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EXHIBIT 10.139.2
This instrument prepared by:
Xxxxx X. Xxxxxxxxx, of
XXXXXXX & XXXXXX
Post Office Box 1288
Tampa, Florida 33601
REAL ESTATE MORTGAGE
Date: October 22, 1996
Mortgagor: Southern Land Investors, Ltd.
c/o Southern Land Company
Attention: Xxxxxxx X. Xxxxxxxxxx
President
00 Xxxxx Xxxxxx Xxxxxx
Xxxxx 0000
Xxxxxxx, Xxxxxxx 00000
Mortgagee: Xxxxxx Outdoor, Inc.
000 Xxxxxxxxxx Xxxx Xxxx
Xxxx Xxxx Xxxxx, Xxxxxxx 00000
Amount of initial indebtedness secured hereby:
$4,460,000.00
Maximum principal indebtedness, including future advances, that may be secured
hereby:
$8,920,000.00
Mortgaged Property:
See Exhibit "A" attached hereto and incorporated herein.
1. Mortgage. In consideration of Ten Dollars and other valuable
considerations received by Mortgagor (named above), Mortgagor hereby, on the
date stated above, mortgages to Mortgagee (named above) and grants a security
interest to Mortgagee in, the
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mortgaged property referred to above or otherwise described herein (the
"Mortgaged Property"), for the purposes identified below.
2. Liabilities Secured; Future Advances; Maximum Amount and Time.
(a) This Mortgage shall secure the payment and
performance of (i) the initial indebtedness of Mortgagor to Mortgagee, as
evidenced by a promissory note of even date herewith executed by Xxxxxxxxx and
payable to Mortgagee in the amount specified above, and all obligations under
any other loan documents executed now or in the future in connection therewith,
and all extensions, modifications, renewals, consolidations, or increases of
any of the foregoing (collectively, the "Note") , (ii) any future advances made
by Mortgagee to Mortgagor, and (iii) all other indebtedness, liabilities, and
obligations of Mortgagor to Mortgagee, however and wherever incurred or
evidenced, whether primary, secondary, direct, indirect, absolute, contingent,
sole, joint or several (a "Liability" or the "Liabilities").
(b) The total amount of Liabilities secured hereby may
decrease or increase from time to time, but the total unpaid balance so secured
at any one time shall not exceed the maximum principal amount specified above,
plus interest thereon, and any disbursements made for the payment of taxes,
levies, or insurance on the Mortgaged Property, and for maintenance, repair,
protection, and preservation of the Mortgaged Property, with interest on such
disbursements, all as provided in this Mortgage. This Mortgage shall not
secure any future advances made more than twenty years from the date hereof.
3. Payment of Liabilities. Mortgagor shall pay all Liabilities
and perform all obligations herein promptly when due. However, if Mortgagor
(or any of them) is not the Borrower or has not otherwise executed, endorsed,
or guaranteed any of the Liabilities, then such party shall have no personal
liability under or in connection with such Liabilities.
4. Title Covenants. Mortgagor covenants that the Mortgaged
Property is free from all liens, charges, and encumbrances other than this
Mortgage and those matters approved in writing by Mortgagee or as evidenced by
the mortgagee title insurance commitment for this Mortgage in the form accepted
by Mortgagee at the closing hereof (the "Permitted Encumbrances") , that lawful
seisin of and good right to encumber the Mortgaged Property are vested in
Mortgagor, and that Mortgagor hereby fully warrants the title to the Mortgaged
Property and will defend the same against the lawful claims of all persons
whomsoever.
5. Improvements, Fixtures, etc. This Mortgage extends to and
shall encumber, and Mortgagor hereby grants a security interest in, all
buildings, improvements, fixtures, and appurtenances now or
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hereafter erected or existing or used upon the Mortgaged Property, including
all elevators and all gas, steam, electric, water, cooking, refrigerating,
lighting, plumbing, heating, air conditioning, ventilation, and power systems,
machines, appliances, fixtures, and appurtenances, even though they be detached
or detachable, all of which shall be deemed part of the Mortgaged Property.
Xxxxxxxxx agrees to execute such Uniform Commercial Code financing statements
as Mortgagee shall require to perfect the grant of the security interest
contained herein.
6. Maintenance and Repair. Mortgagor shall not permit, commit,
or suffer any waste, impairment, or deterioration of the Mortgaged Property.
Mortgagor shall maintain the Mortgaged Property in good condition and repair.
If Mortgagor fails to do so, then Mortgagee, without waiving the option to
foreclose, may take some or all measures that Mortgagee reasonably deems
necessary or desirable for the maintenance, repair, preservation, or protection
of the Mortgaged Property, and any expenses reasonably incurred by Mortgagee in
so doing shall become part of the Liabilities, shall, at the option of
Mortgagee, become immediately due and payable, and shall bear interest at the
highest lawful rate specified in any note evidencing any Liability. Mortgagee
shall have no obligation to care for and maintain the Mortgaged Property, or,
having taken some measures therefor, to continue the same or take other
measures.
7. Hazard Insurance. If any buildings now or hereafter
constitute part of the Mortgaged Property, Mortgagor shall keep the same
insured against loss or damage by fire and other hazards included within the
term "extended coverage," and against such other hazards as Mortgagee may
require, in the full insurable value thereof (or such lesser amount as
Mortgagee may authorize in writing) , with an insurer of high financial
reputation and to which Mortgagee has no reasonable objection. The policy or
policies of insurance shall contain a standard mortgagee clause, without
contribution, in favor of Mortgagee, shall prohibit cancellation or substantial
modification without at least thirty (30) days prior written notice to
Mortgagee, shall contain a provision to the effect that any waiver of
subrogation rights by the insured does not void the coverage, and shall be
delivered to Mortgagee. Mortgagor shall pay all premiums and charges for the
maintenance and renewal of the insurance, and shall furnish Mortgagee with
receipts and proofs thereof not less than ten (10) days before the expiration
thereof, without notice or demand from Mortgagee. if Xxxxxxxxx fails to do so,
then Mortgagee, without waiving the option to foreclose, may obtain such
insurance for the protection of Mortgagee, and any expenses reasonably incurred
by Mortgagee in so doing shall become part of the Liabilities, shall, at the
option of Mortgagee, become immediately due and payable, and shall bear
interest at the highest lawful rate specified in any note evidencing any
Liability. In the event of loss, the insurance proceeds shall be applied by
Mortgagee to the reduction of the
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Liabilities, or to the restoration and repair of the Mortgaged Property, at the
option of Mortgagee. Mortgagee shall have the full power to settle or
compromise claims under all policies and to demand, receive, and receipt for
all monies becoming payable thereunder. In the event of foreclosure of this
Mortgage or transfer of the Mortgaged Property in full or partial satisfaction
of the Liabilities, all interest of Mortgagor in the policy or policies of
insurance (including any claim to proceeds attributable to losses theretofore
occurring but not yet paid to Mortgagor) shall pass to the purchaser, grantee,
or transferee.
8. Liability Insurance. Mortgagor shall at all times maintain,
or cause its tenant to maintain, comprehensive public liability insurance
insuring Mortgagor and its tenant, if any, in an amount of at least
$1,000,000.00 and issued by an insurer of high financial reputation to which
Mortgagee has no reasonable objection. Mortgagor or its tenant shall pay all
premiums and charges for the maintenance and renewal of the insurance, and
shall furnish Mortgagee with receipts and proofs thereof not less than ten (10)
days before the expiration thereof, without notice or demand from Mortgagee.
9. Rents and Profits. This Mortgage shall extend to and encumber
all rents, issues, profits, proceeds, and revenues derived from the Mortgaged
Property, but Mortgagor may receive the same while this Mortgage is not in
default.
