Preview
FILED: RENSSELAER COUNTY CLERK 11/07/2023 10:41 AM INDEX NO. EF2023-275358
NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 11/07/2023
Exhibit F
FILED: RENSSELAER COUNTY CLERK 11/07/2023 10:41 AM INDEX NO. EF2023-275358
NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 11/07/2023
RENSSELAER COUNTY - STATE OF NEW YORK
FRANK MEROLACOUNTY CLERK
105 THIRD STREET, TROY, NEW YORK 12180
COUNTY CLERK'S RECORDING PAGE
***THIS PAGE IS PART OF THE DOCUMENT - DO NOT DETACH***
Recording:
Cover Page 5.00
Recording Fee 140.00
III III III
Cultural Ed 14.25
Records Management - Coun 1.00
Records Management - Stat 4.75
BOOK/PAGE: 8855 / 153 Sub Total: 165.00
INSTRUMENT #: 2019-552539
Mortgage Tax
-- Receipt#: 1197814 Basic 0.00 -
Clerk: RK Additional 3250.00
Rec Date: 06/17/2019 09:27:31 AM Special Additional 0.00
Doc Grp: RP Local 0.00
Descrip: MORTGAGE
Num Pgs: 26 Sub Total: 3250.00
Rec'd Frm: CHICAGO TITLE
Party1: FRATELLOS HOLDINGS LLC Total: 3415.00
Party2: SUNMARK FEDERAL CREDIT UNION **** NOTICE: THIS IS NOT A BILL ****
Town: TROY
***** Mortgage Tax *****
Serial #: DK-0895
IDA
Mtg Amt: 1300000.00
Additional 3250.00
Total: 3250.00
Record and Return To: WARNING***
IberebycertifythatthewithinandfIregoingwasrecordedintheRensselaerCounty
Clerk'sOf0ce.StateofNew York. This sheetconstitutesthcClerksendorsement
required by Section316oftheRealPropertyLawoftheStateofNew York.
CHICAGO TITLE BOX
FrankMerola
RensselacrCountyCicrk
FILED: RENSSELAER COUNTY CLERK 11/07/2023 10:41 AM INDEX NO. EF2023-275358
NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 11/07/2023
C KMG TLE
Space Above This Line For Recording Data
When recorded return to Business Services, Sunmark Federal Credit Union, 1187 Troy Schenectady Road,
Latham, NY 12110
MORTGAGE
DATE AND PARTIES. The date of this Mortgage (Security Instrument) is June 11, 2019. The parties and their
addresses are:
MORTGAGOR:
FRATELLO'S HOLDINGS, LLC
A New York Limited Liability Company
520 Congress Street
Troy, NY 12180
LENDER:
SUNMARK FEDERAL CREDIT UNION
Organized and existing under the laws of the United States of America
1187 Troy Schenectady Road
Latham, NY 12110
1. DEFINITIONS. For the purposes of this document, the following term has the following meaning.
"Loan"
A. Loan. refers to this transaction generally, including obligations and duties arising from the terms of
all documents prepared or submitted for this transaction.
2. CONVEYANCE. For good and valuable consideration, the receipt and sufficiency of which is acknowledged,
and to secure the Secured Debts and Mortgagor's performance under this Security Instrument, Mortgagor does
hereby grant, bargain, sell, convey and mortgage to Lender, with the power of sale, the following described
property:
See Attached Schedule A
The property is located in Rensselaer County at 41-61 River Street And 518-520 Congress Street, Troy, New
York 12180.
Together with all rights, easements, appurtenances, royalties, mineral rights, oil and gas rights, all water and
riparian rights, wells, ditches and water stock, crops, timber including timber to be cut now or at any time in the
Fratello's Holdings, LLC
New York Martgage Initia
NY/4McARDINAO0000000001828027N Walters Kluwer Financial Services 01996, 2019 Bankers systerns"
FILED: RENSSELAER COUNTY CLERK 11/07/2023 10:41 AM INDEX NO. EF2023-275358
NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 11/07/2023
future, all diversion payments
party payments ormade third
to crop producers and all existing and future
improvements, structures, fixtures, and replacements that may now, or at any time in the future, be part of the
real estate desenbed (all referred to as Property). This Secunty Instrument will remain In effect until the Secured
Debts and all underlying agreements have been terminated in wnting by Lender.
Debts"
3. SECURED DEBTS. The term "Secured includes and this Security Instrument will secure each of the
following.
A. Specific Debts. The following debts and all extensions, renewals, refinancings, modifications and
replacements. A promissory note or other agreement, dated June 11, 2019, from Mortgagor to Lender, with a
loan amount of $1,300,000.00 and matunng on June 15, 2029.
