MORTGAGE
This mortgage executed the 24th day of February, 2000, by GLOBAL ECO-
LOGICAL SERVICES, INC., a Florida corporation, of 1230 Peachtree St., N.E.,
Ste. 2545, Atlanta, Ga 30309, called "mortgagor," which term includes
mortgagor's successors and assigns, and shall denote the singular and/or
plural and the masculine and/or feminine and natural and/or artificial
persons whenever and wherever the context requires, to BENCHMARK CREDIT
(Geneva) S.A., a corporation organized under the laws of Saint Vincent and
the Grenadines, having its principal offices in care of Attorney Douglas
Morrison, 2936 Mayfair Court, Clearwater, FL 33761, called "mortagee."
For various good and valuable consideration, and also in consideration
of the aggregate sum named in the promissory note described in this
document, mortgagor does grant with mortgage covenants to mortgagee, its
successors and assigns, all the tract of land of which mortgagor is now the
legal owner, and in actual possession, situated in the County of
Columbiana, State of Ohio, described as follows:
SEE ATTACHED EXHIBIT A, SCHEDULE A
Together with all structures and improvements now and hereafter on the
land and the attached fixtures, together with all and singular the
tenements, hereditaments, easements, and appurtenances belonging to it or
in any way appertaining, and the rents, issues, and profits thereof , all
the estate, right, title, interest, and all claims and demands whatsoever,
in law and in equity, of mortgagor in and to the same, and every part and
parcel of it.
The mortgagor claims title to the premises described above by General
Warranty Deed from Wastemasters, Inc., dated February 16, 2000, and
recorded in the office of the county recorder of Columbiana County, Ohio,
immediately preceding this Mortgage, in Volume ORV___, Page ____.
This mortgage is given, on the statutory condition, to secure the
payment of FIVE HUNDRED THOUSAND DOLLARS ($500,000.00) with interest as
provided in note dated February 24, 2000, the note being payable with
interest at two percent per month, payable quarterly, with the first
interest payment due May 15, 2000, with the final installment of principal
and interest to be paid on or before February 16, 2001.
The term "statutory condition" as employed in this document is defined
in Ohio Revised Code S5302.14 and provides generally that if the mortgagor
pays the principal and interest secured by this mortgage, performs the
other obligations secured by this document and the conditions of any prior
mortgage, pays all the taxes and assessments, maintains insurance against
fire and other hazards, and does not commit or suffer waste, then this
mortgage shall be void.
Provided always, that if mortgagor shall pay to mortgagee, its
successors, legal representatives or assigns, the promissory note, and
shall perform, comply with, and abide by each and every stipulation,
agreement, condition, and covenant of the note and of this mortgage, and
shall pay all taxes that may accrue on the property and all costs and
expenses that mortgagee, its successors or assigns may be put to in
collecting the note in foreclosure of this mortgage or otherwise, including
reasonable attorneys' fees, then this mortgage and the estate created by it
shall cease and be null and void.
And mortgagor covenants and agrees that:
1. Mortgagor shall pay the principal and interest and other sums of
money payable by virtue of the promissory note and this mortgage, or
either, promptly on the days respectively the same severally become due.
2. Mortgagor shall pay the taxes, assessments, levies, liabilities,
obligations, and encumbrances of every nature on the described property,
and if they are not promptly paid, mortgagee, its successors, legal
representatives, or assigns may at any time pay the same without waiving or
affecting the option to foreclose or any right under this document, and
every payment so made shall bear interest from the date thereof at the rate
of Twenty-Four percent (24%) per annum.
3. Mortgagor shall pay all the costs, charges, and expenses, including
attorneys' fees, reasonably incurred or paid at any time by mortgagee, its
successors, legal representatives or assigns, because of failure by
mortgagor to perform, comply with, and abide by each and every stipulation,
agreement, condition and covenant of the promissory note and this mortgage,
or either, and every such payment shall bear interest from date at the rate
of Twenty-Four percent (24%) per annum.
4. Mortgagor shall keep the buildings now or hereafter on the land
insured in a sum equal to the highest insurable value, both fire and
extended coverage, in a company or companies to be approved by mortgagee,
with standard and customary mortgagee loss-payable clause indorsed thereon,
making such loss payable to mortgagee, its successors, legal
representatives or assigns; and in the event mortgagor fails to obtain such
insurance, then mortgagee may obtain such insurance and hold the same as
provided, without waiving or affecting the option to foreclose or any right
under this document, and the mortgagor will repay to the mortgagee on
demand all premiums so paid by mortgagee, with interest at the rate of
Twenty-Four percent (24%) per annum from the time of payment by mortgagee;
all premiums so paid by mortgagee shall be secured by this mortgage and
shall be collectible in the same manner as the principal indebtedness; and
should the mortgagee by reason of such insurance receive any sum of money
for damage thereunder, such amount may be retained and applied by such
mortgagee toward payment of the debt secured by the mortgage, or the same
may be paid over either wholly or in part to the mortgagor for the repair
of said buildings or for the erection of new buildings in their place, or
for any other purpose or purposes satisfactory to the mortgagee; and if the
mortgagee receives and retains insurance money for damage to said
buildings, the lien of the mortgage shall be affected only by a reduction
thereof by the amount of such insurance money so retained by the mortgagee.
