Form 1-U - Current Report Pursuant to Regulation A

 

 

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): September 22, 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. 22^nd 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 Notes

 

 

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.

In furtherance of the above, on September 14, 2023, the Series listed below entered into a Refinance Note with Lima One Capital, LLC, the terms of each 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 – 70 Shenandoah Lane Covington GA LLC		$	187,500			(1)		09/14/2023		11/1/2024
Landa App LLC – 195 Branchwood Drive Covington GA LLC		$	180,000			(1)		09/14/2023		11/1/2024
Landa App LLC – 6386 Forester Way Lithonia GA LLC		$	190,000			(1)		09/14/2023		11/1/2024
Landa App LLC – 440 Freestone Drive Newnan GA LLC		$	187,650			(1)		09/14/2023		11/1/2024
Landa App LLC – 5329 Shirewick Lane Lithonia GA LLC		$	204,000			(1)		09/14/2023		11/1/2024
Landa App LLC – 1903 Old Concord Drive SE Covington GA LLC		$	168,750			(1)		09/14/2023		11/1/2024
Landa App LLC – 1000 Fox Valley Trail Stone Mountain GA LLC		$	206,000			(1)		09/14/2023		11/1/2024
Landa App LLC – 1443 Pebble Ridge Lane Hampton GA LLC		$	178,950			(1)		09/14/2023		11/1/2024
Landa App LLC – 141 Longstreet Circle Oxford GA LLC		$	212,400			(1)		09/14/2023		11/1/2024

 

(1)	Bears interest at 9.85%

 

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 form of Commercial Promissory Note, a copy of which is filed as Exhibits 6.1 hereto.

 

 

Item 9. Other Events

 

Transfer of Title

 

On September 14, 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 – 70 Shenandoah Lane Covington GA LLC		70 Shenandoah Lane, Covington, GA, 30016
Landa App LLC – 195 Branchwood Drive Covington GA LLC		195 Branchwood Drive, Covington, GA, 30016
Landa App LLC – 6386 Forester Way Lithonia GA LLC		6386 Forester Way, Lithonia, GA, 30038
Landa App LLC – 440 Freestone Drive Newnan GA LLC		440 Freestone Drive, Newnan, GA, 30265
Landa App LLC – 5329 Shirewick Lane Lithonia GA 30058		5329 Shirewick Lane, Lithonia, GA, 30058
Landa App LLC – 1903 Old Concord Drive SE Covington GA LLC		1903 Old Concord Drive SE, Covington, GA, 30016
Landa App LLC – 1000 Fox Valley Trail Stone Mountain GA LLC		1000 Fox Valley Trail, Stone Mountain, GA, 30088
Landa App LLC – 1443 Pebble Ridge Lane Hampton GA LLC		1443 Pebble Ridge Lane, Hampton, GA, 30228
Landa App LLC – 141 Longstreet Circle Oxford GA LLC		141 Longstreet Circle, Oxford, GA, 30054

 

 

 

EXHIBITS

 

The following exhibits are filed herewith:

 

Exhibit No.		Description
6.1		Form of Commercial Promissory Note, by and between Lima One Capital, LLC and each Series

 

 

 

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 22, 2023
	LANDA FINANCING LLC
	By:	Landa Management LLC,
		as manager
	By:	Landa Holdings, Inc., as member manager
	By:	/s/ Yishai Cohen
	Name:	Yishai Cohen
	Title:	Chairman, Chief Executive Officer, and President

 

 

Exhibit 6.1

Landa APP LLC - [*]

$[*]
September 14, 2023

COMMERCIAL PROMISSORY NOTE

  FOR VALUE RECEIVED, the undersigned, 

LANDA APP LLC - [*]

 a 

Delaware Limited Liability Company

  having an address at 

[*]

 (the "Maker"), promises to pay to the order of 

Lima One Capital, LLC, a Georgia Limited Liability Company

 at its principal place of business at

201 East McBee Avenue Suite 300, Greenville, SC, 29601

  ("Lender"), or to the order of such other payee or at such other place as may be later designated by Lender or any
  subsequent holder hereof, the principal amount 

[*]

 ($

[*]

) principal amount of this Note, together with
  applicable
  accrued interest on any such; together with all taxes assessed upon this Note; and together with any costs, expenses
  and reasonable attorneys' fees incurred in the collection of this Note or in protecting, maintaining or enforcing its
  security interest or any security instrument securing this Note, or upon any litigation or controversy affecting this
  Note or the security given therefor, including, without limitation, proceedings under the Federal Bankruptcy Code.
  

