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PROMISSORY NOTE

Promissory Note

PROMISSORY NOTE | Document Parties: SUPPORTSAVE SOLUTIONS INC | GLVK, Inc | SupportSave Investments, LLC You are currently viewing:
This Promissory Note involves

SUPPORTSAVE SOLUTIONS INC | GLVK, Inc | SupportSave Investments, LLC

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Title: PROMISSORY NOTE
Governing Law: Florida     Date: 5/26/2009
Industry: Business Services     Sector: Services

PROMISSORY NOTE, Parties: supportsave solutions inc , glvk  inc , supportsave investments  llc
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  PROMISSORY NOTE

 

 

$210,000.00

Palm Beach County, Florida

 

Date: May 11, 2009

 

 

FOR VALUE RECEIVED,   GLVK, Inc., a Florida corporation (the “Maker”) hereby promises to pay to the order of SupportSave Investments, LLC, a Florida Limited Liability Company (the “Payee”), the principal sum of TWO HUNDRED TEN THOUSAND AND NO/100 DOLLARS ($210,000.00) or as much of the principal balance of this loan as is outstanding from time to time.  The principal and all interest thereon shall be payable in lawful money of the United States of America at such place as may hereafter be designated by written notice from the Payee to the undersigned hereof, on the date and in the manner following:

 

This Note shall bear interest at the rate of Seven Percent (7.0%) per annum and shall be payable in twenty three (23) equal, consecutive, monthly interest only payments in the sum of $1225.00 commencing on June 11, 2009 and continuing on the same day of each successive month. The entire principal balance plus all accrued interest shall be due and payable in the form of a balloon payment two years from the date of the execution of the Note.

 

It is agreed that the Maker shall have the right to pre-pay any portion of the Note at any time prior to the maturity date.

 

This Note shall be construed and enforced according to the laws of the State of Florida.

 

This Note is secured by a Mortgage on the real property owned by the Maker located at 10714 Kirkaldy Lane, Boca Raton, Florida 33498 (the "Mortgage").  All of the terms, covenants and conditions, contained in the Mortgage are expressly incorporated by reference herein and hereby made a part hereof.

 

If default (defined herein as any payment not having been made within fifteen (15) days of its due date) be made in the payment of any of the sums or interest mentioned herein then the entire principal sum and accrued interest shall at the option of the Payee or Holder hereof become at once due and collectible without notice, time being of the essence; and said principal sum and accrued interest shall both bear interest from such time until paid at the rate of eighteen percent (18%) per annum.   In addition, Maker shall pay a late charge of five percent (5%) of the amount of any payment not made within five (5) days of its due date.

 


 

Upon any default hereunder, there shall be paid to the holder of this Note reasonable attorneys' fees and all costs and other expenses (including, without limitation, such fees, costs and expenses of litigation, including appeals), incurred by said holder in enforcing the terms of this Note.  No delay or omission on the part of the holder in exercising any right hereunder shall operate as a waiver of such right or of any other right under this Note.  A waiver on any one occasion shall not be construed as a bar to or waiver of any right or remedy on any future occasion.

 

Each person liable hereon whether maker or endorser, hereby waives presentment, notice of protest and notice of dishonor.

 

This Note is executed and is payable in, and is to be construed according to and governed by the laws of the State of Florida, and venue and/or jurisdiction of any proceedings in connection herewith shall be in Palm Beach County, Florida.

 

GLVK, Inc., a Florida corporation

 

 

By: _________________

Vartan Sarkisian, President

 

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This Instrument Was Prepared By and Return to:

Marc Solomon, Esq.

Marc Solomon, P.A

1160 South Rogers Circle

Ste #2

Boca Raton, FL 33487

 

 

THIS IS A BALLOON MORTGAGE AND THE FINAL PRINCIPAL PAYMENT OR THE PRINCIPAL BALANCE DUE UPON MATURITY IS $210,000.00 TOGETHER WITH ACCRUED INTEREST, IF ANY, AND ALL ADVANCEMENTS MADE BY THE MORTGAGEE UNDER THE TERMS OF THIS MORTGAGE.

