Preview
FILED: MONTGOMERY COUNTY CLERK 09/19/2022 01:56 PM INDEX NO. EF2022-477
NYSCEF DOC. NO. 14 RECEIVED NYSCEF: 09/19/2022
EXHIBIT C
FILED: MONTGOMERY COUNTY CLERK 09/19/2022 01:56 PM INDEX NO. EF2022-477
NYSCEF DOC. NO. 14 RECEIVED NYSCEF: 09/19/2022
HERKlMER COUNTY-STATE OF NEW YORK
. SYLVIAM.ROWANCOUNTYCLERK
. 109MARYSTREET,SUITE1111,HERKiMER,NY13350-2923
COUNTYCLERK'SRECORDINGPAGE
*"THISPAGEISPARTOFTHEDOCUMENT-DONOTDETACH"*
Recording:
Cover Page 5.00
Recording Fee 70.00
I 1111 I IIlll 1111
' Affidavit 5 .00
Cultural Ed 14.25
Records Management - coun 1.00
Records Management - Stat 4.75
INSTRUMENT # RP2020-5040
-- Receipt#: 459570 Total: 100.00 ..
**** NOTICE: THIS IS NOT A ****
Cler-k.: KS BILL
Rec Date: 11/06/2020· 10:06:57 AM
Doc Grp: RP·
Descrip: ASSIGNMENT OF RENTS & LEASE
Num Pgs: 15
Rec'd Frm: ADVANTAGE ABSTRACT COMPANY LLC
Party1: LITTLE FALLS GARDEN APARTMENTS
LLC
Party2: REALFI REAL ESTATE INVESTMENT
TRUST LLC
Town: LITTLE FALLS C/O
WARNING***
Ihereby certifythatthe within
and foregoingwas recordedin the
ReCord and Return To: Herkimer CountyClerk's State of New York.
Office,
Bis sheet constitutes
theClerks endorsementsequiredby Section
3t6 of the Real Property Law of theState
ofNew York.
NEWMAN & LICKSTEIN
109 SOUTH WARREN STREET SUITE 404
SylviaM. Rowan
SYRACUSE NY 13202 Clerk
HerkimerCounty
FILED: MONTGOMERY COUNTY CLERK 09/19/2022 01:56 PM INDEX NO. EF2022-477
NYSCEF DOC. NO. 14 RECEIVED NYSCEF: 09/19/2022
ASSIGNMENT OF LEASES AND RENTS
TO ADDITIONALLY SECURE $2,250,000.00 SECURED
CONSOLIDATED NOTE
Date: October 16, 2020
Assignor: Robinhood Properties L.L.C., LittleFalls Garden Apartments LLC,
and Brookview Town Houses LLC
Assignee: RealFi Real Estate Investment Trust, LLC
Amount: $2,250,000.00
Assigned Property:
Address: 759 East Monroe StreetExtension
City: City of Little Falls,
County: Herkimer
Section 115.45
Block: 1
Lot 2.2
Address: 60 East Main Street
Town: Mohawk
Village: Fonda
County: Montgomery
Section: 35.12
Block: 3
Lot: 23;
Address: 97 Mettowee Street
Town Granville
Village: Granville
County: Washington
Section: 117.9
Block: 1
Lot: 32.2
Record and return to: & Feder, 445 Hamilton Avenue, 145 Floor,White Plains,NY
Cuddy LLP,
10601
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ASSIGNMENT OF LEASES AND RENTS
16d'
THIS ASSIGNMENT OF LEASES AND RENTS, made this day of October, 2020,
between Robinhood Properties L.L.C., a New York limited liabilitycompany with an address at
c/o Cor Holdings, LLC, 200 South Middle Neck Road, Unit 5, Great Neck, NY 11021, Little Falls
Garden Apartments LLC, a New York limited liabilitycompany with an address at c/o Cor
Holdings, LLC, 200 South Middle Neck Road, Unit 5, Great Neck, NY 11021, and Brookview
Town Houses LLC, a New York limited liability company with an address at c/o Cor Holdings,
LLC, 200 South Middle Neck Road, Unit 5, Great Neck, NY 11021 (the "ASSIGNOR"), to
REALFI REAL ESTATE INVESTMENT TRUST LLC, a Delaware limited liabilitycompany
with itsplace of business at 707 Westchester Avenue, Suite 305A, White Plains, New York 10604
(the "ASSIGNEE").
WI T N E S S E IH:
WHEREAS, Assignor is the owner of a property located (a) 759East Monroe Street
Extension,
ofLittle New Section 115.45,·
City Falls,County of Herkimer, State of York, Block 1, Lot 2.2; (b)60
East Main Street, Town of Mohawk, Village of Fonda, County of Montgomery, State of New
York, Section 35.12, Block 3, Lot 23; and (c) 97 Mettowee Street,Town and Village ofGranville,
County of Washington, State of New York , Section 1 17.9,Block 1, Lot 32.2 (collectively the
"A"
"Property"), as more particularly described on Exhibit annexed hereto and made a part
hereof; and
WHEREAS, Assignee has made a loan to Assignor in the principal amount of TWO
MILLION TWO HUN DRED FIFTY THOUSAND and 00/100 DOLLARS ($2,250,000.00),
as evidenced by a certain Building Loan Note executed simultaneously herewith (hereinafter
referred to as the "Note");
WHEREAS, Assignee would not have made the loan to Assignor unless Assignor assigned
to Assignee allof Assignor's rights,titleand interestas landlord under any and allleases, subleases
and other occupancy agreements now existing for any space atthe Property and to any modified,
replacement, substitute or new lease, sublease or other occupancy agreement for any space at the
Property entered into after the date of thisAssignment.
