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DOCKET NO. HHD-CV23-6164067S : SUPERIOR COURT
:
FEDERAL NATIONAL MORTGAGE ASSOCIATION : JUDICIAL DISTRICT
: OF HARTFORD/NEW BRITAIN
V. : AT HARTFORD
:
GILLETT MARSHALL LLC, ABRAHAM DEUTSCH, :
AND GILLETT/MARSHAL CONDOMINIUMS :
ASSOCIATION, INC. : AUGUST 29, 2023
MOTION FOR THE APPOINTMENT OF RECEIVER OF RENTS
The plaintiff, Federal National Mortgage Association ("Fannie Mae"), by its attorneys, hereby
moves for the appointment of a receiver of rents in connection with this foreclosure action. As set
forth herein, there is ample support under the subject mortgage and related loan documents for the
appointment of a receiver of rents in this matter under newly applicable Connecticut law (Uniform
Commercial Real Estate Receiver Act, Conn. Gen. Stat. Section 52-619, et seq.) The exigent
circumstances in this matter -- involving a massive fraud scheme and deceptive conduct perpetuated
by representatives of the borrower/property owner upon Fannie Mae (and its predecessor in interest)
in connection with the mortgage loan at issue – also support the appointment of a receiver.
In support of this Motion, Fannie Mae respectfully states as follows:
1. By this action, Fannie Mae (as assignee of CBRE Multifamily Capital, Inc. (“CBRE”))
seeks a judgment of foreclosure as to a certain Open-End Multifamily Mortgage, Assignment of
Leases and Rents, Security Agreement and Fixture Filing dated as of February 28, 2019 (the
“Mortgage”), which grants to Fannie Mae, among other things, a mortgage on multiple condominium
units with related property rights located at 17 Marshall Street and 50 Gillett Street, Hartford, CT (the
ORAL ARGUMENT IS REQUESTED
TESTIMONY IS NOT REQUIRED
“GM Properties”). The GM Properties are comprised of fifty-two (52) condominium units with
related property rights.
2. The GM Properties are owned by defendant Gillett Marshall LLC (“GM LLC” or
“Borrower”), a single-asset Connecticut limited liability company with Abraham Deutsch as its sole
member/principal. The Mortgage secures a certain Multifamily Note executed and delivered by GM
LLC dated as of February 28, 2019 in the original principal amount of $3,206,000.00 (the "Note").
Copies of the Note and Mortgage, together with Multifamily Loan and Security Agreement By and
Between GM LLC and CBRE dated as of February 28, 2019 (the “Loan/Security Agreement”), are
attached hereto as Exhibits A, B and C, respectively. The Note, Mortgage, Loan/Security Agreement
and all related loan documents that memorialize the $3,206,000.00 loan to GM LLC (the “GM Loan”)
are sometimes hereinafter collectively referred to as the “GM Loan Documents.” CBRE assigned the
GM Loan Documents to Fannie Mae, which is the owner and holder thereof.
The GM Loan Documents Provide for Appointment of a Receiver
3. The Mortgage provides that upon an event of default thereunder, Fannie Mae has the
express right to seek the appointment of a receiver of rents for the Property and GM LLC
consents to such appointment. Specifically, the Mortgage states, inter alia, as follows:
If an Event of Default has occurred and is continuing, and regardless of the adequacy of
Lender's security or Borrower's solvency, and without the necessity of giving prior notice (oral or
written) to Borrower, Lender may apply to any court having jurisdiction for the appointment of a
receiver for the Mortgaged Property…. lf Lender elects to seek the appointment of a receiver for
the Mortgaged Property at any time after an Event of Default has occurred and is continuing,
Borrower, by its execution of this Security Instrument, expressly consents to the appointment of
such receiver, including the appointment of a receiver ex parte, if permitted by applicable law.
Borrower consents to shortened time consideration of a motion to appoint a receiver.
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(Mortgage at Page 8).
4. As part of the consideration for the subject loan, GM LLC absolutely and
unconditionally assigned and transferred to Fannie Mae under the Mortgage all “Leases” and
“Rents” of the GM Property. The definition of “Leases” under the Mortgage is “all present and
future leases, subleases, licenses, concessions or grants or other possessory interests now or hereafter
in force, whether oral or written, covering or affecting the mortgage property, or any portion of the
mortgaged property….” (Mortgage at Page 3.) “Rents” under the Mortgage are defined as “all
rents (whether from residential or non-residential space), revenues and other income from the
Land or the Improvements, including subsidy payments received from any sources, including
payments under any ‘Housing Assistance Payments Contract’ or other rental subsidy agreement
(if any), parking fees, laundry and vending machine income and fees and charges for food, health
care and other services provided at the Mortgaged Property, whether now due, past due, or to
become due, and tenant security deposits.” (Mortgage at Page 5.)
Fraud in Inception of 24 Mortgage Loans
5. In 2022, Fannie Mae was notified of criminal cases pending against Jacob Deutsch (“J.
Deutsch”) and Aron Deutsch (“A. Deutsch”), brothers of Abraham Deutsch, who were charged with
conspiracy and fraud in the application process for twenty-four (24) loans (collectively, the
“Fraudulent Loans”) in the aggregate amount of $47,679,000.00 secured by mortgages on various
apartment buildings and condominium units located in Hartford, Connecticut. With the exception of
certain properties recently sold, these properties, including the GM Property, are owned by Abraham
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Deutsch (and/or limited liability companies controlled by Abraham Deutsch, the “Deutsch LLCs”)
and were managed at relevant times by B H Property Management, LLC ("BHPM"). Upon
information and belief, BHPM is a Connecticut limited liability company also owned by Abraham
Deutsch and now (or formerly) operated by J. Deutsch and A. Deutsch. Six of the Fraudulent Loans,
in the aggregate principal amount of $15,066,000.00 (collectively, the “Fannie Mae Loans”), were
made by CBRE and assigned to Fannie Mae, including the GM Loan.
6. J. Deutch and A. Deutsch have submitted guilty plea agreements in their respective
criminal actions concerning the Fraudulent Loans, pending before the United States District Court for
the District of Connecticut as United States of America v. Jacob Deutsch (3:22-cr-00139-OAW) and
United States of America v. Aaron Deutsch (3:22-cr-00106-OAW). Copies of the J. Deutsch Plea
Agreement and the A. Deutsch Plea Agreement are attached hereto as Exhibits D and E, respectively.
The J. Deutsch Plea Agreement summarizes J. Deutsch’s criminal conduct in perpetuating a scheme
to defraud CBRE and Fannie Mae, among other parties, with respect to the making of the Fraudulent
Loans, as follows:
Beginning in or around September 2016 and continuing through in or about May
2021, the defendant, JACOB DEUTSCH, in the District of Connecticut and elsewhere, with
the specific intent to defraud, conspired with others to devise and knowingly participate in a
scheme to defraud financial institutions, including CBRE Capital Markets, Inc. ("CBRE"),
Greystone Servicing Company, LLC ("Greystone"), Sachem Capital Corp. ("Sachem"), and
BSPRT CMBS Finance, LLC ("Benefit Street") (collectively, the "victim financial
institutions"), and to obtain money and property from financial institutions by means of false
and fraudulent pretenses, representations, and promises, and to use the mail and wire
communications in interstate commerce in furtherance of that scheme.
In furtherance of the scheme and conspiracy, JACOB DEUTSCH and his co-
conspirators provided false information to (a) the victim financial institutions, (b)
government-sponsored enterprises Federal Home Loan Mortgage Company ("Freddie Mac")
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and the Federal National Mortgage Association ("Fannie Mae"), and ( c) the United States
Department of Housing and Urban Development ("HUD"), in connection with loans issued
by the victim financial institutions and secured by various multifamily housing properties
managed by BHPM. The false information overstated the value of multifamily housing
properties managed by BHPM and induced the victim financial institutions to issue loans that
they otherwise would not have issued on the requested terms, or for amounts larger than they
would have authorized had they been provided with truthful information. In addition, the
false information induced Freddie Mac and Fannie Mae to purchase the resulting loans from
the victim financial institutions, and induced HUD to issue a mortgage insurance
commitment to a victim financial institution.
J. Deutsch Plea Agreement at P. 11.
7. The J. Deutsch Plea Agreement provides the following additional detailed information as to
how Fannie Mae, CBRE and the other victim financial institutions were defrauded in the making of
the Fraudulent Loans:
JACOB DEUTSCH, his co-conspirators, and others employed various mechanisms to
mislead victim financial institutions regarding the properties' occupancy, an important
metric that appraisers and financial institutions use to value multifamily properties. For
example, JACOB DEUTSCH:
(1) provided false rent rolls to the victim financial institutions and appraisers by e-mail on
numerous dates, which either overstated the number of renters in a property by listing
fictitious renters or others not actually living there (including by listing BHPM
employees, without their knowledge), and/or falsely inflated the amount of rent paid by
occupants;
(2) deceived inspectors into believing that unoccupied apartments were, in fact, occupied,
including by staging the apartments with furniture and requiring BHPM employees to
wait in the unoccupied apartments during inspections and to falsely tell inspectors they
lived there;
(3) instructed BHPM employees to lie to inspectors if asked whether there were
vacancies in multifamily housing properties that BHPM had falsely represented as 100%
occupied;
( 4) e-mailed a victim financial institution doctored electric bills in the names of fake
tenants listed on false rent rolls;
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(5) e-mailed a victim financial institution doctored gas bills in the names of fake tenants
listed on the false rent rolls;
(6) e-mailed victim financial institutions falsified leases in the names of fake tenants
listed on the false rent rolls;
(7) e-mailed a victim financial institution pictures of envelopes purporting to constitute
mail received by the fake tenants listed on the false rent rolls;
(8) e-mailed a victim financial institution a picture of a doctored invoice purporting to
reflect that a fake tenant had purchased furniture seen in a staged apartment by inspectors
during an inspection;
(9) e-mailed a victim financial institution pictures of money orders purporting to reflect
rent payments from fake tenants on falsified rent rolls as proof of payment of rent, when
in fact the money orders had been purchased by BHPM employees at the direction of
Aron Deutsch, or by Aron Deutsch;
(10) e-mailed a victim financial institution pictures of checks purporting to reflect rent
payments from fake tenants on falsified rent rolls as proof of payment of rent, when in
fact the checks had been purchased by Aron Deutsch; and
(11) e-mailed a victim financial institution pictures of stamped envelopes in which the
money orders and checks purportedly had been sent to the BHPM offices by fake tenants
on falsified rent rolls when, in fact, the envelopes had been filled out and mailed by
BHPM employees.
JACOB DEUTSCH, his co-conspirators, and others also employed various
mechanisms to mislead financial institutions regarding the properties' value in ways other
than by manipulating the occupancy rate. For example, JACOB DEUTSCH:
(1) provided the victim financial institutions false and inflated income statements and
financials for the properties;
(2) e-mailed victim financial institutions doctored bank statements purporting to reflect
greater operating income for the properties (and more liquidity of the alleged sponsor);
(3) e-mailed victim financial institutions doctored HUD-1 settlement statements, doctored
or forged purchase and sale agreements, and other documents to overstate the purchase
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price of various multifamily housing properties when, in fact, the properties had been
purchased for lower purchase prices;
(4) provided victim financial institutions doctored and/or newly created invoices
purporting to reflect capital improvements made to various multifamily housing
properties when, in fact, the improvements had not been made, had not been performed
by the listed companies or individuals, and/or the costs had been grossly overstated; and
(5) provided victim financial institutions doctored checks purporting to substantiate the
purported capital improvements made to various multifamily housing properties when, in
fact, the improvements had not been made, had not been performed by the listed
companies or individuals, and/or the costs had been grossly overstated.
J. Deutsch Plea Agreement at P. 11-13
8. The A. Deutsch Plea Agreement contains similar admissions by A. Deutsch concerning the
fraudulent loan scheme:
ARON DEUTSCH, his co-conspirators, and others employed various mechanisms
to mislead financial institutions regarding the properties’ occupancy, an important metric
that appraisers and financial institutions use to value multifamily properties. For example,
ARON DEUTSCH worked with [J. Deutsch] and directed BHPM employees to create
false rent rolls which (a) overstated the number of renters in a property by listing fictious
renters or others not actually living there (including by listing BHPM employees, without
their knowledge), and/or (b) falsely inflated the amount of rent paid by occupants. ARON
DEUTSCH knew [J. Deutsch] would send those false rent rolls to the victim financial
institutions and appraisers. ARON DEUTSCH also worked with [J. Deutsch] and
directed BHPM employees to deceive inspectors into believing that unoccupied
apartments were, in fact, occupied, including by staging the apartments with furniture,
requiring BHPM employees to wait in the unoccupied apartments during inspections and
to falsely tell inspectors the employees lived there, and requiring BHPM employees to
bring their own clothes into various apartments to make them look ARON DEUTSCH
caused a BHPM employee to purchase money orders, purchased money orders himself,
and purchased checks himself, that purported to reflect rent payments from fake tenants
on falsified rent rolls as proof of payment of rent. ARON DEUTSCH knew [J. Deutsch]
would e-mail photographs of those checks and money orders to a victim financial
institution.
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A. Deutsch Plea Agreement at P. 11-12.1
The GM Loan Documents are in Default
9. Section 14.0l(a)(5) of the Loan/Security Agreement provides that an automatic event of
default shall occur thereunder upon, among other things, the “fraud, gross negligence, willful
misconduct, or material misrepresentation or material omission by or on behalf of Borrower,
Guarantor, or Key Principal or any of their officers, directors, trustees, partners, members, or
managers in connection with: (A) the application for, or creation of, the Indebtedness; [or] (B) any
financial statement, rent roll, or other report or information provided to Lender during the term of the
Mortgage Term….”
10. Due to the admitted acts of fraud, gross negligence, willful misconduct, material
misrepresentations and material omissions of J. Deutsch and A. Deutsch (as fully described in
the J. Deutsch Plea Agreement and the A. Deutsch Plea Agreement), committed on behalf of
Abraham Deutsch and the Deutsch LLCs to fraudulently obtain the Fannie Mae Loans (including
the GM Loan), an automatic event of default occurred under the Mortgage and other GM Loan
Documents. As a result, Fannie Mae accelerated and declared all amounts due, payable or
outstanding under the GM Loan Documents to be immediately due and payable.
11. As of March 22, 2023, the aggregate amount of $3,372,302.48 (exclusive of
attorneys’ fees and costs) was due and owing to Plaintiff from Borrower under or in connection
with the GM Loan Documents. Interest continues to accrue under the terms of the GM Loan
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J. Deutsch and A. Deutsch are scheduled to be sentenced in their respective cases on November 7,
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Documents as set forth therein, and Plaintiff will continue to incur legal fees and expenses in
connection with this action.
Connecticut Law Supports the Appointment of a Receiver of Rents
12. As of July 1, 2023, a new legal framework controlling the appointment of receivers
went into effect. The governing law in Connecticut for the appointment of a receiver in this case
is now the Uniform Commercial Real Estate Receiver Act, Conn. Gen. Stat. Section 52-619, et
seq. (“UCRERA”). The UCRERA was drafted in 2015 by the National Conference of
Commissioners on Uniform State Laws, which also developed the Uniform Commercial Code.
The intent behind the UCRERA has been aptly summarized by the Connecticut Bar Association
Real Property Section (in a position statement in support of Connecticut’s enactment of the
UCRERA) as follows:
Receivership is an equitable remedy allowing a court to oversee the orderly
management and disposition of property subject to a lawsuit. Although the remedy is not
new, there is no standard set of receivership rules and the courts of different states have
applied widely varying standards. This Uniform Commercial Real Estate Receivership
Act applies to receiverships involving commercial real estate, and provides a standard set
of rules for courts to apply. It will result in greater predictability for litigants, lenders, and
other parties doing business with a company subject to receivership.
13. Section 52-624(b) of the UCRERA governs the appointment of a receiver in this
case, as follows:
(b) In connection with the foreclosure or other enforcement of a mortgage, a mortgagee is
entitled to appointment of a receiver for the mortgaged property if:
2023.
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(1) Appointment is necessary to protect the property from waste, loss, transfer,
dissipation or impairment;
(2) The mortgagor agreed in a signed record to appointment of a receiver on default;
(3) The owner agreed, after default and in a signed record, to appointment of a receiver;
(4) The property and any other collateral held by the mortgagee are not sufficient to
satisfy the secured obligation;
(5) The owner fails to turn over to the mortgagee proceeds or rents the mortgagee was
entitled to collect; or
(6) The holder of a subordinate lien obtains appointment of a receiver for the property.
Conn. Gen. Stat. Sec. 52-624(b) (emphasis added).
14. In contrast to prior Connecticut law governing receiverships in foreclosure actions
(which ordinarily required proof of a likely deficiency judgment and ongoing waste or
dissipation of the subject property), the UCRERA provides that a mortgagee is automatically
entitled to the appointment of a receiver in a foreclosure action upon a showing that “[t]he
mortgagor agreed in a signed record to appointment of a receiver on default.” In the instant case,
since (i) the Mortgage expressly provides that Fannie Mae has the right to seek the appointment
of a receiver of rents for the Property upon an event of default thereunder, and that Borrower
consents to such appointment, and (ii) a default has undisputedly occurred under the Mortgage,
Fannie Mae is entitled to the appointment of a receiver of rents as a matter of law pursuant to the
UCRERA.
15. Fannie Mae further believes that due to the unusual circumstances of this case – creating a
highly uncertain collateral position for Fannie Mae - appointment of a receiver is necessary to protect
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the Property from potential dissipation or impairment (within the meaning of the UCRERA). The J.
Deutsch Plea Agreement and A. Deutsch Plea Agreement confirm that CBRE (and Fannie Mae) were
intentionally provided with, inter alia, false/forged rent rolls, financial statements, utility bills, bank
statements, HUD-1 documents, leases, income statements, etc. beginning with the loan origination
process, such that Fannie Mae cannot rely with any certainty on any documentation or information
that has been provided by GM LLC or its representatives in connection with the GM Loan or the GM
Properties. The sheer magnitude of the fraud perpetrated on CBRE, Fannie Mae and the other
financial victims, resulting in Fraudulent Loans totaling $48,679,000.00, supports the assumption that
the GM Properties and other involved properties were components of an extensive pyramid scheme
that had the potential of resulting in significant losses to Fannie Mae and the other lenders. A receiver
of rents must be appointed to gather truthful and reliable information concerning the GM Properties,
and to ensure that the rents of the GM Properties are applied towards maintenance, property taxes,
utilities and insurance obligations.
