AMERICAN LEISURE HOLDINGS, INC. WARRANT AGREEMENTWarrant Agreement • July 10th, 2007 • American Leisure Holdings, Inc. • Real estate • Florida
AMERCIAN LEISURE HOLDINGS, INC. (“Company”), for value received, hereby agrees to issue common stock purchase warrants entitling Malcolm J. Wright (“Holder”) and his assigns to purchase an aggregate of 133,500 shares of the Company’s common stock (“Common Stock”). Such warrants will be evidenced by a warrant certificate in the form attached hereto as Schedule 1 (being hereinafter referred to as a “Warrant,” and such Warrant and all instruments hereafter issued in replacement, substitution, combination or subdivision thereof being hereinafter collectively referred to as the “Warrant”). The Warrant is issued in consideration for Holder’s personal guaranty of certain of the Company’s and the Company’s wholly owned subsidiaries’ debts in connection with a $4,450,000 loan made to the Company’s wholly owned subsidiary by Kennedy Funding, Inc. as agent for certain lenders (the “Personal Guarantee”), in connection with the Amended Debt Guarantor Agreement entered into between Mr. Wright and th
MORTGAGE AND SECURITY AGREEMENTMortgage and Security Agreement • July 10th, 2007 • American Leisure Holdings, Inc. • Real estate • Florida
THIS MORTGAGE, made as of this 26 day of June, 2007, by COSTA BLANCA I REAL ESTATE, LLC, a Florida limited liability company, having an address at 2460 Sand Lake Road, Orlando, Florida 32809 (“Mortgagor”), and KENNEDY FUNDING, INC., a New Jersey corporation, having an office at Two University Plaza, Suite 402, Hackensack, New Jersey 07601, as agent (“Agent”) for the lenders identified in Schedule A of the Note (as hereinafter defined) (Agent and the said lenders are hereinafter collectively referred to as “Mortgagee”).
LOAN AND SECURITY AGREEMENT Between COSTA BLANCA I REAL ESTATE, LLC, a Florida limited liability company, as Borrower, AND KENNEDY FUNDING, INC. as Agent for the lenders named herein Date: as of June 26, 2007Loan and Security Agreement • July 10th, 2007 • American Leisure Holdings, Inc. • Real estate • New Jersey
Attached to this Draw Request is a sources and uses for the funds in connection with this Draw Request which identifies (a) the use of funds requested to be advanced; (b) the amounts of any previous advances of the Holdback (as defined in the Loan Agreement); and (c) the work performed and costs incurred to date in connection with the Project (as defined in the Loan Agreement).
GUARANTYGuaranty • July 10th, 2007 • American Leisure Holdings, Inc. • Real estate • New Jersey
WHEREAS, COSTA BLANCA I REAL ESTATE, LLC, a Florida limited liability company, having an address at 2460 Sand Lake Road, Orlando, Florida 32809, (the “Borrower”), has requested from KENNEDY FUNDING, INC., a New Jersey corporation, having its principal place of business at Two University Plaza, Suite 402, Hackensack, New Jersey 07601 (“Agent”), as agent for lenders identified in Schedule A annexed to the Note (as hereinafter defined) (Agent and Lenders identified in Schedule A are hereinafter collectively referred to as “Lender”), a loan in the principal sum of FOUR MILLION FOUR HUNDRED FIFTY THOUSAND ($4,450,000) DOLLARS (the “Loan”), which Loan will be evidenced by a promissory note (the “Note”) from Borrower to Lender, and secured by, among other things, that certain Loan and Security Agreement (the “Loan Agreement”) and that certain Mortgage and Security Agreement (the “Mortgage”) from Borrower to Lender, all of the foregoing being of even date herewith. All capitalized terms used h
PROMISSORY NOTEAmerican Leisure Holdings, Inc. • July 10th, 2007 • Real estate