B. All Debts. All present and future debts from Mortgagor to Lender, even if this Secunty Instrument is not
specifically referenced, or if the future debt is unrelated to or of a different type than this debt. If more than
one person signs this
Secunty Instrument, each agrees that It will secure debts incurred either individually or
with others may who
not sign this Security Instrument. Nothing in this Security Instrument constitutes a
commitment to make additional or future loans or advances. Any such commitment must be in writing. This
Security Instrument will not secure any debt for which a non-possessory, non-purchase money secunty Interest
goods" loan,"
is created in "household in connection with a "consumer as those terms are defmed by federal
law governing unfair and deceptive credit practices. This Security Instrument will not secure any debt for
stock" purpose,"
which a security interest is created in "margin and Lender does not obtain a "statement of as
defined and required by federal law governing secunties. This Security Instrument will not secure any other
debt if Lender, with respect to that other debt, fails to fulfill any necessary requirements or fails to conform to
any limitations of the Truth in Lending Act (Regulation Z) or the Real Estate Settlement Procedures Act
(Regulation X) that are required for loans secured by the Property.
C. Sums Advanced. All sums advanced and expenses incurred by Lender under the terms of this Secunty
Instrument.
4. LIMITATIONS ON CROSS-COLLATERALIZATION. The cross-collateralization clause on any existing or future
loan, but not including this Loan, is void and ineffective as to this Loan, Including any extension or refinancing.
The Loan is not secured by a previously executed secunty Instrument if a non-possessory, non-purchase money
goods" loan,"
secunty interest is created in "household in connection with a "consumer as those terms are
defined by federal law governing unfair and deceptive credit practices. The Loan is not secured by a previously
executed secunty instrument If Lender fails to fulfill any necessary requirements or fails to conform to any
limitations of the Real Estate Settlement Procedures Act, (Regulation X), that are required for loans secured by the
Property or if, as a result, the other debt would become subject to Section 670 of the John Warner National
Defense Authorization Act for Fiscal Year 2007.
The Loan is not secured by a previously executed secunty instrument if Lender fails to fulfill any necessary
requirements or fails to conform to any limitations of the Truth in Lending Act, (Regulation Z), that are required for
loans secured by the Property.
5. PAYMENTS. Mortgagor agrees that all payments under the Secured Debts will be paid when due and in
accordance with the terms of the Secured Debts and this Secunty Instrument.
6. WARRANTY OF TITLE. Mortgagor warrants that Mortgagor is or will be lawfully seized of the estate conveyed
by this Secunty Instrument and has the right to grant, bargain, convey, sell and mortgage with the power of sale
the Property. Mortgagor also warrants that the Property is unencumbered, except for encumbrances of record.
7. PRIOR SECURITY INTERESTS. With regard to any other mortgage, deed of trust, secunty agreement or other
IIen document that created a prior secunty interest or encumbrance on the Property, Mortgagor agrees:
A. To make all payments when due and to perform or comply with all covenants.
B. To promptly deliver to Lender any notices that Mortgagor receives from the holder.
C. Not to allow any modification or extension of, nor to request any future advances under any note or
agreement secured by the lien document without Lender's pnor wntten consent.
8. CLAIMS AGAINST TITLE. Mortgagor will pay all taxes, assessments, hens, encumbrances, lease payments,
ground rents, utihties, and other charges relating to the Property when due. Lender may require Mortgagor to
Fratello's Holdings, LLC
New York Mortgage initial
NY/4MCARDINA00000000001828027N Wolters Kluwer Financial Services ®1996, 2019 Bankers systerns" 2
FILED: RENSSELAER COUNTY CLERK 11/07/2023 10:41 AM INDEX NO. EF2023-275358
NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 11/07/2023
provide to Lender copies of all notices that such amounts are due and the receipts evidencing Mortgagor's
payment. Failure to pay the above items when due, or upon written demand from Mortgagee, or failure to provide
receipts for such payments, shall be deemed a default and shall allow the lender/mortgagee to enforce all of the
nghts set forth in this agreement upon default. Mortgagor will defend title to the Property againstany claims that
would impair the lien of this
Security Instrument. Mortgagor agrees to assign to Lender, as requested by Lender ,
any rights, claims or defenses Mortgagor may have against parties who supply labor or materials to maintain or
improve the Property.
9. DUEON SALE OR ENCUMBRANCE. Lender may, at its option, declare the entire balance of the Secured Debt
to be immediately due and payable upon the creation of, or contract for the creation of , any lien, encumbrance,
transfer or sale of all or any part of the Property. This nght is subject to the restnctions imposed by federal law,
as applicable.
