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FRANKLIN SAVINGS BANK

MORTGAGE, SECURITY AGREEMENT
AND FINANCING STATEMENT

COVERED MARINA, LLC, a Texas limited liability company with a mailing address of
209 Sandbar Road, Windham, Maine 04062 (hereina?er referred to as ?Grantor?) for consideration
paid, the receipt whereof it does hereby acknowledge, does grant to FRANKLIN SAVINGS
BANK, a Maine banking corporation with a place of business in Farrnington, Maine and a mailing
address of 209 Main Street, PO. Box 825, Farmington, Maine 04938-0825 (hereinafter referred to
as ?Grantee? WITH MORTGAGE COVENANTS, certain real estate with the improvements
thereon, or hereafter located thereon, including all easements and appurtenances in the Town of
Windham, County of Cumberland, State of Maine, as more particularly described on
A attached hereto and incorporated herein by reference (hereinafter
referred to as the ?Premises?).

Also conveying and granting hereby as part of the property mortgaged hereunder, all the
following articles now or hereafter on the Premises, or used in connection therewith and belonging
to Grantor hereunder: all plumbing, heating, lighting, refrigerating, ventilating and air conditioning
apparatus and equipment, garbage incinerators and receptacles, washing machines, stoves,
re??igerators, dishwashers, microwave ovens, trash compactors, phone systems, incinerators,
elevators and elevator machinery, boilers, tanks, motor, sprinkler and ?re extinguishing systems,
alarm systems, communication systems, screens, awnings, screen doors, storm and other
detachable windows and doors, mantels, built-in cases, counters, trees, hardy shrubs and perennial
?owers, and all other equipment, machinery, furniture and furnishings, ?xtures and all articles of
personal property now or hereafter owned by Grantor, and now or hereafter af?xed to, placed upon
or used in connection with the operation of the Premises, including buildings, improvements, and
all additions, substitutions, and replacements to the above described property. There is also
transferred hereby all building materials and supplies and all other tangible personal property
intended for the construction and renovation of buildings and other improvements on said
Premises, now or hereafter owned by Grantor, and now af?xed or to be af?xed, and whether now
or hereafter located upon the Premises. If the lien of this mortgage and security agreement on any
?xtures or personal property be subject to a conditional sales agreement or chattel mortgage
covering such property, then in the event of any default hereunder all the right, title and interest of
the Grantor in and to any and all deposits made thereon or therefor are hereby assigned to Grantee,
together with the bene?t of any payments now or hereafter made thereon. There are also
transferred, set over and assigned to Grantee, its successors and assigns, hereby, all conditional
sales agreements, leases, and use agreements of machinery, equipment and other personal property
of Grantor in the categories hereinabove set forth under which Grantor is the owner, or is entitled to
use, and Grantor agrees to execute and deliver to Grantee speci?c separate assignments of such

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leases and agreements when requested by Grantee; and nothing herein shall obligate Grantee to
perform any obligations of Grantor under said leases or agreements unless it so chooses, which

obligations Grantor hereby covenants and agrees to well and punctually perform.

As further security for payment of the indebtedness and performance of the obligations,

covenants and agreements secured hereby, Grantor hereby transfers, sets over and assigns to
Grantee:

A.

All leases, sub-leases and tenancies of the Premises, or any portions thereof, whether
written or oral, including all rents, pro?ts, revenues, royalties, bonuses, rights and bene?ts,
now or hereafter created, with the right to receive and apply the same to said indebtedness,
and Grantee may demand, sue for and recover such payments, but shall not be required to
do so; it being understood by Grantor that this assignment constitutes a present
unconditional assignment and not an assignment for additional security only. To carry out
the foregoing, Grantor agrees:

1. to execute and deliver to Grantee such assignment of leases and rents applicable to
the Premises as the Grantee may from time to time request, while this Mortgage and
the debt seemed hereby are outstanding, which assignments shall be on terms
satisfactory to Grantee, and further,

2. not to cancel, accept a surrender of, reduce the rentals under, anticipate any rentals
under, or modify any such leases or tenancies, or consent to an assignment or
subletting thereof, outside of Grantor?s normal course of business, in whole or in
part, without Grantee?s written consent. Nothing herein shall obligate the Grantee
to perform the duties of the Grantor as landlord or lessor under any such leases or
tenancies, which duties Grantor hereby covenants and agrees to well and punctually
perform.

All judgments, awards of damages and settlements hereafter payable to Grantor as a result
or in lieu of any taking of the Premises or any interest thereon or part thereof under the
power of eminent domain, or for any damage (whether caused by such taking or otherwise)
to the Premises or the improvements thereon or any part thereof, including any award for
change of grade of streets. Grantee may apply all such sums or any part thereof so
received on the indebtedness secured hereby in such manner as it elects or, at its option, the
entire amount or any part thereof so received may be released. Grantor hereby irrevocably
authorizes and appoints Grantee its attorney-in-fact to collect and receive any such
judgments, awards and settlements from the authorities or entities making the same, to
appear in any proceeding therefor, to give receipts and acquittances therefor, and to apply
the same to payment on account of the debt secured hereby, whether then matured or not;
and the Grantor will execute and deliver to the Grantee on demand such assignments and
other instruments as the Grantee may require for said purposes and will reimburse the
Grantee for its cost (including reasonable counsel fees) in the collection of such judgments
and settlements.

All proceeds of, and any unearned premiums on, any insurance policies of Grantor
covering the Premises, including without limitation, the right to receive and apply the

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proceeds of any insurance, judgments or settlements made in lieu thereof, for damage to the
Premises.

D. The right, in the name and on behalf of the Grantor, to appear in and defend any action or
proceeding brought with respect to the Premises and to commence any action or proceeding
to protect the interest of Grantee in the Premises.

E. All other property or collateral of any nature whatsoever, now or hereafter acquired by
Grantor relating to the operation of the Premises, including without limitation, property
management agreements now or hereafter entered into with any person or entity providing
management services to the Premises, service contracts, common area agreements,
licenses, permits, construction warranties and other contracts, agreements and instruments
relating to the Premises (including without limitation, agreements pursuant to which
Grantor acquired any of the Premises, and including any security or indemnities given in
connection therewith), security deposits, royalties, refunds, expense reimbursements,
reserve or escrow deposits or accounts related to the Premises or any leases and tenancies
and all documents relating to each of the foregoing.

F. All of Grantor?s right, title and interest under any contracts or agreements relating in any
way to the operation, management, construction, marketing and/or sale or lease of the
Premises, or any improvements thereon, including without limitation all construction
contracts and subcontracts, design contracts, brokerage listing contracts, and all other
contracts and agreements between Grantor and any of Grantor?s general contractors,
subcontractors, architects, engineers, brokers, property management ?rms, consultants,
material providers or other parties providing any goods or services in connection with any
construction upon all or any portion of the Premises, together with all plans, speci?cations,
drawings, surveys, engineering and all other site reports, studies, assessments and
marketing materials related to the Premises, or to any portion thereof, and all governmental
permits, licenses, orders and approvals of whatever nature, related in any way to all or any
portion of the Premises whether received by Grantor or applied for and not yet received or
not yet applied for, together with all pro?ts, proceeds, payments, sums of money and
accounts, including without limitation, accounts receivable, contract rights, intangibles,
notes, drafts, acceptances, and all other evidences of receivables, and all rights of Grantor,
now or hereafter acquired or earned by Grantor, under contracts for the lease of any
interests in any portion of the Premises, together with all contracts, agreements, contract
rights and general intangibles related thereto now or hereafter acquired by Grantor as
aforesaid, provided that nothing contained herein shall obligate Grantee to perform any
obligations of Grantor under any such contracts, agreements, permits, licenses, orders or
approvals, all of which the Grantor hereby agrees to well and punctually perform.