Receivership Sought Herein
16. By virtue of the foregoing, Fannie Mae respectfully moves that an order be entered
by this Court appointing a receiver of rents as to the GM Properties, and allowing such receiver the
following rights and powers:
(a) Enter upon, take possession of and operate the GM Properties by (i) collecting
any and all rents, issues and profits of any kind whatsoever as well as any and all fees,
charges, accounts, revenues, income, royalties, benefits or other payments or amounts of any
kind whatsoever for the use, occupancy or leasing of the GM Properties or any portion
thereof (hereinafter being referred to collectively as the "Rents"), (ii) enforcing the rights of
GM LLC, or any other applicable person, under or in connection with any leases, licenses or
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other agreements of any kind whatsoever, including, without limitation, bringing, prosecuting,
defending, or settling legal proceedings against any parties occupying, using or leasing the
GM properties or any portion thereof, and (iii) taking any and all actions of any kind
whatsoever necessary or required to operate and maintain the GM Properties (or any portion
thereof);
(b) Take possession of and, if applicable, operate any and all personal property of
any kind whatsoever of GM LLC located in or about the GM Properties and/or used in the
operation of such GM Properties and/or the business located or operated at or upon such GM
Properties (or any portion thereof), including, without limitation, all building materials and
inventory, furniture, furnishings, fixtures, equipment, parts and appliances of any kind
whatsoever now located or placed in, upon or adjacent to the GM Properties, together with all
other personal property of every kind and description which may be annexed to, incorporated
or used in or upon the GM Properties (or any portion thereof), all products and all proceeds of
the GM Properties (or any portion thereof) as well as the proceeds of insurance thereof
(collectively, the "Personal Property");
(c) Lease, license or otherwise enter into contracts or agreements for the use,
occupancy or leasing of all or any portion of the GM Properties that currently is or in the
future may become vacant and/or available for use, occupancy or leasing, including, without
limitation, in connection with the business located or operated at or upon such GM Properties
(or any portion thereof);
(d) Apply and/or disburse the Rents received hereunder for the operation,
maintenance, repair and upkeep of the GM Properties (as well as any Personal Property) and
for the payment of all costs and expenses of any kind whatsoever incurred in connection
therewith or related thereto, including, but not limited to, the payment of all past due and
ongoing real or personal property taxes, assessments, water charges, sewer use charges, or
other governmental charges of any kind whatsoever levied against, or due, owing, payable or
outstanding in connection with, the GM Properties, utilities, insurance premiums, costs and
expenses with respect to any litigation affecting the GM Properties (or any portion thereof) or
the Rents, maintain and dispose of any security deposits received with respect to the GM
Properties (or any portion thereof) in accordance with law, and pay monthly debt service on,
or in connection with, the Mortgage;
(e) In the event the Receiver determines that it is necessary or applicable to do so,
to vacate and/or close the GM Properties (or any portion thereof) and to take any and all
action of any kind whatsoever in connection therewith, including, without limitation,
inventorying the assets, the Personal Property and other personal property of any kind
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whatsoever, as well as any documents and books and records of any kind whatsoever relating
to said GM Properties (or any portion thereof);
(f) Take any other action of any kind whatsoever deemed necessary or
appropriate to protect the security of the GM Properties (or any portion thereof), including,
without limitation, changing locks on the buildings or any improvements located on or in
connection with such GM Properties (or any portion thereof); and
(g) Pursuant to Conn. Gen. Stat. Section 52-634, take any action deemed necessary or
appropriate to market and sell the GM Properties (in whole or in part), including the entry into
a contract for the engagement of a real estate broker and any agreements for the sale of the
GM Properties (in whole or in part), with any such sale being subject to further approval of the
Court.
17. Fannie Mae further respectfully requests that the firm of Trigild IVL, with a regional
office located at 24 Church Street, Montclair, New Jersey 07042, be appointed as the receiver
herein. Trigild IVL is a firm with offices across the United States that has handled over 2,000
receivership appointments for over 3,500 real estate/commercial properties since 1988.
WHEREFORE, Fannie Mae respectfully requests that this Court enter an order appointing
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Trigild IVL as receiver of rents for the GM Properties and allowing such receiver the rights and
powers as set forth herein.
THE PLAINTIFF,
FEDERAL NATIONAL MORTGAGE ASSOCIATION
By: ___________________________________
Jane W. Arnone
Connecticut Special Counsel for
Windels Marx Lane & Mittendorf, LLP
Its Attorneys
350 Bedford Street, Suite 201
Stamford, CT 06901
Juris No. 412149
Phone: (203) 324-9559
CERTIFICATION
I certify that a copy of the foregoing, the attached proposed order and proposed bond, were
mailed this date via first class mail, postage prepaid, to the following counsel of record:
Richard Weinstein, Esq.
Weinstein & Wisser, P.C.
29 South Main Street, Suite 207
West Hartford, CT 06107
Email: leslie@weinsteinwisser.com
s/Juris No. 306862
Jane W. Arnone
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DOCKET NO. HHD-CV23-6164067S : SUPERIOR COURT
:
FEDERAL NATIONAL MORTGAGE ASSOCIATION : JUDICIAL DISTRICT
: OF HARTFORD/NEW BRITAIN
V. : AT HARTFORD
:
GILLETT MARSHALL LLC, ABRAHAM DEUTSCH, :
AND GILLETT/MARSHAL CONDOMINIUMS :
ASSOCIATION, INC. :
ORDER
The foregoing Motion having been heard by the Court it is hereby ORDERED:
GRANTED/DENIED.
It is further ORDERED that Trigild IVL, be and is hereby appointed receiver of rents
(the "Receiver") as to the following real property units located at 17 Marshall Street/50 Gillett
Street, Hartford, CT:
Those certain real property units situated in the City of Hartford, County of Hartford and
State of Connecticut known as Unit Nos. 50 Gillett Street Al, A2, A3, A4, A5, A6, Bl, B2,
B3, B4, B5, B6, Cl, C2, C3, C4, C5, C6, DI, D2, D3, D4, D5, D6, LLI, LL2, LL3 and 17
Marshall Street Al, A2, A3, A4, A5, A6, Bl, B2, B3, B4, B5, B6, Cl, C2, C3, C4, CS, C6,
LLl, LL2, LL3, LL4, LL5, LL6, LL7 located in ROSE ESTATES AT
GILLETT/MARSHALL CONDOMINIUMS, together with an undivided interest each (for
an aggregate of 100%) in the Common Elements and Limited Common Elements,
(collectively, the "Property") and, upon the posting of a bond in the amount of
$_________________, the Receiver is authorized and empowered to:
1. Enter upon, take possession of and operate the Property by (i) collecting any and all
rents, issues and profits of any kind whatsoever as well as any and all fees, charges, accounts,
revenues, income, royalties, benefits or other payments or amounts of any kind whatsoever for the
use, occupancy or leasing of the Property or any portion thereof (collectively, the "Rents"), (ii)
enforcing the rights of the defendant, Gillett Marshall LLC (“Defendant”), or any other applicable
person, under or in connection with any leases, licenses or other agreements of any kind whatsoever,
including, without limitation, bringing, prosecuting, defending, or settling legal proceedings against
any parties occupying, using or leasing the Property or any portion thereof, and (iii) taking any and all
actions of any kind whatsoever necessary or required to operate and maintain the Property (or any
portion thereof) and/or the business located or operated at or upon such Property (or any portion
thereof);
2. Take possession of and, if applicable, operate any and all personal property of any
kind whatsoever of Defendant located in or about the Property and/or used in the operation of such
Property and/or the business located or operated at or upon such Property (or any portion thereof),
including, without limitation, all building materials and inventory, furniture, furnishings, fixtures,
equipment, parts and appliances of any kind whatsoever now located or placed in, upon or adjacent to
the Property, together with all other personal property of every kind and description which may be
annexed to, incorporated or used in or upon the Property (or any portion thereof), all products and all
proceeds of the Property (or any portion thereof) as well as the proceeds of insurance thereof
(collectively, the "Personal Property");
3. Lease, license or otherwise enter into contracts or agreements for the use, occupancy
or leasing of all or any portion of the Property that currently is or in the future may become vacant
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and/or available for use, occupancy or leasing, including, without limitation, in connection with the
business located or operated at or upon such Property (or any portion thereof);
4. Apply and/or disburse the Rents received hereunder for the operation, maintenance,
repair and upkeep of the Property (as well as any Personal Property) and the business located or
operated at or upon such Property and for the payment of all costs and expenses of any kind
whatsoever incurred in connection therewith or related thereto, including, but not limited to, the
payment of all past due and ongoing real or personal property taxes, assessments, water charges,
sewer use charges, or other governmental charges of any kind whatsoever levied against, or due,
owing, payable or outstanding in connection with, the Property, the Personal Property, utilities,
insurance premiums, costs and expenses with respect to any litigation affecting the Property (or any
portion thereof) or the Rents, maintain and dispose of any security deposits received with respect to
the Property (or any portion thereof) in accordance with law, and pay monthly debt service on, or in
connection with, the Mortgage (as such term is defined in the foregoing Motion);
5. In the event the Receiver determines that it is necessary or applicable to do so, to
vacate and/or close the Property (or any portion thereof) and to take any and all action of any kind
whatsoever in connection therewith, including, without limitation, inventorying the assets, the
Personal Property and other personal property of any kind whatsoever, as well as any documents and
books and records of any kind whatsoever relating to said Property (or any portion thereof);
6. Take any other action of any kind whatsoever deemed necessary or appropriate to
protect the security of the Property (or any portion thereof), including, without limitation, changing
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locks on the buildings or any improvements located on or in connection with such Property (or any
portion thereof); and
7. Pursuant to Conn. Gen. Stat. Section 52-634, take any action deemed necessary or
appropriate to market and sell the Property (in whole or in part), including the entry into a contract for
the engagement of a real estate broker and any agreements for the sale of the Property (in whole or in
part), with any such sale being subject to further approval of the Court.
