ROCKET MORTGAGE, LLC f/k/a Quicken Loans, LLC f/k/a Quicken Loans Inc. v. META HUDSPETH

IN THE DISTRICT COURT WITHIN AND FOR OKLAHOMA COUNTY STATE OF OKLAHOMA ROCKET MORTGAGE, LLC F/K/A QUICKEN LOANS, LLC F/K/A QUICKEN LOANS INC., Plaintiff, -v- META HUDSPETH; SPOUSE, IF ANY, OF META HUDSPETH; OKLAHOMA MOTOR CREDIT COMPANY; OCCUPANT(S) OF THE PREMISE; Defendants. PETITION COMES NOW Rocket Mortgage, LLC f/k/a Quicken Loans, LLC f/k/a Quicken Loans Inc. (herein: "Plaintiff"), and for its causes of action against the above-named defendants, alleges and states as follows: 1. Plaintiff was at all times and is duly authorized to bring this action. 2. That Anthony Hudspeth (herein: "Borrower"), is obligated on a certain promissory note and mortgage described below. 3. Borrower, for good and valuable consideration, made, executed, and delivered to Quicken Loans Inc., the original lender and Plaintiff's predecessor in interest, a certain written promissory note which is the subject of this action (herein: "Note"). A true and correct copy of the Note is attached hereto as Exhibit "A." a. The Note is dated April 9, 2015; b. The Note is made in the amount of $75,000.00; c. The Note establishes an annual fixed interest rate of 4.375%; and d. Plaintiff is entitled to enforce the Note. 4. As part of the same loan transaction, and in order to secure the payment of the loan made, Borrower made, executed, and delivered to Mortgage Electronic Registration Systems, Inc., as nominee for Quicken Loans Inc., the original lender of the Note and Plaintiff’s predecessor in interest, a mortgage and conveyed the mortgage to the mortgagee (herein: “Mortgage”). The mortgage encumbers the following property: Lot Nine (9), Block Seven (7), BENTREE COUNTRY PLACE, an Addition to the City of Spencer, Oklahoma County, Oklahoma, according to the recorded Plat thereof. (herein: “Property”) with a common address 2800 Amy Way, Spencer, OK 73084. A true and correct copy of the Mortgage is attached as Exhibit “B.” a. The Mortgage is dated April 9, 2015; b. Anthony Hudspeth, a married man, and Meta Hudspeth, his wife, signed the Mortgage; and c. The Mortgage was recorded in the Oklahoma County Clerk’s Office on April 14, 2015, at Book 12797, and Page 141. 5. By virtue of Warranty Deed, Borrower and Defendant, Meta Hudspeth, are the present record owners of the subject Property as joint tenants with the right of survivorship. The Warranty Deed was recorded with the Oklahoma County Clerk’s Office on April 14, 2015, at Book 12797, and Page 140. 6. The Borrower is obligated on the subject Note and has not been released from liability thereon. 7. The Mortgage encumbers the real estate along with all the improvements, easements, appurtenances, and fixtures from the date of the execution to present and hereafter, as well as all replacements and additions to the Property. Mortgage, Ex. B. 8. Plaintiff is entitled to enforce the Note in accordance with OKLA. STAT. TIT. 12A, §3-301. 9. Plaintiff has complied with all the terms and conditions of the Note and Mortgage. 10. Borrower is in default. The default claimed is failure to make payment, and the default date is August 1, 2025. The default has not been cured by any available means. 11. The Note and Mortgage provide that if default is made as to any of the terms of the Note and Mortgage by Borrower, or if Borrower fails to perform any of the other obligations described in the Note and Mortgage, that the entire unpaid principal, interest, and all other sums allowed and secured by the Note and Mortgage, shall become due and payable at the option of the Plaintiff. Further, in response to Borrower’s default, Plaintiff is entitled to foreclose the mortgage to recover all amounts due, and to have the Property sold and all proceeds applied to the payment of the entire indebtedness described, allowed, and secured by the Note and Mortgage. 12. Plaintiff has made demand and has accelerated this loan in accordance with the Note, Mortgage, and applicable law. 13. As a necessary measure in the furtherance of enforcing this Note and Mortgage, Plaintiff has incurred costs, which are a further lien upon the Property secured by the Mortgage. 14. The Note and Mortgage provide that the attorney fees incurred by Plaintiff in the enforcement of the Note and Mortgage are the responsibility of Borrower and constitute a further lien on the Property secured by the Mortgage. 15. After consideration of all credits to this loan account, Plaintiff is due the sum of $59,511.71 in unpaid principal balance, with 4.375% interest per annum thereon, or as adjusted by the Note and Mortgage, from July 1, 2025, until paid; and all other costs of this action including title costs, late fees, NSF fees, escrow advances, corporate advances, property preservation costs, attorney fees, and all costs and fees associated with the furtherance of this action, which is a first, prior, and superior lien on the Property. 16. Plaintiff has been informed and believes that Borrower Anthony Hudspeth died intestate on or about July 4, 2025, a resident of Oklahoma County, Oklahoma. Other than the named parties in this suit, Plaintiff, with due diligence, cannot ascertain the names or whereabouts of any successors of Borrower, and no probate proceedings have been commenced. Upon his death, title to the subject property vested solely in Meta Hudspeth as the surviving joint tenant. 17. With respect to the additional defendants, Plaintiff alleges as follows: a. Additional defendant, Meta Hudspeth, may claim some right, title, lien, estate, encumbrance, claim, assessment, or interest in and to the Property, by virtue of any possible homestead interest which he/she may have or claim to have in or to the Property. b. Additional defendant, Spouse, if any, of Meta Hudspeth, may claim some right, title, lien, estate, encumbrance, claim, assessment, or interest in and to the Property, by virtue of any possible homestead interest which he/she may have or claim to have in or to the Property. c. Additional defendant, Oklahoma Motor Credit Company, may claim some right, title, lien, estate, encumbrance, claim, assessment, or interest in and to the Property, by virtue of a statement of judgment in Case No. CJ-2023-3486, recorded at the Oklahoma County Clerk’s Office on March 19, 2024, at Book 15701, and Page 1874. d. Additional defendants, Occupant(s), if any, of the Premises, whose true and correct legal identities are unknown to the Plaintiff at this time, may claim some right, title, lien, estate, encumbrance, claim, assessment, or interest in and to the Property, by virtue of occupancy of the Property. e. Plaintiff further asserts that any right, title, lien, estate, encumbrance, claim assessment, or interest claimed by any defendant is subordinate and inferior to the mortgage lien claimed by Plaintiff. Plaintiff respectfully requests that each and every defendant claiming and interest in the Property be required to establish the claimed right herein or be barred forever for further asserting such a claim. WHEREFORE, Plaintiff prays for a judgment in rem against Borrower in the amount of $59,511.71, with 4.375% interest per annum thereon, or as adjusted by the Note and Mortgage, from July 1, 2025, until paid; all abstracting and title costs incurred by Plaintiff to enforce the Note and Mortgage; all late charges; NSF fees; escrow advances; corporate advances; taxes; insurance premiums; property preservation charges; attorney fees; and all fees and costs associated with this action as allowed by the Note and Mortgage. FURTHER, Plaintiff prays for judgment in rem against Borrower, the Property, the Premises, and all other defendants, awarding judgment as follows: All defendants have set out their purported claims to the Property or have waived their rights to do so. Plaintiff’s mortgage is declared a first, prior, and superior lien on the Property as to all other claims asserted, and further declaring that Plaintiff is entitled to all amounts set forth herein. That Plaintiff is entitled to foreclose the Mortgage, and the Property shall be sold for cash and that sale shall be had with appraisement. The proceeds of the sale shall be applied first to the payment of the costs incurred herein, and then to the satisfaction of the judgment amount, Mortgage, and lien asserted by Plaintiff. That Plaintiff’s Mortgage lien interest is prior, first, and superior to all other claims of defendants. That all right, title, claim, encumbrance, or interest claimed by any defendant shall be adjudged junior, inferior, and subject to Plaintiff’s Mortgage lien. That upon confirmation of the sale, that all and each of the defendants herein, be forever foreclosed, barred, and enjoined from asserting claim of a right, title, estate, encumbrance, or other interest of any nature to the Property. FURTHER, that title to the subject property be determined to have vested solely in Meta Hudspeth as surviving joint tenant. Finally, Plaintiff prays for any and all further relief this Court deems just and equitable. Respectfully submitted, Sally E. Garrison, OBA #18709 Alex S. Rivera, OBA #32269 Amy R. Sullivan, OBA #35938 The Mortgage Law Firm, PLLC 421 NW 13th Street, Suite 300 Oklahoma City, OK 73103 Telephone: (405) 246-0602 Facsimile: (405) 698-0007 [email protected] [email protected] [email protected] Attorneys for Plaintiff ANY INFORMATION OBTAINED WILL BE USED FOR THAT PURPOSE. MERS MIN: VA Case Number: Note NOTICE: THIS LOAN IS NOT ASSUMABLE WITHOUT THE APPROVAL OF THE DEPARTMENT OF VETERANS AFFAIRS OR ITS AUTHORIZED AGENT. April 9, 2015 [Date] Spencer [City] OK [State] 2800 Amy Way Spencer, OK 73084-3510 [Property Address] 1. BORROWER'S PROMISE TO PAY In return for a loan that I have received, I promise to pay U.S.