HomeMy WebLinkAbout2321 O~
SECURITY AGREEMENT ~
(CllATTEL I+fORTGAGR) 405003
This Agreetneat witnesseth that OCEAN- DUNES-•DEVCLOPMCNT CORPO't~TI-ON
residin at ut i?iyift =its -l.~«(;• -•r t,.•.i....~ ,t -10009. _ Soutki'....State .Road A-.~.-A
s t• , ,
••••-,-••Jensen•• IIe•ach,~••_•Florida_
cnunryf!('' of St...... Lucie,.. State_ of . ~.~.Q~'~f~a
)52[QiJZO{lldt?{aX~Sa]t3K(Le•rin ca11tJ "Debtor"), far o[ the indebtedneu hereinafter mentioned. this day loaacd to the
Debtor by NATIONAL IIANK OF NORTH AMERICA having a place of business at
44 Wall Street, City and State of New York
(herein called the "Soured Parry") and for other good and valuable consideration receipt whereof is hereby acknowledged.
does hereby grant a present src.triry interest unto sard Secured Party, its succeswrs and assigns, in goofs and clwttels, and in expectancies to
acgmre ga)os ones citataru iu a.c u:ditu:y tour-__ ~:t !~c-:^,ct<., .•?,ich goods and rhattrls ate describeaf as follows: ,
All inventory, equipment, machinery, fixtures and articles of personal property, whether
presently owned or existing or hereafter acquired, installed in, located upon or used in
connection with the development and operation of the premises, and all accounts, contract
rights and general intangibles, presently existing or hereafter arising out of the pre-
mises described herein, and out of any leases or subleases of such property, including,
without limitation, all rents, profits, insurance proceeds and condemnation awards.
together with all equipment and attachments, accessories, repairs, additions and actrssioru thereto, substitutions therefor and the products and
proceeds thereof w•itethrr presently owac-d of rxiuit?g ut 1?ereaftec acquurd or arising all of which are hereinafter sometimes re(etred to as the
"Collateral."
Provided, aeaerrheless, chat i[ chc Debtor (1) shall pay unto the Secured Parry, iu successors and usigru, at the office of I~acional Bank
of North America at ~ Huntington Quadrangle, Huntington Station, flew Yotk 11746, the sum of S 1., 600, OOQ.~ QO., .
according to the terms of a certain pzumissory note of even date herewith made by the Debtor and any extension of teaewal thereof, and shall
pay any and all abet amcunts as herein and in uid Wort agreed to be paid; and (2) shall pay all al?er advances acrd loaras, rnatu:ed or un-
matured, now Misting or hereafter made by the Secured Party to the Debtor or obligations of the Debtor acquired by the Seeur:J Party and
(3) sh?11 duly perform any and a:i obligatiuru to tl?e S;curei Party absolute or contingent. matured or unautured, whether n:.w :zisring or
hereafter arising, then this agreement shall be terminated. The Debtor agrees that at his expense he shall and will aarranc acA defend the
rights of the Secured Party to the C~Ilaceral against any and all other persons.
If twy payment under the note referred to above sl?all not br made when due, whether by :aeleration or otherwise. of if any beach
shall be made of any coverunt or promise of the Debtor contained herein, in the note secured hereby, or in anq other agreement becw•een
the Debtor and the Secureaf Yarty or if the Debtor shall abandon the CoUatenl, or if the Secured Putt' shall, in good faith. deem iuelf insecure, -
then and in any such event, the Secured Parry may foreclose in accordance w•itl? law or it may, at its option, requite the Debtor to asstmble the
Collateral and make it available to the Secured Forty at a place designated by the Secured Parry reasonbly convenient to both zanies, enter
spurs any premises w•hcre the Col:ateral may be, render the Cotlateui unusable, of take pouession thereof and sell or dispose of the whole or
env part thereof, ar public or priwatr ulr with or without an/ pervious demand for performance or advertisement, both of which ate hereby
expressly waived. Unless the Collateral is perishable or threa[er?s to decline speedily in aalue or is of a type customarily sold on a recognized
market, the Secured Pa:ry will glee the Debtor at (cast five days prior written notice of the time and place of any public sale thereof or of
the time after which any private stir or any other intenuc•d disposition thereof is to be made. The Scarred Party may retain from the proceedi
of any such sale all costs and char, es incurred by it in the said eking and sale oc other disposes! and any and all amounts then due and owing
from rhr Debtor to the Secure) P.trtc; the surplus, if any, shall be paid to the Debtor. if a deficit should remain after any such sale or ocher dispos-
al, the Debtor rill pay the same promptly upon demand to the Secured Party. The Secured Party, or its agent, may bid and/or purchase at any
public sale and, if the Collateral is of tree type cis:omarily sold in a recognized rr?arkrt or the type e•hich is the subject of widely disttibutrJ
price standards, at any priwate ule male under this Agreement. The Secured Party in addition to all ocher tights and remedies shall have the
ren?edirs of a secured party under tae Uniform Cammeraal Co.ie of XX,Y7flFuX1tC Florida.
This Agreement is subject to the terms, towerunu and d?e condition; of the aforesaid note which arc hereby made part hereof.