It is further ORDERED, that Defendant (and its agents, including, without limitation, any
management company) immediately: (i) turn over to the Receiver and provide an accounting of all
Rents, security deposits, and other revenues, funds and payments of any kind whatsoever received by,
or on behalf of, Defendant under and in connection with the Property (or any portion thereof), the
Personal Property and/or the business located or operated at or upon such Property (or any portion
thereof); (ii) turn over to the Receiver and provide an accounting of all costs and expenses of any kind
whatsoever attributable to the Property (or any portion thereof) and/or the Personal Property; (iii)
deliver possession of any and all books and records of any kind whatsoever of Defendant or its agents
(including, without limitation, any management company) in connection with the management of the
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Property (or any portion thereof) to the Receiver; and (iv) promptly cooperate with the Receiver in the
discharge of its duties set forth herein.
Dated at Hartford, Connecticut this day of ______________, 2023.
BY THE COURT
____________________________
JUDGE/Clerk/Asst. Clerk
5
DOCKET NO. HHD-CV23-6164067S : SUPERIOR COURT
:
FEDERAL NATIONAL MORTGAGE ASSOCIATION : JUDICIAL DISTRICT
: OF HARTFORD/NEW BRITAIN
V. : AT HARTFORD
:
GILLETT MARSHALL LLC, ABRAHAM DEUTSCH, :
AND GILLETT/MARSHAL CONDOMINIUMS :
ASSOCIATION, INC. :
RECEIVER'S BOND
KNOW ALL MEN BY THESE PRESENTS:
That _________________________, having an address and place of business at
______________________________, as principal, and __________________________________, as
surety (hereinafter together referred to as "Obligors"), are held and firmly bound unto the plaintiff,
FEDERAL NATIONAL MORTGAGE ASSOCIATION, and the defendant Gillett Marshall LLC,
(hereinafter collectively referred to as "Obligees"), in the full sum of
__________________________________________ AND NO/100 DOLLARS
($_______________.00), to be paid to Obligees, their respective successors and assigns. Obligors
bind themselves, and their respective successors and assigns, jointly and severally by these presents to
make this payment.
The condition of this Bond is such that, whereas ________________________ has been
appointed by the Court in the above captioned action to be receiver of rents of certain real property
units and related property rights located in the City of Hartford, County of Hartford, and State of
Connecticut, commonly known as 17 Marshall Street and 50 Gillett Street, Hartford, CT.
NOW THEREFORE, if _________________________________ shall well and truly
perform his/her duties under such appointment, then this obligation shall be void, otherwise in full
force and effect.
Signed, sealed, and dated this ______ day of ________________, 2023.
Witnesses:
___________________________ _________________________________
___________________________ _________________________________
STATE OF CONNECTICUT )
) ss: _________________
COUNTY OF HARTFORD )
The foregoing instrument was acknowledged before me this ____ day of ______________,
2023 by ___________________________.
__________________________________
Notary Public
My Commission Expires:
STATE OF CONNECTICUT )
) ss: _________________
COUNTY OF NEW HARTFORD )
The foregoing instrument was acknowledged before me this ____ day of ______________,
2023 by ___________________________.
__________________________________
Notary Public
My Commission Expires:
2
EXHIBIT A
EXHIBIT B
EXHIBIT C
Prepared by, and after recording
return to:
D. Cabell Vest, Esquire
Troutman Sanders LLP VOL 7452 PG 119
P.O. Box 1122 03/0112019 11:00:03AM
Richmond, VA 23218 2oPages
MORTGAGE
nstr #2019-2041 John V. Sazzano, Hartford City
Cterk:RS
OPEN-END MULTIFAMILY MORTGAGE,
ASSIGNMENT OF LEASES AND RENTS,
SECURITY AGREEMENT
AND FIXTURE FILING
(CONNECTICUT)
THIS SECURITY INSTRUMENT IS NOT TO BE USED FOR AN OWNER-OCCUPIED
PROPERTY CONTAINING FEWER THAN FIVE (5) UNITS
Fannie Mae Multifamily Security Instrument Form 6025.CT
Connecticut 12-17 © 2017 Fannie Mae
Marshall 17 and Gillett 50
OPEN-END MULTIFAMILY MORTGAGE,
ASSIGNMENT OF LEASES AND RENTS,
SECURITY AGREEMENT
AND FIXTURE FILING
This OPEN-END MULTIFAMILY MORTGAGE, ASSIGNMENT OF LEASES AND
RENTS, SECURITY AGREEMENT AND FIXTURE FILING (as amended, restated, replaced,
supplemented, or otherwise modified from time to time, this “Security Instrument”) dated as of
the 28th day of February, 2019, is executed by GILLETT MARSHALL LLC, a limited liability
company organized and existing under the laws of Connecticut, as mortgagor (“Borrower”), to
and for the benefit of CBRE MULTIFAMILY CAPITAL, INC., a corporation organized and
existing under the laws of Delaware, as mortgagee (“Lender”).
Borrower, in consideration of (i) the loan in the original principal amount of
$3,206,000.00 (the “Mortgage Loan”) evidenced by that certain Multifamily Note dated as of
the date of this Security Instrument, executed by Borrower, made payable to the order of Lender
and maturing on March 1, 2029 (the “Maturity Date”), and which shall accrue interest (i) prior
to the occurrence of an Event of Default (as defined in this Security Instrument) at a per annum
rate of interest equal to four and fifty-nine one-hundredths percent (4.590%) (the “Interest
Rate”) and (ii) from and after the Maturity Date or upon the occurrence and during the
continuance of an Event of Default at a per annum rate of interest equal to the lesser of (a) the
sum of the Interest Rate plus four (4) percentage points; or (b) the maximum interest rate which
may be collected from Borrower under applicable law (the “Default Rate”) (as amended,
restated, replaced, supplemented, or otherwise modified from time to time, the “Note”), and
(ii) that certain Multifamily Loan and Security Agreement dated as of the date of this Security
Instrument, executed by and between Borrower and Lender (as amended, restated, replaced,
supplemented or otherwise modified from time to time, the “Loan Agreement”), and to secure
to Lender the repayment of the Indebtedness (as defined in this Security Instrument), and all
renewals, extensions and modifications thereof, and the performance of the covenants and
agreements of Borrower contained in the Loan Documents (as defmed in the Loan Agreement),
excluding the Environmental Indemnity Agreement (as defined in this Security Instrument),
irrevocably and unconditionally mortgages, grants, assigns, remises, releases, warrants and
conveys to and for the benefit of Lender, the Mortgaged Property (as defined in this Security
Instrument), including the real property located in Hartford County, State of Connecticut, and
described in Exhibit A attached to this Security Instrument and incorporated by reference (the
“Land”), to have and to hold such Mortgaged Property unto Lender and Lender’s successors and
assigns, forever; Borrower hereby releasing, relinquishing and waiving, to the fUllest extent
allowed by law, all rights and benefits, if any, under and by virtue of the homestead exemption
laws of the Property Jurisdiction (as defined in this Security Instrument), if applicable. This
Security Instrument also secures fUture advances pursuant to Conn. Gen. Stat. Section 49-2(c).
Borrower hereby waives, for itself or any of its assigns who assume this Security Instrument, any
right it may have under Conn. Gen. Stat. Section 49-2(c)(7), as amended, or otherwise, to
terminate Lender’s right to make option fUture advances, including advances by Lender pursuant
to this Security Instrument and any other Loan Documents.
Fannie Mae Multifamily Security Instrument Form 6025.CT Page 1
Connecticut 12-17 © 2017 Fannie Mae
Borrower represents and warrants that Borrower is lawfully seized of the Mortgaged
Property and has the right, power and authority to mortgage, grant, assign, remise, release,
warrant and convey the Mortgaged Property, and that the Mortgaged Property is not encumbered
by any Lien (as defined in this Security Instrument) other than Permitted Encumbrances (as
defined in this Security Instrument). Borrower covenants that Borrower will warrant and defend
the title to the Mortgaged Property against all claims and demands other than Permitted
Encumbrances.
Borrower and Lender, by its acceptance hereof, each covenants and agrees as follows:
1. Defined Terms.
Capitalized terms used and not specifically defined herein have the meanings given to
such terms in the Loan Agreement. All terms used and not specifically defined herein, but which
are otherwise defined by the UCC, shall have the meanings assigned to them by the UCC. The
following terms, when used in this Security Instrument, shall have the following meanings:
“Condemnation Action” means any action or proceeding, however characterized or named,
relating to any condemnation or other taking, or conveyance in lieu thereof, of all or any part of
the Mortgaged Property, whether direct or indirect.
“Enforcement Costs” means all expenses and costs, including reasonable attorneys’ fees and
expenses, fees and out-of-pocket expenses of expert witnesses and costs of investigation,
incurred by Lender as a result of any Event of Default under the Loan Agreement or in
connection with efforts to collect any amount due under the Loan Documents, or to enforce the
provisions of the Loan Agreement or any of the other Loan Documents, including those incurred
in post-judgment collection efforts and in any bankruptcy or insolvency proceeding (including
any action for relief from the automatic stay of any bankruptcy proceeding or Foreclosure Event)
or judicial or non-judicial foreclosure proceeding, to the extent permitted by law.
“Environmental Indemnity Agreement” means that certain Environmental Indemnity
Agreement dated as of the date of this Security Instrument, executed by Borrower to and for the
benefit of Lender, as the same may be amended, restated, replaced, supplemented, or otherwise
modified from time to time.
“Environmental Laws” has the meaning set forth in the Environmental Indemnity Agreement.
“Event of Default” has the meaning set forth in the Loan Agreement.
“Fixtures” means all Goods that are so attached or affixed to the Land or the Improvements as to
constitute a fixture under the laws of the Property Jurisdiction.