10. Direct Payments; Receiver; No Liability for Leases. If this
Mortgage falls into default, Mortgagee is authorized and empowered to direct
all tenants of the Mortgaged Property to make all payments required of them
under their lease agreements directly to Mortgagee. At its option, Mortgagee
shall be entitled to the appointment of a receiver to take charge of the
Mortgaged Property, and the rents, issues, profits, proceeds, and revenues
arising therefrom, and hold the same subject to the direction of a court of
competent jurisdiction, regardless of the solvency of Mortgagor or the adequacy
of the security. Mortgagee is not obligated to perform any of Mortgagor's
obligations under the lease agreements and is not otherwise liable thereunder,
unless and only to the extent that Mortgagee elects in writing to assume any of
such obligations.
11. Taxes, Assessments, and liens. Mortgagor shall pay all taxes,
assessments, liens, charges, and encumbrances upon or with respect to the
Mortgaged Property before the same become delinquent, and shall furnish
Mortgagee with receipts and proofs thereof at least ten days before the last
day allowed for payment free from penalty, without notice or demand from
Mortgagee. If Xxxxxxxxx fails to do so, then Mortgagee, without waiving the
option to foreclose, may pay the same, together with any penalty that may have
accrued thereon, and with any expense attending the same, including the
reasonable charge for services of counsel, or
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for any person employed to aid in the discharge or in the matter of the
adjustment thereof, or for advice in respect thereto, and any amounts so paid
shall become part of the Liabilities, shall, at the option of Mortgagee, become
immediately due and payable, and shall bear interest at the highest lawful rate
specified in any note evidencing any Liability.
12. Inspection. Mortgagee and Mortgagee's representatives may
enter upon the Mortgaged Property for inspection at all reasonable times and in
a reasonable manner, both before and after default.
13. Condemnation. This Mortgage extends to and shall encumber,
and Mortgagor hereby grants a security interest to Mortgagee in, any judgments,
awards, damages, and settlements hereafter rendered or paid and resulting from
condemnation proceedings with respect to the Mortgaged Property or the taking
of the Mortgaged Property or any part thereof under the power of eminent
domain, and Mortgagee may require that any sums payable to Mortgagor and
arising out of the power of eminent domain with respect to the Mortgaged
Property shall be applied to the Liabilities. Mortgagee at its option may
commence, appear in, and prosecute in its own name or in the name of Mortgagor,
any action or proceedings, or make any compromise or settlement, in connection
with such proceedings.
14. Events of Default. The following shall constitute events of
default ("Events of Default") hereunder:
(a) Any Liability is not paid when due.
(b) Any representation or warranty made by Mortgagor
under this Mortgage or any report, certificate, financial statement, or other
information provided by Mortgagor to Mortgagee in connection herewith is false
or misleading in any material respect when made or deemed made.
(c) Xxxxxxxxx fails to fully and promptly perform when
due any agreement or covenant under this Mortgage.
(d) Any other default or event of default occurs under
any of the Liabilities, or any loan document evidencing, securing,
guaranteeing, or otherwise relating to any of the Liabilities or this Mortgage.
(e) The sale or transfer of the Mortgaged Property in the
manner described in Section 16 of this Mortgage.
15. Rights and Remedies. (a) Mortgagee shall have, in addition to
the rights and remedies contained in this Mortgage and any other loan documents
now or hereafter evidencing, securing, guaranteeing, or otherwise relating to
any of the Liabilities, all
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of the rights and remedies of a secured party and, to the extent applicable, of
a creditor at law or in equity. Mortgagee may, at its option, exercise any one
or more of such rights and remedies individually, partially, or in any
combination from time to time, including, to the extent applicable, before an
Event of Default. No right, power, or remedy conf erred upon Mortgagee by the
Loan Documents shall be exclusive of any other right, power, or remedy referred
to therein or now or hereafter available at law or in equity.
(b) Without limiting the generality of the foregoing, if
an Event of Default shall occur: (i) Mortgagee may declare any or all of the
Liabilities, whether direct or indirect, contingent or certain, to be
accelerated and due and payable at once, whereupon any such Liability, together
with interest thereon, shall forthwith become due and payable, all without
presentment, demand, protest, or other notice of any kind from Mortgagee, all
of which are hereby expressly waived; (ii) Mortgagee may foreclose this
Mortgage and exercise any other rights available to a mortgagee under
applicable Florida law; and (iii) Mortgagee may proceed to do all other things
provided by law, equity, or contract to enforce its rights under the
Liabilities and under this Mortgage and to collect all amounts owing to
Mortgagee.
