cumberland, State of Pennsylvania, and being more particularly bounded and described as follows, to-wit: BEGINNING at the northeasterly corner of the piece at a point, said point being located on the westerly right-of-way line of North Earl Street - S. R. 0696 (Variable Width Right-Of-Way), with its .intersection with the southerly line of Bard Road (Variable Width Right-of-Way); THENCE in a southeasterly direction along the westerly line of said North Earl Street, along a curve to the left having a radius of 1959.86 feet, an arc distance of 89.26 feet, and chord bearing of South 21 Degrees, 36 Minutes, 44 Seconds East, and a chord distance of 89.26 feet, to a point of tangency; THENCE South 22 Degrees, 55 Minutes, 02 Seconds East, continuing along the westerly line of said North Earl Street, a distance of 280.92 feet to a point of curvature; THENCE continuing along the westerly line of said'North Earl Street, along a curve to the right having a radius of 2814.79 feet an are distance of 30.11 feet, and a chord bearing of South 22 Degrees, 36 Minutes, 38 Seconds East, and a distance of 30.11 feet, to an iron pin, said pin being the northeasterly corner of lands now or formerly of Harold D. Miller; THENCE South 50 Degrees, 34 Minutes, 41 Seconds West, along the northerly line of lands of said Miller, a distance of 196.33 feet to an iron pin; THENCE South 23 Degrees, 14 Minutes, 47 Seconds East, along the westerly line of lands of said Miller, a distance of 90.00 feet to an iron pipe on the northerly line of lands now or formerly of Charles Ramsay Ray; THENCE South 50 Degrees, 34 minutes, 41 Seconds West along the northerly line of lands of said Ray, a distance of 181.09 feet to a concrete monument; THENCE South 50 degrees, 34 Minutes, 41 Seconds West, a distance of 72.62 feet to a point; {00538539;1} PAGE A-6 EXHIBIT A Legal Description (continued) THENCE South 28 Degrees, 09 Minutes, 12 Seconds Bast, a distance of 205.55 feet to a point; THENCE South 01 Degrees, 02 Minutes, 05 Seconds East, a distance of 154.57 feet to a point; THENCE South 63 Degrees, 00 Minutes, 54 Seconds West, a distance of 191.85 feet to a point; THENCE North 19 Degrees, 52 Minutes, 54 Seconds West, a distance of 103.09 feet to a point; THENCE South 70 Degrees, 55 Minutes, 09 Seconds West a distance of 260.39 feet to a point; THENCE North 12 Degrees, 37 Minutes, 16 Seconds West, a distance of 444.43 feet to a point; THENCE South 77 Degrees, 22 Minutes, 44 Seconds West, a distance of 111.26 feet to a point; THENCE North 27 Degrees, 51 Minutes, 20 Seconds West, a distance of 573.24 feet to a point said point being located on the southerly line of said Bard Road; THENCE South 77 Degrees, 00 Minutes, 54 Seconds East, along the southerly line of said Bard Road, a distance of 381.24 feet to a point of curvature; THENCE in a easterly direction and along the southerly line of said Bard Road, along a curve to the left having a radius of 285.09 feet, an arc distance of 107.98 feet, and a chord bearing of South 87 Degrees, 51 Minutes, 55 Seconds East, and a distance of 107.33 feet, to a point, said point being the northwesterly corner of lands now or formerly of Thomas E. Bard; THENCE South 33 Degrees, 33 Minutes, 52 seconds East, along the westerly line of lands of said Bard,a distance of 144.07 feet to an iron pin; THENCE North 56 Degrees, 30 Minutes, 38 Seconds East, along the southerly line of lands of said Bard, a distance of 250.00 feet to an iron pin; THENCE North 33 Degrees, 32 Minutes, 35 Seconds West, along the easterly line of lands of said Bard, a distance of 124.99 feet to a point, said point being located on the southerly line of said Bard Road; THENCE north 56 Degrees, 30 Minutes, 24 Seconds East, along the southerly line of said Bard Road, a distance of 58.07 feet to a point; THENCE North 54 Degrees, 16 Minutes,46 Seconds East; continuing along the southerly line of said Bard Road, a distance of 217.74 feet to a point; THENCE South 37 Degrees, 54 Minutes, 17 Seconds East, along the southerly line of said Bard Road, a distance of 5.00 feet to a point; (00533539;1} PAGE A-7 EXHIBIT A Legal Description (continued) THENCE North 52 Degrees, 06 Minutes, 43 Seconds East, along the southerly line of said Bard Road, a distance of 73.53 feet to a point and the place of beginning. Containing 13.970 acres of land, therein, net measure, and being the same parcel as shown on a map entitled "ALTA/ACSM Land Title Survey Bard Townhouses", prepared by David James Laird Associates, dated December 16, 2002. Together with an access easement for ingress and egress, following the existing drive to units #67 through #78 and being the same easement as shown on a plan entitled "Final Subdivision plan - Bard Townhouses" as prepared by David Laird Associates, dated September 12, 2002 and recorded October 9, 2002 in Cumberland County Plan Book 86, Page 13. ALSO DESCRIBED AS FOLLOWS as set forth in that ALTA/ACSM Land Title Survey prepared by Eric L. Diffenbaugh, Professional Land Surveyor, Newville, PA dated May 21, 2008, last revised 8/18/2008: ALL THAT CERTAIN PIECE OR PARCEL OF LAND situated in the Township of Shippensburg, County of Cumberland, Commonwealth of Pennsylvania, and being more particularly bounded and described as follows, to wit: BEGINNING at the northerly corner of the piece at a point, said point being located on the westerly right-of-way line of North Earl Street (SR 0696, variable width Right-of-way) at it's intersection with the southerly right-of-way line of Bard Road (T-306, variable width Right-of- way); THENCE in southeasterly direction along the westerly right-of-way of North Earl street by a curve to the left, said curve having a delta angle of 02 degrees, 36 minutes, 35 seconds, a tangent of 44.64 feet, a radius of 1959.86 feet, an arc length of 89.26 feet, a chord bearing of South 21 degrees, 36 minutes, 44 seconds East and a chord distance of 89.26 feet to a point of tangency; THENCE continuing along the westerly right-of-way of North Earl street South 22 degrees, 55 minutes, 02 seconds East 280.92 feet to a point of curvature; THENCE continuing along the westerly right-of-way of North Earl street by a curve to the right, said curve having a delta angle of 00 degrees, 36 minutes, 47 seconds, a tangent of 15.06 feet, a radius of 2814.79 feet, an arc length of 30.11 feet, a chord bearing of South 22 degrees, 36 minutes, 38 seconds East and a chord distance of 30.11 feet to a point; THENCE along the northerly property line of lands now or formerly of Nina L. Miller South 50 degrees, 34 minutes 41 seconds West 196.33 feet to a point; THENCE along the Westerly property line of lands now or formerly of Nina L. Miller South 23 degrees, 14 minutes 47 seconds East 90.00 feet to a point; THENCE along the northerly property line of lands now or formerly of Charles R. Rae and lands now or formerly of Shippensburg Townhouses II, LLC South 50 degrees, 34 minutes 41 seconds West 253.71 feet to a point; THENCE along the westerly property line of lands now or formerly of Shippensburg Townhouses 11, LLC South 28 degrees, 09 minutes 12 seconds East 205.55 feet to a point; {00538539;1} PAGE A-8 EXHIBIT A Legal Description (continued) THENCE continuing along the westerly property line of lands now or formerly of Shippensburg Townhouses II, LLC South 01 degrees, 02 minutes 05 seconds East 154.57 feet to a point; THENCE along the northerly property line of lands now or formerly of Shippensburg Townhouses II, LLC South 63 degrees, 00 minutes 54 seconds West 191:85 feet to a point; THENCE along the easterly property line of lands now or formerly of Shippensburg Townhouses II, LLC North 19 degrees, 52 minutes 54 seconds West 103.09 feet to a point; THENCE along the northerly property line of lands now or formerly of Shippensburg Townhouses II, LLC South 70 degrees, 55 minutes 09 seconds West 260.39 feet to a point; THENCE along the easterly property line of lands now or formerly of Shippensburg Townhouses II, LLC North 12 degrees, 37 minutes 16 seconds West 444.43 feet to a point; THENCE along the northerly property line of lands now or formerly of Shippensburg Townhouses ll, LLC South 77 degrees, 22 minutes 44 seconds West 111.26 feet to a point; THENCE along the easterly property line of lands now or formerly of Shippensburg Townhouses Il, LLC North 27 degrees, 51 minutes 20 seconds West 573.24 feet to a point on the southerly right-of-way line of Bard Road; THENCE in an easterly direction along the southerly right-of-way line of Bard Road South 77 degrees, 00 minutes, 54 seconds East 381.24 feet to a point of curvature; THENCE continuing along the southerly right-of-way line of Bard Road by a curve to the left, said curve having a delta angle of 21 degrees, 42 minutes, 02 seconds, a tangent of 54.64 feet, a radius of 285.09 feet, an arc length of 107.98 feet, a chord bearing of South 87 degrees, 51 minutes, 54 seconds East and a chord distance of 107.33 feet to a point; THENCE along the westerly property line of lands now or formerly of Thomas E. Bard South 33 degrees, 34 minutes 00 seconds East 144.07 feet to a point; THENCE along the southerly property line of lands now or formerly of Thomas E. Bard North 56 degrees, 30 minutes 38 seconds East 250.00 feet to a point; T14ENCE along the easterly property line of lands now or formerly of Thomas E. Bard North 33 degrees, 32 minutes 35 seconds West 124.98 feet to a point on the southerly right-of-way line of Bard Road; THENCE in an easterly direction along the southerly right-of-way line of Bard Road North 56 degrees, 30 minutes, 24 seconds East 58.07 feet to a point; THENCE continuing along the southerly right-of-way line of Bard Road North 54 degrees, 16 minutes,46 seconds East 217.74 feet to a point; THENCE continuing along the southerly right-of-way line of Bard Road South 37 degrees, 54 minutes, 17 seconds East 5.00 feet to a point; THENCE continuing along the southerly right-of-way line of Bard Road North 52 degrees, 05 minutes, 43 seconds East 73.53 feet to a point, said point being the place of beginning; Containing 13.9697 acres of land. BEING Tax Parcel No. 32-2269-023A-36. {00538539;1} PAGE A-9 FHLMC#504131311 FIRST AMERICA TLE INSURANCE CO. TWO PENN CENTER PLAZA.SUITE 1910 Cassin&Cassin LLP PHILADELPHIA P�Af19102 711 Third Avenue,2&Floor New York,New York 10017 1-ow Pax& X-'3J-o-aO-0a9' Attn: Recording Department County: Cumberland 3�-3a ASSIGNMENT OF SECURITY INSTRUMENT (Revision Date 11-01-2000) FOR VALUABLE CONSIDERATION, DEUTSCHE BANK BERKSHIRE MORTGAGE, INC., a corporation; organized and existing under the laws of Delaware (the "Assignor"), having its principal office at One Beacon Street, 14th Floor, Boston, Massachusetts 02108, hereby assigns, grants, sells and transfers to the FEDERAL HOME LOAN MORTGAGE CORPORATION, a corporation organized and existing under the laws of the United States (the "Assignee"), having its principal place of business at 8200 Jones Branch Drive, McLean, Virginia 22102, and the Assignee's successors, transferees and assigns forever, all of the right, title and interest of the Assignor in and to the Multifamily Mortgage,Assignment of.Rents and Security Agreement dated*as of August 21, 2008, entered into by CORRIDOR SHIPPENSBURG I, L.P., a Delaware limited partnership (the "Borrower") for the benefit of the Assignor, securing an indebtedness of the Borrower to the Assignor in the principal amount of $15,986,000.00, and recorded in the office of the County Clerk, Cumberland County, Commonwealth of Pennsylvania (the "Instrument"), which indebtedness is secured by the property described in Exhibit A, attached to this Assignment and incorporated into it by this reference. .-ur q s{- 14, a o o S, b -h e, Together with the note or other obligation described in the Instrument and all obligations secured by the Instrument now or in the future. 7A' 67Z-;Nt o-?W&W -51 l@eCZ69eo A-49"'` 229, 2007 [THE REMAINDER OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK] {00538539;1} PAGE 1 IN WITNESS WHEREOF, the Assignor has executed this Assignment as of the —day of August, 2008. ASSIGNOR: DEUTSCHE BANK BERKSHIRE MORTGAGE, INC., a Delaware corporation By: Name: Lawra (So4on Title: �;`c, P ►��,f By: N e• JAMES M. HOOPE T AUTHORIZED SIGNATORY [ACKNOWLEDGEMENT TO FOLLOW ON NEXT PAGE] {00538539;I} PAGE 2 COMMONWEALTH OF MASSACHUSETTS ) COUNTY OF SUFFOLK :ss:) On this I q TU day,of August, 2008, before me, a Notary Public the undersigned officer, personally appeared 3-Atin A ,--g�r,w J who acknowledged himself/herself to be the j,(,eg of DEUTSCHE BANK BERKSHIRE MORTGAGE, INC., a Delaware corporation, being authorized to do so, executed the foregoing instrument for the purposes therein contained by signing the name of the corporation by himself/herself as_ 6r-- �'C tea In Witness Whereof, I hereunto set my hand and official seal. (Seal) G.Eugene Moore Notary Publ' Notary Public Commonwoalm of Massachusetts My Commission Expires March 22,2009 COMMONWEALTH OF MASSACHUSETTS ) COUNTY OF SUFFOLK as: On this r 0 ' _ day of August, 2008, before me, a Notary Public the undersigned officer, personally appeared �,s Q�L J who acknowledged himself/herself to be the o DEUTSCHE BANK BERKSHIRE MORTGAGE,INC., a Delaware rporation, eing authorized to do so, executed the foregoing p instrument for the osq therein contained by signing the name of the corporation by himself/herself as A i In Witness Whereof, I hereunto set my hand and official seal. (Seal) Notary Public G.Eugene Moore Notary Public Commonwesl�a of Mum My March 200 {00538539;1} PAGE 3 kyi13 j ,q PREMISES A: ALL THAT CERTAIN PIECE OR PARCEL OF land situated in the Township of Shippensburg, County of Cumberland, State of Pennsylvania, being more particularly bounded and described as follows, to-wit: BEGINNING at the northeasterly corner of the piece at a point, said point being located the following courses and distances from the intersection of the southerly line of Bard Road with the westerly line of North Earl Street - S.R. 0696: In a southerly direction, along the westerly line of said North Earl Street, and along a curve to the left having a radius of 1959.86 feet, an arc distance of 89.26 feet to a point of tangency; South 22 Degrees, 55 Minutes, 02 Seconds East, continuing along the westerly line of said North Earl Street. a distance of 280.92 feet to a point of curvature; Continuing along the westerly line of said North Earl Street, along a curve to the left having a radius of 2814.79 feet, an arc distance of 30.11 feet to an iron pin in the northerly line of lands now or formerly of Harry D. Miller; South 50 Degrees, 34 Minutes, 41 Seconds West, along the northerly line of lands of said Miller, a distance of 196.33 feet to an iron pin at the northerly corner of lands of said Miller; South 23 Degrees, 14 Minutes,47 Seconds East; along the westerly line of lands of said Miller, a distance of 90.00 feet to an iron pipe, said pipe being located on the northerly line of lands now or formerly of Charles Ramsy Ray; South 50 Degrees, 34 Minutes, 41 Seconds West, along the northerly line of lands of said Ray, and along the southerly line of Parcel 'B" of the Bard Townhouses Final Subdivision Plan,a distance of 181.09 feet to a point; THENCE South 55 Degrees, 26 Minutes 52 Seconds East, along the westerly line of lands of said Ray, a distance of 56.17 feet to an iron pipe, said pipe being located at the northwesterly corner of lids now or formerly of Deborah A. Gross; THENCE South 53 Degrees, 37 Minutes, 47 Seconds East, along the westerly line of lands of said Gross, a distance of 208.09 feet to a concrete monument, said monument being located at the northwesterly corner of lands now or formerly of Jacquelyn Hoover; THENCE South 17 Degrees, 08 Minutes, 38 Seconds West, along the westerly line of lands now or formerly of Jeffrey L. Gruver, a distance of 173.81 Ret to an iron pin, said pin being located at the northwesterly corner of lands now or formerly of Robert P. Wyrick; THENCE South 16 Degrees, 06 Minutes, 18 Seconds East, along the westerly line of lands of said Wyrick, and along the westerly line of lands now or formerly of Wayne L. Wadel, Jr. & Ronald A. Wadel, a distance of 118.64 feet to aniron pin; THENCE North 75 Degrees, 25 Minutes, 42 Seconds East, along the southerly line of lands of said Wadel, a distance of 212.21 feet to an iron pin in the westerly line of said North Earl Street; THENCE South 00 Degrees, 37 minutes 45 Seconds West, along the westerly line of said Earl Street, a distance of 150.37 feet to a point, said point being the northeasterly comer of lands now or formerly of Donald E. Stine; THENCE South 83 Degrees, 35 Minutes, 02 Seconds West, along the northerly line of lands of said Stine, a distance of 171.28 feet to an iron pini; THENCE South 70 Degrees, 58 Minutes, I 1 Seconds West, continuing along the northerly line of lands of said Stine, a distance of 219.50 feet to an iron pin; THENCE South 17 Degrees, 02 Minutes, 25 second East, along the westerly line of lands of said Stine and along the westerly line of lands now or formerly of John T. Gruver, a distance of 341.46 feet to a fence post, said post being located on the westerly line of lands now or formerly of Paul V. Adams; THENCE South 41 Degrees 05 Minutes, 21 Seconds East, along the westerly line of lands of said Adams, a distance of 62.45 feet to an iron pin, said pin being located at the northwesterly comer of lands now or'formerly of Jay D. Koepf; THENCE South 00 Degrees, 24 Minutes, 41 Seconds East, along the westerly line of lands of said Koepf, and along the westerly.line of lands now or formerly of Gerald L. Underkoffler, a distance of 84.65 feet to a fence post said post being the northeasterly corner of lands now or formerly of Gordon M. Bigler; THENCE North 86 Degrees, 08 Minutes, 07 Seconds West along the northerly line of lands of said Bigler, a distance of 449.00 feet to an iron pin; THENCE South 08 Degrees, 57 Minutes, 08 Seconds East, along the westerly line of lands of said Bigler, a distance of 94.20 feet to an iron pin; THENCE South 00 Degrees, 08 Minutes, 01 Spends West, continuing along the westerly line of lands of said Bigler, a distance of 164.36 feet to a point on the northerly line of Hot Point Avenue; THENCE North 78 Degrees, 27 Minutes, 49 Seconds West along the northerly line of said Hot Point Avenue, a distance of 57.65 feet to a point; THENCE North 07 Degrees, 08 Minutes, 15 Seconds West along the easterly line of lands now or formerly of Shippensburg Borough Authority, a distance of 151.55 feet to an iron pin; THENCE North 52 Degrees, 52 Minutes, 50 Seconds West, continuing along the lands of said Shippensburg Borough Authority, a distance of 146.50 feet to an iron pin; THENCE North 33 Degrees, 58 Minutes, 25 Seconds West, continuing along lands of said Shippensburg Borough Authority, a distance of 304.96 feet to an iron pin; THENCE North 07 Degrees, 06 Minutes, 13 Seconds East,continuing along the lands of said Shippensburg Borough authority, a distance of 101.00 feet to an iron pin; THENCE North 62 Degrees, 33 Minutes, 47 Seconds West, continuing along lands of said Shippensburg Borough Authority, a distance of 45.00 feet to an iron pin; THENCE North 24 Degrees, 48 Minutes, 47 Seconds West, continuing along the lands of said Shippensburg Borough Authority, a distance of 90.00 feet to an iron pin; THENCE North 10 Degrees, 53 Minutes, 47 Seconds West, continuing along the lands of said Shippensburg Borough Authorizes a distance of 114.00 feet to an iron pin; THENCE North 47 Degrees, 18 Minutes, 47 Seconds West,continuing along the lands of said Shippensburg Borough Authority, a distance of 84.75 feet to an iron pin, said pin being located in the southeasterly corner of lands now or formerly of Mary W. Fogelsanger; THENCE North 35 Degrees, 22 Minutes 13 Seconds East,along the easterly line of lands of said Fogelsanger, a distance of 200.00 feet to an iron pin; THENCE North 27 Degrees, 51 Minutes, 20 Seconds West, along the easterly line of lands of said Fogelsanger, a distance of 859.08 feet to an iron pin; THENCE North 71 Degrees,45 Minutes, 58 Seconds West along the northerly line of lands of said Fogelsanger, a distance of 61.79 feet to an iron pin. said pin being located on the southerly line of said Bard Road; THENCE in an easterly direction, along a curve to the right having a radius of 366.75 feet, an are distance of 68.65 feet to a point of tangency; THENCE South 77 Degrees, 00 Minutes. 54 Seconds East, along the southerly line of said Bard Road, a distance of 181.14 feet to a point, said point being the northwesterly comer of Parcel "B" of the Bard Townhouses Final Subdivision Plan; THENCE South 27 Degrees, 51 Minutes,20 Seconds East, along the westerly line of said Parcel "B", a distance of 573.24 fed to a point; THENCE North 77 Degrees, 22 Minutes, 44 Seconds East, continuing along the southerly line of said Parcel 'B" a distance of 111.26 feet to a point; THENCE South 12 Degrees, 37 Minutes, 16 Seconds East, continuing along the westerly line of said Parcel 'B", a distance of 444.43 feet to a point; THENCE North 70 Degrees, 55 Minutes, 09 Seconds East, continuing along the southerly line of said Parcel 'B", a distance of 260.39 feet to a point; THENCE South 19 Degrees, 52 Minutes, 54 Seconds East,continuing along the westerly line of said Parcel 'B", a distance of 103.09 feet to a point; THENCE North 63 Degrees, 00 Minutes, 54 Seconds East continuing along the southerly line of said Parcel 'B", a distance of 191.85 feet to a point; THENCE North 01 Degrees, 02 Minutes, 05 Second West, along the easterly line of said Parcel "B"a distance of 154.57 feet to a point; THENCE North 28 Degrees, 09 Minutes, 12 Seconds West, along the easterly line of Parcel 'B", a distance of 205.55 feet to a point; THENCE North 50 Degrees, 34 Minutes,41 Seconds East, along the southerly line of said Parcel "B", a distance of 72.62 feet to a concrete monument and the place of beginning. Containing 17.915 acres of land therein, net measure, and being the same parcel as Parcel "D", as shown on a plan entitled "Final Subdivision Plan Bard Townhouses" as prepared by David James Laird Associates, dated September 12,2002 and recorded October 9, 2002 in Cumberland County Plan Book 86,page 13. ALSO DESCRIBED AS FOLLOWS as set forth in that ALTA/ACSM Land Title Survey prepared by Eric L. Diffenbaugh,Professional Land Surveyor,.Newville, PA dated 5/21/2008, last revised 8/18/2008: BEGINNING at an existing concrete monument located at the comer of lands now or formerly of Deborah A. Gross and lands now or formerly of Christine M. Dick, said monument being the point of beginning,thence along lands now or formerly of Jeffrey L. Gruver, South 17 degrees 12 minutes 28 seconds West, 173.72 feet to an iron pin,thence along lands now or formerly of Joyce E. Wyrick, South 16 degrees 00 minutes 18 seconds East, 119.24 feet to a point, thence continuing along lands now or formerly of Joyce E. Wyrick,North 75 degrees 25 minutes 42 seconds East, 212.21 feet to a point on the western right-of-way line of SR 696, known as North Earl Street,thence along said right-of-way line, South 00 degrees 37 minutes 45 seconds West, 150.37 feet to a point, thence along lands now or formerly of James A. Pittman, South 83 degrees 46 minutes 36 seconds West, 170.89 feet to an iron pin, thence continuing along lands of Pittman, South 70 degrees 50 minutes 45 seconds West, 220.01 feet to an iron pin,thence continuing along lands of Pittman, and two parcels of land owned now or formerly by John T. Gruver, South 17 degrees 02 minutes 25 seconds East, 341.46 feet to a point, thence along lands now or formerly of Paul V. Adams, South 41 degrees 05 minutes 21 seconds East, 62.45 feet to a point, thence along lands now or formerly of Carol A. Veschi and lands now or formerly of Gerald L. Underkoffler, South 00 degrees 24 minutes 41 seconds East, 84.65 feet to a fence post,thence by lands now or formerly of Shippensburg University Foundation,North 86 degrees 08 minutes 27 seconds West, 448.91 feet to an iron pin,thence continuing along lands now or formerly of Shippensburg University Foundation, South 08 degrees 53 minutes 33 seconds East, 94.15 feet to a point, thence continuing along lands now or formerly of Shippensburg University Foundation, South 00 degrees 08 minutes 01 second West, 164.36 feet to a point on the northern right-of-way line of Township Route 303,known as Hotpoint Avenue,thence along said right-of-way line,North 78 degrees 27 minutes 49 seconds West, 57.65 feet to a point, thence continuing along lands now or formerly of Shippensburg Borough Authority,North 07 degrees 08 minutes 15 seconds West, 151.55 feet to a point,thence continuing along lands of Shippensburg Borough Authority,North 52 degrees 52 minutes 50 seconds West, 146.50 feet to a point,thence continuing along lands now or formerly of Shippensburg Borough Authority,North 33 degrees 58 minutes 25 seconds West, 304.96 feet to a point,thence continuing along lands now or formerly of Shippensburg Borough Authority as well as a second parcel owned by Shippensburg Borough Authority,North 07 degrees 06 minutes 13 seconds East, 101.00 feet to a point, thence continuing along the same the following four courses and distances: (1)North 62 degrees 33 minutes 47 seconds West, 45.00 feet to a point, (2)North 24 degrees 48 minutes 47 seconds West,90.00 feet to a point, (3)North 10 degrees 53 minutes 47 seconds West, 114.00 feet to a point, and(4)North 47 degrees 18 minutes 47 seconds West, 84.75 feet to a point,thence along lands now or formerly of Mary W. Fogelsanger, North 35 degrees 22 minutes, 13 seconds East,200.00 feet to a point,thence along lands of Fogelsanger,North 27 degrees 51 minutes 20 seconds West, 859.08 feet to a point, thence continuing along lands of Fogelsanger,North 71 degrees 45 minutes 58 seconds West, 61.78 feet to a point on the southern right-of-way line of Township Route 306, known as Bard Road,thence along said right-of-way line along an arc to the right, said arc having a chord bearing of South 82 degrees 22 minutes 38 seconds East, a chord length of 68.55 feet, a radius of 366.75 feet, an arc length of 68.65 feet, a tangent length of 34.43 feet and a delta angle of 10 degrees 43 minutes 28 seconds to a point on said right-of-way line,thence continuing along said right-of-way line, South 77 degrees 00 minutes 54 seconds East, 181.14 feet to a point,thence along lands now or formerly of Shippensburg Townhouses, LLC, South 27 degrees 51 minutes 20 seconds East,573.24 feet to a point,thence continuing along the same the following eight courses and distances: (1)North 77 degrees 22 minutes 44 seconds East, 111.26 feet to a point, (2) South 12 degrees 37 minutes 16 seconds East,444.43 feet to a point, (3)North 70 degrees 55 minutes 09 seconds East, 260.39 feet to a point, (4) South 19 degrees 52 minutes 54 seconds East, 103.09 feet to a point, (5)North 63 degrees 00 minutes 54 seconds East, 191.85 feet to a point, (6)North 01 degree 02 minutes 05 seconds West, 154.57 feet to a point, (7)North 28 degrees 09 minutes 12 seconds West, 205.55 feet to a point, and(8)North 50 degrees 34 minutes 41 seconds East, 72.62 feet to a point,thence continuing along lands now or formerly of Charles R. Rae, South 55 degrees 26 minutes 52 seconds East, 56.17 feet to a point,thence along lands now or formerly of Deborah A. Gross, South 53 degrees 46 minutes 23 seconds East, 207.96 feet to a concrete monument, said concrete monument being the POINT OF BEGINNING. BEING Tax Parcel No. 36-32-2269-029. PREMISES B ALL THAT CERTAIN PIECE OR PARCEL OF LAND situated in the Township of Shippensburg, County of Cumberland, State of Pennsylvania, and being more particularly bounded and described as follows,to-wit: BEGINNING at the northeasterly corner of the piece at a point, said point being located on the westerly right-of-way line of North Earl Street- S. R. 0696 (Variable Width Right- Of-Way), with its intersection with the southerly line of Bard Road (Variable Width Right-of-Way),- THENCE ight-of-Way);THENCE in a southeasterly direction along the westerly line of said North Earl Street, along a curve to the left having a radius of 1959.86 feet, an arc distance of 89.26 feet, and chord bearing of South 21 Degrees, 36 Minutes, 44 Seconds East, and a chord distance of 89.26 feet, to a point of tangency; THENCE South 22 Degrees, 55 Minutes, 02 Seconds East, continuing along the westerly line of said North Earl Street, a distance of 280.92 feet to a point of curvature; THENCE continuing along the westerly line of said North Earl Street, along a curve to the right having a radius of 2814.79 feet an arc distance of.30.11 feet, and a chord bearing of South 22 Degrees, 36 Minutes, 38 Seconds East, and a distance of 30.11 feet,to an iron pin, said pin being the northeasterly corner of lands now or formerly of Harold D. Miller; THENCE South 50 Degrees, 34 Minutes, 41 Seconds West, along the northerly line of lands of said Miller, a distance of 196.33 feet to an iron pin; THENCE South 23 Degrees, 14 Minutes,47 Seconds East, along the westerly line of lands of said Miller, a distance of 90.00 feet to an iron pipe on the northerly line of lands now or formerly of Charles Ramsay Ray; THENCE South 50 Degrees, 34 minutes, 41 Seconds West along the northerly line of lands of said Ray, a distance of 181.09 feet to a concrete monument; THENCE South 50 degrees, 34 Minutes, 41 Seconds West, a distance of 72.62 feet to a point; THENCE South 28 Degrees, 09 Minutes, 12 Seconds Bast, a distance of 205.55 feet to a point; THENCE South 01 Degrees, 02 Minutes, 05 Seconds East, a distance of 154.57 feet to a point; THENCE South 63 Degrees, 00 Minutes, 54 Seconds West, a distance of 191.85 feet to a point; THENCE North 19 Degrees, 52 Minutes, 54 Seconds West, a distance of 103.09 feet to a point; THENCE South 70 Degrees, 55 Minutes, 09 Seconds West a distance of 260.39 feet to a point; THENCE North 12 Degrees, 37 Minutes, 16 Seconds West, a distance of 444.43 feet to a point; THENCE South 77 Degrees, 22 Minutes, 44 Seconds West, a distance of 111.26 feet to a point; THENCE North 27 Degrees, 51 Minutes, 20 Seconds West, a distance of 573.24 feet to a point said point being located on the southerly line of said Bard Road; THENCE South 77 Degrees, 00 Minutes, 54 Seconds East, along the southerly line of said Bard Road, a distance of 381.24 feet to a point of curvature; THENCE in a easterly direction and along the southerly line of said Bard Road,along a curve to the left having a radius of 285.09 feet, an arc distance of 107.98 feet, and a chord bearing of South 87 Degrees, 51 Minutes, 55 Seconds East, and a distance of 107.33 feet, to a point, said point being the northwesterly comer of lands now or formerly of Thomas E. Bard; THENCE South 33 Degrees, 33 Minutes, 52 seconds East, along the westerly line of lands of said Bard, a distance of 144.07 feet to an iron pin; THENCE North 56 Degrees, 30 Minutes, 38 Seconds East,along the southerly line of lands of said Bard, a distance of 250.00 feet to an iron pin; THENCE North 33 Degrees, 32 Minutes, 35 Seconds West, along the easterly line of lands of said Bard, a distance of 124.99 feet to a point, said point being located on the southerly line of said Bard Road; THENCE north 56 Degrees, 30 Minutes, 24 Seconds East, along the southerly line of said Bard Road, a distance of 58.07 feet to a point; THENCE North 54 Degrees, 16 Minutes, 46 Seconds East; continuing along the southerly line of said Bard Road, a distance of 217.74 feet to a point; THENCE South 37 Degrees, 54 Minutes, 17 Seconds East, along the southerly line of said Bard Road, a distance of 5.00 feet to a point; THENCE North 52 Degrees, 06 Minutes,43 Seconds East, along the southerly line of said Bard Road, a distance of 73.53 feet to a point and the place of beginning. Containing 13.970 acres of land, therein,net measure,and being the same parcel as shown on a map entitled "ALTA/ACSM Land Title Survey Bard Townhouses",prepared by David James Laird Associates, dated December 16, 2002. Together with an access easement for ingress and egress, following the existing drive to units #67 through#78 and being the same easement as shown on a plan entitled "Final Subdivision plan- Bard Townhouses"as prepared by David Laird Associates, dated September 12, 2002 and recorded October 9, 2002 in Cumberland County Plan Book 86, Page 13. ALSO DESCRIBED AS FOLLOWS as set forth in that ALTA/ACSM Land Title Survey prepared by Eric L. Diffenbaugh,Professional Land Surveyor, Newville,PA dated May 21,2008, last revised 8/18/2008: ALL THAT CERTAIN:PIECE OR PARCEL OF LAND situated in the Township of Shippensburg, County of Cumberland, Commonwealth of Pennsylvania, and being more particularly bounded and described as follows,to wit: BEGINNING at the northerly corner of the piece at a point, said point being located on the westerly right-of-way line of North Earl Street(SR 0696, variable width Right-of- way) at it's intersection with the southerly right-of-way line of Bard Road(T-306, variable width Right-of-way); THENCE in southeasterly direction along the westerly right-of-way of North Earl street by a curve to the left, said curve having a delta angle of 02 degrees, 36 minutes, 35 seconds, a tangent of 44.64 feet,a radius of 1959.86 feet, an arc length of 89.26 feet, a chord bearing of South 21 degrees, 36 minutes, 44 seconds East and a chord distance of 89.26 feet to a point of tangency; THENCE continuing along the westerly right-of-way of North Earl street South 22 degrees, 55 minutes, 02 seconds