Exhibit 10.6
WHEN RECORDED RETURN TO:
EF&A FUNDING, L.L.C.
0000 00XX XXXXXX XX
XXXXX 000
XXXXXXX, XX 00000
RE: CHALET I
XXXXXX XXX # 1668655895
EF&A # 00-0000000
ASSUMPTION AND RELEASE AGREEMENT
This Assumption and Release Agreement ("Agreement") is made effective as of
September 27, 2001 by and among Garden Chalet I L.P., a Delaware limited
partnership ("Transferor"), American Realty Trust, Inc., a Georgia corporation,
("Original Key Principal"), Chalet I Acquisition, L.L.C., a Kansas limited
liability company("Transferee"), Maxus Realty Trust, Inc., a Missouri
corporation (the "New Key Principal") and Xxxxxx Mae.
RECITALS:
A. Xxxxxx Xxx is the holder of that certain Multifamily Note (the "Note"),
dated September 11, 1998, in the original principal amount of Four Million Two
Hundred Forty Thousand and 00/100 Dollars ($4,240,000.00) made by Transferor to
Xxxxxxx, Xxxxx & Associates, a Michigan general partnership n/k/a EF&A Funding,
L.L.C., a Michigan limited liability company ("Original Lender"), which Note
evidences a loan ("Loan") made by Original Lender to Transferor. To secure the
repayment of the Note, Transferor also executed and delivered a Multifamily
Mortgage, Assignment of Rents and Security Agreement (the "Security
Instrument"), dated as of September 11, 1998, recorded in the official records
of Shawnee County, State of Kansas on September 11, 1998, in Book 3257 Page 416
that grants a lien on the property described in Exhibit A to this Agreement (the
"Property"). Transferor executed an Amendment to Multifamily Mortgage,
Assignment of Rents and Security Agreement (the "First Loan Amendment") dated
October 21, 1998 and recorded in the official records of Shawnee County, State
of Kansas on October 26, 1998, in Book 3268 Page 650. Transferor also executed
an Amendment to Multifamily Deeds of Trust, Assignments of Rents and Security
Agreements to Multifamily Mortgages, Assignments of Rents and Security
Agreements and to Multifamily Deeds to Secure Debt, Assignments of Rents and
Security Agreements (the "Second Loan Amendment") dated November 30, 1998 and
recorded in the official records of Shawnee County, State of Kansas on January
7, 1999 in Book 3290 Page 220, pursuant to which the Security Instrument was
amended to provide cross-collateral and cross-default provisions involving the
Property and other properties identified in the Second Loan Amendment. The
Transferor is liable for the payment and performance of all of Transferor's
obligations under the Note, the Security Instrument, the First Loan Amendment
and Second Loan Amendment and all other documents executed in connection with
the Loan, as listed on Exhibit B to this Agreement (collectively, the "Loan
Documents"). Each of the Loan Documents has been duly assigned or endorsed to
Xxxxxx Xxx. The current servicer of the Loan is EF&A Funding, L.L.C., a Michigan
limited liability company ("Servicer").
B. The Original Key Principal is liable for the obligations under the
Acknowledgment and Agreement of Key Principal to Personal Liability for the
Exceptions to Non-Recourse Liability contained in the Note (the
"Acknowledgment").
C. Transferee has agreed with Transferor to acquire the Property and assume
all of Transferor"s obligations under the Loan.
D. In connection with the transfer, an entity related to Transferee has
agree to acquire that certain multifamily residential property known as Chalet
II, legally described on Exhibit C hereto, which is located adjacent to the
Property and which is the subject of that certain Multifamily Mortgage,
Assignment of Rents and Security Agreement in favor of Original Lender dated
September 11, 1998, recorded in the official records of Shawnee County, State of
Kansas on September 11, 1998 in Book 3257, Page 367 (the "Chalet II Mortgage").
E. Xxxxxx Mae has been asked to consent to the transfer of the Property to
the Transferee, the assumption by the Transferee of the obligations of the
Transferor under the Loan Documents and the release of the Property from the
cross-collateral and cross-default provisions of the First and Second Loan
Amendments.
F. Xxxxxx Xxx has been asked to consent to the release of the Original Key
Principal from its respective obligations under the Acknowledgment and accept
the assumption by the New Key Principal of the Original Key Principal"s
obligations under the Acknowledgment.
G. Xxxxxx Mae has agreed to consent to the transfer of the Property by
Transferor to Transferee, the release of the Property from the provisions of the
First and Second Loan Amendments, and the release of the Original Key Principal,
subject to the terms and conditions stated below.
In consideration of the foregoing and the mutual covenants and promises set
forth in this Agreement and other good and valuable consideration, the receipt
and sufficiency of which are hereby acknowledged, Xxxxxx Xxx, Transferor,
Original Key Principal, Transferee and New Key Principal agree as follows:
1. Assumption of Obligations. The Transferee agrees to assume all of the
payment and performance obligations of the Transferor set forth in the
Note, the Security Instrument and the other Loan Documents in accordance
with their respective terms and conditions, as the same may be modified by
this Agreement, including without limitation, payment of all sums due under
the Note. The Transferee further agrees to abide by and be bound by all of
the terms of the Loan Documents, all as though each of the Loan Documents
had been made, executed and delivered by the Transferee.
2. Transferor's and Original Key Principal"s Representations and Warranties.
The Transferor and the Original Key Principal represent and warrant to
Xxxxxx Mae as of the date of this Agreement that:
(a) The Note has an unpaid principal balance of $4,108,503.66, and prior to
default bears interest at the rate of Six and five hundred ninety
thousandths percent (6.590 %) per annum;
(b) The Note requires that monthly payments of principal and interest in
the amount of $27,051.14 be made on or before the first (1st) day of each
month, continuing to and including October 1, 2008, when all sums due under
the Loan Documents will be immediately due and payable in full;
(c) The Security Instrument is a valid first lien on the Property for the
full unpaid principal amount of the Loan and all other amounts as stated in
the Security Instrument;
(d) There are no defenses, offsets or counterclaims to the Note, the
Security Instrument, or the other Loan Documents;
(e) There are no defaults by the Transferor under the provisions of the
Note, the Security Instrument or the other Loan Documents;
(f) All provisions of the Note, the Security Instrument and other Loan
Documents are in full force and effect;
(g) There are no subordinate liens of any kind covering or relating to the
Property, nor are there any mechanics' liens or liens for unpaid taxes or
assessments encumbering the Property, nor has notice of a lien or notice of
intent to file a lien been received; and
The Transferor and Original Key Principal understand and intend that Xxxxxx
Xxx will rely on the representations and warranties contained herein.
3. Transferee's and the New Key Principal"s Representations and Warranties.
The Transferee and the New Key Principal represent and warrant to Xxxxxx
Mae as of the date of this Agreement that neither Transferee nor any New
Key Principal has any knowledge that any of the representations made by
Transferor and Original Key Principal in Paragraph 2 above are not true and
correct.
4. Consent to Transfer. Xxxxxx Xxx hereby consents to the transfer of the
Property and to the assumption by the Transferee of all of the obligations
of the Transferor under the Loan Documents, subject to the terms and
conditions set forth in this Agreement. Xxxxxx Mae's consent to the
transfer of the Property to the Transferee is not intended to be and shall
not be construed as a consent to any subsequent transfer which requires the
Lender's consent pursuant to the terms of the Security Instrument.
5. Assumption by the New Key Principal of Liability for the Exceptions to
Non-Recourse. New Key Principal hereby assumes all liability under the
provisions of the Acknowledgment.
6. Release of Transferor and Original Key Principal. In reliance on the
Transferor's and the Original Key Principal"s and the Transferee's
representations and warranties in this Agreement, Xxxxxx Xxx releases
Transferor and the Original Key Principal from all of their respective
obligations under the Loan Documents, provided, however, that the
Transferor is not released from any liability pursuant to this Agreement or
Section 18 of the Security Instrument. If any material element of the
representations and warranties made by the Transferor and Original Key
Principal contained herein is false as of the date of this Agreement, then
the release set forth in this Paragraph 6 will be canceled as of the date
of this Agreement and the Transferor and Original
Key Principal will remain obligated under the Loan Documents as though
there had been no such release.
7. Priority/Modification. This Agreement embodies and constitutes the entire
understanding among the parties with respect to the transactions
contemplated herein, and all prior or contemporaneous agreements,
understandings, representations, and statements, oral or written, are
merged into this Agreement. Neither this Agreement nor any provision hereof
may be waived, modified, amended, discharged, or terminated except by an
instrument in writing signed by the party against which the enforcement of
such waiver, modification, amendment, discharge, or termination is sought,
and then only to the extent set forth in such instrument. Except as
expressly modified hereby, the Note, Security Instrument and other Loan
Documents shall remain in full force and effect and this Agreement shall
have no effect on the priority or validity of the liens set forth in the
Security Instrument or the Loan Documents, which are incorporated herein by
reference. Transferor and the Original Key Principal hereby ratify the
agreements made by them to Xxxxxx Mae in connection with the Loan and agree
that, except to the extent modified hereby, all of such agreements remain
in full force and effect.
8. No Impairment of Lien. Nothing set forth herein shall affect the priority
or extent of the lien of any of the Loan Documents, nor, except as
expressly set forth herein, release or change the liability of any party
who may now be or after the date of this Agreement, become liable,
primarily or secondarily, under the Loan Documents.
9. Costs. The Transferee and the Transferor agree to pay all fees and costs
(including attorneys' fees) incurred by Xxxxxx Xxx and the Servicer in
connection with Xxxxxx Mae's consent to and approval of the transfer of the
Property and a transfer fee of $41,085.03 in consideration of the consent
to that transfer.
10. Financial Information. The Transferee and New Key Principal represent and
warrant to Xxxxxx Xxx that all financial information and information
regarding the management capability of Transferee and New Key Principal
provided to the Servicer or Xxxxxx Mae was true and correct as of the date
provided to the Servicer or Xxxxxx Xxx and remains materially true and
correct as of the date of this Agreement.
11. Addresses. Transferee's address for notice hereunder and under the Loan
Documents is:
Chalet I Acquisition, L.L.C.
000 Xxxxxx Xxxx
Xxxxx Xxxxxx Xxxx, XX 00000
Transferor's address for notice hereunder and under the Loan Documents is:
Garden Chalet I, L.P.
0000 Xxxxxx Xxxx Xxxx, Xxxxx 000
Xxxxxx, XX 00000
12. Complete Release. Transferee and Transferor and the Original Key Principal
and the New Key Principal, jointly and severally as between Transferee and
New Key Principal, unconditionally
and irrevocably release and forever discharge Original Lender, Xxxxxx Xxx,
and their respective successors, assigns, agents, directors, officers,
employees, and attorneys, and each current or substitute trustee under the
Security Instrument (collectively, the "Indemnitees") from all Claims, as
defined below, and jointly and severally agree to indemnify Indemnitees,
and hold them harmless from any and all claims, losses, causes of action,
costs and expenses of every kind or character in connection with the Claims
or the transfer of the Property. Notwithstanding the foregoing, Transferor
shall not be responsible for any Claims arising from the action or inaction
of Transferee and New Key Principal, and Transferee and New Key Principal
shall not be responsible for any Claims arising from the action or inaction
of Transferor. As used in this Agreement, the term "Claims" shall mean any
and all possible claims, demands, actions, costs, expenses and liabilities
whatsoever, known or unknown, at law or in equity, originating in whole or
in part, on or before the date of this Agreement, which the Transferor,
Original Key Principal or Guarantor, or any of their respective partners,
members, officers, agents or employees, may now or hereafter have against
the Indemnitees, if any and irrespective of whether any such Claims arise
out of contract, tort, violation of laws, or regulations, or otherwise in
connection with any of the Loan Documents, including, without limitation,
any contracting for, charging, taking, reserving, collecting or receiving
interest in excess of the highest lawful rate applicable thereto and any
loss, cost or damage, of any kind or character, arising out of or in any
way connected with or in any way resulting from the acts, actions or
omissions of Indemnitees, including any requirement that the Loan Documents
be modified as a condition to the transactions contemplated by this
Agreement, any charging, collecting or contracting for prepayment premiums,
transfer fees, or assumption fees, any breach of fiduciary duty, breach of
any duty of fair dealing, breach of confidence, breach of funding
commitment, undue influence, duress, economic coercion, violation of any
federal or state securities or Blue Sky laws or regulations, conflict of
interest, NEGLIGENCE, bad faith, malpractice, violations of the Racketeer
Influenced and Corrupt Organizations Act, intentional or negligent
infliction of mental distress, tortious interference with contractual
relations, tortious interference with corporate governance or prospective
business advantage, breach of contract, deceptive trade practices, libel,
slander, conspiracy or any claim for wrongfully accelerating the Note or
wrongfully attempting to foreclose on any collateral relating to the Note,
but in each case only to the extent permitted by applicable law. Transferor
and Transferee agree that Xxxxxx Mae and Original Lender have no fiduciary
or similar obligations to Transferor or Transferee and that their
relationship is strictly that of creditor and debtor. This release is
accepted by Xxxxxx Xxx and Original Lender pursuant to this Agreement and
shall not be construed as an admission of liability on the part of either.
Transferor and Transferee and the Original Key Principal and New Key
Principal hereby represent and warrant that they are the current legal and
beneficial owners of all Claims, if any, released hereby and have not
assigned, pledged or contracted to assign or pledge any such Claim to any
other person.
13. Release of Cross-Collateral and Cross-Default Provisions. Pursuant to the
Second Loan Amendment, the Property may be released from the
cross-collateral and cross-default provisions of the Second Loan Amendment
if the Property is sold, the Loan is assumed and certain other conditions
are satisfied. Upon execution and delivery of this Agreement, the Property
shall no longer serve as collateral for any obligation relating to the
other properties identified in the Second Loan Amendment. In addition, upon
execution and delivery of this Agreement, a default with respect to any of
the loans secured by the other properties identified in the Second Loan
Amendment shall not constitute a default with respect to the Loan. This
Agreement shall have
no effect on the cross-collateral and cross-default provisions of the
Second Loan Amendment with respect to any of the other properties
identified in the Second Loan Amendment.
14. Cross-Collateralization and Cross-Default Condition. In consideration of
Xxxxxx Mae"s consent to the transfer, Transferee hereby agrees to execute
and deliver an Amendment to Multifamily Mortgage, Assignment of Rents and
Security Agreement (the "Third Loan Amendment"). The Third Loan Amendment
shall provide that, as additional security for the Loan, the Property shall
be subject to the lien of the Chalet II Mortgage, that the Chalet II
Mortgage shall be subject to the lien of the Security Instrument and that a
default with respect to either the Security Instrument or the Chalet II
Mortgage shall constitute a default with respect to the other instrument.
15. Miscellaneous.
(a) This Agreement shall be construed according to and governed by the laws
of the jurisdictions in which the Property is located without regard to its
conflicts of law principles.
(b) If any provision of this Agreement is adjudicated to be invalid,
illegal or unenforceable, in whole or in part, it will be deemed omitted to
that extent and all other provisions of this Agreement will remain in full
force and effect.
(c) No change or modification of this Agreement shall be valid unless the
same is in writing and signed by all parties hereto.
(d) The captions contained in this Agreement are for convenience of
reference only and in no event define, describe or limit the scope or
intent of this Agreement or any of the provisions or terms hereof.
(e) This Agreement shall be binding upon and inure to the benefit of the
parties and their respective heirs, legal representatives, successors and
assigns.
(f) This Agreement may be executed in any number of counterparts with the
same effect as if all parties hereto had signed the same document. All such
counterparts shall be construed together and shall constitute one
instrument, but in making proof hereof it shall only be necessary to
produce one such counterpart.
(g) THIS WRITTEN AGREEMENT AND THE OTHER LOAN DOCUMENTS, AS AMENDED,
REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE
CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL
AGREEMENTS. THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the date
first above written.
TRANSFEREE:
CHALET I ACQUISITION, L.L.C., a Kansas
limited liability company
By: /s/ Xxxx X. Xxxxx
Xxxx X. Xxxxx, Manager
Date: September 25, 2001
NEW KEY PRINCIPAL:
MAXUS REALTY TRUST, INC.,
a Missouri corporation
By: /s/ Xxxxxx X. Xxxxxx
Name: Xxxxxx X. Xxxxxx
Title: President
Date: September 25, 2001
TRANSFEROR:
GARDEN CHALET I L.P.,
a Delaware limited partnership
By: Garden National Realty, Inc.,
a Nevada corporation,
General Partner
By: /s/ Xxxxx X. Xxxxxxxx
Name: Xxxxx X. Xxxxxxxx
Title: Executive Vice President
Date: September 26, 2001
ORIGINAL KEY PRINCIPAL:
AMERICAN REALTY TRUST, INC., a Georgia corporation
By: /s/ Xxxxx X. Xxxxxxxx
Name: Xxxxx X. Xxxxxxxx
Title: Executive Vice President
Date: September 26, 2001
XXXXXX XXX
By: /s/ Xxxxx Xxxx
Name: Xxxxx Xxxx
Title: Assitant Vice President
Date: September 26, 0000
XXXXXXXXXXXXXXX
XXXXX XX Xxxxxxxx )
) ss.
