DEED OF TRUST
DATED AS OF OCTOBER 30, 1996
MADE BY
XXXXXX PROTEIN (USA), INC.
TO
XXXXX X. XXXXXXX OF
LANCASTER COUNTY, VIRGINIA
AND
B.H.B. XXXXXXX, 111, OF
LANCASTER COUNTY, VIRGINIA
FOR THE BENEFIT OF
THE UNITED STATES OF AMERICA
DEED OF TRUST AND SECURITY AGREEMENT
COMMONWEALTH OF VIRGINIA
COUNTY OF NORTHUMBERLAND
1. PARTIES: WHEREAS, XXXXXX PROTEIN (USA), INC., a Virginia corporation,
hereinafter "Grantor", whether one or more, is indebted to the UNITED STATES OF
AMERICA acting by and through the Secretary of Commerce, Office of the Financial
Services Division, National Marine Fisheries Service, National Oceanic and
Atmospheric Administration, hereinafter "Beneficiary", in the principal sum of
One Million, Eight Hundred Forty-eight Thousand, Five Hundred Sixty-two and
No/100 Dollars ($1,848.562.00), together with interest thereon, as evidenced by
a promissory note, payable to the order of the United States of America acting
by and through the Secretary of Commerce, Office of the Financial Services
Division, National Marine Fisheries Service, National Oceanic and Atmospheric
Administration which bears interest and is payable according to the terms of
said note and which has a final maturity date of October 30, 2011.
2. THE PROMISSORY NOTE TO THE UNITED STATES OF AMERICA: NOW, THEREFORE, in
consideration of the premises and in order to secure the prompt and full payment
of said indebtedness, and any future advance(s), additional advance(s), and/or
readvance(s), and/or any renewal(s), extension(s), restructuring(s),
reamortization(s), and/or any other loan treatment(s) thereof, or any part
thereof, and the interest thereon and any and all other indebtedness(es)
(including future advance(s) now or hereafter owed by any of the undersigned to
the Beneficiary), whether such indebtedness(es) is primary or secondary, direct
or indirect, contingent or absolute, matured or unmatured, joint or several, and
otherwise secured or not, and to secure the faithful performance of and
compliance with all the terms, agreements, provisions, obligations, covenants,
conditions, warrants, representations, and stipulations herein made, or made in
any Loan Agreement or in any other document related to the promissory note
described as follows:
The Promissory Note to the United States of America executed by Grantor
in the principal amount of One Million, Eight Hundred Forty-eight
Thousand, Five Hundred Sixty-two & No/100 Dollars, ($1,848.562.00),
with interest on the unpaid
principal computed from the 30th day of October, 1996, at the rate of
Seven and Seventeen One Hundredths percent (7.17%) per year, payment to
be made in installments of Fifty Thousand Five Hundred forty-two
Dollars ($50,542.00), including principal and interest quarterly, with
the balance of principal and interest due fifteen (15) years from the
date of said Note. The first quarterly payment shall be due three (3)
months from the date of this Note, and each quarterly payment
thereafter shall be due on the day of the month that the first
quarterly payment is due thereunder.
3. THE PROPERTY: XXXXXX PROTEIN (USA), INC., hereinafter Grantor, whether
one or more, in consideration of the premises and other good and valuable
consideration paid to Grantor by Xxxxx X. Xxxxxxx, Esq., and B.H.B. Xxxxxxx,
III, Esq., as Trustees, either of whom may act, whose address is X.X. Xxx 000,
Xxxxxxxxx, Xxxxxxxx 00000, hereinafter, "Trustee", does hereby convey and
warrant unto Trustees with General Warranty the following described real estate
hereinafter "The Property", situate in Northumberland County, Virginia, to-wit:
SEE ATTACHED EXHIBIT "A"
together with all buildings and other improvements, hereditaments and
appurtenances thereunto belonging, or in any wise appertaining now existing or
hereafter erected upon the premises and all the income and rents arising
therefrom. Grantor does hereby intend to convey and does convey all of Grantor's
right, title and interest in and to any strips and gores Grantor may now own
contiguous to the above described property.