$ 75,000.00 plus interest, to the order of the Lender. The Lender is Quicken Loans Inc. (this amount is called "Principal"). I will make all payments under this Note in the form of cash, check or money order. I understand that the Lender may transfer this Note. The Lender or anyone who takes this Note by transfer and who is entitled to receive payments under this Note is called the "Note Holder." 2. INTEREST Interest will be charged on unpaid principal until the full amount of Principal has been paid. I will pay interest at a yearly rate of 4.375%. The interest rate required by this Section 2 is the rate I will pay both before and after any default described in Section 6(B) of this Note. 3. PAYMENTS (A) Time and Place of Payments I will pay principal and interest by making a payment every month. I will make my monthly payment on the 1st day of each month beginning on June 1, 2015. I will make these payments every month until I have paid all of the principal and interest and any other charges described below that I may owe under this Note. Each monthly payment will be applied as of its scheduled due date and will be applied to interest before Principal. If, on May 1, 2045, I still owe amounts under this Note, I will pay those amounts in full on that date, which is called the "Maturity Date." I will make my monthly payments at P.O. Box 6577, Carol Stream, IL 60197 or at a different place if required by the Note Holder. (B) Amount of Monthly Payments My monthly payment will be in the amount of U.S.$ 374.47. 4. BORROWER'S RIGHT TO PREPAY The Borrower shall have the right to prepay at any time, without premium or fee, the entire indebtedness or any part thereof not less than the amount of one installment, or $100.00, whichever is less. Any Prepayment in full of the indebtedness shall be credited on the date received, and no interest may be charged thereafter. Any partial Prepayment made on other than an installment due date need not be credited until the next following installment due date or 30 days after such Prepayment, whichever is earlier. 5. LOAN CHARGES If a law, which applies to this loan and which sets maximum loan charges, is finally interpreted so that the interest or other loan charges collected or to be collected in connection with this loan exceed the permitted limits, then: (a) any such loan charge shall be reduced by the amount necessary to reduce the charge to the permitted limit; and (b) any sums already collected from me which exceeded permitted limits will be refunded to me. The Note Holder may choose to make this refund by reducing the Principal I owe under this Note or by making a direct payment to me. If a refund reduces Principal, the reduction will be treated as a partial Prepayment. 6. BORROWER'S FAILURE TO PAY AS REQUIRED (A) Late Charge for Overdue Payments If the Note Holder has not received the full amount of any monthly payment by the end of Fifteen calendar days after the date it is due, I will pay a late charge to the Note Holder. The amount of the charge will be 4.000 % of my overdue payment. I will pay this late charge promptly but only once on each late payment. (B) Default If I do not pay the full amount of each monthly payment on the date it is due, I will be in default. (C) Notice of Default If I am in default, the Note Holder may send me a written notice telling me that if I do not pay the overdue amount by a certain date, the Note Holder may require me to pay immediately the full amount of Principal which has not been paid and all the interest that I owe on that amount. That date must be at least 30 days after the date on which the notice is mailed to me or delivered by other means. (D) No Waiver By Note Holder Even if, at a time when I am in default, the Note Holder does not require me to pay immediately in full as described above, the Note Holder will still have the right to do so if I am in default at a later time. (E) Payment of Note Holder's Costs and Expenses If the Note Holder has required me to pay immediately in full as described above, the Note Holder will have the right to be paid back by me for all of its costs and expenses in enforcing this Note to the extent not prohibited by applicable law. Those expenses include, for example, reasonable attorneys' fees. 7. GIVING OF NOTICES Unless applicable law requires a different method, any notice that must be given to me under this Note will be given by delivering it or by mailing it by first class mail to me at the Property Address above or at a different address if I give the Note Holder a notice of my different address. Any notice that must be given to the Note Holder under this Note will be given by delivering it or by mailing it by first class mail to the Note Holder at the address stated in Section 3(A) above or at a different address if I am given a notice of that different address. 8. OBLIGATIONS OF PERSONS UNDER THIS NOTE If more than one person signs this Note, each person is fully and personally obligated to keep all of the promises made in this Note, including the promise to pay the full amount owed. Any person who is a guarantor, surety or endorser of this Note is also obligated to do these things. Any person 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. The Note Holder may enforce its rights under this Note against each person individually or against all of us together. This means that any one of us may be required to pay all of the amounts owed under this Note. 9. WAIVERS I and any other person who has obligations under this Note waive the rights of Presentment and Notice of Dishonor. "Presentment" means the right to require the Note Holder to demand payment of amounts due. "Notice of Dishonor" means the right to require the Note Holder to give notice to other persons that amounts due have not been paid. 10. ALLONZE TO THIS NOTE If an allonge providing for payment adjustments or for any other supplemental information is executed by the Borrower together with this Note, the covenants of the allonge shall be incorporated into and shall amend and supplement the covenants of this Note as if the allonge were a part of this Note. [Check applicable box] ☐ Graduated Payment Allonge ☐ Other [Specify] N/A Other [Specify] 11. UNIFORM SECURED NOTE This Note is a uniform instrument with limited variations in some jurisdictions. In addition to the protections given to the Note Holder under this Note, a Mortgage, Deed of Trust, or Security Deed (the "Security Instrument"), dated the same date as this Note, protects the Note Holder from possible losses which might result if I do not keep the promises which I make in this Note. That Security Instrument describes how and under what conditions I may be required to make immediate payment in full of all amounts I owe under this Note. Some of those conditions are described as follows: Regulations (38 C.F.R. Part 36) issued under the Department of Veterans Affairs ("VA") Guaranteed Loan Authority (38 U.S.C. Chapter 37) and in effect on the date of loan closing shall govern the rights, duties and liabilities of the parties to this loan and any provisions of this Note which are inconsistent with such regulations are hereby amended and supplemented to conform thereto. WITNESS THE HAND(S) AND SEAL(S) OF THE UNDERSIGNED. [Signature] Anthony Hudspeth [Seal] -Borrower [Seal] -Borrower [Seal] -Borrower [Seal] -Borrower [Sign Original Only] ☐ Refer to the attached Signature Addendum for additional parties and signatures. Loan origination organization Quicken Loans Inc. NMLS ID [REDACTED] Loan originator name Valla N Robinson NMLS ID [REDACTED] Received MTG Tax: $75.00 Filed: 4/14/2015 8:43:58 AM Rept #: 883214 Forrest 'Butch' Freeman Okl Co. Treasurer By PWELLS Deputy Remit To: Document Management Quicken Loans Inc. 1565 Woodward Ave Detroit, MI 48226-1906 Prepared By: Kyle Dahlet 1565 Woodward Ave Detroit, MI 48226-1906 (313)373-0000 CAPITOL ABSTRACT & TITLE CO. 3401 NW 53RD ST., STE. 300 OKLAHOMA CITY, OK - 116 MORTGAGE MIN [REDACTED] VA Case number: [REDACTED] DEFINITIONS Words used in multiple sections of this document are defined below and other words are defined in Sections 3, 11, 13, 18, 20 and 21. Certain rules regarding the usage of words used in this document are also provided in Section 16. (A) "Security Instrument" means this document, which is dated April 9, 2015, together with all Riders to this document. (B) "Borrower" is Anthony Hudspeth, a married man, and Meta Hudspeth, his wife. Borrower is the mortgagor under this Security Instrument. EXHIBIT (C) "MERS" is Mortgage Electronic Registration Systems, Inc. MERS is a separate corporation that is acting solely as a nominee for Lender and Lender's successors and assigns. MERS is the mortgagee under this Security Instrument. MERS is organized and existing under the laws of Delaware, and has an address and telephone number of P.O. Box 2056, Flint, MI 48501-2056, tel: (888) 679-MERS. (D) "Lender" is Quicken Loans Inc. Lender is a Corporation organized and existing under the laws of the State of Michigan. Lender's address is 10350 Woodward Ave. Detroit, MI 48226-1906 (E) "Note" means the promissory note signed by Borrower and dated April 9, 2015. The Note states that Borrower owes Lender Seventy Five Thousand and 00/100 Dollars (U.S. $ 75,000.00 ) plus interest. Borrower has promised to pay this debt in regular Periodic Payments and to pay the debt in full not later than May 1, 2045. (F) "Property" means the property that is described below under the heading "Transfer of Rights in the Property." (G) "Secured