BLOCK: 550
LOTS: 4.01
COUNTY: Middlesex
Date: As of October 12, 2000
THIRD AMENDMENT TO MORTGAGE, ASSIGNMENT
OF LEASES AND RENTS AND SECURITY AGREEMENT
by and between
CORPORATE REALTY INCOME FUND I, L.P.
(dba Corporate Realty Income Fund, Limited Partnership)
("Mortgagor")
having an office at
000 Xxxxx Xxxxxx
00xx Xxxxx
Xxx Xxxx, Xxx Xxxx 00000
and
FLEET NATIONAL BANK, AS AGENT
having its principal office at
1133 Avenue of the Americas
Xxx Xxxx, Xxx Xxxx 00000
("Mortgagee")
This instrument prepared by, and after recording please return to:
Loeb & Loeb LLP
000 Xxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000-0000
Attention: Xxxxxxx X. Xxxxxxx, Esq.
THIRD AMENDMENT TO MORTGAGE, ASSIGNMENT
OF LEASES AND RENTS AND SECURITY AGREEMENT
THIRD AMENDMENT TO MORTGAGE, ASSIGNMENT OF LEASES AND RENTS AND SECURITY
AGREEMENT dated as of October 12, 2000 (as the same may be amended or otherwise
modified from time to time, this "Amendment") by and between CORPORATE REALTY
INCOME FUND I, L.P. (dba Corporate Realty Income Fund, Limited Partnership), a
Delaware limited partnership (the "Mortgagor"), having an office at 000 Xxxxx
Xxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000 and FLEET NATIONAL BANK, a national
banking association and successor to FLEET BANK, NATIONAL ASSOCIATION (the
"Mortgagee"), as Agent, having an office at 0000 Xxxxxx xx xxx Xxxxxxxx, Xxx
Xxxx, Xxx Xxxx 00000.
WITNESSETH
WHEREAS, the Mortgagor executed and delivered to the Mortgagee
that certain Mortgage, Assignment of Leases and Rents and Security Agreement
dated September 26, 1996 (as heretofore amended and as the same may further be
amended or otherwise modified from time to time, the "Mortgage") covering all of
the Mortgagor's estate in and to all that tract or parcel of land situate, lying
and being in the County of Middlesex, State of New Jersey, and more particularly
described in Exhibit A annexed to and made a part of this Amendment;
WHEREAS, the Mortgage was recorded by the Office of the Clerk
of Middlesex (the "Clerk's Office") on September 30, 1996 in Mortgage Book 5165,
Page 360;
WHEREAS, the Mortgagor and Fleet Bank, National Association,
as Lender, are also parties to a Loan Agreement dated as of September 26, 1996
(as the same may be amended or otherwise modified from time to time, the "Loan
Agreement") and, pursuant to the Loan Agreement, the lenders thereunder agreed
to lend up to $24,000,000 to the Mortgagor, and, to evidence such loans, the
Mortgagor executed and delivered to the Mortgagee the Note;
WHEREAS, payment of the indebtedness of the Mortgagor
evidenced by the Note is secured by the Mortgage;
WHEREAS, the Mortgagor and Fleet Bank, National Association,
as Lender, entered into a First Amendment to the Loan Agreement and Note dated
as of December 6, 1996 (as the same may be amended or otherwise modified from
time to time, the "First Amendment") for the purpose, among others, of
increasing the principal amount of the Note from $24,000,000 to $44,000,000, and
as a condition precedent to the effectiveness of the First Amendment, such
parties entered into a First Amendment to the Mortgage, amending the Mortgage
and reconfirming the provisions thereof;
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WHEREAS, Fleet Bank, National Association, assigned the
Mortgage to the Mortgagee pursuant to an assignment dated March 26, 1997 and
recorded on April 22, 1997 in Assignment of Mortgage Book 672, Page 545 in the
Clerk's Office;
WHEREAS, the Mortgagor, as Borrower, and Fleet Bank, National
Association and other parties, as Lenders, entered into a Third Amendment to the
Loan Agreement and Note dated as of September 25, 1998 (as the same may be
amended or otherwise modified from time to time, the "Third Amendment") for the
purpose, among others, of increasing the principal amount of the Note from
$44,000,000 to $49,000,000, and as a condition precedent to the effectiveness of
the Third Amendment, such parties entered into a Second Amendment to the
Mortgage, amending the Mortgage and reconfirming the provisions thereof;
WHEREAS, the Mortgagor and the Mortgagee (in its capacity as
agent and as sole lender) are simultaneously entering into an Amended and
Restated Loan Agreement (as the same may be amended or otherwise modified from
time to time, the "Amended Loan Agreement") and an Amended and Restated Secured
Promissory Note (as the same may be amended or otherwise modified from time to
time, the "Amended Note") for the purpose, among others, of decreasing the
principal amount of the Note from $49,000,000 to $25,000,000; and
WHEREAS, it is a condition precedent to the effectiveness of
the Amended Loan Agreement and the Amended Note that each of the parties hereto
shall have executed and delivered this Amendment, thereby amending the Mortgage
and each of the parties hereto is willing to do so.
