1

ALTA COMMITMENT FOR TITLE INSURANCE–3/20/17-jm-FIRST AMERICAN TITLE INSURANCE

COMPANY

SCHEDULE A

COMMITMENT NO.

2-35011(M)(R)

EFFECTIVE DATE OF COMMITMENT:

March 7, 2017 at 5:00 p.m.

YOUR NO.

1308.1266

PREPARED FOR: Samuel T. Wilmoth, Esquire

MORRIS, MANNING & MARTIN, L.L.P.

INQUIRIES SHOULD BE DIRECTED TO: CALLOWAY TITLE AND ESCROW, LLC

4170 ASHFORD-DUNWOODY ROAD

SUITE 525

ATLANTA, GEORGIA 30319

(770) 698-7960

1. POLICY OR POLICIES TO BE ISSUED: AMOUNT

* ALTA LOAN POLICY – (2006) TO BE DETERMINED

PROPOSED INSURED:

Fannie Mae and/or Arbor Commercial Funding I, LLC, a New York limited liability

company, their successors and assigns, as their interests may appear

2. The estate or interest in the land described or referred to in this Commitment and covered

herein is a Fee Simple.

3. Title to said estate or interest in said land is at the effective date hereof vested in:

Clifton Glen Apartment Partners, LLC, a Delaware limited liability company by virtue of

that certain QuitClaim Deed recorded in Deed Book 24081, Page 626, Records of DeKalb

County, Georgia.

4. The land referred to in this Commitment is located in the County of DeKalb, State of

Georgia, and described as follows:

ALL THAT TRACT or parcel of land lying and being in Land Lots 41, 42, 69 and 70 of

the 18th District of DeKalb County, Georgia, being more particularly described on Exhibit

“A” attached hereto and by this reference incorporated herein.

COMMITMENT NO. SCHEDULE A (CONTINUED)

2-35011(M)(R)

2

CALLOWAY TITLE AND ESCROW, LLC

__________________________________

AUTHORIZED SIGNATORY

COMMITMENT NO. PART I, SCHEDULE B

2-35011(M)(R)

3

I. THE FOLLOWING ARE REQUIREMENTS TO BE COMPLIED WITH:

1. Instruments necessary to create the estate or interest to be insured must be properly

executed, delivered and duly filed for record; to wit:

(A) MULTIFAMILY DEED TO SECURE DEBT, ASSIGNMENT OF LEASES AND

RENTS, SECURITY AGREEMENT AND FIXTURE FILING from AIGP Clifton Glen

LLC, a Delaware limited liability company to Arbor Commercial Funding I, LLC,

a New York limited liability company to secure your loan.

This instrument must be executed pursuant to proper limited liability company

authority and the Company must be furnished satisfactory documentary proof

thereof. Said limited liability company must be formed in the State of Georgia

or registered in the State of Georgia and the Company must be furnished

documentary proof thereof.

(B) ASSIGNMENT OF MULTIFAMILY DEED TO SECURE DEBT from Arbor

Commercial Funding I, LLC, a New York limited liability company to Fannie Mae.

This instrument must be executed pursuant to proper limited liability company

authority and the Company must be furnished satisfactory documentary proof

thereof. Said limited liability company must be formed in the State of Georgia

or registered in the State of Georgia and the Company must be furnished

documentary proof thereof.

(C) WARRANTY DEED from Clifton Glen Apartment Partners, LLC, a Delaware

limited liability company to AIGP Clifton Glen LLC, a Delaware limited liability

company conveying title to subject property.

This instrument must be executed pursuant to proper limited liability company

authority and the Company must be furnished satisfactory documentary proof

thereof. Said limited liability company must be formed in the State of Georgia

or registered in the State of Georgia and the Company must be furnished

documentary proof thereof.

2. Payment to or for the account of the mortgagor for the full consideration for the estate

or interest to be insured.

3. Confirmation of the entity name of the purchaser with regard to the transaction

contemplated at Item 1 above.

COMMITMENT NO. PART I, SCHEDULE B (CONTINUED)

2-35011(M)(R)

4

NOTE: Upon compliance with the above requirement, a record search will be

conducted in the appropriate jurisdiction which may disclose subsequent liens,

judgments, and other like matters which will be added to this commitment.

