A. P. No. 232-051-14 & 15 No. 17341 R.P.T.T. $13,251.20 DOC #3931389 10/11/2010 08:41:06AM ElectronicRecording Requested By TICORTITLE- RENO Washoe County Recorder Kathryn L. Burke - Recorder Fee:$20.*DO RPTT:$13251.20 Page lof7 When recorded mail to: EAGLE SPE NV 1 c/o Dennis Harms 5455 Kietzke Lane, Ste B Reno, NV 89511 Mail tax statements to: same as above to cod 33~7 AFFIRMATION PURSUANT TO NRS 111.312(1)(2) AND 239B.030(4) Pursuant to NRS 239B.030, the undersigned, hereby affirm(s) that the below document, including any exhibits, hereby submitted for recording does not contain the social security number of any person or persons. TRUSTEE'S DEED THIS INDENTURE, made and entered into on September 14, 2010, by and between ALLIED 1031 EXCHANGE, a Nevada corporation, dba ALLIED FORECLOSURE SERVICES, as Trustee, party of the first part, and EAGLE SPE NV I, INC., a North Carolina corporation, party of the second part, whose address is: c/o Dennis Harms, 5455 Kietzke Lane, Ste B, Reno, NV * WITNESSETH : 89511 WHEREAS, SOMERSETT DEVELOPMENT COMPANY, LTD, a Nevada limited liability company, executed a Promissory Note Secured by Deed of Trust payable to the order of COLONIAL BANK, N.A. in the principal sum of $8,775,000.00, and bearing interest, and as security for the payment of said Promispory Note said SOMERSETT DEVELOPMENT COMPANY, LTD, a Nevada limited liability company, as Trustor, executed a certain Deed of Trust to TICOR TITLE OF NEVADA, Trustee for COLONIAL BANK, N.A., Beneficiary, which Deed of Trust and Security Agreement and Fixture Filing with Assignment of Rents was dated December 26, 2006, and was recorded December 28, 2006, as Document No. 3480438, Official Records, Washoe County, Nevada; and LAw OFFicesofJumm A.oTro,LTD.*1610MONELAla Avous, suite8 +RENo,wavADA asson
3931389 Page 2 of 7-10/11/2010 08:41:06 AM WHEREAS, the terms of said Promissory Note were modified and extended pursuant to that certain Amendment to Promissory Note Secured by Deed of Trust dated August 29, 200B, and a Modification to Deed of Trust dated December 30, 2008, and recorded December 31, 2008, as Document no. 3716344, Official Records, Washoe County, Nevada, and a Loan Modification Agreement dated December 31, 2008, and a Subordination Agreement dated December 30, 2008, recorded December 31, 2008, as Document No. 3716345 of Official Records of Washoe County, State of Nevada; and WHEREAS, the FEDERAL DEPOSIT INSURANCE CORPORATION was appointed the Receiver to liquidate and distribute the assets of COLONIAL BANK, N.A.; and WHEREAS, BRANCH BANKING AND TRUST COMPANY, is the successor in interest to the FEDERAL DEPOSIT INSURANCE CORPORATION; and WHEREAS, ALLIED 1031 EXCHANGE, a Nevada corporation, dba ALLIED FORECLOSURE SERVICES, was substituted as Trustee under said Deed of Trust in the place and stead of TICOR TITLE OF NEVADA by document recorded January 19, 2010, as Document No. 3840505, Official Records, Washoe County, Nevada; and WHEREAS, a breach of the obligation for which such transfer in trust as security was made occurred in that default was made in the failure to pay the balance of principal and interest due on August 5, 2009; and WHEREAS, BRANCH BANKING AND TRUST COMPANY executed and acknowledged a Notice of Default and Election To Sell the property described in said Deed of Trust to satisfy said indebtedness, and said Notice of Default and Election To Sell was recorded March 19, 2010, as Document No. 3B61832, Official Records, Washoe County, Nevada; and WHEREAS, on March 26, 2010, a copy of said Notice of Default and Election To Sell was mailed by certified mail to the then owner of the property hereinafter described and to all other parties entitled by law to such notice; and WHEREAS, by direction of BRANCH BANKING AND TRUST COMPANY the said ALLIED 1031 EXCRANGE, dba ALLIED FORECLOSURE SERVICES, Trustee, gave due and legal notice in -2- LAW OFFICESOFJUDITHA.OTTO.LTD.+ 1610MONTCLAIRAVENUE,SUITEB +RENO,NEVADA 89509
3931389 Page 3 of 7-10/11/2010 08:41:06 AM each and every manner required by said Deed of Trust and provided by law that it would on the 30th day of July, 2010, at the hour of 10:00 o'clock A.M., sell at the steps of the Virginia Street entrance to the Washoe County Courthouse, located at the corner of Court and Virginia Streets, in Reno, Nevada, at public auction to the highest cash bidder in lawful money of the United States of America, the realty described in said Deed of Trust to satisfy the indebtedness due under said Deed of Trust and the Promissory Note secured by it; that said Notice of Sale was recorded on June 30, 2010, as Document No. 3897525, Official Records, Washoe County, Nevada; that.said Notice of sale was published in the Reno Gazette Journal in its issues