EXHIBIT 10.51
LOAN AGREEMENT
THIS AGREEMENT, is made, executed and concluded this 11th day
of June, 2002, by and between IMAGING DIAGNOSTIC SYSTEMS, INC. (the "Borrower")
and XXXXX XXXXXXXX, (the "Lender").
WHEREAS, Borrower owns that certain real property known and
described as Lots 4 and 5 of LANDMARK INDUSTRIAL PARK, according to the plat
thereof as recorded in Plat Book 96, Page 40, of the Public Records of Broward
County, Florida.(the "Property"); and,
WHEREAS, the "Borrower" desires to borrow the sum of Seven
Hundred Fifty Thousand (U.S. $750,000.00) United States Dollars from Lender;
and
WHEREAS, Lender is willing to make a loan to Borrower in an
amount not to exceed Seven Hundred Fifty Thousand (U.S. $750,000.00) United
States Dollars, excluding all costs, fees and expenses, provided said loan and
other existing indebtedness due from Borrower to Lender is secured by a mortgage
loan upon the Property, subject to the terms and conditions hereinafter stated
and not otherwise.
W I T N E S S E T H:
NOW THEREFORE, for and in consideration of the benefits
accruing and to accrue to each other under the terms of this agreement, and in
further consideration of favorable considerations mutually interchanged between
the parties hereto, as well as other good and valuable consideration, the
receipt and sufficiency of which is hereby mutually acknowledged, the parties
hereto promise, stipulate, covenant and agree as follows:
1. Borrower shall execute a mortgage and promissory note upon
the terms required by the Lender in accordance with law, in favor of Lender, and
encumbering the Property. The mortgage and promissory note in the principal sum
of Seven Hundred Fifty Thousand (U.S. $750,000.00) United States Dollars, and
are of a date even herewith and payable as therein provided. Borrower shall
deliver a title opinion or commitment (which Lender shall obtain at Borrower's
expense) to Lender showing that Borrower owns the Property, and that Borrower
has full right, title and authority to pledge the Property as collateral
security for the repayment of the said Seven Hundred Fifty Thousand (U.S.
$750,000.00) United States Dollars. Lender shall have a first priority and
perfected mortgage upon the property pledged as collateral security for the
repayment of the debt.
2. Borrower acknowledges and agrees that the mortgage and
related documents which Borrower shall execute as evidence of the debt and
guaranty of the obligation of Borrower to repay the aforesaid U.S. $750,000.00
Dollars to Lender is the valid and subsisting liability and obligation of the
Borrower and that the mortgage securing the repayment of said indebtedness is a
valid first priority and perfected security agreement encumbering the Property,
that the within debt is not subject to set-off, counterclaim, or any other claim
or defense.
3. The Property will be kept in good repair and condition in
accordance with the laws of the State of Florida, the Broward County Code of
Ordinances and the Code of Ordinances of the City of Plantation, Florida and
will not be damaged or injured and will not be sold, assigned, mortgaged, nor
will a further security interest be granted without the written consent of the
Lender, whose consent may be granted or withheld in the sole discretion of the
Lender. The Property is used and occupied by the Borrower and will not be leased
or rented except with the prior written consent of Lender and the Borrower will
not suffer or permit any lien, encumbrance or charge of any character whatsoever
upon or against the Property except the mortgage to Lender contemplated by this
Agreement and will pay or cause to be paid all taxes, fees or charges that may
be levied against the Property. Borrower will notify Lender immediately upon any
forfeiture, impound or seizure of the Property.
4. At their own cost and expense, Borrower shall insure and at
all times continue to maintain insurance on the Property with companies
acceptable to Lender, and in the amount of the full insurable value of the
Property or in such other amount(s) as shall be satisfactory to the Lender,
insuring against any and all loss, damage and other risks and hazards as Lender
may require, including but not limited to fire, theft, burglary, homeowners and
bodily injury. In no event shall such coverage be in an amount whereby Lender
shall be deemed a co-insurer of all or any part of the Property. Borrower shall
deliver the original policies of insurance to the Lender together with any
certificates or other evidence satisfactory to the Lender of compliance with
these provisions. All policies of insurance shall have attached to and made a
part thereof a standard long form, Loss Payable Endorsement, in favor of the
Lender and Borrower hereby assigns to the Lender the proceeds of any and all
such policies of insurance (including any refund of premium) and Borrower hereby
directs each insurer to make payments of any losses or refunds directly to the
Lender. The Borrower hereby appoints the Lender as Attorney-In-Fact for the
Borrower in obtaining payment, adjusting, canceling or settling any claims upon
or under any such insurance, and hereby respectively authorize the Lender to
endorse in the name of the Borrower on any checks, drafts, or other instruments
received or given in payment or liquidation of any claim under any such policy
of insurance, and to perform each and every act deemed necessary by the Lender
in connection with such Power of Attorney, the same being coupled with an
interest and therefore non-revocable. Each policy of Insurance shall provide
that the Lender's interests therein will not be invalidated by the acts,
omissions or neglect of anyone other than Lender, and shall contain the
insurer's agreement to give thirty (30) days prior written notice to the Lender
before cancellation of or any material change in any such policy will become
effective as to the Lender, whether such cancellation or change is at the
direction of the Borrower or the insurer. The Lender's acceptance of policies in
lesser amounts of risks other than as specified herein will neither be, nor
deeded to be, a waiver of the Borrower's obligations hereunder.
5. Borrower shall pay all costs, expenses and fees incurred
incident to the making of this loan, including, without limitation, survey fees,
credit report fees, appraisal fees, title insurance, attorney fees, taxes
(including documentary stamps and intangible tax), and recording fees and shall
insure the mortgage with a mortgagee policy of title insurance on the Property
running to the benefit of Lender.
6. Borrower warrants that it is in compliance with all laws,
statutes, ordinances, governmental rules, regulations, and restrictions
concerning the Property, and that all taxes due thereon have been paid.
7. Should Borrower fail to keep the Property free and clear of
all encumbrances, liens and charges, except as herein provided or fail to pay
any tax, levy, assessment, or public charge thereunder neglect or refuse to
protect and maintain the Property and or keep the same in good order, repair and
condition, or fail to obtain or keep in force all required insurance, then
Lender, at his discretion, may discharge such an encumbrance, lien or charge;
pay such tax, levy assessment or public charge; or expend such amounts as are
necessary to protect and maintain the Property and/or to keep the same in good
order, repair and condition; or obtain or keep in force all required insurance.
All sums of money thus expended, and all other monies paid by Lender to protect
its interest in the Property shall be repayable by Borrower to Lender on demand,
and if not so repaid, shall be added to the obligations of the Borrower and bear
interest, and be secured in like manner as the Borrowers obligations.
