McGuireWoods LLP 300 Ncrrh Third Street

Suite 400

Wilmington, NC 28401 Phone: 9l 0.254.3800 Fax: 91 0.254.3900 www.mcgu irewoods.com Henry L. Kilchin, lr. Direct: 910.254.i822

fuNcCUiRE\&/MDS

hk tchin@mcguirewoods.com Direct Fax: 910 254.1821

August 5, 2008

VIA CERTIFIED MAIL, RETURN IIECEIPT REQUESTED, FIRST-CLASS MAIL AND FEDtrRAL EXPRESS OVERNIGHT DELIVEI].Y
'fP, Inc. Post Office Box 2658 Surf City, Norrh Carolina 28445 Attn: Mr. Ronald S. Bryant
TP, Inc. 220 Sunrise Ridge Vilas, North Carolina 28692 Attn: Mr. Ronald S. Bryant TP, lnc. PO Box 21 80 Boone, Norlh Carolina 28601-2180 Attn: Mr. Ronald S. BrYant

Mr. Ronald S. Bryant 220 Sunrise Ridge Vilas, North Carolrna 28692

Mrs. Deborah L. Bryant 220 Sunrise Ridge Vilas, North Carolina 28692

Re:

.fbr Partial Release Payq/.f Amounts ancl Ntttice of Payntent Defuult LInc{er T'hat Certain Loan in the Current Arlaxintum Principol Amc.tunt o./ $17,500,000.00 (the "Loan"), and the Promissory Note Eviclencing the Sarne (a's arnenclejfrom time to time, the "Note"), Each as More Specit'ically De.scribed in Thctt Certain Master Loan Agreement Between TP, Inc , Ronalcl S. Bryant, Deborah L Bryant and Bank o/'America, N.A Dated.lanuLary 10, 2003, as Mttsl
Reqttest

[lecently Amended by That Cerlain Loan Exten.sion and Modificution .tlgreetttent dated October 4, 2007 Dear Mr. and Mrs. [3ryant.

America, N.A (the "tsank") ir-r connectiort rvith the [-oan and certain transactions in connection therewith rvhrcli are further rclerenced herein. J'he Bank ls in receipt of TP, Inc.'s request fbr the partial release payolf figr-rres fbr certain collateral fbr the Loan, including those twenty-nine (29) developed lots known collectively as Ocean Aire Estates, l81l Ocean Boulevard, Surf City. North Carolina 28445, l90l Ocean Boulevard, Surf City, North Carolina 28445, i903 Ocean Boulevard, Surf City, North Carolina 28445, 4730 23'd -fopsail Beach, North Carolina 28460 and 4731 23'd Street, North Topsail Beach, Street, North

We represent Bank

ol

Page 2

August 5, 2008 TP, Inc. Processing of the release and payoff Nortli Carolina 28460 (collectively, the "Release Lots"). ancl shall be forwarded to you under separate amounts fbr each of the Release Lots is undenr,ay cover directlY frorn the Bank'
a to that cerlain Master l.oan Agreement between TP' lnc'' dated January 10' 2003 (as amer.rded lrom Norlh carolina corporation, each of you and the Banlt, llxtension and Modification Agreenrent dated time, ntost recentll, pursuant to that certain Loan ..L,oan Agreement'')' the Bank hereby declares TP' Inc. in default of its october 4,2001' the payment ol accrued interest on the Loan' obligations thereunder with respect to tl-re required are 1br the months of May' June and July' 2008' Specificall1,, payments of the required interest

In addition, and

pursr-rant

delinquent.

