CERTIFICATE OF MAILING

I, the undersigned, am over the age of eighteen and an employee of Omni Management Group, I ,do
hereby certifY:
That I, in pertbrmance of my duties servedacopy of the Notice of Transferred Claim by depositing
it in the Unitec:l States mail at Encino, California, on the date shown below, in a sealed envelope
with postage therexn fully prepaid, addressed as set forth below.
Date: 0'}./l '?.. J II
I
Transferor: THE WATER MAN
AITN: J.S. RILEY
ll5S. EUCLIO ST


LA HABRA, CA 90631
Transferee: SIERRA LIQUIDITY FUND, LLC
RE: THE WATER MAN
ATIN: SCOTIAUGUST.
2699 WIDTE ROAD, SUITE 255
IRVINE. CA 92614
Addressee: THE WATER MAN .
ATTN: J.S. RILEY
115 S. EUCLIO ST
LA HABRA, CA 90631
Omni Management Group, LLC
Claims Agent .For Grand Prix Anaheim Orange Lessee LLC
16161 Ventura BJvd., Suite C, PMB #606- Encino, CA 9VI36
Telephone (818) 906-8300- Facsimile (818) 783-2737
Notice of Transferred Claim
July 20, 2011
Transferor: THE WATER MAN
ATTN: J.S. RILEY
115 S. EUCLIO ST
LA HABRA, CA 90631.
Transferee: SIERRA LIQUIDITY FUND, LLC
RE: THE WATER.MAN
ATTN: SCOTI' AUGUST
2699 WHITE ROAD, SUITE 255
lRVINE, CA 92614
To Whom It May Concern,
Please be advised that a Notice was received that your claim in the a b ~ v e mentioned case has been
transferred; please see attached. The document states that the above named transferor has transfer.ted
this claim to the above named. transferee.
Case: Grand Prix Anaheim Orange Lessee LLC (Case No: 10 .. 13807)
Claim No.:
Amount of Claim:
Amount of Transfer:
Re: Docket#
1350
$540.87
$540.84
1921

Pursuant to Bankruptcy Rule 300l(e) (2) of the Federal Rules of Bankruptcy Procedures you are
advised that if you wish to object to the above, you must do so within2l days ofthe date ofthis
notice. or within any additional time allowed by the court. Unless an objection and request for
hearing is filed in writing with the U.S. Bankrutpcy Court - Southern District of New York
Manhattan Division One Bowling Green New York, NY I 0004 , the aforementioned claim will be
deemed transferred.
Y elena Bedennan
Omni ManagementGroup, LLC
UNITED.STATES BANKRUPTCY COURT
SOUTHERN DISTRICT OF NEW YORK

GRAND PRIX ANAHEIM ORANGE LESSEE
INNKEEPERS USA TRUST, et al.
Debtors
7(f'l(ll
Chapter 11
Case #10-13807 & 10-13800
Claim # 1350
NOTICE: TRANSFER OF CLAIM PURSUANT TO FRBP RULE 30Ql(a) (2) OR (tl)
To: (Transferor) . The.Water Man
115 .S. Euclid Street
La Habra, CA 90631
The transfer of your claim Of:1350) shown above, in the amount of $540.84
has been transferred (unless previously expunged by court o&der) to:
SIERRA LIQUIDITY FUND, LLC
2699 WHITE RD. SUITE lf255
IRVINE, CA 92614
No action is required if you do not object to the transfer of your claim.
However, IF YOU OBJECT TO THE TRANSFER OF YOUR CLAIM, WITHIN 20DAYS Oli'
THE DATE OF THIS NOTICE, YOU MUST:
FILE A WRITTEN OBJECTION TO THE TRANSfER with:
United States Bankruptcy Court
Southern District of New York
Attn: Bankruptcy Clerk
One Bowling Green
New York, NY 10004
SEND A COPY OF YOUR OBJECTION TO THE TRANSFEREE.
Refer to INTERNAL CONTROL No, in your objection .
IF YOUR OBJECTION IS NOT TIMELY FILED, THE TRANSFEREE WILL BE SUBSTITUTED
ON OUR RECORDS AS THE CLAIMANT .
