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MORTGAGE ASSUMPTION AGREEMENT

THIS MORTGAGE ASSUMPTION AGREEMENT (hereinafter referred to as the "Agreement") made and entered into as of this __ day of ______, 20__, by and between GMP Retirement Investments, LLC , of 12027 Scaggsville Dr Fulton, MD 20759, (hereinafter referred to as the "Lender") and Faera, LLC, of 5601 Collins Ave, Apt. 1112, Miami Beach, FL 33140 (hereinafter referred to as "Successor Borrower").

W I T N E S S E T H:

WHEREAS, Lender is the holder and owner of the following documents (hereinafter sometimes collectively referred to as the "Loan Documents"):

1. dated _10/08/2019__, in the original principal face amount of Fifty-Five Thousand DOLLARS ($55,000.00) executed and delivered by Legacy Rentals Philly, LLC (hereinafter referred to as the "Original Borrower") in favor of Lender (hereinafter referred to as the "Note"); and,

2. Mortgage given by Original Borrower as "Mortgagor" to Lender as "Mortgagee" dated 10/29/2019_, which Mortgage is recorded on the Public Records of Philadelphia County, ID# _53585375_ (hereinafter referred to as the "Mortgage"), and which Mortgage encumbers the real as described therein commonly known as 2422 S Millick St Philadelphia, PA 19142; and,

WHEREAS, the Original Borrower is desirous of conveying the property encumbered by the Mortgage, (hereinafter referred to as the "Property") to Borrower; and,

WHEREAS, the Successor Borrower desires to receive said Property and formally assume the Mortgage and perform all of the covenants and conditions contained in the Mortgage Note, the Mortgage and all other Loan Documents as partial consideration for its purchase of the Property and as consideration for the Lender's willingness to consent to the sale of the Property which is encumbered by the Loan Documents; and,

WHEREAS, the Mortgage expressly prohibits the conveyance of the Property without the express written consent of the Lender; and,

WHEREAS, the Lender is unwilling to give its consent to the transfer of the Property to the Successor Borrower unless the Successor Borrower shall assume all of the obligations heretofore imposed by the Loan Documents upon the Original Borrower;

NOW, THEREFORE, for and in consideration of the sum of TEN DOLLARS ($10.00) and in consideration of the Premises and of the mutual covenants contained herein, and for other good and valuable considerations, the receipt and sufficiency of which are hereby acknowledged by the parties, the parties hereto agree as follows: Page 2 of 4

1. Assumption. Borrower expressly assumes the Loan Documents and agrees to perform all covenants, conditions, duties and obligations contained therein and agrees to pay the Note and the obligations evidenced thereby in a prompt and timely manner in accordance with the terms thereof.

2. Consent to Conveyance. Lender hereby consents to the transfer of the Property to the Successor Borrower, but the Lender expressly reserves the right to withhold its consent to any future sale or transfer of the Property, as provided for in the Mortgage.

3. Warranties and Representations. Successor Borrower affirms, warrants, represents and covenants that Borrower has no defenses nor rights of set-off against Lender or against the payment, collection or enforcement of the indebtedness evidenced by the Note and secured by the Mortgage and owed to Lender. Borrower further warrants and represents as follows: a. Successor Borrower has done no acts nor omitted to do any act which might prevent Lender from, or limit Lender in, acting upon or under any of the provisions herein, in the Mortgage, in the Note or any other Loan Documents; b. Successor Borrower is not prohibited under any other agreement with any other person or any judgment or decree, from the execution and delivery of this Agreement, the performance of each and every covenant hereunder or under the Mortgage, Note or any other Loan Documents; c. No action has been brought or threatened which would in any way interfere with the right of Successor Borrower to execute this Agreement and perform all of Original Borrower's obligations contained herein, in the Note, in the Mortgage, or in any other Loan Document; d. All financial statements of Original Borrower and Guarantors, if any, are true and correct in all respects, fairly present the respective financial conditions of the subjects thereof, as of the respective dates thereof and no material adverse change has occurred that would affect Successor Borrower's or Guarantors', if any, ability to repay the indebtedness evidenced by the Note and secured by the Mortgage; e. Successor Borrower is duly formed, validly existing and in good standing under the laws of the State of Florida and has full power and authority to consummate the transactions contemplated under this Agreement.

4. Acknowledgements. Successor Borrower acknowledges that: a. The Loan Documents are in full force and effect; and, b. The principal balance of the loan as represented by the aforesaid Note as of the date of this Agreement is Fifty-Five Thousand DOLLARS ($55,000.00) and principal and interest are unconditionally due and owing to the Lender as provided in the Note.

