Exhibit 10.9





 





MULTIFAMILY
MORTGAGE 


 


MICHIGAN


 


(CME
AND PORTFOLIO)


 


(Revised
1-11-2012)


 


Freddie
Mac Loan No. 708060749


 


Prepared
by, and after recording

return to:


Sameer
Upadhya, Esq.


Krooth
& Altman LLP


1850 M Street,
N.W., Suite 400


Washington,
DC 20036


 




    	 



    	 



    




 





MULTIFAMILY
MORTGAGE 


 


MICHIGAN


 


(CME
AND PORTFOLIO)


 


(Revised
1-11-2012)


 


THIS
MULTIFAMILY MORTGAGE, which includes an assignment of rents and security agreement ("Instrument")
is made to be effective as of the 12th day of September, 2012, between VILLAGE
GREEN OF ANN ARBOR ASSOCIATES, LLC, a limited liability company organized and existing under the laws of Michigan,
whose address is at 30833 Northwestern Highway, Suite 300, Farmington Hills, Michigan 48334, as mortgagor ("Borrower"),
and KEYCORP REAL ESTATE CAPITAL MARKETS, INC., a
corporation organized and existing under the laws of Ohio, whose address is c/o KeyBank Real Estate Capital - Servicing Department,
11501 Outlook Street, Suite #300, Overland Park, Kansas 66211, Mailcode: KS-01-11-0501, Attn: Servicing Manager, as mortgagee
("Lender"). Borrower's organizational identification number, if applicable,
is D0484P.


 


RECITAL


 


Borrower is indebted
to Lender in the principal amount of $43,200,000.00, as evidenced by Borrower's Multifamily Note payable to Lender dated as of
the date of this Instrument, and maturing on October 1, 2022 ("Maturity Date").


 


AGREEMENT


 


TO SECURE TO LENDER
the repayment of the Indebtedness, and all renewals, extensions and modifications of the Indebtedness, and the performance of
the covenants and agreements of Borrower contained in the Loan Documents, INCLUDING BORROWER'S COVENANT TO REPAY ALL FUTURE ADVANCES
WITH INTEREST THEREON, Borrower mortgages, warrants, grants, conveys and assigns to Lender, with power of sale, the Mortgaged
Property, including the Land located in Washtenaw County, State of Michigan and described in Exhibit A attached to this
Instrument.


 


Borrower represents
and warrants that Borrower is lawfully seized of the Mortgaged Property and has the right, power and authority to mortgage, grant,
convey and assign the Mortgaged Property, and that the Mortgaged Property is unencumbered, except as shown on the schedule of
exceptions to coverage in the title policy issued to and accepted by Lender contemporaneously with the execution and recordation
of this Instrument and insuring Lender's interest in the Mortgaged Property ("Schedule of
Title Exceptions"). Borrower covenants that Borrower will warrant and defend generally the title to the Mortgaged
Property against all claims and demands, subject to any easements and restrictions listed in the Schedule of Title Exceptions.


 




    	Michigan
Multifamily Mortgage (CME and Portfolio)	  



    	 



    

 


UNIFORM
COVENANTS


(CME
AND PORTFOLIO)


 


(Revised
9-1-2011)


 


Covenants.
In consideration of the mutual promises set forth in this Instrument, Borrower and Lender
covenant and agree as follows:


 


		l,	Definitions.
                                         The following terms, when used in this Instrument
                                         (including when used in the above recitals), will have the following meanings and any
                                         capitalized term not specifically defined in this Instrument will have the meaning ascribed
                                         to that term in the Loan Agreement:



 


"Attorneys'
Fees and Costs" means (a) fees and out-of-pocket costs of Lender's and Loan Servicer's
attorneys, as applicable, including costs of Lender's and Loan Servicer's in-house counsel, support staff costs, costs of preparing
for litigation, computerized research, telephone and facsimile transmission expenses, mileage, deposition costs, postage, duplicating,
process service, videotaping and similar costs and expenses; (b) costs and fees of expert witnesses, including appraisers; (c)
investigatory fees; and (d) the costs for any opinion required by Lender pursuant to the terms of the Loan Documents.


 


"Borrower"
means all Persons identified as "Borrower" in the first paragraph of this Instrument,
together with their successors and assigns.


 


"Business
Day" means any day other than a Saturday, a Sunday or any other day on which Lender
or the national banking associations are not open for business.


 


"Event
of Default" means the occurrence of any event described in Section 8.


 


"Fixtures"
means all property owned by Borrower which is attached to the Land or the Improvements so as
to constitute a fixture under applicable law, including: machinery, equipment, engines, boilers, incinerators and installed building
materials; systems and equipment for the purpose of supplying or distributing heating, cooling, electricity, gas, water, air or
light; antennas, cable, wiring and conduits used in connection with radio, television, security, fire prevention or fire detection
or otherwise used to carry electronic signals; telephone systems and equipment; elevators and related machinery and equipment;
fire detection, prevention and extinguishing systems and apparatus; security and access control systems and apparatus; plumbing
systems; water heaters, ranges, stoves, microwave ovens, refrigerators, dishwashers, garbage disposers, washers, dryers and other
appliances; light fixtures, awnings, storm windows and storm doors; pictures, screens, blinds, shades, curtains and curtain rods;
mirrors; cabinets, paneling, rugs and floor and wall coverings; fences, trees and plants; swimming pools; and exercise equipment.


 




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Multifamily Mortgage (CME and Portfolio)	Page 2



    	 



    

 


"Governmental
Authority" means any board, commission, department, agency or body of any municipal, county, state or federal governmental
unit, or any subdivision of any of them, that has or acquires jurisdiction over the Mortgaged Property, or the use, operation
or improvement of the Mortgaged Property, or over Borrower.


 


"Ground
Lease" means the lease described in the Loan Agreement pursuant to which Borrower leases the Land, as such lease may
from time to time be amended, modified, supplemented, renewed and extended.


 


"Improvements"
means the buildings, structures, improvements now constructed or at any time in the future constructed or placed upon the Land,
including any future alterations, replacements and additions.


 


"Indebtedness"
means the principal of, interest at the fixed or variable rate set forth in the Note on, and all other amounts due at any time
under, the Note, this Instrument or any other Loan Document, including prepayment premiums, late charges, default interest, and
advances as provided in Section 7 to protect the security of this Instrument.


 


"Land"
means the land described in Exhibit A.


 


"Leasehold
Estate" means Borrower's interest in the Land and any other real property leased by
Borrower pursuant to the Ground Lease, if applicable, including all of the following:


 


		(a)	All
                                         rights of Borrower to renew or extend the term of the Ground Lease.



 


		(b)	All
                                         amounts deposited by Borrower
                                         with Ground Lessor under the Ground Lease.



 


		(c)	Borrower's
                                         right or privilege to terminate, cancel, surrender, modify or amend the Ground Lease.



 


		(d)	All
                                         other options, privileges and rights granted and demised to Borrower under the Ground
                                         Lease and all appurtenances with respect to the Ground Lease.



 


"Leases"
means all present and future leases, subleases, licenses, concessions or grants or other possessory interests now or hereafter
in force, whether oral or written, covering or affecting the Mortgaged Property, or any portion of the Mortgaged Property (including
proprietary leases or occupancy agreements if Borrower is a cooperative housing corporation), and all modifications, extensions
or renewals.


 


"Lender"
means the entity identified as "Lender" in the first paragraph of this Instrument, or any subsequent holder of the Note.


 




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Multifamily Mortgage (CME and Portfolio)	Page 3



    	 



    

 


"Loan
Agreement" means the Multifamily Loan and Security Agreement executed by Borrower in
favor of Lender and dated as of the date of this Instrument, as such agreement may be amended from time to time.


 


"Loan
Documents" means the Note, this Instrument, the Loan Agreement, all guaranties, all
indemnity agreements, all collateral agreements, UCC filings, O&M Programs, the MMP and any other documents now or in the
future executed by Borrower, any guarantor or any other Person in connection with the loan evidenced by the Note, as such documents
may be amended from time to time.


 


"Loan
Servicer" means the entity that from time to time is designated by Lender or its designee
to collect payments and deposits and receive Notices under the Note, this Instrument and any other Loan Document, and otherwise
to service the loan evidenced by the Note for the benefit of Lender. Unless Borrower receives Notice to the contrary, the Loan
Servicer is the entity identified as "Lender" in the first paragraph of this Instrument.


 


"Mortgaged
Property" means all of Borrower's present and future right, title and interest in and
to all of the following:


 


		(a)	The
                                         Land, or, if Borrower's interest in the Land is pursuant to a Ground Lease, the Ground
                                         Lease and the Leasehold Estate.



 


		(b)	The
                                         Improvements.



 


		(c)	The
                                         Fixtures.



 


		(d)	The
                                         Personalty.



 


		(e)	All
                                         current and future rights, including air rights, development rights, zoning rights and
                                         other similar rights or interests, easements, tenements, rights of way, strips and gores
                                         of land, streets, alleys, roads, sewer rights, waters, watercourses and appurtenances
                                         related to or benefiting the Land or the Improvements, or both, and all rights-of-way,
                                         streets, alleys and roads which may have been or may in the future be vacated.



 


		(f)	All
                                         proceeds paid or to be paid by any insurer of the Land, the Improvements, the Fixtures,
                                         the Personalty or any other part of the Mortgaged Property, whether or not Borrower obtained
                                         the insurance pursuant to Lender's requirement.



 


		(g)	All
                                         awards, payments and other compensation made or to be made by any municipal, state or
                                         federal authority with respect to the Land, the Improvements, the Fixtures, the Personalty
                                         or any other part of the Mortgaged Property, including any awards or settlements resulting
                                         from condemnation proceedings or the total or partial taking of the Land, the Improvements,
                                         the Fixtures, the Personalty or any other part of the Mortgaged Property under the power
                                         of eminent domain or otherwise and including any conveyance in lieu thereof.



 




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Multifamily Mortgage (CME and Portfolio)	Page 4



    	 



    

 


		(h)	All
                                         contracts, options and other agreements for the sale of the Land, or the Leasehold Estate,
                                         as applicable, the Improvements, the Fixtures, the Personalty or any other part of the
                                         Mortgaged Property entered into by Borrower now or in the future, including cash or securities
                                         deposited to secure performance by parties of their obligations.



 


		(i)	All
                                         proceeds from the conversion, voluntary or involuntary, of any of the items described
                                         in subsections (a) through (h) inclusive into cash or liquidated claims, and the right
                                         to collect such proceeds.



 


		(g)	All
                                         Rents and Leases.



 


		(k)	All
                                         earnings, royalties, accounts receivable, issues and profits from the Land, the Improvements
                                         or any other part of the Mortgaged Property, and all undisbursed proceeds of the loan
                                         secured by this Instrument.



 


		(l)	All
                                         Imposition Reserve Deposits.



 


		(m)	All
                                         refunds or rebates of Impositions by Governmental Authority or insurance company (other
                                         than refunds applicable to periods before the real property tax year in which this Instrument
                                         is dated).



 


		(n)	All
                                         tenant security deposits which have not been forfeited by any tenant under any Lease
                                         and any bond or other security in lieu of such deposits.



 


		(o)	All
                                         names under or by which any of the above Mortgaged Property may be operated or known,
                                         and all trademarks, trade names, and goodwill relating to any of the Mortgaged Property.



 


"Note"
means the Multifamily Note (including any Amended and Restated Note, Consolidated, Amended and Restated Note, or Extended and
Restated Note) executed by Borrower in favor of Lender and dated as of the date of this Instrument, including all schedules, riders,
allonges and addenda, as such Multifamily Note may be amended, modified and/or restated from time to time.


 


"Notice"
or "Notices" means all notices, demands and other communication required under the Loan Documents, provided in
accordance with the requirements of Section 11.03 of the Loan Agreement.


 


"Person"
means any natural person, sole proprietorship, corporation, general partnership, limited partnership, limited liability company,
limited liability partnership, limited liability limited partnership, joint venture, association, joint stock company, bank, trust,
estate, unincorporated organization, any federal, state, county or municipal government (or any agency or political subdivision
thereof), endowment fund or any other form of entity.


 




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Multifamily Mortgage (CME and Portfolio)	Page 5



    	 



    

 


"Personalty"
means all of the following:


 


		(a)	Accounts
                                         (including deposit accounts) of Borrower related to the Mortgaged Property.



 


		(b)	Equipment
                                         and inventory owned by Borrower, which are used now or in the future in connection with
                                         the ownership, management or operation of the Land or Improvements or are located on
                                         the Land or Improvements, including furniture, furnishings, machinery, building materials,
                                         goods, supplies, tools, books, records (whether in written or electronic form) and computer
                                         equipment (hardware and software).



 


		(c)	Other
                                         tangible personal property owned by Borrower which is used now or in the future in connection
                                         with the ownership, management or operation of the Land or Improvements or is located
                                         on the Land or in the Improvements, including ranges, stoves, microwave ovens, refrigerators,
                                         dishwashers, garbage disposers, washers, dryers and other appliances (other than Fixtures).



 


		(d)	Any
                                         operating agreements relating to the Land or the Improvements.



 


		(e)	Any
                                         surveys, plans and specifications and contracts for architectural, engineering and construction
                                         services relating to the Land or the Improvements.



 


		(f)	All
                                         other intangible property, general intangibles and rights relating to the operation of,
                                         or used in connection with, the Land or the Improvements, including all governmental
                                         permits relating to any activities on the Land and including subsidy or similar payments
                                         received from any sources, including a Governmental Authority.



 


		(g)	Any
                                         rights of Borrower in or under letters of credit.



 


"Property
Jurisdiction" means the jurisdiction in which the Land is located.