8. Borrower may not assign this agreement or any monies paid
or to be paid hereunder or convey or further encumber the Property without the
written consent of Lender.
9. No title or interest in or to all or any portion of the
Property may be transferred, of record or otherwise, by Borrower, nor will the
lien of Lender's mortgage be released as to all or any portion of the Property
unless and until such time as the loan has been paid in full by Borrower to
Lender.
10. Borrower agrees that they will pay all attorney's fees and
costs incurred by Lender, before and after the execution of this agreement, in
connection with the loan to Borrower and the payment/guaranty thereof.
11. Borrower hereby remises, releases, acquits, satisfies and
forever discharges Lender of and from any and all manner of action and actions,
cause and causes of action, suits, debts, dues, sums of money, accounts,
reckonings, bonds, bills, specialties, covenants, contracts, controversies,
agreements, promises, variances, trespasses, damages, judgments, executions,
claims and demands whatsoever in law or in equity, including but not limited to,
any obligation to have made or to make any further advances of monies pursuant
to this agreement, which Borrower ever had, now has, or which any personal
representative, successor, heir or assign of Borrower hereafter can, shall or
may have, against Lender for, upon or by reason of any of the terms, conditions
and provisions hereof, from the beginning of the world to the day of these
presents.
Borrower acknowledges that this document is executed of
Borrower's own free will and volition, without threat, duress or coercion of any
kind, with full and complete understanding of the terms hereof, and further
acknowledges and understands that this provision is a moving consideration in
the willingness of Lender to execute this agreement and fund the loan referred
to above.
As a condition of Lender making the loan to Borrower, Borrower
shall have Borrower's counsel deliver to Lender the opinion letter substantially
in the form attached hereto as Exhibit "C."
12. Borrower will at all times be liable to and indemnify and
save the Lender harmless from and against any and all claims and liabilities
13. This agreement, together with the exhibits (if any) or
other documents attached hereto and/or referred to herein, and the agreements
referred to herein, constitute the entire agreement of the parties with
reference to the subject matter hereof, and no modification, waiver, amendment,
discharge or change of this agreement shall be valid unless the same is in
writing and signed by the parties against which the enforcement of such
modification, waiver, amendment, discharge or change is sought. There are no
oral representations, inducements or agreements between the parties which have
not been specifically made a part of this agreement or upon which any of the
parties hereto is relying.
14. This agreement shall be binding upon the parties hereto,
their successors and assigns.
15. This agreement is the result of the joint efforts and
negotiations of the parties hereto, with each party being represented or having
had the opportunity to be represented by legal counsel of his or its own choice.
No single party is the author or drafter of this agreement or any of the
provisions of it. Each of the parties assumes joint responsibility for the form
and composition of all of the contents of this agreement and each party agrees
that this agreement shall be interpreted as though each of the parties
participated equally in the composition of it and each and every provision and
part of it. The parties agree that the rule of judicial interpretation to the
effect that any ambiguity or uncertainty contained in the agreement is to be
construed against the party who drafted the agreement shall not be applied in
the event of any disagreement, dispute or litigation arising out of this
agreement. For the purposes of this paragraph the term agreement shall also
include all documents referred to in this agreement and all documents executed
or delivered pursuant to this agreement.
IN WITNESS WHEREOF, the parties have hereunto set their hands
and seals, intending to be bound, this 11th day of June, 2002.
/s/Xxxxx X. Xxxxxxxx Imaging Diagnostic Systems, Inc.
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Witness
/s/ Xxxxx Xxxxx By: /s/ Xxxxx X. Xxxxxx
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Witness Xxxxx X. Xxxxxx,
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CEO COB Print Name/Title
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STATE OF FLORIDA :
: ss.
COUNTY OF BROWARD :
I HEREBY CERTIFY that on this day, personally appeared before
me, an officer duly authorized to administer oaths and take acknowledgments,
XXXXX X. XXXXXX, Chief Executive Officer/Chairman of the Board of Imaging
Diagnostic Systems, Inc., who executed the above and foregoing instrument, and
acknowledged before me that she executed same freely and voluntarily for the
purposes therein set forth and expressed.
WITNESS my hand and official seal at Fort Lauderdale, Broward
County, Florida, this 11th day of June, 2002.
/s/ Xxxxx X. Xxxxx
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Notary Public
State of Florida at Large
( ) Personally Known My commission # CC 803281
My commission expires: February 21, 2003
(X) Photographic I.D.
Type: Florida Drivers License
BALLOON PROMISSORY NOTE
$ 750,000.00 June 11, 2002
Broward County, Florida
For value received the undersigned herewith promises to pay to XXXXX XXXXXXXX
(hereinafter referred to as Payee), the principal sum of Seven Hundred Fifty
Thousand and 00/100 (U.S. $750,000.00) United States Dollars, which shall bear
interest at the rate of twelve (12%) percent per annum.
The undersigned shall pay to Payee each and every month, without demand,
principal and interest in the amount of Nine Thousand One and 26/100 ($9,001.26)
United States Dollars and, in addition thereto, one-twelfth (1/12) of the annual
real estate taxes (based upon the annual real estate taxes for the year 2001 in
the amount of Two Thousand Nine Hundred and 00/100 ($2,900.00) United States
Dollars per month) which will accrue on the real property encumbered by the
mortgage securing payment hereof until (i) the retirement of the within debt, or
(ii) Maker provides proof that the real estate taxes for the year 2002 have been
paid in full (whichever shall first occur) making the total monthly payment
Eleven Thousand Nine Hundred One and 26/100 ($11,901.26) United States Dollars,
until the 2002 real estate taxes are paid, at which time the monthly payment
will be $9,001.26 until paid in full, with the first such payment being due and
payable on the 11th day of July, 2002, and on the same day of each and every
month thereafter until June 11, 2003 on which date the entire unpaid balance of
principal and interest shall be due and payable in full. All payments due
hereunder shall be made to Payee at 0000 XxXxx Xxxx, Xxxx Xxxxx, Xxxxxxx 00000.
Payments shall be deemed delinquent, and the Maker in default, if any payment
due hereunder is not received within ten (10) days of the date when due.
This note may not be prepaid in whole or in part at any time without penalty.
It is understood and agreed that upon a default in payment when due, the holder
hereof (or any individual holder of an interest herein), may at its/his/her
election, accelerate the unpaid balance of the principal and all accrued
interest due and declare the same payable at once.
