HUNTERS XXXX (PHASE I) AP XII LIMITED PARTNERSHIP
a South Carolina limited partnership
(Mortgagor)
and
LEXINGTON MORTGAGE COMPANY,
a Virginia corporation
(Mortgagee)
____________________________
AGREEMENT OF MODIFICATION OF
MORTGAGE AND SECURITY AGREEMENT
Dated: As of April 1, 1994
Location: 0000 Xxxxxxx Xxxx Xxxxx
Xxxxxxxxxx, Xxx Xxxxxx
Xxxxxx: Middlesex
RECORD AND RETURN TO:
Messrs. Xxxxxxx Xxxxxxxx & Wood
Two World Trade Center
New York, New York 10048
Attention: Xxxxx X. Xxxxxxx III
File No.: 16248-00157
THIS AGREEMENT OF MODIFICATION OF SECURITY AGREEMENT made as of the
1st day of April, 1994 ("Agreement"), between HUNTERS XXXX (PHASE I) AP XII
LIMITED PARTNERSHIP, a South Carolina limited partnership (hereinafter referred
to as "Mortgagor") and LEXINGTON MORTGAGE COMPANY, a Virginia corporation
(hereinafter referred to as "Mortgagee"),
W I T N E S S E T H :
WHEREAS Mortgagor is the fee owner of the premises described in
EXHIBIT A attached hereto (hereinafter referred to as the "Premises") and
Mortgagee is the owner and holder of the mortgage covering the fee estate of
Mortgagor in the Premises, as more particularly described in EXHIBIT B attached
hereto (hereinafter referred to as the "Mortgage") and of the note, bond or
other obligation secured thereby (hereinafter referred to as the "Note");
WHEREAS there is now owing on the Note and the Mortgage the unpaid
principal sum of $8,500,000.00 and interest (said principal sum, interest and
all other sums which may or shall become due under the Note and/or the Mortgage,
as modified and amended pursuant to the provisions hereof, being hereinafter
collectively referred to as the "Debt"); and
WHEREAS Mortgagor and Mortgagee have by that certain Agreement of
Modification of Mortgage Note dated as of even date herewith agreed in the
manner set forth therein to modify the time and manner of payment and certain
terms and provisions of the Note;
WHEREAS Mortgagor and Mortgagee have agreed in the manner
hereinafter set forth to modify the certain terms and provisions of the
Mortgage;
NOW, THEREFORE, in pursuance of said agreement and in consideration
of one dollar and other good and valuable consideration, Mortgagor hereby
represents and warrants to and covenants and agrees with Mortgagee as follows:
A. All capitalized words or phrases not otherwise defined herein
shall have the meanings ascribed to them in the Mortgage.
B. Mortgagor and Mortgagee hereby acknowledge that Mortgagor has
deposited the sum of $86,000 into the Capital Improvements Account. Certain
capital improvements set forth on Exhibit C attached hereto shall hereinafter be
included in the definition of Capital Improvements and such funds shall be
disbursed in accordance with Paragraph 51 of the Mortgage.
C. The "Reserve Account Schedule" referred to in Paragraph 52 of
the Mortgage shall be revised to reflect a new "Required Reserve Amount" equal
to $105,600
and a new "Minimum Reserve Amount" equal to $52,800.
D. Mortgagor shall promptly cause this Agreement to be filed,
registered or recorded in such manner and in such places as may be required by
any present or future law in order to publish notice of and fully to protect the
lien of the Mortgage upon, and the interest of Mortgagee in, the Premises.
Mortgagor will pay all filing, registration and recording fees, and all expenses
incident to the preparation, execution and acknowledgement of this Agreement,
and all Federal, state, county and municipal taxes, duties, imposts, assessments
and charges arising out of or in connection with the filing, registration,
recording, execution and delivery of this Agreement and Mortgagor shall hold
harmless and indemnify Mortgagee against any liability incurred by reason of the
imposition of any tax on the issuance, making, filing, registration or recording
of this Agreement.
E. Mortgagor represents, warrants and covenants that there are no
offsets, counterclaims or defenses against the Debt, this Agreement, the
Mortgage or the Note and that Mortgagor (and the undersigned representative of
Mortgagor, if any) has full power, authority and legal right to execute this
Agreement and to keep and observe all of the terms of this Agreement on
Mortgagor's part to be observed or performed.
F. Except as expressly modified pursuant to this Agreement, all
of the terms, covenants and provisions of the Mortgage shall continue in full
force and effect. In the event of any conflict or ambiguity between the terms,
covenants and provisions of this Agreement and those of the Mortgage, the terms,
covenants and provisions of this Agreement shall control.
G. This Agreement may not be modified, amended, waived, changed
or terminated orally, but only by an agreement in writing signed by the party
against whom the enforcement of the modification, amendment, waiver, change or
termination is sought.
H. This Agreement shall be binding upon and inure to the benefit
of Mortgagor and Mortgagee and their respective successors and assigns.
I. This Agreement may be executed in any number of duplicate
originals and each such duplicate original shall be deemed to constitute but one
and the same instrument.
J. If any term, covenant or condition of this Agreement shall be
held to be invalid, illegal or unenforceable in any respect, this Agreement
shall be construed without such provision.
K. This Agreement shall be governed by and construed in
accordance with the laws of the State of New York and the applicable laws of the
United States of America.
IN WITNESS WHEREOF, Mortgagor and Mortgagee have duly executed this
Agreement as of the day and year first above written.
HUNTERS XXXX (PHASE I) AP XII LIMITED
PARTNERSHIP
By: HUNTERS XXXX GP LIMITED PARTNERSHIP,
General Partner
By: GP SERVICES V, INC., General Partner
By: Xxxxxx X. Xxxx, Xx.
Name: Xxxxxx X. Xxxx, Xx.
Title: CAO/Controller
LEXINGTON MORTGAGE COMPANY
By: Xxxxx Xxxxxxxx
Name: Xxxxx Xxxxxxxx
Title: Senior Vice President
STATE OF Virginia )
) SS:
COUNTY OF Fairfax )
On this 7th day of August, 1995, in the County and State aforesaid, before
me, the subscriber, a Notary Public authorized to take acknowledgements and
proofs in said County and State, personally appeared Xxxxx Xxxxxxxx, the Senior
Vice President of LEXINGTON MORTGAGE COMPANY, a Virginia corporation, who, I am
satisfied, is the person who, as such Senior Vice President, signed and
delivered the within instrument, and he did acknowledge that he is duly
authorized to sign and deliver the within instrument on behalf of said
corporation and that he signed and delivered the same as the act and deed of
said corporation for the uses and purposes set forth therein.
Xxxxxx Xxx DiBriezo
Notary Public
STATE OF SC )
) SS:
COUNTY OF Greenville )
On this 1st day of August, 1995, in the County and State aforesaid,
before me, the subscriber, a Notary Public authorized to take acknowledgements
and proofs in said County and State, personally appeared Xxxxxx X. Xxxx, Xx.,
the CAO/Controller of GP SERVICES V, INC., a South Carolina corporation and the
general partner of HUNTERS XXXX GP LIMITED PARTNERSHIP, a South Carolina limited
partnership and the general partner of HUNTERS XXXX (PHASE I) AP XII LIMITED
PARTNERSHIP, a South Carolina limited partnership, who I am satisfied, is the
person who, as such CAO/Controller, signed and delivered the within instrument,
and he did acknowledge that he is duly authorized to sign and deliver the within
instrument on behalf of said corporation and that he signed and delivered the
same as the act and deed of said corporation and said partnerships for the uses
and purposes set forth therein.
Xxxxxxxxxx X. Xxxx
Notary Public
EXHIBIT A
(Description of the Premises)
EXHIBIT B
1. The Mortgage:
Mortgage and Security Agreement dated as of September 30, 1993 given
by Mortgagor to Mortgagee, in the principal sum of $8,500,000.00 and recorded on
October 26, 1993, in the Middlesex County Clerk's Office, in Book 4566, page
42.
2. The Note:
Mortgage Note dated as of September 30, 1993 given by Mortgagor to
Mortgagee, in the original principal sum $8,500,000.00.
EXHIBIT C
Capital Improvements