NOW, THEREFORE, the Assignor, for and in consideration of these presents and the
mutual agreements contained in thisAssignment of Rents ("Assignment") and in consideration of
the sum of TEN AND NO/100 DOLLARS ($10.00) to the Assignor in hand paid, the receipt of
which are hereby acknowledged, does hereby sell,assign and transfer unto the Assignee allants,
issues and profits now due and which may hereafter become due under or by virtue of and any
lease or sublease, whether written or verbal, or any letting of, or of any agreement for the use or
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occupancy of the Property or any part thereof, which may have been heretofore or may be hereafter
made or agreed to or which may be made or agreed to by the Assignor under the powers herein
granted, it being the intention hereby to establish an absolute transfer and assignment of allrents,
issues and profits arising from or related to the Property, to the Assignee, and the Assignor does
hereby appoint irrevocably the Assignee itstrue and lawful attorney in itsname and stead (with or
without taking possession of the Property), to collect all of said avails, rents, issues and profits
arising from or accruing atany time hereafter,and allnow due, or that may hereafter become due
under any lease, sublease or other occupancy agreement and all future leases and agreements,
written or verbal, or other tenancy existing or which may hereafter exist on the Property, with the
same rights and powers and subject to the same immunities, exoneration of liabilityand rights of
recourse and indemnity as the Assignor would have upon taking possession of the Property
pursuant to the provisions hereinafter set forth.
1. Itis agreed that thisisan absolute assignment ofrents, income and profits; however,
Assignee grants and deems unto Assignor a license to collect all rents, issues and profits for so
long as Assignor isnot in default under any of the provisions of the Note or any other agreements
which secure the Note (hereinafter collectively "Loan Documents"), including any renewal,
extension or rearrangement of the Note or the Loan Documents and Assignor shall hold same in
trust for the benefit of Assignee, and the proceeds from such rents, issues and profitsshall be used
by Assignor solely in the following order of priority:
(a) To the payment of the Note including any renewal, extension or
rearrangement thereof;
(b) To the payment of insurance, taxes and special assessments now due or
which may become hereinafter due on the Property;
(c) To the payment of alloperating expenses ofthe Property including, but not
limited to, management and leasing expenses, utilitiesand repairs to the
PNperty.
2. In the event of a default by Assignor under of the Loan then the
any Documents,
license granted herein to Assignor to collect the rents, issues and profits from the shall
Property
terminate without Assignee having to take any affirmative action to about such termination.
bring
The license granted herein to Assignor is personal, revocable and unassignable.
3. The Assignor additionally assigns to Assignee a security interest in all leases
entered into with any tenant occupying all or any part of the Property; and further Assignor agrees
to assign and transfer tothe Assignee a security interest in allfuture leases upon all or any part of
the Property in order to secure the repayment of the Note and the performance by Assignor of its
covenants under the Loan Documents; provided, however, that notwithstanding any provision
herein to the contrary, under no circumstances shall Assignee be liable or responsible for any of
the obligations of Assignor as lessor under any of said leases or other occupancy agreements.
Assignor agrees to execute and deliver, immediately upon the request of the Assignee, all such
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further assurances and assignments in the Property as the Assignee shallfrom time to time require.
In the event of a default by Assignor under any of the Loan Documents then Assignee may proceed
to enforce itsrights under any of the leases and Assignor does hereby appoint irrevocably the
Assignee itstrue and lawful attorney in itsname and stead (with or without taking possession of
the Property), to rent,lease or letall or any portion of the Property to any party or parties at such
rental and upon such terms in itsdiscretion as itmay determine.
4. Although itis the intention of the parties that this assignment of rents, issues and
profits shall be a present and absolute assignment, Assignor has additionally granted and assigned
unto Assignee a security interest in and to all leases and other occupancy agreements and future
leases or future occupancy agreements of the Property and itis expressly understood and agreed,
anything herein contained tothe contrary notwithstanding, that the Assignee shall not exercise any
of the rights and powers conferred upon itby virtue ofits security interestin any of the leasesuntil
and unless a default shall occur in the payment of interestor principal due under the Note or in the
performance or observance of any of the conditions or agreements of any Loan Documents now
or at any time securing the Note or the debt evidenced thereby or by any extension thereof and
nothing herein contained shall be deemed to affect or impair any rights which the Assignee may
have under the Note, Loan Documents or any other instrument evidencing or securing the
indebtedness evidenced by the Note.
5. Once the Note and any renewals and extensions thereof have been paid, and the
obligations on behalf of Assignor contained in the Loan Documents have been completed to the
satisfaction of Assignee, the Assignee will assign back to Assignor the rents, issues and profits
granted herein and furtherAssignee shall release itssecurity interest any of the leases upon written
request of Assignor.
6. . During the time period intervening between a default by the Assignor and either
the taking of possession of the Property as provided hereinafter,or a foreclosure by Assignee or a
conveyance by a deed inlieu of foreclosure by Assignor to Assignee, thisAssignment shall remain
in fullforce and effect and Assignee will be entitled to all rents, issues and profits arising out of
the Property.
7. The Assignor represents and agrees that no rent has been or will be paid by any
person or entityin possession of any portion of the Property for more than one (1) month in
advance and thatno payment of the rentsto accrue forany portion of the Property has been or will
be waived, released, reduced or discounted, or otherwise discharged or compromised by the
Assigner. The Assignor waives any right of setoff against any person inpossession ofany portion
of the Property. The Assignor agrees that itwill not further assign any of the rents or profits of
the and such further assignment shall be void and of no force oreffect.
Property any
8. The Assignor represents and agrees that itshallnot cancel, terminate, or consent to
surrender of sublease or other occupancy agreement or any future leases or other
any any lease,
agreements, permit cancellation, termination, or surrender, commence an action of
occupancy any
ejectment or summary proceedings for dispossession of the tenant under any of the leases,
any
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exercise any right of recapture provided in any or the leases or other agreements, or
occupancy
modify or in any way alterthe terms of any lease or other occupancy agreement or future lease or
future occupancy agreement without Assignee's prior written consent which be granted or
may
withheld in Assignee's sole and absolute discretion provided, however, that forso long as no Event
of Default shallexist under any of the Loan Docupients, Assignor shall have the rightto enter into
residential leases and commercial leases in accordance with the terms set forth in paragraph 7 of
the Consolidated Mortgage;
"B"
9. The Assignor represents and warrants that annexed hereto as Exhibit is a true
and compete schedule of all leases, subleases and other occupancy agreements currently existing
at the Property.
10. Nothing herein contained shall be construed as constituting the Assignee a
possession"
"mortgagee in in the absence of the taking of actual possession of the Property by the
Assignee pursuant to the provisions hereinafter contained. In the exercise of the powers herein
granted the Assignee, no liability shall be asserted or enforced against the Assignee, all such
liability being expressly waived and released by the Assignor.