Receipt of rents, awards, and any other monies or evidences thereof, pursuant to the
provisions of the foregoing paragraphs A, B, C, and above, or pursuant to any other terms or
provisions of this Mortgage, and any disposition of the same by Grantee shall not constitute a
waiver of the right of foreclosure by Grantee in the event of default or failure of performance by
Grantor hereunder, whether such receipt or disposition shall occur before or alter the
commencement of such foreclosure.

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This Mortgage, Security Agreement and Financing Statement, as it may be affected by any
amendments, substitutions, partial releases or supplemental mortgages hereafter executed or
accepted by Grantee, is hereinafter referred to as the ?Mortgage.?

TO HAVE AND TO HOLD the afore granted and bargained Premises, with all the
privileges and appurtenances thereof, to Grantee, its successors and assigns, to its and their use and
behoof forever;

PROVIDED NEVERTHELESS, that if Grantor pays Grantee the sum of THREE
MILLION FIVE HUNDRED FORTY THOUSAND DOLLARS with interest
thereon, in accordance with all of the terms and conditions of a certain promissory note of even
date signed and given by Grantor to Grantee, in the amount of Three Million Five Hundred Forty
Thousand Dollars as the same may be renewed, extended and modi?ed from time
to time (the ?Note?), and shall repay according to the terms thereof all debts and obligations
created simultaneously herewith due the Grantee by the Grantor and until such payment performs
all of Grantor?s obligations, covenants and agreements contained herein and contained in the Note,
and contained in any other agreements executed between the parties hereto relating to the Note and
the obligations evidenced by the Note, then this Mortgage, and also the Note, shall be void,
otherwise shall remain in full force and effect. Upon breach of any covenant or agreement herein,
or herein referred to, or contained in any evidence of indebtedness above described, the Grantee, its
successors and assigns, may declare all indebtedness secured by this Mortgage due and payable at
once regardless of the terms of any such indebtedness not then in default.

Grantor covenants and agrees with Grantee as follows:

1. Warranty of Title. Grantor is lawfully seized of an indefeasible estate in fee simple, free
from encumbrances except as may speci?cally be noted on Schedule to a lender?s title
insurance commitment previously delivered to and approved in writing by Grantee, and has
good right and power to convey the Premises to Grantee to hold as aforesaid and that
Grantor shall and will warrant and defend the same to Grantee, its successors and assigns
forever, against the claims and demands of all persons except as aforesaid.

2. Performance of Obligations. Grantor shall perform, or cause to be performed, in a
punctual manner, all of the terms, conditions and agreements contained in a loan
commitment letter from Grantee dated March 21 2017, as the same may be amended, from
Grantee to Grantor, in the Note, in this Mortgage and in any and all security or loan
documents related to the indebtedness secured hereby.

 

3. Payment of Taxes and Other Charges.

a. Grantor shall pay when due all sums secured hereby, and all taxes and assessments
of every type or nature levied or assessed against Grantor and any claim, lien or
encumbrance against the Premises which may be or become due prior to this
Mortgage.

b. Grantor shall, upon written request therefor by Grantee to Grantor, which request
may be withdrawn and remade from time to time at the discretion of Grantee after

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default in payment by the Grantor on the date when due, pay to Grantee on a
basis as hereafter set forth a sum equal to the governmental real estate
taxes and other real property assessments next due on the real property described in
this Mortgage and all premiums next due for ?re and other casualty insurance
required of Grantor hereunder, less all sums already paid therefor, divided by the
number of months to elapse not less than one (1) month prior to the date when said
taxes and assessments will become delinquent and when such premiums will
become due. Such sums as estimated by Grantee shall be paid with 
payments due pursuant to the terms of the indebtedness secured by this Mortgage
and such sums shall be held without interest by Grantee to pay said taxes,
assessments and premiums before the same become delinquent. Grantor agrees
that should there be insuf?cient fUI'ldS so deposited with Grantee for said taxes,
assessments and premiums when due, it will upon demand by Grantee pay
to Grantee amounts necessary to make such payments in full. Any surplus funds
may be applied toward the payment of the indebtedness secured by this Mortgage or
credited toward future such taxes, assessments and premiums. If Grantee shall
have commenced foreclosure proceedings, the Grantee may apply such funds
toward the payment of the mortgage indebtedness without causing thereby a waiver
of any right, statutory or otherwise, and speci?cally such application shall not
constitute a waiver of the right of foreclosure hereunder. Grantor hereby assigns to
Grantee all of the foregoing sums so held hereunder for such purposes.

Leases and Tenancies. Grantor shall submit to the Grantee for Grantee?s examination and
approval in writing prior to the execution, delivery and commencement thereof, all leases,
tenancies and occupancies of the Premises mortgaged hereby and any part thereof; any
such leases, tenancies and occupancies, not so approved, shall not be valid; and Grantor at
its cost and expense, upon request of Grantee, shall cause any parties in possession of the
premises under any such leases, tenancies and occupancies, not so approved, to vacate the
premises immediately; and Grantor acknowledges that Grantee may from time to time at its
option enter upon the Premises and take any other action in court or otherwise to cause such
parties to vacate the Premises; the costs and expenses of Grantee in so doing shall be paid
by Grantor to Grantee on demand thereof and shall be part of the obligations secured by this
Mortgage as costs and expenses incurred to preserve and protect the security; such rights of
Grantee shall be in addition to all its other rights as mortgagee, including the right of
foreclosure, for breach by Grantor in the requirements of this paragraph.

Insurance. Grantor shall keep the Premises insured against loss or damage by ?re, the
perils against which insurance is afforded by the Extended Coverage Endorsement, and
such other risks and perils as Grantee in its discretion may require from time to time,
including, without limitation, insurance against ?ood damage and business interruption.
The policy or policies of such insurance shall be in such form, shall contain such terms and
provisions, and shall be in such amounts as Grantee may require, shall be issued by a
company or companies approved by Grantee, and shall name Grantee as mortgagee with
loss payable to Grantee, and shall, at the request of Grantee, provide for payment of the full
replacement value of the Premises in lieu of a speci?ed sum, which replacement value
insurance shall be in an amount at all times suf?cient to keep Grantor from becoming a
co-insurer, which may be evidenced by any agreed amount or similar af?rmative statement

