EXTENSION AND MODIFICATION AGREEMENT
by and between
TOUCHSTONE APPLIED SCIENCE ASSOCIATES, INC., as Borrower
and
TOWN OF SOUTHEAST INDUSTRIAL DEVELOPMENT AGENCY, as Agency
and
THE BANK OF NEW YORK, as Mortgagee
-------------------------------------------------------------------------------
OCTOBER 31, 1996
-------------------------------------------------------------------------------
PREMISES
--------
ADDRESS: Hardscrabble Heights Business Park
Fields Lane
Town of Southeast, New York
TAX MAP: 78
BLOCK: 2
LOT: 83
COUNTY: Xxxxxx
RECORD AND RETURN TO:
BLEAKLEY XXXXX & XXXXXXX
Xxx Xxxxx Xxxxxxxxx Xxxxxx
Xxxxx Xxxxxx, Xxx Xxxx 00000
Attn: Xxxxx X. Xxxxxxxx, Esq.
EXTENSION AND MODIFICATION AGREEMENT
------------------------------------
THIS AGREEMENT dated October 31, 1996 by and between TOUCHSTONE APPLIED
SCIENCE ASSOCIATES, INC., a corporation organized and existing under the
laws of the State of New York having its principal xxxxxx xx Xxxxxx Xxxx,
Xxxxxxxx, Xxx Xxxx 00000 (the "Borrower") and the TOWN OF SOUTHEAST
INDUSTRIAL DEVELOPMENT AGENCY, Brewster, New York, a corporate governmental
agency constituting a body corporate and politic and a public benefit
corporation under the Laws of the State of New York having its principal
office at Xxx Xxxx Xxxxxx, Xxxxxxxx, Xxx Xxxx 00000 (the "Agency"), the
Borrower and the Agency are hereinafter collectively referred to as the
"Mortgagor", and THE BANK OF NEW YORK, a banking association organized and
existing under the laws of the State of New York with offices located at
000 Xxxx Xxxxxx, Xxxxx Xxxxxx, Xxx Xxxx 00000, hereinafter the "Mortgagee".
W I T N E S S E T H:
- - - - - - - - - -
WHEREAS, on May 15, 1991 the Mortgagor made, executed and delivered to
Barclays Bank of New York, N.A. a Note in the principal sum of $400,000.00;
and
WHEREAS said Note was secured by a Mortgage and Security Agreement (the
"Mortgage") of even date made, executed and delivered by the Mortgagor to
Barclays Bank of New York, N.A. and said Mortgage was recorded in the
Xxxxxx County Clerk's Office on May 16, 1991 in Vol. 1391 Page 57 and
encumbers the premises located at Hardscrabble Heights Business Park,
Fields Lane, Town of Southeast, New York, said premises being also known as
Tax Map 28, Block 2, Lot 83; and
WHEREAS on March 31, 1993 said Note, Mortgage and related loan documents
were assigned and delivered to THE BANK OF NEW YORK pursuant to an
assignment agreement dated March 31, 1993 by BARCLAYS BANK OF NEW YORK,
N.A. to THE BANK OF NEW YORK which assignment was filed in the Xxxxxx
County Clerk's Office on March 31, 1994, in Liber 1886, Page 113; and
WHEREAS, pursuant to the terms of the Note, the indebtedness evidenced
thereby was to mature and be paid in full on June 1, 1996; and
WHEREAS, the Mortgagor acknowledges the unpaid principal balance of said
Note now totals $252,500.00; and
WHEREAS, the Mortgagor has requested that the Mortgagee extend the maturity
date of said Note.
NOW THEREFORE, in consideration of the premises and TEN and NO/100 ($10.00)
DOLLARS, each to the other in hand paid, and other good and valuable
consideration, receipt whereof is hereby acknowledged, the parties hereto
mutually agree as follows:
1. Effective immediately the maturity date on the Note is extended from
June 1, 1996 to June 1, 2001.
2. Effective immediately the interest rate on the unpaid principal
balance shall be the Prime Rate plus three quarters of one (>%)
percent. As used herein the "Prime Rate" shall mean the prime
commercial lending rate of The Bank of New York as publicly announced
at the Head Office of The Bank of New York in New York City, New
York, to be in effect from time to time, such rate to be adjusted
automatically, without notice on the effective date of any change in
such rate.
3. Commencing November 1, 1996 and continuing thereafter on the 1st day
of each consecutive month until June 1, 2001, the Borrower shall make
monthly payments of interest at the per annum interest rate set forth
herein together with monthly payments of principal sufficient to
fully amortize the unpaid principal balance.
4. The existing real estate tax escrow requirement shall be released,
but the Mortgagee reserves the right to require the Borrower to again
make monthly real estate tax escrow payments if the real estate tax
payments shall become delinquent at any time during the extended Note
term.
5. Effective immediately the existing personal Guaranty of Payment from
each of XXXXXX X. XXXXX, XXXXXXX X. XXXXXX, XXXXXX XXXXXX and XXXXX
X. XXXX is released from any liability or obligation for the
indebtedness evidenced by the Note and/or the term loan evidencing a
debt in the original principal amount of $1,000,000.00.