PursuanttotheNote,LoanAgreementandArticlelllo{.thatcertainDeedofTrustand dated Janr'rary i 0, 2003 (as an.rended fiom Security Agreement between l'P, Inc. and the Bank rvhen due any installrneut ol pnncipal or time to time, the "Deed o1'T'rust"), a failure to pay other documents evider-icing the L'oan shall interest due on the Note- Loan Agreement, or any within five (5) days after-written notice has been constitute an "Event of Defar-ilt" if not cured LETTER SHALL SE,RVE, AS TI{E WRITTEN dCIiVCrCd iN ACCOTdANCC thCTCWith. THIS oF TI]'I.JST, AND THE BANK NOTICE I1EQUIRED PURSUANT To THE DEED UNDtrR TFIE LOAN WHICTI ARE HERE,BY ITE,QUESTS TI{A.[ ALL AMOUN.IS FULL WITHIN I'-IVE (5) DAYS FROM DE,LINQUENT A]\D PAST DUE Btr PAID IN To SUCH PARTIES AS REQUIRED THE, DATE HEI{EOF IN SUCH MANNEI{ AND PURSUAN'I'TO TI{E TtrRMS OF-I'TIE NOTE'
Agreement' upon removal of the Release Further, and pursuant to Article ll of the Loan (as that the "Maximum Loan-to-Value Ratio" Lots from tlie collateral for the l-oan ii is possible Bank in ratit-r be exceecied (as n-reasured by tl'rc defined therei') shau be exceeded. Shourd such the Barrk may contained rvithin the Loan Agreement), accordance with the terms a'd co'ditions Maximum principal balarrce of the Lttan such that the request a pa)/ment ne cessary to recluce the a recluest by the Ba'l<' parameters Upotl sr-rch Loan-to-Value Ratio is again w'ithi' the pei'ritted deiiver payment o{'trecessary prir.rcipal to T.p, Inc. shali be pror,ided r,vith fjft""n'115) days'to Loa'-to-ValLre ltatio or lace turther ciefault bring the L,oan rvithi' rhe rirnits oi'the Maximum being made by the Bank' bLrt tiris notice is under the Loan Agrecmetrt. No reqr-rest is currently f'om that tLe plai'ed removal of the Release Lots given solely as u,irult of the Bank's concern be exceeded and in Loan-to-Value Ratio to the collateral of thc Loan shall cause the Maximum Bank' lurtherance of'your ongoing re lationship u'ith tl-re

Firrally.andasaresultoftheplannedretnovalofthef{eleaseL,otsl.romthecollateral (the that certain Loan Modificatiorl Agreement sccuring the l,oan, the terms proposed ,u got't'n applicable' ,,proposecl Mocliflcation'') beiween fP, I'I., eacl", of vou and the Bank are no lotrger ShouldyouwishtodtscusslrervtermsanclproposalslortheProposecjModiflcationplease
contact the Ilarrk directlY

-I.heBar'rkreservesallofitsrightsandrernediesinconnectionwithtlreLoanAgreement' .l.rust No dclay by the Bank in and all other dJcuments evidencing the l-oan' Note, Deed ot. Rar-rk as *oiie' of any rights or remedies the exercising any rigl-rts or retnedie, ,nutt op"ratc '

0B-05-200!

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Filo AIo,

$TATE OF NORTH CAROLINA

Pender County

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enerat Court Of Justice Superior Court Division

ORNER OF ATTACHMENT
BANK OF AMERICA,

N'A.

I]]\'

Neme of Dofendanl

you was retumed not The Order originally issued agalnst

nAlias and Pluries Order

TP,INC,, RONALD S, ERYANT, DEBORAH BRYANT'

and HP, lNC.

'Drsresardlhis section unlese the

block is

Ts The Sheriff Of The County Named Below:

("TP")' Ronald s' Bryant of the Froperty of defendants TF, lnc' The above named ptairrtiff has applied for an attachment and derivered to the court a satisfactory -': .nd r'uiui*cuted (,,R. Bryarrt,,) and Deborah eryarit'1.p, ervant'lln ir,is iction il;;;ttlfttion of the court that the allegations ln the liU anachment bond in the amount ot $ rqo utrnivit that was filed witn tne Court are true. f-/

ii##r;i; o P P 7ilt

"iuinim*

R' Bryant and D Bryant within you are commanded to attach and keep safely as much of the proFefty of defendan!=.Jl' the Affidavit in sought in to iitittv thl amount vour county which is suhject to attachment, JJititttti"nl to make return of this order proceeding, the cosrs of tne actil-n uno *ip*nor, YJ ;; rurtn*i to*tanded httachment shown below' sufficient to satisfy the plaintiffs demand is ts the court within the time allowed by law- The amount

Counly

trt Wtrrch

Oder To

BP $ervod

DHle IssHFd

'l- E- rl
Supeior Coutt
Caurt Judge

A*rrrt

Sufllctrflt Io Sfllisry Fldtdtiff$ Fdrr?arld

zo.ttl,egt.+o

AOC-CV-301, Rev. 1i96

OrlginaFFlle

Copy'Each Defendant

co py-Al,rornBY/Plainllf

01998 Administrative Dtfite of the Eourts

(ovER)

STATE OF NORTH CAROLINA

COLTNTY OF ONSLOW

IN THE GENERAL COURT OF JUSTICE BEFORE THE, CLERK

09 sP 432

Of IN THE WTTER OF THE FORECLOSURE dated a Deed of Trust executed by TP, Inc' on May 5' 2003 Jurr.rury 10, 2003 and recorded

County in Book 2017 atPage 688 of the Onslow modified' Public Registry, as amended, extended or renewed "one"ted,-supplemented, from time to time,

AFFIDAVIT OF BANK OFFICER

By H.Kenneth StePhens, II, Substitute Trustee.

deposes and says: The undersigned, being first duly sworn'

familiar with the b";k;

1.