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from any insurer. Such policy or policies of insurance shall be delivered to Grantee by
Grantor. Grantor shall also maintain comprehensive general public liability insurance for
personal injury and property damage, with contractual liability endorsement, in such
amounts as Grantee may reasonably require from time to time; Grantor shall deliver the
policies providing such public liability insurance for personal injury and property damage
to the Grantee to be held by the Grantee, except that certi?cates of insurance addressed to
the Grantee, satisfactory in form and content to Grantee, evidencing such public liability
insurance for personal injury and property damage may be delivered to the Grantee in lieu
of the policies therefor, provided that a copy of the underlying policy is also delivered to the
Grantee; the policies for such public liability, personal injury and property damage
insurance shall name Grantee as an additional insured and shall be carried with such
companies and shall contain such other terms and conditions as shall be satisfactory to
Grantee, including an obligation upon any such insurer to notify Grantee of any
cancellation of any such insurance coverage in advance thereof. Any and all amounts
received by Grantee as payee under any of such policies may be applied by Grantee to the
indebtedness secured hereby in such manner as Grantee may, in its sole discretion, elect, or,
at the option of Grantee, the entire amount so received or any part thereof may be released
to Grantor. Any amounts received by Grantee if not in default shall be returned to Grantor
to rebuild/construct damage subject to Grantee?s standard construction loan procedures.
Upon foreclosure of this Mortgage or other acquisition of the Premises or any part thereof
by Grantee, such policies naming Grantee as payee shall become the absolute property of
Grantee, but receipt of any insurance proceeds and any disposition of the same by Grantee
shall not constitute a waiver of any rights of Grantee, statutory or otherwise, and
speci?cally shall not constitute a waiver of the right of foreclosure by Grantee in the event
of default or failure of performance by Grantor of any covenant or agreement contained
herein or in any note secured hereby.

No Changes to Premises. Grantor shall maintain and preserve the parking areas, common
areas, passageways and drives, now or hereafter existing on the Premises, and, without the
prior written consent of Grantee, no building or other structure shall be erected thereon and
no new buildings or additions to existing buildings shall be erected on the remainder of the
Premises.

Condemnation. Grantor shall notify Grantee of any act or occurrence of any
kind or nature that results in damage, loss or destruction to the Premises (a ?Casualty?) or
any taking of title to, use of, or any other interest in the Premises under the exercise of the
power of condemnation or eminent domain, by any governmental agency (a
?Condemnation?) or threatened Condemnation. Grantee is authorized, at its sole and
absolute option, to commence, appear in and prosecute, in its own or Grantor?s name, any
action or proceeding relating to any Condemnation or Casualty, and to make proof of loss
for and to settle or compromise any claim in connection therewith. In such case, Grantee
shall have the right to receive all Condemnation awards and insurance proceeds, and may
deduct therefrom all of its expenses incurred in connection therewith. However, so long
as no default has occurred and Grantor is diligently pursuing its rights and remedies with
respect to a claim, Grantee will obtain Grantor?s written consent (which consent shall not
be unreasonably withheld or delayed) before making proof of loss for or settling or
compromising such claim. Grantor agrees to diligently assert its rights and remedies with

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respect to each claim and to pursue the settlement and compromise of each claim
subject to Grantee?s approval, which approval shall not be unreasonably withheld or
delayed. If, prior to the receipt by Grantee of any Condemnation award or insurance
proceeds, the Premises shall have been sold pursuant to the provisions of the Mortgage,
Grantee shall have the right to receive such ?mds to the extent of any de?ciency found
to be due upon such sale with interest thereon (whether or not a de?ciency judgment on the
Mortgage shall have been sought or recovered or denied), and to the extent necessary to
reimburse Grantee for its Expenses. If any Condemnation awards or insurance proceeds
are paid to Grantor, Grantor shall receive the same in trust for Grantee. Within ten (10)
days after Grantor?s receipt of any Condemnation awards or insurance proceeds, Grantor
shall deliver such awards or proceeds to Grantee in the form in which they were received,
together with any endorsements or documents that may be necessary to effectively
negotiate or transfer the same to Grantee. Grantor agrees to execute and deliver from time
to time, upon the request of Grantee, such further instruments or documents as may be
requested by Grantee to con?rm the grant and assignment to Grantee of any Condemnation
awards or insurance proceeds.

Maintenance of Premises. After completion of any construction approved by Grantee,
Grantor shall not remove or demolish nor alter the design or structural character of any
building now or hereafter erected upon the Premises unless the Grantee shall ?rst consent
thereto in writing; shall maintain the Premises in good and safe condition and repair; (0)
shall not commit or suffer waste thereof; shall comply with all laws, ordinances,
regulations, covenants, conditions and restrictions affecting the Premises and will not
suffer or permit any violation thereof. Grantor shall repair, replace or rebuild
any part of the Premises which may be destroyed by any casualty, become damaged, worn
or dilapidated or which may be affected by any Condemnation, and shall also complete and
pay for any structure at any time in the process of construction or repair on the Premises.
Unless Grantee otherwise consents in writing, Grantor shall not initiate, join in, acquiesce
in or consent to any change in any private restrictive covenant, replat, easement, zoning law
or other public or private restriction, limiting or de?ning the uses which may be made of the
Premises or any part thereof. If under applicable zoning provisions the use of all or any
portion of the Premises is or shall become a nonconforming use, Grantor will not cause or
permit such nonconforming use to be discontinued or abandoned without the express
written consent of Grantee. In addition, Grantor shall use and continuously operate and
permit the use and continuous operation of the Premises and the improvements thereon as
provided for in Grantor?s original loan application to Grantee.

Estoppel Certi?cates and No Default Af?davits. After request by Grantee, Grantor shall
within ten (10) business days furnish Grantee with a statement, duly acknowledged and
certi?ed by Grantor, setting forth: the original principal amount of the Note; (ii) the
unpaid principal amount of the Note; the rate of interest of the Note; (iv) the date
installments of interest and/or principal were last paid; any offsets or defenses to the
payment of the indebtedness secured hereby, if any; and (vi) that the Note, this Mortgage
and other security documents securing the Note are valid, legal and binding obligations and
have not been modi?ed, or if modi?ed, giving particulars of such modi?cation.

IO.

11.

12.

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Compliance With Law. If at any time the then existing use or occupancy of the Premises
shall, pursuant to any zoning or other law, ordinance or regulation, whether local, state or
federal, be permitted only so long as such use or occupancy shall continue, then Grantor
shall not cause or permit such use or occupancy to be discontinued without the prior written
consent of the Grantee. Further, Grantor agrees to truly and faithfully perform all
obligations or conditions af?rmative in nature which have been placed upon Grantor by
any local, state or federal law or regulation.

Books and Records; Reporting Requirements. Grantor shall maintain full and accurate
records and books of account in accordance with generally accepted accounting principles
consistently applied, showing in detail the earnings and expenses of Grantor, and of the
Premises and personal prOperty collateral and shall permit Grantee to examine the Premises
and personal property collateral and said books and records and all supporting vouchers
and data any time and from time to time upon request; and Grantor hereby agrees to furnish
to Grantee annual ?nancial statements in such form as Grantee may require, together with
such further ?nancial and other information relating to the Grantor and the Premises and
personal property collateral as more speci?cally set forth in the Promissory Note.

