Order: DIME BANK v. NAUTILUS FUNDING, INC. Et Al

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                                Docket No. KNL-CV-14-6021836S
DIME BANK SUPERIOR COURT

Vv. JUDICIAL DISTRICT OF
NEW LONDON AT NEW LONDON

NAUTILUS FUNDING INC., ET AL. MARCH 9, 2015
PLAINTIFF'S MOTION FOR SUMMARY JUDGMENT

Pursuant to P.B. Section 17-44 et. seq., Plaintiff, Dime Bank, moves that summary
judgment enter against the Defendants, Nautilus Funding Inc. ("Owner"), RNIS Ine.
("Borrower") and John G. Syragakis ("Guarantor"). Plaintiff contends that no material issue
of fact exists with respect to its claims in this foreclosure action, and that summary judgment
should enter on Defendants’ liability.

On January 26, 2009, Plaintiff made a loan to Owner in the principal amount of
$50,000. Owner executed a promissory note in favor of Plaintiff and mortgaged real property
located at 265-267 Thames Street, Groton, Connecticut to secure the note (the "Real
Property"). Concurrently, Guarantor executed a Commercial Guaranty Agreement wherein he

guaranteed all indebtedness of Owner to the Plaintiff. A copy of the $50,000 note is attached

ORAL ARGUMENT REQUESTED
TESTIMONY NOT REQUIRED

4LT4095.DOC - 156322

Tosin, CARBERRY, O’MALLEY, RILEy & SELINGER, P.C.
43 BROAD STREET, P.O. BOX $8, NEW LONDON, CT 06320
(860) 447-0335
JURIS NUMBER,

17447hereto as Exhibit A; a copy of the $50,000 mortgage is attached hereto as Exhibit B; and a
copy of the $50,000 guaranty is attached hereto as Exhibit C.

On July 21, 2010, Plaintiff made a loan to Borrower in the principal amount of
$100,000. Borrower executed a promissory note in favor of Plaintiff, and Owner mortgaged
the Real Property to secure the note. Concurrently, Guarantor executed a Commercial
Guaranty Agreement wherein he guaranteed all indebtedness of Borrower to the Plaintiff. A
copy of the $100,000 note is attached hereto as Exhibit D; a copy of the $100,000 mortgage is
attached hereto as Exhibit E; and a copy of the Owner guaranty is attached hereto as Exhibit
BE

The notes, mortgages and guarantys are owned by the Plaintiff. Plaintiff's Affidavit,
attached hereto as Exhibit G. All are in default for the Borrower's failure to make installment
payments due thereunder on February 1, 2013, and each and every month thereafter, for
repayment of the $50,000 loan; and on April 21, 2013 and each and every month thereafter,
for repayment of the $100,000 loan. Id. Plaintiff made demand on the Owner, Borrower and
Guarantor for payment and accelerated the debts in default notices dated March 31, 2014 and
May 20, 2014, attached hereto as Exhibit H. Despite repeated demands, Defendants have
failed to cure their default and the arrearage of principal and interest due Plaintiff is

$164,452.43 through March 6, 2015.

4LT4095.DOC - 156322 2

Topin, CARBERRY, O7MALLEY, RiLey & SELINGER, P.C.
43 BROAD STREET, BO. BOX 58, NEW LONDON, CT 06320
(860) 447.0335
JURIS NUMBER
17447© Nautilus Funding Inc. is the record owner of the mortgaged premises and remains in
possession. Defendants have failed to plead any special defenses to this action, nor disclosed
any intent to do so. Accordingly, Plaintiff is entitled to summary judgment for the
"unchallenged existence of unpaid debts". Connecticut National Bank vy. Great_Neck
Development Co., 215 Conn. 143, 148 (1990).

WHEREFORE, as set forth more fully in the accompanying memorandum of law and
in accordance with P.B. §17-50, Plaintiff moves that summary judgment enter against
Defendants on liability alone.

THE PLAINTIFF
DIME BANK _

       

O'Malley, Est
Tobin, Carberry, O'Malley,
Riley & Selinger, P.C.
43 Broad Street, P.O. Box 58
New London, CT 06320

(860) 447-0335
Its Attorneys

  

© 4LT4095.DOC - 156322 3

Tosin, CARBERRY, O’MALLEY, RILEY & SELINGER, P.C.
43 BROAD STREET, P.O. BOX 58, NEW LONDON, CT 06320
(860) 447-0335
JURIS NUMBER
174472

 

 

ORDER

The foregoing Motion for Summary Judgment having been heard, and good cause

having been shown, it is hereby ORDERED: GRANTED/DENIED.

4LT4095.DOC - 156322

THE COURT

Clerk

Date:

Tosin, CARBERRY, O’MALLEY, RILEY & SELINGER, P.C.
43 BROAD STREET, P.O. BOX 58, NEW LONDON, CT 06320
(860) 447-0335
JURIS NUMBER
174472

 

 

CERTIFICATE OF SERVICE

pen

I hereby certify that a copy of the foregoing was electronically delivered, this gS day
of March, 2015, to all counsel and self-represented parties of record and that written consent
for electronic delivery was received from all counsel and self-represented parties of record
who were electronically served:

Attorney Jon C. Leary
Law Offices of Jon C. Leary

675 Berlin Turnpike, 2"4 Floor
Berlin, CT 06037

  
   

F. Jerome O'Malley
Commissioner of Superior Court

4LT4095.DOC - 156322 5

Tosin, CARBERRY, O’MALLEY, RILEY & SELINGER, P.C.
43 BROAD STREET, P.O. BOX 58, NEW LONDON, CT 06320
(860) 447-0335
JURIS NUMBER
17447PROMISSORY NOTE

 

Borrower: —_Nautllus Funding, inc. Lender: Dime Bank
193 Thames Street Corporate Office
Groton, CT 06340 290 Satem Turnpike

Norwich, CT 06360

Principal Amount: $50,000.00 Date of Note: January 26, 2009

PROMISE TO PAY, Nautllus Funding, Inc. ("Borrower") promises to pay to Dime Bank ("Lender"), or order, in lawful money of the United
States of America, on demand, the principal amount of Fifty Thousand & 00/100 Dollars ($50,000.00) or so much as may Be outstanding,
together with interest on the unpald outstanding principal balance of each advance. Interest shall be calculated trom the date of each
advance untll repayment of each advance.

