Return after Recording to: SFNB Loan No. 179226-6
SEAFIRST/XXXX
X.X. Xxx 0000
Xxxxxxx, XX 00000-0000
ATTN: Xxxxx Xxxxx
NOTE AND DEED OF TRUST MODIFICATION AGREEMENT
THIS AGREEMENT made and entered into by and between IDS/SHURGARD INCOME
GROWTH PARTNERS X.X. XX, a Washington limited partnership (hereinafter referred
to as "Grantor") and SEATTLE-FIRST NATIONAL BANK, a national banking association
(hereinafter referred to as "Beneficiary"):
WITNESSETH:
WHEREAS, Grantor heretofore executed and delivered a certain Deed of Trust
between Grantor, DWTR & J Corp., as Trustee, and Beneficiary, dated June 24,
1992 (hereinafter referred to as "said Deed of Trust"), which Deed of Trust was
recorded on the 4th day of September, 1992 as Instrument No. 9209041656, records
of King County, Washington, said Deed of Trust being made to secure one Note
dated June 24, 1992 executed by Grantor (hereinafter referred to as "said
Note"), for the aggregate principal sum of ONE MILLION EIGHT HUNDRED THOUSAND
AND NO/100 DOLLARS ($1,800,000.00) with interest and also such further sums as
may be advanced or loaned by Beneficiary to Grantor. As used herein, the
"Property" refers to all of the property which is affected by said Deed of
Trust.
AND WHEREAS, Grantor represents that 1) it is now the sole owner of the
Property; 2) that the portion of the Property which is personal property is free
and clear of any security agreements, reservations of title and conditional
sales contracts; 3) that there is no financing statement affecting any such
personal property on file in any public office other than financing statements
in favor of Beneficiary; and 4) that the lien of the Deed of Trust shall
continue to have the same priority upon the Property. Beneficiary represents
that it is the legal owner and holder of said indebtedness and the Note and Deed
of Trust evidencing and securing the same, and said parties mutually agree to
modify the said Note and Deed of Trust as hereinafter provided;
NOW, THEREFORE, in consideration of the premises, the promises and
agreements between the said parties hereinafter contained, and the mutual
benefits accruing to the undersigned parties, the parties hereto for themselves
and their respective successors and assigns do hereby agree as follows:
1. That said Note is hereby amended to add the following:
Interest Rate Adjustments.
The interest rate will be adjusted on September 8, 1997 in accordance with
the provisions set forth below.
Interest on the whole principal shall be fixed on the date set forth above
and on those dates which will be the day after the then expiration day of the
prior fixed rate period until maturity, upon written notice to the holder
hereof, provided, however, that the length of time period for which the rate may
be fixed is subject to the availability to the holder hereof of matchfunding
opportunities for an equivalent time period and, that such time period shall be
for either 6-months, 1-year, 3-years, 5-years or 7-years, at Maker's option,
except that no fixed rate period may extend beyond the maturity date of this
Note.
Said fixed interest rate shall be Seattle-First National Bank's reserve-
adjusted "Fixed Rate Index" for the period for which the rate is being fixed and
the remainder of the original 20-year amortization schedule, rounded upward to
the next highest one-eighth of one percent (0.125%), plus two and one-half
percent (2.5%) per annum. The Fixed Rate Index will be adjusted at the holder's
option to reflect the holder's cost of statutory reserves, deposit insurance,
regulatory capital, taxes and assessments, if any, as set forth below. Said
Fixed Rate Index will be that quoted on the day the rate is fixed, which will be
the day after the expiration of the prior fixed rate period. If such day is not
a business day, then the Fixed Rate Index for the last prior business day will
be used. The funds will be fixed at the fixed rate corresponding to the time
period chosen by maker so long as Maker's written notice is received by the
holder at least two business days prior to the end of the then current fixed
rate period. If such notice is not received by holder, holder will fix the rate
for 6-month periods upon expiration of the then current fixed rate period based
on the 6-month Fixed Rate Index plus 2.50% per annum.
The amount of adjustment for reserves, deposit insurance, regulatory
capital, taxes and assessments may change on any Interest Change Date depending
on such charges being assessed against holder at that time. Such charges may
change due to various factors, including but not limited to, changes in the
requirements for reserves and capital adequacy promulgated by the Federal
Reserve System of the United States and/or other state and federal regulatory
agencies, statutory changes affecting holder, and/or imposition of taxes, FDIC
fees and/or assessments. Each determination of an adjustment amount shall be
made by the holder in its sole and absolute discretion and shall be conclusive
and binding upon maker and shall be determined without benefit
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of or credit for prorations, exceptions or offsets that may be available to the
holder from time to time.