11. In any case in whicli the Assignee has a right to declare the indebtedness secured
hereby due and payable, either before or after said indebtedness is declared due, forthwith upon
demand of the Assignee, the Assignor agrees to surrender to the Assignee and the Assignee shall
be entitled to take actual possession ofthe Property or any partthereof, personally, or by itsagents
or attorneys, and the Assignee in its discretion may, with or without force, and with or without
process of law, enter upon and take and maintain possession of allor any part of the Property,
together with allthe documents, books, records, papers and accounts of the Assignor or the then
owner of the Property relating thereto, and may exclude the Assignor, the agents or servants of the
Assignor, wholly therefrom and may as attomey-in-fact or agent of the Assignor or in its own
name as holder and under the powers herein granted, hold, operate, manage and control the
Property and conduct the business, ifany, thereof either personally or by itsagents, with fullpower
to use such measures, legal or equitable, as in itsdiscretion or in the discretion of itssuccessors or
assigns may be deemed proper or necessary to enforce the payment or security of the avails, rents,
issues and profits of the Property, including actions for the recovery of rent, actions in forcible
detainer and actions indistress for rent, hereby granting full power and authority to exercise each
and every one of the rights,privileges and powers herein granted at any and alltimes hereafter,
without notice to the Assignor, and with fullpower to cancel or terminate any lease or sublease for
any cause or on any ground which would entitle the Assignee to cancel the same, to elect to
disaffirm any lease or sublease made subsequent to this Assignment, to make allnecessary or
proper repairs, decorating, renewals, replacements, alterations, additions, betterments and
improvements to the Property that may seem judicious, in itsdiscretion, insure and re-insure the
same for all risks incidental to Assignee's possession, operation and management thereof and to
receive allsuch avails, rents,issues and profits.
12. The Assignee shall not be obligated to perform or discharge, nor does ithereby
undertake to perform or discharge, any obligation, duty or liabilityunder any of the.leasesor other
4595116.vt
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NYSCEF DOC. NO. 14 RECEIVED NYSCEF: 09/19/2022
occupancy agreements relating to the Property, and the Assignor shall and does hereby agree to
indemnify and hold the Assignee harmless of and from any and all liability,loss ordamage which
itmay or might incur under any of the leases or under or by reason of the assignment thereof and
of and from any and allclaims and demands whatsoever which may be asserted against itby reason
of any alleged obligations or undertakings on itspart to perform or discharge any of the tenus,
covenants or agreements contained in any of the leases. Should the Assignee incur any such
liability,loss or damage, under any of the leases or under or by reason of the assignment thereof,
or in the defense of any claims or demands the Assignor agrees to reimburse the Assignee for the
amount thereof, immediately upon demand.
13. The Assignee in the exercise of the rights and powers conferred upon it by this
Assignment shall have full power to use and apply the avails, rents, issues and profitsof the
Property to the payment of or on account of the following, in such order as the Assignee may
determine:
1. To the payment of any of the above described indebtedness or any
renewal, extension or rearrangement thereof;
2. To the payment of alloperating expenses of the Property, including,
but not limited to, the cost of management and leasing. thereof
(which shall include reasonable compensation to the Assignee and
its agent or agents, if management be delegated to an agent or
agents, and it shall also include lease commissions and other
compensation and expenses of seeking and procuring tenants and
entering into leases), utilities
and repairs to the Property;
3. To thepayment of insurance, taxes and specialassessments now due
or which may hereafter become due on the Property.
14. The Assignor does further specifically authorize and instructeach and every present
and future lessee or tenant of the whole or any part of the Property to pay all unpaid rentals agreed
upon in any tenancy to the Assignee upon receipt of demand from the Assignee to so pay the same.
15. Itis understood and agreed that the provisions set forth in thisAssignment shallbe
deemed as a special remedy given to the Assignee, and shall not be deemed exclusive of any of
the remedies which the Assignee would otherwise have, but shall be cumulative with any such
remedies.
"Assignor"
16. Whenever the word is mentioned herein, itis hereby understood that
the same includes and shall be upon the heirs, executors, administrators, successors and
binding
assigns successors consolidation) of theAssignor as the case may be, and any party
(including by
or partiesholding titletothe Property by, through or under the Assignor. All of therights, powers,
privileges and immunities herein granted assigned to the Assignee shall also inure to itssuccessors
and assigns, including allholders, from time to time, of the Note.
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NYSCEF DOC. NO. 14 RECEIVED NYSCEF: 09/19/2022
17. Itis expressly understood thatno judgment or decree which be entered on
may any
debt secured hereby shall operate to abiogate or lessen the effect of this but that the
instrument,
same shall continue in full force and effect until the payment and discharge of and all
any
indebtedness secured hereby, in whatever form the said indebtedness may be shall have been paid
in fulland allbillsincurred by virtue of the authority herein contained have been paid out of
fully
the rents,issues and profits of the Property, or by the Assignor, or untilsuch time as thisinstrument
may be voluntarily released. The rights granted hereunder shall inure to the benefit of and be
binding upon the respective heirs, executors, administrators, successors and assigns of the
Assignor and the Assignee.
18. In the event any lessee under any of the leases should be the subject of any
proceeding under the United States Bankruptcy Code or any other federal, state, or local statute
which provides for the possible termination or rejection of any of the leases assigned hereby,
Assignor covenants and agrees that ifany of the leases are so rejected, no settlement for damages
shall be made without the prior written consent of the Assignee, and any check in payment of
damages for rejection ofany ofthe leases willbe made payable both to the Assignor and Assignee.
Assignor hereby assigns any such payment to Assignee and further covenants and agrees that upon
the request of Assignee itwill duly endorse to the order of Assignee any such check, the proceeds
of which will be applied to whatever portion of the indebtedness secured by this Agreement
Assignee may elect.
19. This Assignment shall be governed and construed in accordance with the laws of
the State of New York.
[SIGNATURE PAGE FOLLOWS]
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NYSCEF DOC. NO. 14 RECEIVED NYSCEF: 09/19/2022
.