4. MINERALS INCLUDED: It is expressly understood and agreed, as a part of
the consideration for the loan made to the Grantor and secured by the premises
hereinabove described this instrument covers and includes all surface,
subsurface and/or mineral estate ownership now or after acquired by the
undersigned in the above-property and whether or not expressly excepted from the
description to the above security premises, any provisions herein to the
contrary being of no force and effect.
5. PLEDGE OF PERSONAL PROPERTY: AND FOR THE CONSIDERATION AFORESAID, and as
further security for any and all debt(s) and obligation(s) described above, said
Grantor does hereby assign, pledge and transfer to the Beneficiary, and grant to
the Beneficiary a security interest in and to the following described property
and interests, to-wit: (1) all timber of all kind, character and description
planted and/or growing, or to be planted and/or grown, on the hereinabove
described property; (2) all crop allotments, quotas, and/or (3) all rents,
profits, issues, income, royalties, bonuses, and revenues of said property, or
any part or interest herein, from time to time accruing whether under leases or
tenancies now existing or hereafter created; (4) each and every policy of hazard
insurance or the like now or hereafter in effect which insures said property or
any building, fixture and/or improvement thereon or any part thereof, together
with all the right, title and interest of Grantor in and to such policy,
including but not limited to any premiums paid (or rights to return premiums)
and/or all proceeds or payments thereunder; (5) all judgments, award of damages
and settlements hereafter made resulting from condemnation proceedings or the
taking of the real property, or any part thereof, under the power of eminent
domain, or for any damage (whether caused by such taking or otherwise) to the
property, or any part thereof, or to any rights appurtenant thereto; (6) all
building materials, equipment, fixtures and fittings of all kind, character, and
description used in connection with or relating to said property and/or
buildings, fixtures or improvements thereon; (7) all equipment, including, but
not limited to: forklifts, bobcats, cranes, pallet trucks, lift trucks and other
product or material movement equipment of whatsoever nature, all trailers,
tanks, trucks, or other rolling stock of whatsoever nature; all fish unloading,
transfer and conveying equipment of whatsoever nature; all fish processing
equipment of whatsoever nature; all fish weighing equipment of whatsoever
nature; all cooling, refrigerating, freezing and other fish holding equipment
(blast freezers, plate freezers, coolers, or other refrigeration equipment) of
whatsoever nature; all fish packaging equipment of whatsoever nature; all fish
baskets, totes, tanks, tubs, and other fish holding equipment of whatsoever
nature; all ice makers of whatsoever nature; all hand and power tolls of
whatsoever nature; all office equipment of whatsoever nature; all fish hatching,
releasing, rearing, growing, tending, and other equipment of whatsoever nature
in any way associated with fisheries cultivation of every sort; all together
with all associated equipment, machinery, parts, tools, or other items of
whatsoever nature and whether fixed or unfixed to the
Project Property or any other premises whatsoever; and/or (8) all tangible or
intangible property found on the premises and products, proceeds, and additions
and/or replacement of any or all of the property described above in items 1
through 8.
IN TRUST, however, to secure and enforce the repayment of all of
Grantor's obligations under the promissory note set forth above and to secure
Grantor's promises contained hereinafter.
GRANTOR FURTHER COVENANTS, WARRANTS AND AGREES:
7. TAXES, FEES: To pay when due all taxes, liens, judgments, assessments or
fees assessed against said property and to promptly furnish Beneficiary with tax
receipts or like documents evidencing payment of or release from all taxes,
liens, judgments, assessments or fees. By execution hereof, Grantor agrees to
pay when due all community water system assessment and meter fees, if any,
applicable to said property, and in the event of foreclosure, hereby does
transfer and assign to the purchaser all of Grantor's interest and membership,
if any, in said community water system applicable to said property, and agrees
to execute such documents as are necessary to effectuate such transfer.
8. INSURANCE REQUIREMENT: To insure and keep insured buildings and other
improvements now on or which may hereafter be placed on said premises, against
loss or damage by fire, water windstorm and/or all hazards included within
"extended coverage", as well as loss or damage by flood in areas designated by
the U.S. Department of Housing and Urban Development as subject to flood, any
policy evidencing such insurance to be deposited with, and the loss thereunder
to be payable to Beneficiary as its interest may appear, and providing for
immediate notification to Beneficiary of any lapse, cancellation or other
impairment of said insurance. All policies shall be written by reliable
insurance companies authorized to write policies of insurance in the State of
Virginia, acceptable to Beneficiary. At the option of Beneficiary, and subject
to the general regulations of U.S. Department of Commerce, where applicable,
sums received by Beneficiary form such insurance companies may be used to pay
for reconstruction or repair of destroyed or damaged buildings or
improvement(s); or, if not so applied may, at the sole option of the
Beneficiary, be applied in payment of any indebtedness, matured or unmatured,
secured by this deed of trust and security agreement. The Beneficiary will be
listed on any insurance policy and
named as First Loss Payee on all insurance covering real property, except
Liability coverage, in which case the Beneficiary is named a Loss Payee as its
interest may appear. The Beneficiary will also be listed as a First Loss Payee
on all insurance covering personal property, as its interest may appear.
9. USE OF THE PROPERTY: That the aquaculture portion of the premises
hereinbefore described, if any, shall be continuously used in a husbandlike
manner for aquaculture production which incorporates good aquaculture practices
that will produce the maximum yield consistent with conservation goals;
including, but not limited to, appropriate water quality monitoring and fish
feeding programs which will be maintained at all times in order to achieve high
quality growth and prevent stress and disease; and detailed records of the
operation of said programs will be kept by Grantor. Grantor will promptly notify
Beneficiary of any substantial damage to the fish stock or ponds from any
source. That in the event that any part of the premises is used for agriculture,
it shall be conducted in a husbandlike manner, that Waste will not be committed
or permitted and adequate terraces and drainage ditches be constructed and
maintained; that all improvements now on said premises, or hereafter put
thereon, be kept in good condition and repair, and not be removed or demolished,
that merchantable timber, stone, gravel, minerals, water, caliche, geothermal
energy, clay, sand, soil or improvements not be removed from said security
without the written consent of the Beneficiary. If timber land is involved as
security, Grantor will follow good and approved forestry practices to minimize
fire danger, guard against erosion or depreciation, protect young trees, and
maintain forest production; it being intended and agreed, however, that no
timber now or hereafter affected hereby will be cut, removed, damaged or
turpentined (except such as is customarily used on the property for fuel,
fencing or repairs) without the prior written consent of the Beneficiary, and
then only upon compliance with such terms and conditions as shall be established
by Beneficiary. Grantor will promptly notify Beneficiary of any damage to timber
from any source. Grantor will, where practical, promptly notify Beneficiary of
any potential damage to timber. In the event this covenant, or any part, is
breached, Grantor agrees to pay all costs and expenses, including reasonable
attorney's fees, incurred by Beneficiary in investigating such violation and in
protecting and preserving this security.
10. EVENTS OF DEFAULT-REMEDIES: This conveyance, however, is in trust to
secure the payment and performance of the obligations. But if Grantor fails to
pay when due any sums secured hereby or if default is made by Grantor (or any
one of them) in the payment or performance of any of the obligations under the
Note, Promissory Note to the United States, Deed of Trust and Security
Agreement, Title XI Agreement, or any other document or agreement associated
with this transaction, or in case Grantor should become insolvent, commit an Act
of Bankruptcy, or apply to a bankruptcy court to be adjudicated a voluntary
bankrupt, or proceedings be instituted to put Grantor in involuntary bankruptcy,
or should any proceedings be taken against Grantor for the appointment of a
receiver, assignee or trustee, or should Grantor make an assignment for benefit
of one or more creditors, or should Beneficiary in good xxxxx xxxx itself
insecure and its prospect of payment impaired, or if any loan proceeds are used
for a purpose that will: (1) contribute to excessive erosion of highly erodible
land or to the conversion of wetlands to produce an agricultural commodity, as
further explained in 7 CFR Part 1940, Subpart G, Exhibit M, or (2) result in
poor aquaculture practices, then in that event all of the obligations shall, at
the option of Beneficiary, be and become at once due and payable without notice
to Grantor, and Trustee herein named or his successor or successors shall, at
the request of Beneficiary, sell all or any part of the Property as set out in
'P' 30 of this Deed of Trust and Security Agreement. In the event of any such
default, Beneficiary shall also have all the remedies of a secured party under
the Uniform Commercial Code of Virginia and any other applicable law. All
remedies of Beneficiary shall be cumulative. A failure on the part of
Beneficiary to exercise any remedy or option contained in this Deed of Trust and
Security Agreement in the event of default shall not constitute a waiver of
Beneficiary's right to exercise said remedy or option in the event of that or
any subsequent default.
11. COMPLIANCE WITH ALL REGULATIONS: With respect to the Property, Grantor
covenants with Beneficiary, that Grantor has complied, is in compliance, and
will at all times comply in all respects with all applicable laws (whether
statutory, common law or otherwise), rules, regulations, orders, permits,
licenses, ordinances, judgments, or decrees of all governmental authorities
(whether federal, state, local or otherwise), including, without limitation, all
laws regarding public health or welfare, environmental protection, water and air
pollution, composition of product, underground storage tanks, toxic substances,
hazardous substances, hazardous materials,
hazardous wastes, other wastes or used oil, asbestos, occupational health and
safety, nuisances, trespass, and negligence.
12. HOLD HARMLESS AGREEMENT: Grantor agrees to indemnify and hold
Beneficiary, its directors, employees, agents, and its successors and assigns,
harmless from and against any and all claims, losses, damages, liabilities,
fees, penalties, charges, judgments, administrative orders, remedial action
requirements, enforcement actions of any kind, and all costs and expenses
incurred in connection therewith (including but not limited to, attorney's fees
and expenses, including all attorney's fees and expenses incurred by Beneficiary
in and for this indemnity), arising directly or indirectly, in whole or in part
out of any failure of Grantor to comply with the environmental representations,
warranties and covenants contained herein.
13. SURVIVAL OF GRANTOR'S LIABILITY: Grantor's representations, warranties,
covenants and indemnities contained herein shall survive the occurrence of any
event whatsoever, including without limitation, the satisfaction of the
promissory note secured hereby, the reconveyance or foreclosure of the mortgage,
the acceptance by Beneficiary of a deed in lieu of foreclosure, or any transfer
or abandonment of the property, failure to comply strictly with the
representations, warranties, covenants and indemnities commenced herein shall
constitute a default under this deed of trust.
14. VALID SECOND LIEN: That this deed of trust and security agreement is a
valid second lien against all the land, interests and improvements offered
and/or appraised as security for this loan and that the property and interests
described herein is now free and clear of any and all other liens and
encumbrances except as otherwise set forth herein. If the validity of this deed
of trust or if Grantor's title to any of said land, interests or improvements is
questioned in any manner of if any part of such land, interests or improvements
is not properly described herein, Beneficiary may, in its discretion,
investigate and take such action as it considers necessary or desirable for the
protection of its interests and for this purpose may employ legal counsel or
expert assistance and the Grantor will promptly pay all expenses so incurred by
Beneficiary.
The lien of this deed of trust is subordinate and of inferior dignity
to the lien of that certain prior deed of trust dated July 18, 1989, from Xxxxxx
Xxxxxx Corporation to Xxxxxxx X. Xxxxxxxx, et al, Trustees, securing the United
States of America in the original amount of $4,675,000.00, recorded in Deed Book
298, at Page 80, in the Clerk's Office of the Circuit Court of Northumberland
County, Virginia, as amended by that certain Amendment dated March 31, 1993,
recorded in Deed Book 348, at Page 130, in the Clerk's Office aforesaid.