The monthly payment will be recalculated at the beginning of each fixed
rate period at the fixed rate using an amortization term that will amortize the
loan over the remainder of the original 20-year amortization schedule. The
holder will mail or deliver to the undersigned a notice of any changes in the
monthly payment before the effective date of any change.
2. That, except insofar as herein expressly changed, all terms, covenants
and provisions of said Note and Deed of Trust and the obligation evidenced and
secured thereby shall remain in full force and effect and are hereby expressly
ratified and confirmed by the parties hereto. This Agreement, together with all
other loan documents, supersede all oral negotiations and prior and other
writings with respect to their subject matter and are intended by the parties as
the complete and exclusive statement of the terms agreed to by the parties. If
there is any conflict between the terms, conditions and provisions of this
Agreement and those of any other agreement or instrument, including any of the
other loan documents, the terms, conditions and provisions of this Agreement
shall prevail.
SIGNED, SEALED AND DELIVERED this 19th day of November, 1992.
BENEFICIARY:
SEATTLE-FIRST NATIONAL BANK, a
national banking association
By XXXXXXX X. XXXXXXXXX
-------------------------------------
Title: Assistant Vice President
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GRANTOR:
IDS/SHURGARD INCOME GROWTH PARTNERS
LP. II, a Washington limited partnership
By:Shurgard Associates LP. II,
a Washington limited partnership,
general partner
By:Shurgard General Partner, Inc., a
Washington corporation, general
partner
By Xxxxxxx Xxxx
-------------------------------------
Its Treasurer
By Xxxxxxx X. Xxxxx
-------------------------------------
Xxxxxxx X. Xxxxx, general partner
By Xxxxxx X. Xxxxx
-------------------------------------
Xxxxxx X. Xxxxx, general partner
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GUARANTOR(S)
The following Guarantors hereby acknowledge and agree with above described
amendment to the Loan's terms and conditions, and further ratify and confirm
their Guaranty dated June 23, 1992.
SHURGARD GENERAL PARTNER, INC.,
a Washington corporation
By:Xxxxxxx Xxxx
------------------------------------
Its Treasurer
By:
------------------------------------
Its:
------------------------------------
Xxxxxxx X. Xxxxx
---------------------------------------
XXXXXXX X. XXXXX
STATE OF WASHINGTON )
) ss.
COUNTY OF KING )
On this 15 day of December, 1992, before me personally appeared Xxxxxxx
Xxxx, to me known (or proven on the basis of satisfactory evidence) to be the
Treasurer of SHURGARD GENERAL PARTNER, INC., a Washington corporation, the
corporation that executed the within and foregoing instrument, and acknowledged
said instrument to be the free and voluntary act and deed of said corporation,
for the uses and purposes therein mentioned, and on oath stated that he was
authorized to execute said instrument and on oath further stated that said
corporation is the general partner of SHURGARD ASSOCIATES X.X. XX, a Washington
limited partnership, and that said corporation was authorized to execute the
said instrument on behalf of said partnership and that said instrument was the
free and voluntary act and deed of said partnership for the uses and purposes
therein mentioned, and further stated that said limited partnership is the
general partner of IDS/SHURGARD INCOME GROWTH PARTNERS X.X. XX, a Washington
limited partnership, and that SHURGARD ASSOCIATES X.X. XX was authorized to
execute the said instrument on behalf of said partnership, and that said
instrument was the free and voluntary act and deed of said partnership for the
uses and purposes therein mentioned.
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IN WITNESS WHEREOF I have hereunto set my hand and official seal the day and
year first above written.
Xxxxxxx X. Xxxxxxx
----------------------------------------
NOTARY PUBLIC in and for the State of
Washington, residing at North Bend.
My appointment expires 3-23-94.
STATE OF WASHINGTON )
) ss.
COUNTY OF KING )
On this 15 day of December, 1992, before me personally appeared XXXXXXX X.
