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Mortgage, Assignment of Leases And Rents and Security Agreement
Mortgage, Assignment of Leases And Rents and Security Agreement (172K)
Doc #271034: Click preview link for longer preview.
================================================================================
RD ELMWOOD ASSOCIATES, L.P.,
Mortgagor,
and
WASHINGTON MUTUAL BANK, FA,
Mortgagee
_____________________________
MORTGAGE, ASSIGNMENT OF LEASES
AND RENTS AND SECURITY AGREEMENT
_____________________________
Dated as of November 22, 2002
================================================================================
This instrument affects real and personal property situated in the State of New
Jersey, County of Bergen, Borough of Elmwood Park in Lots 3 & 4 of Block 201,
and Lot 2 of Block 301, and known by the street address of 58, 80 and 100
Broadway, Elmwood Park, New Jersey.
================================================================================
RECORD AND RETURN TO:
LeBoeuf, Lamb, Greene & MacRae, L.L.P.
125 West 55th Street
New York, New York 10019
Att'n: Richard Weidman, Esq.
Title Company: Land Title Agency, Inc.,
as Agent of Commonwealth Land Title Insurance Company
Title No.: 02-LT-0967
{PAGE}
THIS MORTGAGE, ASSIGNMENT OF LEASES AND RENTS AND SECURITY
AGREEMENT, made as of November 22, 2002, from RD ELMWOOD ASSOCIATES, L.P., a
Delaware limited partnership, having an address at c/o Acadia Realty Trust, 20
Soundview Marketplace, Port Washington, New York 11050 ("Mortgagor"), to
WASHINGTON MUTUAL BANK, FA, a banking corporation chartered under the laws of
the United States, having an address at EAB Plaza, Thirteenth Floor, Uniondale,
New York 11556-0123 (together with its successors in such capacity,
"Mortgagee"),
W I T N E S S E T H T H A T:
------------------- --------
WHEREAS, Mortgagor is on the date of this Mortgage the owner
of fee title to one or more parcels of land and the improvements thereon located
at Elmwood Park Shopping Center, 58, 80 and 100 Broadway, Borough of Elmwood
Park, County of Bergen, and State of New Jersey, more particularly described in
Schedule A annexed hereto and made part hereof;
WHEREAS, concurrently with the execution and delivery of this
Mortgage, Assignment of Leases and Security Agreement (this "Mortgage"),
Mortgagor will borrow from Mortgagee up to $20,000,000 or so much thereof as
shall be advanced to Mortgagor pursuant to the Revolving Loan Agreement
identified below, which borrowing will be secured by this Mortgage;
WHEREAS, Borrower has executed and delivered its Promissory
Note, dated the date hereof, in the amount of up to $20,000,000 to Mortgagee,
which note obligates Mortgagor to pay the Mortgage Amount, or so much thereof as
may be advanced from time to time in accordance with the terms of the Loan
Agreement (said Promissory Note, as the same may hereafter be amended, modified,
extended, severed, assigned, renewed, replaced or restated, and including any
substitute or replacement notes, is hereinafter referred to individually and
collectively as the "Note"); and
WHEREAS, in order to secure the payment of the Note, Mortgagor
has duly authorized the execution and delivery of this Mortgage.