This Agreement shall bind and inure to the benefit of the parties herero and their respectiwc heirs, legal representatives, successors aad
assigns. Debtor hereby Warrants unto, aad covenants and agrees with the Secured Pury, its successors and assigns as follows:
1. Except for the security interest granted hereby, the Debtor is the on•ner of the Collateral free from any liens, security intrust, en-
cumbrance or other right, tide or interest of any other person, firm or corporation. There is no financing statement now un file in any public
of,'i;e cowering an}' property of any '?-ind now or hereafter owned by the Debtor, of in which Debtor is named as or signs u the debtor, except
th. 6mncing statement filed or to 1`e filed in respect of and for the security interest provided tot herein and the following :
2. The Collateral is used or bought for use, and will be used, primarily for (check one)
? Personal, family or household purposes ? Farming operations ®Btuincss use and the Debtoi
s residence or chief place of
business is that shoaa at the beginning of this agreement unless a different address is shown is tl?e following space
aad the Debtor has a piece or places of business located in onh one County of this state unless otherwise indicated in the follow-
ing space
3• The Debtor is requiring ewnersbip oE~~~o~late~rsl from the proceeds of the loan evidenced hereby and the Secured Party is
authorized to disburse the proceeds of the loan directly to, or the Debtor will remit such proceeds directly to, the Seller of the Collateral.
4. The Collateral will be kept ac the xJJress shown at the beginning of this Agrrcmenc unless a diBetent address is shown in the ful-
lo:wing spate .-.See...S.chedule.A_a.t tacht^d...hextzl~o...and. made a...p.art...hereof..
S. If the Collateral is or is to i•c a:tacl?ed to, installed in or located on real estate, the Debtor will upon demand by the Secured Party
furnish a disclain?cr or disclaim,rs, si_icd by all of [he persons hating an intcr•_•st in the said tai estate, of a.:y inreresc in the Collateral prior
to the of the Secured Party pursuant hereto. TI?e description of the tell estate is as follows: (include stxcion, block and lot, if any)
SEE SCHEDULE A ATTACHED HERETO AND MADE A PART HEREOF ,
G. The A•btot will not pc•tmit the Collateral to b: used for anp iltc^al purposes or sell or rent or offer or attempt to sell or rrnt the
C.ullatcr.el or any p.,rt d,rrauf or crate or pe[mt( t0 rxlit nay other security iutc:cst in of other encumorance thereon. The Collateral shall at
ail uu:cs tcnuu? 1c•rs„ualty.
7. The ticurrJ 1'arta•, its r:; :csentatiwes and assir,ns arc h^rclry autl?c,rized to execute and lift a financing statrtnent cowering all or
a.n)• pall ul th; Cn!latral on 1•.La!t ~n,i at the axi+rn>c cf rhr Debtor.
S. D;l.t„r w;ll mainta,a rhr Culi?trral iu cc~.t,f tc•pair, will pn.tnptly pa}• all taxes levied th;rro•r and dischar);e ill liens which attach
dt,rcto an.l a•.iG at elf tnn;s du:rn.: h::.irea. h..;tts ,cnnit dtc S_atreJ Party to inspect dr•, Cullatc•nl. If the Drbtur does nut perform the
fntr1;ontp: cl.L~.ari.•ns, rite S..urcJ Faay ru} perlor:n them at rftr D;ba,r"s e•shstnr.
t). Deh:cu as ill not rcr.:,wc all r.r an) 1•ar, of rhr• Cutlatcral fn,m it: l~:c.cnt hxati•ro, as set forth in this aprremc•nt r:irhnut rhr writ-
aten tons:nt of the Sr,un,l f'.un•- h,!,t:,r sea'.: t.•mf-!y with chc• t^rms cr a•mluivn: of the !cast eurerirt+: the prrmiscs where the Culluc:al may
from rims to rune b:• Ic.ca:cd .utd s!:aa cum~l}• with any ordrs and re~;uianc,ns u( any gowrrnmental authority having jwisdiuion over the uid
prrmiscs or rhr conduct of busrnca upon sat) prcn?ises.
10. 1( {~~«csi.~n of the C,•:!i:eel i. t_d,cn ht', or Fiwcn up to chc ~~cur.•J Part', or if tl?c G,11ata•ral is u,ld in the ntanncr describe)
herein or in any nth;r m.?nnc•r, chc• D_:~n,r w-iN nsi,:n [tic Collateral to chc Breuer) !'airy or avill cxciutr and Jchvcr to the Scturtd Patty ur its
Jrsignrc•, a hell ?d sale t.r chc• C.,li.t:er.tl ur such udtct cvidct,u• of gwncr>btp as u,ay fk• rnµ?itcd by taw.
11, lh•htor, at his uss•n test ~nJ ra;
c•m.•, shall irn:nr.liatr)y t.tu:e the Cni:•..trr~l rn lK• inwtt•.! h~ such insurer(s), against such risk(s).
in such aa?ounttsl and sut6 1.+s 1•s,a:•:r to such ;•arrics as n,ay IK• .ati.la.ton- u. rhr St:ursd 1'any. The sail l.nl?cy(ics) shell lx• maintained m
four l,y the h.bt:+r until rhr t•un•a• .4bt >e.urc•-1 ~eteby ah~lt have hcs•n 1•.tiJ t„ amt rctcis•eJ by rhr 5e-euthl 1'arry•, and in default thereof
dx Secured Party sh.tll base the r~~he to talc out apluc.pnate inwrancr anJ to p.ry rhr pren?iunu theta•(ur andec~~aecn~~y and all such prrmiurns
tHa tr,.,, t ai,';~319 PaGE~rJ~