RESTATEMENT, EXTENSION,
ASSUMPTION and MODIFICATION AGREEMENT
BOUNDLESS TECHNOLOGIES, INC.
to
Independence Community Bank
June 24, 1999
Premises: 000 Xxxxxx Xxxxxxxxx
Xxxxxxxxx, Xxx Xxxx 00000
County of Suffolk
Block: 01
Lot: 005.000
Section: 000
Xxxxxxxx 0000
-xxx-
Block: 03
Lot: 002.002
Section: 181
District: 0800
RESTATEMENT, ASSUMPTION,
EXTENSION and MODIFICATION AGREEMENT
AGREEMENT, made the 24th day of June, 1999, between INDEPENDENCE COMMUNITY BANK,
its successors and/or assigns, 000 Xxxxxxx Xxxxxx, Xxxxxxxx, Xxx Xxxx 00000,
(sometimes hereinafter called the party of the first part or ICB), and Boundless
Technologies, Inc., 000 Xxxxxx Xxxxxxxxx, Xxxxxxxxx., Xxx Xxxx 00000
(hereinafter sometimes referred to as the party of the second part or
"Borrower").
W I T N E S S E T H :
WHEREAS, the party of the first part is the holder of the following
mortgage (the "Mortgage") and the note secured thereby ( the "Note"):
Mortgage dated the 9th day of December, 1994 made by Applied Digital Data
Systems, Inc. in the principal amount of $8,000,000.00 and recorded in the
Suffolk County Clerk's office on the 22nd day of December, 1994 in Liber 18899,
Page 434; and assigned to Independence Community Bank in the reduced principal
amount of $6,750,000 by assignment dated June 22, 1999 to be recorded herewith.
WHEREAS, the Note secured by the Mortgage was made by SunRiver Acquisition
Corp., an affiliate of Borrower and the obligations under the Note are being
assumed by Borrower pursuant to the terms hereof.
WHEREAS, Independence Community Bank and Borrower have mutually agreed to
modify, restate and extend the terms of the Mortgage and the Note secured
thereby in the manner hereinafter appearing.
NOW, THEREFORE, in pursuance of said agreement and in consideration of the
sum of One Dollar and other valuable consideration each to the other in hand
paid, receipt of which is hereby acknowledged, the parties hereto mutually
covenant and agree as follows:
Borrower hereby assumes all of the obligations of SunRiver Acquisition
Corp. under the Note.
THAT the lien of the Mortgage is modified and extended so that it shall
hereafter constitute a single lien, securing the principal sum of SIX MILLION
SEVEN HUNDRED FIFTY and NO/100 ($6,750,000) DOLLARS and interest, upon the real
property known as 000 Xxxxxx Xxxxxxxxx, more particularly described in Schedule
A hereto ("Premises").
THAT the total indebtedness as of June 24th, 1999 with respect to the
Mortgage and the Note secured thereby is $6,750,000.00.
THAT the time of payment of said principal sum secured by the Mortgage and
Note secured thereby, as modified by this Agreement is hereby extended, and/or
modified so that the same shall be due and payable in full on July 1, 2009.
THAT the Note and/or other agreements evidencing the obligations secured by
the Mortgage, shall be substituted for and replaced by a substitute note between
the party of the first part and the party of the second part of even date
herewith in the principal amount of $6,750,000.00, a copy of which is annexed
hereto as Exhibit B (the "Substitute Note") which shall substitute for and
replace, but not cancel the indebtedness of the Note and/or other agreements
evidencing the obligations secured by the Mortgage. All references in the
Mortgage to the "Note" shall be deemed to be references to the Substitute Note.
THAT, the party of the second part shall satisfy all payment obligations
under the Mortgage and the Note secured thereby by making all payments required
under the Substitute Note and the Mortgage (as restated by the Restated
Mortgage, as such term is defined below) and shall pay interest on the amount
owing on the Mortgage and Substitute Note secured thereby at the interest rate
set forth in the Substitute Note. The party of the second part also shall comply
with all of the terms of the Substitute Note secured by the Mortgage (as
restated) and shall comply with all of the terms of the Mortgage (as restated).
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THAT, the party of the second part shall satisfy the Mortgage (as restated)
and the Substitute Note secured thereby by making payments of principal and
interest as required therein.
AND, upon the aforesaid considerations and in consideration of the
modification, restatement and extension provided herein, the Borrower does
hereby assume, covenant and agree to pay said principal sum and interest as
above set forth as the same is hereby extended, restated and modified, and to
comply with the other terms of the Substitute Note and Mortgage (as restated).