10. TRANSFER OF AN INTEREST IN THE MORTGAGOR. If Mortgagor is an entity other than a natural person
(such as a corporation, partnership, hmited hability company or other organization), Lender may demand immediate
payment if:
A. A beneficial interest in Mortgagor is sold or transferred.
B. There is a change in either the identity or number of members of a partnership or similar entity.
C. There is a change in ownership of more than 25 percent of the voting stock of a corporation, partnership,
hmited hability company or similar entity.
However, Lender may not demand payment in the above situations if it is prohibited by law as of the date of this
Secunty Instrument.
11. WARRANTIES AND REPRESENTATIONS. Mortgagor makes to Lender the following warranties and
representations which will continue as long as this Security Instrument is in effect:
A. Power. Mortgagor is duly organized, and validly existing and in good standing in all junsdictions in which
Mortgagor operates. Mortgagor has the power and authority to enter into this transaction and carrytoon
Mortgagor's business or activity as it is now being conducted and, as apphcable, is quahfied to do so in each
junsdiction in which Mortgagor operates.
B. Authority. The execution, dehvery and performance of this Secunty Instrument and the obhgation evidenced
by this Secunty Instrument are within Mortgagor's powers, have been duly authonzed, have received all
necessary governmental approval, will not violate any provision of law, or order of court or governmental
agency, and will not violate any agreement to which Mortgagor is a party or to which Mortgagor is or any of
Mortgagor's property is subject.
C. Name and Place of Business. Other than previously disclosed in wnting to Lender, Mortgagor has not
changed Mortgagor's name or pnncipal place of business withm the Iast 10 years and has not used any other
trade or fictitious name. Without Lender's pnor wntten consent, Mortgagor does not and will not use any
other name and will preserve Mortgagor's existing name, trade names and franchises.
12. PROPERTY CONDITION,
ALTERATIONS, INSPECTION, VALUATION AND APPRAISAL. Mortgagor will keep
the Property in good condition
and make all repairs that are reasonably necessary. Mortgagor will not commit or
allow any waste, impairment, or detenoration of the Property. Mortgagor will keep the Property free of noxious
weeds and grasses. Mortgagor agrees that the nature of the occupancy and use will not substantially change
without Lender's prior wntten consent. Mortgagor will not permit any change in any hcense, restrictive covenant
or easement without Lender's prior wntten consent. Mortgagor will notify Lender of all demands, proceedings,
claims, and actions against Mortgagor, and of any loss or damage to the Property.
No portion of the Property will be removed, demolished or materially altered without Lender's prior written
consent except that Mortgagor has the nght to remove items of personal property compnsing a part of the
Property that become worn or obsolete, provided that such personal property is replaced with other personal
property at least equal in value to the replaced personal property, free from any title retention device, security
agreement or other encumbrance. Such replacement of personal property will be deemed subject to the secunty
interest created by this Security Instrument. Mortgagor will not partition or subdivide the Property without
Lender's pnor wntten consent.
Fratello's Holdings, LLC
New York Mortgage Iruttais
NY/4MCARDINAO0000000001828027N Worters Kluwer Financial Services ®1996, 2019 Bankers Systerns" 3
FILED: RENSSELAER COUNTY CLERK 11/07/2023 10:41 AM INDEX NO. EF2023-275358
NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 11/07/2023
Lender or Lender's agents may, at Lender's option, enter the Property at any reasonable time and frequency for
the purpose of inspecting, valuating, or appraising the Property. Lender will give Mortgagor notice at the time of
or before an on-site inspection, valuation, or appraisal for on-going due diligence or otherwise specifying a
reasonable purpose. Any inspection, valuation or appraisal of the Property will be entirely for Lender's benefit and
Mortgagor will in no way rely on Lender's inspection, valuation or appraisal for its own purpose, except as
otherwise provided by law.
13. AUTHORITY TO PERFORM. If Mortgagor fails to perform any duty or any of the covenants contained in this
Security Instrument, Lender may, without notice, perform or cause them to be performed. Mortgagor appoints
Lender as attorney in fact to sign Mortgagor's name or pay any amount necessary for performance. Lender's nght
to perform for Mortgagor will not create an obhgation to perform, and Lender's failure to perform will not preclude
Lender from exercising any of Lender's other nghts under the lawor this Security Instrument. If any construction
on the Property is discontinued or not carned on in a reasonable manner, Lender may take all steps necessary to
protect Lender's secunty mterest in the Property, including completion of the construction.
14. ASSIGNMENT OF LEASES AND RENTS. Mortgagor absolutely, unconditionally, Irrevocably and immediately
assigns, grants, bargains, conveys and mortgages to Lender all the right, title and interest in the following
(Property).
A. Existing or future leases, subleases, licenses, guaranties and any other wntten or verbal agreements for the
use and occupancy of the Property, including but not hmited to any extensions, renewals, modifications or
replacements (Leases).
