TEXAS Doc-23552 COUNTY Electronically Filed Document Midland County Cheryl Becker County Clerk Document Number Recorded 009-23552 : ERX-RECORDING Midland County Clerk Unofficial Copy rded On: Recorded At: Number of Pages: November 13, 2009 02:49:46 pm 25 Recording Fee: $108.00 Parties: DirectIndirectReceipt Number: Processed By: 299176 Vangie Montemayor Clerk Unofficial Copy Any provisiesen which restricts the Sale, Rental or use of the described REAL PROPERTY because of color or race is invalid and unenforceable under federal law.
State of Texas County of Midland I hereby certify that this instrument was FILED on the date and at the time stamped hereon by me and was duly RECORDED in the volume and page of the named RECORDS of Midland County, Texas as stamped hereon.
Cheryl Bicker Midland County, Texas County Clerk Midlan Midlan Doc-23552 Clerk Unofficial Copy Prepared by, and after recording Return to: James J. Schwert, Esquire Oppenheimer Wolff & De Plaza VII Suite 3300 45 S. Seventh SR 35402 Midland MASTER AMENDMENT TO CROSS-COLLATERALIZATION AGREEMENTS AND MASTER AMENDMENT TO SECURITY INSTRUMENTS The following must appear in 12 point Times New For ant (or the equivalent) on the first page of any recorded document if the rower is an individual: IF YOU ARE A NATURAL RIKE ANY ON ALL OF THE NOTICE OF CONFIDENTIALITY RIO PERSON, YOU MAY REMOVE FOLLOWING INFORMATI TRANSFERS AN INTE FROM ANY INSTRUMENT THAT Midland County Clerk Unofficial Copy IN REAL PROPERTY BEFORE IT IS FILED FOR RECORD IN THE RINIC RECORDS: YOUR SOCIAL SECURITY NUMBER OR YOUR DR LICENSE NUMBER.
Midland Midland Doc-23552 FHLMC Loan Nos.
g Lodge) $34381480 Seville Estates) $34381499 (Eastman Estates) 504137131
RECORD IN THE RINIC RECORDS: YOUR SOCIAL SECURITY NUMBER OR YOUR DR LICENSE NUMBER.
Midland Midland Doc-23552 FHLMC Loan Nos.
g Lodge) $34381480 Seville Estates) $34381499 (Eastman Estates) 504137131 Harbour Pointe Shores) 504124560 (Lakeridge Place) 304118323 (Ementus at Grand Terrace) 504124936 (Meadowlands Terrace) 504118161.
Midland County Clerk Unofficial Copy MASTER AMENDMENT TO AS-COLLATERALIZATION AGREEMENTS MASTER AMENDMENT TO SECURITY INSTRUMENTS THIS MASTER AMENDMENT TO CROSS-COLLATERALIZATION AGREEMENTS AND MASTER AMENDMENT TO SECURITY INSTRUMENTS (this "Amendment") is made as of the day of November, 2000, by FEDERAL HOME LOAN CORPORATION ("Lender"), EMERITOL SADDLERIDGE LODGE LLC, a Delaware limited liability company (the "Saddleridge Lodge Borrower), EMERITOL SEVILLE ESTATES LLC, # Delaware limited liability company (the "Seville Estates Borrower and together with the Saddleridge Lodge Borrower the "Additional Borrowers, each of the parties identified in the table below as Borrower (collectively together with the Additional Borrowers, "Borrowers") and REBECCA S. CONRAD, ESQUIRE, CHICAGO TITLE INSURANCE COMPANY, a Nebraska corporation, CHICAGO TITLE COMPANY, a Califonia corporation, acting Trustees.
RECITALS A Lender is the owner of a loan from KEYCORP REAL ESTATE CAPITAL MARKETS, INC. an Ohio corporation (Original Lender") to the Saddleridge Lodge Borrower, in the original principal amount of Six Million Four Hundred Forty-Two Thousand and No/100 Dollars ($6.442.000.00) (the "Saddleridge Lodge Loan"). The Saddleridge Lodge Loan is secured by a Multifamily Deed of Trust, Assignment of Rents and Security Agreement and Fixture Filing dated as of the date hereof (the "Saddleridge Lodge Instrument") recorded amy
eridge Lodge Loan is secured by a Multifamily Deed of Trust, Assignment of Rents and Security Agreement and Fixture Filing dated as of the date hereof (the "Saddleridge Lodge Instrument") recorded amy Midland County, Texas. The Saddleridge Lodge Instrum Original Lender by Assignment of Security Ingr Agreement recorded in the said Land Recordo Lodge Borrower have entered into a Cross-co Land Records of assigned to Lender by and Cross-Collateralization al Lender and the Saddleridge Czation Agreement and Amendment eof and amending the Saddleridge Lodge uss-Collateralization Agreemen”).
