HomeMy WebLinkAboutC2011-357 - 10/11/2011 - ApprovedRECORDATION REQUESTED BY:
SUN NATIONAL BANK
James DiChiara
Vice President
P.O.Box 1229
1720 Hwy 34
Wall, New Jersey 07719
WHEN RECORDED MAIL TO:
Giordano, Halleran & Ciesla, PC
125 Half Mile Road
Red Bank, New Jersey 07701
Attu: Tara Phelan Carver, Esq.
SEND TAX NOTICES TO:
MREIC Corpus Christi TX, LLC
3499 Route 9 North
Freehold, New Jersey 07728
LANDLORD'S CER TIFICA TEAND ESTOPPEL CERTIFICATE
This Landlord's Certificate and Estoppel Certificate (this "Certificate "), is made as of
G� , 2011, between MREIC CORPUS CHRISTI TX, LLC, a Texas limited liability
company ( "Lessee "), SUN NATIONAL BANK, a National Banking Association ( "Lender") and the
CITY OF CORPUS CHRISTI ( "Landlord").
Lessee and Lender have entered into, or are about to enter into, a financial transaction whereby
Lender has acquired or will acquire a security interest or other lien on Lessee's leasehold interest in
certain Real Property owned by the Landlord and located in Nueces County, Texas, as more particularly
described on EXHIBIT A attached hereto and incorporated herein by reference (the "Real Property ")
To induce Lender to extend one or more loans or other financial accommodations to Lessee against such
security interest in the Real Property and for other valuable consideration, with knowledge that Lender is
relying thereon, Landlord and Lessee hereby agree with Lender as follows:
THE GROUND LEASE. Landlord leased the Real Property to CORPUS CHRISTI
DEVELOPMENT 1, L.L.C., a Missouri limited liability company d/b /a Corpus Christi FXG,
L.L.C. ( "Assignor ") pursuant to that certain Ground Lease dated October 12, 2010 by and
between the Landlord and the Assignor, a true and correct copy of which is attached hereto as
EXHIBIT B ( "Lease "). The following information is a summary of the basic terms and
conditions of the Lease:
a. The Lease is for abase term of thirty (30) years commencing on the sixty -first (61st) day
following final approval by the Landlord's City Council. The Lease commenced
December 12, 2010, and shall expire December 11, 2040.
b. Rent is abated for the period beginning on the commencement date until the date of
beneficial occupancy as determined by the issuance of a certificate of occupancy by the
Landlord ( "Certificate of Occupancy ") or September 1, 2011, whichever is earlier.
c. Rent is due and payable on the first day of each calendar month of the Lease Term. Rent
-- 201
011 3 5- 7 defined in Section 7 of the lease, for the gross square footage
Ord. 029237
10/11/11
MREIC Corpus Christi, Tx, LLC INncry
of the Premises and paid on an annual basis to the Airport at the address show in Section
30 of the lease.
d. The Lease covers the real property described in the Assignment (defined below).
e. The Real Property or its address is commonly known as 246 Glasson Drive, Corpus
Christi, Texas 78406.
2. THE ASSIGNMENT. Assignor assigned and transferred to Lessee all of the rights and benefits
of Assignor as "Developer" iinder the Lease pursuant to that certain Assignment and Assumption
r .
of Ground Lease dated 1 2011 ("Assignment'). The Landlord consented to the
Assignment to Lessee by that certain Landlord's Consent and Estoppel Certificate, a true and
correct copy of which his attached hereto as EXHIBIT C ( " Assignment").
3. ESTOPPEL_ Landlord, Assignor, and Lessee represents and warrants to Lender that:
a. Lease in Effect The Ground Lease (i) has been duly executed and accepted by Landlord
and Assignor, (ii) is in full force and effect, and (iii) has not been modified or changed,
either in writing or orally. Upon execution of the Assignment, the Lessee will have all
right, title and interest and obligations of Assignor under the Lease.
b. No Default As of the date of this Certificate and to Landlord's best knowledge and
belief: (i) all conditions and obligations to be performed by either Landlord or Assignor
under the Lease to the date hereof have been satisfied; (ii) there exists no breach, default,
or event or condition which the giving of notice or the passage of time, or both, would
constitute such a breach or default under the Lease: and (iii) there are no existing claims,
defenses or offsets against obligations of either Landlord or Assignor under the Lease,
including any against rents due or to become due under the terms of the Lease.
c. Entire Agreement The Lease constitutes the entire agreement between Landlord,
Assignor and Lessee with respect to the Lease of the Real Property.
d. No Prepaid Rent No deposits or prepayments of rent have been made in connection with
the Lease except as may be described above in the summary description of the Lease.
