The Alliance Portfolio
Conditional Loan Commitment
Revised August 30th, 2005
$1,250,000 1st T.D. Industrial/Office Commerial Facility
Security: 00000 Xxxxx Xxxx Xxxx, Xxxxxx Xxxxxxx, XX 00000
Borrower: General Environmental Management, Inc.
This Engagement, Authorization and Non-Circumvention Agreement is made as of
this 30th day of August, 2005 between General Environmental Management, Inc.,
(Applicant) and The Alliance Portfolio (TAP).
1. Authorization: Applicant retains The Alliance Portfolio as agent and grants
The Alliance Portfolio the exclusive right to solicit and obtain financing
("Financing") from investor(s) to be secured by the above referenced property.
Applicant consents to The Alliance Portfolio acting as the Applicant's exclusive
agent to procure the lender(s) for the proposed loan. Applicant also consents to
The Alliance Portfolio representing the lender(s) in this transaction for, among
other purposes, the delivery of required disclosures and notices of rights and
negotiation of the loan terms. The Alliance Portfolio may also elect to be the
lender and may represent the lender(s) in servicing the loan, including the
collection of all payments due pursuant to the terms thereof. The Alliance
Portfolio or it's affiliates may as well serve as trustee under xxxxxxxx's deed
of trust. The Alliance Portfolio is authorized by applicant to use pictures of
subject property in marketing materials. Applicant shall be responsible for
payment of all fees or commissions to applicants broker that are not
specifically referenced herein today or at any time in the future. Applicant
authorize TAP to complete background check as indicated in the TAP credit
authorization.
2. Term: The term of this authorization shall commence on 8/30/05 & terminate on
9/30/05. Term extended by delays in obtaining required documentation.
3. Documentation: Applicant shall provide and execute documentation required by
The Alliance Portfolio and by the Lender / Investor, provided loan meets terms
and conditions specified herein.
4. Non-circumvention: Applicants shall not communicate directly with The
Alliance Portfolio Lender-Investor(s) regarding financing without The Alliance
Portfolio written consent, today or at any time in the future. The Alliance
Portfolio shall act as and be compensated by applicant as applicants exclusive
agent with regard to financing provided or to be provided by said lender /
Investor(s).
September 19th, 2005 Estimated Target Funding Date.
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$1,250,000 1st T.D.,
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12.99% Interest Rate: calculated on gross loan amount
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$13,531.25 until June 2007 Interest only payments per month.
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(Or 50% LTV, whichever is less, requires $2,500,000 - minimum real estate
appraised valuation only. Applicant to provide appraisal and comps, if
available) Term: 36 months, Fixed rate until June 2007
Then adjust to the LIBOR (2/10 caps, 8.75% margin). Floor rate of 12.99%
Prepayment Penalty: No prepayment penalty after 12 months. Penalty shall be
waived if The Alliance Portfolio refinances the property at any time in the
future. (6 months interest on principal paid in excess of 20.00% per year.) The
Alliance Portfolio Loan Origination Fee: 5.00% - $62,500 Other costs - estimate:
TAP Doc-$550, underwriting-$450, processing-$300, wire-$50,
Background/Credit-$160 est. Title held at title company at discretion of TAP
(inclusive of required endorsements) and $960 disbursement-closing with TAP both
paid by borrower through closing. Late Fee: 10% late charge after 10 day grace
period. Funding is subject to investor's approval of appraisal and all
documentation. The Alliance Portfolio assumes no liability and shall be held
harmless of any liability by Applicant and Applicants Broker regarding the
successful completion and funding of this file. The Alliance Portfolio fees
referenced above are earned upon faxing to Applicant a 48 hour notice of funding
to be completed. Applicant shall complete closing within 48 hours of said notice
and term of this agreement shall be reduced to said 48 hour date.
6. Fee Disbursement: Applicant hereby assigns to The Alliance Portfolio and
authorizes and instructs the investor and escrow agent to disburse to The
Alliance Portfolio the amounts of the fee specified above from the proceeds of
the financing through closing and concurrent with the closing.
7. Title: Property and Insurance to be current and paid. Any liens to be paid
off by title.
8. The Alliance Portfolio Loan package: The Alliance Portfolio Loan package to
be completed by applicant. Applicant to provide copy of insurance, copy of
senior note's (as applicable) and mortgage payment coupons. Applicant to provide
last 3 months bank statements and corporate documentation as required for title
insurance and any additional information as required upon request.
9. Communication: Applicant and applicants broker shall not communicate directly
by telephone or other source with any affiliate company or individual(s)
retained by The Alliance Portfolio for this transaction which include but are
not limited to: Appraisal company, Escrow company, Title company, Credit
reporting company, Property inspection company and attorney.
10. Appraisal Fee: $1,500 est. payable at the door to appraiser Xx Xxxxxx with
certified funds.
11. Funds Distribution Estimate: $1,250,000 TAP 1st Trust Deed, less ($62,500)
Loan Origination Fee to The Alliance Portfolio, less ($1,350) Loan Costs, less
($960) Disbursement-closing, less ($2,900 est.) Title Fees est, less ($160 est.)
Background/Credit Fee, less ($5,413 est.) Interest Proration, = $1,176,717 net
estimate to applicant, less any Principal, Interest, Taxes, or Insurance (PITI)
due.
12. First Payment Due Date on New TAP Trust Deed: November 1st, 2005. (Based on
Recording & Closing taking place in September).
13. Funding Condition: Funding of subject loan contingent upon value of
appraisal review & property inspection by principals.
14. Special Environmental/Funding Condition: $550,000 held by DTSC to be
transferable to benefit lender in case of foreclosure.
