HomeMy WebLinkAbout950505EXHIBIT C
COMMERCIAL SECURITY AGREEMENT
00i:,592
THIS SECURITY AGREEMENT (this "Agreement is made and entered into thisr7 day of November, 2009,
by and between, James M. Hobbs II "Secured Party") and Stephen Cheek "Debtor and is made with reference to
the following facts:
3 1 f A0� Seced Party and Debtor have heretofore entered into that certain Promissory Note, dated as of November
l Pr, 2009 "Promissory Note pursuant to which Debtor has become indebted to Secured Party for the
principal sum of w i s
(41+62;9"22700), with interest thereon at the rate of Six percent (6.00 per annum, as all more particularly
set forth in the Promissory Note.
B As the prompt and complete payment of all indebtedness evidenced by the Promissory Note and for
certain other obligations of Debtor as set forth below, Debtor has agreed to grant Secured Party a security
interest in the property hereinafter described.
SECURITY INTEREST: To secure the payment and performance of Secured Debts, Debtor gives Secured Party a
security interest in all of the Property described in this Agreement that Debtor owns or has sufficient rights in which
to transfer an interest, now or in the future, wherever the property is or will be located, and all proceeds and products
of the Property. "Property" includes all parts, accessories, repairs, replacements, improvements, and accessions to
the Property; any original evidence of title or ownership; and all obligations that support the payment or
performance of the Property. "Proceeds" includes anything acquired upon the sale, lease, license, exchange, or other
disposition of the Property. This Agreement remains in effect until terminated in writing, even if the Secured Debts
are paid and Secured Party is no longer obligated to advance funds to Debtor.
PROPERTY DESCRIPTION: The Property is described as follows:
Accounts and Other Rights to Payment: All rights to payment, whether or not earned by performance,
including, but not limited to, payment for property or services sold, leased, rented, licensed, or assigned. This
includes any rights and interests (including all liens) which Debtor may have by law or agreement against any
account debtor or obligor of Debtor.
Inventory: All inventory held for ultimate sale or lease, or which has been or will be supplied under
contracts of service, or which are raw materials, work in process, or materials used or consumed in Debtor's
business.
Equipment: All equipment including, but not limited to, machinery, vehicles, furniture, fixtures,
manufacturing equipment, farm machinery and equipment, shop equipment, office and record keeping
equipment, parts, and tools. The property includes any equipment described in a list or schedule Debtor gives
to Secured Party, but such a list is not necessary to create a valid security interest in all of Debtor's
equipment.
Instruments and Chattel Paper: All instruments, including negotiable instruments and promissory notes
and any other writings or records that evidence the right to payment of a monetary obligation, and tangible
and electronic chattel paper.
General Intangibles: All general intangibles including, but not limited to, tax refunds, patents and
applications for patents, copyrights, trademarks, trade secrets, goodwill, trade names, customer lists, permits
and franchises, payment intangibles, computer programs and all supporting information provided in
connection with a transaction relating to computer programs, and the right to use Debtor's name.
Documents: All documents of title including, but not limited to, bills of lading, dock warrants and
receipts, and warehouse receipts.
Farm Products and Supplies: All farm products including, but not limited to, all poultry and livestock
and their young, along with their produce, products, and replacements; all crops, annual or perennial, and all
products of the crops; and all feed, seed, fertilizer, medicines, and other supplies used or produced in Debtor's
farming operations.
Government Payments and Programs: All payments, accounts, general intangibles, and benefits
including, but not limited to, payments in kind, deficiency payments, letters of entitlement, warehouse
receipts, storage payments, emergency assistance and diversion payments, production flexibility contracts,
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and conservation reserve payments under any preexisting, current, or future federal or state government
program.
Investment Property: All investment property including, but not limited to, certified securities,
uncertified securities, securities entitlements, securities accounts, commodity contracts, commodity accounts,
and financial assets.
Deposit Accounts: All deposit accounts including, but not limited to, demand, time, savings, passbook,
and similar accounts.
SpeS Jroperk Description: The Property mclu es but is yiirn e d by, the followm
Three Hu
ndred Thirty -Three and One -Third (33/3) M
liability company.
in 290, LLC, a Wyoming Limited
APPLICABLE LAW: This Agreement is made and executed under, and in all respect to be governed by, laws of
the State of Missouri.
