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
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92-2028006
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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20 W. 22nd
Street
Suite 1411
New York, NY 10010
(Address of principal executive
offices)
646-905-0931
(Issuer’s telephone
number, including area
code)
Membership
Interests:
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Landa App LLC - 1000 Fox Valley Trail
Stone Mountain GA LLC
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Landa App LLC - 1007 Leeward Way
Jonesboro GA LLC
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Landa App LLC - 10119 Commons Way
Jonesboro GA LLC
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Landa App LLC - 10121 Morris Drive SW
Covington GA LLC
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Landa App LLC - 10183 Starr Street SW
Covington GA LLC
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Landa App LLC - 103 Starlake Drive
Jackson GA LLC
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Landa App LLC - 10433 Candlelight Road
Jonesboro GA LLC
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Landa App LLC - 104 Summerfield Drive
Mcdonough GA LLC
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Landa App LLC - 105 Anne Street
Hampton GA LLC
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Landa App LLC - 107 Oakwood Circle
Griffin GA LLC
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Landa App LLC - 109 Amberwood Lane
Griffin GA LLC
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Landa App LLC - 10 Oak Wood Lane
Covington GA LLC
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Landa App LLC - 10 Windridge Drive
Covington GA LLC
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Landa App LLC - 110 Shenandoah Drive
Covington GA LLC
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Landa App LLC - 1110 Parkview Drive
Griffin GA LLC
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Landa App LLC - 11187 Shannon Circle
Hampton GA LLC
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Landa App LLC - 111 Fir Drive
Mcdonough GA LLC
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Landa App LLC - 112 Ridge Street
Locust Grove GA LLC
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Landa App LLC - 11322 Michelle Way
Hampton GA LLC
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Landa App LLC - 11447 S Grove Drive
Hampton GA LLC
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Landa App LLC - 1147 Village Way Stone
Mountain GA LLC
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Landa App LLC - 114 Starlake Drive
Jackson GA LLC
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Landa App LLC - 115 Lakeview Drive
Stockbridge GA LLC
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Landa App LLC - 1160 Gable Terrace
Jonesboro GA LLC
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Landa App LLC - 1190 Kirkland Road
Covington GA LLC
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Landa App LLC - 1201 Kilrush Drive
Mableton GA LLC
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Landa App LLC - 120 Rosewood Drive
Mcdonough GA LLC
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Landa App LLC - 124 Libby Lane
Jonesboro GA LLC
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Landa App LLC - 12641 Alcovy Road
Covington GA LLC
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Landa App LLC - 126 E Mimosa Drive
Jonesboro GA LLC
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Landa App LLC - 12 Mintz Street
Griffin GA LLC
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Landa App LLC - 1320 Winona Avenue
Griffin GA LLC
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Landa App LLC - 133 Dove Landing
Social Circle GA LLC
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Landa App LLC - 137 Southern Shores
Road Jackson GA LLC
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Landa App LLC - 138 Sandalwood Circle
Lawrenceville GA LLC
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Landa App LLC - 140 High Ridge Road
Covington GA LLC
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Landa App LLC - 141 Longstreet Circle
Oxford GA LLC
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Landa App LLC - 1443 Pebble Ridge Lane
Hampton GA LLC
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Landa App LLC - 146 Crystal Brook
Griffin GA LLC
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Landa App LLC - 1473 Brownleaf Drive
Jonesboro GA LLC
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Landa App LLC - 1485 Bola Court
Jonesboro GA LLC
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Landa App LLC - 1490 Diplomat Drive
Riverdale GA LLC
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Landa App LLC - 153 Cliffside Court
Riverdale GA LLC
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Landa App LLC - 157 Wells Road
Jenkinsburg GA LLC
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Landa App LLC - 160 Chimney Ridge
Trail Stockbridge GA LLC
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Landa App LLC - 164 Longstreet Circle
Oxford GA LLC
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Landa App LLC - 1666 W Poplar Street
Griffin GA LLC
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Landa App LLC - 1683 Spoonbill Road
Hampton GA LLC
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Landa App LLC - 1689 Viceroy Way
Riverdale GA LLC
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Landa App LLC - 171 Davidson Drive
Griffin GA LLC
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Landa App LLC - 1768 Glen View Way
Hampton GA LLC
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Landa App LLC - 181 Watercress Court
Stockbridge GA LLC
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Landa App LLC - 188 Timberline Road
Jackson GA LLC
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Landa App LLC - 189 Shenandoah Drive
Riverdale GA LLC
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Landa App LLC - 1903 Old Concord Drive
SE Covington GA LLC
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Landa App LLC - 195 Branchwood Drive
Covington GA LLC
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Landa App LLC - 195 Fairclift Drive
Covington GA LLC
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Landa App LLC - 195 Hunters Trace
Covington GA LLC
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Landa App LLC - 196 Montego Circle
Riverdale GA LLC
