Exhibit 4.6.2
Return To: |
Union State Bank of Everest DBA Bank of Atchison USB |
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701 Kansas Avenue |
Prepared By: |
Donald E. Ball |
State of Kansas Space Above This Line For Recording Data
REAL ESTATE MORTGAGE
(With Future Advance Clause)
MORTGAGOR:
MGP INGREDIENTS, INC. a Kansas Corporation
PO Box 130
Atchison, KS 66002
o If checked, refer to the attached Addendum incorporated herein, for additional Mortgagors, their signatures and acknowledgments.
LENDER:
Union State Bank of Everest DBA Bank of Atchison USB, organized and existing under the laws of Kansas
701 Kansas Avenue
Atchison, KS 66002
Taxpayer ID #: 48-0456400
See schedule A
KANSAS - AGRICULTURAL/COMMERCIAL REAL ESTATE SECURITY INSTRUMENT |
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(NOT FOR FNMA, FHLMC, FHA OR VA USE, AND NOT FOR CONSUMER PURPOSES) |
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© 1993, 2001 Bankers Systems, Inc., St. Cloud, MN Form AGCO-RESI-KS 11/25/2003 |
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13615.CV (1/04) BOA92377 |
GOTO(00170de6) |
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The property is located in |
Atchison |
at |
1300 Main |
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(County) |
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Atchison |
, Kansas |
66002 |
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(City) |
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(Zip Code) |
Together with all rights, easements, appurtenances, royalties, mineral rights, oil and gas rights, crops, timber, all diversion payments or third party payments made to crop producers, all water and riparian rights, wells, ditches, reservoirs, and water stock and all existing and future improvements, structures, fixtures, and replacements that may now, or at any time in the future, be part of the real estate described above (all referred to as Property).
Note dated July 20th 2009.
This Security Instrument will not secure any other debt if Lender fails to give any required notice of the right of rescission.
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However, Lender may not demand payment in the above situations if it is prohibited by law as of the date of this Security Instrument.
No portion of the Property will be removed, demolished or materially altered without Lenders prior written consent except that Mortgagor has the right to remove items of personal property comprising a part of the Property that become worn or obsolete, provided that such personal property is replaced with other personal property at least equal in value to the replaced personal property, free from any title retention device, security agreement or other encumbrance. Such replacement of personal property will be deemed subject to the security interest created by this Security Instrument. Mortgagor shall not partition or subdivide the Property without Lenders prior written consent.
Lender or Lenders agents may, at Lenders option, enter the Property at any reasonable time for the purpose of inspecting the Property. Lender shall give Mortgagor notice at the time of or before an inspection specifying a reasonable purpose for the inspection. Any inspection of the Property shall be entirely for Lenders benefit and Mortgagor will in no way rely on Lenders inspection.
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In the event any item listed as Leases or Rents is determined to be personal property, this Assignment will also be regarded as a security agreement.
Mortgagor will promptly provide Lender with copies of the Leases and will certify these Leases are true and correct copies. The existing Leases will be provided on execution of the Assignment, and all future Leases and any other information with respect to these Leases will be provided immediately after they are executed. Mortgagor may collect, receive, enjoy and use the Rents so long as Mortgagor is not in default. Mortgagor will not collect in advance any Rents due in future lease periods, unless Mortgagor first obtains Lenders written consent. Upon default, Mortgagor will receive any Rents in trust for Lender and Mortgagor will not commingle the Rents with any other funds. When Lender so directs, Mortgagor will endorse and deliver any payments of Rents from the Property to Lender. Amounts collected will be applied at Lenders discretion to the Secured Debts, the costs of managing, protecting and preserving the Property, and other necessary expenses. Mortgagor agrees that this Security Instrument is immediately effective between Mortgagor and Lender and effective as to third parties on the recording of this Assignment.
As long as this Assignment is in effect, Mortgagor warrants and represents that no default exists under the Leases, and the parties subject to the Leases have not violated any applicable law on leases, licenses and landlords and tenants. Mortgagor, at its sole cost and expense, will keep, observe and perform, and require all other parties to the Leases to comply with the Leases and any applicable law. If Mortgagor or any party to the Lease defaults or fails to observe any applicable law, Mortgagor will promptly notify Lender. If Mortgagor neglects or refuses to enforce compliance with the terms of the Leases, then Lender may, at Lenders option, enforce compliance.
Mortgagor will not sublet, modify, extend, cancel, or otherwise alter the Leases, or accept the surrender of the Property covered by the Leases (unless the Leases so require) without Lenders consent. Mortgagor will not assign, compromise, subordinate or encumber the Leases and Rents without Lenders prior written consent. Lender does not assume or become liable for the Propertys maintenance, depreciation, or other losses or damages when Lender acts to manage, protect or preserve the Property, except for losses and damages due to Lenders gross negligence or intentional torts. Otherwise, Mortgagor will indemnify Lender and hold Lender harmless for all liability, loss or damage that Lender may incur when Lender opts to exercise any of its remedies against any party obligated under the Leases.
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At the option of Lender, all or any part of the agreed fees and charges, accrued interest and principal shall become immediately due and payable, after giving notice if required by law, upon the occurrence of a default or anytime thereafter. In addition, Lender shall be entitled to all the remedies provided by law, the terms of the Secured Debt, this Security Instrument and any related documents. All remedies are distinct, cumulative and not exclusive, and the Lender is entitled to all remedies provided at law or equity, whether or not expressly set forth. The acceptance by Lender of any sum in payment or partial payment on the Secured Debt after the balance is due or is accelerated or after foreclosure proceedings are filed shall not constitute a waiver of Lenders right to require complete cure of any existing default. By not exercising any remedy on Mortgagors default, Lender does not waive Lenders right to later consider the event a default if it continues or happens again.
Mortgagor represents, warrants and agrees that, except as disclosed in a Phase I report provided to lender:
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All insurance policies and renewals shall be acceptable to Lender and shall include a standard mortgage clause and, where applicable, loss payee clause. Mortgagor shall immediately notify Lender of cancellation or termination of the insurance. Lender shall have the right to hold the policies and renewals. If Lender requires, Mortgagor shall immediately give to Lender all receipts of paid premiums and renewal notices. Upon loss, Mortgagor shall give immediate notice to the insurance carrier and Lender. Lender may make proof of loss if not made immediately by Mortgagor.
Unless otherwise agreed in writing, all insurance proceeds shall be applied to restoration or repair of the Property or to the Secured Debt, whether or not then due, at Lenders option. Any application of proceeds to principal shall not extend or postpone the due date of scheduled payment nor change the amount of any payment. Any excess will be paid to the Mortgagor. If the Property is acquired by Lender, Mortgagors right to any insurance policies and proceeds resulting from damage to the Property before the acquisition shall pass to Lender to the extent of the Secured Debt immediately before the acquisition.
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o Construction Loan. This Security Instrument secures an obligation incurred for the construction of an improvement on the Property.
x Fixture Filing. Mortgagor grants to Lender a security interest in all goods that Mortgagor owns now or in the future and that are or will become fixtures related to the Property.
o Crops; Timber; Minerals; Rents, Issues and Profits. Mortgagor grants to Lender a security interest in all crops, timber and minerals located on the Property as well as all rents, issues, and profits of them including, but not limited to, all Conservation Reserve Program (CRP) and Payment in Kind (PIK) payments and similar governmental programs (all of which shall also be included in the term Property).
o Personal Property. Mortgagor grants to Lender a security interest in all personal property located on or connected with the Property, including all farm products, inventory, equipment, accounts, documents, instruments, chattel paper, general intangibles, and all other items of personal property Mortgagor owns now or in the future and that are used or useful in the construction, ownership, operation, management, or maintenance of the Property (all of which shall also be included in the term Property). The term personal property specifically excludes that property described as household goods secured in connection with a consumer loan as those terms are defined in applicable federal regulations governing unfair and deceptive credit practices.
