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Exhibit 10.01
MORTGAGE MODIFICATION AGREEMENT
GLIMCHER DEVELOPMENT CORPORATION
HAVING AN XXXXXX XX
00 XXXXX XXXXX XXXXXX
XXXXXXXX, XXXX 00000
(the "MORTGAGOR")
and
XXXXXX BROTHERS HOLDINGS INC., D/B/A XXXXXX CAPITAL,
A DIVISION OF XXXXXX BROTHERS HOLDINGS INC.,
HAVING XX XXXXXX XX
XXXXX XXXXX XXXXXXXXX XXXXXX
XXX XXXX, XXX XXXX 00000
(the "MORTGAGEE")
LOCATION OF PREMISES:
Toys R Us Plaza, Springfield, Ohio
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RECORD AND RETURN TO:
Cadwalader, Xxxxxxxxxx & Xxxx
000 Xxxxxx Xxxx
Xxx Xxxx, Xxx Xxxx 00000
Attention: Xxxxxx Xxxxxxxx, Esq.
This instrument was prepared by the above named attorney
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MORTGAGE MODIFICATION AGREEMENT
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AGREEMENT made as of this 28th day of April, 1999, between
GLIMCHER DEVELOPMENT CORPORATION, a Delaware corporation, having its principal
place of business at 00 Xxxxx Xxxxx Xxxxxx, Xxxxxxxx, Xxxx 00000 and
("MORTGAGOR") and XXXXXX BROTHERS HOLDINGS INC., a Delaware corporation, d/b/a
XXXXXX CAPITAL, A DIVISION OF XXXXXX BROTHERS HOLDINGS INC., as lender, having
an address at Three World Financial Center, New York, New York 10285
("MORTGAGEE").
W I T N E S E T H :
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WHEREAS, the Mortgagee is now the lawful owner and holder of
that certain mortgage described on Exhibit B attached hereto (the "MORTGAGE")
encumbering the premises described in Exhibit A attached hereto together with
the improvements now or hereafter located thereon and all other property
intended to be encumbered thereby (collectively, the "MORTGAGED PROPERTY")
granted by the Mortgagor to the Mortgagee and the Promissory Note dated October
13, 1998 made by Mortgagor, Glimcher Properties Limited Partnership ("GPLP") and
Weberstown Mall, LLC to The Huntington National Bank and assigned to Mortgagee,
(the "NOTE"); and
WHEREAS, the Mortgagee, as the holder of the Mortgage, and the
Mortgagor, as the owner of the Mortgaged Property, have agreed to increase the
amount of, extend the Maturity Date of and otherwise modify the Note in
accordance with a Note Consolidation and Modification Agreement dated the date
hereof between Mortgagor, GPLP and Glimcher Properties Corporation ("GPC", and
with Mortgagor and GPLP, collectively "BORROWER")
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and the Mortgagee (the "NOTE MODIFICATION AGREEMENT") and to modify the terms of
the Mortgage, in the manner hereinafter set forth.
NOW THEREFORE, in consideration of the premises and the mutual
promises and agreements herein contained, the parties hereto covenant and agree
as follows:
1. The Mortgagor hereby acknowledges that the Note has been
amended and restated in accordance with the Note Modification Agreement and
agrees that the Mortgage secures the Note as so modified and hereby agrees to
pay the indebtedness evidenced by the Note and interest thereon at the rate of
interest and on the terms provided for in the Amended and Restated Note dated
the date hereof made by Borrower to Mortgagee (the "AMENDED AND RESTATED NOTE")
pursuant to the Note Modification Agreement. All references in the Mortgage to
the Note shall be deemed to refer to the Amended and Restated Note.
2. The Maturity Date of the Amended and Restated Note shall be
extended in accordance with the terms of the Note Modification Agreement.
3. All of the provisions of the Mortgage are amended and
restated in their entirety to read as provided in and shall be superseded by all
the provisions of the Mortgage attached hereto as EXHIBIT C.
4. All references to the Mortgage in the Amended and Restated
Note and any of the other Loan Documents (as defined in the Amended and Restated
Note) shall be deemed to refer to the Mortgage as modified by this Agreement.
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5. The Mortgagor covenants and agrees that there is presently
outstanding on the Amended and Restated Note the principal sum of $21,500,000.00
with interest thereon from April 28, 1999, that there exist no defenses,
counterclaims or offsets to its obligations for the payment of the indebtedness
evidenced by the Amended and Restated Note, and that, except as modified herein,
the Mortgage remains unmodified and in full force and effect.
6. This Agreement may be executed in any number of
counterparts, each of which shall be deemed to be an original, but all of which,
when taken together, shall constitute one and the same instrument and shall
become effective when copies hereof, when taken together, bear the signatures of
each of the parties hereto and it shall not be necessary in making proof of this
instrument to produce or account for more than one of such fully executed
counterparts.
[The balance of this page has been intentionally left blank]
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IN WITNESS WHEREOF, this instrument has been executed by each of the
parties hereto as of the date first above written.
