Preview
FILED: KINGS COUNTY CLERK 12/05/2022 12:10 PM INDEX NO. 522712/2020
NYSCEF DOC. NO. 83 RECEIVED NYSCEF: 12/05/2022
EXHIBIT “2”
FILED: KINGS COUNTY CLERK 12/05/2022 12:10 PM INDEX NO. 522712/2020
NYSCEF DOC. NO. 83 RECEIVED NYSCEF: 12/05/2022
NYC DEPARTMENT OF FINANCE
OFFICE OF THE CITY REGISTER
This page of
is part the instrument.
The City
Registerwillrelyon the informationprovided
by you on thispagefor purposesof indexing
thisinstrument.Theinformationon thispage
willcontrolforindexing purposesin the event
of with
any conflict the rest of
the document.
2020031300135002001E9260
RECORDING AND ENDORSEMENT COVER PAGE PAGE 1 OF 35
Document ID: 2020031300135002 Document Date: 03-04-2020 Preparation Date: 03-13-2020
Document Type: MORTGAGE
Document Page Count: 34
PRESENTER: RETURN TO:
DEKEL ABSTRACT LLC DEKEL ABSTRACT LLC
485 OAK GLEN ROAD 485 OAK GLEN ROAD
HOWELL, NJ 07731 HOWELL, NJ 07731
732-813-3560 732-813-3560
INFO@DEKELABSTRACT.COM INFO@DEKELABSTRACT.COM
PROPER1Y DATA
Borough Block Lot Unit Address
BROOKLYN 5108 30 Entire Lot 154 ERASMUS STREET
Property Type: DWELLING ONLY - 2 FAMILY
CROSS REFERENCE DATA
CRFN or DocumentID or Year Reel Page_ or FileNumber
PARTIES
MORTGAGOR/BORROWER: MORTGAGEE/LENDER:
154 ERASMUS STREET LLC BROADVIEW CAPITAL LLC
1500 W. BLANCKE STREET 309 RUTLEDGE STREET #3C
LINDEN, NJ 07036 BROOKLYN, NY 11211
FEES AP D TAXES
Mortgage : Filing Fee:
Mortgage Amount: $ 825,000.00 $ 0.00
Taxable Mortgage Amount: $ 825,000.00 NYC Real Property Transfer Tax:
Exemption: $ 0.00
TAXES: County (Basic): $ 4,125.00 NYS Real Estate Transfer Tax:
City (Additional): $ 9,281.25 $ 0.00
Spec (Additional): $ 0.00 RECORDED OR FILED IN THE OFFICE
TASF: $ 2,062.50 F THE CITY REGISTER OF THE
MTA: $ 2,445.00
CITY OF NEW YORK
NYCTA: $ 0.00
Recorded/Filed 03-13-2020 11:18
Additional MRT: $ 0.00
CityRegisterFileNo.(CRFN):
TOTAL: $ 17.913.75 2020000094911
Recording Fee: $ 207.00
Affidavit Fee: $ 0.00
City Register Official Signature
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NYSCEF DOC. NO. 83 RECEIVED NYSCEF: 12/05/2022
154 ERASMUS STREET LLC, as Mortgagor
TO
BROADVIEW CAPITAL LLC, as Mortgagee
MORTGAGE, ASSIGNMENT OF RENTS,
SECURITY AGREEMENT AND FIXTURE FILING
Dated: March 4, 2020
Premises: 154 Erasmus Street, Brooklyn, NY 11226
Block: 5108
Lot: 30
County: Kings
RECORD AND RETURN TO:
BROADVIEW CAPITAL LLC
309 Rutledge Street,3C
Brooklyn, NY 11211
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THIS MORTGAGE, ASSIGNMENT OF RENTS, SECURITY
AGREEMENT AND FIXTURE FILING (hereinafter referred to as this "Mortgage")
made as of March 4, 2020, between 154 ERASMUS STREET LLC a Limited Liability
Company, having an address 1500 W Blancke Street,Linden, NJ 07036 (the
"Mortgagor") and BROADVIEW CAPITAL LLC, ("Mortgagee"), a limited liability
company, itssuccessors and/or assigns, as their interestsmay appear, having offices at
309 Rutledge Street,3C, Brooklyn, NY 11211.
RECITAL
"A"
Mortgagor is the owner of the premises described in Schedule hereto and
known as 154 Erasmus Street, Brooklyn, NY 11226. In order to finance the acquisition
thereof, Mortgagor has borrowed the original principal sum of Eight Hundred Twenty
Five Thousand and 00/100 ($825,000.00) Dollars (said principal sum, interest and all
other sums which may or shall become due under the Note, thisMortgage or the other
loan documents, being hereinafter, collectively, the "Mortgage Amount") from
Mortgagee (the "Loan") and has executed and delivered to Mortgagee its Promissory
Note, dated the date hereof, obligating Mortgagor to pay the Mortgage Amount. Said
Promissory Note, together with any modifications or amendments thereof, is hereinafter
respectively referred to as the "Note".
CERTAIN DEFINITIONS
Mortgagor and Mortgagee agree that, unless the context otherwise
specifiesor requires, the following terms shallhave the meanings herein specified, such
definitionsto be applicable equally to the singular and the plural forms of such terms.
"Chattels"
means allfixtures, fittings,appliances, apparatus, equipment,
machinery and articles of personal property and replacements thereof, other than those
owned by lessees, now or atany time hereafter affixed to, attached to, placed upon, or
used inany way in connection with the complete and comfortable use, enjoyment,
occupancy or operation of the Improvements on the Premises.
Person"
"Embargoed shallmean any person, entity or government subject
to trade restrictions under U.S. law, including, but not limited to,The USA Patriot Act
(including the antiterrorism provisions thereof),the International Emergency Economic
Powers Act, 50 U.S.C. §§ 1701, et seq.,The Trading with the Enemy Act, 50 U.S.C. App.
1 etseq., and any Executive Orders orregulations promulgated thereunder including those
related to Specially Designated Nationals and Specially Designated Global Terrorists,with
the result that the investment in Mortgagor or Guarantor, as applicable (whether directly
or indirectly),isprohibited by law or the Loan made by the Mortgagee isin violation of
law.
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DEKEL ABSTRACT LLC
As Agent for
OLD REPUBLIC NATIONAL TITLE INSURANCE COMPANY
SCHEDULE A Description
TitleNumber: DKA-1443
ALL that certain lot,piece or parcel of land, with the buildings and improvements thereon erected, situate,
lying and being in the Borough ofBrooklyn, inthe County ofKings, State of NY:
Known and designated as Lot inBlock as set forth on a certain map entitled, "Map of Land mrs. A.L.