[SIGNATURE PAGE TO ASSIGNMENT OF LEASES AND RENTS)
EXECUTED and DELIVERED on this day of October, 2020.
Robinhood Properties L.L.C.
By: Cor Holdings, LLC, sole member
By:
Name: Carl Orsini
Title: Member/Manager
Little Falls Garden Apartments LLC
By: Cor Holdings, LLC, sole member
By:
Name: Carl Orsini
Title: Member/Manager
Brookview Town Houses LLC
By: Cor Holdings, LLC, sole member
By:
Name: Carl Orsini
Title: Member/Manager
STATE OF NEW YORK )
)SS
COUNTY OF NASSAU )
On the( by of October in theyear 2020 before me, the undersigned, personally appeared
Carl Orsini, personally known to me or proved to me on the basis of satisfactory evidence to be
the individual(s) whose name(s) is (are) subscribed to the within instrument and acknowledged to
me that he/she/they executed the same in his/her/their capacity(ies), and that by his/her/their
signature(s) on the instrument, the individua!(s), or the person upon behalf of which the
individual(s) acted, executed the instrument.
No Public
4595116.vi
SCiriA. UCKSTEIN
Notary rGt:\ic.Siste of Nav vo
Qualifiedin Oncr..iagaCo..No.02il4
CommissionExinfesAugust 31,
FILED: MONTGOMERY COUNTY CLERK 09/19/2022 01:56 PM INDEX NO. EF2022-477
NYSCEF DOC. NO. 14 RECEIVED NYSCEF: 09/19/2022
Schedule A
Description
Parcel A - 759 East Monroe Street, LittleFalls, NY
All that certain lot,piece or parcel of land situate, and in the of Little
lying being City Falls,
County of Herkimer, State of New York and being more accurately bounded and described as
follows:
Beginning at a point in thenortheasterly line of New York State Route #170 (a.k.a. East
Monroe Street Extension) asper Acquisition mapping dated October 20, 1986 and at the
being
northwesterly corner of lands of Van Allen Realty Co., LLC said point also being the southerly
most corner of the here-in described parcel; thence from the said point or place of and
beginning
following along the northeasterly line of New York State Route #170 as per Acquisition mapping
the following (3) courses and distances: 1) North 34 degrees 23 minutes 27 seconds West
138.00 feet to a point, 2)North 24 degrees 08 minutes 39 seconds West 152.24 feet to a point, 3)
North 02 degrees 02 minutes 59 seconds East 48.56 to a point; thence along the linebetween the
City of LittleFalls and the Town of Manheim on the north and being the lands ofNesom and
following along or near old barbed wire fence remains, South 85 degrees 05 minutes 40 seconds
East 349.74 feetto an iron pin found, said pin being tiedNorth 85 degrees 05 minutes 40 seconds
West 538.30 feet from an iron pin found on the westerly side of Burrell Road; thence along the
line of lands of Van Allen Realty Co, LLC the following (2) courses and distances: 1) South 27
degrees 54 minutes 41 seconds West 230.81 feet to a point, 2) South 56 degrees 30 minutes 11
seconds West 122.24 feet to the point or place of beginning.
Parcel B -97 Mettowee Street, Granville, NY
All thatcertain lot, piece or parcel of land situate,lying and being in the Village of Granville,
Town of Granville, State of New York and being more accurately bounded and described as
follows:
Beginning at a buried iron pin found in the southerly lineof Mettowee Street at the northwest
corner of lands of the Village of Granville as described in d1.509 pg.13 and being tied, North 35
degrees 31 minutes 20 seconds West 324.38 feet from the former corner of lands of Berkowitz
and also being the northeasterly most corner of the here-in described parcel; thence from the said
point or place of beginning and following along the lineof lands of the Village of Granville,
South 39 degrees 29 minutes 47 seconds West 200.00 feet to an iron pin found; thence still
along
the line of lands of the Village of Granville, North 63 degrees 42 minutes 00 seconds West
200.00 feet to an iron pin found on the easterly shore of the Indian River", thence in a northerly
direction along the easterly shore of the Indian River to a point in the southerly line of Mettowee
Street said point being tied,North 24 degrees 09 minutes 50 seconds East 265.00 feet from the
last mentioned iron pin found; thence along the southerly line of Mettowee Street the following
G) courses and distances: 1)along a curve to the lefthavin8 a radius of t69.42 feet for an are
distance of 87.26 feet to a point, 2) South 53 degrees 07 minutes 10 seconds East 145.01 feet to a
point, 3) along a curve to the right having a radius of 595.44 feet for an arc distance of35.62 feet
to the point or place ofbeginning.
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NYSCEF DOC. NO. 14 RECEIVED NYSCEF: 09/19/2022
Parcel C - 60 East Main NY
Street,Fonda,
All that certain lot,piece or parcel of land situate, lying and being in the Village of Fonda,
of State of New York and more accurately bounded and described as
County Montgomery, being
follows:
at a point in the line of New York State Route # 5 (a.k.a. East Main Street)
Beginning southerly
at the corner of lands of Geloso as described in Deed Liber 404 Page 802 and
being northeasterly
also the most corner of the here-in described parcel; thence from the said
being northwesterly
point or place of and following along the southerly line ofNew York State Route #5,
beginning
00 minutes 00 seconds East 285.00 feetto a point; thence along the line of
South 88 degrees
d1.708 South 02 degrees 28 minutes 05 seconds West
lands of Hanson as described in pg.15,
the rusted remains of an old pipe found; thence along the lands of
211.43 feet to a point being
North 86 degrees 25 minutes 24 seconds West 285.04 feet to a
New York Central Line, Inc.,
Geloso before mentioned, North 02 degrees 28 minutes 05
point; thence along the lineof
seconds East 203.59 feet to the point or place of beginning.