Further, at the option of the Holder (as that term is defined below), this Note
shall mature and become due and payable without demand or notice, which are
hereby waived, if any maker, endorser, or guarantor of this Note shall suspend
business; become insolvent; commit an act of bankruptcy; file for or have filed
against it, any petition in bankruptcy or any proceeding under any law relating
to the relief of debtors, or for the appointment of a receiver of its property;
make any bulk sale of its property; make any assignment for the benefit of
creditors; mortgage, pledge or transfer any accounts receivable or other
property, in trust or otherwise; make any material false representation to the
Holder incident to this transaction as of the date hereof; have a judgment
entered and warrant of attachment or execution issued against any of the
property of Maker which remains unresolved for fifteen (15) days after issuance
thereof.
Upon default, the principal balance shall bear interest at the rate of eighteen
(18%) percent per annum.
No delay or omission on the part of the holder in exercising any right hereunder
shall operate as a waiver of such right or of any other right under this note. A
waiver on any one occasion shall not be construed as a bar to or waiver of any
right or remedy on any future occasion.
Maker waives demand and presentment for payment, notice of dishonor, notice of
nonpayment, notice of protest, and protest; and all other notices or demands in
connection with the delivery, acceptance, performance or default of this
Promissory Note, except as herein set forth.
If a law which applies to this obligation and which sets maximum loan charges is
finally interpreted so that the interest or other loan charges collected or to
be collected in connection with this loan exceed the permitted limits, then: (i)
any such loan charge shall be reduced by the amount necessary to reduce the
charge to the permitted limit; and (ii) any sums collected from the Maker which
exceed permitted limits will be refunded to the Maker. The Holder can choose to
make this refund, in its sole and absolute discretion, either by: (i) reducing
the principal amount owed under this Promissory Note which reduction shall be
treated as a partial prepayment under this Promissory Note or (ii) by making a
direct payment to the Maker. Any refund made shall be calculated by determining
the difference in the actual interest rate and the legal interest rate
multiplied by the unpaid balance of this Promissory Note at the time such
improper rate of interests was charged.
As used in this note, the term, "Holder" shall mean the Payee or other endorsee
of this Promissory Note, and if assigned, any entity or person to whom an
interest herein has been assigned, and who is in possession of it or rights
hereunder, or the bearer of this Promissory Note, if this Promissory Note is at
the time payable to the bearer. The term "Maker" shall mean the undersigned and
all Guarantors of the within indebtedness.
Upon default Maker will pay all costs of collection, including the court costs
and attorney's fees of the Payee/Holder in lower courts and all appellate
courts. TRIAL BY JURY OF ALL ACTIONS ARISING HEREUNDER IS IRREVOCABLY WAIVED AND
ALL ACTIONS, IN LAW, EQUITY OR OTHERWISE, SHALL BE TRIED TO THE COURT SITTING
WITHOUT A JURY. Maker confirms that the within debt is absolutely and
irrevocably due to Payee and is not subject to any set-off, defense or
counterclaim. Maker agrees that in any litigation arising hereunder that Maker
shall not assert any defense, set-off or counterclaim all of which are hereby
waived.
This Promissory Note is secured by a Mortgage of even date.
Imaging Diagnostic Systems, Inc.
By: /s/ Xxxxx X. Xxxxxx
Print Name: Xxxxx X. Xxxxxx
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Print Title: CEO COB
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(PROMISSORY NOTE, PAGE TWO)
* * BALLOON MORTGAGE * *
THIS IS A BALLOON MORTGAGE AND THE FINAL PRINCIPAL PAYMENT OR THE PRINCIPAL
BALANCE DUE UPON MATURITY IS $739,961.53 TOGETHER WITH ACCRUED INTEREST, IF ANY,
AND ALL ADVANCEMENTS MADE BY THE MORTGAGEE UNDER THE TERMS OF THIS MORTGAGE.
THIS BALLOON MORTGAGE (the "Mortgage") is made and executed
this 11th day of June, 2002, by IMAGING DIAGNOSTIC SYSTEMS, INC., a Florida
corporation, whose address is 0000 XX 00xx Xxxxx, Xxxxxxxxxx, Xxxxxxx 00000
(hereinafter referred to as the "Mortgagor"), in favor of XXXXX XXXXXXXX
(hereinafter referred to as "Mortgagee") whose address is 0000 XxXxx Xxxx, Xxxx
Xxxxx, Xxxxxxx 00000, and is made in reference to the following facts:
A. Mortgagor is justly indebted to Mortgagee in the principal
sum of Seven Hundred Fifty Thousand ($750,000.00) Dollars, which is evidenced by
a promissory note executed by Mortgagor in favor of Mortgagee, dated the 11th
day of June, 2002, the terms and conditions of which are incorporated in and
made a part hereof (the "Note") and a true and correct copy of which is attached
hereto, marked Exhibit "A" and by this reference made a part hereof. The Note
bears interest at the rate therein stated, provides for payments of principal
and interest in the manner therein stated and has a maturity date of June 11,
2003.
B. Mortgagee desires to secure the prompt payment of the Note,
and any additional indebtedness accruing to the Mortgagee on account of any
future payments, advances or expenditures made by the Mortgagee or on account of
any other indebtedness incurred in connection with this Mortgage.
NOW, THEREFORE, for and in consideration of Mortgagee making
the aforesaid loan to Mortgagor and for other good and valuable consideration,
and to secure the payment of the aforesaid indebtedness, the Mortgagor does
hereby grant, bargain, sell, alien, remise, convey and confirm unto the
Mortgagee all that certain land, and all structures, buildings and improvements
thereon, of which Mortgagor is now seized and in possession, situate in Broward
County, Florida, more particularly described as follows:
Xxxx 0 xxx 0 xx XXXXXXXX XXXXXXXXXX XXXX, according to the
plat thereof as recorded in Plat Book 96, Page 40, of the
Public Records of Broward County, Florida.
TOGETHER WITH all and singular the tenements, hereditaments
and appurtenances and all structures, buildings and improvements of every kind
and description now or hereafter on said land, and all heretofore or hereafter
vacated alleys and streets abutting said land, and all riparian and littoral
rights, easements, rights, rents, royalties, mineral, oil and gas rights and
profits, water and water rights and water stock appurtenant to the said land,
and all fixtures, machinery, equipment, building materials and appliances of
every nature whatsoever now or hereafter located in, or on, or used, on intended
to be used in connection with the said land, improvements and appurtenances
including, but not limited to those for the purposes of supplying or
distributing heating, electricity, gas, water, air and light; and all elevators
and related machinery and equipment, plumbing, water heaters, sinks, and other
plumbing fixtures, awnings, storm windows, storm doors, attached floor covering,
antennae, trees and plants, all of which, including replacements and additions
thereto, shall be deemed to be and remain a apart of the Property covered by the
Mortgage.
FURTHER, TOGETHER WITH all rents, issues, income, profits, and
all accounts receivable generated through the use by Mortgagor or others of the
Property encumbered by this Mortgage, including any such rents, issues, income,
profits and all accounts receivable of any business activity conducted by
Mortgagor on or through the use of such Property; and the proceeds of all of the
foregoing.
All of the above described property and interests will
sometimes be referred to herein as the "Property."
TO HAVE AND TO HOLD the Property unto the Mortgagee and its
successors and assigns forever.
The Mortgagor hereby covenants and agrees with and warrants to
the Mortgagee as follows: (i) that the Mortgagor is the absolute fee simple
owner of the Property; (ii) that the Property is and will remain free and clear
of all encumbrances except real property taxes for the then current year; (iii)
that Mortgagor has full power and lawful right to mortgage and convey the
Property; (iv) that no delinquency exists with respect to the payment of any
taxes, assessments, water or sewer charges or other governmental impositions of
any kind levied or assessed on the property; (v) that upon default by Mortgagor
it shall be lawful for the Mortgagee at all times to peacefully enter upon,
hold, occupy and enjoy the Property and every part thereof; (vi) that Mortgagor
will make such further assurances to protect the fee simple title to the
Property in the Mortgagee as may be reasonably required; (vii) that Mortgagor
does hereby fully warrant the title to the Property and will defend the same
against the lawful claims of all persons whomsoever; and (viii) that Mortgagor
is a Florida corporation, under no restraint, limitation or restriction, and
having full legal capacity to make this mortgage and the Note secured hereby.
And the Mortgagor does hereby further covenant and agree
with and promise to the Mortgagee as follows:
1. Payment: Mortgagor shall strictly and fully comply with all
provisions of this Mortgage and of the Note secured hereby. Mortgagor shall
promptly pay Mortgagee all sums of money evidenced by the Note as well as all
sums of money required by this Mortgage on the days, respectively, the same
severally become due.
2. Taxes:
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a. Mortgagor shall, during the term of this Mortgage, pay
all taxes, assessments and encumbrances of every nature that may for any and all
purposes be payable, assessed or imposed on the Property, or any part thereof,
or the income therefrom, and upon this Mortgage and the Note, or the money
secured and evidenced thereby, and shall pay them before the delinquency thereof
and legible copies of receipts evidencing payment of said taxes, assessments,
levies and encumbrances shall be deposited with the Mortgagee on or before
October 31 of each succeeding year during the term of this Mortgage. Any such
tax, assessment, water, rent, claim, lien or encumbrance shall be paid under
protest as a condition of Mortgagors right to contest same and the security of
this Mortgage shall not be jeopardized.
b. If the Mortgagee does not pay the real estate taxes and
assessments within the earliest maximum discount period available, then the
Mortgagee may require that escrow payments as to taxes and assessments be paid
to Mortgagee by the Mortgagor, during the term of this Mortgage. In such event,
the Mortgagor shall pay to Mortgagee, to the extent reasonably requested by the
Mortgagee, on dates directed by the Mortgagee such amounts as Mortgagee from
time to time reasonably estimates is necessary to create and maintain a reserve
fund from which to pay, before the same become due, all taxes and governmental
assessments relating to the Property and as additional security for the debt
secured by this Mortgage. Said payments may be, at the discretion of the
Mortgagee, a monthly sum and amount equal to one_twelfth (1/12) of the estimated
annual taxes and assessments upon the Property, as the amount thereof is
determined from time to time by Mortgagee in its reasonable discretion. In the
event such monthly escrow payments are insufficient to pay for said insurance
premiums, taxes and assessments when due, Mortgagee may demand of Mortgagor that
the amount of such payments be increased and/or Mortgagee may demand that the
difference be paid to it by the Mortgagor, and Mortgagor shall promptly, and not
later than ten (10) days, comply with such demands. There shall be no interest
due to Mortgagor on such deposits. Payments from said reserve fund for said
purposes may be made by the Mortgagee at its discretion even though subsequent
owners of the Property described herein may benefit thereby. In the event of any
default under this Mortgage which is not cured within the curative period set
forth herein Mortgagee at its discretion and option may apply all or any part of
said reserve fund to the indebtedness hereby secured. In refunding any part of
said reserve fund, the Mortgagee may deal with whomsoever is represented to be
the owner of the Property at that time. If Mortgagee establishes an escrow for
the payment of taxes then such taxes shall be paid within the time to obtain the
maximum discount and evidence of payment shall be provided to Mortgagor within
fifteen (15) days thereafter.
3. Insurance: Mortgagor shall keep the Property and all
improvements which are now, or which hereafter may be erected therein on
thereon, including any personal property and fixtures described above,
constantly insured against loss by fire with extended coverage in a sum not less
than full insurable value, and in addition shall keep in full force and effect
policies of insurance insuring against such other hazards, casualties, and
contingencies as Mortgagee may reasonably require, including, but not limited to
Flood Insurance, Property Damage Insurance and Public Liability Insurance,
naming Mortgagee as loss payee and as additional insured. All insurance required
by Mortgagee hereunder shall be on such forms, for such periods, and in such
amounts as Mortgagee may reasonably require with loss payable to the Mortgagee
under a clause acceptable to Mortgagee in its sole discretion (which shall
include a minimum of thirty (30) days advance notice of cancellation of such
insurances). Mortgagor shall deliver the policy, or policies, to the Mortgagee
as additional security, and where renewal policies are necessary in the
performance of this covenant to deliver them at least thirty (30) days before
the expiration of the existing insurance. In the event such policy or policies
are a part of a master policy insuring properties in addition to the Property,
then Mortgagor may submit to Mortgagee a certified copy of such policy together
with the original loss payable endorsement in lieu of the original policy as set
forth above. In the event of loss, the Mortgagor shall give immediate notice by
mail to the Mortgagee; and if Mortgagor is in default of payment of the
Promissory Note secured by this Mortgage and Mortgagor shall fail to agree with
the insurance companies involved as to the amount and terms of any loss within
sixty (60) days of the happening of such loss, then the Mortgagee may negotiate
and settle said loss with such insurance companies and neither the Mortgagee nor
the insurance companies involved shall, upon such settlement being made, be
liable in any manner to the Mortgagor. The Mortgagee shall have the right to
apply any funds received from insurance policies required under this Mortgage to
the payment of this indebtedness or other sums hereby secured, or at its option
may allow such monies to be used in restoring the Property on terms and
conditions acceptable to and prescribed by the Mortgagee (and in which event the
funds may be retained without interest). The right to any return premiums on any
insurance policies covered by this Mortgage is hereby assigned to Mortgagee as
further security for the Note secured hereby.
