EXHIBIT 10.22.1
Prepared by and after
recording return to:
M. Xxxxx Xxxxx
Xxxxxxx & Xxxxx, P.A.
000 Xxxxx Xxxxx Xxxxxx, 00xx Xxxxx
Xxxxxxxxxxxx, XX 00000
RECEIPT FOR FUTURE ADVANCE AND MORTGAGE AND MORTGAGE NOTE
MODIFICATION, CONSOLIDATION AND EXTENSION AGREEMENT
THIS AGREEMENT is made as of the 23rd day of May, 2002, by TRAILER
BRIDGE, INC., a Delaware corporation (the "Mortgagor"), whose address is 00000
Xxx Xxxxxx Xxxx Xxxx, Xxxxxxxxxxxx, Xxxxxxx 00000, in favor of TRANSPORTATION
RECEIVABLES 1992, LLC, a Delaware limited liability company (the "Mortgagee"),
whose address is x/x Xxxxxxxxxx, Xxxxxxxxxx & Xxxx, 000 Xxxxxx Xxxx, Xxx Xxxx,
Xxx Xxxx 00000.
RECITALS
The Mortgagor has made and delivered that certain Mortgage, dated
December 31, 2001 in favor of the Estate of Xxxxxx X. XxXxxx ("Estate"),
recorded in Official Records Book 10298, Page 2376, of the official records of
Xxxxx County, Florida (as corrected by document recorded in Volume 10343, page
1217 of the official records of Xxxxx County, Florida, the "Original Mortgage")
to secure certain indebtedness of the Mortgagor to Estate pursuant to Promissory
Note dated November 30, 2001 (the "Original Note"), which Original Note and
Original Mortgage have been assigned to Mortgagee. The Original Note has been
consolidated with that certain Future Advance Note, in the original principal
amount of $2,000,000.00 made by Mortgagor in favor of Mortgagee and dated the
date hereof (the "Future Advance Note") by that certain Consolidated Promissory
Note in the original principal amount of $5,000,000.00 made by the Mortgagor in
favor of the Mortgagee and dated the date hereof (the "Consolidated Note"). The
Future Advance Note and the advance evidenced thereby constitute a future
advance under the Original Mortgage. The Future Advance Note and the
Consolidated Note are by reference made a part hereof to the same extent as
though set out in full herein. This Agreement amends the Original Mortgage to
confirm that the indebtedness of Mortgagor to Mortgagee under the Original Note
and the Future Advance Note, as evidenced and consolidated by the Consolidated
Note, are secured by Original Mortgage (as amended hereby and subsequently
amended). The Future Advance Note and the Consolidated Note are made and
delivered under and entitled to the benefits of that certain Loan Agreement,
dated as of May 10, 2002
DOCUMENTARY STAMP AND INTANGIBLES TAXES HAVE BEEN PAID ON A PORTION OF THE
INDEBTEDNESS SECURED HEREBY, AS SHOWN ON THE ORIGINAL MORTGAGE RECORDED IN OR
BOOK 10298, PAGE 2376, PUBLIC RECORDS OF XXXXX COUNTY, FLORIDA. DOCUMENTARY
STAMP AND INTANGIBLES TAXES ON THE REMAINING INDEBTEDNESS ARE AFFIXED HERETO.
(as amended from time to time, the "Loan Agreement"; capitalized terms used and
not otherwise defined herein shall have the meanings assigned thereto in the
Loan Agreement).
The Consolidated Note, and the Original Note and the Future Advance Note
consolidated thereby, are herein referred to as the "Note" and evidence the
Liabilities, as defined in the Original Mortgage.
NOW THEREFORE, for good and valuable consideration, the parties
agree as follows:
1. The Original Mortgage provides that future advances shall be
secured thereby to the extent set forth therein. The Future Advance Note and all
advances thereunder shall be future advances under the Mortgage. The
indebtedness evidenced thereby and by the Consolidated Note shall be
"Liabilities" as defined in the Original Mortgage. All obligations now or
hereafter evidenced by the Consolidated Note shall be secured by a lien on the
Property described in the Original Mortgage to the same extent as if all such
sums were advanced on the original date of the Original Mortgage. Each of the
Loan Agreement and the other Loan Documents (as defined therein) shall be "Loan
Documents" as defined in the Original Mortgage.
