PROMISSORY NOTE
$9,765,000.00 Dated: June 30,1998
FOR VALUE RECEIVED, the undersigned, XXXXXX XXXXXX PARTNERS
LIMITED PARTNERSHIP, a Washington limited partnership
("Borrower"), HEREBY PROMISES TO PAY to the order of
DEUTSCHE BANK AG, NEW YORK BRANCH or its registered assigns
(the "Lender") for the account of its Applicable Lending
Office (as defined in the Credit Agreement referred to
below) the aggregate principal amount of NINE MILLION SEVEN
HUNDRED SIXTY-FIVE THOUSAND AND NO/100 DOLLARS
($9,765,000.00) owing to the Lender by Borrower pursuant to
the Credit Agreement dated as of the date hereof (as
amended, supplemented or otherwise modified from time to
time, the "Credit Agreement"; terms defined therein being
used herein as therein defined) among Borrower and the
Lender on the dates and in the amounts specified in the
Credit Agreement.
Borrower promises to pay to Lender or its registered assigns
interest on the unpaid principal amount of the Loan from the
date of the Loan until such principal amount is paid in
full, at such interest rates, and payable at such times, as
are specified in the Credit Agreement.
Both principal and interest are payable in lawful money of
the United States of America to Deutsche Bank AG, New York
Branch, as Lender, at Lender s Account, in same day funds.
This Promissory Note is the Note referred to in, and is
entitled to the benefits of, the Credit Agreement. The
Credit Agreement, among other things, (i) provides for the
making of a single advance (the "Loan") by the Lender to
Borrower in an aggregate amount not to exceed the U.S.
dollar amount first above mentioned, the indebtedness of
Borrower resulting from such Loan being evidenced by this
Promissory Note, and (ii) contains provisions for
acceleration of the maturity hereof upon the happening of
certain stated events and also for prepayments on account of
principal hereof prior to the maturity hereof upon the terms
and conditions therein specified. The obligations of
Borrower under this Promissory Note, and the obligations of
the other Loan Parties under the Loan Documents, are secured
by the Collateral as provided in the Loan Documents.
All parties now and hereafter liable with respect to this
Promissory Note hereby waive presentment, demand, protest
and all other notices of any kind.
[SIGNATURE PAGE TO FOLLOW)
This Promissory Note shall be governed by, and construed and
interpreted in accordance with, the laws of the State of
Washington.
PLEASE BE ADVISED THAT ORAL AGREEMENTS OR
ORAL COMMITMENTS TO LOAN MONEY, EXTEND
CREDIT OR FORBEAR FROM ENFORCING
REPAYMENT OF A DEBT ARE NOT ENFORCEABLE
UNDER WASHINGTON LAW.
XXXXXX XXXXXX PARTNERS LIMITED PARTNERSHIP,
a Washington limited partnership
By: Columbia Pacific Master Fund 98 General Partnership, a
Washington general partnership
By: Columbia Pacific Growth Fund 98 Limited Partnership, a
Washington limited partnership, its partner
By: B.F. Limited Partnership, a Washington limited
partnership, its general partner
By: Columbia Pacific Group, Inc., a Washington corporation,
its general partner
By: /s/: Xxxxxx X. Xxxx
Name: Xxxxxx X. Xxxx
Title: President
Recording Requested By And When Recorded Mail To:
Xxxxxxx X. Xxxxxx, Esq.
Xxxxxxxx & Sterling
000 Xxxxxxxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
DEED OF TRUST, TRURT INDENTURE, ASSIGNMENT, ASSIGNMENT OF
RENTS, SECURITY AGREEMENT, INCLUDING FIXTURES, FIXTURE
FILING AND FINANCING STATEMENT
Grantor (Borrower): Xxxxxx Xxxxxx Partners Limited
Partnership
Grantee (Lender): Deutsche Bank AG
Grantee (Trustee): Chicago Title Insurance Company
Legal Description (abbreviated):Part of Block B, Amended
Plat of Blocks A and B of Second Addition to the Railroad
Addition to Spokane Falls (now Spokane), according to Plat
Recorded in Volume A of Plats, Page 10, in the City of
Spokane, Spokane County, Washington, more particularly
described in Exhibit A attached hereto.
Assessor's Tax Parcel ID# 35192.522l
