NC0077968_Owner (Name Change)_20231127

RECEIVED,
NC DEPARTMENT OF ENVIRONMENTAL QUALITY
DIVISION OF WATER RESOURCES
-i' '7 ,_"i?.3
WATER QUALITY PERMITTING SECTION
NORTH CAROLINA NPDES PERMITTING
Environmental Quality p&9,yQ�0WR/NPDESME/ONE®HP CHANGE FORM
I. CURRENT PERMIT INFORMATION:
Permit Number: NC00_7J_7J_9_/_6_/_8_ or NCGS_/_J_/_
1. Facility Name: Reedy Fork MHC LLC
II. NEW OWNER/NAME INFORMATION:
1. This request for a name change is a result of:
_X_a. Change in ownership of property/company
b. Name change only
c. Other (please explain):
2. New owner's name (name to be put on permit):
Rohun Khanna
3. New owner's or signing official's name and title: Rohun Khanna
(Person legally responsible for permit)
Managing Partner
(Title)
4. Mailing address: 275 Madison Ave STE 2010 City:
New York
State: NY_ Zip Code: 10016
E-mail address: [e-mail]
III. FACILITY AND DISCHARGE INFORMATION
Phone: ( )
1. Will the waste stream for the facility remain the same as under the previous owner? Yes ❑x No ❑
2. Will the treatment system and discharge location remain the same? Yes x❑ No ❑
"No Responses"
North Carolina Department of Environmental Quality I Division of Water Quality
DEQ,,,
512 North Salisbury Street 1 1617 Mail Service Center I Raleigh, North Carolina 27699-1617
\' 919.707.9000

NPDES Name and Ownership Change
Page 2 of 2
If either or both of these questions are answered "No" then more information will be needed to review the
request. Please attach documentation to describe and explain the changes to the facility activities, waste
stream, treatment process or outfall location. The Division may not be able to process the Permit
Name/Ownership Change request and may require that the new owner file a new permit application.
THIS APPLICATION PACKAGE WILL NOT BE ACCEPTED BY THE DIVISION UNLESS ALL OF THE
APPLICABLE ITEMS LISTED BELOW ARE INCLUDED WITH THE SUBMITTAL.
REQUIRED ITEMS:
1. This completed application form
2. Legal documentation of the transfer of ownership (such as a property deed, articles of
incorporation, or sales agreement)
3. Information to document facility, waste stream, treatment system or outfall changes as noted in
item III above (if appropriate)
Applicant's Certification:
Rohun Khanna
attest that this application for a
name/ownership change has been reviewed and is accurate and complete to the best of my knowledge.
I understand that if all required parts of this application are not completed and that if all required
supporting information and attachments are not included, this application package will be returned as
incomplete. I understand that Permit Name/Ownership Change can only take place through action
taken by the Division of Water Resources and that no actions on my part or the part of my company
result in the automatic transfer of permit coverage.
Signature:
Date: 11/17/23
THE COMPLETED APPLICATION PACKAGE, INCLUDING ALL SUPPORTING INFORMATION & MATERIALS,
SHOULD BE SENT TO THE FOLLOWING ADDDRESS:
NC DEQ / DWR / NPDES
1617 Mail Service Center
Raleigh, North Carolina 27699-1617
Version 07/2021

Type: CONSOLIDATED REAL PROPERTY
Recorded: 5/2/2022 12t 5th6-PWM
Fee Amt: $64,00 Page 1 of 18
Alamance, NC
David Barber Register of Deeds
BK 4336 PG 881 - 858
'Deed of Trust being re -recorded to add the date to the 1st page as it was erroneously left off'
NORTH CAROLINA FIRST LIEN DEED OF TRUST AND SECURITY AGREEMENT
(Collateral Includes Fixtures)
PREPARED BY AND
RETURN TO: Benjamin D. Overby, Esq.
The Vemon Law Finn, P.A.
P.O. Dmwer2958
Bmiington, NC 27216-2958
THIS DEED OF TRUST AND SECURITY AGREEMENT (this "Deed of Trust") is executed and entered
into as of the29th day of April, 2022, by Reedy Fork MHC LLC, a Delaware limited liability company
(hereinafter sometimes referred to as the "Grantor") whose principal place of business is 228 Park Avenue South,
#33906, New York, New York 10003, to Benjamin D. Overby, as Trustee, whose principal place of business is
located in 522 South Lexington Avenue, Burlington, North Carolina 27215 (hereinafter somethmes referred to as the
"Trustee"), for the benefit of Reedy Fork, L.L.C., as Beneficiary, whose principal place of business is located at
3437 Shepherd Road, Elon, NC 27244 (hereinafter sometimes referred to as the "Beneficiary"). The designation
Grantor, Trustee and Beneficiary as used herein shall include said parties, their heirs, successors and assigns, and
shall include singular, plural, masculine, feminine or neuter as required by the context.
RECITALS
A. The Grantor is indebted to the Beneficiary for a loan in the principal sum of One Million Dollars
($1,000,000.00) (the "Principal Sum") as evidenced by a promissory note (tire "Promissory Note")
of even date herewith payable to the Beneficiary in the amount of the Principal Sum, together with
interest thereon. The Promissory Note, together with any modifications, extensions, or renewals
thereof, amendments thereto, or substitutions therefor, is hereinafter referred to as the "Note". The
Principal Sum and interest thereon are payable at the time or times, in the manner, and at the rate
or rates as more particularly set forth in the Note and the Note, if not sooner paid, is due and
payable in full on or before the May 1, 2027. The Principal Sum together with interest thereon
and all other amounts payable by the Grantor tinder the Note and this Deed of Trust (collectively,
the "Loan Documents"), including any modifications, renewals or extensions thereof or
amendments thereto are herein sometimes collectively referred to as the "Indebtedness".
B. The Grantor intends to (a) secure the full and punctual payment of the Indebtedness according to
the terms of the Note and (b) to secure the performance of and compliance with all of the terms,
covenants, conditions, stipulations, and agreements contained in the Note and this Deed of Trust.
NOW THEREFORE, in consideration of the recitals which are incorporated herein, One Dollar ($1.00) and
other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Grantor
has granted, bargained, sold and conveyed and by these presents does grant, bargain, sell and convey to the Trustee
and the Trustee's heirs, successors and assigns in fee simple forever the following described property:
(a) All right, title and hrterest of the Grantor in and to the parcel or parcels of land situated in
Alamance County, North Carolina described more particularly on Exhibit `°A" attached hereto and made a part
hereof (the "Land");
submitted electronically by "Kensington vanguard"
in compliance with North Carolina statutes governing recordable documents
and the terms of the submitter agreement with the Alamance County Register of Deeds.
submitted electronically by "Kensington vanguard"
in compliance with North Carolina statutes governing recordable documents
and the terms of the submitter agreement with the Alamance County Register of Deeds.

(b) All right, title, and interest of the Grantor, including any after -acquired title or reversion,
in and to the beds of the ways, streets, avenues, and alleys adjoining the Land;
(c) All right, title and interest of the Grantor in and to the rights, alleys, ways, tenements,
hereditaments, easements, appurtenances, passages, waters, water rights, water courses, riparian rights, liberties,
advantages, accessions, and privileges now or hereafter appertaining to the Premises or any part thereof including
any homestead or other claim at law or in equity, the reversion or reversions, remainder or remainders thereof, and
also all the estate, property, claim, right, title, or interest hereafter acquired by the Grantor in or to the Premises or
any part thereof,
(d) All right, title and interest of the Grantor in and to the improvements, structures, and
buildings now or hereafter erected or placed on the Land and all replacements thereof (the "Improvements");
(e) All right, title and interest of the Grantor in and to the rents, issues, licenses, franchises,
permits income, profits and royalties now or hereafter accruing form and/or affecting the Premises at any time or
from time to time (the "Rents") including the Rents arising or issuing from all pad leases on the Premises or a non-
residential lease now or hereafter entered into covering all or any part of the Land and Improvements, but expressly
excluding any and all leases to tenants of manufactured homes located on the Premises, now or hereafter acquired,
between an affiliate of the Grantor and the tenants thereunder ("the Leases") all of which Leases and Rents are
hereby assigned to the Beneficiary by the Grantor. The foregoing assignment shall include all cash or securities
deposited under Leases to secure performance of lessees of their obligations thereunder, whether such cash or
securities are to be held until the expiration of the terms of such Leases or applied to one or more installments of
rent coming due prior to the expiration of such terns. The foregoing assignment extends to Rents arising both
before and after the commencement by or against the Grantor of any case or proceeding under any Federal or State
bankruptcy, insolvency or similar law, and is intended as an absolute assignment and not merely the granting of a
security interest. The Grantor, however, shall have a license to collect, retain and use the Rents so long as no Event
of Default shall have occurred and be continuing or shall exist. The Grantor will execute and deliver to the holder of
the Note, on demand, such additional assignments and instruments as the holder of the Note may reasonably require
to implement, confirm, maintain and continue the assignment of Rents hereunder;
(f) All right, title and interest of the Grantor in and to the building materials, machinery,
fixtures, equipment, furniture, and articles of tangible personal property of every kind and nature whatsoever (other
than consumable goods, Grantor's inventory, and trade fixtures or other personal property owned by tenants
occupying all or any portion of the Improvements and expressly excluding any and all manufactured homes located
in or upon the Property or hereafter acquired that are owned by tenants or any affiliate of the Grantor), now or
hereafter located or contained in or upon or attached to the Land or the Improvements or any part thereof, and used
or usable in connection with any present or future use or operation of the Land or the Improvements or any part
thereof, whether now owned or hereafter acquired by the Grantor, together with all replacements and substitutions
therefor and all proceeds thereof (the "Equipment"). All of the Equipment so far as permitted by law shall be
deerned to be fixtures and part of the Land and of the Improvements, and as to any part of the Equipment not
deemed or permitted by law to be fixtures, this Deed of Trust shall also be a security agreement and pursuaut
thereto, the Grantor hereby grants to the Beneficiary and to the Trustee a security interest under the North Carolina
Uniform Commercial Code in and to such part of the Equipment not deemed or permitted by law to be fixtures and
the proceeds thereof (cash and non -cash) and the proceeds of any insurance policies covering the Equipment as
security for the Indebtedness. The Beneficiary and the Trustee shall have all the rights and remedies of a secured
party under the North Carolina Uniform Commercial Code.
Unless specifically designated otherwise, the Land, the Improvements, the Equipment, and all other items
and property described in the preceding six (6) paragraphs hereof shall hereinafter be collectively referred to as the
"Premises."
(g) Any and all of the right, title and interest of the Grantor in and to any judgments, awards
of damages (including but not limited to severance and consequential damages), payments, proceeds, settlements, or
other compensation heretofore or hereafter- made as a result of, in connection with, or in lieu of (a) any taking of the
Premises or any part thereof under the power of eminent domain, either temporary or permanent, (b) any change or
alteration of the grade of any street abutting the Premises, and (c) any other injury or damage to, or decrease in value

