Preview
FILED: ROCKLAND COUNTY CLERK 12/29/2023 04:42 PM INDEX NO. 030709/2023
NYSCEF DOC. NO. 70 RECEIVED NYSCEF: 12/29/2023
EXHIBIT E
FILED: ROCKLAND COUNTY CLERK 12/29/2023
02/10/2023 04:42
12:33 PM INDEX NO. 030709/2023
NYSCEF DOC. NO. 70
5 RECEIVED NYSCEF: 12/29/2023
02/10/2023
Lena Paxos
From: Lena Paxos
Sent: Friday, November 11, 2022 12:17 PM
To: Jennifer Monacelli
Cc: Kristen Cavatassi; Jeffrey DeVoesick
Subject: RE: Escrow for TECs and SDNAs
Attachments: TENANT ESTOPPEL LETTER - Beer World (002).docx; SNDA - Beer World (002).docx
Jennifer,
I made a minor correction to the TEC and SDNA for beer world. The loan amount is 3,200,000 instead of
3,500,000.00. See attached.
Respectfully,
Lena E. Paxos, Esq.
55 Old Turnpike Road
Suite 502 · Nanuet, NY 10954
Tel: 845.627.8500 x103
Fax: 845.627.8507
e-mail: Lena@CondonPaxos.com
website: www.CondonPaxos.com
CONFIDENTIALITY NOTE: THIS EMAIL AND ANY ATTACHMENTS THERETO ARE CONFIDENTIAL AND MAY BE PROTECTED BY LEGAL PRIVILEGE. IF YOU
ARE NOT THE INTENDED RECIPIENT, BE AWARE THAT ANY DISCLOSURE, COPYING, DISTRIBUTION OR USE OF THIS EMAIL OR ANY ATTACHMENT IS
PROHIBITED. IF YOU HAVE RECEIVED THIS EMAIL IN ERROR, PLEASE NOTIFY US IMMEDIATELY BY RETURNING IT TO THE SENDER AND DELETE THIS
COPY FROM YOUR SYSTEM. THANK YOU FOR YOUR COOPERATION
.
IMPORTANT: NEVER WIRE FUNDS TO THIS OR ANY OFFICE WITHOUT VERBAL VERIFICATION. ALWAYS CALL THIS OFFICE
BEFORE YOU WIRE. YOU MUST VERBALLY VERIFY THE AMOUNT AND THE WIRING INSTRUCTIONS BEFORE YOU WIRE!
From: Jeffrey DeVoesick
Sent: Thursday, November 10, 2022 3:43 PM
To: Lena Paxos ; Jennifer Monacelli
Cc: Kristen Cavatassi
Subject: RE: Escrow for TECs and SDNAs
Importance: High
Lena,
I think the request for almost $40,000 to be held in escrow for the TEC/SNDA issues is excessive. Seller has agreed to
release the full amount of the Beer World 16 months of rent plus the remaining prorated rent for November and
December 2022 post closing‐period. Per the PSA, the only holdback was to be the amounts of the security deposits. I
understand that there are no security deposits being held. Seller has never misrepresented to either buyer or the
brokers that there are in fact deposits being held. The initial rent rolls provided I am sure did not indicate that there
were any security deposits.
1
FILED: ROCKLAND COUNTY CLERK 12/29/2023
02/10/2023 04:42
12:33 PM INDEX NO. 030709/2023
NYSCEF DOC. NO. 70
5 RECEIVED NYSCEF: 12/29/2023
02/10/2023
I believe that there is little risk that Seller won’t comply with providing the seller affidavit in the event that buyer is
unable to secure EC/SNDA’s in the next 30 days.
The greatest concern for buyer’s lender is that these leases are subordinated to the mortgage. Every lease expressly
provides that it is in fact subordinated to the mortgage.
See my comments below on each of the outstanding SNDA/EC by tenant.
1. Advance Auto $6,732.92 – Section 23 pages 31 and 32 of the lease provides for subordination, non‐disturbance
and attornment. Is there any provision you or your lender can’t live with? I understand that you have been
communicating with the tenant counsel directly. Do you have any concerns given your discussions with the
tenant thus far? This tenant has been a tenant of the plaza for 27 years. Also, rent started at $5,366.66 per
month, not the current monthly rental amount of $6,732.92.
2. Armed Forces $4,790 – Section 26 of the lease provides for subordination. I am being told that we will have the
signed SNDA/EC back the beginning of next week. Are there any provisions in Section 26 that either Buyer or
Lender can’t live with?
3. Columbia Wash and Dry $2,500 – Section 12 of the lease provides for the subordination and even goes so far as
to authorize lessor to sign for tenant as their attorney in fact if tenant doesn’t sign. That being said I do believe
that it will be forthcoming. Initial rent was $2,100 per month not $2,500.
4. Dominos $1,500 – Tenant has provided.
5. Mavis $5,625 – Tenant has provided their comments. Are there any comments you find objectionable?
6. Beer Store Lease $4,250 – they haven’t taken possession. The lease is clear as to subordination. Clearly, seller
would be willing to provide affidavit. Are there any provisions of the subordination paragraph that your lender
is concerned about?
7. Big Lots $10,588.88 – request has been made that tenant has no option to purchase. The title work never
turned up any right to purchase. The lease and 4 amendments contain no right to purchase. What concerns
does lender or buyer have with the subordination section 18 of the lease.
8. Rent‐a‐center $3,333.33 – they have provided their corporate form. What issue does your lender or buyer have
with the form?
I can see if my client would agree to an escrow of something far less than the $40,000. Issue with the escrow is that as
you know seller is conducting a 1031 exchange and the escrowed funds would not be eligible for the exchange.
From: Lena Paxos
Sent: Thursday, November 10, 2022 2:17 PM
To: Jennifer Monacelli
Cc: Kristen Cavatassi ; Jeffrey DeVoesick
Subject: RE: Escrow for TECs and SDNAs
Importance: High
Hi Jennifer,
I will review the comments and get back to you. In the meantime, can we agree to the $39,320.93 escrow
fund? I know we agreed on the 708.33 beer lease credit adjustment. I want to wire the remaining
$52,952.98 funds to your office.