4. Payment, Cancellation and Satisfaction of record of that certain Multifamily Deed to

Secure Debt, Assignment of Rents and Security Agreement from Clifton Glen Apartment

Partners, LLC, a Delaware limited liability company to Walker & Dunlop, LLC, a Delaware

limited liability company, dated effective as of November 20, 2014, filed for record

December 8, 2014 at 4:02 p.m., recorded in Deed Book 24693, Page 368, Records of

DeKalb County, Georgia; securing an indebtedness of $17,280,000.00, maturing

December 1, 2021; as assigned by that certain Assignment of Security Instrument from

Walker & Dunlop, LLC, a Delaware limited liability company to Federal Home Loan

Mortgage Corporation, a corporation, dated as of November 20, 2014, filed for record

December 8, 2014 at 4:02 p.m., recorded in Deed Book 24693, Page 393, aforesaid

Records; as further assigned by that certain Assignment of Multifamily Deed to Secure

Debt, Assignment of Rents and Security Agreement from Federal Home Loan Mortgage

Corporation to U.S. Bank National Association, as Trustee for the Registered Holders of

Banc of America Merrill Lynch Commercial Mortgage Inc., Multifamily Mortgage Pass-

Through Certificates, Series 2016-KX02, dated August 25, 2016, filed for record

September 20, 2016 at 4:19 p.m., recorded in Deed Book 25804, Page 102, aforesaid

Records.

5. Termination of record of the following:

(a) U.C.C. Financing Statement showing Clifton Glen Apartment Partners, LLC as

Debtor, Walker & Dunlop, LLC as Secured Party and Federal Home Loan Mortgage

Corporation as Assignee of Secured Party, filed for record December 8, 2014 at

4:02 p.m., recorded in Deed Book 24693, Page 397, aforesaid Records.

(b) Landlord and Tenant Security Deposit Bond by SureTec Insurance Company,

dated September 4, 2015, filed for record September 10, 2015 at 4:38 p.m.,

recorded in Deed Book 25154, Page 471, aforesaid Records.

(c) U.C.C. 1 Financing Statement No. 044 2013 03828 showing Clifton Glen

Apartment Partners, LLC as Debtor and Branch Banking and Trust Company as

Secured Party, entered of record October 14, 2013 at 2:46 p.m., aforesaid

Records.

6. Proof satisfactory to the Company that any and all water bills associated with subject

property have been paid in full through the date of closing.

COMMITMENT NO. PART I, SCHEDULE B (CONTINUED)

2-35011(M)(R)

5

NOTE: This requirement cannot be satisfied solely by the production of an affidavit

from the seller or borrower, but requires separate verification with the

appropriate county, municipality and/or service providers.

7. The Company must be furnished proof in affidavit form as to who is in possession of

the subject property and under what claim. Upon receipt of such proof, Item 2(a) of

Part II below will be deleted or amended in accordance with the facts revealed thereby.

8. The Company must be furnished a current accurate survey and surveyor’s inspection

report on the subject property. Upon receipt of same, Items 2(b) and 2(c) of Part II

below will be deleted or amended in accordance with the facts shown thereby.

9. The Company must be furnished satisfactory proof in affidavit form that improvements

and/or repairs or alterations to the property are completed; that contractor,

subcontractors, laborers and materialmen are all paid, and have released of record all

liens or notice of intent to perfect a lien for labor and material; or receipt of proof

satisfactory to the Company that no improvements or repairs were made on the property

within 95 days preceding the filing for record of the instruments required at Item 1

above. Upon receipt of this proof, Item 2(d) of Part II below will be deleted or amended

in accordance with the facts shown thereby.

10. Proof satisfactory to the Company that all taxes or special assessments, including water

bills, which are not shown as existing liens on the public records are paid in full at the

time of closing. Upon receipt of such proof, Item 2(e) of Part II below will be deleted

or amended in accordance with the facts shown thereby.

11. Satisfactory proof to the Company in affidavit form that there are no rights, interest or

claim that may exist, arise or be asserted under or pursuant to the Perishable Agricultural

Commodities Act of 1930, as amended, 7 USC 499a et seq., the Packers and Stockyard

Act of 1921, as amended, 7 USC 181 et seq., or any similar state laws.

12. Satisfactory proof in affidavit form from both the Seller and from the Buyer (or Borrower

if there is no sale involved) i.) that no Broker’s services have been engaged with regard

to the management, sale, purchase, lease, option or other conveyance of any interest

in the subject commercial real estate and ii.) that no notice(s) of lien for any such

services has been received. In the event that said affidavit(s) contain any qualification

with respect to any such services, proof of payment in full for all such services, together

with a lien waiver or estoppel letter from such identified Broker(s) must be obtained.

COMMITMENT NO. PART I, SCHEDULE B (CONTINUED)

2-35011(M)(R)

6

NOTE: Where the possibility of a right to file a Broker’s Lien(s) is determined and

no lien waiver(s) nor Estoppel Letter(s) is furnished to the Company, an

exception as follows will be taken in the final policy:

“Any Broker’s lien, or right to a Broker’s lien, imposed by law.”

FOR YOUR INFORMATION:

State and County taxes for the year 2016 were paid on November 9, 2016 in the amount of

$71,129.70, under Map Reference No. 18-42-8-57, on 30.9 acres.

State and County taxes for the year 2016 were paid on November 9, 2016 in the amount of

$83,252.00, under Map Reference No. 18-70-5-1, on 30.2 acres.

There were no back taxes due. The property lies outside of any city.

NOTE: The current configuration of subject property does not match the configuration of

its associated tax parcel.

COMMITMENT NO. PART II, SCHEDULE B

2-35011(M)(R)

7

II. SCHEDULE B OF THE POLICY OR POLICIES TO BE ISSUED WILL CONTAIN EXCEPTIONS TO

THE FOLLOWING MATTERS UNLESS THE SAME ARE DISPOSED OF TO THE SATISFACTION

OF THE COMPANY:

1. Defects, liens, encumbrances, adverse claims, or other matters, if any, created, first

appearing in the public records or attaching subsequent to the effective date hereof but

prior to the date the proposed Insured acquires for value of record the estate or interest

or mortgage thereon covered by this Commitment.

2. Standard Exceptions:

(a) Rights or claims of parties in possession not shown by the public records.

(b) Easements, or claims of easements, not shown by the public records.

(c) Encroachments, overlaps, boundary line disputes, or other matters which would be

disclosed by an accurate survey or inspection of the premises.

(d) Any lien, or right to a lien, for services, labor, or material heretofore or hereafter

furnished, imposed by law and not shown by the public records.

(e) Taxes or special assessments which are not shown as existing liens by the public

records.

3. Special Exceptions:

(a) All taxes for the year 2017 which are liens, and subsequent years, not yet due and

payable.

(b) Any and all unpaid water bills associated with subject property.

NOTE: The above item may be removed or modified upon further examination.

(c) This policy of title insurance affords assurance as to the location of the boundary

lines of subject property, but does not insure the engineering calculations in

computing the exact amount of acreage contained therein.

(d) Rights of tenants in possession, as tenants only, under prior unrecorded residential

leases.

(e) Central Drive Outfall Sewer from James C. Davis to DeKalb County, Georgia, dated

April 26, 1965, filed for record May 13, 1965 at 10:30 a.m., recorded in Deed

Book 1988, Page 154, Records of DeKalb County, Georgia.

(f) Snapfinger Creek Outfall Sewer from James C. Davis to DeKalb County, Georgia,

dated April 26, 1965, filed for record May 13, 1965 at 10:30 a.m., recorded in

Deed Book 1988, Page 162, aforesaid Records.

COMMITMENT NO. PART II, SCHEDULE B (CONTINUED)

2-35011(M)(R)

8

(g) Flintridge Outfall Sewer from James C. Davis to DeKalb County, Georgia, dated

October 21, 1966, filed for record November 14, 1966 at 2:00 p.m., recorded in

Deed Book 2151, Page 94, aforesaid Records.

(h) Easement from Nautilus Realty Company to Georgia Power Company, dated May

17, 1971, filed for record June 29, 1971 at 9:33 a.m., recorded in Deed Book

2660, Page 690, aforesaid Records.

NOTE: By letter dated March 17, 2017, the Georgia Power Company claims no

further interest in the above mentioned easement, except the right to

operate, maintain, rebuild and renew its existing facilities and equipment

within its presently maintained right-of-way.

(i) Easement from Village Square Nautlius [sic] to Georgia Power Company, dated

October 21, 1971, filed for record November 18, 1971 at 10:57 a.m., recorded in

Deed Book 2733, Page 366, aforesaid Records.

NOTE: By letter dated March 17, 2017, the Georgia Power Company claims no

further interest in the above mentioned easement, except the right to

operate, maintain, rebuild and renew its existing facilities and equipment

within its presently maintained right-of-way.