4. Condemnation: In the event the Mortgagor is served with
process or otherwise notified of a condemnation action or any other action which
involves a taking of the Property or any part thereat, the Mortgagor shall
notify the Mortgagee in writing of such within five (5) days from the date of
service of process or such other notification (so as to be received by the
Mortgagee within said period). The proceeds of any award or claim for damages,
direct or consequential, in connection with any condemnation or other taking of
the Property, or any part thereat, or for conveyance in lieu of condemnation,
are hereby assigned and shall be paid to Mortgagee. Mortgagee shall not be held
responsible for any failure to collect any award or awards, regardless of the
cause of such failure. Any such award or awards received by the Mortgagee may,
at its option, be used in restoring the Property on terms and conditions
acceptable to and prescribed by the Mortgagee (and in which event the funds may
be retained without interest), or be applied as a credit on any portion of the
indebtedness or sums secured hereby, whether then matured or subsequently to
mature (provided that such does not exceed the amount necessary to pay in full
all indebtedness secured by this Mortgage).
5. Use and Alteration of Property: Unless required by
applicable law or unless Mortgagee has otherwise agreed in writing, Mortgagor
shall not allow changes in the nature of the occupancy for which the Property
was intended at the time this Mortgage was executed. Mortgagor shall not
initiate or acquiesce in a change in the zoning classification of the Property
without Mortgagees written consent. Mortgagor shall not make any change in the
use of the Property which will create a fire or other hazard not in existence on
the date hereof, nor shall Mortgagor in any way increase any hazard.
6. Surface Alteration and Mineral Rights: Mortgagor shall not
consent to, permit or indulge in any entry, either by itself or by any others,
upon the surface of the property for the purpose of exploration, drilling,
prospecting, mining, excavation or removal of any earth, sand, dirt, rock,
minerals, oil or any other substance without the Mortgagee's approval and
written consent.
7. Waste and Mechanic's Lien: Mortgagor shall keep the
Property, and all equipment, appurtenances and accessories constantly in good
order and repair; shall comply with all laws, ordinances, and regulations now or
hereafter affecting the Property or any part thereof; and shall not permit,
suffer or commit any waste, impairment or deterioration of said Property, or any
part thereof. In addition, in the event any mechanics or materialmen's liens are
filed against the Property, or any part thereof, Mortgagor shall cause the same
to be discharged, paid, bonded or otherwise satisfied so that it no longer
affects the Property within thirty (30) days after the filing thereof, or within
ten (10) days after a suit for the foreclosure thereof has been filed, whichever
date is earlier.
8. Protection of Mortgagee's Security: Mortgagor shall execute
and/or cause to be executed such further assurances of title to the Property,
and to take and cause to be taken, such steps, including legal proceedings as
may at any time appear to the Mortgagee to be desirable to perfect the title to
the Property in the Mortgage. Upon a failure or default in or breach of
performance of any of the covenants and agreements contained herein, in any
particular, the Mortgagee may, without notice to the Mortgagor, pay all taxes,
assessments, and public charges, and/or take such steps as may be necessary to
secure or redeem the Property from forfeiture or sale, and/or effect or renew
any insurance, and/or make such repairs as may be necessary to keep the
Property, equipment, fixtures, furnishings, appurtenances and accessories in
good order and repair and/or take or cause to be taken, such steps, including
legal proceedings, as may be desirable to prevent the commission of waste,
impairment or deterioration of the Property, or any part thereof, or to perfect
the title to the Property in the Mortgagee, and/or to perform any other acts or
expend such other sums deemed necessary by Mortgagee to protect its security for
the repayment of the Note and all sums expended in the doing of or on account of
the same, shall be a part of the debt secured by this Mortgage, and shall be
secured as fully as the principal debt and interest is secured, and shall bear
interest at the highest legal rate permitted by law to be charged by Mortgagee
from the date of the expenditure thereof and shall, together with the interest
thereon, be repaid by the Mortgagor before the expiration of a period of thirty
(30) days thereafter. But there is no obligation upon the Mortgagee to make such
payments or take such steps, nor shall any act of the Mortgagee or any failure
to act under the powers granted by this paragraph 8, nor any lapse of time, be
construed as the waiver of any breach of the covenants and agreements contained
herein.
9. Civil Proceedings: If any action or proceeding is commenced
by a third party (except an action to foreclose this Mortgage or to collect the
debt secured hereby), to which action or proceeding the Mortgagee is or becomes
a party (which pertains to the lien of this mortgage) or in which it becomes
necessary to defend or uphold the lien of this Mortgage (including to protect
its interests in any condemnation proceedings), all sums paid by the Mortgagee
for the expense of any litigation (including reasonable attorney's fees and
appellate counsel fees, if any) to prosecute or defend the rights and lien
created by this Mortgage shall on notice and demand be paid by the Mortgagor,
together with interest thereon at the highest legal rate permitted by law to be
charged by Mortgagee, and shall be a lien on the Property, prior to any right or
title to, interest in or claim upon the Property subordinate to the lien of this
Mortgage, and shall be deemed to be secured by this Mortgage and evidenced by
the Note.
10. Payments Received: That any payment made in accordance
with the terms of this Mortgage by any person at any time liable for the payment
of the whole or any part of the sums now or hereafter secured by this Mortgage,
or any subsequent owner of the Property, or by any other person whose interest
in the Property might be prejudiced in the event of a failure to make such
payment, or by any stockholder, officer or director of a corporation or by any
partner of a partnership or beneficiary of a trust which at any time may be
liable for such payment or may own or have such an interest in the Property,
shall be deemed, as between the Mortgagee and all persons who at any time may be
liable as aforesaid or may own the Property, or any part thereof, to have been
made on behalf of all such persons.
11. Inspections: The Mortgagor agrees, upon default, that
Mortgagee and any person authorized by the Mortgagee shall have the privilege of
making inspections of the Property at reasonable times during the life of this
Mortgage.