4. MODIFICATION, TERMINATION AND CANCELLATION. Landlord represents and
warrants to Lender, subject to Lessee's compliance with notification provisions in Section 31M,
and in accordance with Section 31 M, that:
a. The Landlord acknowledges and agrees that notwithstanding anything to the contrary
contained in the Lease, the term "Leasehold Mortgage" (as defined in Section 31 M of the
Lease), shall be deemed to include the Deed of Trust in favor of Sun National Bank
b. For so long as the Lease shall be in effect, Landlord shall not disturb the possession,
interest or quiet enjoyment of any authorized subtenant.
c, So long as the Leasehold Mortgage shall remain unsatisfied, the following shall apply:
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i. Landlord, upon serving Lessee with any notice hereunder or under the
provisions of, or with respect to, the Lease, shall also mail a copy of such
notice upon the holder or holders of the Leasehold Mortgage (such holder
or holders, and its or their designees, successors and assigns from time to
time, each a " Leasehold Mortgagee ") at the following address: Sun
National Bank, Attn: James DiChiara, Vice President, P.O. Box 1229,
1720 Hwy 34, Wall, New Jersey 07719, in the same manner as required by
the Lease for notices to Lessee, at the address specified in the Leasehold
Mortgage, or at such other address as the Leasehold Mortgagee shall
designate in writing to Landlord. No notice from Landlord to Lessee shall
be deemed to have been duly given unless and until a copy thereof has
been so mailed. No notice from Leasehold Mortgage to Landlord shall be
deemed to have been duly given unless and until a copy thereof has been
mailed via U.S. Mail to Landlord's Director of Aviation, Corpus Christi
International Airport, 1000 International Dirve, Corpus Christi, Texas
78406 , with copy to City Attorney, City of Corpus Christi, P. O. Box
9277, Corpus Christi, Texas 78469.
ii. In the event that Lessee shall be in default under the Lease, the Leasehold
Mortgagee shall have the right, but not the obligation, to remedy such
default, or cause the same to be remedied, within thirty (30) days after the
expiration of all applicable grace or cure periods as provided in the Lease,
and Landlord shall accept such performance by or at the instance of the
Leasehold Mortgagee as if the same had been made by Lessee.
Notwithstanding anything in this Certificate or in the Lease to the
contrary, no default or event of default shall be deemed to exist under the
Lease or this Certificate if steps to remedy such default or event of default
shall have been commenced in good faith (whether by the Lessee, the
Landlord or otherwise) and such remedy is being prosecuted with
diligence and continuity.
iv. Notwithstanding anything in this Certificate or in the Lease to the
contrary, if, pursuant to the provisions of the Lease or as a matter of law,
Landlord shall have the right to terminate the Lease, then Landlord shall
take no action to terminate the Lease without first giving to the Leasehold
Mortgagee written notice of such right and a reasonable time thereafter (a)
to obtain possession of the Property (including possession by a receiver)
and, in the case of a default or event of default under the Lease susceptible
of being cured by the Leasehold Mortgagee, to promptly cure such default
after obtaining possession or (b) to institute, prosecute and complete
foreclosure proceedings or otherwise acquire Lessee's interest under the
Lease and, in the case of a default or event of default under the Lease
susceptible of being cured by the Leasehold Mortgagee, to promptly cure
3
such default.