Debt" means the debt evidenced by the Note, plus interest, any prepayment charges and late charges due under the Note, and all sums due under this Security Instrument, plus interest. (H) "Riders" means all Riders to this Security Instrument that are executed by Borrower. The following Riders are to be executed by Borrower (check box as applicable): [ ] Adjustable Rate Rider [X] Balloon Rider [X] VA Rider [ ] Condominium Rider [ ] Planned Unit Development Rider [ ] Biweekly Payment Rider [ ] Second Home Rider [ ] Family Rider [XX] Other(s) [specify] [ ] Legal Attached (I) "Applicable Law" means all controlling applicable federal, state and local statutes, regulations, ordinances and administrative rules and orders (that have the effect of law) as well as all applicable final, non-appealable judicial opinions. (J) "Community Association Dues, Foes, and Assessments" means all dues, fees, assessments and other charges that are imposed on Borrower or the Property by a condominium association, homeowners association, or similar entity. (K) "Electronic Funds Transfer" means any transfer of funds, other than a transaction originated by check, draft, or similar paper instrument, which is initiated through an electronic terminal, telephonic instrument, computer, or magnetic tape so as to order, instruct, or authorize a financial institution to debit or credit an account. Such term includes, but is not limited to, point-of-sale transfers, automated teller machine transactions, transfers initiated by telephone, wire transfers, and automated clearinghouse transfers. (L) "Foreclosure Items" means those items that are described in Section 3. (M) "Miscellaneous Proceeds" means any compensation, settlement, award of damages, or proceeds paid by any third party (other than insurance proceeds paid under the coverages described in Section 5) for: (i) damage to, or destruction of, the Property; (ii) condemnation or taking of all or any part of the Property; (iii) conveyance in lieu of condemnation; or (iv) misrepresentations of, or omissions as to, the value and/or condition of the Property. (N) "Mortgage Insurance" means insurance protecting Lender against the nonpayment of, or default on, the Loan. (c) "Periodic Payment" means the regularly scheduled amount due for (i) principal and interest under the Note, plus (ii) any amounts under Section 3 of this Security Instrument. (d) "RESPA" means the Real Estate Settlement Procedures Act (12 U.S.C. Section 2601 et seq.) and its implementing regulation, Regulation X (12 C.F.R. Part 1024), as they might be amended from time to time, or any additional or successor legislation or regulation that governs the same subject matter. As used in this Security Instrument, "RESPA" refers to all requirements and restrictions that are imposed in regard to a "federally related mortgage loan" even if the Loan does not qualify as a "federally related mortgage loan" under RESPA. (e) "Successor in Interest of Borrower" means any party that has taken title to the Property, whether or not that party has assumed Borrower's obligations under the Note and/or this Security Instrument. TRANSFER OF RIGHTS IN THE PROPERTY This Security Instrument secures to Lender: (i) the repayment of the Loan, and all renewals, extensions and modifications of the Note; and (ii) the performance of Borrower's covenants and agreements under this Security Instrument and the Note. For this purpose, Borrower does hereby mortgage, grant and convey to MERS (solely as nominee for Lender and Lender's successors and assigns) and to the successors and assigns of MERS (with power of sale, see following description property located in the following described property located in the County of Okahoma County of Okahoma 2000 Any Way Spencer ("Property Address"): SEE EXHIBIT "A" ATTACHED HERETO AND MADE A PART HEREOF. SUBJECT TO COVENANTS OF RECORD. Parcel ID Number: [blacked out] which currently has the address of [Street] [City], Oklahoma 73084-3510 [Zip Code] TOGETHER WITH all the improvements now or hereafter erected on the property, and all easements, appurtenances and fixtures now or hereafter a part of the property. All replacements and additions shall also be conveyed by this Security Instrument. All of the foregoings is subject to this Security Instrument as the "Property." Borrower understands and agrees that MERS holds only an equitable title to the interests granted by Borrower in this Security Instrument, but, if necessary to comply with law or custom, MERS (as nominee for Lender and Lender's successors and assigns) has the right; to exercise any or all of these rights unless specifically limited in right to foreclose and sell the Property; and to take any action required of Lender including, but not limited to, releasing and cancelling this Security Instrument. BORROWER COVENANTS that Borrower is lawfully seized of the estate hereby conveyed and has the right to mortgage, grant and convey the Property and that the Property is unencumbered, except for encumbrances of record. Borrower warrants and will defend generally the title to the Property against all claims and demands subject to such encumbrances of record. THIS SECURITY INSTRUMENT contains uniform covenants for national use and non-uniform covenants with limited variations by jurisdiction to constitute a uniform security instrument covering real property. UNIFORM COVENANTS. Borrower and Lender covenant and agree as follows: 1. Payment of Principal, Interest, Escrow Items, Prepayment Charges, and Late Charges. Borrower shall pay when due the principal of, and interest on the debt evidenced by the Note and any prepayment charges and late charges due under the Note. Borrower shall also pay funds for Escrow Items payable to parties specified in the Note and this Security Instrument shall be made in U.S. currency. However, if any check or other instrument given to Borrower to pay the Note or this Security Instrument is returned to Lender unpaid, Lender may require that any or all subsequent payments due under the Note and this Security Instrument be made in one or more of the following forms: (a) Federal Reserve check; (b) bank cashier's check, treasurer's check, bank check, treasurer's check or cashier's check, provided any such check is drawn upon an institution whose deposits are insured by a federal agency, instrumentation, or entity; or (c) Electronic Funds Transfer. Borrower shall inform Lender of any funds received by Lender when received at the location designated in the Note or at such other location as may be designated in writing in accordance with the notice provisions in Section 13. Lender may return any payment or partial payment if the payment or partial payment is insufficient to bring the Loan current. Lender may accept any payment or partial payment insufficient to bring the Loan current but exclusive of any right Lender has or prejudice to its rights to refuse such payment or partial payments in the future, but Lender is not obligated to accept any payments at any time. Such payments are accepted. If each Periodic Payment is applied as of its scheduled due date, then Lender shall first apply interest on unpaid funds. Lender may hold such unpaid funds until Borrower makes payment to bring the Loan current. If Borrower does not do so within a reasonable period of time, Lender shall either apply such funds or return them to Borrower as directed. If defaulted scheduled Periodic Payments apply to the outstanding principal balance under the Note immediately prior to foreclosure. No offset or claimed setoff under the Note and this Security Instrument or performing the covenants and agreements secured by this Security Instrument. 2. Application of Payments or Proceeds. Except as otherwise described in this Section 2, all payments accepted and applied by Lender shall be applied in the following order of priority: (a) interest due under the Note (which includes the Note); (b) amounts due under Section 3. Such payments shall be applied to each Periodic Payment in the order in which it falls due, and remaining amounts shall be applied first to late charges, second to any other amount due under this Security Instrument, and then to reduce the principal balance of the Note. If Lender receives any funds from Borrower for a delinquent Periodic Payment which includes a sufficient amount to pay any late charge due, the payment may be applied to the delinquent payment and the late charge. If more than one Periodic Payment is outstanding, Lender may apply any payment received from Borrower to one or more Periodic Payments it, and to the extent that, each payment can be paid in full, to the extent that any excess remains after the payment or payments to the full payment of one or more Periodic Payment, such excess may be applied to any late charges due and any further prepayments shall be applied first to any prepayment charges and then as described in the Note. Any application of any principal, interest, prepayment, or Miscellaneous proceeds or principal due under the Note shall not extend or postpone the due date or change the amount of the Periodic Payment. 