The Borrower further covenants with the party of the first part as follows:
1. That the Borrower will pay the indebtedness as hereinbefore provided.
2. The Mortgage shall be restated by and Mortgagor shall comply with all of
the terms and conditions of the $6,750,000.00 Restated Mortgage dated June 24,
1999 annexed hereto as Exhibit C which Mortgage restates, replaces and amends
the terms of the Mortgage (the "Restated Mortgage").
3. That the Restated Mortgage shall constitute a complete amendment and
restatement of the terms of the Mortgage and shall substitute for and replace
all of the terms of the Mortgage. The Restated Mortgage shall be deemed
incorporated herein by reference and shall form part of the agreement of the
parties hereto as if fully set forth at length herein. That the principal and
interest hereby agreed to be paid shall be a lien on the Premises and shall be
evidenced by the Substitute Note and secured by the Mortgages as restated,
modified and extended herein. Any rights granted to the party of the first part
in the within Agreement and the Mortgage shall be supplemental to and not in
lieu of any rights granted to the party of the first part in the Restated
Mortgage.
4. This Agreement may not be changed or terminated orally. The covenants
contained herein shall be binding on the Borrower, their heirs, personal
representatives, successors and assigns and all subsequent owners,
encumbrancers, tenants and subtenants of the premises, and shall inure to the
benefit of the party of the first part, the personal representatives, successors
and assigns of the party of the first part and all subsequent holders of the
Mortgages as restated herein. The word "party" shall be construed as if it reads
"parties" whenever the sense of this Agreement so requires. 5. This Agreement
shall be governed by and construed in accordance with laws of the State of New
York.
IN WITNESS WHEREOF, this Agreement has been duly executed hereto the day
and year first above written.
In Presence of:
INDEPENDENCE COMMUNITY BANK
By: /s/
----------------------------
Xxxxxx Xxxxx
First Vice President
Boundless Technologies, Inc.
By: /s/
---------------------------
Xxxxxx Xxxxxxx
Vice President
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SCHEDULE A
PARCEL I
All that certain plot, piece or parcel of land with the buildings and
improvements thereon erected, situate, lying and being in the Town of Smithtown,
County of Suffolk and State of New York, being part of Lot 6 as shown on a
certain map entitled "Map of Marcus Industrial Park at Smithtown" and filed in
the Office of the Clerk of Suffolk County of October 4, 1967 as Map No. 4961
being bounded and described as follows:
BEGINNING at a point on the westerly side of Marcus Boulevard distant 333 feet
southerly from the corner formed by the intersection of the westerly side of
Marcus Boulevard with the southerly side of Arkay Drive:
RUNNING THENCE South 3 degrees 17 minutes 15 seconds East along the westerly
side of Marcus Boulevard 438.23 feet;
THENCE South 86 degrees 42 minutes 45 seconds West 690 feet;
THENCE North 3 degrees 17 minutes 15 seconds West along land now or formerly of
ITT Communications, Inc. 448.24 feet;
THENCE North 86 degrees 42 minutes 45 seconds East 254 feet;
THENCE South 3 degrees 17 minutes 15 seconds East 10.01 feet;
THENCE North 86 degrees 42 minutes 45 seconds East 436 feet to the westerly side
of Marcus Boulevard and the point or place of BEGINNING.
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SCHEDULE A
PARCEL II
All that certain plot, piece or parcel of land with the buildings and
improvements thereon erected, situate, lying and being at Hauppauge, in the Town
of Smithtown, County of Suffolk and State of New York, being part of Lot No. 6
on a certain map entitled "Map of Suffolk County Business Center Section No. 2"
filed in the Office of the Clerk of the County of Suffolk on August 31, 1978 as
Map No. 6715 bounded and described as follows:
BEGINNING at a point on the southerly side of Arkay Drive, also known as Xxxxxx
Drive, distant 670.00 feet westerly along the same from the northwesterly end of
the curve connecting said southerly side of Arkay Drive with the westerly side
of Marcus Boulevard; and
RUNNING THENCE southerly along the westerly map line of "Marcus Industrial Park"
south 3 degrees 15 minutes 52 seconds East, a distance of 791.23 feet;
THENCE westerly, south 86 degrees 44 minutes 08 seconds West, a distance of
450.00 feet;
THENCE northerly, North 3 degrees 15 minutes 52 seconds West, a distance of
791.23 feet to the southerly side of Arkay Drive; and
THENCE easterly, North 86 degrees 44 minutes 08 seconds East, along the
southerly side of Arkay Drive, a distance of 450.00 feet to the point or place
of BEGINNING.
* * * *
Exhibit 13 (Restated Promissory Note) and Exhibit 14 (Restated Mortgage) to this
Restatement, Assumption, Extension and Modification Agreement are filed as
separate exhibits to the registrant's Form 10-Q.
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