East 280.92 feet to a point of curvature; THENCE continuing along the westerly right-of-way of North Earl street by a curve to the right, said curve having a delta angle of 00 degrees, 36 minutes,47 seconds, a tangent of.15.06 feet, a radius of 2814.79 feet, an arc length of 30.11 feet, a chord bearing of South 22 degrees, 36 minutes, 38 seconds East and a chord distance of 30.11 feet to a point; THENCE along the northerly property line of lands now or formerly of Nina L. Miller South 50 degrees, 34 minutes 41 seconds West 196.33 feet to a point; THENCE along the Westerly property line of lands now or formerly of Nina L. Miller South 23 degrees, 14 minutes 47 seconds East 90.00 feet to a point; THENCE along the northerly property line of lands now or formerly of Charles R. Rae and lands now or formerly of Shippensburg Townhouses II, LLC South 50 degrees, 34 minutes 41 seconds West 253.71 feet to a point; THENCE along the westerly property line of lands now or formerly of Shippensburg Townhouses II, LLC South 28 degrees, 09 minutes 12 seconds East 205.55 feet to a point; THENCE continuing along the westerly property line of lands now or formerly of Shippensburg Townhouses 11, LLC South 01 degrees, 02 minutes 05 seconds East 154.57 feet to a point; THENCE along the northerly property line of lands now or formerly of Shippensburg Townhouses H, LLC South 63 degrees, 00 minutes 54 seconds West 191.85 feet to a point; THENCE along the easterly property line of lands now or formerly of Shippensburg Townhouses II, LLC North 19 degrees, 52 minutes 54 seconds West 103.09 feet to a point; THENCE along the northerly property line of lands now or formerly of Shippensburg Townhouses 11, LLC South 70 degrees, 55 minutes 09 seconds West 260.39 feet to a point; THENCE along the easterly property line of lands now or formerly of Shippensburg Townhouses II,LLC North 12 degrees, 37 minutes 16 seconds West 444.43 feet to a point; THENCE along the northerly property line of lands now or formerly of Shippensburg Townhouses II, LLC South 77 degrees, 22 minutes 44 seconds West 111.26 feet to a point; THENCE along the easterly property line of lands now or formerly of Shippensburg Townhouses II, LLC North 27 degrees, 51 minutes 20 seconds West 573.24 feet to a point on the southerly right-of-way line of Bard Road; THENCE in an easterly direction along the southerly right-of-way line of Bard Road South 77 degrees, 00 minutes, 54 seconds East 381.24 feet to a point of curvature; THENCE continuing along the southerly right-of-way line of Bard Road by a curve to the left, said curve having a delta angle of 21 degrees, 42 minutes, 02 seconds, a tangent of 54.64 feet, a radius of 285.09 feet, an arc length of 107.98 feet, a chord bearing of South 87 degrees, 51 minutes, 54 seconds East and a chord distance of 107.33 feet to a point; THENCE along the westerly property line of lands now or formerly of Thomas E. Bard South 33 degrees, 34 minutes 00 seconds East 144.07 feet to a point; THENCE along the southerly property line of lands now or formerly of Thomas E. Bard North 56 degrees, 30 minutes 38 seconds East 250.00 feet to a point; THENCE along the easterly property line of lands now or formerly of Thomas E. Bard North 33 degrees, 32 minutes 35 seconds West 124.98 feet to a point on the southerly right-of-way line of Bard Road; THENCE in an easterly direction along the southerly right-of-way line of Bard Road North 56 degrees, 30 minutes,24 seconds East 58.07 feet to a point; THENCE continuing along the southerly right-of-way line of Bard Road North 54 degrees, 16 minutes, 46 seconds East 217.74 feet to a point; THENCE continuing along the southerly right-of-way line of Bard Road South 37 degrees, 54 minutes, 17 seconds East 5.00 feet to a point; THENCE continuing along the southerly right-of-way line of Bard Road North 52 degrees, 05 minutes, 43 seconds East 73.53 feet to a point, said point being the place of beginning; Containing 13.9697 acres of land. BEING Tax Parcel No 32-2269-023A - ROBERT P. ZIEGLER RECORDER OF DEEDS CUMBERLAND COUNTY ,`µ. 1 COURTHOUSE SQUARE ' as°" CARLISLE, PA 17013 = 717-240-6370 � � x Instrument Number-200829452 *Recorded On 8/29/2008 At 10:59:59 AM *Total Pages- 14 Instrument Type-ASSIGNMENT OF MORTGAGE Invoice Number-28023 User ID-RAK *Mortgagor-CORRIDOR SHIPPENSBURG I L P *Mortgagee-FEDERAL HOME LOAN MTG CORP *Customer-ARIZONA RECORDING/FIRST AMERICAN TITLE *FEES STATE WRIT TAX $0.50 Certification Page STATE JCS/ACCESS TO $10.00 JUSTICE RECORDING FEES — $29.50 DO NOT DETACH RECORDER OF DEEDS COUNTY ARCHIVES FEE $2.00 This page is now part ROD ARCHIVES FEE $3.00 of this legal document. TOTAL PAID $45.00 I Certify this to be recorded in Cumberland County PA cvye Ss / 0 RECORDER O D DS *-Information denoted by an asterisk may change during the verification process and may not be reflected on this page. 0010LO Illlllll IIIII III111111III u After Recording Mail to: Bard Townhomes Apartments Loan Number 504131311. ASSIGNMENT OF MORTGAGE/SECURITY INSTRUMENT AND OTHER LOAN DOCUMENTS FOR VALUE RECEIVED, the Federal Home Loan Mortgage Corporation, a corporate instrumentality of the United States ("Freddie Mac"), having an address at 8200 Jones Branch Drive, McLean, VA 22102, hereby grants, assigns, sets over and transfers WITHOUT RECOURSE, WARRANTY OR REPRESENTATION, to STABILIS MASTER FUND III, LLC, a Delaware limited liability company ("Assignee") whose address is 767 5a' Avenue, 12t' Floor,New York,NY 10153, all of Freddie Mac's right, title and interest under.: (i) That certain Multifamily Mortgage, Assignment of Rents and Security Agreement dated August 21, 2008 and recorded on August 29, 2008 in the land records of Cumberland County, Pennsylvania as Instrument Number 200829451; (ii) Other documents as shown on Exhibit`B"; and (iii) All other documents, instruments or agreements evidencing or securing the indebtedness due under the Note, as that term is defined below, and/or related thereto. Together with a Multifamily Note, dated August 21, 2008, in the original principal amount of $15,986,000.00 (the "Note"), the money due or to become due thereon, with interest, and all rights accrued or to accrue under the.Note. Simultaneously herewith, Freddie Mac has endorsed without recourse, warranty or representation, its interest in the Note to STABILIS MASTER FUND III, LLC. Notwithstanding anything set forth herein to the contrary, the assignment and transfer provided for herein specifically excludes the Excluded Claims (as such term is defined under that certain Note Purchase and Sale Agreement between Freddie Mac and Assignee dated October 2, 2013). [SIGNATURE PAGE FOLLOWS] tk Thi signment of Mortgage and Other Loan Documents is dated this / day of 2013. FEDERAL HOME LOAN MORTGAGE CORPORATION By: Name: M 4R(;A P-iE7' ;�;Acf�S Title: 4,5 t °rAW 7- �- Commonwealth of Virginia,County of Fairfax, ss: On the Com' day of O CT-6 i'56 PL, ,2013,before me,the undersigned,personally appeared ,4 'Wr 5!�K-ks ,personally known to me or proved to me on the basis of satisfactory evidence to be the individual(s)whose name(s)is(are) subscribed to the within instrument and acknowledge to me that he/she/they executed the same in his/her/their capacity(ies), that by his/her/their signature(s)on the instrument,the individual(s)or the person upon behalf of which the individual(s)acted, executed the instrument,and that such individual made such appearance before the undersigned in Fairfax County,Virginia. IVAN W MAY No(wy Public NOTARY PUBLIC/ """—Sb of I:736"- My commission expires: iYiy C WdXW Rq6=AgVd 31,X16 [SEAL] Q EXHIBIT "A" The Loan Documents 1. Multifamily Note dated August 21,2008 executed by Corridor Shippensburg I, LP in the original principal balance of$15,989,000. 2. Assignment of Collateral Agreements and Other Loan Documents dated August 21., 2008. 3. Guaranty dated August 21,2008 executed by Daniel Joseph in favor of Deutsche Bank Berkshire Mortgage,Inc. 4. Loan Policy of Title Insurance issued by First American Title Insurance Company and identified as Policy Number NCS 350991(L) 5. Replacement Reserve Agreement dated August 21,2008 between Corridor Shippensburg I,LP and Deutsche Bank Berkshire Mortgage,Inc. 6. Environmental Indemnity Agreement dated August 21, 2008 executed by Daniel Joseph and Hagan Brown in favor of Deutsche Bank Berkshire Mortgage,Inc 7. Amended and Restated Debt Service Escrow Agreement, dated January 31,2013,by and between Corridor Shippensburg I,LP and Federal Home Loan Mortgage Corporation. 8. Any statements filed in accordance with the terms of the Uniform Commercial Code pertaining to the assigned indebtedness. Freddie Mac Loan Number 504131311. MULTIFAMILY NOTE MULTISTATE—FIXED TO FLOAT (REVISION DATE 2-15-2008) US $15,486,400.00 Effective Date: As of August 21, 2008 FOR VALUE RECEIVED,the undersigned (together with such party's or parties' successors and assigns, "Borrower"),jointly and severally (if more than one)promises to pay to the order of DEUTSCHE BANK BERKSHIRE MORTGAGE, INC., a Delaware corporation, the principal sum of FIFTEEN MILLION NINE HUNDRED EIGHTY-SIX THOUSAND AND 00/100 DOLLARS ($15,986,000.00), with interest on the unpaid principal balance, as hereinafter provided. 1. Defined Terms. (a) As used in this Note: "Adjustable Interest Rate"means the variable annual interest rate calculated for each Interest Adjustment Period so as to equal the Index Rate for such Interest Adjustment Period (truncated at the fifth (5`h) decimal place if necessary) plus the Margin. "Amortization Period" means a period of 360 full consecutive calendar months. "Base Recourse" means a portion of the Indebtedness equal to zero percent (0.00%) of the original principal balance of this Note. "Business Day" means any day other than a Saturday, a Sunday or any other day on which Lender or the national banking associations are not open for business. "Default Rate" means (i) during the Fixed Rate Period, an annual interest rate equal to four (4) percentage points above the Fixed Interest Rate; and (ii) during the Extension Period, a variable annual interest rate equal to four (4) percentage points above the Adjustable Interest Rate in effect from time to time. However, at no time will the Default Rate exceed the Maximum Interest Rate. "Extended Maturity Date" means, if the Extension Period becomes effective pursuant to this Note, the earlier of(i) September 1., 2016 and (ii) the date on which the unpaid principal balance of this Note becomes due and payable by acceleration or otherwise pursuant to the Loan Documents or the exercise by Lender of any right or remedy thereunder. 405420762 Page 1. "Extension Period" means the twelve (12) consecutive calendar months period commencing on the Scheduled Initial Maturity Date. "Fixed Interest Rate" means the annual interest rate of six and 20/100 percent (6.20%). "Fixed Rate Period" means the period beginning on the date of this Note and continuing through August 31,2015. "Index Rate" means, for any Interest Adjustment Period, the Reference Bill® Index Rate for such Interest Adjustment Period. "Initial Maturity Date" means the earlier of (i) September 1, 2015 (the "Scheduled Initial Maturity Date"), and (ii) the date on which the unpaid principal balance of this Note becomes due and payable by acceleration or otherwise pursuant to the Loan Documents or the exercise by Lender of any right or remedy thereunder. "Installment Due Date" means, for any monthly installment of interest only or principal and interest, the date on which such monthly installment is due and payable pursuant to Section 3 of this Note. The "First Installment Due Date" under this Note is October 1,2008. "Interest Adjustment Period"means each successive one calendar month period during the Extension Period and until the entire Indebtedness is paid in full. "Lender" means the holder from time to time of this Note. "LIBOR Index" means the British Bankers Association's (BBA) one (1) month LIBOR Rate for United States Dollar deposits, as displayed on the LIBOR Index Page used to establish the LIBOR Index.Rate. "LIBOR Index Rate" means, for any Interest Adjustment Period after the first Interest Adjustment Period, the BBA's LIBOR Rate for the LIBOR Index released by the BBA most recently preceding the first day of such Interest Adjustment Period, as such LIBOR Rate is displayed on the .LIBOR Index Page. The LIBOR Index Rate for the first Interest Adjustment Period means the British Bankers Association's (BBA) LIBOR Rate for the LIBOR Index released by the BBA most recently preceding the first day of the month in which the first Interest Adjustment Period begins, as such LIBOR Rate is displayed on the LIBOR Index Page. "LIBOR Index Page" is the Bloomberg L.P., page "BBAM", or such other page for the LIBOR Index as may replace page BBAM on that service, or at the option of Lender (i) the applicable page for the LIBOR Index on another service which electronically transmits or displays BBA LIBOR Rates, or (ii) any publication of LIBOR rates available from the BBA. In the event the BBA ceases to set or publish a LIBOR rate/interest settlement rate for the LIBOR Index, (00542076,21 Page 2 Lender will designate an alternative index, and such .alternative index shall constitute the LIBOR Index Page. "Loan"means the loan evidenced by this Note. "Margin"means two and one-half(2.5)percentage points (250 basis points). "Maturity Date" means the Extended Maturity Date unless pursuant to Section 3(e) of this Note the Extension Period does not or cannot become effective, in which case the Maturity Date means the Initial Maturity Date. "Maximum Interest Rate"means the rate of interest that results in.the maximum amount of interest allowed by applicable law. "Prepayment Premium Period"means the period during which, if a prepayment of principal occurs, a prepayment premium will be payable by Borrower to Lender. The Prepayment Premium Period is the period from and including the date of this Note until but not including the first day of the Window Period. For this Note,the Prepayment Premium Period equals the Yield Maintenance Period. "Reference Bills®" means the unsecured general obligations of the Federal I-lame Loan Mortgage Corporation ("Freddie Mac") designated by Freddie Mac as "Reference Bills®Securities" and having original durations to maturity most comparable to the term of the Reference Bill Index, and issued by Freddie Mac at regularly scheduled auctions. In the event Freddie Mac shall at any time cease to designate any unsecured general obligations of Freddie Mac as "Reference Bills Securities", then at the option of Lender (i) Lender may select from time to time another unsecured general obligation of Freddie Mac having original durations to maturity most comparable to the term of the Reference Bill. Index and issued by Freddie Mac at regularly scheduled auctions, and the term "Reference Bills" as used in this Note shall mean such other unsecured general obligations as selected by Lender; or (ii) for any one or more Interest Adjustment Periods, Lender may use the applicable LIBOR Index Rate as the Index Rate for such Interest Adjustment Period(s). "Reference Bill Index" means the one-month. Reference Bills. One-month reference bills have original durations to maturity of approximately 30 days. "Reference Bill index Rate" means, for any Interest Adjustment Period after the first Interest Adjustment Period, the Money Market Yield for the Reference Bills as established by the Reference Bill auction conducted by Freddie Mac most recently preceding the first day of such Interest Adjustment Period, as displayed on the Reference Bill Index Page. The Reference Bill Index Rate for the first Interest Adjustment Period means the Money Market Yield for the Reference Bills as established by the Reference Bill auction conducted by Freddie Mac most 400542076:2} �� Page 3 recently preceding the first day of the month in which the first interest Adjustment Period begins, as displayed on the Reference Bill Index Page. The "Reference Bill Index Page" is the Freddie Mac Debt Securities "Web Page (accessed via the Freddie Mac internet site at www.freddiemac.com), or at the option of Lender, any publication of Reference Bills auction results available from Freddie Mac. However, if Freddie Mac has not conducted a Reference Bill auction within the 60-calendar day period prior to the first day of an Interest Adjustment Period, the Reference Bill Index Rate for such Interest Adjustment Period will be the LIBOR Index Rate for such Interest Adjustment Period. "Remaining Amortization Period" means, at any point in time, the number of consecutive calendar months equal to the number of months in the Amortization Period minus the number of scheduled monthly installments of principal and interest that have elapsed since the date of this Note. "Security Instrument" means the multifamily mortgage, deed to secure debt or deed of trust effective as of the effective date of this Note, from Borrower to or for the benefit of Lender and securing this Note. "Treasury Security" means the 4.50% U.S. Treasury Security due November 15, 2015. "Window Period"means the Extension Period. "Yield Maintenance Period" means the period from and including the date of this Note until but not including the Scheduled Initial Maturity Date. (b) Other capitalized terms used but not defined in this Note shall have the meanings given to such terms in the Security Instrument. 2. Address for Payment. All payments due under this Note shall be payable at One Beacon Street, 14`h Floor, Boston, Massachusetts 02108, or such other place as may be designated by Notice to Borrower from or on behalf of Lender. 3. Payments. (a) .During the Fixed Rate Period, interest will accrue on the outstanding principal balance of this Note at the Fixed Interest Rate, subject to the provisions of Section 8 of this Note. During the Extension Period, interest will accrue on the outstanding principal balance of this Note at the Adjustable Interest Rate, subject to the provisions of Section 8 of this Note. (b) Interest under this Note shall be computed, payable and allocated on the basis of an actual/360 interest calculation schedule (interest is payable for the actual number of days in each month, and each month's interest is calculated by multiplying the unpaid.principal amount of this Note as of the first day of the month for which interest in being calculated by the Fixed Interest Rate (during the Fixed Rate Period) or the applicable Adjustable Interest Rate (during {0.0542076.2) Page 4 the Extension Period), dividing the product by 360, and multiplying the quotient by the number of days in the month for which interest is being calculated). For convenience in determining the amount of a monthly installment of principal and interest under this Note, Lender will use a 30/360 interest calculation payment schedule (each year is treated as consisting of twelve 30-day months). However, as provided above, the portion of the monthly installment actually payable as and allocated to interest will be based upon an actual/360 interest calculation schedule, and the amount of each installment attributable to principal and the amount attributable to interest will vary based upon the number of days in the month for which such installment is paid. Each monthly payment of principal and interest will first be applied to pay in full interest due, and the balance of the monthly payment paid by Borrower will be credited to principal. (c) Unless disbursement of principal is made by Lender to Borrower on the first day of a calendar month, interest for the period beginning on the date of disbursement and ending on and including the last day of such calendar month shall be payable by Borrower simultaneously with the execution of this Note. If disbursement of principal is made by Lender to Borrower on the first day of a calendar month, then no payment will be due from Borrower at the time of the execution of this Note. The Installment Due Date for the first monthly installment payment under Section 3(d) of interest only or principal and interest, as applicable, will be the First Installment Due Date set forth in Section 1(a) of this Note. Except as provided in this Section 3(c) and in Section 10, accrued interest will be payable in arrears. (d) (i) Beginning on the First Installment Due Date, and continuing until and including the monthly installment due on September 1, 2010, accrued interest only shall be payable by Borrower in consecutive monthly installments due and payable on the first day of each calendar month. The amount of each monthly installment of interest only payable pursuant to this Subsection 3(d)(i) on an Installment Due Date shall vary, and shall equal $2,753.14444 multiplied by the number of days in the month prior to the Installment Due Date. (ii) Beginning on October 1, 2010, and continuing until and including the monthly installment due on the Initial Maturity Date, principal and accrued interest shall be payable by Borrower in consecutive monthly installments due and payable on the first day of each calendar month. The amount of the monthly installment of principal and interest payable pursuant to this Subsection 3(d)(ii) on an Installment Due Date shall be NINETY SEVEN THOUSAND NINE HUNDRED NINE AND 291.100 DOLLARS ($97,909.29). (e) Except as otherwise provided in this Section 3(e), all remaining Indebtedness, including all principal and interest, shall be due and payable by Borrower on the Initial Maturity Date. However, so long as (i) the Initial Maturity Date has not occurred prior to the Scheduled Initial Maturity Date, and (ii) no Event of Default or event or circumstance which, with the giving of notice or passage of time or both, could constitute an Event of Default exists on the Scheduled Initial Maturity Date, then the Extension Period automatically will become effective and the date for full payment of the Indebtedness automatically shall be extended until the Extended Maturity Date. If the Extension Period becomes effective, monthly installments of principal and interest or interest only will be payable during the Extension Period as provided in Section 3(f). Anything in Section 21 of the Security Instrument to the contrary notwithstanding, {00542076;2) Page 5 during the Extension Period, Borrower will not request that Lender consent to, and Lender will not consent to, a Transfer that, absent such consent, would constitute an Event of Default. (f) If the Extension Period becomes effective, beginning on October 1, 2015, and continuing until and including the monthly installment due on the Extended Maturity Date, principal and accrued interest shall be payable by Borrower in consecutive monthly installments due and payable on the first day of each calendar month. The amount of the monthly installment of principal and interest payable pursuant to this Section 3(f) on an. Installment Due Date shall be calculated so as to equal the monthly payment amount which would be payable on the Installment Due Date as if the unpaid principal balance of this Note as of the first day of the Interest Adjustment Period immediately preceding the Installment Due Date was to be fully amortized, together with interest thereon at the Adjustable Interest Rate in effect for such Interest Adjustment Period, in equal consecutive monthly payments paid on the first day of each calendar month over the Remaining Amortization Period. (g) During the Extension Period, Lender shall provide Borrower with Notice, given in the manner specified in the Security Instrument, of the amount of each monthly installment due under this Note. ]However, if Lender has not provided Borrower with prior notice of the monthly payment due on any Installment Due Date, then Borrower shall pay on that Installment Due Date an amount equal to the monthly installment payment for which Borrower last received notice. If Lender at any time determines that Borrower has paid one or more monthly installments in an incorrect amount because of the operation of the preceding sentence, or because Lender has miscalculated the Adjustable Interest Rate or has otherwise miscalculated the amount of any monthly installment, then Lender shall give notice to Borrower of such determination. If such determination discloses that Borrower has paid less than the full amount due for the period for which the determination was made, Borrower, within 30 calendar days after receipt of the notice from Lender, shall pay to Lender the full amount of the deficiency. If such determination discloses that Borrower has paid more than the full amount due for the period for which the determination was made, then the amount of the overpayment shall be credited to the next installment(s) of interest only or principal and interest, as applicable, due under this Note (or, if an Event of Default has occurred and is continuing, such overpayment shall be credited against any amount owing by Borrower to Lender). (h) All payments under this Note shall be made in immediately available U.S. funds. (i) Any regularly scheduled monthly installment of interest only or principal and interest payable pursuant to this Section 3 that is received by Lender before the date it is due shall be deemed to have been received on the due date for the purpose of calculating interest due. 0) Any accrued interest remaining past due for 30 days or more, at Lender's discretion,may be added to and become part of the unpaid principal balance of this Note and any reference to "accrued interest" shall refer to accrued interest which has not become part of the unpaid principal balance. Any amount added to principal pursuant to the Loan Documents shall bear interest at the applicable rate or rates specified in this Note and shall be payable with such Q0542076:2 Page 6 -z interest upon demand .by Lender and absent such demand, as provided in this Note for the payment of principal and interest. (k) In accordance with Section 14, interest charged under this Note cannot exceed the Maximum Interest Rate. If the Adjustable Interest Rate at any time exceeds the Maximum Interest Rate, resulting in the charging of interest hereunder to be limited to the Maximum. Interest Rate, then any subsequent reduction in the Adjustable Interest Rate shall not reduce the rate at which interest under this Note accrues below the Maximum Interest Rate until the total amount of interest accrued hereunder equals the amount of interest which would have accrued had the Adjustable Interest.Rate at all times been in effect. 4. Application of Payments. If at any time Lender receives, from Borrower or otherwise, any amount applicable to the Indebtedness which is less than all amounts due and payable at such time, Lender may apply the amount received to amounts then due and payable in any manner and in any order determined by Lender, in Lender's discretion. Borrower agrees that neither Lender's acceptance of a payment from Borrower in an amount that is less than all amounts then due and payable nor Lender's application of such payment shall constitute or be deemed to constitute either a waiver of the unpaid amounts or an accord and satisfaction. 5. Security. The Indebtedness is secured by, among other things, the Security Instrument, and reference is made to the Security Instrument for other rights of Lender as to collateral for the Indebtedness. 6. Acceleration. If an Event of Default has occurred and is continuing, the entire unpaid principal balance, any accrued interest, any prepayment premium payable under Section. 10, and all other amounts payable under this Note and any other Loan Document, shall at once become due and payable, at the option of Lender, without any prior notice to Borrower (except if notice is required by applicable law, then after such notice). Lender may exercise this option to accelerate regardless of any prior forbearance. For purposes of exercising such option, Lender shall calculate the prepayment premium as if prepayment occurred on the date of acceleration. If prepayment occurs thereafter, Lender shall recalculate the prepayment premium as of the actual prepayment date. . 7. Late Charge. (a) If any monthly installment of interest or principal and interest or other amount payable under this Note or under the Security Instrument or any other Loan Document is not received in full by Lender (i) during the Fixed Rate Period, within ten (10) days after the installment or other amount is due, or (ii) during the Extension Period, within five (5) days after the installment or other amount is due, counting from and including the date such installment or other amount is due (unless applicable law requires a longer period of time before a late charge may be imposed, in which event such longer period shall be substituted), Borrower shall pay to Lender, immediately and without demand by Lender, a late charge equal to five percent (5%) of such installment or other amount due (unless applicable law requires a lesser amount be charged, in which event such lesser amount shall be substituted). {QO542076;21 Page 7 a (b) Borrower acknowledges that its failure to make timely payments will cause Lender to incur additional expenses in servicing and processing the Loan and that it is extremely difficult and impractical to determine those additional expenses. Borrower agrees that the late charge payable pursuant to this Section represents a fair and reasonable estimate, taking into account all circumstances existing on the date of this Note, of the additional expenses Lender will incur by reason of such late payment. The late charge is payable in addition to, and not in lieu of, any interest payable at the Default Rate pursuant to Section 8. S. Default Rate. (a) So long as (i)any monthly installment under this Note remains past due for thirty (30) days or more or (ii) any other Event of Default has occurred and is continuing, then notwithstanding anything in Section 3 of this Note to the contrary, interest under this Note shall accrue on the unpaid principal balance from the Installment Due Date of the first such unpaid monthly installment or the occurrence of such other Event of Default, as applicable, at the Default Rate. (b) From and after the Maturity Date, the unpaid principal balance shall continue to bear interest at the Default Rate until and including the date on which the entire principal balance is paid in full. (c) Borrower acknowledges that (i) its failure to make timely payments will cause Lender to incur additional expenses in servicing and processing the Loan, (ii) during the time that any monthly installment under this Note is delinquent for thirty (30) days or more, Lender will incur additional costs and expenses arising from its loss of the use of the money due and from the adverse impact on Lender's ability to meet its other obligations and to take advantage of other investment opportunities; and (iii) it is extremely difficult and impractical to determine those additional costs and expenses. Borrower also acknowledges that, during the time that any monthly installment under this Note is delinquent for thirty (30) days or more or any other Event of Default has occurred and is continuing, Lender's risk of nonpayment of this Note will be materially increased and Lender is entitled to be compensated for such increased risk. Borrower agrees that the increase in the rate of interest payable under this Note to the Default Rate represents a fair and reasonable estimate, taking into account all circumstances existing on the date of this Note, of the additional costs and expenses Lender will incur by reason of the Borrower's delinquent payment and the additional compensation Lender is entitled to receive for the increased risks of nonpayment associated with a delinquent loan. 9. Limits on Personal Liability. (a) Except as otherwise provided in this Section 9, Borrower shall have no personal liability under this Note, the Security Instrument or any other Loan Document for the repayment of the Indebtedness or for the performance of any other obligations of Borrower under the Loan Documents and Lender's only recourse for the satisfaction of the Indebtedness and the performance of such obligations shall be Lender's exercise of its rights and remedies with respect to the Mortgaged Property and to any other collateral held by Lender as security for the 100542076:21 Page 8 Indebtedness. This limitation on Borrower's liability shall not limit or impair Lender's enforcement of its rights against any guarantor of the Indebtedness or any guarantor of any other obligations of Borrower. (b) Borrower shall be personally liable to Lender for the amount of the Base Recourse,plus any other amounts for which Borrower has personal liability under this Section 9. (c) In addition to the Base Recourse, Borrower shall be personally liable to Lender for the repayment of a further portion of.the Indebtedness equal to any loss or damage suffered by Lender as a result of the occurrence of any of the following events: (i) Borrower fails to pay to Lender upon demand after an Event of Default all Rents to which Lender is entitled under Section 3(a) of the Security Instrument and the amount of all security deposits collected by Borrower from tenants then in residence. However, Borrower will not be personally liable for any failure described in this subsection(i) if Borrower is unable to pay to Lender all Rents and security deposits as required by the Security Instrument because of a valid order issued in a bankruptcy, receivership, or similar judicial proceeding. (ii) Borrower fails to apply all insurance proceeds and condemnation proceeds as required by the Security Instrument. However, Borrower will not be personally liable for any failure described in this subsection(ii) if Borrower is unable to apply insurance or condemnation proceeds as required by the Security Instrument because of a valid order issued in a bankruptcy, receivership, or similar judicial proceeding. (iii) Borrower fails to comply with Section 14(g) or (h) of the Security Instrument relating to the delivery of books and records, statements, schedules and reports. (iv) Borrower fails to pay when due in accordance with the terms of the Security Instrument the amount of any item below marked "Deferred"; provided however, that if no item is marked "Deferred", this Section 9(c)(iv) shall be of no force or effect. [Collect] Hazard Insurance premiums or other insurance premiums, [Collect] 'faxes, [Deferred] water and sewer charges (that could become a lien on the Mortgaged Property), [N/A] ground rents, 40054207672� Page 9 [Deferred] assessments or other charges (that could become a lien on the Mortgaged Property) (d) In addition to the Base Recourse, Borrower shall be personally liable to Lender for: (i) the performance of all of Borrower's obligations under Section 1.8 of the Security Instrument(relating to environmental matters); (ii) the costs of any audit under Section 1.4(g) of the Security Instrument; and (iii) any costs and expenses incurred by Lender in connection with the collection of any amount for which Borrower is personally liable under this Section 9, including Attorneys' Fees and Costs and the costs of conducting any independent audit of Borrower's books and records to determine the amount for which Borrower has personal liability. (e) All payments made by Borrower with respect to the Indebtedness and all amounts received by Lender from the enforcement of its rights under the Security Instrument and the other Loan Documents shall be applied first to the portion of the Indebtedness for which Borrower has no personal liability. (1) Notwithstanding the .Base Recourse, Borrower shall become personally liable to Lender for the repayment of all of the Indebtedness upon the occurrence of any of the following Events of Default: (i) Borrower's ownership of any property or operation of any business not permitted by Section 33 of the Security Instrument; (ii) a Transfer (including, but not limited to, a lien or encumbrance) that is an Event of Default under Section 21 of the Security Instrument, other than a Transfer consisting solely of the involuntary removal or involuntary withdrawal of a general partner in a limited partnership or a manager in a limited liability company; or (iii) fraud or written material misrepresentation by Borrower or any officer, director, partner, member or employee of Borrower in connection with the application for or creation of the Indebtedness or any request for any action or consent by Lender. (g) To the extent that Borrower has personal liability under this Section 9, Lender may exercise its rights against Borrower personally without regard to whether Lender has exercised any rights against the Mortgaged Property or any other security, or pursued any rights 100542076-,2} Page 10 a against any guarantor, or pursued any other rights available to Lender under this Note, the Security Instrument, any other Loan Document or applicable law. To the fullest extent permitted by applicable law, in any action to enforce Borrower's personal liability under this Section 9, Borrower waives any right to set off the value of the Mortgaged. Property against such personal liability. 