XXXXX, to me known (or proven on the basis of satisfactory evidence) to be the
general partner of SHURGARD ASSOCIATES, X.X. XX, a Washington limited
partnership, and that they were authorized to execute the said instrument on
behalf of said partnership and that said instrument was the free and voluntary
act and deed of said partnership for the uses and purposes therein mentioned,
and further stated that said limited partnership is the general partner of
IDS/SHURGARD INCOME GROWTH PARTNERS X.X. XX, a Washington limited partnership,
and that SHURGARD ASSOCIATES X.X. XX was authorized to execute the said
instrument on behalf of said partnership, and that said instrument was the free
and voluntary act and deed of said partnership for the uses and purposes therein
mentioned.
IN WITNESS WHEREOF I have hereunto set my hand and official seal the day
and year first above written.
Xxxxxxx X. Xxxxxxx
----------------------------------------
NOTARY PUBLIC in and for the State of
Washington, residing at North Bend. My
appointment expires 3/23/94.
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STATE OF WASHINGTON )
) ss.
COUNTY OF KING )
On this 15 day of December, 1992, before me personally appeared XXXXXX X.
XXXXX, to me known (or proven on the basis of satisfactory evidence) to be
general partner of SHURGARD ASSOCIATES, X.X. XX, a Washington limited
partnership, and that they were authorized to execute the said instrument on
behalf of said partnership and that said instrument was the free and voluntary
act and deed of said partnership for the uses and purposes therein mentioned,
and further stated that said limited partnership is the general partner of
IDS/SHURGARD INCOME GROWTH PARTNERS X.X. XX, a Washington limited partnership,
and SHURGARD ASSOCIATES X.X. XX was authorized to execute the said instrument on
behalf of said partnership, and that said instrument was the free and voluntary
act and deed of said partnership for the uses and purposes therein mentioned.
IN WITNESS WHEREOF I have hereunto set my hand and official seal the day
and year first above written.
Xxxxx X. Xxxxxxx
----------------------------------------
NOTARY PUBLIC in and for the State of
Washington, residing at North Bend. My
appointment expires 3-23-94.
STATE OF WASHINGTON )
) ss.
COUNTY OF KING )
On this 15 day of December , 1992, before me, personally appeared
Xxxxxxx X. Xxxxx and Xxxxxxx Xxxx to me known (or proven on the basis of
satisfactory evidence) to be the President and Treasurer respectively of
SHURGARD GENERAL PARTNER, INC., a Washington corporation, the corporation that
executed the within and foregoing instrument, and acknowledged said instrument
to be the free and voluntary act and deed of said corporation, for the uses and
purposes therein mentioned, and on oath stated that they were authorized to
execute said instrument and that the seal affixed, if any, is the corporate seal
of said corporation.
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IN WITNESS WHEREOF I have hereunto set my hand and official seal the day
and year first above written.
Xxxxxxx X. Xxxxxxx
----------------------------------------
NOTARY PUBLIC in and for the State of
Washington, residing at North Bend. My
appointment expires 3-23-94.
STATE OF WASHINGTON )
) ss.
COUNTY OF KING )
On this day personally appeared before me XXXXXXX X. XXXXX to me known (or
proven on the basis of satisfactory evidence) to be the individual described in
and who executed the within and foregoing instrument, and acknowledged that he
signed the same as his free and voluntary act and deed, for the uses and
purposes therein mentioned.
GIVEN UNDER my hand and official seal this 15 day of December, 1992
Xxxxx X. Xxxxxxx
----------------------------------------
NOTARY PUBLIC in and for the State of
Washington, residing at Seattle. My
appointment expires 5-4-96.
STATE OF WASHINGTON )
) ss.
COUNTY OF KING )
On this 29th day of March, 1993, before me personally appeared Xxxxxxx X.
Xxxxxxxxx, to me known (or proven on the basis of satisfactory evidence) to be
the Assistant Vice President of SEATTLE-FIRST NATIONAL BANK, a national banking
association, the corporation that executed the within and foregoing instrument,
and acknowledged said instrument to be the free and voluntary act and deed of
said corporation, for the uses and purposes therein mentioned, and on oath state
that she was authorized to execute said instrument and that the seal affixed, if
any, is the corporate seal of said corporation.
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IN WITNESS WHEREOF I have hereunto set my hand and official seal the day and
year first above written.
Xxxxx X. Xxxxx
----------------------------------------
NOTARY PUBLIC in and for the State of
Washington, residing at Renton. My
appointment expires 11-3-95.
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