Preview
FILED: ONONDAGA COUNTY CLERK 06/27/2019 10:46 AM INDEX NO. 008588/2018
NYSCEF DOC. NO. 109 RECEIVED NYSCEF: 06/27/2019
"C"
EXHIBIT
FILED: ONONDAGA COUNTY CLERK 06/27/2019 10:46 AM INDEX NO. 008588/2018
NYSCEF DOC. NO. 109 RECEIVED NYSCEF: 06/27/2019
OSWEGO COUNTY - STATE OF NEW YORK
GEORGEJ WILLIAMS, COUNTY CLERK
46 EAST BRIDGE STREET, OSWEGO, NEW YORK 13126
COUNTY CLERK'S RECORDING PAGE
DETACH*"
*"THIS PAGEIS PART OF THE DOCUMENT-DO NOT
Recording:
Number of Pages 90.00
Fee/Cover Sheet 20.00
I IlIIll l Ill I Ill Recording
Local Government 20.00
Sub Total : 130.00
RECEIPT NO. : 8824642 Basic Tax Amount 2950.00
Special Tax Amount 1475.00
Clerk: TALLEN CNY Tax Amount 1475 .00
Instr #: R-2012-002275
Rec Date: 03/12/2012 09:29:25 AM Sub Total : 5900.00
Doc Grp: M
Descrip: MORTGAGE
Num Pgs : 18 Total : 6030.00
**** THIS IS BILL ****
Rec 'd Frm: PHILLIPS LYTLE LLP NOTICE: NOT A
Party1: PRUSIK BRIAN C
***** Mortgage *****
Party2 : KEY BANK Tax
Town: WEST MONROE Serial #: DC-3163
Cal c Method: Commercial
Mtg Amt: 590000.00
Basic 2950.00
Special 1475.00
CNY 1475.00
Total: 5900.00
I hereby certify that the withm and foregomg was
recordedin the Oswego County Clerk s Office
Record and Return To:
PHILLIPS LYTLE LLP
RAYMOND RUFF ESQ Oswego County Clerk
1400 FIRST FEDERAL PLAZA
ROCHESTER NY 14614
FILED: ONONDAGA COUNTY CLERK 06/27/2019 10:46 AM INDEX NO. 008588/2018
NYSCEF DOC. NO. 109 RECEIVED NYSCEF: 06/27/2019
KEYBANK NATIONAL ASSOCIATION
RECORD AND RETURN TO:
PHILLlPS LYTLE LLP
1400 First Federal Plaza
Rochester, New York 14614
Attn: Raymond L. Ruff, Esq.
COLLATERAL SECURITY MORTGAGE, SECURITY
AGREEMENT, AND ASSIGNMENT OF LEASES AND RENTS
..........
MORTGAGOR: BRIAN C. PRUSlK and KATHLEEN A, PRUSlK, jointly and severally
121 Slosson Road
West Monroe, New York 13167
BORROWER: SYRACUSE COMMERCIAL FLOORS, INC. and SYRACUSE FLOOR
SYSTEMS, INC., jointly and severally
203A Bagg Street
East Syracuse, New York 13057
MORTGAGEE: KEYBANK NATIONAL ASSOCIATION
4910 Tiedeman Road
Brooklyn, Ohio 44144
LOAN AMOUNT/
PRINCIPAL SUM: $590,000.00
MORTGAGE
LIEN AMOUNT: $590,000.00
PREMISES: 121 Slosson Road, Town of West Morirce, County of Oswego and State of New
York
TAX MAP NUMBER: 261.00-02-21 17
DATED: Marchl 2012
WIT N E S S E T H:
TO SECURE:
(a) directly secure the Mortgagor's Guaranty of the PRINCIPAL SUM and collaterally secure
the repayment of the last $590,000 00 ouMt=nding under the PRINCIPAL SUM which sum is to be paid,
together with interest thereon, in accordance with a certain NOTE (SBA FORM 147) in the PRINCIPAL
SUM dated of even date herewith (the "Note") executed and dehvered by the Sarrawer for good and
valuable consideration and any iêñéwâis or extensions thereof, the terms of such Note and Guaranty are
FILED: ONONDAGA COUNTY CLERK 06/27/2019 10:46 AM INDEX NO. 008588/2018
NYSCEF DOC. NO. 109 RECEIVED NYSCEF: 06/27/2019
2
hereby made a part of this Mortgage, and all sums becoming payable under this Mortgaga (the foregoing
being hereinafter cc||êctivaiy referred to as the "Indebtedness"), and
(b) the perfarmance of all covenants, agreements, obligations or liabilities of Mortgagor
under or pursuant to this MGrtgäÿê and the performance of all covenants, agrêêmêñts, obligations and
liabilitics of Mórtgagar to Mortgagee under any other instruments or documents, whether secunng
payment of the Indebtedness or otherwise
Mcitgagar
hereby mortgages, warrants, sells, pledges, conveys, grants, assigns, transfers and
sets over
to Mortgagee, its successors and assigns, with mortgage covenants and with power of sale (to
the extent permittsd by apphcable law), and grants to Mortgagee, its successors and assigns, a secunty
interest in all of the following (collectively the "Mortgaged Property");
"A"
THAT certain real property descnbed in Schedule attached hereto and made a part hereof
(the "Land"), together with the right, title and of Mortgagor,
interest now owned or hereinafter acquired, in
and to the streets, the land lying in the bed of any streets, roads or avenues, opened or proposed, in front
of, adjoining or abutting the Land to the center kne thereof and strips and gores within or adjoining the
Land, the air space and nght to use said air space above the Land, all nghts of way, pnvileges, liberties,
hereditament and all easements now or hereafter affecting the Land, all royalties and all nghts
appêitaiñing to the use and enjoyment of the Land, including, without Ilmstation, all alley, vault, drainage,
mineral, water, oil and gas rights,
TOGETHER with the buildings and impravamsats now or hereafter erected on the land (the
"Impraverñsnts") (the Land and Improvements are hereinafter collectively referred to as the "Real
Estate");
TOGETHER with all and singular the têñêmêñts, hereditament and appurtenances belonging or
in any way
appertaining to the Real Estate, and the reversion or reversions, remainder or remainders,
rents, issues, profits and revenue thereof, and also all of the estate, right, title, Interest, dower and right of
dower, courtesy and rights of courtesy, property, possession, claim and demand whatscévêr, both in law
and equity, of Mortgagor, of, in and to the Real Estate and of, in and to every part and parcel thereof, with
the appurtenances, at any time belonging or in any wise appertaining thereto,
TOGETHER with all of the fixtures and equipment of every kind and nature whatsoever currently
owned or hereafter acquired by Mortgagor, and all appurtenances and additions thereto and substitutions
or replacements thereof, now or hereafter attached to, or intsñded to be attached to (though not attached
