SECURED PROMISSORY NOTE MODIFICATION AGREEMENT
Exhibit
10.7
THIS NOTE
MODIFICATION AGREEMENT (this “Agreement”) is made
and entered into on June 3, 2010, by and among BLUEROCK SPECIAL OPPORTUNITY
+ INCOME FUND, LLC, a
Delaware limited liability company (together with its successors and assigns,
the “Lender”), and BEMT
SPRINGHOUSE, LLC, a Delaware limited liability company
(the “Borrower”).
W I T N E S S E T H :
WHEREAS,
the Lender and the Borrower entered into that certain Secured Promissory Note
dated as of December 3, 2009 (the “Promissory Note’), which Promissory Note
evidenced the obligation of the Borrower to repay the loan to the Lender in the
aggregate principal amount of $3,200,000 (the “Loan”) plus interest,
fees and costs; and
WHEREAS,
the Promissory Note matures, and all amounts owing thereunder, including without
limitation all principal and interest, became automatically and immediately due
and payable on June 3, 2010; and
WHEREAS,
the Borrower has requested that Lender modify the Promissory Note to extend the
maturity date thereof to December 3, 2010; and
WHEREAS,
the Lender is willing to grant such request, subject to the terms and conditions
set forth herein;
NOW,
THEREFORE, in consideration of the foregoing premises, and other good and
valuable consideration, the receipt and legal sufficiency of which are hereby
acknowledged, the parties hereto hereby agree as follows:
1. Defined Terms. All
capitalized terms used herein and not otherwise expressly defined herein shall
have the respective meanings given to such terms in the Promissory
Note.
2. Amendment to Promissory
Note. The Promissory Note is hereby amended and restated to
read as follows:
All
outstanding principal and interest shall be due and payable on December 3, 2010
(the “Due Date”).
3. Effectiveness. The
modification provided in paragraph 3 shall be effective as of June 3, 2010 upon
the execution and delivery of this Agreement by the parties hereto.
4. Reaffirmation of Transaction
Documents. All other items of the Promissory Note shall
continue to be in effect.
IN
WITNESS WHEREOF, Borrower and Lender have caused their duly authorized officers
to set their hands and seals as of the day and year first above
written.
Borrower:
BEMT
Springhouse, LLC
a
Delaware limited liability company
By: Bluerock
Enhanced Multifamily Holdings, L.P.,
a Delaware limited
partnership
Its: Sole
Member
a Maryland
corporation
Its: General
Partner
By:
/s/ R. Xxxxx Xxxxxx
Name: R. Xxxxx Xxxxxx
Title: CEO
Lender:
BLUEROCK SPECIAL OPPORTUNITY + INCOME FUND,
LLC
a
Delaware limited liability company
By: Bluerock
Real Estate, LLC,
a Delaware limited
partnership
Its: Manager
By:
/s/ R. Xxxxx
Xxxxxx
Name: R. Xxxxx Xxxxxx
Title: CEO
