Annual Report — Form 10-K
Filing Table of Contents
Document/Exhibit Description Pages Size
1: 10-K Rrt, Inc. 10-K 45± 220K
5: EX-10.CC Agreement of Ltd. Partnership 31± 118K
6: EX-10.FF Assignment Agreement 3 18K
7: EX-10.KK Collateral Mortgage Agrmnt. 7± 30K
8: EX-10.PP Confirmation of Agreement 5± 24K
2: EX-11 Computation Earnings/Share 1 7K
3: EX-22 List of Subsidiaries 1 5K
4: EX-24 Consent of Ind Accts 1 6K
9: EX-27 FDS for Rrt 10-K 1 6K
EX-10.KK — Collateral Mortgage Agrmnt.
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COLLATERAL MORTGAGE AND MODIFICATION AND CONSOLIDATION AGREEMENT
THIS MORTGAGE, made the 29th day of July, 1994, between RRT LAND CORP.,
a New York business corporation, having an office at 300 Plaza Drive, Vestal,
New York, and BINGHAMTON SAVINGS BANK, a banking corporation organized and
existing under the laws of the State of New York, and having its principal place
of business at 58-68 Exchange Street, Binghamton, New York, the MORTGAGEE,
WITNESSETH, that to collaterally secure the guaranty of the payment of
an indebtedness in the principal sum of $893,000.00, in accordance with a
Consolidated and Restated Note of even date herewith made by Resource Recycling
Technologies, Inc. to Mortgagee, and any extension, renewal or modification
thereof, or so much thereof as shall hereafter be advanced by Mortgagee to
Resource Recycling Technologies, Inc., the Mortgagor hereby mortgages to the
Mortgagee:
Consolidated amount $1,943,000.00
All that certain parcel of land with the buildings and improvements
thereon erected in the Town of Salina, County of Onondaga, and State of New
York, bounded and described as follows:
See attached Schedule A.
The obligation secured by this mortgage has an initial interest rate
based upon the prime rate as set by Binghamton Savings Bank. The interest rate
may be adjusted from time to time as of the date of each such change in the
prime rate.
TOGETHER with the appurtenances and all the estate and rights of the
Mortgagor in and to said premises, and together with all fixtures and articles
of personal property now or hereafter attached to, or used in connection with,
the premises.
It is stipulated that the maximum indebtedness secured by this mortgage
at execution, or which under any contingency may be secured hereby at any time
in the future, shall be the principal amount hereof as stated, together with
accrued interest thereon.
And the Mortgagor covenants with the Mortgagee as follows:
FIRST: That the Mortgagor will pay the indebtedness as hereinbefore
provided.
SECOND: (a) In order to more fully protect the security of this
mortgage, together with, and in addition to the monthly payments of principal
and interest under the terms of the bond or note secured hereby, at the demand
of the Mortgagee the Mortgagor will pay to the Mortgagee on the first day of
each month until said bond or note is fully paid, a sum equal to the taxes
special assessments next due on the premises covered by this mortgage, plus the
insurance premiums that will next become due and payable (all as estimated by
the Mortgagee) less all sums already paid therefor divided by the number of
moths to elapse before one month prior to the data when such taxes, insurance
and assessments will become delinquent, such sums to held by Mortgagee in trust
as a general deposit to pay the taxes, insurance and special assessments, before
the same become delinquent.
(b) All payments mentioned in the preceding paragraph and all payments
to be made under the bond or note secured hereby shall be added together and the
aggregate amount thereof shall be paid by the mortgagor each month in a single
payment to be applied by the Mortgagee to the following items in the order set
forth:
(I) Taxes, assessments and insurance premiums
(II) Interest on the bond or note secured hereby;
and
(III) Amortization of the principal of said bond or note.
(c) Any deficiency in the amount of any such aggregate monthly payments
shall, unless made good by the Mortgagor prior to the due date of the next such
payment, constitute a default under this mortgage. In the event that any such
payment shall become overdue the late charge provided in this mortgage or in the
bond or note which it secures may be charged by the holder hereof to the unpaid
amount thereof for the purpose of defraying the expense incident to handling
such delinquent payment. (d) If the total payments made by the Mortgagor under
paragraph 2(a) preceding shall exceed the amount of payments actually made by
the Mortgagee for taxes, special assessments and insurance premiums, as the case
may be, such excess shall be credited by the Mortgagee on subsequent payments to
be made by the mortgagor. If, however, the monthly payments made by the
Mortgagor under paragraph 2(a) preceding shall not be sufficient to pay taxes,
assessments and insurance premiums when the same shall become due and payable,
then the Mortgagor shall pay to the Mortgagee any amount necessary to make up
the deficiency on or before the date when payment of such taxes and assessments
shall be due. If at any time the Mortgagor shall tender to the Mortgagee, in
accordance with the provisions of the bond or note secured hereby, the full
payment of the entire indebtedness represented thereby, the Mortgagee shall, in
computing the amount of such indebtedness, credit to the Mortgagor all payments
made under the provision of paragraph 2 (a) not applied to the payment of taxes,
assessments or insurance premiums. If there be a default under any of the
provisions of this mortgage resulting in a public sale of the premises covered
hereby, or if the Mortgagee acquires the property otherwise after default, the
Mortgagee shall apply, at the time of commencement of such proceedings, or at
the time the property is otherwise acquired, the balance then remaining in the
funds accumulated under paragraph 2(a) preceding, as a credit against the amount
of the principal then remaining unpaid under said bond or note.
THIRD: That the Mortgagor will keep the buildings and other
improvements on the premises insured against loss by fire, windstorm, floor and
other causes for the benefit of the mortgagee; that it will assign and deliver
the policies to the Mortgagee and name the Mortgagee as an additional insured;
and that he will reimburse the Mortgagee for any premiums paid for insurance
made by the mortgagee on the Mortgagor's default in so insuring the buildings
and improvements or in so assigning and delivering the policies. Such insurance
shall be in such amounts and for such hazards as the Mortgagee may from time to
time require. Notwithstanding the provisions of subdivision 4 of Section 254 of
the Real Property Law, as amended by Chapter 830 of the Laws of 1965, in the
event of any loss to the mortgaged premises by fire or other insured casualty,
the Mortgagee shall have the unqualified right to apply any insurance proceeds
payable on account of such loss in reduction of the mortgage debt without any
obligation to readvance the same to the Mortgagor.
FORTH: That no building on the premises shall be removed or demolished
without the consent of the Mortgagee and that the Mortgagor will maintain the
premises in a rentable and tenantable condition and state of repair, and will
not suffer or permit any waste, and will promptly comply with all requirements
of the federal, state and municipal governments or any departments or bureaus
thereof.
FIFTH: That the Mortgagor will allow the Mortgagee, its agents or
employees opportunity to inspect the premises at reasonable intervals of time
SIXTH: That the whole said principal sum and interest shall become due
at the option of the Mortgagee: after default in the payment of any installment
of principal or interest for thirty days; or after default in the payment of any
tax, water rate or assessment for thirty days after notice and demand; or after
default after notice and demand either in assigning and delivering the policies
and naming the Mortgagee as additional insured, insuring the buildings and
improvements against loss by fire, windstorm, flood and other causes, or in
reimbursing the Mortgagee for premiums paid on such insurance, as hereinbefore
provided; or after default upon request in furnishing a statement of the amount
due on the mortgage and whether any offsets or defenses exist against the
mortgage debt, as hereinafter provided; or after any sale or transfer of the
mortgaged premises or portion thereof, whether by deed or by contract; or after
breach or default in the performance of any of the other covenants or agreements
herein made by the Mortgagor for thirty days after notice and demand.
SEVENTH: That the holder of this mortgage, in any action to foreclose
it, shall be entitled to the appointment of a receiver without notice, and the
receiver shall be entitled to occupational rent from an owner occupant and may
upon non-payment of said rent evict the owner. In case of sale under
foreclosure, the premises may be sold in one parcel.
EIGHT: That the Mortgagor will pay all taxes, assessments, water rates,
sewer rents and other governmental or municipal charges, fines and impositions,
and in default thereof, the Mortgagee will pay the same.
NINTH: That the Mortgagor within three days upon request in person or
within five days upon request by mail will furnish a written statement duly
acknowledged of the amount due on this mortgage and whether any offsets or
defenses exist against the mortgage debt.
TENTH: That any notice and demand or request may be made in writing and
may be served either in person or by mail.
ELEVENTH: That the Mortgagor warrants the title to premises, and
covenants that he will maintain this mortgage as a first lien on the same.
TWELFTH: That this mortgage is subject to the trust fund provisions of
Section 13 of the Lien Law.
THIRTEENTH: That in the event any payment due hereunder is not made
within 10 days after the due date, Mortgagor shall, at the request of the holder
of this mortgage, pay an addition charge equal to 4% of the payment due.
FOURTEENTH: As further security for the payment of the indebtedness,
Mortgagor hereby assigns to Mortgagee all rent and profits of the premises in
order to effect collection.
FIFTEENTH: Upon any default by the Mortgagor in the compliance with, or
performance or, and of the terms, covenants, or conditions of this mortgage or
of the bond or note secured hereby, the Mortgagee may at its option remedy such
default. The costs of reasonable attorneys fees paid by the mortgagee for the
foreclosure of the mortgage or to collect the indebtedness secured hereby and
all payments made by the Mortgagee to remedy a default by the Mortgagor as
aforesaid (including reasonable attorneys' fees for legal services actually
performed) and the total of any payment or payments due from the Mortgagor to
the Mortgagee and in default, together with interest thereon at the rate
provided for in the principal indebtedness shall be added to the debt secured by
this mortgage and shall be repaid to the Mortgagee upon demand. If any action or
proceeding be commenced other than an action to foreclose this mortgage or
collect the indebtedness, to which the Mortgagee becomes a party, the Mortgagor
shall reimburse the Mortgagee for its expenses in connection therewith. Any such
sums and the interest thereon shall be a lien on the premises, prior to any
other lien attaching or accruing subsequent to the lien of this mortgage.
SIXTEENTH: Nothing in this mortgage contained shall be construed as
depriving the Mortgagee of any right or advantage available under Section 254 of
the Real Property Law of the State of New York; but all covenants herein
differing therefrom shall be construed as conferring additional and not
substitute rights and advantages.
SEVENTEENTH: Release. Upon payment of all sums secured by this
mortgage, Mortgagee shall discharge this mortgage. Mortgagor shall pay
Mortgagee's reasonable costs incurred in discharging this Mortgage.
EIGHTEENTH: Hazardous Materials. Mortgagor represents and warrants
that, to the best of Mortgagor's knowledge, after due inquiry and investigation,
except as disclosed in writing to Mortgagee the premises are not now and have
never been used to generate, manufacture, refine, transport, treat, store,
handle, dispose, transfer, produce, process or in any manner deal with,
Hazardous Materials, and that no Hazardous Materials have ever been install,
placed, or in any manner dealt with on the premises, and that no owner of the
premises or any tenant, subtenant, occupant, prior tenant, prior subtenant,
prior occupant or person(collectively, "Occupant") has received any notice or
advice from any governmental agency or any Occupant with regard to Hazardous
Materials on, from or affecting the premises. Mortgagor covenants that except as
previously disclose in writing to Mortgagee, the premises shall be kept free of
Hazardous Materials, and shall not be used to generate, manufacture, refine,
transport, treat, store, handle, dispose, transfer, produce, process or in any
manner deal with, Hazardous Materials, and the Mortgagor shall not cause or
permit, as a result of any intentional or unintentional act or omission on the
part of Mortgagor or any occupant, the installation of placement of Hazardous
Materials in or on the premises or a release of Hazardous Materials onto the
premises or onto any other property or suffer the presence of Hazardous
Materials on the premises. Mortgagor shall comply with, and ensure compliance by
all Occupants with, all applicable federal, state and local laws, ordinances,
rules or regulations, with respect to Hazardous Materials, and shall keep the
premises free and clear of any liens imposed pursuant to such laws, ordinances,
rules or regulations. In the event that Mortgagor receives any notice or advice
from any governmental agency, or any Occupant with regard to Hazardous Materials
on, from or affecting the premises, Mortgagor shall immediately notify Lender.
Mortgagor shall conduct and complete all investigations, studies, sampling, and
testing, and all remedial, removal, and other actions required to clean up and
remove all Hazardous Materials, on, from or affecting the premises in accordance
with all applicable federal, state and local laws, ordinances, rules,
regulations, and policies. Mortgagor shall defend, indemnify, and hold harmless
Mortgagee, it's employees, agents, officers and directors from and against any
claims, demands, penalties, fines, liabilities, settlements, damages, costs or
expenses of whatever kind or nature known or unknown, contingent or otherwise,
arising out of, or in any way related to hazardous Materials at or affection the
premises or the soil, water, vegetation, buildings, personal property, persons,
animals or otherwise and any personal injury(including wrongful death) or
property damage arising out of or related to such Hazardous Materials. The term
"Hazardous Materials" as used in this mortgage shall include, without
limitation, gasoline, petroleum products, explosives, radioactive materials,
hazardous materials, hazardous wastes, hazardous or toxic substances,
polychlorinated biphenyl's or related or similar materials, asbestos or any
material containing asbestos, or any other substance or material as may be
defined as a hazardous or toxic substance by and Federal, state, or local
environmental law, ordinance, rule, or regulation including, without limitation,
the Comprehensive Environmental Response, Compensation, and Liability Act of
1980, as amended (42 U.S.C. Sections 9601, et seq.), the Hazardous Materials
Transportation Act, as amended (49 U.S.C. Sections 1801, et seq.), the Resource
Conservation and Recovery Act, as amended (42 U.S.C. Sections 6901, et seq.),
the Federal Water Pollution Control Action (33 U.S.C Sections 1251 et set.), the
Clean Air Act (42 U.S.C Sections 7401 et seq.) and in the regulations adopted
and publications promulgated pursuant thereto. The obligations and liabilities
of the Mortgagor under this paragraph shall survive the foreclosure or this
mortgage or delivery of a deed in lieu of foreclosure, and shall continue to be
binding upon Mortgagor notwithstanding and contrary language contained in this
mortgage or any other document, specifically including without limitation any
document which otherwise relieves Mortgagor from liability under the note
secured by this mortgage, this mortgage or any other document.
NINETEENTH: The Mortgagee, in addition to being the holder of the bond or note
accompanying this mortgage conditioned for the payment of the above mentioned
principal sum, is also the holder of a Time Note - Installment conditioned for
the payment of $1,500,000.00, dated the 22nd day of August 1989 made by RRT Land
Corp. to State Street bank and Trust Company which bond or note is secured by a
mortgage recorded August 24, 1989 in Book 5273 of Mortgages at page 348 in the
Onondaga County Clerk's Office, which note was amended by Amendment to Time-Note
Installment dated August 15, 1990, and further amended by the Amended and
Restated Time-Note Installment dated as of June 7, 1993, and which mortgage was
amended by First Amendment to Mortgage dated June 7, 1993 and recorded June 28,
1993 in the Onondaga County Clerk's Office in Book 7018 of Mortgages at page 24.
The notes and Mortgages were assigned to Mortgagee by Assignment of Mortgage
recorded herewith in the Onondaga County Clerk's Office. There is now unpaid the
sum of $1,050,000.00, with interest from July 28, 1994; and
The above described indebtedness was assumed by Resource Recycling
Technologies, Inc. and the indebtedness is guaranteed by Mortgagor;
The parties hereto desire to coordinate and consolidate the liens of
the aforesaid mortgages so that together they shall constitute in law but one
first mortgage and joint lien upon the premises above described;
NOW, THEREFORE, it is hereby agreed that the liens of the aforesaid
mortgages be and the same are hereby combined, consolidated, and made equal and
coordinate in lien on the premises above described without priority of one over
another, so that together they shall constitute in law but one first mortgage
and joint lien upon said premises with the same effect as though they were one
first bond or note and mortgage and as consolidated are given to secure the
guaranty of Mortgagor for the indebtedness or Resource Recycling Technologies,
Inc. in a consolidated amount of $1,943,000.00.
IT IS FURTHER AGREED that all terms and covenants contained in the
aforedescribed mortgages are amended to conform to the terms and covenants
contained herein, and that all of the covenants herein set forth shall apply to
each of the aforedescribed mortgages as though contained therein at the time of
its execution, and in case of conflict between any covenant contained herein
with any covenants in a mortgage consolidated by this agreement, the covenants
herein contained shall prevail.
If more than one person joins in the execution of this mortgage, or if
the Mortgagor be of the feminine sex, or a corporation, the relative words
herein shall be read as if written in the plural number, or in the feminine or
neuter gender, and the case may be.
IN WITNESS WHEREOF, this mortgage has been duly executed by the
Mortgagor.
RRT LAND CORP.
By: /s/Lawrence J. Schorr
---------------------
Lawrence J. Schorr, President
BINGHAMTON SAVINGS BANK
By: /s/John B. Westcott
-----------------------------------
John B. Westcott, Vice President
STATE OF NEW YORK )
) SS.:
COUNTY OF BROOME )
On this 29th day of July, 1994, before me personally appeared LAWRENCE
J. SCHORR, who, being by me duly swore did depose and say that he resides at
3112 Sally Drive, Vestal, New York, that he is President of RRT LAND CORP., the
corporation described in and which executed the foregoing instrument, and that
he signed his name thereto by authority of the board of directors of said
corporation.
______________________ Notary Public
STATE OF NEW YORK )
) SS.:
COUNTY OF BROOME )
On this 29th day of July, 1994, before me, the subscriber, personally
came JOHN B. WESTCOTT, to me known, who, being by me duly swore, did depose and
say that he resides at West End Avenue, Binghamton, New York; that he is an
officer, to wit, Vice President, of BINGHAMTON SAVINGS BANK, the corporation
described in and which executed the above instrument; that he knows the seal of
said corporation; that the seal affixed to said instrument is such corporate
seal; that it was so affixed by order of the Board of Directors of said
corporation, and that he signed his name thereto by like order.
______________________ Notary Public
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"SCHEDULE A"
All that certain plot, piece or parcel of land, with the buildings and
improvements thereon erected, situate, lying and being in the Town of Salina,
County of Onondaga and State of New York, being part of Military Lot No. 27 in
said Town of Salina, bounded and described as follows:
BEGINNING at a point marked by an iron pipe monument located at the
intersection of the east street line of Cadillac Street and the easterly line of
the N.Y.C and H.R.R.R. (20 foot easement); thence along the said easterly line
of said easement a distance of 249.45 feet measured on a curve having a radius
of 393.06 feet to an iron pipe; thence N 13 Deg 34 Min 50 Sec W, a Distance of
351.91 feet to an Iron Pipe; Thence along the above mentioned easterly line of
the said 20 foot easement a distance of 132.06 feet measured on a curve having a
radius of 373.06 feet to a point; thence N 76 deg 40 min 10 sec E, a distance of
448 feet to the northwesterly line of Kuhn Road; thence S 39 deg 47 min 10 sec
W, and along said northwesterly line of Kuhn Road a distance of 462 feet to the
easterly line of Cadillac Street, a distance of 14.75 feet to the place of
beginning.
Together with a perpetual easement in common with others for the use of
the railroad track lying within the twenty-foot easement adjacent to and
westerly of the above described parcel and extending from Hathaway Street to the
New York Central Railroad lines.
Dates Referenced Herein
| Referenced-On Page |
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This ‘10-K’ Filing | | Date | | First | | Last | | | Other Filings |
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Filed on: | | 3/30/95 | | | | | | | None on these Dates |
For Period End: | | 12/31/94 |
| | 7/28/94 | | 1 |
| | 6/28/93 | | 1 |
| | 6/7/93 | | 1 |
| List all Filings |
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