Further Acts Etc. Grantor will, at the cost of Grantor, and without expense to Grantee, do,
execute, acknowledge and deliver all and every such further acts, deeds, conveyances,
mortgages, assignments, notices of assignment, transfers and assurances as Grantee shall,
from time to time, require for the better assuring, conveying, assigning, transferring and
con?rming unto Grantee the property and rights hereby mortgaged, given, granted,
conveyed, con?rmed, assigned and hypothecated or intended now or hereafter so to be, or
which Grantor may be or may hereafter become bound to conveyor assign to Grantee, or
for carrying out the intent of or facilitating the performance of the terms of this Mortgage or
for ?ling, registering or recording this Mortgage. Grantor, on demand, will execute and
deliver and hereby authorizes Grantee to execute in the name of Grantor or without the
signature of Grantor to the extent Grantee may lawfully do so, one or more ?nancing
statements, chattel mortgages or other instruments, to evidence or perfect more effectively
the security interest of Grantee in the Premises in all non-real estate collateral described
herein. Grantor grants to Grantee an irrevocable power of attorney coupled with an
interest for the purpose of exercising and perfecting any and all rights and remedies
available to Grantee under the Note, this Mortgage, and any other security documents
relating to the Note, at law or in equity, including without limitation the rights and remedies
described in this paragraph.

 

Grantee?s Rights to Perform. If Grantor fails to defend against or pay any claim, lien or
encumbrance which is alleged to be prior to this Mortgage, or when due, any tax or
assessment or insurance premium, or to keep the Premises in repair, or shall commit or
permit waste, or if there be commenced any action or proceeding affecting the Premises or
the title thereto, then Grantee may, at its option, pay said claim, lien, encumbrance, tax,
assessment or premium, with right of subrogation thereunder, may procure such abstracts
or other evidence of title as it deems necessary, may make such repairs and take such steps
as it deems advisable to prevent or cure such waste, and may appear in any such action or
proceeding and retain counsel therein, and take such action therein as Grantee deems
advisable, and for any of said purposes Grantee may advance such sums of money as it

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deems necessary. Grantee shall have no responsibility with respect to the legality, validity
and priority of any such claim, lien, encumbrance, tax, assessment and premium, and of the
amount necessary to be paid in satisfaction thereof. Grantor shall pay to Grantee,
immediately and without demand, all sums of money advanced by Grantee pursuant to this
paragraph, and all fees and charges (including reasonable attomey?s fees), together with
interest on each such advance at the default rate set forth in the Note.

Default Remedies. Upon default in the payment when due of any indebtedness secured
hereby not cured within any applicable cure period, or in the performance of any of
Grantor?s obligations, covenants or agreements hereunder, or in the Note or other evidence
of indebtedness, or any other loan document relating to the indebtedness secured hereby, or
any other security documents, or at any time thereafter not cured within any applicable cure
period, or without requirement of default if the evidence of indebtedness secured hereby is
then payable on demand, the Grantee may, at its option, and without impliedly or otherwise
limiting what Grantee may do pursuant to any other instrument, do anyone or more of the
following, all of which are hereby authorized by the Grantor:

a. Declare the indebtedness secured hereby immediately due and payable;

b. Cease advancing money or extending credit to or for the bene?t of the Grantor
under any agreement, whether or not secured hereby;

c. Foreclose this Mortgage under any legal method of foreclosure in existence at the
time or now existing, or under any other applicable law, including, without
limitation, the Statutory Power of Sale, as set forth in 33 M.R.S.A. as may
be amended from time to time. Grantor warrants and represents that this Mortgage
is given to secure a loan primarily for a business, commercial or agricultural
purpose, that loan proceeds shall be used only for such purpose, and the Premises
are not the Grantor?s primary residence.

(1. Exercise all of the remedies of a secured party under the Uniform Cormnercial Code
as now in effect in the State of Maine, and such further remedies as may from time
to time hereafter be provided in Maine for a secured party. Grantor agrees that all
rights of Grantee as to personal property and as to said fee simple estate, and rights
and interest appurtenant thereto, may be exercised together or separately and in
such order as the Grantee may elect. Grantor further agrees that in exercising its
power of sale as to the collateral constituting personal property and/or ?xtures and
rights and interest appurtenant thereto, the Grantee may sell said collateral or any
part thereof. In particular, the Grantee may proceed to enforce rights against, seek
the replevin of, and/or sell personal property collateral prior to or during the
pendency of any foreclosure proceeding, redemption period, or foreclosure sale
without waiving said foreclosure;

e. Set-off against any and all deposits, accounts, certi?cate of deposit balances,
claims, or other sums at any time credited by or due from the Grantee to the Grantor
and against all other property of Grantor in the possession of Grantee or under its
control;

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f. Enter upon and take possession of the Premises or any part thereof and exclude the
Grantor, its agents, managers and servants, and to perform any acts Grantee deems
necessary or proper to conserve the security, and to collect and receive all revenues,
general intangibles, proceeds and pro?ts thereof, including those past due as well as
those accruing thereafter, and use, manage, operate and control the Premises and
Grantee shall be entitled to have a receiver appointed to enter and take possession of
the Premises, collect the proceeds and pro?ts therefrom and apply the same as the
court may direct. In either such case, Grantee or the receiver may also take
possession of, and for these purposes use, any and all personal property contained in
or upon the Premises. The expense (including receiver?s fees, counsel fees, costs
and agents? compensation) incurred pursuant to the powers herein contained shall
be added to the indebtedness secured hereby. Grantee shall (after payment of all
costs and expenses incurred) apply such pro?ts received by it to the indebtedness
secured hereby in such order as Grantee determines; and Grantor agrees that
exercise of such rights and disposition of such funds shall not constitute a waiver of
any foreclosure once commenced nor preclude the later commencement of
foreclosure for breach hereof. The right to enter and take possession of the
Premises to manage and operate the same, and to collect the pro?ts thereof, whether
by a receiver or otherwise, shall be cumulative to any other right or remedy
hereunder or afforded by law, and may be exercised concurrently therewith or
independent thereof. Grantee shall be liable to account only for such proceeds and
pro?ts actually received by Grantee;

g. Use or transfer, without charge or liability to Grantee therefor, any of Grantor?s
general intangibles, records, surveys, engineering plans, trade names, trademarks,
licenses, certi?cates of authority or advertising materials in advertising for sale and
selling of the Grantor?s Collateral (as herein de?ned).

Grantor recognizes that in the event Grantor defaults, no remedy of law will provide
adequate relief to Grantee, and therefore Grantor agrees that Grantee shall be entitled to
temporary and permanent injunctive relief to cure any such default without the necessity of
proving actual damages. All of Grantee?s aforesaid rights and remedies are cumulative
and non-exclusive. All expenses (including receiver?s fees, counsel fees, costs and
agent?s compensation) incurred pursuant to the powers contained in this paragraph shall be
secured hereby.

Rights of Grantee. Without affecting the liability of Grantor or any other person (except
any person expressly released in writing by Grantee) for payment of any indebtedness
secured hereby or for performance of any obligation contained herein, and without
affecting the rights of Grantee with respect to any security not expressly released in writing,
Grantee may at any time and ?'om time to time, either before or after the maturity of said
note and without notice or consent:

a. Release any person liable for payment of all or any part of the indebtedness secured
hereby or for performance of any obligation;

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b. Make any agreement extending the time or otherwise altering the terms of payment
of all or any part of the indebtedness secured hereby, or modifying or waiving any
obligation, or subordinating, modifying or otherwise dealing with the lien or charge
hereof;

c. Exercise or refrain from exercising or waive any right Grantee may have;
(1. Accept additional security of any kind; or

e. Release or otherwise deal with any property, real or personal, securing the
indebtedness secured hereby, including all or any part of the Premises.