1. Payments. Principal and interest hereunder shall be payable as follows:

a. Interiminterest on this Note shall accrue at the rate of 9.850% per annumon the principal amount of this Note for the period from the date hereof to and including 30th day of September, 2023, said interest being due and payable at the closing of the loan. Said interest will be calculated on the basis of a 360-day year by the actual number of days still to elapse during this calendar month of origination.

b. The rate of interest of this Note shall be fixed at 9.850% per annum on the principal amount of this Note, which shall remain effective until any Event of Default (as defined herein below). Except as otherwise provided in the above Section 1(a) in regards to interim interest, interest for each and every monthly payment during the termof this Note will be calculated on the basis of a 360-day year consisting of twelve months of thirty days each ("30/360 Basis").

c. Beginning on November 10, 2023, and continuing on the tenth day of each and every month thereafter through and including the payment due on October 10, 2024, Maker is required hereunder to make monthly payments of interest only, in arrears, up to the amount of [*] Dollars ($[*]), or in accordance with the calculation parameters set forth in the above Section 1(b).

d. If not sooner paid, the entire principal amount of this Note, together with outstanding accrued interest and with all other sums due hereunder, shall be due and payable in full on November 1, 2024 (the "Maturity Date"). It is understood and agreed by Maker that if sufficient prepayments of principal have not been made, a balloon payment of principal will be due on the Maturity Date

e.All payments received will be credited first to any costs, fees or charges hereunder, then to interest accrued at the applicable interest rate as set forth herein, with the balance on account of principal

2. Advances. All advances made hereunder will be made in accordance with the terms of the Loan Agreement of even date herewith.

3. Security.This Note is secured by a first priority Deed to Secure Debt, Securing Future Advances, or similar security instrument, (the "Deed to Secure Debt") on that certain piece or parcel of real property described as [*] and being more specifically described in said Deed to Secure Debt

4. Default. If any of the following events occur (which is an "Event of Default"), Lender, and subsequent holder hereof, may declare the entire outstanding principal balance hereof, together with any other amounts that Maker owes to Lender, to be immediately due and payable:

a. Maker fails to pay any installment of principal and/or interest or any other charges due under this Note within ten (10) days after the same becomes due and payable;

b. Maker defaults in any other obligations, liabilities or indebtedness with Lender, and subsequent holder hereof (whether now existing or hereafter arising);

c. Maker sells, leases or otherwise disposes of all or substantially all of its property, assets or business, or if Maker ceases any of its business operations, dissolves or commences reorganization;

d. Maker makes or takes any action to make a general assignment for the benefit of its creditors or becomes insolvent or has a receiver, custodian, trustee in Bankruptcy or conservator appointed for it or for substantially all or any of its assets;

e. Maker files or becomes the subject of a petition in Bankruptcy or upon the commencement of any proceeding or action under any Bankruptcy laws, insolvency laws, relief of debtors laws or any other similar law affecting Maker, provided, however, that Maker shall have sixty (60) days from the filing of any involuntary petition in Bankruptcy to have the same discharged and dismissed;

f. [reserved];

g. Upon the failure by Maker to observe or perform, or upon default in, any covenants, agreements or provisions in the Deed to Secure Debt, Loan Agreement or in any other instrument, document or agreement, executed and/or delivered in connection herewith or therewith;

h. If any representation or statement made herein or any other representation or statement made or furnished to Lender, or subsequent holder hereof, by Maker is determined, in the sole reasonable discretion of Lender, or subsequent holder hereof, to be materially incorrect or misleading at the time it was made or furnished;

i. In the event of any material adverse change in the financial condition of Maker or any guarantor, surety or endorser of this Note; or

j. Upon the death of any guarantor, surety or endorser of this Note.

5. Default Rate. After the occurrence of an Event of Default, interest will accrue at the lesser of (i) eighteen percent (18%) per annum (the "Default Rate") or (ii) the Maximum Rate (as set forth herein below). Interest will continue to accrue at the Default Rate / Maximum Rate until all defaults are cured to the reasonable satisfaction of Lender, or subsequent holder hereof, and/or this Note is paid in full.

6. Extension Option. Upon Maker's request, Lender shall have the option to extend the Loan Maturity Date two times, each for a three (3)-month period (such option, the "Extension Option") on written irrevocable notice to Lender given not earlier than 90, but not prior to 45 days, before the then Loan Maturity Date (such notice, the "Extension Option Notice"); provided the following conditions are satisfied (1) no Event of Default (whether or not the Loan has been accelerated) and no event which with the passage of time and/or the giving of notice would constitute a default hereunder or under any other Loan Documents shall have occurred, (2) each representation and warranty set forth in the Loan Documents shall continue to be true and correct as if then made, (3) unless waived by Lender a new appraisal of the Mortgaged Properties indicated an "as is" Loan to Value of less than 75% (the "Option LTV") and (4) Maker includes 1% of the Loan amount (the "Extension Fee) as an extension fee to Lender for each Extension Option in immediate available funds plus all appraisal and other Lender's documented costs (collectively, the "Extension Costs") together with each Extension Option Notice.