Clerk of Court

fOR CLERK'S USE ONLY:
This notice \vas r.1ailed to the first named party, by first class mail,
postage prepaid on , 20
Copy(check): Claims Agent Transferee Debtor's Attorney_
Deputy Clerk
be: objntc
OBJECTION NOTICE FOR TRANSFEROR-!?ROOF 01? CLAIM ON FILE
..
Transfer ot' Claim
INNKEEPERS USA TRUST,etal.
afk/a GRAND PRIX FIXED LLC &GRAND PRIXFLOJ\TING.
LESSEE LLC & GRAND PRIX ANAHE-11\11 ORANGE LESSEE :LLC
ntis agreement (the "Agreement") is entered into between . _________ ___,.;. ___
and Sierra Liquidity Fund, LLC or assignee ("Assignee'') witll regard to the following matters:
I. Assignor in consideration of the sum of . . . ..,t tbe current amount outstandbtg in U.S .. Dollars: on the Assignors
trade claim (the 'Purchase Price"), does hereby transfer to Assignee all of the Assignor's right. title and interest in aRd to.aU of the clatms,of.
Assignor. including the right to amounts owed under any executory contract and any respective cure atnountrelated to the po.ten,tial assumptiotl
and cure of such a contract (the "Claim"), against USA Tnast. e1 al. (affiliates, subsidiaries and other related debtors) (the:
"Debtor"), in proceedings for in States Bankru.ptcy .. DistrietofN. ew. York... in the.: .
. ciutent amount of not less .. rf 5" 0 11 tf _. __ .. [insert the amount due. which shall. be deftfted u
"'lhe Claim Amount"], and .all rights. and benefits ot the Assignor relating to the Claim. including, with(lUt limitation. Ass:itnor's ri&hts to
receive interest, penalties and fees, if any. which may be paid with respect to the Claim, and all cash, securities,. instruments, cure payn:mnf$;
and other property which may be paid or is.sued by the Debtor in satisfaction of the Claim. right to litigate. receive litigation mty
and all voting rights related to the Claim. The Claim is based on amounts owed to Assignor .by Debtor as set forth below and tbisassigllfl'l&flt
is an absolute and unconditional assignment of ownership of the Claim, and shall not be deemed to create asecurity interest. ,
2. Assignee shall be entitled to all distributions made by the Debtor on account of the Claim. even distributions made. and attributable to the
Claim being allowed in the Debtor's case. in an amount in excess of the Claim Amount. Assignor represenrs and warrants that the amoudl of
the Claim is not less than the Claim Amount, that this-amount is the true and correct amount owed by the Debtor to the Assignor, and tbat no
valid defense or right of setoff to the Claim exists.
3. Assignor funher represents and warrants that no payment ha$ beerfreceived by Ass.ignor or by any third party claiming tl\rough Assign(\1' in
full or partial satisfaction of the Claim. that Assignor has not. previously assigned. sold or pledged the Claim. in whofe orln .. pan. any
party. that Assignor owns and has title to the Claim t'ree and clear of any and all Hens. security interests or encumbrances of any. kind or n&tU(C
whatsoever, and rhat there are no offsets or defenses that have been or may be asserted by or on behalf of the Dei:)tor or any ;Qther pany ro .
reduce the amount of the Clain1 or to impair its value ..