3. Funds for Escrow Items. Borrower shall pay to Lender on the day Periodic Payments are due under the Note, unless the Note is paid in full, a sum (the "Funds") to provide for payment of amounts due for: (a) taxes and assessments required by law; (b) insurance and other priority over this Security Instrument as a Non or encumbrance on the Property; (b) leasehold payments pursuant to a lease agreement; (c) premiums for any and all insurance required by Lender under Section 5; and (d) Mortgage Insurance premium, if any, or any sums payable by Borrower to Lender in lieu of the payment of Mortgage Insurance premium in accordance with the provision of Section 10. These items are called "Escrow Items." At origination or at any time during the term of the Loan, Lender may require that Commodity Association Dues, Fees, and Assessments, if any, be escrowed by Borrower, and such dues, fees and assessments shall be an Escrow Item. Borrower shall promptly furnish to Lender all notices of amounts to be paid under this Section. Borrower shall pay Lender the Funds for Escrow Items unless Lender waives Borrower's obligation to pay the Funds for any or all Escrow Items. Lender may waive Borrower's obligation to pay to Lender Funds for any or all Escrow Items at any time. Any such waiver may be in writing. In the event of such waiver, Borrower shall pay directly, when and where payable, the amounts due for all Escrow Items for which payment of Funds has been waived by Lender, and, if Lender requires, shall furnish to Lender receipts evidencing such payment within such time period as Lender may require. Borrower's obligation to pay such payments and to provide receipts shall for all purposes be deemed to be a covenant and agreement contained in this Security Instrument, as the phrase "covenant and agreement" is used in Section 9. If Borrower is obligated to pay Escrow Items directly, pursuant to a waiver, and Borrower fails to pay the amount due for an Escrow Item, Lender may exercise its right under Section 9 and pay such amount and Borrower shall then be obligated under Section 9 to repay to Lender any such amount. Lender may revoke the waiver as to any or all Escrow Items at any time by a notice given to Borrower in accordance with Section 15 and, upon such revocation, Borrower shall pay to Lender all Funds, and in such amounts, that are then required under this Section 3. Lender may, at any time, collect such extra Funds as an amount(s) sufficient to permit Lender to apply the Funds at the time specified under HUDSPA, and (b) not to exceed the maximum amount a lender can require under RESPA. Lender shall estimate the amount of Funds due on the basis of current data and reasonable estimates of expenditures of future Escrow Items or otherwise in accordance with Applicable Law. The Funds shall be held in an institution whose deposits are insured by a federal agency, instrumentality, or entity (including Lender, if Lender is an institution whose deposits are so insured) or in any Federal Home Loan Bank. Lender shall apply the Funds to pay the Escrow Items no later than the time specified under HUDSPA. Lender shall not charge or retain fees for holding and applying the Funds, annually analyzing the escrow account, or verifying the Escrow Items unless Lender pays Borrower interest on the Funds and Applicable Law permits Lender to make such a charge. Unless otherwise is made in writing or Applicable Law requires interest to be paid on the Funds, Lender shall not be required to pay Borrower any interest or earnings on the Funds. Borrower and Lender can agree in writing, however, that interest shall be paid to Borrower; Lender shall give to Borrower, without charge, an annual accounting of the Funds as required by RESPA. If there is a surplus of Funds held in escrow, as defined under RESPA, Lender shall account to Borrower for the excess funds in accordance with RESPA. If there is a shortage of Funds held in escrow, as defined under RESPA, Lender shall notify Borrower as required by RESPA, and Borrower shall pay to Lender the amount necessary to make up the shortage in accordance with RESPA, but in no more then 12 monthly payments. If there is a deficiency of Funds held in escrow, as defined under RESPA, Lender shall notify Borrower as required by RESPA, and Borrower shall pay to Lender the amount necessary to make up the deficiency in accordance with RESPA, but in no more than 12 monthly payments. Upon payment in full of all sums secured by this Security Instrument, Lender shall promptly refund to Borrower any Funds held by Lender. 4. Charges; Liens. Borrower shall pay all taxes, assessments, charges, fines, and impositions attributable to the Property which can attain priority over this Security Instrument, leasehold payments or ground rents on the Property, if any, and Community Association Dues, Fees, and Assessments, if any. To the extent that these items are Escrow Items, Borrower shall pay them in the manner provided in Section 3. Borrower shall promptly discharge any lien which has priority over this Security Instrument unless Borrower: (a) agrees in writing to the payment of the obligation secured by the lien in a manner acceptable to Lender, but only so long as Borrower is performing such agreement; (b) contests the lien in good faith by, or defends against enforcement of the lien in, legal proceedings which in Lender's opinion operate to prevent the enforcement of the lien while those proceedings are pending, but only until such proceedings are concluded; or (v) sources from the holder of the lien an agreement satisfactory to Lender subordinating the lien to this Secured Instrument. If Lender determines that any part of the Property is subject to a lien which can attain priority over the Lender's liens, Lender may give Borrower a notice identifying the lien. Within 10 days of the date on which that notice is given, Borrower shall satisfy the lien or take one or more of the actions set forth above in this Section 4. Lender may require Borrower to pay a one-time charge for a real estate tax verification and/or report service each by Lender in connection with this Loan. 5. Property Insurance. Borrower shall keep the improvements now existing or hereafter erected on the Property insured against loss by fire, hazards included within the term "extended coverage," and say other hazards including, but not limited to, earthquakes and floods, for which Lender requires insurance. This insurance shall be maintained in the amounts (including deductible levels) and for the periods that Lender requires. What Lender requires pursuant to the preceding sentences can change during the term of the Loan. The insurance carrier providing the insurance shall be chosen by Borrower subject to Lender's right to disapprove Borrower's choice, which right shall not be exercised unilaterally. Lender may require Borrower to pay, in connection with this Loan, either: (a) a one-time charge for flood zone determination, certification and tracking services; or (b) a one-time charge for flood zone determination and certification services and subsequent charges each time remappings or similar changes occur which reasonably might affect such determination or certification. Borrower shall also be responsible for the payment of any fees imposed by the Federal Emergency Management Agency in connection with the review of any flood zone determination resulting from an objection by Borrower. If Borrower fails to maintain any of the coverages described above, Lender may obtain insurance coverage at Lender's option and Borrower's expense. Lender is under no obligation to purchase any particular type or amount of coverage. Therefore, such coverage shall cover Lender, but might or might not protect Borrower, Borrower's equity in the Property, or the contents of the Property, against any risk, hazard or liability and might provide greater or lesser coverage than was previously in effect. Borrower acknowledges that the cost of the insurance obtained might significantly exceed the cost of the insurance that Borrower could have obtained. Any amounts advanced by Lender under this Section 5 shall become additional debts of Borrower secured by this Security Instrument. These amounts shall bear interest at the Note rate from the date of disbursement and shall be payable, with such interest, upon notice from Lender to Borrower requesting payment. All insurance policies required by Lender and renewals of such policies shall be subject to Lender's right to disapprove such policies, shall contain a standard mortgage clause, and shall name Lender as mortgagee and/or as an additional loss payee. Lender shall have the right to hold the policies and renewal certificates. If Lender requires, Borrower shall promptly give Lender all receipts of paid premiums and renewal notices. If Borrower obtains any form of insurance coverage, not otherwise required by Lender, for damage to, or destruction of, the Property, such policy shall include a standard mortgage clause and shall name Lender as mortgagee and/or as an additional loss payee. In the event of loss, Borrower shall give prompt notice to the insurance carrier and Lender. Lender may make proof of loss if made promptly by Borrower. Unless Lender and Borrower otherwise agree in writing, any insurance proceeds, whether or not the underlying insurance was required by Lender, shall be applied to restoration or repair of the Property, if the restoration or repair is economically feasible and Lender's security is not leased. During such repairs and restorations, Lender shall have the right to hold such insurance proceeds until Lender has had an opportunity to inspect such Property to ensure the work has been completed to Lender's satisfaction, provided that such inspection shall be undertaken promptly. Lender may disbursse proceeds for the repairs and restoration in a single payment or in a series of progress payments as the work is completed. Unless an agreement is made in writing or Applicable Law requires interest to be paid on such insurance proceeds, Lender shall not be required to pay Borrower any interest or earnings on such proceeds. Fees