Preview
FILED: QUEENS COUNTY CLERK 06/23/2022 04:26 PM INDEX NO. 715005/2021
NYSCEF DOC. NO. 34 RECEIVED NYSCEF: 06/23/2022
Exhibit A
FILED: QUEENS COUNTY CLERK 06/23/2022 04:26 PM INDEX NO. 715005/2021
NYSCEF DOC. NO. 34 RECEIVED NYSCEF: 06/23/2022
PROMISSORY NOTE
$300,000.00 Great Neck, New York
September 27th, 2019
FOR VALUE RECElVED, R&C Asset Management Corp., a New York Corporation, having an address at
234 Jericho Turnpike, Unit B, Mineola, NY 11501 (the "Borrower") promises to pay to the order of
. Flatiron Realty Capital LLC, and its successors and/or assigns (the "Lender"), having an address at
60 Madison Avenue, Suite 1001, New York, NY 10010, or at such other place as may be designated from
time to time in writing by Lender, the principal sum of THREE HUNDRED THOUSAND and NO/100
DOLLARS (US $300,000.00 ) (the "Loan"), together with interest at the rate hereinafter provided on the
principal amount of the Loan then outstanding, from the date of this Promissory Note (the "Note") until
such amount is paid in full, all as set forth below. Such principal sum, and all accrued and unpaid
interest and other charges thereon, shall be due and payable in full on September 27th, 2020 (the
"Original Maturity Date") or immediately upon the occurrence of an Event of Default, whichever is sooner.
A. INTEREST.
1. The Loan shall bear interest on the outstanding principåI amount hereof at a rate equal to
ELEVEN (11%) percent per annum (the "Interest Rate") during the period from the date of
this Note through the Maturity Date.
2. From and after the acceleration of the Loan following the occurrence of an Event of
Default, or if the Loan shall not be paid in full on the Maturity Date, the Loan and all
amounts outstanding hereunder (including any unpaid interest) shall bear interest at the
Default Rate, until such time as all amounts due hereunder shall be paid in full.
3. Nothing contained herein shall require Borrower to pay interest at a rate exceeding the
maximum permissible rate under applicable law. If interest payable by Borrower on any
date would exceed the maximum permissible rate, such interest payment shall
automatically be reduced to such maximum permitted amount.
4. Interest shall be computed on the basis of a year of 360 days with months of 30 days.
B. PAYMENTS.
1. Borrower shall make consecutive monthly payments of interest only, in full, in arrears on
the first (1st) day of each calendar month, commencing on May 1, 2020, and on the first
(1st) day of each calendar month thereafter, until the Maturity Date. Any payment of
interest not made when due, together with interest thereon, shall be added to the
outstanding principal balance of the Loan. interest to and including SEPTEMBER 30*, 2019
shall be paid in full to Lender on the date hereof.
2. The entire unpaid principal balance of this Note, together with all accrued and unpaid
interest and other charges due under this Note, shall be due and payable in full on the
Maturity Date.
3. A payment shall not be deemed to have been made on any day, unless such payment has
been received by Lender, via wire transfer, in U.S. dollars, by no later than 5:00 p.m. (New
York time) on such day. Whenever any payment to Lender hereunder would otherwise be
due (except by reason of acceleration) on a day that is not a Business Day, such payment
shall be due on the next Business Day.
FILED: QUEENS COUNTY CLERK 06/23/2022 04:26 PM INDEX NO. 715005/2021
NYSCEF DOC. NO. 34 RECEIVED NYSCEF: 06/23/2022
C. PREPAYMENTS.
1. Provided Borrower has made not less than SIX (6) full monthly payments of interest
hereunder, covering all interest through March 31", 2020, Borrower may prepay the
principal balance of the Loan, in whole, but not in part, prior to the Maturity Date, without
penalty, provided that interest shall be calculated through the last day of the month in
which prepayment is made.
2. The Loan may be prepaid, in whole or in part, prior to March 31", 2020, provided that,
simultaneously therewith, Borrower shall pay all interest on the Loan which should have
accrued through and including that date had the Loan not been prepaid. No partial
prepayment of the Loan shall be permitted. A Payoff Preparation Fee will be charged to
borrower in the amount of $695.00.