FILED: MONTGOMERY COUNTY CLERK 09/19/2022 01:56 PM INDEX NO. EF2022-477
NYSCEF DOC. NO. 14 RECEIVED NYSCEF: 09/19/2022
Preview
FILED: MONTGOMERY COUNTY CLERK 09/19/2022 01:56 PM INDEX NO. EF2022-477 NYSCEF DOC. NO. 14 RECEIVED NYSCEF: 09/19/2022 EXHIBIT C FILED: MONTGOMERY COUNTY CLERK 09/19/2022 01:56 PM INDEX NO. EF2022-477 NYSCEF DOC. NO. 14 RECEIVED NYSCEF: 09/19/2022 HERKlMER COUNTY-STATE OF NEW YORK . SYLVIAM.ROWANCOUNTYCLERK . 109MARYSTREET,SUITE1111,HERKiMER,NY13350-2923 COUNTYCLERK'SRECORDINGPAGE *"THISPAGEISPARTOFTHEDOCUMENT-DONOTDETACH"* Recording: Cover Page 5.00 Recording Fee 70.00 I 1111 I IIlll 1111 ' Affidavit 5 .00 Cultural Ed 14.25 Records Management - coun 1.00 Records Management - Stat 4.75 INSTRUMENT # RP2020-5040 -- Receipt#: 459570 Total: 100.00 .. **** NOTICE: THIS IS NOT A **** Cler-k.: KS BILL Rec Date: 11/06/2020· 10:06:57 AM Doc Grp: RP· Descrip: ASSIGNMENT OF RENTS & LEASE Num Pgs: 15 Rec'd Frm: ADVANTAGE ABSTRACT COMPANY LLC Party1: LITTLE FALLS GARDEN APARTMENTS LLC Party2: REALFI REAL ESTATE INVESTMENT TRUST LLC Town: LITTLE FALLS C/O WARNING*** Ihereby certifythatthe within and foregoingwas recordedin the ReCord and Return To: Herkimer CountyClerk's State of New York. Office, Bis sheet constitutes theClerks endorsementsequiredby Section 3t6 of the Real Property Law of theState ofNew York. NEWMAN & LICKSTEIN 109 SOUTH WARREN STREET SUITE 404 SylviaM. Rowan SYRACUSE NY 13202 Clerk HerkimerCounty FILED: MONTGOMERY COUNTY CLERK 09/19/2022 01:56 PM INDEX NO. EF2022-477 NYSCEF DOC. NO. 14 RECEIVED NYSCEF: 09/19/2022 ASSIGNMENT OF LEASES AND RENTS TO ADDITIONALLY SECURE $2,250,000.00 SECURED CONSOLIDATED NOTE Date: October 16, 2020 Assignor: Robinhood Properties L.L.C., LittleFalls Garden Apartments LLC, and Brookview Town Houses LLC Assignee: RealFi Real Estate Investment Trust, LLC Amount: $2,250,000.00 Assigned Property: Address: 759 East Monroe StreetExtension City: City of Little Falls, County: Herkimer Section 115.45 Block: 1 Lot 2.2 Address: 60 East Main Street Town: Mohawk Village: Fonda County: Montgomery Section: 35.12 Block: 3 Lot: 23; Address: 97 Mettowee Street Town Granville Village: Granville County: Washington Section: 117.9 Block: 1 Lot: 32.2 Record and return to: & Feder, 445 Hamilton Avenue, 145 Floor,White Plains,NY Cuddy LLP, 10601 4595116.v1 FILED: MONTGOMERY COUNTY CLERK 09/19/2022 01:56 PM INDEX NO. EF2022-477 NYSCEF DOC. NO. 14 RECEIVED NYSCEF: 09/19/2022 ASSIGNMENT OF LEASES AND RENTS 16d' THIS ASSIGNMENT OF LEASES AND RENTS, made this day of October, 2020, between Robinhood Properties L.L.C., a New York limited liabilitycompany with an address at c/o Cor Holdings, LLC, 200 South Middle Neck Road, Unit 5, Great Neck, NY 11021, Little Falls Garden Apartments LLC, a New York limited liabilitycompany with an address at c/o Cor Holdings, LLC, 200 South Middle Neck Road, Unit 5, Great Neck, NY 11021, and Brookview Town Houses LLC, a New York limited liability company with an address at c/o Cor Holdings, LLC, 200 South Middle Neck Road, Unit 5, Great Neck, NY 11021 (the "ASSIGNOR"), to REALFI REAL ESTATE INVESTMENT TRUST LLC, a Delaware limited liabilitycompany with itsplace of business at 707 Westchester Avenue, Suite 305A, White Plains, New York 10604 (the "ASSIGNEE"). WI T N E S S E IH: WHEREAS, Assignor is the owner of a property located (a) 759East Monroe Street Extension, ofLittle New Section 115.45,· City Falls,County of Herkimer, State of York, Block 1, Lot 2.2; (b)60 East Main Street, Town of Mohawk, Village of Fonda, County of Montgomery, State of New York, Section 35.12, Block 3, Lot 23; and (c) 97 Mettowee Street,Town and Village ofGranville, County of Washington, State of New York , Section 1 17.9,Block 1, Lot 32.2 (collectively the "A" "Property"), as more particularly described on Exhibit annexed hereto and made a part hereof; and WHEREAS, Assignee has made a loan to Assignor in the principal amount of TWO MILLION TWO HUN DRED FIFTY THOUSAND and 00/100 DOLLARS ($2,250,000.00), as evidenced by a certain Building Loan Note executed simultaneously herewith (hereinafter referred to as the "Note"); WHEREAS, Assignee would not have made the loan to Assignor unless Assignor assigned to Assignee allof Assignor's rights,titleand interestas landlord under any and allleases, subleases and other occupancy agreements now existing for any space atthe Property and to any modified, replacement, substitute or new lease, sublease or other occupancy agreement for any space at the Property entered into after the date of thisAssignment. NOW, THEREFORE, the Assignor, for and in consideration of these presents and the mutual agreements contained in thisAssignment of Rents ("Assignment") and in consideration of the sum of TEN AND NO/100 DOLLARS ($10.00) to the Assignor in hand paid, the receipt of which are hereby acknowledged, does hereby sell,assign and transfer unto the Assignee allants, issues and profits now due and which may hereafter become due under or by virtue of and any lease or sublease, whether written or verbal, or any letting of, or of any agreement for the use or 2 45951I6.v1 FILED: MONTGOMERY COUNTY CLERK 09/19/2022 01:56 PM INDEX NO. EF2022-477 NYSCEF DOC. NO. 14 RECEIVED NYSCEF: 09/19/2022 occupancy of the Property or any part thereof, which may have been heretofore or may be hereafter made or agreed to or which may be made or agreed to by the Assignor under the powers herein granted, it being the intention hereby to establish an absolute transfer and assignment of allrents, issues and profits arising from or related to the Property, to the Assignee, and the Assignor does hereby appoint irrevocably the Assignee itstrue and lawful attorney in itsname and stead (with or without taking possession of the Property), to collect all of said avails, rents, issues and profits arising from or accruing atany time hereafter,and allnow due, or that may hereafter become due under any lease, sublease or other occupancy agreement and all future leases and agreements, written or verbal, or other tenancy existing or which may hereafter exist on the Property, with the same rights and powers and subject to the same immunities, exoneration of liabilityand rights of recourse and indemnity as the Assignor would have upon taking possession of the Property pursuant to the provisions hereinafter set forth. 1. Itis agreed that thisisan absolute assignment ofrents, income and profits; however, Assignee grants and deems unto Assignor a license to collect all rents, issues and profits for so long as Assignor isnot in default under any of the provisions of the Note or any other agreements which secure the Note (hereinafter collectively "Loan Documents"), including any renewal, extension or rearrangement of the Note or the Loan Documents and Assignor shall hold same in trust for the benefit of Assignee, and the proceeds from such rents, issues and profitsshall be used by Assignor solely in the following order of priority: (a) To the payment of the Note including any renewal, extension or rearrangement thereof; (b) To the payment of insurance, taxes and special assessments now due or which may become hereinafter due on the Property; (c) To the payment of alloperating expenses ofthe Property including, but not limited to, management and leasing expenses, utilitiesand repairs to the PNperty. 2. In the event of a default by Assignor under of the Loan then the any Documents, license granted herein to Assignor to collect the rents, issues and profits from the shall Property terminate without Assignee having to take any affirmative action to about such termination. bring The license granted herein to Assignor is personal, revocable and unassignable. 3. The Assignor additionally assigns to Assignee a security interest in all leases entered into with any tenant occupying all or any part of the Property; and further Assignor agrees to assign and transfer tothe Assignee a security interest in allfuture leases upon all or any part of the Property in order to secure the repayment of the Note and the performance by Assignor of its covenants under the Loan Documents; provided, however, that notwithstanding any provision herein to the contrary, under no circumstances shall Assignee be liable or responsible for any of the obligations of Assignor as lessor under any of said leases or other occupancy agreements. Assignor agrees to execute and deliver, immediately upon the request of the Assignee, all such 3 4595116.vt FILED: MONTGOMERY COUNTY CLERK 09/19/2022 01:56 PM INDEX NO. EF2022-477 NYSCEF DOC. NO. 14 RECEIVED NYSCEF: 09/19/2022 further assurances and assignments in the Property as the Assignee shallfrom time to time require. In the event of a default by Assignor under any of the Loan Documents then Assignee may proceed to enforce itsrights under any of the leases and Assignor does hereby appoint irrevocably the Assignee itstrue and lawful attorney in itsname and stead (with or without taking possession of the Property), to rent,lease or letall or any portion of the Property to any party or parties at such rental and upon such terms in itsdiscretion as itmay determine. 4. Although itis the intention of the parties that this assignment of rents, issues and profits shall be a present and absolute assignment, Assignor has additionally granted and assigned unto Assignee a security interest in and to all leases and other occupancy agreements and future leases or future occupancy agreements of the Property and itis expressly understood and agreed, anything herein contained tothe contrary notwithstanding, that the Assignee shall not exercise any of the rights and powers conferred upon itby virtue ofits security interestin any of the leasesuntil and unless a default shall occur in the payment of interestor principal due under the Note or in the performance or observance of any of the conditions or agreements of any Loan Documents now or at any time securing the Note or the debt evidenced thereby or by any extension thereof and nothing herein contained shall be deemed to affect or impair any rights which the Assignee may have under the Note, Loan Documents or any other instrument evidencing or securing the indebtedness evidenced by the Note. 5. Once the Note and any renewals and extensions thereof have been paid, and the obligations on behalf of Assignor contained in the Loan Documents have been completed to the satisfaction of Assignee, the Assignee will assign back to Assignor the rents, issues and profits granted herein and furtherAssignee shall release itssecurity interest any of the leases upon written request of Assignor. 6. . During the time period intervening between a default by the Assignor and either the taking of possession of the Property as provided hereinafter,or a foreclosure by Assignee or a conveyance by a deed inlieu of foreclosure by Assignor to Assignee, thisAssignment shall remain in fullforce and effect and Assignee will be entitled to all rents, issues and profits arising out of the Property. 7. The Assignor represents and agrees that no rent has been or will be paid by any person or entityin possession of any portion of the Property for more than one (1) month in advance and thatno payment of the rentsto accrue forany portion of the Property has been or will be waived, released, reduced or discounted, or otherwise discharged or compromised by the Assigner. The Assignor waives any right of setoff against any person inpossession ofany portion of the Property. The Assignor agrees that itwill not further assign any of the rents or profits of the and such further assignment shall be void and of no force oreffect. Property any 8. The Assignor represents and agrees that itshallnot cancel, terminate, or consent to surrender of sublease or other occupancy agreement or any future leases or other any any lease, agreements, permit cancellation, termination, or surrender, commence an action of occupancy any ejectment or summary proceedings for dispossession of the tenant under any of the leases, any 4 4595116.vt FILED: MONTGOMERY COUNTY CLERK 09/19/2022 01:56 PM INDEX NO. EF2022-477 NYSCEF DOC. NO. 14 RECEIVED NYSCEF: 09/19/2022 exercise any right of recapture provided in any or the leases or other agreements, or occupancy modify or in any way alterthe terms of any lease or other occupancy agreement or future lease or future occupancy agreement without Assignee's prior written consent which be granted or may withheld in Assignee's sole and absolute discretion provided, however, that forso long as no Event of Default shallexist under any of the Loan Docupients, Assignor shall have the rightto enter into residential leases and commercial leases in accordance with the terms set forth in paragraph 7 of the Consolidated Mortgage; "B" 9. The Assignor represents and warrants that annexed hereto as Exhibit is a true and compete schedule of all leases, subleases and other occupancy agreements currently existing at the Property. 10. Nothing herein contained shall be construed as constituting the Assignee a possession" "mortgagee in in the absence of the taking of actual possession of the Property by the Assignee pursuant to the provisions hereinafter contained. In the exercise of the powers herein granted the Assignee, no liability shall be asserted or enforced against the Assignee, all such liability being expressly waived and released by the Assignor. 11. In any case in whicli the Assignee has a right to declare the indebtedness secured hereby due and payable, either before or after said indebtedness is declared due, forthwith upon demand of the Assignee, the Assignor agrees to surrender to the Assignee and the Assignee shall be entitled to take actual possession ofthe Property or any partthereof, personally, or by itsagents or attorneys, and the Assignee in its discretion may, with or without force, and with or without process of law, enter upon and take and maintain possession of allor any part of the Property, together with allthe documents, books, records, papers and accounts of the Assignor or the then owner of the Property relating thereto, and may exclude the Assignor, the agents or servants of the Assignor, wholly therefrom and may as attomey-in-fact or agent of the Assignor or in its own name as holder and under the powers herein granted, hold, operate, manage and control the Property and conduct the business, ifany, thereof either personally or by itsagents, with fullpower to use such measures, legal or equitable, as in itsdiscretion or in the discretion of itssuccessors or assigns may be deemed proper or necessary to enforce the payment or security of the avails, rents, issues and profits of the Property, including actions for the recovery of rent, actions in forcible detainer and actions indistress for rent, hereby granting full power and authority to exercise each and every one of the rights,privileges and powers herein granted at any and alltimes hereafter, without notice to the Assignor, and with fullpower to cancel or terminate any lease or sublease for any cause or on any ground which would entitle the Assignee to cancel the same, to elect to disaffirm any lease or sublease made subsequent to this Assignment, to make allnecessary or proper repairs, decorating, renewals, replacements, alterations, additions, betterments and improvements to the Property that may seem judicious, in itsdiscretion, insure and re-insure the same for all risks incidental to Assignee's possession, operation and management thereof and to receive allsuch avails, rents,issues and profits. 12. The Assignee shall not be obligated to perform or discharge, nor does ithereby undertake to perform or discharge, any obligation, duty or liabilityunder any of the.leasesor other 4595116.vt FILED: MONTGOMERY COUNTY CLERK 09/19/2022 01:56 PM INDEX NO. EF2022-477 NYSCEF DOC. NO. 14 RECEIVED NYSCEF: 09/19/2022 occupancy agreements relating to the Property, and the Assignor shall and does hereby agree to indemnify and hold the Assignee harmless of and from any and all liability,loss ordamage which itmay or might incur under any of the leases or under or by reason of the assignment thereof and of and from any and allclaims and demands whatsoever which may be asserted against itby reason of any alleged obligations or undertakings on itspart to perform or discharge any of the tenus, covenants or agreements contained in any of the leases. Should the Assignee incur any such liability,loss or damage, under any of the leases or under or by reason of the assignment thereof, or in the defense of any claims or demands the Assignor agrees to reimburse the Assignee for the amount thereof, immediately upon demand. 13. The Assignee in the exercise of the rights and powers conferred upon it by this Assignment shall have full power to use and apply the avails, rents, issues and profitsof the Property to the payment of or on account of the following, in such order as the Assignee may determine: 1. To the payment of any of the above described indebtedness or any renewal, extension or rearrangement thereof; 2. To the payment of alloperating expenses of the Property, including, but not limited to, the cost of management and leasing. thereof (which shall include reasonable compensation to the Assignee and its agent or agents, if management be delegated to an agent or agents, and it shall also include lease commissions and other compensation and expenses of seeking and procuring tenants and entering into leases), utilities and repairs to the Property; 3. To thepayment of insurance, taxes and specialassessments now due or which may hereafter become due on the Property. 14. The Assignor does further specifically authorize and instructeach and every present and future lessee or tenant of the whole or any part of the Property to pay all unpaid rentals agreed upon in any tenancy to the Assignee upon receipt of demand from the Assignee to so pay the same. 15. Itis understood and agreed that the provisions set forth in thisAssignment shallbe deemed as a special remedy given to the Assignee, and shall not be deemed exclusive of any of the remedies which the Assignee would otherwise have, but shall be cumulative with any such remedies. "Assignor" 16. Whenever the word is mentioned herein, itis hereby understood that the same includes and shall be upon the heirs, executors, administrators, successors and binding assigns successors consolidation) of theAssignor as the case may be, and any party (including by or partiesholding titletothe Property by, through or under the Assignor. All of therights, powers, privileges and immunities herein granted assigned to the Assignee shall also inure to itssuccessors and assigns, including allholders, from time to time, of the Note. 6 4595116.vi FILED: MONTGOMERY COUNTY CLERK 09/19/2022 01:56 PM INDEX NO. EF2022-477 NYSCEF DOC. NO. 14 RECEIVED NYSCEF: 09/19/2022 17. Itis expressly understood thatno judgment or decree which be entered on may any debt secured hereby shall operate to abiogate or lessen the effect of this but that the instrument, same shall continue in full force and effect until the payment and discharge of and all any indebtedness secured hereby, in whatever form the said indebtedness may be shall have been paid in fulland allbillsincurred by virtue of the authority herein contained have been paid out of fully the rents,issues and profits of the Property, or by the Assignor, or untilsuch time as thisinstrument may be voluntarily released. The rights granted hereunder shall inure to the benefit of and be binding upon the respective heirs, executors, administrators, successors and assigns of the Assignor and the Assignee. 