Notice of Sale Under Power

Notice of Sale Under Power STATE OF GEORGIA COUNTY OF CHATHAM WHEREAS, STONEWALK POOLER LLC, a Georgia limited liability company ("Borrower"), did execute and deliver to SOUTHERN DEVELOPMENT PARTNERS, LLC, a Georgia limited liability company ("Lender"), that certain Deed to Secure Debt and Security Agreement (the "Security Deed"), made as of May 31, 2024, filed and recorded on June 3, 2024 in Book 3393, beginning at Page 3, with the Clerk of the Superior Court of Chatham County, Georgia (the "Chatham County Records"); and WHEREAS, under and pursuant to the Security Deed, Borrower did thereby irrevocably grant, bargain, sell, alien, convey, assign, transfer, deed, hypothecate, pledge, set over, grant a security interest in, warrant and confirm to Lender, with power of sale and right of entry and possession, all right, title and interest of Borrower in and to all of the following property, rights, interests and estates then owned, or thereafter created or acquired (collectively, the "Property"): (a) Land. The real property described as follows (the "Land"): ALL THAT CERTAIN LOT, TRACT OR PARCEL OF LAND, SITUATE, LYING AND BEING IN CHATHAM COUNTY, GEORGIA, AND BEING KNOWN AND DESIGNATED AS PARCEL C, CONTAINING 2.548 ACRES, MORE OR LESS, ON THAT CERTAIN MAP OR PLAT ENTITLED "A SUBDIVISION PLAT OF PIN #51009-01078", PREPARED FOR HOS MANAGEMENT, INC., BY COLIN JESSE BEARDEN, GRLS NO. 3372, WITH ATLAS SURVEYING, INC., AND RECORDED IN THE OFFICE OF THE SUPERIOR COURT OF CHATHAM COUNTY, GEORGIA, IN SUBDIVISION MAP BOOK 53, PAGE 114, WHICH IS INCORPORATED HEREIN AND MADE A PART HEREOF BY THIS REFERENCE. (b) All buildings, structures and improvements of every nature whatsoever now or hereafter situated on the Land, and all gas and electric fixtures, radiators, heaters, engines and machinery, boilers, ranges, elevators and motors, plumbing and heating fixtures, carpeting and other floor coverings, fire extinguishers and any other safety equipment required by governmental regulation or law, washers, dryers, water heaters, mirrors, mantels, air conditioning apparatus, refrigerating plants, refrigerators, cooking apparatus and appurtenances, window screens, awnings and storm sashes, which are or shall be owned by Borrower and attached to said buildings, structures or improvements and all other furnishings, furniture, fixtures, machinery, equipment, appliances, vehicles, building supplies and materials, books and records, chattels, inventory, accounts, farm products, consumer goods, general intangibles and personal property of every kind and nature whatsoever now or hereafter owned by Borrower and located in, on or about, or used or intended to be used with or in connection with the use, operation or enjoyment of the Property, including all extensions, additions, improvements, betterments, after-acquired property, renewals, replacements and substitutions, or proceeds from a permitted sale of any of the foregoing, and all the right, title and interest of Borrower in any such furnishings, furniture, fixtures, machinery, equipment, appliances, vehicles and personal property subject to or covered by any prior security agreement, conditional sales contract, chattel mortgage or similar lien or claim, together with the benefit of any deposits or payments now or hereafter made by Borrower or on behalf of Borrower, all trade-names, trademarks, service marks, logos and goodwill related thereto which in any way now or hereafter belong, relate or appertain to the Property or any part thereof or are now or hereafter acquired by Borrower; and all inventory, accounts, chattel paper, documents, equipment, fixtures, farm products, consumer goods and general intangibles constituting proceeds acquired with cash proceeds of any of the property described hereinabove, all of which are hereby declared and shall be deemed to be fixtures and accessions to the Land and a part of the Property as between the parties hereto and all persons claiming by, through or under them, and which shall be deemed to be a portion of the security for the indebtedness herein described and to be secured by this Deed. The location of the above-described collateral is also the location of the Land. (c) All easements, rights-of-way, strips and gores of land, vaults, streets, ways, alleys, passages, sewer rights, waters, water courses, water rights and powers, minerals, flowers, shrubs, crops, trees, timber and other emblements now or hereafter located on the Land or under or above the same or any part or parcel thereof, and all estates, rights, titles, interests, privileges, liberties, tenements, hereditaments and appurtenances, reversion and reversions, remainder and remainders, whatsoever, in any way belonging, relating or appertaining to the Property or any part thereof, or which hereafter shall in any way belong, relate or be appurtenant thereto, whether now owned or hereafter acquired by Borrower. (d) All income, rents, issues, profits and revenues of the Property from time to time accruing (including without limitation all payments under leases or tenancies, proceeds of insurance, condemnation payments, tenant security deposits whether held by Borrower or in a trust account, and escrow funds), and all the estate, right, title, interest, property, possession, claim