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x Filing As Financing Statement. Mortgagor agrees and acknowledges that this Security Instrument also suffices as a financing statement and any carbon, photographic or other reproduction may be filed of record for purposes of Article 9 of the Uniform Commercial Code.
o Line of Credit. The Secured Debt includes a revolving line of credit provision. Although the Secured Debt may be reduced to a zero balance, this Security Instrument will remain in effect until released.
o Agricultural Property. Mortgagor covenants and warrants that the Property will be used principally for agricultural or farming purposes and that Mortgagor is an individual or entity allowed to own agricultural land as specified by law.
o Purchase Money Mortgage. The Secured Debt includes money which is used in whole or in part to purchase the Property.
o Separate Assignment. The Mortgagor has executed or will execute a separate assignment of leases and rents. If the separate assignment of leases and rents is properly executed and recorded, then the separate assignment will supersede this Security Instruments Assignment of Leases and Rents section.
o Additional Terms.
See loan agreement & Loan.
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SIGNATURES: By signing below, Mortgagor agrees to the terms and covenants contained in this Security Instrument and in any attachments. Mortgagor also acknowledges receipt of a copy of this Security Instrument on the date stated on page 1.
Entity Name: |
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MGP INGREDIENTS, INC. |
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Entity Name: |
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/s/ Timothy W. Newkirk |
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(Signature) |
Timothy W. Newkirk, President and CEO (Date) |
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ACKNOWLEDGMENT:
(Individual) |
STATE OF COUNTY OF } ss. |
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This instrument was acknowledged before me this day of day of |
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by |
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My commission expires: |
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(Notary Public) |
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STATE OF Kansas, COUNTY OF Atchison} ss. |
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(Business or Entity Acknowledgment |
This instrument was acknowledged before me this day of 20th day of July 2009 by Timothy W. Newkirk, President & CEO (Title(s)) of MGP INGREDIENTS, INC. (Name of Business or Entity) a Kansas Corporation on behalf of the business or entity. |
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My commission expires: 9/1/12 |
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/s/ Donald E. Ball |
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(Notary Public) |
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Schedule A
MGP Ingredients, Inc.
July 20, 2009
Parcel 1:
(Intentionally omitted)
Parcel 2:
(Intentionally omitted)
Parcel 3:
West Thirty-five feet (35') of Lot Three (3), Block twenty and one-half (201/2), in West Atchison, an addition to the City of Atchison.
Parcel 4:
The West Half of Lot two (2), in Block twenty and one-half (201/2), in West Atchison, an addition to the City of Atchison.
Parcel 5:
Lot One (1) and the East Half of Lot Two (2), in Block twenty and one-half (201/2), in West Atchison, an addition to the City of Atchison.
Parcel 6:
The East Thirty-eight and three-fourths feet (E 38.75') of Lot Three (3), Block twenty and one-half (201/2), in that part of the City of Atchison known and designated as West Atchison.
Parcel 7:
The East one-half (E1/2) of Lot Four (4), Block twenty and one-half (201/2) in West Atchison, an addition to the City of Atchison.
Parcel 8:
The West one-half (W1/2) of Lot Four (4), Block twenty and one-half (201/2), in West Atchison, an addition to the City of Atchison.
Parcel 9:
Lot Five (5) in Block twenty and one-half (2.01/2), in West Atchison, an addition to the City of Atchison.
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Parcel 10:
The South Thirty feet (30') of Lot Six (6), Block twenty (20), West Atchison, an addition to the City of Atchison.
Parcel 11:
The North Ninety feet of Lot six (6), in Block Twenty (20) in West Atchison, an addition to the City of Atchison, Kansas, together with the West vacated Thirty feet of Roberts Street, which abut on the East of said North Ninety feet of Lot six.
Parcel 12:
The East (E) Forty (40) feet of Lot Seven (7), in Block twenty (Blk 20), in West Atchison (WA), an addition to the City of Atchison.
Parcel 13:
The West Thirty-three and three-fourths feet (33 3/4') of Lot Seven (7), the East Eleven and One-fourth feet (111/4') of Lot Eight (8), Block twenty (20), West Atchison, an addition to the City of Atchison.
