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Address Info: 1150 O Street, P.O. Box 758, Greeley, CO 80632   |    Phone: (970) 400-4225   |    Fax: (970) 336-7233   |    Email: egesick@weld.gov   |    Official: Esther Gesick - Clerk to the Board
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HomeMy WebLinkAbout951900.tiff AR2451,411 RESOLUTION RE: APPROVE CHAIRMAN'S SIGNATURE ON SPECIAL WARRANTY DEED TO ALTERNATIVE HOMES FOR YOUTH, GRANTEE,AND CLARIFY EXPECTED DATE OF EXPIRATION OF PROMISSORY NOTE AND OF RELEASE OF DEED OF TRUST WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to Colorado statute and the Weld County Home Rule Charter, is vested with the authority of administering the affairs of Weld County, Colorado, and WHEREAS, pursuant to the terms of a Memorandum of Understanding between Weld County and Alternative Homes for Youth (hereinafter "AHY"), dated November 16, 1994, Weld County is to transfer to AHY by Special Warranty Deed property located in the County's North Business Park, which property is more particularly described in the attached Exhibit "A," and WHEREAS, by virtue of the need for AHY to obtain a favorable interest rate on its loan from Colorado National Bank, AHY requested that said Special Warranty Deed be signed and said property thereby be transferred on August 30, 1995, and has asked for a resolution from the Board of County Commissioners specifically authorizing the Chairman's signature on said deed, and WHEREAS, AHY has also asked for a clarification of the terms of said Memorandum of Understanding; specifically, that Weld County acknowledge that the Promissory Note signed by AHY on August 30, 1995, will expire and that the Deed of Trust signed by AHY on said date will be released on August 30, 2005, as long as said Promissory Note has not been deemed in default of the terms stated therein and said Deed of Trust foreclosed upon as a result. NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Weld County, Colorado, that the Chairman is authorized to sign the Special Warranty Deed transferring to AHY the property located in the Weld County North Business Park which is described in the attached Exhibit "A", in accordance with the terms set forth in the Memorandum of Understanding between the parties dated November 16, 1994. BE IT FURTHER RESOLVED by the Board said Memorandum of Understanding is hereby clarified as follows: that the Promissory Note signed by AHY on August 30, 1995, will expire and that the Deed of Trust signed by AHY on said date will be released on August 30, 2005, as long as said Promissory Note has not been deemed in default of the terms stated therein and said Deed of Trust foreclosed upon as a result. 2456419 B-1512 P-170 09/21/95 12:39P PG 1 OF 2 REC DOC Weld County CO Clerk & Recorder 0.00 951900 F10020 RE: SPECIAL WARRANTY DEED -ALTERNATIVE HOMES FOR YOUTH PAGE 2 The above and foregoing Resolution was, on motion duly made and seconded, adopted by the following vote on the 11th day of September, A.D., 1995, nunc pro tunc August 30, 1995. BOARD OF COUNTY COMMISSIONERS �COUNTY, CO RA 0 PcT Mu% Dale K. Hall, Chairman • �t:" Ilt " Clerk to the Board ' y 1 A„ 3 Barber J. Kirkmeyer, P -Tem 4_ eputy Clerk(0 the Board er t Ge�or e (Baxter AP' ' •VP, AS TO • ' C tonc i Constance L. Harbert �a- iat ounty Attor ey /' FXCI JSFfl flATF nF SIr;NINr; (AY9 W. H. Webster 2456419 8-1512 P-170 09/21/95 12:39P PG 2 OF 2 951900 F10020 0 OFFICE OF COUNTY ATTORNEY PHONE (970) 356-4000 EXT.4391 FAX 42 P.O. P.O. BOXOX 19 1948 GREELEY, CO 80632 September 6, 1995 C. COLORADO Hank Ralunig, President Colorado National Bank Greeley Office 3690 W. 10th Street Greeley, CO 80634 Eldon Holland Alternative Homes for Youth 3000 Youngfield, Suite 157 Lakewood, CO 80215 David C. Deuben, Esq. 4350 Wadsworth Blvd., Suite 340 Wheatridge. CO 80033 RI{: Copies of Recorded Documents from Alternative Homes for Youth Closing Dear Sirs: Enclosed, please find copies of the recorded documents of the following: A. Special Warranty Deed from the County of Weld to Alternative Homes for Youth_ B. Deed of Trust and Security Agreement between Alternative Homes for Youth and Public .trustee, with Colorado National Bank as beneficiary_ C. Assignment of Leases, Rents and Profits between Alternative Homes for Youth and Colorado National Bank. D. Promissory Note with provision for Forgiveness signed by Eldon Holland and S. Lorrie Ray for Alternative Homes for Youth. E. Deed of Trust executed by Eldon Holland and S. Lorne Ray for Alternative Homes for Youth, with the County of Weld as the beneficiary 951990 • Hank Rahmig September 6, 1995 Page 2. I have also enclosed a copy of the Resolution to be signed by the Board of County Commissioners on September 11, 1995. As you may recall, we had originally set this Resolution on the agenda for the Board of County Commissioners for September 6, 1995; however, I have made some changes at Mr. Deuben's request and. therefore, will need to put the matter on the agenda for September 1 I. If you should have any questions regarding any of the enclosed, please feel free to call me at (970) 356-4000, extension 4390. Yours truly, 'Bruce T Barker Weld County Attornec BTB/db:Rahmig Enclosures pc: Don Warden 951990 0 OFFICE OF COUNTY ATTORNEY PHONE (970) 356-4000 EXT.4391 FAX 9 P.O. B 4 8 P.O. BOXX 148 GREELEY, CO 80632 I C. August 29, 1995 COLORADO Colorado National Bank Eldon Holland, Executive Director do Henry J. Rahmig S. Lorrie Ray, President 3690 West 10th Street Alternative Homes for Youths, Inc. Greeley, CO 80634 3000 Youngfield, Suite 157 Lakewood, CO 80215 RE: Alternative Homes for Youth Closing Summary Dear Mr. Rahmig, Mr. Holland, and Ms. Ray: I have been asked to provide this letter summarizing the transaction between the Alternative Homes for Youth, Inc. ("AHY"); Colorado National Bank; and Weld County, Colorado ("Weld County"). The transaction will close on August 30, 1995. This letter is necessary because there are no closing statements being prepared for the closing. My understanding of the transaction is primarily based upon the Memorandum of Understanding between AHY and Weld County dated November 16, 1994. The total amount of the transaction is $399,811. This sum is the amount paid by Weld County for the construction of the new facility through the Community Development Block Grant and from the County's General Fund (which includes the $14,000 as a carpet allowance). The transaction will take place as follows: 1) Weld County transfers by Special Warranty Deed the property located in Weld County's North Business Park which is described in the attached Exhibit "A". 2) AHY executes a promissory note in the sum of$399,811, with a ten(10) year declining balance, and a deed of trust to secure the note. The beneficiary of the note and of the deed of trust is Weld County. The declining balance of the note occurs only as long as AHY does not default in its promise to provide landscaping for the facility and to use and operate the facility as a residential care and treatment center for troubled youth primarily of Weld County. The deed of trust 951.990 AHY Closing August 29, 1995 Page 2 shall be subordinate to a promissory note and first deed of trust in favor of Colorado National Bank. 3) Colorado National Bank pays to Weld County the sum of$250,000, which represents a reimbursement for the project. AHY will execute a promissory note and deed of trust in favor of Colorado National Bank in order to repay the $250,000. If this letter provides an accurate summary of the transaction between the parties, please sign below. Thank you for your help and consideration in this matter. 5jarcerely, Bruce 1- drIL Weld County Atto ey I agree that the summary provided above is an accurate statement of the transaction between the parties named herein to be closed August 30, 1995. CK- Eldon Hollan as Executive irector Alternative Ho es for Yoytlr . S. Lorne Ray as Presiden Alternative Homes for Youth,Inc. Ho4 J.Rahrr>' Zbehalf of Colorado National Bank pc: David Dueben BTB/db:Youth 951990 Ag24S3613 c 2453613 B-1509 P-189 08/31/95 12: 17P PG 1 OF 2 REC DOC Weld County CO Clerk & Recorder 0.00 SPECIAL WARRANTY DEED THIS DEED is made this 30th day of August, 1995,between the COUNTY OF WELD,a body corporate and politic of the STATE OF COLORADO,whose-address is 915 Tenth Street, Greeley,Colorado 80631,Grantor,and ALTERNATIVE HOMES FOR YOUTH,whose address is 3000 Youngfield,Suite 157,Lakewood,Colorado 80215, Grantee. WITNESSETH,that the Grantor, for good and valuable consideration.the receipt and sufficiency of which is hereby acknowledged,has granted, bargained,sold and conveyed, and by these presents does grant,bargain, sell, convey and confirm,unto the Grantee,their heirs and assigns forever,all the real property,together with improvements, if any,situate, lying and being in the County of Weld, State of Colorado, and being described as follows: All of the real property shown and described in the attached Exhibit"A". TOGETHER with all and singular the hereditaments and appurtenances thereto belonging, or in anywise appertaining,and the reversion and reversions,remainder and remainders,rents, issues and profits thereof;and all the estate,right,title,interest,claim and demand whatsoever of the Grantor,either in law or equity of, in and to the above bargained premises,with the hereditaments and appurtenances; TO HAVE AND TO HOLD the said premises above bargained and described with the appurtenances,unto the Grantee,their heirs and assigns forever. The Grantor, for itself, its heirs and personal representatives or successors, does covenant and agree that the Grantor shall and will WARRANT AND FOREVER DEFEND the above-bargained p -m'ses in the quiet and peaceable possession of the Grantee, their heirs and assigns,against all and every person or terso • .iming the whole or any part thereof by,through or under the Grantor. ,v '`` i ESS WHEREOF,t e Grantor has executed this deed on the date set forth above. I ^q: , COUNTY OF WELD, a body corporate nd politic of '� tf g♦ , r i dat the STATE OF COLORADOfio - .,. ) r1 �,pn\t , i . ,„ • ,kic.,,, . .„, ./., 4,... (1,', !It: i /kt ' _it/if II • K. TALL, Chairman, Board of County Commssioners of Weld County, Colorado STATE OF COLORADO ) ) ss. COUNTY OF WELD ) • The foregoing instrument was acknowledged before me this 30th day of August. 1995,by DALE K. HALL, Chairman, Board of County Commssioners of Weld County, Colorado . .A } ttrteo my hand and official seal. -01A %l`t %�{ �J� 1� > ' �' ,.24, : ' Notary Public I '� MY COMMISSION EXPIRES t o U V� JANUARY 10, 1999 0,••.