Superior Agreement. Any agreement hereafter made by Grantor and Grantee pursuant to
this Mortgage shall be superior to the rights of the holder of any intervening lien or
encumbrance to the extent allowed by law.

Personal Property. The Grantor further covenants and agrees that this Mortgage shall
constitute a security agreement with respect to any and all builders improvements and
?xtures described and included in this Mortgage, including all leases and tenancies
assigned hereby, and all rental and other income therefrom, and all additions, accessions,
substitutions and replacements thereto and therefor, and all proceeds thereof, and all of
which are sometimes hereinafter referred to separately as the ?Collateral,? and Grantor
hereby grants and conveys to Grantee, its successors and assigns, a security interest therein.
This Mortgage shall be effective as a ?nancing statement ?led as a ?xture ?ling with
respect to all Collateral. Grantor agrees to execute, deliver and bear the expenses of such
?nancing and continuation statements and such other instruments as Grantee may
reasonably require to maintain its priority of security in the Collateral from time to time.
Grantor represents and warrants that its exact legal name is as set forth in the ?rst paragraph
of this Mortgage, and that Grantor shall not change its name by any means without
providing Grantee with written notice thereof at least thirty (30) days prior to such change.
Grantor?s execution and delivery of this Mortgage shall constitute an authenticated record
and authorization of the ?ling of an initial ?nancing statement, and any amendment,
covering the tangible and intangible collateral described herein, without the signature of
Grantor as Debtor pursuant to 11 M.R.S.A. ?9-1509, as may be amended. Grantor is
?located? in the State of Texas under the ?location of Debtor? provisions of 11 M.R.S.A.
?9~1307, as may be amended, and Grantor shall not take any action which would change
Grantor?s location ?om the State of Texas, without providing Grantee with written notice
at least thirty (30) days prior to such change. Should Grantor default in any term,
condition or covenant of this Mortgage, then the Grantee may, at its discretion, require the
Grantor to assemble the Collateral and make it available to the Grantee at a place
reasonably convenient to both parties to be designated by the Grantee. The Grantee shall
give the Grantor notice, by certi?ed mail, postage prepaid, of the time and place of any
public sale of any of the Collateral or of the time of any private sale or other intended
disposition thereof, which notice is to be sent to the Grantor at least ten (10) days before the
time of the sale or other disposition, which provisions for notice the Grantor and Grantee
agree are reasonable; provided, however, that nothing herein shall preclude the Grantee
from proceeding as to both real and personal property in accordance with Grantee?s rights

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and remedies. Grantee shall have all of the remedies of a secured party under the Uniform
Commercial Code as now in effect in the State of Maine, and such further remedies as may
from time to time hereafter be provided in Maine for a secured party. Grantor agrees that
all rights of Grantee as to said Collateral, and as to all appurtenances thereto, may be
exercised together or separately, and further agrees that in exercising its power of sale as to
said Collateral, and rights and interests appurtenant thereto, the Grantee may sell the
Collateral or any part thereof, either separately from or together with the said Premises, all
appurtenances thereto, or any part thereof, all as the Grantee may in its discretion elect.

Transfers. It is an additional condition of this Mortgage, for breach of which foreclosure
may be claimed, and for breach of which all indebtedness secured hereby may be declared
due and payable at once, that, without Grantee?s prior written consent, neither the Grantor
nor any subsequent owner of the Premises convey, mortgage, sell, contract to sell or
otherwise transfer or encumber the title, ownership, right of possession, or any other
interest in the Premises, or in any part thereof, nor shall any interest in said Premises pass
from Grantor or from any subsequent owner, either voluntarily, involuntarily, by operation
of law or otherwise. The conditions of this paragraph shall continue until all indebtedness
and obligations secured hereby are satis?ed. Permission given or election made not to
foreclose or accelerate said indebtedness by Grantee, its successors or assigns, as to anyone
such event, shall not constitute a waiver of any rights of Grantee, its successors or assigns,
as to any subsequent such event, as to which this condition shall remain in full force and
effect. The term ?title? as used herein shall mean the fee simple estate of the Grantor
subject to the lien of this Mortgage. Any change in the legal or equitable title of the
Premises or in the bene?cial ownership of Grantor, whether or not of record, and whether
or not for consideration, including but not limited to the sale or other disposition of the
stock, general partnership, ownership, or membership interest in Grantor, if Grantor is a
corporation, general partnership, limited partnership or limited liability company, shall be
deemed a sale of the Premises, and if made without the prior written consent by Grantee,
shall constitute a default herein by Grantor. Transfer of membership interests between
Cecile J. Dean and Kevin B. Dean is speci?cally authorized.

Hazardous Materials.
a. De?nitions: The following de?nitions shall apply for purposes of this section:

i. ?Environmental Laws? shall mean and include each and every federal, state
and local statute, regulation and ordinance and judicial and administrative
decree and decision, whether now existing or hereafter enacted,
promulgated or issued, with respect to any Hazardous Materials (as
hereinafter de?ned), drinking water, groundwater, wetlands, land?lls, open
dumps, storage tanks, underground storage tanks, solid waste, waste water,
storm water run-off, waste emissions or wells. Without limiting the
generality of the foregoing, the term shall encompass each of the following
statutes and regulations promulgated thereunder as well as any amendments
and successors to such statutes and regulations, as may be enacted and
promulgated from time to time: the Comprehensive Environmental
Response, Compensation and Liability Act of 1980 (codi?ed in scattered

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sections of 26 U.S.C., 33 U.S.C. and 42 U.S.C. and 42 U.S.C. ?9601 et
seq.); (ii) the Resource Conservation and Recovery Act of 1 9 76 (42 U.S.C.
?6901 et seq.); the Hazardous Materials Transportation Act
(49 U.S.C. ?1801 et seq.); (iv) the Toxic Substances Control Act(15 U.S.C.
?2061 et seq.); the Clean Water Act (33 U.S.C. ?1251 et seq.); (vi) the
Clean Air Act (42 U.S.C. ?7401 et seq.); (Vii) the Safe Drinking Water Act
(21 U.S.C. ?349; 42 U.S.C. ?201 and ?300f et seq.); the National
Environmental Policy Act of 1969 (42 U.S.C. ?4321); (ix) the Superfund
Amendment and Reauthorization Act of 1986 (codi?ed in scattered
sections of 10 U.S.C., 29 U.S.C., and 42 Title of the
Superfund Amendment and Reauthorization Act (40 U.S.C. ?1101 et
seq.); (xi) the Uncontrolled Hazardous Substance Sites Law (38 M.R.S.A.
?1361 et seq.); (xii) the Hazardous Matter Control Law (38 M.R.S.A.
?1317, et seq.); the Maine Hazardous Waste, Septage and Solid
Waste Management Act (38 M.R.S.A. ?1301 et seq.); (xiv) the Reduction
of Toxics Use, Waste and Release Law (38 M.R.S.A. ?2301 et seq.); and
(xv) the Site Location of Development Law (38 M.R.S.A. ?481 et seq.).