10. Voluntary and Involuntary Prepayments. (a) Any receipt by Lender of principal due under this Note prior to the Maturity Date, other than principal required to be paid in monthly installments pursuant to Section 3, constitutes a prepayment of principal under this Note. 'Without limiting the foregoing, any application by Lender, prior to the Maturity Date, of any proceeds of collateral or other security to the repayment of any portion of the unpaid principal balance of this Note constitutes a prepayment under this Note. (b) Borrower may voluntarily prepay all of the unpaid principal balance of this Note on an Installment Due Date so long as Borrower designates the date for such prepayment in a Notice from Borrower to Lender given at least 30 days prior to the date of such prepayment. If an Installment Due Date (as defined in Section 1(a)) falls on a day which is not a Business Day, then with respect to payments made under this Section 10 only, the term "Installment Due Date" shall mean the Business Day immediately preceding the scheduled Installment Due Date. (c) Notwithstanding subsection(b) above, Borrower may voluntarily prepay all of the unpaid principal balance of this Note on a Business Day other than an Installment Due Date if Borrower provides Lender with the Notice set forth in subsection (b) and meets the other requirements set forth in this subsection. Borrower acknowledges that Lender has agreed that Borrower may prepay principal on a Business Day other than an Installment Due Date only because Lender shall deem any prepayment received by Lender on any day other than an Installment Due Date to have been received on the Installment Due Date immediately following such prepayment and Borrower shall be responsible for all interest that would have been due if the prepayment had actually been made on the Installment Due Date immediately following such prepayment. (d) Unless otherwise expressly provided in the Loan Documents, Borrower may not voluntarily prepay less than all of the unpaid principal balance of this Note. In order to voluntarily prepay all or any part of the principal of this Note, Borrower must also pay to Lender, together with the amount of principal being prepaid, (i)all accrued and unpaid interest due under this Note, plus (ii) all other sums due to Lender at the time of such prepayment, plus (iii) any prepayment premium calculated pursuant to Section 10(e). (e) Except as provided in Section 10(f), a prepayment premium shall be due and payable by Borrower in connection with any prepayment of principal under this Note during the Prepayment Premium Period. The prepayment premium shall be whichever is the greater of subsections (A)and(B) below: {00542076:2) Page 11 (A) 1.0% of the amount of principal being prepaid; or (B) the product obtained by multiplying: (1) the amount of principal being prepaid or accelerated, by (2) the excess (if any) of the Monthly Note Rate over the Assumed Reinvestment Rate, by (3) the Present Value Factor. For purposes of subsection (B),the following definitions shall apply: Monthly Note Rate: one-twelfth (1112) of the Fixed Interest Rate, expressed as a decimal calculated to five digits. Prepayment Date: in the case of a voluntary prepayment, the date on which the prepayment is made; in the case of the application by Lender of collateral or security to a portion of the principal balance,the date of such application. Assumed Reinvestment Rate: one-twelfth (1/12) of the yield rate, as of the close of the trading session which is 5 Business Days before the Prepayment Date, on the Treasury Security, as reported in The Wall Street Journal, expressed as a decimal calculated to five digits. In the event that no yield is published on the applicable date for the Treasury Security, Lender, in its discretion, shall select the non-callable Treasury Security maturing in the same year as the Treasury Security with the lowest yield published in The Wall Street Journal as of the applicable date. If the publication of such yield rates in The Wall Street Journal is discontinued for any reason, Lender shall select a security with a comparable rate and term to the Treasury Security. The selection of an alternate security pursuant to this Section shall be made in Lender's discretion. Present Value Factor: the factor that discounts to present value the costs resulting to Lender from the difference in interest rates during the months remaining in the Yield Maintenance Period, using the Assumed Reinvestment. Rate as the discount rate, with monthly compounding, expressed numerically as follows: (00542076;2) Page 12 1+ ARR ARR n = the number of months remaining in Yield Maintenance Period; provided, however, if a prepayment occurs on an Installment Due Date, then the number of months remaining in the Yield Maintenance Period shall be calculated beginning with the month in which such prepayment occurs and if such prepayment occurs on a Business Day other than an Installment Due Date, then the number of months remaining in the Yield.Maintenance Period shall be calculated beginning with the month immediately following the date of such prepayment. ARR=Assumed Reinvestment Rate (f) Notwithstanding any other provision of this Section 10, no prepayment premium shall be payable with respect to (i) any prepayment made during the Window Period, or (ii) any prepayment occurring as a result of the application of any insurance proceeds or condemnation award under the Security Instrument. (g) Unless Lender agrees otherwise in writing, a permitted or required prepayment of less than the unpaid principal balance of this Note shall not extend or postpone the due date of any subsequent monthly installments or change the amount of such installments. (h) Borrower recognizes that any prepayment of any of the unpaid principal balance of this Note, whether voluntary or involuntary or resulting from an Event of Default by Borrower, will result in Lender's incurring loss, including reinvestment loss, additional expense and frustration or impairment of Lender's ability to meet its commitments to third parties. Borrower agrees to pay to Lender upon demand damages for the detriment caused by any prepayment, and agrees that it is extremely difficult and impractical to ascertain the extent of such damages. Borrower therefore acknowledges and agrees that the formula for calculating prepayment premiums set forth in this Note represents a reasonable estimate of the damages Lender will incur because of a prepayment. Borrower further acknowledges that any lockout and prepayment premium provisions of this Note are a material part of the consideration for the Loan, and that the terms of this Note are in other respects more favorable to Borrower as a result of the Borrower's voluntary agreement to the lockout and prepayment premium provisions. 11. Costs and Expenses. To the fullest extent allowed by applicable law, Borrower shall pay all expenses and costs, including Attorneys' Fees and Costs incurred by Lender as a result of any default under this Note or in connection with efforts to collect any amount due under this Note, or to enforce the provisions of any of the other Loan Documents, including those incurred in post judgment collection efforts and in any bankruptcy proceeding (including any action for relief from the automatic stay of any bankruptcy proceeding) or judicial or non- judicial foreclosure proceeding. {00542076;21 Page 13 12. Forbearance. Any forbearance by Lender in exercising any right or remedy under this Note, the Security Instrument, or any other Loan Document or otherwise afforded by applicable law, shall not be a waiver of or preclude the exercise of that or any other right or remedy. The acceptance by Lender of any payment after the due date of such payment, or.in an amount which is less than the required payment, shall not be a waiver of Lender's right to require prompt payment when due of all other payments or to exercise any right or remedy with respect to any failure to make prompt payment. Enforcement by Lender of any security for Borrower's obligations under this Note shall not constitute an election by Lender of remedies so as to preclude the exercise of any other right or remedy available to Lender. 13. Waivers. Borrower and all endorsers and guarantors of this Note and all other third parry obligors waive presentment, demand, notice of dishonor, protest, notice of acceleration, notice of intent to demand or accelerate payment or maturity, presentment for payment, notice of nonpayment, grace, and diligence in collecting the Indebtedness. 14. Loan Charges. Neither this Note nor any of the other Loan Documents shall be construed to create a contract for the use, forbearance or detention of money requiring payment of interest at a rate greater than the Maximum Interest Rate. If any applicable law limiting the amount of interest or other charges permitted to be collected from Borrower in connection with the Loan is interpreted so that any interest or other charge provided for in any Loan Document, whether considered separately or together with other charges provided for in any other Loan Document, violates that law, and Borrower is entitled to the benefit of that law, that interest or charge is hereby reduced to the extent necessary to eliminate that violation. The amounts, if any, previously paid to Lender in excess of the permitted amounts shall be applied by Lender to reduce the unpaid principal balance of this Note. For the purpose of determining whether any applicable law limiting the amount of interest or other charges permitted to be collected from Borrower has been violated, all Indebtedness that constitutes interest, as well as all other charges made in connection with the Indebtedness that constitute interest, shall be deemed to be allocated and spread ratably over the stated term of this Note. Unless otherwise required by applicable law, such allocation and spreading shall be effected in such a manner that the rate of interest so computed is uniform throughout the stated term of this Note. 15. Commercial Purpose. Borrower represents that Borrower is incurring the Indebtedness solely for the purpose of carrying on a business or commercial enterprise, and not for personal, family, household, or agricultural purposes. 16. Counting of Days. Except where otherwise specifically provided, any reference in this Note to a period of"days'means calendar days,not Business Days. 17. Governing Law. This Note shall be governed by the law of the Property Jurisdiction. 18. Captions. The captions of the Sections of this Note are for convenience only and shall be disregarded in construing this Note. 100542076:21__ Page 14 19. Notices; Written Modifications. (a) All Notices, demands and other communications required or permitted to be given pursuant to this Note shall be given in accordance with. Section 31 of the Security Instrument. (b) Any modification or amendment to this Note shall be ineffective unless in writing signed by the party sought to be charged with such modification or amendment; provided, however, that in the event of a Transfer under the terms of the Security Instrument that requires Lender's consent, any or some or all of the Modifications to Multifamily Note set forth in Exhibit A to this Note may be modified or rendered void by Lender at Lender's option, by Notice to Borrower and the transferee, as a condition of Lender's consent. 20. Consent to Jurisdiction and Venue. Borrower agrees that any controversy arising under or in relation to this Note may be litigated in the Property Jurisdiction. The state and federal courts and authorities with jurisdiction in the Property Jurisdiction shall have jurisdiction over all controversies that shall arise under or in relation to this Note. Borrower irrevocably consents to service,jurisdiction, and venue of such courts for any such litigation and waives any other venue to which it might be entitled by virtue of domicile, habitual residence or otherwise. However, nothing in this Note is intended to limit any right that Tender may have to bring any suit, action or proceeding relating to matters arising under this Note in any court of any other jurisdiction. 21. WAIVER OF TRIAL BY JURY. BORROWER AND LENDER EACH (A) AGREES NOT TO ELECT A TRIAL BY JURY WITH RESPECT TO ANY ISSUE ARISING OUT OF THIS NOTE OR THE RELATIONSHIP BETWEEN THE PARTIES AS LENDER AND BORROWER THAT IS TRIABLE OF RIGHT BY A JURY AND (B)WAIVES ANY RIGHT TO TRIAL BY JURY WITH RESPECT TO SUCH ISSUE TO THE EXTENT THAT ANY SUCH RIGHT EXISTS NOW OR IN THE FUTURE. THIS WAIVER OF RIGHT TO TRIAL BY JURY IS SEPARATELY GIVEN BY EACH PARTY, KNOWINGLY AND VOLUNTARILY WITH THE BENEFIT OF COMPETENT LEGAL COUNSEL. 22. State-Specific Provisions. "NIA." (00542076;2) Page 15 ATTACHED EXHIBIT. The Exhibit noted below, if marked with an "X" in the space provided, is attached to this Note: Exhibit A Modifications to Multifamily Nate [THE REMAINDER OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK] 100542076:21 Page 16 IN WITNESS WHEREOF, and in consideration of the Lender's agreement to lend Borrower the principal amount set forth above, Borrower has signed and delivered this Note under seal or has caused this Note to be signed and delivered under seal by its duly authorized representative. Borrower intends that this Note shall be deemed to be signed and delivered as a sealed instrument. BORROWER: CORRIDOR SHIPPENSBURG 1, L.P., a Delaware limited partnership By: CORRIDOR SHIPPENSBURG MANAGER,LLC, a Delaware limited liability company, Its General Partner By: Name: Dw,.iel Joseph Title: President 26-2830475 Borrower's Social Security/Employer ID Number 0054207&:2 Page 17 FH LMC#504131311 PAY TO THE ORDER OF FEDERAL HOME LOAN MORTGAGE CORPORATION WITHOUT RECOURSE, AS OF THE DAY OF AUGUST,2008. LENDER; DEUTSCHE BANS;BERKSHIRE MORTGAGE, INC., a Delaware corporation By. Name: C 11C+ � �Ut� >k Title: V j G c'P IG C'd1' y. Nazni�- JAMES M. HOOPER Titk:., AUTHORIZED SIGNATORY 100542076.21 Page 18 EXHIBIT A MODIFICATIONS TO MULTIFAMILY NOTE Exhibit. The following; modifications are made to the text of the Note that precedes this 1. Section 9 (c)(i) is hereby modified in its entirety by deleting the first sentence and substituting;the following: (c) Borrower fails to pay to Lender upon demand after an Event of Default (a) all Rents to which Lender is entitled under Section 3(a) of the Security Instrument, (b) the amount of all security deposits collected by Borrower from tenants then in.residence, and (c) the amount of any unearned prepaid Rents that Borrower is permitted to receive and collect under Section 4(g) of the Security Instrument (by way of example, in the event that Borrower has collected Rents in advance from a student tenant for 12 months under a 12-month lease and Borrower defaults under the Security Instrument in month 7 of the 12-month lease,Borrower shall be liable to Lender for 5 months of such prepaid rent). {00542076:2) Page A-1 1,. { r t �'- V " STABI IS StAbills Master Fund III,LLC 767 Fi"h Avenue,12t"L Floor New York New York. 10153 212.25r.8970 tel 212256.6971 fax December 11,2013 VIA FEDERAL EXPRESS Mr. Daniel Joseph Corridor Shippensburg 1,L.P. 20 Avon.Meadow Lane,Suite 120 Avon, CT 06001-0000 Re: Multifamily Note dated August 21, 2008 executed by Corridor Shippensburg I, L.P. ("Borrower"), including any amendments or modifications thereto (the "Note"); Assignment of Collateral Agreements and other Loan Documents dated August 22, 2008; Multifamily Mortgage, Assignment of Rents and Security Agreement made and given by Corridor Shippensburg I, L.P. for the benefit of Deutsche Bank Berkshire Mortgage, LLC, and all amendments and modifications thereto dated August 21, 2008 executed by Corridor Shippensburg I, L.P. (the "Mortgage"; :collectively with the Note and Loan Agreement,the"Loan Documents") Dear Mr. Joseph: As you know Stabilis Master Fund III, LLC ("Lender") is the successor-in-interest by assignment to the rights of Deutsche Bank Berkshire Mortgage, Inc. ("Original Lender") under the Loan Agreement and all related Loan Documents. Terms not defined herein shall have"the meaning set forth in the Loan Documents. Pursuant to the Amended and Restated Debt Service Escrow Agreement.("Debt Service Escrow"), Borrower is required to pay when due .a "Monthly Deposit" of$41,31.8.47 for the months of September through May until the.Loan is paid in full, or such other amount that Lender may determine is necessary to satisfy Borrower's monthly debt service obligation under the Loan for the months of Jane, July, and August of each year, inclusive of principal and interest due under the Note and all tnposition.deposits or other reserve :deposits due under the LoanDocuments.. See Amended and.Restated Debt Service Escrow Agreement. Borrower is in default under the Loan Documents for having failed. to, among other things, failing to make /Monthly Deposit as and when required (the"Existing Defaults") for October 2013, November 2013 and December 2013. The Existing Defaults have occurred and are continuing to this day. As a result of Borrower's failure to make Monthly Deposits as and when required under the Debt Service Escrow, all obligations thereunder have been accelerated and are immediately due and owing,including but.not limited to, all principal, interest, attorneys' fees, expenses, and all Other amounts due under the.Promissory Note and all related documents. See Amended and. Restated Debt Service Escrow Agreement. As of today's date, the Existing Defaults are contnuing and remain uncured. This letter.also constitutes notice that Lender may elect to immediately initiate its rights and remedies, including bringing suit for all amounts due and owing and/or foreclosure upon or 4 r ' Deceanber 11, 2013 Page 2 sale of Lender's collateral; as it deems appropriate in its sole discretion.. Lender is :entitled to exercise any and all remedies available to it at law,in equity or as otherwise set forth in the Loan Documents against the Borrower or any person or entity that has guaranteed the payment or performance of Borrower's obligations under the Loan Documents. Lender expressly reserves any and all rights afforded to it under the Loan Documents as well as those afforded at law or in equity as a result of the.Borrower's defaults described herein. Any failure or delay by Lender in exercising any right, power, or remedy wader any applicable Loan Document, at lava or in. equity, or any acceptance of partial performance or partial payment (a) shall not operate as a waiver of such right, power, or remedy, nor shall any single or partial exercise of any suchright, power, or remedy preclude any other or further exercise of such right,power,or remedy or the exercise of any other right,power,or remedy,and (b) shall not be sufficient, by itself or together-with.any other action or inaction :by Lender, to establish a course of dealing or course of conduct by Lender (with any such prior course of dealing or conduct,if any,hereby terminated). Lender has not agreed to restructure or modify your obligations and has not agreed to forbear on taking any.actions under the loan.documents, and this letter is not intended to be; nor shall it be construed as, a waiver of the Existing.Defaults or any other default,term or condition of the Loan Documents. No waiver of any term or requirement of any the Loan Documents shall be effective unless it is in an express signed writing,and any express written waiver shall not be construed to imply any other or f u-ther waiver other than as specifically stated therein. Accordingly,all such rights and remedies,are hereby reserved by Lender. If you-have any questions,please do not hesitate to contact me at 21.2-256-8974, or at the above address. Very truly yours, STABILIS MASTER FUND III,LLC B Oj� By* os e J. Tuso � 1L _Cj BRUBAKER CONNAUGHTON GOSS & LUCARELLI LLC r, PROT' A By: Brett D. Jackson Esquirer�V^ X27 Pfx �. Attorney I.D. No. 87517 CilP1 � Candice L. Marple, Esquire �' '8S},`iD U Attorney I.D. No. 308873 - �,NIA�� 480 New Holland Ave, Suite 6205 Attorneys for Plaintiff: Lancaster, PA 17602 Stabilis Master Fund III, LLC (717) 945-5745 /(717) 945-5764 (Fax) STABILIS MASTER FUND III, LLC, IN THE COURT OF COMMON PLEAS assignee of Federal Home Loan Mortgage OF CUMBERLAND COUNTY, Corporation, assignee of Deutsche Bank PENNSYLVANIA Berkshire Mortgage, Inc., : Plaintiff CIVIL ACTION - LAW VS. No. CORRIDOR SHIPPENSBURG I, L.P., Defendant MORTGAGE FORECLOSURE PRAECIPE FOR ENTRY OF APPEARANCE TO THE PROTHONOTARY: Please enter the appearance of Brett D. Jackson, Esquire, Candice L. Marple, Esquire and Brubaker Connaughton Goss & Lucarelli LLC, as Attorneys for Plaintiff, Stabilis Master Fund III, LLC, assignee of Federal Home Loan Mortgage Corporation, assignee of Deutsche Bank Berkshire Mortgage, Inc., in the above-captioned matter. BRUBAKER CONNAUGHTON GOSS &LUCARELLI LLC Attorneys for Plaintiff Date: By: l,T/li &�L1_ �U /o�(.(� �LY,(�ti� Candice L. Marple, Esquire 105145 BRUBAKER CONNAUGHTON GOSS & By: Brett D. Jackson, Esquire Attorney I.D. No. 87517 Candice L. Marple, Esquire Attorney I.D. No. 308873 480 New Holland Ave, Suite 6205 Lancaster, PA 17602 (717) 945-5745 / (717) 945-5764 (Fax) LUCARELLI LLC 2014 SEP 10 4N 42 CIJHBEffl_ PENNS AND COUNTY YL N Attorneys for Plaintiff: Stabilis Master Fund III, LLC STABILIS MASTER FUND III, LLC, assignee of Federal Home Loan Mortgage Corporation, assignee of Deutsche Bank Berkshire Mortgage, Inc., Plaintiff CIVIL ACTION - LAW No.14-5036 vs. IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CORRIDOR SHIPPENSBURG I, L.P., Defendant MORTGAGE FORECLOSURE AFFIDAVIT OF SERVICE OF COMPLAINT COMMONWEALTH OF PENNSYLVANIA: COUNTY OF LANCASTER: CANDICE L. MARPLE, ESQUIRE, being duly affirmed according to law, deposes and says, to the best of her knowledge, information and belief: That she is an associate of the law firm of Brubaker Connaughton Goss & Lucarelli LLC, which firm has acted as attorneys for Plaintiff Stabilis Master Fund III, LLC in this mortgage foreclosure proceeding; that service of the Complaint was made upon the Defendant, Corridor Shippensburg I, L.P., a Delaware limited partnership, outside of the Commonwealth of Pennsylvania, pursuant to Pa.R.C.P. 403, 404 and 423, on September 2, 2014, by Certified United States Mail, Return Receipt Requested; and that true and correct copies of the signed return receipt card and USPS confirmation of mailing are attached hereto and marked Exhibit A. 106819 Affirmed to and subscribed ci4k Before me this day of September, 2014. Notary Public My commission expires: Meu.c..1-\ 18 , 2-01 8 COO4MONWEA/114 OF PENNSYLVANIA Notarial Seal Angela 7, Glasmire, Notary Public Paknyrs Soro, Lebanon County Sty Commission Expires North 18, 2018 worm*. pf_vec,.. 11,Aal asssztAnosi Of NcITLALIS 106819 No.14-5036 BRUBAKER CONNAUGHTON GOSS & LUCARELLI LLC Attorneys for Plaintiff 2 Candice L. Marple, Esq ire Attorney I.D. No. 308873 480 New Holland Ave., Suite 6205 Lancaster, PA 17602 (717) 945-5745 SENDER: COMPLETE THIS SECTION • 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 mailpiece, or on the front if space permits. CCMPLETE THIS SECTION ON DELIVERY A. Signa Agent Addressee Article Addressed to: Corridor Shippensburg I, L.P. 20 Avon. Meadow Lane, Suite 120 Avon, Connecticut 06001 B. eceived b • ame) j C. Date of Delivery D. Is delivery address different', If YES, enter delivery address belo ` $EP 3. Service Type _ I Certified Mail® 0 Priority Mail Express'" 0 Registered -Return Receipt for Merchandise 0 Insured Mail 0 Collect on Delivery 4. Restricted Delivery? (Extra Fee) 0 Yes '\2. Article Number (Transfer from service label) 7010 1870 0002 6269 1132 PS Form 3811, July 2013 Domestic Return Receipt USPS.com® - USPS TrackingTM English Custon-er Service USPS.COM' USPS Mobile Quick Tools Ship a Package USPS TrackingTM Send Mall https://tools.usps.com/go/TrackConfirmAction.action7tRef=fullpage... Manage Your Mail Register / Sign In Search USPS.com or Track Packages Shop Business Solutions Customer Service , Have questions? We're here to help. Tracking Number: 70101870000262691132 Expected Delivery Day: Wednesday, September 3, 2014 Product & Tracking Information Postal Product: Features: Priority Mail 2-DayT" Certified Mar Return Receipt DATE & TIME September 2, 2014 , 1:27 Pm STATUS OF ITEM LOCATION Delivered AVON, CT 06001 Your item was delivered at 1:27 pm on September 2, 2014 in AVON, CT 06001. September 2, 2014 , 9:21 am September 2, 2014 , 9:11 am September 1, 2014 , 8:22 am August 31, 2014 , 4:05 am August 30, 2014 , 8:20 pm August 30, 2014 , 12:45 am August 29, 2014 , 1:07 pm Out for Delivery Sorting Complete Arrived at Unit Departed USPS Facility Arrived at USPS Facility Arrived at USPS Facility Acceptance AVON, CT 06001 AVON, CT 06001 AVON, CT 06001 SPRINGFIELD, MA 01152 SPRINGFIELD, MA 01152 PHILADELPHIA, PA 19116 LANCASTER, PA 17603 • Available Actions Text Updates Email Updates Track Another Package What's your tracking (or receipt) number? LEGAL Privacy Policy' Terms of Use > FOIA No FEAR Act EEO Data' El USPICOM I ON USPS.COM Government Services' Buy Stamps & Shop' Print a Label with Postage > Customer Service > Delivering Solutions to the Last Mile > Site Index > Copyright@ 2014 USPS. All Rights Reserved, Track It ON ABOUT.USPS.COM About USPS Home Newsroom' USPS Service Alerts' Forms & Publications > Careers' OTHER USPS SITES Business Customer Gateway > Postal Inspectors > Inspector General > Postal Explorer' National Postal Museum > 9/3/2014 2:32 ROBINSON & COLE LLP By: Elizabeth R. Leong, Esq. Identification No. 80094 280 Trumbull Street Hartford, CT 06103 (860) 275-8200 eleong@rc.com STABILIS MASTER FUND III, LLC, Assignee of Federal Home Loan Mortgage Corporation, assignee of Deutsche Bank Berkshire Mortgage, Inc., Plaintiff v. CORRIDOR SHIPPENSBURG I, L.P., Defendant PRAECIPE FOR ENTRY OF APPEARANCE TO THE PROTHONOTARY: Kindly enter my appearance on behalf of Defendant Corridor Shippensburg I, L.P., in the above -captioned matter. Attorneys for: Defendant Corridor Shippensburg I, L.P. COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CIVIL ACTION LAW DOCKET NO. 14-5036 - Date: September 17, 2014 Elizabeth R. Leong Attorney Identification No.: 80094 ROBINSON & COLE LLP 280 Trumbull Street Hartford, CT 06103-3597 Tel. No.: (860) 275-8200 Fax No.: (860) 275-8299 E-mail: eleong@rc.com Attorney for Defendant CERTIFICATION This is to certify that a copy of the foregoing was served by United States mail, postage prepaid, on this 17th day of September, 2014 on the following: Brett D. Jackson, Esq. Candice L. Marple, Esq. Brubaker Connaughton Goss & Lucarelli LLC 480 New Holland Avenue, Suite 6205 Lancaster, PA 17602 -2 /s/ Elizabeth R. Leong Elizabeth R. Leong BRUBAKER CONNAUGHTON GOSS & LUCARELLI LLC By: Brett D. Jackson, Esquire TA RY Attorney I.D. No. 87517 T I - I,. C6 Candice L. Marple, Esquire U01 'IT%/ Attorney I.D. No. 308873 UN, 480 New Holland Ave, Suite 6205 Attorneys for Plaintiff Lancaster, PA 17602 Stabilis Master Fund III, LLC (717) 945-5745 /(717) 945-5764 (Fax) STABILIS MASTER FUND 111, LLC, IN THE COURT OF COMMON PLEAS assignee of Federal Home Loan Mortgage OF CUMBERLAND COUNTY, Corporation, assignee of Deutsche Bank PENNSYLVANIA Berkshire Mortgage, Inc., Plaintiff CIVIL ACTION - LAW vs. No. 14-5036 CORRIDOR SHIPPENSBURG I, L.P., Defendant MORTGAGE FORECLOSURE PRAECIPE FOR DEFAULT JUDGMENT TO THE PROTHONOTARY: Please enter judgment against Defendant Corridor Shippensburg 1, L.P., and in favor of the Plaintiff, Susquehanna Bank, in mortgage foreclosure and in the amount stated below, for failure of the Defendant to file an answer or responsive pleading within twenty (20) days of service of the Complaint upon it on September 2, 2014. The undersigned hereby certifies that on September 25, 2014, notice of Plaintiffs intention to file this Praecipe for Default Judgment was mailed to the Defendant and Defendant's counsel as required by Pa.R.C.P. 237.1. A true and correct copy of the notice is attached hereto and marked Exhibit A. Please enter judgment as follows: Principal $15,428,972.64 Interest accrued Through 10/14/2014 at 10.20% $ 623,770.72 per annum fixed O-Lo ($4,371.54 per diem) Fees and Costs $ 10,049.58 117611 ce TOTAL $16,062,792.94 *Continuing interest,costs of suit and all attorneys'fees and other fees and charges are collectible. BRUBAKER CONNAUGHTON GOSS & LUCARELLI LLC Attorneys for Plaintiff Dated: October 14, 2014 By: 9AIAt1j6 Candice L. Marple, Es ire Attorney I.D. No. 308873 AND NOW, this )Sday of D • , 2014, judgment is entered as above directed. Prothonotary 117611 2 EXHIBIT A v LLC BRUBAKERCONNAUGHTON GOSS & LUCARELLILLc ATTORNEYS AT LAW Brett D.Jackson,Esquire bretti@bcel-law.com Direct Dial: (717)945.5748 September 25, 2014 Corridor Shippensburg I, L.P. 20 Avon Meadow Lane, Suite 120 Avon, Connecticut 06001 Re: Stabilis Master Fund III, LLC v. Corridor Shippensburg I, L.P. C.P. Cumberland County, PA No. 14-5036 Dear Sir or Madam: We represent Stabilis Master Fund III, LLC, Plaintiff in the above-captioned proceeding. Pursuant to Rule 237.1 of the Pennsylvania Rules of Civil Procedure, we enclose and hereby serve you with Plaintiff's Notice of intent to enter judgment by default. Please govern yourself accordingly. Sincerely, 1rett D. Jackson BDJ/ajg/iio436 Enclosure cc (w/encl.): Elizabeth R. Leong, Esquire Justin Cooper, Asset Manager 480 New Holland Avenue, Suite 6205, Lancaster, PA 17602 BRUBAKER CONNAUGHTON GOSS & LUCARELLI LLC By: Brett D. Jackson, Esquire Attorney I.D. No. 87517 Candice L. Marple, Esquire Attorney I.D. No. 308873 480 New Holland Ave, Suite 6205 Attorneys for Plaintiff: Lancaster, PA 17602 Stabilis Master Fund III, LLC (717) 945-5745/(717) 945-5764 (Fax) STABILIS MASTER FUND III, LLC, IN THE COURT OF COMMON PLEAS assignee of Federal Home Loan Mortgage : OF CUMBERLAND COUNTY, Corporation, assignee of Deutsche Bank PENNSYLVANIA Berkshire Mortgage, Inc., Plaintiff CIVIL ACTION - LAW VS. No. 14-5036 CORRIDOR SHIPPENSBURG I, L.P., Defendant MORTGAGE FORECLOSURE To: Corridor Shippensburg I, L.P. 20 Avon Meadow Lane, Suite 120 Avon, Connecticut 06001 Date of Notice: September 25, 2014 IMPORTANT NOTICE YOU ARE IN DEFAULT BECAUSE YOU HAVE FAILED TO ENTER AN APPEARANCE OR FILE IN WRITING WITH THE COURT YOUR DEFENSES OR OBJECTIONS TO THE CLAIMS SET FORTH AGAINST YOU. UNLESS YOU ACT WITHIN TEN 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 PAPER TO YOUR LAWYER AT ONCE. IF YOU DO NOT HAVE A LAWYER, GO TO OR TELEPHONE THE OFFICE SET FORTH BELOW. THIS OFFICE CAN PROVIDE YOU WITH INFORMATION ABOUT HIRING A LAWYER. 