Zebrikie"
situated inthe Borough of Brooklyn, County of Kings, State of NY, which map was filedon
06/1867 inthe Kings County Clerk's Office as Map No. .
BEGINNING at a point in the southerly side ofErasmus Street, distant 247 feet 5 inches westerly from
land of protestant Reformed Church of Flatbush as laid down on said map;
THENCE southerly 134 feet to Section No. 33 on said map;
THENCE westerly along the northerly side of said Section No. 33, 25 feet to Section No. 21 on saidmap;
THENCE northerly along the easterly side of Section No. 21, 134 feet to the southerly side of Erasmus
Street aforesaid;
THENCE easterly along the said southerly side of Erasmus Street, 25 feet to the ppoint or place of
BEGINNING
FOR INFORMATION PURPOSES ONLY: BEING Tax Lot(s)30 ,Tax Block 5108 on the Official Tax Map of
Borough of Brooklyn, County of Kings, State of New York.
For Information Only:
Said Premise being known as 154 Erasmus Street, Brooklyn NY.
Block: 5108, Lot: 30
.
.
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Default"
"Events of means the events and circumstances described as such
in Section 2.01 hereof.
"Guarantor"
shall mean Mendel Deutsch.
"Improvements"
means all structures or buildings, and replacements
thereof, to be erected or now or hereafter located upon the Premises by Mortgagor,
including allplant equipment, apparatus, machinery and fixturesof every kind and nature
whatsoever forming part of saidstructures orbuildings.
"Lease"
shall mean any lease, occupancy agreement, sublease, license,
lettingor arrangement or agreement granting any person or entity theright to occupy or
use the Mortgaged Property or any portion thereof or otherwise effecting the use,
enjoyment or occupancy thereof.
"OFAC"
shall mean the Office of Foreign Asset Control of the
Department of the Treasury of the United States of America.
"Premises" "A"
means the premises described in Schedule hereto including
allof the easements, rights,privileges and appurtenances (including airrights) thereunto
belonging or in anywise appertaining, and allof the estate,right, title,
interest,claim or
demand whatsoever of Mortgagor therein and in the streetsand ways adjacent thereto,
either in law or in equity, in possession or expectancy, now or hereafter acquired and
known as 154 Erasmus Street, Brooklyn, NY 11226, (Block: 5108 Lot: 30, County of
Kings).
"Rents"
shall mean allrents, issues and profits (including alloil and gas
or other mineral royalties and bonuses) from the Mortgaged Property.
"UCC"
shall mean Uniform Commercial Code, as adopted and enacted
by the State of New York.
All terms of thisMortgage, which are not defined above, shallhave the meaning set forth
elsewhere inthis Mortgage.
GRANTING CLAUSE
NOW, THEREFORE, Mortgagor, in consideration of the premises and in order to
secure the payment of both the principal of, and the interest and any other sums payable
on, the Note or this Mortgage and the performance and observance of allthe provisions
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hereof and of the Note and, including, without limitation, the payment of any sums
advanced by Mortgagee to complete the Improvements to the extent the aggregate of
such sums and any other sums expended pursuant hereto exceed the sum ofthe Mortgage
Amount, hereby gives, grants, bargains, sells,warrants, alienates, demises, releases,
conveys, assigns, transfers, mortgages, hypothecates, deposits, pledges, sets over and
confirms unto Mortgagee, allof itsestate,right, title
and interestin,to and under any and
allof the following described property (the "Mortgaged Property") whether now owned
or held or hereafter acquired:
(i) The Premises;
(ii) The Improvements;
(iii) The Chattels;
(iv) All proceeds of the conversion, voluntary or involuntary,
of any of the foregoing into cash or liquidated claims, including, without limitation,
proceeds of insurance and condemnation awards and any unearned premiums accrued,
accruing or to accrue under any and all insurance policies now or hereafter obtained by
Mortgagor, and allrightsof Mortgagor to refunds of real estate taxes and assessments
(v) All agreements, contracts, certificates, instruments,
franchises, permits, licenses, plans, specifications and other documents, now or hereafter
entered into, and all rights therein and thereto, respecting or pertaining to the use,
occupation, construction, management or operation of the Premises and any part thereof
and any Improvements or any business or activityconducted on the Premises and any part
thereof and all right,titleand interest of Mortgagor therein and thereunder, including,
without limitation,the right,upon the happening of any default hereunder, to receive and
collect any sums payable to Mortgagor thereunder, subject in allevents to the rightsof
other parties under and pursuant to such agreements, contracts, certificates,instruments,
franchises, permits, licenses,plans, specifications and other documents;
(vi) All reserves, escrows and deposit accounts maintained by
Mortgagor with respect to the Premises and Improvements, including, without
limitation,allaccounts established or maintained pursuant to the Mortgage or other loan
documents; together with all deposits or wire transfers made to such accounts and all
cash, checks, drafts, certificates, securities, investment property, financial assets,
instruments and other property held therein from time to time and allproceeds, products,
distributions or dividends or substitutions thereon and thereof; and
(vii) All Leases of the Premises or any part thereof now or
hereafter entered intoand allright,titleand interest of Mortgagor thereunder, including,
without limitation,Rents, cash or securities deposited thereunder to secure performance
by the lessees of their obligations thereunder, whether such cash or securities are to be
held untilthe expiration of the terms of such leases or subleases or applied to one or more
of the installments of rent coming due immediately prior to the expiration of such terms,
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including, the right upon the happening of an Event of Default, to receive and collectthe
rents thereunder, allin accordance with an Assignment of Rents and Leases of even date
herewith from Mortgagor to Mortgagee.
TO HAVE AND TO HOLD unto Mortgagee, itssuccessors and assigns forever.
ARTICLE I
PARTICULAR COVENANTS, WARRANTIES AND REPRESENTATIONS OF
MORTGAGOR
Mortgagor covenants, warrants, represents and agrees as follows:
SECTION L01. Mortgagor warrants that any and allinformation
provided in the mortgage application, credit statement, financing statement and in all
other information presented to Mortgagee istrue, accurate and complete, inallrespects,
and does not omit any material facts, and no material change of the condition of the
Mortgaged Property or the financialcondition of Mortgagor and Guarantor orany other
item therein considered by Mortgagee for the purposes of making this Loan known to
Mortgagor have occurred since the date of such application; and no insolvency or
bankruptcy proceedings are pending against either Mortgagor or Guarantor.