12. Reserved.
13. Assignment of Rents: Mortgagor does hereby assign and set
over unto the Mortgagee as additional security for the indebtedness and other
items herein secured, all rents, issues, profits, income and accounts receivable
generated through the use by Mortgagor or others of all or any part of the
Property, including any such rents, issues, profits, income and accounts
receivable of any activity conducted by Mortgagor on or through the use of the
Property, as well as the proceeds of all of the foregoing. Mortgagor does hereby
appoint the Mortgagee its attorney_in-fact to collect said rents, issues,
profits, income and accounts receivable with or without suit and apply the same,
less expenses of collection, to the said indebtedness, other secured items and
repairs, in such manner as the Mortgagee may elect; provided however, that until
there be a default under the terms of this Mortgage (which is not cured within
the applicable curative period prescribed herein), Mortgagor may continue to
collect and enjoy said rents, issues, profits, income and accounts receivable
giving only an annual accounting to the Note holder for the same. The curing of
any default within the period permitted by this Mortgage shall entitle the
Mortgagor to again collect said rents, issues, profits, income and accounts
receivable. This assignment of rents, issues, profits, income and accounts
receivable and power of attorney shall be irrevocable and shall be in addition
to the other remedies herein provided for in event of a default and may be put
into effect independently of or concurrently with any of said remedies, but no
liability shall attach to the Mortgagee for failure or inability to collect any
rents, issues, profits, income and accounts receivable herein assigned.
Assignment, lien, and power of attorney shall apply to all rents, issues,
profits, income, accounts receivable, choses in action and the proceeds of same
hereafter accruing from present contracts for deed, purchase agreements, option
agreements or leases and rentals of the Property and any business activity
conducted from or on the Property and from all contracts for deed or purchase
agreements, option agreements or leases and rentals and any business activity
hereafter made or conducted by the present or any future owners of the Property,
and any persons entering into contracts for purchase or sale of the Property
shall take subject to all the provisions and conditions hereof.
14. Release of Liability: Without affecting the liability of
any party (other than any party released pursuant thereto) for payment of any
indebtedness secured hereby, and without affecting the superiority or validity
of the lien hereof upon any Property not released pursuant thereto, Mortgagee
may at any time, and from time to time, without notice, in whole or in part,
release, discharge or modify the obligation of any party liable for payment of
any indebtedness secured hereby, or extend the time for payment for such
indebtedness, or agree to alter any other terms of payment of such indebtedness
or accept additional security of any kind or release any Property securing such
indebtedness or consent to the making of any map or plat for the creation of any
easements thereon or otherwise.
15. Intervening Liens: Any agreement hereafter made by
Mortgagor or Mortgagee pursuant to this Mortgage shall be superior to the rights
of the holder of any intervening lien or encumbrance.
16. Waiver: No failure of Mortgagee to exercise any option
herein given to declare the maturity of the debt hereby secured shall be taken
or construed as a waiver of its right to exercise such option or to declare such
maturity by reason of any past, present or future default on the part of
Mortgagor; and the procurement of insurance or the payment of taxes or other
liens, debts, or charges by Mortgagee shall not be taken or construed as a
waiver of its right to declare the maturity of the indebtedness hereby secured
by reason of failure of Mortgagor to procure such insurance or to pay such
taxes, debts, liens or charges. The lien of this instrument shall remain in full
force and effect during any postponement or extension of time of payment of any
part or all of the indebtedness secured hereby and during the term of any future
advances made hereunder.
17. Exemptions: The Mortgagor agrees not to set up or claim
the benefit of curtesy or dower laws, or any exemption or insolvency laws
against any claim of the Mortgagee, for any sum of money which may become due
and payable to Mortgagee, under the covenants and agreements of the Note, or of
this Mortgage, or any other instrument securing said Note, or against the
securing of execution of any judgment sought thereon, all of said rights and
exemptions being hereby expressly waived.
18. Default: The happening of any of the following events
shall constitute a default hereunder: (a) a default shall occur under the Note;
(b) failure of Mortgagor to perform any material agreement of this Mortgage or
in any other instrument securing said Note or in any other instrument executed
by Mortgagor in connection with the loan secured hereby; (c) the filing of any
petition under the Bankruptcy Code, or any similar federal or state statute, by
any obligor (which term shall mean and include the Mortgagor, each borrower,
endorser, surety, guarantor and all others who may become liable for all or any
part of the obligations secured hereby, as well as anyone that owns, from time
to time, all or any portion of the Property or any interest therein) or by any
obligor against another obligor; (d) the filing by anyone other than an obligor
of any petition under the Bankruptcy Code, or any similar federal or state
statute, against any obligor; (e) the filing in any court by any person or
entity of an application for the appointment of a receiver or trustee to take
custody of the Property or any part thereof; (f) the filing of any application
in any court for the appointment of a receiver for the benefit of one or more
creditors, or the making of a general assignment for the benefit of creditors as
to any obligor: (g) the dissolution, business failure, merger, consolidation or
reorganization of any obligor; (h) any material warranty, representation,
certificate or statement of any obligor (whether contained in this Mortgage, the
Note, other instruments of security or other instruments executed in connection
with the loan secured hereby) is not true; (i) taking of possession of all or
any substantial part of the Property encumbered by this Mortgage or other
instruments of security securing the Note at the instance of any governmental
authority; (j) a default shall occur under or any proceedings are instituted for
the foreclosure or collection of any mortgage, judgment or lien prior or
subordinate to the lien of this Mortgage affecting the Property (including
collateral encumbered by the other instruments of security for the Note); (k) a
default by Mortgagor or other obligor shall occur under any lease or contract
affecting all or any part of the Property accompanied by a default in payment;
or (l) should any license or permit in existence on the date of this Mortgage or
any other license or permit necessary for the operation and use of the Property
contemplated herein be revoked or terminated or should any conditions imposed by
any governmental authority not be complied with by the time requested by such
authority as a condition to non_revocation or non_termination which impairs the
security to Mortgagee of the lien of this mortgage. The enumeration of events of
default under this paragraph 18 shall not exclude such other events of default
under this Mortgage which are set forth in other paragraphs.
19. Acceleration: If a default shall occur hereunder and
remains uncured for ten (10) days or more, without notice, then the full unpaid
principal amount of the Note together with all accrued interest shall become
immediately due and payable at the option of the Mortgagee as fully and
completely as if said aggregate sum were originally stipulated to be paid at
such time. A default shall be deemed to include, but is not limited to, the
failure to make payments of principal, interest and late charges under the Note
as well as payments of escrow taxes and governmental assessments and premiums
for insurance under this Mortgage any security agreement securing the Note. That
is to say, upon the breach of any of the terms or covenants herein to be
performed by the Mortgagor and the failure of the Mortgagor to cure such breach,
the Mortgagee or holder shall have the right to accelerate the maturity of this
Mortgage as though it were due and payable on the day following such curative
period and to demand payment in full of the Mortgage amount of any unpaid
balance thereof, and to exercise all the rights and remedies herein or by law
reserved to the Mortgagee the same as in any event of default hereunder,
anything in the Note secured hereby or herein to the contrary notwithstanding.