15. GRANTOR TO PAY EXPENSES: That if Grantor defaults in any of the
provisions of this Deed of Trust and Security Agreement, particularly, but not
limited to, 'P''P' 7, 8, 9 or 14, then Beneficiary may pay such taxes, liens,
judgments or assessments, obtain and pay for such insurance, advance such
attorney's fees, expenses and costs, or take any other action or incur any other
expenditures that Beneficiary determines are necessary to protect Beneficiary's
interests and Grantor agrees to immediately pay Beneficiary all amounts so
advanced and that all amounts so advanced shall be secured hereby.
16. USE OF PROCEEDS: That all representations and statements made in the
application for this loan are true and correct, that the proceeds of this loan
will be used solely for the purposes specified in said application and that
Grantor will comply with all requirements and conditions imposed by Beneficiary
in making this loan.
17. NON-ALIENATION CLAUSE: To not sell, assign or convey any part or all of
the mortgaged premises (regardless of whether the buyer or assignee "assumes"
the note or takes the mortgage premises "subject to" such note, or whether by
contract for deed or sale) without first obtaining the Beneficiaries prior
written consent as long as the above note or any part remains unpaid. If Grantor
is a corporation, not to change the substantial ownership and/or control of said
corporation without first obtaining the Beneficiary's prior written consent as
long as the above note or any part remains unpaid.
18. PROMPT PAYMENT PROVISION: That all payments of principal and interest
(or any part thereof not made when due sham bear interest form due date to the
date of
payment thereof by maker or assumptor at the default rate which is equal to
eighteen percent (18%) per annum. All advances made by the holder hereof shall
be secured by and under this Deed of Trust and Security Agreement and shall be
payable with interest from the date each advance is made until paid by maker or
assumptor at a rate which will be agreed upon at the time the advance is made.
Should repayment not be made by the maker or assumptor, the default interest
rate of this note shall be fixed at the time legal proceedings of whatever
character are instituted or at the time the indebtedness thereby created is
matured or reinstated.
19. RELEASE PROVISION: That Beneficiary may at any time, without notice,
release any of the property described herein, grant extensions or deferments of
time of payment of the indebtedness secured hereby, or any part thereof, grant
subordinations of lien(s) or release from liability any parties who are or may
become liable for the payment of said indebtedness, without affecting the
priority of this lien or the personal liability of the Grantor or any other
party liable or who may become liable for the indebtedness secured by this
instrument. If all or any part of the property hereinabove described becomes
vested in any party other than Grantor, Beneficiary may, without notice to
Grantor, deal with such successor in interest with reference to this instrument
and the debt(s) and obligation(s) hereby secured in the same manner as with the
Grantor, without in any way releasing, vitiating or discharging the Grantor's
liability hereunder or for the debt(s) and obligation(s) hereby secured and
extension(s) of time for payment or other loan treatment(s) described herein
given or permitted by Beneficiary shall not operate to release, vitiate, or
discharge the liability of the Grantor herein, either in whole or in part.
20. BENEFICIARY NON-WAIVER: That the failure of Beneficiary to exercise any
option or make any decision or election under any term or covenant herein
expressed shall not be deemed a waiver of the right to exercise such option or
to make such decision or election at any time.
21. SUCCESSORS & ASSIGNS BOUND: That each covenant and agreement herein
contained shall inure to the benefit of and bind the successors and assigns of
Beneficiary and Grantor.
22. SUBSTITUTE TRUSTEE: Beneficiary may, without notice to any party to this
Deed of Trust and Security Agreement, or to the successors or assigns, and
without regard to the willingness or inability of Trustee to act, or to execute
this trust, appoint another person or succession of persons to act as Trustee
herein, and such appointee or substitute shall have all the title, authority and
powers in the execution of this trust as are vested in Trustee. If Beneficiary
be a corporation such appointment may be made by any one of its officers or
agents. No single exercise of this power of appointment, the power of sale, or
any other power or right given in this Deed of Trust and Security Agreement
shall exhaust the right to exercise such power but all fights and powers herein
given may be exercised as often as may be necessary for the collection of all
amounts secured by this Deed of Trust and Security Agreement until said amounts
are fully paid and discharged. At any sale thereunder, Trustee may from time to
time, adjourn said sale to a later date without re-advertising the sale by
giving notice of the time and place of such continued sale at the time Trustee
shall make such adjournment. And at any sale made to enforce the trust herein
given, Beneficiary or any person in interest may become a purchaser and upon
payment of the purchase price, Trustee shall secure a deed of conveyance which
conveyance shall vest full and perfect title in such purchaser upon payment of
the purchase price.