“Goods” means all of Borrower’s present and hereafter acquired right, title and interest in all goods
which are used now or in the future in connection with the ownership, management, or operation
of the Land or the Improvements or are located on the Land or in the Improvements, including
inventory; furniture; furnishings; machinery, equipment, engines, boilers, incinerators, and
installed building materials; systems and equipment for the purpose of supplying or distributing
heating, cooling, electricity, gas, water, air, or light; antennas, cable, wiring, and conduits used in
connection with radio, television, security, fire prevention, or fire detection, or otherwise used to
carry electronic signals; telephone systems and equipment; elevators and related machinery and
Fannie Mae Multifamily Security Instrument Form 6025.CT Page 2
Connecticut 12-17 © 2017 Fannie Mae
equipment; fire detection, prevention and extinguishing systems and apparatus; security and
access control systems and apparatus; plumbing systems; water heaters, ranges, stoves,
microwave ovens, refrigerators, dishwashers, garbag
Preview
DOCKET NO. HHD-CV23-6164067S : SUPERIOR COURT : FEDERAL NATIONAL MORTGAGE ASSOCIATION : JUDICIAL DISTRICT : OF HARTFORD/NEW BRITAIN V. : AT HARTFORD : GILLETT MARSHALL LLC, ABRAHAM DEUTSCH, : AND GILLETT/MARSHAL CONDOMINIUMS : ASSOCIATION, INC. : AUGUST 29, 2023 MOTION FOR THE APPOINTMENT OF RECEIVER OF RENTS The plaintiff, Federal National Mortgage Association ("Fannie Mae"), by its attorneys, hereby moves for the appointment of a receiver of rents in connection with this foreclosure action. As set forth herein, there is ample support under the subject mortgage and related loan documents for the appointment of a receiver of rents in this matter under newly applicable Connecticut law (Uniform Commercial Real Estate Receiver Act, Conn. Gen. Stat. Section 52-619, et seq.) The exigent circumstances in this matter -- involving a massive fraud scheme and deceptive conduct perpetuated by representatives of the borrower/property owner upon Fannie Mae (and its predecessor in interest) in connection with the mortgage loan at issue – also support the appointment of a receiver. In support of this Motion, Fannie Mae respectfully states as follows: 1. By this action, Fannie Mae (as assignee of CBRE Multifamily Capital, Inc. (“CBRE”)) seeks a judgment of foreclosure as to a certain Open-End Multifamily Mortgage, Assignment of Leases and Rents, Security Agreement and Fixture Filing dated as of February 28, 2019 (the “Mortgage”), which grants to Fannie Mae, among other things, a mortgage on multiple condominium units with related property rights located at 17 Marshall Street and 50 Gillett Street, Hartford, CT (the ORAL ARGUMENT IS REQUESTED TESTIMONY IS NOT REQUIRED “GM Properties”). The GM Properties are comprised of fifty-two (52) condominium units with related property rights. 2. The GM Properties are owned by defendant Gillett Marshall LLC (“GM LLC” or “Borrower”), a single-asset Connecticut limited liability company with Abraham Deutsch as its sole member/principal. The Mortgage secures a certain Multifamily Note executed and delivered by GM LLC dated as of February 28, 2019 in the original principal amount of $3,206,000.00 (the "Note"). Copies of the Note and Mortgage, together with Multifamily Loan and Security Agreement By and Between GM LLC and CBRE dated as of February 28, 2019 (the “Loan/Security Agreement”), are attached hereto as Exhibits A, B and C, respectively. The Note, Mortgage, Loan/Security Agreement and all related loan documents that memorialize the $3,206,000.00 loan to GM LLC (the “GM Loan”) are sometimes hereinafter collectively referred to as the “GM Loan Documents.” CBRE assigned the GM Loan Documents to Fannie Mae, which is the owner and holder thereof. The GM Loan Documents Provide for Appointment of a Receiver 3. The Mortgage provides that upon an event of default thereunder, Fannie Mae has the express right to seek the appointment of a receiver of rents for the Property and GM LLC consents to such appointment. Specifically, the Mortgage states, inter alia, as follows: If an Event of Default has occurred and is continuing, and regardless of the adequacy of Lender's security or Borrower's solvency, and without the necessity of giving prior notice (oral or written) to Borrower, Lender may apply to any court having jurisdiction for the appointment of a receiver for the Mortgaged Property…. lf Lender elects to seek the appointment of a receiver for the Mortgaged Property at any time after an Event of Default has occurred and is continuing, Borrower, by its execution of this Security Instrument, expressly consents to the appointment of such receiver, including the appointment of a receiver ex parte, if permitted by applicable law. Borrower consents to shortened time consideration of a motion to appoint a receiver. 2 (Mortgage at Page 8). 4. As part of the consideration for the subject loan, GM LLC absolutely and unconditionally assigned and transferred to Fannie Mae under the Mortgage all “Leases” and “Rents” of the GM Property. The definition of “Leases” under the Mortgage is “all present and future leases, subleases, licenses, concessions or grants or other possessory interests now or hereafter in force, whether oral or written, covering or affecting the mortgage property, or any portion of the mortgaged property….” (Mortgage at Page 3.) “Rents” under the Mortgage are defined as “all rents (whether from residential or non-residential space), revenues and other income from the Land or the Improvements, including subsidy payments received from any sources, including payments under any ‘Housing Assistance Payments Contract’ or other rental subsidy agreement (if any), parking fees, laundry and vending machine income and fees and charges for food, health care and other services provided at the Mortgaged Property, whether now due, past due, or to become due, and tenant security deposits.” (Mortgage at Page 5.) Fraud in Inception of 24 Mortgage Loans 5. In 2022, Fannie Mae was notified of criminal cases pending against Jacob Deutsch (“J. Deutsch”) and Aron Deutsch (“A. Deutsch”), brothers of Abraham Deutsch, who were charged with conspiracy and fraud in the application process for twenty-four (24) loans (collectively, the “Fraudulent Loans”) in the aggregate amount of $47,679,000.00 secured by mortgages on various apartment buildings and condominium units located in Hartford, Connecticut. With the exception of certain properties recently sold, these properties, including the GM Property, are owned by Abraham 3 Deutsch (and/or limited liability companies controlled by Abraham Deutsch, the “Deutsch LLCs”) and were managed at relevant times by B H Property Management, LLC ("BHPM"). Upon information and belief, BHPM is a Connecticut limited liability company also owned by Abraham Deutsch and now (or formerly) operated by J. Deutsch and A. Deutsch. Six of the Fraudulent Loans, in the aggregate principal amount of $15,066,000.00 (collectively, the “Fannie Mae Loans”), were made by CBRE and assigned to Fannie Mae, including the GM Loan. 6. J. Deutch and A. Deutsch have submitted guilty plea agreements in their respective criminal actions concerning the Fraudulent Loans, pending before the United States District Court for the District of Connecticut as United States of America v. Jacob Deutsch (3:22-cr-00139-OAW) and United States of America v. Aaron Deutsch (3:22-cr-00106-OAW). Copies of the J. Deutsch Plea Agreement and the A. Deutsch Plea Agreement are attached hereto as Exhibits D and E, respectively. The J. Deutsch Plea Agreement summarizes J. Deutsch’s criminal conduct in perpetuating a scheme to defraud CBRE and Fannie Mae, among other parties, with respect to the making of the Fraudulent Loans, as follows: Beginning in or around September 2016 and continuing through in or about May 2021, the defendant, JACOB DEUTSCH, in the District of Connecticut and elsewhere, with the specific intent to defraud, conspired with others to devise and knowingly participate in a scheme to defraud financial institutions, including CBRE Capital Markets, Inc. ("CBRE"), Greystone Servicing Company, LLC ("Greystone"), Sachem Capital Corp. ("Sachem"), and BSPRT CMBS Finance, LLC ("Benefit Street") (collectively, the "victim financial institutions"), and to obtain money and property from financial institutions by means of false and fraudulent pretenses, representations, and promises, and to use the mail and wire communications in interstate commerce in furtherance of that scheme. In furtherance of the scheme and conspiracy, JACOB DEUTSCH and his co- conspirators provided false information to (a) the victim financial institutions, (b) government-sponsored enterprises Federal Home Loan Mortgage Company ("Freddie Mac") 4 and the Federal National Mortgage Association ("Fannie Mae"), and ( c) the United States Department of Housing and Urban Development ("HUD"), in connection with loans issued by the victim financial institutions and secured by various multifamily housing properties managed by BHPM. The false information overstated the value of multifamily housing properties managed by BHPM and induced the victim financial institutions to issue loans that they otherwise would not have issued on the requested terms, or for amounts larger than they would have authorized had they been provided with truthful information. In addition, the false information induced Freddie Mac and Fannie Mae to purchase the resulting loans from the victim financial institutions, and induced HUD to issue a mortgage insurance commitment to a victim financial institution. J. Deutsch Plea Agreement at P. 11. 