NON-RECOURSE ASSIGNMENT OF CASH FLOW NOTE
NON-RECOURSE ASSIGNMENT OF CASH FLOW NOTE |
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THIS NON-RECOURSE ASSIGNMENT OF CASH FLOW NOTE ("Assignment") dated as of May 15, 2001, by and between INTERSTATE GENERAL COMPANY, L.P., a Delaware limited partnership (the "Assignor") and INTERSTATE BUSINESS CORPORATION, a Delaware corporation (the "Assignee"). |
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WITNESSETH |
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WHEREAS, Assignor is the maker of certain promissory notes payable to Assignee and certain affiliates of the assignee, specifically, Insular Properties Limited Partnership, a Delaware limited partnership, Santa Xxxxx Associates, S.E., a Puerto Rico special partnership, and El Monte Properties, S.E., as reflected on the attached schedules (Working Capital Notes); |
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WHEREAS, Assignor is the holder of that certain Cash Flow Note dated as of May 15, 2000, and made by Land Development Associates, S.E., a Puerto Rico special partnership ("LDA") and payable to Assignor in the principal amount of $7,575,411.30 (the "LDA Note"); |
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WHEREAS, pursuant to that certain Pledge and Security Agreement dated as of March 31, 2000, Assignor, as pledgor, pledged the LDA Note to Assignee, as pledgee, as security for the Working Capital Note (the "Pledge Agreement"); |
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WHEREAS, Assignor now desires to assign the LDA Note to Assignee and Assignee is willing to accept such assignment on the terms and conditions set forth herein below; |
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NOW THEREFORE, in consideration of the foregoing and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Assignor and Assignee hereby agree as follows: |
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IN WITNESS WHEREOF, Assignor and Assignee each has caused this Assignment to be executed and delivered as its act and deed. |
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ATTEST: |
ASSIGNOR: |
INTERSTATE GENERAL COMPANY L.P. |
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By: /s/ Xxxx Xxxxxx Xxxxxxx |
By: Interstate General Management Corporation, Managing General Partner |
Title: Secretary |
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/s/ Xxxx Xxxxxx Xxxx Xxxxxx, Vice President / CFO |
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ASSIGNEE: |
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INTERSTATE BUSINESS CORPORATION |
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By: /s/ Xxxx Xxxxxx Xxxxxxx |
By: Interstate General Management Corporation, Managing General Partner |
Title: Secretary |
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/s/ Xxxxx X. Xxxxx Xxxxx X. Xxxxx, Vice President |
STATE OF MARYLAND, COUNTY OF XXXXXXX to wit:
I HEREBY CERTIFY that on this 15th day of May, 2001 before me, the undersigned Notary Public of the State of Maryland, in and for the County of Xxxxxxx, personally appeared XXXX XXXXXX, known to me to be the VICE PRESIDENT/CFO of INTERSTATE GENERAL MANAGEMENT CORPORATION, Managing General Partner of INTERSTATE GENERAL COMPANY, L.P., who executed the foregoing on behalf of such corporation for the purposes therein contained by signing the name of the corporation by himself as such Vice President / CFO.
IN WITNESS WHEREOF, I have hereunto set my hand and official seal.
/s/ Xxxx Xxxxxx Xxxxxxx Notary Public |
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My commission expires: 01/01/05 |
STATE OF MARYLAND, COUNTY OF XXXXXXX to wit:
I HEREBY CERTIFY that on this 15th day of May 2001, before me, the undersigned Notary Public of the State of Maryland, in and for the County of Xxxxxxx, personally appeared
XXXXX X. XXXXX, known to me to be the VICE PRESIDENT of INTERSTATE BUSINESS CORPORATION, who executed the foregoing on behalf of such corporation for the purposes therein contained by signing the name of the corporation by herself as such Vice President.
IN WITNESS WHEREOF, I have hereunto set my hand and official seal.
/s/ Xxxx Xxxxxx Xxxxxxx Notary Public |
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My commission expires: 01/01/05 |