Exhibit 10.83
INDENTURE
dated as of June 30, 2000
between
S-BNK DORCHESTER OPERATIONS, LLC,
as Issuer,
and
First Security Bank, National Association,
as Indenture Trustee
10.20% A-I Note
due June 30, 2005
12.18% A-2 Note
due June 30, 2020
Property:
6367, Dorchester Operations
Suffolk
Dorchester, Massachusetts
INDENTURE (this "Indenture"), dated as of June 30, 2000, by and between S-BNK
DORCHESTER OPERATIONS, LLC, a Delaware limited liability company having an
address at 84 ▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇, ▇▇▇▇▇, as issuer (the
"Issuer"), and First Security Bank, National Association, a national banking
association organized under the laws of the United States having an address at
▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇ ▇▇▇▇, ▇▇▇▇ 84 111, as indenture
trustee (the "Indenture Trustee").
RECITALS
Reference is hereby made to the Standard Terms and Conditions with
respect to this Indenture attached as Annex A hereto and incorporated herein
(the "Standard Terms and Conditions"). The terms and conditions of this
Indenture are set forth in the Standard Terms and Conditions.
The issuer has duly authorized the issue of its A-I Note in the
principal amount of $45,746,038 and its A-2 Note in the principal amount of
$31,199,288; which A-1 Note and A-2 Note are secured by the Mortgage, the
Assignment of Lease and the other Security Documents.
The A-1 Note will bear interest at a per annum rate equal to 10.20%
and the A-2 Note will be interest a per annum rate equal to 12.18%. Interest on
each of the A-1 Note and A-2 Note will be computed based on a 360-day year of
twelve 30-day months.
The issuer is the owner of the Property described in the Mortgage.
The Issuer has leased the Property to the Lessee, pursuant to the
Lease.
The Issuer desires by this Indenture, among other things, to provide
for the issue by the issuer to the Indenture Trustee of the Secured Notes, to be
sold to the Pass-Through Trustee pursuant to the Note Purchase Agreement.
NOW, THEREFORE, in consideration of the premises, the covenants
contained herein and the purchase and acceptance of the Secured Notes and for
other good and valuable consideration, the receipt and sufficiency of which is
hereby acknowledged, and intending to be bound hereby, the issuer agrees with
the Indenture Trustee, for the equal and proportionate benefit of the Holders,
as follows:
SECTION 1. Recitals. The Recitals of this Indenture are incorporated
by reference herein.
SECTION 2. Standard Terms and Conditions. The Standard Terms and
Conditions are incorporated by reference herein, provided, that the Standard
Terms and Conditions are hereby amended to add the following sentence to the end
of Section 23.04: "Notwithstanding anything in this Indenture to the contrary,
with respect to the sublease (the "Sublease") between the Lessee and Fleet
National Bank ("Fleet"), if the Issuer has withheld its consent with respect to
any agreement between the Lessee and Fleet regarding the determination of the
Rent for any Extended Term (as such terms are defined in the Sublease) or the
Lessee's selection of an appraiser (under Exhibit D to the Sublease) to
determine the Rent for any Extended Term, the Indenture Trustee shall not
require the Issuer to grant such consent."
IN WITNESS WHEREOF, the parties hereto have caused this Indenture to be
duly executed under seal and delivered this Indenture as of the date first above
written.
ISSUER:
S-BNK DORCHESTERPERATIONS,
LLC
A Delaware limited liability company
By: /s/ ▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇
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Name: ▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇
Title: Manager
INIDENTURE TRUSTEE:
FIRST SECURITY BANK, NATIONAL
ASSOCIATION,
as Indenture Trustee and not in its
individual capacity
By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇
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Name: ▇▇▇▇▇ ▇. ▇▇▇▇
Title: Vice President
