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HomeMy WebLinkAbout01-1575 COMMONWEALTH OF PENNSYLVANIA - UCC1 -~ARTIES Debtor name (last name hint it lndlv~dual) and mailing a,~dress: GJB Remainder LLC c/o U.S. Itealty Advisors, LLC 1370 Avenue of the Americas 29th Floor. New York, NY 10019 1 Debtor name (last name ~lmt it IndiVidUal) and maJIing address: FINANCING STATEMENT Uniform Commercial Code Form UCC-1 Filing No. (stamped by fil~ng otecer): Data, 1 ~me, FIl~ng Office (stamped by filing otecer): i O o3 7 Debtor name (last name hint it Individual) and mateng address: t~ecured Party{ms) name[e) (last name hrst it individual) and address thr security iMerest IMerma.~on: Berkshire Hathaway Credit Cor~oration, a Nebraska Corporation 1440 I~Lewit Plaza Omaha, NE 68131 Assignee(s} of Secured Party name[e) (lest name hrst if md~vteual) and address for security [Merest IMermaEo~ lb t~pectel Types of Parhec (check If app[Ioabls): [] The terms 'Debtor~ and "Secured Paty' moan "Lessee" and 'Leaner,, respectively. [] The terms 'Debtor' and 'Secured Pmty" mean 'Comig me" and · Co~gnur,' respec~ve~y. [] Debtor is a Tramming Utility, SECURITY PARTY SIGNATURE(S) Thin statement is I~led with only tee Secured Party's s~gnatore to perfect a security Interest in coltateral (check applicable bex(ec))- a. [] acquired a~cer a change of name, IdenUty or corporals structure of tee Debtor. b, []as to which the flgflg bes lapsed. c. airecdy subject tea senurity Interest in anoteer county in Pennsylvania- []when the collateral was moved to this county. Dwhen tee Debtor's residence or place of business was moved to tels county. d. alrecdy subject to a security interest In esofha' JurlsdicUon- [] when tee coltatemi was moved te PennsyNesia. [] when the Debter's lscaUofl was moved te Pennsylvania. e. [] which is proceeds of tee coila~al described In hlsck 9, In which a eec urlty Interest was previously pedec~d (also describe pmcends in hlsck 9, if purchased with cash proceeds and not adngnateiy dessrteed on tee original finanolng statemmit), Secured Party Signature(n) (req~lred only If hex(es) Is checked above): Berkshire Hathaway Credit Corporation, a Nebraska Corporation 4 308 Approved by the Uecmtaw of the Commonwealth of Pennsylvania This Financing Statement Is presented~/or filled pumesnt to ~le Uniform Commo clsl CoDe, and is to be filed wife tee (chon k applicable box): [] Secretary of tee Commonwealte. [] Protehonoteryof C%,T,l~erla~d Coun~z. [] real estats records of County. Number of Ntd;ional 6heats (d any): ~ ~ Optional ~pecml Idenhhcatmn (Max. 10 c~rac~ers): ~/~0 ~0 _~ ~ ~ COU. ATERAL Identity collateral by item and,hr type: See Exhibit A and Exhibit B attached hereto and incorporate~ herein. C__) c~ ~[ (check only if desired) Products ottha collateral are also cove~e .d? ~:_-. ~ ! ( ;~ ~'~ Identify related real estate, If appflcable: The collateral [% or tncludcs:~eck a~edopriat~:~(es))- s. [] crops growing or to be grown on- c.[]~ mlawals or thalike (lflcluding oil and Des) esaU'acted on. d. [] accounts resulUng from tee sale of minerals or tee llke (~fleludlng oil and gan) at tee weite~d or mlnehead on- 3 the toltewteg reel anta~ Described at: Book of (check one) [] Deeds [] Me.ages, at Page(s) for County. Uniform Parcel Identifier me of record owner (required only If no Deblor hes an 1Merest of record): Debtor Signature(s): · GJB Rema RETURN RECEIPT 'r~ DEBTOR SIGNATURE(S) n~der _LLC Chicago Title Insurance Company Attention: E. Riley - 1601 Market Street, Suite 2550 Philadelphia, PA 19103 n 1 1 EXHIBIT A TO FINANCING STATEMENT DEBTORS: SECURED PARTY: GJB REMAINDER LLC c/o U.S. Realty Advisors, LLC 1370 Avenue of the Americas New York, NY 10019 BERKSHIRE HATHAWAY CREDIT CORPORATION, a Nebraska corporation 1440 Kiewit Plaza Omaha, Nebraska 68131 ALL DEBTORS RIGHT, TITLE AND INTEREST IN AND TO THE FOLLOWING DESCRiBED PROPERTY (the "Collateral"): I. that certain parcel of real property more particularly described on Exhibit B attached hereto and made a part hereof (the "Land"); II. the buildings, foundations, structures and improvements now or hereafter located on the Land together with all plumbing, electrical, ventilating, heating, cooling and other utility systems, equipment, ducts, pipes and other fixtures attached to or comprising a part thereof (collectively, the "Improvements"); III. all right, title and interest to the streets and roads, opened or proposed, abutting the Land, all strips and gores within or adjoining the Land, the air space and right to use the air space above the Land, all rights of ingress and egress to and from the Land, all easements, rights of way, reversions, remainders, hereditaments, and appurtenances now or hereafter affecting the Land or the Improvements thereon, all royalties and rights and privileges appertaining to the use and enjoyment of the Land or the Improvements thereon, including all air, lateral support, alley, drainage, water, oil, gas and mineral rights, options to purchase or lease, and all other interests, estates or claims, in law or in equity, which now has or hereafter may be acquired in or with respect to the Land or the Improvements thereon (collectively, the "Appurtenances"); IV. all rents, income, revenues, issues, awards, proceeds and profits from and in respect of the property which are specifically assigned in the Indenture, it being the intention of the parties hereto that, so far as may be permitted by law, all property of the character hereinabove described which is now owned or held or is hereaf[er acquired by the Debtors and is affixed, attached and annexed to the Land shall be and remain or become and constitute a portion of the Collateral and the security covered by and subject to the lien hereof. The Land together with the Improvements, the Appurtenances and the other property described above relating thereto are herein collectively called "Property"; V. all furnaces, boilers, machinery, motors, compressors, elevators, fittings, piping, conduits, ducts, air conditioners, partitions, mechanical, electrical and HVAC systems and apparatus of every kind and all other fixtures, equipment and other personality owned by the Debtors and located on, attached, affixed or incorporated into the Land and Improvements including, without limitation, all seating, tables, beds, draperies, cabinetry, chairs, mirrors, nightstands, furniture, furniture accessories, bathroom accessories, floor coverings, curtains, lighting, appliances, lighting, tableware, table accessories, kitchen and laundry equipment, audio-visual equipment, wall decorations, office furniture, office and conference accessories, television wiring and jacks, and other miscellaneous furniture, fixtures and equipment now or hereafter located on the Land and used in the operation of the Improvements, including, without limitation, all replacements thereof (collectively the "FF&E"), in which Debtors now or hereafter have a possessory or title interest and now or hereafter installed or located in or on any Property (excluding Tenant's Personal Property) and all building materials, supplies and equipment now or hereafter delivered to Property owned by Debtors and intended to be installed therein; all fixtures, other goods and personal property of whatever kind and nature now contained on or in or hereafter placed on or in Property and used or to be used in connection with the letting or operation thereof, in which Debtors now have or hereafter may acquire a possessory or title interest (but specifically excluding inventory) and all renewals or replacements of any of the foregoing property or articles in substitution thereof (collectively, the "Equipment"); VI. all right, title and interest of Debtors, whether now or hereafter acquired and wherever located, in, to and under all accounts and escrows, documents, instruments, chattel paper, claims, deposits, money, investment securities and general intangibles, as the foregoing terms are defined in the Uniform Commercial Code as in effect from time to time in the state, including any amendments, modifications or successor statutes thereto (the "Code"), and, to the extent that any of the collateral is not governed by the Code in the state, the defined term "Code" shall include any applicable common law or statute in the state relating to the perfection and/or priority of Secured Party's security interest therein, all property and insurance policies, title insurance policies, all contract rights (including all construction contracts, architects' contracts and engineers' contracts or other contracts relating to the construction of any Improvements and all Appurtenant Agreements and all franchise agreements, management agreements and operating agreements relating to the operation of the Properties), franchises, books, records, surveys, plans, specifications, designs, drawings, permits, consents, licenses (to the extent assignable), approvals, actions, proceedings and causes of action which now or hereafter relate to, are derived from or used in connection with Property or thc ownership, construction, user operation, maintenance, occupancy or enjoyment thereof or the conduct of any business or activities thereon (collectively~ the "Intangibles"): VII. all right, title and interest of Debtors, whether now or hereafter acquired and wherever located, in, to and under the Master Lease, the Master Sublease and all other leases, subleases, lettings, tenancies and licenses (to the extent assignable) of a Property or any part thereof now or hereafter entered into and all amendments, extensions, renewals and guaranties thereof, all security therefor, and all moneys payable thereunder (collectively, the "Leases"); VIII. all rents, income, issues, profits, loss proceeds, purchase prices, payments of stipulated loss value, security deposits and other benefits to which Debtors may now or hereafter be entitled from a Property, the Equipment or the Intangibles related thereto, or