110434 No. 14-5036 IF YOU CANNOT AFFORD A LAWYER, THIS OFFICE MAY BE ABLE TO PROVIDE YOU WITH INFORMATION ABOUT AGENCIES THAT MAY OFFER LEGAL SERVICES TO ELIGIBLE PERSONS AT A REDUCED FEE OR NO FEE. Cumberland County Bar Association 32 S. Bedford Street Carlisle, PA 17013 Phone: 717-249-3166 BRUBAKER CONNAUGHTON GOSS & LUCARELLI LLC Attorneys for Plaintiff Date: September 25, 2014 By: Bret . Jackso uire Attorney I.D. No. 87517 110434 2 No. 14-5036 PROOF OF SERVICE I HEREBY CERTIFY that on September 25, 2014, I served a 10-Day Notice of Default in the above-referenced case upon the persons and in the manner indicated below. Service via first class mail,postage prepaid as follows: Corridor Shippensburg I, L.P. 20 Avon Meadow Lane, Suite 120 Avon, Connecticut 06001 BRUBAKER CONNAUGHTON GOSS & LUCARELLI LLC Attorneys for Plaintiff Date: September 25, 2014 By: Brett . Jackson, Esquire Attorney I.D. No. 87517 480 New Holland Avenue, Suite 6205 Lancaster, PA 17602 Telephone: (717) 945-5745 Facsimile: (717) 945-5764 110434 3 LLC Brett D.Jackson,Esquire B R U B A K E R C O N N A U G H T O N brettigbcel-law.com G O S S & L U C A R E L L I L L c Direct Dial: (717)945-5748 ATTORNEYS AT LAW September 25, 2014 Corridor Shippensburg I, L.P. c/o Elizabeth R. Leong, Esquire Robinson Cole 280 Trumbull Street Hartford, CT 06103-3597 Re: Stabilis Master Fund III, LLC v. Corridor Shippensburg I, L.P. C.P. Cumberland County, PA No. 14-5036 Dear Attorney Leong: We represent Stabilis Master Fund III, LLC, Plaintiff in the above-captioned proceeding. Pursuant to Rule 237.1 of the Pennsylvania Rules of Civil Procedure, we enclose and hereby serve upon you, as Defendant's counsel of record, with Plaintiff's Notice of intent to enter judgment by default. Please govern yourself accordingly. Sincerely, ett D. Jack BDJ/ajg/110436 Enclosure cc (w/encl.): Justin Cooper, Asset Manager 480 New Holland Avenue, Suite 6205. Lancaster. PA 17602 J , BRUBAKER CONNAUGHTON GOSS & LUCARELLI LLC By: Brett D. Jackson, Esquire Attorney I.D. No. 87517 Candice L. Marple, Esquire Attorney I.D. No. 308873 480 New Holland Ave, Suite 6205 Attorneys for Plaintiff: Lancaster, PA 17602 Stabilis Master Fund III, LLC (717) 945-5745/(717) 945-5764 (Fax) STABILIS MASTER FUND III, LLC, IN THE COURT OF COMMON PLEAS assignee of Federal Home Loan Mortgage : OF CUMBERLAND COUNTY, Corporation, assignee of Deutsche Bank PENNSYLVANIA Berkshire Mortgage, Inc., Plaintiff CIVIL ACTION - LAW VS. No. 14-5036 CORRIDOR SHIPPENSBURG I, L.P., Defendant MORTGAGE FORECLOSURE To: Corridor Shippensburg I, L.P. c/o Elizabeth R. Leong, Esquire Robinson Cole 280 Trubull Street Hartford, CT 06103-3597 Date of Notice: September 25, 2014 IMPORTANT NOTICE YOU ARE IN DEFAULT BECAUSE YOU HAVE FAILED TO ENTER AN APPEARANCE OR FILE IN WRITING WITH THE COURT YOUR DEFENSES OR OBJECTIONS TO THE CLAIMS SET FORTH AGAINST YOU. UNLESS YOU ACT WITHIN TEN 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 PAPER TO YOUR LAWYER AT ONCE. IF YOU DO NOT HAVE A LAWYER, GO TO OR TELEPHONE THE OFFICE SET FORTH BELOW. THIS OFFICE CAN PROVIDE YOU WITH INFORMATION ABOUT HIRING A LAWYER. 110435 No. 14-5036 IF YOU CANNOT AFFORD A LAWYER, THIS OFFICE MAY BE ABLE TO PROVIDE YOU WITH INFORMATION ABOUT AGENCIES THAT MAY OFFER LEGAL SERVICES TO ELIGIBLE PERSONS AT A REDUCED FEE OR NO FEE. Cumberland County Bar Association 32 S. Bedford Street Carlisle, PA 17013 Phone: 717-249-3166 BRUBAKER CONNAUGHTON GOSS & LUCARELLI LLC Attorneys for Plaintiff 7a�!5 Date: September 25, 2014 By: — — 7-� Brett . Jackson, Attorney I.D. No. 87517 110435 2 No. 14-5036 PROOF OF SERVICE I HEREBY CERTIFY that on September 25, 2014, I served a 10-Day Notice of Default in the above-referenced case upon the persons and in the manner indicated below. Service via first class mail, postage prepaid as follows: Corridor Shippensburg I, L.P. c/o Elizabeth R. Leong, Esquire Robinson Cole 280 Trumbull Street Hartford, CT 06103-3597 BRUBAKER CONNAUGHTON GOSS & LUCARELLI LLC Attorneys for Plaintiff Date: September 25, 2014 By: Br . Jackson, Esquire Attorney I.D. No. 87517 480 New Holland Avenue, Suite 6205 Lancaster, PA 17602 Telephone: (717) 945-5745 Facsimile: (717) 945-5764 110435 3 t.. BRUBAKER CONNAUGHTON GOSS & LUCARELLI LLC By: Brett D. Jackson, Esquire ' Attorney I.D. No. 87517 �� Candice L. Mar le, Esquire Ct i' 4bL , Attorney I.D. No. 308873 r_ r,r c 480 New Holland Ave, Suite 6205 Attorneys for Plaintyiik/I 1 Lancaster, PA 17602 Stabilis Master Fund III, LLC (717) 945-5745/(717) 945-5764 (Fax) STABILIS MASTER FUND III, LLC, IN THE COURT OF COMMON PLEAS assignee of Federal Home Loan Mortgage : OF CUMBERLAND COUNTY, Corporation, assignee of Deutsche Bank PENNSYLVANIA Berkshire Mortgage, Inc., Plaintiff CIVIL ACTION - LAW VS. No. 14-5036 CORRIDOR SHIPPENSBURG I, L.P., Defendant MORTGAGE FORECLOSURE CERTIFICATION OF ADDRESSES I hereby certify, to the best of my knowledge, information and belief, that the Plaintiff in this matter, a Delaware limited liability company, maintains its principal offices at 767 Fifth Avenue, 12th Floor, New York, New York 10153 and that the Defendant has a mailing address as follows: Corridor Shippensburg I, L.P. 20 Avon Meadow Lane, Suite 120 Avon, Connecticut 06001 I understand that any false statements containing herein are subject to the penalties of 18 Pa.C.S. §4904, relating to unsworn falsification to authorities. BRUBAKER CONNAUGHTON GOSS & LUCARELLI LLC Attorneys for Plaintiff Dated: October 14, 2014 By: �"&l�C ✓ �li" Candice L. Marple, Esquire Attorney I.D. No. 308873 119412 Office of the Prothonotary of COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA NOTICE OF ENTRY OF JUDGMENT STABILIS MASTER FUND III, LLC, assignee of Federal Home Loan Mortgage : CIVIL ACTION - LAW Corporation, assignee of Deutsche Bank Berkshire Mortgage, Inc., Plaintiff No. 14-5036 vs. MORTGAGE FORECLOSURE CORRIDOR SHIPPENSBURG I, L.P., Defendant Pursuant to the requirements of Penna. Civil Procedural Rule #236, you are notified that judgment was entered in this office today, in the above-captioned case — 0 Judgment in mortgage foreclosure and in the amount of$16,062,792.94, plus subsequently accruing interest, attorneys' fees, costs, and charges, for Plaintiff and against Defendant Corridor Shippensburg I, L.P. ❑ Judgment for Defendant and against Plaintiff ❑ Order or Decree in favor of Dated: Iq PROTHONOTARY To: Corridor Shippensburg I, L.P. 20 Avon Meadow Lane, Suite 120 _ Avon, CT 06001 647 Corridor Shippensburg I, L.P. vim.,. c/o Elizabeth R. Leong, Esquire Robinson Cole 280 Trumbull Street Hartford, CT 06103-3597 117623 BRUBAKER CONNAUGHTON GOSS & LUCARELLI LLC By: Brett D. Jackson, Esquire Attorney I.D. No. 87517 Candice L. Marple, Esquire Attorney I.D. No. 308873 480 New Holland Ave, Suite 6205 Lancaster, PA 17602 (717) 945-5745 / (717) 945-5764 (Fax) OF TI,Eio TI ONO TAR Y 2014TY 12 C111: 13 StabilisCOUNTY AttorneysafosrteTtjurtlff;J:'-i'71/14 I A STABILIS MASTER FUND III, LLC, : assignee of Federal Home Loan Mortgage : Corporation, assignee of Deutsche Bank : Berkshire Mortgage, Inc., Plaintiff vs. CORRIDOR SHIPPENSBURG I, L.P., : Defendant : IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CIVIL ACTION - LAW No. 14-5036 MORTGAGE FORECLOSURE PRAECIPE FOR WRIT OF EXECUTION TO THE PROTHONOTARY: 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. Please issue a writ of execution in the above matter, directed to the Sheriff of Cumberland County, Pennsylvania, against Corridor Shippensburg I, L.P., Defendant and Mortgagor, and direct the Sheriff to levy on the real property known as 100 Bard Drive, Township of Shippensburg, Cumberland County, Pennsylvania described in the rider attached to and made a part of this Praecipe and index said writ as a lis pendens against the real property described in the rider. a.-Vc‘A \ \S:1C C8F crlUO, 121319 otht S p STPT/1" ?:55 SO C_ Lit 630 3.92P Amount Due: $15,428,972.64 Interest accruing $ 741,802.30 to 11/11/2014 at 10.20% per annum fixed ($4,371.54 per diem) Attorneys Fees/Costs $ 11,397.72 $16,182,172.66* No. 14-5036 *Continuing interest, costs of suit and all attorneys' fees and other fees and charges which accrue under the loan documents are to be added. Date: BRUBAKER CONNAUGHTON GOSS & LUCARELLI LLC Attorr}pys for Plaintiff di(,- /fit By: 121319 2 Brett D. Jackson, Esquire Attorney I.D. No. 87517 Candice L. Marple, Esquire Attorney I.D. No. 308873 Brett D. Jackson, Esquire Candice L. Marple, Esquire Attorneys for Plaintiff LEGAL DESCRIPTION PREMISES A: Sale No.: 14-5036 ALL THAT CERTAIN piece of parcel of land situated in the Township of Shippensburg, County of Cumberland, Commonwealth of Pennsylvania, being more particularly bounded and described as follows, to -wit: BEGINNING at the northeasterly corner of the piece at a point, said point being located the following courses and distances from the intersection of the southerly line of Bard Road with the westerly line of North Earl Street — S.R. 0696: In a southerly direction, along the westerly line of said North Earl Street, and along a curve to the left having a radius of 1959.86 feet, an arc distance of 89.26 feet to a point of tangency; South 22 degrees 55 minutes 02 seconds East, continuing along the westerly line of said North Earl Street, a distance of 280.92 feet to a point of curvature; thence continuing along the westerly line of said North Earl Street, along a curve to the left having a radius of 2814.79 feet, an arc distance of 30.11 feet to an iron pin in the northerly line of lands now or formerly of Harry D. Miller; South 50 degrees 34 minutes 41 seconds West, along the northerly line of lands of said Miller, a distance of 196.33 feet to an iron pin at the northerly corner of lands of said Miller; South 23 degrees 14 minutes 47 Seconds East, along the westerly line of lands of said Miller, a distance of 90.00 feet to an iron pipe, said pipe being located on the northerly line of lands now or formerly of Charles Ramsy Ray; South 50 degrees 34 minutes 41 Seconds West, along the northerly line of lands of said Ray, and along the southerly line of Parcel "B" of the Bard Townhouses Final Subdivision Plan, a distance of 181.09 feet to a point; thence South 55 degrees 26 minutes 52 seconds East, along the westerly line of lands of said Ray, a distance of 56.17 feet to an iron pipe, said pipe being located at the northwesterly corner of lands now or formerly of Deborah A. Gross; thence South 53 degrees 37 minutes 47 seconds East, along the westerly line of lands of said Gross, a distance of 208.09 feet to a concrete monument, said monument being located at the northwesterly corner of lands now or formerly of Jacquelyn Hoover; thence South 17 degrees 08 minutes 38 seconds West, along the westerly line of lands now or formerly of Jeffrey L. Gruver, a distance of 173.81 feet to an iron pin, said pin being located at the northwesterly corner of lands now or formerly of Robert P. Wyrick; thence South 16 degrees 06 minutes 18 seconds East, along the westerly line of lands of said Wyrick, and along the westerly line of lands now or formerly of Wayne L. Wadel, Jr. & Ronald A. Wadel, a distance of 118.64 feet to an iron pin; thence North 75 degrees 122929 25 minutes 42 seconds East, along the southerly line of lands of said Wadel, a distance of 212.21 feet to an iron pin in the westerly line of said North Earl Street; thence South 00 degrees 37 minutes 45 seconds West, along the westerly line of said Earl Street, a distance of 150.37 feet to a point, said point being the northeasterly corner of lands now or formerly of Donald E. Stine; thence South 83 degrees 35 minutes 02 Seconds West, along the northerly line of lands of said Stine, a distance of 171.28 feet to an iron pin; thence South 70 degrees 58 minutes 11 seconds West, continuing along the northerly line of lands of said Stine, a distance of 219.50 feet to an iron pin; thence South 17 degrees 02 minutes 25 seconds East, along the westerly line of lands of said Stine and along the westerly line of lands now or formerly of John T. Gruver, a distance of 341.46 feet to a fence post, said post being located on the westerly line of lands now or formerly of Paul V. Adams; thence South 41 degrees 05 minutes 21 seconds East, along the westerly line of lands of said Adams, a distance of 62.45 feet to an iron pin, said pin being located at the northwesterly corner of lands now or formerly of Jay D. Koepf; thence South 00 degrees 24 minutes 41 seconds East, along the westerly line of lands of said Koepf, and along the westerly line of lands now or formerly of Gerald L. Underkoffler, a distance of 84.65 feet to a fence post, said post being the northeasterly corner of lands now or formerly of Gordon M. Bigler; thence North 86 degrees 08 minutes 07 seconds West, along the northerly line of lands of said Bigler, a distance of 449.00 feet to an iron pin; thence South 08 degrees 57 minutes 08 seconds East, along the westerly line of lands of said Bigler, a distance of 94.20 feet to an iron pin; thence South 00 degrees 08 minutes 01 seconds West, continuing along the westerly line of lands of said Bigler, a distance of 164.36 feet to a point on the northerly line of Hot Point Avenue; thence North 78 degrees 27 minutes 49 seconds West, along the northerly line of said Hot Point Avenue, a distance of 57.65 feet to a point; thence North 07 degrees 08 minutes 15 seconds West, along the easterly line of lands now or formerly of Shippensburg Borough Authority, a distance of 151.55 feet to an iron pin; thence North 52 degrees 52 minutes 50 seconds West, continuing along the lands of said Shippensburg Borough Authority, a distance of 146.50 feet to an iron pin; thence North 33 degrees 58 minutes 25 seconds West, continuing along lands of said Shippensburg Borough Authority, a distance of 304.96 feet to an iron pin; thence North 07 degrees 06 minutes 13 seconds East, continuing along the lands of said Shippensburg Borough Authority, a distance of 101.00 feet to an iron pin; thence North 62 degrees 33 minutes 47 seconds West, continuing along lands of said Shippensburg Borough Authority, a distance of 45.00 feet to an iron pin; thence North 24 degrees 48 minutes 47 seconds West, continuing along the lands of said Shippensburg Borough Authority, a distance of 90.00 feet to an iron pin; thence North 10 degrees 53 minutes 47 seconds West, continuing along the lands of said Shippensburg Borough Authority, a distance of 114.00 feet to an iron pin; thence North 47 degrees 18 minutes 47 seconds West, continuing along the lands of said Shippensburg Borough Authority, a distance of 84.75 feet to an iron pin, said pin being located in the southeasterly corner of lands now or formerly of Mary W. Fogelsanger; thence North 35 degrees 22 minutes 13 seconds East, along the 122929 easterly line of lands of said Fogelsanger, a distance of 200.00 feet to an iron pin; thence North 27 degrees 51 minutes 20 seconds West, along the easterly line of lands of said Fogelsanger, a distance of 859.08 feet to an iron pin; thence North 71 degrees 45 minutes 58 seconds West, along the northerly line of lands of said Fogelsanger, a distance of 61.79 feet to an iron pin, said pin being located on the southerly line of said Bard Road; thence in an easterly direction, along a curve to the right having a radius of 366.75 feet, an arc distance of 68.65 feet to a point of tangency; thence South 77 degrees 00 minutes 54 seconds East, along the southerly line of said Bard Road, a distance of 181.14 feet to a point, said point being the northwesterly corner of Parcel "B" of the Bard Townhouses Final Subdivision Plan; thence South 27 degrees 51 minutes 20 seconds East, along the westerly line of said Parcel "B", a distance of 573.24 feet to a point; thence North 77 degrees 22 minutes 44 seconds East, continuing along the southerly line of said Parcel "B", a distance of 111.26 feet to a point; thence South 12 degrees 37 minutes 16 seconds East, continuing along the westerly line of said Parcel "B", a distance of 444.43 feet to a point; thence North 70 degrees 55 minutes 09 seconds East, continuing along the southerly line of said Parcel "B", a distance of 260.39 feet to a point; thence South 19 degrees 52 minutes 54 seconds East, continuing along the westerly line of said Parcel "B", a distance of 103.09 feet to a point; thence North 63 degrees 00 minutes 54 seconds East, continuing along the southerly line of said Parcel "B", a distance of 191.85 feet to a point; thence North 01 degree 02 minutes 05 seconds West, along the easterly line of said Parcel "B", a distance of 154.57 feet to a point; thence North 28 degrees 09 minutes 12 seconds West, along the easterly line of said Parcel "B", a distance of 205.55 feet to a point; thence North 50 degrees 34 minutes 41 seconds East, along the southerly line of said Parcel "B", a distance of 72.62 feet to a concrete monument and the place of Beginning. CONTAINING 17.915 acres of land therein, net measure, and being the same parcel as Parcel "D", as shown on a plan entitled "Final Subdivision Plan Bard Townhouses" as prepared by David James Laird Associates, dated September 12, 2002 and recorded October 9, 2002 in Cumberland County Plan Book 86, Page 13. ALSO DESCRIBED AS FOLLOWS as set forth in that ALTA/ACSM Land Title Survey prepared by Eric L. Diffenbaugh, Professional Land Surveyor, Newville, PA dated 05/21/2008, last revised 08/18/2008: BEGINNING at an existing concrete monument located at the corner of lands now or formerly of Deborah A. Gross and lands now or formerly of Christine M. Dick, said monument being the point of beginning; thence along lands now or formerly of Jeffrey L. Gruver, South 17 degrees 12 minutes 28 seconds West, 173.72 feet to an iron pin; thence along lands now or formerly of Joyce E. Wyrick, South 16 degrees 00 minutes 18 seconds East, 119.24 feet to a point; thence continuing along lands now or for of Joyce E. Wyrick, North 75 degrees 25 minutes 42 seconds East, 212.21 feet to a point on the western right-of-way line of SR 696, known as North Earl 122929 Street; thence along said right-of-way line, South 00 degrees 37 minutes 45 seconds West, 150.37 feet to a point; thence along lands now or formerly of James A. Pittman, South 83 degrees 46 minutes 36 seconds West, 170.89 feet to an iron pin; thence continuing along lands of Pittman, South 70 degrees 50 minutes 45 seconds West, 220.01 feet to an iron pin; thence continuing along lands of Pittman, and two parcels of land owned now or formerly by John T. Gruver, South 17 degrees 02 minutes 25 seconds East, 341.46 feet to a point; thence along lands now or formerly of Paul V. Adams, South 41 degrees 05 minutes 21 seconds East, 62.45 feet to a point; thence along lands now or formerly of Carol A. Veschi and lands now or formerly of Gerald L. Underkoffler, South 00 degrees 24 minutes 41 seconds East, 84.65 feet to a fence post; thence by lands now or formerly of Shippensburg University Foundation, North 86 degrees 08 minutes 27 seconds West, 448.91 feet to an iron pin; thence continuing along lands now or formerly of Shippensburg University Foundation, South 08 degrees 53 minutes 33 seconds East, 94.15 feet to a point; thence continuing along lands now or formerly of Shippensburg University Foundation, South 00 degrees 08 minutes 01 second West, 164.36 feet to a point on the northern right-of-way line of Township Route 303, known as Hotpoint Avenue; thence along said right-of-way line, North 78 degrees 27 minutes 49 seconds West, 57.65 feet to a point; thence continuing along lands now or formerly of Shippensburg Borough Authority, North 07 degrees 08 minutes 15 seconds West, 151.55 feet to a point; thence continuing along lands of Shippensburg Borough Authority, North 52 degrees 52 minutes 50 seconds West, 146.50 feet to a point; thence continuing along lands now or formerly of Shippensburg Borough Authority, North 33 degrees 58 minutes 25 seconds West, 304.96 feet to a point; thence continuing along lands now or formerly of Shippensburg Borough Authority as well as a second parcel owned by Shippensburg Borough Authority, North 07 degrees 06 minutes 13 seconds East, 101.00 feet to a point; thence continuing along the same the following four courses and distances: (1) North 62 degrees 33 minutes 47 seconds West, 45.00 feet to a point; (2) North 24 degrees 48 minutes 47 seconds West, 90.00 feet to a point; (3) North 10 degrees 53 minutes 47 seconds West, 114.00 feet to a point; and (4) North 47 degrees 18 minutes 47 seconds West, 84.75 feet to a point; thence along lands now or formerly of Mary W. Fogelsanger, North 35 degrees 22 minutes 13 seconds East, 200.00 feet to a point; thence along lands of Fogelsanger, North 27 degrees 51 minutes 20 seconds West, 859.08 feet to a point; thence continuing along lands of Fogelsanger, North 71 degrees 45 minutes 58 seconds West, 61.78 feet to a point on the southern right-of-way line of Township Route 306, known as Bard Road; thence along said right-of-way line along an arc to the right, said arc having a chord bearing of South 82 degrees 22 minutes 38 seconds East, a chord length of 68.55 feet, a radius of 366.75 feet, an arc length of 68.65 feet, a tangent length of 34.43 feet and a delta angle of 10 degrees 43 minutes 28 seconds to a point on said right-of-way line; thence continuing along said right-of-way line, South 77 degrees 00 minutes 54 seconds East, 181.14 feet to a point; thence along lands now or formerly of Shippensburg Townhouses, LLC, South 27 degrees 51 minutes 20 seconds East, 573.24 feet to a point; thence continuing along the same the following eight courses 122929 and distances: (1) North 77 degrees 22 minutes 44 seconds East, 111.26 feet to a point; (2) South 12 degrees 37 minutes 16 seconds East, 444.43 feet to a point; (3) North 70 degrees 55 minutes 09 seconds East, 260.39 feet to a point; (4) South 19 degrees 52 minutes 54 seconds East, 103.09 feet to a point; (5) North 63 degrees 00 minutes 54 seconds East, 191.85 feet to a point; (6) North 01 degree 02 minutes 05 seconds West, 154.57 feet to a point; (7) North 28 degrees 09 minutes 12 seconds West, 205.55 feet to a point; and (8) North 50 degrees 34 minutes 41 seconds East, 72.62 feet to a point; thence continuing along lands now or formerly of Charles R. Rae, South 55 degrees 26 minutes 52 seconds East, 56.17 feet to a point; thence along lands now or formerly of Deborah A. Gross, South 53 degrees 46 minutes 23 seconds East, 207.96 feet to a concrete monument, said concrete monument being the point of Beginning. BEING Tax Parcel No. 36-32-2269-029. PREMISES B ALL THAT CERTAIN piece or parcel of land situated in the Township of Shippensburg, County of Cumberland, Commonwealth -of Pennsylvania, and being more particularly bounded and described as follows, to -wit: BEGINNING at the northeasterly corner of the piece at a point, said point being located on the westerly right-of-way line of North Earl Street - S.R. 0696 (variable width right-of-way), with its intersection with the southerly line of Bard Road (variable width right-of-way); thence in a southeasterly direction along the westerly line of said North Earl Street, along a curve to the left having a radius of 1959.86 feet, an arc distance of 89.26 feet, and chord bearing of South 21 degrees 36 minutes 44 Seconds East, and a chord distance of 89.26 feet, to a point of tangency; thence South 22 degrees 55 minutes 02 seconds East, continuing along the westerly line of said North Earl Street, a distance of 280.92 feet to a point of curvature; thence continuing along the westerly line of said North Earl Street, along a curve to the right having a radius of 2814.79 feet an arc distance of 30.11 feet, and a chord bearing of South 22 degrees 36 minutes 38 seconds East, and a distance of 30.11 feet, to an iron pin, said pin being the northeasterly corner of lands now or formerly of Harold D. Miller; thence South 50 degrees 34 minutes 41 seconds West, along the northerly line of lands of said Miller, a distance of 196.33 feet to an iron pin; thence South 23 degrees 14 minutes 47 seconds East, along the westerly line of lands of said Miller, a distance of 90.00 feet to an iron pipe on the northerly line of lands now or formerly of Charles Ramsay Ray; thence South 50 degrees 34 minutes 41 seconds West, along the northerly line of lands of said Ray, a distance of 181.09 feet to a concrete monument; thence South 50 degrees 34 minutes 41 seconds West, a distance of 72.62 feet to a point; thence South 28 degrees 09 minutes 12 seconds East, a distance of 205.55 feet to a point; thence South 01 degrees 02 minutes 05 Seconds East, a distance of 154.57 feet to a point; thence South 63 degrees 00 minutes 54 122929 seconds West, a distance of 191.85 feet to a point; thence North 19 degrees 52 minutes 54 seconds West, a distance of 103.09 feet to a point; thence South 70 degrees 55 minutes 09 seconds West, a distance of 260.39 feet to a point; thence North 12 degrees 37 minutes 16 seconds West, a distance of 444.43 feet to a point; thence South 77 degrees 22 minutes 44 seconds West, a distance of 111.26 feet to a point; thence North 27 degrees 51 minutes 20 seconds West, a distance of 573.24 feet to a point said point being located on the southerly line of said Bard Road; thence South 77 degrees 00 minutes 54 seconds East, along the southerly line of said Bard Road, a distance of 381.24 feet to a point of curvature; thence in a easterly direction and along the southerly line of said Bard Road, along a curve to the left having a radius of 285.09 feet, an arc distance of 107.98 feet, and a chord bearing of South 87 degrees 51 minutes 55 seconds East, and a distance of 107.33 feet, to a point, said point being the northwesterly corner of lands now or formerly of Thomas E. Bard; thence South 33 degrees 33 minutes 52 seconds East, along the westerly line of lands of said Bard, a distance of 144.07 feet to an iron pin; thence North 56 degrees, 30 minutes 38 seconds East, along the southerly line of lands of said Bard, a distance of 250.00 feet to an iron pin; thence North 33 degrees 32 minutes 35 seconds West, along the easterly line of lands of said Bard, a distance of 124.99 feet to a point, said point being located on the southerly line of said Bard Road; thence North 56 degrees 30 minutes 24 seconds East, along the southerly line of said Bard Road, a distance of 58.07 feet to a point; thence North 54 degrees 16 minutes 46 seconds East, continuing along the southerly line of said Bard Road, a distance of 217.74 feet to a point; thence South 37 degrees 54 minutes 17 seconds East, along the southerly line of said Bard Road, a distance of 5.00 feet to a point; thence North 52 degrees 06 minutes 43 seconds East, along the southerly line of said Bard Road, a distance of 73.53 feet to a point and the place of Beginning. CONTAINING 13.970 acres of land, therein, net measure, and being the same parcel as shown on a map entitled "ALTA/ACSM .Land Title Survey Bard Townhouses", prepared by David James Laird Associates, dated December 16, 2002. TOGETHER WITH an access easement for ingress and egress, following the existing drive to units #67 through #78 and being the same easement as shown on a plan entitled "Final Subdivision plan - Bard Townhouses" as prepared by David Laird Associates, dated September 12, 2002 and recorded October 9, 2002 in Cumberland County Plan Book 86, Page 13. ALSO DESCRIBED AS FOLLOWS as set forth in that ALTA/ACSM Land Title Survey prepared by Eric L. Diffenbaugh, Professional Land Surveyor, Newville, PA dated May 21, 2008, last revised 08/18/2008: ALL THAT CERTAIN piece or parcel of land situated in the Township of Shippensburg, County of Cumberland, Commonwealth of Pennsylvania, and being more particularly bounded and described as follows, to wit: 122929 BEGINNING at the northerly collier of the piece at a point, said point being located on the westerly right-of-way line of North Earl Street (SR 0696, variable width right- of-way) at its intersection with the southerly right-of-way line of Bard Road (T-306, variable width right-of-way); thence in southeasterly direction along the westerly right-of-way of North Earl Street by a curve to the left, said curve having a delta angle of 02 degrees 36 minutes 35 seconds, a tangent of 44.64 feet, a radius of 1959.86 feet, an arc length of 89.26 feet, a chord bearing of South 21 degrees 36 minutes 44 seconds East, and a chord distance of 89.26 feet to a point of tangency; thence continuing along the westerly right-of-way of North Earl Street, South 22 degrees 55 minutes 02 seconds East, 280.92 feet to a point of curvature; thence continuing along the westerly right-of-way of North Earl Street by a curve to the right, said curve having a delta angle of 00 degrees 36 minutes 47 seconds, a tangent of 15.06 feet, a radius of 2814.79 feet, an arc length of 30.11 feet, a chord bearing of South 22 degrees 36 minutes 38 seconds East, and a chord distance of 30.11 feet to a point; thence along the northerly property line of lands now or formerly of Nina L. Miller, South 50 degrees 34 minutes 41 seconds West, 196.33 feet to a point; thence along the westerly property line of lands now or formerly of Nina L. Miller, South 23 degrees 14 minutes 47 seconds East, 90.00 feet to a point; thence along the northerly property line of lands now or formerly of Charles R. Rae and lands now or formerly of Shippensburg Townhouses II, LLC, South 50 degrees 34 minutes 41 seconds West, 253.71 feet to a point; thence along the westerly property line of lands now or formerly of Shippensburg Townhouses II, LLC, South 28 degrees 09 minutes 12 seconds East, 205.55 feet to a point; thence continuing along the westerly property line of lands now or formerly of Shippensburg Townhouses II, LLC, South 01 degree 02 minutes 05 seconds East, 154.57 feet to a point; thence along the northerly property line of lands now or formerly of Shippensburg Townhouses II, LLC, South 63 degrees 00 minutes 54 seconds West, 191.85 feet to a point; thence along the easterly property line of lands now or formerly of Shippensburg Townhouses II, LLC, North 19 degrees 52 minutes 54 seconds West, 103.09 feet to a point; thence along the northerly property line of lands now or formerly of Shippensburg Townhouses II, LLC, South 70 degrees 55 minutes 09 seconds West, 260.39 feet to a point; thence along the easterly property line of lands now or formerly of Shippensburg Townhouses II, LLC, North 12 degrees 37 minutes 16 seconds West, 444.43 feet to a point; thence along the northerly property line of lands now or formerly of Shippensburg Townhouses II, LLC, South 77 degrees 22 minutes 44 seconds West, 111.26 feet to a point; thence along the easterly property line of lands now or formerly of Shippensburg Townhouses II, LLC, North 27 degrees 51 minutes 20 seconds West, 573.24 feet to a point on the southerly right-of-way line of Bard Road; thence in an easterly direction along the southerly right-of-way line of Bard Road, South 77 degrees 00 minutes 54 seconds East, 381.24 feet to a point of curvature; thence continuing along the southerly right-of-way line of Bard Road by a curve to the left, said curve having a delta angle of 21 degrees 42 minutes 02 seconds, a tangent of 54.64 feet, a radius of 285.09 feet, an arc length of 107.98 feet, a chord bearing of South 87 degrees 51 minutes 54 seconds East, and a 122929 chord distance of 107.33 feet to a point; thence along the westerly property line of lands now or formerly of Thomas E. Bard, South 33 degrees 34 minutes 00 seconds East, 144.07 feet to a point; thence along the southerly property line of lands now or formerly of Thomas E. Bard, North 56 degrees 30 minutes 38 seconds East, 250.00 feet to a point; thence along the easterly property line of lands now or formerly of Thomas E. Bard, North 33 degrees 32 minutes 35 seconds West, 124.98 feet to a point on the southerly right-of-way line of Bard Road; thence in an easterly direction along the southerly right-of-way line of Bard Road, North 56 degrees 30 minutes 24 seconds East, 58.07 feet to a point; thence continuing along the southerly right-of-way line of Bard Road, North 54 degrees 16 minutes 46 seconds East, 217.74 feet to a point; thence continuing along the southerly right-of-way line of Bard Road, South 37 degrees 54 minutes 17 seconds East, 5.00 feet to a point; thence continuing along the southerly right-of-way line of Bard Road, North 52 degrees 05 minutes 43 seconds East, 73.53 feet to a point, said point being the place of Beginning. CONTAINING 13.9697 acres of land. BEING Tax Parcel No. 32-2269-023A-36. PREMISES A BEING THE SAME PREMISES which Shippensburg Townhouses II, LLC, a Pennsylvania limited liability company by Deed dated August 11, 2008, and recorded August 29, 2008, in the Office of the Recorder of Deeds of Cumberland County, Pennsylvania at Instrument No. 200829450, granted and conveyed unto Corridor Shippensburg I, L.P., a Delaware limited partnership, in fee. PREMISES B BEING THE SAME PREMISES which Shippensburg Townhouses, LLC, a Pennsylvania limited liability company by Deed dated August 11, 2008, and recorded August 29, 2008 in the Office of the Recorder of Deeds of Cumberland County, Pennsylvania, at Instrument No. 200829449, granted and conveyed unto Corridor Shippensburg I, L.P., a Delaware limited partnership, in fee. BEING KNOWN AS 100 Bard Drive, Township of Shippensburg, Cumberland County, Pennsylvania. SEIZED AND TAKEN in execution of the property of Corridor Shippensburg I, L.P., Defendant and Mortgagor herein, under Judgment No. 14-5036. 