Unofficial Copy Uno to Security Instrument dated as of the dat Instrument (the "Saddleridge Lo Saddleridge Lodge Instrument and other property include Saddleridge Lodge Ins Known as Saddleridg Midland County Clerk the real property identified in Exhibit A bereto an the definition or "Mortgaged Property" in the and constituting or related to a seniors housing project the "Saddleridge Lodge Property).
der to the owner of a loan from Original Louder to the Seville Estates the original principal amount of Two Million One Hundred Fifty-Eight and No/100 Dollars ($2,158,000.00) (the "Seville Estates Loan", and together Page 1 ...
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Midland Doc-23552 with the Saddleridge Lodge Loan, the "Additional Loans). The Estates Loan is secured by a Multifamily Deed of Trust, Assignment of Security Agreement and Fixture Filing dated as of the date hereof (the "Estates Instrument"; and together with the Saddleridge Lodge Instrumen recorded among the Land Records of Pot Instument was assigned to Lender by Instrument and Cross-Collateralizati Additional Instruments") Texas. The Seville Estates Lender by Assignment of Security cement and recorded in the said Land
f Pot Instument was assigned to Lender by Instrument and Cross-Collateralizati Additional Instruments") Texas. The Seville Estates Lender by Assignment of Security cement and recorded in the said Land Midland County Clerk Unofficial Copy Records. Original Lender and the he Estates Borrower have entered into a CrossCollateralization Agreement hereof and amending Collateralization, Collateralization The Seville and of Bendment to Security Instrument dated as of the date Mile Estates lostrument (the "Seville Estates Crossent; and together with the Saddleridge Lodge Crossement, the "Additional Cross-Collateralization Agreements").
mstrument encumbers the real property identified in Exhibit B hereto ty included within the definition of "Morigaged Property" in the Seville Arument and constituting or related to a seniors housing project known as Estates (the "Seville Estates Property"; and together with the Saddleridge Lodge operty, the "Additional Properties").
D. Lender is also the owner of the following mortgage loans (collectively, the "Prior Loans") to Borrowers (which Borrowers are affiliates of the Additional Borrowers), secured by Multifamily Mortgages or Deeds of Trust upon other residential multifamily apartment projects (the "Existing Pool Properties"), all as more fully set forth in Exhibit Cattached hereto (the "Prior Instruments).
8. Each of the Prior Loans is cross-collateralized and cross-defaulted pursuant to Cross-Collateralization Agreements and Amendments to the Security Instruments described in Exbibit C hereto (the "Prior Cross-Collateralization Agreements; and together with the Additional Cross-Collateralization Agreements, the "Cross-Collateralization Agreements"). Each of the Additional Loans is cross-
o (the "Prior Cross-Collateralization Agreements; and together with the Additional Cross-Collateralization Agreements, the "Cross-Collateralization Agreements"). Each of the Additional Loans is crosscollateralized and cross-defaulted pursuant to the Additional Cross-Collateralization Agreements.
R Borrowers acknowledge that a condition of Original Lender's agreement to make und Lender's agreement to purchase the Additional Loans is that the Additional Properties serve as collateral for each of the Prior Loans, and that each of the Existing Pool Properties serves as collateral for the Additional Loans. Borrowers are executing this Amendment to satisfy such condition. Borrowers further knowledge that the benefits derived by Borrowers from the making of the Add the burdens imposed upon Borrowers and their respectiv NOW, THEREFORE, LENDER EACH OF THE PRIOR AND ADDITI AGREEMENTS ARE AMENDED s are equivalent to des by this Amendment.
ROWERS AGREE THAT Clerk Unofficial Copy The tenn 1.