PERFECTION OF SECURITY INTEREST: Debtor authorizes Secured Party to file a financing statement
covering the Property. Debtor will comply with, facilitate, and otherwise assist Secured Party in connection with
obtaining possession or control over the Property for purposes of perfecting Secured Party's interest under the
Uniform Commercial Code.
DEFAULT: Debtor will be in default if:
(1) Debtor fails to make a payment in full when due;
(2) Debtor fails to perform any condition or keep any covenant on this or any debt or agreement Debtor has
with Secured Party;
(3) A default occurs under the terms of any instrument or agreement evidencing or pertaining to the
Secured Debts;
(4) Anything else happens that either causes Secured Party to reasonably believe that Secured Party will
have difficulty in collecting the Secured Debts or significantly impairs the value of the Property.
REMEDIES: After Debtor defaults, and after Secured Party gives any legally required notice and opportunity to
cure default, Secured Party may at Secured Party's option do any one or more of the following:
(1) make all or any part of the Secured Debts immediately due and accrue interest at the highest post
maturity interest rate;
(2) require Debtor to gather the Property to make it available to Secured Party in a reasonable fashion;
(3) enter upon Debtor's premises and take possession of all or any part of Debtor's property for purposes of
preserving the Property or its value and use and operate Debtor's property to protect Secured Party's
interest, all without payment or compensation to Debtor;
(4) use any remedy allowed by state or federal law, or provided in any agreement evidencing or pertaining
to Secured Debts.
If Secured Party repossesses the Property or enforces the obligations of an account debtor, Secured Party may keep
or dispose of the Property as provided by law. Secured Party will apply the proceeds of any collection or disposition
first to Secured Party's expenses of enforcement, which includes reasonable attorneys' fees and legal expenses to the
extent not prohibited by law, and then to the Secured Debts. Debtor will be liable for any deficiency, if any. By
choosing any one or more of these remedies, Secured Party does not give up the right to use any other remedy.
Secured Party does not waive a default by using a remedy.
SEVERABILITY: If any term, covenant, or condition of this note shall be held to be invalid, illegal, or
unenforceable in any respect, this note shall be construed without such provision.
WAIVER: Debtor waives all claims for damages caused by Secured Party's acts or omissions where Secured Party
acts in good faith.
NOTICE AND ADDITIONAL DOCUMENTS: Where notice is required, Debtor agrees that 10 days prior written
notice will be reasonable notice to Debtor under the Uniform Commercial Code. Notice to one party is notice to all
parties. Debtor agrees to sign, deliver, and file any additional documents and certifications Secured Party considers
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00594
necessary to perfect, continue, or preserve Debtor's obligations under this Agreement and to confirm Secured
Party's lien status on the Property.
ORAL AGREEMENTS: Oral agreements or commitments to loan money, extend credit or to forbear from
enforcing repayment of debt including promises to extend or renew such debt are not enforceable. To protect
you (Debtor) and us (Secured Party) from misunderstanding or disappointment, any agreements we reach
covering such matters are contained in this writing, which is the complete and exclusive statement of the
agreement between us, except as we may later agree in writing to modify it.
IN WITNESS WHEREOF, the undersigned have executed this Commercial Security Agreement the day and year
first above written.
DEBTOR
Stephen Cheek
SECURED PARTY
10
State of Wyoming
County of Lincoln
This Instrument was acknowledged before me on November, 12, 2009
By Stephen L. Cheek and James M. Hobbs, II.
COUNTY OF
LINCOLN
vOMING
My Commission Expires:
March 12, 2013
4o, OP a 4 to
(Signature of Notarial Officer
CEEORAI-i L pu2;
COUNTY OF
LINCOLN
4
STATE OF 4,
WYOMING
EXHIBIT A
0596
A parcel of land located in the N %z of Section 26 and the S of Section 23 and being part of Tracts 44,
45, 52, 53 and 54 all of the resurvey of T. 21N., R.116W., of the 6 P.M., City of Kemmerer, Lincoln
County, Wyoming and being more particularly described as follows:
Commencing at Corner No. 3 of Tract 45 of the resurvey of T. 21N., R.116W, of the 6 P.M., City of
Kemmerer, Lincoln County, Wyoming where is found a standard U.S.G.L.O. brass cap; Thence N 0 °00'00"
E, 2631.00 feet to Corner No. 4 of said Tract 45; Thence S 0 °02'21" E, 371.50 feet to the Point of
Beginning of this description. Said point being a point on the north right of way boundary of U.S.