dated July 2, 2010, July 9, 2010, and July 16, 2010, and said Notice of Sale was posted in three public places, in Reno, Nevada, namely, at the Washoe County Courthouse, the Washoe County Complex, and the Reno City Hall, on June 30, 2010; and at the time and place appointed for said sale, by proclamation, the time of the holding of said sale was continued to August 13, 2010, at the hour of 10:00 o'clock A.M., at which time, by proclamation, the time for the holding of said sale was further continued to September 14, 2010 at the hour of 10:00 o'clock A.M.; and WHEREAS, on June 30, 2010 a copy of said Notice of Sale was mailed by certified mail to the then owner of the property hereinafter described and to all other parties entitled by law to such notice; and WHEREAS the beneficial interest of BRANCH BANKING AND TRUST COMPANY under said Deed of Trust was assigned to EAGLE SPE I NV, INC., a North Carolina corporation, as evidenced by that certain Assignment of Deed of Trust and Security Agreement and Fixture Filing with Assignment of Rents recorded July 22, 2010, as Document No. 3904080, Official Records, Washoe County, Nevada; and WHEREAS, at the time and place so set for said sale said party of the second part did bid the sum of THREE MILLION TWO HUNDRED THIRTY-TWO THOUSAND AND NO/100 DOLLARS ($3,232,000.00) for said property, and said sum was the highest and best bid therefor; NOW, THEREFORE, for and in consideration of the said sum of $3,232,000.00, the said party of the first part, as Trustee, under and by virtue of the authority vested in it by said Deed of Trust, does hereby grant, bargain, sell and -3- LAW OFFICESOFJUDITHA.OTTO,LTD.+ 1610MONTCLAIRAVENUE,SUITEB +RENO,NEVADA89509
3931389 Page 4 of 7-10/11/2010 08:41:06 AM convey, without warranty, unto the party of the second part, and to their successors and assigns, all that certain real property situate in Washoe County, State of Nevada, (hereinefter referred to as the "Land") that is described as follows: Parcels 3-1A and 3-1B of Parcel Map No. 4734, according to the map thereof, filed in the office of the County Recorder of Washoe County, State of Nevada, on March 16, 2007, as File No. 3510117, and amended by Certificate of Amendment, recorded September 27, 2007, as Document No. 3579023 of Official Records. TOGETHER WITH: (a) All buildings and other improvements now or hereafter located on the Land, all water and water rights (whether riparian, appropriative, or otherwise, and whether or not appurtenant), pumps and pumping stations used in connection therewith and all shares of stock evidencing the same, all machinery, equipment, appliances, furnishings, inventory, fixtures, and other property used or useable in connection with the Land the improvements thereon, including, but not limited to, all storage tanks and pipelines, all gas, electric, heating, cooling, air conditioning, refrigeration and plumbing fixtures and equipment, which have been or may hereafter be attached or affixed in any manner to any building now or hereafter on the Land (the "Improvements"). (b) All the rights, rights of way, easements, licenses, profits, privileges, tenements, hereditaments and appurtenances, now or hereafter in any way appertaining -and belonging to or used in connection with the Land and/or the Improvements, and any part thereof as a means of access thereto, including, but not limited to, any claim at law or in equity, and any after acquired title and reversion in or to each and every part of all streets, roads, highways and alleys adjacent to and adjoining the same. (c) All rentals, earnings, income, accounts, accounts receivable, deposits, security deposits, receipts, royalties, revenues, issues and profits which accrue from the Land and/or the Improvements and any part hereof. LAW OFFICESOFJUDITHA.OTTO,LTD.+ 1610MONTCLAIRAVENUE,SUITEB +RENO,NEVADA 89509
3931389 Page 5 of 7-10/11/2010 08:41:06 AM (d) All deposits made with or other security given to utility companies with respect to the Land and/or the Improvements, and all advance payments of insurance premiums made by Trustor with respect thereto and claims or demands relating to insurance. Any of the foregoing, the Land, the Improvements, and the other property described in subparagraphs (a), (b), (c) and (d) above are collectively referred to as the "Property". FURTHER TOGETHER WITH: (a) All existing and future goods and tangible personal property located on the Property wherever located now or hereafter acquired by Trustor and used in connection with the use, operation or occupancy of the Property or in construction of the Improvements, including, but not limited to, all appliances, furniture and furnishings, fittings, materials, supplies, equipment and fixtures, and