Collateralization: Agree Interest of the Addition Additional Proper Instruments CROSS-COLLATERALIZATION LOWS: Borrowers as used in the Pro Crossludes the Additional Borrowers and any successor to the rowers in the Additional Properties who acquires any of the subject to, or who assumes the obligations under the Additional her party who enters into or assumes the obligations under any of Midland County Cler alstruments.
Midland Page 2 Midland Doc-23552 2 The term "Related Borrowers" as used Collateralization Agreements includes the Prior Borrow interest of the Prior Borrowers in the Prior Propertie Additional Crossy successor to the acquires any of the Prior Properties subject to, or who assumes the obligatioder, the Prior Instruments and any other party who enters into or assume
ior Propertie Additional Crossy successor to the acquires any of the Prior Properties subject to, or who assumes the obligatioder, the Prior Instruments and any other party who enters into or assume Instruments.
3. The term "Related Collateralization Agreements Additional Instruments.
gations under any of the Prior Midland County Clerk Unofficial Copy Instrum debtedness" as used in the Prior Crossdes the "Indebtedness" as defined in each of the m "Related Indebtedness" as used in the Additional Crossgreements includes the "Indebtedness" as defined in each of the Prior The term "Related Instruments" as used in the Prior CrossCollateralization Agreements includes the Additional Instruments.
6. The term "Related Instruments" as used in the Additional CrossCollateralization Agreements includes the Prior Instruments.
The term "Related Loans" as used in the Prior Cross-Collateralization Agreements includes the Additional Loans.
The term "Related Loans" as used in the Additional CrossCollateralization Agreements includes the Prior Louns.
9. The term "Related Loan Document" as used in the Prior CrossCollateralization Agreements includes the "Loan Documents" as defined in each of the Additional Instruments.
The term "Related Loan Documents" as used to the Additional CrossCollateralization Agreements includes the "Loan Documents" as defined in each of the Prior Instruments.
The term "Related Properties" as used in the Prior CrossCollateralization Agreements includes the Additional Properties..
12 The term "Related Properties" as se Collateralization Agreements includes the Existing the Additional CrossUnofficial Copy 13. Recital B of each of the Cross Include the information provided in th 14.
Except as Agresments remains up hereof all references o
ements includes the Existing the Additional CrossUnofficial Copy 13. Recital B of each of the Cross Include the information provided in th 14.
Except as Agresments remains up hereof all references o Loan Documents mean and Midland k Unoffic operties: teralization Agreements is amended to Dattached to this Amendment.
hereby, each of the Cross-Collateralization and in full force and effect. From and after the date unty Clerk of the Cross-Collateralization Agreements in any of the Total defined in each of the Cross Collateralization Agreements) shall such Cross-Collateralization Agreement as amended by this as may be further amended from time to me til the Total As (as defined in each of the Cross Collateralization Agreements) is repaid in Page 3 Midland Midland Doc-23552 3 15.
This Amendment may be executed in any numbe which when taken together shall constitute one and the sam counterparts, all of IN WITNESS WHEREOF, the undersigned wer and Lender have executed this Amendment as of the day and year first a REMAINDER Midland County Clerk GE INTENTIONALLY LEFT BLANK) Midland County Clerk Unofficial Copy Page 4 Midland Midland Doc-23552 EMERITOL SADDODGE LODGE LLC, a Delaw Copy ed liability company US, LLC, a Delaware limited dability company, its Sole Member By: Midland County Clerk Unoffici STATE OF WASHINGTON) Summerville Sextior Living Inc., a Delaware Corporation, its Administrative Member Eh Name: Eric Mendelsohn Tule: Senior Vice President, Corporate Development COUNTY OF KING 38.
This instrument was acknowledged before me on November, 2009, by Eric Mendelsohn, Senior Vice President Corporate Development of Summerville Senior Living, Inc., a Delaware corporation, the Administrative Member of BATUS, LLC, a
dged before me on November, 2009, by Eric Mendelsohn, Senior Vice President Corporate Development of Summerville Senior Living, Inc., a Delaware corporation, the Administrative Member of BATUS, LLC, a Delaware limited liability company, the Sole Member of EMERITOL SADDLERIDGE LODGE LLC a Delaware limited ability company, on behalf of said limited liability company.
