In this action, the plaintiff Trustees of the Beechwood Village Condominium Trust (the "Condominium Trustees") sought various declarations concerning two mortgages now held by defendant USAlliance Federal Credit Union ("USAlliance") on Lot 7, Beech Street, Rockland, Massachusetts. Lot 7 is the site of the Beechwood Village Condominium (the "Condominium"). The Condominium Trust is the organization of the Condominium's unit owners. Defendant Jeffrey S. Reale, as Trustee of the Beechwood Village Realty Trust, is the Condominium's "declarant," or developer. Reale granted the two mortgages that are the subject of this controversy.
After the Condominium Trustees filed suit, USAlliance counterclaimed against the Trustees, seeking certain declarations as to priority of interests in the disputed mortgages and the continuing viability of certain rights that developer Reale granted to USAlliance in one of those mortgages. While USAlliance has not cross-claimed against Reale, on July 13, 2017, Reale informed the Court that he wished to take a default in this action. On July 21, 2017, the parties (including Reale) agreed that Reale would be bound by the outcome of this action, including any declarations by this Court that relate to Reale's interests in the Condominium and Lot 7.
By order dated January 12, 2017, with the consent of those who were then parties to this action (the Condominium Trustees and USAlliance), this Court allowed attorney Sean P. Fallon to intervene in this action for the limited purpose of opposing a then-pending motion by the Trustees for summary judgment. The Trustees subsequently replaced that motion with a motion for summary judgment dated April 11, 2017.
The parties came before this Court in 2017 on the Trustees, USAlliance and intervenor Fallon's respective motions and cross-motions for summary judgment. On September 20, 2017, in accordance with a Decision of this Court issued that same day, the Court denied the Trustees' Motion for Summary Judgment dated April 11, 2017, and granted USAlliance and intervenor Fallon's cross-motions for summary judgment, but only in part. The Court thereafter entered judgment in accordance with the Decision (the "2017 Judgment").
Some of the parties appealed the 2017 Judgment. In accordance with the decision reported as Trustees of the Beechwood Village Condominium Trust v. USAlliance Fed. Credit Union, 95 Mass. App. Ct. 278 (2019), the Massachusetts Appeals Court issued a rescript on May 15, 2019 (the "Rescript"). The Rescript directed:
Paragraphs A and C-F of the [2017 Judgment] are affirmed, as is so much of paragraph G that declares that developer's right and easement over Phase One to have expired. The remaining portions of the judgment are vacated, and the matter is remanded for the entry of the following additional declarations: (1) the fee interest in the condominium land, lot 7, is part of the common area of the condominium, and as such is held in common by the unit owners; (2) USAlliance's mortgage interest in the condominium under both the Gardner mortgage and the 2007 USAlliance mortgage is limited to the developer's reserved rights; (3) the phasing rights reserved in article 4A [of the condominium's master deed] have not expired; (4) the easement rights reserved in article 4B(i) have expired; and (5) the easement rights reserved in articles 4B(ii) and (iii) have not expired but are insufficient to allow the developer access to construct additional units.
On remand to this Court, Mr. Fallon withdrew as an intervenor in the case. The Condominium Trustees and USAlliance thereafter filed cross-motions for summary judgment. In accordance with the Decision issued this day, the Court DENIES the Condominium Trustees' motion for summary judgment and GRANTS USAlliance's cross-motion for summary judgment. Accordingly, as the Rescript directs, this Court
ORDERS, ADJUDGES and DECREES that:
A. USAlliance is the assignee of a mortgage granted by Jeffrey S. Reale, as Trustee of the Beechwood Village Realty Trust ("Reale"), to Mark S. Gardner, Trustee of the Mark S. Gardner Trust (the "Gardner Trust"), on May 11, 2006 (the "Gardner Mortgage," recorded with the Plymouth County Registry of Deeds (the "Registry") in Book 32664, Page 217).
B. [Paragraph intentionally omitted.]
C. The Gardner Mortgage secures the payment of a $1.9 million Promissory Note executed by Reale in favor of the Gardner Trust and dated May 11, 2006. The Gardner Trust has assigned that note to USAlliance. Reale has not fully paid that note, and thus the Gardner Mortgage has not been discharged.
D. The Gardner Mortgage also secures "payment of or performance of all other debts" of or by Reale to or for the benefit of the Gardner Trust and "any holder or holders" of the Gardner Mortgage, which now includes USAlliance.
E. USAlliance holds a $4.7 million Adjustable Rate Promissory Note executed by Reale and dated April 11, 2007. A mortgage (the "2007 Mortgage," recorded at the Registry in Book 34375, Page 148) secures the repayment of that note. Reale has not fully paid the note, and thus the 2007 Mortgage has not been discharged.
F. In the 2007 Mortgage, Reale granted to USAlliance a security interest in, among other things, Reale's rights under article 4 of The Master Deed for Beechwood Village Condominium dated March 7, 2007 (the "Master Deed," recorded at the Registry in Book 34222, Page 19).
G. Reale's right and easement in and over Phase One of the Beachwood Village Condominium (the "Condominium"), as described in article 4A of the Master Deed, "to construct the buildings, roadways and other amenities, and to construct drainage and perform grading on and over roadways and other amenities, and that portion of the premises shown as subsequent phases on the Condominium Plans . . . ."
H. [Paragraph intentionally omitted.]
I. The fee interest in the premises described in the Gardner Mortgage and the 2007 Mortgage ("Lot 7") is part of the common area of the Condominium, and as such is held in common by the unit owners.
J. USAlliance's mortgage interest in the Condominium under both the Gardner Mortgage and the 2007 Mortgage is limited to Reale's reserved rights.
K. Reale's phasing rights reserved in article 4A of the Master Deed have not expired.
L. Reale's easement rights reserved in article 4B(i) have expired.
M. Reale's easement rights reserved in article 4B(ii) and (iii) have not expired but are insufficient to allow the developer access to construct additional units.
The Condominium Trustees' Amended Complaint is otherwise DISMISSED with prejudice.
Upon payment of all required fees, a certified or attested copy of this Judgment may be recorded at the Registry and marginally referenced on all relevant documents.
SO ORDERED.
TRUSTEES OF THE BEECHWOOD VILLAGE CONDOMINIUM TRUST v. USALLIANCE FEDERAL CREDIT UNION and JEFFREY S. REALE, as he is Trustee of the Beechwood Village Realty Trust, and SEAN P. FALLON, Intervenor