PAYMENT. Borrower will pay this loan In full immediately upon Lender's demand, Borrower will pay regular monthly payments of all accrued
tunpald Interest due as of each payment date, beginning March 1, 2009, with all subsequent interest payments to be due on the same day of
‘each month after that, Unless otherwise agreed or required by applicable law, payments will be applied first to any unpaid collection costs;
then to any late charges; then to any accrued unpaid Interest; and then to principal. Borrower will pay Lender at Lender's address shown
above or at such other place as Lender may designate in writing.

VARIABLE INTERESY RATE. ‘The interest rate on this Note is subject fo chango from time to time based on changes in an independent index which
is the “Index”, which rale [s published in The Wall Sicost Journal, Eastern Edition (the “Journal’) under the designation “Money Rate" and shown as
“prima rate” of similar words used by the Journal of lis successors (Ute “index’). The indox is not necessaflly the towest rato charged by Lender on its
foans. tlhe Index becomes unavailable during the torm of this loan, Lender may designata a substitute index after notilying Borrower. Lender wil tell
Borrower the current Index rate upon Borrower's request. The interest rate change wil not occur more often than each Daily. Borrower undorstands
that Lender may make loans based on other rates as well. The Index currently Is 3.250% per annum. Tho interost rate to be applied to the unpald
pfincipal balanco of this Note will bo calculaled as described in the “INTEREST CALCULATION METHOD" paragraph using a rate of 1.500 percentage
oints over the index, rounded to tho nearest 0.126 percent, adjusted if necessary for any minimum and maximum rate limitations dascribed below,
Tesulting in an intial rato of 6.000% per annum based on a year of 360 days. NOTICE: Under no circumstances wil the Interest rato on this Note be
fess than 8.000% por annum or mors than the maximum rato allowed by applicable tav,

INTEREST CALCULATION METHOD. Interest on this Note Is computed on a 965/360 basis; that Is, by applying the ratio of the interest rate
‘over a year of 360 days, multiplied by the outstanding principal balance, multiplied by the actual number of days the principal batance is
outstanding. All interest payable under this Note Is computed using this method.

PREPAYMENT, Borrower may pay without penaly all or a portion of tha amount owed easfior than itis due. Early payments wit not, unless agroed 10
‘by Lender in witing, rllove Borrower of Borrower's obligation to contiaue to make paymonis of accrued unpald interest. Rather, early paymonts will
reduce the principal balance due. Borrower agrees not to send Lender payments marked “paid in full’ “without recourse", or simi language. If
Borrower sends such a paymont, Lendor may accept tt without losing any of Lender's rights under this Note, and Borrower will ramain obligated to pay
any (urther amount owed to Lender. All witten communications conceming disputed amounts, including any check or other payment instrument dhat
indicates that the payment consltutos "payment in full of the amount owed or that Is tendered with other conditions or fimitations of as ful Satisfaction
of a disputed amount must be railed or dalivered to: Dime Bank , 200 Salom Tumpike Norwich, CT 06960.

LATE CHARGE. If a reguiatly scheduled interest payment Is 10 days or more late, Borrower will be charged 6.000% of the regularly scheduled
payment. if Lendor comands payment of this loan, and Borrower does nit pay the loan in full within 10 days after Lender's demand, Borrower also
‘will ba charged 5.000% of the sum of the unpald princlpat plus accrued unpald interest.

INTEREST AFTER DEFAULT. Upon defaut, Including fallure to pay upon finat maturity, the Interost rate on this Note shail be increased by adding a
2.000 percontaga point margin (‘Default Rate Margin"). The Default Rate Margin shall also apply to each succaading interest rate change that would
have applied had there been no default. However, in no event will the Interost rate exceed the maximum Interest rate limitations under epplicabte taw,

LENDER'S RIGHTS. Upon detauit, Lender may declare the entire unpald principal balance under this Note and all accrued unpaid Interest
immediately due, and then Borrower wil pay that amount,

ATTORNEYS’ FEES; EXPENSES. Lender may hiro or pay someone else to help collect this Note il Borrower does not pay. Borrower will pay Lender
that amount. This includes, subject to any limits under applicable law, Lenders attorneys’ fees and Lenders legal expenses whother or not there is
fawsuit, including attomeys* foes and legal expenses for bankruptey proceedings (incluxing efforts to modify or vacate any automatic stay or Injunction),
and appeals. not prohibited by applicable law, Borrower also wil pay any court costs, in additon to all other sums provided by law.

GOVERNING LAW. This Note will be governed by federal law applicable to Lender and, to the extent not preempted by federal law, the laws of
the State of Connecticut without regard te its conflicts of fave provisions, This Note has been accepted by Lender In the State of Connecticut,

RIGHT OF SETOFF. To the oxtont permitted by applicable law, Lendor reserves a right of setoff In all Borrower's accounts vith Lender (whether

checking, savings, or some other account). This Includes all accounts Borrower holds jointly with someone else and all accounts Borrower may open in

the fulure. However, this does not Include any IRA or Keogh accounts, or any trust accounts for which setoff would be prohibited by law. Borower

‘aulhorizos Lender, to the extent permitted by applicable law, to charge oF setolf all sums owing on tho Indebtedness against any and all such accounts,

‘and, at Lenders option, to administratively freaze all such accounts to allow Lender to protact Lender's charge and setoff rights provided in this

paragraph.