Notary Public Printed Name: TERESA K. PRANKLIK My Commission Expires: 29.11 SAK OF WASHINGT Midland County Clerk Unofficial Copy Midland Page S-1 Midland Doc-23552 EMERITOL SEVION STATES LLC & Delaware Foy company US, LLC, a Delaware limited liability company, is Sole Member By: Midland County Clerk Unoffici STATE OF WASHINGTON) COUNTY OF KING ) ss This instrument was acknowledged before me on November Summerville Senior Living, Inc., a Delaware corporation, its Administrative Member By: Elu Name: Eric Mendelsohn Title: Senior Vice President, Corporate Development 2009, by Eric Mendelsohn, Senior Vice President Corporate Development of Summerville Senior Living, Inc., a Delaware corporation, the Administrative Member of BATUS, LLC, a Delaware limited liability company, the Sole Merober of EMERITOL SEVILLE ESTATES LLC, a Delaware limited liability company, on behalf of said limited ability Midland KLIN Notary Public Printed Name: TERESA R. FRANKLIN My Commission Expires: 2-9-11 Midland County Clerk Unofficial Copy STATE OF 24 SHING Page $2 Midland Doc-23552 EMERITOL EASTM Delaware limi ESTATES LLC. a company US, LLC, a Delaware limited fability company, Its Sole Member By: Midland County Clerk Unoffic Summerville Senior Living, Inc., a Delaware corporation, is Administrative Member By: Name: Eric Mendelsol Title: Senior Vice President, Corporate Development ...
Midland :.
STATE OF WASHINGTON COUNTY OF KING SS
Senior Living, Inc., a Delaware corporation, is Administrative Member By: Name: Eric Mendelsol Title: Senior Vice President, Corporate Development ...
Midland :.
STATE OF WASHINGTON COUNTY OF KING SS This instrument was acknowledged before me on November 10, 2009, by Eric Mendelsohn, Senior Vice President, Corporate Development of Summerville Senior Living, Inc., a Delaware corporation, the Administrative Member of Batus, LLC, a Delaware limited liability company, the Sole Member of EMERITOL EASTMAN ESTATES LLC, a Delaware limited liability company, on behalf of said limited liability company.
Trek Erinklia Notary Public Printed Name: TELESAK FRANKLI My Commission Expires: FRANKLIN I Copy Midland County Clerk Unofficial .......
Page S-3 Midland Doc-23552 EMERITOL SHORES Copy POINTE Delaware limited liability BATUS, LLC, & Delaware limited hability company, its Sole Meraber Midland County Clerk Unofficia By: Summerville Senior Living, Tuc., a Delaware corporation, Its Administrative Member By Elu Name: Erle Mendelsohn Title: Senior Vice President, Corporate Development Midland STATE OF WASHINGTON COUNTY OF KING day of November, 2009, before me, the undersigned, a Notary Public in and for the State of Washington, duly ily commissioned and sworn, personally appeared Erie Mendelsohn, to me known to be the Senior Vice President Corporate Development, of Summerville Senior Living, Inc., a Delaware corporation, the Administrative Member of Batus, LLC, a Delaware limited liability company, the Sole Member of EMERITOL HARBOUR POINTE SHORES LLC, a Delaware limited liability company, the limited hability company that executed the foregoing instrument and acknowledged the said
lity company, the Sole Member of EMERITOL HARBOUR POINTE SHORES LLC, a Delaware limited liability company, the limited hability company that executed the foregoing instrument and acknowledged the said instrument to be the free and voluntary act of and deed of said limited liability company, for the uses and purposes therein mentioned, and on oath stated that the Senior Vice President Corporate Development is authorized to execute the Witness my hand and seal the day and year first aboite Terex Notary Public residing in La Printed Name: TERES Midland County Clerk Unofficial My Commission 8-9-11 nument "FRANKLIN" STATE 00-11 STOR Page 9-4 ........
Midland Doc-23552 EMERITOL LAKANGE PLACE LLC, a Delayed liability company LLC. a Delaware limited ability company, its Sole Member By: Midland County Clerk Unofficial Summerville Senior Living.
Inc., a Delaware corporation, its Administrative Member STATE OF WASHINGTON COUNTY OF KING By Name Eric Mendelsohn Title: Senior Vice President Corporate Development This instrument was acknowledged before me on November 2, 2009, by Enc Mendelsohn, Senior Vice President, Corporate Development, of Summerville Senior Living, Inc., a Delaware corporation, the Administrative Member of Batus, LLC, a Delaware limited liability Company, the Sole Member of BMERITOL LAKERIDGE PLACE LLC, & Delaware limited liability company, on behalf of said limited liability company.
Terex real Notary Public Printed Name: TERESA P. FRANCLIA My Commission Expires: 2-9-11 Midland County Clerk Unofficial Copy SMING C Midland Midland ...
Doc-23552 EMERITOL GRANERRACE LLC, a Delaware limi ity company S, LLC, a Delaware limited ability company, its Sole Member By: Midland County Clerk Unofficia STATE OF WASHINGTON COUNTY OF KING On this day of November $8
GRANERRACE LLC, a Delaware limi ity company S, LLC, a Delaware limited ability company, its Sole Member By: Midland County Clerk Unofficia STATE OF WASHINGTON COUNTY OF KING On this day of November $8 her, in the year 2009, before me, Summerville Senior Living.
Inc., a Delaware corporation, its Administrative Member By E Name: Eric Mendelsohn Title: Semor Vice President Corporate Development a Notary Public, personally appeared Eric Mendelsohn, known or identified to me for proved to me on the oath of) to be the Senior Vice President Corporate Development of the company that executed the above instrument or the person who executed the instrument on behalf of said company and acknowledged to me that such company executed the same. I certify under PENALTY OF PERJURY under the laws of the State of Califonia that the foregoing paragraph is froc and correct.
(Seal).
Tres Notary Public Printed Name: TERESA R. FRANKUIR Commission Expires: 9-1-11 FRANKLIN WASHINGTOR Midland County Clerk Unofficial Copy Midland Midland Doc-23552 : EMERITOL MEANLANDS TERRACE I elaware limited.
us, LLC, a Delaware limited liability company, its Sole Member By: Midland County Clerk Unofficial Summerville Senior Living, Inc., a Delaware corporation, its Administrative Mensber سانچ STATE OF WASHINGTON COUNTY OF KING By Name: Eric Mendelsohn Title: Senior Vice President Corporate Development This instrument was acknowledged before me on November 2, 2009, by Eric Mendelsohn, Senior Vice President, Corporate Development, of Summerville Scalor Living, Inc., a Delaware corporation, the Administrative Member of Batus, LLC.
Delaware limited liability company, the Sole Member of EMERITOL MEADOWLANDS TERRACE LLC, a Delaware limited liability company, on behalf of said limited liability company..
Notary Public
f Batus, LLC.
Delaware limited liability company, the Sole Member of EMERITOL MEADOWLANDS TERRACE LLC, a Delaware limited liability company, on behalf of said limited liability company..
Notary Public Printed Name: TERESA K. FRAUKLIN My Commission Expires: 2-9-11 OF WASHING Midland County Clerk Unofficial Copy Midland Page S-7 Midland Doc-23552 ܀ LENDER: FDERAL HOMY AN MORTGAGE CORPORA "Mer Fl Name: Maty Scanlan Title: National Underwriting Director Midland County Clerk Unofficia New York New York County MONWEALTH OF VIRGINIA, Fairfax County.ss:Seniors Housing BEFORE ME, the undersigned, a Notary Public in and for said County and State, on this daypersonally appeared Achasing of Federal Home Loan Mortgage Corporation, the corporation that executed the foregoing instrument, known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that the same was the act of said corporation, and that s/he executed the same as the act of such corporation for the purposes and consideration therein expressed and in the capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this November, 2009.
My Commission Expires: day of Heler Pachter Midland Notary Public in and for the County of my father th Midland County Clerk Unofficial Copy Page 9-8 Midland Doc-23552 TRUSTEE: STATE OF TEXAS COUNTY OF DAS SQUIRE.
Midland Cour Notary Public Printed Name: Cond PAD. ESQUIRE Clerk Unofficial ) acknowledged before me on November 2009, by REBECCA S.
Phonol My Commission Expires:.
MY COMMISSION EXPRES Midland Midland County Clerk Unofficial Copy Page S-9 Midland Doc-23552 TRUSTEE: CHICAGO TITLE INSURANCE COMPANY a corporation.
Midland County Clerk Unofficial Name: Robert Strybel Title: RVP and Associate National Counsel E OF ILLINOIS
ial Copy Page S-9 Midland Doc-23552 TRUSTEE: CHICAGO TITLE INSURANCE COMPANY a corporation.
Midland County Clerk Unofficial Name: Robert Strybel Title: RVP and Associate National Counsel E OF ILLINOIS COUNTY OF COOK 1, the undersigned, a Notary Public, in and for the County and State aforesaid, do berchy certify that Robert C. Strybel, personally known to me to be the RVP and Associate National Counsel of CHICAGO TITLE INSURANCE COMPANY, a Nebraska corporation, and personally known to me to be the same person whose name is subscribed to the foregoing instrument, appeared before me this day of November, 2009, So person and severally acknowledged that as such RVP and Associate National Counsel, he signed and delivered the said instrument pursuant to authority given by corporation, as his free and voluntary act, and as the free and voluntary act and deed of said corporation for the uses and purposes therein set forth.
Midland Notary Public My Commission Expires: 2-21-13 Midland County Clerk Unofficial Copy Midland Doc-23552 STATE OF IL COUNTX TRUSTEE: CHICAGO TITLE CON corporation ty Clerk Unofficial a California.
ne: Robert C. Stryfel Title: RVP and Associate National Counsel Midland dersigned, a Notary Public, in and for the County and State aforesaid, do hereby entify that Robert C. Strybel, personally known to me to be the RVP and Associate National Counsel of CHICAGO TITLE COMPANY, a California corporation, and personally known to me to be the same person whose name is subscribed to the foregoing instrument, appeared before me this day of November, 2009, in person and severally acknowledged that as such RVP and Associate National Counsel, he signed and delivered the said instrument pursuant to authority given by corporation, as his free and
ber, 2009, in person and severally acknowledged that as such RVP and Associate National Counsel, he signed and delivered the said instrument pursuant to authority given by corporation, as his free and voluntary act, and as the free and voluntary act and deed of said corporation for the uses and purposes therein set forth.
Notary Public My Commission Expires: 2-21-1 Midland County Clerk Unofficial Co Page 8-11 Midland Midland Doc-23552 GUARANTOR CONSENT AND AGREEMEN Emeritus Corporation, a Washington corporation, as the Additional Loans, hereby agrees and consents to the text By on of the Prior Loans and Mis Amendinent.
CORPORATION, a Washington 24 Midland County Clerk Unofficial OF WASHINGTON SS COUNTY OF KING Name: Eric Mendelsohn Title: Senior Vice President, Corporate Development This instrument was acknowledged before me or November 2009, by Eric Mendelsoho, the Senior Vice President, Corporate Development, of EMERITUS CORPORATION, a Washington corporation, on behalf of said corporation.
Teresa Gran Notary Public Printed Name: TERESA K. FRAURLIN My Commission Expires: 2-9-11 RESA FRANKL Midland STATE Midland County Clerk Unofficial Copy WASHING Page S-12 Midland Doc-23552 STATE OF Washington COUNTY OF Midland County Clerk Unofficial Copy ) This instrumger acknowledged before me on November 2009, by Daniel R. Daty.
Notary Public Printed Name: My Commission Expires: DENNINGTON HEY' ' COMMISSION STATE AUBLIC ASHINGTON Midland .....
Midland County Clerk Unofficial Copy Page S-13 Midland : Doc-23552 LEGAL DESCRIPTION LOT FOUR (4), BLOCK TWENTY-TWO (22), MIDWESTERN PARK, City of Wichita Falls, Wichita County, Texas, acc record in Volume 27, Pages 474-475, Wichita Coun dition to the to the Plat of Pat Records.
Midland County Clerk Unoffici
TY-TWO (22), MIDWESTERN PARK, City of Wichita Falls, Wichita County, Texas, acc record in Volume 27, Pages 474-475, Wichita Coun dition to the to the Plat of Pat Records.
Midland County Clerk Unoffici Midland County Clerk Unofficial Copy Midland Midland Doc-23552 EXHIBIT A [DESCRIPTION OF SADDLERIDGE LOD BEING LOT 3-4, BLOCK &, CORRECTED PLAT addition to the City Of Midland, Midland County recorded in Cabinet "F". Page 107, Plat Rec BEING THE SAME LAND DIS OPERTY PARK, SECTION 12, an according to the map or plat thereof, Midland County, Texas.
