This Instrument prepared by
and, after recording, return to:
Xxxxxx X. Xxxx, Esq.
Bilzin Xxxxxxx Xxxx Price & Xxxxxxx LLP
0000 Xxxxx Xxxxx Xxxxxxxxx Xxxxxx
Xxxxx, Xxxxxxx 00000 00X000000 1998 AUG 24 15:15
(000) 000-0000
OFF.
REC. 18244PC4264
MORTGAGE DEED RAMCO FORM REG.
LONG FORM
THIS MORTGAGE DEED
EXECUTED THE 21 DAY OF AUGUST A.D. 1998 BY XXXXX XXXXXXXX XXXXXXXX AND
XXXXX XXXXX XXXXXXXX, HIS WIFE,
HEREINAFTER CALLED THE MORTGAGOR, TO
ALL AMERICAN SEMICONDUCTOR, INC., A DELAWARE corporation,
HEREINAFTER CALLED THE MORTGAGEE:
[WHEREVER USED HEREIN THE TERMS "MORTGAGOR" AND "MORTGAGEE" include all the
parties to this instrument and the heirs, legal representatives and assigns
of individuals, and the successors and assigns of corporation: and the
terms "note" includes all the notes herein described if more than one.]
WITNESSETH, THAT FOR GOOD AND VALUABLE CONSIDERATIONS, AND ALSO IN
CONSIDERATION OF THE AGGREGATE SUM NAMED IN THE PROMISSORY NOTE OF EVEN DATE
HEREWITH, HEREINAFTER DESCRIBED, THE MORTGAGOR HEREBY GRANTS, BARGAINS, SELLS,
ALIENS, REMISES, CONVEYS AND CONFIRMS UNTO THE MORTGAGEE ALL THE CERTAIN LAND OF
WHICH THE MORTGAGOR IS NOW SEIZED AND IN POSSESSION SITUATE IN MIAMI-DADE
COUNTY, FLORIDA, VIZ:
Lot 3, Block 2B, of SUNSET ISLAND NO. 2, according to the Plat thereof, as
recorded in Plat Book 40, at Page 8, of the Public Records of Dade County,
Florida.
OFF.
REC. 18244PC4265
TO HAVE AND TO HOLD THE SAME, TOGETHER WITH THE TENEMENTS,
HEREDITAMENTS AND APPURTENANCES THERETO BELONGING, AND THE RENTS, ISSUES AND
PROFITS THEREOF, UNTO THE MORTGAGEE, IN FEE SIMPLE.
AND THE MORTGAGOR COVENANTS WITH THE MORTGAGEE THAT THE MORTGAGOR IS
INDEFEASIBLY SEIZED OF SAID LAND IN FEE SIMPLE; THAT THE MORTGAGOR HAS GOOD
RIGHT AND LAWFUL AUTHORITY TO XXXXXX SAID LAND AS AFORESAID; THAT THE MORTGAGOR
WILL MAKE SUCH FURTHER ASSURANCES TO PERFECT THE FEE SIMPLE TITLE TO SAID LAND
IN THE MORTGAGEE AS MAY REASONABLY BY REQUIRED; THAT THE MORTGAGOR HEREBY FULLY
WARRANTS THE TITLE TO SAID LAND AND WILL DEFEND THE SAME AGAINST THE LAWFUL
CLAIMS OF ALL PERSONS WHOMSOEVER; AND THAT SAID LAND IS FREE AND CLEAR OF ALL
ENCUMBRANCES.