Remaining Balance: 92,982.24
2
FILED: ROCKLAND COUNTY CLERK 12/29/2023
02/10/2023 04:42
12:33 PM INDEX NO. 030709/2023
NYSCEF DOC. NO. 70
5 RECEIVED NYSCEF: 12/29/2023
02/10/2023
Beer Lease Credit: - 708.33
Escrow Fund: - 39,320.93
___________________
$52,952.98
Please advise.
P.S. are you going to respond to my email regarding the affirmative representation that there is no
written consent to sublease the Plaza Diner?
Thank you.
Respectfully,
Lena E. Paxos, Esq.
55 Old Turnpike Road
Suite 502 · Nanuet, NY 10954
Tel: 845.627.8500 x103
Fax: 845.627.8507
e-mail: Lena@CondonPaxos.com
website: www.CondonPaxos.com
CONFIDENTIALITY NOTE: THIS EMAIL AND ANY ATTACHMENTS THERETO ARE CONFIDENTIAL AND MAY BE PROTECTED BY LEGAL PRIVILEGE. IF YOU
ARE NOT THE INTENDED RECIPIENT, BE AWARE THAT ANY DISCLOSURE, COPYING, DISTRIBUTION OR USE OF THIS EMAIL OR ANY ATTACHMENT IS
PROHIBITED. IF YOU HAVE RECEIVED THIS EMAIL IN ERROR, PLEASE NOTIFY US IMMEDIATELY BY RETURNING IT TO THE SENDER AND DELETE THIS
COPY FROM YOUR SYSTEM. THANK YOU FOR YOUR COOPERATION
.
IMPORTANT: NEVER WIRE FUNDS TO THIS OR ANY OFFICE WITHOUT VERBAL VERIFICATION. ALWAYS CALL THIS OFFICE
BEFORE YOU WIRE. YOU MUST VERBALLY VERIFY THE AMOUNT AND THE WIRING INSTRUCTIONS BEFORE YOU WIRE!
From: Jennifer Monacelli
Sent: Thursday, November 10, 2022 9:56 AM
To: Lena Paxos ; Jeffrey DeVoesick
Cc: Kristen Cavatassi
Subject: RE: Escrow for TECs and SDNAs
Hi Lena – see my comments below in red.
Thanks!
Jennifer Monacelli, Law Clerk
jmonacelli@morgdevo.com
www.morgdevo.com
Morgenstern DeVoesick PLLC
1080 Pittsford Victor Road
Suite 200
Pittsford, New York 14534
585‐672‐5500 PHONE
585‐563‐2311 FAX
3
FILED: ROCKLAND COUNTY CLERK 12/29/2023
02/10/2023 04:42
12:33 PM INDEX NO. 030709/2023
NYSCEF DOC. NO. 70
5 RECEIVED NYSCEF: 12/29/2023
02/10/2023
The information contained in this communication is confidential, may be subject to the attorney‐client privilege, and is intended only
for review and use by the addressee. It is the property of the sender. Unauthorized use, disclosure or copying of this communication
or any part thereof is strictly prohibited and may be unlawful. If you have received this communication in error, please notify us
immediately by return e‐mail, and destroy this communication and all copies thereof, including all attachments. Alternatively, please
call the above‐named sender at 585‐672‐5500.
BEWARE OF CYBER/WIRE TRANSFER FRAUD: Last minute phone calls or emails changing wire instructions or asking you to wire money
may be fraudulent. Our wiring information never changes. If you receive any phone call or email suggesting a different method of
providing funds, contact our office using a known reliable number. DO NOT use any phone numbers or e‐mail addresses contained in
any suspicious e‐mail or phone call. If you have the slightest concern we strongly suggest that you contact our office and speak to the
individual attorney or paralegal handling your file to verbally confirm our wire instructions.
IRS Circular 230 Disclosure: To ensure compliance with requirements imposed by the IRS, we inform you that any U.S. federal tax
advice contained in this communication (including any attachments) is not intended or written to be used, and cannot be used, for the
purpose of (i) avoiding penalties under the Internal Revenue Code or (ii) promoting, marketing or recommending to another party any
transaction or matter addressed herein.
From: Lena Paxos
Sent: Wednesday, November 9, 2022 1:01 PM
To: Jeffrey DeVoesick
Cc: Kristen Cavatassi ; Jennifer Monacelli
Subject: Re: Escrow for TECs and SDNAs
Importance: High
Hello again,
As it stands right now, the following SDNAs and TECs are either missing or not approved by the bank:
1. Advanced Auto Parts: $6,732.92 – as of 10/24 we were under the impression that you were
communicating with their counsel directly
2. Armed Forces: $4790.80 – documents were sent to the Chief of Real Estate on 11/4; they require 7
days to review from there
3. Columbia Wash & Dry: $2,500.00 – the attorney was supposed to send directly; this tenant has the
same attorney as Dominos and the attorney sent Domino’s to me directly yesterday, so I will
follow up with him now
4. Dominoes: $1,500.00 – attached – please note the tenant exercised their option to renew, reflected
on the TE
5. Mavis Discount Tire: $5,625.00 – we forwarded you their comments and provided you with their
attorney’s contact information on 10/25
6. Beer Store: $4,250.00 – draft attached
7. Big Lots: $10,588.88 – I’ve requested that the TEC be amended to include language that tenant has
no option to purchase. Re: the SNDA, corporate tenants use their own forms.
8. Rent a Center: $3,333.33 – SNDA and TE have been provided. Corporate tenants use their own
forms.
One month’s rent is typically the framework for security deposit. We propose that the escrow fund reflect
the same. Escrow Fund: $39,320.93.
Please let me know your thoughts. I would like to come to an agreement and initiate the final wire.
Thanks!