••, my Cya ussion expires ; 19 OF 9519"?0 2453613 8-1509 E-189 08/31/95 12: 17P PG 2 OF L Children's Shelter Weld County Business Park EXHIBIT "A" LEGAL DESCRIPTION A part of Tract "C" Weld County Business Park P.U.D. a subdivision within the City of Greeley, County of Weld, State of Colorado, more particularly described as follows: Commencing at the Northeast Corner of Section 31 , Township 6 North, Range 65 West of the 6th Principal Meridian, and considering the East line of the Northeast Quarter (NE1\4) to bear South 00° 00' 00" West to the East 1/4 corner of Section 31, Township 6 North, Range 65 West, with all bearings contained herein being relative thereto; thence South 00° 00' 00" West along the East line of the Northeast Quarter (NE1\4) , a distance of 850. 00 feet to the Centerline of "M" Street; thence North 90° 00' 00" West along the Centerline of "M" Street, a distance of 80. 00 feet; thence South 00° 00' 00" West a distance of 40 . 00 feet perpendicular to the South Right-of-Way line of "M" Street, also being a point on a curve and the True Point of Beginning; thence along said curve to the right having a radius of 30. 00 feet, a central angle of 90° 00' 00" , an arc distance of 47 . 12 feet, the long chord of which bears South 45° 00 ' 00" East a distance of 42 . 43 feet to a point on the West Right-of-Way line of llth Avenue; thence South 00° 00' 00" West along said West Right-of-Way line, a distance of 317 . 35 feet; thence leaving said West Right-of-Way line North 88 ° 33 ' 53" West, a distance of 91. 13 feet; thence South 57° 00' 00" West, a distance of 91. 35 feet; thence North 33 ° 00' 00" West, a distance of 330 . 33 feet to a point on the South Right-of-Way line of "M" Street; thence North 57° 00' 00" East, a distance of 80. 00 feet to a point on a curve to the Right having a radius of 460 . 00 feet, a central angle of 33 ° 00' 00" , an arc distance of 264 . 94 feet, the long chord of which bears North 73 ° 30' 00" East, a distance of 261. 29 feet to the True Point of Beginning. Said parcel of land contains 2 . 144 acres, more or less, and is subject to any Rights-of-Way or other easements as granted or reserved by instruments of record or as now existing on said parcel of land. Legal Description Prepared by: / 9.1 Michael C. Ketter ing, � KLH Engineering, Inc. 822 7th Street, Suite 5 Greeley, Colorado 80631 951910 2453616 B-1509 P-192 08/31/95 12:18P PG 1 OF 4 REC DOC �' 6� Weld County CO Clerk & Recorder 0.00 PROMISSORY NOTE WITH PROVISION FOR FORGIVENESS Total Amount of Greeley, Colorado Note Stated in August 30, 1995 Attached Exhibit "B" The undersigned, ALTERNATIVE HOMES FOR YOUTH, hereinafter referred to as "Maker", hereby promises to pay to the order of the COUNTY OF WELD, a body corporate and politic of the STATE OF COLORADO, hereinafter referred to as the "County",that sum stated in the attached Exhibit "B" for the year in which repayment is sought, to be repaid only if the Maker should default in the manner as described herein. The occurrence of any or all of the following shall be considered default: 1)failure by the Maker to provide landscaping; and/or 2)the discontinuation by the Maker of its use and operation of the building located on the property described in the attached Exhibit "A" as a residential care and treatment facility for troubled youth, serving primarily Weld County residents, on or before August 30, 2005, without the prior written consent of the County. The County has made a conditional loan to the Maker in the sum of $399,811, with a declining balance as shown in the attached Exhibit "B". The Maker acknowledges that such conditional loan constitutes sufficient and adequate consideration for this Note. This Note is non- interest bearing and shall not be due or payable unless the Maker defaults in the manner stated above, and, if the Maker complies with all of the terms of this Note, then there shall be no re- payment of principal and no interest due. The indebtedness evidenced by this Note is secured by a Deed of Trust dated August 30, 1995 and,until released, said Deed of Trust contains additional rights of the County. The real estate subject to this Note and the Deed of Trust securing it is identified as follows: All of the real property described in the attached Exhibit "A". Upon the occurrence of any event of default of any of the terms or conditions stated herein, the County shall be obligated to provide written notice of default to the Maker by first class and certified United States Mail to the address of the Maker. The Maker's address is: 3000 Youngfield Street, #157, Lakewood, Colorado 80215. Should the Maker's address change, the Maker shall provide written notice of the change of address to the County. Thereafter, the Maker shall have thirty (30) days from the date on which any such notice is received within which to fully cure any such default. The privilege of cure shall not, however, be available to the Maker more than once during any twelve-month period. If any such default is not so cured, then the County may at its option declare this Note due in-an amount that is consistent with the schedule set forth in the attached Exhibit "B". Page 1 of 2 Pages 951.9'20 2453616 B-1509 P-192 08/31/95 12: 18P PG 2 OF 4 This Note is non-assignable and non-transferrable. Done this 30th day of August, 1995. ATTEST: ALTERNATIVE HOMES FOR YOUTH, Maker By, By: %/- � t—✓ z '0-til h 'as Secretary Eldon R. Holland as Executive Director J '�PR..