SUBJECT TO: ZONING, RESTRICTIONS, PROHIBITIONS AND OTHER REQUIREMENTS
IMPOSED BY GOVERNMENTAL AUTHORITY; RESTRICTIONS AND MATTERS APPEARING
ON THE PLAT OR OTHERWISE COMMON TO THE SUBDIVISION; PUBLIC UTILITY
EASEMENTS OF RECORD, IF ANY AND 1998 REAL ESTATE TAXES AND SUBSEQUENT
YEARS WHICH ARE NOT YET DUE AND PAYABLE, AND THE MORTGAGE SHALL BE
JUNIOR, SUBJECT TO AND SUBORDINATE IN ALL RESPECTS TO THAT CERTAIN
MORTGAGE IN FAVOR OF XXXXXX TRUST & SAVINGS BANK, AS RECORDED IN
OFFICIAL RECORDS BOOK 18156 AT PAGE 1929 OF THE PUBLIC RECORDS OF
MIAMI-DADE COUNTY, FLORIDA ON JUNE 22, 1998 INCLUDING ALL ASSIGNMENTS,
MODIFICATIONS, EXTENSIONS, RENEWALS AND REPLACEMENTS THEREOF FROM TIME
TO TIME.
AND SUBJECT TO OTHER MATTERS OF RECORD.
PROVIDED ALWAYS, THAT IS SAID XXXXXXXXX SHALL PAY UNTO SAID MORTGAGEE
THE CERTAIN PROMISSORY NOTE HEREINAFTER SUBSTANTIALLY COPIED OR IDENTIFIED,
TO-WIT: Attached hereto as Exhibit A.
OFF.
REC. 18244PC4266
EXHIBIT "A"
MORTGAGE NOTE
$125,000 Miami, Florida
August 21, 1998
FOR VALUE RECEIVED the undersigned promises to pay to the order of ALL
AMERICAN SEMICONDUCTOR, INC., a Delaware corporation, the principal sum of One
Hundred Twenty-Five Thousand and no/100 Dollars together with interest thereon
at the rate of five percent (5%) per annum from August 21, 1998, until maturity,
both principal and interest being payable in Lawful Money of the United States,
such principal sum and interest payable in installments as follows:
Interest only in annual installments commencing December 31, 1998, and
each December 31st thereafter through and including December 31, 2003.
Commencing January 1, 2004, this note shall be payable in twenty annual equal
payments of principal and interest sufficient to pay interest each year at a
rate of five percent (5%) per annum and amortize the unpaid principal balance in
twenty years with the first annual payment due on December 31, 2004; provided,
however, that in all events this note is payable in full including the unpaid
principal balance and any accrued and unpaid interest thereon, on August 25,
2013.
Such installment payments shall be applied first to the interest
accruing under the terms of this note and then to a reduction of the principal
indebtedness. The makers and endorsers of this note further agree to waive
demand, notice of non-payment and protest, and in the event suit shall be
brought for the collection hereof, or the same has to be collected upon demand
of an attorney, to pay reasonable attorney's fees for making such collection.
This note is secured by a mortgage of even date herewith and is to be construed
and enforced according to the laws of the State of Florida.
Payable at -----------------------------------
XXXXX XXXXXXXX XXXXXXXX
All American Semiconductor, Inc.
00000 X.X. 00xx Xxxxxx
Xxxxx, Xxxxxxx 00000
-----------------------------------
XXXXX XXXXX XXXXXXXX
OFF.
REC. 18244PC4267
AND SHALL PERFORM, COMPLY WITH AND ABIDE BY EACH AND EVERY THE AGREEMENTS,
STIPULATIONS, CONDITIONS AND COVENANTS THEREOF, AND OF THIS MORTGAGE, THEN THIS
MORTGAGE AND THE ESTATE HEREBY CREATED, SHALL CEASE, DETERMINE AND BE NULL AND
VOID.