Highway 189 and being monumented with a 6" x 6" concrete post with a Wyoming Department of
Transportation brass cap (herein after referred to as a standard highway R.O.W. marker).
Thence N 77 °31'52" W along said north right of way boundary of U.S. highway 189, 182.46 feet to the PC
of a curve to the left where is found a standard highway R.O.W. marker;
Thence continuing 452.43 feet along the arc of said curve to the left and said northerly right of way
boundary to a point on the curve. Said point being monumented with a plastic cap on a 5/8" rebar, LS
2616. Said curve having a central angle of 29 °36'31 a radius of 878.51 feet and a chord of 447.42 feet
which bears S 87 °42'28" W, Said point being the southeast corner of that particular parcel of land
conveyed from P M to the Kemmerer /Diamondville Chamber of Commerce as recorded in book 326
on page 379 on file in the Lincoln County Clerk's office, herein after referred to as the Chamber of
Commerce parcel.
Thence N 16 °56'40" W, 100.24 feet to the northeast corner of said Chamber of Commerce parcel where
is found a 5/8" rebar with plastic cap LS 2616;
Thence S 70 °32'40" W, 79.13 feet to the northwest corner of said Chamber of Commerce parcel where is
found a 5/8" rebar with a plastic cap LS 2616;
Thence S 21 °32'35" E, 99.99 feet to the southwest corner of said Chamber of Commerce parcel where is
found a 5/8" rebar with a plastic cap, LS 2616. Said point also being a point on a curve to the left of the
northerly right of way boundary of U.S. highway 189;
Thence 523.91 feet along the arc of said curve to the left of the said northerly right of way boundary of
U.S. highway 189 to the PT of said curve, Said point being monumented by a standard highway marker.
Said curve to the left having a central angle of 34 °10'09 a radius of 878.51 feet and a chord of 516.18
feet which bears S 51 °17'39" W;
Thence S 34 °03'53" W, 91.37 feet along said northerly right of way boundary of U.S. highway 189 to a
point where is found a standard highway R.O.W. marker;
Thence N 55 °37'35" W, 39.94 feet along a jog in said northerly right of way boundary of U.S, highway
189 to a point where is found a standard highway R.O.W. marker;
Thence S 34 °08'05" W, 189.92 feet along the northerly right of way boundary of said U,S, highway 189
to the intersection of the north or east right of way boundary of U.S. Highway 30. Said point being
monumented with a standard highway R.O.W. marker;
0u59'7
000577
The following three (3) courses along said north or east right of way boundary of U.S, highway 30.
Thence N 62 °06'13" W, 51.45 feet to a point where is found a standard highway R.O.W. marker;
Thence N 62 °20'05" W, 751.15 feet to a point where is found a standard highway R.O.W. marker;
Thence N 72 °03'25" W, 696.34 feet to a point on the west boundary of said Tract 44 where is found a
5/8" diameter rebar with 2" diameter aluminum CCI PELS 5465 cap (herein after referred to as a rebar
with CCI cap).
Thence N 0 23'37" W, 1444.64 feet along the westerly boundary of Tract 44 to a point. Said point being
the SE corner of Lot 4 of Section 23, as described on the Plat of Rolling Hills f Addition, monumented
with a 1 1/2" aluminum cap, PLS 580.
Thence N 0 °23'12" W, 142.01 feet to corner No.8 of said Tract 44 where is found a 3" aluminum cap,
PE /LS 5465;
Thence N 0° 23' 12 "W, 1184.01 feet along the west boundary line of said Tract 54 to the SE corner of Lot
4 of Section 23, as described on the Plat of Rolling Hills f Addition, monumented with a 1 1/2' aluminum
cap, PLS 580.
Thence N 0 °25'59" W, 715.30 feet along the westerly boundary of said Tract 54 to the southwest corner
of that particular parcel of land conveyed from The Pittsburg and Midway Mining Co. to Questar Gas
Company as recorded in book 578 on page 773 on file in the Lincoln County Clerk's office. Said parcel
herein after referred to as the Questar Gas Metering Parcel, where is found a 1 %2 aluminum cap, LS
6263.
Thence S 86 °33'05" E, 50.19 feet to the southeast corner of said Questar Gas Metering Parcel, where is
found a 1 1/2" aluminum cap, LS 6263.
Thence N 0 °57'39" W, 75.02 feet to the northeast corner of said Questar Gas Metering Parcel, where is
found a 1 1/2" aluminum cap, LS 6263. Said point being a point on the south boundary of Del Rio Drive to
the City of Kemmerer;
Thence S 86 °27'38" E, 132.79 feet along the south boundary of Del Rio Drive to a point on the boundary
of the Lincoln Heights 51h, 151 Filing Addition to the City of Kemmerer. Herein after referred to as L.H.
5 th 1st Filing.
Thence 5 3 °48'04" W, 80.73 feet to the southwest corner of said Lot 9, Block 3 where is found a 1 1/2"
aluminum cap, LS 482.
The following eleven (11) courses being along the south boundary line of said L.H. 5 f Filing:
Thence S 86 °49'38" E, 109.53 feet to the southeast corner of lot 9, Block 3 where is found a CCI rebar
with cap;
Thence S 15 °45'16" W, 41.79 feet to the southwest corner of Lot 8 of Block 3 where is found a '1 %2"
aluminum cap, LS 482.
00
The following four (4) courses being along the south or west boundary of said L.H. 5th 2 Filing
Addition.
000578
Thence N 88 °16'39" E, 176.51 feet to the common corner of Lots 6 and 7 of said Block 3 where is found
a 1 %z" aluminum cap, LS 482.
Thence N 76 °16'52" E, 179.73 feet to the common corner of Lots 4 and 5 of Block 3.
Thence N 80 °21'31" E, 92.35 feet to a deflection point on the south boundary of Lot 3 of said Block 3
where is found a CCI rebar with cap;
Thence N 86 °55'22" E, 192.75 feet to the south east corner of Lot 1 of said Block 3, where is found a 1 32"
aluminum cap, LS 482;
Thence N 3 °07'16" W, 95.61 feet to the PC of a curve on the east boundary of said Lot 1, Block 3, where
is found a 1 %z" aluminum cap LS 482;
Thence N 87 °06'45" E, 52.94 feet to the PC of the curve on the west boundary of Lot 4 of Block 2 of said
L.H. 5 f Filing, where is found 1 %z" aluminum cap, LS 482;
Thence S 3 °04'30" E, 93.49 feet to the southwest corner of said Lot 4, Block 2, where is found a 1 %z"
aluminum cap, LS 482;
Thence N 86 °34'10" E, 96.41 feet to a point on the south boundary of Lot 3, of said Block 2, where is
found a CCI cap;
Thence S 78 °20'12" E, 4.07 feet to the northwest corner of Lot 9, Block 2 of the Lincoln Heights 5 th 2nd
filing Addition to the City of Kemmerer; herein after referred to as L.H. 5th 2 Filing, where is found a
5/8" rebar with cap;
Thence S 3 °12'10" E, 145.64 feet to the angle point on the west boundary line of Lot 8 of said Block 2,
where is found a 5/8" rebar;
Thence S 3 °25'06" W, 273.22 feet to the angle point on the west boundary line of Lot 6 of said Block 2,
where is found a 5/8" rebar;
Thence S 43 °23'02" E, 397.14 feet to the southerly most corner of Lot 1 of said Block 2, where is found a
5/8" rebar;
Thence N 46 °33'57" E, 423.01 feet along the southerly boundary of said L.H. 5th, 2 Filing to the south
west corner of Lots 6B Block 1. Said point also being the southwest corner of Lot 7B of Block 1 of said
L.H. 5 1 Filing where is found a CCI rebar with cap;
The following four (4) courses along the southeast boundary of said L.H. 5th 15t Filing Addition,
Thence N 46 °33'30" E, 147.12 feet to the common corner of Lots 7A and 6B where is found a CCI cap;
00 6599
Thence N 67 °39'56" E, 75.03 feet to the common corner of Lots 6A and 6B of said Block 1 where is
found a CCI rebar with cap;
Thence N 44 °32'43" E, 156.36 feet to the angle point of Lot I of said Block I, where is found a 1
aluminum cap, LS 482;
Thence N 36 °41'46" E, 106.71 feet to the southerly most corner of said Lot 1. Said point being a point on
a curve to the left on the south or west right of way easement boundary of Canyon Road;
The following three (3) courses being along said south or west right of way easement boundary of
Canyon Road.
Thence 400.47 feet along the arc of said curve to the left to the PT of said curve where is found a CCI
rebar with cap. Said curve to the left having a central angle of 36 °09'47 a radius of 634.50 feet and a
chord of 393.86 feet which bears S 71 °19'39" E;
Thence S 89 °28'39" E, 1139.27 feet to the PC of a curve to the right where is found a CCI cap;
Thence 113.39 feet along the arc of said curve to the right to the intersection of said south or west right
of way easement boundary line of Canyon Road and that particular parcel of land conveyed to Harrower
as recorded in Book 164 PR on page 306 on file at the Lincoln County Court House (said parcel herein
after known as the Harrower Parcel). Said point being monumented by a CCI cap, Said curve to the right
having a central angle of 11 °29'17 a radius of 565.50 feet and a chord of 113.20 feet which bears S
83 °44'00" E;
The following four (4) courses being along the boundary of said Harrower Parcel.
e0 u 5 7 9
Thence S 72 °11'04" E, 31.81 feet to the NW corner of Parcel A of said Harrower Parcel where is found a
CCI cap;
Thence S 7 °49'23" W, 120.02 feet to the SW corner of parcel of said Harrower Parcel where is found a
CCI cap;
Thence 5 72 °10 "52" E, 159.98 feet to the SE corner of parcel A of said Harrower Parcel, where is found a
CCI cap;
Thence N 7 0 49 1 57" E, 105.81 feet to the intersection of a curve to the right on said south or west right of
way easement boundary of Canyon Road. Said point of intersection being monumented with a CCI cap;
Thence 234.26 feet along the arc of said curve to the right of said south or west right of way easement
boundary of Canyon Road to the intersection of the tract I ine between Tracts 52 and 50 of said resurvey
of T.21N., R.116W. where is found a CCI cap. Said curve to the right a central angle of 23 °44'05 a radius
of 565.50 feet and a chord of 232.59 feet which bears S 46 °16'45" E;
Thence S 0 °13'45" E, 67.69 feet to corner No. 3 of Tract 50 of said resurvey of T.21N., R.116W;
Thence 5 0 °40'02" E, 586.06 feet along the east boundary of said Tract 52 to a point on the west right of
C.0 S00
way easement boundary of Canyon Road where is found a CCI rebar with cap.
00,580
The following seven (7) courses being along the west right of way easement boundary of said Canyon
Road.
Thence S 22 °32'16" W, 523.46 feet to the PT of a curve to the left where is found a CCI rebar with cap;
Thence 265.78 feet along the arc of said curve to the left to the PC of said curve where is found a CCI
rebar with cap. Said curve to the left having a central angle of 24 °00'00 a radius of 634.50 feet and a
chord of 263.84 feet which bears S 10 °32'09" W;
Thence S 1 °27'39" E, 412.00 feet to the PT of a curve to the right where is found a CCI rebar with cap;
Thence 355.18 feet along the arc of said curve to the right to the PC of said curve where is found a CCI
rebar with cap. Said curve to the right having a central angle of 35 °59'11 a radius of 565.50 feet and a
chord of 349.37 feet which bears S 16 °31'43" W;
Thence S 34 °31'21" W, 460.00 feet to the PT of a curve to the left where is found a CCI rebar with cap;
Thence 241.77 feet along the arc of said curve to the left to the PC of said curve where is found a CCI
rebar with cap. Said curve to the left having a central angle of 21 °49'57 a radius of 634.50 feet and a
chord of 240.31 feet which bears S 23 °35'55" W;
Thence S 12 °41'15" W, 462.93 feet to a point on the north right of way boundary of U.S. highway 189
where is found a CCI rebar with cap,
Thence N 77 °30'47" W, 495.69 feet along said north right of way boundary of U.S. highway 189, 495.69
feet to the point of beginning.
The parcel described herein contains 291.01 acres more or less.
LESS AND EXCEPTING a parcel of land located entirely within Parcel K2 also being a portion of Tract 54 of
the resurvey of T.21N., R.116W., 6 P.M., Lincoln County, Wyoming. Said parcel herein after referred to
as the P &M Radio Tower Parcel and being more particularly described as follows:
Commencing at the corner common to sections 22 and 23 of the resurvey of T.21N., R.116W. of the
6th P.M., Lincoln County, Wyoming; thence S 0 °13'58" E along the west boundary of said Section 23,
2654.87 feet to the south west corner of said Section 23; Thence N 18 °07'18" E, 919.34 feet to the Point
of Beginning of this description. Said point of beginning being a point on the west boundary of Tract 54
of the resurvey of T.21N., R.116W., 6 P.M., Lincoln County, Wyoming, where is found a CCI cap on a
5/8" rebar;
Thence N 0 °23'12" W, along the west boundary of said Tract 54, 50.00 feet to a point where is found a
CCI cap on a 5/8" rebar;
Thence N 89 °37'17" E, 132.60 feet to a point where is found a CCI cap on a 5/8" rebar;
Thence S 0 °21'06" E, 49.98 feet to a point, where is found a CCI cap on a 5/8" rebar;
C106601
Thence N 89 °36'39" W, 132.57 feet to the point of beginning of this description, The area of the parcel
described herein contains 6628 square feet more or less.
Reserving unto THE PITTSBURG MIDWAY COAL MINING CO. an access easement to the above
identified P &M Radio Tower Parcel as recorded in book 644 on page 539 on file in the Lincoln County
Clerk's Office. Said easement being 50.00 feet wide, and being more particular described as follows:
Commencing at the 1/4 corner common to sections 22 and 23 of the resurvey of T.21N., R.116W, of the
stn P.M. Lincoln County, Wyoming; thence S 0 °13'58" E along the west boundary of said Section 23,
2654.87 feet to the south west corner of said Section 23; Thence N 18 °07'18" E, 919.34 feet a point. Said
point being a point on the west boundary of Tract 54 of the resurvey ofT.21N., R.116W., 6 P.M.,
Lincoln County, Wyoming, where is found a CCI cap on a 5/8" rebar; Thence N 0 °23'12" W, along the
west boundary of said Tract 54, 50.00 feet to the Point of Beginning of this description, where is found a
CCI cap on a 5/8" rebar;
Thence N 0 °23'12" W, 408.25 feet along the westerly boundary of Tract 44 to a point. Said point being
the SE corner of Lot 4 of Section 23, as described on the Plat of Rolling Hills 1 Addition, monumented
with a 1 %z" aluminum cap, PLS 580.
Thence N 0 °25'59" W, 715.30 feet along the westerly boundary of said Tract 54 to the southwest corner
of that particular parcel of land conveyed from The Pittsburg and Midway Mining Co. to Questar Gas
Company as recorded in book 578 PR on page 773 on file in the Lincoln County Clerk's office where is
found a 1 Y2 aluminum cap, LS 6263, Said parcel herein after referred to as the Questar Gas Metering
Parcel.
Thence S 86 °33'05" E, 50.19 feet to the southeast corner of said Questar Gas Metering Parcel, where is
found a 1 Y2 aluminum cap, LS 6263.
Thence N 0 °57'39" W, 75.02 feet to the northeast comer of said Questar Gas Metering Parcel, where is
found a 1 aluminum cap, LS 6263. Said point being a point on the south boundary of Del Rio Drive
to the City of Kemmerer;
Thence S 86 °27'38" E, 50.15 feet along the south boundary of Del Rio Drive to a point;
Thence S 0 °57'39" E, 125.09 feet to a point;
Thence N 86 °33'05" W, 50.68 feet to a point;
Thence S 0 °25'59" E, 661.80 feet to a point;
Thence S 0 °23'12" E, 408.26 feet to a point on the northerly boundary of said P &M Radio Tower Parcel;
Thence S 89 °37'17" W, 50.00 feet along the northerly boundary of said P &M Radio Tower Parcel to the
point of beginning of this description.
The area of the easement described here in contains 1.43 acres more or less.