of, the Premises or any part thereof (the "Condemnation Awards"), to the extent of the outstanding Indebtedness
secured by this Deed of Trust as of the date of receipt of any such Condemnation Award by the Beneficiary, and of
the reasonable out-of-pocket attorneys' fees, costs, and disbursements incurred by the Beneficiary in connection
with the collection of such Condennnation Award or payment;
(h) Any and all right, title and interest of the Grantor in and to any payments, proceeds,
settlements, or other compensation hereto fore or hereafter made, including any interest thereon, and the right to
receive the same, from any and all insurance policies covering the Premises or any portion thereof, but only to the
extent of the outstanding Indebtedness secured by this Deed of Trust as of the date of any such payments.
TO HAVE AND TO HOLD the Premises and all other interests described above unto the Trustee, and the
Trustee's heirs, successors and assigns, in fee simple forever.
BUT IN TRUST, NEVERTHELESS to secure to the Beneficiary (a) the payment of (i) the Indebtedness,
regardless of whether the unpaid balance of such Indebtedness represents re -advances of loan proceeds previously
advanced by the Beneficiary to the Grantor and repaid by the Grantor and regardless of whether the unpaid balance
of such Indebtedness is reduced to zero and thereafter increased, (ii) all other moneys now or hereafter advanced or
expended by the Trustee or by the Beneficiary as provided for herein and (iii) all costs, expenses, charges, liabilities,
commissions, and reasonable out-of-pocket attorneys' fees now or hereafter chargeable to, incurred by, or disbursed
by, the Trustee, the Beneficiary, or the Grantor as provided for in the Note, in this Deed of Trust or by applicable
law, and (b) Grantor's performance of, and compliance with, all of the terns, covenants, conditions, stipulations,
and agreements contained herein and in the Note and this Deed of Trust, expressed or implied.
PROVIDED, HOWEVER, that until the occurrence of an Event of Default hereunder, and subject to any
provisions hereof to the contrary, the Grantor shall have the right to remain in quiet and peaceful possession of (lie
Premises and a license to collect, receive and retain the rents, issues, profits, proceeds, income, and royalties
therefrom.
PROVIDED, FURTHER, that if the Grantor shall pay or cause to be paid to the Beneficiary the
Indebtedness in full at the time and in the manner stated in the Note and this Deed of Trust and shall perform all of
the Grantor's obligations under the Note and this Deed of Trust then and in such case, these presents and the estate
granted hereby shall cease, determine, and become void (including the Use Restriction (defined below)), and this
Deed of Tnist shall be promptly canceled of record by Beneficiary.
The Grantor hereby further represents, warrants, covenants and agrees as follows and stipulates that a
breach of any of the following representations, warranties, covenants, and agreements shall be deemed a breach of a
material condition of this Deed of Trust:
Representations and Warranties. Grantor represents and warrants as of the date hereof that:
(a) Warranty of Title. At tine time of the execution and delivery of this Deed of Trust, the Grantor is the owner
of the legal title to, and is lawfully seized and possessed of, the Premises in fee simple, free from all liens, charges,
and encumbrances except the lien and/or security interest of this Deed of Trust and the liens and encumbrances set
forth oil Schedule B to the owner's policy of title insurance issued in connection with the Grantor's acquisition of
the Premises (the "Permitted Exceptions"). The Grantor has the right and authority to convey the Premises and does
hereby warrant generally, and agree to defend, the Premises and the title thereto, whether now owned or hereafter
acquired, against all claims and demands by any person.
(b) Warranty as the Hazardous Material and Hydric Soils. Except as disclosed to the Beneficiary (including
any disclosure in any environmental report, appraisal and/or property condition report for the Property delivered to
the Beneficiary), the Grantor represents and warrants to the Beneficiary that, to the best of the Grantor's knowledge
after due inquiry, (a) no Hazardous Materials (hereinafter defined) in violation of any Environmental Law (defined
below) are located on the Premises, (b) the Premises have never been used as a manufacturing, storage, or dump site
for Hazardous Materials, (c) tire Premises are not affected by any Hazardous Materials contamination, and (d) there
are no Hydric Soils (hereinafter defined) on that portion of the Land upon which the Improvements and any
appurtenant facilities have been or will be constructed. The term "Hazardous Materials" means (a) any "hazardous

waste" as defined by the Resource Conservation and Recovery Act of 1976, as amended from time to time, and
regulations promulgated thereunder ("RCRA"); (b) any "hazardous substance" as defined by the Comprehensive
Environmental Response, Compensation and Liability Act of 1980, as amended from time to time, and regulations
promulgated thereunder ("CERCLA"); (c) any oil, petroleum products, and their byproducts, (including, without
limitation, crude oil, diesel oil, fuel oil, gasoline, lubrication oil, oil refuse, oil mixed with other waste oil sludge and
all other liquid hydrocarbons, regardless of specific gravity), natural or synthetic gas products; (d) any substance the
presence of which on the Premises is prohibited by any federal, state or local law, rule, ordinance or regulation
similar to those set forth in this definition (and together RCRA and CERCLA, "Environmental Laws"); and (e) any
other substance which by federal, state or local law, rule ordinance or regulation or by order or decree of any court
or other governmental authority having jurisdiction requires special handling in its collection, storage, treatment, or
disposal. The term "Hydric Soil" means any soil category upon which building could be prohibited or restricted
under applicable governmental requirements, including , without limitation, those imposed by the Army Corps of
Engineers based upon its guidelines as to, among other things, soil, vegetation and effect on the ecosystem. The
term "Hazardous Substances" shall not include any substance used in the ordinary course of owning or operating the
Premises and in compliance with all Environmental Laws.
2. Authority of the Grantor. In order to induce the Beneficiary to extend the loan and any advances related
thereto, the Grantor hereby warrants and represents to the Beneficiary as of the date hereof as follows:
(a) Authority of the Grantor. The Grantor has full power and authority to execute and deliver the Loan
Documents and to incur and perform its obligations thereunder; the execution, delivery and performance by the
Grantor of the Loan Documents will not violate any provision of any law, rule, regulation or court order or result in
the breach of, constitute a default under, or create or give rise to any lien under, any indenture or other agreement or
instrument to which the Grantor is a party or by which the Grantor or its property may be bound or affected.
(b) Enforceability Against the Grantor. Each of the Loan Documents constitutes the legal, valid and binding
obligation of the Grantor enforceable in accordance with their terms (subject, as to enforceability, to limitations
resulting from bankruptcy, insolvency and other similar laws affecting creditors' rights generally).
(c) [Intentionally Deleted
(d) Litigation. There is no action, suit or proceeding pending or, to the knowledge of the Grantor, threatened
against or affecting the Grantor which, if adversely determined, would have a material adverse effect on the
condition (financial or otherwise), business, properties or assets of the Grantor or which would question the validity
of the Loan Documents, or impair the ability of the Grantor to perform its obligations under the Loan Documents.
(e) Licenses. To the Grantor's knowledge, the Grantor possesses adequate licenses, permits, franchises,
patents, copyrights, trademarks and trade names, or rights thereto, to conduct its business substantially as now
conducted and as presently proposed to be conducted except where the failure to do so cannot reasonably be
determined to materially adversely affect the Grantor's financial condition, business, properties or assets.
(f) Default. The Grantor has not received written notice of a default of a material provision under any
agreement, instrument, decree or order to which it is a party or by which it or its property is bound or affected.
(g) Consents. To the Grantor's knowledge, no consent, approval, order or authorization of, or registration,
declaration or filing with, or notice to, any governmental authority or any third party is required in connection with
the execution and delivery of the Loan Documents or the carrying out or performance of any of the transactions
required or contemplated hereby or thereby or, if required, such consent, approval, order or authorization has been
obtained or such registration, declaration or filing has been accomplished prior to the date hereof.
(h) Taxes. The Grantor has filed all tax returns required to be filed and either paid all taxes shown thereon to be
due, including interest and penalties, which are not being contested in good faith and by appropriate proceedings, or
provided adequate reserves for payment thereof, and the Grantor has no information or knowledge of any objections
to or claims for additional taxes in respect of federal income or excess profits tax returns for prior years.

