CONSTRUCTION LOAN AGREEMENTConstruction Loan Agreement • March 12th, 2007 • Summer Infant, Inc. • Blank checks • Rhode Island
AGREEMENT made this 21st day of December, 2006, by and between Bank of America, N.A., a national banking association, with an office located at 111 Westminster Street, Providence, Rhode Island (the “Lender”) and Faith Realty, LLC, a Rhode Island limited liability company with its principal business office located at 582 Great Road, North Smithfield, Rhode Island (the “Borrower”).
WARRANTY DEEDWarranty Deed • March 12th, 2007 • Summer Infant, Inc. • Blank checks
This conveyance is such that no R.I.G.L. 44-30-71.3 withholding is required. Grantor is a Rhode Island limited liability company as evidenced by Certificate of Good Standing from the Office of the Rhode Island Secretary of State.
DISTRIBUTION AND LICENSE AGREEMENTDistribution and License Agreement • March 12th, 2007 • Summer Infant, Inc. • Blank checks • Rhode Island
This Agreement is made in light of and in consideration of the following facts and circumstances that form a material part of this Agreement
SECURED PROMISSORY NOTESecured Promissory Note • March 12th, 2007 • Summer Infant, Inc. • Blank checks
FOR VALUE RECEIVED, Summer Infant, Inc., a Rhode Island corporation, Summer Infant Europe Limited, a private company limited by shares organized under the laws of England and Wales with registered number 04322137, and Summer Infant Asia Limited, a Hong Kong corporation (collectively the “Borrower”), jointly and severally, unconditionally promise to pay to Bank of America, N.A., a national banking association (“Bank”), or order, at its offices at 111 Westminster Street, Providence, Rhode Island, or at such other place as may be designated in writing by Bank, the principal sum of Seven Million Five Hundred Thousand Dollars ($7,500,000), or, if less, the aggregate unpaid principal amount of advances made by Bank to Borrower under that certain Revolving Credit Agreement between the Borrower and Bank dated as of even date (the “Loan Agreement”), together with interest in arrears from the date hereof on the unpaid principal balance hereunder, computed daily, at the RATE per annum indicated b
COLLATERAL ASSIGNMENT OF LEASES AND RENTSCollateral Assignment of Leases and Rents • March 12th, 2007 • Summer Infant, Inc. • Blank checks
THIS COLLATERAL ASSIGNMENT OF LEASES AND RENTS is made this 21st day of December, 2006 by Faith Realty, LLC, a Rhode Island limited liability company with its principal business office located at 582 Great Road, North Smithfield, Rhode Island (the “Assignor”) to Bank of America, N.A., a national banking association, with an office located at 111 Westminster Street, Providence, Rhode Island (the “Assignee”).
ASSIGNMENT OF PROJECT CONTRACTSAssignment of Project Contracts • March 12th, 2007 • Summer Infant, Inc. • Blank checks
THIS ASSIGNMENT made the 21st day of December, 2006 by Faith Realty, LLC, a Rhode Island limited liability company with its principal business office located at 582 Great Road, North Smithfield, Rhode Island (“Assignor”) and Bank of America, N.A., a national banking association, with an office located at 111 Westminster Street, Providence, Rhode Island (“Assignee”).
OPEN-END MORTGAGE AND SECURITY AGREEMENT TO SECURE PRESENT AND FUTURE LOANS UNDER CHAPTER 25 OF TITLE 34 OF THE GENERAL LAWSOpen-End Mortgage and Security Agreement • March 12th, 2007 • Summer Infant, Inc. • Blank checks
KNOW ALL MEN BY THESE PRESENTS, That Faith Realty, LLC, a Rhode Island limited liability company with its principal place of business located at 582 Great Road, North Smithfield, Rhode Island (the “Mortgagor”), for consideration paid to the Mortgagor by Bank of America, N.A., a national banking association with a place of business located at 111 Westminster Street, Providence, Rhode Island 02903 Attention: David J. Angell (the “Mortgagee”), the receipt of which is hereby acknowledged, does hereby grant to the Mortgagee the following described real estate and other property:
GUARANTEE AND DEBENTURE dated October 28, 2005 Summer Infant Europe Limited (as the Chargor) and Bank of America, N.A. (the Secured Party) Bingham McCutchen LLP LondonGuarantee and Debenture • March 12th, 2007 • Summer Infant, Inc. • Blank checks
ASSUMPTION AND MODIFICATION AGREEMENTAssumption and Modification Agreement • March 12th, 2007 • Summer Infant, Inc. • Blank checks
This Agreement is made as of the 6th day of March, 2007, by and among (i) Faith Realty, LLC, a Rhode Island limited liability company with its principal business office located at 582 Great Road, North Smithfield, Rhode Island (“Faith”), (ii) Summer Infant, Inc., a Rhode Island corporation, with its principal business office located at 582 Great Road, North Smithfield, Rhode Island (“SII”), and (iii) Bank of America, N.A., a national banking association, with an office located at 111 Westminster Street, Providence, Rhode Island (the “Bank”).
REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • March 12th, 2007 • Summer Infant, Inc. • Blank checks • Rhode Island
AGREEMENT made this 19th day of July, 2005 by and among Bank of America, N.A., a national banking association, with an office located at 111 Westminster Street, Providence, Rhode Island (the “Lender”), and Summer Infant, Inc., a Rhode Island corporation (“SII”), Summer Infant Europe Limited, a private company limited by shares organized under the laws of England and Wales with registered number 04322137 (“SIE”), and Summer Infant Asia Limited, a Hong Kong corporation (“SIA”), all with a principal place of business located at 6 Blackstone Valley Place, Lincoln, Rhode Island (SII, SIE, and SIA herein individually referred to as a “Borrower” and collectively referred to as the “Borrower”).
SECURED PROMISSORY NOTESecured Promissory Note • March 12th, 2007 • Summer Infant, Inc. • Blank checks
LOAN: FOR VALUE RECEIVED, Faith Realty, LLC, a Rhode Island limited liability company (the ‘Borrower’), unconditionally promise to pay to Bank of America, N.A., a national banking association (“Bank”), or order, at its offices at 111 Westminster Street, Providence, Rhode Island, or at such other place as may be designated in writing by Bank, the principal sum of Three Million One Hundred Forty-Five Thousand Dollars ($3,145,000), together with interest in arrears from the date hereof on the unpaid principal balance hereunder, computed daily, at the RATE per annum indicated below payable in accordance with the particular PAYMENT SCHEDULE indicated below.
SECURITY AGREEMENTSecurity Agreement • March 12th, 2007 • Summer Infant, Inc. • Blank checks • Rhode Island
THIS AGREEMENT is dated July 19, 2005 and is entered into by and between Summer Infant, Inc., a Rhode Island corporation, with its principal place of business located at 6 Blackstone Valley Place, Lincoln, Rhode Island (the “Debtor”) and Bank of America, N.A., a national banking association with a place of business located at 111 Westminster Street, Providence, Rhode Island (the “Secured Party”).
AGC DOCUMENT NO. 415 STANDARD FORM OF DESIGN-BUILD AGREEMENT AND GENERAL CONDITIONS BETWEEN OWNER AND DESIGN-BUILDER (Where the Basis of Payment is a Lump Sum Based on an Owner’s Program including Schematic Design Documents)Design-Build Agreement • March 12th, 2007 • Summer Infant, Inc. • Blank checks
This Agreement has important legal and insurance consequences. Consultation with an attorney and insurance consultant is encouraged with respect to its completion or modification.