NOW, THEREFORE, in consideration of the premises and of the
mutual covenants herein contained,
TO SECURE (a) the full, faithful and punctual (i) payment by
Borrower of all sums payable under the Note or any other Loan Document (as
hereinafter defined) up to the Mortgage Amount and (ii) performance of and
compliance with each and every term, condition, agreement, undertaking, covenant
and provision to be performed or complied with by Mortgagor pursuant to the Loan
Documents, and (b) the truth, accuracy and completeness of all representations
and warranties made by Mortgagor to Mortgagee in the Loan Documents or otherwise
in connection with the Loan, Mortgagor hereby creates in favor of Mortgagee a
security interest in, and gives, grants, bargains, sells, warrants, aliens,
remises, releases, conveys, assigns, transfers, mortgages, hypothecates,
deposits, pledges, sets over and confirms unto Mortgagee, its successors and
assigns, WITH MORTGAGE COVENANTS and the other covenants and agreements set
forth herein, all of Mortgagor's estate, right, title, interest, claim and
demand (whether at law or in equity, in possession or expectancy) in, to and
under the following described property (collectively, the "Mortgaged Property"),
whether now owned or held or hereafter acquired by Mortgagor:
{PAGE}
(i) the premises described in Schedule A, including all
easements, rights, privileges and appurtenances that in any way belong
or appertain to such premises, and all estate, right, title, interest,
claim or demand whatsoever of Mortgagor therein and in the streets and
ways adjacent thereto, whether in law or in equity, in possession or
expectancy, now or hereafter acquired, together with any and all
options held by Mortgagor to purchase, lease, or sublease or otherwise
acquire such premises or any portion thereof or interest therein, and
any greater estate in such premises now owned or hereafter acquired by
Mortgagor (collectively, the "Premises");
(ii) all structures, buildings or other improvements now or
hereafter located upon the Premises or on any part thereof, including
all plant, equipment, apparatus, machinery and fixtures forming part of
said structures, buildings and other improvements (all, collectively,
the "Improvements");
(iii) all fixtures, fittings, furniture, furnishings,
appliances, apparatus, equipment, machinery and other articles of
personal property (including without limitation all building service
equipment and building materials and supplies), other than those owned
by lessees, now or at any time hereafter attached to, placed upon, or
used or to be used in any way in connection with the use, enjoyment,
occupancy or operation of the Premises or the Improvements (all,
collectively, the "Chattels");
(iv) all leases, subleases, tenancies, subtenancies and rental
and occupancy agreements for the use and occupancy of all or any
portion of the Mortgaged Property which are now in existence or which
may exist at any time during the period that this Mortgage is in
effect, together with any modifications, amendments, renewals or
extensions of any of the foregoing, whether or not written and, if
written, whether or not recorded (all of which present and future
leases, subleases, tenancies, subtenancies and rental and occupancy
agreements, as modified, amended, renewed or extended, are hereinafter
referred to, each as a "Lease" and, collectively, as the "Leases"), and
all estate, right, title, interest, claim and demand of Mortgagor under
the Leases, including, without limitation, any cash, letters of credit
or securities deposited by lessees or others to secure their
performance, the rents and all other sums payable thereunder and the
right to receive and collect the rents, revenues, receipts, income,
earnings, issues, accounts receivable and profits derived from the
Mortgaged Property (collectively, the "Rents") (subject, however, to
any license to collect the Rents granted by Mortgagee to Mortgagor
herein or in a separate assignment of leases and rents, and all
guarantees of the performance of lessees and other obligors under such
leases and other agreements and instruments;
271034
|
Acadia Realty LP
As referenced in this Mortgage, Assignment of Leases And Rents and Security Agreement:
Acadia Realty Limited – over
Mortgagor, the Mortgaged Property or the use, occupancy, operation or condition
of the Mortgaged Property or any portion thereof.
"Guarantor(s)" means Acadia Realty Limited Partnership, a
Delaware limited partnership.
"Hazardous Substances" (each, a "Hazardous Substance") means
(i) asbestos and asbestos-containing materials, radon, polychlorinated
biphenyls, formaldehyde, flammable
_____________
Acadia Realty Limited
– order, whether
proposed or final.
"Prepayment Charge" means the Prepayment Charge provided for
in the Note, if any.
"Principal(s) of Mortgagor" means Acadia Realty Limited
Partnership, a Delaware limited partnership.
"Requirements" (each, a "Requirement") means all laws,
statutes, regulations, ordinances, codes, rules, rulings, directives,
determinations, judgments, decrees,
_____________
Acadia Realty Limited – first above written.
RD ELMWOOD ASSOCIATES, L.P., a Delaware
limited partnership (as Borrower)
By: Acadia Property Holdings, LLC, its general
partner
By: Acadia Realty Limited Partnership,
its sole member
By: Acadia Realty Trust, a Maryland real
estate investment trust, its general
partner
By
--------------------------------
Robert Masters
Senior Vice President
_____________
ACADIA REALTY LIMITED – execution and authorizes the
delivery of this Mortgage for the purpose of accepting and agreeing to the
provisions of paragraph 6.4 hereof.