V. Any notice or other communication which Landlord shall desire or is
required to give to or serve upon the Leasehold Mortgagee shall be in
writing and shall be served in the same manner as required by the Lease
for any notices to Lessee, except that such notice shall be delivered to the
Leasehold Mortgagee at the following: Sun National Bank, Attn: James
DiChiara, Vice President, P.O. Box 1229, 1720 Hwy 34, Wall, New Jersey
07719, or at such other address as the Leasehold Mortgagee shall
designate in writing to Landlord via U. S. Mail, with copy to City of
Corpus Christi, Attn: City Attorney, P. O. Box 9277, Corpus Christi,
Texas 78469,
vi. Any notice or other communication which the Leasehold Mortgagee shall
desire or is required to give to or serve upon Landlord shall be deemed to
have been duly given or served if sent to Landlord in accordance with the
provisions of the Lease at the address set forth therein, or at such other
address as the Landlord shall designate in writing.
vii. Lessee and Landlord shall not enter into any agreement providing for the
surrender, cancellation, amendment or modification of the Lease or this
Certificate, and Landlord shall not accept a surrender of the Lease from
Lessee, without the prior written consent of the Leasehold Mortgagee, and
no such surrender, cancellation, amendment or modification shall be
binding on the Leasehold Mortgagee or Lessee without the prior written
consent of the Leasehold Mortgagee.
viii. In any circumstances where arbitration is provided for under the Lease,
Landlord shall give to each Leasehold Mortgagee notice of any demand
for any arbitration at the same time and in the same manner as such notice
was given to Lessee, and Landlord shall recognize each Leasehold
Mortgagee as a proper party to participate in such arbitration.
5. MISCELLANEOUS.
a. The Landlord and the Lessee expressly agree that this instrument constitutes notice to the
Aviation Director as required by Section 31(M) of the Lease and that Sun National Bank,
its successors and assigns, is a "Leasehold Mortgagee" as defined therein and is entitled
to each of the applicable rights and benefits and obligations contained in the Ground
Lease and this Certificate.
b. This Certificate may be signed in one or more counterparts (or with counterpart signature
pages) which, taken together, shall constitute a fully executed Certificate and shall be
considered a single document.
c. This Certificatie shall be governed and construed in accordance with the laws of the
State of Texas.
M
SIGNATURES CONTAINED ON THE NEXT SEVERAL PAGES
IN WITNESS WHEREOF, the parties hereto have caused this Certificate to be executed as of
the day and year first above written.
ASSIGNOR
CORPUS CHRISTI
Missouri limited li�Cb
FXG, L.L.C.
Title:
STATE OF MISSOURI
COUNTY OF JACKSON
DEVELOPMENT 1, L.L.C., a
co y d/b/a Corpus Christi
This instrument was acknowledged before me on the 8 th day ofSe tember 2411, by
Kevin R. Jones , the Manager
at�lof CORPUS CHRISTI
DEVELOPMENT 1, L.L.C., a Missouri limited liabit'ty company 10A-Corpus Christi FXG, L.L.C.
o Public, State of Missouri
Printed Name: Kathleen Needham
My commission expires: 4-12-2012
'��p ►t� KATHLEEN NNOM
NOYMY PUBLIC
fi A = NOTARY SEAL
j o coufty
dF � �5
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2
LESSEE
MREIC CORPUS CHRISTI TX, LLC,
a Texas limited liability company
By: Monmouth Real Estate Investment Corporation,
a Maryland corporation,
its Member
STATE OF §
COUNTY 0 I iOOMOA §
This instrument was acknowledged before me on the ' day of _S��mr , 2011, by
the _ �p�r�2 r �0,1 of Monmouth. Real Estate
Investment Corporati n, a Maryland corpo ion, member, on behalf of MREIC CORPUS CHRISTI
TX, LLC, a Texas limited liability company.
Notary Public, State of
Printed Name: " LD E_ sk
My commission expires: S.f
WARY PWK
IftONIISICt'BEC 9;QM
Appm ad as to form:
Lisa Aguilar
Assistant C Attorney
For City Attorney
STATE OF TEXAS
COUNTY OF NUECES
8
LANDLORD
CITY OF CORPUS CHRISTI
By: C - —
Name: M" f e,
Title: 5S15�Ci.�
This instrument was ackn wled ed before me on the �4ay of , 2011, by
�ec , o y , the on behalf of the City of Corpus Christi.
{ � NSA: �.' : GRASZ No ary Public; State of. Texas
,
3 Notary Public /�
STATE OF'TEXAS Printed Name: G6 41-�
My Comm, Exp, 05. 07.2012 My commission expires:
62q 23 ( 7 AUfHORIZM
�1f1Cll ...LQI�!< <..�..��
SECRETARY
LENDER
SUN NATIONAL BANK
By;
Nam .James J. Dichiara Title: Vice President
STATE OF NEW JERSEY §
COUNTY OF MONMOUTH§
This instrument was acknowledged before me on the day of &4ALV, 2011, by James J.