B. Rents, issues and profits, including but not limited to secunty deposits, minimum rents, percentage rents,
additional rents, common area maintenance charges, parking charges, real estate taxes, other applicable taxes,
rents"
insurance premium contributions, liquidated damages following default, cancellation premiums, "loss of
insurance, receipts,guestrevenues, royalties, proceeds, bonuses, accounts, contract nghts, general
intangibles, and all nghts and claims which Mortgagor may have that in any way pertain to or are on account
of the use or occupancy of the whole or any part of the Property (Rents).
In the event any item listed as Leases or Rents is determined to be personal property, this Assignment will also be
regarded as a security agreement. Mortgagor will promptly provide Lender with copies of the Leases and will
certify these Leases are true and correct copies. The existing Leases will be provided on execution of the
Assignment, and all future Leases and any other information with respect to these Leases will be provided
immediately after they are executed. grants Lender Mortgagor a revocable heense
collect, to
receive, enjoy and
use the Rents so long as Mortgagor is not in default. Mortgagor's default automatically and immediately revokes
this heense. Mortgagor will not collect in advance any Rents due in future lease penods, unless Mortgagor first
obtains Lender's wntten consent. Amounts collected will be applied at Lender's discretion to the Secured Debts,
the costs of managing, protecting, valuating, appraising and preserving the Property, and other necessary
expenses. Upon default, Mortgagor will receive any Rents in trust for Lender and Mortgagor will not commingle
the Rents with any other funds. When Lender so
directs, Mortgagor will endorse and dehver any payments of
Rents from the
Property to Lender. Mortgagor agrees that Lender will not be considered to be a mortgagee-in-
possession by executing this Secunty Instrument or by collecting or receiving payments on the Secured Debts, but
only may become a mortgagee-in-possession after Mortgagor's license to collect, receive, enjoy and use the Rents
is revoked by Lender or automatically revoked on Mortgagor's default, and Lender takes actual possession of the
Property. Consequently, until Lender takes actual possession of the Property, Lender is not obligated to perform
or discharge any obligation of Mortgagor under the Leases, appear in or defend any action or proceeding relating
to the Rents, the Leases or the Property, or be hable m any way for any injury or damage to any person or
property sustained in or about the Property. Mortgagor agrees that this Secunty Instrument is immediately
effective between Mortgagor and Lender and effective as to third parties on the recording of this Assignment. As
long as this Assignment is in effect, Mortgagor warrants and represents that no default exists under the Leases,
and the parties subject to the Leases have not violated any apphcable law on leases, licenses and landlords and
tenants. Mortgagor, at its sole cost and expense, will keep, observe and perform, and require all other parties to
the Leases to comply with the Leases and any apphcable law. If Mortgagor or any party to the Lease defaults or
falls to observe any apphcable law, Mortgagor will
promptly notify Lender. neglects or refuses to
If Mortgagor
enforce comphance with the terms of the Leases, then Lender may, at Lender's option, enforce comphance.
Mortgagor will not sublet, modify, extend, cancel, or otherwise alter the Leases, or accept the surrender of the
Property covered by the Leases (unless the Leases so require) without Lender's consent. Mortgagor will not
Fratello's Holdings, LLC
New York Mortgage Initials
NY/4MCARDINAOOOOOOOOOO1828027N Wolters Kluwer Financial services ®1996, 2019 Bankers Systerns" e4
FILED: RENSSELAER COUNTY CLERK 11/07/2023 10:41 AM INDEX NO. EF2023-275358
NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 11/07/2023
assign, compromise, subordinate or encumber the Leases and Rents without Lender's pnor wntten consent.
Lender does not assume or become liable for the Property's maintenance, depreciation, or other losses or damages
when Lender acts to manage, protect or preserve the Property, except for losses and damages due to Lender's
gross neghgence or intentional torts. Otherwise, Mortgagor will indemnify Lender and hold Lender harmless for all
liability, loss or damage that Lender may incur when Lender opts to exercise any of its remedies against any party
obhgated under the Leases.
15. DEFAULT. Mortgagor will be in default if any of the following events (known separately and collectively as an
Event of Default) occur:
A. Payments. Mortgagor fails to make a payment in full when due.
B. Insolvency or Bankruptcy. The death, dissolution or insolvency of, appointment of a receiver by or on behalf
of, application of any debtor relief law, the assignment for the benefit of creditors by or on behalf of, the
voluntary or
involuntary termination of existence by, or the commencement of any proceeding under any
present or future federal or state insolvency, bankruptcy, reorganization, composition or debtor rehef law by or
against Mortgagor, Borrower, or any co-signer, endorser, surety or guarantor of this Secunty Instrument or any
other obhgations Borrower has with Lender.