LINE OF CREDIT. This Note avidences a revolving line of credit. Advances under this Noto may be requested either orally or in writing by Borrower oF

‘a5 provided In thls paragraph. Lender may, but need not, require that all oral requests be confirmed in writing. All communications, instructions, or

Girections by telephone or otherwise to Lender are to be directed to Lender's office shown above. Tha following person or persons are authorized to

request advances and authorize paymenls under the tine of crodit until Lender receives {rom Borrower, at Lender's address shawn above, written

hotice of revocation of such authoriy: The following Indivuals are authorized to advance on the loan: John G. Syragakis. All written

authorizations, instructions or directions from Borrower to Lender shall be deemed to include those communications transmitted electronically

from Borrower to Lender. Borrower agrees to be liable for all sums ether: (A) advanced in accordance with the instructions of an authorized person

oF (8) credited to any of Borrower's accounts with Lender. Tho unpald principal balance owing on this Note at any time may bo evidenced by

endorsements on this Note or by Lender's intemal records, including daily computer print-outs. Lender will have no obligation to advance funds under

this Note il: (A) Borrower or any guarantor is in default under the terms of this Note or any agreement that Borrower or any guarantor has with Lender,

including any agreomont made in connection with the signing of this Nots; (6) Borrower or any quarantor ceases doing business or is insolvent, (C)

‘any guarantor socks, claims or othorvise attempts {o limit, modify oF revoke such guarantor’s guaranteo of this Note or any other loan with Lender; or

{©) Borrower has applied funds provided pursuant to this Note for purposes other than those authorized by Lender.

PREJUDGMENT REMEDY WAIVER. THE UNDERSIGNED ACKNOWLEDGES THAT THIS IS A “COMMERCIAL TRANSACTION" AS SUCH IS.

DEFINED IN CHAPTER 903a OF THE CONNECTICUT GENERAL STATUTES, AS AMENDED. THE UNDERSIGNED FURTHER ACKNOWLEDGES

THAT, PURSUANT TO SUCH SECTION, IT HAS A RIGHT TO NOTICE OF AND HEARING PRIOR TO THE ISSUANCE OF ANY *PREJUDGMENT

REMEDY". NOTWITHSTANDING THE FOREGOING, THE UNDERSIGNED HEREBY WAIVES ALL RIGHT TO SUCH NOTICE, JUDICIAL HEARING OR

PRIOR COURT ORDER IN CONNECTION WITH ANY SUIT ON THIS NOTE OR ANY EXTENSIONS OR RENEWALS OF THE SAME OR ON THE

MORTGAGE AND SECURITY AGREEMENT SECURING THE PAYMENT OF THIS NOTE. THE UNDERSIGNED FURTHER CONSENTS TO THE

ISSUANCE OF ANY SUCH "PREJUDGMENT REMEDY" WITHOUT A BOND AND AGREES NOT TO REQUEST OR FILE MOTIONS SEEKING TO

REQUIRE THE POSTING OF & BOND UNDER PUBLIC ACT 93-431 IN CONNECTION WITH THE LENDER'S EXERCISE OF ANY PREJUDMENT
:MEDY.

AURY WAIVER, THE UNDERSIGNED HERESY WAIVES TRIAL BY JURY IN ANY COURT AND IN ANY SUIT, ACTION OR PROCEEDING ON ANY

MATTER ARISING IN CONNECTION WITH OR IN ANY WAY RELATED TO THE FINANCING TRANSACTIONS OF WHICH THIS NOTE IS A PART

ANOIOR THE ENFORCEMENT OF ANY OF YOUR RIGHTS AND REMEDIES, INCLUDING WITHOUT LIMITATION, TORT CLAIMS. THE

UNDERSIGNED ACKNOWLEDGES THAT THE UNDERSIGNED MAKES THIS WAIVER KNOWINGLY AND VOLUNTARILY, WITHOUT DURESS AND

ONLY AFTER EXTENSIVE CONSIDERATION OF THE RAMIFICATIONS OF THIS WAIVER, THE UNDERSIGNED FURTHER ACKNOWLEOGES THAT

THE LENDER HAS NOT AGREEO WITH OUR REPRESENTED TO THE UNDERSIGNED OR ANY OTHER PARTY HERETO THAT THE PROVISIONS

OF THIS PARAGRAPH WILL NOT BE FULLY ENFORCED IN ALL INSTANCES.

AFFIRMATIVE COVENANTS. Borrower covenants and agrees with Lender that so long as this Agreement remains in offect, Borrower wil.

NOTICES OF CLAIMS AND LITIGATION. Promptly inform Lender in writing of (1) all matetial adverse changes in Borrower's financial condition, and
@ ait existing and all threatened titigation, claims, investigations, administrative proceedings or similar actions affecting Borrower or any Guarantor
which could materially affect the financial condition of Borrower or the financfal condition of any Guarantor.

FINANCIAL RECORDS. Maintain ils books and records in accordance with GAAP, applied on a consistent basis, and pormit Lender to examine and
audit Borrower's books and records at all reasonable times.

ADDITIONAL INFORMATION. Fumish such addilional information and statements, as Lender may request from time to timo.
FEE, Unii the Note is either demanded or paid, there will be a fee of $100.00 assessed on the anniversary of the date of the Note.— PROMISSORY NOTE :
(Continued) . Page 2

 

 

FINANCIAL STATEMENTS. Furnish Lender with the following: (1) Annual Statements. As soon as available, but in no event later than one hundred
twenty (120) days alterthe end of each fiscal year, Borrower's batance sheet and income statement for the year ended. (2) Tax Retuns. As soon as
available, but in no event later than one hundred twenty (120) days after the applicable filing date for the tax reporting period ended, Federal and other
governmental tax returns, prepared by a tax professional satisfactory to Lender. All financial reports required to be provided under this Agreement shalt
be prepared in accordance with GAAP, applied on a consistent basis, and certified by Borrower as being true and correct.

SUCCESSOR INTERESTS. The terms of this Note shall be binding upon Borrower, and upon Borrower's heirs, personal representatives, successors
and assigns, and shall inure to the benefit of Lender and its successors and assigns.