ACADIA REALTY LIMITED PARTNERSHIP
By: Acadia Realty Trust, a Maryland real estate
investment trust, its general partner
By
-------------------------------------
Robert Masters
Senior Vice President
{PAGE}
STATE OF
_____________
Acadia Realty Limited – day of November, 2002 by ____________________, an authorized signatory of Acadia
Realty Trust, a Maryland real estate investment trust, the general partner of
Acadia Realty Limited Partnership, the sole member of Acadia Property Holdings,
LLC which is the general partner of RD Elmwood Associates, L.P., a Delaware
limited
_____________
dt 161208
;
Acadia Realty
As referenced in this Mortgage, Assignment of Leases And Rents and Security Agreement:
Acadia Realty Trust, – AGREEMENT, made as of November 22, 2002, from RD ELMWOOD ASSOCIATES, L.P., a
Delaware limited partnership, having an address at c/o Acadia Realty Trust, 20
Soundview Marketplace, Port Washington, New York 11050 ("Mortgagor"), to
WASHINGTON MUTUAL BANK, FA, a banking corporation chartered under the laws of
_____________
Acadia Realty Trust – a conditional or unconditional basis) to do any of
the foregoing; or (c) effectuate or permit a reduction in the ownership
interests of Acadia Realty Trust in Mortgagor below 51%; or (d) effectuate or
permit a closing of any public or private offering of ownership interests in
Mortgagor; or (
_____________
Acadia Realty Trust. – Mortgagor; or (e) effectuate or permit a transfer of the controlling interest in
Mortgagor, other than to an entity owned and controlled by Acadia Realty Trust.
Other than as set forth in the immediately preceding sentence, "transfer of the
controlling interest in Mortgagor" includes: (i) the sale, assignment,
_____________
Acadia Realty Trust, – a Delaware
limited partnership (as Borrower)
By: Acadia Property Holdings, LLC, its general
partner
By: Acadia Realty Limited Partnership,
its sole member
By: Acadia Realty Trust, a Maryland real
estate investment trust, its general
partner
By
--------------------------------
Robert Masters
Senior Vice President
The undersigned joins in the execution and
_____________
Acadia Realty Trust, – of this Mortgage for the purpose of accepting and agreeing to the
provisions of paragraph 6.4 hereof.
ACADIA REALTY LIMITED PARTNERSHIP
By: Acadia Realty Trust, a Maryland real estate
investment trust, its general partner
By
-------------------------------------
Robert Masters
Senior Vice President
{PAGE}
STATE OF ____________ )
) ss.:
COUNTY OF
_____________
dt 173442
;
RD Elmwood
As referenced in this Mortgage, Assignment of Leases And Rents and Security Agreement:
RD ELMWOOD ASSOCIATES, – {DOCUMENT}
{TYPE}EX-10
{SEQUENCE}7
{FILENAME}ex10-62.txt
{DESCRIPTION}EXHIBIT 10.62
{TEXT}
{PAGE}
Loan No. 4130963
================================================================================
RD ELMWOOD ASSOCIATES, L.P.,
Mortgagor,
and
WASHINGTON MUTUAL BANK, FA,
Mortgagee
_____________________________
MORTGAGE, ASSIGNMENT OF LEASES
AND RENTS AND SECURITY AGREEMENT
_____________________________
Dated as
_____________
RD ELMWOOD ASSOCIATES, – Title No.: 02-LT-0967
{PAGE}
THIS MORTGAGE, ASSIGNMENT OF LEASES AND RENTS AND SECURITY
AGREEMENT, made as of November 22, 2002, from RD ELMWOOD ASSOCIATES, L.P., a
Delaware limited partnership, having an address at c/o Acadia Realty Trust, 20
Soundview Marketplace, Port Washington, New York
_____________
RD ELMWOOD ASSOCIATES, – intentionally left blank.]