for public adjusters, or other third parties, retained by Borrower shall not be paid out of the insurance proceeds and shall be the sole obligation of Borrower. If the restoration or repair is not economically feasible or Lender's security would be lessened, the insurance proceeds may be applied to the sums secured by this Security Instrument, whether or not then due, with the excess, if any, paid to Borrower. Such insurance proceeds shall be applied in the order provided for in Section 2. If Borrower abandons the Property, Lender may file, negotiate and settle any available insurance claim and related matters. If Borrower does not respond within 30 days to a notice from Lender that the insurance carrier has offered to settle a claim, then Lender may negotiate and settle the claim. The 30-day period will begin when the notice is given. In either event, or if Lender acquires the Property under Section 12 or otherwise, Borrower hereby assigns to Lender (a) Borrower's rights to any insurance proceeds in arrears and not then applied to the debt unpaid under the Note or this Security Instrument, and (b) any other of Borrower's rights (other than the right to receive any of property damages paid by Borrower) under all insurance policies covering the Property, insofar as such rights are applicable to the coverage of the Property. Lender may use the insurance proceeds either to repair or restore the Property or to pay amounts unpaid under the Note or this Security Instrument, whether or not then due. Occupancy. Borrower shall occupy, establish, and use the Property as Borrower's principal residence within 60 days after the execution of this Security Instrument and shall continue to occupy the Property as Borrower's principal residence for at least one year after the date of occupancy, unless Lender otherwise agrees in writing, which consent shall not be unreasonably withheld, or unless extenuating circumstances exist which are beyond Borrower's control. 7. Preservation, Maintenance and Protection of the Property; Inspections. Borrower shall not destroy, damage or impair the Property, allow the Property to deteriorate or commit waste on the Property. Whether or not Borrower is residing in the Property, Borrower shall maintain the Property in order to prevent the Property from deteriorating or decreasing in value due to its condition. Unless it is determined pursuant to Section 8 that repair or restoration is not economically feasible, Borrower shall promptly repair the Property if damaged or avoid further deterioration or damage. If insurance or condemnation proceeds are paid in connection with damage to, or the sale of, the Property, Borrower shall be responsible for repairing or restoring the Property only if Lender has released Borrower for such purposes. Lender may disburse proceeds for the repairs and restoration in a single payment or in a series of progress payments as the work is completed. If the insurance or condemnation proceeds are not sufficient to repair or restore the Property, Borrower is not relieved of Borrower's obligation for the completion of such repair or restoration. Lender or anyone may make reasonable entries upon and inspections of the Property. If it has reasonable cause, Lender may inspect the interior of the improvements on the Property. Lender shall give Borrower notice at the time of or prior to such an interior inspection specifying each reasonable cause. 8. Borrower's Loan Application. Borrower shall be in default if, during the Loan application process, Borrower or any persons or entities acting at the direction of Borrower or with Borrower's knowledge or consent gave materially false, misleading, or inaccurate information or statements to Lender (or failed to provide Lender with material information) in connection with the Loan. Material representations made by Borrower or related to representations concerning Borrower's occupancy of the Property as Borrower's principal residence. 9. Protection of Lender's Interest in the Property and Rights Under this Security Instrument. If (a) Borrower fails to perform the covenants and agreements contained in this Security Instrument, (b) there is a legal proceeding that might significantly affect Lender's interest in the Property and/or rights under this Security Instrument (such as a proceeding in bankruptcy, probate, for condemnation or forfeiture, for enforcement of a lien which may attain priority over this Security Instrument or to enforce laws or regulations), or (e) Borrower has abandoned the Property, then Lender may do and pay for whatever is reasonable or appropriate to protect Lender's interest in the Property and rights under this Security Instrument, including protecting such interest by restoring the value of the Property, and securing and/or uptaking the Property. Lender may, but is not limited to (a) paying and securing lenders or a lien which has priority over this Security Instrument; (b) appearing in court; and (c) paying reasonable attorneys' fees to protect its interest in the Property and/or rights under this Security Instrument, including its security position in a bankruptcy proceeding. Securing the property included, but is not limited to, repairing the property, making necessary, cleaning out, repairing all broken windows and glass, clear water from pipes, eliminate building or other code violations or dangerous conditions, and have utilities turned on or off. Although Lender may take action under this Section 9, Lender does not have to do so and is not under any duty or obligation to do so. It is agreed that Lender incurs no liability for not taking any or all actions authorized under this Section 9. Any amounts disbursed by Lender under this Section 9 shall become additional debt of Borrower secured by this Security Instrument. These amounts shall bear interest at the Note rate from the date of disbursement and shall be payable, with such interest, upon notice from Lender to Borrower requesting payment. If this Security Instrument is on a leasehold, Borrower shall comply with all the provisions of the lease. If Borrower acquires fee title to the Property, the leasehold and the fee title shall not merge unless Lender agrees to the merger in writing. 10. Mortgage Insurance. If Lender required Mortgage Insurance as a condition of making the Loan, Borrower shall pay the premiums required to maintain the Mortgage Insurance in effect. If, for any reason, the Mortgage Insurance coverage required by Lender ceases to be available from the mortgage insurer that previously provided such insurance and Borrower was required to make separately designated payments toward the premiums for Mortgage Insurance, Borrower shall pay the premiums required to obtain coverage sufficiently covering the Mortgage insurance previously in effect, or a cost substantially equivalent to the cost to Borrower of the Mortgage Insurance previously in effect, from an alternate mortgage insurer selected by Lender. If substantially equivalent Mortgage Insurance coverage is not available, Borrower shall continue to pay Lender the amount of the separately designated payments that were due when the Mortgage Insurance coverage could have been obtained, except, and retain these payments as a non-refundable loan reserve in lieu of Mortgage Insurance, until such reserve is released, be non-refundable, notwithstanding the fact that the Loan is ultimately paid in full, and Lender shall not be required to pay Borrower any interest or earnings on such loss reserve. Lender can no longer require loss reserve if (i) Mortgage Insurance (in the amounts and for the period that Lender requires) provided by an insurer selected by Lender again becomes available, or (ii) Borrower, after Lender required Mortgage Insurance as a condition of making the Loan and Borrower was required to make separately designated payments toward the premiums for Mortgage Insurance, Borrower shall pay the premiums required to maintain Mortgage Insurance in effect or to provide a cost substantially equivalent to the cost of Lender's requirement for Mortgage Insurance ends in accordance with any written agreement between Borrower and Lender providing for such termination or until termination is required by Applicable Law. Nothing in this Section 10 affects Borrower's obligation to pay interest at the rate provided in the Note. Mortgage insurers retain the right of Lender (or any entity that purchases the Note) for certain losses it may incur if Borrower does not repay the Loan. Lender retains ownership of the party to the Mortgage Insurance. Mortgage insurers evaluate their total risk on all such insurance in force from time to time, and may enter into agreements with other parties that share or modify their risk, or reduce losses. These agreements are on terms and conditions that are satisfactory to the mortgage insurer and the other party (or parties) to these agreements. These agreements may require the mortgage insurer to make payments using any source of funds from the mortgage insurer may have available (which may include funds obtained from Mortgage Insurance proceeds). As a result of these agreements, Lender, any purchaser of the Note, another insurer, any reinsurer, any other entity, or any affiliate of any of the foregoing, may receive (directly or indirectly) amounts that derive from (or might be characterized as) a portion of Borrower's payments for Mortgage Insurance, in exchange for sharing or modifying the mortgage insurer's risk, or reducing losses. If such agreement provides that an affiliate of Lender takes a share of the insurer's risk in exchange for a share of the premiums paid to the insurer, the arrangement is often termed "captive reinsurance." Further: (a) Any such agreements will not affect the amount that Borrower has agreed to pay for Mortgage Insurance, of any other terms of the Loan. Such agreements will not increase the amount Borrower will owe for Mortgage Insurance, and they will not entitle Borrower to any refund. (b) Any such agreements will not affect the rights Borrower has - if any - with respect to the Mortgage Insurance under the Homeowners Protection Act of 1998 or any other law. These rights may include the right to receive certain disclosures, to request and obtain cancellation of the Mortgage Insurance, and to obtain Mortgage Insurance insurance, generally, and/or to receive a refund of any Mortgage Insurance premiums that were unearned at the time of such cancellation or termination. 11. Assignment of Miscellaneous Proceeds; Forfeiture. All Miscellaneous Proceeds are hereby assigned to and shall be paid to Lender. If the Property is damaged, such Miscellaneous Proceeds shall be applied to restoration or repair of the Property, if the restoration or repair is economically feasible and Lender's security is not released. During such repair and restoration period, Lender shall have the right to hold such Miscellaneous Proceeds until the Property is restored and/or repaired. Borrower must permit such inspection and/or repairs at Lender's satisfaction, provided that such inspection shall be undertaken promptly. Lender may pay for the repairs and restoration in a single disbursement or in a series of progress payments as the work is completed. Unless an agreement is made in writing or Applicable Law requires interest to be paid on such Miscellaneous Proceeds, Lender shall not be required to pay Borrower any income or earnings on such Miscellaneous Proceeds. If the Property is sold, is otherwise fully secured or Lender's security would be released, the Miscellaneous Proceeds shall be applied to the sums secured by this Security Instrument, whether or not then due, with the excess, if any, paid to Borrower. Such Miscellaneous Proceeds shall be applied to the order provided for in Section 7 above. In the event of a partial taking, destruction, or loss in value of the Property, the Miscellaneous Proceeds shall be applied to the sums secured by this Security Instrument, whether or not then due, with the excess, if any, paid to Borrower. In the event of a partial taking, destruction, or loss in value of the Property in which the fair market value of the Property immediately before the partial taking, destruction, or loss in value is equal to or greater than the amount of the sums secured by this Security Instrument immediately before the partial taking, destruction, or loss in value, unless Borrower and Lender otherwise agree in writing, the sums secured by this Security Instrument shall be reduced by the amount of the Miscellaneous Proceeds multiplied by the following fraction: (a) the total amount of the Miscellaneous Proceeds divided by the partial taking, destruction, or loss in value divided by (b) the fair market value of the Property immediately before the partial taking, destruction, or loss in value. Any balance shall be paid to Borrower. In the event of a partial taking, destruction, or loss in value of the Property in which the fair market value of the Property immediately before the partial taking, destruction, or loss in value is less than the amount of the sums secured immediately before the partial taking, destruction, or loss in value, unless Borrower and Lender otherwise agree in writing, the Miscellaneous Proceeds shall be applied to the sums secured by this Security Instrument, whether or not the sums are then due. If the Property is abandoned by Borrower, or if, after notice by Lender to Borrower that the Opposing Party (as defined in the first section) offers to settle an award to settle a claim for damages, Borrower fails to respond to Lender within 30 days after the date the notice is given, Lender is authorized to collect and apply the Miscellaneous Proceeds either to restoration or repair of the Property or to the sums secured by this Security Instrument, whether or not then due. "Opposing Party" means the third party that opposing Borrower, Miscellaneous Proceeds or the party against whom Borrower has a right of action in regard to Miscellaneous Proceeds. Borrower shall be in default if any action or proceeding, whether civil or criminal, is begun that, in Lender's judgment, could result in forfeiture of the Property or other material impairment of Lender's interest in the Property or rights under this Security Instrument. Borrower can cure such a default and, if so, acquire the right to continue ownership as provided hereon, December 19, by paying off the loan or proceeding to be dismissed with a ruling that, in Lender's judgment, precludes forfeiture of the Property or other material impairment of Lender’s interest in the Property or rights under this Security Instrument. The proceeds of any award or claim for damages that are attributable to the impairment of Lender’s interest in the Property are hereby assigned and shall be paid to Lender. All Miscellaneous Proceeds that are not applied to restoration or repair of the Property shall be applied in the order provided for in Section 2. 12. Extension of Time for Payment or Modification of Amortization. By Lender Not a Waiver. Extension of the time for payment or modification of amortization of the sums secured by this Security Instrument granted by Lender to Borrower or any Successor in Interest of Borrower shall not operate as a release of liability to Borrower or any Successor in Interest of Borrower. Lender shall not be required to commence proceedings against any Successors in Interest of Borrower or to refuse to extend time for payment or otherwise modify amortization of the sums secured by this Security Instrument by reason of any default made by the original Borrower or any Successors in Interest of Borrower. Any forbearance by Lender in exercising any such remedy including, without limitation, Lender’s acceptance of payments from third persons, entities or Successors in Interest of Borrower or in amounts less than the amount then due, shall not be a waiver of or prejudice to any right remaining. 13. Joint and Several Liability; Co-signers; Successors and Assigns Bound. Borrower covenants and agrees that Borrower’s obligations and liability shall be joint and several. However, any Borrower who co-signs this Security Instrument but does not execute the Note (a “co-signer”): (a) is co-signing this Security Instrument only to mortgage, grant and convey the co-signer’s interest in the Property under the terms of this Security Instrument; (b) is not equally obligated to pay the sums secured by this Security Instrument; and (c) agrees that Lender and any other Borrower can assign his/her obligations further or make any accommodations with regard to the terms of this Security Instrument or the Note without the co-signer’s consent. Subject to the provisions of Section 18, any Successor in Interest of Borrower who assumes Borrower’s obligations under this Security Instrument in writing, and is approved by Lender, shall obtain all of Borrower’s rights and benefits under this Security Instrument. Borrower shall not be released from Borrower’s obligations and liability under this Security Instrument unless Lender agrees to such release in writing. The terms and agreements of this Security Instrument shall bind (except as provided in Section 20) and benefit the parties hereto and their heirs, administrators, personal representatives and assignees. 14. Loan Charges. Lender may charge Borrower fees for services performed in connection with Borrower’s default, for the purpose of protecting Lender’s interest in the Property and rights under this Security Instrument, including, but not limited to, attorneys’ fees, property inspections and valuation fees. In addition to any such fees, Lender of exercise its right under this Security Instrument to charge a specific fee to Borrower shall not be construed as a prohibition on the charges that Lender may not charge fees that are expressly prohibited by this Security Instrument or by Applicable Law. If the Loan is subject to a law which sets maximum loan charges, and that law is finally interpreted so that the Loan is subject to a law which requires reduction of fees collected in connection with the Loan exceed the permitted limits, then: (a) any such loan charges shall be reduced by the minimum necessary to reduce the charge to the permitted limit; and (b) any sums already collected from Borrower which exceed the permitted limits will be refunded to Borrower. Lender may choose to make this refund by reducing the principal owed under the Note or by making a direct payment to Borrower. If a refund reduces principal, the reduction will be treated as a partial prepayment without any prepayment charge (whether or not a prepayment charge is provided for under the Note). Borrower shall have no cause of action if any refund made by direct payment to Borrower will constitute a waiver of any right of action Borrower might have arising out of such overcharges. Notices. All notices given by Borrower or Lender in connection with this Security Instrument must be in writing. Except as otherwise required by Applicable Law, any notice to Borrower in connection with this Security Instrument shall be deemed to have been given to Borrower when mailed by first class mail or when personally delivered to Borrower’s notice address if sent by other means. Notice to any Borrower shall constitute notice to all Borrowers unless Applicable Law expressly requires otherwise. The notice address shall be the Property address unless Borrower has previously submitted notice address by notice to Lender. Borrower shall promptly notify Lender of Borrower’s change of address unless Lender specifies a procedure for reporting Borrower’s change of address, then Borrower shall only report a change of address through that specified procedure. There may be only one designated notice address under this Security Instrument at any one time. Any notice to Lender shall be given by delivering it or by mailing it by first class mail to Lender's address stated herein unless Lender has downstairs another address by notice to Borrower. Any notice in connection with this Security Instrument shall not be deemed to have been given to Lender until actually received by Lender. If any notice required by this Security Instrument is also required under Applicable Law, the Applicable Law requirement will satisfy the corresponding requirements under this Security Instrument. 