• SEALS B . S. Lorrie Ray as Presid t The foregoing instrument was acknowledged before me this 30th day of August, 1995, by Eldon R. Holland as Executive Director, and S. Lorrie Ray as President, ALTERNATIVE HOMES FOR YOUTH, Maker. Witness my hand and official seal. Notary Public cogivlNcc1nmission expires: 4-- -r -9‘ 0ni AVOLIC /r r•. Page 2 of 2 Pages 9519'.0 2453616 8-1509 P-192 08/31/95 12: 18P PG 3 OF 4 Children' s Shelter Weld County Business Park EXHIBIT "A" LEGAL DESCRIPTION A part of Tract "C" Weld County Business Park P.U.D. a subdivision within the City of Greeley, County of Weld, State of Colorado, more particularly described as follows: Commencing at the Northeast Corner of Section 31, Township 6 North, Range 65 West of the 6th Principal Meridian, and considering the East line of the Northeast Quarter (NEl\4) to bear South 00° 00' 00" West to the East 1/4 corner of Section 31, Township 6 North, Range 65 West, with all bearings contained herein being relative thereto; thence South 00° 00' 00" West along the East line of the Northeast Quarter (NE1\4) , a distance of 850. 00 feet to the Centerline of "M" Street; thence North 90° 00' 00" West along the Centerline of "M" Street, a distance of 80. 00 feet; thence South 00° 00 ' 00" West a distance of 40. 00 feet perpendicular to the South Right-of-Way line of "M" Street, also being a point on a curve and the True Point of Beginning; thence along said curve to the right having a radius of 30 . 00 feet, a central angle of 90° 00' 00" , an arc distance of 47 . 12 feet, the long chord of which bears South 45° 00' 00" East a distance of 42 . 43 feet to a point on the West Right-of-Way line of llth Avenue; thence South 00° 00' 00" West along said West Right-of-Way line, a distance of 317 . 35 feet; thence leaving said West Right-of-Way line North 88 ° 33 ' 53" West, a distance of 91 . 13 feet; thence South 57 ° 00 ' 00" West, a distance of 91. 35 feet; thence North 33 ° 00' 00" West, a distance of 330. 33 feet to a point on the South Right-of-Way line of "M" Street; thence North 57° 00' 00" East, a distance of 80 . 00 feet to a point on a curve to the Right having a radius of 460. 00 feet, a central angle of 33 ° 00' 00" , an arc distance of 264 . 94 feet, the long chord of which bears North 73° 30' 00" East, a distance of 261 . 29 feet to the True Point of Beginning. Said parcel of land contains 2 . 144 acres, more or less, and is subject to any Rights-of-Way or other easements as granted or reserved by instruments of record or as now existing on said parcel of land. Legal Description Prepared by: Mic ael C. Ketter ing, KLH Engineering, Inc. 822 7th Street, Suite 5 Greeley, Colorado 80631 9519'?0 2453616 B-1509 P-192 08/31/95 12: 18P PG 4 OF 4 EXHIBIT "B" Year Amount August 17, 1995 to August 16, 1996 $399,811 August 17, 1996 to August 16, 1997 359,830 August 17, 1997 to August 16, 1998 319,849 August 17, 1998 to August 16, 1999 279,868 August 17, 1999 to August 16, 2000 239,887 August 17, 2000 to August 16, 2001 199,906 August 17, 2001 to August 16, 2002 159,925 August 17, 2002 to August 16, 2003 119,944 August 17, 2003 to August 16, 2004 79,963 August 17, 2004 to August 16, 2005 39,982 9519'0 17 3 /95 PG Atte4S3all _ Weld6CountylCO Y-19Clerrk/&1Recorder$P 1 OF 2 DOC 0.00 DEED OF TRUST THIS INDENTURE, Made this30. 14ay of August, 1995, between ALTERNATIVE HOMES FOR YOUTH, the grantor herein, whose address is 3000 Youngfield, Suite 157, Lakewood, CO 80215, and the Public Trustee of the County of Weld, State of Colorado, hereinafter referred to as Public Trustee. WITNESSETH: THAT, WHEREAS, the grantor, to secure a promissory note dated August 30, 1995, for the total principal sum of Three Hundred Ninety-Nine Thousand Eight Hundred Eleven Dollars ($399,811) , payable to the order of the County of Weld, -a body corporate and politic of the State of Colorado, the beneficiary herein, whose address is 915 Tenth Street, Greeley, Colorado 80631, with no interest due thereon and subject to the terms, conditions, and process upon breach of such conditions, all as set forth in said promissory note, does hereby grant and convey unto said Public Trustee, in trust, the following described property, situate in the County of Weld, State of Colorado, to wit: All of the real property described in the attached Exhibit "A",also known by street and number as 1110 M Street, Greeley, Colorado 80631. TO HAVE AND TO HOLD the same together with all its appurtenances, in trust nevertheless, that in case of the breach of any of the terms, conditions, or covenants of said promissory note, or in the performance of any covenants hereinafter set forth, then upon the beneficiary filing notice of election and demand for sale with said Public Trustee at least thirty (30) days after said breach, said Public Trustee shall, after advertising notice of said sale weekly, for not less than four weeks, in some newspaper of general circulation in said County, sell said property in the manner provided by law in effect at the time of filing said notice and demand, at public auction for cash, at any proper place designated in the notice of sale. Out of the proceeds of said sale said Trustee shall retain or pay first all fees, charges and costs and all moneys advanced for taxes, insurance and assessments, or on any prior encumbrance, with interest thereon, and pay the amount due on said note, rendering the overplus (if any) unto the grantor; and after the expiration of the time of