46
{PAGE}
IN WITNESS WHEREOF, this Mortgage has been duly executed by
Mortgagor as of the date first above written.
RD ELMWOOD ASSOCIATES, L.P., a Delaware
limited partnership (as Borrower)
By: Acadia Property Holdings, LLC, its general
partner
By: Acadia Realty Limited Partnership,
its
_____________
RD Elmwood Associates, – trust, the general partner of
Acadia Realty Limited Partnership, the sole member of Acadia Property Holdings,
LLC which is the general partner of RD Elmwood Associates, L.P., a Delaware
limited partnership, on behalf of said entities.
________________________________
Notary Public
My commission expires _____________________
{PAGE}
STATE OF ____________ )
)
_____________
dt 161163
;
|
 WaMu Bank
As referenced in this Mortgage, Assignment of Leases And Rents and Security Agreement:
WASHINGTON MUTUAL BANK, – 10
{SEQUENCE}7
{FILENAME}ex10-62.txt
{DESCRIPTION}EXHIBIT 10.62
{TEXT}
{PAGE}
Loan No. 4130963
================================================================================
RD ELMWOOD ASSOCIATES, L.P.,
Mortgagor,
and
WASHINGTON MUTUAL BANK, FA,
Mortgagee
_____________________________
MORTGAGE, ASSIGNMENT OF LEASES
AND RENTS AND SECURITY AGREEMENT
_____________________________
Dated as of November 22, 2002
================================================================================
This instrument affects
_____________
WASHINGTON MUTUAL BANK, – a
Delaware limited partnership, having an address at c/o Acadia Realty Trust, 20
Soundview Marketplace, Port Washington, New York 11050 ("Mortgagor"), to
WASHINGTON MUTUAL BANK, FA, a banking corporation chartered under the laws of
the United States, having an address at EAB Plaza, Thirteenth Floor, Uniondale,
New
_____________
dt 161158
;
 LeBoeuf Lamb
As referenced in this Mortgage, Assignment of Leases And Rents and Security Agreement:
LeBoeuf, Lamb – of Block 301, and known by the street address of 58, 80 and 100
Broadway, Elmwood Park, New Jersey.
================================================================================
RECORD AND RETURN TO:
LeBoeuf, Lamb , Greene & MacRae, L.L.P.
125 West 55th Street
New York, New York 10019
Att'n: Richard Weidman, Esq.
Title Company: Land
_____________
dt 167995
|
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Full Doc
| 2001 |
Mortgage, Assignment of Leases And Rents and Security Agreement
Mortgage, Assignment of Leases And Rents and Security Agreement (183K)
Doc #271095: Click preview link for longer preview.
Note: This same form was executed in connection with mortgages on Berlin
Shopping Center, Ledgewood Mall, New Loudon Center, and Route 6 Shopping Center
THIS MORTGAGE IS AN OPEN-END MORTGAGE AND SECURES FUTURE ADVANCES
(All notices to be given to Mortgagee pursuant to 42 Pa. C.S.A.ss.8143 shall be
given as set forth in Section 4.2 of this Mortgage.)
Pennsylvania Tax Parcel Identification Nos.
Route 6 Mall 27-14-28
27-10-15
Bradford Towne 62-087.07-004
ACADIA REALTY LIMITED PARTNERSHIP,
Mortgagor,
and
THE DIME SAVINGS BANK OF NEW YORK, FSB,
as Administrative Agent for Lenders
(as hereinafter defined) (together with its
successors in such capacity, "Mortgagee")
MORTGAGE, ASSIGNMENT OF LEASES
AND RENTS AND SECURITY AGREEMENT
Dated as of March 30th, 2000
Mortgage Amount: $59,000,000
RECORD AND RETURN TO:
Dewey Ballantine LLP
1301 Avenue of the Americas
New York, New York 100 19-6092
Attention: Val A. Soupios, Esq.