Parcel 14:
The East thirty feet (30') of the West sixty-two and one-half feet (62W) of Lot Eight (8), Block twenty (20), West Atchison, an addition to the City of Atchison.
Parcel 15:
All of the West Thirty-two and one-half feet (W 32'/2') of Lot Eight (8), Block twenty (20), West Atchison, an addition to the City of Atchison.
Parce 16:
The East Forty-seven feet (47') of Lot Ten (10), Block twenty (20), West Atchison, an addition to the City of Atchison.
Parcel 17:
The North Thirty feet (30') of the South sixty feet (60') of Lot Six (6), Block twenty (20), West Atchison, an addition to the City of Atchison.
Parcel 18:
The East Fifty Eight feet (E 58') of Lot Eight (8), Block twenty and one-half (201/2), in West Atchison, an addition to the City of Atchison.
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Parcel 19:
The East (E) Seventy-three and one-third (73 1/3) feet of Lot Seven (LT 7), and the West (W) Fifty-two (52) feet of Lot Eight (LT 8), Block twenty and one-half (201/2) in West Atchison, an addition to the City of Atchison.
Parcel 20:
The East Three feet (E 3') and Nine inches (9") of Lot six (6) and the West thirty-six feet (W 36') and Eight inches (8") of Lot Seven (7), all in Block twenty and one-half (201/2) in West Atchison, an addition to the City of Atchison.
Parcel 21:
The West Eighty-five feet (W 85') of Lot six (LT 6), in Block twenty and one-half (Blk 201/2), in West Atchison, an addition to the City of Atchison.
Parcel 22:
Lot Eleven (Lt 11) and the West (W) Thirty (30) feet of vacated Roberts Street, all in Block twenty (Blk 20), in West Atchison, an addition to the City of Atchison, Kansas.
Parcel 23:
Tract No. 1
Lots 1 to 16, both inclusive, Block 211/2, West Atchison, an addition to the City of Atchison, Kansas, together with all adjacent tracts out of the streets and alleys adjoining said Lots heretofore acquired, by reversion, upon the vacation of said streets and alleys.
Tract No. 2
Lots 9, 10, and 11, Block 21, West Atchison, an addition to the City of Atchison, Kansas, and the West 30 feet of vacated Roberts Street East of and adjoining said Lot 11, excepting the following described tract:
Beginning at a point 14 feet East of the Southeast corner of said Lot 11; thence East 16 feet to the center line of Roberts Street (now vacated); thence North along said center line 30 feet; thence southwesterly 34 feet to the point of beginning, together with all adjacent tracts out of the streets and alleys adjoining the tract above described heretofore acquired, by reversion, upon the vacation of said streets and alleys.
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Tract No. 3
Lot 6, Block 21, West Atchison, an addition to the City of Atchison, Kansas, and the West 30 feet of vacated Roberts Street East of and adjoining said Lot, except the following described tract:
Beginning at the Northwest corner of said Lot 6; thence East along the North line of said Lot and the Easterly continuation thereof 100 feet; thence South 100 feet; thence West 100 feet to a point on the West line of said Lot 6; thence North 100 feet to the point of beginning. Together with all adjacent tracts out of the streets and alleys adjoining the tract above described heretofore acquired, by reversion, upon the vacation of said streets and alleys.
Tract No. 4
Lots 1 to 8, both inclusive, Block 50, L. C. Challiss Addition, an addition to the City of Atchison, Kansas, together with all adjacent tracts out of the streets and alleys adjoining said lots heretofore acquired, by reversion, upon the vacation of said streets and alleys.
