0001815103-23-000026.txt : 20230912 0001815103-23-000026.hdr.sgml : 20230912 20230912165623 ACCESSION NUMBER: 0001815103-23-000026 CONFORMED SUBMISSION TYPE: 1-U PUBLIC DOCUMENT COUNT: 5 CONFORMED PERIOD OF REPORT: 20230825 ITEM INFORMATION: Fundamental Changes ITEM INFORMATION: Other Events FILED AS OF DATE: 20230912 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Landa App LLC CENTRAL INDEX KEY: 0001815103 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 851099443 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 1-U SEC ACT: 1933 Act SEC FILE NUMBER: 24R-00426 FILM NUMBER: 231250782 BUSINESS ADDRESS: STREET 1: 20 WEST 22ND STREET STREET 2: SUITE 1411 CITY: NEW YORK STATE: NY ZIP: 10010 BUSINESS PHONE: 646 905-0931 MAIL ADDRESS: STREET 1: 20 WEST 22ND STREET STREET 2: SUITE 1411 CITY: NEW YORK STATE: NY ZIP: 10010 1-U 1 Sep12_1U_Refinance.htm

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 1-U

 

CURRENT REPORT PURSUANT TO REGULATION A

 

Date of Report(Date of earliest event reported): August 25, 2023

 

Landa App LLC

(Exact name of issuer as specified in its charter)

 

Delaware   92-2028006
(State or other jurisdiction of
incorporation or organization)
  (I.R.S. Employer
Identification No.)

 

20 W. 22nd Street

Suite 1411

New York, NY 10010

(Address of principal executive offices)

 

646-905-0931

(Issuer’s telephone number, including area code)

 

 

 

 

 

 

Membership Interests:
 
Landa App LLC - 1000 Fox Valley Trail Stone Mountain GA LLC   Landa App LLC - 1007 Leeward Way Jonesboro GA LLC
Landa App LLC - 10119 Commons Way Jonesboro GA LLC   Landa App LLC - 10121 Morris Drive SW Covington GA LLC
Landa App LLC - 10183 Starr Street SW Covington GA LLC   Landa App LLC - 103 Starlake Drive Jackson GA LLC
Landa App LLC - 10433 Candlelight Road Jonesboro GA LLC   Landa App LLC - 104 Summerfield Drive Mcdonough GA LLC
Landa App LLC - 105 Anne Street Hampton GA LLC   Landa App LLC - 107 Oakwood Circle Griffin GA LLC
Landa App LLC - 109 Amberwood Lane Griffin GA LLC   Landa App LLC - 10 Oak Wood Lane Covington GA LLC
Landa App LLC - 10 Windridge Drive Covington GA LLC   Landa App LLC - 110 Shenandoah Drive Covington GA LLC
Landa App LLC - 1110 Parkview Drive Griffin GA LLC   Landa App LLC - 11187 Shannon Circle Hampton GA LLC
Landa App LLC - 111 Fir Drive Mcdonough GA LLC   Landa App LLC - 112 Ridge Street Locust Grove GA LLC
Landa App LLC - 11322 Michelle Way Hampton GA LLC   Landa App LLC - 11447 S Grove Drive Hampton GA LLC
Landa App LLC - 1147 Village Way Stone Mountain GA LLC   Landa App LLC - 114 Starlake Drive Jackson GA LLC
Landa App LLC - 115 Lakeview Drive Stockbridge GA LLC   Landa App LLC - 1160 Gable Terrace Jonesboro GA LLC
Landa App LLC - 1190 Kirkland Road Covington GA LLC   Landa App LLC - 1201 Kilrush Drive Mableton GA LLC
Landa App LLC - 120 Rosewood Drive Mcdonough GA LLC   Landa App LLC - 124 Libby Lane Jonesboro GA LLC
Landa App LLC - 12641 Alcovy Road Covington GA LLC   Landa App LLC - 126 E Mimosa Drive Jonesboro GA LLC
Landa App LLC - 12 Mintz Street Griffin GA LLC   Landa App LLC - 1320 Winona Avenue Griffin GA LLC
Landa App LLC - 133 Dove Landing Social Circle GA LLC   Landa App LLC - 137 Southern Shores Road Jackson GA LLC
Landa App LLC - 138 Sandalwood Circle Lawrenceville GA LLC   Landa App LLC - 140 High Ridge Road Covington GA LLC
Landa App LLC - 141 Longstreet Circle Oxford GA LLC   Landa App LLC - 1443 Pebble Ridge Lane Hampton GA LLC
Landa App LLC - 146 Crystal Brook Griffin GA LLC   Landa App LLC - 1473 Brownleaf Drive Jonesboro GA LLC
Landa App LLC - 1485 Bola Court Jonesboro GA LLC   Landa App LLC - 1490 Diplomat Drive Riverdale GA LLC
Landa App LLC - 153 Cliffside Court Riverdale GA LLC   Landa App LLC - 157 Wells Road Jenkinsburg GA LLC
Landa App LLC - 160 Chimney Ridge Trail Stockbridge GA LLC   Landa App LLC - 164 Longstreet Circle Oxford GA LLC
Landa App LLC - 1666 W Poplar Street Griffin GA LLC   Landa App LLC - 1683 Spoonbill Road Hampton GA LLC
Landa App LLC - 1689 Viceroy Way Riverdale GA LLC   Landa App LLC - 171 Davidson Drive Griffin GA LLC
Landa App LLC - 1768 Glen View Way Hampton GA LLC   Landa App LLC - 181 Watercress Court Stockbridge GA LLC
Landa App LLC - 188 Timberline Road Jackson GA LLC   Landa App LLC - 189 Shenandoah Drive Riverdale GA LLC
Landa App LLC - 1903 Old Concord Drive SE Covington GA LLC   Landa App LLC - 195 Branchwood Drive Covington GA LLC
Landa App LLC - 195 Fairclift Drive Covington GA LLC   Landa App LLC - 195 Hunters Trace Covington GA LLC
Landa App LLC - 196 Montego Circle Riverdale GA LLC   Landa App LLC - 204 N Main Court Stockbridge GA LLC
Landa App LLC - 2055 Grove Way Hampton GA LLC   Landa App LLC - 20 Chimney Smoke Drive Stockbridge GA LLC
Landa App LLC - 212 Fleeta Drive Covington GA LLC   Landa App LLC - 215 Central Lake Circle Griffin GA LLC
Landa App LLC - 2177 East Chester Circle Southeast Conyers GA LLC   Landa App LLC - 217 Glenloch Court Stockbridge GA LLC
Landa App LLC - 221 Lakeview Drive Stockbridge GA LLC   Landa App LLC - 2264 Chestnut Hill Circle Decatur GA LLC
Landa App LLC - 235 Lazy Hollow Lane Covington GA LLC   Landa App LLC - 2425 Cornell Circle Mcdonough GA LLC
Landa App LLC - 2443 Hodges Farm Road Mansfield GA LLC   Landa App LLC - 253 Marco Drive Social Circle GA LLC
Landa App LLC - 255 Countryside Lane Covington GA LLC   Landa App LLC - 258 Rocky Point Road Covington GA LLC
Landa App LLC - 25 Pleasant Valley Road Mcdonough GA LLC   Landa App LLC - 263 Rocky Point Road Covington GA LLC
Landa App LLC - 270 Mountain Lane Covington GA LLC   Landa App LLC - 270 Mountain Way Covington GA LLC
Landa App LLC - 270 Pleasant Hills Drive Covington GA LLC   Landa App LLC - 2794 Norfair Loop Lithonia GA LLC
Landa App LLC - 2813 Vicksburg Court Decatur GA LLC   Landa App LLC - 2933 Coffer Drive Ellenwood GA LLC
Landa App LLC - 3011 Raintree Drive SE Conyers GA LLC   Landa App LLC - 3043 Highway 81 S Covington GA LLC
Landa App LLC - 304 Deerfield Drive Jonesboro GA LLC   Landa App LLC - 30 High Ridge Road Covington GA LLC
Landa App LLC - 30 Roosevelt Road Covington GA LLC   Landa App LLC - 313 Blue Heron Drive Jonesboro GA LLC
Landa App LLC - 3202 Chippewa Drive Rex GA LLC   Landa App LLC - 350 Cadiz Lane S College Park GA LLC
Landa App LLC - 351 Wesley Park Drive Jonesboro GA LLC   Landa App LLC - 35 Clay Court Covington GA LLC
Landa App LLC - 3603 Manhattan Drive Decatur GA LLC   Landa App LLC - 3667 Patti Parkway Decatur GA LLC
Landa App LLC - 404 Barberry Lane Stockbridge GA LLC   Landa App LLC - 412 Kendall Lane Mcdonough GA LLC
Landa App LLC - 416 Autumn Lake Court Mcdonough GA LLC   Landa App LLC - 432 Manor Estates Drive Stockbridge GA LLC
Landa App LLC - 43 Darwin Drive Jonesboro GA LLC   Landa App LLC - 440 Freestone Drive Newnan GA LLC
Landa App LLC - 4447 Lake Breeze Drive Stone Mountain GA LLC   Landa App LLC - 445 Independence Drive Jonesboro GA LLC
Landa App LLC - 449 Kara Lane Mcdonough GA LLC   Landa App LLC - 45 Blue Jay Drive Covington GA LLC
Landa App LLC - 45 Laurel Way Covington GA LLC   Landa App LLC - 4702 Saint James Way Decatur GA LLC
Landa App LLC - 4732 Pinedale Drive Forest Park GA LLC   Landa App LLC - 497 Georgia Highway 212 Covington GA LLC
Landa App LLC - 5039 East Street Forest Park GA LLC   Landa App LLC - 5040 Huntshire Lane Lilburn GA LLC
Landa App LLC - 513 Jarrett Court Mcdonough GA LLC   Landa App LLC - 5143 Pinecrest Drive SW Covington GA LLC
Landa App LLC - 524 Sawmill Road Hampton GA LLC   Landa App LLC - 5329 Shirewick Lane Lithonia GA LLC
Landa App LLC - 540 Cowan Road Covington GA LLC   Landa App LLC - 5411 Rocky Pine Drive Lithonia GA LLC
Landa App LLC - 550 Cowan Road Covington GA LLC   Landa App LLC - 5581 Fox Glen Circle Lithonia GA LLC
Landa App LLC - 55 Myrtle Grove Lane Covington GA LLC   Landa App LLC - 565 Mountainview Drive Covington GA LLC
Landa App LLC - 5737 Strathmoor Manor Circle Lithonia GA LLC   Landa App LLC - 5801 Strathmoor Manor Circle Lithonia GA LLC
Landa App LLC - 6104 Oakwood Circle SW Covington GA LLC   Landa App LLC - 6107 Shadow Glen Court Covington GA LLC
Landa App LLC - 6113 Pine Glen Circle SW Covington GA LLC   Landa App LLC - 6119 Pineneedle Drive SW Covington GA LLC
Landa App LLC - 615 Barshay Drive Covington GA LLC   Landa App LLC - 6168 Wheat Street NE Covington GA LLC
Landa App LLC - 6178 Green Acres Drive SW Covington GA LLC   Landa App LLC - 6386 Forester Way Lithonia GA LLC
Landa App LLC - 6404 Walnut Way Union City GA LLC   Landa App LLC - 643 Sycamore Drive Jonesboro GA LLC
Landa App LLC - 653 Georgetown Lane Jonesboro GA LLC   Landa App LLC - 65 Freedom Court Covington GA LLC
Landa App LLC - 6635 Kimberly Mill Road College Park GA LLC   Landa App LLC - 6653 Bedford Road Rex GA LLC
Landa App LLC - 6710 Sunset Hills Boulevard Rex GA LLC   Landa App LLC - 6762 Bent Creek Drive Rex GA LLC
Landa App LLC - 683 Wood Path Court Stone Mountain GA LLC   Landa App LLC - 709 Georgetown Court Jonesboro GA LLC
Landa App LLC - 70 Shenandoah Lane Covington GA LLC   Landa App LLC - 7107 Geiger Street NW Covington GA LLC
Landa App LLC - 7205 Lakeview Drive SW Covington GA LLC   Landa App LLC - 750 Georgetown Court Jonesboro GA LLC
Landa App LLC - 752 Chestnut Drive Jackson GA LLC   Landa App LLC - 7781 Mountain Creek Way Douglasville GA LLC
Landa App LLC - 7950 Woodlake Drive Riverdale GA LLC   Landa App LLC - 800 Mills Drive Covington GA LLC
Landa App LLC - 808 Hillandale Lane Lithonia GA LLC   Landa App LLC - 80 High Ridge Road Covington GA LLC
Landa App LLC - 8110 Devonshire Drive Jonesboro GA LLC   Landa App LLC - 8121 Spillers Drive SW Covington GA LLC
Landa App LLC - 8233 Creekline Court Riverdale GA LLC   Landa App LLC - 8302 Sterling Lakes Drive Covington GA LLC
Landa App LLC - 85 Kirkland Court Covington GA LLC   Landa App LLC - 85 Thorn Thicket Way Rockmart GA LLC
Landa App LLC - 8819 Leafwood Court Riverdale GA LLC   Landa App LLC - 8855 Rugby Court Jonesboro GA LLC
Landa App LLC - 9020 Sterling Ridge Lane Jonesboro GA LLC   Landa App LLC - 9150 Spillers Drive SW Covington GA LLC
Landa App LLC - 925 Mote Road Covington GA LLC   Landa App LLC - 9409 Forest Knoll Drive Jonesboro GA LLC
Landa App LLC - 9434 Cedar Creek Place Douglasville GA LLC   Landa App LLC - 9597 Pintail Trail Jonesboro GA LLC
Landa App LLC - 974 Laurel Street Lake City GA LLC   Landa App LLC - 10167 Port Royal Court Jonesboro GA LLC
Landa App LLC - 1246 Elgin Way Riverdale GA LLC   Landa App LLC - 1394 Oakview Circle Forest Park GA LLC
Landa App LLC - 1445 Maple Valley Court Union City GA LLC   Landa App LLC - 168 Brookview Drive Riverdale GA LLC
Landa App LLC - 1701 Summerwoods Lane Griffin GA LLC   Landa App LLC - 1703 Summerwoods Lane Griffin GA LLC
Landa App LLC - 1712 Summerwoods Lane Griffin GA LLC   Landa App LLC - 1741 Park Lane Griffin GA LLC
Landa App LLC - 1743 Summerwoods Lane Griffin GA LLC   Landa App LLC - 1750 Summerwoods Lane Griffin GA LLC
Landa App LLC - 1910 Grove Way Hampton GA LLC   Landa App LLC - 268 Brookview Drive Riverdale GA LLC
Landa App LLC - 4267 High Park Lane East Point GA LLC   Landa App LLC - 4474 Highwood Park Drive East Point GA LLC
Landa App LLC - 593 Country Lane Drive Jonesboro GA LLC   Landa App LLC - 6436 Stone Terrace Morrow GA LLC
Landa App LLC - 6440 Woodstone Terrace Morrow GA LLC   Landa App LLC - 6848 Sandy Creek Drive Riverdale GA LLC
Landa App LLC - 687 Utoy Court Jonesboro GA LLC   Landa App LLC - 729 Winter Lane Jonesboro GA LLC
Landa App LLC - 7349 Exeter Court Riverdale GA LLC   Landa App LLC - 773 Villa Way Jonesboro GA LLC
Landa App LLC - 843 Tramore Drive Stockbridge GA LLC   Landa App LLC - 8569 Creekwood Way Jonesboro GA LLC
Landa App LLC - 8641 Ashley Way Douglasville GA LLC   Landa App LLC - 8645 Embrey Drive Jonesboro GA LLC
Landa App LLC - 8651 Ashley Way Douglasville GA LLC   Landa App LLC - 8652 Ashley Way Douglasville GA LLC
Landa App LLC - 8653 Ashley Way Douglasville GA LLC   Landa App LLC - 8654 Ashley Way Douglasville GA LLC
Landa App LLC - 8655 Ashley Way Douglasville GA LLC   Landa App LLC - 8658 Ashley Way Douglasville GA LLC
Landa App LLC - 8659 Ashley Way Douglasville GA LLC   Landa App LLC - 8662 Ashley Way Douglasville GA LLC
Landa App LLC - 8667 Ashley Way Douglasville GA LLC   Landa App LLC - 8668 Ashley Way Douglasville GA LLC
Landa App LLC - 8670 Ashley Way Douglasville GA LLC   Landa App LLC - 8671 Ashley Way Douglasville GA LLC
Landa App LLC - 8674 Ashley Way Douglasville GA LLC   Landa App LLC - 8675 Ashley Way Douglasville GA LLC
Landa App LLC - 8676 Ashley Way Douglasville GA LLC   Landa App LLC - 8677 Ashley Way Douglasville GA LLC
Landa App LLC - 8678 Ashley Way Douglasville GA LLC   Landa App LLC - 8679 Ashley Way Douglasville GA LLC
Landa App LLC - 8683 Ashley Way Douglasville GA LLC   Landa App LLC - 8691 Ashley Way Douglasville GA LLC
Landa App LLC - 8692 Ashley Way Douglasville GA LLC   Landa App LLC - 8693 Ashley Way Douglasville GA LLC
Landa App LLC - 8694 Ashley Way Douglasville GA LLC   Landa App LLC - 8697 Ashley Way Douglasville GA LLC
Landa App LLC - 8780 Churchill Place Jonesboro GA LLC   Landa App LLC - 8796 Parliament Place Jonesboro GA LLC
Landa App LLC - 9439 Lakeview Road Union City GA LLC  

(Title of each class of securities issued pursuant to Regulation A)

 

 

 

 

 

 

 

Item 1. Fundamental Changes

 

Refinance Note

 

As previously disclosed in the Company’s latest Offering Circular, which can be found here, each Series is expected to pay down, or otherwise discharge, the outstanding balance of its Acquisition Note with (i) the proceeds received in exchange for a commercial promissory note bearing interest at current market rates to be issued by a third party lender (a “Refinance Lender”) after the qualification date of the offering statement of which the Offering Circular forms a part (a “Refinance Note”), and (ii) substantially all of the net proceeds from the Series Offering. Further, the Company filed Supplement #7 to its Offering Circular on June 26, 2023, which expressly amended the definition of “Refinance Lender” to include a third party lender or an affiliate of the Manager, a copy of which can be found here.