W Ownership of Property: Liens. The Grantor has good and marketable title to its real properties and good
and sufficient title to the collateral and its other property, free and clear of all mortgages, liens, security interests and
encumbrances, except for the lien of this Deed of Trust, the Permitted Encumbrances or liens expressly permitted by
Beneficiary in writing.
(j) Judgments. To dhe Grantor's knowledge, there are no judgments outstanding or docketed against the
Grantor.
(k) Leases. To the Grantor's knowledge, the Leases are in full force and effect as of the date hereof and the
Grantor has not received written notice of a material default tinder any of the terns thereof.
(1) Rights to Payment. Each right to payment and each instrument, document, chattel paper and other
agreement constituting or evidencing collateral is (or, in the case of all fi►ture collateral, will be when arising or
issued) the valid, genuine and legally enforceable obligation, subject to no defense, setoff or counterclaim, of the
account debtor or other obligor named therein or in the Grantor's records pertaining thereto as being obligated to
pay such obligation.
3. Trade Names. The Grantor conducts its business solely under the name "Reedy Fork MHP" and makes
use of no trade names in connection therewith unless such trade names have been previously disclosed to the
Beneficiary in writing.
4. Payment of Indebtedness and Performance. The Grantor will punctually pay the principal of and
interest on the Note when and as due and payable in accordance with the terms of the Note and all other
Indebtedness secured hereby as the same shall become due, and shall punctually keep and perform each and every
terra, provision, covenant, and agreement contained in the Note and this Deed of Trust.
5. Insurance. The Grantor will keep the Improvements and the Equipment insured for the benefit of the
Beneficiary against loss or damage (a) by fire, lightning, windstorm, hail, explosion, riot, riot attending a strike, civil
commotion, aircraft, vehicles, flood and collapse (if either are required by Beneficiary), and smoke, (b) from public
liability and damage to tine property of others, and (c) (as, when and to the extent insurance against war risks is
obtainable from tine United States of America or an agency thereof) against war risks, and when and to the extent
required by the Beneficiary, against any other risk insured against by persons operating like properties in the locality
of the Land, in such amounts as are from time to time required by the Beneficiary. If requested by the Beneficiary,
the Grantor shall also maintain business interruption and/or loss of "rental value" insurance, and, during any period
of construction, repair, or restoration to the Improvements, builder's risk and worker's compensation insurance
(covering contractors and subcontractors), all in form, content, amount, and insurer satisfactory to the Beneficiary.
The Grantor shall promptly pay when due any and all premiums on such insurance and such insurance shall be
written in such manner and with such insurers as may be approved by the Beneficiary. The policies of such
insurance and all renewals thereof shall be deposited with and held by the Beneficiary, and as collateral and further
security of the Indebtedness, have attached thereto a standard noncontributing mortgagee clause in favor of and
entitling the Beneficiary, without contribution, to collect any and all proceeds payable under such insurance as its
interest may appear, all to be in form acceptable to the Beneficiary. The Beneficiary is authorized to collect any and
all casualty, war risk, business interruption, rental value and similar insurance proceeds. The Grantor hereby
authorizes the Beneficiary, at the option of the Beneficiary, to collect, adjust, and compromise any losses or claims
under any of the insurance aforesaid, and after deducting costs and expenses of collection (including, without
limitation, reasonable out-of-pocket attorneys' fees and expenses), to apply all or part of the proceeds collected by
the Beneficiary (if any) at the discretion of the Beneficiary as follows: (a) as a credit upon any portion, as selected
by the Beneficiary, of the Indebtedness, or (b) to repairing, replacing, or restoring the Improvements or the
Equipment, or both, as the case may be, in which event the Beneficiary shall not be obligated to see to the proper
application thereof, and the amount so released or used shall not be deemed a payment on any Indebtedness. Not
less than dirty (30) days prior to the expiration dates of each such policy, the Grantor will deliver to the Beneficiary
a renewal policy or policies marked "premium paid" or accompanied by other evidence of payment satisfactory to
the Beneficiary. In the event of a foreclosure of this Deed of Trust, the Beneficiary shall succeed to all the rights
and interest of the Grantor, including any right to unearned premiums, in and to all such policies of insurance. The
Grantor will immediately notify the Beneficiary upon receipt of written notice of any cancellation of or change in
any insurance policy, and each such policy shall contain the agreement of the insurer that such policy will not be

canceled without thirty (30) days prior written notice to the Beneficiary. If the Grantor fails to so insure the
Improvements and Equipment or in so delivering the policies to the Beneficiary, the Beneficiary may, at its option,
effect such insurance from time to time and pay the premiums therefor, and the Grantor shall reimburse the
Beneficiary within ten (I0) days of written demand for any premiums so paid, with interest at a rate one percent
(1%) per annum in excess of the then current interest rate provided for in the Note (not to exceed the highest rate
pennitted by applicable law), and the same shall be part of the Indebtedness secured by this Deed of Trust.
6. Taxes. The Grantor will promptly pay in full and discharge before delinquency and before any penalty for
nonpayment attaches thereto (and under protest in the manner required by statute of any thereof which the Grantor
desires to contest), all taxes, water rents, sewer rents, assessments, utility charges (whether public or private), and
other govenunental or municipal or public dues, charges, and levies (all of which are hereinafter collectively
referred to as the "Taxes") and any prior liens for such Taxes which are or may be levied, imposed, or assessed upon
the Premises or any part thereof or upon the rents, issues, income, or profits thereof, whether any or all of the
aforementioned be levied directly or indirectly or as excise taxes or as income taxes. Upon payment thereof, the
Grantor will exhibit to the Beneficiary, upon demand, the receipted bills therefore, provided, however, that the
Grantor shall not be required to pay any of the Taxes (a) if the same shall not at the time be due and payable, or (b)
until ten (10) days prior to the last day upon which the same can be paid without penalty or interest. If the Grantor
fails to pay the Taxes at the times or in the manner provided in this section, the Beneficiary may, at its option, pay
such Taxes and the Grantor shall pay to the Beneficiary on demand the amount of any Taxes so paid by the
Beneficiary with interest thereon at a rate one percent (1 %) per annum in excess of the then current interest rate
provided for in the Note (not to exceed the highest rate permitted by applicable law), and the same shall be a part of
the Indebtedness secured by this Deed of Trust. The Grantor represents and warrants that the Land and the
Improvements covered by this Deed of Trust are assessed for purposes of Taxes as a separate and distinct parcel
from any other real property so that the Land and Improvements shall never become subject to the lien of any Taxes
levied or assessed against any real property other than the Land and the Improvements described in this Deed of
Trust.
7. Condemnation Awards. The Beneficiary is hereby authorized, at its option, to commence, appear in, and
prosecute, in its own or the Grantor's naive, any action or proceeding relating to any condemnation and to settle or
compromise any claim in connection therewith. The Beneficiary shall not settle or compromise any claim in
connection with any damage or taking through condemnation without the prior written consent of the Grantor, which
consent shall not be unreasonably withheld. No settlement for the damages sustained thereby shall be made by the
Grantor without the Beneficiary's prior written approval thereof. Notwithstanding any taking by eminent domain,
alteration of the grade of any street, or other injury to or decrease in value of the Premises by any public or quasi
public authority or corporation, the Grantor will continue to pay the Indebtedness as and when the same shall
become due and payable until the Condemnation Awards hereinbefore assigned and granted to the Beneficiary are
actually received by the Beneficiary, and any reduction in the Principal Sum resulting from the application by the
Beneficiary of the Condemnation Awards shall be deemed to take effect only on the date of such receipt. All or any
part of any part of any Condemnation Awards so received by the Beneficiary may, at the option of the Beneficiary
(a) be retained and applied by the Beneficiary as a credit upon any portion, as selected by the Beneficiary, of the
Indebtedness secured hereby, notwithstanding the fact that the amount owing thereon may not be then due and
payable or that the Indebtedness is otherwise adequately secured, or (b) be paid over wholly or in part to the Grantor
for the purposes of altering, restoring, or rebuilding any part of the Premises which may have been altered, damaged,
or destroyed as a result of any such taking, alteration of grade, or other injury to the Premises, or for any other
purpose or object satisfactory to the Beneficiary, provided that (1) the Beneficiary shall not be obligated to see to the
application of any amount paid over to the Grantor, and (ii) the amount so paid over shall not be deemed a payment
on any of the Indebtedness secured hereby. The assignment of the Condemnation Awards to Beneficiary hereunder
is subject to the provisions of N.C. Gen. Stat. § 40A-68. The Grantor agrees to execute and deliver from time to
time upon the request of the Beneficiary such further instruments or documents as may be requested by the
Beneficiary to confrin the grant and assignment to the Beneficiary of any such Condemnation Award.
8. Removal, etc„ of Equipment and Improvements. No Improvement or Equipment now or hereafter
covered by the lien and security interest of this Deed of Trust shall be removed, demolished or materially altered
without the prior written consent of the Beneficiary, except that the Grantor shall have the right without such
consent to remove and dispose of, free from the lien and security interest of this Deed of Trust, such Equipment as
from time to time may become worn out or obsolete, provided that either (a) simultaneously with or prior to such