Tract No. 5
All that part of Block 28, John Roberts Third Addition, now vacated together with a portion of Utah Avenue adjacent thereto, now vacated, in West Atchison, an addition to the City of Atchison, Kansas, described as follows:
Beginning at the point on the South line of Utah Avenue (now vacated) approximately 165 feet West of the Northeast corner of said Block 28, measured along the North line of said Block (said point being 9 feet Northwesterly of, measured at right angles to, the center line of the Missouri Pacific Railroad Co. Track No. 17-137); thence Southwesterly along a line making a Southwest angle of 54°14' with said North line of said Block 28 a distance of 70 feet to a point (said point being 9 feet Northwesterly of, measured at right angles to, the center line of said Track 17-137); thence Northwesterly at right angles to the last described course 10 feet to a point (said point being 9 feet Northwesterly of, measured at right angles to, the center line of the Missouri Pacific Railroad Co. Tract No. 17-138); thence Southwesterly along a line turning an angle of 82°53' to the left of the last described course 80 feet to a point (said point being 9 feet Northwesterly of, measured at right angles to, the center line of said Track No. 17-138); thence Southwesterly along a line turning an angle of 10°03' to the right of the last described course 67.5 feet to a point (said point being 9 feet Northwesterly of, measured at right angles to, the center line of said Track No. 17-138); thence Southwesterly along a line turning an angle of 9°32' to the right of the last described course 67.5 feet to a point (said point being 9 feet Northwesterly of, measured at right angles to, the center line of said Track No. 17-138); thence Southwesterly along a line turning an angle of 5°32' to the right of the last described course 67.5 feet to a point (said point being 9 feet Northwesterly of, measured at right angles to, the center line of said Track No. 17-138); thence Southwesterly along a line turning an angle of 5° to the right of the last described course 136 feet, more or less, to a point on the West line of said Block 28 (said point being 9 feet Northwesterly of, measured at right angles to, the center line of said Track No. 17-138); thence Northwesterly along the West line of said Block 28 and the extension thereof 285 feet, more or
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less, to the center line of vacated Utah Avenue; thence East along the center line of vacated Utah Avenue 445 feet, thence Southwesterly along a line turning an angle of 114°18' to the right of the last described course 44.6 feet, more or less, to the point of beginning.
Parcel 24:
Lot 8, in Block 21, in that part of the City of Atchison usually known and designated as West Atchison, an Addition to the City of Atchison.
Parcel 25:
The North One Hundred feet (N 100') of Lot Seven (7), in Block twenty-one (21), in West Atchison, an addition to the City of Atchison.
Parcel 26:
The South (S) Fifty (50) feet of Lot Seven (Lt 7), Block Twenty-one (Blk 21), in West Atchison (WA), an addition to the City of Atchison, Atchison County, Kansas, according to the Recorded Plat Thereof.
Parcel 27:
The East Fifty-six feet (56') of Lot Twenty (20), in Block Twenty-Two (22), in West Atchison, an addition to the City of Atchison.
Parcel 28:
The East Twenty-six feet Ten inches (26'10) of Lot Seventeen (17), Block Twenty-two (22), West Atchison, an addition to the City of Atchison.
Parcel 29:
The North Eighty-seven and one-half feet (N 87W) of Lots One (1) and Two (2), in Block Twenty-two (22), in West Atchison, an addition to the City of Atchison.
Parcel 30:
The South sixty-two and one-half feet (621/2') of Lot One (1) and the South sixty-two and one-half feet (62W) of Lot Two (2), Except the West twenty-five feet (25') of said Lot Two (2), all in Block Twenty-two (22), in West Atchison, an addition to the City of Atchison.
Parcel 31: (Intentionally omitted)
Parcel 32: (Intentionally omitted)
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Parcel 33:
(Intentionally omitted)
Parcel 34:
(Intentionally omitted)
Parcel 35:
Tracts No 1, 2 and 3 Intentionally omitted.
Tract No 4
All of Lots Twenty-five (25) and Twenty-six (26) and the West 0.50 feet of Lot Twenty- seven (27), in Block Forty (40), in L. C. Challiss Addition to the City of Atchison.
Parcel 36:
The South 76 feet of Lots One (1) and Two (2), in Block Forty (40), in L. C. Challiss Addition, an addition to the City of Atchison.
Parcel 37:
Lots Fifteen (15) and Sixteen (16), in Block Forty (40), L. C. Challiss Addition, an addition to the City of Atchison.
Parcel 38:
Lot Seventeen (17), and the East Ten (10) feet of Lot Eighteen (18), Block Forty (40) in the L. C. Challiss Addition to the City of Atchison.