Notwithstanding anything contained in this paragraph 19 to the contrary, there
shall be no requirement of a curative period as set forth above in the event of
any default specified in paragraphs 18(c), (d), (h), (i), (j), or (k) hereof. If
the Note secured hereby is a demand note, the terms and provisions of this
paragraph or of any other provision in this Mortgage, shall not be deemed or
interpreted to alter or abrogate the demand nature of the Note or the rights or
Mortgagee under a demand instrument.
20. Receiver: In the event a suit is instituted to foreclose
or reform this Mortgage or to enforce payment of any claims hereunder, the
Mortgagee shall have the right, at any time pending such suit, to apply to the
Court having jurisdiction thereof for the appointment of a Receiver of all and
singular the Property, and of all rents, profits, income, issues, accounts
receivable and proceeds as assigned hereunder; and upon such application such
court shall forthwith appoint a Receiver of the Property, all and singular, and
of such rents, income, profits, issues and accounts receivable with the usual
powers and duties of Receivers in like cases, and such appointment shall be made
as a matter of absolute right to the Mortgagee and without reference to the
adequacy or inadequacy of the security, or to the solvency or insolvency of the
Mortgagor. Such rents, profits, income, issues and accounts receivable shall be
applied, after payment of the expenses of receivership and management of the
Property by the Receiver aforesaid, according to law and the order and practice
of such Court, and all rents, profits, income, issues and accounts receivable as
hereinabove assigned are hereby transferred, assigned, set over and pledged as
further security for the payment of the Mortgage indebtedness, with the right on
the part of the Mortgagee, but without any duty to do so, at any time after
default hereunder to demand and receive and apply the same upon the mortgage
indebtedness, and such appointment shall be without notice to any obligor
hereunder.
21. Litigation, Costs and Attorney's Fees: In the event the
Property or any part thereof becomes the subject of or involved in any action or
court proceeding (including any bankruptcy case or proceeding), the prevailing
party in such litigation shall recover and be reimbursed by the non-prevailing
party for all costs, charges and expenses, including reasonable attorney's fees,
and further including those on appeal, incurred by in connection with or growing
out of such action or proceeding and all such costs, charges, expenses and
attorney's fees shall be secured, if in favor of Mortgagee, by the lien of this
Mortgage. The non-prevailing party agrees to pay all such costs, charges,
expenses and attorney's fees, costs of abstracts of title, title searches and
appraisals, incurred or paid at any time by the prevailing party because of the
failure of the non-prevailing party to fully perform the agreements and
covenants of the Note or this Mortgage or of any other instrument securing the
Note or executed in connection with the loan evidenced by the Note. Said costs,
charges and expenses shall be immediately due and payable and secured by the
lien of this Mortgage if Mortgagee is the prevailing party. Said reasonable
attorney's fees shall include any such incurred or expended at any time by the
Mortgage after any default by the Mortgagor as specified above even if incurred
prior to the commencement of any action or otherwise, in the foreclosure of this
Mortgage or the collection of the amount secured hereby, of Mortgagee is the
prevailing party. The obligation to pay costs, expenses and attorney's fees
shall include those costs, expenses and fees incurred by the Mortgagee in
seeking to collect or enforce any judgment entered on the Note, this Mortgage
and such obligation shall not merge in such judgment or judgments but shall
survive and continue until all debts and obligations evidenced by the Note, this
Mortgage or any other instruments of security, and any judgment or judgments
entered thereon or foreclosures thereof are enforced, paid and satisfied in
full, if Mortgagee is the prevailing party. TRIAL BY JURY OF ALL ACTIONS ARISING
HEREUNDER IS IRREVOCABLY WAIVED AND ALL ACTIONS, IN LAW, EQUITY OR OTHERWISE,
SHALL BE TRIED TO THE COURT SITTING WITHOUT A JURY.
22. Transfer of Property: If all or any part of the Property
or any interest therein is sold or transferred by Mortgagor (or any subsequent
owner of the Property) to any party without Mortgagee's prior written consent,
Mortgagee may, at Mortgagees option, and without notice to the Mortgagor,
declare all sums secured by this Mortgage to be immediately due and payable.
Mortgagee shall have waived such option to accelerate if, prior to the sale or
transfer, Mortgagee and the person to whom the Property is to be sold or
transferred reach agreement in writing that the credit and other factors
required by Mortgagee (including, without limitation, experience, principle
location of person and past credit performance) is satisfactory to Mortgagee in
its sole discretion and that the interest payable on the sum secured by the
Mortgage shall be at such rate as Mortgagee shall request in its sole
discretion, and at closing such person shall assume in writing the indebtedness
secured hereby and the obligations set forth herein, and execute such other
documents that Mortgage may reasonably require.
23. Other Limitations: In addition to the limitation set forth
in paragraph 22 hereof, Mortgagor agrees that the following events shall not
occur on or after the day and year first above written without the prior written
consent of Mortgagee: (a) transfer or assignment of any interest whatsoever in
the property; (b) encumbering of all or any part of the Property except in favor
of Mortgagee; (c) conversion of the Property into a form of ownership other than
its present use; (d) sales or leases of interval ownership or time sharing of
all or any part of the Property. If any of such events do occur, such shall be
deemed a default under this Mortgage, and the Mortgagee or holder shall have the
right to accelerate the maturity of this Mortgage as though it were due and
payable on the day of such default and to demand payment in full of the said
Note or any unpaid balance thereof, and to exercise all rights and remedies
herein or by law reserved to the Mortgagee the same as in any event of default
hereunder, anything contained in the Note secured hereby or herein to the
contrary notwithstanding. There shall be no requirement of any curative period,
and the provisions of paragraph 19 hereof as to curative periods are
inapplicable, for curing such event of default under this paragraph 23 or under
paragraph 22 hereof. The Mortgagor acknowledges that the loan secured hereby is
a purchase money obligation and that Mortgagee is making such loan to Mortgagor
not only on the basis of the collateral secured by this Mortgage but likewise on
the basis of the Mortgagor owning all of the Property during the term of said
loan. Accordingly, Mortgagor agrees that limitations contained in this paragraph
23, and in paragraph 22 hereof shall be strictly construed against the Mortgagor
and in favor of Mortgagee. Any default under any of such limitations shall be
non_rebuttable and conclusively presumed to jeopardize the security and
collateral of Mortgagee for its loan, as same is defined and construed under
Florida appellate decisions as may exist from time to time (but without any
expressed or implied consent or waiver that state law rather than federal law
shall be applicable in the construction and application of the foregoing
provisions). At the option and in the sole discretion of Mortgagee, Federal
regulatory or statutory law as affects "due on sale" or "due on encumbrance"
clauses when a federal savings and loan association is the lender shall apply
and control, rather than Florida law, irrespective of any other provision
contained in this Mortgage to the contrary.