16. Governing Law; Interpretation; Rules of Construction. This Security Instrument shall be governed by federal law except that the laws of the jurisdiction in which the Property is located. All rights and obligations contained in this Security Instrument are subject to any requirements and limitations of Applicable Law. Applicable Law might explicitly or implicitly allow the parties to agree by contract or is ambiguous, but such silence shall not be construed as a prohibition against agreement by contract. In the event that any provision or part of this Security Instrument or the Note conflicts with Applicable Law, such conflict shall not affect other provisions of this Security Instrument or the Note which can be given effect without the conflicting provision. As used in this Security Instrument: (a) words of the masculine gender shall mean and include correspondingly words of the feminine and neuter genders; (b) words in the singular shall mean and include the plural and vice versa; and (c) the word "may" gives sole discretion without any obligation to take any action. 17. Borrower's Copy. Borrower shall be given one copy of the Note and of this Security Instrument. 18. Transfer of the Property or a Beneficial Interest. Borrower. As noted in Section 14, "Interest in the Property" means any legal or beneficial interest in the Property, including, but not limited to, those beneficial interests transferred in a bond for deed, contract for deed, installment sales contract or escrow agreement, the intent of which is the transfer of title by Borrower at a future date to a purchaser. If all or any part of the Property or any interest in the Property is sold or transferred (or if Borrower is not a name on such a beneficial interest), Borrower is sold or transferred) Without Lender's prior written consent, Lender may require immediate payment in full of all sums secured by this Security Instrument. However, this option shall not be exercised by Lender if such exercise is prohibited by Applicable Law. 19. If Borrower exercises this option, Lender shall give Borrower notice of acceleration. The notice shall provide a period of not less than 10 days from the date the notice is given in accordance with Section 15 within which Borrower must pay all sums secured by this Security Instrument. If Borrower fails to pay these sums prior to the expiration of this period, Lender may invoke any remedies permitted by this Security Instrument without further notice or demand on Borrower. 19. Borrower's Right to Reinstate. This Clause provides: If Borrower meets certain conditions, Borrower shall have the right to have enforcement of this Security Instrument discontinued at any time prior to the earliest of: (a) five days before sale of the Property pursuant to any power of sale contained in this Security Instrument; (b) such other period as Applicable Law might specify for the termination of Notice of Intent to Foreclose; (c) entry of judgment relating to this Security Instrument. Those conditions are that Borrower: (a) gives Lender all documents that would be required under this Security Instrument and the Note as if no acceleration had occurred; (b) cures any default of any other covenants or agreements; (c) pays all expenses incurred in enforcing this Security Instrument, including, but not limited to, reasonable attorney's fees, property inspection or valuation fees, and other fees incurred for the purpose of protecting or preserving the interest of Lender and/or rights under this Security Instrument; (d) takes such actions as Lender may reasonably require to ensure that Lender's interest in the Property and rights under this Security Instrument, and Borrower's obligation to pay the sums secured by this Security Instrument, shall continue unimpeded. Lender may require that Borrower pay such reinstatement sums and argue all the costs of the enforcement proceedings, including attorney's fees; (e) certified check, bank check, treasurer's check or cashier's check, provided any such check is drawn upon an institution whose deposits are insured by a federal agency, instrumentality or entity; or (d) Electronic Funds Transfer. Upon reinstatement by Borrower, this Security Instrument and obligations secured hereby shall be fully effective as if no acceleration had occurred. However, this right to reinstate shall not apply in the case of acceleration under Section 18. 20. Sale of Note; Change of Loan Servicer; Notice of Grievance. The Note or a partial interest in the Note (together with this Security Instrument) can be sold one or more times without prior notice to OKLAHOMA-Single Family-Fannie Mae/Freddie Mac UNIFORM INSTRUMENT WITH MERS WB-4A(OR)(1302.00) Page 11 of 18 Form 3037 1/03 rev. 12/03 Borrower. A sale might result in a change in the entity (known as the "Loan Servicer") that collects Periodic Payments due under the Note and this Security Instrument and performs other mortgage loan servicing obligations under the Note, this Security Instrument, and Applicable Law. There also might be one or more changes of the Loan Servicer unrelated to a sale of the Note. If there is a change of the Loan Servicer, Borrower will be mailed a notice of the change which will state the name and address of the new Loan Servicer, the address to which payments should be made and any other information RESPA requires in connection with a notice of transfer of servicing. If the Note is sold and thereafter the Loan is serviced by a Loan Servicer other than the purchaser of the Note, the mortgage loan servicing obligations to Borrower will remain with the Loan Servicer or be transferred to a successor Loan Servicer and are not assumed by the Note purchaser unless otherwise provided by the Note purchaser. Neither Borrower nor Lender may commence, join, or be joined to any judicial action (as either an individual litigant or the member of a class) that arises from the other party's actions pursuant to this Security Instrument or that alleges that the other party has breached any provision of, or any duty owed by reason of, this Security Instrument unless such Borrower or Lender has notified the other party (with such notice given in compliance with the requirements of Section 15) of such alleged breach and afforded the other party hereto a reasonable period after the giving of such notice to take corrective action. If Applicable Law provides a time period which must elapse before an ascertainable event can be taken, that time period will be deemed to be reasonable for purposes of this paragraph. The notice of acceleration and opportunity to cure given to Borrower pursuant to Section 22 and the notice of acceleration given to Borrower pursuant to Section 18 shall be deemed to satisfy the notice and opportunity to take corrective action requirements of this Section 20. 21. Hazardous Substances. As used in this Section 21: (a) "Hazardous Substances" are those substances defined as toxic or hazardous substances, pollutants, or wastes by Environmental Law and the following substances: gasoline, kerosene, other flammable or toxic petroleum products, toxic pesticides and herbicides, volatile solvents, materials containing asbestos, formaldehyde, or radioactive materials; (b) "Environmental Law" means federal laws and laws of the jurisdiction where the Property is located that relate to health, safety or environmental protection; (c) "Environmental Cleanup" includes any required action, remedial action, or removal action, as defined in Environmental Law; and (d) an "Environmental Condition" means a condition that can cause, contribute to, or otherwise trigger an Environmental Cleanup. Borrower shall not cause or permit the presence, use, disposal, storage, or release of any Hazardous Substances, or threaten to release any Hazardous Substances, on or in the Property. Borrower shall not do, nor allow anyone else to do, anything affecting the Property (a) that is in violation of any Environmental Law, (b) which creates an Environmental Condition, or (c) which, due to the presence, use or release of a Hazardous Substance, creates a condition that adversely affects the value of the Property. The preceding sentences shall not apply to the presence, use or storage on the Property of small quantities of Hazardous Substances that are generally recognized to be appropriate to normal residential uses and to maintenance of the Property (including, but not limited to, hazardous substances in consumer products). Borrower shall promptly give Lender written notice of: (a) any investigation, claim, demand, lawsuit or other