and demand whatsoever at law, as well as in equity, of Borrower Of, in and to the same; reserving only the right to Borrower to collect the same (other than insurance proceeds and condemnation payments) so long as Borrower is not in Default hereunder. (e) All right, title and interest of Borrower or any affiliate of Borrower as "Declarant", "Developer" or comparable party under any declaration, covenants, conditions and/or restrictions executed or filed on the Land, whether such right, title and/or interest are now held or are hereafter acquired by Borrower or any affiliate of Borrower. WHEREAS, the Security Deed secures that certain loan (the "Loan") to Borrower made by Lender, as evidenced by that certain Loan Note (the "Note"), dated May 31, 2024, payable by Borrower to Lender, in the original principal amount of Three Million Forty Thousand and no/100 Dollars ($3,040,000.00); and WHEREAS, defaults and Events of Default have occurred under the Note and the Security Deed including, without limitation, the failure of Borrower to pay the indebtedness as and when due and in the manner provided in the Note and Security Deed; and WHEREAS, by reason of such defaults and Events of Default, all outstanding obligations owing by Borrower to Lender have been, and are hereby, accelerated and declared immediately due and payable, and the Security Deed has become, is, and is hereby subject to foreclosure as provided by law, the Note, and the Security Deed; and NOW, THEREFORE, under and pursuant to the power of sale contained in the Security Deed and according to the terms of the Security Deed and the laws in such cases made and provided, Lender will expose all of the Property situated, lying and being in Chatham County, Georgia, for sale, at public sale to the highest bidder, for cash on that certain first Tuesday in October, 2025, being October 7, 2025, during the legal hours for sale, before the courthouse door in Chatham County, Georgia. The Property will be sold subject to the following: 1. All outstanding taxes and assessments, and any additional taxes which result from a reassessment of the Property or re-billing of taxes; 2. Rights of upper and lower riparian owners in and to the waters of creeks and branches crossing the Property and the natural flow thereof without diminution; 3. All easements, rights of way, agreements, covenants and restrictions of record, which are in addition to any such matters specifically identified herein. 4. Restrictions, easements and all questions arising out of zoning laws, ordinances or regulations. 5. Minerals of whatsoever kind, subsurface and surface substances, including but not limited to kaolin, coal, lignite, oil, gas, uranium, clay, rock, sand and gravel in, on, under and that may be produced from the Land, together with all rights, privileges, and immunities relating thereto whether or not listed herein. The Lender makes no representation as to the present ownership of any such interests. 6. Restrictive Covenant (Wetlands) made by Hall Development, Inc., individually and as a general partner of Savannah Quarters, a general partnership, as the sole member of Southwest Quadrant Development Company, LLC, and Woodyard Golf Course, LLC, dated March 15, 2001, filed for record April 6, 2001, recorded at Deed Book 220-O, Page 539, Chatham County, Georgia Records; as amended by Amendment to Restrictive Covenant (Wetlands) dated July 11, 2005, filed for record July 11, 2005, recorded at Deed Book 290-T, Page 71, aforesaid records; as affected by Second Amendment to Restrictive Covenant (Wetlands), dated December 4, 2018, filed for record December 5, 2018, recorded at Deed Book 1506, Page 175, aforesaid records. 7. Declaration of Covenants, Conditions and Restrictions for Savannah Quarters Commercial Property made by Southwest Quarter Holdings LLC, a Delaware limited liability company, dated September 17, 2002, filed for record September 24, 2002, recorded at Deed Book 240-O, Page 126, aforesaid records, as may be amended and/or supplemented from time to time. 8. Easement made by Southwest Quadrant Development, LLC, to Savannah Electric and Power Company, dated January 22, 2003, filed for record February 14, 2003, recorded at Deed Book 247­B, Page 215, aforesaid records. 9. Development Restrictions Agreement made by and between Southwest Quarter Holdings, LLC, a Delaware limited liability company, and Southwest Quadrant Development Company, LLC, a Georgia limited liability company, filed for record February 17, 2004, recorded at Deed Book 265­R, Page 198, aforesaid records; as amended by First Amendment to Savannah Quarters Development Restrictions dated November 30, 2004, filed for record December 16, 2004, recorded at Deed Book 280- L, Page 198, aforesaid records; as affected by Acknowledgement and Consent to Amendments, Agreements and Covenants made by Centex Homes, dated January 7, 2005, filed for record January 11, 2005, recorded at Deed Book 281-U, Page 221, aforesaid records. 10. Easement and Shared Facilities Agreement made by and between Southwest Quarter Holdings, LLC, a Delaware limited liability company, Woodyard Holdings, LLC, a Delaware limited liability company, and Southwest Quadrant Development Company, a Georgia limited liability company, filed for record February 17, 2004, recorded at Deed Book 265-R, Page 206, aforesaid records; as amended by First Amendment to Savannah Quarters Easement and Shared Facilities Agreement, dated November 30, 2004, filed for record December 16, 2004, recorded at Deed Book 280-L, Page 194, aforesaid records; as affected by Acknowledgement and Consent to Amendments, Agreements and Covenants made by Centex Homes, dated January 7, 2005, filed for record January 11, 2005, recorded at Deed Book 281-U, Page 221, aforesaid records. 11. Memorandum of Agreement made by and between Southwest Quarter Holdings, LLC, a Delaware limited liability company, and Pooler Dual Hotel, LLC, a Georgia limited liability company, dated February 12, 2020, filed for record February 19, 2020, recorded at Deed Book 1852, Page 104, aforesaid records; as affected by Quitclaim Deed made by and between Southwest Quarter Holdings, LLC, and Stonewalk Pooler LLC, dated December 21, 2021, filed for record December 30, 2021, recorded at Deed Book 2663, Page 235, re-filed for record January 20, 2022, re-recorded at Deed Book 2684, Page 93, aforesaid records. 12. Reciprocal Easement Agreement made by and between Stonewalk Pooler LLC, a Georgia limited liability company, and Pooler Dual Hotel, LLC, a Georgia limited liability company, dated December 21, 2021, filed for record December 30, 2021, recorded at Deed Book 2663, Page 242, re-filed for record January 20, 2022, re-recorded at Deed Book 2684, Page 95, aforesaid records. 13. Stormwater Facility/Infrastructure Maintenance Agreement made by and between Stonewalk Pooler LLC and the City of Pooler, Georgia, dated October 28, 2022, filed for record January 17, 20023, recorded at Deed Book 3005, Page 659, aforesaid records. 14. All matters disclosed on Plat of Survey recorded at Plat Book 30-P, Page 7, aforesaid records. 15. All matters disclosed on Plat of Survey recorded at Plat Book 31-P, Page 3-A, aforesaid records. 16. All matters disclosed on Plat of Survey recorded at Subdivision Map Book 52, Page 333, aforesaid records. 17. All matters disclosed on Plat of Survey recorded at Subdivision Map Book 53, Page 114, aforesaid records. 18. All matters disclosed on Plat of Survey recorded at Plat Book 53, Page 604, aforesaid records. 19. Any liability under any state or federal environmental laws and regulation, including but not limited to the Comprehensive Environmental Response and Compensation and Liability Act "CERCLA," 42 U.S.C. § 9601, et seq. (1980) (as amended by the Superfund Amendments and Reauthorization Act of 1986); and the Resource Conservation and Recovery Act "RCRA," 52 U.S.C. § 6901, et seq. (1976). 20. Any liability under O.C.G.A. § 12-2-8, which related to promulgation of minimum standards and procedures for protection of natural resources, environment, and vital areas of state, or state or local regulation or ordinances adopted pursuant thereto. 21. Title, right or claims of the State of Georgia to any part of the subject premises which is or may be alleged by the state to be, or is hereafter determined to salt marsh, tideland or meadowland or land now or formerly lowed by waters of the ocean or bays, rivers, streams, creeks or their tributaries, or which is marshlands as defined in the Coastal Marshlands Protection Act of 1970. Restrictions imposed by the U.S. Corp of Engineers with respect to any portion of the subject property that may be within the Corps jurisdictional area. 22. Rights and obligations of any tenants in possession, as tenants only, pursuant to written but unrecorded rental or lease agreements without rights or options to purchase the Property; and 23. All other, if any, easements, limitations, reservations, covenants, restrictions, deeds to secure debt, liens and other encumbrances and matters of public records to which the Security Deed is junior and subordinate in terms of priority under the laws of the State of Georgia. The secured obligations remaining in default and the aforesaid defaults and Events of Default continuing, the sale of the Property under and pursuant to the power of sale contained in the Security Deed will be made for the purpose of applying the proceeds thereof, as provided for in the Security Deed and pursuant to applicable law. The Property will be sold on an "as is, where is" basis without recourse against Lender and without representation or warranty of any kind or nature whatsoever with respect thereto, with no assurance afforded as to the exact acreage of the Land. To the best of Lender's knowledge and belief, the Property is presently owned by Borrower, subject to the aforesaid interests of Lender and the matters set forth herein, and Borrower is the party in possession of the Property, subject to the aforesaid interests. The notice to Borrower, pursuant to O.C.G.A. §44-14-162.2, has been provided by Lender to Borrower in accordance with said O.C.G.A. §44-14-162.2. The recitals set forth hereinabove are hereby incorporated in and made a part of this Notice of Sale Under Power. SOUTHERN DEVELOPMENT PARTNERS, LLC, a Georgia limited liability company, as agent and attorney-in-fact for STONEWALK POOLER LLC, a Georgia limited liability company By: its Attorney-at-Law: Margaret Puccini, Esq. Bouhan Falligant LLP P.O. Box 2139 Savannah, GA 31401 Phone: 912-232-7000 September 11, 18, 25, October 2 2025 LGSC0361742