I am a senior vice

("the Bank")' I am President of Bank of America, N'A' to make this Affrdavit' and records of the Bank and I am authorized

payable January 10, 2003 ufie,rn.. ("TP" or,ft.;a"ltor") to moiif,red to increase the principal amount amount of $5,000,000.00, which *u, ,our"qtently to moiified to increase the principal amount $g,000,000.00, which *u, ,.tUr"quently to modihed to increase the principal amount $9,750,000.00, which *"t t"U.",iuently to modified to increase the principal amount $12,500,000.00, which was subsequently time' the "Note")' extended or rerrewed frorn-time to $17,500,000.00 (as amended, modifi"d, Exhibits Modifications thereto) are attached as and accurate copies of the Note (in;i;ding True herein by reference' o, U, a, D, E, F, G,-fi, I and J and incorporated

2.TheBankisthecurrentownerandholderofaPromissoryNoteoriginallydated to the Bank in the original principal

3.TheNoteissecuredbyaDeedofTrustandSecurityAgreementexecutedbyTP, Page 688 of the on May 5,2003 in Book 2017 at Inc., dated January 10, 2003 urrd r.rorJJ principal s"cu,ed indebtedness in the original Onslow County public Registry, *fti"ft "rigl""tty in the to secure indebtedness amount of $5,000,000.00, which *u, ,.rir"-q.r"ttitv ^oaified was subsequently modihed by (i) that uttd *hi"h maximum principal amount of $17,5001000^00, 29 ' 2006 and Security Agreement dated March certain Amendment to Deed of Trust and ;eage sIs of the onslow county Public Registry' recorded on March 2g,2006in Book ,o; whichwasre-recordedonAptll24,2006inBook264latPageT35oftheonslowcountyPublic dated April 1 1' to Deed of Trust and SJcurity Agreement Registry, (ii) that certain Amendment Onslow County Public April 24,2007 in Book 2860 atPage 474 ofihe
2007 andrecorded on dated to Deed of Trust and security Agreement Registry, and (iii) that certain a-"no-*t the onslow 27,2008in Book 3023 atPage 147 of February 14, 2008 and recorded on FJ;;;t

execution The appointee also joins in the been originally named as Trustee' appointee had

of

thisagreementinordertoevidenceacceptanceofthisappointment.

have caused

this agreement to be duly executed

INWITNESSWHERE,F',theownerandHolderandSubstituteTrustee above-written' under seal the date and year first

OWNER AND HOLDER:
Bank of America, N'A'

By:

(sEAL)

tt6v;Tilburg,

Senior Vice

ident

srArE,

or fbrA-I,
a

COTINTY OF Notary Public for said Countv

":d ?l?tl: ::1P '

for the $#,::$;yfJ'.|;nffiT:liiTlT,:T."ff #"d;liui-":?*'"I.Yi::President'being io*goi"g o" U"ilJi of the corporation

authorized to do so, voluntarily purposes stated theretn'

"*"",rt"iit "

thi WITNESS my hand and offrcial seal

,d

day of June,2oo9'

STf;PMNIE TTIOMPSON

'w

Nctary Public, Stale of Florida f,ommiss'on# 0D893432 My comm. exPires JutY 4, 2013

SUBSTITUTE TRUSTEE:

(sEAL)
H. Kenndth StePhens, II
STATE, OF NORTH CAROLINA

coLrNrY on Njeru I, Afff.\rt W.

rr

t{arnrr
FT0l

l\otary ruoltu' clu trsrsuJ @vNrv:'*b' "^* liS , a Notary Public, do hereby acknowledge that on this date lD o",,o,-,jryffi-r"''*tt'St3nh3ns,IlSulS]l1t^e:]Tj]j:J}oacknowledged instrument for the purposes therein expressed'
the due execution of the foregoing

2009. WITNESS my hand and notarial seal this /!"{J^:a"v of June,

$Hffe

Notary Public
(type or

My commission

expir".' to-f-3ofi

pri

%t* r

STATE OF NORTH CAROLINA

_',:fl!.i-r.]