Midland County Clerk Unofficial Copy BEING LOT 1-A, BLO ADDITION TO ning or play the GED AS FOLLOWS: CORRECTED PLAT OF POLO PARK, SECTION 12, AN MIDLAND, MIDLAND COUNTY, TEXAS, according to the recorded in Cabinet F, Page 107, Plat Records, Midland County, Texas, as arly described as follows: notes of a 3.217 acre tract of land out of Section 3, Block "Y", HP. Milliard Survey, Midland County, Texas: BEGINNING at a found Texas Department of Transportation concrete right-of-way monument in the northem boundary of Loop No. 250, located in Section 3, Block "Y", H.P. Hilliard Survey, Midland County, Texas, and in the southwest corner of Lot 3A, Block 8, Corrected Plat of Section 12, as recorded in Cabinet "F", Page 107, Midland County Plat Records, for the southwest corner of this wact, from which the southwest corner of said Section 3 bears $ 74 degrees 53 minutes 08 8 seconds W, 1338.61 feet and $ 15 degrees 20 minutes 52 seconds E, 311.49 feet; THENCE N 15 degrees 06 minutes 52 seconds W, along the common boundary of Lot 3A and 35, Block S of said Corrected Plat of Polo Park, Section 12, 332.01 feet to a found 1/2-inch rea rod in the southern boundary of a 2.0 foot Common Area for the northwest comer of this tract;
ot 3A and 35, Block S of said Corrected Plat of Polo Park, Section 12, 332.01 feet to a found 1/2-inch rea rod in the southern boundary of a 2.0 foot Common Area for the northwest comer of this tract; TEENCE N 74 degrees 53 minutes 08 seconds E, along the southern boundary of said 2.0 foot Common Area, 424.48 feet to a found 1/2 inch iron rod in the western bourry of Polo Parkway for the northeast corner of this tract; THENCE S 11 degrees 17 minutes 53 seconds B. along the 324.22 feet to a found 1/2 inchi iron rod in the wester northern boundary of a Common Area, as recor u boundary of Polo Parkway.
Jary of Polo Parkway and the Volume 1125, Page 88, Midland County Deed Records, for the most easterly southeater of this tract; THENCES 74 degrees 53 min Midland County Clerk Unofficial Copy Area. 73.60 feet to a found 12 econds W, along the northern boundary of a Common iron rod for a comer of this trac minutes 58 seconds E, along the western boundary of a Common found 1/2 inch iron rod in the norther boundary of Loop No. 250 for the southeast corner of this bract; Page A-1 .......
Midland Midland Doc-23552 THENCE S 78 degrees 42 minutes 07 seconds W, along the northern boundary of Loop No. 250, 325.92 feet to the Place of Beginning and containing 3.217 acres of laty Midland County Clerk Unofficial Midland County Clerk Unofficial Copy Midland .....
XX Page A-2 Midland Doc-23552 EXHIBIT B [DESCRIPTION OF SEVILLE ESTATES TRU LOT 1-B, BLOCK 25 OF SLEEPY HOLLOW UNIT Amarillo in Randall County, Texas, according to 1604, Page 172 of the Deed Records of Rand BEING THE SAME LAND DES an addition to the City of plat thereof, recorded in Volume Aunty, Texas.
Midland County Clerk Unofficial Copy A 3.43 acre tract of land Hollow Unit No Randall DAS FOLLOWS:
and BEING THE SAME LAND DES an addition to the City of plat thereof, recorded in Volume Aunty, Texas.
Midland County Clerk Unofficial Copy A 3.43 acre tract of land Hollow Unit No Randall DAS FOLLOWS: a portion of the North 305 feet of Lot 1, Block 25 of Sleepy dition to the City of Amarillo, Randall County, Texas, according to recorded plat thereof, of record in Volume 695, Page 443 of the Deed Records of Texas and being out of Section 41, Block 9, of the BS. & F. Survey, Randall exas; said 3.43 acre tract being more particularly described by metes and bounds as BEGINNING at a 3/8 inch rebar, found for the Northeast corner of the herein described tract, from which 1/2 inch rebar, found on theeast comer of Lot 1 of said Sleepy Hollow Unit No. 13, bears $ 89 degrees 42 mirantes E, 230 feet TUENCES 0 deg 20 min 00sec E (Base Bearing) for a distance of 305.00 feet to a 3/8 inch rebar, found in the North line of Lot 1-A, Block 25 of Sleepy Hollow Unit No. 63, a subdivision of the Deed according to the recorded map or plat thereof, of record in Volume 1281, Page 243 of th Records of Randall County, Texas, being the Southeast corner of the herein described tract; THENCES $9 deg 42 42 min 09 sec W along the North line of Lo 1-A of said Sleepy Hollow Unit No. 63, for a distance of 490.00 feet to a 1/2 inch rebar, found in the Bast right-of-way line of an existing 20 public utility easement, and being the Southwest corner of the herein described tract; THENCE NO deg 20 min 00 sec Walong said East right-of-way line for a distance of 305.00 feet to a nail in a power pole, found in the south right-of-way line of the See Drive, being the Northwest corner of the herein described tract.