 

FLORIDA DOCUMENTARY STAMP TAXES IN THE AMOUNT OF $735.00 AND FLORIDA NON-RECURRING INTANGIBLE TAXES IN THE AMOUNT OF $420.00 ARE BEING PAID UPON RECORDATION OF THIS INSTRUMENT.

 

MORTGAGE

 

THIS MORTGAGE, executed as of the 11th day of May 2009, by GLVK, Inc., a Florida Corporation, whose address is 10714 Kirkaldy Lane, Boca Raton, Florida 33498,   hereinafter called the "Mortgagor," which term as used in every instance shall include the Mortgagor's heirs, executors, administrators, successors, legal representatives and assigns, either voluntary by act of the parties or involuntary by operation of law and shall denote the singular and/or plural, the masculine and/or feminine and natural and/or artificial persons, whenever and wherever the context so requires or admits, grants in favor of SupportSave Investments, LLC a Florida Limited Liability Company whose address is 10714 Kirkaldy Lane, Boca Raton, Florida 33498 hereinafter called the "Mortgagee," which term as used in every instance shall include the Mortgagee's successors, legal representatives and assigns, including all subsequent assignees, either voluntary or by act of the parties or involuntary by operation of law.

 

WITNESSETH:

 

THAT for good and valuable considerations, and to secure the payment of the aggregate sum of money named in that certain Promissory Note in the principal sum of Two  Hundred Ten Thousand and xx/100 Dollars ($210,000.00), of even date herewith, which requires payment as therein set forth with all sums owing thereon, unless sooner paid, to be due by May 11, 2111 (“Maturity Date”), hereinafter mentioned, together with interest thereon or so much thereof as may be advanced, and all other sums of money secured hereby as hereinafter provided, the Mortgagor does grant, bargain, sell, alien, remise, release, convey and confirm unto the Mortgagee, a mortgage lien on the following described real estate of which the Mortgagor is now seized and possessed, and in actual possession situate in the County of Palm Beach, State of Florida, and as legally described on Exhibit "A" (the “Premises”) attached hereto and by this reference made a part hereof:

 

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TOGETHER WITH the following property and rights (the Premises, together with such property and rights, being hereinafter collectively called "Mortgaged Property" or "Property"):

 

a.           All right, title and interest of Mortgagor in and to the land lying in the bed of any street, road or avenue, opened or proposed, in front of or adjoining the Premises, and in and to the appurtenances thereto;

 

b.           All machinery, apparatus, equipment, fittings, fixtures and articles of personal property of every kind and nature whatsoever now or hereafter located in any building or upon the Premises, or any part thereof, and used or usable in connection with any present or future occupancy of said building and now owned or hereafter acquired by Mortgagor; and,

 

c.         Any and all awards of payments, including interest thereon, and the right to receive the same, which may be made with respect to the Premises as a result of the exercise of the right of eminent domain, the alteration of the grade of any street, any other injury to, or decrease in the value of, the Premises, or proceeds of insurance awards, to the extent of all amounts which may be secured by this Mortgage at the date of receipt of any such award or payment by Mortgagee, and of the reasonable attorneys' fees, costs and disbursements incurred by Mortgagee in connection with the collection of such award or payment; and Mortgagor agrees to execute and deliver, from time to time, such further instruments as may be requested by Mortgagee to confirm such assignment to Mortgagee of any such award or payment.

 

TO HAVE AND TO HOLD the above described property unto the Mortgagee, its successors and assigns forever.

 

The Mortgagor hereby covenants with the Mortgagee that the Mortgagor is indefeasibly seized with the absolute and fee simple title to said property, and has full power and lawful authority to sell, convey transfer and mortgage the same; that it shall be lawful at any time hereafter for the Mortgagee to peaceably and quietly enter upon, have, hold and enjoy said property, and every part thereof; that this Mortgage is and will remain a valid and enforceable lien on the Mortgaged Property and that said Mortgaged Property is free and discharged from all liens, encumbrances and claims of any kind, including taxes and assessments, and that the Mortgagor hereby fully warrants unto the Mortgagee the title to said Mortgaged Property and will defend the same against the lawful claims and demands of all persons whomsoever.