{PAGE}
TABLE OF CONTENTS
Page
----
CERTAIN DEFINITIONS ...........................................................4
ARTICLE I Mortgagor's Covenants..............................................6
1.1. Title ...................................................................6
1.2. Security Agreement.......................................................7
1.3. Recordation; Certain Costs and Expenses...................................
1.4. Obligation to Pay........................................................8
1.5. Compliance with Requirements ............................................8
1.6. Scope of Security........................................................9
1.7. Payment of Impositions for Mortgaged Property............................9
1.8. Indemnity by Mortgagor..................................................10
1.9. Insurance and Casualty..................................................11
1.10. Advances, Etc., by Mortgagee............................................14
1.11. Escrow Requirements.....................................................14
1.12. Financial Reporting.....................................................15
1.13. Maintenance and Operation of Mortgaged Property.........................15
1.14. Condemnation............................................................16
1.15. Leasing of Mortgaged Property...........................................17
1.16. Casualty to Mortgaged Property..........................................19
1.17. Interest after Default..................................................19
1.18. Due on Transfer.........................................................19
1.19. Costs of Litigation and Certain Proceedings.............................20
1.20. Late Charge.............................................................20
1.21. Trust Fund..............................................................20
1.22. Charges for Tax Searches, Etc...........................................21
1.23. Prepayment..............................................................21
1.24. Restrictions Affecting Mortgaged Property...............................21
1.25. Hazardous Substances....................................................21
1.26. Further Assurances......................................................24
1.27. Notice to Mortgagee.....................................................24
1.28. Set-Off.................................................................24
1.29. Obligations Secured.....................................................25
1.30. Year 2000 Capability....................................................25
ARTICLE II Events of Default and Remedies....................................25
2.1. Definition of Event of Default...........................................25
2.2. Effect of Event of Default...............................................29
2.3. Foreclosure Sale Implementation..........................................31
2.4. Collection of Debt.......................................................32
2.5. Appointment of Receiver..................................................34
2.6. Possession by Mortgagee..................................................34
(i)
{PAGE}
Page
----
2.7. Remedies Cumulative.....................................................34
2.8. Right to Withdraw Proceeding, Etc.......................................34
2.9. Waiver..................................................................34
2.10. Use and Occupancy of Mortgaged Property.................................35
2.11. Mortgagee's Attorneys' Fees.............................................35
2.12. Effect of Mortgagor's Tender............................................35
2.13. Mortgagee's Failure to Allow Cure Period................................35
ARTICLE III Representations and Warranties...................................36
3.1. Title, Etc..............................................................36
3.2. Compliance with Requirements, Etc.......................................36
3.3. Rent Roll...............................................................36
3.4. Easements, Etc..........................................................36
3.5. No Misrepresentations...................................................36
3.6. Governmental Approvals..................................................36
3.7. Approvals of Loan Documents.............................................37
3.8. Other Beneficiaries.....................................................37
3.9. Federal Law.............................................................37
3.10. Hazardous Substances....................................................37
3.11. Split Tax Lots..........................................................38
ARTICLE IV Miscellaneous.....................................................38
4.1. Partial Invalidity......................................................38
4.2. Notices.................................................................38
4.3. Waiver of Notice........................................................39
4.4. Successors and Assigns..................................................39
4.5. Usury Savings...........................................................39
4.6. Counterparts............................................................40
4.7. Governing Law...........................................................40
4.8. Written Amendments......................................................40
4.9. Actions, Approvals and Determinations...................................40
4.10. Receipt of Copy.........................................................40
4.11. Modifications, Releases, Etc............................................40
4.12. Construction............................................................41
4.13. Non-Merger..............................................................41
ARTICLE V Transfer Taxes.....................................................41
ARTICLE VI Additional Provisions.............................................42
6.1. Assignment of Leases and Rents...........................................42
6.2. Type of Property.........................................................43
6.3. Maximum Principal Indebtedness Secured...................................43
6.4. Exculpation..............................................................43
6.5. Exculpation of Trustees..................................................44
6.6. Reduction of Mortgage Amount.............................................44
(ii)
{PAGE}
THE AMOUNT OF THIS MORTGAGE IS $59,000,000
(THE "MORTGAGE AMOUNT").
