EXHIBIT 10.36
XXXXXXXXXX REALTY INVESTORS
Revolving Credit Note
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$20,000,000 September 20, 1995
FOR VALUE RECEIVED, the undersigned, Xxxxxxxxxx Realty Investors, a Texas
real estate investment trust, hereby promises to pay to the order of
COMMERZBANK, A.G. (the "Bank") the principal sum of TWENTY MILLION AND 00/100
DOLLARS ($20,000,000) or the aggregate principal amount of Advances made
pursuant to the Credit Agreement hereinafter mentioned and outstanding as of the
maturity hereof, whether by acceleration or otherwise, whichever may be the
lesser, on or before the Termination Date, together with interest on any and all
amounts remaining unpaid hereon from time to time from the date hereof
until maturity, payable as described in the Credit Agreement, and at maturity,
in the manner and at the rates per annum as set forth in the Credit Agreement
dated as of November 22, 1994, between the undersigned, Texas Commerce Bank
National Association, as Agent, and the other banks which are party thereto, as
such agreement has been heretofore amended, as amended by that certain Fourth
Amendment to Credit Agreement, dated as of even date herewith between the
undersigned, the Agent and the banks which are party thereto, and as hereafter
amended or otherwise modified from time to time (the "Credit Agreement").
Capitalized terms used but not otherwise defined herein shall have the same
respective meanings ascribed to them as in the Credit Agreement.
If any payment of principal or interest on this Note shall become due on a
day which is not a Business Day, such payment shall be made on the next
succeeding business day, and such extension of time shall in such case be
considered in computing interest in connection with such payment.
Payments of both principal and interest are to be made in immediately
available funds at the office of the Agent, 000 Xxxx Xxxxxx, Xxxxxxx, Xxxxx, or
such other place as the holder shall designate in writing to the maker.
If default is made in the payment of this Note and it is placed in the hands
of an attorney for collection, or collected through bankruptcy proceedings, or
if suit is brought on this Note, the maker agrees to pay reasonable attorneys'
fees in addition to all other amounts owing hereunder.
This Note is the Note provided for in, and is entitled to the benefits of,
the Credit Agreement, which, among other things, contains provisions for
acceleration of the maturity hereof upon the happening of certain stated events,
for prepayments of principal hereof prior to the maturity hereof upon terms and
conditions therein specified, and to the effect that no provision of the Credit
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Agreement or this Note shall require the payment or permit the collection of
interest in excess of the Highest Lawful Rate. It is contemplated that by reason
of prepayments hereon there may be times when no indebtedness is owing
hereunder; but notwithstanding such occurrences this Note shall remain valid and
shall be in full force and effect as to Advances made pursuant to the Credit
Agreement subsequent to each such occurrence.
Except as expressly provided in the Credit Agreement, the maker and any and
all endorsers, guarantors and sureties severally waive grace, notice of intent
to accelerate, notice of acceleration, demand, presentment for payment, notice
of dishonor or default, protest and notice of protest and diligence in
collecting and bringing of suit against any party hereto, and agree to all
renewals, extensions or partial payments hereon and to any release or
substitution of security herefor, in whole or in part, with or without notice,
before or after maturity.
With respect to the incurrence of certain liabilities hereunder and the
making of certain agreements by the Borrower as herein stated, such incurrence
of liabilities and such agreements shall be binding upon the Borrower only as a
trust formed under the Texas Real Estate Investment Trust Act pursuant to that
certain Restated Declaration of Trust dated March 23, 1998 (as it is amended
from time to time), and only upon the assets of such Borrower. No Trust Manager
or officer or other holder of any beneficial interest in the Borrower shall have
any personal liability for the payment of any indebtedness or other liabilities
incurred by the Borrower hereunder or for the performance of any agreements made
by the Borrower hereunder, nor for any other act, omission or obligation
incurred by the Borrower or by the Trust Managers except, in the case of a Trust
Manager, any liability arising from his own wilful misfeasance or malfeasance or
gross negligence.
XXXXXXXXXX REALTY INVESTORS
By: /s/ Xxxxxx Xxxxxxx Xxxxxxxxx, Xx.
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Name: Xxxxxx Xxxxxxx Xxxxxxxxx, Xx.
Title: Executive Vice President
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Page 2 of Revolving Credit Note dated September 20, 1995,
in the original principal sum of $20,000,000
payable to the order of Commerzbank, A.G.