D. DEFAULT/REMEDIES.
1. The entire principal balance of this Note, together with all accrued interest and
other charges thereon (including any interest which would have been payable on the
principal balance of the Loan through and includ.ing the Maturity Date), and all other
attorneys'
expenses, including, but not limited to, reasonable fees and expenses incurred
by Lender in collecting or enforcing payment hereof (whether or. not suit is brought)
shall, upon written notice from Lender, immediately become due and payable, and
this Note shall be accelerated:
i. if Borrower shall fail to make any payment hereunder within five (5) days after the
due date thereof (except that there shall be no grace period if the Loan shall not
be paid in full on the Maturity Date); or
ii. upon the happening of an Event of·Default.
2. Shall this note not be paid in full by the maturity date, Borrower shall pay to lender a
penalty payment equivalent to three percent (3%) of the total outstanding Principal Loan
Balance.
3. in addition, Lender may sue on this Note, foreclose any liens securing this Note and pursue
any and all other remedies available to Lender at law or in equity, or pursue any
s combination of the above, all remedies hereunder being cumulative. Lender shall be
entitled to collect all expenses incurred in pursuing the remedies provided hereunder,
attorneys'
including, but not limited to, reasonable fees.
E. DEFINITIONS.
Day"
1. "Business means any day other than a Saturday, Sunday or other day on which banks
in New York State are authorized or required to close under applicable law.
Rate"
2. "Default means twenty-three and 99/100 percent (23.99%) per annum. Nothing
contained herein shall require Borrower to pay interest at a rate exceeding the maximum
permissible rate under applicable law. If interest payable by Borrower on any date would
exceed the maximum permissible rate, such interest payment shall automatically be
reduced to such maximum permitted amount.
Default"
3. "Event of has the meaning ascribed to such term in the Mortgage.
Documents"
4. "Loan shall refer collectively to this Note, the Mortgage, the Guaranty
and all other documents and instruments delivered to Lender, in favor of Lender made
by, or for the benefit of, Borrower, during the term of this Note to evidence, secure
andfor guarantee payment of the Loan, and all renewals, additions, supplements,
FILED: QUEENS COUNTY CLERK 06/23/2022 04:26 PM INDEX NO. 715005/2021
NYSCEF DOC. NO. 34 RECEIVED NYSCEF: 06/23/2022
amendments, modifications, consolidations, spreaders, restatements, extensions and
replacements hereof and thereof.
"Mortgage"
5. means the certain Mortgage, Security Agreement and Assignment of Leases
and Rents of even date herewith made by Borrower to and in favor of Lender covering the
premises known as 94-05 Pitkin Avenue, Ozone Park, NY 11417.
F. MISCELLANEOUS.
1. Borrower shall pay or reimburse Lender for all out-of-pocket cost and expenses (including
reasonable fees and disbursements of legal counsel, appraisers, accountants and other
experts) incurred by Lender in connection with, arising out of, or in any way related to
protecting, preserving, exercising or enforcing any of its rights in, under or related to the
Loan Documents.
2. Borrower hereby waives valuation, appraisement, presentment,demand for payment,
protest, notice of dishonor, notice of non-payment, lack of diligence, delays in collection,
delays in enforcement, notice of the intention to accelerate and the benefit of all
applicable law affording any right of redemption or cure.
3. Time is of the essence with regard to Borrower's performance hereunder.
4. Lender's rights and remedies under this Note shall be in addition to all other rights and
remedies under the Mortgage and applicable law. The obligations and liabilities of
Borrower hereunder shall be joint and several.
5. This Note shall be governed by the laws of the State of New York.
6. Any judicial proceeding brought against Borrower with respect to this Note or the
Mortgage may be brought in any court of competent jurisdiction in the City of New York,
and Borrower:
i. (a) accepts, generally and unconditionally, the nonexclusive jurisdiction of such
courts and any related appellate courts and irrevocably agrees to be bound by any
judgment rendered thereby in connection with this Note or the Mortgage and (b)
irrevocably waives any objection it may now or hereafter have as to the venue of
any such proceeding brought in such a court or that such a court is an
inconvenient forum. Any judicial proceeding by Borrower against Lender shall be
brought only in a court located in the City and Stat of New York. BORROWER AND
LENDER HEREBY WAlVE TRIAL BY JURY IN ANY JUDICIAL PROCEEDING TO WHICH
THEY ARE PARTIES INVOLVING THIS NOTE OR THE MORTGAGE.
7. This Note is secured by the Mortgage.
8. Borrower agrees to grant access to the premises to the Lender, or his/her agent, within 72
hours of a formal request, so that an appraisal may be conducted. Borrower's failure to
grant access within 72 hours will place this loan in default.