122929 BRUBAKER CONNAUGHTON GOSS & LUCARELLI LLC By: Brett D. Jackson, Esquire Attorney I.D. No. 87517 Candice L. Marple, Esquire Attorney I.D. No. 308873 480 New Holland Ave, Suite 6205 Lancaster, PA 17602 (717) 945-5745 / (717) 945-5764 (Fax) Attorneys for Plaintiff: Stabilis Master Fund III, LLC STABILIS MASTER FUND III, LLC, IN THE COURT OF COMMON PLEAS assignee of Federal Home Loan Mortgage : OF CUMBERLAND COUNTY, Corporation, assignee of Deutsche Bank : PENNSYLVANIA Berkshire Mortgage, Inc., Plaintiff CIVIL ACTION - LAW vs. No. 14-5036 CORRIDOR SHIPPENSBURG I, L.P., Defendant MORTGAGE FORECLOSURE AFFIDAVIT PURSUANT TO RULE 3129.1 Stabilis Master Fund III, LLC, Plaintiff in this action, sets forth as of the date the Praecipe for Writ of Execution was filed the following information concerning the real property known and numbered as 100 Bard Drive, Township of Shippensburg, Cumberland County, Pennsylvania: 1. Name and address of owner or reputed owner: Corridor Shippensburg I, L.P. 20 Avon Meadow Lane, Suite 120 Avon, CT 06001 2. Name and address of Defendant in the Judgment: Corridor Shippensburg I, L.P. 20 Avon Meadow Lane, Suite 120 Avon, CT 06001 3. Name and address of every judgment creditor whose judgment is a record lien on the real property to be sold: Stabilis Master Fund III, LLC 767 Fifth Avenue, 12th Floor New York, NY 10153 121374 4. Name and address of the last recorded holder of every mortgage of record: Stabilis Master Fund III, LLC 767 Fifth Avenue, 12th Floor New York, NY 10153 5. Name and address of every other person who has any recorded lien on the property: N/A 6. Name and address of every other person who has any recorded interest and whose interest may be affected by the sale: N/A 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: Shippensburg Area School District 317 North Morris Street Shippensburg, PA 17257 Shippensburg Township P.O. Box 219 Shippensburg, PA 17257 Cumberland County Treasurer 1 Courthouse Square First Floor Room 103 Carlisle, PA 17013 Cumberland County Tax Claims Bureau 1 Courthouse Square Old Courthouse, Room 106 Carlisle, PA 17013 121374 VERIFICATION I hereby verify that I am employed as an Asset Manager by Stabilis Capital Management, LP, the special servicer for the loan which is the subject of the Complaint, and am authorized to make this verification on behalf of Stabilis Master Fund III, LLC; and that the information set forth in the foregoing Affidavit is true and correct to the best of my knowledge, information and belief I understand that any false statements contained herein are subject to the penalties of 18 Pa.C.S. §4904, relating to unsworn falsification to authorities. Dated: (d_ZR- 121374 BRUBAKER CONNAUGHTON GOSS & By: Brett D. Jackson, Esquire Attorney I.D. No. 87517 Candice L. Marple, Esquire Attorney I.D. No. 308873 480 New Holland Ave, Suite 6205 Lancaster, PA 17602 (717) 945-5745 / (717) 945-5764 (Fax) LUCARELLI LLC OF T/r1LCU-OFFICE krill;1)0 rtiONOT4RY 12 1111: r:l,•,art? 1 tf f ENI; S Y,LAt IA A Attorneys for Plaintiff: Stabilis Master Fund III, LLC STABILIS MASTER FUND III, LLC, . assignee of Federal Home Loan Mortgage : Corporation, assignee of Deutsche Bank : Berkshire Mortgage, Inc.,. Plaintiff vs. CORRIDOR SHIPPENSBURG I, L.P., . Defendant . To: IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CIVIL ACTION - LAW No. 14-5036 MORTGAGE FORECLOSURE NOTICE OF SHERIFF'S SALE OF REAL ESTATE PURSUANT TO PA.R.C.P. 31292 Corridor Shippensburg I, L.P. 20 Avon Meadow Lane, Suite 120 Avon, CT 06001 TAKE NOTICE: That the Sheriffs Sale of Real Property (real estate) will be held: DATE: WEDNESDAY, March 4, 2015 TIME: 10:00 am. Eastern Time LOCATION: Cumberland County Courthouse 1 Courthouse Square Carlisle, PA 17013 THE PROPERTY TO BE SOLD is delineated in detail in a legal description mainly consisting of a statement of the measured boundaries of the properties, together with a brief mention of the buildings and any other major improvements erected on the land. (SEE DESCRIPTION ATTACHED). 121380 THE LOCATION of your property to be sold is: 100 Bard Drive Shippensburg, PA 17257 THE JUDGMENT under or pursuant to which your property is being sold is docketed in the within Commonwealth and County to: No. 14-5036 THE NAME OF THE OWNER OR REPUTED OWNER OF THE PROPERTY is: Corridor Shippensburg I, L.P. A SCHEDULE OF DISTRIBUTION, being a list of the persons and/or governmental or corporate entities or agencies being entitled to receive part of the proceeds of the sale received and to be disbursed by the Sheriff(for example, to banks that hold mortgages and municipalities that are owed taxes) will be filed by the Sheriff of this County not more than thirty (30) days after the sale, and distribution of the proceeds of sale will be made in accordance with this Schedule unless someone objects by filing exceptions to the Schedule within ten (10) days of the date it is filed. Information about the Schedule of Distribution may be obtained from the Sheriff of Cumberland County, Cumberland County Courthouse, 1 Courthouse Square, Room 303, Carlisle, PA 17013. THIS PAPER IS A NOTICE OF THE TIME AND PLACE OF THE SALE OF YOUR PROPERTY. IT HAS BEEN ISSUED BECAUSE THERE IS A JUDGMENT AGAINST YOU. IT MAY CAUSE YOUR PROPERTY TO BE SOLD OR TAKEN TO PAY THE JUDGMENT. You may have legal rights to prevent your property from being taken away. A lawyer may advise you more specifically of these rights. If you wish to exercise your rights, YOU MUST ACT PROMPTLY. YOU SHOULD TAKE THIS PAPER TO YOUR LAWYER AT ONCE. IF YOU DO NOT HAVE A LAWYER, GO TO OR TELEPHONE THE OFFICE SET FORTH BELOW. THIS OFFICE CAN PROVIDE YOU WITH INFORMATION ABOUT HIRING A LAWYER. 121380 2 IF YOU CANNOT AFFORD TO HIRE A LAWYER, THIS OFFICE MAY BE ABLE TO PROVIDE YOU WITH INFORMATION ABOUT AGENCIES THAT MAY OFFER FGAL SERVICES TO ELIGIBLE PERSONS AT A REDUCED FEE OR NO FEE. Cumberland County Bar Association 32 S. Bedford Street Carlisle, PA 17013 Telephone: (717) 249-3166 BRUBAKER CONNAUGHTON GOSS & LUCARELLI LLC Attorneys for Plaintiff B 121380 Brett D. Jackson, Esquire Attorney I.D. No. 87517 Candice L. Marple, Esquire Attorney I.D. No. 308873 Brett D. Jackson, Esquire Candice L. Marple, Esquire Attorneys for Plaintiff LEGAL DESCRIPTION PREMISES A: Sale No.: 14-5036 ALL THAT CERTAIN piece of parcel of land situated in the Township of Shippensburg, County of Cumberland, Commonwealth of Pennsylvania, being more particularly bounded and described as follows, to -wit: BEGINNING at the northeasterly corner of the piece at a point, said point being located the following courses and distances from the intersection of the southerly line of Bard Road with the westerly line of North Earl Street — S.R. 0696: In a southerly direction, along the westerly line of said North Earl Street, and along a curve to the left having a radius of 1959.86 feet, an arc distance of 89.26 feet to a point of tangency; South 22 degrees 55 minutes 02 seconds East, continuing along the westerly line of said North Earl Street, a distance of 280.92 feet to a point of curvature; thence continuing along the westerly line of said North Earl Street, along a curve to the left having a radius of 2814.79 feet, an arc distance of 30.11 feet to an iron pin in the northerly line of lands now or formerly of Harry D. Miller; South 50 degrees 34 minutes 41 seconds West, along the northerly line of lands of said Miller, a distance of 196.33 feet to an iron pin at the northerly corner of lands of said Miller; South 23 degrees 14 minutes 47 Seconds East, along the westerly line of lands of said Miller, a distance of 90.00 feet to an iron pipe, said pipe being located on the northerly line of lands now or formerly of Charles Ramsy Ray; South 50 degrees 34 minutes 41 Seconds West, along the northerly line of lands of said Ray, and along the southerly line of Parcel "B" of the Bard Townhouses Final Subdivision Plan, a distance of 181.09 feet to a point; thence South 55 degrees 26 minutes 52 seconds East, along the westerly line of lands of said Ray, a distance of 56.17 feet to an iron pipe, said pipe being located at the northwesterly corner of lands now or formerly of Deborah A. Gross; thence South 53 degrees 37 minutes 47 seconds East, along the westerly line of lands of said Gross, a distance of 208.09 feet to a concrete monument, said monument being located at the northwesterly corner of lands now or formerly of Jacquelyn Hoover; thence South 17 degrees 08 minutes 38 seconds West, along the westerly line of lands now or formerly of Jeffrey L. Gruver, a distance of 173.81 feet to an iron pin, said pin being located at the northwesterly corner of lands now or formerly of Robert P. Wyrick; thence South 16 degrees 06 minutes 18 seconds East, along the westerly line of lands of said Wyrick, and along the westerly line of lands now or formerly of Wayne L. Wadel, Jr. & Ronald A. Wadel, a distance of 118.64 feet to an iron pin; thence North 75 degrees 122929 25 minutes 42 seconds East, along the southerly line of lands of said Wadel, a distance of 212.21 feet to an iron pin in the westerly line of said North Earl Street; thence South 00 degrees 37 minutes 45 seconds West, along the westerly line of said Earl Street, a distance of 150.37 feet to a point, said point being the northeasterly corner of lands now or formerly of Donald E. Stine; thence South 83 degrees 35 minutes 02 Seconds West, along the northerly line of lands of said Stine, a distance of 171.28 feet to an iron pin; thence South 70 degrees 58 minutes 11 seconds West, continuing along the northerly line of lands of said Stine, a distance of 219.50 feet to an iron pin; thence South 17 degrees 02 minutes 25 seconds East, along the westerly line of lands of said Stine and along the westerly line of lands now or formerly of John T. Gruver, a distance of 341.46 feet to a fence post, said post being located on the westerly line of lands now or formerly of Paul V. Adams; thence South 41 degrees 05 minutes 21 seconds East, along the westerly line of lands of said Adams, a distance of 62.45 feet to an iron pin, said pin being located at the northwesterly corner of lands now or formerly of Jay D. Koepf; thence South 00 degrees 24 minutes 41 seconds East, along the westerly line of lands of said Koepf, and along the westerly line of lands now or formerly of Gerald L. Underkoffler, a distance of 84.65 feet to a fence post, said post being the northeasterly corner of lands now or formerly of Gordon M. Bigler; thence North 86 degrees 08 minutes 07 seconds West, along the northerly line of lands of said Bigler, a distance of 449.00 feet to an iron pin; thence South 08 degrees 57 minutes 08 seconds East, along the westerly line of lands of said Bigler, a distance of 94.20 feet to an iron pin; thence South 00 degrees 08 minutes 01 seconds West, continuing along the westerly line of lands of said Bigler, a distance of 164.36 feet to a point on the northerly line of Hot Point Avenue; thence North 78 degrees 27 minutes 49 seconds West, along the northerly line of said Hot Point Avenue, a distance of 57.65 feet to a point; thence North 07 degrees 08 minutes 15 seconds West, along the easterly line of lands now or formerly of Shippensburg Borough Authority, a distance of 151.55 feet to an iron pin; thence North 52 degrees 52 minutes 50 seconds West, continuing along the lands of said Shippensburg Borough Authority, a distance of 146.50 feet to an iron pin; thence North 33 degrees 58 minutes 25 seconds West, continuing along lands of said Shippensburg Borough Authority, a distance of 304.96 feet to an iron pin; thence North 07 degrees 06 minutes 13 seconds East, continuing along the lands of said Shippensburg Borough Authority, a distance of 101.00 feet to an iron pin; thence North 62 degrees 33 minutes 47 seconds West, continuing along lands of said Shippensburg Borough Authority, a distance of 45.00 feet to an iron pin; thence North 24 degrees 48 minutes 47 seconds West, continuing along the lands of said Shippensburg Borough Authority, a distance of 90.00 feet to an iron pin; thence North 10 degrees 53 minutes 47 seconds West, continuing along the lands of said Shippensburg Borough Authority, a distance of 114.00 feet to an iron pin; thence North 47 degrees 18 minutes 47 seconds West, continuing along the lands of said Shippensburg Borough Authority, a distance of 84.75 feet to an iron pin, said pin being located in the southeasterly corner of lands now or formerly of Mary W. Fogelsanger; thence North 35 degrees 22 minutes 13 seconds East, along the 122929 easterly line of lands of said Fogelsanger, a distance of 200.00 feet to an iron pin; thence North 27 degrees 51 minutes 20 seconds West, along the easterly line of lands of said Fogelsanger, a distance of 859.08 feet to an iron pin; thence North 71 degrees 45 minutes 58 seconds West, along the northerly line of lands of said Fogelsanger, a distance of 61.79 feet to an iron pin, said pin being located on the southerly line of said Bard Road; thence in an easterly direction, along a curve to the right having a radius of 366.75 feet, an arc distance of 68.65 feet to a point of tangency; thence South 77 degrees 00 minutes 54 seconds East, along the southerly line of said Bard Road, a distance of 181.14 feet to a point, said point being the northwesterly corner of Parcel "B" of the Bard Townhouses Final Subdivision Plan; thence South 27 degrees 51 minutes 20 seconds East, along the westerly line of said Parcel "B", a distance of 573.24 feet to a point; thence North 77 degrees 22 minutes 44 seconds East, continuing along the southerly line of said Parcel "B", a distance of 111.26 feet to a point; thence South 12 degrees 37 minutes 16 seconds East, continuing along the westerly line of said Parcel "B", a distance of 444.43 feet to a point; thence North 70 degrees 55 minutes 09 seconds East, continuing along the southerly line of said Parcel "B", a distance of 260.39 feet to a point; thence South 19 degrees 52 minutes 54 seconds East, continuing along the westerly line of said Parcel "B", a distance of 103.09 feet to a point; thence North 63 degrees 00 minutes 54 seconds East, continuing along the southerly line of said Parcel "B", a distance of 191.85 feet to a point; thence North 01 degree 02 minutes 05 seconds West, along the easterly line of said Parcel "B", a distance of 154.57 feet to a point; thence North 28 degrees 09 minutes 12 seconds West, along the easterly line of said Parcel "B", a distance of 205.55 feet to a point; thence North 50 degrees 34 minutes 41 seconds East, along the southerly line of said Parcel "B", a distance of 72.62 feet to a concrete monument and the place of Beginning. CONTAINING 17.915 acres of land therein, net measure, and being the same parcel as Parcel "D", as shown on a plan entitled "Final Subdivision Plan Bard Townhouses" as prepared by David James Laird Associates, dated September 12, 2002 and recorded October 9, 2002 in Cumberland County Plan Book 86, Page 13. ALSO DESCRIBED AS FOLLOWS as set forth in that ALTA/ACSM Land Title Survey prepared by Eric L. Diffenbaugh, Professional Land Surveyor, Newville, PA dated 05/21/2008, last revised 08/18/2008: BEGINNING at an existing concrete monument located at the corner of lands now or formerly of Deborah A. Gross and lands now or formerly of Christine M. Dick, said monument being the point of beginning; thence along lands now or formerly of Jeffrey L. Gruver, South 17 degrees 12 minutes 28 seconds West, 173.72 feet to an iron pin; thence along lands now or formerly of Joyce E. Wyrick, South 16 degrees 00 minutes 18 seconds East, 119.24 feet to a point; thence continuing along lands now or formerly of Joyce E. Wyrick, North 75 degrees 25 minutes 42 seconds East, 212.21 feet to a point on the western right-of-way line of SR 696, known as North Earl 122929 Street; thence along said right-of-way line, South 00 degrees 37 minutes 45 seconds West, 150.37 feet to a point; thence along lands now or formerly of James A. Pittman, South 83 degrees 46 minutes 36 seconds West, 170.89 feet to an iron pin; thence continuing along lands of Pittman, South 70 degrees 50 minutes 45 seconds West, 220.01 feet to an iron pin; thence continuing along lands of Pittman, and two parcels of land owned now or formerly by John T. Gruver, South 17 degrees 02 minutes 25 seconds East, 341.46 feet to a point; thence along lands now or formerly of Paul V. Adams, South 41 degrees 05 minutes 21 seconds East, 62.45 feet to a point; thence along lands now or formerly of Carol A. Veschi and lands now or formerly of Gerald L. Underkoffler, South 00 degrees 24 minutes 41 seconds East, 84.65 feet to a fence post; thence by lands now or formerly of Shippensburg University Foundation, North 86 degrees 08 minutes 27 seconds West, 448.91 feet to an iron pin; thence continuing along lands now or formerly of Shippensburg University Foundation, South 08 degrees 53 minutes 33 seconds East, 94.15 feet to a point; thence continuing along lands now or formerly of Shippensburg University Foundation, South 00 degrees 08 minutes 01 second West, 164.36 feet to a point on the northern right-of-way line of Township Route 303, known as Hotpoint Avenue; thence along said right-of-way line, North 78 degrees 27 minutes 49 seconds West, 57.65 feet to a point; thence continuing along lands now or formerly of Shippensburg Borough Authority, North 07 degrees 08 minutes 15 seconds West, 151.55 feet to a point; thence continuing along lands of Shippensburg Borough Authority, North 52 degrees 52 minutes 50 seconds West, 146.50 feet to a point; thence continuing along lands now or formerly of Shippensburg Borough Authority, North 33 degrees 58 minutes 25 seconds West, 304.96 feet to a point; thence continuing along lands now or formerly of Shippensburg Borough Authority as well as a second parcel owned by Shippensburg Borough Authority, North 07 degrees 06 minutes 13 seconds East, 101.00 feet to a point; thence continuing along the same the following four courses and distances: (1) North 62 degrees 33 minutes 47 seconds West, 45.00 feet to a point; (2) North 24 degrees 48 minutes 47 seconds West, 90.00 feet to a point; (3) North 10 degrees 53 minutes 47 seconds West, 114.00 feet to a point; and (4) North 47 degrees 18 minutes 47 seconds West, 84.75 feet to a point; thence along lands now or formerly of Mary W. Fogelsanger, North 35 degrees 22 minutes 13 seconds East, 200.00 feet to a point; thence along lands of Fogelsanger, North 27 degrees 51 minutes 20 seconds West, 859.08 feet to a point; thence continuing along lands of Fogelsanger, North 71 degrees 45 minutes 58 seconds West, 61.78 feet to a point on the southern right-of-way line of Township Route 306, known as Bard Road; thence along said right-of-way line along an arc to the right, said arc having a chord bearing of South 82 degrees 22 minutes 38 seconds East, a chord length of 68.55 feet, a radius of 366.75 feet, an arc length of 68.65 feet, a tangent length of 34.43 feet and a delta angle of 10 degrees 43 minutes 28 seconds to a point on said right-of-way line; thence continuing along said right-of-way line, South 77 degrees 00 minutes 54 seconds East, 181.14 feet to a point; thence along lands now or formerly of Shippensburg Townhouses, LLC, South 27 degrees 51 minutes 20 seconds East, 573.24 feet to a point; thence continuing along the same the following eight courses 122929 and distances: (1) North 77 degrees 22 minutes 44 seconds East, 111.26 feet to a point; (2) South 12 degrees 37 minutes 16 seconds East, 444.43 feet to a point; (3) North 70 degrees 55 minutes 09 seconds East, 260.39 feet to a point; (4) South 19 degrees 52 minutes 54 seconds East, 103.09 feet to a point; (5) North 63 degrees 00 minutes 54 seconds East, 191.85 feet to a point; (6) North 01 degree 02 minutes 05 seconds West, 154.57 feet to a point; (7) North 28 degrees 09 minutes 12 seconds West, 205.55 feet to a point; and (8) North 50 degrees 34 minutes 41 seconds East, 72.62 feet to a point; thence continuing along lands now or formerly of Charles R. Rae, South 55 degrees 26 minutes 52 seconds East, 56.17 feet to a point; thence along lands now or formerly of Deborah A. Gross, South 53 degrees 46 minutes 23 seconds East, 207.96 feet to a concrete monument, said concrete monument being the point of Beginning. BEING Tax Parcel No. 36-32-2269-029. PREMISES B ALL THAT CERTAIN piece or parcel of land situated in the Township of Shippensburg, County of Cumberland, Commonwealth of Pennsylvania, and being more particularly bounded and described as follows, to -wit: BEGINNING at the northeasterly corner of the piece at a point, said point being located on the westerly right-of-way line of North Earl Street - S.R. 0696 (variable width right-of-way), with its intersection with the southerly line of Bard Road (variable width right-of-way); thence in a southeasterly direction along the westerly line of said North Earl Street, along a curve to the left having a radius of 1959.86 feet, an arc distance of 89.26 feet, and chord bearing of South 21 degrees 36 minutes 44 Seconds East, and a chord distance of 89.26 feet, to a point of tangency; thence South 22 degrees 55 minutes 02 seconds East, continuing along the westerly line of said North Earl Street, a distance of 280.92 feet to a point of curvature; thence continuing along the westerly line of said North Earl Street, along a curve to the right having a radius of 2814.79 feet an arc distance of 30.11 feet, and a chord bearing of South 22 degrees 36 minutes 38 seconds East, and a distance of 30.11 feet, to an iron pin, said pin being the northeasterly corner of lands now or formerly of Harold D. Miller; thence South 50 degrees 34 minutes 41 seconds West, along the northerly line of lands of said Miller, a distance of 196.33 feet to an iron pin; thence South 23 degrees 14 minutes 47 seconds East, along the westerly line of lands of said Miller, a distance of 90.00 feet to an iron pipe on the northerly line of lands now or formerly of Charles Ramsay Ray; thence South 50 degrees 34 minutes 41 seconds West, along the northerly line of lands of said Ray, a distance of 181.09 feet to a concrete monument; thence South 50 degrees 34 minutes 41 seconds West, a distance of 72.62 feet to a point; thence South 28 degrees 09 minutes 12 seconds East, a distance of 205.55 feet to a point; thence South 01 degrees 02 minutes 05 Seconds East, a distance of 154.57 feet to a point; thence South 63 degrees 00 minutes 54 122929 seconds West, a distance of 191.85 feet to a point; thence North 19 degrees 52 minutes 54 seconds West, a distance of 103.09 feet to a point; thence South 70 degrees 55 minutes 09 seconds West, a distance of 260.39 feet to a point; thence North 12 degrees 37 minutes 16 seconds West, a distance of 444.43 feet to a point; thence South 77 degrees 22 minutes 44 seconds West, a distance of 111.26 feet to a point; thence North 27 degrees 51 minutes 20 seconds West, a distance of 573.24 feet to a point said point being located on the southerly line of said Bard Road; thence South 77 degrees 00 minutes 54 seconds East, along the southerly line of said Bard Road, a distance of 381.24 feet to a point of curvature; thence in a easterly direction and along the southerly line of said Bard Road, along a curve to the left having a radius of 285.09 feet, an arc distance of 107.98 feet, and a chord bearing of South 87 degrees 51 minutes 55 seconds East, and a distance of 107.33 feet, to a point, said point being the northwesterly corner of lands now or formerly of Thomas E. Bard; thence South 33 degrees 33 minutes 52 seconds East, along the westerly line of lands of said Bard, a distance of 144.07 feet to an iron pin; thence North 56 degrees, 30 minutes 38 seconds East, along the southerly line of lands of said Bard, a distance of 250.00 feet to an iron pin; thence North 33 degrees 32 minutes 35 seconds West, along the easterly line of lands of said Bard, a distance of 124.99 feet to a point, said point being located on the southerly line of said Bard Road; thence North 56 degrees 30 minutes 24 seconds East, along the southerly line of said Bard Road, a distance of 58.07 feet to a point; thence North 54 degrees 16 minutes 46 seconds East, continuing along the southerly line of said Bard Road, a distance of 217.74 feet to a point; thence South 37 degrees 54 minutes 17 seconds East, along the southerly line of said Bard Road, a distance of 5.00 feet to a point; thence North 52 degrees 06 minutes 43 seconds East, along the southerly line of said Bard Road, a distance of 73.53 feet to a point and the place of Beginning. CONTAINING 13.970 acres of land, therein, net measure, and being the same parcel as shown on a map entitled "ALTA/ACSM Land Title Survey Bard Townhouses", prepared by David James Laird Associates, dated December 16, 2002. TOGETHER WITH an access easement for ingress and egress, following the existing drive to units #67 through #78 and being the same easement as shown on a plan entitled "Final Subdivision plan - Bard Townhouses" as prepared by David Laird Associates, dated September 12, 2002 and recorded October 9, 2002 in Cumberland County Plan Book 86, Page 13. ALSO DESCRIBED AS FOLLOWS as set forth in that ALTA/ACSM Land Title Survey prepared by Eric L. Diffenbaugh, Professional Land Surveyor, Newville, PA dated May 21, 2008, last revised 08/18/2008: ALL THAT CERTAIN piece or parcel of land situated in the Township of Shippensburg, County of Cumberland, Commonwealth of Pennsylvania, and being more particularly bounded and described as follows, to wit: 122929 BEGINNING at the northerly corner of the piece at a point, said point being located on the westerly right-of-way line of North Earl Street (SR 0696, variable width right- of-way) at its intersection with the southerly right-of-way line of Bard Road (T-306, variable width right-of-way); thence in southeasterly direction along the westerly right-of-way of North Earl Street by a curve to the left, said curve having a delta angle of 02 degrees 36 minutes 35 seconds, a tangent of 44.64 feet, a radius of 1959.86 feet, an arc length of 89.26 feet, a chord bearing of South 21 degrees 36 minutes 44 seconds East, and a chord distance of 89.26 feet to a point of tangency; thence continuing along the westerly right-of-way of North Earl Street, South 22 degrees 55 minutes 02 seconds East, 280.92 feet to a point of curvature; thence continuing along the westerly right-of-way of North Earl Street by a curve to the right, said curve having a delta angle of 00 degrees 36 minutes 47 seconds, a tangent of 15.06 feet, a radius of 2814.79 feet, an arc length of 30.11 feet, a chord bearing of South 22 degrees 36 minutes 38 seconds East, and a chord distance of 30.11 feet to a point; thence along the northerly property line of lands now or formerly of Nina L. Miller, South 50 degrees 34 minutes 41 seconds West, 196.33 feet to a point; thence along the westerly property line of lands now or formerly of Nina L. Miller, South 23 degrees 14 minutes 47 seconds East, 90.00 feet to a point; thence along the northerly property line of lands now or formerly of Charles R. Rae and lands now or formerly of Shippensburg Townhouses II, LLC, South 50 degrees 34 minutes 41 seconds West, 253.71 feet to a point; thence along the westerly property line of lands now or formerly of Shippensburg Townhouses II, LLC, South 28 degrees 09 minutes 12 seconds East, 205.55 feet to a point; thence continuing along the westerly property line of lands now or formerly of Shippensburg Townhouses II, LLC, South 01 degree 02 minutes 05 seconds East, 154.57 feet to a point; thence along the northerly property line of lands now or formerly of Shippensburg Townhouses II, LLC, South 63 degrees 00 minutes 54 seconds West, 191.85 feet to a point; thence along the easterly property line of lands now or formerly of Shippensburg Townhouses II, LLC, North 19 degrees 52 minutes 54 seconds West, 103.09 feet to a point; thence along the northerly property line of lands now or formerly of Shippensburg Townhouses II, LLC, South 70 degrees 55 minutes 09 seconds West, 260.39 feet to a point; thence along the easterly property line of lands now or formerly of Shippensburg Townhouses II, LLC, North 12 degrees 37 minutes 16 seconds West, 444.43 feet to a point; thence along the northerly property line of lands now or formerly of Shippensburg Townhouses II, LLC, South 77 degrees 22 minutes 44 seconds West, 111.26 feet to a point; thence along the easterly property line of lands now or formerly of Shippensburg Townhouses II, LLC, North 27 degrees 51 minutes 20 seconds West, 573.24 feet to a point on the southerly right-of-way line of Bard Road; thence in an easterly direction along the southerly right-of-way line of Bard Road, South 77 degrees 00 minutes 54 seconds East, 381.24 feet to a point of curvature; thence continuing along the southerly right-of-way line of Bard Road by a curve to the left, said curve having a delta angle of 21 degrees 42 minutes 02 seconds, a tangent of 54.64 feet, a radius of 285.09 feet, an arc length of 107.98 feet, a chord bearing of South 87 degrees 51 minutes 54 seconds East, and a 122929 chord distance of 107.33 feet to a point; thence along the westerly property line of lands now or formerly of Thomas E. Bard, South 33 degrees 34 minutes 00 seconds East, 144.07 feet to a point; thence along the southerly property line of lands now or formerly of Thomas E. Bard, North 56 degrees 30 minutes 38 seconds East, 250.00 feet to a point; thence along the easterly property line of lands now or formerly of Thomas E. Bard, North 33 degrees 32 minutes 35 seconds West, 124.98 feet to a point on the southerly right-of-way line of Bard Road; thence in an easterly direction along the southerly right-of-way line of Bard Road, North 56 degrees 30 minutes 24 seconds East, 58.07 feet to a point; thence continuing along the southerly right-of-way line of Bard Road, North 54 degrees 16 minutes 46 seconds East, 217.74 feet to a point; thence continuing along the southerly right-of-way line of Bard Road, South 37 degrees 54 minutes 17 seconds East, 5.00 feet to a point; thence continuing along the southerly right-of-way line of Bard Road, North 52 degrees 05 minutes 43 seconds East, 73.53 feet to a point, said point being the place of Beginning. CONTAINING 13.9697 acres of land. BEING Tax Parcel No. 32-2269-023A-36. PREMISES A BEING THE SAME PREMISES which Shippensburg Townhouses II, LLC, a Pennsylvania limited liability company by Deed dated August 11, 2008, and recorded August 29, 2008, in the Office of the Recorder of Deeds of Cumberland County, Pennsylvania at Instrument No. 200829450, granted and conveyed unto Corridor Shippensburg I, L.P., a Delaware limited partnership, in fee. PRENIISES B BEING THE SAME PREMISES which Shippensburg Townhouses, LLC, a Pennsylvania limited liability company by Deed dated August 11, 2008, and recorded August 29, 2008 in the Office of the Recorder of Deeds of Cumberland County, Pennsylvania, at Instrument No. 200829449, granted and conveyed unto Corridor Shippensburg I, L.P., a Delaware limited partnership, in fee. BEING KNOWN AS 100 Bard Drive, Township of Shippensburg, Cumberland County, Pennsylvania. SEIZED AND TAKEN in execution of the property of Corridor Shippensburg I, L.P., Defendant and Mortgagor herein, under Judgment No. 14-5036. 