5. Costs. Successor Borrower shall pay all costs of the assumption made hereby, to include without limitation, attorneys' fees and recording costs, as well as the cost of an endorsement to Page 3 of 4

Lender's title insurance policy insuring the lien of the Mortgage after the recording of this Agreement. Such costs shall be due at hereunder and the payment thereof shall be a condition precedent to Lender's consent to the transfer of the Property to Successor Borrower. In the event that it is determined that additional costs relating to this transaction are due, Borrower agrees to pay such costs immediately upon demand.

6. Paragraph Headings. The paragraph headings used herein are for convenience of reference only and shall not be used in the interpretation or construction hereof.

7. Governing Law. This Agreement shall be governed, interpreted and construed by, through and under the laws of the State of Pennsylvania.

8. Time of the Essence. Time is of the essence of this Agreement.

9. Attorneys' Fees. All costs incurred by Lender in enforcing this Agreement and in collection of sums due Lender from Successor Borrower, to include, without limitation, reasonable attorneys' fees through all trials, appeals, and proceedings, to include, without limitation, any proceedings pursuant to the bankruptcy laws of the United States and any arbitration proceedings, shall be paid by Successor Borrower.

10. Binding Effect. This Agreement shall inure to the benefit of and be binding upon the parties hereto as well as their successors and assigns, heirs and personal representatives.

IN WITNESS WHEREOF, the parties hereto have duly executed this Agreement as follows:

As to Lender this ___ day of ______, 20__.

"LENDER"

Signature:______

As to Original Borrower this ___ day of ______, 20__.

"ORIGINAL BORROWER"

Signature:______

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As to Successor Borrower this day of ______, 20__.

"SUCCESSOR BORROWER"

Signature:

______

WITNESS:_

______

______

STATE OF ______) COUNTY OF ______)

THE FOREGOING instrument was acknowledged before me this day of ______, 20__, by ______.

______Notary Public

My Commission Expires: ______$55,000.00 2422 S Millick St Philadelphia, PA 19142 _____day of , 20_____

COMMERCIAL FLAT RATE PROMISSORY NOTE WITH BALLOON PAYMENT

FOR VALUE RECEIVED, Faera, LLC (“Maker”), with an address of 5601 Collins Ave, Apt. 1112, Miami Beach, FL 33140, promises to pay to the order of GMP Retirement Investments, LLC, with an address of 12027 Scaggsville Dr Fulton, MD 20759 (“Payee”), and its successors and assigns, at such address of Payee or at such other place as Payee may designate from time to time in writing, without set-off, the principal sum of Fifty-Five Thousand 00/100 Dollars------($55,000.00) together with interest thereon at the rate of nine percent (9.00%) per annum, as more fully described below.

1. Payment.

Commencing thirty (30) days after the date of this Note, Maker shall make fifty-four (54) consecutive monthly payments of interest only in the amount of $412.50. The entire unpaid principal balance of this Note, together with all accrued and unpaid interest and any other sums due, shall be paid on or before October 15th, 2024 (the “Maturity Date”).

2. Prepayments.

Maker may prepay at any time all or any portion of the unpaid principal sum hereunder, without penalty. Any partial prepayments shall not extend the time for any other payments due hereunder and shall be applied first to accrued interest (if any) and then to principal.

3. Late Charge.

A late charge of ten (10%) percent of the principal and interest then due and payable shall be due if the Payee does not receive any payment due hereunder within ten (10) days of its due date.

4. Terms; Mortgage; Purpose.

This Note is the Note referred to in the Mortgage given by Maker to Payee of even date herewith. The full terms, conditions, covenants and warranties of that Mortgage are incorporated herein by reference. The proceeds from this Note shall only be used for acquisition of the property described in such Mortgage.

5. Security.

This Note, and the due performance by Maker of all of its obligations hereunder and under the Mortgage, together with all of the existing and future liabilities and obligations of Maker to Payee, joint or several, contingent or absolute, of any nature whatsoever (“Liabilities”), are secured by all collateral and other security specified in the Mortgage.

6. Event of Default.

An Event of Default under this Note shall be deemed to have occurred if:

(a) Maker defaults in any payment or performance of this Note, the Mortgage, or any other liability or obligation to Payee or in the performance of any other agreement, term or condition contained in any agreement under which such liability or obligation is created if the effect of such default is to accelerate the maturity, or permit the acceleration of the maturity, of such liability or obligation or if the holder thereof causes such liability or obligation to come due prior to its stated maturity.

(b) Maker shall become insolvent or unable to pay its debts as they mature; or admit in writing its inability to pay its debts generally as they become due; or shall file a voluntary petition in bankruptcy or a voluntary petition to seek reorganization or to effect a plan or other arrangement with creditors, or shall file an answer admitting the jurisdiction of the court and the material allegations of any involuntary petition, pursuant to any act of Congress relating to bankruptcy or any act purporting to be amendatory thereof; or shall make an assignment for the benefit of creditors or to an agent authorized to liquidate any substantial amount of its assets; or shall apply for or consent to or suffer the appointment of any receiver or trustee for it or any of its property; or an order shall be entered pursuant to any act of Congress relating to bankruptcy or to any act purporting to be amendatory thereof approving an involuntary petition seeking reorganization of Maker or an order under any such act shall be entered appointing any receiver or trustee for Maker or for any property of Maker and the same shall not be stayed or vacated within thirty (30) days.