18. In the event any lessee under any of the leases should be the subject of any proceeding under the United States Bankruptcy Code or any other federal, state, or local statute which provides for the possible termination or rejection of any of the leases assigned hereby, Assignor covenants and agrees that ifany of the leases are so rejected, no settlement for damages shall be made without the prior written consent of the Assignee, and any check in payment of damages for rejection ofany ofthe leases willbe made payable both to the Assignor and Assignee. Assignor hereby assigns any such payment to Assignee and further covenants and agrees that upon the request of Assignee itwill duly endorse to the order of Assignee any such check, the proceeds of which will be applied to whatever portion of the indebtedness secured by this Agreement Assignee may elect. 19. This Assignment shall be governed and construed in accordance with the laws of the State of New York. [SIGNATURE PAGE FOLLOWS] 7 4595116.v1 FILED: MONTGOMERY COUNTY CLERK 09/19/2022 01:56 PM INDEX NO. EF2022-477 NYSCEF DOC. NO. 14 RECEIVED NYSCEF: 09/19/2022 . [SIGNATURE PAGE TO ASSIGNMENT OF LEASES AND RENTS) EXECUTED and DELIVERED on this day of October, 2020. Robinhood Properties L.L.C. By: Cor Holdings, LLC, sole member By: Name: Carl Orsini Title: Member/Manager Little Falls Garden Apartments LLC By: Cor Holdings, LLC, sole member By: Name: Carl Orsini Title: Member/Manager Brookview Town Houses LLC By: Cor Holdings, LLC, sole member By: Name: Carl Orsini Title: Member/Manager STATE OF NEW YORK ) )SS COUNTY OF NASSAU ) On the( by of October in theyear 2020 before me, the undersigned, personally appeared Carl Orsini, personally known to me or proved to me on the basis of satisfactory evidence to be the individual(s) whose name(s) is (are) subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their capacity(ies), and that by his/her/their signature(s) on the instrument, the individua!(s), or the person upon behalf of which the individual(s) acted, executed the instrument. No Public 4595116.vi SCiriA. UCKSTEIN Notary rGt:\ic.Siste of Nav vo Qualifiedin Oncr..iagaCo..No.02il4 CommissionExinfesAugust 31, FILED: MONTGOMERY COUNTY CLERK 09/19/2022 01:56 PM INDEX NO. EF2022-477 NYSCEF DOC. NO. 14 RECEIVED NYSCEF: 09/19/2022 Schedule A Description Parcel A - 759 East Monroe Street, LittleFalls, NY All that certain lot,piece or parcel of land situate, and in the of Little lying being City Falls, County of Herkimer, State of New York and being more accurately bounded and described as follows: Beginning at a point in thenortheasterly line of New York State Route #170 (a.k.a. East Monroe Street Extension) asper Acquisition mapping dated October 20, 1986 and at the being northwesterly corner of lands of Van Allen Realty Co., LLC said point also being the southerly most corner of the here-in described parcel; thence from the said point or place of and beginning following along the northeasterly line of New York State Route #170 as per Acquisition mapping the following (3) courses and distances: 1) North 34 degrees 23 minutes 27 seconds West 138.00 feet to a point, 2)North 24 degrees 08 minutes 39 seconds West 152.24 feet to a point, 3) North 02 degrees 02 minutes 59 seconds East 48.56 to a point; thence along the linebetween the City of LittleFalls and the Town of Manheim on the north and being the lands ofNesom and following along or near old barbed wire fence remains, South 85 degrees 05 minutes 40 seconds East 349.74 feetto an iron pin found, said pin being tiedNorth 85 degrees 05 minutes 40 seconds West 538.30 feet from an iron pin found on the westerly side of Burrell Road; thence along the line of lands of Van Allen Realty Co, LLC the following (2) courses and distances: 1) South 27 degrees 54 minutes 41 seconds West 230.81 feet to a point, 2) South 56 degrees 30 minutes 11 seconds West 122.24 feet to the point or place of beginning. Parcel B -97 Mettowee Street, Granville, NY All thatcertain lot, piece or parcel of land situate,lying and being in the Village of Granville, Town of Granville, State of New York and being more accurately bounded and described as follows: Beginning at a buried iron pin found in the southerly lineof Mettowee Street at the northwest corner of lands of the Village of Granville as described in d1.509 pg.13 and being tied, North 35 degrees 31 minutes 20 seconds West 324.38 feet from the former corner of lands of Berkowitz and also being the northeasterly most corner of the here-in described parcel; thence from the said point or place of beginning and following along the lineof lands of the Village of Granville, South 39 degrees 29 minutes 47 seconds West 200.00 feet to an iron pin found; thence still along the line of lands of the Village of Granville, North 63 degrees 42 minutes 00 seconds West 200.00 feet to an iron pin found on the easterly shore of the Indian River", thence in a northerly direction along the easterly shore of the Indian River to a point in the southerly line of Mettowee Street said point being tied,North 24 degrees 09 minutes 50 seconds East 265.00 feet from the last mentioned iron pin found; thence along the southerly line of Mettowee Street the following G) courses and distances: 1)along a curve to the lefthavin8 a radius of t69.42 feet for an are distance of 87.26 feet to a point, 2) South 53 degrees 07 minutes 10 seconds East 145.01 feet to a point, 3) along a curve to the right having a radius of 595.44 feet for an arc distance of35.62 feet to the point or place ofbeginning. FILED: MONTGOMERY COUNTY CLERK 09/19/2022 01:56 PM INDEX NO. EF2022-477 NYSCEF DOC. NO. 14 RECEIVED NYSCEF: 09/19/2022 Parcel C - 60 East Main NY Street,Fonda, All that certain lot,piece or parcel of land situate, lying and being in the Village of Fonda, of State of New York and more accurately bounded and described as County Montgomery, being follows: at a point in the line of New York State Route # 5 (a.k.a. East Main Street) Beginning southerly at the corner of lands of Geloso as described in Deed Liber 404 Page 802 and being northeasterly also the most corner of the here-in described parcel; thence from the said being northwesterly point or place of and following along the southerly line ofNew York State Route #5, beginning 00 minutes 00 seconds East 285.00 feetto a point; thence along the line of South 88 degrees d1.708 South 02 degrees 28 minutes 05 seconds West lands of Hanson as described in pg.15, the rusted remains of an old pipe found; thence along the lands of 211.43 feet to a point being North 86 degrees 25 minutes 24 seconds West 285.04 feet to a New York Central Line, Inc., Geloso before mentioned, North 02 degrees 28 minutes 05 point; thence along the lineof seconds East 203.59 feet to the point or place of beginning. FILED: MONTGOMERY COUNTY CLERK 09/19/2022 01:56 PM INDEX NO. EF2022-477 NYSCEF DOC. NO. 14 RECEIVED NYSCEF: 09/19/2022