under or in com~ection with the Leases, including, without limitation, all income received from tenants, transient guests, lessees, licensees and concessionaires and other persons occupying space at such Property and/or rendering services to tenants thereat (collectively, the "Property Income"); IX. all proceeds, judgments, claims, compensation, awards of damages and settlements with respect to or hereafter made as a result of or in lieu of any condemnation or taking of a Property by eminent domain or by any defect or impairment of title with respect to any Property or any casualty loss of or damage to any Property, the Equipment, the Intangibles, the Leases or the Property Income related thereto, all refunds with respect to the payment of property taxes and assessments or with respect to insurance premiums, and all other proceeds of the conversion, voluntary or involuntary, of a Property, the Equipment, the Intangibles, the Leases or the Property Income related thereto, or any part thereof, into cash or liquidated claims (collectively, the "Proceeds"); and X. all right, title and interest of Debtors now existing or hereafter arising, in and to the Option Agreement, if any, the Tripartite Agreement, if any, the Master Lease, the Master Sublease, the Master Lease Guaranty and all other instruments and agreements (including title insurance policies) relating to the ownership, operation, maintenance, leasing, financing or management of the Property and all sums now or hereafter payable to Debtors with respect thereto, including, without limitation, the present and continuing right to make claim for, collect, receive and receipt for any and all of the rents, payments, income, revenues, issues, awards, proceeds and profits and other sums of money payable or receivable thereunder, including, without limitation, all of Debtors' right, title, interest and estate in, to and under any and all warranties and other claims against dealers, manufacturers, vendors, contractors, subcontractors, architects and others relating to the construction, use or maintenance of the Landlord's Interest. EXHIBIT B TO FINANCING STATEMENT DESCRIPTION OF PROPERTY EXHIBIT "B" Site Number 1297 ! 153 Harrisburg Pike Carlisle, Pennsylvania ALL THAT CERTAIN tract or parcel of land and premises situate, lying and being in Middlesex Township, Cumberland County, Pennsylvania, more particularly described, as follows: BEGINNING at an iron pin found in the southeast legal right-of-way line of U.S. Route #11, known as the Carlisle Pike, said point being located and referenced from the centerline intersection of Shady Lane (T-9700) and the said Carlisle Pike the following bearings and distances: (1) along the Carlisle Pike 1N 54 degrees 24' 30" E, a distance of 175.93' to a point; (2) thence along the same N 54 degrees 36' 30" E, a distance of 187.56' to a point; (3) thence across the Carlisle Pike S 34 degrees 45' 09" E, a distance of 35.00' to the point of beginning; THENCE from the said point of beginning along the southeast right-of-way llne of the Carlisle Pike (variable right-of-way) N 54 degrees 36' 30" E, a distance of 43.23' to an iron pin found; THENCE along the same N 35 degrees 23' 30" W, a distance of 10.00' to an iron pin found; THENCE along the same 1N 54 degrees 36' 30" E, a distance of 77.80' to an iron pin found at the right-of-way intersection of the southeast right-of-way line of the Carlisle Pike and the southern right-of-way line of the Pennsylvania Turnpike; THENCE along the southern right-of-way line of the Pennsylvania Turnpike (200' right-of-way) N 88 degrees 49' 30" E, a distance of 990.54' to an iron pin found; THENCE along the lands now or late of Rostan Associates S 1 degree 10' 30" E, a distance of 337.05' to an iron pin found; THENCE along the same S 54 degrees 25' 00" W, a distance of 210.83' to an iron pin with cap set; THENCE along the lands now or late John 1. and Linda L. Enk N 32 degrees 19' 30" W, a distance of 27.83' to an iron pin found; 01/31/01 THENCE along the same N 76 degrees 13' 30" W, a distance of 575.54' to an iron pin found; THENCE along the same S 54 degrees 25' 00" W, a distance of 163.72' to an iron pin found; THENCE along the lands now or late of Rostan Associates N 35 degrees 35' 00" W, a distance of 363.72' to an iron pin found at the place of beginning. BEING the same premises which SHIV, INC., a Pennsylvania Corporation, by Deed dated 10/24/1996 and recorded 10/30/1996 in Cumberland County, Pennsylvania in Deed Book 148 page 257, conveyed unto Glasjar Funding, Limited Partnership, in fee. Together with all Easement rights, set forth in that certain Easement from Rostan Associates to The Carlisle Motel dated August 25, 1987, recorded August 26, 1987 in Misc. Book 339, Page 298 as amended by the Agreement dated October 22, 1996 between John I. Enck and Linda L. Enck and Shiv, Inc., recorded in Book 533, Page 831, excluding, however a License to use improvements located in such Easement area. Page 2.