to) the Real Estate or placed on any part hereof (such fixtures and squipmsat are harsiñafter collectively
refêrred to as the "Equipment"), including, but not limited to all plumbing,
vsatilating, air cariditianing and
air-cooling apparatus, refngerating, incinerating, and escalator, elevator, power loading and unloading
equipment and systems, sprinkler systems and other fire prevention and extinguishing apparatus and
pipes, pumps, above ground or underground storage tanks, conduits, fittings and fixtures, it being
understood and agreed that all Equipment is appropnated to the use of the Real Estate and, whether
affixed or annexed or not, for the purposes of this Mortgage shall be deemed conclusively to be Real
Estate and mortgaged hereby, and McitgagGr hereby agrees to execute and deliver, from time to time
such further instruments (including security agreements), as may be requested by Mortgagee to confirm
the lien of this Mortgage on the Equipment,
TOGETHER with all Mortgagor's furnishings and all other personal property of whatsoever
nature, whenever acquired, located at or used in connection with the Mortgaged Property (the
"Personalty"),
TOGETHER with all uñêarñêd
premiums, accrued, accruirig or to accrue under insurance policies
now or hereafter attaiñêd
by Mortgagor and Mortgagor's iñterest in and to all proceeds of the carivêrsian
and the interest payable thereon, voluntary or invc|üñtary, of the Mortgagéd Property, or any part thereof,
into cash or liquidated claims, indeding, without limitation, proceeds of casualty insurance, title insurance
or any other insurance maintained on the Real Estate and the Equipment and Personalty, and the right to
DOC # 02-266456.I
FILED: ONONDAGA COUNTY CLERK 06/27/2019 10:46 AM INDEX NO. 008588/2018
NYSCEF DOC. NO. 109 RECEIVED NYSCEF: 06/27/2019
3
collect and receive the same and all awards and/or other compensation includiñg the interest payable
thereon and the right to collect and receive the same heretofore and hereafter made to the present and all
subsaquent owners of the Real Estate and the Equipment
by the United States, the State
and Personalty
of New York or any political subdivisicn thereof or any agency, department, bureau, board, commission,
or instrumentahty of any of them, now existing or hereafter created (ccliêctively, "Govemmental
Authority") for the taking by êraiñêñt domain, coñdsmñatica or otherwise, of all or any part of Mortgaged
Property, including all awards for any change or changes of grade or the widening of streets, roads or
avenues affecting the Real Estate,
TOGETHER with all rights, title and interest of Mortgagor in and to all extensions, improvements,
betterments, renewals, substitutes and replacements of, and all additions and appurtenances to, the Real
Estate, Equipment and Personalty, hereafter acquired by or released to Mortgagor or constructed,
assembled or placed by Mortgagor on the Real Estate, and all conversions of the secunty const ted
thereby, immediately upon such acquisition, release, construction, assembling, placement or conversion,
as the case may be, and in each such case, without further mortgage, coñvêyance, assignment or other
act by Mortgagor, the same shall become subject to the lien of this Mortgage as fully and c s!y, and
with the same effect, as though now owned by Mortgagor and specifically described herein,
TOGETHER with all proceeds, both cash and noncash, of the foregoing which may be sold or
otherwise be disposed of,
TOGETHER with any and all monies now or hereafter on deposit for the payment of real estate
taxes or special assessments against the Real Estate or for the payment of premiums on policies of fire
and other hazard insurance covenng the Mortgaged Property
TO HAVE AND TO HOLD the Mcngaged Property and the properties, nghts and pnvileges
hereby granted, bargained, sold, conveyed, mortgaged, warranted, pledged and assigned, and in which a
security interest is granted or intêñdêd to be, unto Mortgagee, its successer and assigns, forever, for the
uses and purposes herein set forth
Mortgagor represents, warrants, covenants and agrees as follows
1. Warranty of Title. Mortgagor represents and warrants to Mortgagee that it is lawfully
seized of the Real Estate in fee simple, and that it has good and marketable title to the Real Estate free
and clear of all
encumbrances, hens, covenants, restnctions, reservations, cüñditicñs, and easements
other than those identified in and not omitted from Schedule B of a certain Certificate for Title issued to
the Mortgagee in connection with this Mortgage Mortgagor isprêssats and warrants that this
Mortgage,
creates a vahd mortgage hen on the Mudgaged Property and Mortgagor covsñañts to (a) warrant and
preserve such title and the validity and prionty of the lien hereof and defend the same to Mortgagee
against the claims of or persons,
all and corporation
every or corporaticñs
person and parties
whomsoever claiming or threatening to claim the same or any part thereof and (b) make, execute,
acknowledge and deliver all such further or other documents, instruments or assurances, and cause to be
done all such further acts and things as may at any time hêrsaftêr be reascñably desired or required by
Mortgagee to fully protect the hen of this Mortgage
2. Payment of indebtedness. Barr0wer shall duly and punctually pay the Indebtedness at
the times and places and in the manner specified in the Note and in this Agrssmêñt and shall perform all
of the Obligations in accordance with the terms of this Agreement.
