Return To:
Mail Tax Statement To:
CORPORATION
SPECIAL WARRANTY DEED
(Oklahoma Statutory Form)
KNOW ALL MEN BY THESE PRESENTS:
That FIRST AMERICAN TITLE & TRUST COMPANY, FORMERLY KNOWN AS SOUTHWEST
TITLE & TRUST COMPANY, AS TRUSTEE OF THE OAKWOOD EAST LAND TRUST UNDER
TRUST AGREEMENT DATED NOVEMBER 3, 1993, a corporation (Grantor), party
of the first part, in consideration of the sum of Ten and No/100 dollars
and other valuable consideration to It In hand paid, the receipt of which
is hereby acknowledged does hereby grant, bargain, sell and convey unto
VILLAGE AT OAKWOOD, L.L.C., an Oklahoma limited liability company, party
of the second part, the following described real property and premises
situate in Oklahoma County, State of Oklahoma, to-wit:
SEE EXHIBIT "A", ATTACHED HERETO AND MADE A PART HEREOF FOR
COMPLETE LEGAL DESCRIPTION '
together with tile improvements thereon and the appurtenances thereunto
belonging, and warrant the title to the same.
TO HAVE AND TO HOLD said described premises unto the said party of the
second part, its successors and assigns forever, free, clear and discharged
of and from all former grants, charges, taxes, judgements, mortgages, and
other liens and enccumbrances of whatsoever nature made or suffered to be
made by Grantor, subject to easements and restrictive covenants of record
and Less and Except all oil, gas and other minerals and all rights incident
thereto.
Signed and delivered this 1st day of March 2001.
ATTEST: FIRST AMERICAN TITLE & TRUST COMPANY,
FORMERLY KNOWN AS SOUTHWEST TITLE &
TRUST COMPANY, AS TRUSTEE OF THE
OAKWOOD EAST LAND TRUST UNDER
TRUST AGREEMENT DATED NOVEMBER 3,1993.
/s/Marcia Chappelear By: /s/Betty J Cummins
- ------------------------------ -------------------------------------
Marcia Chappelear, Assistant Secretary Betty J. Cummins, Vice-President
CORPORATION ACKNOWLEDGMENT
STATE OF OKLAHOMA, COUNTY OF OKLAHOMA, SS,
This instrument was acknowledged before me on March 1, 2001, by Betty
J. Cummins, Vice-President of First American Title & Trust Company, as
Trustee of the Oakwood East Land Trust under Trust Agreement dated
Novermber 3, 1993.
/s/Pamela R Taylor
--------------------------------------
Notary Public
My commission expires: PAMELA R, TAYLOR
[Notary Canadian County
Seal] Notary Public, In and for
State of Oklahoma
/s/July 20,2004 My commission expires July 20, 2004.
- -----------------
(SEAL)
EXHIBIT "A'
A part of the Northwest Quarter (NW/4) of Section Eight (8), Township
Eleven (11) North, Range One (1) West of the Indian Meridian, Oklahoma
County, Oklahoma, being more particularly described as follows: COMMENCING
at the Northwest corner of said NW/4; Thence North 89'59'27' East along
the North line of said NW/4 a distance of 1910.01 feet to the POINT OF
BEGININNG; Thence continuing North 89'59'27" East along said North line
a distance of 415.00 feet; Thence South 00'00'33" East and perpendicular
to the North line of said NW/4 a distance of 670.00 feet; Thence South
89'59'27" West and parallel with the North line of said NW/4 a distance
of 415.00 feet; Thence North 00"00'33" West a distance of 670.00 feet
to the POINT OR PLACE OF BEGINNING,
/s/KLA
/s/MS
/s/CTA
/s/KLA
PROMISSORY NOTE
March 6 ,2001
$350,000.00 ----------
Note #5307759-0001 (Date)
FOR VALUE RECEIVED, the undersigned VILLAGE AT OAKWOOD, L.L,C., an
Oklahoma limited liability company ("Maker"), hereby promises to pay to the
order of BANK OF OKLAHOMA, N. A., it national banking association ("BOK"), at
its office located at 9520 North May Ave., Oklahoma City, Oklahoma 73120,
or at such other place as may be designated in writing by the holder of
this Promissory Note ("Note"), the principal sum of Three Hundred Fifty
Thousand and No/100 Dollars ($350,0OO.00), or so much thereof as shall be
disbursed hereunder, together with interest thereon at the rates specified
in this Note, payable as set forth herein.
