HomeMy WebLinkAbout950589RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:
Bank of Jackson Hole
P.O. Box 7000
Jackson, WY 83002
RECITALS
RECEIVED 11/17/2009 at 12:44 PM
RECEIVING 950589
BOOK: 736 PAGE: 113
JEANNE WAGNER
LINCOLN COUNTY CLERK, KEMMERER, WY
00Q1,13
Space above this line for Recorder's Use
AGREEMENT NOT TO TRANSFER OR ENCUMBER REAL PROPERTY
This Agreement is made as of October 16, 2009, by Dream Venture II, LLC, a Wyoming
limited liability company (the "Owner" and the "Borrower in favor of Bank of Jackson Hole (the
"Bank
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 Dream Venture II, 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.
ae--d
Notary Public
My commission expires 6/('h
Owner: Dream Venture II, LLC a
Wyoming limited Ijability company
Remy L
Tim T nyson, Member
(All Signatures Must Be Acknowledged]
STATE OF
ss.
County of
On this 23 day of (_t-._) in the year 2009, before me, a Notary
Public in and for said State, personally appeared Remy Levy and Tim Tennyson, known or
identified to me to be the Members 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 li d liability company executed the same.
COUNTY OF
T E rod
NTONAION
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NOTARY PUSLIC
t``,.N.TE OF
WYOMING
SEI'"%:5�9�:iE'1? o, 2M S
EXHIBIT "A"
0 ‘.;i 115
Lots 5, 7, 9, 10, 11, 14, 15, 16, 17, 18, 19, 20, 21, 22, 23, 26, 27, 28, 29, 30, 31, 32, 35, 36, 37,
38, 39, 40, 41, 43, 44, 45, 46, 48, 49, 50, 51, 52, 54 and 55, Etna Village Estates Subdivision,
Phase One (1), Lincoln County, Wyoming