6. As an inducement for the Mortgagee to approve and enter into this
agreement the Borrower agrees to pay the Mortgagee an extension fee
equal to $2,525.00.
7. All other terms and provisions of the Note, Mortgage and related loan
documents shall remain in full force and effect.
IN WITNESS WHEREOF, the parties hereto have duly executed this agreement as
of the day and year first written above.
TOUCHSTONE APPLIED SCIENCE
ASSOCIATES, INC.
By: /s/ XXXXXX X. XXXXX
---------------------------------------
XXXXXX X. XXXXX, President
TOWN OF SOUTHEAST INDUSTRIAL
DEVELOPMENT AGENCY
By: /s/ XXXXXXXX XXXXX
---------------------------------------
, Chairman
THE BANK OF NEW YORK
By: /s/ XXXX X. XXXXXXX
---------------------------------------
XXXX X. XXXXXXX, V.P.
SCHEDULE A
ALL that certain plot, piece or parcel of land, situate, lying and being in
the Town of Southeast, County of Xxxxxx and State of New York, known and
designated as Lot No. 4 as shown on a certain map entitled, 'SUBDIVISION
PLAT OF HARDSCRABBLE HEIGHTS SITUATE IN XXX XXXX XX XXXXXXXXX, XXXXXX XX
XXXXXX, XXXXX XX XXX XXXX' dated July 9, 1985, revised August 6, 1985 and
revised October 3, 1985, filed October 22, 1985 in the Xxxxxx County
Clerk's Office, as Map No. 2088, being bounded and described as follows:
BEGINNING at a point in the southerly line of Field's Lane being the north-
westerly corner of Lot No. 4 herein described and the northeasterly corner
of Lot No. 5 as shown on the above referenced map;
Thence following the southerly line of Field's Lane, North 84 degrees 48'
00" East a distance of 44.76 feet to a point of curvature, said point being
the intersection of the line of Lot No. 4 and the southwesterly line of
Hardscrabble Heights Drive;
Thence following the southwesterly line of Hardscrabble Heights Drive on a
curve to the right having a radius of 52.58 feet, a distance of 74.20 feet
to a point of reverse curvature;
Thence along a curve to the left having a radius of 225.00 feet a distance
of 186.50 feet to a point of tangency;
Thence South 61 degrees 50' 00" East a distance of 157.20 feet to a point
being the northeasterly corner of Lot No. 4 and the northwesterly corner of
Lot No. 6;
Thence along the line of Lot No. 6 and leaving the southwesterly line of
Lot No. 6 and leaving the southwesterly line of Hardscrabble Heights Drive,
South 04 degrees 40' 00" West a distance of 241.88 feet to a point in the
line of Lot No. 9;
Thence along Xxx Xx. 0, Xxxxx 00 degrees 20' 00" West a distance of 370.00
feet to a point in the line of Xxx Xx. 0;
Xxxxxx xxxxx Xxx Xx. 0 Xxxxx 00 degrees 40' 00" East a distance of 464.63
feet to the point and place of beginning.
STATE OF NEW YORK )
) ss:
COUNTY OF ORANGE )
On the 31st day of October, 1996, before me personally came
XXXXXX X. XXXXX, to me known, who, being by me duly sworn, did depose and
say that he resides at 0000 Xxxxxxxxxxx Xx., Xxxxxxxx Xxxxxxx, XX, that he
is the President of TOUCHSTONE APPLIED SCIENCE ASSOCIATES, INC., the
corporation described in and which executed the foregoing instrument and
that he signed his name thereto by order of the board of directors of said
corporation.
/s/ XXXXXXX CRUSH
-------------------------------------
Xxxxxxx Crush
Notary Public, State of New York
No. 4882935
Qualified in Orange County
Commission Expires 4/13/97
STATE OF NEW YORK )
) ss:
COUNTY OF XXXXXX )
On the 31st day of October, 1996, before me personally came
XXXXXXXX XXXXX, to me known, who, being by me duly sworn, did depose and
say that she resides at 0 Xxxxxxxx Xxxx, Xxxxxxxx, XX; that she is the
Chairman of TOWN OF SOUTHEAST INDUSTRIAL DEVELOPMENT AGENCY, the agency
described in and which executed the foregoing instrument and that she
signed his name thereto by order of the Members of said agency.
/s/ XXXXXXX XXXXXX XXXXX
-------------------------------------
Xxxxxxx Xxxxxx Xxxxx
Notary Pub., State of NY
#00-0000000 Xxxxxx Co.
Term Expires 2/28/97
STATE OF NEW YORK )
) ss:
COUNTY OF WESTCHESTER )
On the 31st day of October, 1996, before me personally came
XXXX X. XXXXXXX, to me known, who, being by me duly sworn, did depose and
say that he resides at 00 Xxx Xxx Xxxx, Xxxxxxxxx, XX; that he is the Vice
President of THE BANK OF NEW YORK, the corporation described in and which
executed the foregoing instrument and that he signed his name thereto by
order of the board of directors of said corporation.
/s/ XXXXXXX X. XXXXXX
-------------------------------------
Xxxxxxx X. Xxxxxx
Notary Public, State of New York
No. 00-0000000
Qualified in Xxxxxx County
Commission Expires November 30, 1997