7. The J. Deutsch Plea Agreement provides the following additional detailed information as to how Fannie Mae, CBRE and the other victim financial institutions were defrauded in the making of the Fraudulent Loans: JACOB DEUTSCH, his co-conspirators, and others employed various mechanisms to mislead victim financial institutions regarding the properties' occupancy, an important metric that appraisers and financial institutions use to value multifamily properties. For example, JACOB DEUTSCH: (1) provided false rent rolls to the victim financial institutions and appraisers by e-mail on numerous dates, which either overstated the number of renters in a property by listing fictitious renters or others not actually living there (including by listing BHPM employees, without their knowledge), and/or falsely inflated the amount of rent paid by occupants; (2) deceived inspectors into believing that unoccupied apartments were, in fact, occupied, including by staging the apartments with furniture and requiring BHPM employees to wait in the unoccupied apartments during inspections and to falsely tell inspectors they lived there; (3) instructed BHPM employees to lie to inspectors if asked whether there were vacancies in multifamily housing properties that BHPM had falsely represented as 100% occupied; ( 4) e-mailed a victim financial institution doctored electric bills in the names of fake tenants listed on false rent rolls; 5 (5) e-mailed a victim financial institution doctored gas bills in the names of fake tenants listed on the false rent rolls; (6) e-mailed victim financial institutions falsified leases in the names of fake tenants listed on the false rent rolls; (7) e-mailed a victim financial institution pictures of envelopes purporting to constitute mail received by the fake tenants listed on the false rent rolls; (8) e-mailed a victim financial institution a picture of a doctored invoice purporting to reflect that a fake tenant had purchased furniture seen in a staged apartment by inspectors during an inspection; (9) e-mailed a victim financial institution pictures of money orders purporting to reflect rent payments from fake tenants on falsified rent rolls as proof of payment of rent, when in fact the money orders had been purchased by BHPM employees at the direction of Aron Deutsch, or by Aron Deutsch; (10) e-mailed a victim financial institution pictures of checks purporting to reflect rent payments from fake tenants on falsified rent rolls as proof of payment of rent, when in fact the checks had been purchased by Aron Deutsch; and (11) e-mailed a victim financial institution pictures of stamped envelopes in which the money orders and checks purportedly had been sent to the BHPM offices by fake tenants on falsified rent rolls when, in fact, the envelopes had been filled out and mailed by BHPM employees. JACOB DEUTSCH, his co-conspirators, and others also employed various mechanisms to mislead financial institutions regarding the properties' value in ways other than by manipulating the occupancy rate. For example, JACOB DEUTSCH: (1) provided the victim financial institutions false and inflated income statements and financials for the properties; (2) e-mailed victim financial institutions doctored bank statements purporting to reflect greater operating income for the properties (and more liquidity of the alleged sponsor); (3) e-mailed victim financial institutions doctored HUD-1 settlement statements, doctored or forged purchase and sale agreements, and other documents to overstate the purchase 6 price of various multifamily housing properties when, in fact, the properties had been purchased for lower purchase prices; (4) provided victim financial institutions doctored and/or newly created invoices purporting to reflect capital improvements made to various multifamily housing properties when, in fact, the improvements had not been made, had not been performed by the listed companies or individuals, and/or the costs had been grossly overstated; and (5) provided victim financial institutions doctored checks purporting to substantiate the purported capital improvements made to various multifamily housing properties when, in fact, the improvements had not been made, had not been performed by the listed companies or individuals, and/or the costs had been grossly overstated. J. Deutsch Plea Agreement at P. 11-13 8. The A. Deutsch Plea Agreement contains similar admissions by A. Deutsch concerning the fraudulent loan scheme: ARON DEUTSCH, his co-conspirators, and others employed various mechanisms to mislead financial institutions regarding the properties’ occupancy, an important metric that appraisers and financial institutions use to value multifamily properties. For example, ARON DEUTSCH worked with [J. Deutsch] and directed BHPM employees to create false rent rolls which (a) overstated the number of renters in a property by listing fictious renters or others not actually living there (including by listing BHPM employees, without their knowledge), and/or (b) falsely inflated the amount of rent paid by occupants. ARON DEUTSCH knew [J. Deutsch] would send those false rent rolls to the victim financial institutions and appraisers. ARON DEUTSCH also worked with [J. Deutsch] and directed BHPM employees to deceive inspectors into believing that unoccupied apartments were, in fact, occupied, including by staging the apartments with furniture, requiring BHPM employees to wait in the unoccupied apartments during inspections and to falsely tell inspectors the employees lived there, and requiring BHPM employees to bring their own clothes into various apartments to make them look ARON DEUTSCH caused a BHPM employee to purchase money orders, purchased money orders himself, and purchased checks himself, that purported to reflect rent payments from fake tenants on falsified rent rolls as proof of payment of rent. ARON DEUTSCH knew [J. Deutsch] would e-mail photographs of those checks and money orders to a victim financial institution. 7 A. Deutsch Plea Agreement at P. 11-12.1 The GM Loan Documents are in Default 9. Section 14.0l(a)(5) of the Loan/Security Agreement provides that an automatic event of default shall occur thereunder upon, among other things, the “fraud, gross negligence, willful misconduct, or material misrepresentation or material omission by or on behalf of Borrower, Guarantor, or Key Principal or any of their officers, directors, trustees, partners, members, or managers in connection with: (A) the application for, or creation of, the Indebtedness; [or] (B) any financial statement, rent roll, or other report or information provided to Lender during the term of the Mortgage Term….” 10. Due to the admitted acts of fraud, gross negligence, willful misconduct, material misrepresentations and material omissions of J. Deutsch and A. Deutsch (as fully described in the J. Deutsch Plea Agreement and the A. Deutsch Plea Agreement), committed on behalf of Abraham Deutsch and the Deutsch LLCs to fraudulently obtain the Fannie Mae Loans (including the GM Loan), an automatic event of default occurred under the Mortgage and other GM Loan Documents. As a result, Fannie Mae accelerated and declared all amounts due, payable or outstanding under the GM Loan Documents to be immediately due and payable. 11. As of March 22, 2023, the aggregate amount of $3,372,302.48 (exclusive of attorneys’ fees and costs) was due and owing to Plaintiff from Borrower under or in connection with the GM Loan Documents. Interest continues to accrue under the terms of the GM Loan 1 J. Deutsch and A. Deutsch are scheduled to be sentenced in their respective cases on November 7, 8 Documents as set forth therein, and Plaintiff will continue to incur legal fees and expenses in connection with this action. Connecticut Law Supports the Appointment of a Receiver of Rents 12. As of July 1, 2023, a new legal framework controlling the appointment of receivers went into effect. The governing law in Connecticut for the appointment of a receiver in this case is now the Uniform Commercial Real Estate Receiver Act, Conn. Gen. Stat. Section 52-619, et seq. (“UCRERA”). The UCRERA was drafted in 2015 by the National Conference of Commissioners on Uniform State Laws, which also developed the Uniform Commercial Code. The intent behind the UCRERA has been aptly summarized by the Connecticut Bar Association Real Property Section (in a position statement in support of Connecticut’s enactment of the UCRERA) as follows: Receivership is an equitable remedy allowing a court to oversee the orderly management and disposition of property subject to a lawsuit. Although the remedy is not new, there is no standard set of receivership rules and the courts of different states have applied widely varying standards. This Uniform Commercial Real Estate Receivership Act applies to receiverships involving commercial real estate, and provides a standard set of rules for courts to apply. It will result in greater predictability for litigants, lenders, and other parties doing business with a company subject to receivership. 13. Section 52-624(b) of the UCRERA governs the appointment of a receiver in this case, as follows: (b) In connection with the foreclosure or other enforcement of a mortgage, a mortgagee is entitled to appointment of a receiver for the mortgaged property if: 2023. 9 (1) Appointment is necessary to protect the property from waste, loss, transfer, dissipation or impairment; (2) The mortgagor agreed in a signed record to appointment of a receiver on default; (3) The owner agreed, after default and in a signed record, to appointment of a receiver; (4) The property and any other collateral held by the mortgagee are not sufficient to satisfy the secured obligation; (5) The owner fails to turn over to the mortgagee proceeds or rents the mortgagee was entitled to collect; or (6) The holder of a subordinate lien obtains appointment of a receiver for the property. Conn. Gen. Stat. Sec. 52-624(b) (emphasis added). 14. In contrast to prior Connecticut law governing receiverships in foreclosure actions (which ordinarily required proof of a likely deficiency judgment and ongoing waste or dissipation of the subject property), the UCRERA provides that a mortgagee is automatically entitled to the appointment of a receiver in a foreclosure action upon a showing that “[t]he mortgagor agreed in a signed record to appointment of a receiver on default.” In the instant case, since (i) the Mortgage expressly provides that Fannie Mae has the right to seek the appointment of a receiver of rents for the Property upon an event of default thereunder, and that Borrower consents to such appointment, and (ii) a default has undisputedly occurred under the Mortgage, Fannie Mae is entitled to the appointment of a receiver of rents as a matter of law pursuant to the UCRERA. 15. Fannie Mae further believes that due to the unusual circumstances of this case – creating a highly uncertain collateral position for Fannie Mae - appointment of a receiver is necessary to protect 10 the Property from potential dissipation or impairment (within the meaning of the UCRERA). The J. Deutsch Plea Agreement and A. Deutsch Plea Agreement confirm that CBRE (and Fannie Mae) were intentionally provided with, inter alia, false/forged rent rolls, financial statements, utility bills, bank statements, HUD-1 documents, leases, income statements, etc. beginning with the loan origination process, such that Fannie Mae cannot rely with any certainty on any documentation or information that has been provided by GM LLC or its representatives in connection with the GM Loan or the GM Properties. The sheer magnitude of the fraud perpetrated on CBRE, Fannie Mae and the other financial victims, resulting in Fraudulent Loans totaling $48,679,000.00, supports the assumption that the GM Properties and other involved properties were components of an extensive pyramid scheme that had the potential of resulting in significant losses to Fannie Mae and the other lenders. A receiver of rents must be appointed to gather truthful and reliable information concerning the GM Properties, and to ensure that the rents of the GM Properties are applied towards maintenance, property taxes, utilities and insurance obligations. Receivership Sought Herein 16. By virtue of the foregoing, Fannie Mae respectfully moves that an order be entered by this Court appointing a receiver of rents as to the GM Properties, and allowing such receiver the following rights and powers: (a) Enter upon, take possession of and operate the GM Properties by (i) collecting any and all rents, issues and profits of any kind whatsoever as