all building material, supplies, and equipment delivered to the Property and installed or used or intended to be installed or used therein; and all renewals or replacements thereof or articles in substitution thereof; (b) All general tangibles relating to design, development, operation, management and use of the Property and construction of the Improvements, including, but not limited to, (i) all names under which or by which the Property or the Improvements may at any time be operated or known, all rights to carry on business under any such names or any variant thereof, and al goodwill in any way relating to the Property, (ii) all permits, licenses, authorizations, variances, land use entitlements, approvals and consents issued or obtained in connection with the construction of the Improvements, (iii) all permits, licenses, approvals, consents, authorizations, franchises and agreements issued or obtained in connection with the construction of the Improvements, or the use, occupancy or operation of the Property, (iv) all materials prepared for filing or filed with any governmental agency, and (v) all of Trustor's rights under any contract in connection with the development, design, use, operation, management and construction of the Property; -5- LAW OFFICESOFlUDITHA.OTTO,LTD.+ 161DMONTCLAIRAVENUE,SUITEB 9RENO,NEVADA 89509
3931389 Page 6 of 7-10/11/2010 08:41:06 AM (c) All construction, service, engineering, consulting, leasing, architectural and other similar contracts of any nature (including, without limitation, those of any general contractors and subcontractors), as such may be modified, amended or supplemented from time to time, concerning the design, construction, management, operation, occupancy, use, and/or disposition of any portion of or all of the Property. (d) All architectural drawings, plans, specification, soil tests, feasibility studies, appraisals, engineering reports and similar materials relating to any portion of or all of the Property; (e) All payment and performance bonds or guarantees and any and all modifications and extensions thereof relating to the Property; (f) All reserves, deferred payments, deposits, refunds, cost savings and payments of any kind relating to the construction, design, development, operation, occupancy, use and disposition of any portion of or all of the Property; (g) To the extent permitted to be assigned by Trustor, all proceeds of any commitment by and lender to extended permanent or additional construction financing to Trustor relating to the Property; (h) All proceeds and claims arising on account of any damage to or taking of the Property or any part thereof, and all causes of action and recoveries for any loss or diminution in the value of the Property; (i) All policies of, and proceeds resulting from, insurance relating to the Property or any of the above collateral, and any and all riders, amendments, extensions, renewals, supplements or extensions thereof, and all proceeds thereof; [j) All shares of stock or other evidence of ownership of any part of the Property that is owned by Trustor in common with others, including all water stock relating to the Property, if any, and all documents or rights or membership in any owners' or -6- LAW OFFICESOFJUDITHA.OTTO,LTD.*1610MONTCLAIRAVENUE,SUITEB +RENO,NEVADA 89509
3931389 Page 7 of 7-10/11/2010 08:41:06 AJA member's association or similar group having responsibility for managing or operating any part of the Property; and (k) All proceeds, whether cash, promissory notes, contract rights, or otherwise, of the sale or other disposition of all or any part of the estate of Trustor in and to the Property now or hereafter existing thereon. TOGETHER WITH the improvements thereon, and all and singular the tenements, hereditaments and appurtenances thereunto belonging or appertaining, and the reversion and reversions, remainder and remainders, rents, issues and profits thereof. TO HAVE AND TO HOLD the said premises, together with the appurtenances, unto the said party of the second part, and to their heirs, successors, and assigns. IN WITNESS WHEREOF, the party of the first part has caused this conveyance to be executed the day and year first above written. ALLIED 1031 EXCHANGE, dba ALLIED FORECLOSURE SERVICES Its: UMMEVA NAKildNUb STATE OF NEVADA ) ) ss COUNTY OF WASHOE ) This instrument was acknowledged before me on October 5, 2010, by Geneva Martinkus as secretary of ALLIED 1031 EXCHANGE, dba ALLIED FORECLOSURE SERVICES. a / N rf blic -7- en managuealisedatinuitamatisapagnumattableinglanemi SHELLILINDSAY I NolaryPublic -StateofNevada Appointment Recorded inweshoecounty I No:950803-2-ExpiresSeptember21,20(1 LAW OFFICESOFJUDITHA.OTTO,LTDA 1610MONTCLAIRAVENUE ȘUITEB +RENO,NEVADA 89509