122929 BRUBAKER CONNAUGHTON GOSS & LUCARELLI LLC By: Brett D. Jackson, Esquire Attorney I.D. No. 87517 Candice L. Marple, Esquire Attorney I.D. No. 308873 480 New Holland Ave, Suite 6205 Lancaster, PA 17602 (717) 945-5745 / (717) 945-5764 (Fax) Attorneys for Plaintiff: Stabilis Master Fund III, LLC L'^ THF i'r T(�U,,07i Zu ':CP! 12 C H : �:I�COWi PENNS YI VAH I/i, STABILIS MASTER FUND III, LLC, . assignee of Federal Home Loan Mortgage : Corporation, assignee of Deutsche Bank : Berkshire Mortgage, Inc., Plaintiff vs. CORRIDOR SHIPPENSBURG I, L.P., . Defendant . IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CIVIL ACTION - LAW No. 14-5036 MORTGAGE FORECLOSURE WAIVER OF WATCHMAN Any Deputy Sheriff levying upon or attaching any property under the within Writ may leave same without a watchman, in custody of whoever is found in possession (after notifying such person of such levy or attachment), without liability on the part of such Deputy or the Sheriff to any Plaintiff herein for any loss, destruction or removal of any such property before the Sheriff's Sale thereof. Dated: 122908 BRUBAKER CONNAUGHTON GOSS & LUCARELLI LLC Attorneys for Plaintiff By: 014-(16(i Candice L. Marple, Esquire THE COURT OF COMMON PLEAS CUMBERLAND COUNTY PA DAVID D. BUELL, PROTHONOTARY One Courthouse Square • Suite100 • Carlisle, PA • 17013 (717) 240-6195 www.ccpa.net STABILIS MASTER FUND III, LLC, ASSIGNEE OF FEDERAL HOME LOAN MORTGAGE CORPORATION, ASSIGNEE OF DEUTSCHE BANK BERKSHIRE MORTGAGE, INC. Vs. NO 14-5036 Civil Term CIVIL ACTION — LAW CORRIDOR SHIPPENSBURG I, L.P. WRIT OF EXECUTION TO THE SHERIFF OF CUMBERLAND COUNTY: To satisfy the judgment, interest and costs in the above matter you are directed to levy upon and sell the following described property: (1) See legal description. (2) (Specifically describe personal property when judgment results from a mortgage covering ' both personal and real property pursuant to Section 9604(a)of the UniformCommercial Code) NOTE: Description of property must be attached to the writ. Amount Due: $15,428,972.64 L.L.: $.50 Interest ACCRUING TO 11/11/2014 AT 10.20% PER ANNUM FIXED ($4,371.54 PER DIEM) - $741,802.30 Atty's Comm: Atty Paid: $160.75 Plaintiff Paid: Date: 11/12/14 (Seal) Due Prothy: $2.25 Other Costs: David D. Bu 11, Prothonota Deputy REQUESTING PARTY: Name: CANDICE L. MARPLE, ESQUIRE Address: BRUBAKER CONNAUGHTON GOSS & LUCARELLI LLC 480 NEW HOLLAND AVENUE, SUITE 6205 LANCASTER, PA 17602 Attorney for: PLAINTIFF Telephone: 717-945-5745 Supreme Court ID No. 308873 BRUBAKER CONNAUGHTON GOSS & LUCARELLI LLC By: Brett D. Jackson, Esquire Attorney I.D. No. 87517 Candice L. Marple, Esquire Attorney I.D. No. 308873 480 New Holland Ave, Suite 6205 Lancaster, PA 17602 (717) 945-5745 / (717) 945-5764 (Fax) Attorneys for Plaintiff: Stabilis Master Fund III, LLC 15 f!;(i:30 ',.a COUr.TY STABILIS MASTER FUND III, LLC, . assignee of Federal Home Loan Mortgage : Corporation, assignee of Deutsche Bank : Berkshire Mortgage, Inc., Plaintiff CIVIL ACTION - LAW No. 14-5036 CORRIDOR SHIPPENSBURG I, L.P., Defendant MORTGAGE FORECLOSURE AFFIDAVIT OF SERVICE OF NOTICE TO DEFENDANT AND TO LIEN HOLDERS OF RECORD IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA vs. CANDICE L. MARPLE, ESQUIRE, being duly affirmed according to law, deposes and says, to the best of her knowledge, information and belief: that she is an associate in the law firm of Brubaker Connaughton Goss & Lucarelli LLC, which firm has acted as attorneys for Plaintiff, Stabilis Master Fund III, LLC, in this execution proceeding; that Defendant and Defendant's counsel of record were served with written notice ("Notice to Defendant") on the dates and in the manner indicated below, in connection with the Sheriff's Sale of real estate to be held on Wednesday, March 5, 2015: Certified Mail, Postage Prepaid, upon the Defendant on December 15, 2014 and Defendant's counsel of record on December 16, 2014, at the following addresses: Corridor Shippensburg I, L.P. 20 Avon Meadow Lane, Suite 120 Avon, CT 06001 137977 1 No. 14-5036 Corridor Shippensburg I, L.P. c/o Elizabeth R. Leong, Esquire Robinson Cole 280 Trumbull Street Hartford, CT 06103-3597 that the Writ of Execution for the Sheriff's Sale of real estate to be held on March 5, 2015 and Notice to Defendant of said Sheriff's Sale was served upon Defendant's authorized agent on the date and in the manner indicated below: Certified Mail, Postage Prepaid, on January 9, 2015, at the following address: Corridor Shippensburg I, L.P. c/o Corporation Service Company 2711 Centerville Road, Suite 400 Wilmington, DE 19808 that written notice of said Sheriffs Sale ("Notice to Lienholders") was served upon the following lien holders of record, on the date and in the manner indicated below: Regular Mail, Postage Prepaid, on December 12, 2014: Stabilis Master Fund III, LLC 767 Fifth Avenue, 12th Floor New York, NY 10153 Shippensburg Area School District 317 North Morris Street Shippensburg, PA 17257 Shippensburg Township P.O. Box 219 Shippensburg, PA 17257 Cumberland County Treasurer 1 Courthouse Square First Floor, Room 103 Carlisle, PA 17013 Cumberland County Tax Claims Bureau 1 Courthouse Square Old Courthouse, Room 106 Carlisle, PA 17013 that true and correct copies of the Notice to Defendant and certified mail receipt signed by Defendant and Defendant's counsel of record and United States Postal Service tracking 137977 2 No. 14-5036 printout are attached to and made part of this Affidavit, collectively, as Exhibit A; that true and correct copies of the Writ of Execution and Notice to Defendant sent to Defendant's authorized agent along with the certified mail receipt signed by Defendant's authorized agent and United States Postal Service tracking printout are attached to and made part of this Affidavit, collectively, as Exhibit B; and that true and correct copies of the Notice to Lienholders and the Certificates of Mailing received with respect to such Notices are attached to and made part of this Affidavit, collectively, as Exhibit C. Affirmed to and subscribed Before me this Iday of January, 2015. ) By: BRUBAKER CONNAUGHTON GOSS & LUCARELLI LLC Attorneys for Plaintiff My Commission Expires: c7a'') 1) e COMMONWEALTH OF PENNSYLVANIA Notarial Seal Melissa S. Funk, Notary Public City of Lancaster, Lancaster County My Commission Expires Feb. 27, 2018 NEMEER, FE\S\':v A S:!.ASSOCIATION . OE NOTARIES 137977 3 Candice L. Marple, Esquire BRUBAKER CONNAUGHTON GOSS & LUCARELLI LLC By: Brett D. Jackson, Esquire Attorney I.D. No. 87517 Candice L. Marple, Esquire Attorney I.D. No. 308873 480 New Holland Ave, Suite 6205 Lancaster, PA 17602 (717) 945-5745 / (717) 945-5764 (Fax) GF j f fil ED-CFF1 CE 23141J01' O jl'D'/D �'�'� y 12 111`111:ClIt•li3ERL. A ND COUNTY PEN; YLVA NIA Attorneys for Plaintiff: Stabilis Master Fuel III, LLC STABILIS MASTER FUND III, LLC, . assignee of Federal Home Loan Mortgage : Corporation, assignee of Deutsche Bank : Berkshire Mortgage, Inc.,. Plaintiff vs. IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CIVIL ACTION - LAW No. 14-5036 CORRIDOR SHIPPENSBURG I, L.P.; . Defendant . . MORTGAGE FORECLOSURE To: NOTICE OF SHERIFF'S SALE OF REAL ESTATE PURSUANT TO PA.R.0.P. 31292 Corridor Shippensburg I, L.P. 20 Avon Meadow Lane, Suite 120 Avon, CT 06001 TAKE NOTICE: That the Sheriffs Sale of Real Property (real estate) will be held: DATE: WEDNESDAY, March 4, 2015 TIME: 10:00 am. Eastern Time LOCATION: Cumberland County Courthouse 1 Courthouse Square Carlisle, PA 17013 THE PROPERTY TO BE SOLD is delineated in detail in a legal description mainly consisting of a statement of the measured boundaries of the properties, together with a brief mention of the buildings and any other major improvements erected on the land. (SEE DESCRIPTION ATTACHED). 121380 THE LOCATION of your property to be sold is: 100 Bard Drive Shippensburg, PA 17257 THE JUDGMENT under or pursuant to which your property is being sold is docketed in the within Commonwealth and County to: No. 14-5036 THE NAME OF THE OWNER OR REPUTED OWNER OF THE PROPERTY is: Corridor Shippensburg I, L.P. A SCHEDULE OF DISTRIBUTION, being a list of the persons and/or governmental or corporate entities or agencies being entitled to receive part of the proceeds of the sale received and to be disbursed by the Sheriff(for example, to banks that hold mortgages and municipalities that are owed taxes) will be filed by the Sheriff of this County not more than thirty (30) days after the sale, and distribution of the proceeds of sale will be made in accordance with this Schedule unless someone objects by filing exceptions to the Schedule within ten (10) days of the date it is filed Information about the Schedule of Distribution may be obtained from the Sheriff of Cumberland County, Cumberland County Courthouse, 1 Courthouse Square, Room 303, Carlisle, PA 17013. THIS PAPER IS A NOTICE OF THE TIME AND PLACE OF THE SALE OF YOUR PROPERTY. IT HAS BEEN ISSUED BECAUSE THERE ISA JUDGMENT AGAINST YOU. IT MAY CAUSE YOUR PROPERTY TO BE SOLD OR TAKEN TO PAY THE JUDGMENT. You may have legal rights to prevent your property from being taken away. A lawyer may advise you more specifically of these rights. If you wish to exercise your rights, YOU MUST ACT PROMPTLY. YOU SHOULD TAKE THIS PAPER TO YOUR LAWYER AT ONCE. IF YOU DO NOT HAVE A LAWYER, GO TO OR TELEPHONE THE OFFICE SET FORTH BELOW. THIS OFFICE CAN PROVIDE YOU WITH INFORMATION ABOUT HIRING A LAWYER. 121380 2 IF YOU CANNOT AFFORD TO HIRE A LAWYER, THIS OFFICE MAY BE ABLE TO PROVIDE YOU WITH INFORMATION ABOUT AGENCIES THAT MAY OFFER LEGAL SERVICES TO ELIGIBLE PERSONS AT A REDUCED FEE OR NO FEE. Cumberland County Bar Association 32 S. Bedford Street Carlisle, PA 17013 Telephone: (717) 249-3166 BRUBAKER CONNAUGHTON GOSS & LUCARELLI LLC Attorneys for Plaintiff By: Brett D. Jackson, Esquire Attorney I.D. No. 87517 Candice L. Marple, Esquire Attorney I.D. No. 308873 121380 3 Brett D. Jackson, Esquire Candice L. Marple, Esquire Attorneys for Plaintiff LEGAL DESCRIPTION PREMISES A: Sale No.: 14-5036 ALL THAT CERTAIN piece of parcel of land situated in the Township of Shippensburg, County of Cumberland, Commonwealth of Pennsylvania, being more particularly bounded and described as follows, to -wit: BEGINNING at the northeasterly corner of the piece at a point, said point being located the following courses and distances from the intersection of the southerly line of Bard Road with the westerly line of North Earl Street — S.R. 0696: In a southerly direction, along the westerly line of said North Earl Street, and along a curve to the left having a radius of 1959.86 feet, an arc distance of 89.26 feet to a point of tangency; South 22 degrees 55 minutes 02 seconds East, continuing along the westerly line of said North Earl Street, a distance of 280.92 feet to a point of curvature; thence continuing along the westerly line of said North Earl Street, along a curve to the left having a radius of 2814.79 feet, an arc distance of 30.11 feet to an iron pin in the northerly line of lands now or formerly of Harry D. Miller; South 50 degrees 34 minutes 41 seconds West, along the northerly line of lands of said Miller, a distance of 196.33 feet to an iron pin at the northerly corner of lands of said Miller; South 23 degrees 14 minutes 47 Seconds East, along the westerly line of lands of said Miller, a distance of 90.00 feet to an iron pipe, said pipe being located on the northerly line of lands now or formerly of Charles Ramsy Ray; South 50 degrees 34 minutes 41 Seconds West, along the northerly line of lands of said Ray, and along the southerly line of Parcel "B" of the Bard Townhouses Final Subdivision Plan, a distance of 181.09 feet to a point; thence South 55 degrees 26 minutes 52 seconds East, along the westerly line of lands of said Ray, a distance of 56.17 feet to an iron pipe, said pipe being located at the northwesterly corner of lands now or formerly of Deborah A. Gross; thence South 53 degrees 37 minutes 47 seconds East, along the westerly line of lands of said Gross, a distance of 208.09 feet to a concrete monument, said monument being located at the northwesterly corner of lands now or formerly of Jacquelyn Hoover; thence South 17 degrees 08 minutes 38 seconds West, along the westerly line of lands now or formerly of Jeffrey L. Gruver, a distance of 173.81 feet to an iron pin, said pin being located at the northwesterly corner of lands now or formerly of Robert P. Wyrick; thence South 16 degrees 06 minutes 18 seconds East, along the westerly line of lands of said Wyrick, and along the westerly line of lands now or formerly of Wayne L. Wadel, Jr. & Ronald A. Wadel, a distance of 118.64 feet to an iron pin; thence North 75 degrees 122929 25 minutes 42 seconds East, along the southerly line of lands of said Wadel, a distance of 212.21 feet to an iron pin in the westerly line of said North Earl Street; thence South 00 degrees 37 minutes 45 seconds West, along the westerly line of said Earl Street, a distance of 150.37 feet to a point, said point being the northeasterly corner of lands now or formerly of Donald E. Stine; thence South 83 degrees 35 minutes 02 Seconds West, along the northerly line of lands of said Stine, a distance of 171.28 feet to an iron pin; thence South 70 degrees 58 minutes 11 seconds West, continuing along the northerly line of lands of said Stine, a distance of 219.50 feet to an iron pin; thence South 17 degrees 02 minutes 25 seconds East, along the westerly line of lands of said Stine and along the westerly line of lands now or formerly of John T. Gruver, a distance of 341.46 feet to a fence post, said post being located on the westerly line of lands now or formerly of Paul V. Adams; thence South 41 degrees 05 minutes 21 seconds East, • along the westerly line of lands of said Adams, a distance of 62.45 feet to an iron pin, said pin being located at the northwesterly corner of lands now or formerly of Jay D. Koepf; thence South 00 degrees 24 minutes 41 seconds East, along the westerly line of lands of said Koepf, and along the westerly line of lands now or formerly of Gerald L. Underkoffler, a distance of 84.65 feet to a fence post, said post being the northeasterly corner of lands now or formerly of Gordon M. Bigler; thence North 86 degrees 08 minutes 07 seconds West, along the northerly line of lands of said Bigler, a distance of 449.00 feet to an iron pin; thence South 08 degrees 57 minutes 08 seconds East, along the westerly line of lands of said Bigler, a distance of 94.20 feet to an iron pin; thence South 00 degrees 08 minutes 01 seconds West, continuing along the westerly line of lands of said Bigler, a distance of 164.36 feet to a point on the northerly line of Hot Point Avenue; thence North 78 degrees 27 minutes 49 seconds West, along the northerly line of said Hot Point Avenue, a distance of 57.65 feet to a point; thence North 07 degrees 08 minutes 15 seconds West, along the easterly line of lands now or formerly of Shippensburg Borough Authority, a distance of 151.55 feet to an iron pin; thence North 52 degrees 52 minutes 50 seconds West, continuing along the lands of said Shippensburg Borough Authority, a distance of 146.50 feet to an iron pin; thence North 33 degrees 58 minutes 25 seconds West, continuing along lands of said Shippensburg Borough Authority, a distance of 304.96 feet to an iron pin; thence North 07 degrees 06 minutes 13 seconds East, continuing along the lands of said Shippensburg Borough Authority, a distance of 101.00 feet to an iron pin; thence North 62 degrees 33 minutes 47 seconds West, continuing along lands of said Shippensburg Borough Authority, a distance of 45.00 feet to an iron pin; thence North 24 degrees 48 minutes 47 seconds West, continuing along the lands of said Shippensburg Borough Authority, a distance of 90.00 feet to an iron pin; thence North 10 degrees 53 minutes 47 seconds West, continuing along the lands of said Shippensburg Borough Authority, a distance of 114.00 feet to an iron pin; thence North 47 degrees 18 minutes 47 seconds West, continuing along the lands of said Shippensburg Borough Authority, a distance of 84.75 feet to an iron pin, said pin being located in the southeasterly corner of lands now or formerly of Mary W. Fogelsanger; thence North 35 degrees 22 minutes 13 seconds East, along the 122929 easterly line of lands of said Fogelsanger, a distance of 200.00 feet to an iron pin; thence North 27 degrees 51 minutes 20 seconds West, along the easterly line of lands of said Fogelsanger, a distance of 859.08 feet to an iron pin; thence North 71 degrees 45 minutes 58 seconds West, along the northerly line of lands of said Fogelsanger, a distance of 61.79 feet to an iron pin, said pin being located on the southerly line of said Bard Road; thence in an easterly direction, along a curve to the right having a radius of 366.75 feet, an arc distance of 68.65 feet to a point of tangency; thence South 77 degrees 00 minutes 54 seconds East, along the southerly line of said Bard Road, a distance of 181.14 feet to a point, said point being the northwesterly corner of Parcel "B" of the Bard Townhouses Final Subdivision Plan; thence South 27 degrees 51 minutes 20 seconds East, along the westerly line of said Parcel "B", a distance of 573.24 feet to a point; thence North 77 degrees 22 minutes 44 seconds East, continuing along the southerly line of said Parcel "B", a distance of 111.26 feet to a point; thence South 12 degrees 37 minutes 16 seconds East, continuing along the westerly line of said Parcel "B", a distance. of 444.43 feet to a point; thence North 70 degrees 55 minutes 09 seconds East, continuing along the southerly line of said Parcel "B", a distance of 260.39 feet to a point; thence South 19 degrees 52 minutes 54 seconds East, continuing along the westerly line of said Parcel "B", a distance of 103.09 feet to a point; thence North 63 degrees 00 minutes 54 seconds East, continuing along the southerly line of said Parcel "B", a distance of 191.85 feet to a point; thence North 01 degree 02 minutes 05 seconds West, along the easterly line of said Parcel "B", a distance of 154.57 feet to a point; thence North 28 degrees 09 minutes 12 seconds West, along the easterly line of said Parcel "B", a distance of 205.55 feet to a point; thence North 50 degrees 34 minutes 41 seconds East, along the southerly line of said Parcel "B", a distance of 72.62 feet to a concrete monument and the place of Beginning. CONTAINING 17.915 acres of land therein, net measure, and being the same parcel as Parcel "D", as shown on a plan entitled "Final Subdivision Plan Bard Townhouses" as prepared by David James Laird Associates, dated September 12, 2002 and recorded October 9, 2002 in Cumberland County Plan Book 86, Page 13. ALSO DESCRIBED AS FOLLOWS as set forth in that ALTA/ACSM Land Title Survey prepared by Eric L. Diffenbaugh, Professional Land Surveyor, Newville, PA dated 05/21/2008, last revised 08/18/2008: BEGINNING at an existing concrete monument located at the corner of lands now or formerly of Deborah A. Gross and lands now or formerly of Christine M. Dick, said monument being the point of beginning; thence along lands now or formerly of Jeffrey L. Gruver, South 17 degrees 12 minutes 28 seconds West, 173.72 feet to an iron pin; thence along lands now or formerly of Joyce E. Wyrick, South 16 degrees 00 minutes 18 seconds East, 119.24 feet to a point; thence continuing along lands now or formerly of Joyce E. Wyrick, North 75 degrees 25 minutes 42 seconds East, 212.21 feet to a point on the western right-of-way line of SR 696, known as North Earl 122929 Street; thence along said right-of-way line, South 00 degrees 37 minutes 45 seconds West, 150.37 feet to a point; thence along lands now or formerly of James A. Pittman, South 83 degrees 46 minutes 36 seconds West, 170.89 feet to an iron pin; thence continuing along lands of Pittman, South 70 degrees 50 minutes 45 seconds West, 220.01 feet to an iron pin; thence continuing along lands of Pittman, and two parcels of land owned now or formerly by John T. Gruver, South 17 degrees 02 minutes 25 seconds East, 341.46 feet to a point; thence along lands now or formerly of Paul V. Adams, South 41 degrees 05 minutes 21 seconds East, 62.45 feet to a point; thence along lands now or formerly of Carol A. Veschi and lands now or formerly of Gerald L. Underkoffler, South 00 degrees 24 minutes 41 seconds East, 84.65 feet to a fence post; thence by lands now or formerly. of Shippensburg University Foundation, North 86 degrees 08 minutes 27 seconds West, 448.91 feet to an iron pin; thence continuing along lands now or formerly of Shippensburg University Foundation, South 08 degrees 53 minutes 33 seconds East, 94.15 feet to a point; thence continuing along lands now or formerly of Shippensburg University Foundation, South 00 degrees 08 minutes 01 second West, 164.36 feet to a point on the northern right-of-way line of Township Route 303, known as Hotpoint Avenue; thence along said right-of-way line, North 78 degrees 27 minutes 49 seconds West, 57.65 feet to a point; thence continuing along lands now or formerly of Shippensburg Borough Authority, North 07 degrees 08 minutes 15 seconds West, 151.55 feet to a point; thence continuing along lands of Shippensburg Borough Authority, North 52 degrees 52 minutes 50 seconds West, 146.50 feet to a point; thence continuing along lands now or formerly of Shippensburg Borough Authority, North 33 degrees 58 minutes 25 seconds West, 304.96 feet to a point; thence continuing along lands now or formerly of Shippensburg Borough Authority as well as a second parcel owned by Shippensburg Borough Authority; North 07 degrees 06 minutes 13 seconds East, 101.00 feet to a point; thence continuing along the same the following four courses and distances: (1) North 62 degrees 33 minutes 47 seconds West, 45.00 feet to a point; (2) North 24 degrees 48 minutes 47 seconds West, 90.00 feet to a point; (3) North 10 degrees 53 minutes 47 seconds West, 114.00 feet to a point; and (4) North 47 degrees 18 minutes 47 seconds West, 84.75 feet to a point; thence along lands now or formerly of Mary W. Fogelsanger, North 35 degrees 22 minutes 13 seconds East, 200.00 feet to a point; thence along lands of Fogelsanger, North 27 degrees 51 minutes 20 seconds West,. 859.08 feet to a point; thence continuing along lands of Fogelsanger, North 71 degrees 45 minutes 58 seconds West, 61.78 feet to a point on the southern right-of-way line of Township Route 306, known as Bard Road; thence along said right-of-way line along an arc to the right, said arc having a chord bearing of South 82 degrees 22 minutes 38 seconds East, a chord length of 68.55 feet, a radius of 366.75 feet, an arc length of 68.65 feet, a tangent length of 34.43 feet and a delta angle of 10 degrees 43 minutes 28 seconds to a point on said right-of-way line; thence continuing along said right-of-way line, South 77 degrees 00 minutes 54 seconds East, 181.14 feet to a point; thence along lands now or formerly of Shippensburg Townhouses, LLC, South 27 degrees 51 minutes 20 seconds East, 573.24 feet to a point; thence continuing along the same the following eight courses 122929 and distances: (1) North 77 degrees 22 minutes 44 seconds East, 111.26 feet to a point; (2) South 12 degrees 37 minutes 16 seconds East, 444.43 feet to a point; (3) North 70 degrees 55 minutes 09 seconds East, 260.39 feet to a point; (4) South 19 degrees 52 minutes 54 seconds East, 103.09 feet to a point; (5) North 63 degrees 00 minutes 54 seconds East, 191.85 feet to a point; (6) North 01 degree 02 minutes 05 seconds West, 154.57 feet to a point; (7) North 28 degrees 09 minutes 12 seconds West, 205.55 feet to a point; and (8) North 50 degrees 34 minutes 41 seconds East, 72.62 feet to a point; thence continuing along lands now or formerly of Charles R. Rae, South 55 degrees 26 minutes 52 seconds East, 56.17 feet to a point; thence along lands now or formerly of Deborah A. Gross, South 53 degrees 46 minutes 23 seconds East, 207.96 feet to a concrete monument, said concrete monument being the point of Beginning. BEING Tax Parcel No. 36-32-2269-029. PREMISES B ALL THAT CERTAIN piece or parcel of land situated in the Township of Shippensburg, County of Cumberland, Commonwealth of Pennsylvania, and being more particularly bounded and described as follows, to -wit: BEGINNING, at the northeasterly corner of the piece at a point, said point being located on the westerly right-of-way line of North Earl Street - S.R. 0696 (variable width right-of-way), with its intersection with the southerly line of Bard Road (variable width right-of-way); thence in a southeasterly direction along the westerly line of said North Earl Street, along a curve to the left having a radius of 1959.86 feet, an arc distance of 89.26 feet, and chord bearing of South 21 degrees 36 minutes 44 Seconds East, and a chord distance of 89.26 feet, to a point of tangency; thence South 22 degrees 55 minutes 02 seconds East, continuing along the westerly line of said North Earl Street, a distance of 280.92 feet to a point of curvature; thence continuing along the westerly line of said North Earl Street, along a curve to the right having a radius of 2814.79 feet an arc distance of 30.11 feet, and a chord bearing of South 22 degrees 36 minutes 38 seconds East, and a distance of 30.11 feet, to an iron pin, said pin being the northeasterly corner of lands now or formerly of Harold D. Miller; thence South 50 degrees 34 minutes 41 seconds West, along the northerly line of lands of said Miller, a distance of 196.33 feet to an iron pin; thence South 23 degrees 14 minutes 47 seconds East, along the westerly line of lands of said Miller, a distance of 90.00 feet to an iron pipe on the northerly line of lands now or formerly of Charles Ramsay Ray; thence South 50 degrees 34 minutes 41 seconds West, along the northerly line of lands of said Ray, a distance of 181.09 feet to a concrete monument; thence South 50 degrees 34 minutes 41 seconds West, a distance of 72.62 feet to a point; thence South 28 degrees 09 minutes 12 seconds East, a distance of 205.55 feet to a point; thence South 01 degrees 02 minutes 05 Seconds East, a distance of 154.57 feet to a point; thence South 63 degrees 00 minutes 54 122929 seconds West, a distance of 191.85 feet to a point; thence North 19 degrees 52 minutes 54 seconds West, a distance of 103.09 feet to a point; thence South 70 degrees 55 minutes 09 seconds West, a distance of 260.39 feet to a point; thence North 12 degrees 37 minutes 16 seconds West, a distance of 444.43 feet to a point; thence South 77. degrees 22 minutes 44 seconds West, a distance of 111.26 feet to a point; thence North 27 degrees 51 minutes 20 seconds West, a distance of 573.24 feet to a point said point being located on the southerly line of said Bard Road; thence South 77 degrees 00 minutes 54 seconds East, along the southerly line of said Bard Road, a distance of 381.24 feet to a point of curvature; thence in a easterly direction and along the southerly line of said Bard Road, along a curve to the left having a radius of 285.09 feet, an arc distance of 107.98 feet, and a chord bearing of South 87 degrees 51 minutes 55 seconds East, and a distance of 107.33 feet, to a point, said point being the northwesterly corner of lands now or formerly of Thomas E. Bard; thence South 33 degrees 33 minutes 52 seconds East, along the westerly line of lands of said Bard, a distance of 144.07 feet to an iron pin; thence North 56 degrees, 30 minutes 38 seconds East, along the southerly line of lands of said Bard, a distance of 250.00 feet to an iron pin; thence North 33 degrees 32 minutes 35 seconds West, along the easterly line of lands of said Bard, a distance of 124.99 feet to a point, said point being located on the southerly line of said Bard Road; thence North 56 degrees 30 minutes 24 seconds East, along the southerly line of said Bard Road, a distance of 58.07 feet to a point; thence North 54 degrees 16 minutes 46 seconds East, continuing along the southerly line of said Bard Road, a distance of 217.74 feet to a point; thence South 37 degrees 54 minutes 17 seconds East, along the southerly line of said Bard Road, a distance of 5.00 feet to a point; thence North 52 degrees 06 minutes 43 seconds East, along the southerly line of said Bard Road, a distance of 73.53 feet to a point and the place of Beginning. CONTAINING 13.970 acres of land, therein, net measure, and being the same parcel as shown on a map entitled "ALTA/ACSM Land Title Survey Bard Townhouses", prepared by David James Laird Associates, dated December 16, 2002. TOGETHER WITH an access easement for ingress and egress, following the existing drive to units #67 through #78 and being the same easement as shown on a plan entitled "Final Subdivision plan - Bard Townhouses" as prepared by David Laird Associates, dated September 12, 2002 and recorded October 9, 2002 in Cumberland County Plan Book 86, Page 13. ALSO DESCRIBED AS FOLLOWS as set forth in that ALTA/ACSM Land Title Survey prepared by Eric L. Diffenbaugh, Professional Land Surveyor, Newville, PA dated May 21, 2008, last revised 08/18/2008: ALL THAT CERTAIN piece or parcel of land situated in the Township of Shippensburg, County of Cumberland, Commonwealth of Pennsylvania, and being more particularly bounded and described as follows, to wit: 122929 BEGINNING at the northerly corner of the piece at a point, said point being located on the westerly right-of-way line of North Earl Street (SR 0696, variable width right- of-way) at its intersection with the southerly right-of-way line of Bard Road (T-306, variable width right-of-way); thence in southeasterly direction along the westerly right-of-way of North Earl Street by a curve to the left, said curve having a delta angle of 02 degrees 36 minutes 35 seconds, a tangent of 44.64 feet, a radius of 1959.86 feet, an arc length of 89.26 feet, a chord bearing of South 21 degrees 36 minutes 44 seconds East, and a chord distance of 89.26 feet to a point of tangency; thence continuing along the westerly right-of-way of North Earl Street, South 22 degrees 55 minutes 02 seconds East, 280.92 feet to a point of curvature; thence continuing along the westerly right-of-way of North Earl Street by a curve to the right, said curve having a delta angle of 00 degrees 36 minutes 47 seconds, a tangent of 15.06 feet, a radius of 2814.79 feet, an arc length of 30.11 feet, a chord bearing of South 22 degrees 36 minutes 38 seconds East, and a chord distance of 30.11 feet to a point; thence along the northerly property line of lands now or formerly of Nina L. Miller, South 50 degrees 34 minutes 41 seconds West, 196.33 feet to a point; thence along the westerly property line of lands now or formerly of Nina L. Miller, South 23 degrees 14 minutes 47 seconds East, 90.00 feet to a point; thence along the northerly property line of lands now or formerly of Charles R. Rae and lands now or formerly of Shippensburg Townhouses II, LLC, South 50 degrees 34 minutes 41 seconds West, 253.71 feet to a point; thence along the westerly property line of lands now or formerly of Shippensburg Townhouses II, LLC, South 28 degrees 09 minutes 12 seconds East, 205.55 feet to a point; thence continuing along the westerly property line of lands now or formerly of Shippensburg Townhouses II, LLC, South 01 degree 02 minutes 05 seconds East, 154.57 feet to a point; thence along the northerly property line of lands now or formerly of Shippensburg Townhouses II, LLC, South 63 degrees 00 minutes 54 seconds West, 191.85 feet to a point; thence along the easterly property line of lands now or formerly of Shippensburg Townhouses II, LLC, North 19 degrees 52 minutes 54 seconds West, 103.09 feet to a point; thence along the northerly property line of lands now or formerly of Shippensburg Townhouses II, LLC, South 70 degrees 55 minutes 09 seconds West, 260.39 feet to a point; thence along the easterly property line of lands now or formerly of Shippensburg Townhouses II, LLC, North 12 degrees 37 minutes 16 seconds West, 444.43 feet to a point; thence along the northerly property line of lands now or formerly of Shippensburg Townhouses II, LLC, South - 77 degrees 22 minutes 44 seconds West, 111.26 feet to a point; thence along the easterly property line of lands now or formerly of Shippensburg Townhouses II, LLC, North 27 degrees 51 minutes 20 seconds West, 573.24 feet to a point on the southerly right-of-way line of Bard Road; thence in an easterly direction along the southerly right-of-way line of Bard Road, South 77 degrees 00 minutes 54 seconds East, 381.24 feet to a point of curvature; thence continuing along the southerly right-of-way line of Bard Road by a curve to the left, said curve having a delta angle of 21 degrees 42 minutes 02 seconds, a tangent of 54.64 feet, a radius of 285.09 feet, an arc length of 107.98 feet, a chord bearing of South 87 degrees 51 minutes 54 seconds East, and a 122929 ' chord distance of 107.33 feet to a point; thence along the westerly property line of lands now or formerly of Thomas E. Bard, South 33 degrees 34 minutes 00 seconds East, 144.07 feet to a point; thence along the southerly property line of lands now or formerly of Thomas E. Bard, North 56 degrees 30 minutes 38 seconds East, 250.00 feet to a point; thence along the easterly property line of lands now or formerly of Thomas E. Bard, North 33 degrees 32 minutes 35 seconds West, 124.98 feet to a point on the southerly right-of-way line of Bard Road; thence in an easterly direction along the southerly right-of-way line of Bard Road, North 56 degrees 30 minutes 24 seconds East, 58.07 feet to a point; thence continuing along the southerly right-of-way line of Bard Road, North 54 degrees 16 minutes 46 seconds East, 217.74 feet to a point; thence continuing along the southerly right-of-way line of Bard Road, South 37 degrees 54 minutes 17 seconds East, 5.00 feet to a point; thence continuing along the southerly right-of-way line of Bard Road, North 52 degrees 05 minutes 43 seconds East, 73.53 feet to a point, said point being the place of Beginning. CONTAINING 13.9697 acres of land. BEING Tax Parcel No. 32-2269-023A-36. PREMISES A BEING THE SAME PREMISES which Shippensburg Townhouses II, LLC, a Pennsylvania limited liability company by Deed dated August 11, 2008, and recorded August 29, 2008, in the Office of the Recorder of Deeds of Cumberland County, Pennsylvania at Instrument No. 200829450, granted and conveyed unto Corridor Shippensburg I, L.P., a Delaware limited partnership, in fee. PREMISES B BEING THE SAME PREMISES which Shippensburg Townhouses, LLC, a Pennsylvania limited liability company by Deed dated August 11, 2008, and recorded August 29, 2008 in the Office of the Recorder of Deeds of Cumberland County, Pennsylvania, at Instrument No. 200829449, granted and conveyed unto Corridor Shippensburg I, L.P., a Delaware limited partnership, in fee. BEING KNOWN AS 100 Bard Drive, Township of Shippensburg, Cumberland County, Pennsylvania. SEIZED AND TAKEN in execution of the property of Corridor Shippensburg I, L.P., Defendant and Mortgagor herein, under Judgment No. 14-5036. 122929 + SENDER: COMPLETE THIS SECTION • Complete items 1, 2, and 3. Also complete item 4if Restricted Delivery is desired. • Print yotar name and address on the reverse so that we can return the card to you. • Attachthis card to the back of the mailpiece, or on the front if space permits. 1. Article Addressed to: Corridor Shippensburg I, L.P.. 20 Avon Meadow Lane, Suite 120)_ Avon, 'C2 06001 B. Re led by (Pry" Agent 0 Addressee . C. Date of Delivery 1 D. Is deliv4ddress different from(n 1? 0 Yes - If YES, enter delivery address below: 0 No 3. Service•Type IS -Certified Maile 0 Priority Mail Express" ❑ Registered Retum Receipt for Merchandise .} ❑ Insured Mail 0 Collect on Delivery 4. Restricted Delivery? (Extra Fee) . 0 Yes • 2. Article Number, : :.1, 17 012 3050 .0001 3 412 .5112 (Transfer from service /abe° 1 • ' PS Form 3811, J.u1y2013 Domestic Return Receipt .. USPS.com® - USPS TrackingTM English Customer Service USPS Mobile https://tools.usps.com/go/TrackConfirmAction?tLabels=7012305000... Register /Sign In USPS Tracking' Tracking Number: 70123050000134125112 Updated Delivery Day: Tuesday, December 16, 2014 Product & Tracking Information Postal Product: DATE & TIME December 15, 2014 , 1:27 pm USPS.COM l i / Customer Service Have questions? We're here to help. Available Actions Features: Certified Mail"' Text Updates STATUS OF ITEM LOCATION Email Updates Delivered AVON, CT 06001 Return Receipt After Mailing Your item was delivered at 1:27 pm on December 15, 2014 in AVON, CT 06001. December 15, 2014 , 9:35 am December 15, 2014 , 5:47 am December 14, 2014 , 11:26 am December 13, 2014 , 1:31 am December 12, 2014 , 10:47 pm December 12, 2014 , 5:24 pm December 12, 2014 , 4:27 pm Arrived at Unit Departed USPS Facility Arrived at USPS Facility Departed USPS Facility Arrived at USPS Origin Facility Departed Post Office Acceptance Track Another Package Tracking (or receipt) number CHICOPEE, MA 01020 HARTFORD, CT 06101 HARTFORD, CT 06101 HARRISBURG, PA 17107 HARRISBURG, PA 17107 LANCASTER, PA 17608 LANCASTER, PA 17608 Track It Search or Enter a Tracking Number 1 of 2 12/31/2014 2:26 PM USPS.com® - USPS TrackingTM https://tools.usps.com/go/TrackConfirmAction?tLabels=7012305000... E HELPFUL LINKS ON ABOUT.USPS.COM OTHER USPS SITES LEGAL INFORMATION Contact Us About USPS Home Business Customer Gateway Privacy Policy Site Index Newsroom Postal Inspectors Terms of Use FAQs USPS Service Updates Inspector General FOIA Forms & Publications Postal Explorer No FEAR Act EEO Data Govemment Services National Postal Museum Careers Resources for Developers Copyright © 2014 USPS. All Rights Reserved. 2 of 2 12/31/2014 2:26 PM SENDER: COMPLETE THIS SECTION COMPLETE THIS SECTION ON DELIVERY - 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. ■ Attat h this card to the back of the mailpiece, or o0the front if space permits. 1. Article Addressed to:. .Colidor Shippensburg I, L.P... c/o:Elizabeth R. Leong, Esquire -Robinson Cole 280 , sumbiill ' Street Hartford, CT 06103-3597 ❑ Agent o Addressee , C. ate of livery D. Is delivery add :ss different from item 1? Fp Yes If YES, enter delivery address below: 0 No Service Type '91, Certified Mails 0 Priority Mail Express'" 0 Registered tO Return Receipt for Merchandise 4 0 Insured Mail 0 Collect on Delivery 4. Restricted Delivery? (Exile Fee) 0 Yes' 2. Article Number: (Transfer from seivIce label] ps, Fom, 3811, July 2013 7E112 3O513 ao[iia 3412 5129: Domestic Return Receipt USPS.com® - USPS TrackingTM ,t English Customer Service USPS Mobile https://tools.usps.com/go/TrackConfirmAction?gtc_tLabels 1=701230... Register /Sign In USPS.COM USPS TrackingTM Tracking Number: 70123050000134125129 Product & Tracking Information Postal Product: DATE & TIME December 16, 2014 , 8:01 am Features: Certified Mail"' STATUS OF ITEM Delivered LOCATION HARTFORD, CT 06103 Your item was delivered at 8:01 am on December 16, 2014 in HARTFORD, CT 06103. December 15, 2014 , 5:47 am December 14, 2014 , 11:26 am December 13, 2014 , 1:31 am December 12, 2014 , 10:47 pm December 12, 2014 , 5:24 pm December 12, 2014 , 4:27 pm Departed USPS Facility HARTFORD, CT 06101 Arrived at USPS Facility HARTFORD, CT 06101 Departed USPS Facility HARRISBURG, PA 17107 Arrived at USPS Origin HARRISBURG, PA 17107 Facility Departed Post Office LANCASTER, PA 17608 Picked Up LANCASTER, PA 17608 Track Another Package Tracking (or receipt) number Customer Service Have questions? We're here to help. Available Actions Text Updates Email Updates Return Receipt After Mailing I Search or Enter a Tracking Number Ck 1 of 2 12/31/2014 2:27 PM USPS.com® - USPS TrackingTM https://tools.usps.com/go/TrackConfirmAction?gtc_tLabels1=701230... ,; 4 HELPFUL LINKS ON ABOUT.USPS.COM OTHER USPS SITES LEGAL INFORMATION Contact Us About USPS Home Business Customer Gateway Privacy Policy Site Index Newsroom Postal Inspectors Terms of Use FAOs - USPS Service Updates Inspector General FOIA Forms & Publications Postal Explorer No FEAR Act EEO Data Govemment Services National Postal Museum Careers Resources for Developers Copyright © 2014 USPS. All Rights Reserved. 2 of 2 12/31/2014 2:27 PM t, BRUBAKER CONNAUGHTON GOSS & LUCARELLI LLC ATTORNEYS AT LAW Candice L. Marple, Esquire candicem@bcel-law.com Direct Dial: (717) 945-5745 January 6, 2015 Corridor Shippensburg I, L.P. c/o Corporation Service Company 2711 Centerville Road, Suite 400 Wilmington, DE 19808 Re: Stabilis Master Fund III, LLC v. Corridor Shippensburg I, L.P. C.P. Cumberland County, PA No. 14-5036 Dear Sir or Madam: As agent for Defendant Corridor Shippensburg I, L.P., we hereby serve you with the Writ of Execution and Notice of Sheriffs Sale of Real Estate Pursuant to Pa.R.C.P. 3129.2. Please govern yourself accordingly. CLM/ag/138603 Enclosures Sincerely, Candice L. Marple 480 New Holland Avenue, Suite 6205, Lancaster, PA 17602 tel 717-945-5745 WWW.BCGL-LAW.COM 717-945-5764 fax THE COURT OF COMMON PLEAS CUMBERLAND COUNTY PA DAVID D. BUELL, PROTHONOTARY ' One Courthouse Square • Suite100 • Carlisle, PA • 17013 (717)240-6195 www.ccpa.net STABILIS MASTER FUND 1II,.LLC, ASSIGNEE OF FEDERAL HOME LOAN MORTGAGE CORPORATION, ASSIGNEE OF DEUTSCHE BANK BERKSHIRE MORTGAGE, INC. Vs. CORRIDOR SHIPPENSBURG I, L.P. NO 14-5036 Civil Term CIVIL ACTION — LAW WRIT OF EXECUTION TO THE SHERIFF OF CUMBERLAND COUNTY: To satisfy the judgment, interest and costs in the above matter you are directed to levy upon and sell the following described property: (1) See legal description. • (2) (Specifically describe personal property when judgment results from a mortgage covering • both personal and real property pursuant to Section 9604(a)of the Uniform Commercial Code) NOTE: Description of property must be attached to the writ. Amount Due: 515,428,972.64 L.L.: 5.50 Interest ACCRUING TO 11/11/2014 AT 10.20% PER ANNUM FIXED ($4,371.54 PER DIEM) - 5741,802.30 Atty's Comm: Due Prothy: 52.25 Atty Paid: $160.75 Other Costs: Plaintiff Paid: Date: 11/12/14 iat.LLl ..f,ta2/1/ (Seal) David D. Bu ll, Prothono DeputY REQUESTING PARTY: Name: CANDICE L. MARPLE, ESQUIRE Address: BRUBAKER CONNAUGHTON GOSS & LUCARELLI LLC 480 NEW HOLLAND AVENUE, SUITE 6205 • LANCASTER, PA 17602 Attorney for: PLAINTIFF Telephone: 717-945-5745 Supreme Court ID No. 308873 • BRUBAKER CONNAUGHTON GOSS & LUCARELLI LLC By: Brett D. Jackson, Esquire Attorney I.D. No. 87517 Candice L. Marple, Esquire Attorney. I.D. No. 308873 480 New Holland Ave, Suite 6205 Lancaster, PA 17602 (717) 945-5745 / (717) 945-5764 (Fax) t fFF /C ECF THE`,°N0 r Al,R )12'14 !JO, 12 A111 11: 1rPECSt!ANIA Attorneys for Plaintiff: Stabilis Master Fund 111, LLC STABILIS MASTER FUND III, LLC, assignee of Federal Home Loan Mortgage : Corporation, assignee of Deutsche Bank : Berkshire Mortgage, Inc., Plaintiff. • vs. CORRIDOR SHIPPENSBURG I, L.P.; Defendant To: • • IN THE COURT OF COMMON PLEAS . OF CUMBERLAND COUNTY, PENNSYLVANIA CIVIL ACTION - LAW No. 14-5036 MORTGAGE FORECLOSURE NOTICE OF SHERIFFS SALE OF REAL ESTATE PURSUANT TO PA.R.CP. 3129.2 Corridor Shippensburg I, L.P. 20 Avon Meadow Lane, Suite 120 Avon, CT 06001 TAKE NOTICE: That the Sherds Sale of Real Property (real estate) will be held: DATE: WEDNESDAY, March 4, 2015 TIME: 10:00 a.m. Eastern Time LOCATION: Cumberland County Courthouse 1 Courthouse Square Carlisle, PA 17013 THE PROPERTY TO BE SOLD is delineated in detail in a legal description mainly consisting of a statement of the measured boundaries of the properties, together with a brief mention of the buildings and any other major improvements erected on the land. (SEE DESCRIPTION ATTACHED). THE LOCATION of your property to be sold is 100 Bard Drive Shippensburg, PA 17257 THE JUDGMENT under or pursuant to which your property is being sold is docketed in the within Commonwealth and County to: No. 14-5036 THE NAME OF THE OWNER OR REPUTED OWNER OF THE PROPERTY is Corridor Shippensburg I, L.P. A SCHEDULE OF DISTRIBUTION, being a list of the persons and/or governmental or corporate entities or agencies being entitled to receive part of the proceeds of the sale received and to be disbursed by the Sheriff(f+or example, to banks that hold mortgages and municipalities that are owed taxes) wdl be filed by the Sheriff of this County not more than thirty (30) days after the sale, and distribution of the proceeds of sale will be made in accordance with this Schedule unless someone objects by filing exceptions to the Schedule within ten (10) days of the date it is filed. Information about the Schedule of Distribution may be obtained from the Sheriff of Cumberland County, Cumberland County Courthouse, 1 Courthouse Square, Room 303, Carlisle, PA 17013. THIS PAPER ISA NOTICE OF THE TIME AND PLACE OF THE SALE OF YOUR PROPPtTY. IT HAS BEEN ISSUED BECAUSE THERE IS A JUDGMENT AGAINST YOU. IT MAY CAUSE YOUR PROPERTYTO BE SOLD OR TAKEN TO PAY THE JUDGMENT. You may have legal rights to prevent your property from being taken away. A lawyer may advise you more specifically of these rights. If you wish to exercise your rights, YOU MUST ACT PROMPTLY. YOU SHOULD TAKE THIS PAPER TO YOUR LAWYER AT ONCE. IF YOU DO NOT HAVE A LAWYER, GO TO OR TELEPHONE THE OFFICE SET FORTH BELOW. THIS OFFICE CAN PROVIDE YOU WITH INFORMATION ABOUT HIRING A LAWYER 121380 2 IF YOU CANNOT AFFORD TO HIRE A LAWYER, THIS OFFICE MAY BE ABLE TO PROVIDE YOU WITH INFORMATION ABOUT AGENCIES THAT MAY OFFER LEGAL SERVICES TO ELIGIBLE PERSONS AT A REDUCED FEE OR NO 14 . Cumberland County Bar Association 32 S. Bedford Street Carlisle, PA 17013 Telephone: (717) 249-3166 BRUBAKER CONNAUGHTON GOSS & LUCARELLI LLC Attorneys for Plaintiff By: 01/14.4of Brett D Jackson, Esquire Attorney I.D. No. 87517 Candice L. Marple, Esquire Attorney I.D. No. 308873 121380 3 • Brett D. Jackson, Esquire Candice L. Marple, Esquire Attorneys for Plaintiff LEGAL DESCRIPTION PREMISES A: Sale No.: 14-5036 ALL THAT CERTAIN piece of parcel of land situated in the Township of Shippensburg, County of Cumberland, Commonwealth of Pennsylvania, being more particularly bounded and described as follows, to -wit: BEGINNING at the northeasterly comer of the piece at a point, said point being located the following courses and distances from the intersection of the southerly line of Bard Road with the westerly line of North Earl Street - S.R. 0696: In a southerly direction, along the westerly line of said North Earl Street, and along a curve to the left having a radius of 1959.86 feet, an arc distance of 89.26 feet to a point of tangency, South 22 degrees 55 minutes 02 seconds East, continuing along the westerly line of said North Earl Street, a distance of 280.92 feet to a point of curvature; thence continuing along the westerly line of said North Earl Street, along a curve to the left having a radius of 2814.79 feet, an arc distance of 30.11 feet to an iron pin in the northerly line of lands now or formerly of Harry D. Miller; South 50 degrees 34 minutes 41 seconds West, along the northerly line of lands of said Miller, a distance of 196.33 feet to an iron pin at the northerly corner of lands of said Miller; South 23 degrees 14 minutes 47 Seconds East, along the westerly line of lands of said Miller, a distance of 90.00 feet to an iron pipe, said pipe being located on the northerly line of lands now or formerly of Charles Ramsy Ray; South 50 degrees 34 minutes 41 Seconds West, along the northerly line of lands of said Ray, and along the southerly line of Parcel "B" of the Bard Townhouses Final Subdivision Plan, a distance of 181.09 feet to a point; thence South 55 degrees 26 minutes 52 seconds East, along the westerly line of lands of said Ray, a distance of 56.17 feet to an iron pipe, said pipe being located at the northwesterly corner of lands now or formerly of Deborah A. Gross; thence South 53 'degrees 37 minutes 47 seconds East, along the westerly line of lands of said Gross, a distance of 208.09 feet to a concrete monument, said monument being located at the northwesterly corner of lands now or formerly of Jacquelyn Hoover; thence South 17 degrees 08 ininutes 38 seconds West, along the westerly line of lands now or formerly of Jeffrey L. Gruver, a distance of 173.81 feet to an iron pin, said pin being located at the northwesterly corner of lands now or formerly of Robert P. Wyrick; thence South 16 degrees 06 minutes 18 seconds East, along the westerly line of lands of said Wyrick, and along the westerly line of lands now or formerly of Wayne L. Wadel, Jr. & Ronald A. Wadel, a distance of 118.64 feet to an iron pin; thence North 75 degrees 122929 • 25 minutes 42 seconds East, along the southerly line of lands of said Wadel, a distance of 212.21 feet to an iron pin in the westerly line of said North Earl Street; thence South 00 degrees 37 minutes 45 seconds West, along the westerly line of said Earl Street, a distance of 150.37 feet to a point, said point being the northeasterly corner of lands now or formerly of Donald E. Stine; thence South 83 degrees 35 minutes 02 Seconds West, along the northerly line of lands of said Stine, a distance of 171.28 feet to an iron pin; thence South 70 degrees 58 minutes 11 seconds West, continuing along the northerly line of lands of said Stine, a distance of 219.50 feet to an iron pin; thence South 17 degrees 02 minutes 25 seconds East, along the westerly line of lands of said Stine and along the westerly line of lands now or formerly of John T. Gruver, a distance of 341.46 feet to a fence post, said post being located on the westerly line of lands now or formerly of Paul V. Adams; thence South 41 degrees 05 minutes 21 seconds East, • along the westerly line of lands of said Adams, a distance of 62.45 feet to an iron pin, said pin being located at the northwesterly corner of lands now or formerly of Jay D. Koepf; thence South 00 degrees 24 minutes 41 seconds East, along the westerly line of lands of said Koepf, and along the westerly line of lands now or formerly of Gerald L. Underkofer, a distance of 84.65 feet to a fence post, said post being the northeasterly corner of lands now or formerly of Gordon M. Bigler; thence North 86 degrees 08 minutes 07 seconds West, along the northerly line of lands of said Bigler, a distance of 449.00 feet to an iron pin; thence South 08 degrees 57 minutes 08 seconds East, along the westerly line of lands of said Bigler, a distance of 94.20 feet to an iron pin; thence South 00 degrees 08 minutes 01 seconds West, continuing along the westerly line of lands of said Bigler, a distance of 164.36 feet to a point on the northerly line of Hot Point Avenue; thence North 78 degrees 27 minutes 49 seconds West, along the northerly line of said Hot Point Avenue, a distance of 57.65 feet to a point; thence North 07 degrees 08 minutes 15 seconds West, along the easterly line of lands now or formerly of Shippensburg Borough Authority, a distance of 151.55 feet to an iron pin; thence North 52 degrees 52 minutes 50 seconds West, continuing along the lands of said Shippensburg Borough Authority, a distance of 146.50 feet to an iron pin; thence North 33 degrees 58 minutes 25 seconds West, continuing along lands of said Shippensburg Borough Authority, a distance of 304.96 feet to an iron pin; thence North 07 degrees 06 minutes 13 seconds East, continuing along the lands of said Shippensburg Borough Authority, a distance of 101.00 feet to an iron pin; thence North 62 degrees 33 minutes 47 seconds West, continuing along lands of said Shippensburg Borough Authority, a distance of 45.00 feet to an iron pin; thence North 24 degrees 48 minutes 47 seconds West, continuing along the lands of said Shippensburg Borough Authority, a distance of 90.00 feet to an iron pin; thence North 10 degrees 53 minutes 47 seconds West, continuing along the lands of said Shippensburg Borough Authority, a distance of 114.00 feet to an iron pin; thence North 47 degrees 18 minutes 47 seconds West, continuing along the lands of said Shippensburg Borough Authority, a distance of 84.75 feet to an iron pin, said pin being located in the southeasterly corner of lands now or formerly of Mary W. Fogelsanger; thence North 35 degrees 22 minutes 13 seconds East, along the 122929 easterly line of lands of said Fogelsanger, a distance of 200.00 feet to an iron pin; thence North 27 degrees 51 minutes 20 seconds West, along the easterly line of lands of said Fogelsanger, a distance of 859.08 feet to an iron pin; thence North 71 degrees 45 minutes 58 seconds West, along the northerly line of lands of said Fogelsanger, a distance of 61.79 feet to an iron pin, said pin being located on the southerly line of said Bard Road; thence in an easterly direction, along a curve to the right having a radius of 366.75 feet, an arc distance of 68.65 feet to a point of tangency; thence South 77 degrees 00 minutes 54 seconds East, along the southerly line of said Bard Road, a distance of 181.14 feet to a point, said point being the northwesterly corner of Parcel "B" of the Bard Townhouses Final Subdivision Plan; thence South 27 degrees 51 minutes 20 seconds East, along the westerly line of said Parcel "B", a distance of 573.24 feet to a point; thence North 77 degrees 22 minutes 44 seconds East, continuing along the southerly line of said Parcel "B", a distance of 111.26 feet to a point; thence South 12 degrees 37 minutes 16 seconds East, continuing along the westerly line of said Parcel "B", a distance. of 444.43 feet to a point; thence North 70 degrees 55 minutes 09 seconds East, continuing along the southerly line of said Parcel "B", a distance of 260.39 feet to a point; thence South 19 degrees 52 minutes 54 seconds East, continuing along the westerly line of said Parcel "B", a distance of 103.09 feet to a point; thence North 63 degrees 00 minutes 54 seconds East, continuing along the southerly line of said Parcel "B", a distance of 191.85 feet to a point; thence North 01 degree 02 minutes 05 seconds West, along the easterly line of said Parcel "B", a distance of 154.57 feet to a point; thence North 28 degrees 09 minutes 12 seconds West, along the easterly line of said Parcel "B", a distance of 205.55 feet to a point; thence North 50 degrees 34 minutes 41 seconds East, along the southerly line of said Parcel "B", a distance of 72.62 feet to a concrete monument and the place of Beginning. CONTAINING 17.915 acres of land therein, net measure, and being the same parcel as Parcel "D", as shown on a plan entitled "Final Subdivision Plan Bard Townhouses" as prepared by David James Laird Associates, dated September 12, 2002 and recorded October 9, 2002 in Cumberland County Plan Book 86, Page 13. ALSO DESCRIBED AS FOLLOWS as set forth in that ALTA/ACSM Land Title Survey prepared by Eric L. Diffenbaugh, Professional Land Surveyor, Newville, PA dated 05/21/2008, last revised 08/18/2008: BEGINNING at an existing concrete monument located at the comer of lands now or formerly of Deborah A. Gross and lands now or formerly of Christine M. Dick, said monument being the point of beginning; thence along lands now or formerly of Jeffrey L. Gruver, South 17 degrees 12 minutes 28 seconds West, 173.72 feet to an iron pin; thence along lands now or formerly of Joyce E. Wyrick, South 16 degrees 00 minutes 18 seconds East, 119.24 feet to a point; thence continuing along lands now or formerly of Joyce E. Wyrick, North 75 degrees 25 minutes 42 seconds East, 212.21 feet to a point on the western right-of-way line of SR 696, known as North Earl 122929 Street; thence along said right-of-way line, South 00 degrees 37 minutes 45 seconds West, 150.37 feet to a point; thence along lands now or formerly of James A. Pittman, South 83 degrees 46 minutes 36 seconds West, 170.89 feet to an iron pin; thence continuing along lands of Pittman, South 70 degrees 50 minutes 45 seconds West, 220.01 feet to an iron pin; thence continuing along lands of Pittman, and two parcels of land owned now or formerly by John T. Gruver, South 17 degrees 02 minutes 25 seconds East, 341.46 feet to a point; thence along lands now or formerly of Paul V. Adams, South 41 degrees 05 minutes 21 seconds East, 62.45 feet to a point; thence along lands now or formerly of Carol A. Veschi and lands now or formerly of Gerald L. Underkoffier, South 00 degrees 24 minutes 41 seconds East, 84.65 feet to a fence post; thence by lands now or formerly. of Shippensburg University Foundation, North 86 degrees 08 minutes 27 seconds West, 448.91 feet to an iron pin; thence continuing along lands now or formerly of Shippensburg University Foundation, South 08 degrees 53 minutes 33 seconds East, 94.15 feet to a point; thence continuing along lands now or formerly of Shippensburg University Foundation, South 00 degrees 08 minutes 01 second West, 164.36 feet to a point on the northern right-of-way line of Township Route 303, known as Hotpoint Avenue; thence along said right-of-way line, North 78 degrees 27 minutes 49 seconds West, 57.65 feet to a point; thence continuing along lands now or formerly of Shippensburg Borough Authority, North 07 degrees 08 minutes 15 seconds West, 151.55 feet to a point; thence continuing along lands of Shippensburg Borough Authority, North 52 degrees 52 minutes 50 seconds West, 146.50 feet to a point; thence continuing along lands now or formerly of Shippensburg Borough Authority, North 33 degrees 58 minutes 25 seconds West, 304.96 feet to a point; thence continuing along lands now or formerly of Shippensburg Borough Authority as well as a second parcel owned by Shippensburg Borough Authority; North 07 degrees 06 minutes 13 seconds East, 101.00 feet to a point; thence continuing along the same the following four courses and distances: (1) North 62 degrees 33 minutes 47 seconds West, 45.00 feet to a point; (2) North 24 degrees 48 minutes 47 seconds West, 90.00 feet to a point; (3) North 10 degrees 53 minutes 47 seconds West, 114.00 feet to a point; and (4) North 47 degrees 18 minutes 47 seconds West, 84.75 feet to a point; thence along lands now or formerly of Mary W. Fogelsanger, North 35 degrees 22 minutes 13 seconds East, 200.00 feet to a point; thence along lands ' of Fogelsanger, North 27 degrees 51 minutes 20 seconds West, 859.08 feet to a point; thence continuing along lands of Fogelsanger, North 71 degrees 45 minutes 58 seconds West, 61.78 feet to a point on the southern right-of-way line of Township Route 306, known as Bard Road; thence along said right-of-way line along an arc to the right, said arc having a chord bearing of South 82 degrees 22 minutes 38 seconds East, a chord length of 68.55 feet, a radius of 366.75 feet, an arc length of 68.65 feet, a tangent length of 34.43 feet and a delta angle of 10 degrees 43 minutes 28 seconds to a point on said right-of-way line; thence continuing along said right-of-way line, South 77 degrees 00 minutes 54 seconds East, 181.14 feet to a point; thence along lands now or formerly of Shippensburg Townhouses, LLC, South 27 degrees 51 minutes 20 seconds East, 573.24 feet to a point; thence continuing along the same the following eight courses and distances: (1) North 77 degrees 22 minutes 44 seconds East, 111.26 feet to a point; (2) South 12 degrees 37 minutes 16 seconds East, 444.43 feet to a point; (3) North 70 degrees 55 minutes 09 seconds East, 260.39 feet to a point; (4) South 19 degrees 52 minutes 54 seconds East, 103.09 feet to a point; (5) North 63 degrees 00 minutes 54seconds East, 191.85 feet to a point; (6) North 01 degree 02 minutes 05 seconds West, 154.57 feet to a point; (7) North 28 degrees 09 minutes 12 seconds West, 205.55 feet to a point; and (8) North 50 degrees 34 minutes 41 seconds East, 72.62 feet to a point; thence continuing along lands now or formerly of Charles R. Rae, South 55 degrees 26 minutes 52 seconds East, 56.17 feet to a point; thence along lands now or formerly of Deborah A. Gross, South 53 degrees 46 minutes 23 seconds East, 207.96 feet to a concrete monument, said concrete monument being the point of Beginning. BEING Tax Parcel No. 36-32-2269-029. PREMISES B ALL THAT . CERTAIN piece or parcel of land situated in the Township of Shippensburg, County of Cumberland, Commonwealth of Pennsylvania, and being more particularly bounded and described as follows, to -wit: BEGINNING. at the northeasterly corner of the piece at a point, said point being located on the westerly right-of-way line of North Earl Street - S.R. 0696 (variable width right-of-way), with its intersection with the southerly line of Bard Road (variable width right-of-way); thence in a southeasterly direction along the westerly line of said North Earl Street, along a curve. to the left having a radius of 1959.86 feet, an arc distance of 89.26 feet, and chord bearing of South 21 degrees 36 minutes 44 Seconds East, and a chord distance of 89.26 feet, to a point of tangency; thence South 22 degrees 55 minutes 02 seconds East, continuing along the westerly line of said North Earl Street, a distance of 280.92 feet to a point of curvature; thence continuing along the westerly line of said North Earl Street, along a curve to the right having a radius of 2814.79 feet an arc distance of 30.11 feet, and a chord bearing of South 22 degrees 36 minutes 38 seconds East, and a distance of 30.11 feet, to an iron pin, said pin being the northeasterly corner of lands now or formerly. of Harold. D. Miller; thence South 50 degrees 34 minutes 41 seconds West, along the northerly line of lands of said Miller, a distance of 196.33 feet to an iron pin; thence South 23 degrees 14 minutes 47 seconds East, along the westerly line of lands of said Miller, a distance of 90.00 feet to an iron pipe on the northerly line of lands now or formerly of Charles Ramsay Ray; thence South 50 degrees 34 minutes 41 seconds West, along the northerly line of lands of said Ray, a distance of 181.09 feet to a concrete monument; thence South 50 degrees 34 minutes 41 seconds West, a distance of 72.62 feet to a point; thence South 28 degrees 09 minutes 12 seconds East, a distance of 205.55 feet to a point; thence South 01 degrees 02 minutes 05 Seconds East, a distance of 154.57 feet to a point; thence South 63 degrees 00 minutes 54 122929 seconds West, a distance of 191.85 feet to a point; thence North 19 degrees 52 minutes 54 seconds West, a distance of 103.09 feet to a point; thence South 70 degrees 55 minutes 09 seconds West, a distance of 260.39 feet to a point; thence North 12 degrees 37 minutes 16 seconds West, a distance of 444.43 feet to a point; thence South 77. degrees 22 minutes 44 seconds West, a distance of 111.26 feet to a point; thence North 27 degrees 51 minutes 20 seconds West, a distance of 573.24 feet to a point said point being located on the southerly line of said Bard Road; thence South 77 degrees 00 minutes 54 seconds East, along the southerly line of said Bard Road, a distance of 381.24 feet to a point of curvature; thence in a easterly direction and along the southerly line of said Bard Road, along a curve to the left having a radius of 285.09 feet, an arc distance of 107.98 feet, and a chord bearing of South 87 degrees 51 minutes 55 seconds East, and a distance of 107.33 feet, to a point, said point being the northwesterly corner of lands now or formerly of Thomas E. Bard; thence South 33 degrees 33 minutes 52 seconds East, along the westerly line of lands of said Bard, a distance of 144.07 feet to an iron pin; thence North 56 degrees, 30 minutes 38. seconds East, along the southerly line of lands of said Bard, a distance of 250.00 feet to an iron pin; thence North 33 degrees 32 minutes 35 seconds West, along the easterly line of lands of said Bard, a distance of 124.99 feet to a point, said point being located on the southerly line of said Bard Road; thence North 56 degrees 30 minutes 24 seconds East, along the southerly line of said Bard Road, a distance of 58.07 feet to a point; thence North 54 degrees 16 minutes 46 seconds East, continuing along the southerly line of said Bard Road, a distance of 217.74 feet to a point;. thence South 37 degrees 54 minutes 17 seconds East, along the southerly line of said Bard Road, a distance of 5.00 feet to a point; thence North 52 degrees 06 minutes 43 seconds East, along the southerly line of said Bard Road, a distance of 73.53 feet to a point and the place of Beginning. CONTAINING 13.970 acres of land, therein, net measure, and being the same parcel as shown on a map entitled "ALTA/ACSM Land Title Survey Bard Townhouses", prepared by David James Laird Associates, dated December 16, 2002. TOGETHER WITH an access easement for ingress and egress, following the existing drive to units #67 through #78 and being the same easement as shown on a plan entitled "Final Subdivision plan - Bard Townhouses" as prepared by David Laird Associates, dated September 12, 2002 and recorded October 9, 2002 in Cumberland County Plan Book 86, Page 13. ALSO DESCRIBED AS FOLLOWS as set forth in that ALTA/ACSM Land Title Survey prepared by Eric L. Diffenbaugh, Professional Land Surveyor, Newville, PA dated May 21, 2008, last revised 08/18/2008: ALL THAT CERTAIN piece or parcel of land situated in the Township of Shippensburg, County of Cumberland, Commonwealth of Pennsylvania, and being more particularly bounded and described as follows, to wit: 122929 BEGINNING at the northerly corner of the piece at a point, said point being located an the westerly right-of-way line of North Earl Street (SR 0696, variable width right- of-way) at its intersection with the southerly right-of-way line of Bard Road (T-306, variable width right-of-way); thence in southeasterly direction along the westerly right-of-way of North Earl Street by a curve to the left, said curve having a delta angle of 02 degrees 36 minutes 35 seconds, a tangent of 44.64 feet, a radius of 1959.86 feet, an arc length of 89.26 feet, a chord bearing of South 21 degrees 36 minutes 44 seconds East, and a chord distance of 89.26 feet to a point of tangency; thence continuing along the westerly right-of-way of North Earl Street, South 22 degrees 55 minutes 02 seconds East, 280.92 feet to a point of curvature; thence continuing along the westerly right-of-way of North Earl Street by a curve to the right, said curve having a delta angle of 00 degrees 36 minutes 47 seconds, a tangent of 15.06 feet, a radius of 2814.79 feet, an arc length of 30.11 feet, a chord bearing of South 22 degrees 36 minutes 38 seconds East, and a chord distance of 30.11 feet to a point; thence along the northerly property line of lands now or formerly of Nina L. Miller, South 50 degrees 34 minutes 41 seconds West, 196.33 feet to a point; thence along the westerly property line of lands now or formerly of Nina L. Miller, South 23 degrees 14 minutes 47 seconds East, 90.00 feet to a point; thence along the northerly property line of lands now or formerly of Charles R. Rae and lands now or formerly of' Shippensburg Townhouses II, LLC, South 50 degrees 34 minutes 41 seconds West, 253.71 feet to a point; thence along the westerly property line of lands now or formerly of Shippensburg Townhouses II, LLC, South 28 degrees 09 minutes 12 seconds East, 205.55 feet to a point; thence continuing along the westerly property line of lands now or formerly of Shippensburg Townhouses II, LLC, South 01 degree 02 minutes 05 seconds East, 154.57 feet to a point; thence along the northerly property line of lands now or formerly of Shippensburg Townhouses II, LLC, South 63 degrees 00 minutes 54 seconds West, 191.85 feet to a point; thence along the easterly property line of lands now or formerly of Shippensburg Townhouses II, LLC, North 19 degrees 52 minutes 54 seconds West, 103.09 feet to a point; thence along the northerly property line of lands now or formerly of Shippensburg Townhouses II, LLC, South 70 degrees 55 minutes 09 seconds West, 260.39 feet to a point; thence along the easterly property line of lands now or formerly of Shippensburg Townhouses II, LLC, North 12 degrees 37 minutes 16 seconds West, 444.43 feet to a point; thence along the northerly property line of lands now or formerly of Shippensburg Townhouses II, LLC, South 77 degrees 22 minutes 44 seconds West, 111.26 feet to a point; thence along the easterly property line of lands now or formerly of Shippensburg Townhouses II, LLC, North 27 degrees 51 minutes 20 seconds West, 573.24 feet to a point on the southerly right-of-way line of Bard Road; thence iii an easterly direction along the southerly right-of-way line of Bard Road, South 77 degrees 00 minutes 54 seconds East, 381.24 feet to a point of curvature; thence continuing along the southerly right-of-way line of Bard Road by a curve to the left, said curve having a delta angle of 21 degrees 42 minutes 02 seconds, a tangent of 54.64 feet, a radius of 285.09 feet, an arc length of 107.98 feet, a chord bearing of South 87 degrees 51 minutes 54 seconds East, and a 122929 chord distance of 107.33 feet to a point; thence along the westerly property line of lands now or formerly of Thomas E. Bard, South 33 degrees 34 minutes 00 seconds East, 144.07 feet to a point; thence along the southerly property line of lands now or formerly of Thomas E. Bard, North 56 -degrees-30 minutes 38 seconds East, 250.00 feet to a point; thence along the easterly property line of lands now or formerly of Thomas E. Bard, North 33 degrees 32 minutes 35 seconds West, 124.98 feet to a point on the southerly right-of-way line of Bard Road; thence in an easterly direction along the southerly right-of-way line of Bard Road, North 56 degrees 30 minutes 24 seconds East, 58.07 feet to a point; thence continuing along the southerly right-of-way line of Bard Road, North 54 degrees 16 minutes 46 seconds East, 217.74 feet to a point; thence continuing along the southerly right-of-way line of Bard Road,South 37 degrees 54 minutes 17 seconds East, 5.00 feet to a point; thence continuing along the southerly right-of-way line of Bard Road, North 52 degrees 05 minutes 43 seconds East, 73.53 feet to a point, said point being the place of Beginning. CONTAINING 13.9697 acres of land. BEING Tax Parcel No. 32-2269-023A-36. PREMISES A BEING THE SAME PREMISES which Shippensburg Townhouses II, LLC, a Pennsylvania limited liability company by . Deed dated August 11, 2008, and recorded August 29, 2008, in the Office of the Recorder of Deeds of Cumberland County, Pennsylvania at Instrument No. 200829450, granted and conveyed unto Corridor Shippensburg I, L.P., a Delaware limited partnership, in fee. PREMISES B BEING THE SAME PREMISES which Shippensburg Townhouses, LLC, a Pennsylvania limited liability company by Deed dated August 11, 2008, and recorded August 29, 2008 in the Office of the Recorder of Deeds of Cumberland County, Pennsylvania, at Instrument No. 200829449, granted and conveyed unto Corridor Shippensburg I, L.P., a Delaware limited partnership, in fee. BEING KNOWN AS 100 Bard Drive, Township of Shippensburg, Cumberland County, Pennsylvania. SEIZED AND TAKEN in execution of the property of Corridor Shippensburg I, L.P., Defendant and Mortgagor herein, under Judgment No. 14-5036. 