FIRST AMENDMENT TO DEED OF TRUST
THIS FIRST AMENDMENT (this "Amendment") made as of the 6th
day of August 1998, between Xxxx M.P.N.M., a Limited Partnership,
an Alabama Limited partnership, Xxxx New Smyrna Limited
Partnership, a Florida limited Partnership, Xxxx Xxxx, L.P., a
New York limited partnership, Xxxx Xxxx Plaza, L.P., a Georgia
limited partnership, Xxxx Martintown, L.P., a South Carolina
limited partnership , Xxxx Kings Fairground, L.P., a Virginia
limited partnership, Xxxx Xxxxxxxxxxx, L.P., a Pennsylvania
limited partnership, Xxxx 25th Street, L.P., a Pennsylvania
limited partnership, Xxxx Three Realty, L.P., a Pennsylvania
limited partnership and Xxxx Four Realty, L.P., a Pennsylvania
limited partnership (collectively, the "Mortgagor"), each having
its principal office c/o Xxxx Centers Trust, 000 Xxxxx Xxxxxx,
X.X. Xxx 0000, Xxxxxxxx, Xxxxxxxxxxxx 00000, and LaSalle National
Bank, as Trustee for Commercial Mortgage Pass-Through Certificate
Series 1997-XL1 by GMAC Commercial Mortgage Corporation, its
Master Servicer ("Mortgagee").
WITNESSETH
WHEREAS, to secure the payment of indebtedness evidenced by
that certain Mortgage Note, dated October 4, 1996, from Mortgagor
to Xxxxxx Financial Corporation ("Lender"), in the principal sum
of FORTY FIVE MILLION NINE HUNDRED TWENTY NINE THOUSAND EIGHT
HUNDRED DOLLARS ($45,929,800.00) (the "Note"), Mortgagor and
Lender entered into that certain Indenture of Mortgage, Deed of
Trust, Security Agreement, Financing Statement, Fixture Filing
and Assignment of Leases, Rents and Security Deposits, dated
October 6, 1996 (the "Deed of Trust"), along with certain Loan
Documents (as that term is defined in the Deed of Trust, the
"Loan Documents");
WHEREAS, Lender's right, title and interest under the Note,
the Deed of Trust and the Loan Documents has been assigned from
Lender to LaSalle National Bank as Trustee under that certain
Pooling and Servicing Agreement, dated as of October 1, 1997, for
Commercial Mortgage Pass-Through Certificates Series 1997-XL1
(the "PSA"). GMAC Commercial Mortgage Corporation in its
capacity as the Master Servicer under the PSA is acting as
attorney-in-fact for LaSalle National Bank; and
WHEREAS, Mortgagor and Mortgagee desire to amend the Deed of
Trust as set forth herein.
NOW THEREFORE, in consideration of the above premises and
for other good and valuable consideration, the parties hereto
agree as follows:
AGREEMENT
1. Any capitalized terms used in this paragraph but not defined
herein shall have the meaning ascribed to such term in the Deed
of Trust, Section 61(b) of the Deed of Trust is deleted and
replaced with the following:
"Application of Replacement Collateral. The balance of any
Replacement Collateral on deposit in the Additional
Collateral Account and not released to Grantor as of April
6, 1999 (which may be extended to October 6, 1999, at the
sole and absolute discretion of the Beneficiary), or at any
time that an Event of Default shall have occurred and be
continuing, shall be applied, as of the next succeeding
Payment Date, to the payment of principal on the Note
(including any Prepayment Premium thereon), in accordance
with the provisions thereof."
2. Except as expressly modified pursuant to this Amendment, all
of the terms, covenants and provisions of the Note, the Deed of
Trust and the Loan Documents shall continue in full force and
effect.
3. This Amendment may not be modified, amended, waived, changed
or terminated orally, but only by an agreement in writing signed
by the party against whom the enforcement of the modification,
amendment, waiver, change or termination is sought.
4. This Amendment shall be binding upon and inure to the
benefit of the Mortgagor and Mortgagee and their respective
successors and assigns.
5. This Amendment may be executed in any number of duplicate
originals and each such duplicate original shall be deemed to
constitute but one and the same instrument.
6. If any term, covenant or condition of the Amendment shall be
held to be invalid, illegal or unenforceable in any respect, this
Amendment shall be construed without such provision.
IN WITNESS WHEREOF, this Amendment has been executed by
Mortgagor and Mortgagee the day and year first above written.
LASALLE NATIONAL BANK
Trustee for Commercial Mortgage Pass-Through
Certificates Series 1997-XL1
By: GMAC Commercial Mortgage Corporation
By: /s/ Xxxxx X. Xxxxxx
Name: Xxxxx X. Xxxxxx
Title: Senior Vice President
GRANTOR:
Xxxx M.P.N.M., Limited Partnership, an
Alabama Limited Partnership
By: Xxxx M.P.N.M., Realty Inc., an Alabama
corporation, its general partner
By: /s/ Xxxxxx Xxxx
Name: Xxxxxx Xxxx
Title: Senior Vice President & CFO
Xxxx New Smyrna Limited Partnership, a
Florida limited partnership
By: Xxxx New Smyrna Realty, Inc., a Florida
corporation, its general partner
By: /s/ Xxxxxx Xxxx
Name: Xxxxxx Xxxx
Title: Senior Vice President & CFO
Xxxx Xxxx, L.P., a New York limited
partnership
By: Xxxx Xxxx Realty, Inc., a New York
corporation, its general partner
By: /s/ Xxxxxx Xxxx
Name: Xxxxxx Xxxx
Title: Senior Vice President & CFO
Xxxx Xxxx Plaza, L.P., a Georgia limited
partnership
By: Xxxx Xxxx Plaza Realty, Inc., a Georgia
corporation, its general partner
By: /s/ Xxxxxx Xxxx
Name: Xxxxxx Xxxx
Title: Senior Vice President & CFO
Xxxx Martintown, L.P., a South Carolina
limited partnership
By: Xxxx Martintown Realty Inc., a South
Carolina corporation, its general partner
By: /s/ Xxxxxx Xxxx
Name: Xxxxxx Xxxx
Title: Senior Vice President & CFO
Xxxx Kings Fairground, L.P., a Virginia
Limited partnership
By: Xxxx Kings Fairground Realty,Inc., a
Virginia corporation, its general partner
By: /s/ Xxxxxx Xxxx
Name: Xxxxxx Xxxx
Title: Senior Vice President & CFO
Xxxx Xxxxxxxxxxx, L.P., a Pennsylvania
limited Partnership
By: Xxxx Xxxxxxxxxxx Realty Corp., a
Pennsylvania corporation, its general partner
By: /s/ Xxxxxx Xxxx
Name: Xxxxxx Xxxx
Title: Senior Vice President & CFO
Xxxx 25th Street, L.P., a Pennsylvania
limited partnership
By: Xxxx 00xx Xxxxxx Realty Corp., Inc. a
Pennsylvania corporation, its general partner
By: /s/ Xxxxxx Xxxx
Name: Xxxxxx Xxxx
Title: Senior Vice President & CFO
Xxxx Four Realty, L.P., a Pennsylvania
limited partnership
By: Xxxx Four Realty Corp., a Pennsylvania
corporation
By: /s/ Xxxxxx Xxxx
Name: Xxxxxx Xxxx
Title: Senior Vice President & CFO