NOTIFY US OF INACCURATE INFORMATION WE REPORT TO CONSUMER REPORTING AGENCIES. Please notify us if we report any inaccurate
information about your account(s) to a consumer reporting agency. Your written notice describing the specitic inaccuracy(ies) should be sent to us at
the following address: Dime Bank 290 Salem Tumpike Norwich, CT 06360.

GENERAL PROVISIONS. This Note is payable on demand. The inclusion of specific default provisions or rights. of Lender shail not preclude Lender's
fight to declare payment of this fe on i jemand. If any part of this Note cannot be ‘enforced, this fact will not affect the rest of the Note. Lender
may delay or forgo enforcing any of its rights or remedies under this Note without losing them. Borrower and any othor person who signs, guarantees
or endorses this Note, to the extent allowed by law, waive presentment, demand for payment, and notice of dishonor. Upon any change in the terms of
this Note, and unless otherwise expressly stated’ in writing, no party who signs this Note, whether as maker, guarantor, accommodation maker or
endorser, shall be released from liability. All such parties agree that Lender may renew or extend {repeatedly and for any length of time) this loan or
release any parly or guarantor of collateral; or impair, fail to realize upon or perfect Lender's security interest in the collateral; and take any other action
deemed necessary by Lender without the consent of or notice to anyone. All such parties also agree that Lender may modify this loan without the
consent of or notice to anyone other than the party with whom the modification is made. The obligations under this Note are joint and several.

PRIOR TO SIGNING THIS NOTE, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS NOTE, INCLUDING THE VARIABLE
INTEREST RATE PROVISIONS. BORROWER AGREES TO THE TERMS OF THE NOTE.

BORROWER ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THIS PROMISSORY NOTE.

BORROWER:

   

NAUTILUS FUNDING, IN!

By:

 

“GaGA PRG Lang, Vor 2300009 Copy, HatandFoaniid Sastre on, 197, 2002. Al Pipiie Posed. = CY eAGFIUUOROLO THIET FIVERio. mononmonn

Doc 1D;. 001344540009 Tvoe: LAN of

«1023 957-965

WHEN RECORDED MAIL TO:
Dime Bank.
Corporate Ottice
290 Salem Turnpike
Norwich, CT 06360

FOR RECORDER'S USE ONLY

OPEN - END MORTGAGE

THIS MORTGAGE dated January 26, 2009, is made and executed between Nautilus Funding, Inc.,
whose address is 193 Thames Street, Groton, CT 06340 (referred to below as “Grantor") and Dime
Bank, whose address is 290 Salem Turnpike, Norwich, CT 06360 (referred to below as "Lender").

GRANT OF MORTGAGE, For valuable consideration, Grantor gives, grants, bargains, sells, assigns and confirms unto Lender ali of
Grantor's sight, Uo, and Interest in and to the following described real proporty, together with all existing or subsequently orected or
affixed buildings, Improvements and fixtures; all easements, rights of way, ‘and appurtenances; alt water, water rights, watercourses and
ditch rights {including stock in utilities with ditch or irrigation rights); and alt other rights, royalties, 2nd proms relating to the real property,
Krung witout tain ai mineral, ol, gas, qothomal and sifar waters, (ho “Real Property") located in New
London County, State of Connecticut:

Seq Exhibit A, which is attached to this Mortgage and made a part of this Mortgage as if fully set

forth herein.

The Real Property or its address is commonly known as 265-267 Thames Street, Groton, CT 06340.

REVOLVING LINE OF CREDIT. This Mortgage secures the Indebtedness Including, without limitation, a revolving loan
agreement, which obligates Lender to make discretionary advances to Grantor, at Lender's sole discration, so ong as Grantor
‘complfes with all he terms of the Note,
Grantor presently assigns to Lender ail of Grantor's tight, tle, and Interest in and to all present and future teases of the Property and all
Rents from the Propery.. In addition, Grantor grants to Londor a Uniform Commerclat Code security Interest in the Personal Property
and Rents.
TO HAVE AND TO HOLD, the Property, wih the privileges, and appurtenances of the Property, unto Lender, its successors and assigns
forever, o its and thelr own proper use and behoot.
AND ALSO, Grantor, for Grantor and Grantor's helrs, executors and administators, covenants with and watants to Lender, its
‘successors and assigns, that at and until the enseating of this Mortgage, Grantor is well seized of the Real Property as a good
indeteasible estate in fee simple, that Grantor has good and absolute tite to the Personal Property, and that Grantor has good right to
‘vo, grant, bargaln, sell, assign and convey the Property in manner and form as ts above written, and that the Property Is free and clear
of all lens, encumbrances and exceptions to tlle whatsoaver (othor than those set forth In any policy of tile insurance Issued in favor of,
‘and accepted by, Lender in connection with this Mortgage).
AND FURTHERMORE, Grantor does by this Mortgage bind Grantor and Grantor's successors and assigns forever to WARRANT AND
DEFEND the Property to Lender, ils successors and assigns, against ail claims and demands whatsoover, except as set forth in the tile
policy, if any.
‘THIS MORTGAGE, INCLUDING THE ASSIGNMENT OF RENTS AND THE SECURITY INTEREST IN THE RENTS AND PERSONAL
PROPERTY, IS GIVEN TO SECURE (A) PAYMENT OF THE INDEBTEDNESS AND (8) PERFORMANCE OF ANY AND ALL
OBLIGATIONS UNDER THE NOTE, THE RELATED DOCUMENTS, AND THIS MORTGAGE. THIS MORTGAGE IS GIVEN AND
ACCEPTED ON THE FOLLOWING TERMS:
PAYMENT AND PERFORMANCE, Except as olherwise provided In this Mortgage, Grantor shall pay to Lender ail amounts secured by
this Mortgage as they become due and shall sticlly perform ali of Grantors obligations under this Mortgage and under any Related
Documents,
POSSESSION AND MAINTENANCE OF THE PROPERTY. Grantor agrees that Grantor's possession and use of the Property shall be
governed by the folowing provisions:

Possession and Use. Unt Default, Grantor may (1) remain in possession and convof of the Property; (2) use, operate or

manage the Property; and (3) collect the Rents from the Property.

