LOAN AND SECURITY AGREEMENT Dated: March 20, 2015Loan and Security Agreement • March 26th, 2015 • Skyline Corp • Mobile homes
FIRST BUSINESS CAPITAL CORP., a Wisconsin corporation (the “Lender”), 401 Charmany Drive, Madison, Wisconsin 53719, and SKYLINE CORPORATION, an Indiana corporation (“Parent”) and its wholly-owned subsidiaries, HOMETTE CORPORATION (“Homette”) and LAYTON HOMES CORP. (“Layton”), each an Indiana corporation, and SKYLINE HOMES, INC. (“Homes”), a California corporation (Homette, Layton and Homes, herein collectively, the “Consolidated Subsidiaries” and together with Parent, the “Debtor”), whose chief executive office is located at 2520 ByPass Road, Elkhart, Indiana 46514, agree as follows:
MORTGAGE (Marion County, Florida) BY SKYLINE CORPORATION AS MORTGAGOR TO FIRST BUSINESS CAPITAL CORP., AS MORTGAGEE Dated: March 20, 2015Skyline Corp • March 26th, 2015 • Mobile homes
THIS MORTGAGE SECURES CERTAIN LOANS IN AN AGGREGATE PRINCIPAL AMOUNT OF UP TO $10,000,000.00; PROVIDED THAT NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, ENFORCEMENT OF THIS MORTGAGE IS LIMITED TO A PRINCIPAL DEBT AMOUNT OF $2,400,000.
PATENT AND TRADEMARK SECURITY AGREEMENTPatent and Trademark Security Agreement • March 26th, 2015 • Skyline Corp • Mobile homes
This Agreement, dated as of March 20, 2015, is made by and between SKYLINE CORPORATION, an Indiana corporation, having a business location at the address set forth below under its signature (the “Debtor”), and FIRST BUSINESS CAPITAL CORP., a Wisconsin corporation, having a business location at the address set forth below under its signature (the “Secured Party”).
DEED OF TRUSTSkyline Corp • March 26th, 2015 • Mobile homes
This DEED OF TRUST, made this 20th day of March, 2015 between SKYLINE HOMES, INC., a California corporation, herein called TRUSTOR whose address is 2520 ByPass Road, Elkhart, Indiana, and First American Title Insurance Company herein called TRUSTEE, for the benefit of FIRST BUSINESS CAPITAL CORP., herein called BENEFICIARY whose address is 401 Charmany Drive, Madison, WI 53719.
NOTE ASkyline Corp • March 26th, 2015 • Mobile homes
FOR VALUE RECEIVED, the undersigned, SKYLINE CORPORATION, an Indiana corporation (together with its consolidated subsidiaries, HOMETTE CORPORATION, an Indiana corporation, LAYTON HOMES CORP., an Indiana corporation, and SKYLINE HOMES, INC., a California corporation (collectively herein, the “Borrower”), hereby jointly and severally promise to pay to the order of FIRST BUSINESS CAPITAL CORP., a Wisconsin corporation, its successors and assigns (the “Lender”) at its office at 401 Charmany Drive, Madison, Wisconsin 53719, or such other location as is designated by Lender, the principal sum of Ten Million Dollars ($10,000,000.00) or the aggregate unpaid principal amount of all advances made by Lender pursuant to Section 2.1 of the Loan Agreement hereinafter referred to, and to pay interest from the Closing Date on the unpaid balance hereof at the rate per annum from time to time in effect, in accordance with the terms of the Loan Agreement hereinafter referred to. Borrower shall pay intere
THE TOTAL AMOUNT OF PRINCIPAL INDEBTEDNESS SECURED BY THIS MORTGAGE SHALL NOT EXCEED, AT ANY ONE TIME, THE SUM OF $10,000,000.00 AS TO THE PROPERTY LOCATED IN THE STATE OF KANSAS. NOTWITHSTANDING THE AMOUNT SET FORTH ON THIS MORTGAGE, THE MORTGAGE IS...Skyline Corp • March 26th, 2015 • Mobile homes
SKYLINE CORPORATION, an Indiana corporation (“Mortgagor”), mortgages, conveys and warrants to FIRST BUSINESS CAPITAL CORP. (“Mortgagee”), in consideration of all amounts now or hereafter owing by Mortgagor and its affiliates to Mortgagee under the Secured Obligations (as defined below), the real estate described below, together with all privileges, hereditaments, easements and appurtenances, all rents, leases, issues and profits, all awards and payments made as a result of the exercise of the right of eminent domain, and all existing improvements and fixtures (all called the “Property”). For purposes hereof, the “Secured Obligations” shall mean all obligations of the Mortgagor and its affiliates as evidenced by (i) that certain Note A dated March 20, 2015, in the stated principal amount of up to Ten Million Dollars ($10,000,000.00) executed by Mortgagor and its subsidiaries, Homette Corporation, Layton Homes Corp. and Skyline Homes, Inc. (collectively, the “Subsidiaries”), in favor of
