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EXHIBIT 10.11
SERVICING FACILITY PROMISSORY NOTE
$10,000,000 Date: June 14, 1996
FOR VALUE RECEIVED, the undersigned, WASHINGTON MORTGAGE FINANCIAL
GROUP, LTD., a Delaware corporation, and WMF/XXXXXXX, XXXXX ASSOCIATES LIMITED,
a Delaware corporation (herein collectively called the "Borrowers", and
individually as "CoBorrower"), hereby promises to pay to the order of
RESIDENTIAL FUNDING CORPORATION, a Delaware corporation (the "Lender" or,
together with its successors and assigns, the "Holder") whose principal place
of business is 0000 Xxxxxxxxxx Xxxx Xxxx., Xxxxx 000, Xxxxxxxxxxx, Xxxxxxxxx
00000, or at such other place as the Holder may designate from time to time,
the principal sum of Ten Million Dollars ($10,000,000) or so much thereof as
may be outstanding from time to time pursuant to the Warehousing Credit and
Security Agreement described below, and to pay interest on said principal sum
or such part thereof as shall remain unpaid from time to time, from the date of
each Advance until repaid in full, and all other fees and charges due under the
Agreement, at the rates and at the times set forth in the Agreement. All
payments hereunder shall be made in lawful money of the United States and in
immediately available funds.
This Note is given to evidence an actual warehouse line of credit in
the above amount and is the Servicing Facility Promissory Note referred to in
that certain Warehousing Credit and Security Agreement ("the Agreement") dated
the date hereof between the Borrowers and the Lender, as the same may be
amended or supplemented from time to time, and is entitled to the benefits
thereof. Reference is hereby made to the Agreement (which is incorporated
herein by reference as fully and with the same effect as if set forth herein at
length) for a description of the Collateral, a statement of the covenants and
agreements, a statement of the rights and remedies and securities afforded
thereby and other matters contained therein. Capitalized terms used herein,
unless otherwise defined herein, shall have the meanings given them in the
Agreement.
This Note may be prepaid in whole or in part at any time without
premium or penalty.
Should this Note be placed in the hands of attorneys for collection,
the Borrowers agree to pay, in addition to principal and interest, fees and
charges due under the Agreement, any and all costs of collecting this Note,
including reasonable attorneys' fees and expenses.
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The Borrowers hereby waive demand, notice, protest and presentment.
The promises and agreements herein shall be construed to be and are
hereby declared to be the joint and several promises and agreements of each
Co-Borrower and shall constitute the joint and several obligation of each
Co-Borrower and shall be fully binding upon and enforceable against each
Co-Borrower. The release of any party to this Note shall not affect or release
the joint and several liability of any other party. The Lender may at its
option enforce this Note against one or all of the Co-Borrower, and the Lender
shall not be required to resort to enforcement against each Co-Borrower and the
failure to proceed against or join each CoBorrower shall not affect the joint
and several liability of each Co-Borrower.
This Note shall be construed and enforced in accordance with the laws
of the State of Minnesota, without reference to its principles of conflicts of
law.
IN WITNESS WHEREOF, the Borrowers have executed this Note as of the
day and year first above written.
WASHINGTON MORTGAGE FINANCIAL GROUP,
LTD., a Delaware corporation
By: /s/ XXXXXX X. XXXXXXX
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Its: EVP
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WMF/XXXXXXX, XXXXX ASSOCIATES
LIMITED, a Delaware corporation
By: /s/ XXXXXX X. XXXXXXX
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Its: Vice Chairman
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STATE OF VIRGINIA )
) ss
COUNTY OF FAIRFAX )
On June 18, 1996, before me, a Notary Public, personally appeared
Xxxxxx X. Xxxxxxx, the EVP of WASHINGTON MORTGAGE FINANCIAL GROUP, LTD., a
Delaware corporation, 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 he/she executed the same in his/her
authorized capacity, and that by his/her signature on the instrument the
person, or the entity upon behalf of which the person acted, executed the
instrument.
WITNESS my hand and official seal.
/s/ XXXXXX X. XXXX
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Notary Public
(SEAL) My Commission Expires: 2/28/99
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STATE OF VIRGINIA )
) ss
COUNTY OF FAIRFAX )
On June 18, 1996, before me, a Notary Public, personally appeared
Xxxxxx X. Xxxxxxx, the Vice Chairman of WMF/XXXXXXX, XXXXX ASSOCIATES LIMITED,
a Delaware corporation, 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 he/she executed the same in his/her
authorized capacity, and that by his/her signature on the instrument the
person, or the entity upon behalf of which the person acted, executed the
instrument.
WITNESS my hand and official seal.
/s/ XXXXXX X. XXXX
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Notary Public
(SEAL) My Commission Expires: 2/28/99
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Washington/Xxxxxxx:6/13/96
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