C. Business Termination. Mortgagor merges, dissolves, reorganizes, ends its business or existence, or a
partner or majority owner dies or is declared legally incompetent.
D. Failure to Perform. Mortgagor fails to perform any condition or to keep any promise or covenant of this
Secunty Instrument.
E. Othe
Preview
FILED: RENSSELAER COUNTY CLERK 11/07/2023 10:41 AM INDEX NO. EF2023-275358 NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 11/07/2023 Exhibit F FILED: RENSSELAER COUNTY CLERK 11/07/2023 10:41 AM INDEX NO. EF2023-275358 NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 11/07/2023 RENSSELAER COUNTY - STATE OF NEW YORK FRANK MEROLACOUNTY CLERK 105 THIRD STREET, TROY, NEW YORK 12180 COUNTY CLERK'S RECORDING PAGE ***THIS PAGE IS PART OF THE DOCUMENT - DO NOT DETACH*** Recording: Cover Page 5.00 Recording Fee 140.00 III III III Cultural Ed 14.25 Records Management - Coun 1.00 Records Management - Stat 4.75 BOOK/PAGE: 8855 / 153 Sub Total: 165.00 INSTRUMENT #: 2019-552539 Mortgage Tax -- Receipt#: 1197814 Basic 0.00 - Clerk: RK Additional 3250.00 Rec Date: 06/17/2019 09:27:31 AM Special Additional 0.00 Doc Grp: RP Local 0.00 Descrip: MORTGAGE Num Pgs: 26 Sub Total: 3250.00 Rec'd Frm: CHICAGO TITLE Party1: FRATELLOS HOLDINGS LLC Total: 3415.00 Party2: SUNMARK FEDERAL CREDIT UNION **** NOTICE: THIS IS NOT A BILL **** Town: TROY ***** Mortgage Tax ***** Serial #: DK-0895 IDA Mtg Amt: 1300000.00 Additional 3250.00 Total: 3250.00 Record and Return To: WARNING*** IberebycertifythatthewithinandfIregoingwasrecordedintheRensselaerCounty Clerk'sOf0ce.StateofNew York. This sheetconstitutesthcClerksendorsement required by Section316oftheRealPropertyLawoftheStateofNew York. CHICAGO TITLE BOX FrankMerola RensselacrCountyCicrk FILED: RENSSELAER COUNTY CLERK 11/07/2023 10:41 AM INDEX NO. EF2023-275358 NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 11/07/2023 C KMG TLE Space Above This Line For Recording Data When recorded return to Business Services, Sunmark Federal Credit Union, 1187 Troy Schenectady Road, Latham, NY 12110 MORTGAGE DATE AND PARTIES. The date of this Mortgage (Security Instrument) is June 11, 2019. The parties and their addresses are: MORTGAGOR: FRATELLO'S HOLDINGS, LLC A New York Limited Liability Company 520 Congress Street Troy, NY 12180 LENDER: SUNMARK FEDERAL CREDIT UNION Organized and existing under the laws of the United States of America 1187 Troy Schenectady Road Latham, NY 12110 1. DEFINITIONS. For the purposes of this document, the following term has the following meaning. "Loan" A. Loan. refers to this transaction generally, including obligations and duties arising from the terms of all documents prepared or submitted for this transaction. 2. CONVEYANCE. For good and valuable consideration, the receipt and sufficiency of which is acknowledged, and to secure the Secured Debts and Mortgagor's performance under this Security Instrument, Mortgagor does hereby grant, bargain, sell, convey and mortgage to Lender, with the power of sale, the following described property: See Attached Schedule A The property is located in Rensselaer County at 41-61 River Street And 518-520 Congress Street, Troy, New York 12180. Together with all rights, easements, appurtenances, royalties, mineral rights, oil and gas rights, all water and riparian rights, wells, ditches and water stock, crops, timber including timber to be cut now or at any time in the Fratello's Holdings, LLC New York Martgage Initia NY/4McARDINAO0000000001828027N Walters Kluwer Financial Services 01996, 2019 Bankers systerns" FILED: RENSSELAER COUNTY CLERK 11/07/2023 10:41 AM INDEX NO. EF2023-275358 NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 11/07/2023 future, all diversion payments party payments ormade third to crop producers and all existing and future improvements, structures, fixtures, and replacements that may now, or at any time in the future, be part of the real estate desenbed (all referred to as Property). This Secunty Instrument will remain In effect until the Secured Debts and all underlying agreements have been terminated in wnting by Lender. Debts" 3. SECURED DEBTS. The term "Secured includes and this Security Instrument will secure each of the following. A. Specific Debts. The following debts and all extensions, renewals, refinancings, modifications and replacements. A promissory note or other agreement, dated June 11, 2019, from Mortgagor to Lender, with a loan amount of $1,300,000.00 and matunng on June 15, 2029. B. All Debts. All present and future debts from Mortgagor to Lender, even if this Secunty Instrument is not specifically referenced, or if the future debt is unrelated to or of a different type than this debt. If more than one person signs this Secunty Instrument, each agrees that It will secure debts incurred either individually or with others may who not sign this Security Instrument. Nothing in this Security Instrument constitutes a commitment to make additional or future loans or advances. Any such commitment must be in writing. This Security Instrument will not secure any debt for which a non-possessory, non-purchase money secunty Interest goods" loan," is created in "household in connection with a "consumer as those terms are defmed by federal law governing unfair and deceptive credit practices. This Security Instrument will not secure any debt for stock" purpose," which a security interest is created in "margin and Lender does not obtain a "statement of as defined and required by federal law governing secunties. This Security Instrument will not secure any other debt if Lender, with respect to that other debt, fails to fulfill any necessary requirements or fails to conform to any limitations of the Truth in Lending Act (Regulation Z) or the Real Estate Settlement Procedures Act (Regulation X) that are required for loans secured by the Property. C. Sums Advanced. All sums advanced and expenses incurred by Lender under the terms of this Secunty Instrument. 