SECTION 1.02. Mortgagor warrants that itis theactual record and
beneficial owner and holder of marketable title to an indefeasible fee estate in the
"A"
Premises described in Schedule hereto, subject to no lien,charge or encumbrance
except such as are listed as exceptions to titlein the title
policy insuring the lienof this
Mortgage; that itwill own the Chattels free and clear of any liens and claims; and that
this Mortgage is and will remain a valid and enforceable first lienon the Mortgaged
Property subject only to the exceptions referred to above. Mortgagor has fullpower and
lawful authority to mortgage the Mortgaged Property in the manner and form herein
done or intended hereafter to be done. Mortgagor will preserve such title,and will
forever warrant and defend the same to Mortgagee and willforever warrant and defend
the validityand priorityof the lienhereof against the claims of all persons and parties
whomsoever, subject to the foregoing. The Premises shallbe utilized solelyfor business
and commercial purposes. The proceeds of the Loan and Note willbe utilized solely in
connection with the premises and not forany other purpose. Neither Mortgagor nor any
of itsprincipals,affiliates,
relatives, agents or employees shallreside at the premises.
SECTION. 1.03 The Note, the Mortgage, and any other loan
documents are the legal,valid and binding obligations of Mortgagor, and are not subject
to any right of rescission, set-off, counterclaim or defense, including the defense of
usury, nor would the operation of any of the terms of the Note, the Mortgage, and the
other loan documents, or the exercise of any right thereunder, render the Mortgage
unenforceable, in whole or in part, or subject to any right of rescission, set-off,
counterclaim or defense, including the defense of usury.
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SECTION 1.04. All certifications, pennits, licenses and approvals
required for the legaluse, occupancy and operation of the Mortgaged Property as a Two
Family Dwelling including, without limitation, any applicable license, certificate of
completion and occupancy permit, have been obtained and are in fullforce and effect.
The Mortgaged Property isfree of material damage and is ingood repair, and there isno
proceeding pending or threatened for the totalor partial condemnation of, or affecting,
the Mortgaged Property.
SECTION 1.05. All of the Improvements lie wholly within the
boundaries and building restriction lines of the Mortgaged Property, no improvements
on adjoining properties encroach upon the Mortgaged Property, and no easements or
other encumbrances upon the Premises encroach upon any of the Improvements, so as
to affectthe value ormarketability of theMortgaged Property. The Mortgaged Property
is contiguous to and has access to a physically and legally open all-weather public
street,has all necessary permits and approvals for ingress and egress, is adequately
serviced by public water, sewer systems and utilitiesand ison one or more separate tax
parcels, all of which are separate and apart from any other property owned by
Mortgagor or any other Person. The Mortgaged Property has allnecessary access by
public roads or easements, which in each case are not terminable and are not
subordinate to any mortgage other than the Mortgage. All of the Improvements comply
with all requirements of applicable building codes, zoning and subdivision laws and
ordinances.
SECTION 1.06. The Mortgaged Property isnot subject toany
leases, licenses or other use oroccupancy agreements other than the Leases described in
the rentroll delivered to Mortgagee in connection with thisAgreement. No Person has
any possessory interest inthe Mortgaged Property or rightto occupy any portion thereof
except under and pursuant to the provisions of the Leases ortransient hotel guests in the
ordinary course of Mortgagor's business.
SECTION 1.07. The survey of the Mortgaged Property delivered to
Mortgagee in connection with this Agreement has been performed by a duly licensed
surveyor or registered professional engineer in the jurisdiction in which the Mortgaged
Property is situated, and does not fail to reflect any material matter affecting the
Mortgaged Property or the title
thereto.
SECTION 1.08. The Mortgaged Property is not subject to any
leases, licenses or other use or occupancy agreements other than the Leases described in
the rent rolldelivered to Mortgagee in connection with thisAgreement. No Person has
any possessory interestin the Mortgaged Property or right tooccupy any portion thereof
except under and pursuant to the provisions of the Leases or transienthotel guests in the
ordinary course of Mortgagor's business.
SECTION 1.09. The delivery of this mortgage has been duly
authorized by all necessary action of Mortgagor. Mortgagor will,at itssole cost and
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expense, and without any expense to Mortgagee, do, execute, acknowledge and deliver
alland every such further acts, deeds, conveyances, mortgages, assignments, notices of
assignment, Uniform Commercial Code fmancing statements or continuation statements,
transfers and assurances as Mortgagee shall from time to time require, for the better
assuring, conveying, assigning, transferringand confirming unto Mortgagee the property
and rights hereby conveyed, mortgaged, given, granted, bargained, sold, alienated,
pledged, assigned, or hypothecated or intended now or hereafter so to be, or which
Mortgagor may be or may hereafter become bound to convey, mortgage or assign to
Mortgagee, or for carrying out the intention or the
facilitating performance of the terms
of thisMortgage, or for filing,
registering or recording thisMortgage and, immediately
on demand therefor, will execute and deliver, and hereby authorizes Mortgagee to
execute and filein Mortgagor's name, to the extent itmay lawfully do so,one or more
financing statements, chattel mortgages or comparable security instruments, and
renewals thereof, to evidence more effectively the lien hereof upon the Chattels.
Mortgagor grants to Mortgagee an irrevocable power of attorney coupled with an
interest for the purpose of exercising and perfecting any and allrights and remedies
available to Mortgagee at law and in equity, including without limitation such rights
and remedies available to Mortgagee pursuant to thisSection.
SECTION 1.10. Mortgagor forthwith upon the execution and
delivery of this Mortgage, and thereafter from time to time, will cause thisMortgage,
and any security instrument creating a lienorevidencing the lienhereof upon the Chattels
and each instrument of further assurance to be filed,registered or recorded in such
manner and insuch places as may be required by any present or future law in order to
publish notice of and fully protect the lienhereof upon, and the interestof Mortgagee in,
the Mortgaged Property.
SECTION 1.11. Mortgagor will pay all filing, registration or
recording fees, and allexpenses incident to the execution and acknowledgment of this
Mortgage, any mortgage supplemental hereto, any security instrument with respect to
the Chattels, and any instrument of further assurance, and allfederal, state, county and
municipal stamp taxes and other taxes, duties, imposts, assessments and charges arising
out of or in connection with the execution and delivery of the Note, this Mortgage, any
mortgage supplemental hereto, any security instrument with respect to the Chattels or
any instrument of further assurance.
SECTION 1.12. Mortgagor willpunctually pay the principal and
interestand all other sums to become due in respect of the Note at the time and place
and in the manner specified in theNote, according to the trueintent and meaning thereof,
and without offset, counterclaim or defense thereto, allin any coin or currency of the
United States of America which at thetime of such payment shall be legaltender for the
payment of public and private debts.