Respectfully,
4
FILED: ROCKLAND COUNTY CLERK 12/29/2023
02/10/2023 04:42
12:33 PM INDEX NO. 030709/2023
NYSCEF DOC. NO. 70
5 RECEIVED NYSCEF: 12/29/2023
02/10/2023
Lena E. Paxos, Esq.
55 Old Turnpike Road
Suite 502 · Nanuet, NY 10954
Tel: 845.627.8500 x103
Fax: 845.627.8507
e-mail: Lena@CondonPaxos.com
website: www.CondonPaxos.com
CONFIDENTIALITY NOTE: THIS EMAIL AND ANY ATTACHMENTS THERETO ARE CONFIDENTIAL AND MAY BE PROTECTED BY LEGAL PRIVILEGE. IF YOU
ARE NOT THE INTENDED RECIPIENT, BE AWARE THAT ANY DISCLOSURE, COPYING, DISTRIBUTION OR USE OF THIS EMAIL OR ANY ATTACHMENT IS
PROHIBITED. IF YOU HAVE RECEIVED THIS EMAIL IN ERROR, PLEASE NOTIFY US IMMEDIATELY BY RETURNING IT TO THE SENDER AND DELETE THIS
COPY FROM YOUR SYSTEM. THANK YOU FOR YOUR COOPERATION
.
IMPORTANT: NEVER WIRE FUNDS TO THIS OR ANY OFFICE WITHOUT VERBAL VERIFICATION. ALWAYS CALL THIS OFFICE
BEFORE YOU WIRE. YOU MUST VERBALLY VERIFY THE AMOUNT AND THE WIRING INSTRUCTIONS BEFORE YOU WIRE!
5
FILED: ROCKLAND COUNTY CLERK 12/29/2023
02/10/2023 04:42
12:33 PM INDEX NO. 030709/2023
NYSCEF DOC. NO. 70
6 RECEIVED NYSCEF: 12/29/2023
02/10/2023
Exhibit “E”
FILED: ROCKLAND COUNTY CLERK 12/29/2023
02/10/2023 04:42
12:33 PM INDEX NO. 030709/2023
NYSCEF DOC. NO. 70
6 RECEIVED NYSCEF: 12/29/2023
02/10/2023
Lena Paxos
From: Lena Paxos
Sent: Wednesday, January 18, 2023 4:28 PM
To: jeff@morgdevo.com; Kristen Cavatassi
Cc: Jennifer Monacelli; Brian K. Condon
Subject: Re: 300 Fairview Ave, Hudson, NY - Request for Proof of Escrow Fund
Importance: High
Tracking
Tracking: Recipient Delivery Read
jeff@morgdevo.com
Kristen Cavatassi
Jennifer Monacelli
Brian K. Condon Delivered: 1/18/2023 4:28 PM Read: 1/18/2023 4:30 PM
Good Afternoon,
Pursuant to Paragraph 2, in pertinent part, of the Purchase and Sale agreement between
Greenport/Hudson Associates, LLC and KPL Green LLC for 300 Fairview Avenue, Hudson, NY:
“At Closing, $578,910.00 of the Purchase Price shall be escrowed (the “Escrow Fund”) with Seller’s attorneys
as Escrow Agent (Escrow Fund”)… Seller represents that the NOI of $536,290, set forth below, is based upon the
final execution and removal of contingencies of the Beer Lease regarding the 17,000 +/- square feet space…The
respective parties have agreed that as the end date of several contingencies set forth in the Beer Lease (including, but
not limited to, the liquor license contingencies) may exceed the anticipated Closing Date, the Escrow Agent for the
Premises shall continue to hold the Escrow Fund until such date as the Beer Lease is executed and all contingencies
are cleared, satisfied, waived or removed or the Beer Lease is canceled.”
In light of the recent developments with Beer Lease, please provide immediate proof of the Escrow Fund.
Thank you for your urgent attention to this matter.
Respectfully,
Lena E. Paxos, Esq.
55 Old Turnpike Road
Suite 502 · Nanuet, NY 10954
Tel: 845.627.8500 x103
Fax: 845.627.8507
e-mail: Lena@CondonPaxos.com
website: www.CondonPaxos.com
CONFIDENTIALITY NOTE: THIS EMAIL AND ANY ATTACHMENTS THERETO ARE CONFIDENTIAL AND MAY BE PROTECTED BY LEGAL PRIVILEGE. IF YOU
ARE NOT THE INTENDED RECIPIENT, BE AWARE THAT ANY DISCLOSURE, COPYING, DISTRIBUTION OR USE OF THIS EMAIL OR ANY ATTACHMENT IS
PROHIBITED. IF YOU HAVE RECEIVED THIS EMAIL IN ERROR, PLEASE NOTIFY US IMMEDIATELY BY RETURNING IT TO THE SENDER AND DELETE THIS
COPY FROM YOUR SYSTEM. THANK YOU FOR YOUR COOPERATION.
1
FILED: ROCKLAND COUNTY CLERK 12/29/2023
02/10/2023 04:42
12:33 PM INDEX NO. 030709/2023
NYSCEF DOC. NO. 70
6 RECEIVED NYSCEF: 12/29/2023
02/10/2023
IMPORTANT: NEVER WIRE FUNDS TO THIS OR ANY OFFICE WITHOUT VERBAL VERIFICATION. ALWAYS CALL THIS OFFICE
BEFORE YOU WIRE. YOU MUST VERBALLY VERIFY THE AMOUNT AND THE WIRING INSTRUCTIONS BEFORE YOU WIRE!
2
FILED: ROCKLAND COUNTY CLERK 12/29/2023
02/10/2023 04:42
12:33 PM INDEX NO. 030709/2023
NYSCEF DOC. NO. 70
7 RECEIVED NYSCEF: 12/29/2023
02/10/2023
Exhibit “F”
FILED: ROCKLAND COUNTY CLERK 12/29/2023
02/10/2023 04:42
12:33 PM INDEX NO. 030709/2023
NYSCEF DOC. NO. 70
7 RECEIVED NYSCEF: 12/29/2023
02/10/2023
Lena Paxos
From: Albert C. Hrdlicka
Sent: Tuesday, January 24, 2023 2:43 PM
To: Lena Paxos
Subject: FW: liquor license contingency extension
Please "REPLY ALL" to all emails so Michele and/or Lori are apprised of any communication with regard to this
transaction. Thank you!