4. LIMITATIONS ON CROSS-COLLATERALIZATION. The cross-collateralization clause on any existing or future loan, but not including this Loan, is void and ineffective as to this Loan, Including any extension or refinancing. The Loan is not secured by a previously executed secunty Instrument if a non-possessory, non-purchase money goods" loan," secunty interest is created in "household in connection with a "consumer as those terms are defined by federal law governing unfair and deceptive credit practices. The Loan is not secured by a previously executed secunty instrument If Lender fails to fulfill any necessary requirements or fails to conform to any limitations of the Real Estate Settlement Procedures Act, (Regulation X), that are required for loans secured by the Property or if, as a result, the other debt would become subject to Section 670 of the John Warner National Defense Authorization Act for Fiscal Year 2007. The Loan is not secured by a previously executed secunty instrument if Lender fails to fulfill any necessary requirements or fails to conform to any limitations of the Truth in Lending Act, (Regulation Z), that are required for loans secured by the Property. 5. PAYMENTS. Mortgagor agrees that all payments under the Secured Debts will be paid when due and in accordance with the terms of the Secured Debts and this Secunty Instrument. 6. WARRANTY OF TITLE. Mortgagor warrants that Mortgagor is or will be lawfully seized of the estate conveyed by this Secunty Instrument and has the right to grant, bargain, convey, sell and mortgage with the power of sale the Property. Mortgagor also warrants that the Property is unencumbered, except for encumbrances of record. 7. PRIOR SECURITY INTERESTS. With regard to any other mortgage, deed of trust, secunty agreement or other IIen document that created a prior secunty interest or encumbrance on the Property, Mortgagor agrees: A. To make all payments when due and to perform or comply with all covenants. B. To promptly deliver to Lender any notices that Mortgagor receives from the holder. C. Not to allow any modification or extension of, nor to request any future advances under any note or agreement secured by the lien document without Lender's pnor wntten consent. 8. CLAIMS AGAINST TITLE. Mortgagor will pay all taxes, assessments, hens, encumbrances, lease payments, ground rents, utihties, and other charges relating to the Property when due. Lender may require Mortgagor to Fratello's Holdings, LLC New York Mortgage initial NY/4MCARDINA00000000001828027N Wolters Kluwer Financial Services ®1996, 2019 Bankers systerns" 2 FILED: RENSSELAER COUNTY CLERK 11/07/2023 10:41 AM INDEX NO. EF2023-275358 NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 11/07/2023 provide to Lender copies of all notices that such amounts are due and the receipts evidencing Mortgagor's payment. Failure to pay the above items when due, or upon written demand from Mortgagee, or failure to provide receipts for such payments, shall be deemed a default and shall allow the lender/mortgagee to enforce all of the nghts set forth in this agreement upon default. Mortgagor will defend title to the Property againstany claims that would impair the lien of this Security Instrument. Mortgagor agrees to assign to Lender, as requested by Lender , any rights, claims or defenses Mortgagor may have against parties who supply labor or materials to maintain or improve the Property. 9. DUEON SALE OR ENCUMBRANCE. Lender may, at its option, declare the entire balance of the Secured Debt to be immediately due and payable upon the creation of, or contract for the creation of , any lien, encumbrance, transfer or sale of all or any part of the Property. This nght is subject to the restnctions imposed by federal law, as applicable. 10. TRANSFER OF AN INTEREST IN THE MORTGAGOR. If Mortgagor is an entity other than a natural person (such as a corporation, partnership, hmited hability company or other organization), Lender may demand immediate payment if: A. A beneficial interest in Mortgagor is sold or transferred. B. There is a change in either the identity or number of members of a partnership or similar entity. C. There is a change in ownership of more than 25 percent of the voting stock of a corporation, partnership, hmited hability company or similar entity. However, Lender may not demand payment in the above situations if it is prohibited by law as of the date of this Secunty Instrument. 