Should it be determined that any transfer by the Debtor to the Assignor is or could have been avoided as a prefe-l,'ential payment,- Assignor
shall repay such transfer to the Debtor in a timely manner. Should Assignor fail to repay such transfer
1
to the Debtor, then lllrits: .;-
own option. shall be entitled to make said payment on account of the avoided transfer. and the Assignor shall indemnify the Assitnee.for:aily
amounts paid to the Debtor. To th<; extent necessary, Assignor grants to Assignee a Power of Attorney whereby the Assignee .is autl\9rized ar
.-\ssignees own expe11se to defend against all avoidallce actions. preferential payment suits. and fraudulent conveyance ljlCtions {or the benetit of
the i\_ssignorand the Assignee: however Assignee hBS no obligation to defend against such actions. If the Bar Date,for filing a Proof, of Claim.,
has passed. Assignee reserves the riglu. but not the obligarion. to purchase the Trade Claim for the amount published in the SchJK)ule F. ,
5. Assignor is aware that the Purchase Price may difCer from the amount ultimately dislributed in the proceedings with respect to tl'ic.C:taim and,th;.u
such amounr may no( be absolutely determined until entry of a tinal order contirming a plan of reof!aniz:uion. Assignor cxcepr
torth in this agreeanent. neither Assignt'e nor any agent or representative of Assignee has: made any,represcntcu:ion whatsoever tu AS$ignbr regarding
th! st::nus of Proceedings. lhe condition of rhe Dt:btor Oinand:ll or otherwise). any other matter relating to the proceedings.. the, Debtor. or the
likelihood of recovery of !he Cbim. Assignor represents that it has adequare in(ormarion <..'Onceming the business and tinuncial C9ndition o'f the Debtor
and the srants of thl! Proceedings to mil.ke an informed decision regard its sale oft:he Claim.
l1. Assignee will assume all of the recovery risk in terms of the amoum paid the Claim, if any. at emergence from bankruptcy or liquidation .
.-\ssignee does not :my of the risk reltuing to tunotnH of the daim utested toby the Assignor. In the event the Claim i.S
dis;tllowecl. reduced. or impaired for any reason whatsoever. Assignor agrees to immediately refund ..tnd,pay to 'Assignee. a
rata of the Purchase Price e.lJllal to the ratio of the amount of the Claim disallowed divided by the: paim, plus interes('per from
the dati! of this Ulllil rite date of repayment Thl! .\s5ignee. as forth below. shall have no obligation to the
Cl;..lim. and the. refund obligation ot" the ...\3:;ignor pursuant to this section -;hall l1e absolutely payable ro . .),.;sigatee without reg3rd
defends the C!Jim. The .-\:.;.o;ignee A;;.:;ignor shall have the right to ddend the claim. at its own t?xpense and srudlnot lookto
the 6..>r reimbursement for legal e.,penses.
"'. To the euent that it may be re4uired by applicable law .. -\ssignor appoints As:>ignee or JamdsS. RileJ ash:HrueatuJ
!a,,ful . as true ;.md lawiul agent and special of the Assignor with to the Claim. \\ i1h llf
1 such pl'>wer of :momey bein-:t deemed to be an irrevocabl.:= power .:oupleu with an interesu. and authorizes .l.ssigttee orJames
Riley to act in '- stl!ad. to demand. ille for. compr<.nni:;e and re.::over lH such .\mounts as now :1re .. or rnay hereafter become. :.md
payable tor or on \c..:mun [he Cl.lim. litigate rnr any 'lamages. omissions or orher related to lhis claim. \otl! in any pt'OC:eedings .. or J.ny \.llher
.<. .'';'J
;u.:tions thai may enhance rt.'Covery or protect the interests of the Claim. Assignor grants unto. Assignee full authority to do all things nec::essat!y
to enforce the Claim and Assignor's rights there under. Assignor agrees thut the powers gr.uued by this paragraph are disc.re
1
tion.nry h1 namre
imd that the Assignee may exercise or decline to exercise such powers at Assignee's sole option. Assignee shall hav,e no obligAtion to take any
<tction to prove or defend the Claim's validity or amount in the Proceedings or in 1u-iy other dis pule arising out of or relnling to the Claim.
