GUARANTY AND INDEMNITY
EXHIBIT
10.8
This
GUARANTY AND INDEMNITY (“Guaranty”)
made as of June 15, 2010, jointly and severally, by AMERICAN REALTY CAPITAL NEW YORK
RECOVERY REIT, INC., a Maryland corporation, whose address is 000 Xxxx
Xxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000 (“NYRR”),
XXXXXXXX X. XXXXXXXX, an
individual, whose address is ________________________ (“Xxxxxxxx”),
and XXXXXXX X. XXXXXX,
an individual, whose address is _______________________ (“Xxxxxx”,
and together with Xxxxxxxx, the “Individual
Guarantors”, and individually and collectively and together with NYRR and
Xxxxxxxx, the “Guarantor”),
in favor of U.S. BANK NATIONAL
ASSOCIATION, as Trustee (“Lender”),
whose address is c/o GEMSA Loan Services, L.P., 0000 Xxxx Xxxx Xxxxxxxxx, Xxxxx
000, Xxxxxxx, Xxxxx 00000.
Pursuant
to that certain Loan Assumption Agreement and Amendment of Loan Documents dated
of even date herewith, Lender has consented to the assumption by ARC NYE61ST001, LLC, a
Delaware limited liability company (“Borrower”)
of a loan (the “Loan”)
evidenced by a Promissory Note (the “Note”)
in the original principal amount of $15,850,000.00, which Note was assigned and
is currently held by Lender, as Trustee for the registered holders of the GE
Capital Commercial Mortgage Corporation, Commercial Mortgage Pass-Through
Certificates Series 2002-3, under that certain Pooling and Servicing Agreement
dated December 1, 2002, and secured by a Mortgage and Security Agreement (the
“Mortgage”)
encumbering the real property in the County of New York, State of New York, as
more particularly described on Exhibit A hereto, and
the improvements now or hereafter located thereon (collectively, the “Property”). The
Note, the Mortgage and all other instruments, as amended, assumed or executed by
Borrower evidencing, securing or relating thereto are hereinafter referred to,
collectively, as the “Loan
Documents”. Each capitalized term not defined herein shall
have the meaning set forth in the Mortgage.
NOW,
THEREFORE, to induce Lender to consent to Borrower’s assumption of the Loan and
in consideration of the foregoing premises and other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged,
Guarantor hereby covenants and agrees for the benefit of Lender, as
follows:
1. Indemnity and
Guaranty. Guarantor (i) assumes liability for, (ii) guarantees
payment to Lender of, (iii) agrees to pay, protect, defend, save harmless and
indemnify Lender from and against any and all liens, damages (including, without
limitation, punitive or exemplary damages), losses, liabilities (including,
without limitation, strict liability), obligations, settlement payments,
penalties, fines, assessments, citations, claims, litigation, demands, defenses,
judgments, suits, proceedings, costs, and expenses of any kind whatsoever
(including reasonable attorneys’, consultants’ and experts’ fees and
disbursements actually incurred in investigating, defending, settling or
prosecuting any claim or proceeding or enforcing any term of this Guaranty)
(collectively “Costs”)
which may at any time be imposed upon, incurred by or asserted against Lender as
a result of the following “Indemnified
Matters”:
(a) Rent or
other payments received from Tenants paid more than one (1) month in
advance;
(b) Proceeds
of insurance policies, condemnation or other taking not applied in accordance
with the Loan Documents;
(c) Rents,
issues, profits, revenues of the Property and tenant security deposits relating
to the Property received or applicable to a period after the occurrence of an
Event of Default or Default, which are not applied to the ordinary and necessary
expenses of owning and operating the Property or paid to Lender;
(d) All
obligations, requirements and indemnities of Borrower under the Loan Documents
relating to Hazardous Substances or compliance with Environmental Laws, to the
full extent of any losses or damages (including those resulting from diminution
in value of any property, including the Property) incurred by Lender as a result
of the existence of such Hazardous Substances or failure by either Borrower or
Lender to comply with Environmental Laws;
(e) Fraud,
material misrepresentation or failure to disclose a material fact by Borrower or
any of its principals, officers, general partners or members, any guarantor, any
indemnitor, or any agent, employee or other person authorized or apparently
authorized to make statements, representations or disclosures on behalf of such
persons;
(f) Physical
waste committed on the Property by, or damage to the Property as a result of the
intentional misconduct or gross negligence of, Borrower or any of its
principals, officers, general partners or members or any agent or employee of
such persons, or any removal of the Property in violation of the terms of the
Loan Documents, to the full extent of the losses or damages incurred by Lender
on account of such occurrence;
(g) In
addition, Guarantor hereby unconditionally and irrevocably guarantees payment of
the entire Debt if any of the following occurs after the date
hereof: (i) a voluntary bankruptcy filing by Borrower or any general
partner or managing member or majority shareholder of Borrower; (ii) an
affiliate, officer, director or representative which controls Borrower,
directly, or indirectly, files, or joins in the filing of, an involuntary
petition against Borrower of solicits or causes to be solicited petitioning
creditors for any involuntary petition against Borrower from any person or
entity, (iii) the Property becomes an asset in any voluntary bankruptcy
proceeding or involuntary bankruptcy proceeding as described in (ii) above or
(iv) Borrower fails to comply with the covenants set forth in Section 10.4
of the Mortgage or Lender discovers that any of the representations made in
Section 104. of the Mortgage were false when made.
(h) This is a
guaranty of payment and performance and not of collection. The
liability of Guarantor under this Guaranty shall be direct and immediate and not
conditional or contingent upon the pursuit of any remedies against Borrower or
any other person (including, without limitation, other guarantors, if any), nor
against the collateral for the Loan. In the event of a Default,
Lender shall have the right to enforce any and all rights, powers and remedies
available to Lender which shall be nonexclusive and cumulative. If
the indebtedness and obligations guaranteed hereby are partially paid or
discharged by reason of the exercise of any of the remedies available to Lender,
this Guaranty shall nevertheless remain in full force and effect, and Guarantor
shall remain liable for all remaining indebtedness and obligations guaranteed
hereby. Guarantor shall be liable for any deficiencies in the
event the full amount of the Indebtedness owing under the Loan Documents is not
received by Lender after the receipt of any payments or after the foreclosure of
the Mortgage.
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2. Indemnification
Procedures
(a) If any
action is brought against Lender involving an Indemnified Matter, Lender shall
notify Guarantor in writing and Guarantor shall promptly assume the defense
thereof, including, the employment of counsel acceptable to Lender and, subject
to clause (b) below, the negotiation of any settlement. Lender’s
failure to notify Guarantor of such matter shall not impair or reduce
Guarantor’s obligations. In the event that Lender has a good faith
belief that there exist or may exist a conflict of interest between Lender and
Guarantor, then Lender may, at Guarantor’s expense, employ separate counsel in
any action and to participate in the defense thereof. If Guarantor
fails to defend Lender with respect to an Indemnified Matter, Lender may, at its
sole option, defend or settle same. Guarantor’s liability to Lender
hereunder shall be conclusively established by such settlement, provided such
settlement is made in good faith, the amount of such liability includes both the
settlement consideration and all of Lender’s costs incurred to effect the
settlement. Lender’s good faith in any settlement shall be
conclusively established if the settlement is made on the advice of Lender’s
independent legal counsel.
(b) Guarantor
shall not, without Lender’s prior written consent: (i) settle or
compromise any action, suit, proceeding or claim (each, an “Action”)
or consent to the entry of any judgment that does not include as an
unconditional term thereof the delivery by the claimant or plaintiff to Lender
of a full and complete written release of Lender (in form, scope and substance
satisfactory to Lender in its sole discretion) from all liability in respect of
such Action and a dismissal with prejudice of such Action, or (ii) settle or
compromise any Action in any manner that may adversely affect Lender (including,
without limitation, Lender’s reputation) or obligate Lender to pay any sum or
perform any obligation as determined by Lender in its sole
discretion.
(c) All Costs
shall be immediately reimbursable to Lender when and as incurred and without any
requirement of waiting for the ultimate outcome of any Action, and Guarantor
shall pay to Lender any and all Costs within ten (10) days after notice from
Lender itemizing the amounts thereof incurred to the date of such
notice. Without limiting any other available remedy, such costs, if
not paid within said ten-day period, shall bear interest at the Default Rate (as
defined in the Note).
3. Reinstatement of
Obligations. If at any time all or any part of any payment
made to Lender under this Guaranty must be rescinded or returned for any reason
whatsoever (including, but not limited to, the bankruptcy of Guarantor), then
Guarantor’s obligations hereunder shall, to the extent of the payment rescinded
or returned, be deemed to have continued in existence, notwithstanding such
previous payment to Lender, and the obligations of Guarantor hereunder shall
continue or be reinstated, as the case may be, as to such payment, as if such
previous payment had never been made.
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4. Waivers by
Guarantor. To the extent permitted by law, Guarantor hereby
waives and agrees not to assert or take advantage of (a) any right to require
Lender to proceed against any other person or to proceed against or exhaust any
security held by Lender at any time or to pursue any other remedy in Lender’s
power or under any other agreement before proceeding against Guarantor
hereunder; (b) any defense that may arise by reason of the incapacity, lack of
authority, death or disability of any other person or persons or the failure of
Lender to file or enforce a claim against the estate (in administration,
bankruptcy or any other proceeding) of any other person or persons; (c) demand,
presentment for payment, notice of nonpayment, protest, notice of protest and
all other notices of any kind, or the lack of any thereof, including, without
limitation, notice of the existence, creation or incurring of any new or
additional indebtedness or obligation or of any action or non-action on the part
of Lender, any endorser or creditor of either Guarantor or any other person
whomsoever under this or any other instrument in connection with any obligation
or evidence of indebtedness held by Lender; (d) any defense based upon an
election of remedies by Lender; (e) any right or claim of right to cause a
marshaling of the assets of either Guarantor or Borrower; (f) any principle or
provision of law, statutory or otherwise, which is or might be in conflict with
the terms and provisions of this Guaranty; (g) any duty on the part of Lender to
disclose to Guarantor any facts Lender may know about the Property or Borrower,
regardless or whether Lender has reason to believe that any such facts
materially increase the risk beyond that which Guarantor intend to assume or has
reason to believe that such facts are unknown to Guarantor or has a reasonable
opportunity to communicate such facts to Guarantor, it being understood and
agreed that Guarantor is fully responsible for being and keeping informed of the
condition of the Property or Borrower and of any and all circumstances bearing
on the risk that liability may be incurred by Guarantor; (h) any lack of notice
of disposition or of manner of disposition of any collateral for the Loan; (i)
any invalidity, irregularity or unenforceability, in whole or in part, of any of
the Loan Documents; (j) any deficiencies in the collateral for the Loan or any
deficiency in the ability of Lender to collect or to obtain performance from any
persons or entities now or hereafter liable for the payment and performance of
any obligation hereby guaranteed; (k) any assertion or claim that the automatic
stay provided by 11 U.S.C. §362 or any other stay provided under any other
debtor relief law of any jurisdiction whatsoever, now or hereafter in effect,
shall operate to stay or inhibit the ability of Lender to enforce any of its
rights which Lender may have against Guarantor, or the collateral for the Loan;
(1) any modifications of the Loan Documents or any obligation of Borrower
relating to the Loan by operation of law or by action of any court, whether
pursuant to Title 11 of the United States Code, as amended, or- any
other debtor relief law of any jurisdiction whatsoever, now or hereafter in
effect, or otherwise; and (m) any action, occurrence, event or matter consented
to by Guarantor under Section 5(i) or any other provision hereof, or
otherwise.
5. General
Provisions.
(a) Fully
Recourse. All of the terms of this Guaranty are recourse
obligations of Guarantor and not restricted by any limitation on personal
liability provided in any of the other Loan Documents or limited to any
collateral securing any of the obligations under this Guaranty, it being the
intent of Lender to create separate obligations of Guarantor hereunder which can
be enforced against Guarantor without regard to the existence of the Mortgage or
other Loan Documents.
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(b) Guarantor
Obligations. Guarantor acknowledges that Lender would not make
the Loan but for the personal liability undertaken by Guarantor
herein.
(c) Right to Indemnification Not
Affected by Knowledge. Lender’s rights and remedies based on
this Guaranty shall not be diminished or affected in any way by any
investigation conducted by Lender or other knowledge acquired (or capable of
being acquired) in any way by Lender at any time.
(d) Survival. This
Guaranty shall be deemed to be continuing in nature and shall remain in full
force and effect and shall survive the payment of the Debt and the exercise of
any remedy by Lender under the Mortgage or any of the other Loan Documents, even
if, as a part of such remedy, the Loan is paid or satisfied in
full.
(e) No Subrogation; No Recourse
Against Lender. Notwithstanding the satisfaction by Guarantor
of any liability hereunder, Guarantor shall not have any right of subrogation,
contribution, reimbursement or indemnity whatsoever or any right of recourse to
or with respect to the assets or property of Borrower or to any collateral for
the Loan. In connection with the foregoing, Guarantor expressly
waives any and all rights of subrogation to Lender against Borrower, and
Guarantor hereby waives any rights to enforce any remedy which Lender may have
against Borrower and any right to participate in any collateral for the
Loan. In addition to and without in any way limiting the foregoing,
Guarantor hereby subordinates any and all indebtedness of Borrower now or
hereafter owed to Guarantor to all indebtedness of Borrower to Lender, and
agrees with Lender that Guarantor shall not demand or accept any payment of
Guarantor or interest from Borrower, shall not claim any offset or other
reduction of Guarantor’s obligations hereunder because of any such indebtedness
and shall not take any action to obtain any of the collateral securing the
Loan. Further, Guarantor shall not have any right of recourse against
Lender by reason of any action Lender may take or omit to take under the
provisions of this Guaranty or any of the other Loan Documents.
(f) Reservation of
Rights. Nothing contained in this Guaranty shall prevent,
diminish or interfere with any rights or remedies, including the right to
contribution or cost recovery, which Lender may have against Guarantor or any
other party under the Comprehensive Environmental Response, Compensation and
Liability Act of 1980 (codified at Title 42 U.S.C. §9601 et seq.), as it may be
amended from time to time, or any other applicable federal, state or local laws,
all such rights being hereby expressly reserved.
(g) Financial
Statements. Guarantor shall furnish to Lender promptly upon
demand by Lender current and dated financial statements, certified by Guarantor,
detailing the assets and liabilities of Guarantor, in form and substance
acceptable to Lender. Guarantor represents that any and all balance
sheets, net worth statements and other financial data which have been or may be
given to Lender with respect to Guarantor did or will at the time of such
delivery fairly and accurately present the financial condition of
Guarantor.
(h) Rights Cumulative;
Payments. Lender’s rights under this Guaranty shall be in
addition to all rights of Lender under the Note, the Mortgage and the other Loan
Documents. FURTHER, PAYMENTS MADE BY GUARANTOR UNDER THIS GUARANTY
SHALL NOT REDUCE IN ANY RESPECT BORROWER’S OBLIGATIONS AND
LIABILITIES UNDER THE NOTE, THE MORTGAGE OR THE OTHER LOAN DOCUMENTS EXCEPT WITH
RESPECT TO, AND TO THE EXTENT OF, BORROWER’S OBLIGATION AND LIABILITY FOR THE
PAYMENT MADE BY GUARANTOR.
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(i) No Limitation on
Liability. Guarantor consents and agrees that Lender may at
any time and from time to time without further consent from Guarantor do any of
the following, and the liability of Guarantor under this Guaranty shall be
unconditional and absolute and shall in no way be impaired or limited by any of
the following, whether occurring with or without notice to Guarantor or with or
without consideration: (i) any extensions of time for performance
required by any of the Loan Documents or extension or renewal of the Note;
(ii) any sale, assignment or foreclosure of the Note, the Mortgage or any
of the other Loan Documents or any sale or transfer of the Property; (iii) any
change in the composition of Borrower, including, without limitation, the
withdrawal or removal of Guarantor from any current or future position of
ownership, management or control of Borrower; (iv) the accuracy or inaccuracy of
the representations and warranties made by Borrower; (v) the release of Borrower
or of any other person or entity from performance or observance of any of the
provisions of any of the Loan Documents by operation of law, Lender’s voluntary
act or otherwise; (vi) the release or substitution in whole or in part of any
security for the Loan; (vii) Lender’s failure to properly record the Mortgage or
file any financing statement or to otherwise perfect, protect, secure or insure
any lien or security interest given as security for the Loan; (viii) the
modification of the terms of any one or more of the Loan Documents; or (ix) the
taking or failure to take any action of any type whatsoever. No such
action or inaction, nor any course of dealing with Borrower or any other person,
shall limit, impair or release Guarantor’s obligations hereunder, affect this
Guaranty in any way or afford Guarantor any recourse against
Lender. Nothing contained in this Section shall be construed to
require Lender to take or refrain from taking any action referred to
herein.