(j) Easement from Village Square Nautilus to DeKalb County, Georgia, dated March

24, 1971, filed for record September 11, 1973 at 3:00 p.m., recorded in Deed

Book 3070, Page 99, aforesaid Records.

(k) DeKalb County Sewer Easement from Village Square-New York Life Insurance Co.

(a joint venture) to DeKalb County, Georgia, dated September 8, 1977, filed for

record October 20, 1977 at 4:47 p.m., recorded in Deed Book 3713, Page 807,

aforesaid Records.

(l) DeKalb County Sewer Easement from McNeil Real Estate Fund VII, Ltd. to DeKalb

County, Georgia, dated December 23, 1986, filed for record February 6, 1987 at

4:26 p.m., recorded in Deed Book 5734, Page 55, aforesaid Records.

(m) Easement from Garden Royal Oaks, L.P. to BellSouth Telecommunications, Inc., a

Georgia corporation, dated January 10, 1997, filed for record February 25, 1997

at 8:30 a.m., recorded in Deed Book 9335, Page 360, aforesaid Records.

COMMITMENT NO. PART II, SCHEDULE B (CONTINUED)

2-35011(M)(R)

9

(n) Grant of Easement by and between Hambrick Road Partners, LLC and Comcast of

Georgia/Virginia, Inc., dated May 18, 2011, filed for record October 18, 2011 at

1:02 p.m., recorded in Deed Book 22684, Page 35, aforesaid Records.

(o) Grant of Easement by and between Hambrick Road Partners, LLC and Comcast of

Georgia/Virginia, Inc., dated May 18, 2011, filed for record October 18, 2011 at

2:27 p.m., recorded in Deed Book 22684, Page 43, aforesaid Records.

(p) Those matters as disclosed by that certain Preliminary survey entitled “ALTA/NSPS

Land Title Survey To: AIGP Clifton Glen, LLC and First American Title Insurance

Company”, prepared by Moreland Altobelli Associates, Inc., bearing the seal and

certification of Ronnie Joiner, Georgia Registered Land Surveyor No. 2488, dated

March 8, 2017, being designated as Job Number 17217, as follows:

(1) Head wall crossing the easterly boundary line of subject property;

(2) Signs located on the easterly portion of subject property;

(3) Wall crossing the easterly boundary line of subject property;

(4) Six (6’) foot wood fence crossing the southerly boundary line of subject

property;

(5) Curbing crossing the southerly boundary line of subject property;

(6) Five (5’) foot chain link fence crossing the southerly boundary line of

subject property;

(7) Six (6’) foot chain link fence crossing the southerly boundary line of subject

property;

(8) Centerline of creek forming the westerly boundary line of subject property

and crossing the westerly and northerly boundary lines of subject property;

(9) Detention pond with culvert crossing the northerly boundary line of subject

property;

(10) Building patios of Buildings T1, U1 and V1 encroaching the sanitary sewer

easement in the northerly portion of subject property;

COMMITMENT NO. PART II, SCHEDULE B (CONTINUED)

2-35011(M)(R)

10

(11) Thirty-five (35’) foot building setback lines along Rights-of-Way of Village

Square Drive and Hambrick Road;

(12) Forty (40’) foot building setback line along the southerly and westerly

boundary lines of subject property; and

(13) Twenty (20’) foot building setback line along the westerly and southerly

boundary lines of subject property.

SUBORDINATE MATTERS:

(a) Assignment of Leases and Rents from AIGP Clifton Glen LLC, a Delaware limited

liability company to Arbor Commercial Funding I, LLC, a New York limited liability

company, dated March ___, 2017, filed for record March ___, 2017 at ___:___

___.m., recorded in Deed Book _____, Page ____, aforesaid Records.

(b) U.C.C. Financing Statement showing AIGP Clifton Glen as Debtor, Arbor Commercial

Funding I, LLC as Secured Party and Fannie Mae as Assignee of Secured Party, filed

for record March______, 2017 at __:___ ___..m., recorded in Deed Book _____, Page

_____, aforesaid Records.

(c) U.C.C. 1 Financing Statement No. ______________ showing AIGP Clifton Glen as

Debtor, Arbor Commercial Funding I, LLC as Secured Party and Fannie Mae as

Assignee of Secured Party, entered of record March ____, 2017 at __:__ __ __.m.,

aforesaid Records.

G:\GA\Orders35\2-35011\35011CMT.DOCX