16. Acceleration Upon Transfer of Mortgaged Property. If all or
any part of the Mortgaged Property or an interest therein is sold or
transferred by Mortgagor in any manner whatsoever without Mortgagee's prior
written consent, Mortgagee may, at Mortgagee's option, declare this Mortgage to
be in default and declare all of the Liabilities to be accelerated and
immediately due and payable. Mortgagee's right to accelerate this Mortgage
upon any sale or transfer of the Mortgaged Property or any interest therein is
included in this Mortgage as a material inducement to Mortgagee's making the
loan or loans secured hereby and has been relied upon by Mortgagee in
establishing the terms and conditions thereof; accordingly, the limitations
contained in this Section shall be strictly construed against Mortgagor and
Xxxxxxxxx's successor(s) in interest and in favor of Mortgagee. Mortgagee may
deal with any successor or successors in interest without in any way
discharging or reducing the liability for the Liabilities secured hereby.
17. Waiver of Appraisement, Valuation, Stay, etc. In
consideration of the Liabilities secured hereby, Xxxxxxxxx agrees that neither
Xxxxxxxxx nor anyone claiming through or under Xxxxxxxxx will set up, claim, or
seek to take advantage of any moratorium, reinstatement, forbearance,
appraisement, valuation, stay, cash collateral, extension, homestead,
exemption, or redemption laws now or hereafter in force, in order to prevent or
hinder the enforcement or foreclosure of this Mortgage, the absolute sale of
the Mortgaged Property, or the delivery of possession thereof immediately after
such sale to the purchaser at such sale. Mortgagor for itself and all who may
at any time claim
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through or under it, hereby waives to the full extent that it may lawfully do
so, the benefit of all such laws, and any and all right to have the Mortgaged
Property marshalled upon any foreclosure or sale.
18. Hazardous Waste Materials. Mortgagor represents and warrants
to Mortgagee that, to the best of Mortgagor's knowledge, the Mortgaged Property
does not presently contain any hazardous wastes, hazardous substances or
materials, toxic materials, or the like, as defined or designated in any
federal, state, or local law or environmental statute, regulation, or
ordinance, presently in effect, as amended from time to time, and as enacted in
the future, including asbestos (collectively, the "hazardous or toxic
materials"), nor does the Mortgaged Property, to the best of Mortgagor's
knowledge, constitute an environmental hazard under any local, state, or
federal laws or regulations directly or indirectly applicable to the Mortgaged
Property, and, until the Liabilities are paid in full, Mortgagor covenants that
Mortgagor shall not make, store, use, treat, or dispose of any hazardous or
toxic materials on the Mortgaged Property, or permit any tenant to do so.
Xxxxxxxxx agrees to indemnify, defend, and save Mortgagee harmless from and
against any and all claims, demands, suits, losses, damages, assessments,
fines, penalties, costs, and expenses, including the costs of inspection,
audit, cleanup, and detoxification, and including attorneys' fees whether or
not suit is filed and if suit is filed, through all appellate proceedings,
arising from or in any way related to personal injury or death, or to damage to
property, or to a claim by any person that hazardous or toxic materials or
trash, refuse, or the like, are located on or under the Mortgaged Property or
in the surface water or ground water on or under the Mortgaged Property, or
related to a claim by any person that the Mortgaged Property constitutes an
environmental hazard, whether the claim proves to be true or false. This
indemnification shall survive the repayment of all sums directly or indirectly
secured by this Mortgage and shall continue for so long as Mortgagee may incur
liability for hazardous or toxic materials, or trash, refuse, or the like
contained in or located on or about the Mortgaged Property.