SECTION 1.13. Neither the acceptance hereof, the consummation
of the transaction contemplated hereby nor compliance with the terms and provisions
hereof or of any loan documents will conflict with or resultin the breach of any ofthe
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terms, conditions or provisions of Mortgagor's limited liability company agreement
and/or shareholder agreement as applicable,of any law, regulation, order, writ,injunction
or decree ofany court or governmental authority having jurisdiction over the Project or
any agreement or instrument to which Mortgagor is a partyor by which any of them are
bound, nor shall any of the foregoing resultin the creation or imposition of any lien,
charge or encumbrance of any nature whatsoever upon any of Mortgagor's property
pursuant to the terms of any such agreement or instrument. Mortgagor, will,so long as
itis owner of allor part of the Mortgaged Property, do all things necessary to preserve
and keep in fullforce and effect itsexistence, franchises, rights and privileges as a
business or stock corporation, partnership, trust or other entity, as the case may be,
under the laws of the state of itsformation and will comply with allregulations, rules,
statutes,orders and decrees ofany governmental authority or court applicable to itor to
the Mortgaged Property or any part thereof.
SECTION 1.14.
(a) Mortgagor shall, from time to time when the same shallbecome due
and payable, pay and discharge all taxes of every kind and nature (including but not
limited to real and personal property taxes and income, franchise, withholding, profits
and gross receipts taxes), allgeneral and special assessments, levies,permits, inspection
and license fees, allwater and sewer rents and charges, and allother public charges
whether of a like or different nature, imposed upon or assessed against itor the
Mortgaged Property or any part thereof or upon the revenues, rents,issues, income and
profits of the Mortgaged Property or arising in respect of the occupancy, use or
possession thereof. Mortgagor will, immediately after due date of any installment of any
imposition, deliver, to Mortgagee, receipts evidencing the payment of all such taxes,
assessments, levies, fees, rents and other public charges imposed upon or assessed
against itor the Mortgaged Property or the revenues, rents, issues,income or profits
thereof.
(b) Mortgagor shall deposit with Mortgagee, such amounts as
Mortgagee shall, in Mortgagee's sole determine
discretion, to be necessary to establish a
reserve for payment of the items listed in(a) above and Mortgagee may, at itsoption,
require the deposit by Mortgagor, at the time of each payment of any installment of
interestor principal under the Note, of an additional amount sufficient todischarge such
obligations as and when they become due. The determination ofthe amounts sopayable
and ofthe fractional part thereof to be deposited with Mortgagee, so that the aggregate
of such deposits shall be sufficientfor this purpose, shall be made by Mortgagee in its
sole discretion. Such amounts shallbe held by Mortgagor in a non-interest bearing
account(s) with Mortgagee and applied to the payment of the obligations in respect of
which such amounts were deposited or, at Mortgagee's option, to the payment of said
obligation in such order or priority as Mortgagee shall determine, on or before the
respective dates on which the same or any of them would become delinquent. If one (1)
month prior to the due date of any of the aforementioned obligations the amounts then
on deposit therefor shall be insufficientfor the payment of such obligation in full,
Mortgagor within ten (10) days after demand shalldeposit the amount of the deficiency
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with Mortgagee. Nothing herein contained shallbe deemed to affectany rightor remedy
of Mortgagee under any provisions of thisMortgage or of any statuteor rule of law to
pay any such amount and to add the amount so paid, together with interest, to the
indebtedness hereby secured.
(c) Mortgagor will pay, from time to time when the same shall
become due, alllawful claims and demands of mechanics, materialmen, laborers, and
others which, ifunpaid, might result in,or permit the creation of,a lienon theMortgaged
property or any part thereof, or on the revenues, rents, issues,income and profits arising
therefrom and in general willdo or cause to be done everything necessary so that the lien
hereof shall be fullypreserved, at the cost of Mortgagor and without expense to
Mortgagee.
(d) Nothing in this Section 1.14 shall require the payment or
discharge of any obligation imposed upon Mortgagor by this Section so long as
Mortgagor shall ingood faithand at its own expense contest the same or the validity
thereof by appropriate legal proceedings which shall operate to prevent the collection
thereof or other realization thereof to satisfythe same, provided that during such contest
Mortgagor shall,at the option of Mortgagee, provide security satisfactory to Mortgagee,
assuring the discharge of Mortgagor's obligation hereunder and of any additional charge,
penalty or expense arising from or incurred as a resultof such contest; and provided
further, thatifat any time payment of any obligation imposed upon Mortgagor by clause
(a) above shallbecome necessary to prevent the delivery of a tax deed or other similar
instrument the Mortgaged or portion thereof because of non-
conveying Property any
payment, then Mortgagor shallpay the same insufficienttime to prevent the delivery of
such tax deed or other similar instrument.
SECTION 1.15. Mortgagor willpay alltaxes, assessments and the
like,except income taxes and franchise taxes, imposed on Mortgagee by reason of its
ownership of the Note and thisMortgage.
SECTION 1.16. (a) Mortgagor, at its sole cost and expense,
shallkeep theMortgaged Property insured against loss by fire,casualty and such other
hazards as may be specified by Mortgagee forthe benefit of Mortgagee. Such insurance
shall be written in fonns, amounts, and by companies satisfactory to Mortgagee, and
losses thereunder shall be payable to Mortgagee pursuant to a standard firstmortgage
endorsement substantiallyequivalent to the New York standard mortgage endorsement.