Maker acknowledges and agrees that the Extension Option Notice will not be effective unless Lender (i) simultaneously receives the Extension Fee together with the Extension Costs or (ii) defers the payment of the Extension Fee until the Loan Maturity. Notwithstanding anything else contained herein to the contrary, the Extension Fee shall be reduced to 0.5% of the Loan Amount if the Loan is repaid fully during the period not to exceed thirty (30) days from the initial Maturity Date.

7. Prepayment. Provided that Maker is not in default hereunder, Maker may prepay all or any portion of the unpaid principal balance of this Note at any time without penalty. All prepayment shall be applied first to any costs, fees or charges due hereunder, then to interest due and owing hereunder and then to principal then outstanding, in inverse order of maturity.

8. Late Charge. It is further agreed that the holder hereof may collect a "Late Charge" equal to five percent (5%) of any past due payment required hereunder, including the final payment, or required under the Deed to Secure Debt or any other instrument, document or agreement executed and/or delivered in connection herewith that is not paid within ten (10) days of the due date thereof. Maker agrees to pay any Late Charges promptly. This Late Charge is to cover the extra expenses involved in handling delinquent payments and is not to be construed to cover other costs and attorneys' fees incurred in any action to collect this Note or to foreclose the Deed to Secure Debt securing the same. This provision shall not affect or limit the holder's rights or remedies with respect to any Event of Default

9. Exit Fee. Borrower shall pay a fee to Lender equal to 1.5% of the principal amount of the Loan (the "Exit Fee") upon satisfaction of the Loan if the Loan is satisfied after the Maturity Date and the Extension Option has not been exercised

10. [SECTION PURPOSEFULLY LEFT BLANK]

11. Lien/Set Off. Maker hereby gives Lender, and subsequent holder hereof, a lien and right of set off for all of Maker's liabilities to Lender, and subsequent holder hereof, upon and against all deposits, credits and other property of Maker now or hereafter in the possession or control of Lender, and subsequent holder hereof, or in transit to it, excepting however, funds held in trust by Maker. All payments shall be made in lawful currency of the United States of America in immediately available funds, without abatement, counterclaim or set-off, and free and clear of, and without any deduction or withholding for, any taxes or other matters

12. Purpose of Loan. Maker represents and warrants that the proceeds of this Note are to be used solely for business and commercial purposes and not at all for any personal, family, household or other noncommercial or farming or agricultural purposes. Maker acknowledges that Lender is making this loan to Maker in reliance upon the above representation by Maker. The above representation by Maker will survive the closing of this loan and repayment of amounts due hereunder to Lender, or subsequent holder hereof.

13. Other Obligations. To the extent that the outstanding balance of this Note is reduced or paid in full by reason of any payment to Lender, or subsequent holder hereof, by an accommodation maker, guarantor, surety or endorser and all or any part of such payment is rescinded, avoided or recovered from Lender, or subsequent holder hereof, for any reason whatsoever, including, without limitation, any proceedings in connection with the insolvency, bankruptcy or reorganization of the accommodation maker, guarantor, surety or endorser, the amount of such rescinded, avoided or returned payment shall be added to or, in the event this Note has been previously paid in full, shall revive the principal balance of this Note upon which interest may be charged at the applicable rate set forth in this Note and shall be considered part of the outstanding balance of this Note and all terms and provisions herein shall thereafter apply to the same.