As used in this Note, the following terms shall have the meanings
indicated for each:
(a) "Mortgage" shall mean the certain Mortgage (With Power of Sale),
Security Agreement and Financing Statement of even date herewith
executed by Maker for the benefit of BOK, recorded in the real
property records of Oklahoma County, Oklahoma, and securing
payment of this Note.
(b) "Event of Default shall have the meaning ascribed to such term
in the Mortgage, which includes, without limitation, a default in
payment or performance under this Note.
(c) "Interest Rate" shall mean the lesser of (i) the per annum rate
of interest designated as the "Prime Rate" (hereinafter defined)
plus one-half of one percent (1/2%) adjusted as of the date of any
change therein, or (ii) the highest lawful rate of interest;
provided, however, upon the occurrence of an Event of Default, at
the option of the bolder of this Note, Interest shall interest
shall accrue at die after-default rate of interest hereafter
specified.
(d) "Maturity Date" shall mean October 10, 2001, or such earlier date
on which the entire unpaid principal balance of this Note shall be
paid or required to be paid in full, whether by prepayment.
acceleration or otherwise.
(e) "Prime Rate" shall mean the per annum rate of interest (expressed
as a percentage) formally designated by Chase Manhattan Bank, or
its successor, from time to time as its "Prime Rate" for the
guidance of its loan officers, after taking into consideration such
factors as Chase Manhattan Bank, may from time to time consider
appropriate, in its sole discretion, whether or not such prime rate
is actually charged and whether or not a lower or better rate of
interest is charged to certain customers or borrowers, The Prime
Rate is a reference or index rate and it is not necessarily
the best rate offered by Chase Manhattan Bank or any other financial
institution. If Chase Manhattan Bank ceases to announce or
recognize a Prime Rate, then the holder of this Note shall have the
right to designate an acceptable alternative reference or index
rate for use as the Prime Rate.
(f) "Loan Commitment Fee" shall mean the fully earned, non-refundable
loan commitment fee in the amount of Eight Hundred Seventy-five and
No/100 Dollars ($875.00) payable to BOK by Maker at the time this
Note is executed.
If not sooner paid, the unpaid principal balance of this Note and
all unpaid, accrued interest thereon shall be due and payable on the Maturity
Date, Interest due under this Note shall be calculated on the unpaid
principal to the date of each installment paid, and each payment of principal
and interest made hereunder shall be credited first to the discharge of
interest, and the balance shall be credited to the unpaid principal sum.
All payments of interest shall be computed on the per annum basis of a year
consisting of three hunderd sixty (360) days
1
and for the actual number of days elapsed (including the first day, but
excluding the last if payment is received by the holder of this Note by
1:00 p.rn, central daylight time or central standard time, whichever is
applicable).
While any Event of Default exists in the making of any of the
payments herein provided to be made, or in the preformance or observance
of any of the terms, covenants or conditions of this Note, the Mortgage or
of any instrument now or hereafter securing payment of the indebtedness
evidenced by this Note, at the option of the holder of this Note, in its
sole discretion, the entire unpaid principal balance hereof shall bear
interest at the rate per annum equal to the lesser of (i) the Prime Rate,
adjusted as of the date of any change therein, plus five percent (5%) per
annum. but not less than eighteen percent (18%) per annum in any event
or (ii) the highest lawful rate of interest from the date of such Event of
Default until paid. During the existence of any such Event of Default,
the holder of This Note may apply payments received on any amounts due
hereunder, or under the terms of any instrument now or hereafter evidencing
or amounts due hereunder, or under the terms of any instrument now or
hereafter evidencing or securing such indebtedness, as the holder may
determine, and if the holder of this Note so elects, notice of election
being expressly waived, the principal hereof remaining unpaid, together with
accrued interest, shall at once become due and payable, Any and all
additional interest which has accrued at the rate provided in this
paragraph shall be due and payable at the time of, and as a condition
precedent to, the curing of any Event of Default.
The holder of this Note may collect a late charge not to exceed an
amount equal to five percent (5%) of the aggregate monthly or quarterly (as
the case may be) installment of interest or of principal and interest which
is not paid within ten (10) days from the due date thereof, for the
purpose of covering the extra expenses involved in handling delinquent
installments. This late charge provision shall not be applicable in the
event the holder hereof, at its option, elects to receive increased interest
as provided in the preceding paragraph.
All sums called for, payable, or to be paid hereunder shall be paid
in lawful money of the United States of America, which, at the time of
payment, is legal tender for the payment of public, and private debts therein.
This Note may be prepaid in whole or in part without penalty upon
not less than five (5) business days advance written notice to the holder
of this Note.
All agreements between Maker and the holder of this Note are
expressly limited so that in no event whatsoever, whether by reason of
disbursement of the proceeds hereof or otherwise, shall the amount of interest
or loan finance charge contracted for, charged or received by the holder of
this Note exceed the highest lawful contractual rate of interest or the
maximum finance charge permissible under applicable federal or state law
which a Court of competent jurisdiction, by final non-appealable order,
determines to be applicable hereto, It is the intention of Maker and the
holder of this Noto to conform strictly to applicable usury laws
from time to time in force, and all agreements between Maker and the holder
of this Note. whether now existing or hereafter arising and whether oral
or written, are hereby expressly limited so that in no contingency or
event whatsoever, whether by acceleration of the maturity hereof or otherwise,
shall the amount paid or agreed to be paid to the holder of this Note,
or collected by the holder of this Note, for the use. forbearance or detention
of the money to be loaned hereunder or otherwise, or for the payment or
performance of any covenant or obligation contained herein or in the Mortgage
or in any other document evidencing, securing or pertaining to the indebtedness
evidenced hereby, exceed the maximum amount permissible under applicable
usury laws. If under any circumstances whatsoever fulfillment of any
provisions hereof or of the Mortgage or any other document evidencing,
securing or pertaining to the indebtedness evidenced hereby, at the time
performance of such provision shall be due, shall involve transcending
the limit of validity prescribed or permitted by law, including judicial
determination, then. the obligation to be fulfilled shall be reduced
to the limit of such validity; and if under any circumstances the holder
of this Note hereby shall ever receive an amount deemed interest by applicable
law which would exceed the highest lawful rate, such amount that would
be excessive interest under applicable usury laws shall be applied to
the reduction of the principal amount owing hereunder or to other indebtedness
secured by the Mortgage and not to the payment of interest, or if such
excessive interest exceeds the unpaid balance of principal and other
indebtedness, the excess shall be deemed to have been a payment made by
mistake and shall be refunded to Maker or to any other person entitled
thereto. All sums contracted for. charged or received by the holder of this
Note for the use, forbearance or detention of the indebtedness of Maker
evidenced hereby, outstanding from time to time shall, to the extent permitted
by applicable law, be amortized, pro-rated, allocated and spread from the
date of disbursement of the proceeds of this Note until payment in full
of such indebtedness so that the actual rate of interest on account of
such indebtedness is
uniform through the term hereof The terms and provisions of this paragraph
shall control and supersede every other provision of all agreements
between the holder of this Note and Maker and any endorser or guarantor
of this Note.
Payment of this Note is secured, without limitation, by the Mortgage,
which covers real, and personal property locate in Oklahoma County,
Oklahoma, An Event of Default under the Mortgage or any other document
securing or relating to this Note shall constitute an Event of Default
under this Note. THIS NOTE SHALL BE COVERNED BY AND CONSTRUED IN ACCORDANCE
WITH THE LAWS OF THE STATE OF OKLAHOMA.
