HomeMy WebLinkAbout933753
ASSIGNMENT OF LEASES. RENTS AND PROFITS
AGREEMENT made this 2M day of October, 2007 ,by and between
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Steve ChichiDsky and Carol ChichiDsky, husband and wife
doing business at
8500 S. Henrys Road, Jadmon, Wyoming 83001
("Assignor") and EASTERN SAVINGS BANK, fsb, having an office at 11350
McCormick Road, Executive Plam 2, Suite 200, Hunt Valley, Maryland 21031 ("Assignee'').
WHEREAS, Assignor is the record owner of certain premises known as
193 KIbble Parkway, Alpine, Wyoming 83128
(the ''Premises'');
WHEREAS, Assignee is the mortgageelbeneficiary of the Premises by MortgagelDeed of Trust given by
Assignor of even date herewith (the ''Mortgage''); and
WHEREAS, the Premises or parts thereof are demised pursuant to various leases (the "Leases"), as may
be more particu1arly described on schedules annexed hereto and made a part hereof, and
WHEREAS, as additional security for the Mortgage, Assignee has required an assignment ofleases and of
any and all rents and profits hereinafter generated by the Premises;
NOW, THEREFORE, in order to induce Assignee to enter into the Mortgage and fund the loan which
forms the basis for the note and bond in connection therewith, Assignor hereby grants, transfer and assigns to Assignee all
right, title and interest of the Assignor in and to the Leases, all rents, additional rents and payments in lieu of rents payable
under the Leases, and all rents, income and profits now or hereafter generated by the Premises.
This Assigmœnt is given as additional security for the payment by Assignor of all sum¡ secured by the
Mortgage. The security of this Assignment is and shall be primary and on a parity with the lien of the Mortgage and not
secondary. All amounts collected hereunder, after deducting the expenses of the operation of the Premises and after
deducting the expenses of collection, shall be applied on account of the indebtedness secured by the Mortgage, in the
manner as may be provided for in the Mortgage.
Assignor warrants to Assignee the following:
(i) that the Leases are in full force and effect, that Assignor has not heretofore assigned or pledged that
same or any interest therein, and no defàult exists on the part of the same or any interest therein, and no defàult exists on
the part of the lessees, or Assignor, as lessor, in the performance on the part of either, of the terIœ, covenants, provisions
or agreements contained in the Leases;
RECEIVED 10/4/2007 at 12:45 PM
RECEIVING # 933753
BOOK: 674 PAGE: 544
JEANNE WAGNER
LINCOLN COUNTY CLERK, KEMMERER, WY
(i1) that no rent has been paid by the lessees under the Leases for more than one month in advance, and
that the payment of the rents, additional rents and charges which have yet to accrue under the Leases has not been and
shall not be waived, released, reduced, discounted or otherwise discharged or compromised by Assignor, directly or
in~e~ 000545
(fu) that Assignor has full power and authority and legal right to execute, deliver and catTy out the tern:6
of this Assignment and that no consent or approval is required in connection with the execution, delivery or canying out
of the tenœ of this Assignment;
(iv) that Assignor has not heretofore sold, assigned, transfeITed, mortgage, pledged, released or
discharged all or any part of the Leases or the Premises, or any of the rents, issues, profits and income thereftom, and shall
not hereafter do so;
(v) that execution and delivery of this Assignment will not contravene any law, ordinance, rule,
regulation, judgment, decree award or order, or conflict with or result in a breach of any lien, encwnbrance or agreement
to which Assignor is a party or to which the Premises are subject; and
(VI) that Assignor will keep the Premises duly insured and in good repair and comply with all Jaws,
ordinances, rules, regulations and codes applicable to the Premises and the Leases.
Assignor waives any and all rights of set-off hereunder against Assignee, and covenants:
(a) not to terminate, cancel, modify or amend the Leases or any of the tenœ hereof, or pennit the same to
merge into the fee estate, or grant any concessions in connection therewith, either orally or in writing; not to accept,
consent to or pennit a SUlTender, an assignment or a subletting by any lessee without the prior written consent of
Assignee, and that any attempted tennination, cancellation, modification, merging or amendment of the Leases, or any
SUlTender, assignment or subletting without such prior written consent shall be null and void;
(b) not to collect any of the rent, income and profits arising or accruing under the Leases or ftom the
Premises more than thirty (30) days in advance of the time when the same becomes due;
( c) not to discount any future accruing rents;
(d) not to execute any other assignment of the Leases or any interest therein or any of the rents
thereunder or of any other rents, income or profits now or hereafter generated by the Premises;
(e) to perfonn all of Assignor's covenants and agreements as lessor under the Leases and not to suffer or
pennit to occur any release ofliability of the lessees, or any right to the lessees to withhold payment of rent; and to give
prompt notices to the Assignee of any notice of defimlt on the part of the Assignor with respect to the Leases received,
and to furnish Assignee with complete copies of said notices;
(f) if so requested by Assignee, to enforce the Leases and all remedies available to Assignor against the
lessees, in case of defimlt under the Leases; ,
(g) that none of the rights or remedies of Assignee under the Mortgage shall be deJayed or in any way
prejudiced by this Assignment;
(h) that notwithstanding any variation of the terms of the Mortgage or any extension of time for payment
thereunder or any release of part or parts of the Premises conveyed thereunder, the Leases and benefits hereby assigned
shall continue as additional security in accordance with the tenns hereof,
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(i) not to request, consent to, agree to accept a subordination of the Leases to any other mortgage or
other encumbrance now or hereafter affecting the Premises; and,
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ú) not to exercise any rights or election, whether specifically s~ forth in any such lease or othenvise,
which would in any way diminish a lessee's liability or have the effect of shortening the stated tenn of any of the Leases.