The policy or policies of such insurance shallbe delivered to Mortgagee. Mortgagor
shall give Mortgagee prompt notice of any loss covered by such insurance and
Mortgagee shallhave the right but not the obligation to join Mortgagor in adjustingany
loss. Any monies received as payment for any loss under any such insurance shall be
paid over to Mortgagee to be applied, at Mortgagee's option, either to the prepayment
of the Note without premium, or to the reimbursement of Mortgagor
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FILED: KINGS COUNTY CLERK 12/05/2022 12:10 PM INDEX NO. 522712/2020 NYSCEF DOC. NO. 83 RECEIVED NYSCEF: 12/05/2022 EXHIBIT “2” FILED: KINGS COUNTY CLERK 12/05/2022 12:10 PM INDEX NO. 522712/2020 NYSCEF DOC. NO. 83 RECEIVED NYSCEF: 12/05/2022 NYC DEPARTMENT OF FINANCE OFFICE OF THE CITY REGISTER This page of is part the instrument. The City Registerwillrelyon the informationprovided by you on thispagefor purposesof indexing thisinstrument.Theinformationon thispage willcontrolforindexing purposesin the event of with any conflict the rest of the document. 2020031300135002001E9260 RECORDING AND ENDORSEMENT COVER PAGE PAGE 1 OF 35 Document ID: 2020031300135002 Document Date: 03-04-2020 Preparation Date: 03-13-2020 Document Type: MORTGAGE Document Page Count: 34 PRESENTER: RETURN TO: DEKEL ABSTRACT LLC DEKEL ABSTRACT LLC 485 OAK GLEN ROAD 485 OAK GLEN ROAD HOWELL, NJ 07731 HOWELL, NJ 07731 732-813-3560 732-813-3560 INFO@DEKELABSTRACT.COM INFO@DEKELABSTRACT.COM PROPER1Y DATA Borough Block Lot Unit Address BROOKLYN 5108 30 Entire Lot 154 ERASMUS STREET Property Type: DWELLING ONLY - 2 FAMILY CROSS REFERENCE DATA CRFN or DocumentID or Year Reel Page_ or FileNumber PARTIES MORTGAGOR/BORROWER: MORTGAGEE/LENDER: 154 ERASMUS STREET LLC BROADVIEW CAPITAL LLC 1500 W. BLANCKE STREET 309 RUTLEDGE STREET #3C LINDEN, NJ 07036 BROOKLYN, NY 11211 FEES AP D TAXES Mortgage : Filing Fee: Mortgage Amount: $ 825,000.00 $ 0.00 Taxable Mortgage Amount: $ 825,000.00 NYC Real Property Transfer Tax: Exemption: $ 0.00 TAXES: County (Basic): $ 4,125.00 NYS Real Estate Transfer Tax: City (Additional): $ 9,281.25 $ 0.00 Spec (Additional): $ 0.00 RECORDED OR FILED IN THE OFFICE TASF: $ 2,062.50 F THE CITY REGISTER OF THE MTA: $ 2,445.00 CITY OF NEW YORK NYCTA: $ 0.00 Recorded/Filed 03-13-2020 11:18 Additional MRT: $ 0.00 CityRegisterFileNo.(CRFN): TOTAL: $ 17.913.75 2020000094911 Recording Fee: $ 207.00 Affidavit Fee: $ 0.00 City Register Official Signature https://a836-acris.nyc.gov/DS/DocumentSearch/DocumentlmageView?doc_id=2020031300135002 1/35 FILED: KINGS COUNTY CLERK 12/05/2022 12:10 PM INDEX NO. 522712/2020 NYSCEF DOC. NO. 83 RECEIVED NYSCEF: 12/05/2022 154 ERASMUS STREET LLC, as Mortgagor TO BROADVIEW CAPITAL LLC, as Mortgagee MORTGAGE, ASSIGNMENT OF RENTS, SECURITY AGREEMENT AND FIXTURE FILING Dated: March 4, 2020 Premises: 154 Erasmus Street, Brooklyn, NY 11226 Block: 5108 Lot: 30 County: Kings RECORD AND RETURN TO: BROADVIEW CAPITAL LLC 309 Rutledge Street,3C Brooklyn, NY 11211 https://a836-acris.nyc.gov/DS/DocumentSearch/DocumentimageView?doc_id=2020031300135002 2/35 FILED: KINGS COUNTY CLERK 12/05/2022 12:10 PM INDEX NO. 522712/2020 NYSCEF DOC. NO. 83 RECEIVED NYSCEF: 12/05/2022 THIS MORTGAGE, ASSIGNMENT OF RENTS, SECURITY AGREEMENT AND FIXTURE FILING (hereinafter referred to as this "Mortgage") made as of March 4, 2020, between 154 ERASMUS STREET LLC a Limited Liability Company, having an address 1500 W Blancke Street,Linden, NJ 07036 (the "Mortgagor") and BROADVIEW CAPITAL LLC, ("Mortgagee"), a limited liability company, itssuccessors and/or assigns, as their interestsmay appear, having offices at 309 Rutledge Street,3C, Brooklyn, NY 11211. RECITAL "A" Mortgagor is the owner of the premises described in Schedule hereto and known as 154 Erasmus Street, Brooklyn, NY 11226. In order to finance the acquisition thereof, Mortgagor has borrowed the original principal sum of Eight Hundred Twenty Five Thousand and 00/100 ($825,000.00) Dollars (said principal sum, interest and all other sums which may or shall become due under the Note, thisMortgage or the other loan documents, being hereinafter, collectively, the "Mortgage Amount") from Mortgagee (the "Loan") and has executed and delivered to Mortgagee its Promissory Note, dated the date hereof, obligating Mortgagor to pay the Mortgage Amount. Said Promissory Note, together with any modifications or amendments thereof, is hereinafter respectively referred to as the "Note". CERTAIN DEFINITIONS Mortgagor and Mortgagee agree that, unless the context otherwise specifiesor requires, the following terms shallhave the meanings herein specified, such definitionsto be applicable equally to the singular and the plural forms of such terms. "Chattels" means allfixtures, fittings,appliances, apparatus, equipment, machinery and articles of personal property and replacements thereof, other than those owned by lessees, now or atany time hereafter affixed to, attached to, placed upon, or used inany way in connection with the complete and comfortable use, enjoyment, occupancy or operation of the Improvements on the Premises. Person" "Embargoed shallmean any person, entity or government subject to trade restrictions under U.S. law, including, but not limited to,The USA Patriot Act (including the antiterrorism provisions thereof),the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701, et seq.,The Trading with the Enemy Act, 50 U.S.C. App. 1 etseq., and any Executive Orders orregulations promulgated thereunder including those related to Specially Designated Nationals and Specially Designated Global Terrorists,with the result that the investment in Mortgagor or Guarantor, as applicable (whether directly or indirectly),isprohibited by law or the Loan made by the Mortgagee isin violation of law. https://a836-acris.nyc.gov/DS/DocumentSearch/DocumentlmageView?doc_id=2020031300135002 3/35 FILED: KINGS COUNTY CLERK 12/05/2022 12:10 PM INDEX NO. 522712/2020 NYSCEF DOC. NO. 83 RECEIVED NYSCEF: 12/05/2022 DEKEL ABSTRACT LLC As Agent for OLD REPUBLIC NATIONAL TITLE INSURANCE COMPANY SCHEDULE A Description TitleNumber: DKA-1443 ALL that certain lot,piece or parcel of land, with the buildings and improvements thereon erected, situate, lying and being in the Borough ofBrooklyn, inthe County ofKings, State of NY: Known and designated as Lot inBlock as set forth on a certain map entitled, "Map of Land mrs. A.L. Zebrikie" situated inthe Borough of Brooklyn, County of Kings, State of NY, which map was filedon 06/1867 inthe Kings County Clerk's Office as Map No. . BEGINNING at a point in the southerly side ofErasmus Street, distant 247 feet 5 inches westerly from land of protestant Reformed Church of Flatbush as laid down on said map; THENCE southerly 134 feet to Section No. 33 on said map; THENCE westerly along the northerly side of said Section No. 33, 25 feet to Section No. 21 on saidmap; THENCE northerly along the easterly side of Section No. 21, 134 feet to the southerly side of Erasmus Street aforesaid; THENCE easterly along the said southerly side of Erasmus Street, 25 feet to the ppoint or place of BEGINNING FOR INFORMATION PURPOSES ONLY: BEING Tax Lot(s)30 ,Tax Block 5108 on the Official Tax Map of Borough of Brooklyn, County of Kings, State of New York. For Information Only: Said Premise being known as 154 Erasmus Street, Brooklyn NY. Block: 5108, Lot: 30 . . https://a836-acris.nyc.gov/DS/DocumentSearch/DocumentlmageView?doc_id=2020031300135002 4/35 FILED: KINGS COUNTY CLERK 12/05/2022 12:10 PM INDEX NO. 522712/2020 NYSCEF DOC. NO. 83 RECEIVED NYSCEF: 12/05/2022 Default" "Events of means the events and circumstances described as such in Section 2.01 hereof. "Guarantor" shall mean Mendel Deutsch. "Improvements" means all structures or buildings, and replacements thereof, to be erected or now or hereafter located upon the Premises by Mortgagor, including allplant equipment, apparatus, machinery and fixturesof every kind and nature whatsoever forming part of saidstructures orbuildings. "Lease" shall mean any lease, occupancy agreement, sublease, license, lettingor arrangement or agreement granting any person or entity theright to occupy or use the Mortgaged Property or any portion thereof or otherwise effecting the use, enjoyment or occupancy thereof. "OFAC" shall mean the Office of Foreign Asset Control of the Department of the Treasury of the United States of America. "Premises" "A" means the premises described in Schedule hereto including allof the easements, rights,privileges and appurtenances (including airrights) thereunto belonging or in anywise appertaining, and allof the estate,right, title, interest,claim or demand whatsoever of Mortgagor therein and in the streetsand ways adjacent thereto, either in law or in equity, in possession or expectancy, now or hereafter acquired and known as 154 Erasmus Street, Brooklyn, NY 11226, (Block: 5108 Lot: 30, County of Kings). "Rents" shall mean allrents, issues and profits (including alloil and gas or other mineral royalties and bonuses) from the Mortgaged Property. "UCC" shall mean Uniform Commercial Code, as adopted and enacted by the State of New York. All terms of thisMortgage, which are not defined above, shallhave the meaning set forth elsewhere inthis Mortgage. GRANTING CLAUSE NOW, THEREFORE, Mortgagor, in consideration of the premises and in order to secure the payment of both the principal of, and the interest and any other sums payable on, the Note or this Mortgage and the performance and observance of allthe provisions https://a836-acris.nyc.gov/DS/DocumentSearch/DocumentimageView?doc_id=2020031300135002 5/35 FILED: KINGS COUNTY CLERK 12/05/2022 12:10 PM INDEX NO. 522712/2020 NYSCEF DOC. NO. 83 RECEIVED NYSCEF: 12/05/2022 hereof and of the Note and, including, without limitation, the payment of any sums advanced by Mortgagee to complete the Improvements to the extent the aggregate of such sums and any other sums expended pursuant hereto exceed the sum ofthe Mortgage Amount, hereby gives, grants, bargains, sells,warrants, alienates, demises, releases, conveys, assigns, transfers, mortgages, hypothecates, deposits, pledges, sets over and confirms unto Mortgagee, allof itsestate,right, title and interestin,to and under any and allof the following described property (the "Mortgaged Property") whether now owned or held or hereafter acquired: (i) The Premises; (ii) The Improvements; (iii) The Chattels; (iv) All proceeds of the conversion, voluntary or involuntary, of any of the foregoing into cash or liquidated claims, including, without limitation, proceeds of insurance and condemnation awards and any unearned premiums accrued, accruing or to accrue under any and all insurance policies now or hereafter obtained by Mortgagor, and allrightsof Mortgagor to refunds of real estate taxes and assessments (v) All agreements, contracts, certificates, instruments, franchises, permits, licenses, plans, specifications and other documents, now or hereafter entered into, and all rights therein and thereto, respecting or pertaining to the use, occupation, construction, management or operation of the Premises and any part thereof and any Improvements or any business or activityconducted on the Premises and any part thereof and all right,titleand interest of Mortgagor therein and thereunder, including, without limitation,the right,upon the happening of any default hereunder, to receive and collect any sums payable to Mortgagor thereunder, subject in allevents to the rightsof other parties under and pursuant to such agreements, contracts, certificates,instruments, franchises, permits, licenses,plans, specifications and other documents; (vi) All reserves, escrows and deposit accounts maintained by Mortgagor with respect to the Premises and Improvements, including, without limitation,allaccounts established or maintained pursuant to the Mortgage or other loan documents; together with all deposits or wire transfers made to such accounts and all cash, checks, drafts, certificates, securities, investment property, financial assets, instruments and other property held therein from time to time and allproceeds, products, distributions or dividends or substitutions thereon and thereof; and (vii) All Leases of the Premises or any part thereof now or hereafter entered intoand allright,titleand interest of Mortgagor thereunder, including, without limitation,Rents, cash or securities deposited thereunder to secure performance by the lessees of their obligations thereunder, whether such cash or securities are to be held untilthe expiration of the terms of such leases or subleases or applied to one or more of the installments of rent coming due immediately prior to the expiration of such terms, https://a836-acris.nyc.gov/DS/DocumentSearch/DocumentimageView?doc_id=2020031300135002 6/35 FILED: KINGS COUNTY CLERK 12/05/2022 12:10 PM INDEX NO. 522712/2020 NYSCEF DOC. NO. 83 RECEIVED NYSCEF: 12/05/2022 including, the right upon the happening of an Event of Default, to receive and collectthe rents thereunder, allin accordance with an Assignment of Rents and Leases of even date herewith from Mortgagor to Mortgagee. TO HAVE AND TO HOLD unto Mortgagee, itssuccessors and assigns forever. ARTICLE I PARTICULAR COVENANTS, WARRANTIES AND REPRESENTATIONS OF MORTGAGOR Mortgagor covenants, warrants, represents and agrees as follows: SECTION L01. Mortgagor warrants that any and allinformation provided in the mortgage application, credit statement, financing statement and in all other information presented to Mortgagee istrue, accurate and complete, inallrespects, and does not omit any material facts, and no material change of the condition of the Mortgaged Property or the financialcondition of Mortgagor and Guarantor orany other item therein considered by Mortgagee for the purposes of making this Loan known to Mortgagor have occurred since the date of such application; and no insolvency or bankruptcy proceedings are pending against either Mortgagor or Guarantor. SECTION 1.02. Mortgagor warrants that itis theactual record and beneficial owner and holder of marketable title to an indefeasible fee estate in the "A" Premises described in Schedule hereto, subject to no lien,charge or encumbrance except such as are listed as exceptions to titlein the title policy insuring the lienof this Mortgage; that itwill own the Chattels free and clear of any liens and claims; and that this Mortgage is and will remain a valid and enforceable first lienon the Mortgaged Property subject only to the exceptions referred to above. Mortgagor has fullpower and lawful authority to mortgage the Mortgaged Property in the manner and form herein done or intended hereafter to be done. Mortgagor will preserve such title,and will forever warrant and defend the same to Mortgagee and willforever warrant and defend the validityand priorityof the lienhereof against the claims of all persons and parties whomsoever, subject to the foregoing. The Premises shallbe utilized solelyfor business and commercial purposes. The proceeds of the Loan and Note willbe utilized solely in connection with the premises and not forany other purpose. Neither Mortgagor nor any of itsprincipals,affiliates, relatives, agents or employees shallreside at the premises. SECTION. 