AND THE MORTGAGOR HEREBY FURTHER COVENANTS AND AGREES TO PAY PROMPTLY
WHEN DUE THE PRINCIPAL AND INTEREST AND OTHER SUMS OF MONEY PROVIDED FOR IN SAID
NOTE AND THIS MORTGAGE, OR EITHER; TO PAY ALL AND SINGULAR THE TAXES,
ASSESSMENTS, LEVIES, LIABILITIES, OBLIGATIONS, AND ENCUMBRANCES OF EVERY NATURE
ON SAID PROPERTY; TO PERMIT, COMMIT OR SUFFER NO WASTE, IMPAIRMENT OR
DETERIORATION OF SAID LAND OR THE IMPROVEMENTS THEREON AT ANY TIME; TO KEEP THE
BUILDINGS NOW OR HEREAFTER ON SAID LAND FULLY INSURED IN A SUM OF NO LESS
THAN
IN A COMPANY OR COMPANIES ACCEPTABLE TO THE MORTGAGEE, THE POLICY OR POLICIES TO
BE HELD BY, AND PAYABLE TO, SAID MORTGAGEE, AND IN THE EVENT ANY SUM OF MONEY
BECOMES PAYABLE BY VIRTUE OF SUCH INSURANCE THE MORTGAGEE SHALL HAVE THE RIGHT
TO RECEIVE AND APPLY THE SAME TO THE INDEBTEDNESS HEREBY SECURED, ACCOUNTING TO
THE MORTGAGOR FOR ANY SURPLUS; TO PAY ALL COSTS, CHARGES, AND EXPENSES,
INCLUDING LAWYER'S FEES AND TITLE SEARCHES, REASONABLY INCURRED OR PAID BY THE
MORTGAGEE BECAUSE OF THE FAILURE OF THE MORTGAGOR TO PROMPTLY AND FULLY COMPLY
WITH THE AGREEMENTS, STIPULATIONS, CONDITIONS AND COVENANTS OF SAID NOTE AND
THIS MORTGAGE, OR EITHER; TO PERFORM, COMPLY WITH AND ABIDE BY EACH AND EVERY
THE AGREEMENTS, STIPULATIONS, CONDITIONS AND COVENANTS SET FORTH IN SAID NOTE
AND THIS MORTGAGE OR EITHER. IN THE EVENT THE MORTGAGOR FAILS TO PAY WHEN DUE
ANY TAX, ASSESSMENT, INSURANCE PREMIUM OR OTHER SUM OF MONEY PAYABLE BY VIRTUE
OF SAID NOTE AND THIS MORTGAGE, OR EITHER, THE MORTGAGEE MAY PAY THE SAME,
WITHOUT WAIVING OR AFFECTING THE OPTION TO FORECLOSE OR ANY OTHER RIGHT
HEREUNDER, AND ALL SUCH PAYMENTS SHALL BEAR INTEREST FROM DATE THEREOF AT THE
HIGHEST LAWFUL RATE THEN ALLOWED BY THE LAWS OF THE STATE OF FLORIDA.
IF ANY SUM OF MONEY HEREIN REFERRED TO BE NOT PROMPTLY PAID WITHIN 30
DAYS NEXT AFTER THE SAME BECOMES DUE, OR IF EACH AND EVERY THE AGREEMENTS,
STIPULATIONS, CONDITIONS AND COVENANTS OF SAID NOTE AND THIS MORTGAGE, OR
EITHER, ARE NOT FULLY PERFORMED, COMPLIED WITH AND ABIDED BY, THEN THE ENTIRE
SUM MENTIONED IN SAID NOTE, AND THIS MORTGAGE, OR THE ENTIRE BALANCE UNPAID
THEREON, SHALL FORTHWITH OR THEREAFTER, AT THE OPTION OF THE MORTGAGEE, BECOME
AND BE DUE AND PAYABLE, ANYTHING IN SAID NOTE OR HEREIN TO THE CONTRARY
NOTWITHSTANDING. FAILURE BY THE MORTGAGEE TO EXERCISE ANY OF THE RIGHTS OR
OPTIONS HEREIN PROVIDED SHALL NOT CONSTITUTE A WAIVER OF ANY RIGHTS OR OPTIONS
UNDER SAID NOTE OR THIS MORTGAGE ACCRUED OR THEREAFTER ACCRUING.
IN WITNESS WHEREOF, THE SAID XXXXXXXXX HAS HEREUNTO SIGNED AND SEALED
THESE PRESENTS THE DAY AND YEAR FIRST ABOVE WRITTEN.
SIGNED, SEALED AND DELIVERED IN THE PRESENCE OF:
/s/ XXXXXX X. XXXXX /s/ XXXXX XXXXXXXX XXXXXXXX X.X.