action by any governmental or regulatory agency or private party involving the Property and any Hazardous Substance or Environmental Law of which Borrower becomes aware; (b) any actual or any Environmental Condition, including but not limited to, any spilling, leaking, discharge, release or threat of release of any Hazardous Substance, and (c) any condition caused by the presence, use or release of a Hazardous Substance which adversely affects the value of the Property. If Borrower learns, or is notified by any government or regulatory authority, or any private party, that any removal or other remediation of any Hazardous Substance affecting the Property is necessary, Borrower shall promptly take all necessary remedial actions in accordance with Environmental Law. Nothing herein shall create any obligation on Lender for an Environmental Cleanup. NON-UNIFORM COVENANTS. Borrower and Lender further covenant and agree as follows: 22. Acceleration; Remedies. Lender shall give notice to Borrower as required by Applicable Law prior to acceleration following Borrower's breach of any covenant or agreement in this Security Instrument (but not prior to acceleration under Section 18 unless Applicable Law provides otherwise). The notice shall specify: (a) the default; (b) the action required to cure the default; (c) a date, not less than 35 days from the date the notice is given to Borrower, by which the default must be cured; and (d) the facts to cure the default on or before the date specified in the notice may result in acceleration of the sums secured by this Security Instrument. Release of Property; and (e) any other information required by Applicable Law. The notice shall further inform Borrower of the right to remit after acceleration and the right to bring a court action to assert the non-existence of a default or any other defenses of Borrower to acceleration and sale. If the default is not cured on or before the date specified in the notice, Lender at its option may require immediate payment in full of all sums secured by this Security Instrument without further demand and may invoke the power of sale upon notice as provided by Applicable Law. Lender shall be entitled to collect all costs and expenses incurred in pursuing the remedies provided in this Section 22, including, but not limited to, reasonable attorneys' fees and costs of title evidence. If Lender invokes the power of sale, Lender shall give notice in the manner required by Applicable Law to Borrower and any other persons prescribed by Applicable Law. Lender shall also publish the notice of sale, and the Property shall be sold, as prescribed by Applicable Law. Lender or its assignee may purchase the Property at any sale. The proceeds of the sale shall be applied in the manner prescribed by Applicable Law. 23. Release. Upon payment of all sums secured by this Security Instrument, Lender shall release this Security Instrument. Borrower shall pay any recording costs unless Applicable Law provides otherwise. Lender may charge Borrower a fee for releasing this Security Instrument, but only if the fee is paid to a third party for services rendered and the charging of the fee is permitted under Applicable law. 24. Waiver of Appraisement. Appraisal meeting of the Property is waived or not waived at Lender's option, which shall be exercised before or at the time judgment is entered in any foreclosure. 25. Assumption Fee. If there is an assumption of this loan. Lender may charge an assumption fee of U.S. $ N/A 26. Notice of Power of Sale. A power of sale has been granted in this Security Instrument. A power of sale may allow the Lender to take the Property and sell it without going to court in a foreclosure action upon default by Borrower under this Security instrument. BY SIGNING BELOW, Borrower accepts and agrees to the terms and covenants contained in this Security Instrument and to any Rider executed by Borrower and recorded with it. Witnesses: __________________________ Anthony Hudspeth __________________________ Meta C. Hudspeth (Seal) (Seal) --Borrower --Borrower (Seal) (Seal) --Borrower --Borrower (Seal) (Seal) --Borrower --Borrower STATE OF OKLAHOMA, Oklahoma The foregoing instrument was acknowledged before me this Anthony Hudspeth, a married man, and Meta Hudspeth, his wife April 9, 2015 Witness my hand and seal on this date. My Commission Expires: Loan origination organization Quicken Loans Inc. NMLS ID [REDACTED] Loan originator Murrella N Robinson NMLS ID [REDACTED] MERS MIN: ____________ VA GUARANTEED LOAN AND ASSUMPTION POLICY RIDER VA Case Number: ____________ NOTICE: THIS LOAN IS NOT ASSUMABLE WITHOUT THE APPROVAL OF THE DEPARTMENT OF VETERANS AFFAIRS OR ITS AUTHORIZED AGENT. THIS VA GUARANTEED LOAN AND ASSUMPTION POLICY RIDER is made this 9th day of April, 2015, and is incorporated into and shall be deemed to amend and supplement the Mortgage, Deed of Trust or Deed to Secure Debt (herein "Security Instrument") dated of even date herewith, given by the undersigned (herein "Borrower") to secure Borrower's Note to Quicken Loans Inc. (herein "Lender") and covering the Property described in the Security Instrument and located at 2800 Amy Way Spencer, OK 73084-3510 (Property Address) VA GUARANTEED LOAN COVENANT: In addition to the covenants and agreements made in the Security Instrument, Borrower and Lender further covenant and agree as follows: If the indebtedness secured hereby be guaranteed or insured under Title 38, United States Code, such Title and Regulations issued thereunder and in effect on the date hereof shall govern the rights, duties and liabilities of Borrower and Lender. Any provisions of the Security Instrument or other instruments executed in connection with said indebtedness which are inconsistent with said Title or Regulations, including, but not limited to, the provision for payment of any sum in connection with prepayment of the secured indebtedness and the provision that if the Lender may accelerate payment of the secured indebtedness pursuant to Covenant 18 of the Security Instrument, are hereby amended or negated to the extent necessary to conform such instruments to said Title or Regulations. LATE CHARGE: At Lender's option, Borrower will pay a "late charge" not exceeding four per centum (4%) of the overdue payment when paid more than fifteen (15) days after the due date thereof to cover the extra expense involved in handling delinquent payments, but such "late charge" shall not be payable out of the proceeds of any sale made to satisfy the indebtedness secured hereby, unless such proceeds are sufficient to discharge the entire indebtedness and all proper costs and expenses incurred thereby. GUARANTEE Should the Department of Veteran Affairs fail or refuse to issue its guaranty in full amount within 90 days from the date that this loan would normally become eligible for such guaranty committed by said Department of Veteran Affairs under the provisions of Title 38 of the U.S. Code "Veterans Benefits," the Mortgagees may declare this indebtedness hereby secured at once due and payable and may foreclose immediately or may exercise any other rights hereunder or take any other proper action as by law provided. TRANSFER OF THE PROPERTY: This loan may be declared immediately due and payable upon transfer of the property securing such loan to any transferee, unless the acceptability of the assumption of the loan is established pursuant to Section 3714 of Chapter 37, Title 38, United States Code. An authorized transfer ("assumption") of the property shall also be subject to additional covenants and agreements as set forth below: (a) ASSUMPTION FUNDING FEE A fee equal to ( ) 0.50% of the balance of this loan as of the date of transfer of the property shall be payable at the time of transfer to the lender/holder or its authorized agent, as trustee for the Department of Veterans Affairs. If the assumee fails to pay this fee at the time of transfer, the fee shall constitute an additional debt to that already secured by this instrument, shall bear interest at the rate herein provided, and, at the option of the payee of the indebtedness hereby secured or any transfer agent, shall be immediately due and payable. This fee is automatically waived if the assumee is exempt under the provisions of 38 U.S.C. 3729 (c). (b) ASSUMPTION PROCESSING CHARGE Upon application for approval to allow assumption of this loan, a processing fee may be charged by the lender/holder or its authorized agent for determining the creditworthiness of the assumee and subsequently revising the holder's ownership record when an approved transfer is completed. The amount of this charge shall not exceed the minimum established by the Department of Veteran Affairs for a loan to which Section 3714 of Chapter 37, Title 38, United States Code applies. (c) ASSUMPTION INDEMNITY LIABILITY: If this obligation is assumed, then the assumee hereby agrees to assume all of the obligations of the veteran under the terms of the instruments creating and securing the loan. The assumee further agrees to indemnify the Department of Veteran Affairs to the extent of any claim payment arising from the guaranty or insurance of the indebtedness created by this instrument. IN WITNESS WHEREOF, Borrower(s) has executed this VA Guaranteed Loan and Assumption Policy Rider. Anthony Hudspeth -Borrower Meta Hudspeth -Borrower -Borrower -Borrower -Borrower -Borrower -Borrower -Borrower VMP-538R (0405).01 Page 2 of 3 File No.: [redacted] Exhibit "A" Lot Nine (9), Block Seven (7), BENTREE COUNTRY PLACE, an Addition to the City of Spencer, Oklahoma County, Oklahoma, according to the recorded plat thereof.