1.03 The Note, the Mortgage, and any other loan documents are the legal,valid and binding obligations of Mortgagor, and are not subject to any right of rescission, set-off, counterclaim or defense, including the defense of usury, nor would the operation of any of the terms of the Note, the Mortgage, and the other loan documents, or the exercise of any right thereunder, render the Mortgage unenforceable, in whole or in part, or subject to any right of rescission, set-off, counterclaim or defense, including the defense of usury. https://a836-acris.nyc.gov/DS/DocumentSearch/DocumentlmageView?doc_id=2020031300135002 7/35 FILED: KINGS COUNTY CLERK 12/05/2022 12:10 PM INDEX NO. 522712/2020 NYSCEF DOC. NO. 83 RECEIVED NYSCEF: 12/05/2022 SECTION 1.04. All certifications, pennits, licenses and approvals required for the legaluse, occupancy and operation of the Mortgaged Property as a Two Family Dwelling including, without limitation, any applicable license, certificate of completion and occupancy permit, have been obtained and are in fullforce and effect. The Mortgaged Property isfree of material damage and is ingood repair, and there isno proceeding pending or threatened for the totalor partial condemnation of, or affecting, the Mortgaged Property. SECTION 1.05. All of the Improvements lie wholly within the boundaries and building restriction lines of the Mortgaged Property, no improvements on adjoining properties encroach upon the Mortgaged Property, and no easements or other encumbrances upon the Premises encroach upon any of the Improvements, so as to affectthe value ormarketability of theMortgaged Property. The Mortgaged Property is contiguous to and has access to a physically and legally open all-weather public street,has all necessary permits and approvals for ingress and egress, is adequately serviced by public water, sewer systems and utilitiesand ison one or more separate tax parcels, all of which are separate and apart from any other property owned by Mortgagor or any other Person. The Mortgaged Property has allnecessary access by public roads or easements, which in each case are not terminable and are not subordinate to any mortgage other than the Mortgage. All of the Improvements comply with all requirements of applicable building codes, zoning and subdivision laws and ordinances. SECTION 1.06. The Mortgaged Property isnot subject toany leases, licenses or other use oroccupancy agreements other than the Leases described in the rentroll delivered to Mortgagee in connection with thisAgreement. No Person has any possessory interest inthe Mortgaged Property or rightto occupy any portion thereof except under and pursuant to the provisions of the Leases ortransient hotel guests in the ordinary course of Mortgagor's business. SECTION 1.07. The survey of the Mortgaged Property delivered to Mortgagee in connection with this Agreement has been performed by a duly licensed surveyor or registered professional engineer in the jurisdiction in which the Mortgaged Property is situated, and does not fail to reflect any material matter affecting the Mortgaged Property or the title thereto. SECTION 1.08. The Mortgaged Property is not subject to any leases, licenses or other use or occupancy agreements other than the Leases described in the rent rolldelivered to Mortgagee in connection with thisAgreement. No Person has any possessory interestin the Mortgaged Property or right tooccupy any portion thereof except under and pursuant to the provisions of the Leases or transienthotel guests in the ordinary course of Mortgagor's business. SECTION 1.09. The delivery of this mortgage has been duly authorized by all necessary action of Mortgagor. Mortgagor will,at itssole cost and https://a836-acris.nyc.gov/DS/DocumentSearch/DocumentlmageView?doc_id=2020031300135002 8/35 FILED: KINGS COUNTY CLERK 12/05/2022 12:10 PM INDEX NO. 522712/2020 NYSCEF DOC. NO. 83 RECEIVED NYSCEF: 12/05/2022 expense, and without any expense to Mortgagee, do, execute, acknowledge and deliver alland every such further acts, deeds, conveyances, mortgages, assignments, notices of assignment, Uniform Commercial Code fmancing statements or continuation statements, transfers and assurances as Mortgagee shall from time to time require, for the better assuring, conveying, assigning, transferringand confirming unto Mortgagee the property and rights hereby conveyed, mortgaged, given, granted, bargained, sold, alienated, pledged, assigned, or hypothecated or intended now or hereafter so to be, or which Mortgagor may be or may hereafter become bound to convey, mortgage or assign to Mortgagee, or for carrying out the intention or the facilitating performance of the terms of thisMortgage, or for filing, registering or recording thisMortgage and, immediately on demand therefor, will execute and deliver, and hereby authorizes Mortgagee to execute and filein Mortgagor's name, to the extent itmay lawfully do so,one or more financing statements, chattel mortgages or comparable security instruments, and renewals thereof, to evidence more effectively the lien hereof upon the Chattels. Mortgagor grants to Mortgagee an irrevocable power of attorney coupled with an interest for the purpose of exercising and perfecting any and allrights and remedies available to Mortgagee at law and in equity, including without limitation such rights and remedies available to Mortgagee pursuant to thisSection. SECTION 1.10. Mortgagor forthwith upon the execution and delivery of this Mortgage, and thereafter from time to time, will cause thisMortgage, and any security instrument creating a lienorevidencing the lienhereof upon the Chattels and each instrument of further assurance to be filed,registered or recorded in such manner and insuch places as may be required by any present or future law in order to publish notice of and fully protect the lienhereof upon, and the interestof Mortgagee in, the Mortgaged Property. SECTION 1.11. Mortgagor will pay all filing, registration or recording fees, and allexpenses incident to the execution and acknowledgment of this Mortgage, any mortgage supplemental hereto, any security instrument with respect to the Chattels, and any instrument of further assurance, and allfederal, state, county and municipal stamp taxes and other taxes, duties, imposts, assessments and charges arising out of or in connection with the execution and delivery of the Note, this Mortgage, any mortgage supplemental hereto, any security instrument with respect to the Chattels or any instrument of further assurance. SECTION 1.12. Mortgagor willpunctually pay the principal and interestand all other sums to become due in respect of the Note at the time and place and in the manner specified in