19. Other Enviro=ental Laws. Mortgagor represents and warrants to
Mortgagee that, to the best of Mortgagor's knowledge, there is no violation of
any federal, state, or local environmental law or regulation, including but not
limited to Florida Department of Environmental Protection (DEP) and United
States Environmental Protection Agency (EPA) regulations pertaining to
underground and above ground storage tanks; DEP and EPA surface water quality
standards; DEP and EPA ground water quality standards; DEP and Army Corps of
Engineers dredge and fill regulations; EPA and DEP storm water and surface
water management regulations; DEP and EPA hazardous waste regulations and state
and federal superfund regulations. In the event Xxxxxxxxx is cited for
violating any of the above laws or regulations, Xxxxxxxxx agrees to indemnify
and
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hold harmless Mortgagee from any and all fines, penalties, and cleanup costs
associated with such violations or necessary corrective action. This
indemnification shall survive the repayment of all sums directly or indirectly
secured by this Mortgage.
20. Notice of Limitation on Future Advances. Mortgagor shall not
file a notice of limitation on future advances for this Mortgage in the public
records of the county where the Mortgaged Property is located without
Mortgagee's prior written consent, which consent Mortgagee may refuse for any
reason whatsoever.
21. No Subordinate Liens. Until the Note and all other
Liabilities are paid in full, Mortgagor shall maintain the title to the
Mortgaged Property (including all after-acquired property, additions, and
replacements) free and clear of all liens and encumbrances other than this
Mortgage.
22. Extensions, Leniencies, and Releases. Mortgagee may grant
extensions of time for payment and other leniencies with respect to any
Liabilities, and may waive or fail to enforce any of Mortgagee's rights
hereunder, and may release a portion or portions of the Mortgaged Property from
the lien hereof, without releasing or diminishing the obligation or liability
of any person constituting Mortgagor, or any guarantor or endorser.
23. Release or Satisfaction. Whenever there are no Liabilities
and no commitment to make advances, Mortgagee shall on written demand by
Xxxxxxxxx give a release hereof, in recordable form.
24. Costs and Expenses; Taxes.
(a) Xxxxxxxxx agrees to pay or reimburse Mortgagee for
all of its costs and expenses incurred in connection with the administration,
supervision, collection, or enforcement of, or the preservation of any rights
under, this Mortgage, including without limitation, the fees and disbursements
of counsel for Mortgagee, including attorneys' fees out of court, in trial, on
appeal, in bankruptcy proceedings, or otherwise.
(b) Xxxxxxxxx agrees to promptly pay and reimburse
Mortgagee for, and indemnify and hold Mortgagee harmless against any liability
for, any and all documentary stamp taxes, nonrecurring intangible taxes, or
other taxes, together with any interest, penalties, or other liabilities in
connection therewith, that Mortgagee now or hereafter determines are payable
with respect to this Mortgage. The foregoing obligations shall survive the
satisfaction of this Mortgage.
The foregoing amounts shall become part of the Liabilities
secured hereby, shall, at the option of Mortgagee,
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become immediately due and payable, and shall bear interest at the highest
lawful rate specified in any note evidencing any of the Liabilities.
25. Notices. Unless otherwise expressly agreed herein, all
notices, requests, and demands to or upon the parties hereto shall be deemed to
have been given or made when delivered by hand or by courier service, when
provided to a nationally recognized overnight delivery service for overnight
delivery, when transmitted to a receiving telecopier, or three days after
deposit in the mail, postage prepaid by registered or certified mail, return
receipt requested, addressed to the address shown above or such other address
as may be hereafter designated in writing by one party to the other.
26. Miscellaneous.
(a) This Mortgage shall be governed by, and construed and
interpreted in accordance with, the laws of the State of Florida, excluding
those laws relating to the resolution of conflicts between laws of different
jurisdictions.
(b) In any litigation in connection with or to enforce
this Mortgage, Mortgagor irrevocably consents to and confers personal
jurisdiction on the courts of the State of Florida or the United States courts
located within the State of Florida, expressly waives any objections as to
venue in any of such courts, and agrees that service of process may be made on
Mortgagor by mailing a copy of the summons and complaint by registered or
certified mail, return receipt requested, to its address set forth herein (or
otherwise expressly provided in writing). Nothing contained herein shall,
however, prevent Mortgagee from bringing any action or exercising any rights
within any other state or jurisdiction or from obtaining personal jurisdiction
by any other means available by applicable law.
(c) In the event that any one or more of the provisions
of this Mortgage is determined to be invalid, illegal, or unenforceable in any
respect as to one or more of the parties, all remaining provisions nevertheless
shall remain effective and binding on the parties thereto and the validity,
legality, and enforceability thereof shall not be affected or impaired thereby.
If any such provision is held to be illegal, invalid, or unenforceable, there
will be deemed added in lieu thereof a provision as similar in terms to such
provision as is possible, that is legal, valid, and enforceable. To the extent
permitted by applicable law, Mortgagor hereby waives any law that renders any
such provision invalid, illegal, or unenforceable in any respect.
(d) The singular shall include the plural, the plural
shall include the singular, and any gender shall be applicable to all genders
when the context permits or implies. If more than one
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party constitutes Mortgagor, their obligations under this Mortgage shall be
joint and several and the term "Mortgagor" shall mean all such parties and any
one or more of them. If more than one party constitutes Borrower, the term
"Borrower" shall mean all such parties and any one or more of them.
(e) Any party executing this Mortgage shall be bound by
the terms hereby without regard to execution by any other party and the failure
of any party to execute this Mortgage shall not release or otherwise affect the
obligations of the party or parties who do sign this Mortgage.
(f) No action which Mortgagee, or Borrower with the
consent of Mortgagee, may take or refrain from taking with respect to the
Liabilities, any note or notes representing the same, any collateral therefor,
or any agreement or agreements (including guaranties), in connection
therewith, shall affect this Mortgage or the obligations of Mortgagor
hereunder.
(g) No delay or omission by Mortgagee in exercising any
right or remedy under this Mortgage or otherwise afforded by law or equity
shall operate as a waiver of that right or remedy or of any other right or
remedy and no single or partial exercise of any right or remedy shall preclude
any other or further exercise of that or any other right or remedy.
(h) All rights and remedies of Mortgagee hereunder and
under any other loan documents are cumulative, and are not exclusive of any
rights or remedies provided by law or in equity, and may be pursued singularly,
successively, or together, and may be exercised as often as the occasion
therefor shall arise. The warranties, representations, covenants, and
agreements made herein and therein shall be cumulative, except in the case of
irreconcilable inconsistency, in which case the provisions of the credit
agreement, or if none, the promissory note or notes secured hereby, shall
control.
(i) This Mortgage may not be modified or amended nor
shall any provision of it be waived except by a written instrument signed by
the party against whom such action is to be enforced.
(j) The headings preceding the text of sections of this
Mortgage have been included solely for convenience of reference and shall
neither constitute a part of this Mortgage nor affect its meaning,
interpretation, or effect.
(k) This Mortgage shall be binding upon and inure to the
benefit of Mortgagee, its successors and assigns, and shall be binding upon
Mortgagor and its respective heirs, legal representatives, successors, and
assigns; provided, however, that no rights or obligations of Mortgagor
hereunder shall be assigned without the prior written consent of Mortgagee.
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(1) Any agreement hereafter made by Mortgagor and
Mortgagee pursuant to this Mortgage shall be superior to the rights of any
intervening lien or encumbrance.
(m) TIME IS OF THE ESSENCE IN THE PERFORMANCE OF THIS
MORTGAGE AND THE LIABILITIES.
27. Waiver of Trial by Jury. Mortgagor and Mortgagee (by its
acceptance hereof) hereby knowingly, irrevocably, voluntarily, and
intentionally waive any right to a trial by jury in respect of any litigation
based on this Mortgage, the Liabilities, or any other document executed in
connection with this Mortgage or the Liabilities, or arising out of, under, or
in connection therewith, or any course of conduct, course of dealing,
statements (whether oral or written), or actions of either party. This
provision is a material inducement for Mortgagee to enter into the transactions
evidenced hereby.
28. Limitation on Recourse Against Mortgagor. Anything in this
Mortgage or the Note to the contrary notwithstanding, in the event of a default
under the Note, or upon maturity of the Note, whether by acceleration or the
passage of time, Mortgagee's recourse against Mortgagor hereunder and under the
Note shall be limited to the remedies set forth in this Mortgage and the other
instruments securing the Note, and the Mortgagor shall not be personally liable
for the payment of any amounts due under this Note or the instruments securing
the Note. Mortgagee shall not seek a deficiency judgment against the Mortgagor
for amounts which remain due and owing after Mortgagee's exercise of its rights
against the security for the Note. However, nothing contained in this
paragraph shall prejudice the rights of Mortgagee to recover from Mortgagor or
its general partner (a) any funds, damages, or costs incurred by Mortgagee as a
result of fraud or intentional misrepresentation by Xxxxxxxxx, (b) any
condemnation or insurance proceeds, or other similar funds or payments
attributable to the Mortgaged Property which, under the terms of this Mortgage
should have been paid to Mortgagee but which have been misappropriated by the
Mortgagor, or (c) any sums, losses, damages, fines, assessments, penalties,
costs, or other expenses arising from or in any way related to an actual or
threatened damage to the environment, the cost of an agency investigation,
personal injury or death, or damage to property due to release or alleged
release of hazardous or toxic material on or under the Mortgaged Property or in
the surface or groundwater of the Mortgaged Property, or due to any other
condition existing on the Mortgaged Property resulting from the presence of
hazardous or toxic materials. This limitation of personal liability against
the Mortgagor is not intended to be, and shall not operate as, a release of or
impairment of any part of the indebtedness evidenced by the Note, or of
Mortgagee's lien on any of the security for the Note, nor shall it limit or
otherwise prejudice in any way, the rights of Mortgagee to exercise the
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remedies available to it under this Mortgage or the rights of Mortgagee to
enforce any of its other rights or remedies under the Note or any other
instrument securing the Note.
IN WITNESS WHEREOF, Xxxxxxxx has executed this Mortgage as of the date
first written above.
WITNESSES: SOUTHERN LAND INVESTORS, LTD.,
a Florida limited partnership
/s/ Xxxxxx X. Xxxxxxxx By: Southern Land Company, a
------------------------------ Florida corporation, as its
Print Name: Xxxxxx X. Xxxxxxxx general partner
/s/ Xxxxx Xxxxxxxxx
------------------------------ By: /s/ Xxxxxxx X. Xxxxxxxxxx
Print Name: Xxxxx Xxxxxxxxx ----------------------------
Xxxxxxx X. Xxxxxxxxxx
as its President
(SEAL)