well as any and all fees, charges, accounts, revenues, income, royalties, benefits or other payments or amounts of any kind whatsoever for the use, occupancy or leasing of the GM Properties or any portion thereof (hereinafter being referred to collectively as the "Rents"), (ii) enforcing the rights of GM LLC, or any other applicable person, under or in connection with any leases, licenses or 11 other agreements of any kind whatsoever, including, without limitation, bringing, prosecuting, defending, or settling legal proceedings against any parties occupying, using or leasing the GM properties or any portion thereof, and (iii) taking any and all actions of any kind whatsoever necessary or required to operate and maintain the GM Properties (or any portion thereof); (b) Take possession of and, if applicable, operate any and all personal property of any kind whatsoever of GM LLC located in or about the GM Properties and/or used in the operation of such GM Properties and/or the business located or operated at or upon such GM Properties (or any portion thereof), including, without limitation, all building materials and inventory, furniture, furnishings, fixtures, equipment, parts and appliances of any kind whatsoever now located or placed in, upon or adjacent to the GM Properties, together with all other personal property of every kind and description which may be annexed to, incorporated or used in or upon the GM Properties (or any portion thereof), all products and all proceeds of the GM Properties (or any portion thereof) as well as the proceeds of insurance thereof (collectively, the "Personal Property"); (c) Lease, license or otherwise enter into contracts or agreements for the use, occupancy or leasing of all or any portion of the GM Properties that currently is or in the future may become vacant and/or available for use, occupancy or leasing, including, without limitation, in connection with the business located or operated at or upon such GM Properties (or any portion thereof); (d) Apply and/or disburse the Rents received hereunder for the operation, maintenance, repair and upkeep of the GM Properties (as well as any Personal Property) and for the payment of all costs and expenses of any kind whatsoever incurred in connection therewith or related thereto, including, but not limited to, the payment of all past due and ongoing real or personal property taxes, assessments, water charges, sewer use charges, or other governmental charges of any kind whatsoever levied against, or due, owing, payable or outstanding in connection with, the GM Properties, utilities, insurance premiums, costs and expenses with respect to any litigation affecting the GM Properties (or any portion thereof) or the Rents, maintain and dispose of any security deposits received with respect to the GM Properties (or any portion thereof) in accordance with law, and pay monthly debt service on, or in connection with, the Mortgage; (e) In the event the Receiver determines that it is necessary or applicable to do so, to vacate and/or close the GM Properties (or any portion thereof) and to take any and all action of any kind whatsoever in connection therewith, including, without limitation, inventorying the assets, the Personal Property and other personal property of any kind 12 whatsoever, as well as any documents and books and records of any kind whatsoever relating to said GM Properties (or any portion thereof); (f) Take any other action of any kind whatsoever deemed necessary or appropriate to protect the security of the GM Properties (or any portion thereof), including, without limitation, changing locks on the buildings or any improvements located on or in connection with such GM Properties (or any portion thereof); and (g) Pursuant to Conn. Gen. Stat. Section 52-634, take any action deemed necessary or appropriate to market and sell the GM Properties (in whole or in part), including the entry into a contract for the engagement of a real estate broker and any agreements for the sale of the GM Properties (in whole or in part), with any such sale being subject to further approval of the Court. 17. Fannie Mae further respectfully requests that the firm of Trigild IVL, with a regional office located at 24 Church Street, Montclair, New Jersey 07042, be appointed as the receiver herein. Trigild IVL is a firm with offices across the United States that has handled over 2,000 receivership appointments for over 3,500 real estate/commercial properties since 1988. WHEREFORE, Fannie Mae respectfully requests that this Court enter an order appointing 13 Trigild IVL as receiver of rents for the GM Properties and allowing such receiver the rights and powers as set forth herein. THE PLAINTIFF, FEDERAL NATIONAL MORTGAGE ASSOCIATION By: ___________________________________ Jane W. Arnone Connecticut Special Counsel for Windels Marx Lane & Mittendorf, LLP Its Attorneys 350 Bedford Street, Suite 201 Stamford, CT 06901 Juris No. 412149 Phone: (203) 324-9559 CERTIFICATION I certify that a copy of the foregoing, the attached proposed order and proposed bond, were mailed this date via first class mail, postage prepaid, to the following counsel of record: Richard Weinstein, Esq. Weinstein & Wisser, P.C. 29 South Main Street, Suite 207 West Hartford, CT 06107 Email: leslie@weinsteinwisser.com s/Juris No. 306862 Jane W. Arnone 14 DOCKET NO. HHD-CV23-6164067S : SUPERIOR COURT : FEDERAL NATIONAL MORTGAGE ASSOCIATION : JUDICIAL DISTRICT : OF HARTFORD/NEW BRITAIN V. : AT HARTFORD : GILLETT MARSHALL LLC, ABRAHAM DEUTSCH, : AND GILLETT/MARSHAL CONDOMINIUMS : ASSOCIATION, INC. : ORDER The foregoing Motion having been heard by the Court it is hereby ORDERED: GRANTED/DENIED. It is further ORDERED that Trigild IVL, be and is hereby appointed receiver of rents (the "Receiver") as to the following real property units located at 17 Marshall Street/50 Gillett Street, Hartford, CT: Those certain real property units situated in the City of Hartford, County of Hartford and State of Connecticut known as Unit Nos. 50 Gillett Street Al, A2, A3, A4, A5, A6, Bl, B2, B3, B4, B5, B6, Cl, C2, C3, C4, C5, C6, DI, D2, D3, D4, D5, D6, LLI, LL2, LL3 and 17 Marshall Street Al, A2, A3, A4, A5, A6, Bl, B2, B3, B4, B5, B6, Cl, C2, C3, C4, CS, C6, LLl, LL2, LL3, LL4, LL5, LL6, LL7 located in ROSE ESTATES AT GILLETT/MARSHALL CONDOMINIUMS, together with an undivided interest each (for an aggregate of 100%) in the Common Elements and Limited Common Elements, (collectively, the "Property") and, upon the posting of a bond in the amount of $_________________, the Receiver is authorized and empowered to: 1. Enter upon, take possession of and operate the Property by (i) collecting any and all rents, issues and profits of any kind whatsoever as well as any and all fees, charges, accounts, revenues, income, royalties, benefits or other payments or amounts of any kind whatsoever for the use, occupancy or leasing of the Property or any portion thereof (collectively, the "Rents"), (ii) enforcing the rights of the defendant, Gillett Marshall LLC (“Defendant”), or any other applicable person, under or in connection with any leases, licenses or other agreements of any kind whatsoever, including, without limitation, bringing, prosecuting, defending, or settling legal proceedings against any parties occupying, using or leasing the Property or any portion thereof, and (iii) taking any and all actions of any kind whatsoever necessary or required to operate and maintain the Property (or any portion thereof) and/or the business located or operated at or upon such Property (or any portion thereof); 2. Take possession of and, if applicable, operate any and all personal property of any kind whatsoever of Defendant located in or about the Property and/or used in the operation of such Property and/or the business located or operated at or upon such Property (or any portion thereof), including, without limitation, all building materials and inventory, furniture, furnishings, fixtures, equipment, parts and appliances of any kind whatsoever now located or placed in, upon or adjacent to the Property, together with all other personal property of every kind and description which may be annexed to, incorporated or used in or upon the Property (or any portion thereof), all products and all proceeds of the Property (or any portion thereof) as well as the proceeds of insurance thereof (collectively, the "Personal Property"); 3. Lease, license or otherwise enter into contracts or agreements for the use, occupancy or leasing of all or any portion of the Property that currently is or in the future may become vacant 2 and/or available for use, occupancy or leasing, including, without limitation, in connection with the business located or operated at or upon such Property (or any portion thereof); 4. Apply and/or disburse the Rents received hereunder for the operation, maintenance, repair and upkeep of the Property (as well as any Personal Property) and the business located or operated at or upon such Property and for the payment of all costs and expenses of any kind whatsoever incurred in connection therewith or related thereto, including, but not limited to, the payment of all past due and ongoing real or personal property taxes, assessments, water charges, sewer use charges, or other governmental charges of any kind whatsoever levied against, or due, owing, payable or outstanding in connection with, the Property, the Personal Property, utilities, insurance premiums, costs and expenses with respect to any litigation affecting the Property (or any portion thereof) or the Rents, maintain and dispose of any security deposits received with respect to the Property (or any portion thereof) in accordance with law, and pay monthly debt service on, or in connection with, the Mortgage (as such term is defined in the foregoing Motion); 5. In the event the Receiver determines that it is necessary or applicable to do so, to vacate and/or close the Property (or any portion thereof) and to take any and all action of any kind whatsoever in connection therewith, including, without limitation, inventorying the assets, the Personal Property and other personal property of any kind whatsoever, as well as any documents and books and records of any kind whatsoever relating to said Property (or any portion thereof); 6. Take any other action of any kind whatsoever deemed necessary or appropriate to protect the security of the Property (or any portion thereof), including, without limitation, changing 3 locks on the buildings or any improvements located on or in connection with such Property (or any portion thereof); and 7. Pursuant to Conn. Gen. Stat. Section 52-634, take any action deemed necessary or appropriate to market and sell the Property (in whole or in part), including the entry into a contract for the engagement of a real estate broker and any agreements for the sale of the Property (in whole or in part), with any such sale being subject to further approval of the Court. It is further ORDERED, that Defendant (and its agents, including, without limitation, any management company) immediately: (i) turn over to the Receiver and provide an accounting