theNote, according to the trueintent and meaning thereof, and without offset, counterclaim or defense thereto, allin any coin or currency of the United States of America which at thetime of such payment shall be legaltender for the payment of public and private debts. SECTION 1.13. Neither the acceptance hereof, the consummation of the transaction contemplated hereby nor compliance with the terms and provisions hereof or of any loan documents will conflict with or resultin the breach of any ofthe https://a836-acris.nyc.gov/DS/DocumentSearch/DocumentlmageView?doc__id=2020031300135002 9/35 FILED: KINGS COUNTY CLERK 12/05/2022 12:10 PM INDEX NO. 522712/2020 NYSCEF DOC. NO. 83 RECEIVED NYSCEF: 12/05/2022 terms, conditions or provisions of Mortgagor's limited liability company agreement and/or shareholder agreement as applicable,of any law, regulation, order, writ,injunction or decree ofany court or governmental authority having jurisdiction over the Project or any agreement or instrument to which Mortgagor is a partyor by which any of them are bound, nor shall any of the foregoing resultin the creation or imposition of any lien, charge or encumbrance of any nature whatsoever upon any of Mortgagor's property pursuant to the terms of any such agreement or instrument. Mortgagor, will,so long as itis owner of allor part of the Mortgaged Property, do all things necessary to preserve and keep in fullforce and effect itsexistence, franchises, rights and privileges as a business or stock corporation, partnership, trust or other entity, as the case may be, under the laws of the state of itsformation and will comply with allregulations, rules, statutes,orders and decrees ofany governmental authority or court applicable to itor to the Mortgaged Property or any part thereof. SECTION 1.14. (a) Mortgagor shall, from time to time when the same shallbecome due and payable, pay and discharge all taxes of every kind and nature (including but not limited to real and personal property taxes and income, franchise, withholding, profits and gross receipts taxes), allgeneral and special assessments, levies,permits, inspection and license fees, allwater and sewer rents and charges, and allother public charges whether of a like or different nature, imposed upon or assessed against itor the Mortgaged Property or any part thereof or upon the revenues, rents,issues, income and profits of the Mortgaged Property or arising in respect of the occupancy, use or possession thereof. Mortgagor will, immediately after due date of any installment of any imposition, deliver, to Mortgagee, receipts evidencing the payment of all such taxes, assessments, levies, fees, rents and other public charges imposed upon or assessed against itor the Mortgaged Property or the revenues, rents, issues,income or profits thereof. (b) Mortgagor shall deposit with Mortgagee, such amounts as Mortgagee shall, in Mortgagee's sole determine discretion, to be necessary to establish a reserve for payment of the items listed in(a) above and Mortgagee may, at itsoption, require the deposit by Mortgagor, at the time of each payment of any installment of interestor principal under the Note, of an additional amount sufficient todischarge such obligations as and when they become due. The determination ofthe amounts sopayable and ofthe fractional part thereof to be deposited with Mortgagee, so that the aggregate of such deposits shall be sufficientfor this purpose, shall be made by Mortgagee in its sole discretion. Such amounts shallbe held by Mortgagor in a non-interest bearing account(s) with Mortgagee and applied to the payment of the obligations in respect of which such amounts were deposited or, at Mortgagee's option, to the payment of said obligation in such order or priority as Mortgagee shall determine, on or before the respective dates on which the same or any of them would become delinquent. If one (1) month prior to the due date of any of the aforementioned obligations the amounts then on deposit therefor shall be insufficientfor the payment of such obligation in full, Mortgagor within ten (10) days after demand shalldeposit the amount of the deficiency https://a836-acris.nyc.gov/DS/DocumentSearch/DocumentlmageView?doc__id=2020031300135002 10/35 FILED: KINGS COUNTY CLERK 12/05/2022 12:10 PM INDEX NO. 522712/2020 NYSCEF DOC. NO. 83 RECEIVED NYSCEF: 12/05/2022 with Mortgagee. Nothing herein contained shallbe deemed to affectany rightor remedy of Mortgagee under any provisions of thisMortgage or of any statuteor rule of law to pay any such amount and to add the amount so paid, together with interest, to the indebtedness hereby secured. (c) Mortgagor will pay, from time to time when the same shall become due, alllawful claims and demands of mechanics, materialmen, laborers, and others which, ifunpaid, might result in,or permit the creation of,a lienon theMortgaged property or any part thereof, or on the revenues, rents, issues,income and profits arising therefrom and in general willdo or cause to be done everything necessary so that the lien hereof shall be fullypreserved, at the cost of Mortgagor and without expense to Mortgagee. (d) Nothing in this Section 1.14 shall require the payment or discharge of any obligation imposed upon Mortgagor by this Section so long as Mortgagor shall ingood faithand at its own expense contest the same or the validity thereof by appropriate legal proceedings which shall operate to prevent the collection thereof or other realization thereof to satisfythe same, provided that during such contest Mortgagor shall,at the option of Mortgagee, provide security satisfactory to Mortgagee, assuring the discharge of Mortgagor's obligation hereunder and of any additional charge, penalty or expense arising from or incurred as a resultof such contest; and provided further, thatifat any time payment of any obligation imposed upon Mortgagor by clause (a) above shallbecome necessary to prevent the delivery of a tax deed or other similar instrument the Mortgaged or portion thereof because of non- conveying Property any payment, then Mortgagor shallpay the same insufficienttime to prevent the delivery of such tax deed or other similar instrument. SECTION 1.15. Mortgagor willpay alltaxes, assessments and the like,except income taxes and franchise taxes, imposed on Mortgagee by reason of its ownership of the Note and thisMortgage. SECTION 1.16. (a) Mortgagor, at its sole cost and expense, shallkeep theMortgaged Property insured against loss by fire,casualty and such other hazards as may be specified by Mortgagee forthe benefit of Mortgagee. Such insurance shall be written in fonns, amounts, and by companies satisfactory to Mortgagee, and losses thereunder shall be payable to Mortgagee pursuant to a standard firstmortgage endorsement substantiallyequivalent to the New York standard mortgage endorsement. The policy or policies of such insurance shallbe delivered to Mortgagee. Mortgagor shall give Mortgagee prompt notice of any loss covered by such insurance and Mortgagee shallhave the right but not the obligation to join Mortgagor in adjustingany loss. Any monies received as payment for any loss under any such insurance shall be paid over to Mortgagee to be applied, at Mortgagee's option, either to the prepayment of the Note without premium, or to the reimbursement of Mortgagor