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Full title: Limited Objection to Amended Emergency Ex Parte Motion of Debtor for Entry of Interim and Final Orders (I) Authorizing the Use of Cash Collateral, (II) Granting Adequate Protection, (III) Modifying the Automatic Stay, (IV) Setting a Final Hearing, and (V) Granting Related Relief Filed by Creditor Savings Bank of Walpole (RE: related document(s) 25 Motion for Conditional Use of Cash Collateral filed by Debtor The Prospect-Woodward Home) (Powell, Charles) (Entered: 09/02/2021)

Document posted on Sep 1, 2021 in the bankruptcy, 5 pages and 0 tables.

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The creditor, Savings Bank of Walpole (the “Creditor” or the “Bank”), files this Limited Objection to Amended EmergencyThis limited objection concerns the Amended Emergency Ex Parte Motion of Debtor for Entry of Interim and Final Orders (I) Authorizing the Use of Cash Collateral, (II)The Bank is a secured creditor of the Debtor pursuant to certain loan documents including: (A) an Intercreditor Agreement dated April 22, 2019; (B) a Security Agreement dated April 22, 2019; (C) a Promissory Note dated April 22, 2019; and (D) a Construction Loan Agreement dated April 22, 2019 by and between The Prospect-Woodward Home and Savings Bank of Walpole in the amount of $3,000,000.However, the proposed interim order filed with the motion on cash collateral is drafted in such a way – the Bank believes inadvertently as a result of exigencies of the case – as to freeze out the Bank from 2 certain rights and waivers accorded the other major secured creditor, i.e., the Bond Trustee, even including rights to consultation in certain circumstances (such as where alleged events of termination are involved).Manchester, NH 03101 J. Christopher Marshall Daniel S. Bleck, Assistant Attorney General MINTZ, LEVIN, COHN, FERRIS, NH Department of Justice GLOVSKY AND POPEO, P.C. 33 Capitol Street One Financial Center Concord, New Hampshire 03301-6397 Boston, Massachusetts 02111

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UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF NEW HAMPSHIRE ) In re: ) Chapter 11 ) The Prospect-Woodward Home, ) Case No. 21-10523-BAH ) Debtor. ) ) LIMITED OBJECTION TO AMENDED EMERGENCY EX PARTE MOTION OF DEBTOR FOR ENTRY OF INTERIM AND FINAL ORDERS (I) AUTHORIZING THE USE OF CASH COLLATERAL, (II) GRANTING ADEQUATE PROTECTION, (III) MODIFYING THE AUTOMATIC STAY, (IV) SETTING A FINAL HEARING, AND (V) GRANTING RELATED RELIEF The creditor, Savings Bank of Walpole (the “Creditor” or the “Bank”), files this Limited Objection to Amended Emergency Ex Parte Motion of Debtor for Entry of Interim and Final Orders (I) Authorizing the Use of Cash Collateral, (II) Granting Adequate Protection, (III) Modifying the Automatic Stay, (IV) Setting a Final Hearing, and (V) Granting Related Relief dated August 31, 2021 (Doc. No. 25) (the “Objection”) and states as follows: Preliminary Statement: 1. This matter comes before the Court via a Chapter 11 petition filed on August 30, 2021 by The Prospect-Woodward Home (the “Debtor”). Since the petition date, the Debtor has filed numerous first-day motions scheduled for hearing on September 2, 2021 at 12:30 p.m. This limited objection concerns the Amended Emergency Ex Parte Motion of Debtor for Entry of Interim and Final Orders (I) Authorizing the Use of Cash Collateral, (II) Granting Adequate Protection, (III) Modifying the Automatic Stay, (IV) Setting a Final Hearing, and (V) Granting

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Related Relief (“Cash Collateral Motion”), Doc. No. 25 (the “Cash Collateral Motion”), filed by the Debtor on August 31, 2021. 2. The undersigned counsel understands that the Debtor and the Bond Trustee in this matter have been in discussions/negotiations for many weeks, whereas the undersigned, as counsel for the Bank, was only approached this week with regard to the Cash Collateral Motion. Accordingly, this filing constitutes a preliminary objection intended to preserve the Bank’s rights. The Bank reserves the right to supplement this objection as may prove necessary as it has the opportunity to consult with counsel. 3. The Bank is a secured creditor of the Debtor pursuant to certain loan documents including: (A) an Intercreditor Agreement dated April 22, 2019; (B) a Security Agreement dated April 22, 2019; (C) a Promissory Note dated April 22, 2019; and (D) a Construction Loan Agreement dated April 22, 2019 by and between The Prospect-Woodward Home and Savings Bank of Walpole in the amount of $3,000,000. The Bank’s claim is in excess of $1.8 million. 4. It is worth noting that the Bank has attempted, at all times since making the loan to the Debtor, to cooperate with the Debtor and to facilitate the Debtor’s recovery. To this end, for example, the Bank voluntarily extended the due date of the loan repayment from April 30, 2020 to December 31, 2021. The Bank has received no payments of any type on the loan for over a year and has not sought nor threatened to seek its legal recourse under the loan documents. The Bank’s Limited Objection: 5. To be clear, the Bank seeks to pursue that same path of cooperation here. However, the proposed interim order filed with the motion on cash collateral is drafted in such a way – the Bank believes inadvertently as a result of exigencies of the case – as to freeze out the Bank from 2

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certain rights and waivers accorded the other major secured creditor, i.e., the Bond Trustee, even including rights to consultation in certain circumstances (such as where alleged events of termination are involved). It thus minimizes the Bank’s standing in this matter. 6. Accordingly, the Bank has requested similar agreements, acknowledgements, waivers and representations from the Debtor as are accorded the Bond Trustee. The Bank has also sought an increase of adequate protection payments to $8,500, which is commensurate with the debt service which the bank has not received in over a year. Although the Bank believes that agreement on the proposed order has been or will be reached, the Bank files this limited objection to preserve its rights. 7. These measures requested by the Bank are reasonable and necessary to ensure the fair and equitable treatment of the Bank vis-à-vis other similarly situated creditors. In re O’Connor, 808 F.2d 1393, 1396 (10th Cir. 1987) (“In recognition of the powers created in bankruptcy law to adjust debts and creditors’ interest, Congress realized the need to protect creditors from unfair treatment. Hence, it codified the concept of adequate protection into the several aggressive remedies available to debtors and bankruptcy trustees.”); In re Dynaco Corp., 162 B.R. 389, 394 (D.N.H. 1993) (“Adequate protection will take many forms . . . and must be determined based upon equitable considerations arising from the particular facts of each proceeding.”). Otherwise, the Bank will be deprived of the benefit of its bargain to a greater extent than such other creditors, a result that undermines the purpose of the adequate protection provision in 11 U.S.C. § 363(e). In re WorldCom, Inc., 304 B.R. 611, 620-621 (S.D.N.Y. Bankr. 2004) (“[A]dequate protection under section 363 is designed to protect the ‘benefit of the bargain.’”). The Bank therefore seeks the relief as requested herein. 3

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WHEREFORE, the Creditor respectfully requests that this Honorable Court: A. In the absence of agreement with the Debtor as stated above, deny the Cash Collateral Motion or require amendment/modification of the proposed order as more fully described above; and B. Grant Savings Bank of Walpole such further relief as may be just and proper. Respectfully submitted, SAVINGS BANK OF WALPOLE By its attorneys, DEVINE, MILLIMET & BRANCH PROFESSIONAL ASSOCIATION Dated: September 2, 2021 By: /s/ Charles R. Powell Charles R. Powell, Esquire, #05507 Devine, Millimet & Branch, P.A. 111 Amherst Street Manchester, NH 03101 603-669-1000 cpowell@devinemillimet.com 4

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CERTIFICATE OF SERVICE I, Charles R. Powell III, Esq., do hereby certify that on the date referenced below, I served a copy of the Objection to Amended Emergency Ex Parte Motion of Debtor for Entry of Interim and Final Orders (I) Authorizing the Use of Cash Collateral, (II) Granting Adequate Protection, (III) Modifying the Automatic Stay, (IV) Setting a Final Hearing, and (V) Granting Related Relief and accompanying Certificate of Service via CM/ECF and/or United States First Class mail, postage pre-paid to all attorneys of record, including: Stephen J. Astringer Daniel M. Deschenes Polsinelli PC Hinckley, Allen & Snyder LLP 222 Delaware Avenue, Suite 1101 650 Elm Street, Suite 500 Wilmington, DE 19801 Manchester, NH 03101-2551 Jennifer V. Doran Owen R. Graham Hinckley, Allen & Snyder LLP Hinckley Allen 28 State Street 650 Elm Street Boston, MA 02109-1775 Ste 5th Floor Manchester, NH 03101 Jeremy R. Johnson Kimberly Bacher Polsinelli PC Office of the U.S. Trustee 600 3rd Avenue, 42nd Floor 53 Pleasant Street, Suite 2300 New York, NY 10016 Concord, NH 03301 Steven M. Notinger Frank P. Spinella, Jr. Notinger Law, PLLC Wadleigh, Starr & Peters, PLLC P.O. Box 7010 95 Market Street Nashua, NH 03060 Manchester, NH 03101 J. Christopher Marshall Daniel S. Bleck, Assistant Attorney General MINTZ, LEVIN, COHN, FERRIS, NH Department of Justice GLOVSKY AND POPEO, P.C. 33 Capitol Street One Financial Center Concord, New Hampshire 03301-6397 Boston, Massachusetts 02111 Dated: September 2, 2021 By: /s/ Charles R. Powell______________ Charles R. Powell, Esquire, #05507 Devine, Millimet & Branch, P.A. 111 Amherst Street Manchester, NH 03101 603-669-1000 cpowell@devinemillimet.com 5

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