Upon the occurrence or existence of any Event of Default for which
the holder or this Note intends to take legal action if not promptly cured,
the holder of this Note will give the Maker written notice of the Event
nf Default and ten (1O) days from the date of such notice to cure the
Event of Default to the reasonable satisfaction of the holder; provided,
however, (a) the holder shall not be obligated to give notice or opportunity
to cure more than three (3) Events of Default pet year which involve Maker's
failure to make any payments required by this Note, (b) the holder shall not
be required to give the Maker notice of an Event of Default which results
from the Maker's voluntary bankruptcy, assignment for the benefit of
creditors or other similar action, and (c) the holder of this Note may, at
its option and without notice of any type, decline to make further
advances hereunder upon the occurrence of an Event of Default until such
Event of Default is cured to the satisfaction of the holder hereof.
if the Event of Default is not cured to the reasonable satisfaction of
the holder of this Note within the applicable cure period, the holder
hereof may, without further notice, declare the entire unpaid principal
balance of this Note and all unpaid, accrucd interest on this Note and
all other obligations of the Maker to the holder of this Note, whether
direct or indirect, absolute or contingent, now existing or hereafter
arising, immediately due and payable, without further notice or demand,
and the Maker shall pay all such sums and other obligations. Further,
upon the occurrence or existence of any such Event of Default, the holder
of this Note shall be entitled to exercise any or all remedies provided
or referenced in this Note, the Mortgage or any other instrument or agreement
evidencing, securing or relating to the indebtedness evidenced by this
Note and any other rights and remedies under state or federal law. Failure
to exercise any such rights and remedies upon any Event of Default shall
not constitute a waiver of any rights in the event of any subsequent Event of
Default. If this Note is placed in the hands of an attorney for collection
or if collected through the probate court, bankruptcy court, or by any other
legal or judicial proceedings, the Maker agrees and is obligated to pay,
in addition to the sums referred to above, the reasonable attorneys' fees of
the holder of this Note, together with all court costs and other expenses
paid by such holder.
The Maker, endorsers, sureties, guarantors and all other parties who
may become liable for all or any part of this Note severally waive demand,
presentment, notice of dishonor. protest, notice of protest, notice
of nonpayment, notice of intent to accelerate, notice of acceleration of
the maturity of this Note and consent to: (a) any and all extensions of time
for any term or terms regarding any payment due under this Note, including
partial payments or renewals before or after maturity (b) changes in interest
rates as provided in this Note: (c) any substitutions or release of
collateral; and (d) the addition, substitution or release of any party
liable for payment of this Note,
All notices provided for herein shall be personally delivered or sent
by certified or registered United States mail, return receipt requested,
with the proper amount of postage affixed thereto, addressed as follows:
To Maker: Village at Oakwood, L.L.C.
6125 Arrowhead NE
Piedmont, Oklahoma 73078
Attention: Kendall L. Aduddell
To Holder; Bank of Oklahoma, N. A.
9520 North May Avenue
Oklahoma City, OK 73120
Attention: Glenn G Floresca
Or at such other address or addresses as the Maker and the holder of
this Note may designate in writing by notice to the other party, given
in the manner hereinabove described.
3
The records of the holder of this Note shall be prima facie evidence
of the amount due hereunder,
This note is given to evidence an obligation incurred for business
purposes and not for personal or agricultural purposes.
This Note may not be terminated orally, but only by a discharge in
writing and signed by the party who is the owner and holder of this Note at
the time enforcement of any discharge is sought.
Signed and delivered as of the date set forth above.
"MAKER" VILLAGE AT OAKWOOD, L.L.C.,
an Oklahoma limited liability Company
By: /s/Kendall L Aduddell
-----------------------------------
Kendall L. Aduddell, Sr. Member
By: /s/Kendall L Aduddell
-----------------------------------
Kendall L. Aduddell, Jr. Member
By: /s/Curtis T Aduddell
-----------------------------------
Curtis T Aduddell, Member
By: /s/Gary L Shavers
-----------------------------------
Gary L. Shavers, Member
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[BOK LOGO] BANK OF OKLAHOMA N.A.