redemption, said Trustee shall execute and deliver to the purchaser a deed to the property sold. The beneficiary may purchase said property or any part thereof at such sale. The grantorcovenants that at the time of delivery of these presents, it is seized of said property in fee simple, and that said property is free of encumbrances, except: a promissory note and first deed of trust in favor of Colorado National Bank, 3690 West 10th Street, Greeley, Colorado 80634. The grantor also covenants that it will keep all buildings insured with a company approved by the beneficiary for fire and extended coverage in an amount equal to the unpaid balance of said note with loss payable to the beneficiary, will deliver a copy of the policy to the beneficiary, and will pay all taxes and assessments against said property and amounts due on prior encumbrances. If grantor shall fail to pay insurance premiums, taxes, or amounts due on prior encumbrance, the beneficiary may pay the same and all amounts shall become additional indebtedness due hereunder, and in case of foreclosure, the grantor will pay all reasonable attorney's fees incurred by the beneficiary. Should the beneficiary hereunder be made a party to any action affecting this deed of trust or the title to said property, the grantor agrees that all court costs and a reasonable attorney's fee paid by the beneficiary shall become additional indebtedness due hereunder, and the grantor does hereby release and waive all claims in said property as a homestead exemption: or other exemption now or hereafter provided by law. It is agreed that in case of a breach of any of the covenants herein or of any of the terms, conditions, and covenants set forth in said promisory note, then the amount hereby secured shall become due and payable thirty (30) days after such breach unless such breach is waived in writing by the beneficiary, and possession of said property shall thereupon be delivered to the beneficiary, and upon failure to deliver such possession, the beneficiary shall be entitled to a receiver for said property who may be appointed by any court of competent jurisdiction. Whenever used herein the singular number shall include the plural, the plural the singular, and the use of any gender shall be applicable to all genders. All of the covenants herein shall be binding upon the respective heirs, personal representatives, successors, and assigns of the parties hereto. Executed chi day and year first above written. .S ATTEST : '' , T•': ALTERNATIVE HOMES F YO TH .62 By:FeterU% • : aS retary By.Eldon R. Hol and as utive Director po: C ' By. S. Lorrie Ray as P esiden- STATE OF COLORADO) i)e+we—) ss. COUNTY OF WiiI,& ) The foregoing instrument was acknowledged before me this 30th day of August, 1995, by Eldon R. Holland as Executive Director,� and S. Lorrie Ray as President, ALTERNATIVE HOMES FOR YOUTH. My Co` ,issi�n expires /1y Ay Z 5 , 19 qtr. Witness my hand and ficial seal. . , t:OTn,"'Y GCSLoh-, triw p ;`', . ” Notary Public LIoLtt WHEN RECORDED RETURN TO: 951.92 2453617 B-1509 P-193 08/31/95 12: 18P PG 2 OF 2 Children's Shelter Weld County Business Park EXHIBIT "A" LEGAL DESCRIPTION A part of Tract "C" Weld County Business Park P.U.D. a subdivision within the City of Greeley, County of Weld, State of Colorado, more particularly described as follows: Commencing at the Northeast Corner of Section 31, Township 6 North, Range 65 West of the 6th Principal Meridian, and considering the East line of the Northeast Quarter (NE1\4) to bear South 00° 00' 00" West to the East 1/4 corner of Section 31, Township 6 North, Range 65 West, with all bearings contained herein being relative thereto; thence South 00° 00' 00" West along the East line of the Northeast Quarter (NE1\4) , a distance of 850. 00 feet to the Centerline of "M" Street; thence North 90° 00' 00" West along the Centerline of "M" Street, a distance of 80. 00 feet; thence South 00° 00' 00" West a distance of 40 . 00 feet perpendicular to the South Right-of-Way line of "M" Street, also being a point on a curve and the True Point of Beginning; thence along said curve to the right having a radius of 30. 00 feet, a central angle of 90° 00' 00" , an arc distance of 47 . 12 feet, the long chord of which bears South 45° 00' 00" East a distance of 42 . 43 feet to a point on the West Right-of-Way line of llth Avenue; thence South 00° 00' 00" West along said West Right-of-Way line, a distance of 317 . 35 feet; thence leaving said West Right-of-Way line North 88 ° 33 ' 53" West, a distance of 91. 13 feet; thence South 57 ° 00 ' 00" West, a distance of 91 . 35 feet; thence North 33 ° 00' 00" West, a distance of 330. 33 feet to a point on the South Right-of-Way line of "M" Street; thence North 57° 00' 00" East, a distance of 80 . 00 feet to a point on a curve to the Right having a radius of 460 . 00 feet, a central angle of 33 ° 00' 00" , an arc distance of 264 . 94 feet, the long chord of which bears North 73 ° 30' 00" East, a distance of 261 . 29 feet to the True Point of Beginning. Said parcel of land contains 2 . 144 acres, more or less, and is subject to any Rights-of-Way or other easements as granted or reserved by instruments of record or as now existing on said parcel of land. Legal Description Prepared by: • Mic ael C. Ketter ing, KLH Engineering, Inc. 822 7th Street, Suite 5 Greeley, Colorado 80631 951970 AR2453h14 2453614 B-1509 P-190 08/31/95 12: 17P PG 1 OF 8 p 00 DOC Weld County CO Clerk & Recorder 0 COLORADO DEED OF TRUST AND SECURITY AGREEMENT 1gg5 , between THIS INDENTURE is made this 30TH day of AtIGhIST , 19 • whose address is ALTERNATIVE HOMES FOR YOUTH _ a Colorado Non- Profit corporation 1000 YOTINOPTET.n ST. #157, T,AKRWOOD. CC) R0215 Weld , in the (hereinafter'Grantor, whether one or more parties), and the Public Trustee of the County of State of Colorado, (hereinafter sometimes'Trustee"), WITNESSETH: (Check one or more blanks as applicable and each instrument described, whether one or more, may hereinafter be collectively referred to as'Instrument'or'Instruments',) 0 WHEREAS, ALTERNATIVE HOMES FOR YOUTH has/have executed and delivered a Promissory Note(hereinafter sometimes"Note") dated AUGUST 30, 1995 for the principal sum of TWO HUNDRED FORTY-NINE THOUSAND FIVE HUNDRED AND NO/100 Dollars its ($ 249 , 500 . 00 ) payable to the order of ol n rado Nat Street renal Rank Denver successors and assigns, whose address is Colorado, with interest thereon AUGUSTh 31,8 s set out in said Note, as the same might be modified from time to time, with the final payment being due and payable ❑ WHEREAS, has/have executed and delivered a Guaranty(hereinafter sometimes"Guaranty') dated guaranteeing all indebtedness of its successors to and assigns, whose address is Colorado,and all extensions or renewals of said indebtedness as more specifically set forth in said Guaranty. ❑ WHEREAS, has/have executed and delivered a revolving credit line agreement (hereinafter sometimes 'Credit Agreeiment') dat s , payable to and assigns, whose address is Colorado,which provides an open-ended, revolving line of credit up to the amount)P Dollars ($ ayable as more specifically set forth therein. ® WHEREAS, ALTERNATIVE HOMES FOR YOUTH has/have executed and delivered a Loan Agreement or a ConstructionnT IooanHAgreeMEC OR Agreement (hereinafter sometimes the "Loan Agreement') dated 08/30/95 by and between Al UTH and Colorado National Bank , its successors and assigns, whose address is 918 17th Street Denver , Colorado,which more specifically sets forth the terms and conditions of the loan between the parties. AND WHEREAS, the Grantor desires to secure payment of the indebtedness evidenced by the Instrument(s) marked hereinabove to the payee or holder thereof (the payee and subsequent holders of said Instrument(s) being hereinafter referred to as 'Beneficiary'), NOW THEREFORE, said Grantor, in consideration of the premises and for the purposes aforesaid, does hereby grant, bargain, sell and convey unto the Trustee, in trust forever,the following described property, situated in the County of State of Colorado,to-wit: See exhibit A attached hereto and made a part hereof also known as 1lin M Street , Greeley. CO, RO591 • including all water rights and conditional water rights that are appurtenant to or that have been used or are intended for use in connection with the property, including but not limited to (i) ditch, well, pipeline, spring and reservoir rights, whether or not adjudicated or evidenced by any well or other-permit, (ii) all rights with respect to noncontributory groundwater (and other groundwater that is subject to the provisions of Colorado Revised Statutes Section 37-90-137(4) or the corresponding provisions of any successor statute) underlying the property(iii) any permit to construct any water well,water from which is intended to be used in connection with the property, and (iv) all of Grantor's right,title and interest under any decreed or pending plan of augmentation or water exchange plan. TO HAVE AND TO HOLD the same together with all easements, ways, rights, privileges and appurtenances to the same, including, but not limited to, all and singular the buildings and improvements now and hereafter located thereon, and together also with all shades, wall-to-wall carpeting, screens and screening, awnings, plants, shrubs, fencing, landscaping, elevators, plumbing material, electric equipment, asall hl o ideemed lighting fixtures, pe nt, and apparatus now hereafter attandt or forrmng partof said property, allofwnchhll be rrealt and conveedbyhis DeedofTrrust, and all 951990 ' O1/BS1 5 1 2453614 B-1509 P-190 08/31/95 12: 17P PG 2 OF 8 income, rents and profits which may arise or be had from any portion or all of said property; IN TRUST NEVERTHELESS, and time being of the essence hereof, in the case of default on any one or more of the foregoing described Instruments,or any part thereof, or in the payment of interest thereon, according to the tenor and effect of said Instrument, or in the payment of any prior encumbrance, principal or interest, or in case default shall be made in case of violation or breach of any of the terms, conditions, covenants or agreements herein contained or contained within an agreement for assignment of rents by separate document, the Beneficiary hereunder may file notice with the Public Trustee declaring such default, violation or breach and his election and demand for sale in • writing, as provided by law, and requesting that said property or any part thereof be advertised for sale and sold in accordance with the laws of the State of Colorado. Upon receipt of such notice of election and demand for sale,the Trustee shall cause a copy of the same to be recorded in the Clerk and Recorder's office of the county in which said real estate is situated, and thereupon the Trustee shall sell and dispose of the property herein described and all the right,title and interest of the Grantor, his heirs, successors or assigns therein, at public auction, public notice having been previously given of the time and place of such sale, at such place authorized by law and specified in such notice in accordance with the laws of the State of Colorado, in some newspaper of general circulation at the time published in said county,together with such other notice, if any, as may then be required by law, and shall issue, execute and deliver a certificate of purchase, trustee's deed or certificate of redemption in the manner provided by law to the party entitled thereto. The trustee's deed may be in the ordinary form of conveyance. The Trustee shall, out of the proceeds or avails of such sale, after first paying and retaining all fees, charges and costs or making said sale, including a reasonable sum for attorney fees, pay to the Beneficiary hereunder the then existing amount of indebtedness secured hereby rendering the overplus, if any, unto the Grantor or unto his legal representatives, successors or assigns or unto such other parties as may be entitled thereto by law, provided that it shall not be the obligation of the Beneficiary to see to the application of such funds. The Beneficiary may purchase said property or any part thereof at such sale. If a release of deed of trust is required, it is agreed that the Grantor, his heirs, successors or assigns, will pay the expense thereof. THE GRANTOR FURTHER COVENANTS AND AGREES AS FOLLOWS: 1. Covenants of Title; Waiver of Homestead; Compliance with Lease. The said Grantor, for himself and for his heirs, successors and assigns, covenants and agrees to and with the Trustee, that at the time of the ensealing and delivery of these presents, he is well seized of the said lands and tenements in fee simple(unless Grantor's estate above described is expressly limited to an estate for years), and has good right, full power and lawful authority to grant, bargain, sell and convey the same in manner and form as aforesaid. Grantor hereby fully and absolutely waives and/or subordinates all rights and claims he may have in said land, tenements, and property under the Homestead Exemption or other exemption under or by virtue of any act of the General Assembly of the State of Colorado or by virtue of any law of the United States of America, including without limitation, those portions of the United States Code dealing with the subject of bankruptcy, now existing or which may hereafter be passed in relation thereto. Grantor further warrants that the same are free and clear of all liens and encumbrances whatsoever, except ad valorem taxes for the current year not yet due and payable, and except lien(s) evidenced by instrument(s) recorded in Book n/a and Page n/a (Reception No. n/a ) and the above-bargained property is in the quiet and peaceable possession of said Grantor, his successors and assigns, and against all and every person or persons lawfully claiming or to claim the whole or any part thereof, the Grantor shall and will warrant and forever defend. •if the above-described property is a leasehold estate, Grantor shall faithfully perform each and every covenant and obligation of Grantor's lease and shall permit no breach or default of such lease to occur or to continue to exist. 2. Hazardous'Substances Including Asbestos. Grantor hereby warrants that the-above described property is not now nor has it ever been the site of storage, manufacture, generation, disposal or release(s) of hazardous substances, as said terms and actions are defined under the Comprehensive Environmental Response, Compensation, and Liability Act of 1950, 42 U.S.C. Sections 9601-9657, as amended from time to time, or as said terms and actions are defined by any other or similar federal, state, or local environmental statute, ordinance, regulation, or guideline, or any other violations which might result in responsibilities and liabilities thereunder. Grantor further warrants that neither Grantor nor its employees, agents, contractors, sub-contractors, invitees, or representatives shall cause the release of hazardous substances, or use, generate, manufacture, store, transport or dispose of any hazardous substances on, under, or about the property without Beneficiary's express written approval of each such event, which approval may be withheld by Beneficiary in its sole discretion. If Beneficiary gives its written approval for performance of activity involving hazardous substances, Grantor agrees at all times to comply fully and in a timely manner, and to cause all employees, agents, contractors, sub-contractors, invitees, or representatives of Grantor or any other person occupying the property to so comply, with all present and future applicable federal, state and local statutes, regulations, ordinances and guidelines relating thereto. In no event shall Beneficiary be held responsible for any violations as a result of its consent to said activity. Grantor further warrants that any buildings located on said property comply with current federal, state and local regulations, ordinances, guidelines and statutes governing asbestos containing material. Grantor agrees that any disturbance of the asbestos containing material in the building shall be