FOR VALUE RECEIVED, the undersigned, COSTA BLANCA I REAL ESTATE, LLC, a Florida limited liability company, having an address at 2460 Sand Lake Road, Orlando, Florida 32809, (the “Borrower”), promises to pay to the order of KENNEDY FUNDING, INC. (“Agent”), with an office at Two University Plaza, Suite 402, Hackensack, New Jersey 07601, as agent for the lenders identified on Schedule A annexed hereto (Agent and the lenders identified on Schedule A are hereinafter collectively referred to as “Lender”), the principal sum of FOUR MILLION FOUR HUNDRED FIFTY THOUSAND ($4,450,000) DOLLARS, or so much thereof as may be advanced by Lender to Borrower from time to time (the “Principal Amount”), together with interest on the unpaid Principal Amount thereof computed from the date advanced (the “Commencement Date”), at the rates provided herein until June 25, 2010 or such earlier date on which the Principal Amount becomes due and payable as provided herein (the “Maturity Date”); provided, however, t
REAFFIRMATION OF GUARANTYReaffirmation of Guaranty • July 10th, 2007 • American Leisure Holdings, Inc. • Real estate • New Jersey
This REAFFIRMATION OF GUARANTY AGREEMENT, made as of the 26 day of June, 2007 (the “Agreement”), by AMERICAN LEISURE HOLDINGS, INC. a Nevada corporation, having an address at 2460 Sand Lake Road, Orlando, Florida 32809, TDS AMENITIES, INC. a Florida corporation, having an address at 2460 Sand Lake Road, Orlando, Florida 32809 and MALCOLM WRIGHT residing at xxxx xxxx xxxxx xxxxxxx xxxx xxxxx, Orlando Florida 32476, jointly and severally (individually and collectively, “Guarantor”) in favor of KENNEDY FUNDING INC., a New Jersey corporation, having its principal place of business at Two University Plaza, Suite 402, Hackensack, New Jersey 07601 (“Agent”), as agent for lenders identified in Schedule “A” to the Note (as hereinafter defined) (Agent and the lenders identified in Schedule “A” are hereinafter collectively referred to as (“Lender”).
FIRST AMENDMENT TO MORTGAGE AND SECURITY AGREEMENTMortgage and Security Agreement • July 10th, 2007 • American Leisure Holdings, Inc. • Real estate
THIS FIRST AMENDMENT TO MORTGAGE AND SECURITY AGREEMENT (“Amendment”), dated as of June 26, 2007, between COSTA BLANCA II REAL ESTATE, LLC, a Florida limited liability company, having an address at 2460 Sand Lake Road, Orlando, Florida 32809, COSTA BLANCA III REAL ESTATE, LLC, a Florida limited liability company, having an address at 2460 Sand Lake Road, Orlando, Florida 32809, TDS TOWN HOMES (PHASE 1), LLC, a Florida limited liability company, having an address at 2460 Sand Lake Road, Orlando, Florida 32809 and TDS TOWN HOMES (PHASE 2), LLC, a Florida limited liability company, having an address at 2460 Sand Lake Road, Orlando, Florida 32809, jointly and severally (collectively, “Mortgagor”), and KENNEDY FUNDING, INC. (“Lender”), a New Jersey corporation having an address at Two University Plaza, Suite 402, Hackensack, New Jersey 07601 as Agent for the lenders identified in Schedule A of the Note (as hereinafter defined), in each case having an address care of Kennedy Funding, Inc., T
FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT AND OTHER LOAN DOCUMENTSLoan and Security Agreement • July 10th, 2007 • American Leisure Holdings, Inc. • Real estate
THIS FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT AND OTHER LOAN DOCUMENTS (“Amendment”), dated as of June 26, 2007, between COSTA BLANCA II REAL ESTATE, LLC, a Florida limited liability company, having an address at 2460 Sand Lake Road, Orlando, Florida 32809, COSTA BLANCA III REAL ESTATE, LLC, a Florida limited liability company, having an address at 2460 Sand Lake Road, Orlando, Florida 32809, TDS TOWN HOMES (PHASE 1), LLC, a Florida limited liability company, having an address at 2460 Sand Lake Road, Orlando, Florida 32809 and TDS TOWN HOMES (PHASE 2), LLC, a Florida limited liability company, having an address at 2460 Sand Lake Road, Orlando, Florida 32809, jointly and severally (collectively, “Borrower”), and KENNEDY FUNDING, INC. (“Agent”), a New Jersey corporation having an address at Two University Plaza, Suite 402, Hackensack, New Jersey 07601, as agent for certain lenders identified on Schedule D of the Original Loan Agreement (as hereinafter defined), in each case having