removal any such Equipment is replaced with other Equipment of value at least equal to that of the replaced
Equipment and free from the lien or security interest of any title retention or security agreement or other
encumbrance, and by such removal and replacement the Grantor shall be deemed to have subjected such Equipment
to the lien and security interest of this Deed of Trust, or (b) such Equipment is sold at fair market value for cash and
the net cash proceeds received from such disposition are paid over promptly to the Beneficiary to be applied to the
payment of the Indebtedness in the manner and order determined by the Beneficiary.
9. Maintenance and Repair. The Grantor, at the Grantor's expense, will (a) keep and maintain the Premises
and each part thereof in good condition, working order, and repair, and (b) make all necessary or appropriate repairs,
replacements, and renewals to the Improvements and to the Equipment and additions and betterments thereto so that
each part of the Improvements and all of the Equipment shall at all times be in good condition, fit, and proper for the
respective purposes for which they were originally intended, erected, or installed. All repairs, replacements, and
renewals shall be equal in quality to the original work or to the original Equipment as the case may be. The Grantor
will not do or permit any act or thing in connection with the Premises or any part thereof which might materially
impair the value or usefulness of the Premises or any part thereof, and not commit or permit in any material way any
waste of the Premises or any part thereof.
10. Hazardous Materials. The Grantor shall not place, manufacture or store, or permit to be placed,
manufactured or stored, on the Premises any Hazardous Materials in violation of any Environmental Laws, The
Grantor agrees to (a) give written notice to the Beneficiary within two (2) days of the Grantor's acquiring
knowledge of the presence of any Hazardous Materials in violation of Environmental Laws on the Premises or of
any Hazardous Materials contamination with a full description thereof; (b) promptly comply with any federal, state
or local law, rule ordinance or regulation or any written order or decree of any court or other governmental authority
having jurisdiction requiring the removal, treatment, or disposal of such Hazardous Materials or Hazardous
Materials contamination in violation of Environmental Laws and provide the Beneficiary with satisfactory evidence
of such compliance; and (c) defend, indemnify, and hold harmless the Beneficiary and the Trustee from any and all
claims which may now or in the future (whether before or after the release of this Deed of Trust) be asserted as a
result of the presence of any Hazardous Materials in violation of Environmental Laws on the Premises.
11. Transfer of Premises. The Grantor will not transfer or convey or contract to transfer or convey die
Premises or any part thereof or interest therein without the prior written consent of the Beneficiary. The Grantor
expressly waives any and all rights Grantor may have under N.C. Gen. Stat. § 45-45.1.
12. Other Liens. At all times, the Grantor will keep the Premises free from all liens, security interests,
encumbrances, and claims of every kind and nature other than the Permitted Exceptions. The Grantor shall give the
Beneficiary written notice within five (5) days after the Grantor's receipt of any written notice of a default in any
permitted lien, mortgage, security interest, or encumbrance on the Premises and notice of any foreclosure or threat
of foreclosure of such pennitted lien, mortgage, • security interest, or encumbrance.
13. Compliance with Laws. The Grantor will materially comply with and not materially violate, or cause to
be complied with and not violated all present and future laws, statutes, ordinances, riles, regulations, decrees, and
orders of any governmental or other authority or regulatory body relating to the Premises or any part thereof or to
the use and operation of the Premises or any part thereof.
14. Restrictive Covenants, Zonine, etc. Without the prior written consent of the Beneficiary, the Grantor will
not initiate, JOm in, or consent to any change in any private restrictive covenant, easement, zoning ordinance, or
other public or private restrictions limiting or defining the uses which may be made of the Premises or any part
thereof. The Grantor will promptly perform and observe in all material respects, or cause to be performed and
observed in all material respects, all of the terms, covenants, and conditions of all instruments of record affecting the
Premises, noncompliance with which may affect the security of this Deed of Trust, or which may impose any duty
or obligation upon the Grantor or any lessee or other occupant of the Premises, or any part thereof, and the Grantor
shall do or cause to be done all things necessary to preserve intact and unimpaired any and all easements,
appurtenances, and other interests and rights in favor of, or constitutuig any portion of, the Premises.
15. ManalZement. The Grantor at all times shall provide competent and responsible management and
operation of the Premises. Any management contract or contracts involving the Premises, or any part thereof, must

be approved in writing by the Beneficiary prior to the execution of the same and the Beneficiary hereby approves the
Management Agreement between the Grantor and MH1, LLC, dated on or about the date hereof.
16. Inspection. The Grantor will permit the Beneficiary or any person or persons authorized by the
Beneficiary to enter and make inspections of the Premises or any part thereof upon reasonable advance notice and at
all reasonable times and as often as may be reasonably requested by the Beneficiary.
17. Books and Records. The Grantor will keep and maintain full and accurate records and books administered
in accordance with generally accepted accounting principles, consistently applied, showing in detail the earnings and
expenses of the Premises and the operation thereof, and shall permit the Beneficiary or any person or persons
authorized by the Beneficiary to inspect and examine such records and books and all supporting vouchers and data
and to make copies and extracts therefrom or thereof (at the Beneficiary's sole cost and expenses) upon reasonable
advance notice and at all reasonable times and as often as may be reasonably requested by the Beneficiary at the
offices of the Grantor or at some other location as may be mutually agreed upon.
18. Leasing Arrangements. The Grantor will not, without the prior written approval of the Beneficiary
permit a lien or encumbrance on the Premises or any part thereof superior to any such Lease other than this Deed of
Trust.
19. Assignment of Leases. The Grantor hereby grants, conveys, transfers, and assigns to the Beneficiary, and
grants to the Beneficiary a security interest in, all of the Grantor's right, title and interest in and to any Lease or
Leases now existing or hereafter made for all or any part of the Premises together with all rents, income, profits,
revenues, proceeds, and royalties due and becoming due therefrom and all cash or security deposits made to secure
performance by the lessees of their obligations thereunder, whether such cash or security deposits are to be held until
the expiration of the terms of such Leases or are to be applied to one or more installments of rent coming due
immediately prior to expiration of such terns (reserving, however, in the Grantor a license, terminable by
Beneficiary upon the occurrence of an Event of Default hereunder, to collect and receive the same) as further
security and collateral for the payment of the Indebtedness. Each month, upon the Grantor's compliance with all of
the Grantor's obligations hereunder, the Grantor may retain the rents collected that month and held in trust for the
Beneficiary. Upon the occurrence of an Event of Default, the license granted to the Grantor shall be automatically
and immediately revoked without notice to the Grantor. Upon the revocation of such license, the Beneficiary may
notify all tenants under any leases that the Beneficiary will thereafter collect all rents directly and not through the
Grantor.
20. [INTENTIONALLY OMITTED]
21. Future Assignments of Leases. In addition to the general assignment, etc., provided for hereinabove, the
Grantor will, upon the request of the Beneficiary, execute such specific assignments (in form and content
satisfactory to the Beneficiary) of any Lease or Leases entered into by the Grantor for all or any part of the Premises
(including all amendments thereto), and the rents and income due and becoming due therefrom, as the Beneficiary
may require, whether such Lease or Leases are now in existence or are entered into hereafter at any time prior to the
full release of this Deed of Trust.
22. Information Concerning Leases. Within ten (10) days after written notice and demand by the
Beneficiary, but not more frequently than once in every twelve (12) month period, the Grantor will deliver to the
Beneficiary a statement, in such reasonable detail as the Beneficiary may request, certified by the Grantor, of all of
the Leases relating to the Premises, and, on demand, the Grantor will furnish to the Beneficiary executed
counterparts of any such Leases. If any of such Leases provided for the giving by the lessees of estoppel certificates
with respect to the status of such Leases, the Grantor shall exercise its right to require such certificates within term
(10) days after any request therefor by the Beneficiary.
23. Restrictions on Assignments of Leases. The Grantor will (a) not, without the prior written consent of the
Beneficiary, assign or transfer the rents, income, and profits from time to time accruing from, or any leases of, the
Leases to any person other than the Beneficiary as further collateral and security for the Indebtedness, and any
assignment thereof without such consent shall be null and void, and (b) promptly assign and transfer to the
Beneficiary (upon the request of the Beneficiary in form and content satisfactory to the Beneficiary) all of the rights