Commercial Real Estate Department
Commerce Banking Center
9520 North May Avenue
Oklahoma City, Oklahoma 73120
Glenn G. Floresca Sr. Vice President
PH: 405/938-3954
FAX: 405//936-3984
March 5, 2001
Mr. Kendall L. Aduddell, Sr.
Mr. Kendall L. Aduddcll, Jr.
Mr. Curtis T. Adtiddell
Mr, Gary L. Shavers
6125 Arruwhcud NE
Piedmont, Oklahoma 73078
REF: $350,000.00 Land Loan from Bank of Oklahoma, N.A..
Gentlemen:
Attached for execution is a Promissory Note, individual Guaranty Agreements,
and a Mortgage (With Power of Sale), Security Agreement and Financing
Statement pertaining to a $350,000.00 extension of credit to Village
at Oakwood, L.L.C., for the purchase of a tract of land in Midwest City,
Oklahoma. Listed below are the specific terms and conditions of the extension
of credit. Prior to any advancement under the Promissory Note, you must
agree to the terms and conditions listed herein and acknowledge such by
your signature below.
BORROWER Village at Oakwood, L.L.C., an Oklahoma limited
liability company
LENDER Bank of Oklahoma, N.A,
CREDIT FACILITIY $350,000.00 Promissory Note (the "Note")
MATURITY October 10, 2001
RATE/FEES One-half of one percent (1/2%) abovc the Chase Manhattan
Bank Prime Rate ("Prime Rate") as recognized by Lender,
changing as of the date of any announced change in the
Prime Rate. A Loan Commitment Fee of $875.00 will be
assessed at the time the Note is closed.
REPAYMENT The principal balance outstanding and all accrued, unpaid
interest shall be due and payable at the maturity of the
Note.
In the event Borrower desires Lender to renew the Note at
maturity, Borrower shall (i) provide evidence satisfactory
to Lender that the loan amount is not greater than Eighty
percent (80%) of the appraised value of the property, or
(ii) make a reduction to the outstanding principal balance
of the Note in the minimum amount of Seventy thousand
Dollars ($70,000.00). The foregoing does not constitue
an agreement or
Village at Oakwood, LLC
03/05/01
obligation of Lender to renew the NOTE at maturity but
Provides the requirements under which Lender may consider
a renewal of the Note.
COLLATERAL First lien mortgage on an approximately 6.38 acre tract
of land located at SE 15th Street and Westminister in
Midwest City, Oklahoma County, Oklahoma.
GUARANTORS Kendall L, Aduddell, Sr.; Kendall L. Aduddell, Jr., and
Gary L, Shavers shall guarantee the total indebtedness of
Borrower to Lender.
FINANCIAL COVENANT During the term of the Note, the Guarantors, on an
aggregate basis, shall maintain liquid assets of not less
than Three Hundred Fifty Thousand and No/100 Dollars
($350,000.00).
Please sign this Letter Agreement and the other loan documents where indicated
indicating your agreement to the foregoing terms and conditions.
Sincerely,
BANK OF OKLAHOMA, N.A.
/s/Glenn G Floresca
Glenn G. Floresca
Sr. Vice President
Accepted and agreed to this 6th day of March, 2001.
---------
BORROWER VILLAGE, AT OAKWOOD, L.L.C.,
an Oklahoma limited liability company
By /s/Kendall L Aduddell
-------------------------------
Kendall L. Aduddell, Sr., Member
By /s/Kendall L Aduddell Jr.
-------------------------------
Kendall L. Adudell, Jr., Member
By /s/Curtis T Aduddell
-------------------------------
Curtis T. Adudell, Member
By /s/Gary L Shavers
-------------------------------
Gary L Sravers, Member
GUARANTORS
By /s/Kendall L Aduddell
-------------------------------
Kendall L. Aduddell, Sr., Member
2
Village at Oakwood, LLC
03/05/01
By /s/Kendall L Aduddell Jr.
-------------------------------
Kendall L. Adudell, Jr., Member
By /s/Curtis T Aduddell
-------------------------------
Curtis T. Adudell, Member
By /s/Gary L Shavers
-------------------------------
Gary L Sravers, Member
3