Exhibit 10.5
THIS IS A BALLOON MORTGAGE AND
THE FINAL PRINCIPAL PAYMENT OR THE PRINCIPAL DUE UPON MATURITY IS
APPROXIMATELY $250,918.91, TOGETHER WITH ACCRUED INTEREST, IF ANY,
AND ALL ADVANCES MADE BY THE MORTGAGEE UNDER THE TERMS OF THIS
MORTGAGE.
Return to: Sunstate Federal Credit
Union, 405 SE 2nd Place, Gainesville, FL 32402
This document was prepared by: Member
Business Solutions, LLC, 3692 Coolidge Court, #200, Tallahassee, FL
32311-7890
State of Florida’s Documentary Stamp Tax
required by law in the amount of $1,137.50 has been paid to the
Clerk of the Circuit Court (or the County Comptroller, if
applicable) for the County of Alachua, State of Florida.
Space Above This Line For Recording
Data
ASSIGNMENT OF LEASES AND
RENTS
DATE AND PARTIES.
The date of this
Assignment of Leases and Rents (Assignment) is March 22,
2011. The parties and their addresses are:
f/k/a Cyclodextrin Technologies
Development, Inc.
SUNSTATE FEDERAL CREDIT
UNION
Organized and existing under the
laws of Florida
1. SECURED
DEBTS . The
term “Secured Debts” includes and this Assignment will
secure each of the following:
A. Specific
Debts . The
following debts and all extensions, renewals, refinancings,
modifications and replacements. A promissory note or
other agreement, No. 103428-01, dated March 22, 2011, from Assignor
to Lender, with a loan amount of $325,000.00 and maturing on March
22, 2016.
B. All
Debts . All
present and future debts made within 20 years from the date of this
Assignment from Assignor to Lender, even if this Assignment is not
specifically referenced, or if the future debt is unrelated to or
of a different type than this debt. If more than one
person signs this Assignment, each agrees that it will secure debts
incurred either individually or with others who may not sign this
Assignment. Nothing in this Assignment constitutes a
commitment to make additional or future loans or
advances. Any such commitment must be in
writing. In the event that Lender fails to provide any
required notice of the right of rescission, Lender waives any
subsequent security interest in the Assignor’s principal
dwelling that is created by this Assignment. This
Assignment will not secure any debt for which a non-possessory,
non-purchase money security interest is created in “household
goods” in connection with a “consumer loan,” as
those terms are defined by federal law governing unfair and
deceptive credit practices. This Assignment will not
secure any debt for which a security interest is created in
“margin stock” and Lender does not obtain a
“statement of purpose,” as defined and required by
federal law governing securities. This Assignment will
not secure any other debt if Lender fails, with respect to that
other debt, to fulfill any necessary requirements or limitations of
Sections 19(a), 32, or 35 of Regulation Z.
C. Sums
Advanced . All
sums advanced and expenses incurred by Lender under the terms of
this Assignment.
2. MAXIMUM OBLIGATION
LIMIT . The
total principal amount secured by this Assignment at any one time
and from time to time will not exceed $325,000.00. Any
limitation of amount does not include interest and other fees and
charges validly made pursuant to this Assignment. Also,
this limitation does not apply to advances made under the terms of
this Assignment to protect Lender’s security and to perform
any of the covenants contained in this Assignment.
3. ASSIGNMENT OF
LEASES AND RENTS . For good and valuable
consideration, the receipt and sufficiency of which is
acknowledged, and to secure the Secured Debts and Assignor’s
performance under this Assignment, Assignor does hereby assign,
grant, bargain, convey and mortgage to Lender as additional
security all the right, title and interest in the following
(Property).
A.
Existing or future leases,
subleases, licenses, guaranties and any other written or verbal
agreements for the use and occupancy of the Property, including but
not limited to any extensions, renewals, modifications or
replacements (Leases).
B.
