ESCROW DEPOSIT AGREEMENT
This Escrow Deposit Agreement (the Deposit Agreement ) is made and
entered as of the 1st day of August, 1996, by and between Xxxxx Government
Trust ( GIT ) and M&D Palm Harbor, Inc. and Fl-Tampa, Inc. the general
partners of Lifestyles at Boot Ranch, a Florida general partnership
(collectively the Partners ).
WHEREAS, GIT made a loan to the Partners in the amount of $1,817,665
(the Additional Loan ) which is evidenced by an Additional Loan Note and
Additional Loan Agreement;
WHEREAS, GIT purchased the GNMA MBS to fund a Coinsured Loan in the
amount of $10,300,100 made to Lifestyles at Boot Ranch at below the then
prevailing rates for similar loans to the benefit of the Partners;
WHEREAS, the Partners have requested assistance from GIT in regards
to its obligations under the Coinsured Loan documents and the Additional
Loan Note and Additional Loan Agreement and GIT has agreed to modify the
terms of those obligations and the Partners and GIT have entered into a
Modification Agreement dated as of August 1, 1996;
WHEREAS, pursuant to the Modification Agreement, the Partners have
agreed to deposit the sum of $150,000 in an escrow account to be used to
assist in bringing the delinquent Coinsured Loan current, to help reduce
trade payables or as specified by GIT for other related project costs;
WHEREAS, the parties hereto have reached an agreement regarding the
terms and conditions of the escrow deposit which are set forth herein.
NOW THEREFORE, in consideration of the foregoing, GIT and the
Partners hereby agree as follows:
1. The Partners have deposited in the form of cash the sum of
$ 1 5 0 , 0 0 0 ( t h e E s c r o w ) w i t h
______________________________________________________(the Depository )
which Depository is acceptable to GIT.
2. Disbursements from the Escrow shall be authorized monthly or
more frequently by GIT for any delinquency in the Coinsured Loan, to help
pay any trade payables deemed necessary to be paid by GIT and for other
related costs associated with the operations of the Lifestyles Apartments.
3. Said Escrow shall be in an interest bearing account and earned
interest shall be kept in the Escrow and may be expended for the purposes
specified in paragraph 2 above.
4. Said Escrow will be subject to immediate application to the
Coinsured Loan obligations in the event of any uncured default under the
Coinsured Loan documents.
5. Depository by its acceptance of the Escrow and acknowledgment
of this Deposit Agreement agrees to hold and disburse the funds in the
Escrow at the sole direction of GIT and the Partners shall have no right to
withdraw any funds from the Escrow without the written consent of GIT.
6. At such date as GIT determines in its sole discretion that
there is no longer a need for the Escrow, any balance in the Escrow,
including any earned interest, will be deposited in the project
Replacement Reserve account established at the closing of the original
Coinsured Loan. Funds will then be disbursed in accordance with the
Replacement Reserve Agreement executed at the closing of the original
Coinsured Loan.
IN WITNESS WHEREOF, the undersigned parties have cause this Deposit
Agreement to be executed on the day, month and year first written above.
PARTNERS:
M&D Palm Harbor Inc., a Florida
corporation
BY: _____________________________
Name:
Title:
FL-Tampa, Inc., a Florida corporation
BY: _____________________________
Name:
Title:
GIT:
Xxxxx Government Income Trust, a
Massachusetts business trust
BY: Berkshire Mortgage Advisors
Limited Partnership, its advisor
BY: BRF Corporation, its general
partner
BY: ______________________________
Name:
Title:
DEPOSITORY ACKNOWLEDGMENT
DEPOSITORY:
