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HomeMy WebLinkAbout949404RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: Bank of Jackson Hole P.O. Box 7000 Jackson, WY 83002 RECEIVED 9/11/2009 at 2:24 PM RECEIVING # 949404 BOOK: 731 PAGE: 687 JEANNE WAGNER LINCOLN COUNTY CLERK, KEMMERER, WY 00V-5 687 Space above this line for Recorder's Use AGREEMENT NOT TO TRANSFER OR ENCUMBER REAL PROPERTY This Agreement is made as of August 26, 2009, by Gannett Peak Partners Limited Liability Company, a Wyoming limited liability company (the "Owner") and Wyoming Woolens, a Wyoming corporation and Agilite, LLC, a Wyoming limited liability company (the "Borrowers") in favor of Bank of Jackson Hole (the "Bank"). RECITALS A. The Bank has, or is about to, extend certain credit or other financial accommodations to the Borrowers (any such credit facilities now or hereafter made available by the Bank, the "Credit Facilities to Wyoming Woolens and Agilite, LLC (any such credit facilities now or hereafter made available by the Bank, the "Credit Facilities"). B. The Bank is willing to provide the Credit Facilities to the Borrowers on the condition that the Owner agrees not to encumber or transfer certain real property. NOW, THEREFORE, in consideration of the Credit Facilities to the Borrowers, and for other good and valuable consideration, the Owner agrees as follows: 1. Property. The Owner hereby agrees that, for so long as any part of the Credit Facilities to the Borrowers remains outstanding, or any credit remains available under the Credit Facilities, the Owner will not, without first obtaining the prior written consent of the Bank: (a) Create or permit any lien, encumbrance, charge, or security interest of any kind to exist on the real property described on Exhibit A attached hereto (the "Real Property"); (b) Transfer, sell, assign or in any manner dispose of the Real Property or any interest therein (except for easements, rights of way and similar rights granted in connection with the provision of utilities to the Real Property or in connection with any construction on the Real Property); or (c) Grant to any other party a negative pledge agreement, agreement not to sell or encumber, or similar agreement with respect to the Real Property. 2. Recording. The Bank is hereby authorized and permitted to cause this instrument to be recorded in the real estate records at such time as the Bank, at its option, may elect. 3. Representations and Warranties of the Owner. The Owner represents and warrants to the Bank that the Owner owns the Real Property and there are no existing liens, security interests or encumbrances upon or affecting such property, except as have been disclosed to the Bank in writing.. 4. Covenants. The Owner shall promptly notify the Bank of (i) any material change in the Real Property described above, (ii) any change in the Owner's residence, or location, (iii) if the Owner is a registered organization or entity, any change in the state where the Owner is incorporated or registered, (iv) if the Owner is an unregistered organization or entity, any incorporation or other registration of the Owner; and (v) the occurrence of any default under this Agreement. 5. Default. Any failure by the Owner to comply with the terms of this Agreement shall constitute an event of default under the documents evidencing the Credit Facilities to the Borrowers and the Owner agrees that in such event the Bank shall have the right, in addition to such other remedies as may be available to it, to injunctive relief, without a requirement of posting a bond, enjoining such breach of this Agreement and neither the Owner, its officers, directors, employees, agents or representatives shall urge that such remedy is not appropriate under the circumstances, it being expressly acknowledged by the Owner that such action shall cause the Bank irreparable damage for which legal remedies are inadequate to protect the Bank. 6. Termination. This Agreement shall remain in full force and effect until the Credit Facilities to the Borrowers shall have been paid in full and any commitment of the Bank to make further advances with respect to the Credit Facilities shall have terminated. IN WITNESS WHEREOF, the Owner has caused this Agreement to be executed as of the date first above written. Owner: Gannett Peak Partners Limited Liability Company, a Wyoming limited liability company Frances M. Huff, Managing Member [All Signatures Must Be Acknowledged] STATE OF 11 ) )ss. 0Gv" G8 County of On this day of , in the year 2009, before me, a Notary Public in and for said Ste, personally appeared Frances M. Huff, known or identified to me to be the Managinq Member of the limited liability company that executed the instrument or the person who executed the instrument on behalf of said limited liability company and acknowledged to me that such limited liability company executed the same. ChFRRI L. ke8`17fa-LL NOTARY PUB[ COUNTY OF STATE OF LINCOLN WYOMING Notary Public My commission expires l0 ,~3 EXHIBIT A C ~G90 Part of Section 12, T32N R1 19W of the 6t" P.M., Lincoln County, Wyoming being more particularly described as follows: Beginning at the Southeast corner of said Section 12 and running thence North 856 feet; thence west 407.1 feet; thence south 856 feet; thence east 407.1 feet to the point of beginning.