Notice: Beware of fraudulent e-mails. Please be advised that I will never send unsolicited wire instructions via e-
mail communication. All wire instructions must be verified via phone.
Albert C. Hrdlicka, Esq.
The Hrdlicka Law Firm, PLLC
25 Lucas Avenue
Kingston, NY 12401
(845) 339-6903 Telephone
(845) 339-7063 (My Direct Fax)
(845) 339-6916 (Alternate Fax)
ach@hrdlickalaw.com
www.hrdlickalaw.com
CONFIDENTIALITY NOTE: This message is intended only for the person or entity to which it is addressed and may contain
information that is privileged, confidential, or otherwise protected from disclosure.
This transmission may be: (1) subject to the Attorney-Client Privilege, (2) an attorney work product, or (3) strictly confidential. If you
are not the intended recipient of this message, you may not disclose, print, copy or disseminate this information. If you have received
this in error, please reply and notify the sender (only) and delete the message. Unauthorized interception of this e-mail is a violation of
federal criminal law.
This communication does not reflect an intention by the sender or the sender's client or principal to conduct a transaction or make any
agreement by electronic means. Nothing contained in this message or in any attachment shall satisfy the requirements for a writing,
and nothing contained herein shall constitute a contract or electronic signature under the Electronic Signatures in Global and National
Commerce Act, any version of the Uniform Electronic Transactions Act or any other statute governing electronic transactions.
Thank You.
From: Albert C. Hrdlicka
Sent: Friday, December 30, 2022 4:40 PM
To: Jeffrey DeVoesick
Subject: RE: liquor license contingency extension
1
FILED: ROCKLAND COUNTY CLERK 12/29/2023
02/10/2023 04:42
12:33 PM INDEX NO. 030709/2023
NYSCEF DOC. NO. 70
7 RECEIVED NYSCEF: 12/29/2023
02/10/2023
Sorry, I am going to head out so just in case the landlord doesn’t agree to the extension the tenant reserves their right to
cancel the lease since they have not received the liquor license yet. Thank you and have a Happy New Year!
Please "REPLY ALL" to all emails so Michele and/or Lori are apprised of any communication with regard to this
transaction. Thank you!
Notice: Beware of fraudulent e-mails. Please be advised that I will never send unsolicited wire instructions via e-
mail communication. All wire instructions must be verified via phone.
Albert C. Hrdlicka, Esq.
The Hrdlicka Law Firm, PLLC
25 Lucas Avenue
Kingston, NY 12401
(845) 339-6903 Telephone
(845) 339-7063 (My Direct Fax)
(845) 339-6916 (Alternate Fax)
ach@hrdlickalaw.com
www.hrdlickalaw.com
CONFIDENTIALITY NOTE: This message is intended only for the person or entity to which it is addressed and may contain
information that is privileged, confidential, or otherwise protected from disclosure.
This transmission may be: (1) subject to the Attorney-Client Privilege, (2) an attorney work product, or (3) strictly confidential. If you
are not the intended recipient of this message, you may not disclose, print, copy or disseminate this information. If you have received
this in error, please reply and notify the sender (only) and delete the message. Unauthorized interception of this e-mail is a violation of
federal criminal law.
This communication does not reflect an intention by the sender or the sender's client or principal to conduct a transaction or make any
agreement by electronic means. Nothing contained in this message or in any attachment shall satisfy the requirements for a writing,
and nothing contained herein shall constitute a contract or electronic signature under the Electronic Signatures in Global and National
Commerce Act, any version of the Uniform Electronic Transactions Act or any other statute governing electronic transactions.
Thank You.
From: Albert C. Hrdlicka
Sent: Friday, December 30, 2022 4:07 PM
To: Jeffrey DeVoesick
Cc: Sue Gordon ; Kristen Cavatassi ; Jennifer Monacelli
Subject: RE: liquor license contingency extension
Importance: High
Jeff,
Just checking in on this. The tenant is looking for an extension on SLA approval to March 15, 2023 based upon
the liquor authority told the broker. SLA is still working on applications from May 2022 right now and our tenant filed in
June of 2022. Thank you.
2
FILED: ROCKLAND COUNTY CLERK 12/29/2023
02/10/2023 04:42
12:33 PM INDEX NO. 030709/2023
NYSCEF DOC. NO. 70
7 RECEIVED NYSCEF: 12/29/2023
02/10/2023
Please "REPLY ALL" to all emails so Michele and/or Lori are apprised of any communication with regard to this
transaction. Thank you!
Notice: Beware of fraudulent e-mails. Please be advised that I will never send unsolicited wire instructions via e-
mail communication. All wire instructions must be verified via phone.
Albert C. Hrdlicka, Esq.
The Hrdlicka Law Firm, PLLC
25 Lucas Avenue
Kingston, NY 12401
(845) 339-6903 Telephone
(845) 339-7063 (My Direct Fax)
(845) 339-6916 (Alternate Fax)
ach@hrdlickalaw.com
www.hrdlickalaw.com
CONFIDENTIALITY NOTE: This message is intended only for the person or entity to which it is addressed and may contain
information that is privileged, confidential, or otherwise protected from disclosure.
This transmission may be: (1) subject to the Attorney-Client Privilege, (2) an attorney work product, or (3) strictly confidential. If you
are not the intended recipient of this message, you may not disclose, print, copy or disseminate this information. If you have received
this in error, please reply and notify the sender (only) and delete the message. Unauthorized interception of this e-mail is a violation of
federal criminal law.