11. WARRANTIES AND REPRESENTATIONS. Mortgagor makes to Lender the following warranties and representations which will continue as long as this Security Instrument is in effect: A. Power. Mortgagor is duly organized, and validly existing and in good standing in all junsdictions in which Mortgagor operates. Mortgagor has the power and authority to enter into this transaction and carrytoon Mortgagor's business or activity as it is now being conducted and, as apphcable, is quahfied to do so in each junsdiction in which Mortgagor operates. B. Authority. The execution, dehvery and performance of this Secunty Instrument and the obhgation evidenced by this Secunty Instrument are within Mortgagor's powers, have been duly authonzed, have received all necessary governmental approval, will not violate any provision of law, or order of court or governmental agency, and will not violate any agreement to which Mortgagor is a party or to which Mortgagor is or any of Mortgagor's property is subject. C. Name and Place of Business. Other than previously disclosed in wnting to Lender, Mortgagor has not changed Mortgagor's name or pnncipal place of business withm the Iast 10 years and has not used any other trade or fictitious name. Without Lender's pnor wntten consent, Mortgagor does not and will not use any other name and will preserve Mortgagor's existing name, trade names and franchises. 12. PROPERTY CONDITION, ALTERATIONS, INSPECTION, VALUATION AND APPRAISAL. Mortgagor will keep the Property in good condition and make all repairs that are reasonably necessary. Mortgagor will not commit or allow any waste, impairment, or detenoration of the Property. Mortgagor will keep the Property free of noxious weeds and grasses. Mortgagor agrees that the nature of the occupancy and use will not substantially change without Lender's prior wntten consent. Mortgagor will not permit any change in any hcense, restrictive covenant or easement without Lender's prior wntten consent. Mortgagor will notify Lender of all demands, proceedings, claims, and actions against Mortgagor, and of any loss or damage to the Property. No portion of the Property will be removed, demolished or materially altered without Lender's prior written consent except that Mortgagor has the nght to remove items of personal property compnsing a part of the Property that become worn or obsolete, provided that such personal property is replaced with other personal property at least equal in value to the replaced personal property, free from any title retention device, security agreement or other encumbrance. Such replacement of personal property will be deemed subject to the secunty interest created by this Security Instrument. Mortgagor will not partition or subdivide the Property without Lender's pnor wntten consent. Fratello's Holdings, LLC New York Mortgage Iruttais NY/4MCARDINAO0000000001828027N Worters Kluwer Financial Services ®1996, 2019 Bankers Systerns" 3 FILED: RENSSELAER COUNTY CLERK 11/07/2023 10:41 AM INDEX NO. EF2023-275358 NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 11/07/2023 Lender or Lender's agents may, at Lender's option, enter the Property at any reasonable time and frequency for the purpose of inspecting, valuating, or appraising the Property. Lender will give Mortgagor notice at the time of or before an on-site inspection, valuation, or appraisal for on-going due diligence or otherwise specifying a reasonable purpose. Any inspection, valuation or appraisal of the Property will be entirely for Lender's benefit and Mortgagor will in no way rely on Lender's inspection, valuation or appraisal for its own purpose, except as otherwise provided by law. 13. AUTHORITY TO PERFORM. If Mortgagor fails to perform any duty or any of the covenants contained in this Security Instrument, Lender may, without notice, perform or cause them to be performed. Mortgagor appoints Lender as attorney in fact to sign Mortgagor's name or pay any amount necessary for performance. Lender's nght to perform for Mortgagor will not create an obhgation to perform, and Lender's failure to perform will not preclude Lender from exercising any of Lender's other nghts under the lawor this Security Instrument. If any construction on the Property is discontinued or not carned on in a reasonable manner, Lender may take all steps necessary to protect Lender's secunty mterest in the Property, including completion of the construction. 14. ASSIGNMENT OF LEASES AND RENTS. Mortgagor absolutely, unconditionally, Irrevocably and immediately assigns, grants, bargains, conveys and mortgages to Lender all the right, title and interest in the following (Property). A. Existing or future leases, subleases, licenses, guaranties and any other wntten or verbal agreements for the use and occupancy of the Property, including but not hmited to any extensions, renewals, modifications or replacements (Leases). B. Rents, issues and profits, including but not limited to secunty deposits, minimum rents, percentage rents, additional rents, common area maintenance charges, parking charges, real estate taxes, other applicable taxes, rents" insurance premium contributions, liquidated damages following default, cancellation premiums, "loss of insurance, receipts,guestrevenues, royalties, proceeds, bonuses, accounts, contract