14. Waiver. MAKER (AND EACH AND EVERY GUARANTOR, SURETY AND ENDORSER OF THIS NOTE) ACKNOWLEDGES THAT THE LOAN EVIDENCED BY THIS NOTE IS A COMMERCIAL TRANSACTION, AND HEREBY VOLUNTARILY AND KNOWINGLY WAIVES THE RIGHT TO NOTICE AND HEARING UNDER APPLICABLE SOUTH CAROLINA GENERAL STATUTES, OR ANY SUCCESSOR STATUTE OF SIMILAR IMPORT, WITH RESPECT TO ANY PREJUDGMENT REMEDY AS DEFINED THEREIN, AND FURTHER WAIVES DILIGENCE, DEMAND, PRESENTMENT FOR PAYMENT, NOTICE OF NONPAYMENT, PROTEST AND NOTICE OF PROTEST AND NOTICE OF ANY RENEWALS OR EXTENSIONS OF THIS NOTE, AND ALL RIGHTS UNDER ANY STATUTE OF LIMITATIONS, AND AGREES THAT THE TIME FOR PAYMENT OF THIS NOTE MAY BE CHANGED AND EXTENDED AS PROVIDED IN THE Deed to Secure Debt OR ANY SECURITY AGREEMENT, WITHOUT IMPAIRING MAKER"S LIABILITY THEREON, AND FURTHER CONSENTS TO THE RELEASE OF ALL OR ANY PART OF THE SECURITY FOR THEPAYMENT HEREOF, OR THE RELEASE OF ANY PARTY LIABLE FOR THIS OBLIGATION WITHOUT AFFECTING THE LIABILITY OF THE OTHER PARTIES HERETO. ANY DELAY ON THE PART OF THE HOLDER HEREOF IN EXERCISING ANY RIGHT HEREUNDER SHALL NOT OPERATE AS A WAIVER OF ANY SUCH RIGHT, AND ANY WAIVER GRANTED FOR ONE OCCASION SHALL NOT OPERATE AS A WAIVER IN THE EVENT OF ANY SUBSEQUENT DEFAULT. MAKER FURTHER WAIVES TRIAL BY JURY AND ACKNOWLEDGES THAT IT MAKES THIS WAIVER KNOWINGLY, VOLUNTARILY, AND ONLY AFTER CONSIDERATION OF THE RAMIFICATIONS OF THE WAIVER BY ITS ATTORNEY.

15. Binding Effect. This Note shall be binding on Maker, its successors and assigns and shall inure to the benefit of Lender, any subsequent holder hereof, its successors and assigns.

16. Governing Law. This Note shall be governed by, and construed in accordance with, the laws of the State of South Carolina. The Maker acknowledges and agrees that the transaction evidenced by this Note was negotiated and accepted in the State of South Carolina and the performance of the obligations hereunder shall be deemed to be performed in the State of South Carolina.

17. Joint and Several Liability. Should this Note be signed by more than one Maker, references in this Note to Maker in the singular shall include the plural and all obligations herein contained shall be joint and several of each signer hereof. Any person or entity who is a guarantor, surety or endorser of this Note is also obligated to keep all promises made in this Note. Any person or entity who takes over these obligations, including the obligations of a guarantor, surety or endorser of this Note, is also obligated to keep all of the promises made in this Note. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original, and all such counterparts together shall constitute one and the same instrument.

18. Maximum Rate. Notwithstanding anything to the contrary contained herein, under no circumstances shall the aggregate amount paid or agreed to be paid hereunder exceed the highest lawful rate permitted under applicable usury law (the "Maximum Rate") and the payment obligations of Maker under this Note are hereby limited accordingly. If, under any circumstances, whether by reason of advancement or acceleration of the maturity of the unpaid principal balance hereof or otherwise, the aggregate amounts paid on this Note shall include amounts which by law are deemed interest and which would exceed the Maximum Rate, Maker stipulates that payment and collection of such excess amounts shall have been and will be deemed to have been the result of a mistake on the part of both Maker and Lender, or subsequent holder hereof, and the party receiving such excess payments shall promptly credit such excess (to the extent only of such payments in excess of the Maximum Rate) against the unpaid principal balance hereof and any portion of such excess payments not capable of being so credited shall be refunded to Maker.

19. Rights Cumulative. The rights and remedies of Lender, and subsequent holder hereof, shall be cumulative and not in the alternative, and shall include all rights and remedies granted herein, in any document referred to herein or executed and/or delivered in connection herewith, and under all applicable laws, and the exercise of any one or more of them will not be a waiver of any other.

20. Severability. If any term, clause or provision hereof shall be adjudged to be invalid or unenforceable by a court of appropriate jurisdiction, the validity and enforceability of the remainder this Note shall not affected thereby and each such term, clause, or provision shall be valid and enforceable to the fullest extent permitted by law.

IN WITNESS WHEREOF, the undersigned have executed this Commercial Non-Revolving Line of Credit Promissory Note as of September 14, 2023

LANDA APP LLC - [*]

By: ________________________________

Date: ________________________________

Signed, sealed and/or delivered in the presence of:

Unofficial Witness: ________________________________

Print Name: ________________________________

State of ________________________________

County of ________________________________

On this the ________ of September 2023, before me, the undersigned official, personally appeared [*], Authorized Signatory of LANDA APP LLC - [*], known to me or satisfactorily proven tobe said person upon presentation of valid photographic identification, who executed this document in my presencefor the purposes herein contained.

In witness whereof, I herunto set my hand and official seal

Notary public: ________________________________

Print Name: ________________________________

Commission Expiration: ________________________________

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