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Landa App LLC - 204 N Main Court
Stockbridge GA LLC
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Landa App LLC - 2055 Grove Way Hampton
GA LLC
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Landa App LLC - 20 Chimney Smoke Drive
Stockbridge GA LLC
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Landa App LLC - 212 Fleeta Drive
Covington GA LLC
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Landa App LLC - 215 Central Lake
Circle Griffin GA LLC
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Landa App LLC - 2177 East Chester
Circle Southeast Conyers GA LLC
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Landa App LLC - 217 Glenloch Court
Stockbridge GA LLC
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Landa App LLC - 221 Lakeview Drive
Stockbridge GA LLC
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Landa App LLC - 2264 Chestnut Hill
Circle Decatur GA LLC
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Landa App LLC - 235 Lazy Hollow Lane
Covington GA LLC
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Landa App LLC - 2425 Cornell Circle
Mcdonough GA LLC
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Landa App LLC - 2443 Hodges Farm Road
Mansfield GA LLC
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Landa App LLC - 253 Marco Drive Social
Circle GA LLC
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Landa App LLC - 255 Countryside Lane
Covington GA LLC
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Landa App LLC - 258 Rocky Point Road
Covington GA LLC
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Landa App LLC - 25 Pleasant Valley
Road Mcdonough GA LLC
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Landa App LLC - 263 Rocky Point Road
Covington GA LLC
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Landa App LLC - 270 Mountain Lane
Covington GA LLC
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Landa App LLC - 270 Mountain Way
Covington GA LLC
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Landa App LLC - 270 Pleasant Hills
Drive Covington GA LLC
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Landa App LLC - 2794 Norfair Loop
Lithonia GA LLC
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Landa App LLC - 2813 Vicksburg Court
Decatur GA LLC
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Landa App LLC - 2933 Coffer Drive
Ellenwood GA LLC
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Landa App LLC - 3011 Raintree Drive SE
Conyers GA LLC
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Landa App LLC - 3043 Highway 81 S
Covington GA LLC
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Landa App LLC - 304 Deerfield Drive
Jonesboro GA LLC
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Landa App LLC - 30 High Ridge Road
Covington GA LLC
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Landa App LLC - 30 Roosevelt Road
Covington GA LLC
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Landa App LLC - 313 Blue Heron Drive
Jonesboro GA LLC
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Landa App LLC - 3202 Chippewa Drive
Rex GA LLC
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Landa App LLC - 350 Cadiz Lane S
College Park GA LLC
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Landa App LLC - 351 Wesley Park Drive
Jonesboro GA LLC
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Landa App LLC - 35 Clay Court
Covington GA LLC
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Landa App LLC - 3603 Manhattan Drive
Decatur GA LLC
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Landa App LLC - 3667 Patti Parkway
Decatur GA LLC
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Landa App LLC - 404 Barberry Lane
Stockbridge GA LLC
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Landa App LLC - 412 Kendall Lane
Mcdonough GA LLC
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Landa App LLC - 416 Autumn Lake Court
Mcdonough GA LLC
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Landa App LLC - 432 Manor Estates
Drive Stockbridge GA LLC
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Landa App LLC - 43 Darwin Drive
Jonesboro GA LLC
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Landa App LLC - 440 Freestone Drive
Newnan GA LLC
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Landa App LLC - 4447 Lake Breeze Drive
Stone Mountain GA LLC
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Landa App LLC - 445 Independence Drive
Jonesboro GA LLC
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Landa App LLC - 449 Kara Lane
Mcdonough GA LLC
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Landa App LLC - 45 Blue Jay Drive
Covington GA LLC
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Landa App LLC - 45 Laurel Way
Covington GA LLC
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Landa App LLC - 4702 Saint James Way
Decatur GA LLC
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Landa App LLC - 4732 Pinedale Drive
Forest Park GA LLC
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Landa App LLC - 497 Georgia Highway
212 Covington GA LLC
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Landa App LLC - 5039 East Street
Forest Park GA LLC
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Landa App LLC - 5040 Huntshire Lane
Lilburn GA LLC
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Landa App LLC - 513 Jarrett Court
Mcdonough GA LLC
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Landa App LLC - 5143 Pinecrest Drive
SW Covington GA LLC
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Landa App LLC - 524 Sawmill Road
Hampton GA LLC
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Landa App LLC - 5329 Shirewick Lane
Lithonia GA LLC
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Landa App LLC - 540 Cowan Road
Covington GA LLC
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Landa App LLC - 5411 Rocky Pine Drive
Lithonia GA LLC
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Landa App LLC - 550 Cowan Road
Covington GA LLC
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Landa App LLC - 5581 Fox Glen Circle
Lithonia GA LLC
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Landa App LLC - 55 Myrtle Grove Lane
Covington GA LLC
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Landa App LLC - 565 Mountainview Drive
Covington GA LLC
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Landa App LLC - 5737 Strathmoor Manor
Circle Lithonia GA LLC