-------------------------------- --------------------------------------------
XXXXXX X. XXXXX XXXXX XXXXXXXX XXXXXXXX
/s/ XXXX XXXXX L.S.
-------------------------------- --------------------------------------------
XXXX XXXXX
/s/ XXXXXX X. XXXXX /s/ XXXXX XXXXX XXXXXXXX L.S.
-------------------------------- --------------------------------------------
XXXXXX X. XXXXX XXXXX XXXXX XXXXXXXX
/s/ XXXX XXXXX L.S.
-------------------------------- --------------------------------------------
XXXX XXXXX Address as to both:
000 Xxxx Xxxxx
Xxx Xxxxx, Xxxxxxxxxx 00000
STATE OF California
COUNTY OF Santa Xxxxx
I HEREBY CERTIFY that on this day, before
me, an officer duly authorized in the State aforesaid and in the County
aforesaid to take acknowledgements, personally appeared XXXXX X. (XXXXXXXX)
XXXXXXXX AND XXXXX XXXXX XXXXXXXX
to me known to be the persons described in and who executed the foregoing
instrument and __________ acknowledged before me that they executed the same.
WITNESS my hand and official seal in the
County and State last aforesaid this twenty first day of August A. D. 1998
/s/ XXXXXX XxXXXX
--------------------------------------------
XXXXXX XxXXXX
NOTARY PUBLIC
====================================
[NOTARY SEAL] XXXXXX XX XXXX
COMMISSION #1098646
Notary Public - California
Santa Xxxxx County
My Comm. Expires May 23, 2000
====================================
THIS INSTRUMENT PREPARED BY:
ADDRESS
OFF.
REC. 18244PC4268
CALIFORNIA ALL-PURPOSE ACKNOWLEDGEMENT
================================================================================
STATE OF CALIFORNIA RECORDED IN OFFICIAL RECORD BOOK
COUNTY OF SANTA XXXXX OF DADE COUNTY FLORIDA
RECORD VERIFIED
XXXXXX XXXXX
On AUGUST 21, 1998 before me, XXXXXX XXXXXX-NOTARY PUBLIC, Personally appeared
XXXXX XXXXXXXX XXXXXXXX AND XXXXX XXXXX XXXXXXXX.
[X] personally known to me - OR - [ ] proved to me on the basis of satisfactory
evidence to be the person(s) whose
==================================== name(s) is [ARE] subscribed to the within
[NOTARY SEAL] XXXXXX XX XXXX instrument and acknowledged to me that
COMMISSION #1098646 he/she [THEY] executed the same in
Notary Public - California his/her [THEIR] authorized capacity(ies),
Santa Xxxxx County and that by his/her [THEIR] signature(s)
My Comm. Expires May 23, 2000 on the instrument the person(s), or the
==================================== entity upon behalf of which the person(s)
acted, executed the instrument.
WITNESS my hand and official seal.
/s/ XXXXXX XxXXXX
-----------------------------------------
SIGNATURE OF NOTARY
/s/ Xxxxxx XxXxxx
=================================== OPTIONAL ===================================
Though the data below is not required by law, it may prove valuable to persons
relying on the document and could prevent fraudulent reattachment of this form.
CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT
[ ] INDIVIDUAL
[ ] CORPORATE OFFICER
------------------------------------- -----------------------------------
TITLES TITLE OF TYPE OF DOCUMENT
[ ] PARTNER(S) [ ] LIMITED
[ ] GENERAL
[ ] ATTORNEY-IN-FACT -----------------------------------
[ ] TRUSTEE(S) NUMBER OF PAGES
[ ] GUARDIAN/CONSERVATOR
[ ] OTHER:
-------------------------------- -----------------------------------
------------------------------------- DATE OF DOCUMENT
-------------------------------------
SIGNER IS REPRESENTING:
NAME OF PERSON(S) OR ENTITY(IES)
------------------------------------- -----------------------------------
------------------------------------- SIGNER(S) OTHER THAN NAMED ABOVE
================================================================================