whether ur nut suit or uther proceedings are commenced. and whether in mediation. arbitration. at trial. on appeal. or in admitlislm.ti-ve
proceedings. Assignor agrees to take such reasonable further action, as may be necessary or desirable to effect lhe Assignmellt of the Claim
and any payments or distributions on account of the Claim to Assignee inchu.ling, without lirnitalion. the exe,cucion transfer
powers. corporate resolutions and consents. The Power of .Attomey shall include without limitation, (I) the right to vote; .lnspeot boon. a11d
records. ( 2) the right to execute on behalf ot' Assignor, all assignments, certi ficat(!s, docurnents and instmments that nay be fur tlw
(mrpose of mmst'el'l'ing the Claim owned by the Assignor, (3) the right to deliver cash. securities and other instruments distdbuted>on accountof
the Claim. together with all accompanying evidences of transfer and authenticity to, or upon the order of, the Ass,ignee.; and (4Hhe'riglit. afler
the date of this Agreement to receive all benefits and cash distributions, endorse checks payable to the Assignor and 'xcrctse all
rights of beneficial ownership of the Claim. n1e Purchaser shnU not be required to post a bond of any nature h1 connection witll this power of,
attomey.
S. Assignor shu II forward to Assignee all notices received from the Debror, the cou11 or any third party with respect to 1he Claim. h1cluding !lilY
hallot with regard to voting the Claim in the Proceeding, and shall take such action with respect to the Claim in the proceedings! as Assignee
may request from time to lime. including the provision to the Assignee of all necessary stlpporting docunlf;ntationevicrencing the validttYof the
Assignor's claim. Assignor acknowledges that any distribution received by Assignor on account of lhe Claim from any source, whether in ..
form of cash. securities. instnunent or any other property or right, is the property of and absolutely owned by the Assignee, that Assignor holds
and will hold such property in tmst for the benefit of Assignee and will. at ils own e.xpf:nse, prqtllptly deliver to any such prope1ty in
the same form received. together with any or documents necessary to transfer such property to Assignee.
9. ln the event of any dispute arising out of or relating to thLff Agreement. whether or Jt()t suit or other proceedings is commenced. and '
in mediation, arbitration. at trial. on appeal . in administrative proceedings, or in bankruptcy (incluc.ling, without Hmitation. any adversary
proceeding or coiirested matter in any bankmptcy case filed on account of the Assignor), the prevailing party shall be entitled to its costs
I!Xpenses incurred. including reasonable attorney fees.
I 0. The terms of this Agreement shall be binding upon. und shall inure to. the benefit of Assignor, Assignee and their respective successors .and
assigns.
II. Assignor hereby acknowledges that Assignee may at any time further assign. the Claim roger her with all rights. title and hueresrs.of Assignee
this Agreement .. All represcnlations and warranties of the Assignor made herein shall survive the ext.'cution and delivery of this Agn:cnertt. 'f.tils.
Agreement may he executed in counterparts and all counterparts taken together be deemed lo constitute a slngle
12. This contract is not valid and enfe:rceable without acceptnnce of this Agl'eement witb. aU necessary supporting by tbe
as evic.lenced by a countersignature of rhis Agreement. The Assignee may reject the proffer of this contract for any reason Wltatsoever.
1.3. This Agreement shall be governed by and constmed in accordance with the laws of the State of California. Any action arising und81"or relat,ngto
this 1\grcement may be brought in any smte or federal comt .located ii1 California. and Assignor consents to and conFers personal jari5tliction over
Assignor by such court or couns and agrees that service of process may he upon Assignor by mailing a t.'Opy ot' said process to Assignor at the
set forth in this Agreement, and in any net ion hereunder. Assignor and Assignee waiye any riyht to deanand a trial hy jury.
You include invoices, purchase orders. attdlor proofs of delivery that relate to the claim
Assignor hereby ncknowledges nnd consents to all of the terms set forth in this Agreement and hereby waives its right to r.alse any objection
thereto and its right to receive notice pursuant co rule 300 I of the rules of the Bankruptcy procedure.
IN WITNESS WHEREOF. the undersigned AssiRnor here1o sets his hand day of OCTOBER 2010.
DENNIS M POORE/PQESIDENT
(Print Name and Title!
562 691-7731

Phone Number
Sierra Liquidity Fund. U_C a/ .
.:!699 White Rd. Ste 255,1rvine, CA 92614
949-660-1144 x IOor fax:
;.;aul!uM @sicrrarunds.com
THE WATER MAN
Name of Company
115 S EUCLID ST
Street Address
LA HABRA CA 90631
City. Stare & Zip
562 691#7733
Emnil
10/12/2010