5. Mortgagor shall not permit nor cause the removal, alteration, or
demolition without the consent of the mortgagee of any building on the
premises; all buildings now or hereafter situated on the premises shall be
maintained by the mortgagor in good and substantial repair; mortgagor shall
not permit, commit, nor cause waste, impairment, or deterioration of the
property or any part of it, except reasonable wear and tear; and, in the
event of the failure of mortgagor to keep the buildings on the premises and
those to be erected on it, or improvements thereon; in good repair,
mortgagee may make such repairs as in its discretion it may deem necessary
for the proper preservation of them and the full amount of each and every
such payment for repairs or maintenance shall be due and payable one day
after demand, and shall be secured by the lien of this mortgage; and in
addition, in the event of the occurrence of any of the foregoing, the
mortgagee shall be entitled to immediately restrain the same by injunction
or other appropriate remedy.
6. Mortgagor shall perform, comply with, and abide by each of the
stipulations, agreements, conditions, and covenants in the promissory note.
7. Mortgagee may, at any time pending a suit on this mortgage, apply
to the court having jurisdiction for the appointment of a receiver, and the
court shall immediately appoint a receiver of the premises covered by this
document, including all income, profits, issues, and revenues from whatever
source derived, each and all of which, it being expressly understood, is
mortgaged, as if specifically set forth and described in the granting and
habendum clauses of this document. The appointment shall be made by the
court as an admitted equity and a matter of absolute right to mortgagee,
and without reference to the adequacy or inadequacy of the value of the
property mortgaged or to the solvency or insolvency of mortgagor or the
defendants. The rents, profits, income, issues, and revenues shall be
applied by the receiver according to the lien of this mortgage and the
practice of the court. In the event of any default on the part of mortgagor
under this document, mortgagor agrees to pay to mortgagee on demand as a
reasonable monthly rental for the premises an amount at least equivalent to
one- twelfth of the aggregate of the twelve monthly installments then
payable in the current year plus the actual amount of the annual taxes,
assessments, water rates, and insurance premiums for such year not covered
by the above monthly payments.
8. If any of the sums of money are not promptly paid after they become
due and payable, or if each of the stipulations, agreements, conditions,
and covenants of the promissory note and this mortgage, or either, are not
fully performed, complied with, and abided by, the aggregate sum mentioned
in the promissory note shall become due and payable immediately or
thereafter at the option of mortgagee, its successors, legal
representatives or assigns, as fully and completely as if the aggregate sum
were originally stipulated to be paid on such day, anything in the
promissory note or this document to the contrary notwithstanding.
9. The mailing of a written notice or demand addressed to the owner of
record of the mortgaged premises or to such owner at the last address,
actually furnished to mortgagee, or if none, directed to the owner at the
mortgaged premises, and mailed by the United States mail, postage prepaid,
shall be sufficient notice and demand in any case arising under this
instrument and required by its provisions or by law.
10. If foreclosure proceedings of any mortgage or lien of any kind
superior or inferior to this mortgage are instituted, mortgagee may at its
option, immediately or thereafter, declare this mortgage and the
indebtedness secured by it due and payable.
11. The mortgagor, within one day after request of the mortgagee, will
furnish to the mortgagee or other person, firm, or corporation designated
by the mortgagee, a duly acknowledged written statement of the amount due
on the mortgage and whether any offsets or defenses exist against the
mortgage debt.
12. The whole of the principal amount and interest shall become due at
the option of the mortgagee under any of the following conditions: after
default in the payment of any principal or interest, or any installment of
interest, as provided in said note; after default in the payment of any
tax, assessment, water charges, sewer service charge, or other governmental
or other charge or rate levied or charge against the mortgage premises;
after default subsequent to notice and demand from the mortgagee either in
assigning and delivering the insurance policies insuring the building
against loss, or in reimbursing the mortgagee for premiums paid on such
insurance, as provided in this document; or after default on request of the
mortgagee in furnishing a statement of the amount due on the mortgage and
whether offsets or defenses exist against the mortgage debt, as provided
above.
13. The mortgagor warrants title to the premises and covenants with
the mortgagee that the mortgagor is the true and lawful owner of the
premises and is well seized of the same in fee simple and has good right
and full power to grant and mortgage the same, and that the premises are
free and clear of all encumbrances, except only restrictions and easements
of record, taxes and assessments not yet due or delinquent, and such other
matters as are following the legal description of said premises expressly
set forth; and mortgagor further covenants that mortgagor will warrant and
defend the same against all lawful claims of all persons except as provided
above.
14. In me of a foreclosure sale, the premises, or so much of them as
may be affected by this mortgage, may be sold in one parcel.
15. The mortgagor assigns to the mortgagee the rents, issues, and
profits of the premises as further security for the payment of the
obligations secured hereby, and grants to the mortgagee the right to enter
on the premises for the purpose of collecting the same, and to rent the
premises or any part of them, and to apply the monies received from them,
after payment of all necessary charges and expenses, to the obligation
secured by this mortgage, on default under any of the covenants,
conditions, or agreements contained in this mortgage. The mortgagor further
promises and agrees, in the event of any such default, to pay to the
mortgagee, or to any . receiver appointed to collect the rents, issues, and
profits of the premises, a fair and reasonable occupational rent for the
use and occupation of the same or of such part of them as may be in the
possession of the mortgagor; and on default in payment of such rental, to
vacate and surrender possession of the premises, or that portion occupied
by the mortgagor, to the mortgagee or the receiver appointed.
16. In the event any action or proceeding is commenced (except an
action to foreclose this mortgage or to collect the obligation secured by
it) in which it becomes necessary to defend or assert the lien of this
mortgage, whether or not the mortgage is made or becomes a party to such
action or proceeding, all expenses of the mortgagee incurred in any such
action or proceeding to prosecute or defend the rights and lien created by
this mortgage, including reasonable counsel fees, shall be paid by the
mortgagor, and if not so paid promptly on request, shall be added to the
debt secured by this document and become a lien on the mortgaged premises,
and shall be deemed to be fully secured by this mortgage and to be prior
and paramount to any right, title, or interest, or claim to or on the
premises accruing or attaching subsequent to the lien of this mortgage, and
shall bear interest at the rate provided for the obligation secured by this
document.
This covenant shall not govern or affect any action or proceeding to
foreclose this mortgage or to recover or to collect the debt secured by it,
which action or proceeding shall be governed by the provisions of law and
rules of court respecting the recovery of costs, disbursements, and
allowances in foreclosure actions.
17. If the premises or any part of them shall be condemned and taken
under the power of eminent domain, or if any award for any change or grade
of streets affecting the premises shall be made, all damages and awards for
the property so taken or damaged shall be paid to the holder of this
mortgage, to the amount then unpaid on the indebtedness secured, without
regard to whether or not the balance remaining unpaid on the indebtedness
may then be due and payable; and the amount so paid shall be credited
against the indebtedness and, if insufficient to pay the entire amount,
may, at the option of the holder, be applied to the last maturing
installments, and the balance of such damages and awards, if any, shall be
paid to the mortgagor. The holder of this mortgage is hereby given full
power, right, and authority to receive and receipt for any and all such
damages and awards.
18. If the mortgagor or any obligor on the note secured by this
document (1) files a voluntary petition in bankruptcy under the Bankruptcy
Code of the United States; or (2) is adjudicated a bankrupt under the act;
or (3) is the subject of a petition filed in federal or state court for the
appointment of a trustee or receiver in bankruptcy or insolvency; or (4)
makes a general assignment for the benefit of creditors, then and on the
occurrence of any of said conditions, at the option of the mortgagee, the
entire balance of the principal amount secured by this document, together
with all accrued interest, shall immediately become due and payable.
19. Mortgagor shall comply with all statutes, ordinances, and
governmental requirements affecting the mortgaged premises, and if
mortgagor neglects, or refuses to so comply, then, at the option of the
mortgagee, the entire balance of the principal amount secured by this
document, together with all accrued interest, will immediately become due
and payable.
The term "mortgage covenants" as employed in this document, is defined in
Ohio Revised Code S5302.13 and has the meaning and effect set forth there.
Executed at Atlanta, Georgia on the day and year first above written.
Signed in our presence:
__________________________________ GLOBAL ECO-LOGICAL SERVICES, INC.
Witness Print Name Below:
/s/ Ted W. Fenn By: /s/ Richard D. Tuorto, Jr.
Ted W. Feen Title: Chief Admin. Officer
Witness Print Name Below:
/s/ Linda Carroll
Linda Carroll
<PAGE>
STATE OF Georgia}
COUNTY OF Fulton}
The foregoing Instrument was acknowledged before me, a Notary Public
in and for said State, by Richard D. Tuorto, Jt., the Chief Admin. Officer,
of GOLBAL ECO-LOGICAL SERVICES, INC., who executed the foregoing instrument
on behalf of the corporation.