-i'1 r',
--,:i'

il-;:

t5

COLINTY OF PENDER

.+ i'....-:
i

IN THE, GENERAL COURT OF JUSTICE BEFORE TryE CI/ERK oesP

IN THE MATTER OF THE E'iTCTSURE. of a Deed of Trust executed by TP' Inc' dated 10' January 10,2003 and recorded on January 2003 i; Book 2024 atPage 158 ofthe Pender County Public Registry, as amended' modified, corrected, supplemented, extended or renewed from time to time,
By H. Kenneth StePhens, II, Substitute Trustee.

NOTICE OF HEARING ON FORE,CLOSURE OF DEED OF TRUST

clerk of Superior c:"-n of Pender county' ^$ YOU ARE HEREBY NOTIFIED that the to the ro N.C.G.S. +s-z r .16 with respect carolina, shall conduct a hearing ;;;; North forth' ior".torrr" of certain properly, as hereinafter set

THEABOVEHE,ARINGSI]ALLBE,CONDUCTEDINTHEOFFICEoFTHE CLERKoFSUPERIORCOURTNTHpPENDERCOL|NTYCOURTHOUSE,BURGAW,

NORTHCAROLINA,oNTHEFoLLown.TcDATEANDATTHEFoLLowINGTIME:
DATE: TIME,:

AUGUST I2,2OO9
2:30 P.M.

E,VENT LATER TIME oR DATE, IN WHICH HEARING MAY BE CONTINUED To A THE YOII WTT-T- RECEIVE, WzuTTE,N NOTICE.

l.TlreparlicularrealestatesecurityinterestbgingforeclosedisaDeedofTrustand on January 10' fn"., Ju,.i January 10., 2b03 and recorded Security Agre"*"niexecuted by TP, p"nJ", County Public Registry' to PRLAP' Inc'' as 2003 in Book 2024 at Page i 58 of tf-," secured Association, as beneficiary' which origi'ally Trustee for Bank of America, National u*ount of $5,000,000'00' which was subsequently which indebtedness in the original principal piincipal amount of $17'500'000'00' and modified to secure indebtedness in the;;;;;"Security An-rendment to Deed of Trust and was subsequently modified bv (i) that cerlain tnBook 32Q5 atPage 176 of the r""o.oed on April 12' 2007 Agreement dated April 11,2007 una and security (ii) thatcertain Amendment to Deed of Trust Pender county Public Registry, 148 of the July 2'2007 tnBook 3265 at Page dated June 2g-,2001and recorded on Agreement Trust and Security that certain Amendment to Deed of Pender county Public Registry, (iii) i4 at Page on September Il'2007 in Book 33 dated september .1 1,200.7 and recorded Agreement Trust and (iv) that certain Amendment to Deed of 73 ofthe Pender county Public Registry, and on Febru ary 29 ' 2008 in Book 3415 u'-'i Agreement claied February 28,'i008 Security '""o'd"d

at Page

supplemented, extended North in the County of Pender' State of property secured by the Deed of Trust is iocated, 'Carolina, follows: and is more particularly described as
SEE

(as amended, modified, corrected, 13 of the Pender County Public Registry real and other to time' the "Deed of Trust")' The or renew"a fro*

ii'i"

EXHIBIT A ATTACHED I_IERETO

2.BankofAmerica,NationalAssociation(the..Holder'')isthecurentHoiderof/ The weli as the holder of the debt secured thereby' Beneficiary under the Deed of Trust, as Holder's address is:
Bank of America, N'A' President Attention: Bettie Van Tilburg' Senior Vice l0 t East KennedY Blvd' 7th Floor Mail Code FLl-400-07-01 TamPa, Florida 33602

3.Thedebtor(s)underthedebtsecuredbytheDeedofTrust(whetheroneormore, the the..Debtor,,)isindefauitunderthetermsofthenoteorotherwritingevidencingsuchdebt(the when due' and the Holder has accelerated
,,Note,,) for failure to pay principal

debtevidencedbytheNoteandmadedemandforpaymentundertheNote'buttheindebtedness due under the Note remains unPaid' Holder and is of Trust has been accelerated by the
The debt secured by the Deed due and PaYable in fuli'

":;i;;interest

4.