GLIMCHER DEVELOPMENT CORPORATION,
a Delaware corporation
By: /s/ Xxxxxx X. Xxxxxxx
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Name: Xxxxxx X Xxxxxxx
Title: Executive Vice President
XXXXXX BROTHERS HOLDINGS
INC., doing business as
Xxxxxx Capital, a division
of Xxxxxx Brothers Holdings
Inc.
By: /s/ Xxxx Xxx Xxxxxx
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Name:Xxxx Xxx Xxxxxx
Title: Senior Vice President
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XXXXX XX XXX XXXX )
: ss.:
COUNTY OF NEW YORK )
On the 26th day of April, 1999, before me, the undersigned, a
Notary Public in and for said state, personally appeared Xxxxxx X Xxxxxxx,
personally known to me or proved to me on the basis of satisfactory evidence to
be the person(s) whose name(s) is (are) subscribed to the within instrument and
acknowledged to me that he/she/they executed the same in his/her/their
capacity(ies), and that by his/her/their signature(s) on the instrument, the
person(s), or the entity upon behalf of which the person(s) acted, executed the
instrument.
/s/ Man Xxx Xxx
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Notary Public
Man Xxx Xxx
Notary Public, State of New York
No. 00-0000000
Qualified in Kings County
Certificate Filed in New York County
Commission Expires Nov. 30, 1999
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STATE OF NEW YORK )
: ss.:
COUNTY OF NEW YORK )
On the 28th day of April, 1999, before me, the undersigned, a
Notary Public in and for said state, personally appeared Xxxx Xxx Xxxxxx
personally known to me or proved to me on the basis of satisfactory evidence to
be the person whose name is subscribed to the within instrument and acknowledged
to me that she executed the same in her capacity, and that by her signature on
the instrument, the person, or the entity upon behalf of which the person
acted, executed the instrument.
/s/ Xxxxxxxx Xxxxxxxx
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Notary Public
Xxxxxxxx Xxxxxxxx
Notary Public, State of New York
Certificate Filed in New York County
Commission Expires March 3, 2001
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EXHIBIT A
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METES AND BOUNDS DESCRIPTION
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EXHIBIT
LEGAL DESCRIPTION
Situated in the Township of Springfield, County of Xxxxx and State of Ohio:
Lying in Section 00, Xxxx 0, Xxxxx 0, Xxxxxxxxxxx Xxxxxxxx, Xxxxx County, Ohio.
Being the remainder of the Xxxxxxxx X. Xxxxxxxx original 17.78 acre tract as
deeded and described in Volume 642, Page 189, of the Xxxxx County Records of
Deeds and being more particularly described as follows:
Beginning at a concrete monument found at Station 700 plus 00 of the center line
survey of Ohio Route 41.
Thence, with the centerline of Ohio Route 41, North 71 degrees 23' 50" West, a
distance of 17.81 feet to a point on an East corporation line of the City of
Springfield;
Thence, with the said corporation line, North 6 degrees 20' 00" East , a
distance of 127.92 feet to a 5/8 inch rod set at an angle in the corporation
line and the North limited access right-of-way of Ohio Route 41 and the true
point of beginning;
Thence, with the East line of the State of Ohio 7.965 acre tract (Vol. 000, Xxxx
00), Xxxxx 6 degrees 20' 00" East, a distance of 624.98 feet to a 5/8 inch
iron rod set, passing a 5/8 inch iron rod set at 534.98 feet;
Thence, with South line of the Springfield Commons 24.127 acre tract (Plat Book
16, Page 240) and a South corporation line of the City of Springfield, South 84
degrees 13' 05" East, a distance of 316.81 feet to a 5/8 inch iron rod set;
Thence, with the West limited access right-of-way of Xxxxxxx Avenue (varying
width) part of the State of Ohio 9.015 acre tract (Vol.717, Page 67), South 13
degrees 55' 55" West, a distance of 659.88 feet to a 5/8 inch iron rod set,
passing a 5/8 inch iron rod set at 144.05 feet;
Continued...
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EXHIBIT
LEGAL DESCRIPTION, CONTINUED...
Thence, with the North limited access right-of-way of Ohio Xxxxx 00 (Xxxx
Xxxx), Xxxxx 77 degrees 11' 24" West, a distance of 231.01 feet to the point of
beginning;
Containing 4.022 acres of which 0.826 acre with within the Highways
right-of-way.
The basis for bearings is based upon the centerline of Ohio Route 41 being
North 71 degrees 23' 50" West and all other bearings are from angles and
distances measured in a field survey by Xxx Surveying and Mapping Company on
August 30, 1995.
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SCHEDULE B
THE MORTGAGE
Mortgage dated October 13, 1998 made by Glimcher Properties Limited Partnership
to The Huntington National Bank and recorded in the Xxxxx County, Ohio Records
on October 23,1998 at Book 1270, page 171.
Which mortgage was assigned by The Huntington National Bank to the Mortgagee by
Assignment of Mortgage dated the date hereof and recorded in the Xxxx County,
Ohio Records on ________ ___ 1999 at Book ____, page ___.