This communication does not reflect an intention by the sender or the sender's client or principal to conduct a transaction or make any
agreement by electronic means. Nothing contained in this message or in any attachment shall satisfy the requirements for a writing,
and nothing contained herein shall constitute a contract or electronic signature under the Electronic Signatures in Global and National
Commerce Act, any version of the Uniform Electronic Transactions Act or any other statute governing electronic transactions.
Thank You.
3
Preview
FILED: ROCKLAND COUNTY CLERK 12/29/2023 04:42 PM INDEX NO. 030709/2023 NYSCEF DOC. NO. 70 RECEIVED NYSCEF: 12/29/2023 EXHIBIT E FILED: ROCKLAND COUNTY CLERK 12/29/2023 02/10/2023 04:42 12:33 PM INDEX NO. 030709/2023 NYSCEF DOC. NO. 70 5 RECEIVED NYSCEF: 12/29/2023 02/10/2023 Lena Paxos From: Lena Paxos Sent: Friday, November 11, 2022 12:17 PM To: Jennifer Monacelli Cc: Kristen Cavatassi; Jeffrey DeVoesick Subject: RE: Escrow for TECs and SDNAs Attachments: TENANT ESTOPPEL LETTER - Beer World (002).docx; SNDA - Beer World (002).docx Jennifer, I made a minor correction to the TEC and SDNA for beer world. The loan amount is 3,200,000 instead of 3,500,000.00. See attached. Respectfully, Lena E. Paxos, Esq. 55 Old Turnpike Road Suite 502 · Nanuet, NY 10954 Tel: 845.627.8500 x103 Fax: 845.627.8507 e-mail: Lena@CondonPaxos.com website: www.CondonPaxos.com CONFIDENTIALITY NOTE: THIS EMAIL AND ANY ATTACHMENTS THERETO ARE CONFIDENTIAL AND MAY BE PROTECTED BY LEGAL PRIVILEGE. IF YOU ARE NOT THE INTENDED RECIPIENT, BE AWARE THAT ANY DISCLOSURE, COPYING, DISTRIBUTION OR USE OF THIS EMAIL OR ANY ATTACHMENT IS PROHIBITED. IF YOU HAVE RECEIVED THIS EMAIL IN ERROR, PLEASE NOTIFY US IMMEDIATELY BY RETURNING IT TO THE SENDER AND DELETE THIS COPY FROM YOUR SYSTEM. THANK YOU FOR YOUR COOPERATION . IMPORTANT: NEVER WIRE FUNDS TO THIS OR ANY OFFICE WITHOUT VERBAL VERIFICATION. ALWAYS CALL THIS OFFICE BEFORE YOU WIRE. YOU MUST VERBALLY VERIFY THE AMOUNT AND THE WIRING INSTRUCTIONS BEFORE YOU WIRE! From: Jeffrey DeVoesick Sent: Thursday, November 10, 2022 3:43 PM To: Lena Paxos ; Jennifer Monacelli Cc: Kristen Cavatassi Subject: RE: Escrow for TECs and SDNAs Importance: High Lena, I think the request for almost $40,000 to be held in escrow for the TEC/SNDA issues is excessive. Seller has agreed to release the full amount of the Beer World 16 months of rent plus the remaining prorated rent for November and December 2022 post closing‐period. Per the PSA, the only holdback was to be the amounts of the security deposits. I understand that there are no security deposits being held. Seller has never misrepresented to either buyer or the brokers that there are in fact deposits being held. The initial rent rolls provided I am sure did not indicate that there were any security deposits. 1 FILED: ROCKLAND COUNTY CLERK 12/29/2023 02/10/2023 04:42 12:33 PM INDEX NO. 030709/2023 NYSCEF DOC. NO. 70 5 RECEIVED NYSCEF: 12/29/2023 02/10/2023 I believe that there is little risk that Seller won’t comply with providing the seller affidavit in the event that buyer is unable to secure EC/SNDA’s in the next 30 days. The greatest concern for buyer’s lender is that these leases are subordinated to the mortgage. Every lease expressly provides that it is in fact subordinated to the mortgage. See my comments below on each of the outstanding SNDA/EC by tenant. 1. Advance Auto $6,732.92 – Section 23 pages 31 and 32 of the lease provides for subordination, non‐disturbance and attornment. Is there any provision you or your lender can’t live with? I understand that you have been communicating with the tenant counsel directly. Do you have any concerns given your discussions with the tenant thus far? This tenant has been a tenant of the plaza for 27 years. Also, rent started at $5,366.66 per month, not the current monthly rental amount of $6,732.92. 2. Armed Forces $4,790 – Section 26 of the lease provides for subordination. I am being told that we will have the signed SNDA/EC back the beginning of next week. Are there any provisions in Section 26 that either Buyer or Lender can’t live with? 3. Columbia Wash and Dry $2,500 – Section 12 of the lease provides for the subordination and even goes so far as to authorize lessor to sign for tenant as their attorney in fact if tenant doesn’t sign. That being said I do believe that it will be forthcoming. Initial rent was $2,100 per month not $2,500. 4. Dominos $1,500 – Tenant has provided. 5. Mavis $5,625 – Tenant has provided their comments. Are there any comments you find objectionable? 6. Beer Store Lease $4,250 – they haven’t taken possession. The lease is clear as to subordination. Clearly, seller would be willing to provide affidavit. Are there any provisions of the subordination paragraph that your lender is concerned about? 7. Big Lots $10,588.88 – request has been made that tenant has no option to purchase. The title work never turned up any right to purchase. The lease and 4 amendments contain no right to purchase. What concerns does lender or buyer have with the subordination section 18 of the lease. 