NOW, THEREFORE, the parties to this Amendment hereby agree as
follows:
1. All capitalized terms used herein without definition and
which are defined in the Mortgage are used herein with the meanings assigned to
such terms in the Mortgage.
2. The description in the Mortgage to the Note being in the
principal amount of $24,000,000, as subsequently amended by the First Amendment
to the Mortgage so that all of such references became references to a Note in
the principal amount of $44,000,000, and by the Second Amendment to the Mortgage
so that all such references became references to a Note in the principal amount
of $49,000,000, are hereby further amended so that all of such references shall
be to a Note in the principal amount of $25,000,000.
3. All references in the Mortgage to the Note shall hereafter
be deemed to be references to the Amended Note and all references in the
Mortgage to the Loan Agreement shall hereafter be deemed to be references to the
Amended and Restated Loan Agreement.
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4. The term "Peg Rate" in the Mortgage is hereby changed to
"Prime Rate" and shall have the meaning assigned to such term in the Amended
Note.
5. The definition of "Permitted Encumbrances" in the Mortgage
is hereby amended to mean each of the exceptions to coverage set forth in
Schedule B-2 of that certain Preliminary Title Report dated October ___, 2000
issued by Chicago Title Insurance Company to and accepted by the Mortgagee with
respect to the Premises and such other items as the Mortgagee in its sole
discretion, may approve in writing.
6. In Section 2.5.6 and Section 4.2.2 of the Mortgage, the
references to a Debt Service Coverage Ratio of not less than 1.4:1.0 are hereby
amended so that such references shall be to a Debt Service Coverage Ratio of not
less than 1.5:1.0.
7. The granting clauses of the Mortgage are hereby restated in
their entirety and incorporated herein and the Mortgagor hereby ratifies and
restates such granting clauses as incorporated herein.
8. The Mortgage, as modified by this Amendment, and all
covenants of the Mortgagor made in the Mortgage are hereby ratified and
confirmed by the Mortgagor in all respects, and the Mortgage, as so modified,
shall continue in full force and effect in accordance with its terms.
IN WITNESS WHEREOF, each of the parties has caused these
presents to be signed and attested, all as of the day and year first above
written.
ATTEST: CORPORATE REALTY INCOME FUND I, L.P.
By:
-------------------------------- --------------------------------------
Xxxxxx X. Xxxxxxx, Xx.
General Partner
By: 1345 Realty Corporation
General Partner
By:
--------------------------------------
Xxxxxx X. Xxxxxxx, Xx., President
ATTEST: FLEET NATIONAL BANK, AS AGENT
By:
-------------------------------- --------------------------------------
Name: Xxxxx X. Xxxxxx
Title: Senior Vice President
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STATE OF NEW YORK )
) ss.:
COUNTY OF NEW YORK )
On the ____ day of October in the year 2000 before me, the undersigned,
personally appeared Xxxxxx X. Xxxxxxx, Xx., personally known to me or proved to
me on the basis of satisfactory evidence to be the individual whose name is
subscribed to the within instrument and acknowledged to me that he executed the
same in his capacity, and that by his signature on the instrument, the
individual, or the person upon behalf of which the individual acted, executed
the instrument.
---------------------------------
Signature and Office of individual
taking acknowledgment
STATE OF NEW YORK )
) ss.:
COUNTY OF NEW YORK )
On the ____ day of October in the year 2000 before me, the undersigned,
personally appeared Xxxxx X. Xxxxxx, personally known to me or proved to me on
the basis of satisfactory evidence to be the individual whose name is subscribed
to the within instrument and acknowledged to me that he executed the same in his
capacity, and that by his signature on the instrument, the individual, or the
person upon behalf of which the individual acted, executed the instrument.
---------------------------------
Signature and Office of individual
taking acknowledgment
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