Assignor hereby irrevocably appoints Assignee, its successors and assigns as its attorney-in-1àct, coupled
with an interest:
(a) to enforce any and all rights of Assignor with respect to the Premises, without limitation, the
commencCIœIlt of actions or proceedings;
(b) to sublease the Premises and sign contracts with respect thereto;
( c) to pay any and all taxes, assessments and expenses with respect to the Premises; and
(d) generally to do anything that Assignor, its successors and Assignees deem desirable.
In such event, Assignee shall be accountable to Assignor for the allocation by Assignee of any monies actually received by
the Assignee hereunder.
In the exercise of the powers herein granted to Assignee, no liability shall be exerted or enforced against
Assignee, all such liability being hereby expressly waived and released by Assignor. Assignee shall not be obligated to
perfonn or discharge any obligations, duty or liability under the Leases, or under or by reason of this Assignment, and
Assignor shall and does hereby agree to indemni1ÿ Assignee for and to hold it harmless for and ftom any and all liability,
loss or damage which it may or might incur under the Leases or under or by reason of this Assignment and of and 1Ì'om
any and all claDm and demands whatsoever which may be asserted against it by reason of any alleged obligations or
undertakings on its part to discharge any of the tenm, covenants or agreements contained in the Leases. Should Assignee
incur any such cJaiIœ, or demands, the mmunt thereof, including costs, expenses and reasonable Attorney's fees, shall be
secured hereby, and Assignor shall reimburse Assignee therefor immediately upon demand
It is expressly understood and agreed, anything herein contained to the contrary notwithstanding, that
Assignee agrees not to exercise any of the rights or powers herein conferred upon it until such time as a defàult shall occur
under the tenns and provision of this Assignment or of the Mortgage, and upon the occurrence of any such default,
Assignee shall be entitled, upon notice to the lessees, to all rents and other amounts then due and thereafter accruing under
the Leases and all rents, income and profits otherwise generated by the Premises, and this Assignment shall constitute a
direction to and full authority to the lessees to pay all such amounts to Assignee without fiuther proof of such default.
The lessees are hereby irrevocably authorized by Assignor to rely upon and comply with (and shall be fully protected in so
doing), any notice or demand by Assignee directing the payment to Assignee of any rental or other sum; which may be or
thereafter become due under the Leases and any rents, income and profits othenvise due, or for the performance of any of
the lessees' undertakings under the Leases and shall have no right or duty to inquire as to whether any default under the
Mortgage bas actually occurred and is then continuing.
This Assignment is intended to be supplementary to and not in substitution for or in derogation of any
assignment of rents contained in the Mortgage or in any other document and the exercise of the right to collect monies
under this Assignment shall not be deemed a waiver of any of the remedies provided by the Mortgage, or any other legal
available remedy to Assignee, but that the right to collect said monies shall be in addition to all said remedies.
This Assignment shall include any extensions and renewals of the Leases and any reference herein to the
Leases shall be construed as including any such extensions and renewals.
This Assignment shall be binding upon and inure to the benefit of the respective successors and assigns of
the parties hereto. The words "Assignor", "Assignee" and ''lessee'' wherever user herein, shall include the persons named
herein and designated as such and their respective successors and assigns, and aU words and phrases shall be taken to
include the singuJar or plural and masculine, feminine or neuter gender, as may fit the case.
This Assignment represents the entire agreement between the parties hereto as to the matters addressed
herein, aU other and prior agreements as to these matters, if any, being merged herein. This Assignment may not be
amended or Imdified except by a writing executed by aU parties hereto.
WITNESS/ATrESl:
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(SEAL)
~~ (SEAL)
STATE OF WYOMING, County of U CL.é.G ~ \¡L
, to wit:
I hereby certify that on this 2M day of,October, 2007, before me, the subscriber, a Notary Public of the State of
Wyoming, in and for the County of Lt v\..éÐ \ \I\.-. , personally appeared Steve' Cbichinsky and Carol
Cbjçhm4i:~, husband and wife, known to me or satisfactorily proven to be the persons whose names are subscribed
to the within instrument, and acknowledged that they executed the same for the purposes therein contained.
AS WITNESS WHEREOF, my hand and notarial seal.
(~,~\ qj~U)~
Notary Public -.../1 v
My commission expires: 0 1'2 S It G l') \"',"""""NANCY J. BROWN - NOTARY PUBLIC
. STATE OF
COUNTY OF WYOMING
LINCOLN Gl~chO(O
ASSIGNMENT OF LEASES. RENTS AND PROFITS MY COMMISSION EXPIRES -=.L '?
STEVE CmCHINSKY and CAROL CmCHINSKY
to
EASTERN SAVINGS BANK, fsb