THIS MORTGAGE, ASSIGNMENT OF LEASES AND RENTS AND SECURITY AGREEMENT,
made as of the 30th day of March, 2000, from Acadia Realty Limited Partnership,
a Delaware limited partnership, having an address at c/o Acadia Realty Trust, 20
Soundview Marketplace, Port Washington, New York 11050 ("Mortgagor"), to THE
DIME SAVINGS BANK OF NEW YORK, FSB, a banking corporation chartered under the
laws of the United States, as Administrative Agent for Lenders (as hereinafter
defined) having an address at EAB Plaza, Thirteenth Floor, Uniondale, New York
11556-0123 (together with its successors in such capacity, "Mortgagee"),
WITNESSET THAT:
WHEREAS, Mortgagor is on the date of this Mortgage the owner of fee
title to that certain parcel of land and improvements thereon commonly known as
Bradford Towne Center, located in Bradford County, Pennsylvania and more
particularly described in Schedule A-1 annexed hereto and made part hereof and
of fee title to that certain parcel of land and improvements thereon commonly
known as U.S. Route 6 Mall, located in Wayne County, Pennsylvania and more
particularly described in Schedule A-2 annexed hereto and made part hereof,
WHEREAS, concurrently with the execution and delivery of this Mortgage,
Assignment of Leases and Security Agreement (this "Mortgage"), Mortgagor will
borrow up to FIFTY NINE MILLION AND NO/100THS DOLLARS ($59,000,000) from
Lenders, which loan will be secured by this Mortgage, pursuant to the Loan
Agreement identified below;
WHEREAS, Mortgagor has executed and delivered its note, dated the date
hereof, in the amount of $59,000,000 to The Dime Savings Bank of New York, FSB
(in its individual capacity as a Lender and not as Mortgagee, "The Dime"), which
note obligates Mortgagor to pay the Mortgage Amount, or so much thereof as may
be advanced from time to time in accordance with the terms of the Loan Agreement
(said note, as the same may hereafter be amended, modified, extended, severed,
assigned, renewed, replaced, or restated, and including any substitute or
replacement notes executed pursuant to Sections 3.07 or 11.05 of the Loan
Agreement, is hereinafter referred to individually and collectively as the
"Note");
WHEREAS, this Mortgage is an "Open-End Mortgage" as set forth in 42 Pa.
C.S.A. ss.8143 and secures obligations up to a maximum amount of principal
indebtedness outstanding at any time of Seventy Five Million Dollars
($75,000,000), plus accrued and unpaid interest and other sums thereon,
including, but not limited to, advances, whenever made, for the payment of
taxes, assessments, maintenance charges, insurance premiums, costs incurred for
the protection of the Premises or the lien of this Mortgage, expenses incurred
by Mortgagee by reason of any default by Mortgagor under this Mortgage,
including, without limitation, legal fees and costs incurred by Mortgagee in
connection therewith, and advances for alteration or renovation on the Premises,
{PAGE}
together with all other sums due hereunder or under the Note or the Loan
Agreement and other Loan Documents (as defined in the Loan Agreement) or secured
hereby; and
WHEREAS, in order to secure the payment of the Note, Mortgagor has duly
authorized the execution and delivery of this Mortgage.
