WITNESS my hand and official seal. Signature of Notary (Affix seal in the above blank space) ================================================================================ EXHIBIT S-2 FORM OF POWER OF ATTORNEY FOR SPECIAL SERVICER RECORDING REQUESTED BY: GMAC COMMERCIAL MORTGAGE CORPORATION AND WHEN RECORDED MAIL TO: GMAC COMMERCIAL MORTGAGE CORPORATION 000 Xxxxxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attention: Commercial Mortgage Pass- Through Certificates Series 2005-HQ5 Space above this line for Recorder's use -------------------------------------------------------------------------------- LIMITED POWER OF ATTORNEY (SPECIAL) KNOW ALL MEN BY THESE PRESENTS, that XXXXX FARGO BANK, N.A., as trustee for Xxxxxx Xxxxxxx Capital I Inc., Commercial Mortgage Pass-Through Certificates, Series 2005-HQ5 ("Trustee"), under that certain Pooling and Servicing Agreement dated as of March 1, 2005 (the "Pooling and Servicing Agreement"), does hereby nominate, constitute and appoint GMAC COMMERCIAL MORTGAGE CORPORATION, as Special Servicer under the Pooling and Servicing Agreement ("GMAC"), as its true and lawful attorney-in-fact for it and in its name, place, stead and for its use and benefit: To perform any and all acts which may be necessary or appropriate to enable GMAC to service and administer the Mortgage Loans (as defined in the Pooling and Servicing Agreement) in connection with the performance by GMAC of its duties as Special Servicer under the Pooling and Servicing Agreement, giving and granting unto GMAC full power and authority to do and perform any and every act necessary, requisite, or proper in connection with the foregoing and hereby ratifying, approving or confirming all that GMAC shall lawfully do or cause to be done by virtue hereof.
WITNESS my hand and official seal. Notary Public in and for said State EXHIBIT F -57- PEREGRINE SYSTEMS CORPORATE CENTER [Peregrine Systems] STATE OF_____________________) )ss. COUNTY OF____________________) On _________________________, before me, ______________________, a Notary Public in and for said state, personally appeared ___________________________, personally known to me (or proved to me on the basis of satisfactory evidence) to be the person whose name is subscribed to the within instrument and acknowledged to me that he/she executed the same in his/her authorized capacity, and that by his/her signature on the instrument, the person, or the entity upon behalf of which the person acted, executed the instrument.
WITNESS my hand and official seal. Notary Public
WITNESS my hand and official seal. Notary Public My Commission Expires: EXHIBIT A PROVIDENCE CAPITAL IX, INC. CONFIDENTIAL INVESTOR QUESTIONNAIRE The Shares offered for sale pursuant to the registration exemption afforded by Rule 506 of the Act and accompanying Disclosure Document dated November 24, 1999, of the common stock (the "Common Stock") of Providence Capital IX, Inc. (the "Company") a Colorado corporation, have not been registered under the Securities Act of 1933 (the "Act"), or under the securities laws of any state (the "State Acts"), and are being offered for sale and sold in reliance upon exemptions from the registration requirements of the Act and the State Acts. As a result, this Questionnaire must be completed by each potential investor in order to assist the Company in determining whether the offer for sale and sale of the Shares will qualify under such exemptions. All information furnished is for the use of the Company and its respective counsel and accountants. Such information will be held in confidence by such persons, except that this Confidential Investor Questionnaire may be furnished to such parties as the Company and its respective counsel and accountants deem necessary or desirable to establish compliance with federal or state securities laws. SPECIAL NOTE: CORPORATIONS, PARTNERSHIPS, TRUSTS, AND OTHER ENTITIES Subscribers which are corporations, partnerships, trusts, or other entities should have an authorized corporate officer, general partner, trustee, or other authorized representative complete Section I of this Confidential Investor Questionnaire, giving information concerning such representative, and may optionally complete Section II of the Confidential Investor Questionnaire giving information concerning the entity. In addition, the following information should be provided with respect to the entity:
WITNESS my hand and official seal. Notary Public in and for said State EXHIBIT F -59- PEREGRINE SYSTEMS CORPORATE CENTER [Peregrine Systems] SUBORDINATION AGREEMENT _______________________________________________________, being the beneficiary under that certain deed of trust dated _____________________, 199__ and recorded in the Office of the County Recorder of San Diego County, California on ____________, 1999__ as Document No. ________________, hereby declares that the lien and charge of said deed of trust are and shall be subordinate and inferior to the Agreement Between Landowners Including Covenants, Conditions and Restrictions and Grants of Easements for Carmel Center and Including Termination of Both Former Declaration and Prior Grants of Easements to which this Subordination Agreement is attached. [NAME OF LENDER] By: ------------------------------------------ Name: ---------------------------------------- Title: --------------------------------------- STATE OF_____________________) )ss. COUNTY OF____________________) On _________________________, before me, ______________________, a Notary Public in and for said state, personally appeared ___________________________, personally known to me (or proved to me on the basis of satisfactory evidence) to be the person whose name is subscribed to the within instrument and acknowledged to me that he/she executed the same in his/her authorized capacity, and that by his/her signature on the instrument, the person, or the entity upon behalf of which the person acted, executed the instrument.