 


"Rents"
means all rents (whether from residential or non-residential space), revenues and other income of the Land or the Improvements,
parking fees, laundry and vending machine income and fees and charges for food, health care and other services provided at the
Mortgaged Property, whether now due, past due or to become due, and deposits forfeited by tenants, and, if Borrower is a cooperative
housing corporation or association, maintenance fees, charges or assessments payable by shareholders or residents under proprietary
leases or occupancy agreements, whether now due, past due, or to become due.


 




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Multifamily Mortgage (CME and Portfolio)	Page 6



    	 



    

 


"Taxes"
means all taxes, assessments, vault rentals and other charges, if any, whether general, special or otherwise, including all assessments
for schools, public betterments and general or local improvements, which are levied, assessed or imposed by any public authority
or quasi-public authority, and which, if not paid, will become a Lien on the Land or the Improvements.


 


		2.	Uniform
                                         Commercial Code Security Agreement.



 


		(a)	This
                                         Instrument is also a security agreement under the Uniform Commercial Code for any of
                                         the Mortgaged Property which, under applicable law, may be subjected to a security interest
                                         under the Uniform Commercial Code, for the purpose of securing Borrower's obligations
                                         under this Instrument and to further secure Borrower's obligations under the Note, this
                                         Instrument and other Loan Documents, whether such Mortgaged Property is owned now or
                                         acquired in the future, and all products and cash and non-cash proceeds thereof (collectively,
                                         "UCC Collateral"), and by this Instrument, Borrower grants to Lender
                                         a security interest in the UCC Collateral. To the extent necessary under applicable law,
                                         Borrower hereby authorizes Lender to prepare and file financing statements, continuation
                                         statements and financing statement amendments in such form as Lender may require to perfect
                                         or continue the perfection of this security interest.






 


		(b)	Unless
                                         Borrower gives Notice to Lender
                                         within 30 days after the occurrence of any of the following, and executes and delivers
                                         to Lender modifications or supplements of this Instrument (and any financing statement
                                         which may be filed in connection with this Instrument) as Lender may require, Borrower
                                         will not (i) change its name, identity, structure or jurisdiction of organization; (ii)
                                         change the location of its place of business (or chief
                                         executive office if more than one place of business); or (iii) add
                                         to or change any location at which any of the Mortgaged Property is stored,
                                         held or located.






 


		(c)	If
                                         an Event of Default has occurred and is continuing, Lender
                                         will have the remedies of a secured party under the Uniform Commercial Code, in addition
                                         to all remedies provided by this Instrument or existing under applicable law. In
                                         exercising any remedies, Lender may exercise its remedies
                                         against the UCC Collateral separately or together, and in any order, without in any way
                                         affecting the availability of Lender's other remedies.



 


		(d)	This
                                         Instrument also constitutes a financing statement with respect to any part of the Mortgaged
                                         Property that is or may become a Fixture, if permitted by applicable law.



 


		3.	Assignment
                                         of Rents; Appointment of Receiver; Lender in Possession.



 


		(a)	As
                                         part of the consideration for the Indebtedness, Borrower absolutely and unconditionally
                                         assigns and transfers to Lender all Rents.



 




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Multifamily Mortgage (CME and Portfolio)	Page 7



    	 



    

 


		(i)	It
                                         is the intention of Borrower to establish a present, absolute and irrevocable transfer
                                         and assignment to Lender of all Rents and to authorize and empower Lender to collect
                                         and receive all Rents without the necessity of further action on the part of Borrower.



 


			



		(ii)	Promptly
                                         upon request by Lender, Borrower agrees to execute and deliver such further assignments
                                         as Lender may from time to time require. Borrower and Lender intend this assignment of
                                         Rents to be immediately effective and to constitute an absolute present assignment and
                                         not an assignment for additional security only.



 


		(iii)	For
                                         purposes of giving effect to this absolute assignment of Rents, and for no other purpose,
                                         Rents will not be deemed to be a part of the Mortgaged Property. However, if this present,
                                         absolute and unconditional assignment of Rents is not enforceable by its terms under
                                         the laws of the Property Jurisdiction, then the Rents will be included as a part of the
                                         Mortgaged Property and it is the intention of Borrower that in this circumstance this
                                         Instrument create and perfect a Lien on Rents in favor of Lender, which Lien will be
                                         effective as of the date of this Instrument.



 


		(b)	(i)          Until
                                         the occurrence of an Event of Default, Lender hereby grants to Borrower a revocable
                                         license to collect and receive all Rents, to hold all Rents in trust for the benefit
                                         of Lender and to apply all Rents to pay the installments of interest and principal then
                                         due and payable under the Note and the other amounts then due and payable under the other
                                         Loan Documents, including Imposition Reserve Deposits, and to pay the current costs and
                                         expenses of managing, operating and maintaining the Mortgaged Property, including utilities,
                                         Taxes and insurance premiums (to the extent not included in Imposition Reserve Deposits),
                                         tenant improvements and other capital expenditures.



 


		(ii)	So
                                         long as no Event of Default has occurred and is continuing, the Rents remaining after
                                         application pursuant to the preceding sentence may be retained by Borrower free and clear
                                         of, and released from, Lender's rights with respect to Rents under this Instrument.



 


		(iii)	After
                                         the occurrence of an Event of Default, and during the continuance of such Event of Default,
                                         Borrower authorizes Lender to collect, sue for and compromise Rents and directs each
                                         tenant of the Mortgaged Property to pay all Rents to, or as directed by, Lender. From
                                         and after the occurrence of an Event of Default, and during the continuance of such Event
                                         of Default, and without the necessity of Lender entering upon and taking and maintaining
                                         control of the Mortgaged Property directly, or by a receiver, Borrower's license to collect
                                         Rents will automatically terminate and Lender will without Notice be entitled to all
                                         Rents as they become due and payable, including Rents
                                         then due and unpaid. Borrower will pay to Lender upon demand all Rents to which Lender
                                         is entitled.



 




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Multifamily Mortgage (CME and Portfolio)	Page 8



    	 



    

 


		(iv)	At
                                         any time on or after the date of Lender's demand for Rents, Lender may give, and Borrower
                                         hereby irrevocably authorizes Lender to give, notice to all tenants of the Mortgaged
                                         Property instructing them to pay all Rents to Lender. No tenant will be obligated to
                                         inquire further as to the occurrence or continuance of an Event of Default. No tenant
                                         will be obligated to pay to Borrower any amounts which are actually paid to Lender in
                                         response to such a notice. Any such notice by Lender will be delivered to each tenant
                                         personally, by mail or by delivering such demand to each rental unit. Borrower will not
                                         interfere with and will cooperate with Lender's collection of such Rents.



 


		(c)	Borrower
                                         represents and warrants to Lender that it
                                         has not executed any prior assignment of Rents (other than an assignment of Rents
                                         securing any prior indebtedness that is being assigned to Lender, or paid off and discharged
                                         with the proceeds of the Loan evidenced by the Note or, if this Instrument is entered
                                         into in connection with a Supplemental Loan, other than an assignment of Rents securing
                                         any Senior Indebtedness), that Borrower has not performed any acts and has not executed,
                                         and will not execute, any instrument which would prevent Lender from exercising its rights
                                         under any Loan Document, and that at the time of execution of this Instrument there has
                                         been no prepayment of any Rents for more than 2 months prior to the due dates of such
                                         Rents.



 


		(d)	If
                                         an Event of Default has occurred and is continuing, then Lender will have each of the
                                         following rights and may take any of the following actions:



 


		(i)	Lender
                                         may, regardless of the adequacy of Lender's security or the solvency of Borrower and
                                         even in the absence of waste, enter upon and take and maintain full control of the Mortgaged
                                         Property in order to perform all acts that Lender in its discretion determines to be
                                         necessary or desirable for the operation and maintenance of the Mortgaged Property, including
                                         the execution, cancellation or modification of Leases, the collection of all Rents, the
                                         making of Repairs to the Mortgaged Property and the execution or termination of contracts
                                         providing for the management, operation or maintenance of the Mortgaged Property, for
                                         the purposes of enforcing the assignment of Rents pursuant to Section 3(a), protecting
                                         the Mortgaged Property or the security of this Instrument, or for such other purposes
                                         as Lender in its discretion may deem necessary or desirable.



 




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Multifamily Mortgage (CME and Portfolio)	Page 9



    	 



    

 


		(ii)	Alternatively,
                                         if an Event of Default has occurred and is continuing, regardless of the adequacy of
                                         Lender's security, without regard to Borrower's solvency and without the necessity of
                                         giving prior notice (oral or written) to Borrower, Lender may apply to any court having
                                         jurisdiction for the appointment of a receiver for the Mortgaged Property to take any
                                         or all of the actions set forth in the preceding sentence. If Lender elects to seek the
                                         appointment of a receiver for the Mortgaged Property at any time after an Event of Default
                                         has occurred and is continuing, Borrower, by its execution of this Instrument, expressly
                                         consents to the appointment of such receiver, including the appointment of a receiver
                                         exparte if permitted by applicable law.



 


		(iii)	If
                                         Borrower is a housing cooperative corporation or association, Borrower hereby agrees
                                         that if a receiver is appointed, the order appointing the receiver may contain a provision
                                         requiring the receiver to pay the installments of interest and principal then due and
                                         payable under the Note and the other amounts then due and payable under the other Loan
                                         Documents, including Imposition Reserve Deposits, it being acknowledged and agreed that
                                         the Indebtedness is an obligation of Borrower and must be paid out of maintenance charges
                                         payable by Borrower's tenant shareholders under their proprietary leases or occupancy
                                         agreements.



 


		(iv)	Lender
                                         or the receiver, as the case may be, will be entitled to receive a reasonable fee for
                                         managing the Mortgaged Property.



 


		(v)	Immediately
                                         upon appointment of a receiver or immediately upon Lender's entering upon and taking
                                         possession and control of the Mortgaged Property, Borrower will surrender possession
                                         of the Mortgaged Property to Lender or the receiver, as the case may be, and will deliver
                                         to Lender or the receiver, as the case may be, all documents, records (including records
                                         on electronic or magnetic media), accounts, surveys, plans, and specifications relating
                                         to the Mortgaged Property and all security deposits and prepaid Rents.



 


		(vi)	If
                                         Lender takes possession and control of the Mortgaged Property, then Lender may exclude
                                         Borrower and its representatives from the Mortgaged Property.



 


Borrower
acknowledges and agrees that the exercise by Lender of any of the rights conferred under this Section 3 will not be construed
to make Lender a mortgagee-in-possession of the Mortgaged Property so long as Lender has not itself entered into actual possession
of the Land and Improvements.


 


		(e)	If
                                         Lender enters the Mortgaged Property, Lender will be liable to account only to Borrower
                                         and only for those Rents actually received. Except to the extent of Lender's gross negligence
                                         or willful misconduct, Lender will not be liable to Borrower, anyone claiming under or
                                         through Borrower or anyone having an interest in the Mortgaged Property, by reason of
                                         any act or omission of Lender under Section 3(d), and Borrower hereby releases and discharges
                                         Lender from any such liability to the fullest extent permitted by law.



 




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Multifamily Mortgage (CME and Portfolio)	Page 10



    	 



    

 


		(f)	If
                                         the Rents are not sufficient to meet the costs of taking control of and managing the
                                         Mortgaged Property and collecting the Rents, any funds expended by Lender for such purposes
                                         will become an additional part of the Indebtedness as provided in Section 7.



 


		(g)	Any
                                         entering upon and taking of control of the Mortgaged Property by Lender or the receiver,
                                         as the case may be, and any application of Rents as provided in this Instrument will
                                         not cure or waive any Event of Default or invalidate any other right or remedy of Lender
                                         under applicable law or provided for in this Instrument.



 


		4.	Assignment
                                         of Leases; Leases Affecting the Mortgaged Property.



 


		(a)	As
                                         part of the consideration for the Indebtedness, Borrower absolutely and unconditionally
                                         assigns and transfers to Lender all of Borrower's right, title and interest in, to and
                                         under the Leases, including Borrower's right, power and authority to modify the terms
                                         of any such Lease, or extend or terminate any such Lease.



 


		(i)	It
                                         is the intention of Borrower to establish a present,
                                         absolute and irrevocable transfer and assignment to Lender of all of Borrower's right,
                                         title and interest in, to and under the Leases. Borrower and Lender intend this assignment
                                         of the Leases to be immediately effective and to constitute an absolute present assignment
                                         and not an assignment for additional security only.



 


		(ii)	For
                                         purposes of giving effect to this absolute assignment of the Leases, and for no other
                                         purpose, the Leases will not be deemed to be a part of the Mortgaged Property.



 


		(iii)	However,
                                         if this present, absolute and unconditional assignment of the Leases is not enforceable
                                         by its terms under the laws of the Property Jurisdiction, then the Leases will be included
                                         as a part of the Mortgaged Property and it is the intention of Borrower that in this
                                         circumstance this Instrument create and perfect a Lien on the Leases in favor of Lender,
                                         which Lien will be effective as of the date of this Instrument.



 


		(b)	Until
                                         Lender gives Notice to Borrower of Lender's exercise of its rights under this Section
                                         4, Borrower will have all rights, power and authority granted to Borrower under any Lease
                                         (except as otherwise limited by this Section or any other provision of this Instrument),
                                         including the right, power and authority to modify the terms of any Lease or extend or
                                         terminate any Lease. Upon the occurrence of an Event of Default, and during the continuance
                                         of such Event of Default, the permission given to Borrower pursuant to the preceding
                                         sentence to exercise all rights, power and authority under Leases will automatically
                                         terminate. Borrower will comply with and observe Borrower's obligations under all Leases,
                                         including Borrower's obligations pertaining to the maintenance and disposition of tenant
                                         security deposits.



 




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		(c)	(i)          Borrower
                                         acknowledges and agrees that the exercise by Lender, either directly or by a receiver,
                                         of any of the rights conferred under this Section 4 will not be construed to make Lender
                                         a mortgagee-in-possession of the Mortgaged Property so long as Lender has not itself
                                         entered into actual possession of the Land and the Improvements.



 


		(ii)	The
                                         acceptance by Lender of the assignment of the Leases pursuant to Section 4(a) will not
                                         at any time or in any event obligate Lender to take any action under this Instrument
                                         or to expend any money or to incur any expenses.



 


		(iii)	Except
                                         to the extent of Lender's gross negligence or willful misconduct, Lender will not be
                                         liable in any way for any injury or damage to person or property sustained by any Person
                                         or Persons in or about the Mortgaged Property.



 


		(iv)	Prior
                                         to Lender's actual entry into and taking possession of the Mortgaged Property, Lender
                                         will not be obligated for any of the following:



 


		(A)	Lender
                                         will not be obligated to perform any of the terms, covenants and conditions contained
                                         in any Lease (or otherwise have any obligation with respect to any Lease).



 


		(B)	Lender
                                         will not be obligated to appear in or defend any action or proceeding relating to the
                                         Lease or the Mortgaged Property.



 


		(C)	Lender
                                         will not be responsible for the operation, control, care, management or repair of the
                                         Mortgaged Property or any portion of the Mortgaged Property. The execution of this Instrument
                                         by Borrower will constitute conclusive evidence that all responsibility for the operation,
                                         control, care, management and repair of the Mortgaged Property is and will be that of
                                         Borrower, prior to such actual entry and taking of possession.



 


		(d)	Upon
                                         delivery of Notice by Lender to Borrower of Lender's exercise of Lender's rights under
                                         this Section 4 at any time after the occurrence of an Event of Default, and during the
                                         continuance of such Event of Default, and without the necessity of Lender entering upon
                                         and taking and maintaining control of the Mortgaged Property directly, by a receiver,
                                         or by any other manner or proceeding permitted by the laws of the Property Jurisdiction,
                                         Lender immediately will have all rights, powers and authority granted to Borrower under
                                         any Lease, including the right, power and authority to modify the terms of any such Lease,
                                         or extend or terminate any such Lease.



 




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		(e)	Borrower
                                         will, promptly upon Lender's request, deliver to Lender an executed copy of each residential
                                         Lease then in effect.



 


		(f)	If
                                         Borrower is a cooperative housing corporation or association, notwithstanding anything
                                         to the contrary contained in this Instrument, so long as Borrower remains a cooperative
                                         housing corporation or association and is not in breach of any covenant of this Instrument,
                                         Lender consents to the following:



 


		(i)	Borrower
                                         may execute leases of apartments for a term in excess of 2 years to a tenant shareholder
                                         of Borrower, so long as such leases, including proprietary leases, are and will remain
                                         subordinate to the Lien of this Instrument.



 


		(ii)	Borrower
                                         may surrender or terminate such leases of apartments where the surrendered or terminated
                                         lease is immediately replaced or where Borrower makes its best efforts to secure such
                                         immediate replacement by a newly-executed lease of the same apartment to a tenant shareholder
                                         of Borrower. However, no consent is given by Lender to any execution, surrender, termination
                                         or assignment of a lease under terms that would waive or reduce the obligation of the
                                         resulting tenant shareholder under such lease to pay cooperative assessments in full
                                         when due or the obligation of the former tenant shareholder to pay any unpaid portion
                                         of such assessments.



 


		5.	Prepayment
                                         Premium. Borrower will be required to pay a prepayment premium in connection with
                                         certain prepayments of the Indebtedness, including a payment made after Lender's exercise
                                         of any right of acceleration of the Indebtedness, as provided in the Note.



 


		6.	Application
                                         of Payments. If at any time Lender receives, from Borrower or otherwise, any amount
                                         applicable to the Indebtedness which is less than all amounts due and payable at such
                                         time, then Lender may apply that payment to amounts then due and payable in any manner
                                         and in any order determined by Lender, in Lender's discretion. Neither Lender's acceptance
                                         of an amount that is less than all amounts then due and payable nor Lender's application
                                         of such payment in the manner authorized will constitute or be deemed to constitute either
                                         a waiver of the unpaid amounts or an accord and satisfaction. Notwithstanding the application
                                         of any such amount to the Indebtedness, Borrower's obligations under this Instrument,
                                         the Note and all other Loan Documents will remain unchanged.



 




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		7.	Protection
                                         of Lender's Security; Instrument Secures Future Advances.



 


		(a)	If
                                         Borrower fails to perform any of its obligations under this Instrument or any other Loan
                                         Document, or if any action or proceeding is commenced which purports to affect the Mortgaged
                                         Property, Lender's security or Lender's rights under this Instrument, including eminent
                                         domain, insolvency, code enforcement, civil or criminal forfeiture, enforcement of Hazardous
                                         Materials Laws, fraudulent conveyance or reorganizations or proceedings involving a bankrupt
                                         or decedent, then Lender at Lender's option may make such appearances, file such documents,
                                         disburse such sums and take such actions as Lender reasonably deems necessary to perform
                                         such obligations of Borrower and to protect Lender's interest, including all of the following:



 


		(i)	Lender
                                         may pay Attorneys' Fees and Costs.



 


		(ii)	Lender
                                         may pay fees and out-of-pocket expenses of accountants, inspectors and consultants.



 


		(iii)	Lender
                                         may enter upon the Mortgaged Property to make Repairs or secure the Mortgaged Property.



 


		(iv)	Lender
                                         may procure the Insurance required by the Loan Agreement.



 


		(v)	Lender
                                         may pay any amounts which Borrower has failed to pay under the Loan Agreement.



 


		(vi)	Lender
                                         may perform any of Borrower's obligations under the Loan Agreement.



 


		(vii)	Lender
                                         may make advances to pay, satisfy or discharge any obligation of Borrower for the payment
                                         of money that is secured by a Prior Lien.



 


		(b)	Any
                                         amounts disbursed by Lender under this Section 7, or under any other provision of this
                                         Instrument that treats such disbursement as being made under this Section 7, will be
                                         secured by this Instrument, will be added to, and become part of, the principal component
                                         of the Indebtedness, will be immediately due and payable and will bear interest from
                                         the date of disbursement until paid at the Default Rate.



 


		(c)	Nothing
                                         in this Section 7 will require Lender to incur any expense or take any action.



 


		8.	Events
                                         of Default. An Event of Default under the Loan
                                         Agreement will constitute an Event of Default under this Instrument.



 




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		9.	Remedies
                                         Cumulative. Each right and remedy provided in thls
                                         Instrument is distinct from all other rights or remedies under this Instrument, the Loan
                                         Agreement or any other Loan Document or afforded by applicable law or equity, and each
                                         will be cumulative and may be exercised concurrently, independently or successively,
                                         in any order. Lender's exercise of any particular right or remedy will not in any way
                                         prevent Lender from exercising any other right or remedy available to Lender. Lender
                                         may exercise any such remedies from time to time and as often as Lender chooses.



 


		10.	Waiver
                                         of Statute of Limitations, Offsets, and Counterclaims. Borrower
                                         waives the right to assert any statute of limitations as a bar to the enforcement of
                                         the Lien of this Instrument or to any action brought to enforce any Loan Document. Borrower
                                         hereby waives the right to assert a counterclaim, other than a compulsory counterclaim,
                                         in any action or proceeding brought against it by Lender or otherwise to offset any obligations
                                         to make the payments required by the Loan Documents. No failure by Lender to perform
                                         any of its obligations under this Instrument will be a valid defense to, or result in
                                         any offset against, any payments that Borrower is obligated to make under any of the
                                         Loan Documents.



 


		11.	Waiver
                                         of Marshalling.



 


		(a)	Notwithstanding
                                         the existence of any other security interests in the Mortgaged Property held by Lender
                                         or by any other party, Lender will have the right to determine the order in which any
                                         or all of the Mortgaged Property will be subjected to the remedies provided in this Instrument,
                                         the Note, the Loan Agreement or any other Loan Document or applicable law. Lender will
                                         have the right to determine the order in which any or all portions of the Indebtedness
                                         are satisfied from the proceeds realized upon the exercise of such remedies.



 


		(b)	Borrower
                                         and any party who now or in the future acquires a security interest in ' the Mortgaged
                                         Property and who has actual or constructive notice of this Instrument waives any and
                                         all right to require the marshalling of assets or to require that any of the Mortgaged
                                         Property be sold in the inverse order of alienation or that any of the Mortgaged Property
                                         be sold in parcels or as an entirety in connection with the exercise of any of the remedies
                                         permitted by applicable law or provided in this Instrument.



 


		12.	Further
                                         Assurances; Lender's Expenses.



 


		(a)	Borrower
                                         will deliver, at its sole cost and expense, all further acts, deeds, conveyances, assignments,
                                         estoppel certificates, financing statements or amendments, transfers and assurances as
                                         Lender may require from time to time in order to better assure, grant and convey to Lender
                                         the rights intended to be granted, now or in the future, to Lender under this Instrument
                                         and the Loan Documents or in connection with Lender's consent rights under Article VII
                                         of the Loan Agreement.



 




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		(b)	Borrower
                                         acknowledges and agrees that, in connection with each request by Borrower under this
                                         Instrument or any Loan Document, Borrower will pay all reasonable Attorneys' Fees and
                                         Costs and expenses incurred by Lender, including any fees payable in accordance with
                                         any request for further assurances or an estoppel certificate pursuant to the Loan Agreement,
                                         regardless of whether the matter is approved, denied or withdrawn. Any amounts payable
                                         by Borrower under this Instrument or under any other Loan Document will be deemed a part
                                         of the Indebtedness, will be secured by this Instrument and will bear interest at the
                                         Default Rate if not fully paid within 10 days of written demand for payment.



 


		13.	Governing
                                         Law; Consent to Jurisdiction and Venue. This Instrument,
                                         and any Loan Document which does not itself expressly identify the law that is to apply
                                         to it, will be governed by the laws of the Property Jurisdiction. Borrower agrees that
                                         any controversy arising under or in relation to the Note, this Instrument or any other
                                         Loan Document may be litigated in the Property Jurisdiction. The state and federal courts
                                         and authorities with jurisdiction in the Property Jurisdiction will have jurisdiction
                                         over all controversies that may arise under or in relation to the Note, any security
                                         for the Indebtedness or any other Loan Document. Borrower irrevocably consents to service,
                                         jurisdiction and venue of such courts for any such litigation and waives any other venue
                                         to which it might be entitled by virtue of domicile, habitual residence or otherwise.
                                         However, nothing in this Section 13 is intended to limit Lender's right to bring any
                                         suit, action or proceeding relating to matters under this Instrument in any court of
                                         any other jurisdiction.



 


		14.	Notice.
                                         All Notices, demands and other communications under
                                         or concerning this Instrument will be governed by the terms set forth in the Loan Agreement.



 


		15.	Successors
                                         and Assigns Bound. This Instrument will bind the
                                         respective successors and assigns of Borrower and Lender, and the rights granted by this
                                         Instrument will inure to Lender's successors and assigns.



 


		16.	Joint
                                         and Several Liability. If more than one Person
                                         signs this Instrument as Borrower, the obligations of such Persons will be joint and
                                         several.



 


		17.	Relationship
                                         of Parties; No Third Party Beneficiary.



 


		(a)	The
                                         relationship between Lender and Borrower will be solely that of creditor and debtor,
                                         respectively, and nothing contained in this Instrument will create any other relationship
                                         between Lender and Borrower. Nothing contained in this Instrument will constitute Lender
                                         as a joint venturer, partner or agent of Borrower, or render Lender liable for any debts,
                                         obligations, acts, omissions, representations or contracts of Borrower.



 




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		(b)	No
                                         creditor of any party to this Instrument and no other Person will be a third party beneficiary
                                         of this Instrument or any other Loan Document. Without limiting the generality of the
                                         preceding sentence, (i) any arrangement ("Servicing
                                         Arrangement") between Lender and any Loan Servicer for loss sharing or interim
                                         advancement of funds will constitute a contractual obligation of such Loan Servicer that
                                         is independent of the obligation of Borrower for the payment of the Indebtedness, (ii)
                                         Borrower will not be a third party beneficiary of any Servicing Arrangement, and (iii)
                                         no payment by the Loan Servicer under any Servicing Arrangement will reduce the amount
                                         of the Indebtedness.



 


		18.	Severability;
                                         Amendments.



 


		(a)	The
                                         invalidity or unenforceability of any provision of this Instrument will not affect the
                                         validity or enforceability of any other provision, and all other provisions will remain
                                         in full force and effect. This Instrument contains the entire agreement among the parties
                                         as to the rights granted and the obligations assumed in this Instrument.



 


		(b)	This
                                         Instrument may not be amended or modified except by a writing signed by the party against
                                         whom enforcement is sought; provided, however, that in the event of a Transfer prohibited
                                         by or requiring Lender's approval under Article VII of the Loan Agreement, some or all
                                         of the modifications to the Loan Documents (if any) may be modified or rendered void
                                         by Lender at Lender's option by Notice to Borrower and the transferee(s).



 


		19.	Construction.



 


		(a)	The
                                         captions and headings of the Sections of this Instrument are for convenience only and
                                         will be disregarded in construing this Instrument. Any reference in this Instrument to
                                         a "Section" will, unless otherwise explicitly provided, be construed as referring
                                         to a Section of this Instrument.



 


		(b)	Any
                                         reference in this Instrument to a statute or regulation will be construed as referring
                                         to that statute or regulation as amended from time to time.



 


		(c)	Use
                                         of the singular in this Instrument includes the plural and use of the plural includes
                                         the singular.



 


		(d)	As
                                         used in this Instrument, the term "including" means "including, but not
                                         limited to" and the term "includes" means "includes without limitation."



 


		(e)	The
                                         use of one gender includes the other gender, as the context may require.



 


		(f)	Unless
                                         the context requires otherwise any definition of or reference to any agreement, instrument
                                         or other document in this Instrument will be construed as referring to such agreement,
                                         instrument or other document as from time to time amended, supplemented or otherwise
                                         modified (subject to any restrictions on such amendments, supplements or modifications
                                         set forth in this Instrument).



 




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		(g)	Any
                                         reference in this Instrument to any person will be construed to include such person's
                                         successors and assigns.



 


		20.	Subrogation.
                                         If, and to the extent that, the proceeds of the loan evidenced by the Note, or subsequent
                                         advances under Section 7, are used to pay, satisfy or discharge a Prior Lien, such loan
                                         proceeds or advances will be deemed to have been advanced by Lender at Borrower's request,
                                         and Lender will automatically, and without further action on its part, be subrogated
                                         to the rights, including Lien priority, of the owner or holder of the obligation secured
                                         by the Prior Lien, whether or not the Prior Lien is released.



 


		END	OF
                                         UNIFORM COVENANTS; STATE-SPECIFIC PROVISIONS FOLLOW



 


21-30.
Reserved.


 


		31.	Acceleration;
                                         Remedies.



 


		(a)	At
                                         any time during the existence of an Event of Default, Lender, at Lender's option, may
                                         declare the Indebtedness to be immediately due and payable without further demand, and
                                         may invoke the power of sale and any other remedies permitted by applicable law or provided
                                         in this Instrument or in any other Loan Document. Borrower hereby grants power to Lender,
                                         upon the occurrence of an Event of Default, to grant, bargain, sell, release and convey
                                         the Mortgaged Property at public auction or vendue, and upon such sale to execute and
                                         deliver to the purchaser(s) instruments of conveyance pursuant to the terms of this Instrument
                                         and applicable laws. Borrower acknowledges that the preceding sentence confers a power
                                         of sale upon Lender and that upon the occurrence of an Event of Default this Instrument
                                         may be foreclosed by advertisement as described below and in the applicable Michigan
                                         statutes. Borrower understands that upon the occurrence of an Event of Default, Lender
                                         is authorized and empowered to sell the Mortgaged Property, or cause the same to be sold,
                                         and to convey the same to the purchaser in any lawful manner, including that provided
                                         by Chapter 32 of the Revised Judicature Act of Michigan, entitled "Foreclosure of
                                         Mortgages by Advertisement," which permits Lender to sell the Mortgaged Property
                                         without affording Borrower a hearing or giving Borrower actual personal notice. The only
                                         notice required under such Chapter 32 is to publish notice in a local newspaper and to
                                         post a copy of the notice at the Improvements.



 


		(b)	If
                                         Lender invokes the power of sale, Lender will mail a copy of a notice of sale to Borrower
                                         in the manner provided in Section 11.03 of the Loan Agreement. Lender will give notice
                                         of sale and will sell the Mortgaged Property according to the laws of Michigan. Lender
                                         may, at Lender's option, sell the Mortgaged Property in one or more parcels and in such
                                         order as Lender may determine. Lender or Lender's designee may purchase the Mortgaged
                                         Property at any sale. The proceeds of sale will be applied in the following order: (i)
                                         to all costs and expenses of the sale, including Attorneys' Fees and Costs of title evidence;
                                         (ii) to the Indebtedness in such order as Lender, in Lender's
                                         discretion directs; and (iii) the excess, if any, to the person or persons legally entitled
                                         to it.



 




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		32.	Lender's
                                         Statutory Rights With Respect to Leases and Rents. In addition to Sections 3 and
                                         4, Lender will be entitled to all of the rights and benefits conferred by Act 210 of
                                         the Michigan Public Acts of 1953 as amended (MCL 554.231, et seq.). To the extent
                                         that this Instrument is inconsistent with, or confers rights upon Lender in excess of
                                         these conferred by MCLA § 554.231, this Instrument will be read and interpreted
                                         consistently with, and to confer upon Lender only those rights conferred by, MCLA §
                                         554.231.



 


		33.	Construction
                                         Liens. All references in this Instrument to "mechanic's liens" and "materialmen's
                                         liens" will be deemed to include "construction liens" as defined in MCL
                                         570.1103(3).



 


		34.	Waste.
                                         Nonpayment of Taxes and cancellation of insurance required by Section 19 will each
                                         constitute waste as provided by MCL 600.2927. Borrower consents to the appointment of
                                         a receiver under MCL 600.2927 if Lender elects to seek such relief



 


		35.	Release.
                                         Upon payment of the Indebtedness, Lender will prepare and file a discharge of this Instrument.



 


		36.	WAIVER
                                         OF TRIAL BY JURY.



 


		(a)	BORROWER
                                         AND LENDER EACH COVENANTS AND AGREES NOT TO ELECT A TRIAL BY JURY WITH RESPECT TO ANY
                                         ISSUE ARISING OUT OF THIS INSTRUMENT OR THE RELATIONSHIP BETWEEN THE PARTIES AS BORROWER
                                         AND LENDER THAT IS TRIABLE OF RIGHT BY A JURY.



 


		(b)	BORROWER
                                         AND LENDER EACH WAIVES ANY RIGHT TO TRIAL BY JURY WITH RESPECT TO SUCH ISSUE TO THE EXTENT
                                         THAT ANY SUCH RIGHT EXISTS NOW OR IN THE FUTURE. THIS WAIVER OF RIGHT TO TRIAL BY JURY
                                         IS SEPARATELY GIVEN BY EACH PARTY, KNOWINGLY AND VOLUNTARILY WITH THE BENEFIT OF COMPETENT
                                         LEGAL COUNSEL.



 


		37.	Attached
                                         Riders. The following Riders are attached to this Instrument: NONE.



 




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		38.	Attached
                                         Exhibits. The
                                         following Exhibits, if marked with an "X" in
                                         the space provided, are attached to this Instrument:



 


	x
    Exhibit A	Description of the Land (required)
	 ̈Exhibit
    B 	Modifications to Instrument
	 ̈Exhibit
    C	Ground Lease Description (if applicable)


 


REMAINDER
OF PAGE INTENTIONALLY LEFT BLANK


 




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IN WITNESS
WHEREOF, Borrower has signed and delivered this Instrument or has caused this Instrument to be signed and delivered by its duly
authorized representative.


 


	 	VILLAGE GREEN OF ANN ARBOR
	 	ASSOCIATES, LLC,
	 	a Michigan limited liability company
	 	 
	 	 By:	JH VILLAGE GREEN LLC,
	 	 	A Delaware limited Liability Company,
	 	 	Co-Manager
	 	 	 
	 	 	By:	/s/
    Jonathan Holtzman
	 	 	 	Jonathan Holtzman
	 	 	 	Sole Member


 


Acknowledgment


 


	STATE OF Michigan	)
	 	) ss:
	COUNTY OF Oakland	)
	 	 


 


The
foregoing instrument was acknowledged before me this         day
of September, 2012 by Jonathan Holtzman and acknowledged on behalf of JH Village Green LLC, a Delaware limited liability company,
as Co-Manager of Village Green of Ann Arbor Associates, LLC, a Michigan limited liability company, on behalf of said limited liability
company.





 


	 /s/
    Cheryl L. Imrick 	 	 
	Notary Public	 
	Printed Name:	Cheryl
    L. Imrick	 	CHERYL L. IMRICK
	My Commission Expires:	Notary Public, State of
    Michigan
	11/21/2012	County of Macomb
	 	My Commission Expires
    Nov. 21, 2012
	 	Acting in the County of
    Oakland
	 	 	 	 	 


 


Prepared
by, and after recording


return
to:


Sameer
Upadhya, Esq. 

Krooth & Altman LLP


1850
M Street, N.W., Suite 400


Washington,
DC 20036


 




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EXHIBIT
A


 


DESCRIPTION
OF THE LAND


 


Land
Situated in the Township of Ann Arbor in the County of Washtenaw in the State of Michigan:


 


Parcel
A:


 


Part
of the Southwest 1/4 of Section 25, Town 2 South, Range 6 East, Township of Ann Arbor, Washtenaw County, Michigan, described as:
Commencing at the South 1/4 corner of said Section 25; thence North 00 degrees 58 minutes 22 seconds West 294.86 feet along the
North and South 1/4 line of said Section and the centerline of Dixboro Road for a place of beginning; thence North 87 degrees
43 minutes 42 seconds West 72.60 feet along the centerline of Geddes Road; thence North 02 degrees 16 minutes 07 seconds East
70.00 feet; thence North 87 degrees 43 minutes 42 seconds West 439.97 feet along the North line of Geddes Road; thence along the
Easterly Right of Way line of Highway US-23 along the following 7 courses: North 42 degrees 48 minutes 11 seconds West 211.54
feet, North 02 degrees 18 minutes 16 seconds East 220.02 feet, North 45 degrees 29 minutes 34 seconds West 136.39 feet, North
18 degrees 43 minutes 54 seconds West 102.70 feet, South 88 degrees 43 minutes 45 seconds West 64.53 feet, North 45 degrees 29
minutes 34 seconds West 312.88 feet, and North 24 degrees 09 minutes 47 seconds West 206.14 feet; thence North 78 degrees 44 minutes
23 seconds East 272.46 feet; thence North 05 degrees 54 minutes 59 seconds West 87.46 feet; thence South 83 degrees 34 minutes
44 seconds West 44.78 feet; thence North 07 degrees 50 minutes 22 seconds West 121.13 feet; thence North 73 degrees 08 minutes
45 seconds East 56.94 feet; thence North 21 degrees 13 minutes 42 seconds West 136.77 feet; thence North 42 degrees 15 minutes
48 seconds East 29.73 feet; thence South 46 degrees 24 minutes 27 seconds East 141.50 feet; thence North 38 degrees 20 minutes
03 seconds East 189.45 feet; thence South 72 degrees 39 minutes 23 seconds East 67.05 feet; thence North 17 degrees 40 minutes
39 seconds East 282.08 feet; thence South 17 degrees 56 minutes 12 seconds East 91.96 feet; thence South 85 degrees 51 minutes
19 seconds East 69.18 feet; thence North 72 degrees 31 minutes 31 seconds East 56.61 feet; thence South 44 degrees 46 minutes
31 seconds East 59.00 feet; thence South 71 degrees 31 minutes 09 seconds East 48.84 feet; thence North 45 degrees 13 minutes
29 seconds East 225.00 feet; thence North 89 degrees 02 minutes 10 seconds East 125.09 feet to the North and South 1/4 line of
Section 25; thence along said line, also being the centerline of Dixboro Road, South 00 degrees 58 minutes 22 seconds East 1813.15
feet to the place of beginning.


 




    	Page A-1



    	 



    

 


Parcel
B:


 


Part
of the Southwest 1/4 of Section 25, Town 2 South, Range 6 East, Township of Ann Arbor, Washtenaw County, Michigan, described as:
Commencing at the South 114 corner of said Section 25; thence North 00 degrees 58 minutes 22 seconds West 2108.01 feet along the
North and South 1/4 line of said. Section and the centerline of Dixboro Road; thence South 89 degrees 02 minutes 10 seconds West
125.09 feet; thence South 45 degrees 13 minutes 29 seconds West 225.00 feet; thence North 71 degrees 31 minutes 09 seconds West
48.84 feet; thence North 44 degrees 46 minutes 31 seconds West 59.00 feet; thence South 72 degrees 31 minutes 31 seconds West
56.61 feet; thence North 85 degrees 51 minutes 19 seconds West 69.18 feet; thence North 17 degrees 56 minutes 12 seconds West
91.96 feet to a place of beginning; thence South 17 degrees 40 minutes 39 seconds West 282.08 feet; thence North 72 degrees 39
minutes 23 seconds West 67.05 feet; thence South 38 degrees 20 minutes 03 seconds West 189.45 feet; thence North 46 degrees 24
minutes 27 seconds West 141.50 feet; thence South 42 degrees 15 minutes 48 seconds West 29.73 feet; thence South 21 degrees 13
minutes 42 seconds East 136.77 feet; thence South 73 degrees 08 minutes 45 seconds West 56.94 feet; thence South 07 degrees 50
minutes 22 seconds East 121.13 feet; thence North 83 degrees 34 minutes 44 seconds East 44.78 feet; thence South 05 degrees 54
minutes 59 seconds East 87.46 feet; thence South 78 degrees 44 minutes 23 seconds West 272.46 feet; thence along the East line
of Highway US-23, 300 feet wide, North 24 degrees 09 minutes 47 seconds West 105.13 feet; thence North 01 degrees 05 minutes 26
seconds West 991.33 feet; thence South 72 degrees 13 minutes 31 seconds East 234.21 feet; thence South 85 degrees 31 minutes 30
seconds East 115.35 feet; thence South 24 degrees 16 minutes 13 seconds East 245.72 feet; thence North 85 degrees 01 minutes 49
seconds East 138.52 feet; thence North 65 degrees 54 minutes 20 seconds East 50.61 feet; thence South 17 degrees 56 minutes 12
seconds East 98.98 feet to the place of beginning.


 


EASEMENT
PARCEL:


 


TOGETHER
WITH those certain perpetual, reciprocal, non-exclusive easements for storm drainage, water supply, sanitary sewer, fire lane,
utilities, and landscaping as set forth in that certain Easement Agreement dated September 22, 1987 by and between Village Green
of Ann Arbor Associates Limited Partnership and HSF Associates
II Limited Partnership, recorded October 30, 1987 in Liber 2185, Page 893 of the Records of Washtenaw County, Michigan, as amended
by First Amendment of Easement Agreement recorded January 4, 1995 in Liber 3065, Page 683 of the Records of Washtenaw County,
Michigan. 


 


Informational
Note for Recordation Purposes:


Tax
Identification Numbers 09-25-325-003 (as to Parcel A) and 09-25-325-005 (as to Parcel B)


 




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EXHIBIT
B


 


MODIFICATIONS
TO INSTRUMENT


 


The following
modifications are made to the text of the Instrument that precedes this Exhibit:


 


NONE.


 




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