and interests of the Grantor in and to any existing or further Lease or Leases of the Premises or any part thereof and
all rents, income, and profits accruing therefrom.
24. Enforcement of Leases. The Grantor will, at its sole cost and expense, use commercially reasonable
efforts to enforce or secure, or cause to be enforced or secured, the material performance of each and every
obligation and undertaking of the respective lessees under any Leases of the Premises, or any portion thereof, and
will appear in and defend, at its sole cost and expense, any action or proceeding arising under or in any manner
connected with such Leases or the obligations and undertakings of any lessee thereunder.
25. Performance of Leases. The Grantor will perform, comply with and carry out in all material respects all
of the Grantor's agreements and covenants as lessor or landlord contained in any existing or future Lease or Leases
of the Premises or any part thereof.
26. Attornment by Tenants. If die Grantor has leased or shall hereafter lease the Premises or any part thereof
by lease or leases subordinate or junior (either by the date thereof or by the express terms thereof) to the lien and/or
security interest of this Deed of Trust, any such lease or leases shall be subject to the condition that in the event of
any foreclosure sale or sales hereunder, such lease or leases shall continue in full force and effect and the tenant or
tenants thereunder will, upon request, attorn to and acknowledge the purchaser or purchasers at such sale or sales as
landlord or lessor thereunder, unless the Beneficiary or such purchaser or purchasers, or the Trustee, shall at or prior
to the time of such sale or sales or within sixty (60) days thereafter, notify the tenant or tenants, in writing, to vacate
and surrender the leased premises within ninety (90) days from the date of such sale or sales in the event of which
notice any such lease or leases shall fully tenninate and expire at the end of the said period of ninety (90) days from
and after the date of such sale or sales.
27. No Obligations of Beneficiary or Trustee to Perform Leases. Neither the Trustee or the Beneficiary
shall be obligated to perform or discharge any obligation or duty to be performed or discharged by the Grantor under
any lease or leases for all or any part of the Premises, and the Grantor shall indemnify the Trustee and the
Beneficiary for, and save them harmless from, any and all liability arising from any such lease or leases, or from any
assignment thereof, and any such assignment shall not place the responsibility for the control, care, management, or
repair of the Premises or any part thereof upon the Trustee, or the Beneficiary, nor make the Trustee or the
Beneficiary Iiable for any negligence in the management, operation, upkeep, repair, or control of the Premises or any
part thereof resulting in loss or injury or death to any lessee, agent, or stranger.
28. Additions to Security. All right, title, and interest of the Grantor in and to all extensions, improvements,
betterments, renewals, substitutes, and replacements of, and all additions and appurtenances to the Premises,
hereafter acquired by or leased to the Grantor, or constructed, assembled, or placed by the Grantor on the Premises,
and all conversions of the security constituted thereby, immediately upon such acquisition, release, construction,
assembling, placement, or conversion, as the case may be, and in each such case, without any further deed of trust,
conveyance, assignment, or other act by the Grantor shall become subject to the lien of this Deed of Trust as fully
and completely, and with the same effect, as though now owned by the Grantor and specifically described in the
granting clauses hereof, but at any and all times the Grantor will execute and deliver to the Trustee any and all such
further assurances, deeds of trust, conveyances, or assignments thereof as the Trustee or the Beneficiary may require
for the purpose of expressly and specifically subjecting the same to the lien of this Deed of Trust.
29. Subrogation. To the extent permitted by law, the Beneficiary shall be subrogated, notwithstanding the
Beneficiary's release of record, to any mechanic's or vendor's lien or liens, superior titles, mortgages, deeds of trust,
liens, encumbrances, rights, equities, and charges of all kinds heretofore or hereafter existing on the Premises to the
extent that the same are paid or discharged by the Beneficiary whether or not from the proceeds of the Note;
provided, however, that this paragraph 29 shall not be deemed or construed to obligate the Beneficiary to pay or
discharge the sarne.
30. Security Agreement. This Deed of Trust creates a security interest in the Equipment, and to the extent the
Equipment is not real property, this Deed of Trust constitutes a security agreement from the Grantor to the
Beneficiary under the North Carolina Uniforni Commercial Code. The Grantor hereby agrees to execute and deliver
on demand, and hereby irrevocably constitutes and appoints the Beneficiary the attorney -in -fact of the Grantor, to
execute, deliver and, if appropriate, to file with the appropriate filing office or offices such financing statements or

other instruments as the Beneficiary may request or require in order to perfect the security interest granted hereby or
to continue the effectiveness of the same. A carbon, photographic, or other reproduction of a security agreement or
a financing statement is sufficient as a financing statement.
31. Construction of Improvements. The Grantor will complete and pay for, within a reasonable time, any
pennitted structure at any time in the process of constriction on the Land. The Grantor will construct and erect any
improvements of any part of the Land (a) strictly in accordance with all applicable ordinances and statutes and in
accordance with the requirements of all regulatory authorities having jurisdiction, (b) entirely on lots or parcels of
the Land, (c) so as not to encroach upon any easement or right of way or upon the land of others, (d) wholly within
the building restriction lines however established, and (e) so as not to violate use and other restrictions contained in
prior conveyances, zoning ordinances or restrictions.
32. Verification. The Grantor, upon request by written notice, shall, within ten (10) days after the making of
such request, certify by a written statement to the Beneficiary or to any proposed assignee or purchaser of the Note
the then unpaid balance of the Indebtedness (including but not limited to the unpaid balance of the Principal Sum
with interest accrued but unpaid) and whether any offsets or defenses exist against the Indebtedness secured hereby.
33. Substitution of Trustee, etc. The Beneficiary shall have, and is hereby granted with warranty of further
assurances, the irrevocable power to appoint a substitute Trustee hereunder (including, without limitation, in case of
death or refusal to act of a Trustee or non -acceptance of the trust or absence or any other reason whatsoever) to be
exercised at any time without notice and without specifying any reason therefor, by filing an appointment of record
in the office where this instrument is recorded. The power of appointment of a successor Trustee may be exercised
as often and whenever the Beneficiary may choose, and the exercise of the power of appointment, no matter how
often, shall not be an exhaustion thereof. Upon the recordation of such instrument or instruments of appointment,
the Trustee so appointed shall thereupon, without any further act or deed of conveyance, become fully vested with
identically the same title and estate in and to the Premises and with all the rights, powers, trusts, and duties of their,
his, her, or its predecessor in the trust hereunder with like effect as if originally named as Trustee hereunder.
Whenever in this Deed of Trust reference is made to Trustee, it shall be construed to mean the Trustee for the time
being, whether original or successor or successor in trust.
34. Trustee's Liabilitv. The Trustee shall have no liability or responsibility for, and makes no warranties in
connection with, the validity or enforceability of the Note and this Deed of Trust or the description, value, or status
of title to the Premises. The Trustee shall be protected in acting upon any notice, request, consent, demand,
statement, note, or other paper or document believed by Trustee to be genuine and to have been signed by the party
or parties purporting to sign the same. The Trustee shall not be liable for any error of judgement, for any act done or
step taken or omitted, for any mistakes of law or fact, or for anything which the Trustee may do or refrain from
doing in good faith, and generally the Trustee shall have no accountability hereunder except for willful misconduct
or gross negligence. The powers and duties of Trustee hereunder may be exercised through such attorneys, agents,
or servants as Trustee may appoint, and the Trustee shall have no liability or responsibility for any act, failure to act,
negligence, or willful conduct of such attorney, agent, or servant, so long as they were selected with reasonable care.
In addition, die Trustee may consult with legal counsel selected by Trustee and the Trustee shall have no liability or
responsibility by reason of any act or failure to act in accordance with the opinions of such counsel. The Trustee,
however, shall have no obligation to sell all or any part of the Premises upon the occurrence of an Event of Default
or take any other action authorized to be taken by Trustee hereunder except upon demand of the Beneficiary.
35, Payment by Others. Any payment of the Indebtedness or any part thereof made in accordance with the
terms of this Deed of Trust, the Note by any subsequent owner of the Premises or by any other person whose interest
in the Premises might be prejudiced in the event of a failure to make such payment, or by any stockholder, officer,
or director of a corporation which at any time may be liable for such payment or may own or have such an interest in
the Premises shall be deemed as between the Beneficiary and all persons who at any time may be liable as aforesaid
or may own or have an interest in the Premises to have been made on behalf of such persons.
36. Defense of Title, etc. If the Beneficiary or Trustee shall incur or spend any sums, including reasonable
out-of-pocket attorneys' fees and expenses, whether or not in connection with any action or proceeding, to sustain
the lien and/or security interest of this Deed of Trust or the priority of such lien and/or security interest, or to protect
or enforce any of its rights hereunder, or to recover any Indebtedness hereby secured, or for any title examination or
lU