DOC # 02-266456.1
FILED: ONONDAGA COUNTY CLERK 06/27/2019 10:46 AM INDEX NO. 008588/2018
NYSCEF DOC. NO. 109 RECEIVED NYSCEF: 06/27/2019
3. Proper Care and Use.
(a) Mortgagor shall.
(i) not abandon the Martgaged Property or any part thereof,
(ii) maintaiñ the Mortgaged Property and the abutting grounds, sidewalks,
roads, parking and !andscape areas in good repair, order and condition,
(tu) prampt|y make all necessary repairs, rañawais, replacements and
additions to the Mortgaged Property,
(iv) not commit or suffer wastes (other than ameliorative waste) with respect
to the Mortgaged Property,
(v) complete promptly and in a good workerlike manner any new
improvements constructed on the Land;
(vi) not commit, suffer or permit any act to be done in or upon the Martgagêd
Property in violation of any law, ordinance or regulation,
(vii) (A) refrain from impairing or diminishing the value or integnty of the
Mcrtgagsd or the security
Property value of this Mortgage, (B) not remove, damclish or in any matenal
respect alter any of the Impiciaments, Equipmcat or Perscñaity without the prior written consent of
Mortgagee, or (C) not make, install or permit to be made or inste!!ad, any alteraticñs or additicñs thereto if
doing so will impair the value of the Mortgaged Property, and
(vili) not make, suffer or permit any nuisance to exist on any of the Mortgaged
Property
(b) Mortgagee and
any persons authonzed by Mortgagee shall have the nght to
enter and inspect the Meitgaged property at all reascñabic times upon reasonable notice If an Event of
Default shall have occurred and be ccñ‡iñüiñg or in the event of an emergency, Martgagee and any
pêrscñs authorized by Mortgagee may (without being obligated to do so) enter or cause entry to be made
upon Real
the Estate and repair and/or maintain the same as M0itgagas may reasonably deem
necessary or advisable, and may (without being obligated to do so) make such expêñditures and outlays
of money as martgagêê may deem reasonably appropnate for the preservation of the Mortgaged
Pr0psity All expenditures and outlays of money made by Mortgagee pursuant hereto shall be secured
hereby and shall be payabla on demand together with interest at the rate set forth in the Note from the
date of such expenditure or outlay until paid
4. Requirements.
(a) Mortgagor represents and warrants that, to the best of its knowledge the
Mortgaged Propsity ecmpliss with and ccñfõrms to, and Mortgagor, at Mortgagor's sole cost and
expense, shall continue to promptly comply with and conform to, or cause the Mortgaged Propsity to
comply with and conform to all present and future laws, statutes, codes, crdinances, orders, judgments,
decrees, injunctions, rules, regulations and requirêrnents pertaining to the Martgagêd Property, including
any and all applicable federal, state or local envircñmental laws and regulations, all zoning or building,
use and land use laws, õrdinances, rules or regulations and all covenants, restrictions and conditions now
or hereafter of record which may be applicable to Mortgagor or to any of the Martgaged Property, or to
the use, manner of use, occupancy, possession, operation, maintenance, alteration, repair or
reconstruction of any of the Mortgaged Property (collectively, the "Legal Requirements")
DOC # 02-266456. I
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NYSCEF DOC. NO. 109 RECEIVED NYSCEF: 06/27/2019
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(b) Without hmiting the generality of the foregoing, Mortgagor covenants to operate
"Facihty"
the Mortgaged Property (whether or not such property constitutes a as defined
by the
Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended
("CERCLA")) so that no cleanup or other obligation anses in respect of CERCLA or other apphcable
Federal law or under
any state, law, statute, local
ordinance, or municipal
rule or regulation desigñêd to
protect the envircamênt, which would constitute a hen or charge on the Mortgaged Property prior to that
of Mortgagee If any such claim be made or any ob!!geton should nevertheless anse hereafter, Mortgagor
agrees that at its own expense,
it will, (a) promptly cure and/or contest same and (b) will ndemnity
Mortgagee from
any liabihty, respcasibility or ab|igatics in respect thereof or in respect of any cleanup or
other liability as successor, secured party or atherwise (regardless of whether or not Mortgagee may
operator"
deem to be "owner or under CERCLA ) for any reason including, but not limited to, the
enforcamêñt of Mortgagee's nghts as a secured party under this Mortgage, or any obhgation of law
5. Payment of Impositions.
(a) Mortgagor pay and discharge
shall before the last date payment may be made
without the imposition of a penalty
interest or
all taxes of every kind and nature (including, without
limitation, all real and personal property, income, franchise, withholding, profits and groups receipts
taxes), all charges for any easement or agreement maintained for the benefit of any of the Mortgaged
Property, all general and special assessments, lev es, permits, inspection and license fees, all water and
sewer rents and charges and all other public charges whether of a like or different nature, even if
unforeseen or
extraordinary , imposed upon or assessed on or against Mortgagor or any of the
Mortgaged Property, together with any interest or pêñalties on any of the foregoing (all of the foregomg
are hereinafter collectively referred to as the "Impositions") Mortgagor shall deliver to Mortgagee receipts
satisfactory to Mortgagee evidencing the payment of all such impasitions within the earlier of thirty (30)
days of the last date each such imposition is due and payable without interest or penalty or within ten (10)
days of the Mortgagee's written demand therefore Upon Mortgagor's failure to submit evidence of
payment within such thirty day period, it shall be deemed an Event of Default under Section 15 hereof
(b) Mortgagee shall have the rightto pay any Imposition not paid by Mortgagor on or
after the last date payment of such Imposition may be made without imposition of interest or a penalty
(subject to Mortgagor's right to contest such Impos!!!on as hereinbefore provided, and the amount thereof
together with interest thereon at the Default Rate (as hereinafter defined), shall be added to the
Indebtedness, payable on demand, and shall be secured by this Agreement
6. Insurance.
(a) Mortgagor shall, (1) keep the Real Estate (A) insured against loss or damage by
fire, lightñiñÿ, windstorm, tomado and by such other further and additional nsks and hazards as now or
risk"
heregnafter may be covered by extended coverage and "all endorsements, (B) insured against loss
or damage by any other risk commonly insured against by persons occupying or using like pr0perties in
the locahty in which the Real Estate is situated, (ii) keep the Equipment and Personahty insured against
loss or damage by fire, lightning, windstorm, tornado and theft and by such other further and additional
risks"
risks as now or hereinafter may be covered by extended coverage and "all endorsement, (iii) obtain
and maintain comprehensive public liabinty insurance on an occurrence basis against claims for personal
injury , including, without hmitation, bodily injury, death or property damage occurnng on, in or about the
Mortgaged Property and the adjoining streets, sidewalks and passageways, such insurance to afford
immediats minimum protection to a limit of not less than One Million Dollars ($1,000,000 00) combined
single limit for personal injury or death to one or more persons or damage to property, (iv) to the extent
the Land hes within an area identified by the Secretary of Housing and Urban Development as an area
having special flood
hazards, keep the Real Estate insured under a policy of flood insurance in an amount
reasonably requested by Mortgagee Each insurance policy shall (i) be noncañcelable (which terms shall
include any reduction in the scope or limits of coverage) without at least ten (10) days prior written notice
to Mortgagee (ii) orin the case of worker's
except compensation and comprehensive public liabihty
Insurance, be endorsed to name Mortgagee as its interest may appear, with loss payable to Mortgagee,
without contnbution, under a standard martgagee clause and in the case of comprehensive pubhc liability
DOC # 02-266456 I
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NYSCEF DOC. NO. 109 RECEIVED NYSCEF: 06/27/2019
6
insurance, be endorsed to name Mortgages as an additional
named insured, (m) in the case of property
insurance, provide for deductibles acceptable
to Mcrtgages, (iv) be wntten by companies acceptable to
Mortgagee, and (v) contain an endorsement or agreement by the insurer that any loss shall be payable m
acccidance with the terms of such policy actwithstanding any act or negligence of Mortgagor which might
otherwise result in forfeiture of said insurance and the further agresment of the insurer waiving all rights
of set off, counterclaim, dedücticñ or subrogation against Mortgagor Mortgag0r hereby directs all insurers
under such policies (except worker's campensation and comprehensive public liability insurance) to pay
all proceeds payable thereunder directly to Mortgagee
(b) Mortgagor shall (1) pay as they become dueall premiums for such insurance, and
(ii) not later than ten (10) days pnor to the expiraticñ of each policy to be furnished pursuant to the
provisions of this Article 6, deliver a valid certificate of insurance (or if such certificate is not then
available, a renewal binder), evidencing a renewed policy or policies marked "premium paid", or
accompanied by such other evidence of payment satisfactory to Mortgagee with standard noncontnbutory
mortgage clauses in favor of and acceptable to Mortgagee
Nat-ñhatãñding the foregoing, Mortgagor shall not be required to provide proof of payment if
Mortgagor and such insurance company agree to an alternative, I e , installment, method of payment, and
M6cigõgee receives reasonably satisfactory evidence of the terms of such payment arrangement
(c) If Mortgagor shall be in default of its obligations to so insure or deliver any such
prepaid certificate of insurance or renewal binder then Mortgagee, at Martgagee's option, after notice to
Mortgagor (except that no notice shall be required if the insurance has expired or been canceled or
terminated), may effect such insurance and pay the premium or premiums therefor, and the amount of
such premium or premiums so paid by Mortgagee, with interest from the time of payment at the Default
Rate (as hereinafter defined), shall be added to the Indebtedness, payable on demand, and shall be
secured by this Mortgage.
(d) All policies of insurance required by this Mortgage shall contain clauses or
endorsements to the effect that (1) no act or omission of either Mortgagor or anyone acting for Borrower
(including, without limitation, any representations made by Borrower in the procurement of such
insurance), which might otherwise result in a forfeiture of such insurance or any part thereof, no
occupancy or use of the Mortgaged Property for purposes more hazardous than permitted by the terms of
the policy, and no foreclosure or any other change in title to the Martgaged Property or any part thereof,
shall affect the validity or enfõrceability or such insurance insofar as Lender is concerned, (ii) the insurer
waives any rights or setoff, counterclaim, subrogation, or any deduction in respect of any liability of
Borrower and Lender, (iii) such insurance is primary and without nght of contnbution from any other
insurance which may be available, (iv) such policies shall not be modified, canceled or termiñãted without
the insurer thereunder giving at least thirty (30) days pnor written notice to Lender by certified or
registered mail, and (v) that Lender shall not be liable for any premiums thereon or subject to any
assessments thereüñder, and shall in all events be in amounts sufficient to avoid any coinsurance liability
7. Impositions and Insurance Escrow.
If an Event of Default (as hereinafter defined) shall have occurred and be conbnuing, then
Preview
FILED: ONONDAGA COUNTY CLERK 06/27/2019 10:46 AM INDEX NO. 008588/2018 NYSCEF DOC. NO. 109 RECEIVED NYSCEF: 06/27/2019 "C" EXHIBIT FILED: ONONDAGA COUNTY CLERK 06/27/2019 10:46 AM INDEX NO. 008588/2018 NYSCEF DOC. NO. 109 RECEIVED NYSCEF: 06/27/2019 OSWEGO COUNTY - STATE OF NEW YORK GEORGEJ WILLIAMS, COUNTY CLERK 46 EAST BRIDGE STREET, OSWEGO, NEW YORK 13126 COUNTY CLERK'S RECORDING PAGE DETACH*" *"THIS PAGEIS PART OF THE DOCUMENT-DO NOT Recording: Number of Pages 90.00 Fee/Cover Sheet 20.00 I IlIIll l Ill I Ill Recording Local Government 20.00 Sub Total : 130.00 RECEIPT NO. : 8824642 Basic Tax Amount 2950.00 Special Tax Amount 1475.00 Clerk: TALLEN CNY Tax Amount 1475 .00 Instr #: R-2012-002275 Rec Date: 03/12/2012 09:29:25 AM Sub Total : 5900.00 Doc Grp: M Descrip: MORTGAGE Num Pgs : 18 Total : 6030.00 **** THIS IS BILL **** Rec 'd Frm: PHILLIPS LYTLE LLP NOTICE: NOT A Party1: PRUSIK BRIAN C ***** Mortgage ***** Party2 : KEY BANK Tax Town: WEST MONROE Serial #: DC-3163 Cal c Method: Commercial Mtg Amt: 590000.00 Basic 2950.00 Special 1475.00 CNY 1475.00 Total: 5900.00 I hereby certify that the withm and foregomg was recordedin the Oswego County Clerk s Office Record and Return To: PHILLIPS LYTLE LLP RAYMOND RUFF ESQ Oswego County Clerk 1400 FIRST FEDERAL PLAZA ROCHESTER NY 14614 FILED: ONONDAGA COUNTY CLERK 06/27/2019 10:46 AM INDEX NO. 008588/2018 NYSCEF DOC. NO. 109 RECEIVED NYSCEF: 06/27/2019 KEYBANK NATIONAL ASSOCIATION RECORD AND RETURN TO: PHILLlPS LYTLE LLP 1400 First Federal Plaza Rochester, New York 14614 Attn: Raymond L. Ruff, Esq. COLLATERAL SECURITY MORTGAGE, SECURITY AGREEMENT, AND ASSIGNMENT OF LEASES AND RENTS .......... MORTGAGOR: BRIAN C. PRUSlK and KATHLEEN A, PRUSlK, jointly and severally 121 Slosson Road West Monroe, New York 13167 BORROWER: SYRACUSE COMMERCIAL FLOORS, INC. and SYRACUSE FLOOR SYSTEMS, INC., jointly and severally 203A Bagg Street East Syracuse, New York 13057 MORTGAGEE: KEYBANK NATIONAL ASSOCIATION 4910 Tiedeman Road Brooklyn, Ohio 44144 LOAN AMOUNT/ PRINCIPAL SUM: $590,000.00 MORTGAGE LIEN AMOUNT: $590,000.00 PREMISES: 121 Slosson Road, Town of West Morirce, County of Oswego and State of New York TAX MAP NUMBER: 261.00-02-21 17 DATED: Marchl 2012 WIT N E S S E T H: TO SECURE: (a) directly secure the Mortgagor's Guaranty of the PRINCIPAL SUM and collaterally secure the repayment of the last $590,000 00 ouMt=nding under the PRINCIPAL SUM which sum is to be paid, together with interest thereon, in accordance with a certain NOTE (SBA FORM 147) in the PRINCIPAL SUM dated of even date herewith (the "Note") executed and dehvered by the Sarrawer for good and valuable consideration and any iêñéwâis or extensions thereof, the terms of such Note and Guaranty are FILED: ONONDAGA COUNTY CLERK 06/27/2019 10:46 AM INDEX NO. 008588/2018 NYSCEF DOC. NO. 109 RECEIVED NYSCEF: 06/27/2019 2 hereby made a part of this Mortgage, and all sums becoming payable under this Mortgaga (the foregoing being hereinafter cc||êctivaiy referred to as the "Indebtedness"), and (b) the perfarmance of all covenants, agreements, obligations or liabilities of Mortgagor under or pursuant to this MGrtgäÿê and the performance of all covenants, agrêêmêñts, obligations and liabilitics of Mórtgagar to Mortgagee under any other instruments or documents, whether secunng payment of the Indebtedness or otherwise Mcitgagar hereby mortgages, warrants, sells, pledges, conveys, grants, assigns, transfers and sets over to Mortgagee, its successors and assigns, with mortgage covenants and with power of sale (to the extent permittsd by apphcable law), and grants to Mortgagee, its successors and assigns, a secunty interest in all of the following (collectively the "Mortgaged Property"); "A" THAT certain real property descnbed in Schedule attached hereto and made a part hereof (the "Land"), together with the right, title and of Mortgagor, interest now owned or hereinafter acquired, in and to the streets, the land lying in the bed of any streets, roads or avenues, opened or proposed, in front of, adjoining or abutting the Land to the center kne thereof and strips and gores within or adjoining the Land, the air space and nght to use said air space above the Land, all nghts of way, pnvileges, liberties, hereditament and all easements now or hereafter affecting the Land, all royalties and all nghts appêitaiñing to the use and enjoyment of the Land, including, without Ilmstation, all alley, vault, drainage, mineral, water, oil and gas rights, TOGETHER with the buildings and impravamsats now or hereafter erected on the land (the "Impraverñsnts") (the Land and Improvements are hereinafter collectively referred to as the "Real Estate"); TOGETHER with all and singular the têñêmêñts, hereditament and appurtenances belonging or in any way appertaining to the Real Estate, and the reversion or reversions, remainder or remainders, rents, issues, profits and revenue thereof, and also all of the estate, right, title, Interest, dower and right of dower, courtesy and rights of courtesy, property, possession, claim and demand whatscévêr, both in law and equity, of Mortgagor, of, in and to the Real Estate and of, in and to every part and parcel thereof, with the appurtenances, at any time belonging or in any wise appertaining thereto, TOGETHER with all of the fixtures and equipment of every kind and nature whatsoever currently owned or hereafter acquired by Mortgagor, and all appurtenances and additions thereto and substitutions or replacements thereof, now or hereafter attached to, or intsñded to be attached to (though not attached to) the Real Estate or placed on any part hereof (such fixtures and squipmsat are harsiñafter collectively refêrred to as the "Equipment"), including, but not limited to all plumbing, vsatilating, air cariditianing and air-cooling apparatus, refngerating, incinerating, and escalator, elevator, power loading and unloading equipment and systems, sprinkler systems and other fire prevention and extinguishing apparatus and pipes, pumps, above ground or underground storage tanks, conduits, fittings and fixtures, it being understood and agreed that all Equipment is appropnated to the use of the Real Estate and, whether affixed or annexed or not, for the purposes of this Mortgage shall be deemed conclusively to be Real Estate and mortgaged hereby, and McitgagGr hereby agrees to execute and deliver, from time to time such further instruments (including security agreements), as may be requested by Mortgagee to confirm the lien of this Mortgage on the Equipment, TOGETHER with all Mortgagor's furnishings and all other personal property of whatsoever nature, whenever acquired, located at or used in connection with the Mortgaged Property (the "Personalty"), TOGETHER with all uñêarñêd premiums, accrued, accruirig or to accrue under insurance policies now or hereafter attaiñêd by Mortgagor and Mortgagor's iñterest in and to all proceeds of the carivêrsian and the interest payable thereon, voluntary or invc|üñtary, of the Mortgagéd Property, or any part thereof, into cash or liquidated claims, indeding, without limitation, proceeds of casualty insurance, title insurance or any other insurance maintained on the Real Estate and the Equipment and Personalty, and the right to DOC # 02-266456.I FILED: ONONDAGA COUNTY CLERK 06/27/2019 10:46 AM INDEX NO. 008588/2018 NYSCEF DOC. NO. 109 RECEIVED NYSCEF: 06/27/2019 3 collect and receive the same and all awards and/or other compensation includiñg the interest payable thereon and the right to collect and receive the same heretofore and hereafter made to the present and all subsaquent owners of the Real Estate and the Equipment by the United States, the State and Personalty of New York or any political subdivisicn thereof or any agency, department, bureau, board, commission, or instrumentahty of any of them, now existing or hereafter created (ccliêctively, "Govemmental Authority") for the taking by êraiñêñt domain, coñdsmñatica or otherwise, of all or any part of Mortgaged Property, including all awards for any change or changes of grade or the widening of streets, roads or avenues affecting the Real Estate, TOGETHER with all rights, title and interest of Mortgagor in and to all extensions, improvements, betterments, renewals, substitutes and replacements of, and all additions and appurtenances to, the Real Estate, Equipment and Personalty, hereafter acquired by or released to Mortgagor or constructed, assembled or placed by Mortgagor on the Real Estate, and all conversions of the secunty const ted thereby, immediately upon such acquisition, release, construction, assembling, placement or conversion, as the case may be, and in each such case, without further mortgage, coñvêyance, assignment or other act by Mortgagor, the same shall become subject to the lien of this Mortgage as fully and c s!y, and with the same effect, as though now owned by Mortgagor and specifically described herein, TOGETHER with all proceeds, both cash and noncash, of the foregoing which may be sold or otherwise be disposed of, TOGETHER with any and all monies now or hereafter on deposit for the payment of real estate taxes or special assessments against the Real Estate or for the payment of premiums on policies of fire and other hazard insurance covenng the Mortgaged Property TO HAVE AND TO HOLD the Mcngaged Property and the properties, nghts and pnvileges hereby granted, bargained, sold, conveyed, mortgaged, warranted, pledged and assigned, and in which a security interest is granted or intêñdêd to be, unto Mortgagee, its successer and assigns, forever, for the uses and purposes herein set forth Mortgagor represents, warrants, covenants and agrees as follows 1. Warranty of Title. Mortgagor represents and warrants to Mortgagee that it is lawfully seized of the Real Estate in fee simple, and that it has good and marketable title to the Real Estate free and clear of all encumbrances, hens, covenants, restnctions, reservations, cüñditicñs, and easements other than those identified in and not omitted from Schedule B of a certain Certificate for Title issued to the Mortgagee in connection with this Mortgage Mortgagor isprêssats and warrants that this Mortgage, creates a vahd mortgage hen on the Mudgaged Property and Mortgagor covsñañts to (a) warrant and preserve such title and the validity and prionty of the lien hereof and defend the same to Mortgagee against the claims of or persons, all and corporation every or corporaticñs person and parties whomsoever claiming or threatening to claim the same or any part thereof and (b) make, execute, acknowledge and deliver all such further or other documents, instruments or assurances, and cause to be done all such further acts and things as may at any time hêrsaftêr be reascñably desired or required by Mortgagee to fully protect the hen of this Mortgage 2. Payment of indebtedness. Barr0wer shall duly and punctually pay the Indebtedness at the times and places and in the manner specified in the Note and in this Agrssmêñt and shall perform all of the Obligations in accordance with the terms of this Agreement. DOC # 02-266456.1 FILED: ONONDAGA COUNTY CLERK 06/27/2019 10:46 AM INDEX NO. 008588/2018 NYSCEF DOC. NO. 109 RECEIVED NYSCEF: 06/27/2019 3. Proper Care and Use. (a) Mortgagor shall. (i) not abandon the Martgaged Property or any part thereof, (ii) maintaiñ the Mortgaged Property and the abutting grounds, sidewalks, roads, parking and !andscape areas in good repair, order and condition, (tu) prampt|y make all necessary repairs, rañawais, replacements and additions to the Mortgaged Property, (iv) not commit or suffer wastes (other than ameliorative waste) with respect to the Mortgaged Property, (v) complete promptly and in a good workerlike manner any new improvements constructed on the Land; (vi) not commit, suffer or permit any act to be done in or upon the Martgagêd Property in violation of any law, ordinance or regulation, (vii) (A) refrain from impairing or diminishing the value or integnty of the Mcrtgagsd or the security Property value of this Mortgage, (B) not remove, damclish or in any matenal respect alter any of the Impiciaments, Equipmcat or Perscñaity without the prior written consent of Mortgagee, or (C) not make, install or permit to be made or inste!!ad, any alteraticñs or additicñs thereto if doing so will impair the value of the Mortgaged Property, and (vili) not make, suffer or permit any nuisance to exist on any of the Mortgaged Property (b) Mortgagee and any persons authonzed by Mortgagee shall have the nght to enter and inspect the Meitgaged property at all reascñabic times upon reasonable notice If an Event of Default shall have occurred and be ccñ‡iñüiñg or in the event of an emergency, Martgagee and any pêrscñs authorized by Mortgagee may (without being obligated to do so) enter or cause entry to be made upon Real the Estate and repair and/or maintain the same as M0itgagas may reasonably deem necessary or advisable, and may (without being obligated to do so) make such expêñditures and outlays of money as martgagêê may deem reasonably appropnate for the preservation of the Mortgaged Pr0psity All expenditures and outlays of money made by Mortgagee pursuant hereto shall be secured hereby and shall be payabla on demand together with interest at the rate set forth in the Note from the date of such expenditure or outlay until paid 4. Requirements. (a) Mortgagor represents and warrants that, to the best of its knowledge the Mortgaged Propsity ecmpliss with and ccñfõrms to, and Mortgagor, at Mortgagor's sole cost and expense, shall continue to promptly comply with and conform to, or cause the Mortgaged Propsity to comply with and conform to all present and future laws, statutes, codes, crdinances, orders, judgments, decrees, injunctions, rules, regulations and requirêrnents pertaining to the Martgagêd Property, including any and all applicable federal, state or local envircñmental laws and regulations, all zoning or building, use and land use laws, õrdinances, rules or regulations and all covenants, restrictions and conditions now or hereafter of record which may be applicable to Mortgagor or to any of the Martgaged Property, or to the use, manner of use, occupancy, possession, operation, maintenance, alteration, repair or reconstruction of any of the Mortgaged Property (collectively, the "Legal Requirements") DOC # 02-266456. I FILED: ONONDAGA COUNTY CLERK 06/27/2019 10:46 AM INDEX NO. 008588/2018 NYSCEF DOC. NO. 109 RECEIVED NYSCEF: 06/27/2019 5 (b) Without hmiting the generality of the foregoing, Mortgagor covenants to operate "Facihty" the Mortgaged Property (whether or not such property constitutes a as defined by the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended ("CERCLA")) so that no cleanup or other obligation anses in respect of CERCLA or other apphcable Federal law or under any state, law, statute, local ordinance, or municipal rule or regulation desigñêd to protect the envircamênt, which would constitute a hen or charge on the Mortgaged Property prior to that of Mortgagee If any such claim be made or any ob!!geton should nevertheless anse hereafter, Mortgagor agrees that at its own expense, it will, (a) promptly cure and/or contest same and (b) will ndemnity Mortgagee from any liabihty, respcasibility or ab|igatics in respect thereof or in respect of any cleanup or other liability as successor, secured party or atherwise (regardless of whether or not Mortgagee may operator" deem to be "owner or under CERCLA ) for any reason including, but not limited to, the enforcamêñt of Mortgagee's nghts as a secured party under this Mortgage, or any obhgation of law 5. Payment of Impositions. (a) Mortgagor pay and discharge shall before the last date payment may be made without the imposition of a penalty interest or all taxes of every kind and nature (including, without limitation, all real and personal property, income, franchise, withholding, profits and groups receipts taxes), all charges for any easement or agreement maintained for the benefit of any of the Mortgaged Property, all general and special assessments, lev es, permits, inspection and license fees, all water and sewer rents and charges and all other public charges whether of a like or different nature, even if unforeseen or extraordinary , imposed upon or assessed on or against Mortgagor or any of the Mortgaged Property, together with any interest or pêñalties on any of the foregoing (all of the foregomg are hereinafter collectively referred to as the "Impositions") Mortgagor shall deliver to Mortgagee receipts satisfactory to Mortgagee evidencing the payment of all such impasitions within the earlier of thirty (30) days of the last date each such imposition is due and payable without interest or penalty or within ten (10) days of the Mortgagee's written demand therefore Upon Mortgagor's failure to submit evidence of payment within such thirty day period, it shall be deemed an Event of Default under Section 15 hereof (b) Mortgagee shall have the rightto pay any Imposition not paid by Mortgagor on or after the last date payment of such Imposition may be made without imposition of interest or a penalty (subject to Mortgagor's right to contest such Impos!!!on as hereinbefore provided, and the amount thereof together with interest thereon at the Default Rate (as hereinafter defined), shall be added to the Indebtedness, payable on demand, and shall be secured by this Agreement 6. Insurance. (a) Mortgagor shall, (1) keep the Real Estate (A) insured against loss or damage by fire, lightñiñÿ, windstorm, tomado and by such other further and additional nsks and hazards as now or risk" heregnafter may be covered by extended coverage and "all endorsements, (B) insured against loss or damage by any other risk commonly insured against by persons occupying or using like pr0perties in the locahty in which the Real Estate is situated, (ii) keep the Equipment and Personahty insured against loss or damage by fire, lightning, windstorm, tornado and theft and by such other further and additional risks" risks as now or hereinafter may be covered by extended coverage and "all endorsement, (iii) obtain and maintain comprehensive public liabinty insurance on an occurrence basis against claims for personal injury , including, without hmitation, bodily injury, death or property damage occurnng on, in or about the Mortgaged Property and the adjoining streets, sidewalks and passageways, such insurance to afford immediats minimum protection to a limit of not less than One Million Dollars ($1,000,000 00) combined single limit for personal injury or death to one or more persons or damage to property, (iv) to the extent the Land hes within an area identified by the Secretary of Housing and Urban Development as an area having special flood hazards, keep the Real Estate insured under a policy of flood insurance in an amount reasonably requested by Mortgagee Each insurance policy shall (i) be noncañcelable (which terms shall include any reduction in the scope or limits of coverage) without at least ten (10) days prior written notice to Mortgagee (ii) orin the case of worker's except compensation and comprehensive public liabihty Insurance, be endorsed to name Mortgagee as its interest may appear, with loss payable to Mortgagee, without contnbution, under a standard martgagee clause and in the case of comprehensive pubhc liability DOC # 02-266456 I FILED: ONONDAGA COUNTY CLERK 06/27/2019 10:46 AM INDEX NO. 008588/2018 NYSCEF DOC. NO. 109 RECEIVED NYSCEF: 06/27/2019 6 insurance, be endorsed to name Mortgages as an additional named insured, (m) in the case of property insurance, provide for deductibles acceptable to Mcrtgages, (iv) be wntten by companies acceptable to Mortgagee, and (v) contain an endorsement or agreement by the insurer that any loss shall be payable m acccidance with the terms of such policy actwithstanding any act or negligence of Mortgagor which might otherwise result in forfeiture of said insurance and the further agresment of the insurer waiving all rights of set off, counterclaim, dedücticñ or subrogation against Mortgagor Mortgag0r hereby directs all insurers under such policies (except worker's campensation and comprehensive public liability insurance) to pay all proceeds payable thereunder directly to Mortgagee (b) Mortgagor shall (1) pay as they become dueall premiums for such insurance, and (ii) not later than ten (10) days pnor to the expiraticñ of each policy to be furnished pursuant to the provisions of this Article 6, deliver a valid certificate of insurance (or if such certificate is not then available, a renewal binder), evidencing a renewed policy or policies marked "premium paid", or accompanied by such other evidence of payment satisfactory to Mortgagee with standard noncontnbutory mortgage clauses in favor of and acceptable to Mortgagee Nat-ñhatãñding the foregoing, Mortgagor shall not be required to provide proof of payment if Mortgagor and such insurance company agree to an alternative, I e , installment, method of payment, and M6cigõgee receives reasonably satisfactory evidence of the terms of such payment arrangement (c) If Mortgagor shall be in default of its obligations to so insure or deliver any such prepaid certificate of insurance or renewal binder then Mortgagee, at Martgagee's option, after notice to Mortgagor (except that no notice shall be required if the insurance has expired or been canceled or terminated), may effect such insurance and pay the premium or premiums therefor, and the amount of such premium or premiums so paid by Mortgagee, with interest from the time of payment at the Default Rate (as hereinafter defined), shall be added to the Indebtedness, payable on demand, and shall be secured by this Mortgage. (d) All policies of insurance required by this Mortgage shall contain clauses or endorsements to the effect that (1) no act or omission of either Mortgagor or anyone acting for Borrower (including, without limitation, any representations made by Borrower in the procurement of such insurance), which might otherwise result in a forfeiture of such insurance or any part thereof, no occupancy or use of the Mortgaged Property for purposes more hazardous than permitted by the terms of the policy, and no foreclosure or any other change in title to the Martgaged Property or any part thereof, shall affect the validity or enfõrceability or such insurance insofar as Lender is concerned, (ii) the insurer waives any rights or setoff, counterclaim, subrogation, or any deduction in respect of any liability of Borrower and Lender, (iii) such insurance is primary and without nght of contnbution from any other insurance which may be available, (iv) such policies shall not be modified, canceled or termiñãted without the insurer thereunder giving at least thirty (30) days pnor written notice to Lender by certified or registered mail, and (v) that Lender shall not be liable for any premiums thereon or subject to any assessments thereüñder, and shall in all events be in amounts sufficient to avoid any coinsurance liability 7. Impositions and Insurance Escrow. If an Event of Default (as hereinafter defined) shall have occurred and be conbnuing, then