8. Rent‐a‐center $3,333.33 – they have provided their corporate form. What issue does your lender or buyer have with the form? I can see if my client would agree to an escrow of something far less than the $40,000. Issue with the escrow is that as you know seller is conducting a 1031 exchange and the escrowed funds would not be eligible for the exchange. From: Lena Paxos Sent: Thursday, November 10, 2022 2:17 PM To: Jennifer Monacelli Cc: Kristen Cavatassi ; Jeffrey DeVoesick Subject: RE: Escrow for TECs and SDNAs Importance: High Hi Jennifer, I will review the comments and get back to you. In the meantime, can we agree to the $39,320.93 escrow fund? I know we agreed on the 708.33 beer lease credit adjustment. I want to wire the remaining $52,952.98 funds to your office. Remaining Balance: 92,982.24 2 FILED: ROCKLAND COUNTY CLERK 12/29/2023 02/10/2023 04:42 12:33 PM INDEX NO. 030709/2023 NYSCEF DOC. NO. 70 5 RECEIVED NYSCEF: 12/29/2023 02/10/2023 Beer Lease Credit: - 708.33 Escrow Fund: - 39,320.93 ___________________ $52,952.98 Please advise. P.S. are you going to respond to my email regarding the affirmative representation that there is no written consent to sublease the Plaza Diner? Thank you. Respectfully, Lena E. Paxos, Esq. 55 Old Turnpike Road Suite 502 · Nanuet, NY 10954 Tel: 845.627.8500 x103 Fax: 845.627.8507 e-mail: Lena@CondonPaxos.com website: www.CondonPaxos.com CONFIDENTIALITY NOTE: THIS EMAIL AND ANY ATTACHMENTS THERETO ARE CONFIDENTIAL AND MAY BE PROTECTED BY LEGAL PRIVILEGE. IF YOU ARE NOT THE INTENDED RECIPIENT, BE AWARE THAT ANY DISCLOSURE, COPYING, DISTRIBUTION OR USE OF THIS EMAIL OR ANY ATTACHMENT IS PROHIBITED. IF YOU HAVE RECEIVED THIS EMAIL IN ERROR, PLEASE NOTIFY US IMMEDIATELY BY RETURNING IT TO THE SENDER AND DELETE THIS COPY FROM YOUR SYSTEM. THANK YOU FOR YOUR COOPERATION . IMPORTANT: NEVER WIRE FUNDS TO THIS OR ANY OFFICE WITHOUT VERBAL VERIFICATION. ALWAYS CALL THIS OFFICE BEFORE YOU WIRE. YOU MUST VERBALLY VERIFY THE AMOUNT AND THE WIRING INSTRUCTIONS BEFORE YOU WIRE! From: Jennifer Monacelli Sent: Thursday, November 10, 2022 9:56 AM To: Lena Paxos ; Jeffrey DeVoesick Cc: Kristen Cavatassi Subject: RE: Escrow for TECs and SDNAs Hi Lena – see my comments below in red. Thanks! Jennifer Monacelli, Law Clerk jmonacelli@morgdevo.com www.morgdevo.com Morgenstern DeVoesick PLLC 1080 Pittsford Victor Road Suite 200 Pittsford, New York 14534 585‐672‐5500 PHONE 585‐563‐2311 FAX 3 FILED: ROCKLAND COUNTY CLERK 12/29/2023 02/10/2023 04:42 12:33 PM INDEX NO. 030709/2023 NYSCEF DOC. NO. 70 5 RECEIVED NYSCEF: 12/29/2023 02/10/2023 The information contained in this communication is confidential, may be subject to the attorney‐client privilege, and is intended only for review and use by the addressee. It is the property of the sender. Unauthorized use, disclosure or copying of this communication or any part thereof is strictly prohibited and may be unlawful. If you have received this communication in error, please notify us immediately by return e‐mail, and destroy this communication and all copies thereof, including all attachments. Alternatively, please call the above‐named sender at 585‐672‐5500. BEWARE OF CYBER/WIRE TRANSFER FRAUD: Last minute phone calls or emails changing wire instructions or asking you to wire money may be fraudulent. Our wiring information never changes. If you receive any phone call or email suggesting a different method of providing funds, contact our office using a known reliable number. DO NOT use any phone numbers or e‐mail addresses contained in any suspicious e‐mail or phone call. If you have the slightest concern we strongly suggest that you contact our office and speak to the individual attorney or paralegal handling your file to verbally confirm our wire instructions. IRS Circular 230 Disclosure: To ensure compliance with requirements imposed by the IRS, we inform you that any U.S. federal tax advice contained in this communication (including any attachments) is not intended or written to be used, and cannot be used, for the purpose of (i) avoiding penalties under the Internal Revenue Code or (ii) promoting, marketing or recommending to another party any transaction or matter addressed herein. From: Lena Paxos Sent: Wednesday, November 9, 2022 1:01 PM To: Jeffrey DeVoesick Cc: Kristen Cavatassi ; Jennifer Monacelli Subject: Re: Escrow for TECs and SDNAs Importance: High Hello again, As it stands right now, the following SDNAs and TECs are either missing or not approved by the bank: 1. Advanced Auto Parts: $6,732.92 – as of 10/24 we were under the impression that you were communicating with their counsel directly 2. Armed Forces: $4790.80 – documents were sent to the Chief of Real Estate on 11/4; they require 7 days to review from there 3. Columbia Wash & Dry: $2,500.00 – the attorney was supposed to send directly; this tenant has the same attorney as Dominos and the attorney sent Domino’s to me directly yesterday, so I will follow up with him now 4. Dominoes: $1,500.00 – attached – please note the tenant exercised their option to renew, reflected on the TE 5. Mavis Discount Tire: $5,625.00 – we forwarded you their comments and provided you with their attorney’s contact information on 10/25 6. Beer Store: $4,250.00 – draft attached 7. Big Lots: $10,588.88 – I’ve requested that the TEC be amended to include language that tenant has no option to purchase. Re: the SNDA, corporate tenants use their own forms. 