(c) Maker shall fail to observe and perform any of the covenants or agreements on Maker's part to be observed or performed under the Mortgage as more fully set forth in the Mortgage given by Maker to Payee of even date herewith.

7. Default and Remedies.

(a) Upon the occurrence of any Event of Default, the entire unpaid principal sum together with all other sums due and payable to Payee under this Note and the Mortgage and all other Liabilities shall, at the option of Payee, become due and payable immediately without presentment, demand, notice of nonpayment, protest, notice of protest or other notice of any kind, all of which are hereby expressly waived by Maker.

(b) Upon the occurrence of any Event of Default, Payee may forthwith exercise singly, concurrently, successively or otherwise any and all rights and remedies available to Payee under this Note or the Mortgage, or otherwise available to Payee at law or by equity, statute or otherwise, including without limitation the right to enforce collection against money, funds, deposit accounts and all other accounts, with interest to

2 continue at the applicable rate specified herein unaffected by the entry of any judgment or judgments on this Note.

(c) No failure of Payee to exercise any rights hereunder shall be a waiver of the right to exercise that or any other right at any other time and from time to time thereafter.

(d) Following the occurrence of any Event of Default, Maker shall pay upon demand all costs and expenses, including reasonable attorneys' fees, incurred by Payee in the exercise of its rights and remedies hereunder.

(e) Following the occurrence of any Event of Default, the entire outstanding principal balance due hereunder shall bear interest at the interest rate referenced above plus five percent (the Default Rate of Interest) per annum until paid.

(f) If any default, other than a default in payment, is curable and if Maker has not been given a notice of a similar default within the preceding twelve (12) months, it may be cured if Maker, after receiving written notice from Payee demanding cure of such default: (1) cures the default within thirty (30) days; or (2) if the cure requires more than thirty (30) days, immediately initiates steps which Payee deems in Payee’s sole but reasonable discretion to be sufficient to cure the default and thereafter continues and completes all reasonable and necessary steps sufficient to produce compliance as soon as reasonably practical. For purposes of clarification, a default in payment shall not require a notice with opportunity to cure as set forth above.

8. Confession of Judgment.

(a) MAKER, BEING FULLY AWARE OF THE RIGHT TO NOTICE AND A HEARING CONCERNING THE VALIDITY OF ANY AND ALL CLAIMS THAT MAY BE ASSERTED AGAINST MAKER BY PAYEE BEFORE A JUDGMENT CAN BE ENTERED HEREUNDER OR BEFORE EXECUTION MAY BE LEVIED ON SUCH JUDGMENT AGAINST ANY AND ALL PROPERTY OF EACH MAKER, HEREBY WAIVES THESE RIGHTS AND AGREES AND CONSENTS TO JUDGMENT BEING ENTERED BY CONFESSION IN ACCORDANCE WITH THE TERMS HEREOF AND EXECUTION BEING LEVIED ON SUCH JUDGMENT AGAINST ANY AND ALL PROPERTY OF MAKER, IN EACH CASE WITHOUT FIRST GIVING NOTICE AND THE OPPORTUNITY TO BE HEARD ON THE VALIDITY OF THE CLAIM OR CLAIMS UPON WHICH SUCH JUDGMENT IS ENTERED.

MAKER, TO THE EXTENT PERMITTED BY LAW, AND WITHOUT FURTHER CONSENT OF OR NOTICE TO MAKER, HEREBY IRREVOCABLY AND UNCONDITIONALLY AUTHORIZES THE PROTHONOTARY, CLERK OF COURT, OR ANY ATTORNEY OR ANY COURT OF RECORD IN THE COMMONWEALTH OF PENNSYLVANIA, OR ANY OTHER JURISDICTION, AS ATTORNEY FOR MAKER, TO APPEAR FOR MAKER IN SUCH COURT AND