Rents, issues and profits, including
but not limited to security deposits, minimum rents, percentage
rents, additional rents, common area maintenance charges, parking
charges, real estate taxes, other applicable taxes, insurance
premium contributions, liquidated damages following default,
cancellation premiums, “loss of rents” insurance, guest
receipts, revenues, royalties, proceeds, bonuses, accounts,
contract rights, general intangibles, and all rights and claims
which Assignor may have regarding the Property (Rents).
C.
The term Property as used in this
Assignment shall include the following described real
property:
THE NW 1/4 OF THE SE 1/4 OF SECTION
8, TOWNSHIP 9 SOUTH, RANGE 17 EAST, ALACHUA COUNTY,
FLORIDA.
TOGETHER WITH ROAD RIGHT-OF-WAY
EASEMENT OVER THE WEST 30.00 FEET OF THE NE 1/4 OF SECTION 8,
TOWNSHIP 9 SOUTH, RANGE 17 EAST, ALACHUA COUNTY, FLORIDA, AS PER
O.R. BOOK 1977, PAGE 476, PUBLIC RECORDS OF ALACHUA COUNTY,
FLORIDA.
The property is located in Alachua
County at 27317 NW 78th Avenue, High Springs, Florida
32643.
In the event any item listed as Leases or Rents
is determined to be personal property, this Assignment will also be
regarded as a security agreement.
4.
PAYMENTS . Assignor agrees that all payments
under the Secured Debts will be paid when due and in accordance
with the terms of the Secured Debts and this Assignment.
5. COLLECTION OF
RENTS . Assignor may collect, receive,
enjoy and use the Rents so long as Assignor is not in
default. Assignor will not collect in advance any Rents
due in future lease periods, unless Assignor first obtains
Lender’s written consent.
Upon default, Assignor will receive any Rents in
trust for Lender and Assignor will not commingle the Rents with any
other funds. When Lender so directs, Assignor will
endorse and deliver any payments of Rents from the Property to
Lender. Amounts collected will be applied at
Lender’s discretion to the Secured Debts, the costs of
managing, protecting and preserving the Property, and other
necessary expenses.
Assignor agrees that this Assignment is
immediately effective between Assignor and Lender and effective as
to third parties on the recording of this Assignment.
6. COLLECTION
EXPENSES AND ATTORNEYS’ FEES . On or after the occurrence of an
Event of Default, to the extent permitted by law, Assignor agrees
to pay all expenses of collection, enforcement or protection of
Lender’s rights and remedies under this Assignment or any
other document relating to the Secured Debts. Assignor
agrees to pay expenses for Lender to inspect and preserve the
Property and for any recordation costs of releasing the Property
from this Assignment. Expenses include, but are not
limited to, attorneys’ fees of 10 percent of the Principal
sum due or a larger amount as the court judges as reasonable and
just, court costs and other legal expenses. These
expenses are due and payable immediately. If not paid
immediately, these expenses will bear interest from the date of
payment until paid in full at the highest interest rate in effect
as provided for in the terms of the Secured Debts. In
addition, to the extent permitted by the United States Bankruptcy
Code, Assignor agrees to pay the reasonable attorneys’ fees
incurred by Lender to protect Lender’s rights and interests
in connection with any bankruptcy proceedings initiated by or
against Assignor.
7. ENVIRONMENTAL LAWS
AND HAZARDOUS SUBSTANCES . As used in this section, (1)
Environmental Law means, without limitation, the Comprehensive
Environmental Response, Compensation and Liability Act (CERCLA, 42
U.S.C. 9601 et seq.), all other federal, state and local laws,
regulations, ordinances, court orders, attorney general opinions or
interpretive letters concerning the public health, safety, welfare,
environment or a hazardous substance; and (2) Hazardous Substance
means any toxic, radioactive or hazardous material, waste,
pollutant or contaminant which has characteristics which render the
substance dangerous or potentially dangerous to the public health,
safety, welfare or environment. The term includes,
without limitation, any substances defined as “hazardous
material,” “toxic substance,” “hazardous
waste,” “hazardous substance,” or
“regulated substance” under any Environmental
Law.
Assignor represents, warrants and
agrees that:
A.
Except as previously disclosed and
acknowledged in writing to Lender, no Hazardous Substance has been,
is, or will be located,