?Hazardous Materials? shall mean each and every element, compound,
chemical mixture, contaminant, pollutant, material, waste or other
substance that is de?ned, determined or identi?ed as hazardous or toxic
under any of the Environmental Laws. Without limiting the generality of
the foregoing, the term shall mean and include:

(A) ?hazardous substances? as de?ned in the Comprehensive
Environmental Response, Compensation and Liability Act of
1980, the Superfund Amendment and Reauthorization Act of
1986, or Title of the Superfund Amendment and
Reauthorization Act, each as amended, and regulations
promulgated thereunder;

(B) ?hazardous waste? as de?ned in the Resource Conservation and
Recovery Act of 1976, as amended, and regulations promulgated
thereunder;

(C) ?hazardous materials? as de?ned in the Hazardous Materials
Transportation Act, as amended, and regulations promulgated

thereunder;

(D) ?chemical substance or mixture? as de?ned in the Toxic Substances
Control Act, as amended, and regulations promulgated thereunder;

(E) ?hazardous matter? as de?ned in the Hazardous Matter Control
Law, as amended, and regulations promulgated thereunder; and

(F) ?hazardous waste? as de?ned in the Maine Hazardous Waste,
Septage and Solid Waste Management Act as amended, and

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regulations promulgated thereunder; as amended, and regulations
promulgated thereunder.

Grantor covenants that it has not discharged, dumped, installed, stored, used,
treated, transported, disposed or maintained, and shall neither discharge, dump,
install, store, use, treat, transport, dispose or maintain, nor allow, suffer or permit
others to discard, dump, install, store, use, treat, transport, dispose or maintain
Hazard Materials in or on the Premises.

Grantor further covenants that the Premises do not, to the best of Grantor?s
knowledge, contain, and Grantor shall not permit the Premises to contain, any
Hazardous Materials, and that the Premises, to the best of the Grantor?s knowledge,
are not now being used and never have been used for any activities directly or
indirectly involving the use, generation, treatment, storage, transportation or
disposal of any Hazardous Materials, and that neither the Premises nor the Grantor
is the subject of any existing, pending or threatened investigation or inquiry by, or
of any remedial order or obligation issued by or at the behest of, any governmental
authority under any law, rule or regulation pertaining to health or the environment.
Grantor shall at all times keep the Premises free from any Hazardous Materials. If
Grantor fails to take with diligence any action required by Grantee or by any
governmental entity with respect to the cleanup of any Hazardous Materials on the
Premises, Grantee, at its Option, may enter upon the Premises, retain such experts
and consultants at the expense of Grantor and take such action as Grantee deems
advisable, and Grantee may advance such sums of money as it deems necessary
with respect to the cleanup of any such substances, materials or wastes on the
Premises; Grantor shall pay to Grantee immediately and upon demand, all sums of
money advanced or expended by Grantee pursuant to this paragraph, together with
interest on each such advance at the default rate of interest set forth in the evidence
of indebtedness secured hereby.

Grantor shall indemnify the Grantee and hold the Grantee harmless from and
against all loss, damage, and expense (including, without limitation, attorney fees
and costs incurred in the investigation, defense, and settlement of claims) that the
Grantee may incur as a result of or in connection with the assertion against the
Grantee of any claim relating directly or indirectly, in whole or in part, to the
presence of or removal of any Hazardous Materials, or relating to any activity on or
off the Premises, whether prior to or during the term of the loan secured hereby, and
whether such activity was carried on by the Grantor or any predecessor in title or
any employees, agents, contractors, or third parties, if such activity involved
Hazardous Materials, in whole or in part, directly or indirectly, or noncompliance
with any federal, state or local laws, regulations, or orders relating thereto.

The Grantor shall notify the Grantee in writing of any order or pending or
threatened action by any regulatory agency or other governmental body, or any
claims made by any third party, relating to Hazardous Materials on or emanating
from the Premises, and shall furnish the Grantee with copies of any
correspondence and legal pleadings in connection therewith.

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f. The Grantee shall have the right, but shall not be obligated, to notify any state,
federal or local governmental authority of information which may come to its
attention with respect to Hazardous Materials on or emanating from the Premises,
Grantor irrevocably releases Grantee from any claims of loss, damage, liability,
expense or injury relating to or arising from, directly or indirectly, any such
disclosure, but Grantee does not hereby release Grantor from any claims, loss,
damage, expense, injury or any other matter in connection therewith, all of which
claims, loss, damage, expense, injury and other matters of Grantee are hereby
expressly reserved and preserved.

g. At any time during the term of the indebtedness secured hereby, the Grantee may
require the Grantor to provide the Grantee, at the expense of the Grantor, written
reports of inspections or audits of the Premises, prepared by a quali?ed consultant
approved by Grantee, certifying as to the presence or absence of Hazardous
Materials, or to permit the Grantee to so inspect or audit the Premises at the
Grantor?s expense, and Grantor hereby grants Grantee, its employees, agents and
independent contractors, the right to enter upon the Premises for the purpose of
conducting tests, soil borings, the installation of monitoring wells and such other
tests as Grantee deems necessary or desirable.

h. The liability of the Grantor to the Grantee under the covenants of this section shall
survive any assignment, transfer, discharge or foreclosure of this Mortgage or any
transfer of the Premises by deed in lieu of foreclosure, and anyone or more transfers
of the Premises by deed or otherwise, by whomsoever made, it being the intent
hereof that Grantee may seek recourse against Grantor hereunder after any number
of such transfers or other events.

In the event the Grantor shall execute a separate Environmental Compliance and
Indemni?cation Agreement of even or recent date in regard to the Premises, and there is
any inconsistency or con?ict with any of the terms of any of the subsections of this
paragraph, Grantee may choose to enforce or demand compliance with the provisions of
either agreement as it shall elect in its sole discretion.

Indemni?cation. In addition to any other indemni?cations provided herein or in any other
security documents, Grantor shall protect, defend, indemnify and save harmless Grantee
from and against all liabilities, obligations, claims, demands, damages, penalties, causes of
action, losses, ?nes, costs and expenses (including without limitation reasonable attorney
fees and expenses), imposed upon, incurred by or asserted against Grantee by reason of: 
ownership of this Mortgage, the Premises or any interest therein; any accident, injury to
or death of persons or loss of or damage to property occurring in, on or about the Premises
or any part thereof or on the adjoining sidewalks, curbs, adjacent property or adjacent
parking areas, streets or ways; (0) any use, nonuse or condition in, on or about the Premises
or any part thereof or on adjoining sidewalks, curbs, adjacent property or adjacent parking
areas, streets or ways; any failure on the part of Grantor to perform or comply with any
of the terms of this Mortgage; (6) performance of any labor or services or the furnishing of
any materials or other property in respect of the Premises or any part thereof; (0 any failure

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of the Premises to comply with any Access Laws (as hereina?er de?ned); and any claim
brought or threatened against the Grantee by the Grantor, by any guarantor or endorser of
the indebtedness secured hereby, or by any other person on account of this Mortgage, other
security for the indebtedness secured hereby or the indebtedness, including, without
limitation, on account of the Grantee?s relationship with the Grantor or any such guarantor
or endorser. Any of the foregoing claims may be defended, compromised, settled, or
pursued by the Grantee with counsel of the Grantee?s selection, but at the expense of the
Grantor, excluding from such indemnity only such claims as result in a ?nal court decision
?nding Grantee liable for its willful misconduct or bad faith actions. Any amounts
payable to Grantee by reason of the application of this indemni?cation shall be secured by
this Mortgage and any other security documents, shall become immediately due and
payable and shall bear interest at the default rate set forth in the Note from the date loss or
damage is sustained by Grantee until paid. The obligations and liabilities of Grantor under
this paragraph shall survive any termination, satisfaction or assignment of this Mortgage
and the exercise by Grantee of any of its rights or remedies hereunder, including, but not
limited to, the acquisition of the Premises by foreclosure or a conveyance in lieu of
foreclosure.