 

NOW, THEREFORE, the condition of this Mortgage is such that if the Mortgagor shall well and truly pay unto the Mortgagee the indebtedness evidenced by that certain Promissory Note (hereinafter sometimes called "Note" or "Mortgage Note") of even date herewith, made by the Mortgagor and payable to the Mortgagee in the principal sum of Two Hundred Ten  Thousand and xx/100 Dollars ($210,000.00), together with interest as set forth therein, and shall perform, comply with and abide by each and every of the stipulations, agreements, conditions and covenants contained and set forth in this Mortgage and in the Promissory Note secured hereby, then this Mortgage and the estate hereby created shall cease and be null and void.

 

AND the Mortgagor does hereby covenant and agree:

 

1.           To perform, comply with and abide by each and every of the stipulations, agreements, conditions and covenants contained and set forth in said Promissory Note and this Mortgage, the Note and all other documents executed in connection with the loan (the "Loan") evidenced by the Note and secured by this Mortgage (the Note and this Mortgage and such other loan documents are sometimes referred to herein, collectively, as the "Loan Documents").

 

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2.           To permit, commit or suffer no waste; to comply with or cause to be complied with, all statutes, ordinances and requirements of any governmental or other authority relating to the Mortgaged Property; and to do or permit to be done to said Premises nothing that will alter or change the use and character of said property or in any way impair or weaken the security of this Mortgage. And in case of the refusal, neglect or inability of the Mortgagor to repair and maintain said Mortgaged Property, the Mortgagee may, at its option, make such repairs or cause the same to be made and advance monies in that behalf and the amount of such monies advanced by Mortgagee shall thereupon be secured by this Mortgage and become a lien on the Mortgaged Property.

 

3.           That Mortgagor will promptly pay and discharge any and all license fees or similar charges, together with any penalties and interest thereon, which may be imposed by the jurisdiction in which the Property is situated for the use of vaults, chutes, areas and other space beyond the lot line and under or abutting the public sidewalks in front of or adjoining the Premises; that Mortgagor will promptly cure any notice of violation of law and comply with any order entered pursuant to said violation; that if Mortgagor shall default in making such payment and obtaining such discharge or in curing any such violation Mortgagee may make such payment, together with penalties and interest thereon, and obtain such discharge and cure any such violation, and the amount of such payment and the expenses incurred by Mortgagee in obtaining such discharge and curing any violation shall thereupon be secured by this Mortgage and become a lien on the Mortgaged Property; and that Mortgagor will repay the amount of such payment and such expenses to Mortgagee, together with interest thereon at the default rate of interest set forth in the Note, within fifteen (15) days after demand for said payment is made by Mortgagee to Mortgagor.

 

4.           The Mortgagor, immediately upon obtaining knowledge of the institution of any proceedings for the condemnation of the Premises or any portion thereof, will notify the Mortgagee of the pendency of such proceedings. The Mortgagee may participate in any such proceedings and the Mortgagor, from time to time, will deliver to the Mortgagee all instruments requested by it to permit such participation.

 

