Exhibit 10.66
Loan No. 3212525
ASSIGNMENT OF
AGREEMENTS, PERMITS AND CONTRACTS
THIS ASSIGNMENT, given as of March 1st, 1999, by BIRCH POND REALTY
CORPORATION (doing business in the State of New Hampshire as BPRC) ("BORROWER"),
to XXXX XXXXXXX REAL ESTATE FINANCE, INC., a Delaware corporation, having its
principal place of business at Xxxx Xxxxxxx Place, T-00, 000 Xxxxxxxxx Xxxxxx,
Xxxxxx, Xxxxxxxxxxxxx 00000 ("LENDER").
W I T N E S S E T H :
WHEREAS, Xxxxxxxx is the owner of the fee estate in the premises
described in EXHIBIT A attached hereto (hereinafter referred to as the
"PREMISES");
WHEREAS, the Lender has made a loan in the principal sum of
$12,000,000.00 to Borrower (the "LOAN");
WHEREAS the Loan is evidenced by a certain note in the principal sum of
$12,000,000.00 given by Borrower to lender (the "NOTE") and is secured by that
certain Mortgage, Assignment of Leases and Rents and Security Agreement, dated
of even date herewith, in the principal sum of $12,000,000.00, covering the
Premises (the "MORTGAGE") (said Note and Mortgage together with all other
documents evidencing or securing the Loan being hereinafter collectively
referred to as the "LOAN DOCUMENTS");
WHEREAS, the Lender was unwilling to make the Loan to the Borrower
unless the Borrower in the manner hereinafter set forth assigned to Lender as
additional security for the payment of the Loan and the observance and
performance by the Borrower of the terms, covenants and conditions of the Loan
Documents on the part of the Borrower to be observed and performed, all of the
Borrower's right, title and interest in and to all permits, license agreements,
operating contracts, licenses (including liquor licenses, to the extent
assignable by Borrower), franchise agreements and all management, service,
supply and maintenance contracts and agreements, and any other agreements,
permits or contracts of any nature whatsoever now or hereafter obtained or
entered into by the Borrower with respect to the operation of the Premises,
including without limitations those documents and agreements described in
EXHIBIT B attached hereto and made a part hereof (collectively, the
"AGREEMENTS");
NOW, THEREFORE, in consideration of the sum of Ten Dollars ($10) and
other good and valuable consideration the receipt and sufficiency of which are
hereby acknowledged, the Borrower hereby assigns to Lender as additional
security for the payment of the Loan and the observance and performance by the
Borrower of the terms, covenants and conditions of the Loan Documents on the
part of the Borrower to be observed or performed, all of the Borrower's right,
title and interest in and to the Agreements.
The Borrower covenants and agrees that the Borrower will (a) fulfill
and perform each and every term, covenant and provision of the Agreements to be
fulfilled or performed by the Borrower thereunder, if any, (b) give prompt
notice to the Lender of any notice received by the Borrower under any of the
Agreements, together with a complete copy of any such notice, (c) enforce, short
of termination thereof,
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Loan No. 3212525
the performance and observance of each and every term, covenant and provision of
the Agreements to be performed or observed, if any and (d) not terminate any of
the Agreements without the prior written consent of the Lender.
The Borrower hereby represents and warrants that as of the date hereof,
there are no operating agreements, service agreements or other agreements to
which Borrower is a party, and that there are no permits, licenses, or
certificates required for the operation of the Mortgaged Property (as defined in
the Mortgage), other than as set forth on EXHIBIT B attached hereto and all such
agreements are in full force and effect with no defaults thereunder and all such
agreements have been assigned to or are in the name of the Borrower. Borrower
hereby agrees that it shall constitute an Event of Default under the Mortgage if
the representation or warranty set forth in the preceding sentence is false or
inaccurate.
This Assignment is given as collateral security for the obligations of
the Borrower to the Lender pursuant to the Loan Documents.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK; SIGNATURE PAGE(S) FOLLOW(S)]
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IN WITNESS WHEREOF, the Borrower has duly executed this instrument as
of the day and year first above written.
BIRCH POND REALTY CORPORATION
Witnessed By: (doing business in the State of New
Hampshire as BPRC)
By: /s/ Xxxx X. Xxxxxx
/s/ Xxxxxxxxx Xxxxxx -----------------------------------
-------------------------------------
Name: Name: Xxxx X. Xxxxxx
Its: TREASURER
-------------------------------------
Name:
COMMONWEALTH OF MASSACHUSETTS )
)
COUNTY OF SUFFOLK )
The foregoing instrument was acknowledged before me this 1st day of
March, 1999, by Xxxx X. Xxxxxx, Treasurer of Birch Pond Realty Corporation, a
Delaware corporation (doing business in the State of New Hampshire as BPRC), on
behalf of said corporation.