8. Rent a Center: $3,333.33 – SNDA and TE have been provided. Corporate tenants use their own forms. One month’s rent is typically the framework for security deposit. We propose that the escrow fund reflect the same. Escrow Fund: $39,320.93. Please let me know your thoughts. I would like to come to an agreement and initiate the final wire. Thanks! Respectfully, 4 FILED: ROCKLAND COUNTY CLERK 12/29/2023 02/10/2023 04:42 12:33 PM INDEX NO. 030709/2023 NYSCEF DOC. NO. 70 5 RECEIVED NYSCEF: 12/29/2023 02/10/2023 Lena E. Paxos, Esq. 55 Old Turnpike Road Suite 502 · Nanuet, NY 10954 Tel: 845.627.8500 x103 Fax: 845.627.8507 e-mail: Lena@CondonPaxos.com website: www.CondonPaxos.com CONFIDENTIALITY NOTE: THIS EMAIL AND ANY ATTACHMENTS THERETO ARE CONFIDENTIAL AND MAY BE PROTECTED BY LEGAL PRIVILEGE. IF YOU ARE NOT THE INTENDED RECIPIENT, BE AWARE THAT ANY DISCLOSURE, COPYING, DISTRIBUTION OR USE OF THIS EMAIL OR ANY ATTACHMENT IS PROHIBITED. IF YOU HAVE RECEIVED THIS EMAIL IN ERROR, PLEASE NOTIFY US IMMEDIATELY BY RETURNING IT TO THE SENDER AND DELETE THIS COPY FROM YOUR SYSTEM. THANK YOU FOR YOUR COOPERATION . IMPORTANT: NEVER WIRE FUNDS TO THIS OR ANY OFFICE WITHOUT VERBAL VERIFICATION. ALWAYS CALL THIS OFFICE BEFORE YOU WIRE. YOU MUST VERBALLY VERIFY THE AMOUNT AND THE WIRING INSTRUCTIONS BEFORE YOU WIRE! 5 FILED: ROCKLAND COUNTY CLERK 12/29/2023 02/10/2023 04:42 12:33 PM INDEX NO. 030709/2023 NYSCEF DOC. NO. 70 6 RECEIVED NYSCEF: 12/29/2023 02/10/2023 Exhibit “E” FILED: ROCKLAND COUNTY CLERK 12/29/2023 02/10/2023 04:42 12:33 PM INDEX NO. 030709/2023 NYSCEF DOC. NO. 70 6 RECEIVED NYSCEF: 12/29/2023 02/10/2023 Lena Paxos From: Lena Paxos Sent: Wednesday, January 18, 2023 4:28 PM To: jeff@morgdevo.com; Kristen Cavatassi Cc: Jennifer Monacelli; Brian K. Condon Subject: Re: 300 Fairview Ave, Hudson, NY - Request for Proof of Escrow Fund Importance: High Tracking Tracking: Recipient Delivery Read jeff@morgdevo.com Kristen Cavatassi Jennifer Monacelli Brian K. Condon Delivered: 1/18/2023 4:28 PM Read: 1/18/2023 4:30 PM Good Afternoon, Pursuant to Paragraph 2, in pertinent part, of the Purchase and Sale agreement between Greenport/Hudson Associates, LLC and KPL Green LLC for 300 Fairview Avenue, Hudson, NY: “At Closing, $578,910.00 of the Purchase Price shall be escrowed (the “Escrow Fund”) with Seller’s attorneys as Escrow Agent (Escrow Fund”)… Seller represents that the NOI of $536,290, set forth below, is based upon the final execution and removal of contingencies of the Beer Lease regarding the 17,000 +/- square feet space…The respective parties have agreed that as the end date of several contingencies set forth in the Beer Lease (including, but not limited to, the liquor license contingencies) may exceed the anticipated Closing Date, the Escrow Agent for the Premises shall continue to hold the Escrow Fund until such date as the Beer Lease is executed and all contingencies are cleared, satisfied, waived or removed or the Beer Lease is canceled.” In light of the recent developments with Beer Lease, please provide immediate proof of the Escrow Fund. Thank you for your urgent attention to this matter. Respectfully, Lena E. Paxos, Esq. 55 Old Turnpike Road Suite 502 · Nanuet, NY 10954 Tel: 845.627.8500 x103 Fax: 845.627.8507 e-mail: Lena@CondonPaxos.com website: www.CondonPaxos.com CONFIDENTIALITY NOTE: THIS EMAIL AND ANY ATTACHMENTS THERETO ARE CONFIDENTIAL AND MAY BE PROTECTED BY LEGAL PRIVILEGE. IF YOU ARE NOT THE INTENDED RECIPIENT, BE AWARE THAT ANY DISCLOSURE, COPYING, DISTRIBUTION OR USE OF THIS EMAIL OR ANY ATTACHMENT IS PROHIBITED. IF YOU HAVE RECEIVED THIS EMAIL IN ERROR, PLEASE NOTIFY US IMMEDIATELY BY RETURNING IT TO THE SENDER AND DELETE THIS COPY FROM YOUR SYSTEM. THANK YOU FOR YOUR COOPERATION. 1 FILED: ROCKLAND COUNTY CLERK 12/29/2023 02/10/2023 04:42 12:33 PM INDEX NO. 030709/2023 NYSCEF DOC. NO. 70 6 RECEIVED NYSCEF: 12/29/2023 02/10/2023 IMPORTANT: NEVER WIRE FUNDS TO THIS OR ANY OFFICE WITHOUT VERBAL VERIFICATION. ALWAYS CALL THIS OFFICE BEFORE YOU WIRE. YOU MUST VERBALLY VERIFY THE AMOUNT AND THE WIRING INSTRUCTIONS BEFORE YOU WIRE! 2 FILED: ROCKLAND COUNTY CLERK 12/29/2023 02/10/2023 04:42 12:33 PM INDEX NO. 030709/2023 NYSCEF DOC. NO. 70 7 RECEIVED NYSCEF: 12/29/2023 02/10/2023 Exhibit “F” FILED: ROCKLAND COUNTY CLERK 12/29/2023 02/10/2023 04:42 12:33 PM INDEX NO. 030709/2023 NYSCEF DOC. NO. 70 7 RECEIVED NYSCEF: 12/29/2023 02/10/2023 Lena Paxos From: Albert C. Hrdlicka Sent: Tuesday, January 24, 2023 2:43 PM To: Lena Paxos Subject: FW: liquor license contingency extension Please "REPLY ALL" to all emails so Michele and/or Lori are apprised of any communication with regard to this transaction. Thank you! Notice: Beware of fraudulent e-mails. Please be advised that I will never send unsolicited wire instructions via e- mail communication. All wire instructions must be verified via phone. Albert C. Hrdlicka, Esq. The Hrdlicka Law Firm, PLLC 25 Lucas Avenue Kingston, NY 12401 (845) 339-6903 Telephone (845) 339-7063 (My Direct Fax) (845) 339-6916 (Alternate Fax) ach@hrdlickalaw.com www.hrdlickalaw.com CONFIDENTIALITY NOTE: This message is intended only for the person or entity to which it is addressed and may contain information that is privileged, confidential, or otherwise protected from disclosure. This transmission may be: (1) subject to the Attorney-Client Privilege, (2) an attorney work product, or (3) strictly confidential. If you are not the intended recipient of this message, you