Access Laws.

a. Grantor agrees that the Premises shall at all times comply with the requirements of
the Americans With Disabilities Act 0f1990, the Fair Housing Amendments Act of
1988, the Maine Human Rights Act, and all similar state and local laws and
ordinances related to access and all rules, regulations and orders issued pursuant
thereto, including, without limitation, the Americans With Disabilities Act
Accessibility Guidelines for Buildings and Facilities (collectively, the ?Access
Laws?).

b. Notwithstanding any provisions set forth herein or in any other document regarding
Grantee?s approval of alterations of the premises, Grantor shall not alter the
Premises in any manner which would increase Grantor?s responsibilities for
compliance with the applicable Access Laws without the prior written approval of
Grantee. The foregoing shall apply to tenant improvements constructed by
Grantor or by any of its tenants. Grantee may condition any such approval upon
receipt of a certi?cate of an architect, engineer or other person acceptable to
Grantee regarding compliance with applicable Access Laws.

c. Grantor agrees to give prompt notice to Grantee of the receipt by Grantor of any
complaints related to any violations of any Access Laws and of the commencement
of any proceedings or investigations which relate to compliance with applicable
Access Laws.

No Condominium Declaration. Grantor further covenants and agrees that, without the
prior written consent of Grantee herein, no part of the Premises shall hereafter be declared,
or become the subject of, a condominium under the Maine Condominium Act,
33 M.R.S.A. ?1601-101 et seq., as it may be amended or supplemented, or become the
subject of any covenants or restrictions, or any planned unit development, or any other type

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DOG: 15992 Bk:33931 P9: 1?

of development that would control or restrict the uses to which the Premises may be put or
the scheme or arrangement of its development or the design, location or character of its
buildings or improvements, or which would impose obligations or assessments of any type
upon any owners or tenants of the Premises, or upon any other parties who may use or
enjoy the Premises.

INTENTIONALLY OMITTED.

Notices. All notices, demands or other communications required or permitted to be given
pursuant to the provisions hereof shall be in writing and shall be considered as properly
given if delivered personally or sent by ?rst class United States Postal Service mail,
postage prepaid, except that notice of default may be sent by certi?ed mail, return receipt
requested, or by overnight express mail, or by overnight commercial courier service,
charges prepaid. Notices so sent shall be effective three (3) days after mailing, if mailed
by ?rst class mail, and otherwise upon receipt at the address set forth below; provided,
however, that non-receipt of any communication as the result of any change of address of
which the sending party was not noti?ed or as the result of a refusal to accept delivery shall
be deemed receipt of such communication. For purposes of notice, the address of the
parties shall be:

Borrower: Covered Marina, LLC
209 Sandbar Road
Windham, Maine 04062

With a copy to: Shawn K. Bell, Esq.
The Bell Firm, PA.
810 Lisbon Street
PO. Box 1776
Lewiston, Maine 04241 - 1 776

Lender: Franklin Savings Bank
c/o Derek W. Hayes
209 Main Street
P. O. Box 825
Farmington, Maine 04938-0825

With a copy to: Norman J. Rattey, Esq.
Skelton, Taintor Abbott
95 Main Street
Auburn, Maine 04210

provided, however, that each party shall have the right to change its address for notice

hereunder to any other location within the continental United States by the giving of ?fteen
(15) business days? prior notice to the other party in the manner set forth hereinabove.

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00:3: 15992 Bk #33931 P9 18

Lost Instrument. Upon receipt of an af?davit of an of?cer of the Grantee, or its successors
or assigns, as to the loss, theft, destruction or mutilation of the evidence of indebtedness
secured hereby, or any other security document relating to the indebtedness secured hereby,
which is not of public record, and, in the case of any such loss, theft, destruction or
mutilation, upon surrender and cancellation of such evidence of indebtedness or securities
document, Grantor will execute and deliver a replacement note, other evidence of
indebtedness or security document in the same principal amount thereof and otherwise of
like tenor.

INTENTIONALLY OMITTED.

Successors. The covenants and agreements herein contained shall bind, and the bene?ts
and advantages thereof shall inure to, the respective heirs, executors, administrators,
successors and assigns of the Grantor and Grantee. Wherever used, the singular number
shall include the plural, the plural the singular, the use of any gender shall be applicable to
all genders. If more than one party executes this Mortgage as a Grantor, then the
promises, obligations and liabilities of each such party to Grantee hereunder shall be joint
and several promises, obligations and liabilities to Grantee, its successors and assigns.
This Mortgage shall be governed in all respects in accordance with the laws of the State of
Maine.

No Waiver. No express or implied consent to, or waiver of, any default of Grantor by
Grantee shall be construed as a consent to, or waiver of, any other default. No consent to,
or waiver of, any default, or any delay or other indulgence, shall be effective unless
expressed in writing by Grantee. No delay by Grantee in exercising any right or remedy
hereunder or otherwise afforded by law, shall operate as a waiver thereof or preclude the
exercise thereof during the continuance of any default hereunder. Grantor agrees for
itself, its successors and assigns, that the acceptance, before the expiration of the right of
redemption and after the commencement of foreclosure proceedings of this Mortgage, of
insurance proceeds, eminent domain awards, rents or anything else of value to be applied
on or to the Mortgage indebtedness by Grantee or any person or party holding under it shall
not constitute a waiver of such foreclosure. This agreement by Grantor is intended to
apply to the acceptance and such application of any such proceeds, awards, rents and other
sums or anything else of value whether the same shall be accepted from, or for the account
of, Grantor or from any other source whatsoever by Grantee or by any person or party
holding under Grantee at any time or times in the future while any of the obligations
secured hereby shall remain outstanding.

No Oral Change. This Mortgage, and any provisions hereof, may not be modi?ed,
amended, waived, extended, changed, discharged or terminated orally or by any act or
failure to act on the part of Grantor or Grantee, but only by an agreement in writing signed
by the party against whom enforcement of any modi?cation, amendment, waiver,
extension, change, discharge or termination is sought. Further, without limiting the
foregoing, Grantor con?rms and acknowledges its understanding that pursuant to
10 M.R.S.A. ?ll46(2), to the extent applicable, in order to maintain an action against
Grantee with respect to a promise, contract or agreement to lend money, extend credit,
forbear from collection of a debt or make any other accommodation for the repayment of a

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00:? 15992 8k=33931 P93 19

debt, such promise, contract or agreement (or some memorandum or note thereof) must be
both in writing and signed by the Grantee.

Headings, Etc. The headings and captions of various paragraphs of this Mortgage are for
convenience of reference only and are not to be construed as de?ning or limiting, in any
way, the scope or intent of the provisions hereof.

