EXHIBIT 4.27
Recording ( 18 Pages) 82.50
Documentary Stamps
Intangible Tax
Other
Total 82.50
THIS INSTRUMENT PREPARED BY:
Xxxxxx X. Xxxxxx, Esq.
XXXXXX, XXXXXX,
XXXXXXX & XXXXXX, P.A.
0000 Xxxxxxx Xxxxxx Xxxx
Xxxxxxxxx, Xxxxxxx 00000
MORTGAGE, SECURITY AGREEMENT AND ASSIGNMENT OF RENTS
(TO SECURE GUARANTY)
NOTICE OF EXEMPTION FROM DOCUMENTARY STAMP TAX
AND INTANGIBLE TAX
THIS MORTGAGE SECURES AN OBLIGATION THAT IS AN EXEMPT TRANSACTION UNDER RULE
12B-4.054(4), FLORIDA ADMINISTRATIVE CODE, IN THAT IT SECURES A CONTINGENT
OBLIGATION AND IS NOT SUBJECT TO THE FLORIDA DOCUMENTARY STAMP TAX. THIS
MORTGAGE IS ALSO EXEMPT FROM INTANGIBLE TAX UNDER WEST FLAGLER ASSOCIATES, LTD.
V. DEPARTMENT OF REVENUE FOR THE STATE OF FLORIDA, 633 So2d 555 (Fla.3d DCA,
1994).
A DUPLICATE ORIGINAL OF THIS DOCUMENT IS BEING RECORDED IN THE PUBLIC RECORDS OF
MANATEE AND PINELLAS COUNTY, FLORIDA
THIS INDENTURE made on February 10, 2004 by and between CONSOLIDATED
RESOURCE RECOVERY, INC., a Delaware corporation ("Mortgagor") of 0000 Xxxxxxxxx
Xxx., Xxxxxxxx, Xxxxxxx, XXX, 00000, and XXXXX X. X. XXXXX, ("Mortgagee") of 000
Xxxxx Xxxx, Xxxxx Xxxxxxxxx, Xxxxxxx Xxxxxxxx X0X 0X0, which term shall include
Mortgagee*s successors and/or assigns;
W I T N E S S E T H:
WHEREAS, Mortgagor is obligated to Mortgagee as a guarantor of credit or other
financial accommodations in the principal amount of TWO MILLION, ONE HUNDRED AND
SIXTY THOUSAND, SIX HUNDRED EIGHTY and 98/100 DOLLARS ($2,160, 680.98), in
lawful money of Canada, by Mortgagee to Consolidated Envirowaste Industries,
Inc., a company incorporated under the laws of British Columbia ("Borrower")
pursuant to that certain Guaranty and Subordination Agreement ("Guaranty") of
even date, which by reference is made a part hereof to the same extent as though
set out in full herein, executed under seal by Xxxxxxxxx in favor of Mortgagee,
which Guaranty, together with all sums which may become due under the Guaranty
or the Mortgage is secured hereby.
NOW, THEREFORE to secure the performance by Xxxxxxxxx of all covenants
and conditions in the Guaranty, this Mortgage, and in all other instruments
securing the Note, and in
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order to charge the properties, interests and rights hereinafter described with
such payment and performance and to secure additional advances, renewals and
extensions thereof and for and in consideration of the sum of Ten and no/100
Dollars ($10.00), Xxxxxxxxx does hereby mortgage, sell, pledge and assign to
Mortgagee:
THE MORTGAGED PROPERTY
(A) All of the land in the County of Manatee, in the State of
Florida, described as Parcel 1 and Parcel 2 in Exhibit A attached to and made a
part hereof;
All of the land in the County of Pinellas, in the State of Florida,
described as Parcel 3 in Exhibit A attached to and made a part hereof,
to have and to hold the same, together with all the improvements now or
hereafter erected on such property and all fixtures now or hereafter attached
thereto, together with each and every tenement, hereditament, easements, right,
power, privilege, immunity and appurtenance thereunto belonging or in anywise
appertaining and the reversion and reversions, remainder and remainders, and all
the estate, right, title, interest, homestead, right of dower, separate estate,
property, possession and claim whatsoever in law as well as equity of Mortgagor
of, in and to the same in every part and parcel thereof unto Mortgagee in fee
simple.
(B) Together with a security interest in all personal property and
fixtures affixed to or located on the property described in paragraph A.
(C) Together with all rents, issues, profits, revenue, income and
other benefits from the property described in Paragraph (A) hereof applied to
the indebtedness secured hereby, provided however, that permission is hereby
given to Mortgagor so long as no default has occurred hereunder, to collect,
receive, and use such benefits from the property as they become due and payable,
but not in advance thereof.
(D) All insurance policies and proceeds thereof and all
condemnation proceeds, awards, damages, and claims relating to or derived from
the property described in paragraphs (A), (B) and (C) hereof.
(E) Everything referred in Paragraphs (A), (B) and (C) hereof and
any additional property hereafter acquired by Xxxxxxxxx and subject to the lien
of this Mortgage or any part of these properties is herein referred to as the
"Mortgaged Property."
AND XXXXXXXXX (and if more than one, each of them jointly and
severally) does hereby covenant and agree with Mortgagee as follows:
1. WARRANTIES; PERFORMANCE OF LEASEHOLD OBLIGATIONS. Xxxxxxxxx is
the owner in fee simple of Parcel 1 and Parcel 2 of the Mortgaged Property and
is indefeasibly seized of a leasehold interest for a term of years on Parcel 3
of the Mortgaged Property with full power and right to mortgage same. The
Mortgaged Property is free and clear of all encumbrances except as noted in
Schedule "B" attached hereto, if any. Mortgagor warrants that: (i) it has lawful
authority to convey, mortgage and encumber the same as provided by the Mortgage,
(ii) Mortgagee may peaceably and quietly enjoy the Mortgaged Property, and (iii)
the Mortgagor will defend the Mortgaged Property against the claims of all
persons whomsoever.
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Performance of Leasehold Obligations. Mortgagor shall pay when due and
payable and before interest or other penalties are due thereon all rental sums
and other amounts as may be due under the terms and conditions of that certain
Lease Agreement by and between Lasa Holdings, a Florida general partnership, as
Landlord, and Xxxxxxxxx, as Tenant, dated April 26, 1999 ("Lease"). If any
rental sum or other amount due under the Lease ("Leasehold Obligations") is not
timely paid by Mortgagor or in the event that Mortgagor shall fail to meet one
or more of the other obligations assumed or undertaken by Mortgagor under the
terms of the Lease, then the Mortgagee shall have the right to pay or perform
the same, but shall not be obligated to do so, and in the event that the
Mortgagee shall have paid or performed any obligation of the Mortgagor under the
Lease, any amount or amounts paid by Mortgagee or expenses incurred in
connection with the performance of an obligation of Mortgagor, together with any
penalty and interest thereon, shall forthwith be payable by Mortgagor to
Mortgagee and shall be secured by the lien of this Mortgage.
Mortgagor shall not have the right, without the Mortgagee's consent, to
cancel, abridge or otherwise modify the Lease creating Mortgagor's leasehold
interest in the Mortgaged Property, or any part thereof, as said Lease is in
existence on the date of this Mortgage. Mortgagor will fulfill or perform each
and every term, covenant and provision of the Lease to be fulfilled or performed
by the Mortgagor thereunder, including specifically, but not by way of
limitation, promptly request and pursue all renewals of the Lease during the
term of the Guaranty and shall give prompt notice to Mortgagee of any notice
received by Mortgagor of default by Xxxxxxxxx under the terms of the Lease or
the denial of any requested renewal of the Lease, together with a complete copy
of any such notice. Further, Mortgagor shall also give immediate notice to the
Mortgagee of any material default by the Lessor under the terms of the Lease. In
the event that Mortgagor exercises the Option to Purchase provided by Article
XXIV of the Lease, the lien of this Mortgage shall automatically attach to the
Mortgagor's fee simple title to the Property described as Parcel 3 in Exhibit A
attached hereto.
2. FURTHER ASSURANCES. Xxxxxxxxx agrees to execute and deliver to
Mortgagee and to any subsequent holder from time to time, upon demand, any
further instrument or instruments, including but not limited to mortgages,
security agreements, financing statements, assignments, so as to reaffirm, to
correct and to perfect the evidence of the obligation hereby secured and the
security interest of Mortgagee in and to all or any part of the Mortgaged
Property intended to be hereby mortgaged, whether now mortgaged, later
substituted for, or acquired subsequent to the date of this Mortgage, including,
without limitation, Xxxxxxxxx's fee simple title to the Property described as
Parcel 3 in Exhibit A attached hereto in the event that Mortgagor shall exercise
the Option to Purchase provided by Article XXIV of the Lease, and extensions or
modifications thereof.
3. SECURED INDEBTEDNESS. This Mortgage is given as security for
the Guaranty and also as security for any and all other sums, indebtedness,
obligations and liabilities of any and every kind now or hereafter during the
term hereof owing and to become due from Mortgagor to Mortgagee incurred,
evidenced, acquired or arising under the Guaranty, this Mortgage or any other
loan document executed in connection herewith, all of which are collectively
referred to herein as the "Secured Indebtedness."
4. PAYMENT. Xxxxxxxxx will pay the sums of money agreed by this
Mortgage and the Guaranty to be paid and any extensions or renewals thereof
according to the true effect and
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meaning thereof and in conformity with all of the terms, provisions and
conditions as agreed therein.
5. TAXES AND ASSESSMENTS. Mortgagor will pay all taxes,
assessments, levies, liabilities, liens, obligations and encumbrances of every
kind and nature on the Mortgaged Property before delinquency. Mortgagor will pay
all taxes, fees, assessments, and other similar charges except income taxes,
imposed by any federal, state of local government or agency thereof on the
Guaranty, this Mortgage, or the indebtedness secured hereby. Any penalties or
interest required to be paid with respect to any of the aforesaid charges shall
be paid by Xxxxxxxxx. If Xxxxxxxxx fails to pay the same before delinquency
Mortgagee may pay the same and charge Xxxxxxxxx as provided in Paragraph 15
hereof.
6. Insurance.
(a) General Requirements. Mortgagor shall keep the Mortgaged
Property and the improvements now existing or hereafter erect on the Mortgaged
Property insured as may be required from time to time by Mortgagee against loss
by fire, other hazards and contingencies in such amounts and for such periods as
may be required by Mortgagee. Mortgagor shall pay promptly, when due, any
premiums on such insurance. All insurance shall be carried with companies
approved by Mortgagee and the policy and renewals thereof shall be held by
Mortgagee and have attached thereto loss payable clauses in favor and in form
acceptable to Mortgagee. In the event of loss, Mortgagor shall give immediate
notice by mail to Mortgagee and Mortgagee may make proof of loss if not made
promptly by Xxxxxxxxx. Each insurance company concerned is hereby authorized and
directed to make payments for such loss directly to Mortgagee instead of either
to Mortgagor or Mortgagor and Mortgagee jointly. Insurance proceeds or any part
thereof may be applied by Mortgagee at its option, after deducting therefrom all
its expenses including attorney's fees, either to the reduction of the
indebtedness hereby secured or to the restoration or repair of the property
damaged. Mortgagee is hereby authorized, at its option, to settle and compromise
any claims, awards, damages, rights of action and proceeds, and any other
payment or relief under any insurance policy. In the event of foreclosure of
this Mortgage or other transfer of title to the Mortgaged Property in
extinguishment of the indebtedness secured hereby, all right, title, and
interest of Mortgagor in and to any insurance policies then in force shall pass
to the purchaser or grantee.
(b) Reconstruction Requirements. Notwithstanding the foregoing,
after deducting any expenses Mortgagee incurs in collecting or handling the
insurance proceeds (including reasonable attorneys' fees), Mortgagee shall hold
the net insurance proceeds and make them available to Mortgagor for the repair
and restoration of the Improvements provided the following conditions are met:
(i) No default exists and no fact exists that could, with
the passage of time, constitute a default under the Guaranty or this
Mortgage;
(ii) Mortgagee reasonably determines that the cost to
repair and restore the Improvements will not exceed fifty percent (50%)
of the outstanding principal balance of the indebtedness secured
hereby;
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(iii) Mortgagee reasonably determines that the Improvements
may be repaired and restored before the maturity date of the
obligations of the Borrower guaranteed by the Guaranty (as that
maturity date may be extended from time to time);
(iv) Mortgagee reasonably determines that the governmental
regulations applicable to the Mortgaged Property at the time of repair
and restoration of the Improvements will permit the Improvements to be
repaired and restored substantially to the condition existing before
the damage occurred;
(v) Mortgagor provides Mortgagee with evidence
satisfactory to Mortgagee that there are sufficient funds from the
insurance proceeds and from Mortgagor's other funds (if needed) to
repair and restore the Improvements and to pay all expenses of
operating the Mortgaged Property, including all payments required under
the Guaranty or this Mortgage during the period of repair and
restoration;
(vi) Mortgagor provides Mortgagee with evidence
satisfactory to Mortgagee that all parties having an existing or
expected interest in the Mortgaged Property (contract parties for
materials and services, and the like) will continue their contractual
arrangements with Mortgagor under the terms of their respective
contracts during the repair and restoration and, if necessary, they
will extend the dates for performance in their respective contracts by
the time necessary to complete the repair and restoration;
(vii) Mortgagor provides Mortgagee with evidence
satisfactory to Mortgagee that all parties having management or
franchise interests in and arrangements concerning the Mortgaged
Property will continue their respective contractual arrangements with
Xxxxxxxxx during and following the repair and restoration; and
(viii) Mortgagor provides Mortgagee with all assurances
Mortgagee may reasonably require that Mortgagee will not incur
liability to any other person as a result of applying the insurance
proceeds to the repair and restoration of the Improvements.
Mortgagee shall hold the net insurance proceeds and make the net
insurance proceeds available to Mortgagor, during the period of restoration of
the Improvements subject to Mortgagee's then applicable construction
disbursement documentation requirements.
If one or more of the conditions set forth in subparagraphs (i) through
(viii) above are not met, at its option, Mortgagee may apply the insurance
proceeds to the reduction of all sums secured by this Mortgage, whether or not
due, in any order Mortgagee chooses, or Mortgagee may apply the insurance
proceeds to the restoration of the Improvements. If Mortgagee makes the proceeds
available to Mortgagor for the repair and restoration of the Improvements,
Mortgagee may impose such terms and conditions as Mortgagee may reasonably
consider advisable to assure the quality of the restoration and the proper
application of the insurance proceeds to the costs of restoration. Mortgagee's
application of the insurance proceeds to the reduction of all sums secured by
this Mortgage shall not obligate Mortgagee to release any portion of the
Mortgaged Property from the lien and operation of this Mortgage. In any event,
Mortgagee is not responsible to Mortgagor for any failure to collect insurance
proceeds.
7. DEFAULT. Mortgagor shall be in default under this Mortgage
upon the happening of any of the following events or conditions: (a) failure or
omission to pay any sum due under the
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Guaranty or default in the payment or performance of any obligation, covenant,
agreement or liability contained or referred to in this Mortgage, the Guaranty,
or any other loan documents executed in connection herewith or upon the
existence or occurrence of any circumstance or event deemed a default under the
Guaranty or any other loan document executed in connection herewith; (b) any
warranty, representation or statement made or furnished to Mortgagee for the
purpose of inducing Mortgagee to accept this Mortgage or to make any extension
of the Secured Indebtedness, proves to have been false in any material respect
when made or furnished; (c) a default under any other mortgage or trust deed on
the Mortgaged Property (whether such other mortgage or trust deed be held by
Mortgagee or by a third party); (d) the institution of foreclosure proceedings
of another mortgage or trust deed or lien of any kind on the Mortgaged Property
(whether such other mortgage, deed or lien be held by Mortgagee or by third
party); (e) the default by Xxxxxxxxx in the payment or performance of any
obligation, covenant, agreement, or liability contained in any other mortgage,
note, obligation or agreement held by Mortgagee; (f) the dissolution,
termination of existence, insolvency, or business failure of Mortgagor,
appointment of a receiver of any part of the Mortgaged Property, assignment for
the benefit of creditors by Xxxxxxxxx, or the commencement of any proceedings in
bankruptcy or insolvency by or against Mortgagor; (g) the determination by
Mortgagee that a material adverse change has occurred in the financial condition
of Mortgagor or any person obligated under the Guaranty, from the conditions set
forth in the most recent financial statement of such person heretofore furnished
to Mortgagee or from the condition of Mortgagor as heretofore most recently
disclosed to Mortgagee in any manner; and (h) falsity in any material respect
of, or any material omission in, any representation or statement made to
Mortgagee by or on behalf of Mortgagor or any person obligated under the
Guaranty, in connection with this Mortgage. Upon the occurrence of any such
default or at any time thereafter, subject to the grace period, if any, provided
in the Guaranty, Mortgagee may, at its option, declare the whole amount of the
Liabilities of the Borrower guaranteed by the Guaranty, and any and all other
Secured Indebtedness, immediately due and payable without demand or notice of
any kind to any person, and the same thereupon shall become immediately due,
payable and collectible (by foreclosure or otherwise) at once and without notice
to Mortgagor. Any default hereunder shall constitute a default under any other
mortgage, note, obligation or agreement of Mortgagor held by Mortgagee.
In the event one or more "events of default" as above provided shall
occur, the remedies available to Mortgagee shall include, but not necessarily be
limited to, any one or more of the following:
(a) Mortgagee may declare the entire unpaid balance of
the Guaranty and all other obligations of Xxxxxxxxx secured hereby
immediately due and payable without further notice.
(b) Mortgagee may take immediate possession of the
Mortgaged Property or any part thereof (which Xxxxxxxxx agrees to
surrender to Mortgagee) and manage, control or lease same to such
person or persons and exercise all rights granted pursuant to Section
7. The taking of possession under this Section b. shall not prevent
concurrent or later proceedings for the foreclosure sale of the
Mortgaged Property as provided elsewhere herein.
(c) Mortgagee may apply, for an ex parte motion to any
court of competent jurisdiction, for the appointment of a receiver to
take charge of, manage, preserve, protect, complete construction of and
operate the Mortgaged Property and any business or
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businesses located thereon, to collect rents, issues, profits and
income therefrom; to make all necessary and needed repairs to the
Mortgaged Property; to pay all taxes and assessments against the
Mortgaged Property and insurance premiums for insurance thereon; and
after payment of the expense of the receivership, including reasonable
attorneys' fees to Mortgagee*s attorney, and after compensation to the
receiver for management and completion of the Mortgaged Property, to
apply the net proceeds derived therefrom in reduction of the
indebtedness secured hereby or in such manner as such court shall
direct. All expenses fees and compensation incurred pursuant to a
receivership approved by such court, shall be secured by the lien of
this Mortgage until paid.
(d) Mortgagee shall have the right to foreclose this
Mortgage and in case of sale in an action or proceeding to foreclose
this Mortgage, Mortgagee shall have the right to sell the Mortgaged
Property covered hereby in parts or as an entirety. It is intended
hereby to give to Mortgagee the widest possible discretion permitted by
law with respect to all aspects of any such sale or sales.
(e) Without declaring the entire unpaid principal balance
due, Mortgagee may foreclose only as to the sum past due without injury
to this Mortgage or the displacement or impairment of the remainder of
the lien thereof and at such foreclosure sale the Mortgaged Property
shall be sold subject to all remaining items of indebtedness, and
Mortgagee may again foreclose in the same manner as often as there may
be any sum past due.
(f) It shall also not be necessary that Mortgagee pay any
impositions, premiums or other charges regarding which Mortgagor is in
default before Mortgagee may invoke its rights hereunder.
(g) Exercise all other remedies available at law or
equity in such order as Mortgagee may elicit.
(h) All such other remedies available to Mortgagee with
respect to this Mortgage shall be cumulative and may be pursued
concurrently or successively. No delay by Mortgagee in exercising any
such remedy shall operate as a waiver thereof or preclude the exercise
thereof during the continuance of that or any subsequent default.
(i) The obtaining of a judgment or decree on the
Guaranty, whether in the State of Florida or elsewhere, shall not in
anyway affect the lien of this Mortgage upon the Mortgaged Property
covered hereby, and any judgment or decree so obtained shall be secured
hereby to the same extent as said Guaranty is now secured.
8. COSTS, EXPENSES, AND ATTORNEYS' FEES. In the event of a
default under the terms of this Mortgage, the Guaranty, or any other loan
documents executed in connection herewith, or any renewals or extensions
thereof, Mortgagor shall pay all costs, expenses and reasonable attorneys' fees
incurred in the collection (whether by suit or otherwise) hereof, including
those costs, expenses and reasonable attorneys' fees incurred in appellate
proceedings. Furthermore, Mortgagor shall pay immediately all costs, expenses
and reasonable attorneys' fees incurred (whether in legal proceedings or
otherwise) by Mortgagee (including those costs, expenses and reasonable
attorneys' fees incurred in appellate proceedings) by
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reason of the assertion or institution by any person, other than Mortgagee, of
any claim, demand, action or proceeding concerning or affecting the Mortgaged
Property or the lien created hereby, or concerning or affecting the Guaranty,
this Mortgage, or any loan document executed in connection herewith. If
Mortgagor shall fail to pay the sums required by this paragraph to be paid,
Mortgagee may pay the same and charge Mortgagor as provided in Paragraph 14
hereof.
9. MAINTENANCE AND WASTE. Mortgagor shall keep the Mortgaged
Property in good order and repair, commit, permit and suffer neither strip nor
waste of said property and comply with all laws, ordinances, regulations and
requirements of all governmental bodies applicable to the Mortgaged Property or
use thereof. Upon failure of Mortgagor to keep and perform each of the aforesaid
covenants, Mortgagee may, at its option, cause or procure the performance
thereof including repair and restoration of the Mortgaged Property, and charge
Mortgagor with the costs and expenses incurred thereby, as provided in Paragraph
14 hereof. Mortgagee may make or cause to be made reasonable entries upon the
Mortgaged Property for inspection thereof.
10. CONDEMNATION. In the event the Mortgaged Property or any part
thereof be taken under the power of eminent domain, Mortgagee shall have the
right, whether the value of Mortgagee's security be impaired by the taking or
not, to demand and receive all sums awarded for the taking of or damages to the
Mortgaged Property (including but not limited to severance and business damages)
up to the amount then unpaid on the obligations secured hereby and to apply the
same upon the payments last due thereon. Failure by Mortgagor to cause delivery
to Mortgagee of such sums shall constitute a default hereunder.
11. RECEIVERSHIP. In the event any suit is instituted upon the
Mortgage, or to foreclose or reform it, or to enforce payment of any claims
hereunder, Mortgagee shall have the right to the appointment of a receiver,
without notice, of the Mortgaged Property, including the rents, income, profits,
issues and revenues thereof. Such receiver shall have all the powers in any way
entrusted by a court to a receiver. Such appointment shall be made by the court
as an admitted equity and absolute right to Mortgagee, and without reference to
the adequacy or inadequacy of the value of the Mortgaged Property or to the
solvency or insolvency of Mortgagor or of the other defendants, and said rents,
profits, income, issues and revenues shall be applied to the Secured
Indebtedness.
12. RENTS AND PROFITS. As further and additional security for the
performance of the terms and conditions of this Mortgage and for the payment of
the Guaranty and Secured Indebtedness, Xxxxxxxxx hereby agrees that in case of
default under any of the provisions, covenants or agreements of this Mortgage,
the Guaranty, or any other loan document executed in connection herewith,
Mortgagee is hereby authorized and empowered, by its servants, agents or
attorney, to enter on the Mortgaged Property and to collect and receive the
rents and profits therefrom, and to apply the same to the payment of amounts due
on the obligations secured hereby; and for this purpose, Mortgagor hereby
assigns, transfers and sets over to Mortgagee the rents and profits accruing
from the Mortgaged Property during the period of such default. The exercise of
rights under this paragraph shall neither impair nor constitute a waiver of any
other rights or remedies which Mortgagee may have under the terms of this
Mortgage or otherwise, but the remedy hereby given shall be in addition to
others which Mortgagee may have. Each and every lessee of all or any part of the
Mortgaged Property shall, upon receipt of written notice from Mortgagee that
Mortgagor is in default hereunder, be obligated to make all further rental
payments to Mortgagee, and no lessee shall be obligated or entitled to inquire
into or ascertain
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the authority of Mortgagee to act within and exercise the powers granted to
Mortgagee pursuant to this paragraph. Rental payments made pursuant to the
provisions of this paragraph by a lessee of the Mortgaged Property to Mortgagee
shall fully acquit the lessee to the extent of the payments so made.
13. INSURANCE POLICIES AND UTILITY DEPOSITS. In the event of
foreclosure of this Mortgage or a transfer of title to the Mortgaged Property in
lieu of foreclosure, all right, title and interest of Mortgagor in and to any
insurance policies then in force, and all deposits and all advance payment for
utility service of any kind or nature, heretofore or hereafter deposited by
Mortgagor for such utility service in connection with the operation of the
Mortgaged Property, will pass to the purchaser or grantee.
14. PERFORMANCE BY MORTGAGEE. If Mortgagor defaults in any of the
covenants or agreements contained in this Mortgage, in the Guaranty, or in any
other loan document executed in connection herewith, Mortgagee may perform the
same or procure their performance without waiving or affecting the option to
foreclose or any right hereunder, and all costs, payments and expenditures
(including reasonable attorneys' fees as herein provided) made by Mortgagee in
so doing shall be charged to Mortgagor, shall become immediately due and payable
and shall bear interest at the maximum rate permitted by law. If said sums are
not immediately paid they shall be added to and become part of the Secured
Indebtedness.
15. SUBROGATION. To the extent of the Secured Indebtedness,
Mortgagee is subrogated to the lien or liens and to the rights of the owners and
holders thereof of each mortgage, lien or other encumbrance on the Mortgaged
Property which is paid or satisfied, or both, in whole or in part, out of the
proceeds of loan secured hereby, and the respective liens of said mortgages,
liens or other encumbrances shall be preserved and shall pass to and be held by
Mortgagee as security for the indebtedness hereby secured to the same extent
that it would have been preserved and would have been passed to and been held by
Mortgagee had it been duly and regularly assigned to Mortgagee by separate
assignment notwithstanding the fact that the same may be satisfied and canceled
of record.
16. Security Agreements. That the Mortgagor hereby grants to the
Mortgagee a security interest in, and shall execute any and all such documents,
including Financing Statements pursuant to the Uniform Commercial Code of the
State of Florida, as the Mortgagee may request, to preserve and maintain the
priority of the lien created hereby on the mortgaged property which may be
deemed personal property or fixtures, and shall pay to the Mortgagee on demand
any reasonable expenses incurred by the Mortgagee in connection with the
preparation, execution and filing of any such documents. The Mortgagor hereby
authorizes and empowers the Mortgagee to file, on the Mortgagor's behalf, all
Financing Statements, and refilings and continuations thereof as the Mortgagee
deems necessary or advisable to create, preserve, and protect said lien. When
and if the Mortgagor and the Mortgagee shall respectively become Debtor and
Secured Party in any Uniform Commercial Code Financing Statement affecting
property referred to or described herein, this Mortgage shall be deemed the
Security Agreement as defined in said Uniform Commercial Code, and the remedies
for any violation of the covenants, terms, and conditions of the agreements
herein contained shall be (i) as prescribed herein, (ii) by general law, or
(iii) as to such part of the security which is also reflected in said Financing
Statement, by the specific statutory consequences now or hereafter enacted and
specified in said Uniform Commercial Code, all at Mortgagee's sole election. The
filing of such a Financing Statement in the records normally having to do with
personal property shall never be construed in any way
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derogating or impairing this declaration and hereby stated intention of the
parties hereto, that all items of personal property used in connection with the
production of income from the Premises or adapted for use therein or which are
described or reflected in this Mortgage are, and at all times and for all
purposes and in all proceedings, both legal and equitable, shall be regarded as
part of the real estate irrespective of whether or not (i) any such item is
physically attached to the improvement, (ii) serial numbers are used for the
better identification of certain equipment items capable of being thus
identified in a recital contained herein or in any list filed with the
Mortgagee, or (iii) any such item as referred to or reflected in any such
Financing Statement so filed at any time. Similarly, the mention in any such
Financing Statement of (l) the rights in or the proceeds of any fire and/or
hazard insurance policy, (2) any award in eminent domain proceedings for a
taking or for loss of value, or (3) the Mortgagor's interest as lessor in any
present or future lease or rights to income growing out of the use or occupancy
of the Mortgaged Property, whether pursuant to a lease or otherwise, shall never
be construed as in any way altering any of the rights of the Mortgagee as
determined by this instrument or expunging the priority of the Mortgagee's lien
granted hereby or by any other recorded document, but such mention in the
Financing Statement is declared to be for the protection of the Mortgagee in the
event any court or judge shall at anytime hold with respect to (1), (2), or (3)
that notice of the Mortgagee's priority of interest, to be effective against a
particular class of persons, including, but not limited to, the Federal
Government and any subdivisions or entity of the Federal Government, must be
filed in the Uniform Commercial Code records.
With respect to any of the properties described herein which are
characterized by law as fixtures or personal property, of whatever nature
(hereinafter referred to as the "Collateral") Mortgagor warrants:
(a) Use of Collateral: That the Collateral is used primarily for
business purposes and will be kept at the Premises or at such other place as
specifically authorized by Mortgagee.
(b) Assembly of Collateral: That, upon default hereunder and
acceleration of the indebtedness pursuant to the provisions hereof, or the
Guaranty secured hereby, the Mortgagee may, at its discretion, require the
Mortgagor to assemble the Collateral and make it available to the Mortgagee at a
place reasonably convenient to both parties to be designated by the Mortgagee.
(c) Manner of Sale: That, upon default hereunder and acceleration
of the indebtedness pursuant to the provisions hereof, or of the Guaranty
secured hereby, all or any part of the Collateral may, at the sole discretion of
the Mortgagee, be combined with the real property covered hereby and sold
together with such real property as an entirety, or the Collateral (or any part
of the Collateral not sold together with the real property) may be sold
separately, as one parcel or in such parcels, manner or order as the Mortgagee,
in its sole discretion, may elect.
(d) Notice of Sale: The Mortgagee shall give the Mortgagor not
less than seven (7) days notice, by registered or certified mail, postage
prepaid, of the time and place of any public sale of any Collateral or of the
time after which any private sale or other intended disposition thereof is to be
made by sending time of the sale or other disposition, which provisions for
notice the Mortgagor and Mortgagee agree are reasonable.
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17. DUE ON SALE. The entire Secured Indebtedness may, at
Mortgagee's sole option, become immediately due and payable in the event of the
sale, transfer, or encumbrance (without the prior written consent of Mortgagee)
of (i) all or any part of the Mortgaged Property, or any interest therein, or
(ii) any beneficial interest in Mortgagor (if Mortgagor, or any of them, is not
a natural person or persons, but is a corporation, partnership, trust, estate or
other legal entity). Mortgagee's consent may be withheld in its absolute and
sole discretion, or it may be conditioned upon a number of factors to be
determined in Mortgagee's sole discretion, including but not limited to, a
determination of the purchaser's credit worthiness, a modification of the
Guaranty and Mortgage as to interest rate and terms, and payment of an
assumption fee.
18. After Acquired Property. The lien of this Mortgage will
automatically attach, without further act, to all after acquired property of
whatever kind located in or on, or attached to, or used or intended to be used
in connection with or in the operation of the Mortgaged Property, including,
without limitation, Mortgagor's fee simple title to the Property described as
Parcel 3 in Exhibit A attached hereto in the event that Mortgagor shall exercise
the Option to Purchase provided by Article XXIV of the Lease, as defined in
Paragraph 1, above.
19. Environmental Covenants. Mortgagor warrants and represents to
Mortgagee after thorough investigation:
(a) That neither Mortgagor nor any other person to the Mortgagor's
knowledge, after reasonable inquiry, has ever used the Mortgaged Property as a
facility for the storage, treatment or disposal of any "Hazardous Substances,"
as that term is hereinafter defined and Mortgagor will not, in the future, use
the Mortgaged Property for any such purpose.
(b) That to the best knowledge and belief of Mortgagor based upon
reasonable inquiry, the Mortgaged Property is now and at all times hereafter
will continue to be in full compliance with all federal, state and local
"Environmental Laws" (as that term is defined hereinafter), including but not
limited to, the Comprehensive Environmental Response, Compensation and Liability
Act of 1980 ("CERCLA"), 42 USC Section 9601, et seq., the Superfund Amendments
and Reauthorization Act of 1986 ("XXXX"), Public Law 99-499, 100 Stat. 1613, the
Resource Conservation and Recovery Act ("RCRA"), 42 USC Section 6901, et seq..
the Florida Resource Recovery and Management Act, Section 403.701, et seq.,
Florida Statutes, the Pollutant Spill Prevention and Control Act, Section
376.011-376.17 and 376.19-376.303 Florida Statutes, as the same may be amended
from time to time and all ordinances, regulations, codes, plans, orders, and
decrees now existing or in the future enacted, promulgated, adopted, entered or
issued, both within and outside present contemplation of the Mortgagor and
Mortgagee;
(c) That to the best knowledge and belief of Mortgagor based upon
reasonable inquiry, (i) as of the date hereof there are no hazardous or toxic
materials, substances, wastes or other environmentally regulated substances
(including solids or gaseous products and any materials containing asbestos),
the presence of which is limited, regulated or prohibited by any state, federal
or local governmental authority or agency having jurisdiction over the Mortgaged
Property, or which are otherwise known to pose a hazard to health or safety of
occupants of the Mortgaged Property, located on, in or under the Mortgaged
Property or used in connection therewith, or (ii) Mortgagor has fully disclosed
to Mortgagee in writing the existence, extent and nature of any such hazardous
or toxic material waste or other environmentally regulated substance, which
Mortgagor
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is legally authorized and empowered to maintain on, in or under the Mortgaged
Property or use in connection therewith, and Mortgagor has obtained and will
maintain all licenses, permits and approvals required with respect thereto, and
is in full compliance with all of the terms, conditions and requirements of such
licenses, permits and approvals;
(d) That Mortgagor shall notify Mortgagee of any change in the
nature or extent of any hazardous or toxic materials, substances or wastes
maintained on, in or under the Mortgaged Property or used in connection
therewith, and will transmit to Mortgagee copies of any citations, orders,
notices or other material governmental or other communication received with
respect to any other hazardous materials, substances, wastes or other
environmentally regulated substances affecting the Mortgaged Property; and
(e) That Mortgagor is not aware of, nor has the Mortgagor nor any
of it's subsidiary or affiliated entities received notice of, any past, present
or future events, conditions, circumstances, activities, practices, incidents,
actions or plans which may interfere with or prevent compliance or continued
compliance with Environmental Laws or any Ordinance, regulation, code, plan,
order, decree, judgment, injunction, notice or demand letter issued, entered,
promulgated or approved thereunder, or which may give rise to any common law or
legal liability, or otherwise form the basis of any claim, action, demand, suit,
proceeding, hearing, study or investigation, based on or related to the
manufacture, processing, distribution, use, treatment, storage, disposal,
transport or handling, or the emission, discharge, release or threatened release
into the environment, of any Hazardous Substance; and
(f) That there is no civil, criminal or administrative action,
suit, demand, claim, hearing, notice or demand letter, notice of violation,
investigation, or proceeding pending or threatened against Mortgagor or the
Mortgaged Property, relating in any way to any Environmental Laws or any
regulation, code, plan, order, decree, judgment, injunction, notice or demand
letter issued, entered, promulgated or approved thereunder;
(g) Xxxxxxxxx hereby agrees to indemnify, reimburse, defend and
hold harmless Mortgagee, its officers, directors, employees, successors and
assigns from and against all demands, claims, civil or criminal actions or
causes of action, liens, assessments, civil or criminal penalties or fines,
losses, damages, liabilities, obligations, costs, disbursements, expenses or
fees of any kind or of any nature (including, without limitation, cleanup costs,
attorneys', consultants' or experts' fees and disbursements and costs of
litigation at trial and appellate levels) which may at any time be imposed upon,
incurred by or asserted or awarded against, Mortgagee directly or indirectly,
resulting from: (i) any acts or activities of Mortgagor, it's agents, employees
or contractors, at, on or about the Mortgaged Property which contaminate air,
soils, surface waters or groundwaters over, on or under the property; (ii)
arising from or out of any Hazardous Substance on, in or under the Mortgaged
property; (iii) pursuant to or in connection with the application of any
Environmental Law to the acts or omissions of Mortgagor or any other person and
any environmental damage alleged to have been caused, in whole or in part, by
the transportation, treatment, storage, or disposal of any Hazardous Substance;
or (iv) arising from or in relation to the presence, whether past, present or
future, of any Hazardous Substances on the Mortgaged Property;
Without limiting the foregoing, this indemnification provision
specifically protects the Mortgagee against any claim or action from activities
described in (I), (ii), (iii) or (iv) above, based
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in whole or in part upon any environmental statute, rule, regulation or policy,
including but not limited to Chapters 403 and 376, Florida Statutes, the Florida
Administrative Code, the Comprehensive Environmental Response, Compensation and
Liability Act of 1980, ("CERCLA") 42 USC Section 9601, et seq., as amended, the
Resource Conservation and Recovery Act, 42 USC Section 6901, et seq., and other
laws, whether now in existence or enacted in the future.
Xxxxxxxxx's indemnification obligation hereunder shall be one of strict
liability and shall be enforceable without regard to any fault or knowledge of
Mortgagee with respect to any act or omission or condition or event which is the
basis of the claim under such indemnification obligation. Mortgagor's obligation
under this section shall not be limited to any extent by the term of the
Guaranty or other obligations secured hereby, and such obligation shall
continue, survive and remain in full force and effect notwithstanding payment in
full or other satisfaction or release of said Guaranty (and other obligations
secured hereby) and this Mortgage, or any foreclosure under this Mortgage, or
any delivery of a deed in lieu of foreclosure. The provisions of this section
shall be deemed to survive and continue in full force and effect after any
foreclosure or other proceeding by which the Mortgagee, and its successors and
assigns succeed to ownership of the Mortgaged Property.
As used herein, "Environmental Law" means any federal, state, or local
statutory or common law relating to pollution or protection of the environment,
including without limitation, any common law of nuisance or trespass, and any
law or regulation relating to emissions, discharges, releases or threatened
releases of Hazardous Substances into the environment (including without
limitation, ambient air, surface water, groundwater, land surface or subsurface
strata) or otherwise relating to the manufacture, processing, distribution, use,
treatment, storage, disposal, transport or handling of Hazardous Substances.
As used herein, "Hazardous Substance" means any substance or material
(i) identified in Section 101(14) of CERCLA, 42 USC Section 9601(14), as the
same may be amended from time to time, or (ii) determined to be toxic, a
pollutant or contaminant, under federal, state or local statute, law, ordinance,
rule or regulation or judicial or administrative order or decision, as same may
be amended from time to time, including but not limited to petroleum and
petroleum products as defined in Sec. 376.301(10), Florida Statutes, as same may
be amended from time to time.
(h) Upon the occurrence of an uncured event of default or if an
Environmental Complaint is outstanding, Mortgagee shall have the right, in its
sole discretion, to require Mortgagor to perform or obtain (at Mortgagor's
expense) an environmental audit and, if deemed necessary by Mortgagee, an
environmental risk assessment, each of which must be satisfactory to Mortgagee
in its sole discretion, of the Mortgaged Property, hazardous waste management
practices and/or hazardous waste disposal sites used by Mortgagor. Such audit
and/or risk assessment must be by an environmental consultant satisfactory to
Mortgagee. Should Mortgagor fail to perform such environmental audit or risk
assessment within 30 days of the Mortgagee's written request, Mortgagee shall
have the right but not the obligation to retain an environmental consultant to
perform such environmental audit or risk assessment. All costs and expenses
incurred by Mortgagee in the exercise of such rights shall bear interest at the
default rate set forth in the Guaranty and shall be secured by this Mortgage and
shall be payable by Mortgagor upon demand or added to Mortgagor's obligations
under the Guaranty, at the discretion of the Mortgagee.
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(i) Any breach of any warranty, representation or agreement
contained in this Section shall be an Event of Default hereunder and shall
entitle Mortgagee to exercise any and all remedies provided in this Mortgage, or
otherwise permitted by law.
20. Required Notices; Certificates. Mortgagor shall notify
Mortgagee promptly of the occurrence of any of the following:
(a) a fire or other casualty causing damage to the Mortgaged
Property;
(b) receipt of notice of eminent domain proceedings or
condemnation of the Mortgaged Property;
(c) receipt of notice from any governmental authority relating to
the structure, use or occupancy of the Mortgaged Property or any real property
adjacent to the Mortgaged Property;
(d) receipt of any notice of default from the holder of any lien
or security interest in the Mortgaged Property; or
(e) commencement of any litigation affecting the Borrower or
Mortgaged Property which seeks equitable relief, or in which the amount at issue
(either in such litigation alone or in combination with any other then pending
litigation) exceeds $50,000.00; and
21. Notices. All notices, demands and requests which are required
or permitted to be given or served hereunder shall be in writing and shall be
deemed given when sent by registered or certified mail, postage prepaid, to the
addressee at the address set forth above, and that such address may be changed
from time to time by either party by serving notice as herein provided.
22. Counterparts and Multi-County Recording. Because the Mortgaged
Property includes real property located in two counties within the state of
Florida, this Mortgage is being executed in two counter-part originals which
Mortgagor and Mortgagee covenant and agree shall be considered a single mortgage
for purposes of foreclosure or enforcement of other rights and obligations of
the Mortgagor and Mortgagee notwithstanding the execution of such counterparts.
One of such counter-parts shall be simultaneously recorded in every County in
which any portion of the Mortgaged Property is located. Documentary Stamps and
Intangible Taxes shall be paid to the Clerk of Circuit Court of Manatee County
and evidence of such payment and shall be affixed to the counter-part original
Mortgage recorded at Official Record Book _____, Page _____, of the Public
Records of Manatee County, Florida.
23. MISCELLANEOUS.
(a) Survival of Warranties. All representations, warranties and
covenants of Mortgagor contained herein or incorporated by reference shall
survive and shall remain continuing obligations, warranties and representations
of Mortgagor during any time when any portion of the obligations secured by this
Mortgage remain outstanding.
(b) Waiver of Jury Trail. MORTGAGEE AND MORTGAGOR HEREBY
KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVE THE RIGHT EITHER MAY HAVE TO A
TRIAL BY JURY IN RESPECT OF ANY LITIGATION BASED HEREON, OR ARISING OUT OF,
UNDER OR IN CONNECTION WITH THIS AGREEMENT ANY AGREEMENT CONTEMPLATED TO BE
14
EXECUTED IN CONJUNCTION HEREWITH, OR ANY COURSE OF CONDUCT, COURSE OF DEALING,
STATEMENTS (WHETHER VERBAL OR WRITTEN) OR ACTION OF EITHER PARTY. THIS PROVISION
IS A MATERIAL INDUCEMENT FOR THE MORTGAGEE MAKING THE LOAN TO MORTGAGOR.
(c) Time is of the Essence. Time is of the essence hereof.
Mortgagor waives all rights of homestead and other exemptions granted by the
constitution and laws of Florida. The terms "Mortgagor" and "Mortgagee" as used
herein shall include their respective heirs, devisees, personal representatives,
grantees, successors and assigns. The term "Mortgagor" shall include each person
signing this Mortgage, jointly and severally. Whenever used, the singular number
shall include the plural, the plural the singular, and use of any gender shall
include all genders. The terms "person" and "party" shall include individuals,
firms, associations, joint ventures, partnerships, estates, trusts, business
trusts, syndicates, fiduciaries, corporations and all other groups or
combinations. Titles of paragraphs contained herein are inserted only as a
matter of convenience and for reference, and in no way define, limit, extend, or
describe the scope of this Mortgage or the intent of any provisions hereunder.
This Mortgage, the Guaranty, and all loan documents executed in connection
herewith shall be construed under Florida law.
(d) No Waiver. No delay or omission of Mortgagee or of any holder
of the Guaranty to exercise any right, power or remedy accruing upon any event
of default shall exhaust or impair any such right, power or remedy or shall be
construed to waive any event of default or to constitute acquiescence therein.
(e) Non-Exclusive Remedies. No right, power or remedy conferred
upon or reserved to Mortgagee by the Guaranty, this Mortgage or any other
instrument securing the Guaranty is exclusive of any other right, power or
remedy, but each and every such right, power and remedy shall be cumulative and
concurrent and shall be in addition to any other right, power and remedy given
hereunder or under the Guaranty or any other instrument securing the Guaranty,
now or hereafter existing at law, in equity or by statute.
(f) Successors and Assigns Bound. Whenever one of the parties
hereto is named or referred to herein, the heirs, successors and assigns of such
party shall be included and all covenants and agreements contained in this
Mortgage, by or on behalf of Mortgagor or Mortgagee, shall bind and inure to the
benefits of their respective heirs, successors and assigns, whether or not so
expressed.
(g) Miscellaneous. In the event that any of the covenants,
agreements, terms or provisions contained in the Guaranty, this Mortgage or any
other instrument securing the Guaranty shall be invalid, illegal or
unenforceable in any respect, the validity of the remaining covenants,
agreements, terms or provisions contained herein and in the Guaranty and any
other instrument securing the Guaranty shall be in no way affected, prejudiced
or disturbed thereby.
(h) Attorney's Fees. The term "attorney's fees" as used in this
Mortgage include any and all legal fees of whatever nature including, but not
limited to, the fees and expenses of legal assistants, investigators, and the
like, reasonably necessary to prosecute any claim or action and fees resulting
from any appeal of an interlocutory order or final judgment or any other
appellate proceeding arising out of any litigation.
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TO HAVE AND TO HOLD the above granted and described Mortgaged Property
unto Mortgagee, its successors and assigns forever; provided, however, that if
Xxxxxxxxx shall pay the Secured Indebtedness and shall well and truly keep,
observe and perform all the other covenants and stipulations of this Mortgage,
the Guaranty and other loan documents executed in connection herewith, then this
conveyance of mortgage shall become null and void, but otherwise shall remain in
full force and effect.
IN WITNESS WHEREOF, Xxxxxxxxx has caused this Mortgage to be signed on
the date above written.
Witnesses:
CONSOLIDATED RESOURCE RECOVERY,
INC., a Delaware corporation
"Xxxxxxx Xxxxxxxxx"
-------------------
Print Name: Xxxxxxx Xxxxxxxxx
By: "Xxxx Xxxxxxx"
--------------------------------
"Xxxxx Xxxxxxxxx" Xxxx Xxxxxxx, as its President
------------------
Print Name: Xxxxx Xxxxxxxxx
CANADA
Province of British Columbia
City of Vancouver
The foregoing instrument was acknowledged before me this 10th day of
February, 2004, by Xxxx Xxxxxxx, as President of Consolidated Resource Recovery,
Inc., a Delaware corporation, on behalf of the corporation who is personally
known to me or has produced a driver's licence as identification, and did take
an oath.
"Xxxxx Xxxxxxxxx"
----------------------------------
Notary Public
Xxxxx Xxxxxxxxx
---------------
(Type or Print Notary Name Here)
Notary Commission Number:_________
My Commission Expires: N/A
(Affix Notary Seal) Xxxxx X. Xxxxxxxxx
P.O. Box 11130 Royal Centre
0000 Xxxx Xxxxxxx Xxxxxx
Xxxxxxxxx, X.X. V6E 3R3
Barrister & Solicitor
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EXHIBIT "A"
LEGAL DESCRIPTIONS
Parcel 1:
From the Southwest corner of Section 20, Township 35 South, Range 18 East, run S
89(degree)26'24" E, along the South line of Section 20, a distance of 1634.16
feet; thence N 00(degree)00'00" E. a distance of 26.40 feet to the Northerly
maintained right of way of Xxxxxxxxx Avenue also being the Point of Beginning;
thence continue N 00(degree)00'00" E, a distance of 1302.75 feet; thence S
89(degree)27'16" E along the North line of the South -1/2 of the Southwest 1/4,
a distance of 400.38 feet; thence S 00(degree)01'32" W, along the Westerly
surveyed and occupied line as shown on survey by Xxx Xxxxx & Associates, Job No.
A847 dated 3/21/84, a distance of 265.60 feet; thence S 86(degree)26'13" E,
along the South line of said surveyed property, a distance of 3.47 feet; thence
S 00(degree)26'44" W, along the West line of Balvansun Subdivision, recorded in
Plat Book 26, Page 91, and Four Star Industrial Park Subdivision recorded in
Plat Book 23, Page 22, of the Public Records of Manatee County, Florida also
being the East line of Northwest 1/4 of the Southeast 1/4 of the Southwest 1/4
and the East line of the Southwest 1/4 of the Southeast 1/4 of the Southwest 1/4
a distance of 1038.32 feet; thence N 89(degree)15'05" W, along the Northerly
maintained right of way line of Xxxxxxxxx Avenue, a distance of 395.66 feet to
the Point of Beginning.
Parcel 2:
Lot 69, HAMPTON GREEN, UNIT II, as per plat thereof recorded in Plat Book 26,
Page 164 of the Public Records of Manatee County, Florida.
Parcel 3:
Lot 8, PINELLAS XXXXXX, Southeast 1/4, Section 10, Township 30 South, Range 16
East, Less Road Right-of-Way on West, Less the East 132 feet thereof and the
following easements of record:
Easement to Florida Power Corporation recorded April 25, 1990 in O.R. Book 7259,
Page 538.
Easement to City of Pinellas Park recorded May 8, 1984 in O.R. Book 5755, Page
72.
Easement to City of Pinellas Park recorded May 8, 1984 in O.R. Book 5755, Page
73.
Reservations contained in Deed No. 2692 from the Trustees of the Internal
Development Fund of the State of Florida, dated April 19, 1945 and recorded May
14, 1945 in Deed Book 1012, Page 111.
17
EXHIBIT "B"
EXISTING ENCUMBRANCES
As to Parcel 1. Mortgage given by Consolidated Resource Recovery, Inc., in favor
of Bank of America, N.A., dated April 11, 2003 and recorded May 2, 2003 in
Official Records Book 1824, Page 2350, of the Public Records of Manatee County,
Florida, in the original principal amount of $850,000.00.
As to Parcel 1. UCC-1 Financing Statement between Consolidated Resource
Recovery, Inc, Debtor, and Bank of America, N.A., Secured Party, recorded May 2,
2003 in Official Records Book 1824, Page 2360, of the Public Records of Desoto
County, Florida.
18