may not disclose, print, copy or disseminate this information. If you have received this in error, please reply and notify the sender (only) and delete the message. Unauthorized interception of this e-mail is a violation of federal criminal law. This communication does not reflect an intention by the sender or the sender's client or principal to conduct a transaction or make any agreement by electronic means. Nothing contained in this message or in any attachment shall satisfy the requirements for a writing, and nothing contained herein shall constitute a contract or electronic signature under the Electronic Signatures in Global and National Commerce Act, any version of the Uniform Electronic Transactions Act or any other statute governing electronic transactions. Thank You. From: Albert C. Hrdlicka Sent: Friday, December 30, 2022 4:40 PM To: Jeffrey DeVoesick Subject: RE: liquor license contingency extension 1 FILED: ROCKLAND COUNTY CLERK 12/29/2023 02/10/2023 04:42 12:33 PM INDEX NO. 030709/2023 NYSCEF DOC. NO. 70 7 RECEIVED NYSCEF: 12/29/2023 02/10/2023 Sorry, I am going to head out so just in case the landlord doesn’t agree to the extension the tenant reserves their right to cancel the lease since they have not received the liquor license yet. Thank you and have a Happy New Year! Please "REPLY ALL" to all emails so Michele and/or Lori are apprised of any communication with regard to this transaction. Thank you! Notice: Beware of fraudulent e-mails. Please be advised that I will never send unsolicited wire instructions via e- mail communication. All wire instructions must be verified via phone. Albert C. Hrdlicka, Esq. The Hrdlicka Law Firm, PLLC 25 Lucas Avenue Kingston, NY 12401 (845) 339-6903 Telephone (845) 339-7063 (My Direct Fax) (845) 339-6916 (Alternate Fax) ach@hrdlickalaw.com www.hrdlickalaw.com CONFIDENTIALITY NOTE: This message is intended only for the person or entity to which it is addressed and may contain information that is privileged, confidential, or otherwise protected from disclosure. This transmission may be: (1) subject to the Attorney-Client Privilege, (2) an attorney work product, or (3) strictly confidential. If you are not the intended recipient of this message, you may not disclose, print, copy or disseminate this information. If you have received this in error, please reply and notify the sender (only) and delete the message. Unauthorized interception of this e-mail is a violation of federal criminal law. This communication does not reflect an intention by the sender or the sender's client or principal to conduct a transaction or make any agreement by electronic means. Nothing contained in this message or in any attachment shall satisfy the requirements for a writing, and nothing contained herein shall constitute a contract or electronic signature under the Electronic Signatures in Global and National Commerce Act, any version of the Uniform Electronic Transactions Act or any other statute governing electronic transactions. Thank You. From: Albert C. Hrdlicka Sent: Friday, December 30, 2022 4:07 PM To: Jeffrey DeVoesick Cc: Sue Gordon ; Kristen Cavatassi ; Jennifer Monacelli Subject: RE: liquor license contingency extension Importance: High Jeff, Just checking in on this. The tenant is looking for an extension on SLA approval to March 15, 2023 based upon the liquor authority told the broker. SLA is still working on applications from May 2022 right now and our tenant filed in June of 2022. Thank you. 2 FILED: ROCKLAND COUNTY CLERK 12/29/2023 02/10/2023 04:42 12:33 PM INDEX NO. 030709/2023 NYSCEF DOC. NO. 70 7 RECEIVED NYSCEF: 12/29/2023 02/10/2023 Please "REPLY ALL" to all emails so Michele and/or Lori are apprised of any communication with regard to this transaction. Thank you! Notice: Beware of fraudulent e-mails. Please be advised that I will never send unsolicited wire instructions via e- mail communication. All wire instructions must be verified via phone. Albert C. Hrdlicka, Esq. The Hrdlicka Law Firm, PLLC 25 Lucas Avenue Kingston, NY 12401 (845) 339-6903 Telephone (845) 339-7063 (My Direct Fax) (845) 339-6916 (Alternate Fax) ach@hrdlickalaw.com www.hrdlickalaw.com CONFIDENTIALITY NOTE: This message is intended only for the person or entity to which it is addressed and may contain information that is privileged, confidential, or otherwise protected from disclosure. This transmission may be: (1) subject to the Attorney-Client Privilege, (2) an attorney work product, or (3) strictly confidential. If you are not the intended recipient of this message, you may not disclose, print, copy or disseminate this information. If you have received this in error, please reply and notify the sender (only) and delete the message. Unauthorized interception of this e-mail is a violation of federal criminal law. This communication does not reflect an intention by the sender or the sender's client or principal to conduct a transaction or make any agreement by electronic means. Nothing contained in this message or in any attachment shall satisfy the requirements for a writing, and nothing contained herein shall constitute a contract or electronic signature under the Electronic Signatures in Global and National Commerce Act, any version of the Uniform Electronic Transactions Act or any other statute governing electronic transactions. Thank You. 3