24. Proceeds of Claims, Awards, Rents and Sales: All monies,
other than proceeds of foreclosure sale or other transfer of title to the
Property in extinguishment of the indebtedness secured by this Mortgage, which
are paid to, collected or received by Mortgagee in connection with or as the
proceeds of insurance loss claims, condemnation awards, rents, leases, or sales
as provided under the terms of this Mortgage, shall be applied by Mortgagee as
follows: first to payment of Mortgagee's costs, including any advances made by
Mortgagee and all expenses, real estate commissions and attorney's fees incurred
therewith; second, to payment to Mortgagee of interest, at the highest legal
rate permitted by law to be charged by Mortgagee, on said costs from the date of
such expenditures; and third, at option of Mortgagee to (a) restoration or
repair of the Property, if applicable, or (b) to payment of interest due on the
principal indebtedness, and the remainder, if any, to the principal indebtedness
secured by this Mortgage. Unless Mortgagor and Mortgagee otherwise agree in
writing, any such application of proceeds to principal shall not extend or
postpone the due date of the installment payments referred to in paragraphs 1
and 2 hereof or change the amount of such installments. Nothing in this
paragraph shall affect the lien of this Mortgage or the liability of the
Mortgagor for payment of the entire balance of the indebtedness secured hereby.
25. Proceeds of Foreclosure Sale: If this Mortgage is
foreclosed by a proper suit and the Property is sold to satisfy a decree of
foreclosure, the proceeds of such sale shall be applied as follows: First, to
the expenses and costs incurred hereunder, including reasonable attorney's fees
for such services as may be necessary in the premises and for the collection of
said indebtedness and the foreclosure of this Mortgage; second, to the payment
of whatever sum or sums the Mortgagee may have paid or become liable to pay in
carrying out the terms and stipulations of this Mortgage, together with interest
thereon; and finally, to the payment and satisfaction of the Note. The balance,
if any, shall, unless the Court decrees otherwise, be paid into the registry of
the Court having jurisdiction of said foreclosure suit, to abide the further
order of said Court.
26. Notice: Any written notice, demand or request that is
required to be made hereunder or under the Note or under any other instrument of
security for the Note shall be served in person or by registered or certified
mail, return receipt requested, addressed to the party to be served at its
address set forth below:
Mortgagor: IMAGING DIAGNOSTIC SYSTEMS, INC.
0000 XX 00xx Xxxxx
Xxxxxxxxxx, Xxxxxxx 00000
Mortgagee: XXXXX XXXXXXXX
0000 XxXxx Xxxx
Xxxx Xxxxx, Xxxxxxx 00000
With Copy to: Xxxxx Xxxxx Xxxxx, P.A.
000 Xxxxx Xxxxxxx Xxxxxx
Xxxxx 000
Xx. Xxxxxxxxxx, Xxxxxxx 00000
The above addresses may be changed as to the applicable party by providing the
other party with notice of such address change in the same manner provided
above; provided however, so long as Mortgagor is the owner of all or any part of
the Property the address of the Mortgagor must be located within the continental
United States of America. In the event that written notice, demand or request is
made as provided in this paragraph 26, then in the event that such notice is
returned to the sender by the U. S. Postal System because of insufficient
address or because the party has moved or otherwise, other than for insufficient
postage, such writing shall be deemed to have been received by the party to whom
it was addressed on the date that such writing was initially placed in the U. S.
Postal System by the sender.
27. Severability: Wherever possible, each provision of this
Mortgage shall be interpreted in such manner as to be effective and valid under
applicable law, but if any provision hereof shall be prohibited or invalid under
applicable law, such provision shall be ineffective to the extent of such
prohibition or invalidity only, without invalidating the remainder of such
provision(s) or of the remaining provisions of this Mortgage.
28. Binding Effect: Whenever the context of this Mortgage so
admits or requires, the terms Mortgagor and Mortgagee shall include the heir,
personal representatives, successors and/or assigns of the respective parties
hereto; the use of the singular number shall include the plural, and the plural
shall include the singular; the use of any gender shall include all genders, and
if used, the term Note or Promissory Note shall include all the Notes herein
described if more than one.
29. Headings: The headings of the paragraphs contained in
this Mortgage are for convenience of reference only and do not form a part
hereof and in no way modify, interpret or construe the meaning of the parties
hereto.
PROVIDED ALWAYS, HOWEVER, that if the Mortgagor shall pay unto
the said Mortgagee the moneys provided for in and by said Note and Notes and
this Mortgage shall well and truly keep, observe and perform, comply with and
abide by each and every the stipulations, agreements, conditions and covenants
thereof as and when required thereby then this deed and the estate hereby
created shall cease and be null and void, otherwise the same shall remain of
binding force and effect.
IN WITNESS WHEREOF, the Mortgagor has executed this Mortgage
or has caused the same to be executed by its duly authorized representatives on
the day and year first above written.
THIS IS A BALLOON MORTGAGE AND THE FINAL PRINCIPAL PAYMENT OR THE PRINCIPAL
BALANCE DUE UPON MATURITY IS $739,961.53 TOGETHER WITH ACCRUED INTEREST, IF ANY,
AND ALL ADVANCEMENTS MADE BY THE MORTGAGEE UNDER THE TERMS OF THIS MORTGAGE.
Signed, sealed and delivered in the presence of:
IMAGING DIAGNOSTIC SYSTEMS, INC.
Executed In The Presence Of:
/s/ Xxxxx X. Xxxxxxxx By: /s/ Xxxxx X. Xxxxxx
--------------------------- -------------------
Witness (Signature) Xxxxx X. Xxxxxx, CEO COB Print Name/Title
------------------------
Print Name: Xxxxx X. Xxxxxxxx
/s/ Xxxxx X. Xxxxx
--------------------------
Witness (Signature)
Print Name: Xxxxx X. Xxxxx
STATE OF FLORIDA :
ss.
COUNTY OF BROWARD :
The foregoing instrument was acknowledged before me this 11th day of June,
2002, by Xxxxx X. Xxxxxx Chief Executive Officer and Chairman of the Board of
Imaging Diagnostic Systems, Inc., the Mortgagor.
/s/ Xxxxx X. Xxxxx
Notary Public
State of Florida at Large
( ) Personally Known My commission # CC 803281
My commission expires: February 21, 2003
(X) Photographic I.D.
Type: Florida Drivers License
THIS INSTRUMENT PREPARED BY:
Xxxxx X. Xxxxx, Esq.
000 Xxxxx Xxxxxxx Xxxxxx
Xxxxx 000
Xx. Xxxxxxxxxx, Xxxxxxx 00000
Phone: (000) 000-0000