____________________________
NOTARY PUBLIC
Prepared By: David P. Powers, Attorney at Law
<PAGE>
Situated in the Northeast, Southeast and Southwest Quarters of Section 23
and the Northwest Quarter of Section 26, Center Township, T14, R3,
Columbiana County and State of Ohio and more fully described as follows:
Beginning at a Stone found marking the Center of Section 23 and being the
true place of beginning of a tract herein described. Thence with the
Quarter Section Line, N 0 deg., 41' 32" E, a distance of 1285.20 feet but
to the southwest corner of a tract now owned by G. Allen Dickey as
described in Deed Volume 1153, page 530 of the Columbiana County Deed
Records and an Iron Pin set. Thence along the south line of said Allen
Dickey tract, N 89 deg. 38' 55" E, a distance of 685.79 feet but to an Iron
Pin set.
Thence through land of the grantor, S 3 deg. 42' 39" E, a distance of
2668.41 feet but to the northwest corner of a tract of land now or formerly
owned by Duryea and Barbara Ulbrich as described in Deed Volume 1527, page
560 of the Columbiana County Deed Records and an Iron Pin set. Thence
along the westerly line of said lands of Ulbrich, S 17 deg. 14' 34" W, a
distance of 934.00 feet but to the southwest corner of said Ulbrich tract
and an Iron Pin set. Thence along the northerly line of said Ulbrich
tract, N 89 deg. 47' 30" W, a distance of 589.94 feet but to the Quarter
Section Line and an Iron Pin set. Thence with said Quarter Section Line
and westerly line of said Duryea and Barbara Ulbrich tract, S 0 deg. 10'
56" E, a distance of 396.50 feet but to the Northeast Corner of the
Northwest Quarter of Section 26 and an Iron Pin set.
Thence with the Quarter Section Line S 01 deg. 22' 49" W, a distance of
1575.07 feet but to the northeast corner of a tract of land now or formerly
owned by Edward McKee as described in Official Record Volume 146, page 537
of the Columbiana County Records and an Iron Pin set. Thence along the
northerly line of said McKee tract, N 86 deg. 24' 12" W, a distance of
660.45 feet but to an Iron Pin set marking said northwest corner of McKee.
Thence along the easterly line of land now or formerly owned by David and
Betty Almy as described in Deed Volume 1407, page 92 of the Columbiana
County Deed Records, N 40 deg. 36' 04" W, a distance of 489.68 feet but to
an Iron Pin set. Thence continuing along said line of Almy, N 88 deg. 51'
16" W, a distance of 100.98 feet but to an Iron Pin set.
Thence with Endley Road, N 2 deg. 34' 22" W, a distance of 479.82 feet but
to an Iron Pin set. Thence continuing with said Endley Road, N 10 deg. 00'
44" E, a distance of 694.31 feet but to the Section Line and an Iron Pin
set. Thence with said Section Line, N 89 deg. 47' 30" W, a distance of
153.40 feet but to an Iron Pin set.
Thence with the westerly line of the grantor and the easterly line of land
now or formerly owned by Lucille M. Possage, the following courses and
distances:
N 37 deg. 33' 00" E, a distance of 779.64 feet but to an Iron Pin set.
N 26 deg. 30' 00" E, a distance of 168.96 feet but to an Iron Pin set.
N 19 deg. 00' 00" W, a distance of 297.00 feet but to an Iron Pin set.
N 8 deg. 00' 00" E, a distance of 132.00 feet but to an Iron Pin set.
N 42 deg. 00' 00" E, a distance of 172.92 feet but to an Iron Pin set.
N 2 deg. 00' 00" E, a distance of 760.32 feet but to an Iron Pin set.
N 35 deg. 00' 00" W, a distance of 163.02 feet but to an Iron Pin set.
N 11 deg. 00' 00" E, a distance of 456.72 feet but to the Quarter Section
Line and an Iron Pin set.
Thence with said Quarter Section Line, N 90 deg. 00' 00" E, a distance of
560.34 feet to the true place of beginning.
Containing 141.154 acres of land (36.306 acres in Section 26, 104.848 acres
in Section 23 and about 0.741 acres in Endley Road), be the same more or
less, but subject to all legal highways, right of ways and easements.
The basis of bearings, "East", was assumed on the Quarter Section Line in
Section 23 from various deeds of record.
A survey of the tract herein described was done by Ed Browne and
Associates, Inc. in July and August 1997. All Iron Pins set are 5/8 x 30"
rebar with cap and registration number 6806 affixed.
Being part of Permanent Parcel Numbers 08-00249.000 and 08-00248.000 and
all of Permanent Parcel Numbers 08-00247.000 and 07-00035.000.
EXHIBIT A, SCHEDULE A
