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Home My WebLink About01-2473PARTIES Debtor name (fast name first if individual) and mailing address: Ahold Lease U.S.A., Inc. c/o Ahold U.S.A., Inc. 14101 Newbrook Drive CHANTILLY, VA 20151 Debtor name (last name first if individual) and mailing address: COMMONWEALTH OF PENNSYLVANIA - UCC1 PA-Cumberland County Pr FINANCING STATEMENT Uniform Commercial Code Form UCC-1 IMPORTANT-Please read instructions on reverse side of page 4 before completing Filing No. (stamped by Bring officer); Date, Time, Filing Office (stamped by filing Debtor name (last name first if indivldual) and mailing address: fa Secured Party(les) names(s) (last name first if individual) and address for security interest information: R. A. Harrisburg Pike LLC c/o Philip Morris Capital Corporation 225 High Ridge Road, Suite 300 STAMFORD, CT 06905 2 Assignee(s) of Secui'ed Party name(sXlast name first if individual) and address for security interest information: First Union National Bank, as Indenture Trustee 401 South Tryon Street 12th Floor (See Attached) Speoia~ Types of Parties (check if applicable): []The terms "Debtor" and "Secured party" mean "Lessee" and "Lessor." respectiveJy. [-IThe terms "Debtor" and "Secured Party" mean "Consignee" and "Consignor,' respectively. [] Debtor is a Transmitting L)tility. 3 SECURED PARTY SIGNATURE(S) This statement Is filed with only the Secured Party's signature to perfect a security interest in collateral (check applicable box(es)) a. [] acquired after a change of name. identity or corporate structure of [] when the cchateral was moved to this county. [] when the Debtor's residence or place of business WaS moved to ThisRnanalng Statement Js presented for fillng pursuant to the Uniform Commercial C~ and is to be filed with the (check applicable box): [] Secretary of the Commonwealth of Pennsylvania. ~ Prothonotary of Cl ]m}3 ~ r ] ~ m ~ C~ ~ real estate records of C( Number of Add~tiona~ Sheets (if any): J ~' Optional Special Identification (Max. 10 characters); COLLATERAL Identify ooJlatereJ by item and/or ~pe: ~1 right, title and interest of debtor in and to that certain collateral, all as more fully describ( in Exhibit A attached hereto and made apart hereol THIS IS A PROTECTI~ FILING PURSU~ T~E~ON 9-408 OF THE UCC. Debtor is lessee~nd~cuj, ed Party is lessor. ~-~'~ ~uO ~,~ ~ ~~ Ideally ralat~d re~ e~ate, Jf ~pplJ~able: The ccila~ersi is, or in~ (~ ~p~i~te hex(, the following real estate: Street Address: See Schedule A attached hereto. Described at: Book of (check one) [] Deeds [] Mortgages, at Pages(s) for County. Uniform Parcel Identifier [] Described on Additional Sheet. Name of leoord owner (required only if no Debtor has an interest of record): Debtor Signature(s): d. already subject to a security interest in another jurisdiction- [] when the collateral was moved to Pennsylvania. 1 [] when the Debtor's location was moved to Pennsylvania. e. [-~which is proceeds of the collateral described in block 9, in which a 1 a security interest was previously perfected (also describe proceeds in block g, if purchased with cash proceeds and not adequately described on the odgJnsi financing statementk Secured Party Signature(s) (required only if box(es) is checked above): DEBTOR SIGNATURE(S) Ahold~. S.A. , Inc. RETURN RECEIPT TO: 4 Additional Assigne~ Information Assignee 1: ---~/ :, First Union National Bank, as Indenture Trustee 401 South Tryon Street 12th Floor ~ f/ ~ CHARLOTTE, NC 28288 EXHIBIT A COLLATERAL DEBTOR Ahold Lease U.S.A., Inc. c/o Ahold U.S.A., Inc. 14101 Newbrook Drive Chantilly, Virginia 20151 SECURED PARTY R.A. Harrisburg Pike LLC c/o Philip Morris Capital Corporation 225 High Ridge Road Suite 300 Stamford, Connecticut 06905 ASSIGNEE OF SECURED PARTY First Union National Bank, as Indenture Trustee 401 South Tryon Street 12th Floor Charlotte, North Carolina 28288-1179 This financing statement covers the following property of Ahold Lease U.S.A., Incl ("Debtor"): 1. The entire right, title and interest of Debtor in and to the land described in Schedule A attached hereto (the "Sitq") and the Ground Lease dated February __, 2001 bet~veen Giant Food Stores, LLC, as ground lessor, and R.A. Harrisburg Pike LLC, as ground lessee, with respect to the Site, as such Ground Lease may be