Dichiara, the Vice President of SUN NATIONAL BANK, a national b ing association,
Tara Phelan Carver
Attorney at Law of New Jersey
EXHIBIT A
Description of the Real Property
LNV Inc.
ENGINEERS & CONSUL'T'ANTS
801 Navigation, Suite 300
Corpus Christi, Texas 78408
Phone: (361) 86314984 Fax: (361) 883.1886
Field note description for an 8.18 acre tract of land out of Block 23, J. C. Russell Farm Blocks, a sub-
division ofNueces County, Texas, recorded in Volume 3, Page 53, Map Retards, Nucces County, Texas
Map Records, said 8.18 acre tract of land being more particularly described by metes and bounds as
fottows:
Beginning at a 518 inch iron rod set in the Northeast right of way line of Pinson Drive, for the most
Westerly and beginning corner of the tract herein described, from whence the intersection of the Northeast
right of way line of said Pinson Drive and the Southwest right of way line of State Highway 44, bears
North 37 07' -37" West, a distance of 703.39 feet;
Thence North 45°- 18' -15" East, within said Block 23, J. C. Russell Farm Blocks, at approximately 380
feet, pass the center of a pipeline runnin Past -West, as per survey done by Maverick Engineering, Inc.,
dated September 25, 2006, in all, a distance of 517.77 feet to a 518 inch iron rod set for the Northwest
corner of the tract herein described;
Thence South 89°-59' -43" East, a distance of 159.83 feet to a 518 inch iron rod set for a corner of the tract
herein described;
Thence South 44 -45" East, at approximately 160 feet pass said pipeline as per Maverick Engineering,
Inc. in all a distance of 39351 feet to a 518 inch iron rod set for a comer of the tract herein described;
Thence South 18 39' -58" East, still within said Block 23, J. C. Russell Farm Blocks, a distance of 163.72
feet to a 5/8 inch iron rod found in the adopted north right of way line of Business Centre Boulevard, for
the most Easterly comer of the tract herein described;
'thence in a Westerly and Southwesterly direction with said adopted forth and Northwest right of way line
of said Business Centre Boulevard, and with the arc of a circular curve to the left, whose Central Angle is
43°- 01' -52 ", whose Radius is 330.00 feet, Chord Bearing N 67 07 E, an Are Distance of 247.84
feet tot a 5/8 inch. iron rod found for the P.T. of said curve and for a corner of the tract herein described;
Thence South 45 1 - 36' -53" Nest, with the adopted Northwest right of way line of said Business Centre
Boulevard, a distance of 319.92 feet to a 518 inch iron rod found for the Point of Curve of a circular curve
in the Northeast right of way line of said Pinson Drive and for a corner of the point herein described;
PAGE I
10
Thence in a Westerly and Northwesterly direction, with the are of said circular curve, whose Central
Angle is 89 -22" whose Radius is 15.90 feet, a Chord Bearing N 89 32' -26" W, an Arc Distance of
23.46 feet to a 518 inch iron rod found for the Point of Tangency of said curve and for a comer of the tract
herein described,
Thence North 44 0 41' -45" West, with the Northeast right of way line of said Pinson Drive, a distance of
546.32 feet to the Point of Beginning.
Containing more or less 8.18 acres of land.
Basis for Bearings Texas State Plane, Zone 4205, Texas South Zone (NAD -83).
State of Texas
County of Nueces
1, Horaclo OIiveira, a Registered Professional Land Surveyor, of LNV Inc, do hereby certify that the
foregoing Field Note Description was prepared from information of record and from a survey made on the
ground under my direction, and that this description conforms to the current Texas Surveyor's Association
Standards and Specifications for a Category I -A, Land Title Survey.
This the. ay o£ /�.i'iPG� 2010.
Iforacio Oliveira j �QRAC10 OLIVEERA
State of Texas License No. 1415
1415
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a
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EXHIBIT B
The Ground Lease
OMIT FOR RECORDING
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EXHIBIT C
The Assignment
OMIT FOR RECORDING
Does #826348 -v1
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