STATE OF FLORIDA
COUNTY OF ORANGE
Execution of the foregoing instrument was acknowledged before me this
22nd day of October 1996, by Xxxxxxx X. Xxxxxxxxxx, as President, of Southern
Land Company, a Florida corporation, as general partner of Southern Land
Investors, Ltd., a Florida limited partnership, on behalf of the partnership
and the Corporation. He is either personally known to me or has produced
____________ as identification.
/s/ Xxxxxx X. Xxxxxxxx
---------------------------------
Notary Public
(AFFIX NOTARIAL SEAL) (Name) Xxxxxx X. Xxxxxxxx
---------------------------
Commission No. My Commission Expires:
------------------
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THE MORTGAGED PROPERTY
That part of Sections 8 and 9, Township 23 South, Range 29 East,
Orange County, Florida, described as follows:
Commence at the Southeast xxxxx of Section 8, Township 23
South, Range 29 East, and run N 89(degrees)43'15" W along the South
line of the Southeast 1/4 of said Section 8 for a distance of 326.02
feet; thence run N 00(degrees)24'40" E along the West line of the East
1/4 of the Southeast 1/4 of the Southeast 1/4 of said Section 8 for a
distance of 33.00 feet to the POINT OF BEGINNING; thence run N
89(degrees)43'15" W parallel with and 33.00 feet Northerly of the
South line of said Southeast 1/4 for a distance of 1672.67 feet to the
Easterly Right-of-Way line of Interstate 4; thence run N
38(degrees)26'05" E along said Right-of-Way line for a distance of
3330.25 feet to the South line of the Northwest 1/4 of said Section 9;
thence run S 89(degrees)42'01" E along said Line for a distance of
158.92 feet; thence run S 38(degrees)26'05" W parallel with and 125.00
feet Southeasterly), of said Right-of-Way line for a distance of
815.50 feet to the North line of the South 684.91 feet of the
Northeast 1/4 of the Southeast 1/4 of said Section 8; thence run S
89(degrees)47'51" E along said North line for a distance of 293.40
feet to the East line of the Southeast 1/4 of said Section 8; thence
run S 89(degrees)37'49" E along the North line of the South 684.91
feet of the Northwest 1/4 of the Southwest 1/4 of said Section 9 for a
distance of 94.54 feet; thence run S 00(degrees)29'15" W along the
East line of the West 94.54 feet of the Northwest 1/4 of the Southwest
1/4 of said Section 9 for a distance of 706.92 feet, thence run N
89(degrees)37'49" W along the South line of the North 22.00 feet of
the Southwest 1/4 of the Southwest 1/4 of said Section 9 for a
distance of 94.54 feet to the East line of the Southeast 1/4 of said
Section 8; thence run N 89(degrees)47'51" W along the South line of
the North 22.00 feet of the East 1/4 of the Southeast 1/4 of the
Southeast 1/4 of said Section 8 for a distance of 262.75 feet; thence
run S 00(degrees)24'40" W along the East line of the West 65.00 feet
of the East 1/4 of the Southeast 1/4 of the Southeast 1/4 of said
Section 8 for a distance of 690.51 feet; thence run N
89(degrees)43'15" W along the North line of the South 613-00 feet of
the Southeast 1/4 of the Southeast 1/4 of said Section 8 for a
distance of 65.00 feet; thence run S 00(degrees)24'40" W, along the
West line of the East 1/4 of the Southeast 1/4 of the Southeast 1/4 of
said Section 8 for a distance of 580.00 feet to the POINT OF
BEGINNING.
Containing 51.003 acres more or less and being subject to any,
rights-of-way, restrictions and casements of record.
TOGETHER WITH THE EASEMENT RIGHTS DESCRIBED IN THE FOLLOWING DESCRIBED
DOCUMENTS:
1. That certain Holden Avenue Extension, Declaration of Road
Easements, Covenants and Conditions, dated September 24, 1991 and recorded in
official Records Book 4328, at Page 4655, of the Public Records of Orange
County, Florida; as amended by that certain
EXHIBIT "A"
Page 1 of 2
14
THE MORTGAGED PROPERTY
Holden Avenue Extension Amendment to Declaration of Road Easements, Covenants
and Conditions, dated November 19, 1991 and recorded in Official Records Book
4349, at Page 3994, of the Public Records of Orange County, Florida
(collectively "Holden Avenue Extension Agreement");
2. That certain Declaration of Road Easements, Covenants and
Conditions, dated November 19, 1991 and recorded in official Records Book 4349,
at Page 4037, of the Public Records of Orange Florida the "Access Road Easement
Agreement"), and
3. That certain Xxxxx of Air Rights Easement dated October 21,
1996 by Orlando Utilities Commission and the City of Orlando in favor of
Southern Land Investors, Ltd., and recorded simultaneously herewith (the "Air
Rights Easement Agreement") over the following described property:
That part of the Northwest 1/4 of Section 9, Township 23 South,
Range 29 East, Orange County, Florida, described as follows:
Commence at the Southwest corner of the Northwest 1/4 of said
Section 9 and run N 89(degrees)22'01" E along the South line of said
Northwest 1/4 for a distance of 49.40 feet to the Easterly
Right-of-Way line of Interstate 4 and the POINT OF BEGINNING; thence
continue N 89(degrees) 22'01" E along said South line for a distance
of 90.00 feet thence run N 00(degrees) 37'59" W for a distance of
111.66 feet to said Easterly Right-of-Way line; thence run S
37(degrees) 29'43" W along said Right-of-Way line for a distance of
145.77 feet to the POINT OF BEGINNING.
EXHIBIT "A"
Page 2 of 2