modified, supplemented, extended or renewed, together with (a) all right, title and interest of Debtor in and to all buildings, structures and other improvements, now standing or at any time hereafter constructed or placed upon the Site, including, without limitation, all right, title and interest of Debtor in and to all fixtures of every kind and nature on the Site or in an)' such building, structure or other improvements (said buildings, structures, other improvements and fixtures being herein collectively called the "Improvements"), (b) all right, title and interest of Debtor in and to all and singular the tenements, hereditaments, easements, rights of way, rights, privileges and appurtenances in and to the Site, belonging or in any way appertaining thereto, including, ~vithout limitation, all right, title and interest of Debtor in, to and under any streets, ways, alleys, vaults, gores or strips of land adjoining the Site, (c) all claims or demands of Debtor in law or in equity, in possession or expectancy of, in and to the Site and the Improvements and (d) all rents, income, revenues, issues, awards, proceeds and profits from and in respect of the property described in this paragraph which are, subject to the provisions of paragraph 2, hereby specifically assigned, transferred and set over to Secured Party, it being the intention of the parties hereto that, so far as may be permitted by law, all property of the character heminabove described which is now owned or held or is hereafter acquired by Debtor and is affixed, attached and annexed to the Site shall be and remain or become and constitute a portion of the Collateral (as defined below) and the security covered by and subject to the lien hereof. The Site together with the Improvements and the other property described in this paragraph relating thereto are herein collectively called the "Property". 2. Debtor's interest, if any, in and to any and all leases ~vith respect to the Property. 3. All of the fixtures, furnishings and fittings of every kind and nature whatsoever, and all appurtenances and additions thereto and substitutions or replacements thereof (together with, in each case, attachments, components, parts and accessories) currently o~med or subsequently acquired by Debtor and now or subsequently attached to, or contained in or used or usable in an3' way in connection PHL_A #1436642 v3 WORD97 1149 Harrisburg Pike, Carlisle, PA 17013 2. South 26 degrees 26 minutes 00 seconds East a distance of 421.31 feet to an iron pin at lands now or formerly of Robert C. Jr. and Gayle A. Foltz; thence by said lands and beyond by lands now or formerly of Glenn A. and Jean W. Stambaugh South 60 degrees 51 minutes 30 seconds West a distance of 1129.98 feet to an iron pin at lands now or formerly of Kenneth W. and Flo H. Carpenter; thence by said lands and beyond by lands now or formerly of Carlisle Mobile Homes Inc. and other lands of Giant Food Stores Inc. North 05 degrees 41 minutes 00 seconds West a distance of 1149.01 feet to a point on the southern right-of-way line of Harrisburg Pike (US Route 11); thence by said right-of-way line the following nine courses and distances: 2. 3. 4. 5. 6. 7. 8. 9. TRUE North 54 degrees 24 minutes 30 seconds East a distance of 15.20 feet to a point. South 35 degrees 35 minutes 30 seconds East a distance of 5.00 feet to a point. North 54 degrees 24 minutes 30 seconds East a distance of 150.00 feet to a point. North 35 degrees 35 minutes 30 seconds West a distance of 5.00 feet to a point. North 54 degrees 24 minutes 30 seconds East a distance of 150.00 feet to a point. North 35 degrees 35 minutes 30 seconds West a distance of 5.00 feet to a point. North 54 degrees 24 minutes 30 seconds East a distance of 150.00 feet to a point. North 35 degrees 35 minutes 30 seconds West a distance of 7.00 feet to a point. North 54 degrees 24 minutes 30 seconds East a distance of 133.46 feet to a point, the POINT OF BEGINNING. CONTAINING 23.7561 Acres. TOGETHER WITH and subject to the free and common use, right, liberty and privilege of a 50 foot wide access easement to be used as a means for ingress, egress, and regress to and from Harrisburg Pike as set forth in conditions in Miscellaneous Book 495 page 732. 3 PHL_A #1436642v3 WORD97 1149 Harrisburg Pike, Carlisle, PA 17013