THENCE N 89 deg 42 min 09 sec E along said South right
feet to a nail in a power pole, found in the south right-of-way line of the See Drive, being the Northwest corner of the herein described tract.
THENCE N 89 deg 42 min 09 sec E along said South right rebar, found in all a total distance of 490.00 feet to th Said tract contains a computed area of 3.43 & land.
Midland County Clerk Unoffi line, at 5 feet pass 3/8 inch OF BEGINNING: Midland ..........
Page 8-1 Midland Doc-23552 EXHIBIT C an Amount Borrower Property Name $2,500,000.00 EMERITOL EASTMAN ESTATES LLC, a Delaware limited liability company MERITOL HARBOUR OINTE SHORES LLC, a Midland County Clerk Unofficial Copy $6,400.000 aware limited liability $5,250.000.00 PLAY limited Eastman Estates Harbour Pointe Shores FOLLAKERIDGE Lakeridge Place LIX, 3 Delaware ability company liability $7.000.000.00 EMERITO $7,850,000.00 TERRACE Delaware lin Company EMERITOL GRAND MEADOWLAND TERRACE LLC, Delaware limited lia company Emeritus at Grand Terrace Meadowlands Terrace.
Security Instrum Recording Informe Official Public Records of Gregg County Texas Document No.
200822874 Grays Harbor County, Washington Document No. 2008-10210067 Prior CrossCollateralization Agreement Recording Information Scial Public Records.
gg County Texas cot No.
Grays apor County.
Washing Document No. 2008 Midland County Clerk Unofficial Copy County, Clerk of Wichita County. Texas Document No.
00019671 Official Records, County of Bernardino, California Document No. 2008-0472939 County Clerk of Mclennan County, Texas Document No..
200803470) 210068 County, Clerk Wichita Count Document No.
00019672 Official Records, exas County of Bernardind Califomia Document No. 2008-0472940 County Clerk of Mclennan County, Texas Document No.
2008034792 Midland ..
Midland Page CL Doc-23552 Related Loan Related Borrower
Records, exas County of Bernardind Califomia Document No. 2008-0472940 County Clerk of Mclennan County, Texas Document No.
2008034792 Midland ..
Midland Page CL Doc-23552 Related Loan Related Borrower EMERITOL 36,400,000.00 EASTMAN ESTATES LLC, a Delaware Related Pro Name: Estates Related Property Location 2920 N. Eastman: Longview, TX Midland County Clerk Unofficial Copy $2,500,000.00 20,000.00 limited liabi Compan BOUR POINTE HORES LLC. a Delaware liability company EMERITOL abilitare limited Harbour Point Shores 1020 Catala Ave. 56 Ocean Shores, WA Lakeridge Place LAKERIDGE PLACE 2649 Plaza Parkway Wichita Falls, TX company $7,000,000.00 LLC. a Delaware limited liability EMERITOL ORAND TERRACE LLC, a Emeritus at Grand Terrace 22325 Barton Road Grand Terrace, CA Delaware limited lability company 57.850.000.00 EMBRITOL MEADOWLANDS Meadowlands Terrace 3801 Martin Luther King Jr.
Waco, TX TERRACE LLC, a Delaware limited liability company EMERITOL $6,442,000.00 SADDLERIDGE.
LODGE LLC, & Delaware limited liability company $2.158.000.00 EMERITOL SEVILLE ESTATES LLC, « Delaware limited.
hability company Saddleridge Lodge 1808 W. Loop 250 N Midland, TX Seville Midland County Clerk Unofficia 7401 Seville Drive Amarillo, TX Midland .......
OPPENHEIMER: 28679105 10W2009 Midland