title insurance policy relating to the title to the Premises or any part thereof, all such sums shall be paid by the
Grantor within ten (10) days written notice by the Beneficiary, together with the interest thereon at a rate one
percent (1 %) per amnun in excess of the then current interest rate provided in the Note (not exceeding the highest
rate permitted by applicable law), and shall be a part of the Indebtedness secured by this Deed of Trust; provided,
however, that in any action or proceeding to foreclose this Deed of Trust or to recover or collect the Indebtedness
secured hereby the provisions of law respecting the recovery of costs, disbursements, and allowances shall prevail
unaffected by this covenant.
37. Right to Perform. If the Grantor shall fail to make any payment or perform, observe, or comply in all
material respects with any of the conditions or covenants herein contained, the Beneficiary, without notice to or
demand upon the Grantor and without waiving or releasing any obligation or default, may, and is hereby authorized
on behalf of the Grantor to (but shall be under no obligation to), at any time thereafter make such payment or
perform such act for the account and at the expense of the Grantor, and may enter upon the Premises or any part
thereof for that purpose and take all such action thereon as the Beneficiary may consider necessary or appropriate
for such purpose. All such sums so paid or advanced by the Beneficiary and all costs and expenses (including,
without limitation, reasonable attorneys' fees and expenses) so incurred, together with interest thereon at a rate of
one percent (1 %) per amtum in excess of the then current interest rate provided in the Note (not exceeding the
highest rate permitted by applicable law) shall be paid by the Grantor on demand and shall be a part of the
Indebtedness secured hereby.
38. Events of Default. The occurrence of one or more of the following events (herein referred to as "Events of
Default") shall constitute a default hereunder:
(a) Payment of Principal Sum and Interest. If the Grantor shall fail to make any payment of the Principal Sum
or of any interest thereon when and as the same shall become due and payable in accordance with the terms hereof
or of the Note and such failure continues beyond ten (10) days after the Beneficiary makes written demand for such
payment; or
(b) f Intentionally Deleted]
(c) Breach of Representation and Warranties. If any representation, warranty, opinion, or statement made by
the Grantor shall prove to have been untrue in any material respect at the time made; or
(d) Breach of this Deed of Trust and Note. If Grantor shall fail duly to perform, comply with, or observe, in all
material respects any of the terms, covenants, conditions, stipulations, or agreements of this Deed of Trust or of the
Note and such failure continues after thirty (30) days after the Beneficiary gives written notice of such failure to the
Grantor (which 30-day period shall be extended by an additional thirty (30) days if such failure is not susceptible to
cure within thirty (30) days and the Grantor has commenced and is diligently pursuing such cure) however such cure
period shall not apply to defaults under Paragraph 38(a) of this Deed of Trust; or
(e) Failure to Pay Other Debts. If any indebtedness of the Grantor (other than the Indebtedness secured
hereby) for the payment of borrowed money becomes or is declared to be due and payable prior to the expressed
maturity thereof and the time of payment is not extended by the lender; or
(0 Bankruptcy. Insolvency, etc. If the Grantor becomes insolvent or generally does not pay its debts as they
become due, or if a petition for relief in a bankruptcy court is filed by the Grantor or if the Grantor applies for,
consents to, or acquiesces in the appointment of, a trustee, custodian or receiver for the Grantor or any of its assets
and property, or makes a general assignment for the benefit of creditors; or, in the absence of such application,
consent, or acquiescence, a trustee, custodian, or receiver is appointed for the Grantor or for a substantial part of the
assets and property of the Grantor and is not discharged within sixty (60) days; or any bankruptcy, reorganization,
debt arrangement, or other proceeding or case under any bankruptcy or insolvency law, or any dissolution or
liquidation proceeding, is instituted against the Grantor and is consented to or acquiesced in by the Grantor or
remains undismissed for sixty (60) days; or the Grantor takes any action to authorize any of the actions described in
this subparagraph; or

(g) Execution: Attachment. If (i) any execution or attachment shall be levied against the Premises, or any part
thereof, and such execution or attachment shall not be set aside, discharged, or stayed within thirty (30) days after
the same shall have been levied, or (ii) an order, judgment, or decree shall be entered by any court of competent
jurisdiction on the application of a creditor adjudicating the Grantor a bankrupt or insolvent, or appointing a
receiver, trustee, or liquidator of the Grantor or of the Premises, or of all or substantially all of the Grantor's other
assets, and such order, judgment, or decree shall continue unstayed and in effect for a period of thirty (30) days or
shall not be discharged within ten (10) days after the expiration of any stay thereof; or
(h) Acceleration of Indebtedness. The election by Beneficiary to accelerate the maturity of the Indebtedness or
any part thereof pursuant to the provisions of the Note after any and all notice and cure periods have expired; or
(i) Judgment. ient. If any judgment against the Grantor or any attachment or other levy or encumbrance is filed or
placed against the Premises or any part thereof and remains unpaid, unstayed on appeal, undischarged, unbonded, or
undismissed for a period of thirty (30) days; or
6) Adverse Event or Change in Financial Condition. If the Beneficiary determines in good faith that a
material adverse event or change has occurred in the financial condition of the Grantor; or
(k) Prospect of Payment. If the Beneficiary determines in good faith that the prospect of payment of the
Indebtedness is materially impaired; or
(1) Merger, Consolidation, etc. of Grantor. If the Grantor, without the prior written consent of the Beneficiary,
consolidates with, or merges into, or sells or leases all or substantially all of its assets or properties to any other
person or entity, or permits any other person to consolidate with or merge into it; or
(m) Tax or Documentary Stamps. If at any time the United States Government or any state, county, municipal,
or other governmental subdivision shall require or assess internal revenue or other documentary stamps or tax on
this Deed of Trust or the Note; provided, however, that such default shall be waived if die Grantor pays such tax or
stamps including interest and penalties thereon after ten (10) days written notice by the Beneficiary or if the
Beneficiary and does in fact pay, when payable, such tax or stamps including interest and penalties thereon after the
Grantor's failure to pay such tax or stamps; or
(n) Change in Zoning. If there is any change in any zoning ordinance or regulation or any other public
restriction enacted, adopted, or implemented which limits or defines the uses of the Premises, or any portion thereof,
such that the intended use of the Premises as a manufactured home park, as specified in the Note and/or this Deed of
Trust, would be illegal or cause the cessation of operations of the Property as a Manufactured Home Park; or
(o) Default under other Mortgages or Deeds of Trust. An event of default should exist or occur under any
other mortgage, deed of trust, or other instrument encumbering all or any portion of the Premises, whether prior or
subordinate to this Deed of Trust and regardless of whether or not the creation of such mortgage, deed of trust, or
other encumbrance has been previously consented to by the Beneficiary.
(p) Restrictions on Use. For so long as Indebtedness secured by this Deed of Trust remains outstanding, the
Grantor shall operate the Premises as a mobile home park and development and for no other use (other than ancillary
uses customarily found in mobile home parks) (the "Use Restriction"), it being understood and agreed for
clarification purposes that the payment in full of the Indebtedness shall automatically terminate the Use Restriction
and the Beneficiary shall promptly release and discharge this Deed of Trust of record at which time the use
Restriction shall be null and void and the Grantor shall have full right without any restrictions to use the Premises in
any lawful manner. if for any reason, the Use Restriction is violated by the Grantor, then the Beneficiary shall
deliver to the Grantor written notice of an Event of Default and the Grantor shall have thirty (30) days from receipt
of such written notice to cure the Event of Default.
39. Rights and Remedies. If one or more Events of Default shall occur and shall be continuing after the
expiration of any applicable cure period, then in each and every such case, the Beneficiary may at any time
thereafter exercise any of the following powers, privileges, discretions, rights or remedies:
12

(a) Acceleration. Declare (without notice to the Grantor) the entire unpaid balance of the Principal Sum of the
Note and all other Indebtedness secured hereby to be immediately due and payable, whereupon the same shall
forthwith become due and payable, together with interest accrued thereon, without presentment, demand, protest, or
notice of protest or of dishonor, all of which the Grantor hereby waives. The occurrence or nonoccurrence of an
Event of Default shall in no manner impair the ability of the Beneficiary to demand payment of any portion of the
Indebtedness which is payable on demand.
(b) Power of Sale. The Beneficiary may notify the Trustee to exercise the power of sale granted hereunder and
upon such notification it shall be lawful for and the duty of the Trustee, and the Trustee is hereby authorized and
empowered to expose to sale and to sell the Premises or any part thereof at public sale to the highest bidder for cash,
in compliance with all applicable requirements of North Carolina law governing the exercise of powers of sale
contained in deeds of trust and upon such sale, the Trustee shall collect the purchase proceeds and convey title to the
portion of the Premises so sold to the purchaser in fee simple. In the event of a sale of the Premises or any part
thereof, the proceeds of sale shall be applied in the following order of priority: (i) to the payment of all costs and
expenses for and in connection with the effectnhg of such sale and all proceedings for such sale, including a
commission for the Trustee's services as hereinafter provided and including reasonable out-of-pocket attorneys' fees
incurred by the Trustee for legal services actually performed; (ii) to the reimbursement of Beneficiary for all sums
expended or incurred by the Beneficiary under the tenns of this Deed of Trust or to establish, preserve or enforce
this Deed of Trust or to collect the Indebtedness secured hereby (including, without limitation, reasonable out-of-
pocket attorneys' fees as provided herein or in the Note secured hereby); (iii) to the payment of the Note secured
hereby and interest thereon and all other Indebtedness hereby secured; and (iv) the balance, if any, shall be paid to
the Grantor. The Grantor agrees that in the event of a sale hereunder, die Beneficiary shall have the right to bid at
such sale and shall have the right to credit all or any portion of the indebtedness secured hereby against the purchase
price. The Trustee shall have tie right to designate the place of sale in compliance with applicable law and the sale
shall be held at the place designated by the notice of sale. The Trustee may require the successful bidder at any sale
to deposit immediately with the Trustee cash or certified check or cashier's check in an amount up to ten percent
(10%) of the bid provided notice of such deposit requirement is published as required by law. The bid may be
rejected if the deposit is not immediately made, Such deposit shall be refunded in case of a resale because of an
upset bid or if the Trustee is unable to convey the portion of the Premises so sold to the bidder because the power of
sale has been terminated in accordance with applicable law. If the purchaser fails to comply with its bid, the deposit
shall be applied to the expenses of the sale and the residue, if any, shall be applied to the indebtedness secured
hereby. In all other cases, the deposit shall be applied to the purchase price. Pursuant to Section 25-9-501(4) of the
North Carolina General Statutes (or any amendment thereto), the Trustee is expressly authorized and empowered to
expose to sale and sell together with the real estate any portion of the Premises which constitutes personal property.
If personal property is sold hereunder, it need not be at the place of sale. The notice of sale, however, shall state the
time and place where such personal property may be inspected prior to sale. The Premises may be sold in such
parcels or lets as the Trustee may determine without regard to principles of marshalling and the Premises may be
sold at one sale or in multiple sales as determined by the Trustee. The exercise of the power of sale hereunder by
the Trustee on one or more occasions shall not be deemed to extinguish the power of sale which power of sale shall
continue in firll force and effect until all of the Premises shall have been finally sold and properly conveyed to the
purchasers at the sales. The Trustee's commission shall be five percent (5%) of the gross proceeds of the sale or the
minimum sure of Five Thousand Dollars ($5,000.00), whichever is greater, for a completed foreclosure. In the
event foreclosure is commenced, but not completed, the Grantor shall pay all expenses incurred by the Trustee,
including reasonable attorneys' fees, and a partial commission computed on five percent (5%) of the outstanding
indebtedness in accordance with the following schedule: one-fourth (1/4th) thereof before the Trustee issues a notice
of hearing on the right to foreclose; one-half (%z) thereof after issuance of said notice; three -fourths (3/4ths) thereof
after such hearing; and the full commission after the initial sale.
(c) Receiver. As a matter of right and to the extent permitted by law, without notice to the Grantor, and
without regard to the adequacy of the security, request the immediate appointment of a receiver for all or any part of
the Premises, and of the rents, income, profits, issues, and proceeds thereof and therefrom, whether such
receivership be incidental to a proposed sale of the Premises or otherwise, and the Grantor hereby consents to the
appointment of such a receiver.
(d) Unifornh Commercial Code. Proceed under the North Carolina Uniform Commercial Code as to all or any
part of the Equipment and in conjunction therewith to exercise all of the rights, remedies, and powers of a secured
13

party under the North Carolina Uniform Commercial Code, including, without limitation, the right to take
possession of the Equipment. The Beneficiary or its agents may enter upon the Premises to take possession of the
Equipment, to remove it, to render it unusable, or sell or otherwise dispose of it with or without or through court
proceedings and judicial process. Upon the occurrence of an Event of Default hereunder, the Grantor shall assemble
all of the Equipment and make the same available within the Improvements. Any notification of any intended sale
or other disposition of all or any part of the Equipment made pursuant to the provisions of time North Carolina
Uniform Commercial Code shall be deemed reasonably and properly given if given at least ten (10) days before
such sale or other disposition.
(e) Court Proceedings. Proceed to protect or enforce Beneficiary's rights by an action or actions at law or in
equity or by any other appropriate proceeding, whether for the specific performance of any covenant or agreement
contained herein, or for an injunction against the violation of any of the terms hereof, or in aid of the exercise or
execution of any power granted herein or by law, or to enforce payment of the Note.
(f) Entry and Operation. To the extent penmitted by law, the Beneficiary shall have the right to enter upon,
and take possession of (and the Grantor shall surrender actual possession of), the Premises or any part thereof,
without notice to the Grantor, without bringing any legal action or proceeding, or, if necessary, by force, legal
proceedings, ejectment, or otherwise, and may remove and exclude the Grantor, the Grantor's agents, and
employees and all other persons therefrom, and having and holding the same may make all necessary or proper
repairs, replacements, and useful or required alterations, additions, betterments, or improvements to or upon the
same, operate, maintain, control, and preserve the same and receive all earnings, income, rents, and proceeds
accruing with respect thereto or any part thereof. In so doing, the Beneficiary shall have the right to manage the
Premises and to cant' on the business of the Grantor and may exercise all of the rights and powers of the Grantor,
either in the name of the Grantor or otherwise, including, without 14nitation, the right to lease the Premises or any
part thereof and to cancel, modify, renew, or extend any lease or sublease of the Premises or any part thereof The
Beneficiary shall be under no liability for or by reason of any such taking of possession, entry, holding, removal,
maintaining, operation, or management, except for willful misconduct. Any amounts so received by the Beneficiary
shall be applied (i) first, to pay all costs and expenses of so entering upon, taking possession of, holding, operating,
maintaining, preserving, and managing the premises or any part thereof including, but not in limitation of the
foregoing, reasonable out-of-pocket attorneys' fees and expenses, (ii) second, to pay the cost and expense of all
repairs, renewals, replacements, alterations, additions, betterments, and improvements to or upon the Premises or
any part thereof, and (iii) third, to pay the balance, if any, to such part of the Indebtedness as selected by the
Beneficiary. The Grantor shall pay on demand to the Beneficiary the amount of any deficiency between (1) the
amounts so received by the Beneficiary and (2) all moneys paid or advanced and all costs and expenses incurred
(including, without limitation, reasonable out-of-pocket attorneys' fees and expenses) by the Beneficiary in
exercising the rights provided in this paragraph, and the same shall bear interest at a rate one percent (1%) per
annum in excess of the then current interest rate provided in the Note (not exceeding the highest rate permitted by
applicable law) and shall be a part of the Indebtedness secured hereby.
40. Remedies, etc., Cumulative. Each right, power, and remedy of the Beneficiary as provided for in this
Deed of Trust and the Note or in any related document, instrument, or agreement now or hereafter existing at law or
in equity or by statute or otherwise shall be cumulative and concurrent and shall be in addition to every other right,
power, or remedy provided for in this Deed of Trust, in the Note or in any related document, instrument, or
agreement now or hereafter existing at law or inequity or by statue or otherwise, and the exercise or beginning of the
exercise by the Beneficiary of any one or more of such rights, powers, or remedies shall not preclude the
simultaneous or later exercise by the Beneficiary of any or all such other rights, powers, or remedies.
41. Miscellaneous Provisions
(a) First Lien Deed of Trust. As of the date of recordation, this is a first lien Deed of Trust as to the property
described in Exhibit "A" consisting of the property located in Burlington Township, City of Burlington, Alannance
County, North Carolina.
(b) Further Assurances. At any time, and from time to time, upon request by the Beneficiary, the Grantor, at
the sole expense of the Grantor, will make, execute, deliver, and record or cause to be made, executed, delivered,
and recorded, any and all further instruments, certificates, and other documents as may, in the opinion of the
14