23. LIFE INSURANCE: That in the event Grantor purchases life insurance
(group, credit or other) in connection with this loan but subsequently fails to
pay the premium to keep same in force, the Beneficiary, at its option, may pay
such premium on Grantor's behalf, charge such payment to the loan, and such
advance of premiums shall be secured by this mortgage and bear interest the same
as other advances provided for in this Deed of Trust and Security Agreement. Any
policy evidencing such insurance to be deposited with and any loss thereunder to
be payable to Beneficiary as its interest may appear.
24. FINANCIAL STATEMENT: To furnish to the Beneficiary upon a request a
financial statement and income statement attested to by Grantor or verified by a
public accountant.
25. DEATH OF SIGNATORY: All parties to this deed of trust or to the note
hereby secured covenant and agree that upon the death of any signatory, maker,
or comaker of such note the
owner and holder of said note may, at holder's option, mature or accelerate the
entire balance owing on said note whereupon all amounts owing by virtue thereof
shall be immediately due and payable.
26. INSPECTION: The Grantor hereby grants and will cause any tenants to
grant to Beneficiary, its agents, attorneys, employees, consultants,
contractors, successors and assigns, an irrevocable license and authorization
upon reasonable notice to enter upon and inspect the Property and facilities
thereon and perform such tests, including without limitation, subsurface testing
soils and groundwater testing and other tests which may physically invade the
Property thereon, as the Beneficiary, in its sole discretion, determines is
necessary to protect its security interest, provided however, that under no
circumstances shall the Beneficiary be obligated to perform such inspections or
tests.
27. NONTRANSFERABILITY: Except as provided by regulations of the Beneficiary
neither the property or any portion thereof or interest therein shall be leased,
assigned, sold, transferred, or encumbered, voluntarily or otherwise, without
the prior written consent of the Beneficiary. The Beneficiary shall have the
sole and exclusive rights as Beneficiary hereunder, including but not limited to
the power to grant consents, partial releases, subordinations and satisfaction,
and no insured holder shall have any right, title and interest in or to the lien
or any benefits hereof.
28. ACCELERATION OPTION: If all or any part of the Property or an interest
therein is sold, transferred, encumbered or otherwise disposed of by Grantor
without Beneficiary's prior written consent, Beneficiary may, at Beneficiary's
option, declare all of the obligations to be immediately due and payable.
Beneficiary shall have waived such option to accelerate if, prior to the sale or
transfer, Beneficiary and the person to whom the Property is to be sold or
transferred reach agreement in writing that the credit of such person is
satisfactory to Beneficiary and that the interest payable on the sums secured by
the Deed of Trust and Security Agreement shall be at such rate as Beneficiary
shall request and the party assuming the obligations meets the criteria set out
in Title XI for all borrowers. Regardless of any assumption or transfer of the
Property and/or the obligations arising under the Deed of Trust and Security
Agreement, Grantor will not be released from any obligation to Beneficiary until
the entire debt and all sums associated therewith are paid
in full. If Beneficiary exercises such option to accelerate, Beneficiary shall
mail Grantor notice of acceleration. Such notice shall provide a period of not
less than 30 days from the date of notice is mailed within which Grantor may pay
the sums ordered due. If Grantor fails to pay such sums prior to the expiration
of such period, Beneficiary may, without further notice or demand on Grantor,
invoke any remedies permitted by this Deed of Trust and Security Agreement, or
any other security document associated with this transaction.
29. PAYMENT OF ADVANCES: Now, if Grantor shall pay said indebtedness and any
future advances, additional advances, readvances or any other indebtedness in
addition to the original indebtedness set forth herein, and secured hereby, and
keep and perform all of the covenants and agreements of this deed of trust, it
shall become null and void.
30. FORECLOSURE AND SALE OF THE PROPERTY: This deed of trust shall be
construed to impose and confer upon the parties hereto, and the Beneficiaries
hereunder, all duties, rights and obligations as set forth in Section 55-59, and
55-59.1 through 55-59.4 and 55-60 of the Code of Virginia as now in force and
(to the extent that any amendment thereof shall not limit the rights of the
Trustees or Beneficiaries hereunder or the obligations of the Grantor) as
hereafter amended; and further to incorporate herein the following provisions by
the short form references below, of Sections 55-59 and 55-59.1 through 55-59.4
and 55-60 of the Code of Virginia:
ADVERTISEMENT REQUIRED: Four times in a newspaper published
or having general circulation in Northumberland County
BIDDER'S DEPOSIT: of Ten Percent (10%) may be required.
EXTENSIONS WAIVED.
SUBJECT TO CALL UPON DEFAULT.
RENEWAL OR EXTENSIONS PERMITTED.
31. MULTIPLE COUNTIES: In case the real estate herein described is situated
in more than one county or in more than one judicial district of a county or
counties, a foreclosure sale of all of said real estate may be made in any one
of the counties or judicial districts in which any part thereof is situated,
after giving notice of the time, place and terms of sale in the manner above
described in each county and judicial district in which any part of said land
lies.
32. SURRENDER OF POSSESSION: It is further stipulated and agreed that in
case of any sale hereunder Grantor shall immediately surrender possession to the
purchaser. If Grantor fails to do so, Grantor shall become a tenant at
sufferance of the purchaser, subject to an action for unlawful entry and
detainer.
33. BENEFICIARY'S RIGHT TO BID: It is expressly agreed between the parties
hereto, that in the event of foreclosure and sale, that the Beneficiary
hereunder, or its successors and assigns, may bid at any such sale or sales and
may purchase the property secured hereunder if the high bidder therefor, as if
Beneficiary were a stranger to this conveyance.
34. MAILING ADDRESS: For purposes of giving any notice that may be required
by the terms of this deed of trust, Grantor hereby stipulates and agrees that
his mailing address is X.X. Xxx 0000, Xxxxxxx, XX 00000 and Beneficiary may rely
upon this stipulation until such time as Beneficiary has been advised in writing
by Grantor of a change of address.
35. SEVERABILITY: The unenforeceability or invalidity of any provision(s) of
this Deed of Trust and Security Agreement shall not render any other
provision(s) herein unenforceable or invalid. This Deed of Trust and Security
Agreement may be amended only by an instrument in writing, signed by Grantor and
Beneficiary, and may not be amended orally or by any course of conduct or
otherwise than by written instrument.
All riders, appendages, exhibits, erasures, corrections and interlineations, if
any, have been made and approved before signing hereof.
IN WITNESS WHEREOF, the Grantor has caused its name to be signed hereto and its
corporate seal affixed and attested pursuant to corporate resolutions, which
resolutions have not been rescinded, revoked or modified.
Xxxxxx Protein (USA), Inc.
By:
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Its
ATTEST:
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Its
STATE OF FLORIDA
CITY/COUNTY OF PINELLAS
Personally appeared before me, the undersigned authority in and for said
County and State the within named Xxxxx X. Xxxxxxx and Xxxxxx X. Xxxxxxx the
Vice President and Controller and Assistant Secretary, respectively, of Xxxxxx
Protein (USA), Inc., who severally acknowledged that they signed and delivered
the above and foregoing instrument on the day and year and for the purposes
therein mentioned as their own voluntary act and deed.
WITNESS my hand and official seal this 30th day of October, 1996.
-----------------------------
Notary Public
My commission expires:
NOTARY AFFIX SEAL HERE