5.           That, notwithstanding any taking by eminent domain, alteration of the grade of any street or other injury to or decrease in value of the Mortgaged Property by any public or quasi-public authority or corporation, Mortgagor shall continue to pay interest as provided in the Mortgage Note until any such award or payment shall have been actually received by Mortgagee and any reduction in the principal sum resulting from the application by Mortgagee of such award or payment, as hereinafter set forth, shall be deemed to take effect only on the date of such receipt; that said award or payment may be applied, in such proportions and priority as Mortgagee in Mortgagee's sole discretion may elect, to the payment of principal whether or not then due and payable, or any sums secured by this Mortgage and/or to payment to Mortgagor, on such terms as Mortgagee may specify, to be used for the sole purpose of altering, restoring or rebuilding any part of the Mortgaged Property which may have been altered, damaged or destroyed as a result of any such taking, alteration of grade, or other injury to the Mortgaged Property; and that, if prior to the receipt by Mortgagee of such award or payment, the Mortgagee acquires title to the Property through judicial sale or deed in lieu of foreclosure, then such award shall be applied to payment of the Mortgage debt remaining unsatisfied after such sale or deed in lieu of foreclosure of the Mortgaged Property, and the Mortgagee shall be entitled to receive such award after such sale of the Mortgaged Property through judicial proceedings, with legal interest thereon, whether or not a deficiency judgment on this Mortgage shall have been sought or recovered or denied, and of the reasonable attorney's fees, costs and disbursements incurred by Mortgagee in connection with the collection of such award or payment.

 

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6.           The Mortgagor will, at the cost of the Mortgagor and without expense to the Mortgagee, do, execute, acknowledge and deliver all and every such further acts, deeds, conveyances, mortgages, assigns, notices of assignments, transfers and assurances as the Mortgagee shall from time to time require, for the better assuring conveying, assigning, transferring and confirming unto the Mortgagee the property and rights hereby conveyed or assigned or intended now or hereafter so to be, or which the Mortgagor may be or may hereafter become bound to convey or assign to the Mortgagee, or for carrying out the intention or facilitating the performance of the terms of this Mortgage or for filing, registering or recording this Mortgage and on demand will execute and deliver, and hereby authorizes the Mortgagee to execute in the name of the Mortgagor to the extent it may lawfully do so, one or more financing statements, chattel mortgages or comparable security instruments, to evidence more effectively the lien hereof upon the Mortgaged Property.

 

7.         a.           The Mortgagor forthwith upon the execution and delivery of this Mortgage and thereafter, from time to time, will cause this Mortgage and any security instrument creating a lien or evidencing the lien hereof upon the Mortgaged Property and each instrument of further assurance to be filed, registered or recorded in such manner and in such places as may be required by any present or future law in order to publish notice of and fully protect the lien hereof upon, and the interest of the Mortgagee in, the Mortgaged Property.

 

b.           The Mortgagor will pay all filing, registration or recording fees and all expenses incident to the preparation, 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 all federal, state, county and municipal stamp taxes and other taxes, duties, imposts, assessments and charges, other than income taxes, 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.

 

8.           If the Mortgagor is a corporation, the execution and delivery of this Mortgage has been duly authorized by the Board of Directors of such corporation; and that, if required by the Certificate of Incorporation of such corporation, the execution and delivery of this Mortgage has been duly consented to by the stockholders of such corporation. The Mortgagor will do all things necessary to preserve and keep in full force and effect its existence, franchises, rights and privileges as business or stock corporation under the laws of the State of its incorporation and will comply with all regulations, rules, ordinances, statutes, orders and decrees of any governmental authority or court applicable to the Mortgagor or the Mortgaged Property or any part thereof.

 

9.           The Mortgagor, from time to time, when the same shall become due, will pay and discharge all taxes of every kind and nature (including real and personal property taxes), all general and special assessments, levies, permits, inspection and license fees, all water and sewer rents and charges, and all other public charges whether of a like or different nature, imposed upon or assessed against it or 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 (collectively, "Taxes"). The Mortgagor will upon the request of the Mortgagee, deliver to the Mortgagee receipts evidencing the payment of all such Taxes. In the event of a default by Mortgagor under this Mortgage, the Note or any of the other Loan Documents, Mortgagor shall, upon request by Mortgagee, establish an escrow with Mortgagee and pay monthly an amount, as determined by Mortgagee, which is sufficient to permit Mortgagee to pay all Taxes when due.