OPEN-END MORTGAGE This Mortgage secures Future Advances.Skyline Corp • March 26th, 2015 • Mobile homes
SKYLINE CORPORATION, an Indiana corporation (“Mortgagor”), mortgages, conveys and warrants to FIRST BUSINESS CAPITAL CORP. (“Mortgagee”), in consideration of all amounts now or hereafter owing by Mortgagor and its affiliates to Mortgagee under the Secured Obligations (as defined below), the real estate described below, together with all privileges, hereditaments, easements and appurtenances, all rents, leases, issues and profits, all awards and payments made as a result of the exercise of the right of eminent domain, and all existing improvements and fixtures (all called the “Property”). For purposes hereof, the “Secured Obligations” shall mean all obligations of the Mortgagor and its affiliates as evidenced by (i) that certain Note A dated March 20, 2015, in the stated principal amount of up to Ten Million Dollars ($10,000,000.00) executed by Mortgagor and its subsidiaries, Homette Corporation, Layton Homes Corp. and Skyline Homes, Inc. (collectively, the “Subsidiaries”), in favor of
DEED OF TRUSTSkyline Corp • March 26th, 2015 • Mobile homes
This DEED OF TRUST, made this 20th day of March, 2015 between SKYLINE HOMES, INC., a California corporation, herein called TRUSTOR whose address is 2520 ByPass Road, Elkhart, Indiana, and FIRST AMERICAN TITLE INSURANCE COMPANY, herein called TRUSTEE, for the benefit of FIRST BUSINESS CAPITAL CORP., herein called BENEFICIARY whose address is 401 Charmany Drive, Madison, WI 53719.
REAL ESTATE MORTGAGEReal Estate Mortgage • March 26th, 2015 • Skyline Corp • Mobile homes
SKYLINE CORPORATION, an Indiana corporation (“Mortgagor”), mortgages, conveys and warrants to FIRST BUSINESS CAPITAL CORP. (“Mortgagee”), in consideration of all amounts now or hereafter owing by Mortgagor and its affiliates to Mortgagee under the Secured Obligations (as defined below), the real estate described below, together with all privileges, hereditaments, easements and appurtenances, all rents, leases, issues and profits, all awards and payments made as a result of the exercise of the right of eminent domain, and all existing improvements and fixtures (all called the “Property”). For purposes hereof, the “Secured Obligations” shall mean all obligations of the Mortgagor and its affiliates as evidenced by (i) that certain Note A dated March 20, 2015, in the stated principal amount of up to Ten Million Dollars ($10,000,000.00) executed by Mortgagor and its subsidiaries, Homette Corporation, Layton Homes Corp. and Skyline Homes, Inc. (collectively, the “Subsidiaries”), in favor of
OPEN-END MORTGAGE TOTAL INDEBTEDNESS NOT TO EXCEED $10,000,000.00Open-End Mortgage • March 26th, 2015 • Skyline Corp • Mobile homes
SKYLINE CORPORATION, an Indiana corporation (“Mortgagor”), mortgages, conveys and warrants to FIRST BUSINESS CAPITAL CORP. (“Mortgagee”), in consideration of all amounts now or hereafter owing by Mortgagor and its affiliates to Mortgagee under the Secured Obligations (as defined below), the real estate described below, together with all privileges, hereditaments, easements and appurtenances, all rents, leases, issues and profits, all awards and payments made as a result of the exercise of the right of eminent domain, and all existing improvements and fixtures (all called the “Property”). For purposes hereof, the “Secured Obligations” shall mean all obligations of the Mortgagor and its affiliates as evidenced by (i) that certain Note A dated March 20, 2015, in the stated principal amount of up to Ten Million Dollars ($10,000,000.00) executed by Mortgagor and its subsidiaries, Homette Corporation, Layton Homes Corp. and Skyline Homes, Inc. (collectively, the “Subsidiaries”), in favor of