122929 SENDER: COMPLETE THIS SECTION II 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 toyou, ■ Attach this card to the back of the mailpiece, or on the front if space permits. 1. Article Addressed to: porridor-Sbippensburg I, L.P. c/o Corporation Service Company -2711 Centerville Road, Suite 400 ilmington, DE 19808 COMPLETE THIS SECTION ON DELIVERY A. Signature X D. is delivery address differentfrom ife, If YES, enter delivery address below: 0 No 0 Agent ■ A•d : see Nrniery 0 Yes 3. Service Type m Certified Mail° 0 Registered • 0 Insured Mail 0 Priority Mail Express'" 3 Return Receipt for Merchandise`s 0 Collect on Delivery 4. Restricted•Delivery? (Extra Fee) Yes 2. 'Article Number 1 (Transfer from service labe>j 7012 3050 0001 3412 5655 ;RS Fort $81:1, July 2013 ; _ , Domestic Return Receipt U4SPS.corp® - USPS TrackingTM English Customer Service USPS Mobile https://tools.usps. com/go/TrackConfirmAction. action?tRef=fullpage... 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ON ABOUT.USPS.COM About USPS Home Newsroom USPS Service Updates Forms & Publications Govemment Services Careers WILMINGTON, DE 19808 WILMINGTON, DE 19850 WILMINGTON, DE 19850 HARRISBURG, PA 17107 HARRISBURG, PA 17107 Track It OTHER USPS SITES Business Customer Gateway Postal Inspectors Inspector General Postal Explorer National Postal Museum Resources for Developers Customer Service Have questions? We're here to help. Available Actions Text Updates Email Updates Return Receipt After Mailing LEGAL INFORMATION Privacy Policy Terns of Use FOIA No FEAR Act EEO Data Search or Enter a Tracking Number 1 of 2 1/13/2015 12:42 PM IZSPS.coi® - USPS Tracking https://tools.usps.com/go/TrackConfirmAction.action?tRef=fullpage... 2 of 2 1/13/2015 12:42 PM P BRUBAKER CONNAUGHTON GOSS & LUCARELLI LLC By: Brett D. Jackson, Esquire Attorney I.D. No. 87517 Candice L. Marple, Esquire Attorney I.D. No. 308873 480 New Holland Ave, Suite 6205 Lancaster, PA 17602 (717) 945-5745 / (717) 945-5764 (Fax) Attorneys for Plaintiff: Stabilis Master Fund III, LLC STABILIS MASTER FUND III, LLC, IN THE COURT OF COMMON PLEAS assignee of Federal Home Loan Mortgage : OF CUMBERLAND COUNTY, Corporation, assignee of Deutsche Bank : PENNSYLVANIA Berkshire Mortgage, Inc., Plaintiff CIVIL ACTION - LAW vs. No. 14-5036 CORRIDOR SHIPPENSBURG I, L.P., . Defendant . MORTGAGE FORECLOSURE NOTICE OF SHERIFF'S SALE OF REAL ESTATE PURSUANT TO PA.R.C.P. 3129.2 Notice is hereby given to the following parties who may hold one or more mortgages, judgments, tax liens or other liens against or interests in the real estate of Corridor Shippensburg I, L.P., 100 Bard Drive, Township of Shippensburg, Cumberland County, Pennsylvania: Stabilis Master Fund III, LLC 767 Fifth Avenue, 12th Floor New York, NY 10153 Shippensburg Area School District 317 North Morris Street Shippensburg, PA 17257 Shippensburg Township P.O. Box 219 Shippensburg, PA 17257 133180 Cumberland County Treasurer 1 Courthouse Square First Floor, Room 103 Carlisle, PA 17013 Cumberland County Tax Claims Bureau 1 Courthouse Square Old Courthouse, Room 106 Carlisle, PA 17013 No. 14-5036 TAKE NOTICE: That the Sheriff's Sale of real property (real estate) will be held on Wednesday, March 4, 2015 in the Cumberland County Courthouse, 1 Courthouse Square, Carlisle, Pennsylvania 17013 at 10:00 a.m., prevailing local time. The property to be sold is delineated in a legal description mainly consisting of a statement of the measured boundaries of the property, together with a brief mention of the buildings and any other major improvements erected on the land (SEE DESCRIPTION ATTACHED). THE LOCATION of the property to be sold is: 100 Bard Drive Shippensburg, PA 17257 THE JUDGMENT under or pursuant to which the property is being sold is docketed in the within Commonwealth and County to: No. 14-5036 THE NAME OF THE OWNER OR REPUTED OWNER of this property is: Corridor Shippensburg I, L.P. You are further notified that a Schedule of Distribution will be filed by the Sheriff of Cumberland County within thirty (30) days after the sale and that distribution will be made in accordance with the Schedule unless exceptions are filed thereto within ten (10) days thereafter. You are further notified that the lien you hold against said real estate will be divested by the sale and that you have an opportunity to protect your interest, if any, by being notified of said Sheriffs Sale. Dated: December 12, 2014 BRUBAKER CONNAUGHTON GOSS & LUCARELLI LLC Attorneys//for Plaintiff By:6/46/ 7)/ Candice L. Marple, Esquire Attorney I.D. No. 308873 133180 2 i } Brett D. Jackson, Esquire Candice L. Marple, Esquire Attorneys for Plaintiff LEGAL DESCRIPTION PREMISES A: Sale No.: 14-5036 ALL THAT CERTAIN piece of parcel of land situated in the Township of Shippensburg, County of Cumberland, Commonwealth of Pennsylvania, being more particularly bounded and described as follows, to -wit: BEGINNING at the northeasterly corner of the piece at a point, said point being located the following courses and distances from the intersection of the southerly line of Bard Road with the westerly line of North Earl Street — S.R. 0696: In a southerly direction, along the westerly line of said North Earl Street, and along a curve to the left having a radius of 1959.86 feet, an arc distance of 89.26 feet to a point of tangency; South 22 degrees 55 minutes 02 seconds East, continuing along the westerly line of said North Earl Street, a distance of 280.92 feet to a point of curvature; thence continuing along the westerly line of said North Earl Street, along a curve to the left having a radius of 2814.79 feet, an arc distance of 30.11 feet to an iron pin in the northerly line of lands now or formerly of Harry D. Miller; South 50 degrees 34 minutes 41 seconds West, along the northerly line of lands of said Miller, a distance of 196.33 feet to an iron pin at the northerly corner of lands of said Miller; South 23 degrees 14 minutes 47 Seconds East, along the westerly line of lands of said Miller, a distance of 90.00 feet to an iron pipe, said pipe being located on the northerly line of lands now or formerly of Charles Ramsy Ray; South 50 degrees 34 minutes 41 Seconds West, along the northerly line of lands of said Ray, and along the southerly line of Parcel "B" of the Bard Townhouses Final Subdivision Plan, a distance of 181.09 feet to a point; thence South 55 degrees 26 minutes 52 seconds East, along the westerly line of lands of said Ray, a distance of 56.17 feet to an iron pipe, said pipe being located at the northwesterly corner of lands now or formerly of Deborah A. Gross; thence South 53 degrees 37 minutes 47 seconds East, along the westerly line of lands of said Gross, a distance of 208.09 feet to a concrete monument, said monument being located at the northwesterly corner of lands now or formerly of Jacquelyn Hoover; thence South 17 degrees 08 minutes 38 seconds West, along the westerly line of lands now or formerly of Jeffrey L. Gruver, a distance of 173.81 feet to an iron pin, said pin being located at the northwesterly corner of lands now or formerly of Robert P. Wyrick; thence South 16 degrees 06 minutes 18 seconds East, along the westerly line of lands of said Wyrick, and along the westerly line of lands now or formerly of Wayne L. Wadel, Jr. & Ronald A. Wadel, a distance of 118.64 feet to an iron pin; thence North 75 degrees 122929 25 minutes 42 seconds East, along the southerly line of lands of said Wadel, a distance of 212.21 feet to an iron pin in the westerly line of said North Earl Street; thence South 00 degrees 37 minutes 45 seconds West, along the westerly line of said Earl Street, a distance of 150.37 feet to a point, said point being the northeasterly corner of lands now or formerly of Donald E. Stine; thence South 83 degrees 35 minutes 02 Seconds West, along the northerly line of lands of said Stine, a distance of 171.28 feet to an iron pin; thence South 70 degrees 58 minutes 11 seconds West, continuing along the northerly line of lands of said Stine, a distance of 219.50 feet to an iron pin; thence South 17 degrees 02 minutes 25 seconds East, along the westerly line of lands of said Stine and along the westerly line of lands now or formerly of John T. Gruver, a distance of 341.46 feet to a fence post, said post being located on the westerly line of lands now or formerly of Paul V. Adams; thence South 41 degrees 05 minutes 21 seconds East, along the westerly line of lands of said Adams, a distance of 62.45 feet to an iron pin, said pin being located at the northwesterly corner of lands now or formerly of Jay D. Koepf; thence South 00 degrees 24 minutes 41 seconds East, along the westerly line of lands of said Koepf, and along the westerly line of lands now or formerly of Gerald L. Underkoffler, a distance of 84.65 feet to a fence post, said post being the northeasterly corner of lands now or formerly of Gordon M. Bigler; thence North 86 degrees 08 minutes 07 seconds West, along the northerly line of lands of said Bigler, a distance of 449.00 feet to an iron pin; thence South 08 degrees 57 minutes 08 seconds East, along the westerly line of lands of said Bigler, a distance of 94.20 feet to an iron pin; thence South 00 degrees 08 minutes 01 seconds West, continuing along the westerly line of lands of said Bigler, a distance of 164.36 feet to a point on the northerly line of Hot Point Avenue; thence North 78 degrees 27 minutes 49 seconds West, along the northerly line of said Hot Point Avenue, a distance of 57.65 feet to a point; thence North 07 degrees 08 minutes 15 seconds West, along the easterly line of lands now or formerly of Shippensburg Borough Authority, a distance of 151.55 feet to an iron pin; thence North 52 degrees 52 minutes 50 seconds West, continuing along the lands of said Shippensburg Borough Authority, a distance of 146.50 feet to an iron pin; thence North 33 degrees 58 minutes 25 seconds West, continuing along lands of said Shippensburg Borough Authority, a distance of 304.96 feet to an iron pin; thence North 07 degrees 06 minutes 13 seconds East, continuing along the lands of said Shippensburg Borough Authority, a distance of 101.00 feet to an iron pin; thence North 62 degrees 33 minutes 47 seconds West, continuing along lands of said Shippensburg Borough Authority, a distance of 45.00 feet to an iron pin; thence North 24 degrees 48 minutes 47 seconds West, continuing along the lands of said Shippensburg Borough Authority, a distance of 90.00 feet to an iron pin; thence North 10 degrees 53 minutes 47 seconds West, continuing along the lands of said Shippensburg Borough Authority, a distance of 114.00 feet to an iron pin; thence North 47 degrees 18 minutes 47 seconds West, continuing along the lands of said Shippensburg Borough Authority, a distance of 84.75 feet to an iron pin, said pin being located in the southeasterly corner of lands now or formerly of Mary W. Fogelsanger; thence North 35 degrees 22 minutes 13 seconds East, along the 122929 easterly line of lands of said Fogelsanger, a distance of 200.00 feet to an iron pin; thence North 27 degrees 51 minutes 20 seconds West, along the easterly line of lands of said Fogelsanger, a distance of 859.08 feet to an iron pin; thence North 71 degrees 45 minutes 58 seconds West, along the northerly line of lands of said Fogelsanger, a distance of 61.79 feet to an iron pin, said pin being located on the southerly line of said Bard Road; thence in an easterly direction, along a curve to the right having a radius of 366.75 feet, an arc distance of 68.65 feet to a point of tangency; thence South 77 degrees 00 minutes 54 seconds East, along the southerly line of said Bard Road, a distance of 181.14 feet to a point, said point being the northwesterly corner of Parcel "B" of the Bard Townhouses Final Subdivision Plan; thence South 27 degrees 51 minutes 20 seconds East, along the westerly line of said Parcel "B", a distance of 573.24 feet to a point; thence North 77 degrees 22 minutes 44 seconds East, continuing along the southerly line of said Parcel "B", a distance of 111.26 feet to a point; thence South 12 degrees 37 minutes 16 seconds East, continuing along the westerly line of said Parcel "B", a distance of 444.43 feet to a point; thence North 70 degrees 55 minutes 09 seconds East, continuing along the southerly line of said Parcel "B", a distance of 260.39 feet to a point; thence South 19 degrees 52 minutes 54 seconds East, continuing along the westerly line of said Parcel "B", a distance of 103.09 feet to a point; thence North 63 degrees 00 minutes 54 seconds East, continuing along the southerly line of said Parcel "B", a distance of 191.85 feet to a point; thence North 01 degree 02 minutes 05 seconds West, along the easterly line of said Parcel "B", a distance of 154.57 feet to a point; thence North 28 degrees 09 minutes 12 seconds West, along the easterly line of said Parcel "B", a distance of 205.55 feet to a point; thence North 50 degrees 34 minutes 41 seconds East, along the southerly line of said Parcel "B", a distance of 72.62 feet to a concrete monument and the place of Beginning. CONTAINING 17.915 acres of land therein, net measure, and being the same parcel as Parcel "D", as shown on a plan entitled "Final Subdivision Plan Bard Townhouses" as prepared by David James Laird Associates, dated September 12, 2002 and recorded October 9, 2002 in Cumberland County Plan Book 86, Page 13. ALSO DESCRIBED AS FOLLOWS as set forth in that ALTA/ACSM Land Title Survey prepared by Eric L. Diffenbaugh, Professional Land Surveyor, Newville, PA dated 05/21/2008, last revised 08/18/2008: BEGINNING at an existing concrete monument located at the corner of lands now or formerly of Deborah A. Gross and lands now or formerly of Christine M. Dick, said monument being the point of beginning; thence along lands now or formerly of Jeffrey L. Gruver, South 17 degrees 12 minutes 28 seconds West, 173.72 feet to an iron pin; thence along lands now or formerly of Joyce E. Wyrick, South 16 degrees 00 minutes 18 seconds East, 119.24 feet to a point; thence continuing along lands now or formerly of Joyce E. Wyrick, North 75 degrees 25 minutes 42 seconds East, 212.21 feet to a point on the western right-of-way line of SR 696, known as North Earl 122929 Street; thence along said right-of-way line, South 00 degrees 37 minutes 45 seconds West, 150.37 feet to a point; thence along lands now or formerly of James A. Pittman, South 83 degrees 46 minutes 36 seconds West, 170.89 feet to an iron pin; thence continuing along lands of Pittman, South 70 degrees 50 minutes 45 seconds West, 220.01 feet to an iron pin; thence continuing along lands of Pittman, and two parcels of land owned now or formerly by John T. Gruver, South 17 degrees 02 minutes 25 seconds East, 341.46 feet to a point; thence along lands now or formerly of Paul V. Adams, South 41 degrees 05 minutes 21 seconds East, 62.45 feet to a point; thence along lands now or formerly of Carol A. Veschi and lands now or formerly of Gerald L. Underkoffler, South 00 degrees 24 minutes 41 seconds East, 84.65 feet to a fence post; thence by lands now or formerly of Shippensburg University Foundation, North 86 degrees 08 minutes 27 seconds West, 448.91 feet to an iron pin; thence continuing along lands now or formerly of Shippensburg University Foundation, South 08 degrees 53 minutes 33 seconds East, 94.15 feet to a point; thence continuing along lands now or formerly of Shippensburg University Foundation, South 00 degrees 08 minutes 01 second West, 164.36 feet to a point on the northern right-of-way line of Township Route 303, known as Hotpoint Avenue; thence along said right-of-way line, North 78 degrees 27 minutes 49 seconds West, 57.65 feet to a point; thence continuing along lands now or formerly of Shippensburg Borough Authority, North 07 degrees 08 minutes 15 seconds West, 151.55 feet to a point; thence continuing along lands of Shippensburg Borough Authority, North 52 degrees 52 minutes 50 seconds West, 146.50 feet to a point; thence continuing along lands now or formerly of Shippensburg Borough Authority, North 33 degrees 58 minutes 25 seconds West, 304.96 feet to a point; thence continuing along lands now or formerly of Shippensburg Borough Authority as well as a second parcel owned by Shippensburg Borough Authority, North 07 degrees 06 minutes 13 seconds East, 101.00 feet to a point; thence continuing along the same the following four courses and distances: (1) North 62 degrees 33 minutes 47 seconds West, 45.00 feet to a point; (2) North 24 degrees 48 minutes 47 seconds West, 90.00 feet to a point; (3) North 10 degrees 53 minutes 47 seconds West, 114.00 feet to a point; and (4) North 47 degrees 18 minutes 47 seconds West, 84.75 feet to a point; thence along lands now or formerly of Mary W. Fogelsanger, North 35 degrees 22 minutes 13 seconds East, 200.00 feet to a point; thence along lands of Fogelsanger, North 27 degrees 51 minutes 20 seconds West, 859.08 feet to a point; thence continuing along lands of Fogelsanger, North 71 degrees 45 minutes 58 seconds West, 61.78 feet to a point on the southern right-of-way line of Township Route 306, known as Bard Road; thence along said right-of-way line along an arc to the right, said arc having a chord bearing of South 82 degrees 22 minutes 38 seconds East, a chord length of 68.55 feet, a radius of 366.75 feet, an arc length of 68.65 feet, a tangent length of 34.43 feet and a delta angle of 10 degrees 43 minutes 28 seconds to a point on said right-of-way line; thence continuing along said right-of-way line, South 77 degrees 00 minutes 54 seconds East, 181.14 feet to a point; thence along lands now or formerly of Shippensburg Townhouses, LLC, South 27 degrees 51 minutes 20 seconds East, 573.24 feet to a point; thence continuing along the same the following eight courses 122929 and distances: (1) North 77 degrees 22 minutes 44 seconds East, 111.26 feet to a point; (2) South 12 degrees 37 minutes 16 seconds East, 444.43 feet to a point; (3) North 70 degrees 55 minutes 09 seconds East, 260.39 feet to a point; (4) South 19 degrees 52 minutes 54 seconds East, 103.09 feet to a point; (5) North 63 degrees 00 minutes 54 seconds East, 191.85 feet to a point; (6) North 01 degree 02 minutes 05 seconds West, 154.57 feet to a point; (7) North 28 degrees 09 minutes 12 seconds West, 205.55 feet to a point; and (8) North 50 degrees 34 minutes 41 seconds East, 72.62 feet to a point; thence continuing along lands now or formerly of Charles R. Rae, South 55 degrees 26 minutes 52 seconds East, 56.17 feet to a point; thence along lands now or formerly of Deborah A. Gross, South 53 degrees 46 minutes 23 seconds East, 207.96 feet to a concrete monument, said concrete monument being the point of Beginning. BEING Tax Parcel No. 36-32-2269-029. PREMISES B ALL THAT CERTAIN piece or parcel of land situated in the Township of Shippensburg, County of Cumberland, Commonwealth of Pennsylvania, and being more particularly bounded and described as follows, to -wit: BEGINNING at the northeasterly corner of the piece at a point, said point being located on the westerly right-of-way line of North Earl Street - S.R. 0696 (variable width right-of-way), with its intersection with the southerly line of Bard Road (variable width right-of-way); thence in a southeasterly direction along the westerly line of said North Earl Street, along a curve to the left having a radius of 1959.86 feet, an arc distance of 89.26 feet, and chord bearing of South 21 degrees 36 minutes 44 Seconds East, and a chord distance of 89.26 feet, to a point of tangency; thence South 22 degrees 55 minutes 02 seconds East, continuing along the westerly line of said North Earl Street, a distance of 280.92 feet to a point of curvature; thence continuing along the westerly line of said North Earl Street, along .a curve to the right having a radius of 2814.79 feet an arc distance of 30.11 feet, and a chord bearing of South 22 degrees 36 minutes 38 seconds East, and a distance of 30.11 feet, to an iron pin, said pin being the northeasterly corner of lands now or formerly of Harold D. Miller; thence South 50 degrees 34 minutes 41 seconds West, along the northerly line of lands of said Miller, a distance of 196.33 feet to an iron pin; thence South 23 degrees 14 minutes 47 seconds East, along the westerly line of lands of said Miller, a distance of 90.00 feet to an iron pipe on the northerly line of lands now or formerly of Charles Ramsay Ray; thence South 50 degrees 34 minutes 41 seconds West, along the northerly line of lands of said Ray, a distance of 181.09 feet to a concrete monument; thence South 50 degrees 34 minutes 41 seconds West, a distance of 72.62 feet to a point; thence South 28 degrees 09 minutes 12 seconds East, a distance of 205.55 feet to a point; thence South 01 degrees 02 minutes 05 Seconds East, a distance of 154.57 feet to a point; thence South 63 degrees 00 minutes 54 122929 seconds West, a distance of 191.85 feet to a point; thence North 19 degrees 52 minutes 54 seconds West, a distance of 103.09 feet to a point; thence South 70 degrees 55 minutes 09 seconds West, a distance of 260.39 feet to a point; thence North 12 degrees 37 minutes 16 seconds West, a distance of 444.43 feet to a point; thence South 77 degrees 22 minutes 44 seconds West, a distance of 111.26 feet to a point; thence North 27 degrees 51 minutes 20 seconds West, a distance of 573.24 feet to a point said point being located on the southerly line of said Bard Road; thence South 77 degrees 00 minutes 54 seconds East, along the southerly line of said Bard Road, a distance of 381.24 feet to a point of curvature; thence in a easterly direction and along the southerly line of said Bard Road, along a curve to the left having a radius of 285.09 feet, an arc distance of 107.98 feet, and a chord bearing of South 87 degrees 51 minutes 55 seconds East, and a distance of 107.33 feet, to a point, said point being the northwesterly corner of lands now or formerly of Thomas E. Bard; thence South 33 degrees 33 minutes 52 seconds East, along the westerly line of lands of said Bard, a distance of 144.07 feet to an iron pin; thence North 56 degrees, 30 minutes 38 seconds East, along the southerly line of lands of said Bard, a distance of 250.00 feet to an iron pin; thence North 33 degrees 32 minutes 35 seconds West, along the easterly line of lands of said Bard, a distance of 124.99 feet to a point, said point being located on the southerly line of said Bard Road; thence North 56 degrees 30 minutes 24 seconds East, along the southerly line of said Bard Road, a distance of 58.07 feet to a point; thence North 54 degrees 16 minutes 46 seconds East, continuing along the southerly line of said Bard Road, a distance of 217.74 feet to a point; thence South 37 degrees 54 minutes 17 seconds East, along the southerly line of said Bard Road, a distance of 5.00 feet to a point; thence North 52 degrees 06 minutes 43 seconds East, along the southerly line of said Bard Road, a distance of 73.53 feet to a point and the place of Beginning. CONTAINING 13.970 acres of land, therein, net measure, and being the same parcel as shown on a map entitled "ALTA/ACSM Land Title Survey Bard Townhouses", prepared by David James Laird Associates, dated December 16, 2002. TOGETHER WITH an access easement for ingress and egress, following the existing drive to units #67 through #78 and being the same easement as shown on a plan entitled "Final Subdivision plan - Bard Townhouses" as prepared by David Laird Associates, dated September 12, 2002 and recorded October 9, 2002 in Cumberland County Plan Book 86, Page 13. ALSO DESCRIBED AS FOLLOWS as set forth in that ALTA/ACSM Land Title Survey prepared by Eric L. Diffenbaugh, Professional Land Surveyor, Newville, PA dated May 21, 2008, last revised 08/18/2008: ALL THAT CERTAIN piece or parcel of land situated in the Township of Shippensburg, County of Cumberland, Commonwealth of Pennsylvania, and being more particularly bounded and described as follows, to wit: 122929 BEGINNING at the northerly corner of the piece at a point, said point being located on the westerly right-of-way line of North Earl Street (SR 0696, variable width right- of-way) at its intersection with the southerly right-of-way line of Bard Road (T-306, variable width right-of-way); thence in southeasterly direction along the westerly right-of-way of North Earl Street by a curve to the left, said curve having a delta angle of 02 degrees 36 minutes 35 seconds, a tangent of 44.64 feet, a radius of 1959.86 feet, an arc length of 89.26 feet, a chord bearing of South 21 degrees 36 minutes 44 seconds East, and a chord distance of 89.26 feet to a point of tangency; thence continuing along the westerly right-of-way of North Earl Street, South 22 degrees 55 minutes 02 seconds East, 280.92 feet to a point of curvature; thence continuing along the westerly right-of-way of North Earl Street by a curve to the right, said curve having a delta angle of 00 degrees 36 minutes 47 seconds, a tangent of 15.06 feet, a radius of 2814.79 feet, an arc length of 30.11 feet, a chord bearing of South 22 degrees 36 minutes 38 seconds East, and a chord distance of 30.11 feet to a point; thence along the northerly property line of lands now or formerly of Nina L. Miller, South 50 degrees 34 minutes 41 seconds West, 196.33 feet to a point; thence along the westerly property line of lands now or formerly of Nina L. Miller, South 23 degrees 14 minutes 47 seconds East, 90.00 feet to a point; thence along the northerly property line of lands now or formerly of Charles R. Rae and lands now or formerly of Shippensburg Townhouses II, LLC, South 50 degrees 34 minutes 41 seconds West, 253.71 feet to a point; thence along the westerly property line of lands now or formerly of Shippensburg Townhouses II, LLC, South 28 degrees 09 minutes 12 seconds East, 205.55 feet to a point; thence continuing along the westerly property line of lands now or formerly of Shippensburg Townhouses II, LLC, South 01 degree 02 minutes 05 seconds East, 154.57 feet to a point; thence along the northerly property line of lands now or formerly of Shippensburg Townhouses II, LLC, South 63 degrees 00 minutes 54 seconds West, 191.85 feet to a point; thence along the easterly property line of lands now or formerly of Shippensburg Townhouses II, LLC, North 19 degrees 52 minutes 54 seconds West, 103.09 feet to a point; thence along the northerly property line of lands now or formerly of Shippensburg Townhouses II, LLC, South 70 degrees 55 minutes 09 seconds West, 260.39 feet to a point; thence along the easterly property line of lands now or formerly of Shippensburg Townhouses II, LLC, North 12 degrees 37 minutes 16 seconds West, 444.43 feet to a point; thence along the northerly property line of lands now or formerly of Shippensburg Townhouses II, LLC, South 77 degrees 22 minutes 44 seconds West, 111.26 feet to a point; thence along the easterly property line of lands now or formerly of Shippensburg Townhouses II, LLC, North 27 degrees 51 minutes 20 seconds West, 573.24 feet to a point on the southerly right-of-way line of Bard Road; thence in an easterly direction along the southerly right-of-way line of Bard Road, South 77 degrees 00 minutes 54 seconds East, 381.24 feet to a point of curvature; thence continuing along the southerly right-of-way line of Bard Road by a curve to the left, said curve having a delta angle of 21 degrees 42 minutes 02 seconds, a tangent of 54.64 feet, a radius of 285.09 feet, an arc length of 107.98 feet, a chord bearing of South 87 degrees 51 minutes 54 seconds East, and a 122929 chord distance of 107.33 feet to a point; thence along the westerly property line of lands now or formerly of Thomas E. Bard, South 33 degrees 34 minutes 00 seconds East, 144.07 feet to a point; thence along the southerly property line of lands now or formerly of Thomas E. Bard, North 56 degrees 30 minutes 38 seconds East, 250.00 feet to a point; thence along the easterly property line of lands now or formerly of Thomas E. Bard, North 33 degrees 32 minutes 35 seconds West, 124.98 feet to a point on the southerly right-of-way line of Bard Road; thence in an easterly direction along the southerly right-of-way line of Bard Road, North 56 degrees 30 minutes 24 seconds East, 58.07 feet to a point; thence continuing along the southerly right-of-way line of Bard Road, North 54 degrees 16 minutes 46 seconds East, 217.74 feet to a point; thence continuing along the southerly right-of-way line of Bard Road, South 37 degrees 54 minutes 17 seconds East, 5.00 feet to a point; thence continuing along the southerly right-of-way line of Bard Road, North 52 degrees 05 minutes 43 seconds East, 73.53 feet to a point, said point being the place of Beginning. CONTAINING 13.9697 acres of land. BEING Tax Parcel No. 32-2269-023A-36. PREMISES A BEING THE SAME PREMISES which Shippensburg Townhouses II, LLC, a Pennsylvania limited liability company by Deed dated August 11, 2008, and recorded August 29, 2008, in the Office of the Recorder of Deeds of Cumberland County, Pennsylvania at Instrument No. 200829450, granted and conveyed unto Corridor Shippensburg I, L.P., a Delaware limited partnership, in fee. PREMISES B BEING THE SAME PREMISES which Shippensburg Townhouses, LLC, a Pennsylvania limited liability company by Deed dated August 11, 2008, and recorded August 29, 2008 in the Office of the Recorder of Deeds of Cumberland County, Pennsylvania, at Instrument No. 200829449, granted and conveyed unto Corridor Shippensburg I, L.P., a Delaware limited partnership, in fee. BEING KNOWN AS 100 Bard Drive, Township of Shippensburg, Cumberland County, Pennsylvania. SEIZED AND TAKEN in execution of the property of Corridor Shippensburg I, L.P., Defendant and Mortgagor herein, under Judgment No. 14-5036. 122929 ogyuman-imm POSTdit SERVICE4 Certificate Of Mailing :This Certificate of Mailing provides evidence that mail has been'presented.to USPS® for mailing. This formmay be used for domestic arid international mail, From: Candice L. Marple, Esquire �. Brubaker Connaughton GossSdS; & Lucarelli LLC 480 New Holland Ave., Su 05 Lancaster, PA 17602 iU Stabilis Master Fund III ,,(plac 767 Fifth Avenue, '-7i-h E1 4a7.- ,?„ .. u New York, NY 10153 w oa a N To: PS Form 3817, April 2007 PSN 7530-02-000-9065 UNITED STATES POSTAL SERVICE, Certificate Of Mailing. This Certificate of Mailing provides; evidence that mail has been presented to USPS®fOr mailing. .This form may be used.for.domestic and international mail. From:- Candice L. Marple, Esquire, ,, Brubaker Connaughton Gos %� ' & Lucarcili LLC 480 New Holland Ave., St 5 Lancaster, PA 17602 ,r Shippensburg Area Schoo111111l\ 'a ..ric.t.! UNITED STATES POSTAL SERV7CE Certificate Of Mailin Thk Certificate of Mailing provides evidenCe that mall has been presented to USPSOD for mailing This form may be used for domestic end international mail. From' Candice e Es ire ughton Goss 480 New Holland Ave. Lancaster, PA 17602 To,. Cumberland County Treas 1 Courthouse Room 103 arljsle,PA 17013 First Floc PS Form 3817, April 2007 PSN 7530-02-000-9065 umffrEasrealEs posrALmmimr3'Tc Certificate Of Mailing m, This Certificate °Wailing provides evidence that mail -has been' presented to USPS® for mailing. This forMmaybe vsed.fordornestic and international Mail. From Candice L. Marple, Esquire Brubaker Connaughton Goss Lucarelli LLC 480 New Holland Ave., Suitd4 701 Lancaster, pA 17602 Cumberland County Tax Cla 1 Courthouse Square Old Courthouse, Room 106 Carlisle, PA 17013 PS Form 3817, April 2007 PSN.7530-02-000-9065 0 o