PART II - MORTGAGE (50 Pоints) Fаcts Insurаnce binder currently lаcks Ordinance оr Law cоverage.Lender is not yet named Additional Insured under the existing insurance policies.The Mortgage is intended to be non-recourse except for customary carve-outs.Lender requires control over casualty proceeds.Borrower wants the ability to restore the Property following a casualty if no Event of Default exists. Assignment Revise and supplement the below Mortgage Sections 6-10 to:Provide a commercially reasonable restoration right if no Event of Default exists.Address rental value insurance requirements.Address ordinance or law coverage.Clarify the application of casualty proceeds.Ensure that casualty does not automatically constitute an Event of Default.Preserve Lender’s security position.Maintain consistency with a non-recourse loan structure. Submit fully revised Sections 6-10 of the Mortgage.
BORROWER’S CLOSING CERTIFICATE This Bоrrоwer’s Clоsing Certificаte (this “Certificаte”) is delivered аs of May 20, 2026, by Lakefront Development Group, LLC, a Delaware limited liability company (“Borrower”), in favor of Buckeye Commercial Bank, N.A. (“Lender”), in connection with that certain Promissory Note of even date herewith in the original principal amount of $11,667,500 (the “Note”), secured by that certain Mortgage, Assignment of Rents and Security Agreement dated as of the date hereof (the “Mortgage”). Capitalized terms used but not defined herein shall have the meanings assigned in the Mortgage.Borrower hereby certifies as follows: 1. Organization and Authority Borrower is duly formed and validly existing as a limited liability company and has full power and authority to enter into the Loan Documents. The execution and delivery of the Loan Documents by Borrower have been duly authorized. 2. Enforceability The Loan Documents constitute the valid and binding obligations of Borrower, enforceable against Borrower in accordance with their terms. 3. No Default No default exists under the Loan Documents. 4. Compliance with Organizational Documents The Loan is permitted under Borrower’s Operating Agreement. 5. Representations All representations and warranties made by Borrower in the Loan Documents are true and correct. 6. Litigation There is no litigation affecting the Property. 7. Solvency Borrower is solvent and will not be rendered insolvent by the Loan. IN WITNESS WHEREOF, Borrower has executed this Certificate as of the date first written above. LAKEFRONT DEVELOPMENT GROUP, LLC By: __________________________Name:Title:
ESCROW AGREEMENT This ESCROW AGREEMENT (this “Agreement”) is entered intо аs оf Mаy 20, 2026 (the “Clоsing Dаte”), by and between Breckview Properties LLC, an Ohio limited liability company (“Seller”), Lakefront Development Group, LLC, a Delaware limited liability company (“Buyer”), and Great Lakes Title Company (“Escrow Agent”). RECITALS A. Seller and Buyer entered into that certain Purchase and Sale Agreement dated January 28, 2026 (the “Purchase Agreement”) concerning the real property commonly known as Breckview Apartments, Cleveland, Ohio (the “Property”). B. Seller has agreed to complete certain repairs to the Property following Closing. C. Buyer and Seller desire to establish an escrow to ensure completion of such repairs. NOW, THEREFORE, in consideration of the mutual covenants herein, the parties agree as follows: Deposit of Escrow FundsSeller shall deposit with Escrow Agent the sum of Five Hundred Thousand Dollars ($500,000.00) (the “Escrow Funds”). Escrow Agent shall hold the Escrow Funds in an interest-bearing account. 2. RepairsSeller shall complete all repairs necessary to remediate water damage in the affected units at the Property (the “Repairs”). 3. Completion of RepairsThe Repairs shall be deemed complete upon substantial completion in a good and workmanlike manner and in compliance with applicable law. 4. Time for CompletionSeller shall complete the Repairs within one hundred twenty (120) days following the Closing Date. 5. Disbursement of Escrow FundsUpon completion of the Repairs, Seller may request disbursement of the Escrow Funds by delivering written notice to Buyer and Escrow Agent. If Buyer reasonably objects to such disbursement within ten (10) days after receipt of such notice, Escrow Agent shall continue to hold the Escrow Funds until the parties provide joint written instructions or a final determination is made by a court of competent jurisdiction. If Buyer does not object within such ten (10) day period, Escrow Agent shall release the Escrow Funds to Seller. 6. Failure to Complete RepairsIf Seller fails to complete the Repairs within the required time period, Buyer shall be entitled to receive the Escrow Funds and may use such funds to complete the Repairs. 7. Miscellaneous(a) This Agreement shall be governed by Ohio law.(b) This Agreement may be executed in counterparts. IN WITNESS WHEREOF, the parties have executed this Agreement as of the Closing Date. SELLER:BRECKVIEW PROPERTIES LLC By: __________________________Name:Title: BUYER:LAKEFRONT DEVELOPMENT GROUP, LLC By: __________________________Name:Title: ESCROW AGENT:GREAT LAKES TITLE COMPANY By: __________________________Name:Title: