MORTGAGE
THIS MORTGAGE, made the 28th day of November, nineteen hundred and 95
BETWEEN XXXXX X. XXXXXX AND XXXXX XXXXXXX
d/b/a/ K & G REALTY ASSOCIATES 000 Xxxxx Xxxxxx Xxxx
Xxxxxxxxxxx, Xxx Xxxx 00000
, the Mortgagor,
and LONG ISLAND COMMERCIAL BANK, a New York banking corporation, having an
office at One Suffolk Square, Islandia, Suffolk County, State of New York
, the Mortgagee,
WITNESSETH, that to secure payment of an indebtedness in the sum of Six Hundred
Ten Thousand and 00/100 ($610,000.00)--------------------------------------
dollars
lawful money of the United States, to be paid with interest thereon to be
computed from the date hereof, according to a certain bond, note or obligation
bearing even date herewith, the Mortgagor hereby mortgages to the Mortgagee
All that certain plot, piece or parcel of land, with the buildings and
improvements thereon erected, situate, lying and being in the
See Schedule A attached hereto and made a part hereof
page 1 of 6 pages
TOGETHER with all right, title and interest of the Mortgagor in and to the land
lying in the streets and roads in front of and adjoining said premises;
TOGETHER with all fixtures, chattels and articles of personal property now and
hereafter attached to or used in connection with said premises, including but
not limited to furnaces, boilers, oil burners, radiators and piping, coal
stokers, plumbing and bathroom fixtures, refrigeration, air conditioning and
sprinkler systems, wash-tubs, sinks, gas and electric fixtures, stoves, ranges,
awnings, screens, window shades, elevators, motors, dynamos, refrigerators,
kitchen cabinets, incinerators, plants and shrubbery and all other equipment and
machinery, appliances, fittings, and fixtures of every kind in or used in the
operation of the buildings standing on said premises, together with any and all
replacements thereof and additions thereto;
TOGETHER with all awards heretofore and hereafter made to the Mortgagor for
taking by eminent domain the whole or any part of said premises or any easement
therein, including any awards for changes of grade of streets, which said awards
are hereby assigned to the Mortgagee, who is hereby authorized to collect and
receive the proceeds of such awards and to give proper receipts and acquittances
therefor, and to apply the same toward the payment of the mortgage debt,
notwithstanding the fact that the amount owing thereon may not then be due and
payable; and the said Mortgagor hereby agrees, upon request, to make, execute
and deliver any and all assignments and other instruments sufficient for the
purpose of assigning said awards to the Mortgagee, free, clear and discharged of
any encumbrances of any kind or nature whatsoever.
AND the Mortgagor covenants with the Mortgagee as follows:
1. That the Mortgagor will pay the indebtedness as hereinbefore
provided.
2. That the Mortgagor will keep the buildings now erected and hereafter
erected on said premises insured as may be required by the Mortgagee from time
to time against loss by fire, by flood if the premises are located in an area
identified by the Secretary of Housing and Urban Development as an area having
special flood hazards and in which flood insurance has been made available under
the National Flood Insurance Act of nineteen hundred sixty-eight and other
hazards, casualties and contingencies, in such amounts and in such companies and
for such periods as the Mortgagee shall require, and upon failure to so insure
the Mortgagee may have such insurance written and pay the premium thereon, and
the principal sum, together with the amount paid for such insurance, shall at
the option of the Mortgagee, immediately become due and payable. That the
Mortgagor will give immediate notice by mail to the Mortgagee of any fire,
damage or other casualty to the premises or of any conveyance, transfer, or
change of ownership of the premises. If the premises covered hereby or any part
thereof, shall be damaged by fire or other hazard against which insurance is
held as hereinbefore provided, the amounts paid by any insurance company
pursuant to the contract of insurance shall, to the extent of the indebtedness
then remaining unpaid, be paid to the Mortgagee, and, at its option, may be
applied to the debt or released for the repairing or rebuilding of the premises.
3. That no building on the premises shall be removed, altered or
demolished and no fixtures or personal property covered by this mortgage shall
be removed or demolished, without the written consent of the Mortgagee. The
Mortgagor, for himself, his heirs and all subsequent owners of said premises,
covenants and agrees with the Mortgagee and the successors and assigns of the
Mortgagee, that he will keep and maintain the mortgaged premises in a good and
complete state of repair and will promptly comply with all the requirements of
the Federal, State and Municipal governments or of any departments or bureaus
thereof having jurisdiction; and in default thereof the Mortgagee may enter
premises and make such repairs as may be necessary or for the purpose of
complying with any governmental or departmental regulations or requirements and
the cost thereof shall be a lien on said premises secured by this mortgage and
shall be payable on demand, with interest at the maximum interest rate permitted
under law; that neither the value of the mortgaged premises nor the lien of this
mortgage will be diminished or impaired in any way by any act or omission of the
Mortgagor, his heirs, or by any subsequent owner of said premises, and that he
will not do or permit to be done to, in, upon or about said premises or any part
thereof, anything that may in any wise substantially impair the value thereof,
or substantially weaken, diminish or impair the security of this mortgage.
4. That the Mortgagor will pay all taxes, assessments, sewer rents,
water rates and other governmental or municipal charges, fines or impositions,
for which provision has not been made as hereinbefore stated and in default
thereof the Mortgagee may pay the same; and that the Mortgagor will promptly
deliver the official receipts therefor to the Mortgagee upon its request.
5. That the Mortgagor within five days upon request in person or within
ten days upon request by mail will furnish a written statement duly acknowledged
of the amount due on this mortgage and whether any offsets or defenses exist
against the mortgage debt.
6. That notice and demand or request may be in writing and may be
served in person or by mail.
7. That the Mortgagor warrants the title to the premises.
8. That the fire insurance policies required by paragraph No. 2 above
shall contain the usual extended coverage endorsement; that in addition thereto
the Mortgagor, within thirty days after notice and demand, will keep the
premises insured against war risk and any other hazard that may reasonably be
required by the Mortgagee. All of the provisions of paragraph No. 2 above
relating to fire insurance and the provisions of Section 254 of the Real
Property Law construing the same shall apply to the additional insurance
required by this paragraph.
9. That in case of a foreclosure sale, said premises, or so much
thereof as may be affected by this mortgage, may be sold in one parcel.
10. That the Mortgagee, its successors or assigns, in any action to
foreclose this mortgage, shall be entitled as a matter of right and without
regard to the value or the premises above-described or to the solvency of the
Mortgagor or of any owner of said premises, upon application to any court having
jurisdiction, to the appointment of a receiver of the rents and profits of said
premises and of the rental value of the portions, if any, of said premises
occupied by the owner at the time being, which is to be fixed and which the
owner agrees to pay, without notice to the Mortgagor, his heirs, administrators,
successors or assigns; and in such event the said rents and profits and rental
value are hereby assigned to the holder of this mortgage as further security for
the payment of the said indebtedness.
page 2 of 6 pages
11. That the whole of said principal sum and the interest shall become
due at the option of the Mortgagee: (a) after failure to exhibit to the
Mortgagee, within ten days after demand, receipts showing payment of all taxes,
water rates, sewer rents and assessments; or (b) after the actual or threatened
alteration, demolition or removal of any building on the premises without the
written consent of the Mortgagee; or (c) after the assignment of the rents of
the premises or any part thereof without the written consent of the Mortgagee;
or (d) if the buildings on said premises are not maintained in reasonably good
repair; or (e) after failure to comply with any requirement or order or notice
of violation of law or ordinance issued by any governmental department claiming
jurisdiction over the premises within three months from the issuance thereof; or
(f) if on application of the Mortgagee two or more fire insurance companies
lawfully doing business in the State of New York refuse to issue policies
insuring the buildings on the premises; or (g) in the event of the removal,
demolition or destruction in whole or in part of any of the fixtures, chattels
and articles of personal property at least equal in quality and condition to
those replaced, free from security interests or other encumbrances thereon and
free from any reservation of title thereto; or (h) after thirty days' notice to
the Mortgagor, in the event of the passage of any law deducting form the value
of land for the purposes of taxation any lien thereon, or changing in any way
the taxation of mortgages or debts secured thereby for state or local purposes;
or (i) after default in the payment of any installment of principal or of
interest for fifteen days; or (j) after default in the payment of any tax, water
rate, sewer rent or assessment for thirty days after notice and demand (An
assessment which has been made payable in installments at the application of the
Mortgagor or lessee of the premises shall nevertheless, for the purpose of this
paragraph, be deemed due and payable in its entirety on the day the first
installment becomes due or payable or a lien.); or (k) after default after
notice and demand either in assigning and delivering the policies insuring the
buildings against loss by fire or in reimbursing the Mortgagee for premiums paid
on such insurance, as hereinbefore provided; or (l) after default upon request
in furnishing a statement of the amount due on the Mortgagee and whether any
offsets or defenses exist against the mortgage debt, as hereinafter provided; or
(m) the Mortgagor shall fail to keep, observe or perform any agreements,
covenants or conditions contained in this Mortgage, the Note secured hereby, or
other agreement delivered by the Mortgagor, or if any of the following events
occurs with respect to any obligor, maker, or guarantor of said indebtedness
(each and all of whom, including the undersigned, are included in the term
"them" as hereinafter used in this paragraph):
(1) Dissolution (being a partnership or corporation);
(2) Insolvency, as defined in the Bankruptcy Code, as
amended;
(3) Assignment for the benefit of creditors;
(4) Appointment of a committee of any creditors or
liquidating agent;
(5) Granting a security interest or mortgage in any property
mortgaged to the Mortgagee herein;
(6) The whole or partial suspension or liquidation or their
usual business;
(7) Making any misrepresentation to Mortgagee for the purpose
of obtaining credit or an extension of credit;
(8) Commencement of any proceedings, suit or action (at
law, or in equity, or under any of the provisions of
any Bankruptcy Code or amendments thereto, or any
other insolvency act or law, state or federal, now or
hereafter existing) for adjudication as a bankrupt,
reorganization, composition, extension, arrangement,
wage earners' plan, receivership, liquidation, or
dissolution which is not dismissed within 60 days
from the date initiated, by or against any of them;
(9) Application by any of them for the appointment, or
the appointment in any jurisdiction, at law or in
equity, of any receiver, conservator, rehabilitator
or similar officer or committee of any of them or of
the mortgaged property;
(10) Issuance of any tax assessment by the United States or
any state not discharged within 30 days;
(11) Transfer of title;
then, in any of those events, the said indebtedness, although not yet due, shall
without notice or demand, forthwith become and be immediately due and payable,
notwithstanding any time allowed for the payment of said indebtedness under any
instrument evidencing the same, or under any mortgage, security agreement or
other agreement executed in connection with the indebtedness.
12. The Mortgagee may, at its option, upon or at any time after default
in the prompt payment of the indebtedness, or any other liability of the
undersigned to the Mortgagee, whether due by acceleration as hereinabove
provided or otherwise, proceed to enforce payment of the same and exercise any
of, or all of the rights and remedies afforded the Mortgagee by applicable law
or any document executed in connection with the indebtedness or otherwise.
13. That the Mortgagor hereby assigns to the Mortgagee the rents,
issues and profits of the premises as further security for the payment of said
indebtedness, and the Mortgagor grants to the Mortgagee the right to enter upon
and to take possession of the premises for the purpose of collecting the same
and to let the premises or any part thereof, and to apply the rents, issues and
profits, after payment of all necessary charges and expenses, on account of said
indebtedness. This assignment and grant shall continue in effect until this
mortgage is paid. The Mortgagee hereby waives the right to enter upon and to
take possession of said premises for the purpose of collecting said rents,
issues and profits, and the Mortgagor shall be entitled to collect and receive
said rents, issues and profits until default under any of the covenants,
conditions or agreements contained in this mortgage, and agrees to use such
rents, issues and profits in payment of principal and interest becoming due on
this mortgage and in payment of taxes, assessments, sewer rents, water rates and
carrying charges becoming due against said premises, but such right of the
Mortgagor may be revoked by the Mortgagee upon any default, on five days'
written notice. The Mortgagor will not, without the written consent of the
Mortgagee, receive or collect rent from any tenant of said premises or any part
thereof for a period of more than one month in advance, and in the event of any
default under this mortgage will pay monthly in advance to the Mortgagee, or to
any receiver appointed to collect said rents, issues and profits, the fair and
reasonable rental value for the use and occupation of said premises or of such
part thereof as may be in the possession of the Mortgagor, and upon default in
any such payment will vacate and surrender the possession of said premises to
the Mortgagee or to such receiver, and in default
page 3 of 6 pages
thereof may be evicted by summary proceedings. Pursuant to Section 291-f the
Real Property Law, the Mortgagor, or any subsequent owner shall not amend,
cancel, or otherwise modify any lease of said premises or of any part thereof,
or make any new lease or lease renewal or extension, or accept prepayments of
rent, or assign any rents whether or not under any such lease without the
consent in writing of the holder of this mortgage.
14. If any action or proceeding be commenced (except an action or
proceeding to foreclose this mortgage or to collect the debt secured thereby as
to which Paragraph 19 hereof shall be applicable), to which action or proceeding
the holder of this mortgage is made a party, or in which it becomes necessary to
defend or uphold the lien of this mortgage, all sums paid by the holder of this
mortgage for the expense of any litigation to prosecute or defend the rights and
lien created by this mortgage (including, reasonable counsel fees), shall be
paid by the Mortgagor, together with interest thereon at the same rate then
applicable to the debt secured hereby and any such sum and the interest thereon
shall be lien on said premises, prior to any right, or title to, interest in or
claim upon said premises attaching or accruing subsequent to the lien of this
mortgage and shall be deemed to be secured by this mortgage and by the note
which it secures.
15. That the Mortgagor will, in compliance with Section 13 of the Lien
Law, receive the advances secured hereby and will hold the right to receive such
advances as a trust fund to be applied first for the purpose of paying the cost
of the improvement and will apply the same first to the payment of the cost of
the improvement before using any part of the total of the same for any other
purpose.
16. Mortgagor agrees that neither it nor any guarantor will assert a
defense in any action to recover a deficiency judgment following a foreclosure,
that the sale price realized at the sale was less than the fair market value.
17. That in order more fully to protect the security of this mortgage,
together with and in addition to the monthly payments of principal and interest
payable under the terms of the note secured hereby, the Mortgagor will upon
demand pay to the Mortgagee on the 1st day of each month until the said note is
fully paid, an installment of the taxes and assessments levied or to be levied
against the premises covered by this mortgage. Said installments shall be equal
to 1/12th of the annual taxes and assessments as estimated by the Mortgagee. The
Mortgagee shall hold such monthly payments in trust to apply the same against
such taxes and assessments when due, with the right, however, to the Mortgagee
to apply, after default, any sums so received, as hereinafter provided. Such
payments and all payments to be made under the note secured hereby shall be
added together and the aggregate amount thereof shall be paid by the Mortgagor
each month in a single payment, to be applied by the Mortgagee to the following
items in the order set forth:
1. Taxes and assessments.
2. Interest on the note secured hereby.
3. Amortization of the principal of said note.
Any deficiency in the amount of any such aggregate monthly payment shall, unless
made good by the Mortgagor prior to the due date of the next such payment,
constitute a default under this mortgage.
If the total of the payments made by the Mortgagor for taxes and assessments
shall exceed the amount of payments actually made by the Mortgagee for taxes and
assessments, such excess shall be credited by the Mortgagee on subsequent
payments of the same nature to be made by the Mortgagor. If, however, said
monthly payments made by the Mortgagor shall not be sufficient to pay taxes and
assessments, when the same shall become due and payable, then the Mortgagor
shall pay to the Mortgagee any amount necessary to make up the deficiency, on or
before the date when payment of such taxes and assessments shall be due. If at
any time the Mortgagor shall tender to the Mortgagee in accordance with the
provisions of the note secured hereby, full payment of the entire indebtedness
represented thereby, the Mortgagee shall credit to the account of the Mortgagor
any balance remaining in the funds accumulated by the Mortgagee for the payment
of taxes and assessments and refund any excess. If there shall be a default
under any of the provisions of this mortgage and an action or proceeding shall
be commenced to foreclose this mortgage, the Mortgagee shall be, and hereby is,
authorized and empowered to apply, at the time of the commencement of such
action or proceeding, or at any time thereafter, the balance then remaining in
the funds accumulated for taxes and assessments as a credit against the amount
of principal then remaining under said note. The Mortgagee may at its option,
terminate the requirement for payment of such tax installments, on notice to the
then owner of the mortgaged premises.
18. That the Mortgagor does hereby agree, that if default be made in
the payment of the said indebtedness when due, pursuant to the terms hereof the
Mortgagee shall be entitled to receive interest on the entire unpaid principal
sum, at the time of such default, at the rate of 20% per annum or at a rate per
annum which shall be 4% above the highest rate of interest set forth in the
obligation secured by the mortgage, whichever is the greater, to be computed
from the due date and until the actual receipt and collection of the entire
indebtedness. This charge shall be added to and shall be deemed secured by the
mortgage. The within clause, however, shall not be construed as an agreement or
privilege to extend the mortgage, nor as a waiver of any other right or remedy
accruing to the Mortgagee by reason of any such default. In no event, however,
shall the interest on this loan be higher than the highest rate of interest
permitted under applicable state or federal law.
19. That if this mortgage is referred to attorneys for collection or
foreclosure, the Mortgagor shall pay all sums, including reasonable attorneys'
fees incurred by the Mortgagee and expenses, together with all statutory costs,
disbursements and allowances, with or without the institution of an action or
proceeding. All such sums with Interest thereon at the rate set forth herein
shall be deemed to be secured by the mortgage and collectible out of the
mortgaged premises.
20. In the event that any payment required in the bond, note or
obligation secured hereby shall become overdue for a period in excess of ten
days, a "late charge" of five cents for every dollar of any installment so
overdue may be charged by the Mortgagee for the purpose of defraying the expense
of handling such delinquent payment. Failure to pay such "late charge" shall be
deemed a default under the terms of this mortgage.
21. The Mortgagor shall have the privilege of prepaying the principal,
in whole or in part, on any installment date without penalty. Partial
prepayments must be in multiples of the monthly
installment of principal and shall be paid in inverse order of maturity.
Interest shall be payable to dates of any such prepayment.
page 4 of 6 pages
22. It is expressly understood and agreed that this mortgage shall
become due and payable at the option of the Mortgagee. If the Mortgagor shall
convey away said mortgaged premises, or any interest therein or if the title
thereto shall become vested in any other person or corporation in any manner
whatsoever, including without limitation, by operation of law.
23. Mortgagor agrees to provide Mortgagee with current financial and
operating statements covering the operations of the Mortgagor and all guarantors
once each year, within 90 days after end of fiscal year, during the term of this
mortgage.
24. If this mortgage is executed by a corporation, that the execution
of this mortgage has been duly authorized by the Board of Directors of the
Mortgagor.
25. This mortgage shall constitute a Security Agreement within the
meaning of the Uniform Commercial Code with respect to the fixtures and items of
personal property referred to in this mortgage, and with respect to all
replacements thereof, substitutions therefor or additions thereto (all of such
items being sometimes herein referred to as the "Collateral"), and Mortgagor
hereby grants Mortgagee a security interest in all such Collateral to secure the
payment and performance of the Mortgagor's obligations under the note, this
mortgage, and any other documents executed in connection therewith. The
Mortgagor hereby authorizes the Mortgagee to file financing and continuation
statements with respect to the Collateral without the signature of the Mortgagor
whenever lawful; otherwise the Mortgagor agrees to execute such financing and
continuation statements as the Mortgagee may request. In the event of a default
under the note, this mortgage, or any other documents executed in connection
therewith, the Mortgagee may, in addition to all other rights or remedies it may
have in such event, exercise any right or remedy with respect to the Collateral
which it may have as a Secured Party under the provisions of the Uniform
Commercial Code or otherwise, including, without limitation, Section 9-501(4) of
the Uniform Commercial Code, and shall have the option of proceeding as to both
real and personal property in accordance with its rights and remedies in respect
of real property, in which event the default provisions of the Uniform
Commercial Code shall not apply. The parties agree that in the event the
Mortgagee elects to proceed with respect to the Collateral separately from the
real property, five (5) days notice of the sale of the Collateral shall be
reasonable notice. The reasonable expenses of retaking, holding, preparing for
sale, selling and the like incurred by the Mortgagee shall include, but not be
limited to, reasonable attorneys' fees and legal expenses incurred by the
Mortgagee. The Mortgagor agrees that, without the written consent of the
Mortgagee, the Mortgagor will not remove or permit to be removed from the
mortgaged premises any of the Collateral except either for replacement by items
of substantially the same utility and value or temporarily for repair. All
replacements, renewals and additions to the Collateral shall be and become
immediately subject to the security interest of this mortgage and this agreement
and be covered thereby. The Mortgagor shall, from time to time on request of the
Mortgagee, deliver to the Mortgagee an inventory of the Collateral in reasonable
detail.
26. This mortgage secures the note executed this date in like amount
and all amendments, replacements, substitutions and extensions thereof.
27. The invalidity or unenforceability of any one or more sentences or
sections in this Mortgage shall not affect the validity or enforceability of the
remaining portions of this Mortgage.
28. This mortgage may not be changed, or terminated, or any of its
provisions waived orally. The covenants contained in this mortgage shall run
with the land and bind the Mortgagor, the heirs, personal representatives,
successors and assigns of the Mortgagor and all subsequent owners,
encumbrancers, tenants and subtenants of the premises, and shall enure to the
benefit of the Mortgagee, the successors and assigns of the Mortgagee and all
subsequent holders of this mortgage. The word "Mortgagor" shall be construed as
if it read "Mortgagors" and the word "Mortgagee" shall be construed as if it
read "Mortgagees" whenever the sense of this mortgage so requires.
IN WITNESS WHEREOF, this mortgage has been duly executed by the
Mortgagor.
WITNESS:
XXXXX X. XXXXXX AND XXXXX XXXXXXX
d/b/a K&G REALTY ASSOCIATES
By: /s/ Xxxxx Xxxxxx (L.S.)
-------------------------------------------
Xxxxx X. Xxxxxx by Xxxxx Xxxxxxx
his attorney-in-fact
By: (L.S.)
-------------------------------------------
Xxxxx Xxxxxxx
page 5 of 6 pages
STATE OF NEW YORK, COUNTY OF SUFFOLK ss: STATE OF NEW YORK, COUNTY OF ss:
On the 28th day of November 1995, before me On the day of 19 , before me personally
personally came Xxxxx Xxxxxxx came
to me known to be the individual described in and who to me known to be the individual described in and who
executed the foregoing instrument, and acknowledged executed the foregoing instrument, and acknowledged
that executed the same. that executed the same.
STATE OF NEW YORK )
ss.:
COUNTY OF Suffolk )
On November 28, 1995 before me came Xxxxx Xxxxxxx to me known and known to me to
be the attorney in fact of Xxxxx X. Xxxxxx the individual described in, and who
by his attorney in fact executed the foregoing instrument, and duly acknowledged
before me that he executed the same as the act and deed of Xxxxx X. Xxxxxx
therein described, and for the purposes therein mentioned by virtue of a power
of attorney duly executed by Xxxxx X. Xxxxxx, dated the ____ day of
_______________, 1995 and intended to be recorded immediately prior hereto.
Mortgage XXXXXXX 00
XXXXX 0
XXX 00.0
TITLE NO. COUNTY OR TOWN Suffolk
================================================
Xxxxx X. Xxxxxxx and
Xxxxx Xxxxxxx
d/b/a K&G Realty Associates
TO
LONG ISLAND COMMERCIAL BANK
RETURN BY MAIL TO:
XXXX X. XXXXXX, ESQ.
000 Xxxxx Xxxxxxx
Xxxxxxxxx, XX 00000
Zip No.
RESERVE THIS SPACE FOR USE OF RECORDING OFFICE
page 6 of 6 pages
RIDER TO MORTGAGE dated November 28, 1995 between XXXXX X. XXXXXX AND XXXXX
XXXXXXX d/b/a K & G REALTY ASSOCIATES, Mortgagor and LONG ISLAND COMMERCIAL BANK
("BANK"), Mortgagee covering premises known as 000 Xxxxx Xxxxxx Xxxx,
Xxxxxxxxxxx, Xxx Xxxx
Anything in any other rider or in the printed mortgage to the contrary
notwithstanding, the provisions contained in this rider shall prevail over any
other printed or typewritten part of the mortgage.
29. The entire indebtedness secured hereby shall become due at the
option of the Bank upon the existence or creation of any subordinate mortgage
lien on the premises, prior written approval of which has not been provided by
the Bank.
30. Anything to the contrary contained herein or in the Note secured
hereby notwithstanding, under no circumstances shall the interest rate to be
paid hereunder, or under the terms of such Note exceed the maximum lawful
interest rate authorized by applicable State and Federal Law. If by the terms of
this Mortgage or the Note, Mortgagor is at any time required or obligated to pay
interest on the principal balance due under the Note at a rate in excess of such
maximum rate, the rate of interest under the Note shall be deemed to be
immediately reduced to such maximum rate and all prior interest payments in
excess of such maximum rate shall be applied and shall be deemed to have been
payments in reduction of the principal balance of the Note.
31. In the event that this Mortgage and/or note are signed by
individuals, their liability shall be joint and several.
32. The Mortgagor covenants and agrees that it will furnish to the
Mortgagee upon demand complete and accurate information as to Mortgagor's
"original purchase price" (as defined in Section 1440 (5) of the New York Tax
Law) of the Mortgaged Property together with true copies of the supporting
documentation for the purpose of determining the amount, if any, of tax ("Gains
Tax") that may be payable pursuant to Article 31-B of the New York Tax Law upon
transfer ("Transfer") by reason of a foreclosure of this Mortgage or of any
other mortgage, or by a deed in lieu of foreclosure of this Mortgage or any
other mortgage. Mortgagor covenants and agrees to deliver to Mortgagee, on
demand, a verified statement setting forth all additions to "original purchase
price" as so defined, together with true copies of additional supporting
documentation.
In the event of any sale or Transfer of the Mortgaged Property, or any
part thereof, including any sale by reason of foreclosure of this Mortgage,
Mortgagor shall comply with Article
1
31-B of the New York Tax Law, and within thirty (30) days after the sale or
Transfer, furnish Mortgagee with a true and complete copy of the transferor and
transferee questionnaires, all supporting documentation, and any affidavits
required to be furnished to the taxing authorities or recording officer
applicable thereto to estimate and fix the tax, if any, payable by reason of the
Transfer and to record the deed evidencing the Transfer.
Mortgagor agrees to pay any Gains Tax that may hereafter become due and
payable with respect to any Transfer or any other sale or transfer of the
Mortgaged Property, and in default thereof Mortgagee may pay the same and the
amount of such payment shall be added to the indebtedness secured hereby and
secured by this Mortgage.
Mortgagor hereby irrevocably constitutes and appoints Mortgagee as its
attorney in fact, coupled with an interest, to prepare and deliver any
questionnaire, statement, affidavit or tax return in furtherance of any
Transfer. Mortgagee is authorized to utilize the information as to "original
purchase price" furnished to it by Mortgagor and any other information that
Mortgagee believes to be correct in the preparation of any such questionnaire,
statement affidavit or tax return.
The obligation to pay the taxes referred to herein is a personal
obligation to Mortgagor, and shall be binding upon and enforceable against the
successors and assigns of Mortgagor with the same force and effect as though
each of them had personally executed and delivered this Mortgage.
In the event Mortgagor fails or refuses to pay a tax payable by
Mortgagor after a Transfer by reason of a foreclosure of this Mortgage in
accordance with this Article, the amount of the tax and any interest or penalty
applicable thereto may, at the sole option of Mortgagee, be paid as an expense
of the sale out of the proceeds of the mortgage foreclosure sale.
These provisions shall survive any Transfer and the delivery of the
deed affecting such transfer.
Nothing contained herein relative to Article 31-B of the Tax Law shall
be deemed to grant to Mortgagor any greater rights to sell, assign or otherwise
transfer the Mortgaged Property then are expressly provided in this Mortgage.
33. (a) The Mortgagor represents and warrants that, to the best of
Mortgagor knowledge, after due inquiry and investigation, the Mortgaged Property
is not now and has not ever been used to generate, manufacture, refine,
transport, treat, store, handle, dispose, transfer, produce, process or in any
manner deal with Hazardous Materials (as hereinafter defined), and that no
Hazardous
2
Materials have ever been installed, placed, or in any manner dealt with on the
Mortgaged Property, and that no owner of the Mortgage Property or any tenant,
subtenant, occupant, prior tenant, prior subtenant or prior occupant has
received any notice or advice from any governmental agency or any tenant,
subtenant or occupant with regard to Hazardous Materials on, from or affecting
the Mortgaged Property. The Mortgagor covenants that the Mortgaged Property
shall be kept free of Hazardous Materials, and shall not be used to generate,
manufacture, refine, transport, treat, store, handle, dispose, transfer,
produce, process or in any manner deal with Hazardous Materials, and the
Mortgagor shall not cause or permit, as a result of any intentional or
unintentional act or omission on the part of the Mortgagor or any tenant or
subtenant or occupant, the installation of Hazardous Materials in the Mortgaged
Property or onto any other property or suffer the presence of Hazardous
Materials on the Mortgaged Property. The Mortgagor agrees to comply with and
ensure compliance by all tenants, subtenants and occupants with all applicable
federal, state and local laws, ordinances, rules and regulations. In the event
that the Mortgagor receives any notice or advice from any governmental agency,
any tenant, subtenant or occupant with regard to Hazardous Materials on, from or
affecting the Mortgaged Property, the Mortgagor shall immediately notify the
Mortgagee. The Mortgagor shall conduct and complete all investigations, studies,
sampling, and testing, and all remedial, removal, and other actions necessary to
clean up and remove all Hazardous Materials, in from or affecting the Mortgaged
Property in accordance with all applicable federal, state and local laws,
ordinances, rules, regulations, and policies and to the satisfaction of the
Mortgagee. For these purposes, "Hazardous Materials" shall include, without
limitation, any flammable explosives, radioactive materials, hazardous
materials, hazardous wastes, hazardous or toxic substances, or related or
similar materials, asbestos or any material containing asbestos, or any other
substance or material as defined by any Federal, State or Local environmental
law, ordinance, rule or regulation, including, without limitation, the
Comprehensive Environmental Response, Compensation, and Liability Act of 1980,
as amended (42 U.S.C. Sections 9601, et seq.), the Hazardous Materials
Transportation Act, as amended (49 U.S.C. Sections 1801, et seq.), the Resource
Conservation and Recovery Act, as amended (42 U.S.C. Section 9601, et seq.), and
in the regulations adopted and publications promulgated pursuant thereto. These
obligations and liabilities of the Mortgagor shall survive any foreclosure
involving the Mortgaged Property or the delivery of a deed in lieu of
foreclosure.
(b) The Mortgagor shall protect, indemnify and save harmless the
Mortgagee from and against all liabilities, obligations, claims, damages,
penalties, causes of action, costs and expenses (including without limitation
reasonable attorney's fees and expenses), imposed upon or incurred by or
asserted against the Mortgagee by reason of (i) the presence, disposal, escape,
seepage, leakage, spillage, discharge, emission, release or threatened
3
release of any Hazardous Materials on, from or affecting the Mortgaged Property
or any other property; (ii) any personal injury (including wrongful death) or
property damage (real or personal) arising out of or related to such Hazardous
Materials; (iii) any lawsuit brought or threatened, settlement reached, or
government order relating to such Hazardous Materials; or (iv) any violation of
laws, orders, regulations, requirements, or demands of government authorities,
or any policies or requirements of the Mortgagee which are based upon or in any
way related to such Hazardous Materials including, without limitation, attorney
or consultant fees, investigation and laboratory fees, court costs, and
litigation expenses.
34. The Mortgagor agrees to the full extent permitted by law that in
case of a default on its part hereunder, neither the Mortgagor nor anyone
claiming through or under it shall or will set up, claim or seek to take
advantage or any appraisement, valuation, stay, extension or redemption laws now
or hereafter in force, in order to prevent or hinder the enforcement or
foreclosure of this Mortgage or the absolute sale of the Mortgaged Property or
the final and absolute putting into possession thereof, immediately after such
sale, of the purchaser(s) thereat, and the Mortgagor for itself and all who may
at any time claim through or under it, hereby waives, to the full extent that it
may lawfully do so, the benefit of all such laws, and any and al] right to have
the assets comprising the Mortgaged Property marshalled upon any foreclosure of
the lien hereof and agrees that the Mortgagee or any court having jurisdiction
to foreclose such lien may sell the Mortgaged Property in part or as an
entirety. Mortgagor agrees that neither it nor any guarantor will assert a
defense in any action to recover a deficiency judgment following a foreclosure
that the sales price realized at the sale was less than the fair market value.
35. The proceeds of any award or claim for damages, direct or
consequential, payable to Mortgagor in connection with any condemnation or other
taking of all or any part of the Mortgaged Premises, whether of the unit or of
the common elements, or for any conveyance in lieu of condemnation, are hereby
assigned and shall be paid to Mortgagee. Such proceeds shall be applied by
Mortgagee to the sums secured by the Mortgage in the manner provided thereon.
36. Mortgagor shall not, except after notice to Mortgagee and with
Mortgagee's prior written consent, either partition or subdivide the Property.
37. If the Mortgagor is a partnership, Mortgagor represents and
warrants that this agreement has been duly authorized by the partners, and that
the Partnership Agreement or applicable law does not require the vote or consent
of any limited partners or other persons, or if such vote or consent is
required, that the same has been duly obtained.
4
38. Any failure by Mortgagee to insist upon the strict performance by
the Mortgagor of any of the terms and provisions hereof shall not be deemed to
be a waiver of any of the terms and provisions hereof, and the Mortgagee,
notwithstanding any such failure, shall have the right thereafter to insist upon
strict performance by the Mortgagor of any and all of the terms and provisions
of the agreement to be performed by the Mortgagor. The Mortgagor shall not be
relieved of such obligation by reason of the failure of the Mortgagee to take
action to foreclose the mortgage or otherwise enforce any of the provisions of
the agreement or of any obligations secured by the agreement, or by reason of
the release, regardless of consideration, of the whole or any part of the
security held for the indebtedness secured by the agreement.
39. If stamp taxes should be required upon the bond, note or obligation
secured by this agreement, then the Mortgagor agrees that it will immediately
remit to the Mortgagee the amount of the stamp taxes held to be so due. If
Mortgagor fails to make such payment within ten (10) days after written notice
thereof, the Mortgagee is authorized to purchase the necessary stamps and add
the cost of same to the next payment due hereunder. Such payment shall be deemed
and indebtedness secured by this agreement and shall be collectible in like
manner as the principal indebtedness secured by this agreement.
40. If Mortgagor shall default in the observance or performance of any
covenant, agreement or obligation contained in this agreement, in addition to
any and all rights herein provided, Mortgagee shall have the option to make any
expenditure of money to cure such default and Mortgagor shall pay to Mortgagee,
upon demand, such sums so paid by Mortgagee with interest, at the maximum legal
rate from time of payment, and the same shall be added to the agreement
indebtedness and be secured by this agreement.
41. At or prior to any transfer of all or any portion of the premises
or any interest in the premises, whether or not such transfer is consented to by
the Mortgagee and including any sale of the premises upon a foreclosure of this
agreement, the Mortgagor shall furnish, or cause to be furnished, to the
Mortgagee either an affidavit or such other documentation as shall be required
under Section 1445 of the Internal Revenue Code of 1954, as amended (or any
successor or substitute stature of the same or similar import), in order to
allow any transferee to pay the full amount of the purchase price without
holding any portion of the purchase price as required by said Section 1445.
42. The unpaid principal balance shall, at the option of the Mortgagee,
become immediately due and payable in the event of (a) any sale or transfer of
the mortgaged premises, and/or (b) any change in the membership of any borrowing
or guaranteeing partnership.
5
43. Annually or within thirty (30) days after requested by the
Mortgagee, Mortgagor shall provide Mortgagee with signed copies of the most
currently filed income tax returns;
Annually or within thirty (30) days after requested by the Mortgagee,
Mortgagor shall provide Mortgagee with signed personal financial statements of
Xxxxx X. Xxxxxx, Xxxxx Xxxxxxx and K & G Realty Associates.
Within ninety (90) days after fiscal year end date, Mortgagor shall
provide Mortgagee with a compiled fiscal year end balance sheet, income
statement and statement of changes of financial position; and
Within sixty (60) days after requested by Mortgagee, Mortgagor will
provide Mortgagee with any other financial reports as may be reasonably required
by Mortgagee.
44. In the event of foreclosure of this agreement or other transfer of
title to the mortgaged property in extinguishment of the debt secured hereby,
all right, title and interest of the Mortgagor in and to any insurance policies
then in force shall pass to the Mortgagee.
45. The Mortgagor hereby grants and conveys to the Mortgagee a security
interest in and mortgages to the Mortgagee all fixtures, equipment, accounts
receivables, bank accounts, inventory, and any other personal property whether
now owned, or hereafter acquired by the Mortgagor or the Mortgagor's successors
in interest, including all substitutions thereof now or hereafter attached to or
used in connection with the premises herein described.
46. The mailing of a written notice and demand, by depositing it in a
sealed, postpaid envelope, certified mail return receipt requested, addressed to
the owner of said property and forwarded to the last address actually furnished
to the holder of this agreement, or in default thereof, directed to said land in
any post office, station or letterbox, shall be sufficient notice and demand in
any case arising under this instrument.
47. If, after default by the Mortgagor under the terms, covenants,
conditions or agreements contained herein, the Mortgagee procures a foreclosure
search from the title company, a member of the New York Board of Title
Underwriters, and before the foreclosure is commenced the Mortgagor cured the
default, it is hereby agreed that the cost of said search, reasonable legal
fees, and any other related costs, will be added to the principal sum then due
and owing on the agreement.
48. Notwithstanding any other provision herein, all payments made
hereunder shall be applied first to the payment of interest on the principal
balance outstanding hereunder, secondly to sums
6
payable hereunder or under the Note other than interest and principal, and
thirdly to principal.
49. Mortgagor represents that the premises have not been designated as
a Superfund Site under the applicable laws.
50. Mortgagor agrees that the monthly payments of principal, interest,
taxes and any other amounts due hereunder shall be automatically charged to its
account to De maintained with Long Island Commercial Bank and authorization for
such charges is hereby granted.
XXXXX X. XXXXXX AND XXXXX XXXXXXX
d/b/a K&G REALTY ASSOCIATES
By: /s/ Xxxxx Xxxxxx
-----------------------------------
Xxxxx X. Xxxxxx by Xxxxx Xxxxxxx
his attorney-in-fact
By: /s/ Xxxxx Xxxxxxx
-----------------------------------
Xxxxx Xxxxxxx
7
SCHEDULE A
ALL that certain plot, piece or parcel of land, situate, lying and being in the
Town of Babylon, County of Suffolk and State of New York, being more
particularly bounded and described as follows:
BEGINNING at a point on the westerly side of Broad Hollow Road (NYS Rt. 110) as
widened, distant northerly and westerly the following two courses and distances
from the corner formed by the intersection of the north side of Main Street
(Broadway) and the westerly side of Broad Hollow Road (NYS Rt. 110);
1) northerly 1919 feet more or less to a point;
2) North 72 degrees, 22', 47" West 29.60 feet to the true point or place of
beginning;
RUNNING THENCE from said point of beginning and along the land now or formerly
of Xxxxxx Steel Products, Inc. and lands now or formerly of E&L Products, Inc.,
North 72 degrees, 22', 47" West 299.48 feet to a point and lands now or formerly
of Xxxxx and Xxxxxxx Xxxxx;
RUNNING THENCE along said land now or formerly of Xxxxx and Xxxxxxx Xxxxx, North
20 degrees, 17', 53" East a distance of 138.60 feet to a point;
RUNNING THENCE South 72 degrees, 22', 47" East 309.12 feet to a point and the
westerly side of Broad Hollow Road (NYS Rt. 110);
RUNNING THENCE along the westerly side of Broad Hollow Road (NYS Rt. 110) the
following two courses and distances:
1) along an arc of a curve having a radius of 2200.84 feet and a length of 8.83
feet;
2) along an arc of a curve bearing to the left having a radius of 9059.53 feet
and a length of 130.58 feet to the point or place of BEGINNING.
[End Page]
MORTGAGE NOTE
(Five Year Adjustable)
$610,000.00 Date: November 28, 1995
FOR VALUE RECEIVED XXXXX X. XXXXXX AND XXXXX XXXXXXX d/b/a K & G REALTY
ASSOCIATES promise(s) to pay to LONG ISLAND COMMERCIAL BANK, a New York
banking corporation having its principal office at One Suffolk Square,
Islandia, New York (the "Bank"), or order, at Xxx Xxxxxxx Xxxxxx,
Xxxxxxxx, Xxx Xxxx 00000, or at such other place as may be designated in
writing by the holder of this note, the principal sum of SIX HUNDRED TEN
THOUSAND AND 00/100 ($610,000.00) Dollars, together with interest, in
installments as follows,
$6,369.77 on December 28, 1995 and a like sum of $6,369.77
monthly thereafter on the 28th day of each and every month, subject to
adjustment as hereinafter set forth, until November 28, 2010, when the
balance of said principal together with interest thereon, any other
monies owing shall become due and payable. Each of said payments shall be
applied FIRST to the payment of interest accrued on the unpaid balance of
the principal sum for the monthly period preceding the due date of said
installment (or, at the election of the holder hereof, to the date of
payment of such installation if the same is not paid on its due date) and
SECONDLY, toward the reduction and payment of the principal sum hereof.
The rate at which interest shall be computed shall be 9.5% per annum from
the date hereof, subject to adjustment as hereinafter set forth.
On November 28, 2000 (such date hereinafter referred to as the
"First Change Date") and every five years thereafter the annual rate of
interest shall be adjusted to a rate which is 1.5% above the Long Island
Commercial Bank "Peg Rate", which interest rate, as adjusted, shall be
fixed for a five (5) year term except in the event of default. The Long
Island Commercial Bank Peg Rate is that rate of interest set from time to
time and designated as such by the Bank's Corporate Banking Services
Division. On each such Change Date, the monthly payment shall be adjusted
to an amount which would be sufficient to repay the principal balance
then owing, in substantially equal monthly payments of principal and
interest over the remaining term of the loan.
Interest shall be calculated on the basis of a three hundred
sixty five (365) day year for the actual number of days elapsed. In the
event of default, interest shall be paid at the highest legal rate until
actual receipt by Long Island Commercial Bank of the entire indebtedness.
In no event shall the interest rate exceed the maximum rate allowable
under Federal and State law.
Maker shall have the privilege of prepaying the principal sum
herein, in whole or in part, together with interest thereon on any
monthly installment date. Partial payments shall be in inverse
[end of page]
order of maturity. There shall be an additional charge of three percent
(3%) of any amount prepaid during the first year of the mortgage term,
two percent (2%) of any amount prepaid during the second year of the
mortgage term and one percent (1%) of any amount prepaid during the
third, fourth and fifth years of the mortgage term. Commencing on the
First Change Date, and each and every Change Date thereafter, there shall
be an additional charge of three percent (3%) of any amount prepaid
during the first year following said Change Date, two percent (2%) of any
amount prepaid during the second year following said Change Date and one
percent (1%) of any amount prepaid during the third, fourth and fifth
years following said Change Date.
IT IS EXPRESSLY AGREED that the principal sum secured by this
note shall become due at the option of the holder thereof on the
happening of any default or event by which, under the terms of the
mortgage securing this note, said principal sum may or shall become due
and payable; also, that all of the covenants, conditions and agreements
contained in said mortgage are hereby made part of this instrument. In
the event that this note, or the mortgage securing it, is referred to
attorneys for collection or foreclosure, and regardless of whether or not
an action or proceeding is instituted, the maker shall pay all sums and
expenses, including reasonable attorney's fees, incurred by the holder
together with all statutory costs, disbursements and allowances.
Presentment for payment, notice of dishonor, protest and notice
of protest are hereby waived. If this mortgage note is executed by two or
more makers, their liability shall be joint and several. This note is
secured by a mortgage made by the maker to the payee of even date
herewith, on property known as and by street number 000 Xxxxx Xxxxxx
Xxxx, Xxxxxxxxxxx, Xxx Xxxx, as more particularly described in said
mortgage.
This note may not be changed or terminated orally.
XXXXX X. XXXXXX AND XXXXX XXXXXXX
d/b/a K & G REALTY ASSOCIATES
By: /s/ H Xxxxxxx
----------------------------------
Xxxxx X. Xxxxxx, by Xxxxx Xxxxxxx
his attorney-in-fact
By: /s/ H Xxxxxxx
----------------------------------
Xxxxx Xxxxxxx
2
[Long Island Commercial Bank]
Guaranty of All Liabilities and Security Agreement
New York, November 28, 1995
In consideration of advances, loans, extensions of credit,
renewals, acquisitions of notes and other instruments for payment of money and
any security documents relative thereto or security agreements or conditional
contracts of sale, chattel mortgages, leases and other lien or security
instruments, or any interest or participation therein, due or to become due,
heretofore, made to or for account of
Xxxxx X. Xxxxxx and Xxxxx Xxxxxxx, d/b/a
K & G Realty Associates
or any one or more of them jointly and/or severally (each, any and all of whom
are hereinafter, for the purposes of this agreement, called "Borrower"), and/or
now or hereafter to be made, directly or indirectly, to or for the account of or
from Borrower by L.I. COMM. BANK (hereafter called "Bank") and/or the granting
to or for the account of Borrower such extensions, forebearances, releases of
collateral or other relinquishments of legal rights, and/or extensions of any
other financial accommodations or benefits to Borrower, as Bank may deem
advisable, the undersigned (each, any and all of whom are hereinafter called
"Guarantor") hereby absolutely and unconditionally guarantees to Bank the prompt
payment of claims of every nature and description of Bank against Borrower
(including those arising out of or in any way connected with warranties made by
Borrower to Bank in connection with any instrument deposited with or purchased
by Bank) and any and every obligation and liability of Borrower to Bank alone or
with another or others of whatsoever nature and howsoever evidenced, whether now
existing or hereafter incurred, originally contracted with Bank alone or with
another or others and now or hereafter owing to or acquired in any manner, in
whole or in part, by Bank, or in which bank may acquire a participation, whether
contracted by Borrower alone or jointly and/or severally with another or others,
whether direct or indirect, absolute or contingent, secured or not secured,
matured or not matured. (All of the foregoing are hereinafter individually and
collectively called "Obligations").
Guarantor does hereby give to Bank a continuing lien for the
amount of the obligations and liabilities of Guarantor hereunder, as well as for
the payment of any and all other liabilities and obligations of Guarantor to
Bank or another or others and claims of every nature and description of Bank
against Guarantor, whether now existing or hereafter incurred, originally
contracted with Bank and/or with another or others and now or hereafter owing to
or acquired in any manner in whole or in part by Bank or in which Bank may
acquire a participation, whether contracted by Guarantor alone or jointly and/or
severally with another or others, direct or indirect, absolute or contingent,
secured or not secured, matured or not matured (all of which are hereafter
collectively called "Liabilities"), upon any and all moneys, securities and any
and all other property of Guarantor and the proceeds thereof, now or hereafter
actually or constructively held or received by or in transit in any manner to or
from Bank, its correspondents or agents from or for Guarantor, whether for
safekeeping, custody, pledge, transmission, collection or otherwise or coming
into the possession of Bank in any way, or placed in any safe deposit box leased
by Bank to Guarantor, Bank is also given a continuing lien and/or right of
set-off for the amount of said Liabilities upon any and all deposits (general or
special) and credits of Guarantor with, and any and all claims of Guarantor
against, Bank at any time existing and Bank is hereby authorized at any time or
times, without prior notice, to apply such deposits or credits, or any part
thereof, to such Liabilities and in such amounts as bank may elect, although
said Liabilities may be contingent or matured, and whether the collateral
security therefor is deemed adequate or not. (All of the foregoing, together
with any property, now or hereafter, pledged, assigned, and transferred to or
deposited with bank or its agents by or for Guarantor or in which Bank shall
otherwise be granted a security interest by or for the Guarantor to secure said
Liabilities are hereinafter individually and collectively called "Collateral
Security").
If Guarantor, as registered holder of Collateral Security,
shall become entitled to receive or does receive any stock certificate, option
or right, whether as an addition to, in substitution of, or in exchange for,
such Collateral Security, or otherwise, Guarantor agrees to accept same as
Bank's agent and to hold same in trust for Bank, and to forthwith deliver the
same to Bank in the exact form received, with Guarantor's indorsement when
necessary, to be held by Bank as Collateral Security.
Guarantor consents that Obligations or the liability of any
other guarantor, surely, indemnitor, endorser, or any other party for or upon
said Obligations or said Collateral Security may, from time to time, in whole or
in part, be renewed, extended, modified, accelerated, compromised, settled or
released by Bank, and that any Collateral Security or lines for said Obligations
may, from time to time, in whole or in part, be exchanged, sold, released,
surrendered or otherwise dealt with by Bank, and that Bank may refuse payment,
in whole or in part, from a NY party to Obligations, all without any notice to,
or further assent by, or any reservation of rights against, Guarantor and
without in any way affecting or releasing the liability of Guarantor hereunder.
Bank shall not be liable for failure to collect or realize
upon Obligations or upon Collateral Security, or any part thereof, or for any
delay in so doing, nor shall bank be under any obligation to take any action
whatsoever with regard thereto. Bank shall use reasonable care in the custody
and preservation of Collateral Security in its possession but need not take any
steps to preserve rights against prior parties or to keep Collateral and
Security indentifiable. Bank shall have no obligation to comply with any
recording, rerecording, filing, refiling or other legal requirement necessary to
establish or maintain the validity, priority or enforceability of, or Bank's
rights in and to, Collateral Security, or any part thereof. Bank or its nominee
may exercise any right of Guarantor with respect to any Collateral Security. In
any statutory or non-statutory proceeding, affecting Guarantor or Collateral
Security, Bank or its nominee may, whether or not a default exists and
regardless of the amount of Obligations or Liabilities, file a proof of claim
for the full amount of such obligations or liabilities and vote such claim for
the full amount thereof: (a) for or against any proposal or resolution; (b) for
a Trustee or Trustees or for a Committee of Creditors; (c) for the acceptance or
rejection of any proposed arrangement, plan of reorganization, wage earners'
plan, composition or extension, and Bank or its nominee may receive any payment
or distribution and give acquittance therefor any may exchange or release
Collateral Security. Any and all stocks, bonds or other securities held by Bank
hereunder may, without notice, and whether or not a default exists, be
registered in the name of Bank or its nominee without disclosing that Bank is a
pledgee; Bank (whether or not a default exists and regardless of the amount of
Obligations or Liabilities) or such nominee may, without notice, exercise all
voting and corporate rights at any meeting of any corporation issuing such
stocks, bonds or other securities, and exercise any and all rights of
conversion, exchange, subscription or any other rights, privileges or options
pertaining to such stocks, bonds or other securities as if the absolute owner
thereof, including without limitation, the right to exchange, at its discretion,
any and all of such stocks, bonds or other securities for other stocks, bonds,
securities or any other property upon the merger, consolidation, reorganization
or other readjustment of any stocks, bonds, securities or any other property
upon the merger, consolidation, reorganization, recapitalization or other
readjustment of any corporation issuing the same or upon the exercise by the
issuing corporation or Bank of any right, privilege or option pertaining to such
stocks, bonds or other securities and, in connection therewith, to deposit and
deliver any and all of such stocks, bonds or other securities with any
committee, trustee, depositary, transfer agent, registrar or other designate
agency upon such terms and conditions as it may determine, all without liability
except to account for property actually received by it. Bank shall have no duty
to exercise any of the aforesaid rights, privileges or options and shall not be
responsible for any failure to do so or delay in so doing. Guarantor hereby
authorizes Bank to sign and file financing statements, trust receipts, security
agreements or other agreement with respect to any Collateral Security at any
time without the signature of Guarantor. Guarantor will, however, at any time on
request of Bank, sign a any of such instruments, Guarantor agrees to pay all
filing fees and to reimburse Bank for all costs and expenses of any kind
incurred in any way in connection with Collateral Security.
Bank may sell all or any part of Collateral Security deposited or
pledged for said Liabilities, although said Liabilities may be contingent or
unmatured, whenever in its discretion Bank considers such sale necessary for its
protection. Any such sale may be made in the manner hereinafter provided,
without prior demand for margin or additional margin or for payment on account
or any other demands whatsoever; the making of any such demands, oral or
written, in any one or more instances shall not establish a course of conduct
nor constitute a waiver of the right of bank to sell said Collateral Security as
herein provided or of the right of Bank to accelerate the maturity of
Liabilities as herein provided.
If Guarantor shall fail to perform any agreement herein
contained or contained in any security agreement or other agreement delivered by
Guarantor to Bank, or if default occurs in the punctual payment of any of said
Obligations, Liabilities or Collateral Security, or if any of the following
events occurs with respect to Guarantor or Borrower or any obligor, maker,
endorser, acceptor, surely or guarantor of, or any other party to, said
Obligations, Liabilities or Collateral Security (each and all of whom are
included in the term "them" as hereinafter used in this paragraph): default in
respect of any liabilities, obligations or agreements (present or future,
absolute or contingent, secured or unsecured, matured or unmatured, joint or
several, original or acquired) of any of them to or with Bank; death (being an
individual) or dissolution (being a partnership or corporation); death or
suspension of the usual business activities of any member of any partnership
included in the term "them"; insolvency, or if insolvency be imminent or
threatened; commission of an act of bankruptcy; assignment for the benefit of
creditors; calling of a meeting of any creditors; appointment of a committee of
any creditors or a liquidating agent; offering to or receiving from any
creditors a composition or extension of any of the indebtedness of any of them;
making, or sending a notice of an intended, bulk transfer, granting a security
interest in any property, including without limitation, in the rights of any of
them in Collateral Security; suspensions of payment of the indebtedness of any
of them; the whole or partial suspension or liquidation of their usual business;
failure, after demand, to furnish any financial information to Bank or to permit
inspection of books or records of account by Bank; making any misrepresentation
to Bank for the purpose of obtaining credit or an extension of credit; failure
to pay any tax or failure to withhold, collect or remit any tax or tax
deficiency when assessed or due; failure to pay when due any obligations either
in writing or not; commencement of any proceeding, suit or action (at law, or in
equity, or under any of the provisions of The Bankruptcy Act or amendments
thereto) for adjudication as a bankrupt, reorganization, composition, extension,
arrangement, wage earners' plan, receivership, liquidation or dissolution by or
against any of them; application for the appointment, or the appointment in any
jurisdiction, at law, or in equity, of or any receiver or similar officer or
committee of, or any of the property of, any of them; making of any tax
assessment by the United States or any state; entry of a judgment or issuance of
a warrant of attachment or an injunction against, or against any of the property
of, any of them; commencement against any of them of any proceeding for
enforcement of a money judgment under Article 52 of the New York Civil Practice
Law and Rules or amendments thereto; failure of any of them or of Obligations,
Liabilities or Collateral Security at any time to comply with Regulation U of
the Federal Reserve Board or any amendments thereto; or if at any time, in the
opinion of Bank, the financial responsibility of any of them shall become
impaired, then, in any of those events, said Liabilities, although not yet due,
shall, without notice of demand, forthwith become and be immediately due and
payable, notwithstanding any time or credit allowed under any of said
Liabilities or under any instrument evidencing the same.
Upon the happening of any of the events herein above set
forth, and at any time thereafter, Bank shall have, in addition to all other
rights and remedies, the remedies of a secured party under the New York Uniform
Commercial Code. Guarantor shall, upon request of Bank, assemble Collateral
Security and make it available to Bank at a place to be designated by Bank which
is reasonably convenient to Bank and Guarantor, Bank will give Guarantor notice
of the time and place of any public sale of any Collateral Security or of the
time after which any private sale or any other intended disposition thereof is
to be made by sending notice, as provided below, at least five days before the
time of such sale or disposition, which provisions for notice Guarantor and Bank
agree are reasonable. No such notice need be given by Bank with respect to
Collateral Security.
[end of page 1]
Bank may apply the net proceeds of any sale, lease or other
disposition of Collateral Security, after deducting all costs and expenses of
every kind incurred therein or incidental to the retaking, holding, preparing
for sale, selling, leasing or the like of said Collateral Security or in any way
relating to the rights of Bank thereunder, including attorney's fees of 20% of
the gross proceeds if an attorney is used to realize on Collateral Security and
legal expenses, to the payment, in whole or in part, in such order as Bank may
elect, of one or more of said Liabilities, whether due or not due, absolute or
contingent, making proper rebate for interest or discount on items not then due,
and only after so applying such net proceeds and after the payment by Bank of
any other amounts required by any existing or future provision of law (including
Section 9-504(i) (c) of the Uniform Commercial Code of any jurisdiction in which
any of the Collateral Security may at the time be located) need Bank account for
the surplus, if any, Guarantor shall remain liable to Bank for the payment of
any deficiency with interest at the highest legal rate.
Guarantor waives any and all notice of acceptance of this
guaranty or the creation, or accrual of any of said Obligations, or of any
renewals or extensions thereof from time to time, or of the reliance by Bank
upon this guaranty, Obligations, and each of them, shall conclusively be
presumed to have been created, contracted or incurred in reliance upon this
guaranty and all dealings between Borrower and Bank shall likewise conclusively
be presumed to have been created, contracted or incurred in reliance upon this
guaranty and all dealings between Borrower and Bank shall likewise conclusively
be presumed to have been created, contracted or incurred in reliance upon this
guaranty and all dealings between Borrower and Bank shall likewise conclusively
be presumed to have been had or consummated in reliance upon this guaranty.
Guarantor waives protest, demand for payment, notice of default or nonpayment to
or on Guarantor, Borrower or any other party liable for or upon any of said
Obligations, Liabilities or Collateral Security. This guaranty shall be a
continuing, absolute and unconditional guaranty of payment regardless of the
validity, regularity or enforceability of any of said Obligations or purported
Obligations or the fact that a security interest, as a lien on any Collateral
Security may not be granted to, conveyed to, or created in favor of Bank or that
Collateral Security may be subject to equities or defenses or claims in favor of
others or may be invalid or defective in any way and for any reason including
any action, or failure to act, by Bank. This guaranty shall continue in full
force and effect notwithstanding the termination or revocation of any other
guaranty of Obligations, by any other co-guarantor thereof with respect to his
liability as guarantor, any notice from Guarantor not to renew, extend or modify
Obligations or any part thereof, the death, incapacity, dissolution of
Guarantor, or increase, decrease or change in the partners of the Guarantor, if
it be a partnership, and shall be binding upon Guarantor and Guarantor's estate
and the personal representatives, heirs and successors of Guarantor who shall
nevertheless, remain liable with respect to Obligations and any renewals or
extensions thereof or liabilities arising out of same, and Bank shall have all
the rights herein provided for as if no such event had occurred. Any payment on
account of, or reacknowledgment of Obligations by Borrower or any other party
liable therefor shall be deemed to be made on behalf of Guarantor and shall
serve to start anew the statutory period of limitations applicable to
Obligations and Liabilities.
The execution and delivery hereafter to Bank by Guarantor of a
new instrument of guaranty shall not terminate, supersede or cancel this
instrument, unless expressly provided therein, and all rights and remedies of
Bank hereunder or under any instrument of guaranty hereafter executed and
delivered to Bank by Guarantor shall be cumulative and may be exercised singly
or concurrently.
No executory agreement unless in writing and signed by Bank
and no course of dealing between Guarantor and Bank shall be effective to change
or modify or to discharge in whole or in part this guaranty. No waiver of any
rights or powers of Bank or consent by it shall be valid unless in writing
signed by an authorized officer.
Any notice to Bank shall be deemed effective only if sent to
and received at the branch, division or department of Bank conducting the
transaction or transactions hereunder. Any notice to Guarantor shall be deemed
sufficient if sent to Guarantor whose name appears first below to the last known
address of such Guarantor appearing on the books of Bank. Each Guarantor hereby
designates the one whose name appears first below as agent to receive notice
hereunder on his or its behalf.
The term "Bank" as used throughout this guaranty shall be
deemed to include all its branches, divisions and departments, any individual,
partnership or corporation acting as nominee or agent for Bank, any corporation,
the stock of which is owned or controlled, directly or indirectly, by Bank, and
any endorsees, successors or assignees of Bank. The term "Borrower" and
"Guarantor" as used throughout this instrument shall include the individual or
individuals, association, partnership, or corporation named herein respectively
as Borrower or Guarantor and (a) in the case of Borrower any successor
individual or individuals, associations, partnership or corporation to which all
or substantially all of the business or assets of said Borrower respectively
shall have been transferred, (b) in the case of a partnership Borrower or
partnership Guarantor any general or limited partnership which shall have been
created by reason of, or continued in existence after, the admission of any new
partner or partners therein, or the dissolution of the existing partnership by,
or the continuation thereof after the death, resignation, or other withdrawal of
any partner, and (c) in the case of a corporate Borrower or Guarantor, any other
corporation into or with which said Borrower or Guarantor shall have or has been
merged, consolidated, reorganized, or absorbed.
Guarantor agrees that, whenever an attorney is used to obtain
payment under or otherwise enforce this guaranty or to enforce, declare or
adjudicate any rights or obligations under this guaranty or with respect to
Collateral Security, whether by suit or by any other means whatsoever, an
attorney's fee of 20% of the principal and interest then due hereunder shall be
payable by each Guarantor against whom this guaranty or any obligation or right
hereunder is sought to be enforced, declared or adjudicated. Guarantor, if more
than one, shall be jointly and severally bound and liable hereunder if any of
the undersigned is a partnership, also the members thereof individually. Bank
and Guarantor, in any litigation (whether or not arising out of or relating to
Obligations, Liabilities or Collateral Security or any of the matters contained
in this guaranty) in which Bank and any of them shall be adverse parties, waive
trial by jury and Guarantor, in addition, waives the right to interpose any
defense based upon any Statute of Limitations or any claim of laches and any
set-off or counterclaim of any nature or description, provided that the
foregoing shall not prevent Guarantor from asserting in a separate and
independent proceeding, any claim it may have against Bank and waives the
performance of each and every condition precedent to which Guarantor might
otherwise be entitled by law. Bank shall have the right to fill in any blank
spaces left in this guaranty (including the name of "Borrower"), to date this
guaranty and to correct patent errors herein. This guaranty shall be governed by
and construed in accordance with the laws of the State of New York. Any
provision hereof which may prove unenforceable under any law shall not affect
the validity of any other provision hereof.
IN WITNESS WHEREOF, each of the undersigned has hereunto set
his hand and his or its seal the day and year first above written, intending and
declaring this to be a duly sealed instrument.
Witness: Electronic Hardware Corp. (L.S.)
----------------------------------------
Address
----------------------------------------
By: /s/ Xxxxx Xxxxxxx (L.S.)
----------------------------------------
Xxxxx Xxxxxxx, Address
----------------------------------------
(L.S.)
----------------------------------------
Address
----------------------------------------
Individual(s) Acknowledgment
STATE OF NEW YORK
s.s.:
COUNTY OF NEW YORK
On this ______________, day of __________________, 19___,
before me personally appeared _________________________________________ to me
known, and known to me to be the individual(s) described in and who executed the
foregoing instrument and (t)(s)he(y) duly acknowledged to me that (t)(s)he(y)
executed the same.
-----------------------------------------
Notary Public
Partnership Acknowledgment
STATE OF NEW YORK
s.s.:
COUNTY OF NEW YORK
On this ______________, day of __________________, 19___,
personally appeared _____________________________________________________ to me
known and known to me to be the members of the partnership of _________________
_____________________________ mentioned and described in and which executed the
foregoing instrument, and the said members duly acknowledged to me that they
executed said instruments for and on behalf of and with the authority of the
said firm of _________________________________ for the uses and purposes therein
mentioned.
-----------------------------------------
Notary Public
Corporate Acknowledgment
STATE OF NEW YORK
s.s.:
COUNTY OF SUFFOLK
On this 28th, day of November, 1995, before me personally came
Xxxxx Xxxxxxx to me known who, being duly sworn, did depose and say that he
resides at 000 Xxxxx Xxxxxx Xxxx, Xxxxxxxxxxx; that he is the _________________
____________________ of the Electronic Hardware Corp., the corporation described
in and which executed the above instrument; that he knows the seal of said
corporation; that the seal affixed to said instrument is such corporate seal;
that it was so affixed by order of the Board of Directors of said corporation,
and that he signed his name thereto by like order.
[end of page 2]
ASSIGNMENT OF LEASES AND RENTS
THIS ASSIGNMENT, made the 28th day of November 1995, by Xxxxx X.
Xxxxxx and Xxxxx Xxxxxxx d/b/a K&G Realty Associates, Owner, to LONG
ISLAND COMMERCIAL BANK, a New York banking corporation, having an office
at One Suffolk Square, Islandia, New York, Mortgagee
WITNESSETH, that whereas the Owner has title to the premises,
and the Mortgagee now holds a mortgage thereon and in order to better
secure the payment of the said mortgage and the performance of all of the
terms, covenants and conditions of the said mortgage and of the note or
other obligation which it secures;
NOW THEREFORE, THIS ASSIGNMENT WITNESSETH, as follows:
1. That the owner does hereby transfer and assign unto the said
Mortgagee and its assigns forever, all of the rents, revenue, issues and
profits now due and hereafter to become due from the mortgaged premises
above described, and also all leases, sub-leases and rental agreements
now or hereafter affecting the said premises together with any and all
renewals, extensions, replacements or amendments thereto.
2. The Mortgagee is hereby given and granted full power and
authority, as principal:
a) enter upon and take possession of said premises; to demand,
collect and receive from the tenant or tenants now or hereafter in
possession of the said premises, or any part thereof, or from other
persons liable therefor, all of the rents and revenues from such tenant
or tenants or other persons, which may now be due and unpaid and which
may hereafter become due; to institute and carry on all legal proceedings
necessary for the protection of the above described premises, including
such proceedings as may be necessary to recover the possession of the
whole or of any part of said premises; to institute and prosecute any and
all suits for the collection of rents and all other revenues from said
premises which may now be due and unpaid and which may hereafter become
due; to institute and prosecute summary proceedings for the removal of
any tenant or tenants or other persons from said premises; and to pay the
cost and expenses of all such suits and proceedings out of the rents and
other revenues received;
b) To maintain said premises and keep the same in repair; to
pay, out of the rents and other revenues received, the costs thereof and
of services of all employees, including their equipment, and of all of
the expenses of maintaining and keeping said premises in repair and in
proper condition, also all interest on the principal sum of the note and
mortgage above mentioned, now due and unpaid or hereafter to become due,
and all of the principal sum of said note and mortgage now due and unpaid
or hereafter to become due, and also all taxes, assessments and water
rates now due and unpaid or which may hereafter become due and a charge
or lien upon said premises, and to pay interest and principal now due and
unpaid or hereafter becoming due on other mortgages affecting the same
premises;
c) To execute and comply with all the laws of the State of New
York, and also all laws, rules, orders, ordinances and requirements of
any and all Governmental Agencies affecting said premises and to pay the
costs thereof out of the rents and other revenues received;
d) To rent or lease the whole or any part of said premises for
such term or terms and on such conditions as to the said Mortgagee may
seem proper;
e) To employ an agent or agents to rent and manage said
property and to collect the said rents and other revenues thereof, and to
pay the reasonable value of its or their services out of the rents and
revenues received;
f) To act exclusively and solely in the place and stead of the
Owner, and to have all of the powers as Owner, as possessed by the said
Owner, for the purposes aforesaid.
(3) The Owner hereby authorizes and empowers the Mortgagee to
effect general liability insurance, boiler insurance, plate glass
insurance, rent insurance, workers' compensation law insurance, fire
insurance and generally such other insurance as is customarily effected
by an owner of real property of a style and kind of the premises above
described, or as the Mortgagee may deem advisable or necessary to effect,
and to pay the premiums and charges therefor out of the said rents and
other revenues received.
(4) The Mortgagee, in its sold discretion, shall, from time to
time, determine to which one or more of the purposes aforesaid the said
rents and revenues shall be applied and the amount to be applied thereto.
(5) Nothing contained in this instrument shall prejudice or be
construed to prejudice the right of the Mortgagee to commence and
prosecute, or to prevent the Mortgagee from commencing and prosecuting
any action which it may deem advisable, or which it may be entitled to
commence and prosecute for the foreclosure of the above mentioned note
and mortgage, or to prejudice any other rights of the Mortgagee; nor
shall this instrument be construed to waive any defaults now existing or
which may occur under said note and mortgage; nor shall this instrument
be construed as granting a forbearance or extension of time of payment.
(Page 1 of 3)
(6) This assignment of leases and rents shall be held by the
Mortgagee as additional and further security for the payment of the
principal amount of the aforesaid mortgage and for the performance of all
the terms, covenants and conditions of said note and mortgage, it being
understood however, that the Mortgagee shall not apply or enforce this
assignment so long as the Mortgagor or other Owner of the property shall
fully and promptly pay the items required to be paid by said note and
mortgage and provided further that the mortgagor or other Owner of the
property shall fully and faithfully perform all the terms, covenants and
conditions of the said note and mortgage and the Leases assigned
hereunder; and it being further understood that immediately upon default
by the Mortgagor or other Owner of the property in the performance of any
of the terms, covenants and conditions of said note and mortgage or
immediately upon the failure of the mortgagor or other Owner of the
property to make any of the payments required to be made by said note and
mortgage, or failure to perform its obligation under leases assigned
hereunder and upon the occurrence of any default whatsoever, the
Mortgagee may immediately apply and enforce this assignment and exercise
the rights and remedies thereunder, without previous or prior notice to
the mortgagor or other Owner of the property; and thereupon this
assignment shall be and continue in full force and effect. Any failure or
omission to enforce this assignment for any period of time shall not
impair the force and effect thereof or prejudice the rights of the
Mortgagee, nor shall the Mortgagee be required under this agreement to
exercise or enforce any of the rights herein granted to it, all the
matters herein contained being strictly discretionary with the said
Mortgagee.
(7) In pursuance of the provisions of Real Property Law Section
291-f, the owner for itself, its successors and assigns, covenants and
agrees that it
a) will not orally or in writing cancel, modify, surrender or
renew any of such leases or diminish the obligations of the lessees
thereunder or release any one or more tenants from their respective
obligations under such leases without previous written consent of the
Mortgagee;
b) will not institute any proceedings for the dispossess or
eviction of the tenant or tenants under any such leases without notifying
the Mortgagee thereof;
c) will not assign or pledge said rents or collect from any of
the tenants or lessees any rent or rentals for a period of more than one
month in advance of the due date thereof without written consent of the
Mortgagee;
d) will observe and perform all of the obligations imposed
upon the landlord in any such leases and will not do or permit to be done
anything to impair the security thereof;
e) will give to the Mortgagee written notice of any sublease
or assignment of any such leases given by the tenant.
Any violation of these covenants shall constitute a default under the
mortgage, and in such event, the whole amount of the principal then
remaining unpaid shall immediately become due and payable. These
covenants shall continue in full force and effect until the mortgage debt
is paid in full.
(8) The Mortgagee shall not be obligated to perform or
discharge, nor does it hereby undertake to perform or discharge any
obligation, duty or liability under said leases, or under or by reason of
Mortgagee exercising its rights under this agreement, and Owner shall and
does hereby agree to indemnify and to hold the Mortgagee harmless of and
from any and all liability, loss or damage which it may or might incur
under said leases or under or by reason of any alleged obligations or
undertaking on its part to perform or discharge any of the terms,
covenants or agreements contained in said leases or by virtue of its
operation, maintenance, control or use of the premises; should the
Mortgagee incur any such liability, loss or damage under said leases,
under or by reason of this assignment, or the operation, maintenance, use
or control of premises, or in the defense of any such claims or demands,
the amount thereof, including costs, expenses and reasonable attorney's
fees, shall be secured hereby, and Owner shall reimburse the Mortgagee
therefor immediately upon demand, and upon the failure of Owner to do so
the Mortgagee may declare all sums secured hereby immediately due and
payable and/or reimburse itself out of rents collected rom tenants.
(9) Mortgagee shall not be liable for any act omitted or taken
by it under this Assignment, except for gross negligence or bad faith.
(10) No security deposits under said lease have been assigned or
intended to be assigned.
IN WITNESS WHEREOF, the above instrument has been duly
executed by the Owner and, if a corporation, its seal thereunto duly
affixed.
XXXXX X. XXXXXX AND XXXXX XXXXXXX
d/b/a K&G REALTY ASSOCIATES (L.S.)
-----------------------------------------------
By: /s/ Xxxxx Xxxxxx (L.S.)
-----------------------------------------------
Xxxxx X. Xxxxxx by Xxxxx Xxxxxxx
his attorney-in-fact
By: /s/ Xxxxx Xxxxxxx
-----------------------------------------------
Xxxxx Xxxxxxx
(Page 2 of 3)
STATE OF NEW YORK )
ss.:
COUNTY OF Suffolk )
On the 28th day of November, 1995, before me came Xxxxx Xxxxxxx
to me known to be the individual described in, and who executed the
foregoing instrument, and he acknowledged that he executed the same.
STATE OF NEW YORK )
ss.:
COUNTY OF Suffolk )
On November 28, 1995 before me came Xxxxx Xxxxxxx to me known
and known to me to be the attorney in fact of Xxxxx X. Xxxxxx the
individual described in, and who by his attorney in fact executed the
foregoing instrument, and duly acknowledged before me that he executed
the same as the act and deed of Xxxxx X. Xxxxxx therein described, and
for the purposes therein mentioned mentioned by virtue of a power of
attorney duly executed by Xxxxx X. Xxxxxx, dated the ____ day of
_______________, 1995 and intended to be recorded immediately prior
hereto.
STATE OF NEW YORK )
ss.:
COUNTY OF )
On the day of , 19 , before me personally came
to me known to be the person(s) who executed the foregoing instrument, and who,
being duly sworn by me, did depose and say that he is(are) a member(s) of the
firm of , a co-partnership, and that he executed
the foregoing instrument in the firm name of , and that he had authority to sign
the same, and he acknowledged to me that he executed the same as the act and
deed of said firm for the uses and purposes therein mentioned.
TO THE TENANTS ON THE PREMISES DESCRIBED HEREIN:
An assignment of leases and rents covering premises occupied by
you has been delivered to LONG ISLAND COMMERCIAL BANK, and you are hereby
directed pursuant thereto to pay all rents, past due, due and to become
due, to the March 12, 1998 said Bank.
(Page 3 of 3)
SCHEDULE A
ALL that certain plot, piece or parcel of land, situate, lying and being
in the Town of Babylon, County of Suffolk and State of New York, being
more particularly bounded and described as follows:
BEGINNING at a point on the westerly side of Broad Hollow Road (NYS Rt.
110) as widened, distant northerly and westerly the following two courses
and distances from the corner formed by the intersection of the north
side of Main Street (Broadway) and the westerly side of Broad Hollow Road
(NYS Rt. 110);
1) northerly 1919 feet more or less to a point;
2) North 72 degrees, 22', 47" West 29.60 feet to the true point or place
of beginning;
RUNNING THENCE from said point of beginning and along the land now or
formerly of Xxxxxx Steel Products, Inc. and lands now or formerly of E&L
Products, Inc., North 72 degrees, 22', 47" West 299.48 feet to a point
and lands now or formerly of Xxxxx and Xxxxxxx Xxxxx;
RUNNING THENCE along said land now or formerly of Xxxxx and Xxxxxxx
Xxxxx, North 20 degrees, 17', 53" East a distance of 138.60 feet to a
point;
RUNNING THENCE South 72 degrees, 22', 47" East 309.12 feet to a point and
the westerly side of Broad Hollow Road (NYS Rt. 110);
RUNNING THENCE along the westerly side of Broad Hollow Road (NYS Rt. 110)
the following two courses and distances:
1) along an arc of a curve having a radius of 2200.84 feet and a length of
8.83 feet;
2) along an arc of a curve bearing to the left having a radius of 9059.53
feet and a length of 130.58 feet to the point or place of BEGINNING.
1