Parcel 39:
Lot Nineteen (19) and the West Fifteen feet (W 15') of Lot Eighteen (18), in Block Forty (40), in L. C. Challiss Addition to the City of Atchison.
Parcel 40:
All of Lots 35 to 38 inclusive, in Block 40, L. C. Challiss Addition to the City of Atchison, Atchison County, Kansas, Except that part of the same that is South of the Most Northwesterly right of way line of the Missouri Pacific Railroad Co. and running through said Lots in Block 40, L. C. Challiss Addition.
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Parcel 41:
(Intentionally omitted) Same description as Parcel 36.
Parcel 42:
All of Lots 39 and 40 of Block 40 of the L. C. Challiss Addition to the City of Atchison, Atchison County, Kansas, and all those portions of Lots 31, 32, 33, 34, 35, 36, 37 and 38 of said Block 40 that lie Southeasterly and Easterly of the Southeasterly line of that certain strip of land described in General Warranty Deed dated October 14, 1929, from Missouri Pacific Railroad Company to Pillsbury Flour Mills Company, identified in the Missouri Pacific Railroad Deed Records as Document No. 1600306 #3-2.
Also the North 30 feet of Lot 42 of Block 40 of the L. C. Challiss Addition to the City of Atchison.
Parcel 43:
(Intentionally omitted)
Parcel 44:
Lots One (1) through Sixteen (16), inclusive, and Lot Twenty-two (22), in Block Forty- eight (48), in L. C. Challiss Addition to the City of Atchison, Atchison County, Kansas; and
A tract in the Southeast Quarter (SE%) of the Northwest Quarter (NW) of Section One (1), Township Six (6), Range Twenty (20), described as follows:
Beginning at a point in the West line of Thirteenth Street in the City of Atchison, 320 feet Northwardly from the intersection of said West line with the East and West center line of said Section 1, thence Southwardly along said West line 15 feet more or less to a point in the Northwesterly line of a tract of land condemned by the City of Atchison pursuant to Ordinance No. 3966, Report of Condemnation being recorded in Book 234, Page 523, of the Register of Deeds office for Atchison County, thence Southwestwardly along said Northwesterly line to a point in the prolongation Southerly of the East line of Fourteenth Street, thence Northwardly along said prolongation 390 feet more or less to an intersection with the Southeasterly line of property of the Atchison, Topeka and Santa Fe Railway Company, thence Northeastwardly along said Southeasterly line 610 feet more or less to a point in the West line of Thirteenth Street vacated Under Ordinance No. 3192, dated May 24, 1915, thence Eastwardly by a straight line at right angles to said West line of Thirteenth Street 30 feet to the center line of said Thirteenth Street vacated, thence Southwardly along said center line 400 feet more or less to the Southerly line of that part of Thirteenth Street vacated under said Ordinance, thence Westwardly along said Southerly line 30 feet to the point of beginning, Containing 5.85 acres more or less.
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Parcel 45:
Lots One and Two (1 & 2) and the North Sixty Five feet (N 65') and the East Half (E1/2) of the South eighty-five feet (S 85') of Lot Three (3) in Block Fifty-one (51), in L. C. Challiss Addition to the City of Atchison.
Parcel 46:
Lots Thirteen and Fourteen (Lts 13 & 14), Block Fifty-one (Blk 51), in L. Challiss Addition to the City of Atchison.
Parcel 47:
All of Lots Twenty-three (23) and Twenty-four (24), in Block Fifty-one (51) in that part of the City of Atchison known and designated as L. C. Challiss Addition.
Parcel 48:
Lots Nineteen (19), Twenty (20), Twenty-one (21) and Twenty-two (22), Block Fifty-one (51), L. C. Challiss Addition to the City of Atchison.
Parcel 49:
Lots Fifteen (15), Sixteen (16), Seventeen (17) and Eighteen (18), Block Fifty-one (51) in L. C. Challiss Addition to the City of Atchison.
Parcel 50:
(Intentionally omitted)
All in Atchison County, Kansas.
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