of all Rents, security deposits, and other revenues, funds and payments of any kind whatsoever received by, or on behalf of, Defendant under and in connection with the Property (or any portion thereof), the Personal Property and/or the business located or operated at or upon such Property (or any portion thereof); (ii) turn over to the Receiver and provide an accounting of all costs and expenses of any kind whatsoever attributable to the Property (or any portion thereof) and/or the Personal Property; (iii) deliver possession of any and all books and records of any kind whatsoever of Defendant or its agents (including, without limitation, any management company) in connection with the management of the 4 Property (or any portion thereof) to the Receiver; and (iv) promptly cooperate with the Receiver in the discharge of its duties set forth herein. Dated at Hartford, Connecticut this day of ______________, 2023. BY THE COURT ____________________________ JUDGE/Clerk/Asst. Clerk 5 DOCKET NO. HHD-CV23-6164067S : SUPERIOR COURT : FEDERAL NATIONAL MORTGAGE ASSOCIATION : JUDICIAL DISTRICT : OF HARTFORD/NEW BRITAIN V. : AT HARTFORD : GILLETT MARSHALL LLC, ABRAHAM DEUTSCH, : AND GILLETT/MARSHAL CONDOMINIUMS : ASSOCIATION, INC. : RECEIVER'S BOND KNOW ALL MEN BY THESE PRESENTS: That _________________________, having an address and place of business at ______________________________, as principal, and __________________________________, as surety (hereinafter together referred to as "Obligors"), are held and firmly bound unto the plaintiff, FEDERAL NATIONAL MORTGAGE ASSOCIATION, and the defendant Gillett Marshall LLC, (hereinafter collectively referred to as "Obligees"), in the full sum of __________________________________________ AND NO/100 DOLLARS ($_______________.00), to be paid to Obligees, their respective successors and assigns. Obligors bind themselves, and their respective successors and assigns, jointly and severally by these presents to make this payment. The condition of this Bond is such that, whereas ________________________ has been appointed by the Court in the above captioned action to be receiver of rents of certain real property units and related property rights located in the City of Hartford, County of Hartford, and State of Connecticut, commonly known as 17 Marshall Street and 50 Gillett Street, Hartford, CT. NOW THEREFORE, if _________________________________ shall well and truly perform his/her duties under such appointment, then this obligation shall be void, otherwise in full force and effect. Signed, sealed, and dated this ______ day of ________________, 2023. Witnesses: ___________________________ _________________________________ ___________________________ _________________________________ STATE OF CONNECTICUT ) ) ss: _________________ COUNTY OF HARTFORD ) The foregoing instrument was acknowledged before me this ____ day of ______________, 2023 by ___________________________. __________________________________ Notary Public My Commission Expires: STATE OF CONNECTICUT ) ) ss: _________________ COUNTY OF NEW HARTFORD ) The foregoing instrument was acknowledged before me this ____ day of ______________, 2023 by ___________________________. __________________________________ Notary Public My Commission Expires: 2 EXHIBIT A EXHIBIT B EXHIBIT C Prepared by, and after recording return to: D. Cabell Vest, Esquire Troutman Sanders LLP VOL 7452 PG 119 P.O. Box 1122 03/0112019 11:00:03AM Richmond, VA 23218 2oPages MORTGAGE nstr #2019-2041 John V. Sazzano, Hartford City Cterk:RS OPEN-END MULTIFAMILY MORTGAGE, ASSIGNMENT OF LEASES AND RENTS, SECURITY AGREEMENT AND FIXTURE FILING (CONNECTICUT) THIS SECURITY INSTRUMENT IS NOT TO BE USED FOR AN OWNER-OCCUPIED PROPERTY CONTAINING FEWER THAN FIVE (5) UNITS Fannie Mae Multifamily Security Instrument Form 6025.CT Connecticut 12-17 © 2017 Fannie Mae Marshall 17 and Gillett 50 OPEN-END MULTIFAMILY MORTGAGE, ASSIGNMENT OF LEASES AND RENTS, SECURITY AGREEMENT AND FIXTURE FILING This OPEN-END MULTIFAMILY MORTGAGE, ASSIGNMENT OF LEASES AND RENTS, SECURITY AGREEMENT AND FIXTURE FILING (as amended, restated, replaced, supplemented, or otherwise modified from time to time, this “Security Instrument”) dated as of the 28th day of February, 2019, is executed by GILLETT MARSHALL LLC, a limited liability company organized and existing under the laws of Connecticut, as mortgagor (“Borrower”), to and for the benefit of CBRE MULTIFAMILY CAPITAL, INC., a corporation organized and existing under the laws of Delaware, as mortgagee (“Lender”). Borrower, in consideration of (i) the loan in the original principal amount of $3,206,000.00 (the “Mortgage Loan”) evidenced by that certain Multifamily Note dated as of the date of this Security Instrument, executed by Borrower, made payable to the order of Lender and maturing on March 1, 2029 (the “Maturity Date”), and which shall accrue interest (i) prior to the occurrence of an Event of Default (as defined in this Security Instrument) at a per annum rate of interest equal to four and fifty-nine one-hundredths percent (4.590%) (the “Interest Rate”) and (ii) from and after the Maturity Date or upon the occurrence and during the continuance of an Event of Default at a per annum rate of interest equal to the lesser of (a) the sum of the Interest Rate plus four (4) percentage points; or (b) the maximum interest rate which may be collected from Borrower under applicable law (the “Default Rate”) (as amended, restated, replaced, supplemented, or otherwise modified from time to time, the “Note”), and (ii) that certain Multifamily Loan and Security Agreement dated as of the date of this Security Instrument, executed by and between Borrower and Lender (as amended, restated, replaced, supplemented or otherwise modified from time to time, the “Loan Agreement”), and to secure to Lender the repayment of the Indebtedness (as defined in this Security Instrument), and all renewals, extensions and modifications thereof, and the performance of the covenants and agreements of Borrower contained in the Loan Documents (as defmed in the Loan Agreement), excluding the Environmental Indemnity Agreement (as defined in this Security Instrument), irrevocably and unconditionally mortgages, grants, assigns, remises, releases, warrants and conveys to and for the benefit of Lender, the Mortgaged Property (as defined in this Security Instrument), including the real property located in Hartford County, State of Connecticut, and described in Exhibit A attached to this Security Instrument and incorporated by reference (the “Land”), to have and to hold such Mortgaged Property unto Lender and Lender’s successors and assigns, forever; Borrower hereby releasing, relinquishing and waiving, to the fUllest extent allowed by law, all rights and benefits, if any, under and by virtue of the homestead exemption laws of the Property Jurisdiction (as defined in this Security Instrument), if applicable. This Security Instrument also secures fUture advances pursuant to Conn. Gen. Stat. Section 49-2(c). Borrower hereby waives, for itself or any of its assigns who assume this Security Instrument, any right it may have under Conn. Gen. Stat. Section 49-2(c)(7), as amended, or otherwise, to terminate Lender’s right to make option fUture advances, including advances by Lender pursuant to this Security Instrument and any other Loan Documents. Fannie Mae Multifamily Security Instrument Form 6025.CT Page 1 Connecticut 12-17 © 2017 Fannie Mae Borrower represents and warrants that Borrower is lawfully seized of the Mortgaged Property and has the right, power and authority to mortgage, grant, assign, remise, release, warrant and convey the Mortgaged Property, and that the Mortgaged Property is not encumbered by any Lien (as defined in this Security Instrument) other than Permitted Encumbrances (as defined in this Security Instrument). Borrower covenants that Borrower will warrant and defend the title to the Mortgaged Property against all claims and demands other than Permitted Encumbrances. Borrower and Lender, by its acceptance hereof, each covenants and agrees as follows: 1. Defined Terms. Capitalized terms used and not specifically defined herein have the meanings given to such terms in the Loan Agreement. All terms used and not specifically defined herein, but which are otherwise defined by the UCC, shall have the meanings assigned to them by the UCC. The following terms, when used in this Security Instrument, shall have the following meanings: “Condemnation Action” means any action or proceeding, however characterized or named, relating to any condemnation or other taking, or conveyance in lieu thereof, of all or any part of the Mortgaged Property, whether direct or indirect. “Enforcement Costs” means all expenses and costs, including reasonable attorneys’ fees and expenses, fees and out-of-pocket expenses of expert witnesses and costs of investigation, incurred by Lender as a result of any Event of Default under the Loan Agreement or in connection with efforts to collect any amount due under the Loan Documents, or to enforce the provisions of the Loan Agreement or any of the other Loan Documents, including those incurred in post-judgment collection efforts and in any bankruptcy or insolvency proceeding (including any action for relief from the automatic stay of any bankruptcy proceeding or Foreclosure Event) or judicial or non-judicial foreclosure proceeding, to the extent permitted by law. “Environmental Indemnity Agreement” means that certain Environmental Indemnity Agreement dated as of the date of this Security Instrument, executed by Borrower to and for the benefit of Lender, as the same may be amended, restated, replaced, supplemented, or otherwise modified from time to time. “Environmental Laws” has the meaning set forth in the Environmental Indemnity Agreement. “Event of Default” has the meaning set forth in the Loan Agreement. “Fixtures” means all Goods that are so attached or affixed to the Land or the Improvements as to constitute a fixture under the laws of the Property Jurisdiction. “Goods” means all of Borrower’s present and hereafter acquired right, title and interest in all goods which are used now or in the future in connection with the ownership, management, or operation of the Land or the Improvements or are located on the Land or in the Improvements, including inventory; furniture; furnishings; machinery, equipment, engines, boilers, incinerators, and installed building materials; systems and equipment for the purpose of supplying or distributing heating, cooling, electricity, gas, water, air, or light; antennas, cable, wiring, and conduits used in connection with radio, television, security, fire prevention, or fire detection, or otherwise used to carry electronic signals; telephone systems and equipment; elevators and related machinery and Fannie Mae Multifamily Security Instrument Form 6025.CT Page 2 Connecticut 12-17 © 2017 Fannie Mae equipment; fire detection, prevention and extinguishing systems and apparatus; security and access control systems and apparatus; plumbing systems; water heaters, ranges, stoves, microwave ovens, refrigerators, dishwashers, garbag