5.TheDebtorhastherightinaccordancewithN.C.G.S.$45-2l.20toterminatethe or tenders proceeding if the Debtor pays in fuil' power of sale being exercised in this i;r;;btt." expenses incuned beed of ilu't' in full, the indebtedness '"t;;;l;tthe ": Y:]].,T^:h: specified in the payment iire Substitute Trustee's services as in this matter (including compensatr* fo. the ft*), prior.tolhe time fixed for sale or prior to Deed of Trust or otherwise allowed UV bid after sale or resale has been held' expiration of the rime for submitting;;6;;,
-fhe Holder, through its counsel, has confirmed in writing to the Substitute been provided a written secured-by the Deed of rrust has that Trustee that the Debtor under the Note int"r"st and other fees, expenses and disbursements statement of the amount of principai -a

5a.

theHolderirrgoodfaithclaimedtobedueasoftlredateofsuchstatementtogetherwithadaily of such statemeut' plouided by the Note as of t1-re date was interest charge based on a contra., 'uL thosubstitute Trustee that such statement has further confirmed in-*,iting to The Horder within thirty (3 0) days of the date rast k or",-, uair*r, of the Debtor
sent by first-class mail to the

of tiris Notice.
.l.o

evidenced by the Note is not a the knowledge of the Holder, the debt 5b. counsel' has +s qof r) The Holder' through its Ioan,,as that term is clefined i,-t N.c.C.i. S

..home

confirmedthisinwritingtothesrurtittt"Tt-ustee'andhasconfit1:dth1'asaresult'withintwo pursuant to no requests for information il-te aatJof the written statetnent, years precealng
TP Inc
(Pender)

to the to the Holder' and fufiherrnore that 45-93 have been, or could have been, made N.C.G.S. $ * u.i.a on behalf of the Holder with respect to the knowledge of the Ilolder, no servicer t subject loan. Deed as Substitute Trustee under the The Holder has instructed the undersigned, *a.[ua gih: o:gii1l rt:t1"-: bv instrument of Trust, substituted as the Trustee in tn. roreclosure county public Registry, to institute in Book 3645 atpage 1 r o or tr-'#ender recorded in therein' because of the default described proceedings, pursua,-,t to the'pow.. of ,ui"-.ontained paragraph 3 above, among other reasons'

6.

fi*"

at tnis hearirJg Superior Courl ro, th" aforementi"""a "l""iy shoirld not be allowed to be held' opporlunity to show cause u. to *ttiif.,tio'""fotu'e the AdditionallY:

T.TheDebtor(orotherpartyserved)h-as.therighttoagqealbeforetheClerkof ut *ttitrt time he,shall be afforded

the hearing' and such the Debtor does not have to appear at and thereby prevent the will not aft-ect the Debtor', .igftiio puy tn" indebtednesssale' should the Debtor elect to do the u"it'ut proposed sale, or the Debtor', ,igftr'ro'uttend
SO;

(u)iftheDebtordoesnotintendtocontesttheHolder,sallegationsofdefault, failure to attend this hearing

such position in this foreclosure proceeding, for tlre Debtor in such Proceeding;

(b)tlreundersignedSubstituteTrusteeisaneutralparlyand'whileholding or not advocate for the secured creditor

may

sale, upon any i"gu1 ottquitable^ground to N.C.G.S. $ 45-21 .34 toenjoin the parlils to the sale or tr'ut ttt" couft may deem suffici"r-tt prior io itt" 'igtttt 9f of

(")theDebtorhastherighttoapplytoajudgeofthe.superiorcourtpursuant that the

Debtor complies with the requirements resaie become fixed, provided that the N C.G S. $ 45-2r.34;

ti*"

tl"

$ 45-21'16(d)' evidence rhat the clerk is to "onria.r.,t-,i.,N'C'G'S of: (i) a valid debt of which find the authorize the foreclosure, the "i"ri. -rrt "xisier]"e right to foreclose under the (ii) defauit, (iii) the party seeking to foreclos" i, ,n. holder, mofigage to notice, and (v) that tl're underlying instrument, (iv) notice to those entitieci the loan is a in N.C.G.S. $ 45-101(4), or if debt is not a subpr.ime ioan u, a"irn"a rol(4), that thJ pre-foreclosure notice under subprime loun und", N C C.S. $ +s N.C.G.S.$45-l02wasp,ouia"ainallmaterialrespects,ldtlattheperiodsoftime carolina General Statutes have by Arlicle 1l of chap ter 45 of the Nortir established in loan is not a subprime loan as dehned elapsed (however, th" und"rryin! *o,tgag" N.C.G.S $ a5-101(a));

(d)theDebtoralsohastherighttoappearatthehearingandcontestthe to and in order

foreclosed; and an order to sell the real property being

(e)iftheDebtorfailstoappearatthehearing,thetrusteewillasktlreclerkfor

TP,

lnc

(Pender)