EXHIBIT 10.51
FHA FORM NO. 0101.D
(CORPORATE)
(REVISED FEBRUARY 1963)
DEED OF TRUST NOTE
$ 10,680,000.00 Charlotte, North Carolina,
December 3, 2001.
FOR VALUE RECEIVED, in money loaned, the undersigned, ARC Wilora Lake, Inc.
promise(s) to pay to Highland Mortgage Company , or order,
the principal sum of TEN MILLION SIX HUNDRED EIGHTY THOUSAND AND NO/100---------
- ----- Dollars ($ 10,680,000.00 ), with interest from date at the rate of
six and one half per centum ( 6.5 %) per annum on the unpaid balance. The
principal and interest on this note are to be paid in monthly installments
as follows:
Interest alone on such amount of principal as may be advanced shall be
payable on the first day of January, 2002. Commencing on the first day
of February, 2002, installments of interest and principal shall be
paid in the sum of SIXTY FOUR THOUSAND FIVE HUNDRED TWENTY THREE AND
68/100 Dollars ($64,523.68) each, such payments to continue monthly
thereafter on the first day of each such succeeding month until the
entire indebtedness has been paid. In any event, the balance of
principal (if any) remaining unpaid, plus accrued interest, shall be
due and payable on the first day of January, 2037. The installments of
interest and principal shall be applied first to interest at a rate of
6.5% per annum upon the principal sum of so much thereof as shall from
time to time remain unpaid, and the balance thereof shall be applied
on account of principal.
See rider attached hereto and made a part hereof.
Both principal and interest under this note, as well as the additional payments
set forth in the Deed of Trust, shall be payable at the office of Highland
Mortgage Company in Birmingham, Alabama or such other
place as the holder may designate in writing
If this debt is paid in full prior to maturity and while insured under the
National Housing Act, all parties liable for payment of this debt hereby agree
to be jointly and severally bound to pay to the holder hereof any adjusted
premium charge required by the applicable Regulations.
If default be made in the payment of any installment under this note, and
if such default is not made good prior to the due date of the next such
installment, the entire principal sum and accrued interest shall at once become
due and payable without notice, at the option of the holder of this note.
Failure to exercise this option shall not constitute a waiver of the right to
exercise the same in the event of any subsequent default. In the event of
default in the payment of this note, and if the same is collected by an attorney
at law, the undersigned hereby agree(s) to pay all costs of collection,
including a reasonable attorney's fee.
All parties to this note, whether principal, surety, guarantor, or
endorser, hereby waive presentment for payment, demand, protest, notice of
protest, and notice of dishonor.
Signed and sealed this 3 day of December, 2001.
[CORPORATE SEAL] ARC WILORA LAKE, INC.
ATTEST: /s/ George T. Hicks by: /s/ H. Todd Kaestner
-------------------------- --------------------------
George T. Hicks, Secretary H. Todd Kaestner,
Executive Vice President
THIS IS TO CERTIFY that this is the Note described in and secured by Deed
of Trust of even date herewith and in the same principal amount as herein
stated to James M. Tanner, Jr.
Trustee(s), and secured by real estate in the County of Davidson, State of
Tennessee.
Dated this 3 day of December, 2001.
/s/ Jennifer S. Harris
--------------------------
Notary Public
My commission expires 7-24-04
-------
[SEAL]
JENNIFER S. HARRIS
NOTARY PUBLIC AT LARGE
DAVIDSON COUNTY, TENN.
My Commission Expires 07/24/2004
STATE OF NORTH CAROLINA
LOAN NO.
- ---------------------------------------
Deed Of Trust Note
- ---------------------------------------
ARC WILORA LAKE, INC.
TO
HIGHLAND MORTGAGE COMPANY
No. 053-11125
Insured under * of the
National Housing Act and Regulations
published thereunder
In effect on November 27, 2001
To the extent of advances approved
by the Secretary of Housing and Urban
Development acting by and through the
Federal Housing Commissioner
By
-----------------------------------
(Authorised Agent)
Date
---------------------------------
A total sum of $10,680,000 has been
approved for insurance hereunder by the
Secretary of Housing and Urban
Development acting by and through the
Federal Housing Commissioner
By /s/ Dan McCanless, Jr.
-----------------------------------
(Authorised Agent)
Date December 3, 2001
--------------------------------
- ----------------------------------------
Reference is made to the Act and to
the Regulations thereunder covering
assignments of the insurance protection
on this note.
- ----------------------------------------
45127-P Rev. 2/63 HUD-Wash., D.C.
* Section 207 pursuant to Section 223(f)
RIDER TO DEED OF TRUST NOTE
WILORA LAKE LODGE
PROJECT NO. 053-11125
Notwithstanding any other provision contained in this Note, it is agreed that
the execution of this Note shall impose no personal liability on the maker
hereof for payment of the indebtedness evidenced hereby and in the event of a
default, the holder of this Note shall look solely to the property described in
the mortgage and to the rents, issues and profits therefore in satisfaction of
the indebtedness evidenced hereby and will not seek or obtain any deficiency or
personal judgment against the maker hereof except such judgment or decree as
may be necessary to foreclose and bar its interest in the property and all other
property mortgaged, pledged, conveyed or assigned to secure payment of this Note
except as set out in the mortgage of even date given to secure this
indebtedness.
In the event any installment or part of any installment, due under such Deed of
Trust Note becomes delinquent for more than fifteen (15) days there shall be
due, in addition to other sums then due hereunder, a sum equal to two percent
(2%) of the amount of principal and interest so delinquent.
Except as a result of the receipt of casualty insurance proceeds or a
condemnation award following a partial or total destruction or condemnation of
the property described in the mortgage securing this Note, no prepayment of this
Deed of Trust Note shall be permitted for five (5) years from the date of
endorsement of this Note (the "Lock Out Period"). Thereafter this Note may be
prepaid on the last day of any month prior to maturity upon at least thirty (30)
days' prior written notice to the holder with a penalty of 5%, which penalty
shall decline by 1% for each 12 month period following expiration of the Lock
Out Period, at which time and thereafter this Note may be prepaid without
penalty or premium. Any prepayment must be in full or in an amount equal to one
or more monthly payments of principal next due. Notwithstanding anything in this
Note to the contrary, every prepayment of the loan must include interest through
and including the last day of the month in which the prepayment is made.
In addition to the other provisions of this note, the debt evidenced by this
Note may not be prepaid either in whole or in part for a period of five years
from the date of endorsement hereof except in cases where the prior written
approval of the Federal Housing Commissioner is obtained and such written
approval is expressly based upon the existence of the following:
(1) The mortgagor has entered into an agreement with the Commissioner to
maintain the property as rental housing for the remainder of the specified
five year period.
Notwithstanding any prepayment prohibition imposed and/or penalty required by
this note with respect to prepayments made prior to December 1, 2006, the
indebtedness may be prepaid in part or in full without the consent of the
mortgagee and without prepayment penalty if HUD determines that prepayment will
avoid a mortgage insurance claim and is therefore in the best interest of the
Federal Government.
MORTGAGOR:
ARC WILORA LAKE, INC.
ATTEST:
By: /s/ H. Todd Kaestner
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H. Todd Kaestner, Executive Vice President
/s/ George T. Hicks
- -----------------------------
George T. Hicks, Secretary
MORTGAGEE:
HIGHLAND MORTGAGE COMPANY
By: /s/ Dudley Hindman
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Executive Vice President