WITNESS my hand and official seal. Notary Public [SEAL] My Commission Expires: ____________________
WITNESS my hand and official seal. My Commission expires: ----------------------------------------- ------------------------- Notary Public
WITNESS my hand and official seal. Signature of Notary (Affix seal in the above blank space) EXHIBIT T FORM OF DEBT SERVICE COVERAGE RATIO PROCEDURES
WITNESS my hand and official seal. Notary Signature Escrow No. 71097 - 74 LEGAL DESCRIPTION EXHIBIT "A" COMMENCING AT A POINT ON THE NORTHEASTERN LINE OF THE COUNTY ROAD COMMONLY KNOWN AS THE "BIG RANCH ROAD", WHERE THE SAME IS INTERSECTED BY THE CENTER LINE OF A CERTAIN STONE DITCH RUNNING THROUGH LOT 12 AS SAID LOT IS SHOWN UPON THE MAP HEREINAFTER REFERRED TO, SAID POINT OF COMMENCEMENT BEING FURTHER DESCRIBED AS BEING THE POINT OF INTERSECTION OF SAID NORTHEASTERN LINE OF THE "BIG RANCH ROAD" WITH THE SOUTHEASTERN LINE OF THE 39.25 ACRE TRACT HERETOFORE CONVEYED TO L.L. JORDAN BY DEED OF RECORD IN BOOK 112 OF DEEDS, AT PAGE 18. RECORDS OF SAID NAPA COUNTY AND RUNNING THENCE FROM SAID POINT OF COMMENCEMENT, AND ALONG THE NORTHEASTERN LINE OF SAID COUNTY ROAD SOUTH 30 30' EAST 849.5 FEET TO THE SOUTHEASTERN LINE OF SAID XXX 00, XXXXXX XXXXX 00 XXXX XXX XXXXX THE SOUTHEASTERN LINE SAID LOT 12, A DISTANCE OF 46.90 CHAINS, MORE OR LESS. TO THE CENTER OF NAPA RIVER; THENCE UP SAID RIVER AND FOLLOWING MEANDERINGS OF THE CENTER LINE THEREOF TO THE SOUTHEASTERN LINE OF THE 33 ACRE TRACT CONVEYED TO X.X. XXXXXXX BY DEED OF RECORD IN BOOK 110 OF DEEDS, AT PAGE 362, SAID NAPA COUNTY RECORDS, THENCE WESTERLY ALONG THE SOUTHEASTERN LINE OF SAID 33 ACRE TRACT TO A LARGE OAK TREE AND THENCE SOUTH 55 3/4 WEST AND ALONG THE SOUTHEASTERN LINE OF SAID XXXXXXX AND THE SOUTHEASTERN LINE OF PREMISES CONVEYED TO JORDAN HEREINABOVE REFERRED TO, 1967 FEET TO THE POINT OF COMMENCEMENT. BEING A PORTION OF LOT 12, AS SHOWN ON THAT CERTAIN MAP, DUPLICATE PLAT OF THE SAUSAL RANCHO, RECORDED NOVEMBER 21, 1864 IN BOOK 1 OF DEEDS AT PAGE 99, NAPA COUNTY RECORDS, AND BEING THE SAME AS SET FORTH ON RECORD OF SURVEY MAP NO. 3998, FILED FEBRUARY 2, 1987 IN BOOK 25 OF SURVEYS, PAGE 62, NAPA COUNTY RECORDS. EXCEPTING THEREFROM THOSE LANDS DESCRIBED IN THE DEED TO XXXXX X. XXXXXXXXX, RECORDED SEPTEMBER 9, 1993, INSTRUMENT NO. 1993-031422, NAPA COUNTY RECORDS. PARCEL TWO: THOSE LANDS DESCRIBED IN THE DEED TO XXXXX X. XXXXXXXXX, RECORDED SEPTEMBER 29,1993, INSTRUMENT NO. 1993-031422, NAPA COUNTY RECORDS, WHICH IS DESCRIBED AS FOLLOWS: BEGINNING AT THE POINT FORMED BY THE INTERSECTION OF THE EASTERN LINE OF THE COUNTY ROAD COMMONLY KNOWN AS BIG RANCH ROAD WITH THE SOUTHERN LINE OF THE 55 ACRE TRACT OF LAND DESCRIBED AS PARCEL ONE, FIRST TRACT, IN THE DECREE IN THE ESTATE OF XXXXXX XXXXXXX, DECEASED, AND RECORDED OCTOBER 10, 1950, IN VOLUME 346 OF OFFICIAL RECORDS, PAGE 446, NAPA COUNTY RECORDS; RUNNING THENCE ALONG THE EASTERN LI...
WITNESS my hand and official seal. Signature [Seal] -------------------------------- 82 STATE OF CALIFORNIA ) ) ss COUNTY OF ORANGE ) On before me, , -------------- ------------------------------------------ [insert date] [Here insert name and title of notary] personally appeared , ------------------------------------------------- / / personally known to me, or / / proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument, and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ties), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which such person(s) acted, executed the instrument.