All of the provisions of this Note shall be binding upon and inure to the benefit of the parties hereto and
their respective successors and assigns.
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FILED: QUEENS COUNTY CLERK 06/23/2022 04:26 PM INDEX NO. 715005/2021
NYSCEF DOC. NO. 34 RECEIVED NYSCEF: 06/23/2022
IN WITNESS WHEREOF, Borrower has executed this Note on the day and year first above written.
R&C Asset Management Cérp,
By: PAUL GROSS
Its: Sole Sharehol r
Acknowledgement
STATE OF NEW YORK
COUNTY OF
On the 27th day of September in the year 2019, before me, the undersigned, a Notary Public in
and for the State of New York, personally appeared PAUL GROSS , personally known to me or proved to
me on the basis of satisfactory evidence to be the individual whose name is subscribed to the within
instrument and acknowledged to me that he executed the same in his capacity, and that by his signature
on the instrument, the individual, or the person upon behalf of which the individual acted, executed the
instrument.
Nota blic
BRUNENGRABER
LYNNE
Public, State of New York
Notary
No. 01BR6080374
Qualified in Suffolk County
My Commission Expires 09/09/2d
FILED: QUEENS COUNTY CLERK 06/23/2022 04:26 PM INDEX NO. 715005/2021
NYSCEF DOC. NO. 34 RECEIVED NYSCEF: 06/23/2022
ALLONGE
MORTGAGOR: R&C ASSET MANAGEMENT CORP
DATE OF NOTE: SEPTEMBER 27, 2019
LOAN NUMBER
LOAN AMOUNT: $300,000.00
PROPERTY ADDRESS: 94-05 PITKIN AVENUE, OZONE PARK, NY 11417
Pay to the order of Toorak Capital Partners, LLC, a Delaware limited liability company
without recourse.
Dated: OCOTOBER 3, 2019
FLATIRON REALTY CAPITAL, LLC
Name:f66ert Ta sazan
Title: Managing Director
FILED: QUEENS COUNTY CLERK 06/23/2022 04:26 PM INDEX NO. 715005/2021
NYSCEF DOC. NO. 34 RECEIVED NYSCEF: 06/23/2022
ALLONGE
Allonge to Promissory Note dated September 27, 2019 made by R&C Asset Management
Corp., to Flatiron Realty Capital LLC, in the original principal amount of $300,000.00
covering premises located at 94-05 Pitkin Avenue, Ozone Park, NY 11417. Pay to the order of
Flatiron Realty Capital LLC without warranty or representation, either expressed or implied
without recourse to Assignor in any event whatsoever.
Pay to the order of Flatiron Realty Capital LLC without recourse.
Dated: 7/ 3) /¿e)
Toorak Capital Partners LLC
By:
Name: Darren Weaver
Title: Principal
VLAD MARHEFKA
-
Notary Public State of New Jersey
My Commission Expires Aug 29, 2024
FILED: QUEENS COUNTY CLERK 06/23/2022 04:26 PM INDEX NO. 715005/2021
NYSCEF DOC. NO. 34 RECEIVED NYSCEF: 06/23/2022
ALLONGE
Allonge to Promissory Note dated September 27, 2019 made by R&C Asset Management
Corp to Flatiron Realty Capital LLC in the original principal amount of $300,000.00 covering
premises located at 94-05 Pitkin Avenue, Ozone Park, NY 11417. Pay to the order of Special
Service America, LLC without warranty or representation, either expressed or implied without
recourse to Assignor in any event whatsoever.
Pay to the order of Special Service America, LLC without recourse.
Dated:
Flatiron Realty Capital LC
By:
NameÈRobe\(T),asazan
Title: Principal
FILED: QUEENS COUNTY CLERK 06/23/2022 04:26 PM INDEX NO. 715005/2021
NYSCEF DOC. NO. 34 RECEIVED NYSCEF: 06/23/2022
ALLONGE
Allonge to Promissory Note dated September 27, 2019 made by R&C Asset Management
Corp., to Flatiron Realty Capital LLC, in the original principal amount of $300,000.00
covering premises located at 94-05 Pitkin Avenue, Ozone Park, NY 11417. Pay to the order of
SSA NE Assets LLC without warranty or representation, either expressed or implied without
recourse to Assignor in any event whatsoever.
Pay to the order of SSA NE Assets LLC without recourse.
Dated: I / 2 o ito 2- t
Special Service America LLC
By:
Name: (
Title: A h e