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Landa App LLC - 5801 Strathmoor Manor
Circle Lithonia GA LLC
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Landa App LLC - 6104 Oakwood Circle SW
Covington GA LLC
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Landa App LLC - 6107 Shadow Glen Court
Covington GA LLC
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Landa App LLC - 6113 Pine Glen Circle
SW Covington GA LLC
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Landa App LLC - 6119 Pineneedle Drive
SW Covington GA LLC
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Landa App LLC - 615 Barshay Drive
Covington GA LLC
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Landa App LLC - 6168 Wheat Street NE
Covington GA LLC
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Landa App LLC - 6178 Green Acres Drive
SW Covington GA LLC
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Landa App LLC - 6386 Forester Way
Lithonia GA LLC
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Landa App LLC - 6404 Walnut Way Union
City GA LLC
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Landa App LLC - 643 Sycamore Drive
Jonesboro GA LLC
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Landa App LLC - 653 Georgetown Lane
Jonesboro GA LLC
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Landa App LLC - 65 Freedom Court
Covington GA LLC
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Landa App LLC - 6635 Kimberly Mill
Road College Park GA LLC
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Landa App LLC - 6653 Bedford Road Rex
GA LLC
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Landa App LLC - 6710 Sunset Hills
Boulevard Rex GA LLC
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Landa App LLC - 6762 Bent Creek Drive
Rex GA LLC
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Landa App LLC - 683 Wood Path Court
Stone Mountain GA LLC
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Landa App LLC - 709 Georgetown Court
Jonesboro GA LLC
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Landa App LLC - 70 Shenandoah Lane
Covington GA LLC
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Landa App LLC - 7107 Geiger Street NW
Covington GA LLC
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Landa App LLC - 7205 Lakeview Drive SW
Covington GA LLC
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Landa App LLC - 750 Georgetown Court
Jonesboro GA LLC
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Landa App LLC - 752 Chestnut Drive
Jackson GA LLC
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Landa App LLC - 7781 Mountain Creek
Way Douglasville GA LLC
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Landa App LLC - 7950 Woodlake Drive
Riverdale GA LLC
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Landa App LLC - 800 Mills Drive
Covington GA LLC
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Landa App LLC - 808 Hillandale Lane
Lithonia GA LLC
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Landa App LLC - 80 High Ridge Road
Covington GA LLC
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Landa App LLC - 8110 Devonshire Drive
Jonesboro GA LLC
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Landa App LLC - 8121 Spillers Drive SW
Covington GA LLC
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Landa App LLC - 8233 Creekline Court
Riverdale GA LLC
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Landa App LLC - 8302 Sterling Lakes
Drive Covington GA LLC
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Landa App LLC - 85 Kirkland Court
Covington GA LLC
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Landa App LLC - 85 Thorn Thicket Way
Rockmart GA LLC
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Landa App LLC - 8819 Leafwood Court
Riverdale GA LLC
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Landa App LLC - 8855 Rugby Court
Jonesboro GA LLC
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Landa App LLC - 9020 Sterling Ridge
Lane Jonesboro GA LLC
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Landa App LLC - 9150 Spillers Drive SW
Covington GA LLC
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Landa App LLC - 925 Mote Road
Covington GA LLC
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Landa App LLC - 9409 Forest Knoll
Drive Jonesboro GA LLC
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Landa App LLC - 9434 Cedar Creek Place
Douglasville GA LLC
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Landa App LLC - 9597 Pintail Trail
Jonesboro GA LLC
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Landa App LLC - 974 Laurel Street Lake
City GA LLC
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Landa App LLC - 10167 Port Royal Court
Jonesboro GA LLC
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Landa App LLC - 1246 Elgin Way
Riverdale GA LLC
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Landa App LLC - 1394 Oakview Circle
Forest Park GA LLC
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Landa App LLC - 1445 Maple Valley
Court Union City GA LLC
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Landa App LLC - 168 Brookview Drive
Riverdale GA LLC
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Landa App LLC - 1701 Summerwoods Lane
Griffin GA LLC
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Landa App LLC - 1703 Summerwoods Lane
Griffin GA LLC
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Landa App LLC - 1712 Summerwoods Lane
Griffin GA LLC
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Landa App LLC - 1741 Park Lane Griffin
GA LLC
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Landa App LLC - 1743 Summerwoods Lane
Griffin GA LLC
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Landa App LLC - 1750 Summerwoods Lane
Griffin GA LLC
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Landa App LLC - 1910 Grove Way Hampton
GA LLC
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Landa App LLC - 268 Brookview Drive
Riverdale GA LLC
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Landa App LLC - 4267 High Park Lane
East Point GA LLC
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Landa App LLC - 4474 Highwood Park
Drive East Point GA LLC
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Landa App LLC - 593 Country Lane Drive
Jonesboro GA LLC
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Landa App LLC - 6436 Stone Terrace
Morrow GA LLC
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Landa App LLC - 6440 Woodstone Terrace
Morrow GA LLC