NOW, THEREFORE, in consideration of the premises and of the mutual
covenants herein contained,
TO SECURE (a) the full, faithful and punctual (i) payment by Mortgagor
of all sums payable under the Note or any other Loan Document (as hereinafter
defined) up to the Mortgage Amount and (ii) performance of and compliance with
each and every term, condition, agreement, undertaking, covenant and provision
to be performed or complied with by Mortgagor pursuant to the Loan Documents,
and (b) the truth, accuracy and completeness of all representations and
warranties made by Mortgagor to Mortgagee in the Loan Documents or otherwise in
connection with the Loan, Mortgagor does hereby creates in favor of Mortgagee a
security interest in, and, by these presents, intending to be legally bound,
does hereby irrevocably give, grant, bargain, sell, warrant, alien, enfeoff,
remise, release, convey, assign, transfer, mortgage, hypothecate, deposit,
pledge, set over and confirm unto Mortgagee, its successors and assigns, all of
Mortgagor's estate, right, title, interest, claim and demand (whether at law or
in equity, in possession or expectancy) in, to and under the following described
property (collectively, the "Mortgaged Property"), whether now owned or held or
hereafter acquired by Mortgagor:
(i) the premises described in Schedule, including all
easements, rights, privileges and appurtenances that in any way belong
or appertain to such premises, and all estate, right, title, interest,
claim or demand whatsoever of Mortgagor therein and in the streets and
ways adjacent thereto, whether in law or in equity, in possession or
expectancy, now or hereafter acquired, together with any and all
options held by Mortgagor to purchase, lease, or sublease or otherwise
acquire such premises or any portion thereof or interest therein, and
any greater estate in such premises now owned or hereafter acquired by
Mortgagor (collectively, the "Premises");
(ii) all structures, buildings or other improvements now or
hereafter located upon the Premises or on any part thereof, including
all plant, equipment, apparatus, machinery and fixtures forming part of
said structures, buildings and other improvements (all, collectively,
the "Improvements");
(iii) all fixtures, fittings, furniture, furnishings,
appliances, apparatus, equipment, machinery and other articles of
personal property (including without limitation all building service
equipment and building materials 'and supplies), other than those owned
by lessees, now or at any time hereafter attached to, placed upon, or
used or to be used in any way in connection with the use, enjoyment,
occupancy or operation of the Premises or the Improvements (all,
collectively, the "Chattels");
(iv) all leases, subleases, tenancies, subtenancies and rental
and occupancy agreements for the use and occupancy of all or any
271095
|
Acadia Realty LP
As referenced in this Mortgage, Assignment of Leases And Rents and Security Agreement:
ACADIA REALTY LIMITED – of this Mortgage.)
Pennsylvania Tax Parcel Identification Nos.
Route 6 Mall 27-14-28
27-10-15
Bradford Towne 62-087.07-004
ACADIA REALTY LIMITED PARTNERSHIP,
Mortgagor,
and
THE DIME SAVINGS BANK OF NEW YORK, FSB,
as Administrative Agent for Lenders
(as hereinafter defined) (together with its
successors
_____________
Acadia Realty Limited – THE "MORTGAGE AMOUNT").
THIS MORTGAGE, ASSIGNMENT OF LEASES AND RENTS AND SECURITY AGREEMENT,
made as of the 30th day of March, 2000, from Acadia Realty Limited Partnership,
a Delaware limited partnership, having an address at c/o Acadia Realty Trust, 20
Soundview Marketplace, Port Washington, New York 11050 ("Mortgagor"),
_____________
ACADIA REALTY LIMITED – intending to be legally bound and intending the same to take effect
as a sealed instrument as of the date first above written.
ACADIA REALTY LIMITED PARTNERSHIP, a Delaware
limited partnership (as Borrower)
By: Acadia Realty Trust, a Maryland real estate
investment trust, its general partner
Attest: By [SEAL]
_____________
dt 161221
;
Acadia Realty
As referenced in this Mortgage, Assignment of Leases And Rents and Security Agreement:
Acadia Realty Trust, – as of the 30th day of March, 2000, from Acadia Realty Limited Partnership,
a Delaware limited partnership, having an address at c/o Acadia Realty Trust, 20
Soundview Marketplace, Port Washington, New York 11050 ("Mortgagor"), to THE
DIME SAVINGS BANK OF NEW YORK, FSB, a banking corporation chartered
_____________
Acadia Realty Trust, – whether proposed or
final.
"Prepayment Charge" means the Prepayment Charge provided for in the ID
Note, if any.
"Principal(s) of Mortgagor" means Acadia Realty Trust, a Maryland real
estate investment trust.