 

In furtherance of the above, on September 1, 2023, the Series listed below entered into a Refinance Note with Landa Financing LLC, an affiliate of the Series and its Manager, the terms of which are listed in the table below. The Refinance Note is secured by the Property underlying the respective Series and any other assets of the Series, and bears interest at a rate equal to Overnight SOFR + 3.5%.

 

Landa Series LLC Borrower  Loan
Amount
   Interest
Rate
  Loan Date  Maturity
Date
Landa App LLC – 773 Villa Way Jonesboro GA LLC  $71,906.0   (1)  09/01/2023  09/01/2025

 

(1) Bears interest at Overnight SOFR + 3.5%.

 

The foregoing is a summary of the terms of the Mortgage Loan and does not purport to be a complete description of such terms. This summary is qualified in its entirety by reference to the Mortgage Loan, a final copy of which is filed as Exhibit 6.1 hereto.

 

Further, on September 1, 2023, the Series listed below each entered into a Refinance Note with Kiavi Funding, Inc., the terms of which are listed in the table below. The Refinance Notes are secured by the Property underlying the respective Series and any other assets of the Series.

 

Landa Series LLC Borrower  Loan
Amount
   Interest
Rate
  Loan Date  Maturity
Date
Landa App LLC – 6710 Sunset Hills Boulevard Rex GA LLC  $147,000.0   (1)  09/01/2023  09/01/2024
Landa App LLC – 2443 Hodges Farm Road Mansfield GA LLC  $154,000.0   (1)  09/01/2023  09/01/2024
Landa App LLC – 1683 Spoonbill Board Hampton GA LLC  $154,000.0   (1)  09/01/2023  09/01/2024

(1) Bears interest at 11%.

The foregoing is a summary of the terms of each Refinance Note and does not purport to be a complete description of such terms. This summary is qualified in its entirety by reference to the Commercial Promissory Notes, copies of which are filed as Exhibits 6.2, 6.3 and 6.4 hereto.

 

Item 9. Other Events

 

Transfer of Title and Property Insurance Expiration

 

On September 1, 2023, Landa Properties LLC ("Landa Properties?) transferred title (the "Transfer") of the following properties ("Properties") to the Series set forth in the table below. In connection with the Transfer, Landa Properties also assigned the applicable lease agreement for the Properties to the Series.

 

Series   Property
Landa App LLC – 773 Villa Way Jonesboro GA LLC   773 Villa Way, Jonesboro, GA 30238
Landa App LLC – 6710 Sunset Hills Boulevard Rex GA LLC   6710 Sunset Hills Boulevard, Rex, Georgia
Landa App LLC – 2443 Hodges Farm Road Mansfield GA LLC   2443 Hodges Farm Road Mansfield, Georgia 30055
Landa App LLC – 1683 Spoonbill Board Hampton GA LLC   1683 Spoonbill Road Hampton, Georgia 30238

 

Lastly, the Offering Circular states that the Manager cannot ensure that property insurance will be adequate to cover actual losses or that such insurance will continue to be available at reasonable costs, if at all, which could inhibit a Series’ ability to finance or refinance the underlying Property and result in uninsured losses. In such instances, a Series may be required to provide other financial support, either through financial assurances or self-insurance to cover potential losses. A Series may not have adequate coverage for such losses. If a Property incurs a loss that is not fully insured, the value of the Series’ asset will be reduced by such uninsured loss, which would reduce the value of the investment.

 

Accordingly, and in connection with the paragraph above, the Manager has determined that carrying insurance for the following two Series is no longer reasonable or available at reasonable costs, and the property insurance policy for these two Series will expire effective immediately:

 

Series   Property
Landa App LLC – 773 Villa Way Jonesboro GA LLC   773 Villa Way, Jonesboro, GA 30238

 

Resignation of Board Member of the Manager

 

Effective August 25, 2023, Amit Assaraf resigned from the Board of the Manager, which directs the Company's operations.

 

1

 

 

EXHIBITS

 

The following exhibits are filed herewith:

 

Exhibit No.   Description
6.1   Commercial Promissory Note, by and between Landa Financing LLC and Landa App LLC – 773 Villa Way Jonesboro GA LLC
6.2   Commercial Promissory Note, by and between Kiavi Funding, Inc LLC and Landa App LLC – 1683 Spoonbill Board Hampton GA LLC
6.3   Commercial Promissory Note, by and between Kiavi Funding, Inc LLC and Landa App LLC – 2443 Hodges Farm Road Mansfield GA LLC
6.4   Commercial Promissory Note, by and between Kiavi Funding, Inc LLC and Landa App LLC – 6710 Sunset Hills Boulevard Rex GA LLC

 

2

 

 

SIGNATURE

 

Pursuant to the requirements of Regulation A, the issuer has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

Date: September 12, 2023  
   
  LANDA APP LLC
   
       
  By: Landa Holdings, Inc.,
as member manager
   
  By: /s/ Yishai Cohen
  Name:  Yishai Cohen
  Title: Chairman, Chief Executive Officer, and President

 

 

EX1U-6 MAT CTRCT 2 LoanDoc773VW.htm

 

COMMERCIAL PROMISSORY NOTE

 

This COMMERCIAL PROMISSORY NOTE (“Promissory Note”) is entered into as of September 1, 2023 (“Disbursement Date”), and FOR VALUE RECEIVED, the undersigned, Landa App LLC – 773 Villa Way Jonesboro GA LLC, a Delaware series limited liability company, having an address of 20 West 22nd Street, Suite 1411, New York, NY 10010 (“Maker”), jointly and severally (if more than one) promises to pay to the order of Landa Financing LLC, a Delaware Limited Liability Company, at its principal place of business at 20 West 22nd Street, Suite 1411, New York, NY 10010 (“Lender”), or at such other place as the holder hereof may designate, the principal sum of to one hundred thirty two thousand nine hundred seventy two dollars ($71,906.0),with interest on the unpaid principal balance, as hereinafter provided, together with all taxes assessed upon this Note and together with any costs, expenses, and reasonable attorney’s fees actually incurred in the collection of this Note or in protecting, maintaining, or enforcing its security interest or any mortgage, deed of trust or other instrument securing this Note or upon any litigation or controversy affecting this Note or the security given therefor, including, without limitation, proceedings under the United States Bankruptcy Code.

 

1. Defined Terms.

 

Event of Default” and other capitalized terms used but not defined in this Note shall have the meanings given to such terms in the Security Instrument. In addition to the defined terms found elsewhere in this Note, as used in this Note, the following definitions shall apply:

 

1.1. Business Day. Any day other than a Saturday, a Sunday or any other day on which banks are authorized or required to close in New York, New York.

 

1.2. Default Rate. An annual interest rate equal to TWENTY-FOUR PERCENT (24.00%). However, at no time shall the Default Rate exceed the Maximum Interest Rate.

 

1.3. First Payment Due Date. On or before October 8, 2023

 

1.4. Indebtedness. The principal of, interest on, or any other amounts due at any time under, this Note, the Security Instrument or any other Loan Document, including late charges, default interest, and advances to protect the security of the Security Instrument as set forth in the Security Instrument or any other Loan Document or as permitted by law.

 

1.5. Interest Rate. From the Disbursement Date to and excluding the Maturity Date, the Interest Rate shall be an annual rate equal to the sum of (i) SOFR and (ii) three and a half percent (3.5%).

 

1.6. Lender. The holder(s) from time to time of this Note.

 

1.7. Loan. The loan evidenced by this Note.

 

1.8. Maturity Date. The earlier of (i) September 1, 2025, and (ii) the date on which the unpaid principal balance of this Note becomes due and payable by acceleration or otherwise pursuant to the Loan Documents or the exercise by Lender of any right or remedy under any Loan Document.

 

40

 

 

1.9. Maximum Interest Rate. The rate of interest that results in the maximum amount of interest allowed by applicable law.

 

1.10. Payment Due Date. The First Payment Due Date and any subsequent date on which a monthly installment of interest is due and payable pursuant to Section 3.

 

1.11. [Intentionally Omitted]

 

1.12. [Intentionally Omitted]

 

1.13. Property. That certain piece or parcel of real property commonly known as 773 Villa Way, Jonesboro, GA 30238, and as more specifically described on the Schedule A of the Security Instrument.

 

1.14. Security Instrument. That certain Commercial Deed to Secure Debt, Security Agreement and Fixture Filing effective dated as of the date of this Note, executed by Maker to or for the benefit of Lender and securing this Note and encumbering the Property.

 

1.15. SOFR. A rate equal to the secured overnight financing rate as administered by the Federal Reserve Bank of New York (or a successor administrator of the secured overnight financing rate).

 

2. Address for Payment. All payments due under this Note shall be payable by the Maker to Lender in Dollars, in immediately available funds without counterclaim, setoff, deduction, defense, abatement, suspension or deferment. The Lender shall provide wire instructions to the Maker. Payments must be received by the Lender on or prior to 4:00 p.m. on a Business Day; provided that, payments received by the Lender after 4:00 p.m. on a Business Day will be deemed to have been paid on the next following Business Day.

 

3. Payments.

 

3.1. Interest shall accrue on the outstanding principal balance of this Note at the Interest Rate, subject to the provisions of Section 8.

 

3.2. Interest under this Note shall be computed, payable and allocated on the basis of a 30-day month and a 360-day calendar year. A balloon payment will be due upon full repayment of this Note if this Note is not repaid until the Maturity Date.

 

3.3. Interest for the period beginning on the Disbursement Date and ending on and including the last day of such calendar month shall be payable by Maker on or before the Disbursement Date. The Payment Due Date for the first monthly installment payment under Section 3.4 of interest will be the First Payment Due Date set forth in Section 1. Except as provided in this Section 3.3 and in Section 10, accrued interest will be payable in arrears.

 

3.4. Beginning on the First Payment Due Date, and continuing until and including the monthly installment due on the Maturity Date, accrued interest only shall be payable by Maker in consecutive monthly installments due and payable on the first day of each calendar month. The amount of the initial full monthly installment of interest only payable pursuant to this Section 3.4 shall be approximately eight hundred nine dollars and thirty one cents ($545.71).

 

41

 

 

3.5. All remaining Indebtedness, including all principal and interest, shall be due and payable by Maker on the Maturity Date. All payments under this Note shall be made in immediately available U.S. funds. Any regularly scheduled monthly installment of interest only that is received by Lender before the date it is due shall be deemed to have been received on the due date solely for the purpose of calculating interest due. Any accrued interest remaining past due for thirty (30) days or more, at Lender’s discretion, may be added to and become part of the unpaid principal balance of this Note and any reference to “accrued interest” shall refer to accrued interest that has not become part of the unpaid principal balance. Any amount added to principal pursuant to the Loan Documents shall bear interest at the applicable rate or rates specified in this Note and shall be payable with such interest upon demand by Lender and absent such demand, as provided in this Note for the payment of interest only.

 

Notice of NSF Fee: In the event any check given by Maker to Lender as a payment on this Note is dishonored, or in the event there are insufficient funds in Maker’s designated account to cover any preauthorized monthly debit from Maker’s checking account, then, without limiting any other charges or remedies, Maker shall pay to Lender a processing fee of $25.00 (but not more than the maximum amount allowed by law) for each such event.

 

3.6. Lender shall provide Maker with notice of the amount of each monthly installment due under this Note. However, if Lender has not provided Maker with prior notice of the monthly payment due on any Payment Due Date, then Maker shall pay on that Payment Due Date an amount equal to the monthly installment payment for which Maker last received notice. If Lender at any time determines that Maker has paid one or more monthly installments in an incorrect amount because of the operation of the preceding sentence, or because Lender has miscalculated the amount of any monthly installment, then Lender shall give notice to Maker of such determination. If such determination discloses that Maker has paid less than the full amount due for the period for which the determination was made, Maker, within thirty (30) calendar days after receipt of the notice from Lender, shall pay to Lender the full amount of the deficiency. If such determination discloses that Maker has paid more than the full amount due for the period for which the determination was made, then the amount of the overpayment shall be credited to the next installment(s) of interest only, due under this Note (or, if an Event of Default has occurred and is continuing, such overpayment shall be credited against any amount owing by Maker to Lender).

 

3.7. In accordance with Section 14, interest charged under this Note cannot exceed the Maximum Interest Rate.

 

4. Application of Payments. If at any time Lender receives, from Maker or otherwise, any amount applicable to the Indebtedness that is less than all amounts due and payable at such time, Lender may apply the amount received to amounts then due and payable in any manner and in any order determined by Lender, in Lender’s discretion. Maker agrees that neither Lender’s acceptance of a payment from Maker in an amount that is less than all amounts then due and payable nor Lender’s application of such payment shall constitute or be deemed to constitute either a waiver of the unpaid amounts or an accord and satisfaction.

 

42

 

 

5. Security. The Indebtedness is secured by, among other things, the Security Instrument and reference is made to the Security Instrument for other rights of Lender as to collateral for the Indebtedness.

 

6. Acceleration. If an Event of Default has occurred and is continuing, the entire unpaid principal balance, any accrued interest, and all other amounts payable under this Note and any other Loan Document, shall at once become due and payable, at the option of Lender, without any prior notice to Maker (except if notice is required by applicable law, then after such notice). Lender may exercise this option to accelerate regardless of any prior forbearance.

 

7. Late Charge.

 

7.1. If any installment of interest only or other amount payable under this Note, the Security Instrument or any other Loan Document is not received in full by Lender within five (5) days after the installment or other amount is due (unless applicable law requires a longer period of time before a late charge may be imposed, in which event such longer period shall be substituted), Maker shall pay to Lender, immediately and without demand by Lender, a late charge equal to ten percent (10%) of such installment or other amount due (unless applicable law requires a lesser amount be charged, in which event such lesser amount shall be substituted).

 

7.2. Maker acknowledges that its failure to make timely payments will cause Lender to incur additional expenses in servicing and processing the Loan and that it is extremely difficult and impractical to determine those additional expenses. Maker agrees that the late charge payable pursuant to this Section 7 represents a fair and reasonable estimate, taking into account all circumstances existing on the date of this Note, of the additional expenses Lender will incur by reason of such late payment. The late charge is payable in addition to, and not in lieu of, any interest payable at the Default Rate pursuant to Section 8.

 

8. Default Rate.

 

8.1. So long as (i) any monthly installment under this Note remains past due for thirty (30) days or more or (ii) any other Event of Default has occurred and is continuing, then notwithstanding anything in Section 3 to the contrary, interest under this Note shall accrue on the unpaid principal balance from the Payment Due Date of the first such unpaid monthly installment or the occurrence of such other Event of Default, as applicable, at the Default Rate.

 

8.2. From and after the Maturity Date, the unpaid principal balance and all accrued interest shall continue to bear interest at the Default Rate until and including the date on which the entire principal balance is paid in full. Interest shall also accrue at the Default Rate on any judgment obtained by Lender against Maker under this Note.

 

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8.3. Maker acknowledges that (i) its failure to make timely payments will cause Lender to incur additional expenses in servicing and processing the Loan, (ii) during the time that any monthly installment under this Note is delinquent for thirty (30) days or more, Lender will incur additional costs and expenses arising from its loss of the use of the money due and from the adverse impact on Lender’s ability to meet its other obligations and to take advantage of other investment opportunities; and (iii) it is extremely difficult and impractical to determine those additional costs and expenses. Maker also acknowledges that, during the time that any monthly installment under this Note is delinquent for thirty (30) days or more or any other Event of Default has occurred and is continuing, Lender’s risk of nonpayment of this Note will be materially increased and Lender is entitled to be compensated for such increased risk. Maker agrees that the increase in the rate of interest payable under this Note to the Default Rate represents a fair and reasonable estimate, taking into account all circumstances existing on the date of this Note, of the additional costs and expenses Lender will incur by reason of Maker’s delinquent payment and the additional compensation Lender is entitled to receive for the increased risks of nonpayment associated with a delinquent loan. During any period that the Default Rate is in effect, the additional interest accruing over and above the rate provided for in Section 1 shall be immediately due and payable in addition to the regularly scheduled interest only payments.

 

9. Limited Recourse Personal Liability. Each guarantor (as defined in any applicable guarantee agreements entered into in connection herewith (the “Guaranty”)) shall have only limited recourse and/or personal liability pursuant to such Guaranty.

 

10. Voluntary and Involuntary Prepayments.

 

10.1. receipt by Lender of principal due under this Note prior to the Maturity Date due to sale, refinance or curtailment, other than principal required to be paid in monthly installments pursuant to Section 3 or principal repaid due to application of casualty or condemnation proceeds pursuant to Section 10.6, constitutes a prepayment of principal under this Note. Without limiting the foregoing, any application by Lender, prior to the Maturity Date, of any proceeds of collateral or other security to the repayment of any portion of the unpaid principal balance of this Note constitutes a prepayment under this Note. Such prepayments of all or a portion of the unpaid principal balance of this Note at any time prior to Maturity date shall hereinafter be referred to as a “Prepayment.”

 

10.2. Maker may voluntarily make a Prepayment on a Payment Due Date so long as Maker designates the date for such Prepayment in a notice from Maker to Lender given at least thirty (30) days prior to the date of such Prepayment. If a Payment Due Date (as defined in Section 1) falls on a day that is not a Business Day, then with respect to payments made under this Section 10 only, the term “Payment Due Date” shall mean the Business Day immediately preceding the scheduled Payment Due Date.

 

10.3. Notwithstanding Section 10.2, Maker may voluntarily make a Prepayment on a Business Day other than a Payment Due Date if Maker provides Lender with the notice set forth in Section 10.2 and meets the other requirements set forth in this Section 10.3. Maker acknowledges that Lender has agreed that Maker may make a Prepayment on a Business Day other than a Payment Due Date only because Lender shall deem any Prepayment received by Lender on any day other than a Payment Due Date to have been received on the Payment Due Date immediately following such Prepayment and Maker shall be responsible for all interest that would have been due if the Prepayment had actually been made on the Payment Due Date immediately following such Prepayment.

 

10.4. In order to voluntarily make a Prepayment, Maker must also pay to Lender, together with the amount of principal being prepaid, (i) all accrued and unpaid interest due under this Note, plus (ii) all other sums due to Lender at the time of such Prepayment.

 

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10.5. [Intentionally Omitted]

 

10.6. [Intentionally Omitted]

 

10.7. Unless Lender agrees otherwise in writing, a permitted or required Prepayment of less than the unpaid principal balance of this Note shall not extend or postpone the due date of any subsequent monthly installments or change the amount of such installments.

 

10.8. Maker recognizes that any Prepayment, whether voluntary or involuntary or resulting from an Event of Default by Maker, will result in Lender incurring loss, including reinvestment loss, additional expense and frustration or impairment of Lender’s ability to meet its commitments to third parties. Maker agrees to pay to Lender upon demand damages for the detriment caused by any Prepayment.

 

11. Costs and Expenses. To the fullest extent allowed by applicable law, Maker shall pay: (a) all expenses and costs, including reasonable attorney’s fees and costs actually incurred by Lender or any Loan servicer as a result of any default under this Note or in connection with efforts to collect any amount due under this Note, or to enforce the provisions of any of the other Loan Documents (whether or not any lawsuit or other proceeding is instituted), including those incurred in post-judgment collection efforts and in any bankruptcy proceeding (including any action for relief from the automatic stay of any bankruptcy proceeding) or judicial or non-judicial foreclosure proceeding; and (b) all expenses and costs, including reasonable attorney’s fees and costs, incurred by Lender or any Loan servicer in connection with the servicing of the Loan, including without limitation responding to requests from Maker, and expenses and costs incurred in connection with potential defaults or other legal questions regarding the Loan.

 

12. Forbearance. Any forbearance by Lender in exercising any right or remedy under this Note, the Security Instrument, or any other Loan Document or otherwise afforded by applicable law, shall not be a waiver of or preclude the exercise of that or any other right or remedy. The acceptance by Lender of any payment after the due date of such payment, or in an amount which is less than the required payment, shall not be a waiver of Lender’s right to require prompt payment when due of all other payments or to exercise any right or remedy with respect to any failure to make prompt payment. Enforcement by Lender of any security for Maker’s obligations under this Note shall not constitute an election by Lender of remedies so as to preclude the exercise of any other right or remedy available to Lender.

 

13. Waivers. Maker and all endorsers and guarantors (as applicable) of this Note and all other third party obligors waive presentment, demand, notice of dishonor, protest, notice of acceleration, notice of intent to demand or accelerate payment or maturity, presentment for payment, notice of nonpayment, grace, and diligence in collecting the Indebtedness.

 

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14. Loan Charges. Neither this Note nor any of the other Loan Documents shall be construed to create a contract for the use, forbearance or detention of money requiring payment of interest at a rate greater than the Maximum Interest Rate. If any applicable law limiting the amount of interest or other charges permitted to be collected from Maker in connection with the Loan is interpreted so that any interest or other charge provided for in any Loan Document, whether considered separately or together with other charges provided for in any other Loan Document, violates that law, and Maker is entitled to the benefit of that law, that interest or charge is hereby reduced to the extent necessary to eliminate that violation. The amounts, if any, previously paid to Lender in excess of the permitted amounts shall be applied by Lender to reduce the unpaid principal balance of this Note. For the purpose of determining whether any applicable law limiting the amount of interest or other charges permitted to be collected from Maker has been violated, all Indebtedness that constitutes interest, as well as all other charges made in connection with the Indebtedness that constitute interest, shall be deemed to be allocated and spread ratably over the stated term of this Note. Unless otherwise required by applicable law, such allocation and spreading shall be effected in such a manner that the rate of interest so computed is uniform throughout the stated term of this Note.

 

15. Purpose of Indebtedness. Maker represents and warrants to Lender that the proceeds of this Note will be used solely for business, commercial investment, or similar purposes, and that no portion of it will be used for agricultural, personal, family, or household purposes.

 

16. Counting of Days. Except where otherwise specifically provided, any reference in this Note to a period of “days” means calendar days, not Business Days.

 

17. Governing Law. This Note shall be governed by, and construed in accordance with, (a) with respect to matters relating to the creation, perfection and procedures relating to the enforcement of the liens created pursuant to the Security Instrument (including specifically, without limitation, the manner of establishing the amount of any deficiency for which Maker is liable after any foreclosure of the Land), the laws of the state where the Land subject to such Security Instrument is located; or (b) with respect to any other Loan Document (including but not limited to this Note and the Security Instrument) the laws of the State of New York. In either case, Governing Law shall refer to such laws, as such laws now exist, or may be changed or amended or come into effect in the future.

 

18. Construction. The captions and headings of the Sections of this Note are for convenience only and shall be disregarded in construing this Note. Any reference in this Note to an “Exhibit” or a “Section” shall, unless otherwise explicitly provided, be construed as referring, respectively, to an Exhibit attached to this Note or to a Section of this Note. All Exhibits attached to or referred to in this Note are incorporated by reference in this Note. Any reference in this Note to a statute or regulation shall be construed as referring to that statute or regulation as amended from time to time. Use of the singular in this Note includes the plural and use of the plural includes the singular. As used in this Note, the term “including” means “including, but not limited to” and the term “includes” means “includes without limitation.” The use of one gender includes the other gender, as the context may require. Unless the context requires otherwise, any definition of or reference to any agreement, instrument or other document in this Note shall 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 Note or any other Loan Document).

 

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19. Notices; Written Modifications.

 

19.1. All notices, demands and other communications required or permitted to be given pursuant to this Note shall be given in accordance with the notice provisions set forth in the Security Instrument.

 

19.2. Any modification or amendment to this Note shall be ineffective unless in writing signed by the party sought to be charged with such modification or amendment and provided in accordance with the notice provisions set forth in the Security Instrument.

 

20. Consent to Jurisdiction and Venue. Maker agrees that any controversy arising under or in relation to this Note may be litigated in the jurisdiction of the state of the Governing Law. The state and federal courts and authorities with jurisdiction in the state of the Governing Law shall have non-exclusive jurisdiction over all controversies that shall arise under or in relation to this Note. Maker irrevocably consents to service, jurisdiction, and venue of such courts for any such litigation and waives any other venue or defense to venue to which it might be entitled by virtue of domicile, habitual residence, inconvenient forum or otherwise. However, nothing in this Note is intended to limit any right that Lender may have to bring any suit, action or proceeding relating to matters arising under this Note in any court of any other jurisdiction.

 

21. Counterparts. This Note may be executed in any number of counterparts each of which shall be deemed an original, but all such counterparts together shall constitute but one Note.

 

22. Assignment. This Note is made and entered into for the sole protection and benefit of Lender and Maker, and no other person or persons shall have any right of action under this Note.  This Note cannot be assigned and to effect a transfer of any interest in the Indebtedness evidenced by this Note it must be surrendered for termination and a new note signed by the Maker for the benefit of the new holder.

 

23. WAIVER OF TRIAL BY JURY. TO THE MAXIMUM EXTENT PERMITTED AND ENFORCEABLE UNDER APPLICABLE LAW, MAKER AND LENDER BY ITS ACCEPTANCE HEREOF EACH (A) AGREES NOT TO ELECT A TRIAL BY JURY WITH RESPECT TO ANY ISSUE ARISING OUT OF THIS NOTE OR THE RELATIONSHIP BETWEEN THE PARTIES AS LENDER AND MAKER THAT IS TRIABLE OF RIGHT BY A JURY AND (B) 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.

 

[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
(Signature Page Follows)

 

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IN WITNESS WHEREOF, this Promissory Note has been duly executed by the parties as of the date first above written.

 

Landa App LLC - 773 Villa Way Jonesboro GA LLC

By: Landa Holdings, as manager

 

Landa Financing LLC

By: Landa Management, as manager

By: Landa Holdings, Inc., as member manager

         
By:     By:            
Name:  Yishai Cohen   Name: Yishai Cohen
Title: CEO   Title: CEO

 

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EX1U-6 MAT CTRCT 3 1683.htm

PROMISSORY NOTE
SECURED BY SECURITY INSTRUMENT

(Term Loan, Interest Only Payments, Balloon Payment Due 09-01-2024 )

Amount:$154,000.00

Loan No. 34598911

APN: 06-127B- B-005

Date: 08-31-2023

San Francisco, CA

FOR VALUE RECEIVED, at the times hereinafter stated,

Landa APP LC - 1683 Spoonbill Road HamptonG A LLC, A Delaware Limited Liability Company, herein called ("Borrower") promise(s) to pay to Kiavi Funding Inc., a Delaware corporation ("Lender") or order at the address specified below, or at such place or places as Lender may designate in writing from time to time, the sum of:

One Hundred And Fifty Four Thousand and 00/100 U.S. Dollars

($154,000.00) which amount shall include the Initial Advance and, if applicable, the Reserve Advance (the "Principal Amount") with interest at the interest rate set forth below from the date here of until 09-01-2024 (the "Maturity Date").

SECURITY: This Promissory Note (the "Note") is secured by a FIRST priority Deed of Trust, Mortgage, or Security Deed (the "Security Instrument") including an Assignment of Rents and Fixture Filing dated of even date herewith on property known as:

1683 SPOONBILL RD, JONESBORO, GA. 30238, USA

APN: 06-127B- B-005 (the "Property"). The term "Loan Documents" shall have the same meaning as that term in the Security Instrument.

1. Advances. Lender will make Advances for the purposes specified not to exceed the maximum (aggregate) sum of $154,000.00 (the "Loan")

1.1 Initial Advance. The initial disbursement of funds ("Initial Advance") shall be $154,000.00 to be used in connection with the purchase or refinance of the Property.

1.2 Reserve Advance. The additional advance of funds ("Reserve Advance"), if any, made contemporaneously with the Initial Advance shall be into a reserve account for the purpose of funding subsequent Borrower requests for reimbursement of the costs of construction and/or rehabilitation of the Property. The amount and other terms of the Reserve Advance, if any, are provided for in the attached Schedule A.

1.3 Authorization. Lender may conclusively presume that all requests, statements, information, certifications, and representations, whether written or oral, submitted or made by Borrower or any of its agents to the Lender in connection with this Note are true and correct. and the Lender shall be entitled to rely thereon, without investigation or inquiry of any kind by the Lender, in disbursing or releasing the Loan proceeds and taking or refraining from taking any other action in connection with the Loan.

2. Interest Rate Payment of Principal and Interest

2.1 Interest Rate.

2.1.1 Applicable Rates. Subject to the provisions of this Section 2 below. the Initial Advance will bear interest at an annual rate of 11.000%. The Reserve Advance. if any, will bear interest at the annual rate specified in Schedule A from the date of the Initial Advance.

2.1.2 360-day Year. Interest for each full calendar month during the term of this Note will be calculated on the basis of a three hundred sixty (360) day year consisting of twelve (12) months of thirty (30) days each. Notwithstanding the foregoing, the amount of interest due in the full or partial calendar month at the beginning of the term of this Note will be calculated on the basis of the actual number of days during which the principal balance of this Note is outstanding. Borrower acknowledges and agrees that the calculation of interest on the basis described in the preceding sentences may result in the accrual and payment of interest in amounts greater than those which would be payable if interest were calculated on the basis of a three hundred sixty-five (365) day year.

2.1.3 Default Rate of Interest. From and after the earlier of either (a) the occurrence of an Event of Default; or (b) the maturity of this Note (whether the stated Maturity Date of this Note or the maturity date resulting from Lender's acceleration of unpaid principal and interest) subject to the provisions of Section 2.2.9 below, additional interest on the unpaid principal balance of this Note (under both the Initial Advance and the Reserve Advance) shall immediately accrue at a rate equal to ten percent (10%) per annum. Such interest shall be in addition to the interest specified in Sections 2.1.1 and 2.1.2 above.

2.1.4 Usury Protection Notwithstanding anything contained in this Note to the contrary, if collection from Borrower of interest at the foregoing interest rate would be contrary to applicable laws, then the interest rate in effect on any day shall be the highest interest rate which may be collected from Borrower under applicable laws on such day. If, under any circumstances, Lender shall ever receive as interest an amount that exceeds the highest lawful rate, the amount that would be excessive interest shall be applied to reduce the unpaid principal balance under this Note and not to pay interest, or, if such excessive interest exceeds the unpaid principal balance under this Note, such excess shall be refunded to Borrower.

2.1.5 Interest Comencement. Interest on the Initial Advance shall commence on the date Loan proceeds are initially deposited into an escrow for the benefit of Borrower and regardless of the date they are subsequently disbursed therefrom, provided that the period for which interest accrues prior to release of funds from escrowdoes not exceed one (1) day. Interest on any Reserve Advance shall commence on the date the funds are set aside for the benefit of Borrower notwithstanding the date released to, or for, Borrower.

2.2 Payments.

2.2.1 Periodic Payment Date. Unless sooner accelerated, payments due under the Note until the Maturity Date shall be made on the first (1st) calendarday of each month (each a "Payment Date") commencing on 10-01-2023

2.2.2 Maturity Date. Unless sooner accelerated, the entire unpaid principal balance of this Note plus all accrued and unpaid interest thereon plus all other obligations owed under this Note shall be due and payable on the Maturity Date.

2.2.3 Interest Only Payments. From the interest commencement dates set forth in Section 2.1.5 above, payments shall be made on each Payment Date of all accrued interest due and owing as of such Payment Date, which is currently calculated to be in the sum of $1,411.67 based on the maximum aggregate amount of the Initial Advance and any Reserve Advance. if Borrower prepays part of the outstanding principal balance ofthis Note, or if the outstanding principal balance ofthis Note is reduced by application of any Reserve Advance surplus (as provided in Schedule Aof this Note, if applicable) or for any other reason, Borrower's periodic Interest Pavments shall be changed accordingly.

2.2.4 Balloon Payment. BORROWER ACKNOWLEDGES AND AGREES THAT (1) THE LOAN EVIDENCED BY THIS NOTE IS NOT AN AMORTIZING LOAN: AND(2)THE ENTIRE PRINCIPAL AMOUNTO F THIS NOTE SHALL BE DUE AND PAYABLE ON THE MATURITY DATE OF THIS NOTE.

2.2.5 Prepayment. Borrower may prepay at any time all or part of the outstanding principal balance of this Note without a prepayment fee. If the loan calls for principal payments in installments, all prepayments of principal shall be applied on the most remote principal installment or installments then unpaid

2.2.6 Payment Application. All payments under this Note shall be credited first to charges, fees, costs, and expenses payable by Borrower ("Borrower Fees") under this Note, or in connection with the obligations evidenced by this Note, second to accrued interest then due, thereafter to unpaid principal. For any particular Payment Date, the Lender retains the option to postpone the crediting of payments to Borrower Fees, if and only if the Borrower's payment on such Payment Date, after deducting Borrower Fees, would otherwise be insufficient to pay the accrued interest and unpaid principal due on such Payment Date. If any payment of interest is not made when due, at the option of Lender, such interest payment shall bear interest at the same rate as principal from and after the due date of the interest payment. all payments due under this Note shall be made as provided in Section 2.2.10 below. The receipt of any check or other physical item of payment (a "Payment Item ") by Lender, at its option, either (a) shall be rejected and not considered a payment or (b) shall not be considered a payment until such Payment Item is honored when presented for pavment at the drawee bank or institution, and Lender, at its option, may delay the credit of such payment until such Payment Item is so honored. Upon the occurrence of any Event of Default, the Lender, at its option, shail have the right to apply all payments made under this Note to principal, interest, and other charges, fees, costs and expenses payable by Borrower under this Note or in connection with the Loan in such order and amounts as the Lender may determine in its sole and absolute discretion.

2.2.7 Initial Loan Fee. Concurrently with or prior to the execution of this Note, Borrower shall pay to the Lender an origination fee ("Loan Fee"), as set forth in a final settlement statement or closing disclosure delivered to Borrower. The entire Loan Fee shall be deemed to be fully earned by the Lender as of the interest commencement dates set forth in Section 2.1.5, and no part of the Loan Fee shall be refundable to Borrower, whether or not the principal balance of the Loan is prepaid prior to the Maturity Date subject to the provisions of Exhibit B (if applicable), attached hereto and incorporated herein.

2.2.8 Late Charge. Borrower shall immediately pay a late charge equal to 5.0% of such installment of interest and/or principal toLender to compensate Lender for administrative costs and expenses incurred in connection with such late payment ifany installment of interest and/or principal under this Note is not paid within fifteen (15) days from the date on which it is due. Borrower agrees that the actual damages suffered by Lender because of any late installment payment are extremely difficult and impracticable to ascertain, and the late charge described in this Section represents a reasonable attempt to fix such damages under the circumstances existing at the time this Note is executed. Lender's acceptance of any late charge shall not constitute a waiver of any of the terms of this Note and shall not affect Lender's right to enforce any of its rights and remedies against any Person liable for payment of this Note.

2.2.9 Extension Fee. If Borrower should not pay all obligations outstanding on this Note upon the scheduled Maturity Date, Borrower hereby authorizes Lender, at its sole discretion, to grant extensions ofthe term of this Note beyond such scheduled Maturity Date for up to six (6) months each.

(a) If any such extension is granted, (i) Interest will continue to accrue as specified in this Note; (i) the payments specified in this Note shall be due and owing; (ii) Borrower shall continue to make the payments ofInterest (and Principal if applicable) on the Periodic Payment Date as provided herein until the extended Maturity Date; and (iv) the term "Maturity Date" in this Agreement will be deemed to mean the originally scheduled Maturity Date, plus the cumulative length of any extensions granted pursuant to this section.

(b) As consideration for extending the maturity, Borrower hereby authorizes a charge equal to a maximum of one percent (1.00%) of the current principal loan balance for the first extension granted and an amount in the discretion ofthe Lender for any subsequent extension. This fee, whether for the initial or any subsequent extension, which shall be due and owing at the time of each extension, may be adjusted in amount in the sole and absolute discretion of Lender.

(c) To effect any extension under this section, Lender need only send written notice to Borrower after the original Maturity Date indicating Lender's election to grant an extension and identifying the new Maturity Date.

2.2.10 Method of Payment and Servicing of Loan. Borrower will make all payments under the Note by automatically-debited Automated Clearing House(ACH) from a business-purpose account to be designated by Borrower at closing, and in accordance with the written instructions provided by Lender to Borrower at closing or from time to time thereafter.

3. Default and Remedies

3.1 Events of Default. Lender, at its option, may declare Borrower to be in default under this Agreement and the other Loan Documents upon the occurrence ofany or all ofthe following events (the declaration of such adefault by the Lender shall constitute an "Event of Default"):

3.1.1 Payment or Performance. Borrower fails to pay any payment or perform any obligation due under this Note within ten (10) days of the date due, or to pay the entirety of the amount due hereunder within ten (10) days of the Maturity Date (whether the due date of any such payment is the date expressly set forth herein or is determined by extension, acceleration, or otherwise).

3.1.2 Event of Default. Any Event of Default as defined in the Loan Documents, including any Guaranty.

3.1.3 Breach of Representations or Warranties. Borrower's breach of the representations and warranties in this Note and the other Loan Documents.

3.2 Remedies. Upon the Lender's election to declare Borrower to be in default under the Loan Documents pursuant to Section 3.1 above, Borrower shall be deemed to be in default under the Note, and the Lender shall have the right to do any or all of the following without notice or demand (except as required by law):

3.2.1 Discontinue Release of Funds. Discontinue any Advances or withhold the release of any Advances under the Note.

3.2.2 Acceleration. Declare the entire unpaid balance of principal and all accrued and unpaid interest, costs and expenses then due and payable under this Note to be immediately due and payable, even though the time of maturity as expressed herein shall not have arrived. The Lender may withdraw such amount or any portion thereof via automatic payment or ACH, without notice to the Borrower, as provided in the Automatic Payment Authorization Agreement executed by the Borrower.

3.2.3 Declare Default. Declare a default under any or all of Borrower's obligations under this Note or under the Security Instrument and to proceed in accordance with Lender's rights and remedies under those agreements.

3.2.4 Foreclose. Foreclose upon any security pledged under any applicable pledge or security agreement and any other collateral securing Borrower's obligations. pursuant to any right or remedy permitted by law, including as set forth under the Security Instrument.

3.2.5 Exercise Other Rights. Exercise any other right or remedy contained in any of Borrower's obligations, including as set forth under the Security Instrument or Automatic Payment Authorization Agreement.

3.2.6 Assign. Collect or assign to any other person, individual or entity ("Person") the right to collect any and all rents, profits or proceeds from the property, collection and assignment of which shall not be impaired by any act of Borrower.

3.2.7 Application. Immediately apply as against any and all amounts due and owing under this Note the balance of any Reserve Advance funds, cash or other security then on deposit with the Lender, loan servicer or Trustee held as additional collateral.

3.2.8 Guranty. Make demand on any Guaranty.

3.2.9 Legal Remedies. Exercise any other right or remedy available at law or in equity.

4. Borrower's Representations and Warranties. As a material inducement to the Lender's extension of credit to Borrower in connection with the Loan. Borrower warrants and represents to the Lender as follows:

4.1 Authority to Execute Note. Borrower has the full power and authority to execute, deliverand perform its obligations under this Note, and the execution, delivery and performance of this Note has been duly authorized by al requisite action on the part of Borrower. If Borrower is a corporation, partnership, limited liability company, trust or other entity, the Person or Persons signing the Loan Documents on behalf of Borrower are duly authorized to execute the Note and al other documents necessary to consummate the Loan on behalf of Borrower.

4.2 Valid Obligations. The Note is a legal, valid and binding obligation of Borrower, enforceable in accordance with its terms (except sa enforcement may be limited by equitable principles and by bankruptcy, insolvency, reorganization, moratorium or similar laws relating to creditors' rights generally).

4.3 No Consents Required. No consent of any other Person and no consent, approval, authorization or other action by or filing with any governmental authority not previously obtained by Borrower is required in connection with the execution, delivery and performance of this Note by Borrower.

4.4 Borrower's Name. Borrower has set forth above its full and correct name, and Borrower does not use any othernames or tradenames, except for the trade names disclosed to Lender in writing

4.5 Commercial Loan. Borrower represents and warrants that the proceeds of this loan will be used by Borrower only for business purposes. If Borrower is a natural person. Borrower represents and warrants that Borrower does not intend to, and will not. occupy or resideon the Property oslong asthe Loan remains outstanding. If Borrower is a legal entity, Borrower represents and warrants that no person affiliated with Borrower intends to or will occupy or reside on the Property so long as the Loan remains outstanding.

4.6 Borrower's Warranties. Borrower's warranties and representations set forth in this Section 4 shall be true and correct and deemed made at the time of execution of this Note and as of the date of each Advance, shall survive the closing of the Loan, and shall remain true and correct as of the date on which such warranties and representations are given.

4.7 Truth of Loan Application Documents. Borrower certifies that the information Borrower (or Borrower's agents) provided to Lender in connection with Borrower's loan application was true, correct and complete at the time it was provided and remains true, correct and complete as of the date of execution of this Note.

5. Waivers.(a) Waive presentment, demand for payment, protest, notice of demand, dishonor, protest, and nonpayment, and all other notices and demands in connection with the delivery, acceptance, performance, default under, and enforcement of this Note. (b) Waive the right to assert any statute of limitations as a defense to the enforcement of this Note to the fullest extent permitted by law. (c) Waive the benefits of any applicable law, regulation, or procedure which provides, in substance, that where cross demands for money exist between parties at any point in time when neither demand is barred by the applicable statute of limitations, and an action is thereafter commenced by one such party, the other party may assert the defense of payment, in that the two demands are compensated so far as they equal each other, notwithstanding that an independent action asserting the claim would, at the time of filing the response, be barred by the applicable statute of limitations. (d) Consent to all extensions and renewals of the time of payment of this Note and to all modifications of this Note by the Lender and Borrower without notice to and without in any way affecting the liability of any person for payment of this Note. (e) Consent to any forbearance by the Lender and to the release, addition, and substitution of any person liable for payment of this Note and of any or all of the security for this Note without notice to and without in any way affecting the liability of any person for payment of this Note.

6. Attorney Fees, Collection Costs and Impositions.Borrower agrees to pay all costs, expenses, charges, consultants' fees, expert witness fees, trustee's fees, foreclosure costs, costs of litigation or alternative dispute resolution proceeding, including, without limitation, those incurred preliminarily to the institution of any legal action or judicial or non-judicial proceeding, or in order to quantify or obtain recovery of the amount of such recoverable attorney's fees, costs, or expenses, or in connection with any appearing from any such action or proceeding), discovery costs and expenses, and attorney fees ("Collection Costs") paid or incurred by Lender, or adjudged by a court, arbitrator, or other tribunal in connection with: (a) the interpretation, collection, or enforcement of this Note (including, without limitation, costs incurred in seeking collection of rents owing from any tenant of the Property), whether or not suit is filed; (b) representing Lender in any bankruptcy, reorganization, receivership, or other proceedings affecting creditors' rights and involving a claim under this Note or the Security Instrument; (c) actions taken to protect the lien of the Security Instrument or Lender's interests in the Property as Lender; (d) actions taken to enforce any provision of this Note or the Security Instrument; and (e) in defense of any claims brought by Borrower arising from the rights and obligations of the parties under the Loan Documents. Borrower shall be obligated to pay all such Collection Costs, which shall be additional obligations of Borrower hereunder payable on demand, and shall bear interest at the Default Rate from the date of such demand until paid in full. Borrower shall also be obligated to pay for any and all incurred Imposition (as defined in the Security Instrument) costs, and such obligation shall be payable upon demand. The amount of such Impositions shall be included in the Borrower's principal balance and shall bear interest at the same rate as principal from and after the date of payment of the Imposition by the Lender.

7. Notice.Any notice required to be provided in this Note shall be given in writing and shall be sent: (a) for personal delivery by a delivery service that provides a record of the date of delivery, the individual to whom delivery was made, and the address where delivery was made; (b) by first-class certified United States mail, postage prepaid, return receipt requested; (c) by a nationally recognized overnight courier service, marked for next-day business delivery; or (d) by electronic transmission. All notices shall be addressed to the party to whom such notice is to be given at the following address:

Lender Address: Kiavi Funding, Inc., c/o Loan Servicing. 2 Allegheny Center, Nova Tower ,2 Suite 200, Pittsburgh, PA 15212
Lender Email: servicing/@kiavi.com
Borrower Address: 20 W 22ND ST #1411, NEW YORK, NY, 10010, USA
Borrower Email: y@landa.app

or to such other address as aparty may designate by written notice to the other. All notices shall be deemed effective on the earliest of (a) actual receipt; (b) rejection of delivery, if delivery is attempted by personal service, mail or messenger; (c) if sent by certified mail, the third day on which regular United States mail delivery service is provided after the day ofmailing or, if sent by overnight delivery service, on the next day on which such service makes next-business-day deliveries after the day of sending; (d) if sent via email, upon electronic delivery unless thereafter there is electronic notice of tailed electronic delivery.

8. Applicable Law; Jurisdiction; Venue.The Loan Documents shall be governed by the state law selected in the Security Instrument, and Borrower hereby submits to the exclusive jurisdiction and venue of the Courts specified in the security instrument for any and all claims described there.

9. Time Is of the Essence.Time is of the essence with respect to al obligations of Borrower under this Note.

10. Multiple Interests of Lender.In the event that multiple parties are named as Lender or Beneficiary, or multiple parties hold beneficial interests in this Note or the Security Instrument, a vote of 51% or greater of the beneficial interests will be considered the majority necessary for any decision or action of Lender or Beneficiary under the terms of this Note and the Security Instrument.

11. Entire Agreement.This Note, the Security Instrument (and any and all riders), the Guaranty, and any other Loan Document contain the entire agreement concerning the subject matter of the Loan Documents and supersede all prior and contemporaneous negotiations, agreements, statements, understandings, terms, conditions, representations, and warranties, whether oral or written, by and among the Lender, Borrower, and Guarantors concerning the Loan which is the subject matter of the Loan Documents.

12. No Modifications or Amendments; No Waiver.Except as specified herein, no modification, amendment, change, or waiver of any provision of this Note ("Change or Waiver") shall be valid, binding, or effective unless it is in writing and signed by the party against whom enforcement of such Change or Waiver is sought. Additionally, a waiver of any provision in one event shall not be construed as a waiver of any other provision at any time, as a continuing waiver, or as a waiver of such provision on a subsequent event.

13. Lender's Acceptance of Payment, Extensions of Time or Forbearance Not a Waiver.The acceptance by Lender, loan servicer, or the Trustee of any payment, partial or otherwise, made hereunder, whether paid on or after the time that such payment becomes due as herein set forth, will not establish a custom or constitute a waiver of any of Lender's rights to enforce prompt payment or to enforce any of Lender's rights or any of the obligations of Borrower or any guarantor or endorser set forth in this Note or the Security Instrument, or otherwise provided at law or in equity. Any extension of time granted or tolerated by Lender with respect to any payment due hereunder or other forbearance with respect to the performance of any other term, provision, covenant, or agreement of this Note or the Security Instrument, or the taking or releasing of security or collateral for the payment of this Note, or in exercising or failing to exercise any right or power under this Note or the Security Instrument, shall not in any way release or affect the liability of Borrower, or any guarantor or endorser hereof, or any other party obligated to make any payment or render any performance hereunder. If Lender delays in exercising or fails to exercise any of its rights under this Note or the Security Instrument, that delay or failure shall not constitute a waiver of any Lender rights or of any breach, default, or failure of condition hereunder or thereunder. No waiver by Lender of any of its rights or of any such breach, default, or failure of condition shall be effective, unless the waiver is expressly stated in a writing signed by Lender.

14. Remedies Cumulative.All of Lender's rights and remedies under this Note shall be cumulative. Any failure of Lender to exercise any right or remedy under this Note or under any of the loan documents executed by Borrower shall not be construed as a waiver of the right to exercise the same or any other right or remedy at any time and from time to time, thereafter.

15. Severability.If any provision of the Loan Documents shall be held by any court of competent jurisdiction to be unlawful, voidable, void, or unenforceable for any reason, such provision shall be deemed to be severable from and shall in no way affect the validity or enforceability of the remaining provisions of the Loan Documents.

16. Interpretation.Whenever the context of this Note reasonably requires, all words used in the singular shall be deemed to have been used in the plural, and the neuter gender shall be deemed to include the masculine and feminine gender, and vice versa. The headings to sections of this Note are for convenient reference only and shall not be used in interpreting this Note. For purposes of this Note: (a) the term "including" shall be deemed to mean "including without limitation"; (b) the term "document" shall be deemed to include all written contracts, commitments, agreements, and instruments; and (c) the term "discretion," when applied to any determination, consent, or approval right by the Lender, shall be deemed to mean the Lender's sole but good-faith business judgment.

17. Assignment.This Note inures to and binds the heirs, legal representatives, successors, and assigns of Borrower and Lender; provided, however, that Borrower may not assign this Note or any proceeds of it or assign or delegate any of its rights or obligations without Lender's prior written consent in each instance. Lender, in its sole discretion, may transfer this Note and may sell or assign participations or other interests in all or any part of this Note and/or designate any other person as the holder hereof, all without notice to or the consent of Borrower.

18. Successors and Assigns.Whenever used herein, the terms "Lender" and "Borrower" shall be deemed to include their respective heirs, personal representatives, and permitted successors and assigns.

19. Cooperation.Borrower acknowledges that Lender and its successors and assigns may: (a) Sell, transfer, pledge, or assign the Security Instrument, the Note, and other Loan Documents to one or more investors in a whole loan, in a rated or unrated public offering, or private placement; (b) Participate in the Loan secured by this Mortgage to one or more investors in a rated or unrated public offering or private placement; (c) Deposit the Security Instrument, the Note, and other Loan Documents with a trust, which trust may sell certificates to investors, evidencing an ownership interest in the trust assets, in a rated or unrated public offering or private placement; (d) Otherwise sell or pledge the Loan or interest therein to investors in a rated or unrated public offering or private placement. (The transactions referred to in clauses (a)-(d) are hereinafter referred to as "Secondary Market Transactions.") Borrower shall, at Lender's expense, cooperate in good faith with Lender in effecting any such Secondary Market Transactions and shall cooperate in good faith to implement all requirements reasonably imposed by the participants involved in any Secondary Market Transactions (including, without limitation, a rating agency and/or an institutional purchaser, participant, or investor). This cooperation includes, without limitation: - All structural or other changes to the Loan, - Modifications to any documents evidencing or securing the Loan, - Delivery of opinions of counsel acceptable to the rating agency or such other purchasers, pledgees, participants, or investors, - Addressing such matters as the rating agency or such other purchasers, participants, or investors may require. Provided, however, that Borrower shall not be required to modify any documents evidencing or securing the Loan that would modify: (i) The interest rate payable under the Note, (ii) The stated maturity of the Note, (iii) The amortization of principal of the Note, or (iv) Any other material terms or covenants of the Loan. Borrower shall provide such information and documents relating to Borrower, the Property, the Leases, and any lessees as Lender or the rating agency or such other purchasers, pledgees, participants, or investors may reasonably request in connection with a Secondary Market Transaction. Lender shall have the right to provide to the rating agency or prospective purchasers, participants, or investors any information in its possession, including, without limitation, financial statements relating to Borrower, the Property, and any lessee. Borrower acknowledges that certain information regarding the Loan and the parties thereto and the Property may be included in a private placement memorandum, prospectus, or other disclosure documents.

20. Loss, Theft, Destruction or Mutilation of Note.In the event of the loss, theft, or destruction of this Note, upon Borrower's receipt of a reasonably satisfactory indemnification agreement executed in favor of Borrower by the party who held this Note immediately prior to its loss, theft, or destruction, or in the event of the mutilation of this Note, upon Lender's surrender to Borrower of the mutilated Note, Borrower shall execute and deliver to such party or Lender, as the case may be, a new promissory note in a form and content identical to this Note in lieu of the lost, stolen, destroyed, or mutilated Note.


Joint and Several Liability.

20.1 Joint and Several. Each person or party comprising Borrower shall be jointly and severally liable for the obligations of Borrower hereunder. If Borrower consists of more than one person, the occurrence of any Default or Event of Default with respect to any one or more of such persons shall constitute a Default or Event of Default, as applicable, and (in the case of an Event of Default) entitle the Lender to exercise its rights and remedies as provided above.

20.2 Married Individuals. Each Borrower who is a married person agrees that the Lender shall have the right to recourse against his or her community property and separate property for any or all obligations to the fullest extent permitted by law.

Waiver of Right to Jury Trial. Borrower irrevocably waives all rights to a jury trial in any action, suit, proceeding, or counterclaim of any kind directly or indirectly arising out of or in any way relating to this Note or any of the other Loan Documents, any or all of the real and personal property collateral securing this Note. The jury trial waiver contained in this section is intended to apply, to the fullest extent permitted by law, to any and all disputes and controversies that arise out of or in any way related to any or all of the matters described in the immediately preceding sentence, including, without limitation, contract claims, tort claims, and all other common law and statutory claims of any kind. This Note may be filed with any court of competent jurisdiction as Borrower's written consent to Borrower's waiver of a jury trial.

State Specific Provisions. State specific provisions are outlined on Exhibit A(if applicable), attached here to and incorporated herein



IN WITNESS WHEREOF, Borrower has executed this Promissory Note Secured by the Security Instrument effective as of the date first written above.

BORROWER. Landa App LLC - 1683 Spoonbill Road HamptonG ALLC. A Delaware Limited Liability Company


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By: Landa Holdings, Inc.
By: Yishai Cohen, CEO & President




PROMISSORY NOTE
PROMISSORY NOTE EXHIBIT "A"
GEORGIA SPECIFIC PROVISIONS


Section 23.1 Inconsistencies. In the event of any inconsistencies between the terms and conditions of this Section 23 and the other provisions of this Note, the terms and conditions of this Section 23 shall control and be binding.

Section 23.2 Security Deed. All references herein to "Deed of Trust" are hereby replaced with "Deed to Secure Debt" or "Security Deed," as the case may be. All references to "trustor" contained herein are hereby replaced with "grantor," and all references to "beneficiary" contained herein are hereby replaced with "grantee."

Section 23.3 Attorney's Fees. Whenever reference is made herein to "attorney's fees," "reasonable attorney's fees," or words of similar import, such reference shall mean attorney fees computed based upon the attorney's normal hourly rates and the amount of time expended, and not the statutory attorney's fees provided by O.C.G.A. 13-1-11.


IN WITNESS WHEREOF, Borrower has caused this instrument to be executed as of the date indicated on the Promissory Note Secured by the Security Instrument.

BORROWER: Landa App LLC - 1683 Spoonbill Road HamptonG ALLC, A Delaware Limited Liability Company



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By: Landa Holdings, Inc.
By: Yishai Cohen, CEO & President

EX1U-6 MAT CTRCT 4 2243Hodges.htm

PROMISSORY NOTE
SECURED BY SECURITY INSTRUMENT

(Term Loan, Interest Only Payments, Balloon Payment Due 09-01-2024 )

Amount:$154,000.00

Loan No. 34598940

APN: 0014B-00000-095-D00

Date: 08-31-2023

San Francisco, CA

FOR VALUE RECEIVED, at the times hereinafter stated,

Landa APP LC - 2443 Hodges Farm Road Mansfield GA LLC, A Delaware Limited Liability Company, herein called ("Borrower") promise(s) to pay to Kiavi Funding Inc., a Delaware corporation ("Lender") or order at the address specified below, or at such place or places as Lender may designate in writing from time to time, the sum of:

One Hundred And Fifty Four Thousand and 00/100 U.S. Dollars

($154,000.00) which amount shall include the Initial Advance and, if applicable, the Reserve Advance (the "Principal Amount") with interest at the interest rate set forth below from the date here of until 09-01-2024 (the "Maturity Date").

SECURITY: This Promissory Note (the "Note") is secured by a FIRST priority Deed of Trust, Mortgage, or Security Deed (the "Security Instrument") including an Assignment of Rents and Fixture Filing dated of even date herewith on property known as:

2443 HODGES FARM RD, MANSFIELD, GA, 30055, USA

APN: 0014B-00000-095-D00 (the "Property"). The term "Loan Documents" shall have the same meaning as that term in the Security Instrument.

1. Advances. Lender will make Advances for the purposes specified not to exceed the maximum (aggregate) sum of $154,000.00 (the "Loan")

1.1 Initial Advance. The initial disbursement of funds ("Initial Advance") shall be $154,000.00 to be used in connection with the purchase or refinance of the Property.

1.2 Reserve Advance. The additional advance of funds ("Reserve Advance"), if any, made contemporaneously with the Initial Advance shall be into a reserve account for the purpose of funding subsequent Borrower requests for reimbursement of the costs of construction and/or rehabilitation of the Property. The amount and other terms of the Reserve Advance, if any, are provided for in the attached Schedule A.

1.3 Authorization. Lender may conclusively presume that all requests, statements, information, certifications, and representations, whether written or oral, submitted or made by Borrower or any of its agents to the Lender in connection with this Note are true and correct. and the Lender shall be entitled to rely thereon, without investigation or inquiry of any kind by the Lender, in disbursing or releasing the Loan proceeds and taking or refraining from taking any other action in connection with the Loan.

2. Interest Rate Payment of Principal and Interest

2.1 Interest Rate.

2.1.1 Applicable Rates. Subject to the provisions of this Section 2 below. the Initial Advance will bear interest at an annual rate of 11.000%. The Reserve Advance. if any, will bear interest at the annual rate specified in Schedule A from the date of the Initial Advance.

2.1.2 360-day Year. Interest for each full calendar month during the term of this Note will be calculated on the basis of a three hundred sixty (360) day year consisting of twelve (12) months of thirty (30) days each. Notwithstanding the foregoing, the amount of interest due in the full or partial calendar month at the beginning of the term of this Note will be calculated on the basis of the actual number of days during which the principal balance of this Note is outstanding. Borrower acknowledges and agrees that the calculation of interest on the basis described in the preceding sentences may result in the accrual and payment of interest in amounts greater than those which would be payable if interest were calculated on the basis of a three hundred sixty-five (365) day year.

2.1.3 Default Rate of Interest. From and after the earlier of either (a) the occurrence of an Event of Default; or (b) the maturity of this Note (whether the stated Maturity Date of this Note or the maturity date resulting from Lender's acceleration of unpaid principal and interest) subject to the provisions of Section 2.2.9 below, additional interest on the unpaid principal balance of this Note (under both the Initial Advance and the Reserve Advance) shall immediately accrue at a rate equal to ten percent (10%) per annum. Such interest shall be in addition to the interest specified in Sections 2.1.1 and 2.1.2 above.

2.1.4 Usury Protection Notwithstanding anything contained in this Note to the contrary, if collection from Borrower of interest at the foregoing interest rate would be contrary to applicable laws, then the interest rate in effect on any day shall be the highest interest rate which may be collected from Borrower under applicable laws on such day. If, under any circumstances, Lender shall ever receive as interest an amount that exceeds the highest lawful rate, the amount that would be excessive interest shall be applied to reduce the unpaid principal balance under this Note and not to pay interest, or, if such excessive interest exceeds the unpaid principal balance under this Note, such excess shall be refunded to Borrower.

2.1.5 Interest Comencement. Interest on the Initial Advance shall commence on the date Loan proceeds are initially deposited into an escrow for the benefit of Borrower and regardless of the date they are subsequently disbursed therefrom, provided that the period for which interest accrues prior to release of funds from escrowdoes not exceed one (1) day. Interest on any Reserve Advance shall commence on the date the funds are set aside for the benefit of Borrower notwithstanding the date released to, or for, Borrower.

2.2 Payments.

2.2.1 Periodic Payment Date. Unless sooner accelerated, payments due under the Note until the Maturity Date shall be made on the first (1st) calendarday of each month (each a "Payment Date") commencing on 10-01-2023

2.2.2 Maturity Date. Unless sooner accelerated, the entire unpaid principal balance of this Note plus all accrued and unpaid interest thereon plus all other obligations owed under this Note shall be due and payable on the Maturity Date.

2.2.3 Interest Only Payments. From the interest commencement dates set forth in Section 2.1.5 above, payments shall be made on each Payment Date of all accrued interest due and owing as of such Payment Date, which is currently calculated to be in the sum of $1,411.67 based on the maximum aggregate amount of the Initial Advance and any Reserve Advance. if Borrower prepays part of the outstanding principal balance ofthis Note, or if the outstanding principal balance ofthis Note is reduced by application of any Reserve Advance surplus (as provided in Schedule Aof this Note, if applicable) or for any other reason, Borrower's periodic Interest Pavments shall be changed accordingly.

2.2.4 Balloon Payment. BORROWER ACKNOWLEDGES AND AGREES THAT (1) THE LOAN EVIDENCED BY THIS NOTE IS NOT AN AMORTIZING LOAN: AND(2)THE ENTIRE PRINCIPAL AMOUNTO F THIS NOTE SHALL BE DUE AND PAYABLE ON THE MATURITY DATE OF THIS NOTE.

2.2.5 Prepayment. Borrower may prepay at any time all or part of the outstanding principal balance of this Note without a prepayment fee. If the loan calls for principal payments in installments, all prepayments of principal shall be applied on the most remote principal installment or installments then unpaid

2.2.6 Payment Application. All payments under this Note shall be credited first to charges, fees, costs, and expenses payable by Borrower ("Borrower Fees") under this Note, or in connection with the obligations evidenced by this Note, second to accrued interest then due, thereafter to unpaid principal. For any particular Payment Date, the Lender retains the option to postpone the crediting of payments to Borrower Fees, if and only if the Borrower's payment on such Payment Date, after deducting Borrower Fees, would otherwise be insufficient to pay the accrued interest and unpaid principal due on such Payment Date. If any payment of interest is not made when due, at the option of Lender, such interest payment shall bear interest at the same rate as principal from and after the due date of the interest payment. all payments due under this Note shall be made as provided in Section 2.2.10 below. The receipt of any check or other physical item of payment (a "Payment Item ") by Lender, at its option, either (a) shall be rejected and not considered a payment or (b) shall not be considered a payment until such Payment Item is honored when presented for pavment at the drawee bank or institution, and Lender, at its option, may delay the credit of such payment until such Payment Item is so honored. Upon the occurrence of any Event of Default, the Lender, at its option, shail have the right to apply all payments made under this Note to principal, interest, and other charges, fees, costs and expenses payable by Borrower under this Note or in connection with the Loan in such order and amounts as the Lender may determine in its sole and absolute discretion.

2.2.7 Initial Loan Fee. Concurrently with or prior to the execution of this Note, Borrower shall pay to the Lender an origination fee ("Loan Fee"), as set forth in a final settlement statement or closing disclosure delivered to Borrower. The entire Loan Fee shall be deemed to be fully earned by the Lender as of the interest commencement dates set forth in Section 2.1.5, and no part of the Loan Fee shall be refundable to Borrower, whether or not the principal balance of the Loan is prepaid prior to the Maturity Date subject to the provisions of Exhibit B (if applicable), attached hereto and incorporated herein.

2.2.8 Late Charge. Borrower shall immediately pay a late charge equal to 5.0% of such installment of interest and/or principal toLender to compensate Lender for administrative costs and expenses incurred in connection with such late payment ifany installment of interest and/or principal under this Note is not paid within fifteen (15) days from the date on which it is due. Borrower agrees that the actual damages suffered by Lender because of any late installment payment are extremely difficult and impracticable to ascertain, and the late charge described in this Section represents a reasonable attempt to fix such damages under the circumstances existing at the time this Note is executed. Lender's acceptance of any late charge shall not constitute a waiver of any of the terms of this Note and shall not affect Lender's right to enforce any of its rights and remedies against any Person liable for payment of this Note.

2.2.9 Extension Fee. If Borrower should not pay all obligations outstanding on this Note upon the scheduled Maturity Date, Borrower hereby authorizes Lender, at its sole discretion, to grant extensions ofthe term of this Note beyond such scheduled Maturity Date for up to six (6) months each.

(a) If any such extension is granted, (i) Interest will continue to accrue as specified in this Note; (i) the payments specified in this Note shall be due and owing; (ii) Borrower shall continue to make the payments ofInterest (and Principal if applicable) on the Periodic Payment Date as provided herein until the extended Maturity Date; and (iv) the term "Maturity Date" in this Agreement will be deemed to mean the originally scheduled Maturity Date, plus the cumulative length of any extensions granted pursuant to this section.

(b) As consideration for extending the maturity, Borrower hereby authorizes a charge equal to a maximum of one percent (1.00%) of the current principal loan balance for the first extension granted and an amount in the discretion ofthe Lender for any subsequent extension. This fee, whether for the initial or any subsequent extension, which shall be due and owing at the time of each extension, may be adjusted in amount in the sole and absolute discretion of Lender.

(c) To effect any extension under this section, Lender need only send written notice to Borrower after the original Maturity Date indicating Lender's election to grant an extension and identifying the new Maturity Date.

2.2.10 Method of Payment and Servicing of Loan. Borrower will make all payments under the Note by automatically-debited Automated Clearing House(ACH) from a business-purpose account to be designated by Borrower at closing, and in accordance with the written instructions provided by Lender to Borrower at closing or from time to time thereafter.

3. Default and Remedies

3.1 Events of Default. Lender, at its option, may declare Borrower to be in default under this Agreement and the other Loan Documents upon the occurrence ofany or all ofthe following events (the declaration of such adefault by the Lender shall constitute an "Event of Default"):

3.1.1 Payment or Performance. Borrower fails to pay any payment or perform any obligation due under this Note within ten (10) days of the date due, or to pay the entirety of the amount due hereunder within ten (10) days of the Maturity Date (whether the due date of any such payment is the date expressly set forth herein or is determined by extension, acceleration, or otherwise).

3.1.2 Event of Default. Any Event of Default as defined in the Loan Documents, including any Guaranty.

3.1.3 Breach of Representations or Warranties. Borrower's breach of the representations and warranties in this Note and the other Loan Documents.

3.2 Remedies. Upon the Lender's election to declare Borrower to be in default under the Loan Documents pursuant to Section 3.1 above, Borrower shall be deemed to be in default under the Note, and the Lender shall have the right to do any or all of the following without notice or demand (except as required by law):

3.2.1 Discontinue Release of Funds. Discontinue any Advances or withhold the release of any Advances under the Note.

3.2.2 Acceleration. Declare the entire unpaid balance of principal and all accrued and unpaid interest, costs and expenses then due and payable under this Note to be immediately due and payable, even though the time of maturity as expressed herein shall not have arrived. The Lender may withdraw such amount or any portion thereof via automatic payment or ACH, without notice to the Borrower, as provided in the Automatic Payment Authorization Agreement executed by the Borrower.

3.2.3 Declare Default. Declare a default under any or all of Borrower's obligations under this Note or under the Security Instrument and to proceed in accordance with Lender's rights and remedies under those agreements.

3.2.4 Foreclose. Foreclose upon any security pledged under any applicable pledge or security agreement and any other collateral securing Borrower's obligations. pursuant to any right or remedy permitted by law, including as set forth under the Security Instrument.

3.2.5 Exercise Other Rights. Exercise any other right or remedy contained in any of Borrower's obligations, including as set forth under the Security Instrument or Automatic Payment Authorization Agreement.

3.2.6 Assign. Collect or assign to any other person, individual or entity ("Person") the right to collect any and all rents, profits or proceeds from the property, collection and assignment of which shall not be impaired by any act of Borrower.

3.2.7 Application. Immediately apply as against any and all amounts due and owing under this Note the balance of any Reserve Advance funds, cash or other security then on deposit with the Lender, loan servicer or Trustee held as additional collateral.

3.2.8 Guranty. Make demand on any Guaranty.

3.2.9 Legal Remedies. Exercise any other right or remedy available at law or in equity.

4. Borrower's Representations and Warranties. As a material inducement to the Lender's extension of credit to Borrower in connection with the Loan. Borrower warrants and represents to the Lender as follows:

4.1 Authority to Execute Note. Borrower has the full power and authority to execute, deliverand perform its obligations under this Note, and the execution, delivery and performance of this Note has been duly authorized by al requisite action on the part of Borrower. If Borrower is a corporation, partnership, limited liability company, trust or other entity, the Person or Persons signing the Loan Documents on behalf of Borrower are duly authorized to execute the Note and al other documents necessary to consummate the Loan on behalf of Borrower.

4.2 Valid Obligations. The Note is a legal, valid and binding obligation of Borrower, enforceable in accordance with its terms (except sa enforcement may be limited by equitable principles and by bankruptcy, insolvency, reorganization, moratorium or similar laws relating to creditors' rights generally).

4.3 No Consents Required. No consent of any other Person and no consent, approval, authorization or other action by or filing with any governmental authority not previously obtained by Borrower is required in connection with the execution, delivery and performance of this Note by Borrower.

4.4 Borrower's Name. Borrower has set forth above its full and correct name, and Borrower does not use any othernames or tradenames, except for the trade names disclosed to Lender in writing

4.5 Commercial Loan. Borrower represents and warrants that the proceeds of this loan will be used by Borrower only for business purposes. If Borrower is a natural person. Borrower represents and warrants that Borrower does not intend to, and will not. occupy or resideon the Property oslong asthe Loan remains outstanding. If Borrower is a legal entity, Borrower represents and warrants that no person affiliated with Borrower intends to or will occupy or reside on the Property so long as the Loan remains outstanding.

4.6 Borrower's Warranties. Borrower's warranties and representations set forth in this Section 4 shall be true and correct and deemed made at the time of execution of this Note and as of the date of each Advance, shall survive the closing of the Loan, and shall remain true and correct as of the date on which such warranties and representations are given.

4.7 Truth of Loan Application Documents. Borrower certifies that the information Borrower (or Borrower's agents) provided to Lender in connection with Borrower's loan application was true, correct and complete at the time it was provided and remains true, correct and complete as of the date of execution of this Note.

5. Waivers.(a) Waive presentment, demand for payment, protest, notice of demand, dishonor, protest, and nonpayment, and all other notices and demands in connection with the delivery, acceptance, performance, default under, and enforcement of this Note. (b) Waive the right to assert any statute of limitations as a defense to the enforcement of this Note to the fullest extent permitted by law. (c) Waive the benefits of any applicable law, regulation, or procedure which provides, in substance, that where cross demands for money exist between parties at any point in time when neither demand is barred by the applicable statute of limitations, and an action is thereafter commenced by one such party, the other party may assert the defense of payment, in that the two demands are compensated so far as they equal each other, notwithstanding that an independent action asserting the claim would, at the time of filing the response, be barred by the applicable statute of limitations. (d) Consent to all extensions and renewals of the time of payment of this Note and to all modifications of this Note by the Lender and Borrower without notice to and without in any way affecting the liability of any person for payment of this Note. (e) Consent to any forbearance by the Lender and to the release, addition, and substitution of any person liable for payment of this Note and of any or all of the security for this Note without notice to and without in any way affecting the liability of any person for payment of this Note.

6. Attorney Fees, Collection Costs and Impositions.Borrower agrees to pay all costs, expenses, charges, consultants' fees, expert witness fees, trustee's fees, foreclosure costs, costs of litigation or alternative dispute resolution proceeding, including, without limitation, those incurred preliminarily to the institution of any legal action or judicial or non-judicial proceeding, or in order to quantify or obtain recovery of the amount of such recoverable attorney's fees, costs, or expenses, or in connection with any appearing from any such action or proceeding), discovery costs and expenses, and attorney fees ("Collection Costs") paid or incurred by Lender, or adjudged by a court, arbitrator, or other tribunal in connection with: (a) the interpretation, collection, or enforcement of this Note (including, without limitation, costs incurred in seeking collection of rents owing from any tenant of the Property), whether or not suit is filed; (b) representing Lender in any bankruptcy, reorganization, receivership, or other proceedings affecting creditors' rights and involving a claim under this Note or the Security Instrument; (c) actions taken to protect the lien of the Security Instrument or Lender's interests in the Property as Lender; (d) actions taken to enforce any provision of this Note or the Security Instrument; and (e) in defense of any claims brought by Borrower arising from the rights and obligations of the parties under the Loan Documents. Borrower shall be obligated to pay all such Collection Costs, which shall be additional obligations of Borrower hereunder payable on demand, and shall bear interest at the Default Rate from the date of such demand until paid in full. Borrower shall also be obligated to pay for any and all incurred Imposition (as defined in the Security Instrument) costs, and such obligation shall be payable upon demand. The amount of such Impositions shall be included in the Borrower's principal balance and shall bear interest at the same rate as principal from and after the date of payment of the Imposition by the Lender.

7. Notice.Any notice required to be provided in this Note shall be given in writing and shall be sent: (a) for personal delivery by a delivery service that provides a record of the date of delivery, the individual to whom delivery was made, and the address where delivery was made; (b) by first-class certified United States mail, postage prepaid, return receipt requested; (c) by a nationally recognized overnight courier service, marked for next-day business delivery; or (d) by electronic transmission. All notices shall be addressed to the party to whom such notice is to be given at the following address:

Lender Address: Kiavi Funding, Inc., c/o Loan Servicing. 2 Allegheny Center, Nova Tower ,2 Suite 200, Pittsburgh, PA 15212
Lender Email: servicing/@kiavi.com
Borrower Address: 20 W 22ND ST #1411, NEW YORK, NY, 10010, USA
Borrower Email: y@landa.app

or to such other address as aparty may designate by written notice to the other. All notices shall be deemed effective on the earliest of (a) actual receipt; (b) rejection of delivery, if delivery is attempted by personal service, mail or messenger; (c) if sent by certified mail, the third day on which regular United States mail delivery service is provided after the day ofmailing or, if sent by overnight delivery service, on the next day on which such service makes next-business-day deliveries after the day of sending; (d) if sent via email, upon electronic delivery unless thereafter there is electronic notice of tailed electronic delivery.

8. Applicable Law; Jurisdiction; Venue.The Loan Documents shall be governed by the state law selected in the Security Instrument, and Borrower hereby submits to the exclusive jurisdiction and venue of the Courts specified in the security instrument for any and all claims described there.

9. Time Is of the Essence.Time is of the essence with respect to al obligations of Borrower under this Note.

10. Multiple Interests of Lender.In the event that multiple parties are named as Lender or Beneficiary, or multiple parties hold beneficial interests in this Note or the Security Instrument, a vote of 51% or greater of the beneficial interests will be considered the majority necessary for any decision or action of Lender or Beneficiary under the terms of this Note and the Security Instrument.

11. Entire Agreement.This Note, the Security Instrument (and any and all riders), the Guaranty, and any other Loan Document contain the entire agreement concerning the subject matter of the Loan Documents and supersede all prior and contemporaneous negotiations, agreements, statements, understandings, terms, conditions, representations, and warranties, whether oral or written, by and among the Lender, Borrower, and Guarantors concerning the Loan which is the subject matter of the Loan Documents.

12. No Modifications or Amendments; No Waiver.Except as specified herein, no modification, amendment, change, or waiver of any provision of this Note ("Change or Waiver") shall be valid, binding, or effective unless it is in writing and signed by the party against whom enforcement of such Change or Waiver is sought. Additionally, a waiver of any provision in one event shall not be construed as a waiver of any other provision at any time, as a continuing waiver, or as a waiver of such provision on a subsequent event.

13. Lender's Acceptance of Payment, Extensions of Time or Forbearance Not a Waiver.The acceptance by Lender, loan servicer, or the Trustee of any payment, partial or otherwise, made hereunder, whether paid on or after the time that such payment becomes due as herein set forth, will not establish a custom or constitute a waiver of any of Lender's rights to enforce prompt payment or to enforce any of Lender's rights or any of the obligations of Borrower or any guarantor or endorser set forth in this Note or the Security Instrument, or otherwise provided at law or in equity. Any extension of time granted or tolerated by Lender with respect to any payment due hereunder or other forbearance with respect to the performance of any other term, provision, covenant, or agreement of this Note or the Security Instrument, or the taking or releasing of security or collateral for the payment of this Note, or in exercising or failing to exercise any right or power under this Note or the Security Instrument, shall not in any way release or affect the liability of Borrower, or any guarantor or endorser hereof, or any other party obligated to make any payment or render any performance hereunder. If Lender delays in exercising or fails to exercise any of its rights under this Note or the Security Instrument, that delay or failure shall not constitute a waiver of any Lender rights or of any breach, default, or failure of condition hereunder or thereunder. No waiver by Lender of any of its rights or of any such breach, default, or failure of condition shall be effective, unless the waiver is expressly stated in a writing signed by Lender.

14. Remedies Cumulative.All of Lender's rights and remedies under this Note shall be cumulative. Any failure of Lender to exercise any right or remedy under this Note or under any of the loan documents executed by Borrower shall not be construed as a waiver of the right to exercise the same or any other right or remedy at any time and from time to time, thereafter.

15. Severability.If any provision of the Loan Documents shall be held by any court of competent jurisdiction to be unlawful, voidable, void, or unenforceable for any reason, such provision shall be deemed to be severable from and shall in no way affect the validity or enforceability of the remaining provisions of the Loan Documents.

16. Interpretation.Whenever the context of this Note reasonably requires, all words used in the singular shall be deemed to have been used in the plural, and the neuter gender shall be deemed to include the masculine and feminine gender, and vice versa. The headings to sections of this Note are for convenient reference only and shall not be used in interpreting this Note. For purposes of this Note: (a) the term "including" shall be deemed to mean "including without limitation"; (b) the term "document" shall be deemed to include all written contracts, commitments, agreements, and instruments; and (c) the term "discretion," when applied to any determination, consent, or approval right by the Lender, shall be deemed to mean the Lender's sole but good-faith business judgment.

17. Assignment.This Note inures to and binds the heirs, legal representatives, successors, and assigns of Borrower and Lender; provided, however, that Borrower may not assign this Note or any proceeds of it or assign or delegate any of its rights or obligations without Lender's prior written consent in each instance. Lender, in its sole discretion, may transfer this Note and may sell or assign participations or other interests in all or any part of this Note and/or designate any other person as the holder hereof, all without notice to or the consent of Borrower.

18. Successors and Assigns.Whenever used herein, the terms "Lender" and "Borrower" shall be deemed to include their respective heirs, personal representatives, and permitted successors and assigns.

19. Cooperation.Borrower acknowledges that Lender and its successors and assigns may: (a) Sell, transfer, pledge, or assign the Security Instrument, the Note, and other Loan Documents to one or more investors in a whole loan, in a rated or unrated public offering, or private placement; (b) Participate in the Loan secured by this Mortgage to one or more investors in a rated or unrated public offering or private placement; (c) Deposit the Security Instrument, the Note, and other Loan Documents with a trust, which trust may sell certificates to investors, evidencing an ownership interest in the trust assets, in a rated or unrated public offering or private placement; (d) Otherwise sell or pledge the Loan or interest therein to investors in a rated or unrated public offering or private placement. (The transactions referred to in clauses (a)-(d) are hereinafter referred to as "Secondary Market Transactions.") Borrower shall, at Lender's expense, cooperate in good faith with Lender in effecting any such Secondary Market Transactions and shall cooperate in good faith to implement all requirements reasonably imposed by the participants involved in any Secondary Market Transactions (including, without limitation, a rating agency and/or an institutional purchaser, participant, or investor). This cooperation includes, without limitation: - All structural or other changes to the Loan, - Modifications to any documents evidencing or securing the Loan, - Delivery of opinions of counsel acceptable to the rating agency or such other purchasers, pledgees, participants, or investors, - Addressing such matters as the rating agency or such other purchasers, participants, or investors may require. Provided, however, that Borrower shall not be required to modify any documents evidencing or securing the Loan that would modify: (i) The interest rate payable under the Note, (ii) The stated maturity of the Note, (iii) The amortization of principal of the Note, or (iv) Any other material terms or covenants of the Loan. Borrower shall provide such information and documents relating to Borrower, the Property, the Leases, and any lessees as Lender or the rating agency or such other purchasers, pledgees, participants, or investors may reasonably request in connection with a Secondary Market Transaction. Lender shall have the right to provide to the rating agency or prospective purchasers, participants, or investors any information in its possession, including, without limitation, financial statements relating to Borrower, the Property, and any lessee. Borrower acknowledges that certain information regarding the Loan and the parties thereto and the Property may be included in a private placement memorandum, prospectus, or other disclosure documents.

20. Loss, Theft, Destruction or Mutilation of Note.In the event of the loss, theft, or destruction of this Note, upon Borrower's receipt of a reasonably satisfactory indemnification agreement executed in favor of Borrower by the party who held this Note immediately prior to its loss, theft, or destruction, or in the event of the mutilation of this Note, upon Lender's surrender to Borrower of the mutilated Note, Borrower shall execute and deliver to such party or Lender, as the case may be, a new promissory note in a form and content identical to this Note in lieu of the lost, stolen, destroyed, or mutilated Note.


Joint and Several Liability.

20.1 Joint and Several. Each person or party comprising Borrower shall be jointly and severally liable for the obligations of Borrower hereunder. If Borrower consists of more than one person, the occurrence of any Default or Event of Default with respect to any one or more of such persons shall constitute a Default or Event of Default, as applicable, and (in the case of an Event of Default) entitle the Lender to exercise its rights and remedies as provided above.

20.2 Married Individuals. Each Borrower who is a married person agrees that the Lender shall have the right to recourse against his or her community property and separate property for any or all obligations to the fullest extent permitted by law.

Waiver of Right to Jury Trial. Borrower irrevocably waives all rights to a jury trial in any action, suit, proceeding, or counterclaim of any kind directly or indirectly arising out of or in any way relating to this Note or any of the other Loan Documents, any or all of the real and personal property collateral securing this Note. The jury trial waiver contained in this section is intended to apply, to the fullest extent permitted by law, to any and all disputes and controversies that arise out of or in any way related to any or all of the matters described in the immediately preceding sentence, including, without limitation, contract claims, tort claims, and all other common law and statutory claims of any kind. This Note may be filed with any court of competent jurisdiction as Borrower's written consent to Borrower's waiver of a jury trial.

State Specific Provisions. State specific provisions are outlined on Exhibit A(if applicable), attached here to and incorporated herein



IN WITNESS WHEREOF, Borrower has executed this Promissory Note Secured by the Security Instrument effective as of the date first written above.

BORROWER. Landa Ap LC - 2443 Hodges Farm Road Mansfield GA LC. A Delaware Limited Liability Company


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By: Landa Holdings, Inc.
By: Yishai Cohen, CEO & President




PROMISSORY NOTE
PROMISSORY NOTE EXHIBIT "A"
GEORGIA SPECIFIC PROVISIONS


Section 23.1 Inconsistencies. In the event of any inconsistencies between the terms and conditions of this Section 23 and the other provisions of this Note, the terms and conditions of this Section 23 shall control and be binding.

Section 23.2 Security Deed. All references herein to "Deed of Trust" are hereby replaced with "Deed to Secure Debt" or "Security Deed," as the case may be. All references to "trustor" contained herein are hereby replaced with "grantor," and all references to "beneficiary" contained herein are hereby replaced with "grantee."

Section 23.3 Attorney's Fees. Whenever reference is made herein to "attorney's fees," "reasonable attorney's fees," or words of similar import, such reference shall mean attorney fees computed based upon the attorney's normal hourly rates and the amount of time expended, and not the statutory attorney's fees provided by O.C.G.A. 13-1-11.


IN WITNESS WHEREOF, Borrower has caused this instrument to be executed as of the date indicated on the Promissory Note Secured by the Security Instrument.

BORROWER: Landa Ap LC - 2443 Hodges Farm Road Mansfield GA LC, A Delaware Limited Liability Company



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By: Landa Holdings, Inc.
By: Yishai Cohen, CEO & President

EX1U-6 MAT CTRCT 5 6710.htm

PROMISSORY NOTE
SECURED BY SECURITY INSTRUMENT

(Term Loan, Interest Only Payments, Balloon Payment Due 09-01-2024 )

Amount:$147,000.00

Loan No. 34598818

APN: 12-104B- F-027

Date: 08-31-2023

San Francisco, CA

FOR VALUE RECEIVED, at the times hereinafter stated,

Landa App LLC - 6710 Sunset Hills Boulevard Rex GA LLC, A Delaware Limited Liability Company, herein called ("Borrower") promise(s) to pay to Kiavi Funding Inc., a Delaware corporation ("Lender") or order at the address specified below, or at such place or places as Lender may designate in writing from time to time, the sum of:

One Hundred And Forty Seven Thousand and 00/100 U.S. Dollars

($147,000.00) which amount shall include the Initial Advance and, if applicable, the Reserve Advance (the "Principal Amount") with interest at the interest rate set forth below from the date here of until 09-01-2024 (the "Maturity Date").

SECURITY: This Promissory Note (the "Note") is secured by a FIRST priority Deed of Trust, Mortgage, or Security Deed (the "Security Instrument") including an Assignment of Rents and Fixture Filing dated of even date herewith on property known as:

6710 Sunset Hills Boulevard, Rex, GA 30273

APN: 12-104B- F-027 (the "Property"). The term "Loan Documents" shall have the same meaning as that term in the Security Instrument.

1. Advances. Lender will make Advances for the purposes specified not to exceed the maximum (aggregate) sum of $147,000.00 (the "Loan")

1.1 Initial Advance. The initial disbursement of funds ("Initial Advance") shall be $147,000.00 to be used in connection with the purchase or refinance of the Property.

1.2 Reserve Advance. The additional advance of funds ("Reserve Advance"), if any, made contemporaneously with the Initial Advance shall be into a reserve account for the purpose of funding subsequent Borrower requests for reimbursement of the costs of construction and/or rehabilitation of the Property. The amount and other terms of the Reserve Advance, if any, are provided for in the attached Schedule A.

1.3 Authorization. Lender may conclusively presume that all requests, statements, information, certifications, and representations, whether written or oral, submitted or made by Borrower or any of its agents to the Lender in connection with this Note are true and correct. and the Lender shall be entitled to rely thereon, without investigation or inquiry of any kind by the Lender, in disbursing or releasing the Loan proceeds and taking or refraining from taking any other action in connection with the Loan.

2. Interest Rate Payment of Principal and Interest

2.1 Interest Rate.

2.1.1 Applicable Rates. Subject to the provisions of this Section 2 below. the Initial Advance will bear interest at an annual rate of 11.000%. The Reserve Advance. if any, will bear interest at the annual rate specified in Schedule A from the date of the Initial Advance.

2.1.2 360-day Year. Interest for each full calendar month during the term of this Note will be calculated on the basis of a three hundred sixty (360) day year consisting of twelve (12) months of thirty (30) days each. Notwithstanding the foregoing, the amount of interest due in the full or partial calendar month at the beginning of the term of this Note will be calculated on the basis of the actual number of days during which the principal balance of this Note is outstanding. Borrower acknowledges and agrees that the calculation of interest on the basis described in the preceding sentences may result in the accrual and payment of interest in amounts greater than those which would be payable if interest were calculated on the basis of a three hundred sixty-five (365) day year.

2.1.3 Default Rate of Interest. From and after the earlier of either (a) the occurrence of an Event of Default; or (b) the maturity of this Note (whether the stated Maturity Date of this Note or the maturity date resulting from Lender's acceleration of unpaid principal and interest) subject to the provisions of Section 2.2.9 below, additional interest on the unpaid principal balance of this Note (under both the Initial Advance and the Reserve Advance) shall immediately accrue at a rate equal to ten percent (10%) per annum. Such interest shall be in addition to the interest specified in Sections 2.1.1 and 2.1.2 above.

2.1.4 Usury Protection Notwithstanding anything contained in this Note to the contrary, if collection from Borrower of interest at the foregoing interest rate would be contrary to applicable laws, then the interest rate in effect on any day shall be the highest interest rate which may be collected from Borrower under applicable laws on such day. If, under any circumstances, Lender shall ever receive as interest an amount that exceeds the highest lawful rate, the amount that would be excessive interest shall be applied to reduce the unpaid principal balance under this Note and not to pay interest, or, if such excessive interest exceeds the unpaid principal balance under this Note, such excess shall be refunded to Borrower.

2.1.5 Interest Comencement. Interest on the Initial Advance shall commence on the date Loan proceeds are initially deposited into an escrow for the benefit of Borrower and regardless of the date they are subsequently disbursed therefrom, provided that the period for which interest accrues prior to release of funds from escrowdoes not exceed one (1) day. Interest on any Reserve Advance shall commence on the date the funds are set aside for the benefit of Borrower notwithstanding the date released to, or for, Borrower.

2.2 Payments.

2.2.1 Periodic Payment Date. Unless sooner accelerated, payments due under the Note until the Maturity Date shall be made on the first (1st) calendarday of each month (each a "Payment Date") commencing on 10-01-2023

2.2.2 Maturity Date. Unless sooner accelerated, the entire unpaid principal balance of this Note plus all accrued and unpaid interest thereon plus all other obligations owed under this Note shall be due and payable on the Maturity Date.

2.2.3 Interest Only Payments. From the interest commencement dates set forth in Section 2.1.5 above, payments shall be made on each Payment Date of all accrued interest due and owing as of such Payment Date, which is currently calculated to be in the sum of $1,411.67 based on the maximum aggregate amount of the Initial Advance and any Reserve Advance. if Borrower prepays part of the outstanding principal balance ofthis Note, or if the outstanding principal balance ofthis Note is reduced by application of any Reserve Advance surplus (as provided in Schedule Aof this Note, if applicable) or for any other reason, Borrower's periodic Interest Pavments shall be changed accordingly.

2.2.4 Balloon Payment. BORROWER ACKNOWLEDGES AND AGREES THAT (1) THE LOAN EVIDENCED BY THIS NOTE IS NOT AN AMORTIZING LOAN: AND(2)THE ENTIRE PRINCIPAL AMOUNTO F THIS NOTE SHALL BE DUE AND PAYABLE ON THE MATURITY DATE OF THIS NOTE.

2.2.5 Prepayment. Borrower may prepay at any time all or part of the outstanding principal balance of this Note without a prepayment fee. If the loan calls for principal payments in installments, all prepayments of principal shall be applied on the most remote principal installment or installments then unpaid

2.2.6 Payment Application. All payments under this Note shall be credited first to charges, fees, costs, and expenses payable by Borrower ("Borrower Fees") under this Note, or in connection with the obligations evidenced by this Note, second to accrued interest then due, thereafter to unpaid principal. For any particular Payment Date, the Lender retains the option to postpone the crediting of payments to Borrower Fees, if and only if the Borrower's payment on such Payment Date, after deducting Borrower Fees, would otherwise be insufficient to pay the accrued interest and unpaid principal due on such Payment Date. If any payment of interest is not made when due, at the option of Lender, such interest payment shall bear interest at the same rate as principal from and after the due date of the interest payment. all payments due under this Note shall be made as provided in Section 2.2.10 below. The receipt of any check or other physical item of payment (a "Payment Item ") by Lender, at its option, either (a) shall be rejected and not considered a payment or (b) shall not be considered a payment until such Payment Item is honored when presented for pavment at the drawee bank or institution, and Lender, at its option, may delay the credit of such payment until such Payment Item is so honored. Upon the occurrence of any Event of Default, the Lender, at its option, shail have the right to apply all payments made under this Note to principal, interest, and other charges, fees, costs and expenses payable by Borrower under this Note or in connection with the Loan in such order and amounts as the Lender may determine in its sole and absolute discretion.

2.2.7 Initial Loan Fee. Concurrently with or prior to the execution of this Note, Borrower shall pay to the Lender an origination fee ("Loan Fee"), as set forth in a final settlement statement or closing disclosure delivered to Borrower. The entire Loan Fee shall be deemed to be fully earned by the Lender as of the interest commencement dates set forth in Section 2.1.5, and no part of the Loan Fee shall be refundable to Borrower, whether or not the principal balance of the Loan is prepaid prior to the Maturity Date subject to the provisions of Exhibit B (if applicable), attached hereto and incorporated herein.

2.2.8 Late Charge. Borrower shall immediately pay a late charge equal to 5.0% of such installment of interest and/or principal toLender to compensate Lender for administrative costs and expenses incurred in connection with such late payment ifany installment of interest and/or principal under this Note is not paid within fifteen (15) days from the date on which it is due. Borrower agrees that the actual damages suffered by Lender because of any late installment payment are extremely difficult and impracticable to ascertain, and the late charge described in this Section represents a reasonable attempt to fix such damages under the circumstances existing at the time this Note is executed. Lender's acceptance of any late charge shall not constitute a waiver of any of the terms of this Note and shall not affect Lender's right to enforce any of its rights and remedies against any Person liable for payment of this Note.

2.2.9 Extension Fee. If Borrower should not pay all obligations outstanding on this Note upon the scheduled Maturity Date, Borrower hereby authorizes Lender, at its sole discretion, to grant extensions ofthe term of this Note beyond such scheduled Maturity Date for up to six (6) months each.

(a) If any such extension is granted, (i) Interest will continue to accrue as specified in this Note; (i) the payments specified in this Note shall be due and owing; (ii) Borrower shall continue to make the payments ofInterest (and Principal if applicable) on the Periodic Payment Date as provided herein until the extended Maturity Date; and (iv) the term "Maturity Date" in this Agreement will be deemed to mean the originally scheduled Maturity Date, plus the cumulative length of any extensions granted pursuant to this section.

(b) As consideration for extending the maturity, Borrower hereby authorizes a charge equal to a maximum of one percent (1.00%) of the current principal loan balance for the first extension granted and an amount in the discretion ofthe Lender for any subsequent extension. This fee, whether for the initial or any subsequent extension, which shall be due and owing at the time of each extension, may be adjusted in amount in the sole and absolute discretion of Lender.

(c) To effect any extension under this section, Lender need only send written notice to Borrower after the original Maturity Date indicating Lender's election to grant an extension and identifying the new Maturity Date.

2.2.10 Method of Payment and Servicing of Loan. Borrower will make all payments under the Note by automatically-debited Automated Clearing House(ACH) from a business-purpose account to be designated by Borrower at closing, and in accordance with the written instructions provided by Lender to Borrower at closing or from time to time thereafter.

3. Default and Remedies

3.1 Events of Default. Lender, at its option, may declare Borrower to be in default under this Agreement and the other Loan Documents upon the occurrence ofany or all ofthe following events (the declaration of such adefault by the Lender shall constitute an "Event of Default"):

3.1.1 Payment or Performance. Borrower fails to pay any payment or perform any obligation due under this Note within ten (10) days of the date due, or to pay the entirety of the amount due hereunder within ten (10) days of the Maturity Date (whether the due date of any such payment is the date expressly set forth herein or is determined by extension, acceleration, or otherwise).

3.1.2 Event of Default. Any Event of Default as defined in the Loan Documents, including any Guaranty.

3.1.3 Breach of Representations or Warranties. Borrower's breach of the representations and warranties in this Note and the other Loan Documents.

3.2 Remedies. Upon the Lender's election to declare Borrower to be in default under the Loan Documents pursuant to Section 3.1 above, Borrower shall be deemed to be in default under the Note, and the Lender shall have the right to do any or all of the following without notice or demand (except as required by law):

3.2.1 Discontinue Release of Funds. Discontinue any Advances or withhold the release of any Advances under the Note.

3.2.2 Acceleration. Declare the entire unpaid balance of principal and all accrued and unpaid interest, costs and expenses then due and payable under this Note to be immediately due and payable, even though the time of maturity as expressed herein shall not have arrived. The Lender may withdraw such amount or any portion thereof via automatic payment or ACH, without notice to the Borrower, as provided in the Automatic Payment Authorization Agreement executed by the Borrower.

3.2.3 Declare Default. Declare a default under any or all of Borrower's obligations under this Note or under the Security Instrument and to proceed in accordance with Lender's rights and remedies under those agreements.

3.2.4 Foreclose. Foreclose upon any security pledged under any applicable pledge or security agreement and any other collateral securing Borrower's obligations. pursuant to any right or remedy permitted by law, including as set forth under the Security Instrument.

3.2.5 Exercise Other Rights. Exercise any other right or remedy contained in any of Borrower's obligations, including as set forth under the Security Instrument or Automatic Payment Authorization Agreement.

3.2.6 Assign. Collect or assign to any other person, individual or entity ("Person") the right to collect any and all rents, profits or proceeds from the property, collection and assignment of which shall not be impaired by any act of Borrower.

3.2.7 Application. Immediately apply as against any and all amounts due and owing under this Note the balance of any Reserve Advance funds, cash or other security then on deposit with the Lender, loan servicer or Trustee held as additional collateral.

3.2.8 Guranty. Make demand on any Guaranty.

3.2.9 Legal Remedies. Exercise any other right or remedy available at law or in equity.

4. Borrower's Representations and Warranties. As a material inducement to the Lender's extension of credit to Borrower in connection with the Loan. Borrower warrants and represents to the Lender as follows:

4.1 Authority to Execute Note. Borrower has the full power and authority to execute, deliverand perform its obligations under this Note, and the execution, delivery and performance of this Note has been duly authorized by al requisite action on the part of Borrower. If Borrower is a corporation, partnership, limited liability company, trust or other entity, the Person or Persons signing the Loan Documents on behalf of Borrower are duly authorized to execute the Note and al other documents necessary to consummate the Loan on behalf of Borrower.

4.2 Valid Obligations. The Note is a legal, valid and binding obligation of Borrower, enforceable in accordance with its terms (except sa enforcement may be limited by equitable principles and by bankruptcy, insolvency, reorganization, moratorium or similar laws relating to creditors' rights generally).

4.3 No Consents Required. No consent of any other Person and no consent, approval, authorization or other action by or filing with any governmental authority not previously obtained by Borrower is required in connection with the execution, delivery and performance of this Note by Borrower.

4.4 Borrower's Name. Borrower has set forth above its full and correct name, and Borrower does not use any othernames or tradenames, except for the trade names disclosed to Lender in writing

4.5 Commercial Loan. Borrower represents and warrants that the proceeds of this loan will be used by Borrower only for business purposes. If Borrower is a natural person. Borrower represents and warrants that Borrower does not intend to, and will not. occupy or resideon the Property oslong asthe Loan remains outstanding. If Borrower is a legal entity, Borrower represents and warrants that no person affiliated with Borrower intends to or will occupy or reside on the Property so long as the Loan remains outstanding.

4.6 Borrower's Warranties. Borrower's warranties and representations set forth in this Section 4 shall be true and correct and deemed made at the time of execution of this Note and as of the date of each Advance, shall survive the closing of the Loan, and shall remain true and correct as of the date on which such warranties and representations are given.

4.7 Truth of Loan Application Documents. Borrower certifies that the information Borrower (or Borrower's agents) provided to Lender in connection with Borrower's loan application was true, correct and complete at the time it was provided and remains true, correct and complete as of the date of execution of this Note.

5. Waivers.(a) Waive presentment, demand for payment, protest, notice of demand, dishonor, protest, and nonpayment, and all other notices and demands in connection with the delivery, acceptance, performance, default under, and enforcement of this Note. (b) Waive the right to assert any statute of limitations as a defense to the enforcement of this Note to the fullest extent permitted by law. (c) Waive the benefits of any applicable law, regulation, or procedure which provides, in substance, that where cross demands for money exist between parties at any point in time when neither demand is barred by the applicable statute of limitations, and an action is thereafter commenced by one such party, the other party may assert the defense of payment, in that the two demands are compensated so far as they equal each other, notwithstanding that an independent action asserting the claim would, at the time of filing the response, be barred by the applicable statute of limitations. (d) Consent to all extensions and renewals of the time of payment of this Note and to all modifications of this Note by the Lender and Borrower without notice to and without in any way affecting the liability of any person for payment of this Note. (e) Consent to any forbearance by the Lender and to the release, addition, and substitution of any person liable for payment of this Note and of any or all of the security for this Note without notice to and without in any way affecting the liability of any person for payment of this Note.

6. Attorney Fees, Collection Costs and Impositions.Borrower agrees to pay all costs, expenses, charges, consultants' fees, expert witness fees, trustee's fees, foreclosure costs, costs of litigation or alternative dispute resolution proceeding, including, without limitation, those incurred preliminarily to the institution of any legal action or judicial or non-judicial proceeding, or in order to quantify or obtain recovery of the amount of such recoverable attorney's fees, costs, or expenses, or in connection with any appearing from any such action or proceeding), discovery costs and expenses, and attorney fees ("Collection Costs") paid or incurred by Lender, or adjudged by a court, arbitrator, or other tribunal in connection with: (a) the interpretation, collection, or enforcement of this Note (including, without limitation, costs incurred in seeking collection of rents owing from any tenant of the Property), whether or not suit is filed; (b) representing Lender in any bankruptcy, reorganization, receivership, or other proceedings affecting creditors' rights and involving a claim under this Note or the Security Instrument; (c) actions taken to protect the lien of the Security Instrument or Lender's interests in the Property as Lender; (d) actions taken to enforce any provision of this Note or the Security Instrument; and (e) in defense of any claims brought by Borrower arising from the rights and obligations of the parties under the Loan Documents. Borrower shall be obligated to pay all such Collection Costs, which shall be additional obligations of Borrower hereunder payable on demand, and shall bear interest at the Default Rate from the date of such demand until paid in full. Borrower shall also be obligated to pay for any and all incurred Imposition (as defined in the Security Instrument) costs, and such obligation shall be payable upon demand. The amount of such Impositions shall be included in the Borrower's principal balance and shall bear interest at the same rate as principal from and after the date of payment of the Imposition by the Lender.

7. Notice.Any notice required to be provided in this Note shall be given in writing and shall be sent: (a) for personal delivery by a delivery service that provides a record of the date of delivery, the individual to whom delivery was made, and the address where delivery was made; (b) by first-class certified United States mail, postage prepaid, return receipt requested; (c) by a nationally recognized overnight courier service, marked for next-day business delivery; or (d) by electronic transmission. All notices shall be addressed to the party to whom such notice is to be given at the following address:

Lender Address: Kiavi Funding, Inc., c/o Loan Servicing. 2 Allegheny Center, Nova Tower ,2 Suite 200, Pittsburgh, PA 15212
Lender Email: servicing/@kiavi.com
Borrower Address: 20 W 22ND ST #1411, NEW YORK, NY, 10010, USA
Borrower Email: y@landa.app

or to such other address as aparty may designate by written notice to the other. All notices shall be deemed effective on the earliest of (a) actual receipt; (b) rejection of delivery, if delivery is attempted by personal service, mail or messenger; (c) if sent by certified mail, the third day on which regular United States mail delivery service is provided after the day ofmailing or, if sent by overnight delivery service, on the next day on which such service makes next-business-day deliveries after the day of sending; (d) if sent via email, upon electronic delivery unless thereafter there is electronic notice of tailed electronic delivery.

8. Applicable Law; Jurisdiction; Venue.The Loan Documents shall be governed by the state law selected in the Security Instrument, and Borrower hereby submits to the exclusive jurisdiction and venue of the Courts specified in the security instrument for any and all claims described there.

9. Time Is of the Essence.Time is of the essence with respect to al obligations of Borrower under this Note.

10. Multiple Interests of Lender.In the event that multiple parties are named as Lender or Beneficiary, or multiple parties hold beneficial interests in this Note or the Security Instrument, a vote of 51% or greater of the beneficial interests will be considered the majority necessary for any decision or action of Lender or Beneficiary under the terms of this Note and the Security Instrument.

11. Entire Agreement.This Note, the Security Instrument (and any and all riders), the Guaranty, and any other Loan Document contain the entire agreement concerning the subject matter of the Loan Documents and supersede all prior and contemporaneous negotiations, agreements, statements, understandings, terms, conditions, representations, and warranties, whether oral or written, by and among the Lender, Borrower, and Guarantors concerning the Loan which is the subject matter of the Loan Documents.

12. No Modifications or Amendments; No Waiver.Except as specified herein, no modification, amendment, change, or waiver of any provision of this Note ("Change or Waiver") shall be valid, binding, or effective unless it is in writing and signed by the party against whom enforcement of such Change or Waiver is sought. Additionally, a waiver of any provision in one event shall not be construed as a waiver of any other provision at any time, as a continuing waiver, or as a waiver of such provision on a subsequent event.

13. Lender's Acceptance of Payment, Extensions of Time or Forbearance Not a Waiver.The acceptance by Lender, loan servicer, or the Trustee of any payment, partial or otherwise, made hereunder, whether paid on or after the time that such payment becomes due as herein set forth, will not establish a custom or constitute a waiver of any of Lender's rights to enforce prompt payment or to enforce any of Lender's rights or any of the obligations of Borrower or any guarantor or endorser set forth in this Note or the Security Instrument, or otherwise provided at law or in equity. Any extension of time granted or tolerated by Lender with respect to any payment due hereunder or other forbearance with respect to the performance of any other term, provision, covenant, or agreement of this Note or the Security Instrument, or the taking or releasing of security or collateral for the payment of this Note, or in exercising or failing to exercise any right or power under this Note or the Security Instrument, shall not in any way release or affect the liability of Borrower, or any guarantor or endorser hereof, or any other party obligated to make any payment or render any performance hereunder. If Lender delays in exercising or fails to exercise any of its rights under this Note or the Security Instrument, that delay or failure shall not constitute a waiver of any Lender rights or of any breach, default, or failure of condition hereunder or thereunder. No waiver by Lender of any of its rights or of any such breach, default, or failure of condition shall be effective, unless the waiver is expressly stated in a writing signed by Lender.

14. Remedies Cumulative.All of Lender's rights and remedies under this Note shall be cumulative. Any failure of Lender to exercise any right or remedy under this Note or under any of the loan documents executed by Borrower shall not be construed as a waiver of the right to exercise the same or any other right or remedy at any time and from time to time, thereafter.

15. Severability.If any provision of the Loan Documents shall be held by any court of competent jurisdiction to be unlawful, voidable, void, or unenforceable for any reason, such provision shall be deemed to be severable from and shall in no way affect the validity or enforceability of the remaining provisions of the Loan Documents.

16. Interpretation.Whenever the context of this Note reasonably requires, all words used in the singular shall be deemed to have been used in the plural, and the neuter gender shall be deemed to include the masculine and feminine gender, and vice versa. The headings to sections of this Note are for convenient reference only and shall not be used in interpreting this Note. For purposes of this Note: (a) the term "including" shall be deemed to mean "including without limitation"; (b) the term "document" shall be deemed to include all written contracts, commitments, agreements, and instruments; and (c) the term "discretion," when applied to any determination, consent, or approval right by the Lender, shall be deemed to mean the Lender's sole but good-faith business judgment.

17. Assignment.This Note inures to and binds the heirs, legal representatives, successors, and assigns of Borrower and Lender; provided, however, that Borrower may not assign this Note or any proceeds of it or assign or delegate any of its rights or obligations without Lender's prior written consent in each instance. Lender, in its sole discretion, may transfer this Note and may sell or assign participations or other interests in all or any part of this Note and/or designate any other person as the holder hereof, all without notice to or the consent of Borrower.

18. Successors and Assigns.Whenever used herein, the terms "Lender" and "Borrower" shall be deemed to include their respective heirs, personal representatives, and permitted successors and assigns.

19. Cooperation.Borrower acknowledges that Lender and its successors and assigns may: (a) Sell, transfer, pledge, or assign the Security Instrument, the Note, and other Loan Documents to one or more investors in a whole loan, in a rated or unrated public offering, or private placement; (b) Participate in the Loan secured by this Mortgage to one or more investors in a rated or unrated public offering or private placement; (c) Deposit the Security Instrument, the Note, and other Loan Documents with a trust, which trust may sell certificates to investors, evidencing an ownership interest in the trust assets, in a rated or unrated public offering or private placement; (d) Otherwise sell or pledge the Loan or interest therein to investors in a rated or unrated public offering or private placement. (The transactions referred to in clauses (a)-(d) are hereinafter referred to as "Secondary Market Transactions.") Borrower shall, at Lender's expense, cooperate in good faith with Lender in effecting any such Secondary Market Transactions and shall cooperate in good faith to implement all requirements reasonably imposed by the participants involved in any Secondary Market Transactions (including, without limitation, a rating agency and/or an institutional purchaser, participant, or investor). This cooperation includes, without limitation: - All structural or other changes to the Loan, - Modifications to any documents evidencing or securing the Loan, - Delivery of opinions of counsel acceptable to the rating agency or such other purchasers, pledgees, participants, or investors, - Addressing such matters as the rating agency or such other purchasers, participants, or investors may require. Provided, however, that Borrower shall not be required to modify any documents evidencing or securing the Loan that would modify: (i) The interest rate payable under the Note, (ii) The stated maturity of the Note, (iii) The amortization of principal of the Note, or (iv) Any other material terms or covenants of the Loan. Borrower shall provide such information and documents relating to Borrower, the Property, the Leases, and any lessees as Lender or the rating agency or such other purchasers, pledgees, participants, or investors may reasonably request in connection with a Secondary Market Transaction. Lender shall have the right to provide to the rating agency or prospective purchasers, participants, or investors any information in its possession, including, without limitation, financial statements relating to Borrower, the Property, and any lessee. Borrower acknowledges that certain information regarding the Loan and the parties thereto and the Property may be included in a private placement memorandum, prospectus, or other disclosure documents.

20. Loss, Theft, Destruction or Mutilation of Note.In the event of the loss, theft, or destruction of this Note, upon Borrower's receipt of a reasonably satisfactory indemnification agreement executed in favor of Borrower by the party who held this Note immediately prior to its loss, theft, or destruction, or in the event of the mutilation of this Note, upon Lender's surrender to Borrower of the mutilated Note, Borrower shall execute and deliver to such party or Lender, as the case may be, a new promissory note in a form and content identical to this Note in lieu of the lost, stolen, destroyed, or mutilated Note.


Joint and Several Liability.

20.1 Joint and Several. Each person or party comprising Borrower shall be jointly and severally liable for the obligations of Borrower hereunder. If Borrower consists of more than one person, the occurrence of any Default or Event of Default with respect to any one or more of such persons shall constitute a Default or Event of Default, as applicable, and (in the case of an Event of Default) entitle the Lender to exercise its rights and remedies as provided above.

20.2 Married Individuals. Each Borrower who is a married person agrees that the Lender shall have the right to recourse against his or her community property and separate property for any or all obligations to the fullest extent permitted by law.

Waiver of Right to Jury Trial. Borrower irrevocably waives all rights to a jury trial in any action, suit, proceeding, or counterclaim of any kind directly or indirectly arising out of or in any way relating to this Note or any of the other Loan Documents, any or all of the real and personal property collateral securing this Note. The jury trial waiver contained in this section is intended to apply, to the fullest extent permitted by law, to any and all disputes and controversies that arise out of or in any way related to any or all of the matters described in the immediately preceding sentence, including, without limitation, contract claims, tort claims, and all other common law and statutory claims of any kind. This Note may be filed with any court of competent jurisdiction as Borrower's written consent to Borrower's waiver of a jury trial.

State Specific Provisions. State specific provisions are outlined on Exhibit A(if applicable), attached here to and incorporated herein



IN WITNESS WHEREOF, Borrower has executed this Promissory Note Secured by the Security Instrument effective as of the date first written above.

BORROWER. Landa App LLC - 6710 Sunset Hills Boulevard Rex GA LLC. A Delaware Limited Liability Company


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By: Landa Holdings, Inc.
By: Yishai Cohen, CEO & President




PROMISSORY NOTE
PROMISSORY NOTE EXHIBIT "A"
GEORGIA SPECIFIC PROVISIONS


Section 23.1 Inconsistencies. In the event of any inconsistencies between the terms and conditions of this Section 23 and the other provisions of this Note, the terms and conditions of this Section 23 shall control and be binding.

Section 23.2 Security Deed. All references herein to "Deed of Trust" are hereby replaced with "Deed to Secure Debt" or "Security Deed," as the case may be. All references to "trustor" contained herein are hereby replaced with "grantor," and all references to "beneficiary" contained herein are hereby replaced with "grantee."

Section 23.3 Attorney's Fees. Whenever reference is made herein to "attorney's fees," "reasonable attorney's fees," or words of similar import, such reference shall mean attorney fees computed based upon the attorney's normal hourly rates and the amount of time expended, and not the statutory attorney's fees provided by O.C.G.A. 13-1-11.


IN WITNESS WHEREOF, Borrower has caused this instrument to be executed as of the date indicated on the Promissory Note Secured by the Security Instrument.

BORROWER: Landa App LLC - 6710 Sunset Hills Boulevard Rex GA LC, A Delaware Limited Liability Company



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By: Landa Holdings, Inc.
By: Yishai Cohen, CEO & President