JURY TRIAL WAIVER. GRANTOR AND GRANTEE (BY ACCEPTANCE OF THIS
MORTGAGE) MUTUALLY HEREBY KNOWINGLY, VOLUNTARILY AND
INTENTIONALLY WAIVE RIGHT TO A TRIAL BY JURY IN RESPECT TO
ANY CLAIM BASED HEREON ARISING OUT OF, UNDER OR IN CONNECTION
WITH THIS MORTGAGE OR ANY OTHER LOAN DOCUMENTS CONTEMPLATED
TO BE EXECUTED IN CONNECTION HEREWITH OR ANY COURSE OF
CONDUCT, ACTIONS OF ANY PARTY, INCLUDING, WITHOUT LIMITATION,
ANY COURSE OF CONDUCT, COURSE OF DEALINGS, STATEMENTS OR
ACTIONS OF GRANTEE RELATING TO THE ADMINISTRATION OF THE LOAN
SECURED HEREBY OR ENFORCEMENT OF THE LOAN DOCUMENTS, AND
AGREE THAT NEITHER PARTY WILL SEEK TO CONSOLIDATE ANY SUCH
ACTION WITH ANY OTHER ACTION IN WHICH A JURY TRIAL CANNOT BE OR
HAS NOT BEEN WAIVED. EXCEPT AS PROHIBITED BY LAW GRANTOR AND
LESSOR HEREBY WAIVE ANY RIGHT THEY MAY HAVE TO CLAIM OR
RECOVER IN ANY LITIGATION ANY SPECIAL, EXEMPLARY, PUNITIVE OR
CONSEQUENTIAL DAMAGES OR DAMAGES OTHER THAN, OR IN ADDITION
TO ACTUAL DAMAGES. GRANTOR AND LESSOR CERTIFY THAT NO
REPRESENTATIVE, AGENT OR ATTORNEY FOR GRANTEE HAS
REPRESENTED, EXPRESSLY OR OTHERWISE, THAT GRANTEE WOULD NOT,
IN THE EVENT OF LITIGATION, SEEK TO ENFORCE THE FOREGOING WAIVER.
THIS WAIVER CONSTITUTES A MATERIAL INDUCEMENT FOR GRANTEE TO
ACCEPT THIS MORTGAGE AND MAKE THE LOAN SECURED HEREBY. THE
PARTIES AGREE THAT ANY SUCH ACTION OR PROCEEDING SHALL BE
HEARD BEFORE A SINGLE JUSTICE OF THE MAINE SUPERIOR COURT OR A
FEDERAL COURT JUDGE SITTING IN THE DISTRICT OF MAINE.

Partial Releases. Provided that there is not a default in any term or condition of this

Mortgage, the Grantee agrees to release portions of the Premises in exchange for the
principal reductions described in the Note secured by this Mortgage.

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008%: 15992 31633931 P9: 20

IN WITNESS WHEREOF Cecile J. Dean in her capacity as Member/Manager of Covered
Marina, LLC, has hereunto caused this Mortgage, Security Agreement and Financing Statement to
be executed effective the 3rd day of April, 2017.

GRANTOR:

WITN COVERED MARINA, LLC
By: 


Cecile ??ean, Member/Manager

STATE OF MAINE
COUNTY OF ANDROSCOGGIN, ss. April 1, 2017

Personally appeared before me the above named Cecile J. Dean, in her capacity as
Member/Manager of Covered Marina, LLC, and acknowledged the foregoing instrument to be her
free act and deed in said capacity and the free act and deed of said limited liability company.

Before me,

Notary Public Maine Anew

Print/type name:
My commission expires: 

 

Notary Public. State of Maine
My Commission Expires May 11, 2021

 

Savings Bank\Covered Marina 43313\Final Dm?smongage 4-3-17.docx

?an

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0012:: 15992 Bi: =33931 P3: 21

EXHIBIT A
31 Landing Road, Windham, Maine

A certain 5.99 acre parcel of land, with the buildings and improvements thereon, shown
as Parcel 2 on a plan entitled ?Subdivision Plan, Landing Road and Manchester Drive,
Windham, made by Survey, Inc. dated June 2005, as revised through July 20, 2005,
recorded in the Cumberland County Registry of Deeds in Plan Book 205, Page 539, and located
in the Town of Windham, County of Cumberland, State of Maine, being more particularly
bounded and described as follows:

Beginning at a no. 5 rebar marked P.L.S. 586 located on the northerly sideline of Landing
Road and marking the southwest corner of land now or formerly of Key Bank of Maine as
described in the Cumberland County Registry of Deeds in Book 11823, Page 174; thence North
62? 07? 48? West along the northerly sideline of Landing Road, 242.46 feet to a granite
monument; thence continuing along the northerly sideline of Landing Road on a curve to the left
having a radius of 260.00 feet, an arc length of 214.85 feet to a granite monument; thence South
70? 31? 24? West continuing along the northerly sideline of Landing Road, 279.68 feet to a
granite monument; thence on a curve to the right having a radius of 25.00 feet, an arc length of
39.27 feet to a granite monument located on the easterly sideline of Manchester Drive; thence
North 19? 28' 36? West along the easterly sideline of Manchester Drive, 30.40 feet to a granite
monument at the terminus of Manchester Drive; thence North 19? 28' 36? West across land of
Granter herein, 128.36 feet to a no. 5 rebar marked P.L.S. 586; thence North 18? 22' 05? West
continuing across land of Granter herein, 293.77 feet to a no. 5 rebar marked P.L.S. 586; thence
North 71? 37' 55? East continuing across land of Granter herein, 395.62 feet to a no. 5 rebar
marked P.L.S. 586; thence South 56? 08' 13? East continuing across land of Granter herein,
122.69 feet to a no. 5 rebar marked P.L.S. 586; thence South 19? 28' 36? East continuing across
land of North Windham Properties, LLC, 244.07 feet to a n0. 5 rebar marked P.L.S. 586; thence
North 61? 05' 58? East continuing across land of North Windham Properties, LLC, 97.08 feet to
2 1/2" pipe at land now or formerly State Street Bank and Trust as described in deed
Book 14406, Page 306 recorded in Cumberland County Registry of Deeds; thence South
31? 59' 05? East along land now or formerly of State Street Bank and Trust, land now or
formerly of Manchester as described in deed recorded in Cumberland County Registry of Deeds
in Book 8547, Page 221 and land now or formerly of Key Bank of Maine as previously
described, 415.24 feet to the point of beginning.

Together with the bene?t of the Declaration of Easements, Covenants, Conditions and
Restrictions by North Windham Properties, LLC and consented to by Lowe?s Home Centers, Inc.
dated March 17, 2005 and recorded March 17, 2005 in Book 22427, Page 296, as amended by
First Amendment to Declaration of Easements, Covenants, Conditions and Restrictions dated
August 31, 2005 and recorded September 8, 2005 in Book 23125, Page 73; and by Second
Amendment to Declaration of Easements, Covenants, Conditions and Restrictions dated May 17,
2006, and recorded January 9, 2007, in Book 24740, Page 185, as modi?ed by Waiver of
Restrictive Covenant executed by North Windham Properties, LLC and JCA Development
Associates, LLC dated August 24, 2011, and recorded in the said Registry of Deeds in
Book 28934, Page 113.

Duct: 15992 Bk=33931 F93 22

Being the same premises described in the deed from Windham Investment LLC to
Covered Marina, LLC dated March 24, 2017 and recorded in the Cumberland County Registry of
Deeds in Book 33901, Page 267.

Savings Marina A.docx

Received
Recorded Register of Deeds
Apr 107201? 
Cumberland County
Nancy A. Luna