"Requirements" (each, a "Requirement") means all laws, statutes,
regulations, ordinances, codes, rules, rulings, directives, determinations,
judgments,
_____________
Acadia Realty Trust – a conditional or unconditional basis) to do any of the
foregoing; or (c) effectuate or permit a reduction in the ownership interests of
Acadia Realty Trust in Mortgagor below 51 %; or (d) effectuate or permit a
closing of any public or private offering of ownership interests in Mortgagor;
or (
_____________
Acadia Realty Trust. – Mortgagor;
or (e) effectuate or permit a transfer of the controlling interest in Mortgagor,
other than to an entity owned and controlled by Acadia Realty Trust. Other than
as set forth in the immediately preceding sentence, "transfer of the controlling
interest in Mortgagor" includes: (i) the sale,
19
{
_____________
Acadia Realty Trust – directly from tenants after a default
under the Loan Documents.
6.5. Exculpation of Trustees. This Mortgage is executed by certain
Trustees of Acadia Realty Trust (the "Trust"), the general partner of Mortgagor,
not individually, but solely in their representative capacities as trustees of
the Trust. Mortgagee hereby
_____________
dt 173478
;
BNY
As referenced in this Mortgage, Assignment of Leases And Rents and Security Agreement:
BANK OF NEW YORK, – 6 Mall 27-14-28
27-10-15
Bradford Towne 62-087.07-004
ACADIA REALTY LIMITED PARTNERSHIP,
Mortgagor,
and
THE DIME SAVINGS BANK OF NEW YORK, FSB,
as Administrative Agent for Lenders
(as hereinafter defined) (together with its
successors in such capacity, "Mortgagee")
MORTGAGE, ASSIGNMENT OF LEASES
AND
_____________
BANK OF NEW YORK, – partnership, having an address at c/o Acadia Realty Trust, 20
Soundview Marketplace, Port Washington, New York 11050 ("Mortgagor"), to THE
DIME SAVINGS BANK OF NEW YORK, FSB, a banking corporation chartered under the
laws of the United States, as Administrative Agent for Lenders (as hereinafter
defined) having an
_____________
Bank of New York, – WHEREAS, Mortgagor has executed and delivered its note, dated the date
hereof, in the amount of $59,000,000 to The Dime Savings Bank of New York, FSB
(in its individual capacity as a Lender and not as Mortgagee, "The Dime"), which
note obligates Mortgagor to pay the Mortgage
_____________
dt 169084
;
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Dime Savings
As referenced in this Mortgage, Assignment of Leases And Rents and Security Agreement:
DIME SAVINGS BANK OF NEW YORK, – Nos.
Route 6 Mall 27-14-28
27-10-15
Bradford Towne 62-087.07-004
ACADIA REALTY LIMITED PARTNERSHIP,
Mortgagor,
and
THE DIME SAVINGS BANK OF NEW YORK, FSB,
as Administrative Agent for Lenders
(as hereinafter defined) (together with its
successors in such capacity, "Mortgagee")
MORTGAGE, ASSIGNMENT OF LEASES
AND
_____________
DIME SAVINGS BANK OF NEW YORK, – Delaware limited partnership, having an address at c/o Acadia Realty Trust, 20
Soundview Marketplace, Port Washington, New York 11050 ("Mortgagor"), to THE
DIME SAVINGS BANK OF NEW YORK, FSB, a banking corporation chartered under the
laws of the United States, as Administrative Agent for Lenders (as hereinafter
defined) having an
_____________
Dime Savings Bank of New York, – identified below;
WHEREAS, Mortgagor has executed and delivered its note, dated the date
hereof, in the amount of $59,000,000 to The Dime Savings Bank of New York, FSB
(in its individual capacity as a Lender and not as Mortgagee, "The Dime"), which
note obligates Mortgagor to pay the Mortgage
_____________
dt 161186
;
Dewey Ballantine
As referenced in this Mortgage, Assignment of Leases And Rents and Security Agreement:
Dewey Ballantine – ASSIGNMENT OF LEASES
AND RENTS AND SECURITY AGREEMENT
Dated as of March 30th, 2000
Mortgage Amount: $59,000,000
RECORD AND RETURN TO:
Dewey Ballantine LLP
1301 Avenue of the Americas
New York, New York 100 19-6092
Attention: Val A. Soupios, Esq.
{PAGE}
TABLE OF CONTENTS
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dt 180097
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