done in full compliance with any federal, state, or local regulations, ordinances, guidelines and statutes. Grantor hereby indemnifies and holds Beneficiary harmless from and against any and all claims, losses, damages, liabilities, fines, penalties, actions, causes of action, charges, administrative and judicial proceedings and orders, judgments, remedial action requirements, enforcement actions of any kind, and all costs and expenses (including, but not limited to, attorney fees and consultant fees, and clean-up costs attributable to removal of hazardous substances from the property) incurred in connection with hazardous substances, including without limitation asbestos containing materials, which Beneficiary may incur or suffer as a result of violation by Grantor of any covenant in this paragraph. The warranties and indemnities contained in this paragraph shall survive the release of this Deed of Trust and payment of the Instrument(s) secured hereby. This agreement to indemnify and hold harmless shall be in addition to any other obligations or liabilities that Grantor may have to Beneficiary at common law, or by statute, or otherwise. Grantor shall notify Beneficiary in writing immediately of any discovery or release or threatened release of any hazardous substance, including but not limited to, asbestos fibers, on, in, under, or about the property. 3. Mineral Exploration and Development. Grantor agrees to make no conveyance whatever in connection with the exploration of oil and gas or other minerals on said property and to refrain from such activity, unless Beneficiary should consent in writing to any such conveyance or activity. Grantor further agrees that it will prosecute any cause or causes of action diligently and to final conclusion arising from the damages to the property resulting from the exploration for gas and oil or other minerals located 2 951.920 2453614 B-1509 P-190 08/31/95 12: 17P PG 3 OF 8 thereon in such a manner as to cause damage thereto, which are recoverable in law or in equity under the laws of Colorado, applying the proceeds to the debt secured by this Deed of Trust; provided, however, Grantor, with the written consent of the Beneficiary, may make such settlements out of Court as may be deemed just and equitable to the parties concerned. 4. Special Districts. Grantor shall give Beneficiary prompt written notice of (a) the proposed creation of any improvement district, or county, municipal, or quasi•governmental-district of any nature, and (b) of any action in respect to such district or any currently existing district,which may affect the property, including, without limitation, any proposed service plan or modification of such plan,proposed organization of such district election in regard to such district organization, the proposed issuance of bonds by such district,whether such issuance is for a refinancing or for the issuance of new bonds, and the proposed inclusion of the property in any such district. Grantor shall not consent to the creation of any such district or any such action in respect to a district which may affect the property without the prior written consent of the Beneficiary,which consent shall not be unreasonably withheld. 5. Colorado Common Interest Ownership Act. Grantor, or any of them, hereby agree to assign and transfer, as additional security, any and all right, title and interest in and to Development Rights as defined at C.R.S. 38-33.3-103(14), Special Declarant Rights as defined at C.R.S. 36-33.3-104(29) and Declarant Rights as defined at C.R.S. 38-33.3-304, as the same are created under the Colorado Common Interest Ownership Act ('CCIOA') and/or in any declaration of covenants affecting the real property encumbered hereby. Grantor agrees to cooperate in the execution of any documents required by law to be executed to evidence said transfer as the Beneficiary may require. Beneficiary also reserves any and all right it may have to elect to exclude real property encumbered hereby from the effects of CCIOA in accordance with C.R.S. 38-33.3-218(12). 6. Americans with Disabilities Act. Grantor hereby warrants that the above described property is not now in violation of the requirements of the Americans with Disabilities Act of 1990, 47 U.S.C.Section 12101 et seq. ('ADA"), as amended from time to time, or any regulations promulgated thereunder. Grantor further warrants that any alterations to the property or new construction on the property shall be completed in conformance with the ADA. 7. Payment of Taxes and Prior Encumbrances. During the continuance of said indebtedness or any part thereof, the Grantor will timely pay all taxes and assessments levied on said property (including water and/or water company stock assessments and periodic condominium or homeowner association dues or assessments, if any) and all amounts due or to become due on account of principal and interest on prior encumbrances, if any(unless otherwise set forth below). 8. Insurance of Premises. Grantor will keep all buildings on said lands and all other property hereinabove described insured against loss by fire, lightning, windstorm, tornado, flood and boiler explosion or malfunction, public liability, business interruption and such other causes as may be required by Beneficiary in an amount satisfactory to the Beneficiary and by an insurance company satisfactory to the Beneficiary. