ELECTRONICALLY FILED - 2024 Jul 02 1:58 PM - LEXINGTON - COMMON PLEAS - CASE#2024CP3202843

STATE OF SOUTH CAROLINA )

) IN THE COURT OF COMMON PLEAS
COUNTY OF LEXINGTON )

100 Riverbend Property Owner LLC, ) Civil Action No. 2024-CP-32-

)
Plaintiff, )
vs. ) SUMMONS
) (Non-Jury)
Sureste Westwood, LLC; Sureste )
Partners, LP; Sureste Properties, LP; )
Steven Ross; Noah Rosenfarb; Henry )
Burkhalter; Thomas Manglaviti, Jr.; )
Valley National Bank, N.A.; Trinity )
Restoration and Construction, LLC; )
Surface Works, Inc. d/b/a Surface )
Connection; and Haleigh Gonzales; )
)
Defendants. )
)

TO: THE DEFENDANTS ABOVE-NAMED:

YOU ARE HEREBY SUMMONED and required to answer the Complaint in this action,

a copy of which is hereby served upon you, and to serve a copy of your Answer to the said

Complaint upon the subscribers at 1320 Main Street, Post Office Box 11070, Columbia, South

Carolina 29211, within thirty (30) days after service hereof except as to the United States of

America, which shall have sixty (60) days, exclusive of the day of such service, and if you fail to

answer the Complaint within the time aforesaid, judgment by default will be rendered against

you for the relief demanded in the Complaint.

YOU WILL ALSO TAKE NOTICE that pursuant to Rule 53(b), of the South Carolina

Rules of Civil Procedure, as amended effective September 1, 2002, the Plaintiff will move for a

general Order of Reference to the Master in Equity for Lexington County, which Order shall,
 ELECTRONICALLY FILED - 2024 Jul 02 1:58 PM - LEXINGTON - COMMON PLEAS - CASE#2024CP3202843
pursuant to Rule 53(b) of the SCRCP, specifically provide that the said Master in Equity is

authorized and empowered to enter a final judgment in this action.

NELSON MULLINS RILEY & SCARBOROUGH LLP

By: /s/Jody A. Bedenbaugh

Jody A. Bedenbaugh
SC Bar No. 71176
Email: jody.bedenbaugh@nelsonmullins.com
Graham S. Mitchell
SC Bar No. 101314
Email: graham.mitchell@nelsonmullins.com
1320 Main Street / 17th Floor
Post Office Box 11070 (29211)
Columbia, SC 29201
(803) 799-2000

Attorneys for Plaintiff

Columbia, South Carolina
July 2, 2024

4887-4331-3866 v.1 047251/00134

 ELECTRONICALLY FILED - 2024 Jul 02 1:58 PM - LEXINGTON - COMMON PLEAS - CASE#2024CP3202843
STATE OF SOUTH CAROLINA )
) IN THE COURT OF COMMON PLEAS
COUNTY OF LEXINGTON )

100 Riverbend Property Owner LLC, ) Civil Action No. 2024-CP-32-

)
Plaintiff, )
vs. ) COMPLAINT
)
Sureste Westwood, LLC; Sureste ) Foreclosure/Collection on Guaranty/
Partners, LP; Sureste Properties, LP; ) Appointment of Receiver
Steven Ross; Noah Rosenfarb; Henry )
Burkhalter; Thomas Manglaviti, Jr.; ) Judgment Demanded Pursuant to S.C.
Valley National Bank, N.A.; Trinity ) Code § 29-3-650
Restoration and Construction, LLC; )
Surface Works, Inc. d/b/a Surface ) (Non-Jury)
Connection; and Haleigh Gonzales; )
)
Defendants. )
)

The Plaintiff above-named, complaining of the Defendants herein, would respectfully

show:

1. Plaintiff 100 Riverbend Property Owner LLC ("Plaintiff") is a limited liability

company formed under and pursuant to the laws of the State of Delaware and authorized to do

business in the State of South Carolina.

2. Upon information and belief, the Defendant Sureste Westwood, LLC ("Sureste

Westwood") is a limited liability company organized under and pursuant to the laws of the State

of Delaware and authorized to do business in the State of South Carolina.

3. Upon information and belief, the Defendant Valley National Bank, N.A. is a

banking corporation organized and existing under and pursuant to the laws of the United States of

America and doing business in the above-captioned county and state.

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4. Upon information and belief, the Defendant Sureste Partners, LP, is a limited

partnership organized and existed under and pursuant to the laws of the State of Delaware and

doing business in Lexington County, South Carolina.

5. Upon information and belief, the Defendant Sureste Properties, LP, is a limited

partnership organized and existed under and pursuant to the laws of the State of Delaware and

doing business in Lexington County, South Carolina.

6. Upon information and belief, the Defendant Steven Ross is a citizen and

resident of Fulton County, State of Georgia.

7. Upon information and belief, the Defendant Noah Rosenfarb is a citizen and

resident of Broward County, State of Florida.

8. Upon information and belief, the Defendant Henry Burkhalter is a citizen and

resident of Hinds County, State of Mississippi.

9. Upon information and belief, the Defendant Thomas Manglaviti, Jr. is a citizen

and resident of Miami-Dade County, State of Florida.

10. Upon information and belief, the Defendant Trinity Restoration and

Contracting Inc. is a corporation incorporated and existing under and pursuant to the laws of the

State of Florida and authorized to do business in the State of South Carolina.

11. Upon information and belief, the Defendant Surface Works, Inc. d/b/a Surface

Connection is a corporation incorporated and existing under and pursuant to the laws of the State

of Texas and authorized to do business in the State of South Carolina.

12. Upon information and belief, the Defendant Haleigh Gonzales is a citizen and

resident of Lexington County, State of South Carolina.

13. This Court has jurisdiction over this matter.

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14. Venue is proper in this Court because the real property which is the subject of

the within mortgage foreclosure action is located in Lexington County, South Carolina.

15. The Court has personal jurisdiction over the Defendants under S.C. Code Ann.

§36-2-803 because, inter alia, they transacted business in Southy Carolina, have an interest in real

property in South Carolina, and/or entered into a contract to be performed in part in South Carolina.

FOR A FIRST CAUSE OF ACTION

(Foreclosure of Mortgage and Judgment as to the Borrower)

16. Each and every allegation in the above-numbered paragraphs is repeated herein

as if stated verbatim and incorporated herein by reference.

17. On or about June 30, 2021, Sureste Westwood executed and delivered to

Plaintiff a Loan Agreement, the terms of which Loan Agreement are more fully explained by

reference thereto, with a true and correct copy of said Loan Agreement being attached hereto as

Exhibit A and incorporated herein by reference.

18. Thereafter, Sureste Westwood and Plaintiff, entered into a First Amendment to

Loan Agreement and Other Documents dated June 2, 2022 ("Loan Agreement Amendment") the

terms of which Loan Agreement Amendment are more fully explained by reference thereto, with

a true and correct copy of said Loan Agreement Amendment being attached hereto as Exhibit B

and incorporated herein by reference.

19. On or about June 30, 2021, Sureste Westwood, for value received, executed and

delivered to Plaintiff a Promissory Note ("Note") in the principal amount of Twenty-four million

two-hundred-and-forty thousand and 00/100 ($24,240,000.00) Dollars, with interest thereon, the

terms of which Note are more fully explained by reference thereto. A true and correct copy of the

Note is attached hereto as Exhibit C and is incorporated herein by reference.

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20. In order to secure payment of the Note, Sureste Westwood executed and

delivered to Plaintiff that certain Mortgage, Assignment of Leases and Rents, Security Agreement

and Fixture Filing dated June 30, 2021, and recorded in the Office of the Register Of Deeds for

Lexington County on June 30, 2021, in Mortgage Book 20950 at Page 3871 ("Mortgage"), wherein

and whereby Sureste Westwood mortgaged to Plaintiff the real property more fully described

herein as follows:

All that certain piece, parcel or tract of land, with all improvements thereon, situate, lying
and being near West Columbia, in the County of Lexington, South Carolina, containing
20.306 acres and being more particularly shown and delineated on an ALTA/ASCM Land
Title Survey of Riverbend Apartments by B.P. Barber & Associates, Inc., dated January
17, 1996, and recorded in the Office of the Register of Deeds for Lexington County in Plat
Book No. 162 Pages 4 and 5, and having such metes and bounds as shown thereon,
incorporated herein by reference.

This being the same property conveyed to Sureste Westwood, LLC by deed of Serenity
Equities LLC, Serenity K1 LLC, Serenity K2 LLC and Serenity Sienna Schorr LLC,
recorded in the Office of the Register of Deeds for Lexington County on June 30, 2021 in
Book 20950 at Page 3865.

TMS No. 004665-01-001

Property Address: 100 Riverbend Drive, West Columbia, SC 29169

Hereafter collectively referred to as the "Real Property." A copy of said Mortgage is attached

hereto as Exhibit D and incorporated herein by reference.

21. Subsequently, the Mortgage was assigned to Arbor JPM Funding, LLC by

Assignment of Mortgage, Assignment of Leases and Rents, Security Agreement and Fixture Filing

filed September 3, 2021 in Book 20963 at Page 4098, subsequently assigned back to Arbor Realty

Sr, Inc. by Assignment of Mortgage, Assignment of Leases and Rents, Security Agreement and

Fixture Filing filed October 29, 2021 in Book 20974 at Page 4023, subsequently assigned to Arbor

Realty Commercial Real Estate Notes 2021-FL3, Ltd by Assignment of Mortgage, Assignment of

Leases and Rents, Security Agreement and Fixture Filing filed November 23, 2021 in Book 20979

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at Page 2900, subsequently assigned back to Arbor Realty Sr, Inc. by Assignment of Mortgage,

Assignment of Leases and Rents, Security Agreement and Fixture Filing filed May 8, 2024 in

Book 21105 at Page 1762, and subsequently assigned to 100 Riverbend Property Owner LLC by

Assignment of Mortgage, Assignment of Leases and Rents, Security Agreement and Fixture Filing

filed June 7, 2024 in Book 21109 at Page 4713 and to 100 Riverbend Property Owner LLC by

Corrective Assignment of Mortgage, Assignment of Leases and Rents, Security Agreement and

Fixture Filing filed June 20, 2024 in Book 21111 at Page 3966 (collectively referred to the

"Assignments of Mortgage"). A copy of said Assignments of Mortgage are attached hereto as

Exhibit E and incorporated herein by reference.

22. In order to further secure the payment of the Note, Sureste Westwood executed

and delivered to the Plaintiff that certain Assignment of Leases and Rents, dated June 30, 2021

("ALR"), wherein and whereby Sureste Westwood assigned their interest in the rents from the Real

Property to the Plaintiff as set forth therein. The ALR was recorded in the Office of the Register

of Deeds for Lexington County on June 30, 2021 in Book 20950 at Page 3887. A true and correct

copy of said ALR as recorded in Lexington County is attached hereto as Exhibit F and is

incorporated herein by reference.

23. Subsequently, the ALR was assigned to Arbor JPM Funding, LLC by

Assignment of Assignment of Leases and Rents filed July 28, 2021 in Book 20955 at Page 4781,

subsequently assigned back to Arbor Realty SR, Inc. by Assignment of Assignment of Leases and

Rents filed October 29, 2021 in Book 20974 at Page 4017, subsequently assigned to Arbor Realty

Commercial Real Estate Notes 2021-FL3, Ltd. by Assignment of Assignment of Leases and Rents

filed November 23, 2021 in Book 20979 at Page 2893, subsequently assigned back to Arbor Realty

SR, Inc. by Assignment of Assignment of Leases and Rents filed May 8, 2024 in Book 21105 at

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Page 1755, and subsequently assigned to 100 Riverbend Property Owner LLC by Assignment of

Assignment of Leases and Rents filed June 7, 2024 in Book 21109 at Page 4707 (collectively, the

"Assignments of ALR"). A copy of said Assignments of ALR are attached hereto as Exhibit G

and incorporated herein by reference.

24. As additional security and as set forth in the Mortgage, Sureste Westwood

granted a security interest in and to certain personal property ("Personal Property") which was

perfected by the following UCC-1 Financing Statements:

a. UCC Financing Statement filed with the Lexington County Register of

Deeds Office on June 30, 2021 in Book 20950 at Page 3903, as assigned to
Arbor JPM Funding, LLC by UCC-3 filed August 3, 2021 in Book 20957
at Page 299, as assigned back to Arbor Realty SR, Inc. by UCC-3 filed
November 8, 2021 in Book 20976 at Page 3716, as assigned to Arbor Realty
Commercial Real Estate Notes 2021-FL3, Ltd by UCC-3 filed November
23, 2021 in Book 20979 at Page 2441, as assigned to Arbor Realty SR, Inc.
by UCC-3 filed May 8, 2024 in Book 21105 at Page 1785 and as assigned
to the 100 Riverbend Property Owner LLC by UCC-3 filed June 7, 2024 in
Book 21109 at Page 4863.

b. UCC Financing Statements were filed with the Delaware Secretary of

State on June 30, 2021 under filing number 2021 5103107, as assigned to
Arbor JPM Funding, LLC by UCC-3 filed July 26, 2021 under filing
number 2021 5856233, as assigned back to Arbor Realty SR, Inc. by UCC-
3 filed November 8, 2021 under filing number 2021 9027062, as assigned
to Arbor Realty Commercial Real Estate Notes 2021-FL3, Ltd by UCC-3
filed November 23, 2021 under filing number 2021 9517161, as assigned to
Arbor Realty SR, Inc. by UCC-3 filed May 8, 2024 under filing number
2024 3078464, and as assigned to 100 Riverbend Property Owner LLC by
UCC-3.

The UCC-1 Financing Statements and assignments are collectively referred to as the "UCC." The

Personal Property is described in the Mortgage and UCC. A copy of said UCC is attached hereto

as Exhibit H and incorporated herein by reference.

25. The Real Property and the Personal Property are hereinafter collectively referred to

as the "Property."

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26. The Plaintiff is the owner and holder of the Note, Mortgage, and ALR it is seeking

to foreclose.

27. The Note matured on June 29, 2024. Sureste Westwood has defaulted in the

payment of the Note, inter alia, by failing to pay Plaintiff, on demand, the amounts due and fully

owing under the Note. Sureste Westwood has further defaulted under the Note for failure to

maintain the balance of the Interest Reserve as required by Section 11.05 of the Loan Agreement

and failure to achieve the Second DSCR Rebalance Date as required by Section 2.03 of the Loan

Agreement. The Note is therefore in default and Plaintiff has declared and does hereby declare

the entire balance of all amounts due thereunder to be immediately due and payable, but Sureste

Westwood has refused to pay.

28. The Mortgage is a valid first lien on the Real Property.

29. The following named party may claim a lien on, or interest in the Real Property by

virtue of instruments filed of record in the Office of the Register of Deeds for Lexington County

or the Office of the Clerk of Court for the above-named County, but, if such lien exists, it is junior

and subordinate to that of plaintiff herein:

a) Trinity Restoration and Construction, LLC, by virtue of the Notice and Certificate of
Mechanic’s Lien, in the amount of $87,350.00, on April 17, 2024 in Book 21102 at Page
1679.

b) Surface Works, Inc. d/b/a Surface Connection, by virtue of the Mechanic’s Lien Affidavit
in the amount of $4,555.00, filed on November 22, 2022 in Book 21035 at Page 3768.

c) Haleigh Gonzales, by virtue of the Default Judgment against Westwood Estates and Sureste
Property Services in the amount of $7,580.00, filed on February 5, 2024 under Civil Action
No. 2024-cP-32-00548.

30. Valley National Bank, may claim an interest in the Real Property by virtue of an

Assignment of Leases and Rents, given by Serenity Apartments at Columbia, LLC, recorded

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September 29, 2015 in Book 17930 at Page 280. Upon information and belief, the associated

mortgage has been satisfied of record, with such satisfaction being recorded in Book 18660 at Page

165 (a true and correct copy being attached hereto as Exhibit I and incorporated herein by

reference), and through oversight or inadvertence, the Assignment of Leases and Rents remains

open of record. Plaintiff alleges Valley National Bank has no interest in the Real Property that is

the subject of this action.

31. There is due and unpaid on the Note, as secured by the Mortgage, as of July 2, 2024,

the principal sum of Twenty-Four Million Two Hundred Forty Thousand and 00/100

($24,240,000.00) Dollars, plus interest in the amount of Two Million Nine Hundred Seventy Three

Thousand Four Hundred Forty and 00/100 ($2,973,440.00) Dollars, plus late fees in the amount

of Forty-Seven Thousand Seven Hundred Forty-Three and 35/100 ($47,743.35) Dollars, plus

insufficient funds fees in the amount of One Hundred Fifty and 00/100 ($150.00) Dollars. Demand

has been made upon Sureste Westwood to pay said amounts, but Sureste Westwood has refused

to pay the same, or any part thereof, and said refusal is continuing, all to Plaintiff’s injury and

damage in the sum of Twenty-Seven Million Two Hundred Sixty One Thousand Three Hundred

Thirty Three and 35/100 ($27,261,333.35) Dollars, plus interest thereon that continues to accrue

at the default rate, plus additional late fees, plus reasonable attorney’s fees and the costs and

expenses of this action.

32. Plaintiff hereby expressly seeks a judgment against Sureste Westwood pursuant to

S.C. Code Ann. § 29-3-650 for the full amount due under the Note in the amount of Twenty-Seven

Million Two Hundred Sixty One Thousand Three Hundred Thirty Three and 35/100

($27,261,333.35) Dollars, plus interest thereon that continues to accrue at the default rate, plus

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additional late fees, plus reasonable attorney’s fees and the costs and expenses of this action.

Plaintiff reserves all rights to any deficiency remaining after the sale of the Property.

33. The Plaintiff also hereby expressly seeks the foreclosure and sale of the Property

pursuant to S.C. Code Ann. § 29-3-650. The judgment entered against the parties shall be credited

by the amount of the high bid entered at any subsequent foreclosure sale of the Property as

provided in the statute.

FOR A SECOND CAUSE OF ACTION

(Collection on Interest Reserve Guaranty)

34. Each and every allegation in the above-numbered paragraphs is repeated

herein as if stated verbatim.

35. In consideration of the Note, Defendants Sureste Partners, LP, Sureste

Properties, LP, Steven Ross, Noah Rosenfarb, Henry Burkhalter and Thomas Manglaviti, Jr.

(collectively, the "Guarantors") each executed an Interest Reserve and Operating Expense Reserve

Replenishment Guaranty (the "Interest Reserve Guaranty") whereby each of the Guarantors

individually, unconditionally, and jointly and severally guaranteed that the Interest Reserve will

be maintained as set forth in Section 11.05 of the Loan Agreement. A true and correct copy of the

Interest Reserve Guaranty is attached hereto as Exhibit J and is incorporated herein by reference.

36. As further consideration for the Note and as contained in the Interest Reserve

Guaranty, the Guarantors agreed to pay the amount necessary to replenish the Interest Reserve.

37. Plaintiff has demanded that payment be made to balance the Interest Reserve

and hereby demands payment of the same, but said Defendant Guarantors have refused to pay, and

therefore are in default.

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38. As a result of Defendant Guarantors’ failure to pay the Interest Reserve, their

Guaranteed Obligations (as defined in the Interest Reserve Guaranty and Rebalance Guaranty)

include the full amount due under the terms of the Note and Loan Agreement.

39. There is due and unpaid on the Note, Loan Agreement, and Interest Reserve

Guaranty, as of July 2, 2024, the principal sum of Twenty-Four Million Two Hundred Forty

Thousand and 00/100 ($24,240,000.00) Dollars, plus interest in the amount of Two Million Nine

Hundred Seventy Three Thousand Four Hundred Forty and 00/100 ($2,973,440.00) Dollars, plus

late fees in the amount of Forty-Seven Thousand Seven Hundred Forty-Three and 35/100

($47,743.35) Dollars, plus insufficient funds fees in the amount of One Hundred Fifty and 00/100

($150.00) Dollars. Demand has been made upon the Guarantors to pay said amounts, but the

Guarantors have refused to pay the same, or any part thereof, and said refusal is continuing, all to

Plaintiff’s injury and damage in the sum of Twenty-Seven Million Two Hundred Sixty One

Thousand Three Hundred Thirty Three and 35/100 ($27,261,333.35) Dollars, plus interest thereon

that continues to accrue at the default rate, plus additional late fees, plus reasonable attorney’s fees

and the costs and expenses of this action.

40. Plaintiff hereby expressly seeks a judgment against the Guarantors for the

amount due pursuant to the Interest Reserve Guaranty in the amount of Twenty-Seven Million

Two Hundred Sixty One Thousand Three Hundred Thirty Three and 35/100 ($27,261,333.35)

Dollars, plus interest thereon that continues to accrue at the default rate, plus additional late fees,

plus reasonable attorney’s fees and the costs and expenses of this action.

FOR A THIRD CAUSE OF ACTION

(Collection on Rebalance Guaranty)

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41. Each and every allegation in the above-numbered paragraphs is repeated

herein as if stated verbatim.

42. In further consideration of the Note, the Guarantors each executed a

Recourse, Rebalance, Prepayment and Out of Balance Payment Guaranty (the "Rebalance

Guaranty") whereby each of the Guarantors individually, unconditionally, and jointly and

severally guaranteed the payment of the Note to Plaintiff. A true and correct copy of the Rebalance

Guaranty is attached hereto as Exhibit K and is incorporated herein by reference.

43. As further consideration for the Note and as contained in the Rebalance

Guaranty, the Guarantors agreed to pay the amount necessary to achieve the Second DSCR

Rebalance Date as required by Section 2.03 of the Loan Agreement.

44. Plaintiff has demanded that payment be made to achieve the Second DSCR

Rebalance Date as required by Section 2.03 of the Loan Agreement and hereby demands payment

of the same, but said Defendant Guarantors have refused to pay, and therefore are in default.

45. As a result of Defendant Guarantors’ failure to pay, their Guaranteed

Obligations (as defined in the Interest Reserve Guaranty and Rebalance Guaranty) include the full

amount due under the terms of the Note and Loan Agreement.

46. There is due and unpaid under the terms of the Note, Loan Agreement, and

Rebalance Guaranty, as of July 2, 2024, the principal sum of Twenty-Four Million Two Hundred

Forty Thousand and 00/100 ($24,240,000.00) Dollars, plus interest in the amount of Two Million

Nine Hundred Seventy Three Thousand Four Hundred Forty and 00/100 ($2,973,440.00) Dollars,

plus late fees in the amount of Forty-Seven Thousand Seven Hundred Forty-Three and 35/100

($47,743.35) Dollars, plus insufficient funds fees in the amount of One Hundred Fifty and 00/100

($150.00) Dollars. Demand has been made upon the Guarantors to pay said amounts, but the

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Guarantors have refused to pay the same, or any part thereof, and said refusal is continuing, all to

Plaintiff’s injury and damage in the sum of Twenty-Seven Million Two Hundred Sixty One

Thousand Three Hundred Thirty Three and 35/100 ($27,261,333.35) Dollars, plus interest thereon

that continues to accrue at the default rate, plus additional late fees, plus reasonable attorney’s fees

and the costs and expenses of this action.

47. Plaintiff hereby expressly seeks a judgment against the Guarantors for the

amount due pursuant to the Rebalance Guaranty in the amount of Twenty-Seven Million Two

Hundred Sixty One Thousand Three Hundred Thirty Three and 35/100 ($27,261,333.35) Dollars,

plus interest thereon that continues to accrue at the default rate, plus additional late fees, plus

reasonable attorney’s fees and the costs and expenses of this action.

FOR A FOURTH CAUSE OF ACTION

(Receiver)

48. Each and every allegation in the above-numbered paragraphs is repeated

herein as if stated verbatim.

49. By virtue of the defaults referenced herein, Plaintiff seeks the appointment

of a receiver to protect and preserve the Property and to do all acts necessary or required in

connection with the administration and management of the Property, including but not limited to

the processing and administering of proceeds as to the Property.

50. Under the terms of the Loan Agreement, the Defendant Sureste Westwood,

LLC agreed to the appointment of a receiver upon an event of default.

51. In addition, S.C. Code Ann. § 15-65-10 provides for the appointment of a

receiver in this action because, inter alia, the Plaintiff has a right to the Property and its rents and

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profits which are in the possession of the Defendant Sureste Westwood, LLC and are in danger of

being lost or impaired.

WHEREFORE, the Plaintiff prays as follows:

1. A Receiver be appointed for the Property.

2. That the amount due Plaintiff on the Note, as secured by the Mortgage, be

ascertained and determined under the direction of this Court, together with attorney’s fees and the

costs of this action.

3. That Plaintiff recover judgment against the Defendant Sureste Westwood,

LLC in the amount found to be due, together with attorney’s fees and the costs of this action.

4. That the Court ascertain which lien or liens, if any, as to the Property are

prior to that of Plaintiff.

5. That Plaintiff’s Mortgage be declared to be a valid lien against the Property,

with the appropriate priority, and that the Plaintiff have judgment of foreclosure against the

Defendant Sureste Westwood, LLC subject to the liens of any mortgages found to be prior to

Mortgage held by Plaintiff, for the amount found to be due, together with attorney’s fees and costs

of this action.

6. That Plaintiff’s Mortgage upon the Property be foreclosed, subject to the lien

of any mortgages found to be superior to that of Plaintiff, the equity of redemption barred, and the

Property sold under the direction of this Court.

7. That the proceeds of the sale be applied as follows:

a. to the costs, disbursements, and expenses of this action, including a

reasonable attorney’s fee for the Plaintiff’s attorney;

b. to the amount due Plaintiff; and

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c. the surplus, if any, be held subject to the further order of this Court.

8. That the Plaintiff be granted judgment against the Defendant Sureste

Westwood, LLC for the full amount due under the Note at the hearing on the matter, with

subsequent credit to be entered against said judgment after the foreclosure sale of the Real Property

pursuant to S.C. Code Ann. § 29-3-350.

9. That the Plaintiff be granted judgment against Sureste Partners, LP, Sureste

Properties, LP, Steven Ross, Noah Rosenfarb, Henry Burkhalter and Thomas Manglaviti, Jr. for

the amounts due under the Interest Guaranty, Rebalance Guaranty, Note, and Loan Agreement.

10. For such other and further relief as the Court may deem just and proper.

NELSON MULLINS RILEY & SCARBOROUGH LLP

By: /s/Jody A. Bedenbaugh

Jody A. Bedenbaugh
SC Bar No. 71176
Email: jody.bedenbaugh@nelsonmullins.com
Graham S. Mitchell
SC Bar No. 101314
Email: graham.mitchell@nelsonmullins.com
1320 Main Street / 17th Floor
Post Office Box 11070 (29211)
Columbia, SC 29201
(803) 799-2000

Attorneys for Plaintiff

Columbia, South Carolina
July 2, 2024

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