 

10.           The Mortgagor will pay from time to time when the same shall become due, all claims and demands of mechanics, materialmen, laborers, and others which, - if unpaid, might result in or permit the creation of a lien on the Mortgaged Property, whether paramount or subordinate to this Mortgage, or any part thereof, or on the revenues, rents, issues, income and profits arising therefrom and in general will do or cause to be done everything necessary so that the first lien of this Mortgage shall be preserved, at the cost of the Mortgagor, without expense to the Mortgagee.

 

11.           a.           That the Mortgagor will keep the Mortgaged Property insured, as may be required from time to time by the Mortgagee, against loss by fire, windstorm and other hazards, casualties and contingencies and war risks, if available, including during the course of any construction and/or development work, builders' all risk completed value, non-reporting form insurance for such periods and for not less than one hundred percent (100%) of the full replacement cost therefor and to pay promptly when due all premiums for such insurance. The amounts of insurance required by Mortgagee shall be the minimum amounts for which said insurance shall be written and it shall be incumbent upon the Mortgagor to maintain such additional insurance as may be necessary to meet and comply fully with all co-insurance requirements contained in said policies to the end that said Mortgagor is not a co-insuror thereunder. Insurance shall be written by a company or companies approved by the Mortgagee and all policies and renewals thereof shall be held by the Mortgagee. All detailed designations by the Mortgagor which are accepted by the Mortgagee relating to insurance, now existing or hereafter made, shall be in writing and shall be a part of this Mortgage as fully as though set forth verbatim herein, and shall govern both parties hereto and their successors and assigns. No lien upon any of said policies of insurance or upon refund or return premium which may be payable on the cancellation or termination thereof shall be given to other than the Mortgagee, except by proper endorsement affixed to such policy and approved by the Mortgagee. Each policy of insurance shall have affixed thereto a Standard Florida Mortgagee clause without contribution, making all loss or losses under such policy payable to the Mortgagee as its interest may appear. In the event any sum or sums of money become payable thereunder, the Mortgagee shall have the option to receive and apply the same on account of the indebtedness hereby secured, or to permit the Mortgagor to receive it and use it, or any part thereof, without thereby waiving or impairing any equity, lien or right under and by virtue of this Mortgage. In the event of loss or physical damage to the Mortgaged Property, the Mortgagor shall give immediate notice thereof by mail to the Mortgagee, and the Mortgagee may make proof of loss if the same is not made promptly by Mortgagor. In the event of foreclosure of this Mortgage or other transfer of title to the Mortgaged Property in extinguishment of the indebtedness secured hereby, all right, title and interest of the Mortgagor in and to any insurance policies then in force shall pass to the transferee. In the event of a default by Mortgagor under this Mortgage, the Note or any of the other Loan Documents, Mortgagor shall, upon the request by Mortgagee, establish an escrow with Mortgagee and pay monthly an amount, as determined by Mortgagee, which is sufficient to permit Mortgagee to pay the premiums for all insurance required by Mortgagor when due.

 

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b.           Provided no event of default then exists hereunder, the net insurance proceeds and net proceeds of any condemnation award (in each case after deduction only of Mortgagee's reasonable costs and expenses, if any, in collecting the same) shall be made available for the restoration or repair of the Property if, in Mortgagee's sole judgment (a) restoration or repair is economically feasible, (the value of Mortgagee's security is not reduced), the loss or condemnation, as applicable, does not occur in the six (6) month period preceding the stated maturity date in the Note, and (b) Mortgagor deposits with Mortgagee an amount, in cash, which Mortgagee, in its sole discretion, determines is necessary, in addition to the net insurance proceeds or net proceeds of any condemnation award, as applicable, to pay in full the cost of the restoration or repair. Mortgagor's deposits made pursuant to this paragraph shall be used before the net insurance proceeds or net proceeds of any condemnation award, as applicable, for such restoration or repair. If the net insurance proceeds or net proceeds of any condemnation award, as applicable, are made available for restoration or repair, such work shall be completed by Mortgagor in an expeditious and diligent fashion, and in compliance with all applicable laws, rules and regulations. Any condemnation award or insurance proceeds, as a


 
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