2. The Consolidated Note matures May 23, 2004, and the term of
the Original Mortgage is hereby extended to match the maturity of the
Consolidated Note.
3. The lien and operation of the Original Mortgage shall continue
in full force and effect as modified and extended herein. This Agreement shall
be binding upon and shall inure to the benefit of the successors and assigns of
the Mortgagor and the Mortgagee. This Agreement shall not constitute a novation.
IN WITNESS WHEREOF, the undersigned have executed this instrument as
of the day and year above first written.
Signed, sealed and delivered
in the presence of: TRAILER BRIDGE , INC.
/s/ Xxxx X. Xxxxxx By: /s/ Xxxxx X. Xxxx
------------------------------- -----------------------------------
Print Name: Xxxx X. Xxxxxx Name: Xxxxx X. Xxxx
Title: President and C.O.O.
/s/ Xxxxx X. Xxxxxxx
-------------------------------
Print Name: Xxxxx X. Xxxxxxx
2
STATE OF Florida
COUNTY OF Xxxxx
The foregoing instrument was executed, acknowledged and delivered
before me this 17th day of May, 2002, by Xxxxx X. Xxxx, the President and
C.O.O. of Trailer Bridge, Inc., on behalf of the corporation. He or she is
PERSONALLY KNOWN TO ME or has produced ________N/A__________ as identification.
/s/ Xxxx X. Xxxxx
----------------------------------------
Notary Public, State and County
Aforesaid
Print Name: Xxxx X. Henri
My commission expires: 10/24/04
My commission number: CC977830
(NOTARIAL SEAL)
TRANSPORTATION RECEIVABLES 1992, LLC
By The Estate of X. X. XxXxxx, Member
/s/ Xxxxx Xxxxxxx By: /s/ Xxxx X. XxXxxx
------------------------------- -------------------------------------
Print Name: Xxxxx Xxxxxxx Name: Xxxx X. XxXxxx
title: Co-Executor
/s/ Xxxxxxx X. Xxxx
-------------------------------
Print Name: Xxxxxxx X. Xxxx
/s/ Xxxx X. Xxxxxx By: /s/ X. Xxxxxxxx Meyercord
------------------------------- -------------------------------------
Print Name: Xxxx X. Xxxxxx Name: X. Xxxxxxxx Meyercord
Title: Co-Executor
/s/ Xxxx X. Xxxxxx
-------------------------------
Print Name: Xxxx X. Xxxxxx
0
XXXXX XX Xxx Xxxx
XXXXXX XX Xxx Xxxx
The foregoing instrument was executed, acknowledged and delivered
before me this 21st day of May, 2002, by Xxxx X. XxXxxx, Co-executor of the
Estate of X.X. XxXxxx, the Member of Transportation Receivables 1992, LLC, on
behalf of the company. He or she is personally known to me.
/s/ Xxxxxxx X. Xxxxxxx, Xx.
----------------------------------------
Notary Public, State and County
Aforesaid
Print Name: Xxxxxxx X. Xxxxxxx, Xx.
My commission expires: 7/31/06
My commission number: 02G0-4837705
(NOTARIAL SEAL)
STATE OF New York
COUNTY OF New York
The foregoing instrument was executed, acknowledged and delivered
before me this 21st day of May, 2002, by X. Xxxxxxxx Xxxxxxxxx, Co-executor of
the Estate of X.X. XxXxxx, the Member of Transportation Receivables 1992, LLC,
on behalf of the company. He or she is personally known to me or has produced
driver's license as identification.
/s/ Xxxx Xxxxxxxxx
----------------------------------------
Notary Public, State and County
Aforesaid
Print Name: Xxxx Xxxxxxxxx
My commission expires: 10/19/05
My commission number: 00-0000000
(NOTARIAL SEAL)
4