nghts, general intangibles, and all nghts and claims which Mortgagor may have that in any way pertain to or are on account of the use or occupancy of the whole or any part of the Property (Rents). In the event any item listed as Leases or Rents is determined to be personal property, this Assignment will also be regarded as a security agreement. Mortgagor will promptly provide Lender with copies of the Leases and will certify these Leases are true and correct copies. The existing Leases will be provided on execution of the Assignment, and all future Leases and any other information with respect to these Leases will be provided immediately after they are executed. grants Lender Mortgagor a revocable heense collect, to receive, enjoy and use the Rents so long as Mortgagor is not in default. Mortgagor's default automatically and immediately revokes this heense. Mortgagor will not collect in advance any Rents due in future lease penods, unless Mortgagor first obtains Lender's wntten consent. Amounts collected will be applied at Lender's discretion to the Secured Debts, the costs of managing, protecting, valuating, appraising and preserving the Property, and other necessary expenses. Upon default, Mortgagor will receive any Rents in trust for Lender and Mortgagor will not commingle the Rents with any other funds. When Lender so directs, Mortgagor will endorse and dehver any payments of Rents from the Property to Lender. Mortgagor agrees that Lender will not be considered to be a mortgagee-in- possession by executing this Secunty Instrument or by collecting or receiving payments on the Secured Debts, but only may become a mortgagee-in-possession after Mortgagor's license to collect, receive, enjoy and use the Rents is revoked by Lender or automatically revoked on Mortgagor's default, and Lender takes actual possession of the Property. Consequently, until Lender takes actual possession of the Property, Lender is not obligated to perform or discharge any obligation of Mortgagor under the Leases, appear in or defend any action or proceeding relating to the Rents, the Leases or the Property, or be hable m any way for any injury or damage to any person or property sustained in or about the Property. Mortgagor agrees that this Secunty Instrument is immediately effective between Mortgagor and Lender and effective as to third parties on the recording of this Assignment. As long as this Assignment is in effect, Mortgagor warrants and represents that no default exists under the Leases, and the parties subject to the Leases have not violated any apphcable law on leases, licenses and landlords and tenants. Mortgagor, at its sole cost and expense, will keep, observe and perform, and require all other parties to the Leases to comply with the Leases and any apphcable law. If Mortgagor or any party to the Lease defaults or falls to observe any apphcable law, Mortgagor will promptly notify Lender. neglects or refuses to If Mortgagor enforce comphance with the terms of the Leases, then Lender may, at Lender's option, enforce comphance. Mortgagor will not sublet, modify, extend, cancel, or otherwise alter the Leases, or accept the surrender of the Property covered by the Leases (unless the Leases so require) without Lender's consent. Mortgagor will not Fratello's Holdings, LLC New York Mortgage Initials NY/4MCARDINAOOOOOOOOOO1828027N Wolters Kluwer Financial services ®1996, 2019 Bankers Systerns" e4 FILED: RENSSELAER COUNTY CLERK 11/07/2023 10:41 AM INDEX NO. EF2023-275358 NYSCEF DOC. NO. 7 RECEIVED NYSCEF: 11/07/2023 assign, compromise, subordinate or encumber the Leases and Rents without Lender's pnor wntten consent. Lender does not assume or become liable for the Property's maintenance, depreciation, or other losses or damages when Lender acts to manage, protect or preserve the Property, except for losses and damages due to Lender's gross neghgence or intentional torts. Otherwise, Mortgagor will indemnify Lender and hold Lender harmless for all liability, loss or damage that Lender may incur when Lender opts to exercise any of its remedies against any party obhgated under the Leases. 15. DEFAULT. Mortgagor will be in default if any of the following events (known separately and collectively as an Event of Default) occur: A. Payments. Mortgagor fails to make a payment in full when due. B. Insolvency or Bankruptcy. The death, dissolution or insolvency of, appointment of a receiver by or on behalf of, application of any debtor relief law, the assignment for the benefit of creditors by or on behalf of, the voluntary or involuntary termination of existence by, or the commencement of any proceeding under any present or future federal or state insolvency, bankruptcy, reorganization, composition or debtor rehef law by or against Mortgagor, Borrower, or any co-signer, endorser, surety or guarantor of this Secunty Instrument or any other obhgations Borrower has with Lender. C. Business Termination. Mortgagor merges, dissolves, reorganizes, ends its business or existence, or a partner or majority owner dies or is declared legally incompetent. D. Failure to Perform. Mortgagor fails to perform any condition or to keep any promise or covenant of this Secunty Instrument. E. Othe