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Landa App LLC - 6848 Sandy Creek Drive
Riverdale GA LLC
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Landa App LLC - 687 Utoy Court
Jonesboro GA LLC
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Landa App LLC - 729 Winter Lane
Jonesboro GA LLC
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Landa App LLC - 7349 Exeter Court
Riverdale GA LLC
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Landa App LLC - 773 Villa Way
Jonesboro GA LLC
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Landa App LLC - 843 Tramore Drive
Stockbridge GA LLC
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Landa App LLC - 8569 Creekwood Way
Jonesboro GA LLC
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Landa App LLC - 8641 Ashley Way
Douglasville GA LLC
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Landa App LLC - 8645 Embrey Drive
Jonesboro GA LLC
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Landa App LLC - 8651 Ashley Way
Douglasville GA LLC
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Landa App LLC - 8652 Ashley Way
Douglasville GA LLC
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Landa App LLC - 8653 Ashley Way
Douglasville GA LLC
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Landa App LLC - 8654 Ashley Way
Douglasville GA LLC
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Landa App LLC - 8655 Ashley Way
Douglasville GA LLC
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Landa App LLC - 8658 Ashley Way
Douglasville GA LLC
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Landa App LLC - 8659 Ashley Way
Douglasville GA LLC
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Landa App LLC - 8662 Ashley Way
Douglasville GA LLC
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Landa App LLC - 8667 Ashley Way
Douglasville GA LLC
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Landa App LLC - 8668 Ashley Way
Douglasville GA LLC
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Landa App LLC - 8670 Ashley Way
Douglasville GA LLC
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Landa App LLC - 8671 Ashley Way
Douglasville GA LLC
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Landa App LLC - 8674 Ashley Way
Douglasville GA LLC
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Landa App LLC - 8675 Ashley Way
Douglasville GA LLC
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Landa App LLC - 8676 Ashley Way
Douglasville GA LLC
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Landa App LLC - 8677 Ashley Way
Douglasville GA LLC
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Landa App LLC - 8678 Ashley Way
Douglasville GA LLC
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Landa App LLC - 8679 Ashley Way
Douglasville GA LLC
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Landa App LLC - 8683 Ashley Way
Douglasville GA LLC
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Landa App LLC - 8691 Ashley Way
Douglasville GA LLC
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Landa App LLC - 8692 Ashley Way
Douglasville GA LLC
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Landa App LLC - 8693 Ashley Way
Douglasville GA LLC
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Landa App LLC - 8694 Ashley Way
Douglasville GA LLC
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Landa App LLC - 8697 Ashley Way
Douglasville GA LLC
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Landa App LLC - 8780 Churchill Place
Jonesboro GA LLC
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Landa App LLC - 8796 Parliament Place
Jonesboro GA LLC
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Landa App LLC - 9439 Lakeview Road
Union City GA LLC
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(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 |
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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)
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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
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Property
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Landa App LLC – 70 Shenandoah
Lane Covington GA LLC
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70 Shenandoah Lane, Covington, GA,
30016
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Landa App LLC – 195 Branchwood
Drive Covington GA LLC
|
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195 Branchwood Drive, Covington, GA,
30016
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Landa App LLC – 6386 Forester Way
Lithonia GA LLC
|
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6386 Forester Way, Lithonia, GA, 30038
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Landa App LLC – 440 Freestone
Drive Newnan GA LLC
|
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440 Freestone Drive, Newnan, GA, 30265
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Landa App LLC – 5329 Shirewick
Lane Lithonia GA 30058
|
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5329 Shirewick Lane, Lithonia, GA,
30058
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Landa App LLC – 1903 Old Concord
Drive SE Covington GA LLC
|
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1903 Old Concord Drive SE, Covington,
GA, 30016
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Landa App LLC – 1000 Fox Valley
Trail Stone Mountain GA LLC
|
|
1000 Fox Valley Trail, Stone Mountain,
GA, 30088
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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
|
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Form of Commercial Promissory Note, by
and between Lima One Capital, LLC and each Series
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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
|
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LANDA FINANCING LLC
|
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By:
|
Landa Management LLC,
|
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as manager
|
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By:
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Landa Holdings, Inc.,
as member manager
|
|
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By:
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/s/ Yishai Cohen
|
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Name:
|
Yishai Cohen
|
|
Title:
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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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