(j) Notice. All
notices, demands, requests or other communications to be sent by one party to
the other hereunder or required by law shall be in writing and shall be deemed
to have been validly given by delivery of the same in person to the intended
addressee, or by depositing the same with a reputable private courier service
for next business day delivery to the intended addressee at its address set
forth on the first page of this Guaranty or at such other address as may be
designated by such party as herein provided, or by depositing the same in the
United States mail, postage prepaid, registered or certified mail, return
receipt requested, addressed to the intended addressee at its address set forth
on the first page of this Guaranty or at such other address as may be designated
by such party as herein provided. All notices, demands and requests
shall be effective upon such personal delivery, or one (1) business day after
being deposited with the private courier service, or two (2) business days after
being deposited in the United States mail as required
above. Rejection or other refusal to accept or the inability to
deliver because of changed address of which no notice was given as herein
required shall be deemed to be receipt of the notice, demand or request
sent.
(k) Successive
Actions. A separate right of action shall arise each time
Lender acquires knowledge of any Indemnified Matter and may be brought to
enforce any provision hereof at any time and from time to time. No
action hereunder shall preclude any subsequent action, and Guarantor waives and
agrees not to assert any defense to or split causes of action or merge
judgments.
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(l) Joint and Several
Liability. If Guarantor consists of more than one person
and/or entity, the representations, warranties, covenants and liability of each
such persons and/or entities shall be joint and several under this
Guaranty.
(m) SUBMISSION TO JURISDICTION
WAIVER OF JURY TRIAL.
(1) EACH
GUARANTOR, TO THE FULL EXTENT PERMITTED BY LAW, HEREBY KNOWINGLY, INTENTIONALLY
AND VOLUNTARILY, WITH AND UPON THE ADVICE OF COMPETENT COUNSEL, (A) SUBMITS TO
PERSONAL JURISDICTION IN THE STATE IN WHICH THE PROPERTY IS LOCATED OVER ANY
SUIT, ACTION OR PROCEEDING BY ANY PERSON ARISING FROM OR RELATING TO THIS
GUARANTY, (B) AGREES THAT ANY SUCH ACTION, SUIT OR PROCEEDING MAY BE BROUGHT IN
ANY STATE OR FEDERAL COURT OF COMPETENT JURISDICTION SITTING IN THE COUNTY AND
STATE, IN WHICH THE PROPERTY IS LOCATED, (C) SUBMITS TO THE JURISDICTION OF SUCH
COURTS, AND (D) AGREES THAT NEITHER OF THEM WILL BRING ANY ACTION, SUIT OR
PROCEEDING IN ANY OTHER FORUM (BUT NOTHING HEREIN SHALL AFFECT THE RIGHT OF
LENDER TO BRING ANY ACTION, SUIT OR PROCEEDING IN ANY OTHER FORUM).
(2) EACH
GUARANTOR AND LENDER BY ITS ACCEPTANCE OF THIS GUARANTY, TO THE FULL EXTENT
PERMITTED BY LAW, HEREBY KNOWINGLY, INTENTIONALLY AND VOLUNTARILY, WITH AND UPON
THE ADVICE OF COMPETENT COUNSEL, WAIVES, RELINQUISHES AND FOREVER FORGOES THE
RIGHT TO A TRIAL BY JURY IN ANY ACTION OR PROCEEDING BASED UPON, ARISING OUT OF,
OR IN ANY WAY RELATING TO THIS GUARANTY OR ANY CONDUCT, ACT OR OMISSION OF
LENDER OR GUARANTOR, OR ANY OF THEIR RESPECTIVE DIRECTORS, OFFICERS, PARTNERS,
MEMBERS, EMPLOYEES, AGENTS OR ATTORNEYS, OR ANY OTHER PERSON AFFILIATED WITH
LENDER OR GUARANTOR, IN EACH OF THE FOREGOING CASES, WHETHER SOUNDING IN
CONTRACT, TORT OR OTHERWISE. EACH GUARANTOR HEREBY CONSENTS AND
AGREES TO SERVICE OF ANY SUMMONS, COMPLAINT OR OTHER LEGAL PROCESS, IN
CONNECTION WITH ANY SUIT, ACTION OR PROCEEDING ARISING FROM OR RELATING TO THIS
GUARANTY BY REGISTERED OR CERTIFIED U.S. MAIL, POSTAGE PREPAID TO GUARANTOR AT
THE ADDRESS SET FORTH HEREINABOVE.
(n) Waiver by
Guarantor. Guarantor agrees that upon the commencement of a
voluntary or involuntary bankruptcy proceeding by or against Borrower, Guarantor
shall not or cause Borrower or any other person or entity to seek a supplemental
stay, pursuant to 11 U.S.C. § 105 or any other provision of Title 11 United
States Code, as amended, or any other debtor relief law (whether statutory,
common law, case law, or otherwise) of any jurisdiction whatsoever, now or
hereafter in effect, which may be or become applicable, to stay, interdict,
condition, reduce or inhibit the ability of Lender to enforce any rights of
Lender against Guarantor by virtue of this Guaranty or otherwise.
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(o) SPECIFIC
NOTICE. IT IS EXPRESSLY AGREED AND UNDERSTOOD THAT THIS
GUARANTY INCLUDES INDEMNIFICATION PROVISIONS WHICH, IN CERTAIN CIRCUMSTANCES,
COULD INCLUDE AN INDEMNIFICATION BY GUARANTOR OF LENDER FROM CLAIMS OR LOSSES
ARISING AS A RESULT OF LENDER’S OWN NEGLIGENCE.
(p) Secondary
Market. Lender may sell, transfer and deliver the Loan
Documents to one or more investors in the secondary mortgage market, and may
retain or assign responsibility for servicing the Loan or delegate some or all
of such responsibility and/or obligations to one or more servicers on behalf of
the investors. All references to Lender herein shall include any
servicers, as applicable.
(q) Miscellaneous.
(i) This
Guaranty contains the entire agreement between the parties respecting the
matters herein set forth and supersedes all prior agreements, whether written or
oral, between the parties respecting such matters. Any amendments or
modifications hereto, in order to be effective, shall be in writing and executed
by the parties hereto. A determination that any provision of this
Guaranty is unenforceable or invalid shall not affect the enforceability or
validity of any other provision, and any determination that the application of
any provision of this Guaranty to any person or circumstance is illegal or
unenforceable shall not affect the enforceability or validity of such provision
as it may apply to any other persons or circumstances.
(ii) THIS
GUARANTY SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE
STATE IN WHICH THE PROPERTY IS LOCATED WITHOUT REGARD TO ITS CONFLICTS OF LAWS
RULES.
(iii) This
Guaranty shall bind each Guarantor and its personal representatives, successors
and assigns and shall inure to the benefit of Lender, its officers, directors,
shareholders, agents and employees of Lender and their respective heirs,
personal representatives, successors and assigns. Notwithstanding the
foregoing, Guarantor shall not assign any of its rights or obligations under
this Guaranty without the prior written consent of Lender, which consent may be
withheld by Lender in its sole discretion.
(iv) The
failure of any party hereto to enforce any right or remedy hereunder, or to
promptly enforce any such right or remedy, shall not constitute a waiver thereof
nor give rise to any estoppel against such party nor excuse any of the parties
hereto from their respective obligations hereunder. Any waiver of
such right or remedy must be in writing and signed by the party to be
bound.
(v) Time is
of the essence hereof.
(vi) This
Guaranty may be executed in any number of counterparts, all of which shall be
taken to be one instrument.
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Executed
as of the day and year first written above.
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GUARANTOR:
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| AMERICAN REALTY CAPITAL NEW
YORK RECOVERY REIT, INC., a Maryland corporation |
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By:
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Xxxxxxx
X. Xxxxxx
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President
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XXXXXXXX X.
XXXXXXXX
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| XXXXXXX X. XXXXXX | |||
9
EXHIBIT
A
Legal
Description
ALL that
certain plot, piece or parcel of land, situate, lying and being in the Borough
of Manhattan, County of New York, City and State of New York, bounded and
described as follows:
BEGINNING
at a point on the southerly side of 00xx Xxxxxx
distant 125 feet easterly from the corner formed by the intersection of the
southerly side of 00xx Xxxxxx
and the easterly side of Second Avenue;
RUNNING
THENCE easterly along the southerly side of 61st Street,
110 feet 6 inches to the westerly side of the land taken by the City of New York
for the Queensborough Bridge approach;
THENCE
southerly along the westerly side of said land and parallel with the easterly
side of Second Avenue, 102 feet 10 inches;
THENCE
westerly and parallel with the southerly side of 61st Street,
60 feet 6 inches;
THENCE
northerly and parallel with the easterly side of Second Avenue, 2 feet 5 inches
to the centre line of the block;
THENCE
westerly and along centre line of the block and parallel with the southerly side
of 61st
Street, 50 feet;
THENCE
northerly and parallel with the easterly side of Second Avenue, 100 feet 5
inches to the point or place of BEGINNING.