3 CONFESS JUDGMENT AGAINST MAKER AND IN FAVOR OF PAYEE, ITS SUCCESSORS AND ASSIGNS, AT ANY TIME FOLLOWING THE OCCURRENCE OF AN EVENT OF DEFAULT HEREUNDER FOR ALL OR ANY PORTION OF THE UNPAID BALANCE OF ALL PRINCIPAL INDEBTEDNESS HEREUNDER, TOGETHER WITH UNPAID INTEREST AND ATTORNEYS' FEES NOT TO EXCEED 5% OF THE UNPAID BALANCE OF SUCH INDEBTEDNESS (BUT IN ANY EVENT NOT LESS THAN ONE THOUSAND ($1,000.00) DOLLARS), WITH COSTS OF SUIT AND RELEASE OF ALL ERRORS, AND WAIVER OF ANY RIGHT TO A STAY OF EXECUTION, FOR WHICH THIS NOTE OR A VERIFIED COPY HEREOF SHALL BE SUFFICIENT WARRANT. THE AUTHORITY TO ENTER JUDGMENT SHALL NOT BE EXHAUSTED BY ONE EXERCISE HEREOF, BUT, TO THE EXTENT PERMITTED BY LAW, SHALL CONTINUE FROM TIME TO TIME UNTIL FULL PAYMENT OF ALL INDEBTEDNESS. THE FOREGOING RIGHT AND REMEDY IS IN ADDITION TO AND NOT IN LIEU OF ANY OTHER RIGHT OR REMEDY AVAILABLE TO PAYEE UNDER THIS NOTE OR OTHERWISE.

MAKER AGREES THAT MAKER IS WELL INFORMED ABOUT THIS CONFESSION OF JUDGMENT CLAUSE. MAKER UNDERSTANDS THAT IF MAKER FAILS TO MAKE A PAYMENT WHEN DUE OR FAILS TO PERFORM OR ADHERE TO THE TERMS AND CONDITIONS OF THIS NOTE OR THE MORTGAGE, PAYEE CAN PROCEED UNDER THE CONFESSION OF JUDGMENT CLAUSE TO TAKE MAKER'S PROPERTY FROM MAKER (INCLUDING, BUT NOT LIMITED TO, , BANK ACCOUNTS, STOCKS AND BONDS, PERSONAL PROPERTY, ETC.) WITHOUT ANY PRIOR NOTICE TO MAKER OR HEARING BY THE COURT HAVING JURISDICTION. MAKER HAS CONSULTED WITH LEGAL COUNSEL PRIOR TO SIGNING THIS NOTE REGARDING THE TERMS AND CONDITIONS OF THIS NOTE, AND SPECIFICALLY REGARDING THE EFFECT OF THIS CONFESSION OF JUDGMENT CLAUSE. MAKER HAS READ AND UNDERSTANDS THIS CONFESSION OF JUDGMENT CLAUSE AND VOLUNTARILY AND KNOWINGLY SIGNS THIS NOTE CONTAINING THE CONFESSION OF JUDGMENT CLAUSE.

(b) Maker hereby waives and releases all procedural errors, defects and imperfections in any proceedings instituted by Payee under the terms of this Note, as well as all benefit that might accrue to Maker by virtue of any present or future laws exempting any property, real or personal, or any part of the proceeds arising from any sale of any such property, from attachment, levy or sale under execution, or providing for any stay of execution, exemption from civil process or extension of time for payment; and Maker agrees that any real estate that may be levied upon pursuant to a judgment obtained by virtue hereof, on any writ of execution issued thereon, may be sold upon any such writ in whole or in part in any order desired by Payee.

(c) The authority granted herein to confess judgment, or a series of judgments, shall not be exhausted by any one exercise thereof, but shall continue from

4 time to time and at all times as often as Payee shall elect until all amounts payable to Payee hereunder shall have been paid in full. If a copy of this Note, verified by an Affidavit, shall have been filed in such action, it shall not be necessary to file the original as a warrant of attorney.

9. Numbers.

For purposes of this Note, words in the singular number shall be held to include the plural and vice versa.

10. Captions.

The captions or headings of the paragraphs in this Note are for convenience only and shall not control or affect the meaning or construction of any of the terms or provisions of this Note.

11. Governing Law.

This Note shall be governed by, construed and interpreted in accordance with the laws of the Commonwealth of Pennsylvania, without regard to the conflicts of laws doctrine of such state.

12. Successors and Assigns.

This Note shall be binding upon Maker and Maker's successors and assigns and shall inure to the benefit of Payee's respective successors and assigns; however, Maker may not assign any rights or duties hereunder without the prior, written consent of Payee.

13. Severability.

The invalidity or unenforceability of any provision hereof shall in no way affect the validity or enforceability of any other provisions, which other provisions shall remain in full force and effect.

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IN WITNESS WHEREOF and intending to be legally bound hereby, Maker has executed this Note on the day and year first above written.

MAKER: Faera, LLC

By: ______, Authorized Signatory

6 STATE OF PENNSYLVANIA : : ss. COUNTY OF ______:

ON THIS, the day of ______, 20__, before me, the undersigned officer, personally appeared ______, and acknowledged that he/she/they has executed the foregoing instrument by signing his/her/their name as a duly authorized signatory of Faera, LLC, a Florida limited liability company, for the purposes therein contained, and desired the same might be recorded as such, according to law.

IN WITNESS WHEREOF, I have set my hand and notarial seal.

______Notary Public

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