SECOND AMENDMENT TO LOAN AGREEMENT
SECOND AMENDMENT TO LOAN AGREEMENT (the "Second Amendment") , dated as of
January 1, 1990, among XXXXXXXX MORTGAGE L.P. I (the "Issuer") and FPI ROYAL
VIEW, LTD., L.P. (the "Borrower"). Capitalized terms used but not defined
herein shall have the respective meanings set forth in the Loan Agreement
referred to below.
WHEREAS, the parties hereto are parties to a Loan Agreement dated as of
April 23, 1987 which was amended by a certain Amendment to Loan Agreement
dated as of July 7, 1987 (as amended, the "Loan Agreement");
WHEREAS, in connection with the Consensual Reorganization of the Business and
Affairs of Xxxxx X. Xxxxxxxx and Related Entities as of July 31, 1990, it is
required that certain modifications be made to the Loan Agreement;
NOW, THEREFORE, THE PARTIES AGREE AS FOLLOWS:
1. Section 5.3(c) of the Loan Agreement shall be amended by removing the
phrase "greater of sixteen percent (16%) or two and one-half percent (2 1/2%)
per annum above the Prime Rate" from lines 7 through 9 and replacing such
phrase with the following:
" default rate provided in Section 1.9 thereof"
2. Section 6.2(a) of the Loan Agreement shall be amended in its
entirety to read as follows:
"(a) The Borrower agrees to (i) make such deposits in the Escrow Account
(as such term is defined in the Facility Note)
DOC #341795
as are required by the Facility Note; (ii) pay, before they become delinquent,
all taxes and governmental charges of any kind whatsoever which may at any time
be lawfully assessed against or with respect to the Facility; (iii) pay, before
they become delinquent, all utility and other charges, including, without.
limitation, "service charges", incurred or imposed for the operation,
maintenance, use, upkeep and improvement of the Facility, and (iv) pay, before
they become delinquent, all assessments and charges of any kind whatsoever
lawfully made by any governmental body for public improvements; provided that,
with respect to special assessments or other governmental charges that may
lawfully be paid in installments over a period of years, the Borrower shall be
obligated under this Agreement to pay only such installments as are required to
be paid during the Contract Term."
3. Section 6.2(c) of the Loan Agreement, shall be amended in its entirety to
read as follows:
"(c) If an Event of Default hereunder shall have occurred, the Issuer may
require the Borrower to make monthly deposits with an escrow agent acceptable
to Issuer, in an interest-bearing account, of a sum equal to one-twelfth of the
yearly assessments which may be levied against the Facility. The amount of such
assessments, when unknown, shall be estimated by the Issuer. Such deposits shall
be used to pay such assessments when due. Any insufficiency of such account to
pay such charges when due, shall be paid by the Borrower. If, by reason of any
DOC #341795 2
Event of Default by the Borrower under any provision hereof the Issuer declares
the Facility Note to be due and payable, the Issuer may then apply any funds in
said account and any funds in the Escrow Account (as such term is defined in the
Facility Note) against the obligation secured by the Mortgage. The
enforceability of the covenants relating to taxes and assessments herein
otherwise provided shall not be affected except insofar as those obligations
have been met by compliance with this paragraph. After an event of Default
hereunder shall have occurred, the Issuer may from time to time, at its option,
waive, and after any such waiver reinstate, any and all provisions hereof
requiring such deposits, by notice to the Borrower in writing. While any such
waiver is in effect, the Borrower shall pay assessments as herein above provided
and taxes as provided in the Facility Note."
4. The following phrase shall be inserted into line 4 of Section 10.2(a)(1) of
the Loan Agreement immediately following the phrase "pursuant to the Facility
Note":
", which sums shall include such obligations as are accounted for in the
Accrued Interest Account (as such term is defined in the Facility Note),"
5. The following phrase shall be inserted into line 3 of Section ll.l(a)(ii)
of the Loan Agreement immediately following the phrase "the Facility Note":
DOC #341795 3
", which amount shall include such obligations as are accounted for in the
Accrued Interest Account (as such term is defined in the Facility Note),"
6. The following parenthetical phrase shall be inserted into line 8 of Section
11.2 of the Loan Agreement immediately following the phrase "date of
prepayment":
"(including such obligations as are accounted for in the Accrued Interest
Account (as such term is defined in the Facility Note])"
7. Except as expressly amended hereby, all of the terms of the Loan Agreement
shall remain and continue in full force and effect and are hereby confirmed in
all respects.
8. This Second Amendment may be signed in two counterparts, each of which
shall be an original with the same effect as if the signatures thereto and
hereto were upon the same instrument.
DOC #341795 4
9. This Second Amendment shall become effective as of the date hereof upon the
execution hereof by each of the parties hereto.
IN WITNESS WHEREOF, the parties hereto have caused this Second Amendment to
Loan Agreement to be duly executed as of the date first above written.
XXXXXXXX MORTGAGE L.P. I
By: Prudential-Bache Properties, Inc.,
General Partner
By: /s/ Xxxxxxx X. Xxxxxxxxxxx
----------------------------
Xxxxxxx X. Xxxxxxxxxxx
President
FPI ROYAL VIEW, LTD., L.P.
By: Xxxxxxxx Properties, Inc.,
General Partner
By: /s/ L. Xxx Xxxxxxxx, Jr.
------------------------
L. Xxx Xxxxxxxx, Jr.
Executive Vice President
DOC #341795 5
