NOTE AND MORTGAGE MODIFICATION AND EXTENSION AGREEMENT
WHEREAS, SOUTHMARK REALTY PARTNERS, LTD., a California limited
partnership n/k/a XxXXXX REAL ESTATE FUND XXI, L.P., having an address at 00000
Xxxx Xxxx, Xxxxx 000, XX 00, Xxxxxx, Xxxxx 00000 (hereinafter referred to as
"Maker") executed a Purchase Money Promissory Note, dated October 15, 1984,
payable to the order of LURU COMPANY, an Ohio partnership, and XXXXXX X. XXXXXXX
and XXXXX XXXXXXX, having an address at 0 Xxxxx Xxxxxx, Xxxxxxxxxx, Xxxx
(hereinafter collectively referred to as "LuRu"), in the original principal
amount of THREE MILLION FOUR HUNDRED THOUSAND AND NO/100 DOLLARS
($3,400,000.00), together with interest on the unpaid principal balance thereof
at the rate therein provided (the "Note"); and
WHEREAS, the Note is secured by a Mortgage dated October 15, 1984 (the
"Mortgage") between the Maker, as mortgagor, and LuRu, as mortgagee, that
conveys to the mortgagee a first in priority lien on real estate situated in
Perrysburg Township, Wood County, State of Ohio and the improvements situated
thereon and appurtenances thereto and creates a security interest in certain
personal property used in connection with such real property, which real and
personal property are more fully described in the Mortgage; and
WHEREAS, the Note provides that the entire outstanding principal
balance of the Note and all accrued and unpaid interest thereon shall be due and
payable on December 15, 1997 (the "Maturity Date"); and
WHEREAS, the Mortgage provides that the Mortgage shall be and remain in
full force and effect, and a continuing lien until the Note obligation so
secured and all renewals and extensions thereof have been paid in full; and
WHEREAS, LuRu assigned all of its right, title and interest in the
Mortgage, together with the indebtedness secured by the Mortgage, to XxXxxx Real
Estate Fund XX, L.P., a California limited partnership ("Assignee") by way of
Assignment of Mortgage executed to be effective December 4, 1997; and
WHEREAS, as of December 15, 1997, the principal balance of the Note was
Two Million Nine Hundred Ninety-Seven Thousand Five Hundred Ten and 91/100
Dollars ($2,997,510.91) and the balance of accrued interest was Thirty-One
Thousand Nine Hundred Ninety-Eight and 43/100 Dollars ($31,998.43);
NOW, THEREFORE, in consideration of Ten and No/100 Dollars ($10.00) and
other good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, the parties hereto agree as follows:
1. The Maturity Date of the Note is hereby extended to March 1, 1998. A
payment of Thirty-Three Thousand Three Hundred Thirty-Three and No/100 Dollars
($33,333.00) shall continue to be due and payable on the fifteenth (15th) day of
each month hereafter through and including March 1, 1998. Interest accruing
before and after October 15, 1997 until March 1, 1998 shall be payable at the
pre-Maturity Date rate as provided in the Note.
2. The Mortgage and any other documents evidencing, governing, securing
or guaranteeing the Loan evidenced by the Note (collectively, the "Loan
Instruments") are amended and modified in a manner consistent with the
modifications contained herein. All references to the Note in the Mortgage and
any other Loan Instruments shall be deemed to be references to the Note as
modified hereby and all references in the Note to the Mortgage or any other Loan
Instruments shall be deemed to be references to the Mortgage and any other Loan
Instruments as modified hereby.
3. Except as expressly extended hereby, the terms and conditions of
the Note and the other Loan Instruments are and will remain in full force and
effect.
This Note and Mortgage Modification and Extension Agreement is executed
as of the date set forth in the acknowledgments below.
MAKER:
XxXXXX REAL ESTATE FUND XXI, L.P.,
a California limited partnership
By: XxXXXX PARTNERS, L.P.,
a Delaware limited partnership,
General Partner
By: XxXXXX INVESTORS, INC.,
a Delaware corporation,
General Partner
By: /s/ Xxx X. Xxxxxx
--------------------------------
Xxx X. Xxxxxx,
President
ASSIGNEE:
XxXXXX REAL ESTATE FUND XX, L.P.,
a California limited partnership
By: XxXXXX PARTNERS, L.P.,
a Delaware limited partnership,
General Partner
By: XxXXXX INVESTORS, INC.,
a Delaware corporation,
General Partner
By: /s/ Xxx X. Xxxxxx
--------------------------------
Xxx X. Xxxxxx,
President
STATE OF TEXAS )
)
COUNTY OF DALLAS )
This instrument was acknowledged before me on this 16th day of
December, 1997, by XXX X. XXXXXX, President of XxXXXX INVESTORS, INC., a
Delaware corporation, as general partner of XxXXXX PARTNERS, L.P., a Delaware
limited partnership, as general partner of XxXXXX REAL ESTATE FUND XXI, L.P., a
California limited partnership, for and on behalf of said corporation and
limited partnerships.
/s/ Xxxx X. Xxxxxxxx
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Notary Public, State of Texas
Xxxx X. Xxxxxxxx
--------------------------------------------
Notary's Printed Name
My Commission Expires:
--------------------------------------------
August 3, 0000
Xxxxxx Xxxxx Xxxx
XXXXX XX XXXXX )
)
COUNTY OF DALLAS )
This instrument was acknowledged before me on this 16th day of
December, 1997, by XXX X. XXXXXX, President of XxXXXX INVESTORS, INC., a
Delaware corporation, as general partner of XxXXXX PARTNERS, L.P., a Delaware
limited partnership, as general partner of XxXXXX REAL ESTATE FUND XX, L.P., a
California limited partnership, for and on behalf of said corporation and
limited partnerships.
/s/ Xxxx X. Xxxxxxxx
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Notary Public, State of Texas
Xxxx X. Xxxxxxxx
--------------------------------------------
Notary's Printed Name
My Commission Expires:
--------------------------------------------
August 3, 2001
Notary Stamp Here