COUNTY OF Clay )
On this day personally appeared before me Xxxx X. Xxxxx, known to me to be
the Manager of Chalet I Acquisition, L.L.C., a Kansas limited liability company,
the limited liability company that executed the foregoing instrument, and
acknowledged to me that such limited liability company executed the same as its
free and voluntary act and deed for the uses and purposes therein mentioned and
on oath stated that he/she was authorized to execute the same on behalf of such
limited liability company.
DATED September 25, 2001.
[Notary Seal] /s/ Xxxxx X. Xxxxx
NOTARY PUBLIC in and for the
State of Missouri. My commission expires
August 24, 2002.
STATE OF Missouri )
) ss.
COUNTY OF Clay )
On this day personally appeared before me Xxxxxx X. Xxxxxx, known to me to
be the President of Maxus Realty Trust, Inc., a Missouri corporation, the
corporation that executed the foregoing instrument, and acknowledged to me that
such corporation executed the same as its free and voluntary act and deed for
the uses and purposes therein mentioned and on oath stated that he/she was
authorized to execute the same on behalf of such limited liability company.
DATED September 25, 2001.
[Notary Seal] /s/ Xxxxx X. Xxxxx
NOTARY PUBLIC in and for the
State of Missouri. My commission expires
August 24, 2002.
STATE OF Texas )
) ss.
COUNTY OF Dallas )
On this day personally appeared before me Xxxxx X. Xxxxxxxx known to me to
be the Executive Vice President of Garden National Realty, Inc., a Nevada
corporation, the corporation that executed the foregoing instrument, which
corporation is known to me to be the General Partner of Garden Chalet I L.P., a
Delaware limited partnership, the limited partnership that executed the
foregoing instrument, and acknowledged to me that such corporation and limited
partnership executed the same as their free and voluntary act and deed for the
uses and purposes therein mentioned and on oath stated that he/she was
authorized to execute the same on behalf of such corporation and limited
partnership.
DATED August 26, 2001.
/s/ Xxxxxx Xxxxxx
[Notary Seal]
NOTARY PUBLIC in and for the
State of Texas. My commission expires
June 17, 2002.
STATE OF Texas )
) ss.
COUNTY OF Dallas )
On this day personally appeared before me Xxxxx X. Xxxxxxxx, known to me to
be the Executive Vice President of American Realty Trust, Inc., a Georgia
corporation, the corporation that executed the foregoing instrument, and
acknowledged to me that such corporation executed the same as its free and
voluntary act and deed for the uses and purposes therein mentioned and on oath
stated that he/she was authorized to execute the same on behalf of such
corporation.
DATED August 26, 2001.
/s/ Xxxxxx Xxxxxx
[Notary Seal]
NOTARY PUBLIC in and for the
State of Texas. My commission expires
June 17, 2002.
District of Columbia )
) ss.
COUNTY OF _____________________ )
On this day personally appeared before me Xxxxx X. Xxxx , known to me to be
the Assistant Vice President of Xxxxxx Xxx, the corporation that executed the
foregoing instrument, and acknowledged to me that such corporation executed the
same as its free and voluntary act and deed for the uses and purposes therein
mentioned and on oath stated that he/she was authorized to execute the same on
behalf of such corporation.
DATED September 26, 2001.
/s/ Xxxxx X. Prulikowski
NOTARY PUBLIC in and for the
District of Columbia.
My commission expires September 20, 2005
EXHIBIT A
to
ASSUMPTION AND RELEASE AGREEMENT
Tract I:
Lot 1, EXCEPT the South 20 feet thereof, Prospect Place Subdivision in the City
of Topeka, Shawnee County, Kansas, together with vacated Prospect Court lying
East of and adjacent to said Xxx 0.
Xxxxx XX:
Xxx 0, Xxxxx X, XxxxxxxxXxxxxxx Subdivision in the City of Topeka, Shawnee
County, Kansas, together with vacated Prospect Court lying West of and adjacent
to said Xxx 0.
Xxxxx XXX:
Xxx 0, Xxxxx X, Xxxxxxxx Xxxxxxx Xx. 0 in the City of Topeka, Shawnee County,
Kansas, Except a part of said Lot 1 described as follows: thence on Az 268
degrees 28'09", 190.00 feet coincident with the South line of said Lot 1; thence
on Ax 359 degrees 58'36", 152 feet coincident with the West line of said Lot 1;
thence on Az 88 degrees 28'09", 190.00 feet to the East line of said Lot
1;thence on Az 179 degrees 58'36", 152.00 feet coincident with the East line of
said lot 1 to the point of beginning. ALSO EXCEPT a part of said Lot 1 described
as follows: Beginning at the Northwest corner of said Lot 1; thence East on Az
88 degrees 20'19", 189.93 feet coincident with the North line of said Lot 1;
thence on Az 179 degrees 58'36", 302.40 feet; thence on Az 269 degrees 28'09",
287.31 feet to the Westerly line of said Lot 1; thence on Az 28 degrees 47'25",
246.07 feet coincident with said Westerly line; thence on Az 359 degrees 10'40",
89.50 feet coincident with said Westerly line to the point of beginning.
PROPERTY ID: 0982704001042010
EXHIBIT B
to
ASSUMPTION AND RELEASE AGREEMENT
1. Multifamily Note dated September 11, 1998, by Transferor for the benefit of
Original Lender.
2. Multifamily Mortgage, Assignment of Rents and Security Agreement, dated as
of September 11, 1998, by Transferor for the benefit of Original Lender.
3. Amendment to Multifamily Mortgage, Assignment of Rents and Security
Agreement, dated October 21, 1998, by Transferor for the benefit of
Original Lender.
4. Amendment to Multifamily Deeds of Trust, Assignments of Rents and Security
Agreements, to Multifamily Mortgages, Assignments of Rents and Security
Agreements and to Multifamily Deeds to Secure Debt, Assignments of Rents
and Security Agreements dated November 30, 1998 and effective October 31,
1998, between and among Transferor, other borrowers, and Xxxxxx Xxx.
5. Replacement Reserve and Security Agreement dated September 11, 1998 by and
between Transferor and Original Lender.
6. Assignment of Management Agreement dated as of September 11, 1998, by and
among Transferor, Original Lender, and Sunburst Properties, Inc..
7. O&M Agreement, dated as of September 11, 1998, by and between Transferor
and Original Lender.
8. UCC-1 Financing Statements.
EXHIBIT C
to
ASSUMPTION AND RELEASE AGREEMENT
Tract A:
A part of Xxx 0, Xxxxx X, Xxxxxxxx Xxxxxxx No. 2, in the City of Topeka, Shawnee
County, Kansas more particularly described as follows: Beginning at the
Southeast courner of said Lot 1; thence on Az 268 degrees 28'09", 190.00 feet
coincident witht he South line of said Lot 1; thence on Az 359 degrees 58'36",
152.00 feet coincident witht he West line of said Lot 1; thence on Az 88 degrees
28'09", 190.00 feet to the East line of said Lot 1; thence on Az 179 degrees
58'36", 152.00 feet coincident with the East line of said Lot 1 to the point of
beginning.
Tract B:
A part of Xxx 0, Xxxxx X, Xxxxxxxx Xxxxxxx No. 2, in the City of Topeka, Shawnee
County, Kansas, More particularly described as follows: Beginning at the
Northwest corner of said Lot 1; thence East on Az 88 degrees 20'19", 169.93 feet
coincident with the North line of said Lot 1; thence on Az 179 degrees 58'36",
302.40 feet; thence on Az 269 degrees 28'09", 287.31 feet to the Westerly line
of said Lot 1; thence on Az 28 degrees 47'25", 246.07 feet coincident with said
Westerly line; thence on Az 359 degrees 10'40", 89.50 feet coincident with said
Westerly line to the point of beginning.
Tract C:
Together with those non-exclusive easements rights under that certain Access
Easement Agreement by Chalet Apartments of Topeka, a Kansas Limited Partnership
and granted to Chalet Associates, a Kansas Limited Partnership and American
Savings Association, providing for access, ingress and egress, over, on and
across the East 25 feet of Tract II, recorded in Book 2161, Page 733.
Tract D:
Together with those non-exclusive easement rights under that certain Reciprocal
Cross-Easement and Common Expense Allocation Agreement by and between Chalet
Apartments of Topeka, a Kansas Limited Partnership and Chalet Associates, a
Kansas Limited Partnership, recorded May 2, 1984 in Book 2250, Page 679 and
re-recorded May 8, 1984, in Book 2251, Page 314.