Beneficiary, be necessary or desirable in order to effectuate, complete, enlarge, or perfect or to continue and
preserve the obligations of the Grantor under the Note and the lien of this Deed of Trust, and all modifications,
extensions, and other amendments of the same. Upon any failure by the Grantor so to do, the Beneficiary may
make, execute, and record any and all such instruments, certificates, and documents for and in the name of the
Grantor, and at the sole expense of the Grantor, and the Grantor hereby irrevocably appoints the Beneficiary the
agent and attorney in fact of the Grantor so to do, this appointment being coupled with an interest. The Beneficiary
may, at its option, advance the expenses incurred in making, executing, and recording any and all such instruments,
certificates, and documents, and the Grantor shall reimburse the Beneficiary for any such sums advanced with
interest at a rate of one percent (1%) per annum in excess of the then current interest rate provided for in the Note
(not exceeding the highest rate permitted by applicable taw), and the same shall be part of the Indebtedness secured
by this Deed of Trust.
(c) No Waiver. etc. No failure or delay by the Beneficiary to insist upon the strict performance of any terns,
condition, covenant, or agreement of this Deed of Trust, the Note, or any of the other Loan Documents or of any
related documents, instruments, or agreements, or to exercise any right, power, or remedy consequent upon a breach
thereof shall constitute a waiver of any such term, condition, covenant, or agreement or of any such breach, or
preclude the Beneficiary from exercising any such right, power, or remedy at any later time or times. By accepting
payment after the due date of any amount payable under this Deed of Trust, the Note, or any of the other Loan
Documents or any related document, instrument, or Agreement, the Beneficiary shall not be deemed to waive the
right either to require prompt payment when due of all other amounts payable under this Deed of Trust, the Note, or
any of the other Loan Documents or any related document, instrument, or agreement or to declare an Event of
Default for failure to effect such prompt payment of any such other amount. Neither the Grantor nor any other
person now or hereafter obligated for the payment of the whole or any part of the Indebtedness now or hereafter
secured by this Deed of Trust shall be relieved of such obligation by reason of the failure of the Beneficiary to
comply with any request of the Grantor or of any other person so obligated to take action to foreclose this deed of
Trust or otherwise enforce any of the provisions of this Deed of Trust or of any obligations secured by this Deed of
Trust, or by reason of any agreement or stipulation between any subsequent owner or owners of the Premises or any
part thereof and the Beneficiary extending the time of payment or modifying the terms of the Note, this Deed of
Trust, or any of the other Loan Documents without first having obtained the consent of the Grantor or such other
person, and in the latter event, the Grantor and all such other persons shall continue liable to make such payments
according to the terms of any such agreement of extension or modification unless expressly released and discharged
in writing by the Beneficiary. Regardless of consideration, and without the necessity for any notice to or consent by
the holder of any subordinate lien on the Premises, the Beneficiary may release the obligation of any person at any
time liable for any of the Indebtedness secured by this Deed of Trust or any part of the security held for the
Indebtedness and may extend the time of payment or otherwise modify the terns of the Note or this Deed of Trust
without, as to the security or the remainder thereof, in anyway impairing or affecting the lien and/or security interest
of this Deed of Trust or the priority of such lien and/or security interest as security for the payment of the
Indebtedness as it may be so extended or modified, over any subordinate lien. The holder of any subordinate lien
shall have no right to terminate any lease affecting the Premises whether or not such lease be subordinate to this
Deed of Trust. The Beneficiary may resort for the payment of the Indebtedness secured hereby to the Premises or to
any other security or collateral therefor held by the Beneficiary in such order and manner as the Beneficiary may
elect. The Grantor hereby expressly waives and relinquishes any and all rights and benefits of Grantor under
Section 45-45.1 of the North Carolina General Statutes or any subsequent or similar law.
(d) Notices. All notices, demands, requests, consents, or approvals required under this Deed of Trust to be in
writing shall be deemed to have been properly given if and when (i) mailed by certified mail, return receipt
requested, postage prepaid, or (ii) sent by overnight courier service to the appropriate party at the address first
appearing above or at such other addresses as the party shall have furnished to the other in writing.
(e) Definitions. Wherever used in this Deed of Trust, unless the context clearly indicates a contrary intent or
unless otherwise specifically provided herein, the words "Deed of Trust" shall mean this Deed of Trust and any
supplement or supplements hereto, the word "Grantor" shall mean the Grantor and any subsequent owner or owners
of the Grantor's interest in the Premises, the word "Beneficiary" shall mean the Beneficiary or any subsequent
holder or holders of the Note secured by this Deed of Trust, the word "Note" shall mean the Note secured by this
Deed of Trust, the word "person" shall mean an individual, corporation, partnership, or unincorporated association,
and pronouns of any gender shall include the other genders, and either the singular or plural shall include the other.

If the Grantor is two (2) or more persons, the teen "Grantor" shall also refer to all of the persons signing this Deed
of Trust as a Grantor, and to each of them, and all of them are jointly and severally bound, obligated, and liable
hereunder. The Beneficiary may release, compromise, modify, or settle with any one or more parties constituting the
Grantor without impairing, lessening, or affecting the obligations and liabilities of any others constituting the
Grantor hereunder or of any others under the Note, or any of the other Loan Documents. Any of the acts mentioned
aforesaid may be done without the approval or consent of, or notice to, any of the parties constituting the Grantor.
(f) Successors and Assijzns. All of the grants, covenants, tens, provisions, and conditions herein shall ntn
with the Land and shall apply to and bind the heirs, personal representatives, successors, and assigns of the Grantor
(including any permitted subsequent owner of the Premises or any portion thereof), and inure to the benefit of the
Beneficiary, its successors and assigns and to the successors in trust of the Trustee.
(g) Illegality. If fulfillment of any provision hereof or any transaction related hereto or of the Note at the time
performance of such provisions shall be due shall involve transcending the limit of validity prescribed by law, then
ipso facto, the obligation to be fulfilled shall be reduced to the limit of such validity; and if any clause or provision
herein contained, other than the provisions requiring the Grantor to pay interest, principal, principal and interest, or
any other of the Indebtedness secured by this Deed of Trust, operates or would prospectively operate to invalidate
this Deed of Trust in whole or in part, then such clause or provision only shall be void as though not herein
contained, and the remainder of this Deed of Trust shall remain operative and in full force and effect; and if such
clause or provision requires the Grantor to pay interest, principal, principal and interest, or any other of the
Indebtedness secured by this Deed of Trust, then at the option of the Beneficiary, the entire unpaid Principal Sum,
with all unpaid interest accrued thereon, and all other unpaid Indebtedness secured by this Deed of Trust shall
become due and payable.
(h) Change, etc. This Deed of Trust camhot be changed, modified, or amended except by an agreement in
writing, signed by the party against whom enforcement of the change is sought.
(i) Governuhg Law. This Deed of Trust shall be governed by and construed in accordance with the laws of the
State of North Carolina.
0) I leadhigs. The section headings in this Agreement are for convenience only and shall not limit or
otherwise affect any of the terms hereof.
(k) Counterparts. This Deed of Trust may be executed in any number of counterparts, each of which shall be
an original but all of which, together, shall constitute one and same instrument.
(1) Survival of Representations, Warranties and Agreements. All of the representations, warranties, covenants,
indemnifications and agreements in this Deed of Trust or in any instrument delivered pursuant to this Deed of Trust,
including any rights arising out of any breach of such representations, warranties, covenants and agreements, shall
survive until the payment in full of the Indebtedness.
(Signature and notai), acknowledgment appear on succeeding page]
IV

IN WITNESS WHEREOF, the Grantor has caused this Deed of Trust to be executed, sealed, and delivered as of the
day and year first written above.
GRANTOR:
REEDY FORK L C
By:
Name: Rohun Khanna, Authorized Signatory
*ssss#+
STATE OF ►,IQ W' (-k L
COUNTY OF NXW � Of k,
I certify that the following person personally appeared before me this day, acknowledging to me that he/she
voluntarily signed the foregoing NORTH CAROLINA FIRST LIEN DEED OF TRUST AND SECURITY
AGREEMENT for the purposes stated therein and in the capacity indicated:
Rohun Khanna, Authorized Signatory (Name of Person & Title)
Date: 12�J 1 �� 2.2
—T—r
(Official Seal)
Judge
NOTARY FUDLIC, STATE OF NEW YORK
Reaistration No. 01JUG418501
Oualified in New York County
9 Commission Expires June 14, 2025
P#Name/f Notary: JQ 1� (n
My commission expires:—(, j 2.
Signature Page to Reedy Fork Deed of Trust

NORTH CAROLINA DEED OF TRUST AND SECURITY AGREEMENT
EXHIBIT `°A"
LEGAL DESCRIPTION OF THE PROPERTY
All that certain tract or parcel of land located in Boone Station Township, Alamance County, North Carolina
adjoining the lands of Sock -well Road (SR 1554) right of way and others and being more particularly described as
follows:
BEING ALL OF LOT NUMBER FOUR (4) of the Homeplace of John T. Kemodle Estate as shown in Plat Book 2
at Page 91 of the Alamance County Registry, to which reference is hereby made for a more particular description.
The Grantor acquired this property by conveyance recorded in Deed Book 1460, Page 715 of the Alamance County
Registry.
ALSO BEING DESCRIBED as all that certain tract or parcel of land located in Boone Station Township, Alamance
County, North Carolina, being all of Lot Number Four (4) of the Homeplace of John T. Kemodle Estate as shown in
Plat Book 2 at Page 91 of the Alamance County Registry, and being more particularly described as follows:
Beginning at a point in the centerline of Shepherd Road, being the southwest corner of said Lot 4, also being the
southeast corner of lands conveyed to Cynthia Diane Brooke Ward by deed recorded in Deed Book 2138, page 728
of the Alamance County Registry;
Thence along the west line aforesaid Lot 4, North 06°35' 00" East, a distance of approximately 2,152.00 feet to a
point in the south margin of Reedy Fork River, having passed through a 3/4" open top pipe found at 30.06 feet, and
a 5/8" iron rebar found at 2,062.82 feet;
Thence along the meanderings of said south margin of Reedy Fork River, approximately 325', said meanderings
being witnessed by a tie line bearing North 74° 17' 29" East 323.60 feet;
Thence along the east line of said Lot 4, South 06°35' 00" West, a distance of approximately 2,256.00 feet to a point
in the aforesaid centerline of Sheperd Road;
Thence along said centerline, North 87°00' 00" West, a distance of 300.00 feet to the Point of Beginning.
Containing 15.098 acres (657,679 square feet) of land, more or less.
Grantor acquired the property hereinabove described by instrument recorded in Book 1460 at Page 715.
A map showing the above -described property is recorded in Map/Cabinet 2 at Page 91.
Exhibit A