Duly to Maintain. Grantor shat! maintain the Property in tenantable conditfon and promptly perform all repairs, repiacemonts, and
maintenance necessary to preserve its valuo.
Compliance With Environmental Laws, Grantor represents and warrants to Lender that: (1) During the period of Grantor's
‘ownership of the Property, thera has been no use, genoration, manufacture, storage, veatment, disposal, release or threatened
release of any Hazardous Substance by any porson on, under, about of from the Property: (2) Grantor has no knowledge of, or
reason to believe that there has been, except as proviously disclosed to and acknowledged by Lender in writing, (a) any breach
_. Ot vidlation of any Environmental Laws, (b) any use, generation, manulacturo, storage, treatment, disposal, reloase or threatened
_-“"felease of any Hazardous Substance on, under, about or from the Properly by any prlor owners or occupants of the Properly, oF
{6) any actual or threatened Itigation or claims of any kind by any porson relating to such matters: and (3) Except as previously
disclosed to and acknowledged by Lender In writing, (a) neither Grantor nor any tenant, contractor, agent or othor authorized
User of the Property shall use, gonerate, manufacture, store, treat, dispose of of releas® any Hazafdous Substance on, under,
about or from the Property; and (b) any such activity shall be conducted in compliance wih ell applicable federal, state, and local
faws, regulations and ordinances, including without limitation all Environmental Laws. Grantor aulhorizes Lender and its agents to
enter upon the Property to maka such inspections and tests, at Grantor's expense, as Lender may deem appropriate to determine
compliance of the Property with this section of the Mortgage. Any laspections or tasts made by Lendar shall be for Lenders
purposes only and shail not be construed to create any responsibilty or liability on the part of Lender to Grantor or to any other
person. The fepresentations and warranties contained herein are based on Grantor's due dilgonce ia investigating the Property
for Hazardous Substances. Grantor hereby (1) releases and waives any future claims against Lender for indemnity or
contibution in the event Grantor becomes liable for cleanup or other costs under any such laws; and (2) agrees fo indemnity,
elend, and hold harmless Lender against any and all claims, losses, fabitties, damages, penalties, and expenses which Lender
may diteclly or indirectly sustain or suffer resulting trom a breach of this section of the Morlgage or as a consoquonce of any use,
‘generation, manutacture, storage, disposal, release or threatened release occurting priot to Grantor's ownership or interest in the
Propeny, whother or not the same was or should have been known to Grantor. The provisions of this section of the Mortgage,
including the obligation to indemnity and delend, shai survive the payment of the Indebtedness and the satisfaction and
reconveyance of the lien of this Mortgage and shall not be affected by Lender's acquisition of any interest in Ure Property, whetherMORTGAGE
(Continued) Page 2

by forectosure or otherwise.

Nulsance, Waste, Grantor shail not cause, conduct or perrit any nuisance nor cornmit, permit, of suffer any stripping of or waste
‘on or to the Property or any portion of the Property. Without limiting the generality of the foregoing, Grantor will not rernove, oF
(rant to any othor party the right to removo, any timber, minerals (Including oll and gas), coal, clay, scoria, Sol, gravel or rock
products without Lender's prior written consent,

Removal of improvements. Grantor shall not demolish or remove any Improvements from the Real Property without Lender's
prior witton consent. As a condition to the removal of any improvements, Lender may require Grantor to make arrangaments
Satisfactory to Lender to replace such Improvements with Improvements of at least equal value.

Lender's Right to Enter, Lender and Lendar’s agents and representatives may enter upon the Real Property at all reasonable
times t0 attend fo Lender's interests and to inspect the Real Property for purposes of Grantor's compliance with the terms and
conditions of this Mortgage.

Compliance with Governmental Requirements. Grantor shall promptly comply with all laws, ordinances, and regulations, now oF
horeatter in effect, of all govoramental authorities applicable to the use or occupancy of the Property, including without limitation,
tho Amoricens With Disabiilies Act. Grantor may contest In good faith any such law, ordinance, or reguiation and withhold
compliance during any proceeding, including appropriate appeais, 30 long as Grantor has notified Lender in wilting prior to doing
$0 and go long as, In Londer’s golo opinion, Lender's interests in tho Property are not jeopardized. Lender may require Grantor to
post adequate security of a surety bond, reasonably satistactory to Lender, to protect Lender's interest.

Duty to Protect, Grantor agross neither to abandon or leave unattended the Property. Grantor shall do all other acts, in addition

to those avis set forth above In his section, which from tho character and use of the Property are reasonably necessary to protect

and preserve the Proporty.
DUE ON SALE - CONSENT BY LENDER. Lender may, at Lender's option, declare immediately due and payable all sums secured by
this Morigage Upon the sale or transfer, without Lender's prior writen consent, of all or any part of tho Roal Property, or any Interest in
the Real Property. A "salo or transfert means the conveyance of Real Property or any right, ttlo or interest in the Roat Property: whether
legal, beneficial or equitable; whether volunlary or Involuntary; whether by outright sale, deod, instaliment sale contract, land contract,
cconttact for doed, leasehold interest with a term greater than three (2) years, lease-option contvact, or by sale, assignment, of transfor of
ny beneficial Interest in of to any land trust holding ilo to tho Foal Property. or by any other mettiod of conveyance of an interest in the
Real Property, if any Grantor is a corporation, partnership or limited liability company, \ransfer also includes any chango in ownership of
‘moro than twenty-five percent (25%) of the voting stock, partnership interests or limited fabiily company interests, as the case may bo,
of such Grantor, However, this option shall not be exercised by Lender if such exercise is prohibited by federal iaw or by Connecticut
Jaw.

‘TAXES AND LIENS, The following provisions relating to the taxes and tlens on the Property are part of this Mortgage:

Payment. Grantor shail pay when due (and In all events prior to detinquency) all axes, payroll taxes, special taxes, assessments,
‘water charges and sowor sorvice charges levied against or on account of th Property, and shall pay when due all claims for work
‘done on of for services rendered or material furnished to the Property. Grantor shall maintain the Property free of any liens having
priofty over of equal fo the interest of Lender under this Mortgage, except for those liens spectiically agreed to in writing by

Conder, end except for the llon of taxes and assessments nol due 2s further specified in the Right to Contest paragraph.

Right to Contest. Grantor may withhold payment of any tax, assessment, or claim in connection with a good faith disputo over tho
obligation to pay, so long as Lender's Interest In the Property is not jeopardized. MV a Mien arises of Is fled as a result of
nonpayment, Grantor shall within fitteon (15) days alter the ten arises or, if a lon is filed, within fiteen (16) days after Grantor nes
nolice of the fling, secure the dischargo of the lien, or if requested by Lender, deposit with Lendor cash or a Sufficient corporate
‘surety bend or other security salistactory to Lender in an amount sutficient to discharge the lien plus any costs and attorneys’ feos,
‘or other charges that could acorue as a result of a foreclosure or salo under the lien. In any contest, Grantor shall defend itself and
Lendor and shall satisfy any edverse judgment before enforcement agalnst the Property. Grantor shall namo Lender as an
additional obliges under any surety bond furnished in the contest proceedings.

Evidence of Payment. Grantor shal upon demand fumish to Lender satisfactory evidence of payment of the taxes or
assassmenis and shall authorize the appropriate governmental official to deliver to Lender at any time a writen statement of the
taxes and assessments against the Property.

Notice of Construction. Grantor shail notify Lendor at loast fittaen (15) days before any work is commenced, any services re
fumished, or any materials are supplied to the Property, if any mochanic’s lien, raterialmen's len, or other lien could be assertod
‘on account of tho work, services, or materials, Grantor will upon request of Lender furnish to Lender advance assurances
satisfactory to Lender that Grantor Gan and will pay tho cost of such improvements.

PROPERTY DAMAGE INSURANCE. The following provisions relating to insuring the Proporty aro a part of this Mortgage:

Maintenance of Insurance, Grantor shall procure and maintain policies of fire insurance with standard extended coverage
‘endorsements on a replacement basis for the {ull insurable value covering all Improverrents on the Real Property in an amount
Sulficiont to avoid application of any coinsurance clauso, and with a standard mortgagee clause in favor of Lender. Granter shall
also procure and maintain comprehensive general tiablity insurance in such coverage amounts as Lender may request with Lender
being named 2¢ additional Insuceds in such liabllty insurance policies. Additionally, Grantor shall maintain such other insurance,
inoluging but not limited to hazard, business Interruption and boiler insurance as Lender may require. Policies shab be writen by
such insurance companies and in such form as may bo reasonably acceptable to Lender. Grantor shall deliver to Lendor
certiicales of coverage from each insurer containing a stipulation that coverage wil not be cancelled or diminished without a
‘minimum of ton (10) days’ prior written notice to Lender and not containing any disclaimer of tho insurers Habiliy for falure to give
such notice. Each insurance policy also shall include an endorsement providing that coverage in favor of Lender wil not bo
iimpaired in any way by any act, omission or dotault of Granlor or any other person. Should the Real Property be located in an
area designated by the Director of the Federal Emergency Management Agency as a special flood hazard area, Grantor agrees to
‘Oblain and maintain Federal Flood Insurance, f available, forthe full unpaid principal balance of the loan and any prior liens on the
property securing the loan, up to the maximum policy limits set under the National Flood Insurance Program, or as otherwise
fequited by Lender, aid to maintain such insurance for the term of the loan.

Application of Proceeds. Grantor shall promptly notify Lender of any foss of damage to the Property. Lender may make proof of
loss il Grantor falls to do so within fieen (15) days of the casualty. Whether of not Lender's secutity is impaired, Lender may, at
Lender's election, receive and retain the proceeds of any insurance and apply the proceeds to the reduction of the Indebtedness,
payment of any tien affecting the Property, or the restoration and repair of the Property. If Lender elects to apply the proceeds to
Tostoration and repair, Grantor shall repair or ropiace the damaged or destroyed Improvements in a manner salistactory to Lerider.
Lender shal, upon satistactory proof of such expenditure, pay of reimburse Grantor trom the proceeds for the reasonable cost of
‘epair or restoration if Grantor is not fn default under this Morigags. Any proceeds which have nol been disbursed within 180 days
after thelr receipt and which Lender has not committed to the repair of restoration of the Property shall be used first to pay any
‘amount owing to Lender under this Mortgage, then to pay accrued intorest, and tho remainder, it any, shall be applied to the
pprincjpat balance of the Indebtedness. If Lender holds any proceeds atter payment in full of the indebtedness, such proceeds
shall be pald to Grantor as Grantor's Interests may appear.

Grantor's Report on Insurance. Upon request of Lender, however not more than once a year, Grantor shall furnish to Lender a
roport on each existing policy of insurance showing: (1) the name of the insurer; (2) the risks insured; (3) whe amount of tre
policy; (4) the property insured, the then current replacement valuv of such property, and the manner of determining that value,
‘and. (6). the expiration date of the policy. Grentor shall, upon request of Lender, have an independent appraiser satistactory 10
Lender determine the cash value replacement cost of the Property.MORTGAGE
(Continued) Page 3

 

 

LENDER'S EXPENDITURES. If any action oF proceeding is commenced that would materially affect Lender’ interest in the Property or
if Grantor tails to comply with any provision of this Mortgage or any Related Documents, including but not lirrited to Grantor's fallure to
discharge or pay when due any amounts Grantor is required to discharge or pay under this Mortgage or any Retaled Documents,
Lender on Grantor's behalf may {but shall not be obligated to) take any action that Lender deems appropriate, including but not limited
to discharging or paying all taxes, liens, security interosts, encumbrances and other claims, at any time levied ar placed on the Property
and paying all costs for insuring, ‘maintaining and presorving the Property. All such expenditures incurred or pald by Lender for such
purposes will then bear intorest at the rate charged under the Note from the date inourced or paid by Lender to the dato ol repayment
by Grantor, Al such oxpenses will become a part of tha Indebtedness and, at Lender's option, will (A) be payable on demand; (8)
be added to the balance of the Note and be apportioned among and be payable with any installment payments to become due during
either (1) the term of any applicable insurance policy; or (2) the remaining tor of the Noto; or (C) be treated as a balloon paymont
‘ibich will be due and payablo at the Nolo's maturity. ‘Tho Mortgage also will secure payment of these amounts. Such right shall be in
‘addition to all othor rights and romodies to which Lender may be antitied upon Default.

WARRANTY; DEFENSE OF TITLE. The following provisions relating to ownership of the Property aro a part of this Mortgage:

Title, Grantor warrants that: {a) Grantor holds good and marketable title of record ta the Property in foo simple, free and clear of
alllions ang encumbrances other than those set forth in tho Reat Property description or in any file insurance policy, tte report, or
final tile opinion issued in favor of, and accepted by, Lender in connection with this Mortgage, and (b) Grantor has the full ight,
power, and authority to oxecute and doliver this Mortgage to Lender.

Defense of Title. Subject to the exception in the paragraph above, Grantor warrants and will forever defend the tile to the
Property against tho lawful claims of all persons. In the event any action of proceeding Is commenced that questions Grantor’ tite
or the interest of Lender under this Mortgage, Grantor shall defend the action at Grantor's expanse. Grantor may be the nominal
parly in such proceeding, but Lender shall be entitled to participate in the proceeding and to be represented in tho proceeding by
Counsel of Lenders own choice, and Grantor will deliver, or causo to be delivered, to Lender such Instruments as Lender may
request from time to time to permit such participation,

‘Compliance With Laws. Grantor warrants that the Property and Grantors use af the Property complies with all existing applicable
laws, ordinances, and regulations of governmental authorities.

‘Survivat of Representations and Warranties. All representations, warranties, and agreements mado by Grantor in this Mortgage
‘shall survive tho execution and dolivery of this Mortgage, shall be continuing in nalure, and shall remain in full force and effect untd
‘such time as Grantor's Indebtedness shall be paid in ful,

CONDEMNATION. The following provisions relating to condemnation proceedings are a part of this Mortgage:

Proceedings. If any proceeding in condemnation is filed, Grantor shall promplly notify Lender in writing, and Grantor shal!
promplly take such stops as may be necossary to defend the action and obtaln the award. Grantor may ba the nominal party in
Such proceeding, but Lender shall be enlitled to participato in the proceeding and to be represented in the proceeding by counsel
of its own choice, and Grantor wil deliver or cause to be dolivered to Lender such Instruments and documentation as may be
requested by Lender from time 10 time to permit such participation,

Application of Net Proceeds. if all or any part of the Property Is condemned by eminent domain proceedings or by any
proceeding or purchase in lieu of condemnation, Lender may at its election require that all or any portion of the net proceeds of the
fivard be applied to the Indebtedness or the repair or restoration of the Property. The net proceeds of the award shall mean the
award aher paymant of all reasonable costs, exponses, and attomoys' fees Incurred by Lender In connection with the
‘sondernnation.

IMPOSITION OF TAXES, FEES AND CHARGES BY GOVERNMENTAL AUTHORITIES, The following provisions relating to
governmental taxes, fees and charges are a part of this Mortgage:

Current Taxes, Fees and Charges. Upon request by Lender, Grantor shell execute such documents in addition to this Mortgage
‘and take whatover other action is requested by Lender to perfect and continue Lenders llen on the Real Property. Grantor shall
foimburse Lender for all taxes, as described bolow, together with all expenses incurred In recording, perfecting or continuing this
Mortgage, including without limitation all taxes, fees, documentary stamps, and other charges for recording or registering this
Mortgage.

‘Taxes. The following shalt constitute taxes to which this section applies: (1) @ specific tax upon this type of Morlgags or upon all
‘of any part of the Indebtedness securod by this Mortgage; (2) a specific tax on Grantor which Grantor Is authorized or required
{o doduct trom payments on the Indebtedness secured by this typo of Mortgage; (3) a tax on this type of Morigage chargoable
‘against the Lender of the holder of the Note; and. (4) a speciic tax on all or any portion of the Indebtedness or on payments of
principal and intorest made by Grantor.

‘Subsequent Taxes. If any tax to which this section applies is enacted subsequent to the date of this Mortgage, this event shell
have the same olfect as Default, and Lender may exercise any or all of its availablo remedies for Default as provided below unless
Grantor either (1) pays the tax before It becomes delinquent, o (2) contests the tax as provided above in the Taxes and Lions
section and deposits with Lender cash of a suificient corporate surety bond or other security satistactory to Lender,

SECURITY AGREEMENT; FINANCING STATEMENTS. Tha following provisions relating to this Morigage as a security agreement are
a part of this Mortgage:
Security Agreement. This instrument shall constitute a Security Agreement to the exten! any of the Property constilutes fixtures,
and Lender shall have all of the rights of a secured party under the Uniform Commarcial Code as amended trom tima to time,

Security Interest. Upon request by Londer, Grantor shall take whatever action is requested by Lender to perfect and continue
Lender's security interest in tha Rents and Personal Property. {n addition to recording this Mortgage in the real property records,
Lender may, at any timo and without further authorization trom Grantor, fle executed counterparts, copias or reproductions of this
Mortgage a3 a financing statement. Grantor shall roimburso Lender for all expenses incurred in perfecting or continuing this
seourtity intorest. Upon default, Grantor shall not remove, sever or dotach the Personal Property from the Property, Upon defauit,
Grantor shall assemble any Personal Property not affixed to the Property in a manner and at a place reasonably convenient to
Grantor and Lender and make it available fo Lender within three (3) days after receipt of writlen demand from Lender to the extent
permitted by applicabio taw.

‘Addresses. Tho mailing addresses of Grantor (debior) and Lender (secured party) from which information concerning the security
interest granted by this Mortgaga may be obtained (each as required by the Uniform Commercial Code) ara as stated on the first
page of this Mortgage.

FURTHER ASSURANCES; ATTORNEY-IN-FACT. The following provisions relating to further assurances and attomey-in-lact are a
part of his Mortgage:

Further Assurances. At any time, and from time to time, upon request of Lender, Grantor will make, execute and deliver, or will
cause to bo made, executed or delivered, to Lender or to Lender's designee, and when requested by Lender, cause 10 be filed,

Tecotded, retied, of rerecorded, as the caso may be, at such times and in such offices and places as Lender may deem
appropriate, any and all such mortgages, deeds of trust, security deeds, security agreements, financing statements, continuation
statements, instruments of further assurance, certilicates, and other documents as may, in the sole opinion of Lender, be necessary
‘of desirable in order to effectuate, complete, perfect, continue, or preserva (1) Grantor's obligations under the Noto, this
Morigage, and the Related Documents, and (2). tho lions and security interests created by this Mortgage as first and prior lens on
the Property, whether now owned or herealter acquited by Grantor. Unless prohibited by law or Lender agrees to the contrary in

writing, Grantor shalt reimburse Lender for all costs and expanses incurred in connection with the matters referred to in this
paragraph,MORTGAGE
(Continued) Page 4

Attorney-ln-Faet. If Grantor fails to do any of the things referred to in the preceding paragraph, Lender may do so for and in tho
name of Grantor and at Grantor's expense. For such purposes, Grantor hereby irrevocably appoints Lender as Grantor's
fttomey-intact for the purpose of making, executing, delivering, fling, recording, and doing all other things 2s may be necessary
‘0 desirable, in Lendor's sole opinion, to accomplish the matters referred to in tno preceding paragraph.

FULL PERFORMANCE. if Grantor pays all the Indebtedness when due, and otherwise performs all tho obligations Imposed upon
Grantor under this Mortgage, Lender shall execute and deliver to Grantor a suitable satisfaction of this Mortgage and suitable statements
of termination of any financing statement on fie evidencing Lenders security interest in the Rents and the Personal Property. Grantor
‘wil pay, if pernited by applicable law, any reasonable termination feo as determined by Lendar from time to time.

DEFAULT. Defauit will occur if payment in full s nol made immediately when due.

RIGHTS AND REMEDIES ON DEFAULT. Upon Default and at any time thereattor, Lender, at Lender's option, may exercise any one or
mora of the following rights and remedies, in addition to any other rights or remedies provided by law:

‘Accelerate Indebtedness. Lender shall havo tha right at its option without notice to Grantor to declare the entire Indebtedness
immediately due and payablo, including any prepayment penalty that Grantor would be required to pay.

UCC Remedies. With respect to all or any part of tho Personal Property, Lender shalt have all the rights and remedies of @
secured parly under the Uniform Commercial Code.

Collect Rents. Lender shall have the right, without notice to Grantor, to take possession of the Property and collect the Rents,
including amounts past due and unpaid, and apply the net proceeds, over and abave Lenders costs, against the Indebtedness.
In furtherance of this right, Lender may require any tenant or other user of tho Proparty to mako payments of rent or use feos
directly to Lender. if the Ronts are collected by Lender, then Grantor irrevocably designates Londor a8 Granter’s atlornoy-in-tact
to endorse lastruments recelved in payment thareot in the namo of Grantor and to negotiate the samo and collect the proceeds.
Payments by tenanis or other users to Lender in rosponse to Lender's demand shat! salisty tho obligations for which the payments
are made, whethor oF not any propor grounds for the demand existed. Lender may exercise its rights under this subparagraph
citer in parson, by agent, or through a recelver.

Appoint Receiver. Lender shall have the right to havo a receiver appointed to take possossion of all or any part of tho Prope
‘with the power to protect and preserve tho Property, to operate the Property preceding any transfer of five to the Property in
extinguishment of tho indebtedness, and to collect tha Rents from the Property and apply the proceeds, over and above the cost
of the receivership, against tha indebtedness, and to exercise any other powers permitted by applicable law. The recover may
Serve without bond if permitted by law. Lender's right to the appolatment of a rocoiver shalt exist whether or not the apparent
Valuo of the Property exceads the Indebiedness by a substantial amount. Employment by Lender shail not disqualify @ person
from serving as a receiver.

Judicial Foreclosure. Lender may oblain a judgment foreclosing Grantor's interest in all or any part of the Property.

Deficiency Judgment. If permitted by applicable law, Lender may obtain a judgment for any deficiency remaining in tho
Indabtednoss duo to Lender after epplication of all amounts racelved from the exercise of the rights provided In this section.

Tenancy at Sutterance, if Grantor remains in possession of the Property alter the Property is sold as provided above or Lender
otherwise becomes entitled to possession of the Property upon default of Grantor, Grantor shall become a tenant at sufforance of
Lender or the purchaser of the Property and shall, at Lender's option, either (1) pay a reasonable rental for the use of the
Property, or (2) vacate the Proporty immediately upon the demand of Lender.

Other Remedies. Lender shalt have all other rights and remedies provided in thls Morigage or the Note or available al faw or in
equity.

Sale of the Property. To the extent permitted by applicable law, Grantor hereby walves any and all right to have the Property
marshalled. in exercising its rights and remedies, Lender, or any court having jurisdiction to foreclose this Mortgage, shall be free
to soll all or any part of tho Property togather or separately, In one sale or by separate sales. Lender shall bo