Xxxxxxxxx Xxxxxx
---------------------------------
Notary Public Xxxxxxxxx Xxxxxx
My Commission Expires: 5-27-05
[SEAL]
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EXHIBIT A
That certain lot or tract of land, with the buildings and improvements
thereon, located in Tilton, Xxxxxxx County, New Hampshire, and being bounded
and described as follows:
Beginning at the northeast corner of the described premises at land now or
formerly of the State of New Hampshire and at a re-bar on the westerly
sideline of Route 132, Xxxxxxx Road:
1. S 19 DEG. 20'44" E 45.87' by said Route 132 to a point; then
2. By a curve to the right having a Delta of 17 DEG. 00'15", a radius of
930.00 feet, an arc distance of 276.00 feet, and a chord bearing of S
10 DEG. 50'37" E and a chord distance of 274.99 feet by said Route to
a re-bar; then
3. S 02 DEG. 20'29" E 155.23' by said Route to a re-bar; then
4. S 03 DEG. 47'32" W 86.83' by said Route to a rebar; then
5. S 03 DEG. 05'40" W 523.55' by said Route to a rebar; then
6. By a curve to the left having a Delta of 01 DEG. 40'53" and a radius of
11,489.16 feet, an arc distance of 337.18 feet, and a chord bearing of
S 02 DEG. 15'13" W and a chord distance of 337.17 feet by said Route to
a re-bar; then
7. By a curve to the left having a Delta of 02 DEG. 59'59" and a radius of
11,492.87 feet, an arc distance of 601.71 feet, and a chord bearing of
S 01 DEG. 03'20" W and a chord distance of 601.64 feet by said Route to
a re-bar; then
8. By a curve to the left having a Delta of 01 DEG. 52'45" and a radius of
11,501.15 feet, an arc distance of 377.22 feet, and a chord bearing of
S 02 DEG. 31'31" W and a chord distance of 377.20 feet by said Route
to a re-bar; then
9. S 03 DEG. 27'54" E 248.12' by said Route to a point at now or formerly
of Xxxxxx; then
10. S 89 DEG. 39'25" W 287.08' by said land of Xxxxxx to a rebar; then
11. S 08 DEG. 48'25" W 225.00' by said land of Xxxxxx to a rebar; then
12. S 08 DEG. 48'25" W, a distance of 20.00' to a point at land now or
formerly of
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the State of New Hampshire; then
13. N70 DEG. 50'37"W 54.78' by land of the State; then
14. N 81 DEG. 42'19"W 58.01' by land of the State; then
15. S 82 DEG. 53'59"W142.27' by land of the State; then
16. S76 DEG. 57'22"W 157.00' by land of the State; then
17. S 89 DEG. 46'48"W 67.18' by land of the State; then
18. N65 DEG. 59'17"W 79.43' by land of the State; then
19. N47 DEG. 43'27"W 87.84' by land of the State; then
20. N27 DEG.29'46"W 83.28' by land of the State; then
21. S73 DEG. 59'49"W 53.30' by land of the State; then
22. N45 DEG. 19'18"W 43.24' by land of the State; then
23. N26 DEG. 13'08" W16.85' by land of the State; then
24. S83 DEG. 49'28"W 29.65' by land of the State; then
25. N60 DEG. 40'11"W 56.97' by land of the State; then
26. N38 DEG. 05'58"W 37.81' by land of the State; then
27. N60 DEG. 17'32"W 38.15' by land of the State; then
28. N31 DEG. 50'23"W 27.09' by land of the State; then
29. N74 DEG. 42'14"W 22.80' by land of the State; then
30. S74 DEG. 47'09" W 91.21' by land of the State; then
31. N87 DEG. 39'11"W 149.12' by land of the State; then
32. S72 DEG. 41'13"W 67.05' by land of the State; then
33. N72 DEG. 57'33" W 454.56' by land of the State; then
34. N29 DEG. 36'39"W 498.10' by land of the State: then
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35. N29 DEG. 36'39"W 56.30' by land of the State; then
36. N16 DEG. 46'49"W 348.61' by land of the State to a concrete bound;
then
37. N14 DEG. 31'44"E 885.88' by land of the State to a concrete bound;
then
38. N58 DEG. 29'32"E 430.73' by land of the State to a re-bar; then
39. N05 DEG. 11'37"W 335.93' by land of the State to a re-bar; then
40. S76 DEG. 46'28"W 55.90' by land of the State to a concrete bound;
then
41. N85 DEG. 46'21"W 3.96' by land of the State to a point at land now
or formerly of DM Management Company ("DM"); then
42. N66 DEG. 32'51"E 1044.50 feet by land of said DM, then
43. N85 DEG. 07'38"E 305.57' by land of said DM to a stone wall; then
44. S25 DEG. 23'01"E 51.24' by land now or formerly of Xxxxxx and said
wall to a re-bar at land of the State; then
45. S66 DEG. 06'34"W 50.17' by land of the State and a stone wall to a
drill hole in the wall; then
46. S21 DEG. 06'31"E 95.43' by land of the State; then
47. S18 DEG. 16'00"E 175.19' by land of the State to a re-bar; then
48. N69 DEG. 11'55"E 499.88' by land of the State to the point of
beginning.
Meaning and intending to describe the land shown on a Plan entitled,
"ALTA/ACSM LAND TITLE SURVEY, Plan of Land Prepared for DM Management
Company, Route 132 (Xxxxxxx Road), Tilton, NH," dated November 19, 1998, by
Xxxxxx Surveying Consultants and recorded in the Xxxxxxx County Registry of
Deeds on February 16, 1999, in Drawer L-31 #'s 61 and 62.
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EXHIBIT B
DESCRIPTION OF CERTAIN AGREEMENTS, PERMITS AND CONTRACTS
1. Contract for Snow Removal and Related Services with Outside
Unlimited Landscape Contractors dated September 12, 1998.
2. Elevator Inspection Certificate expiring 12/1999.
Exhibit B-1
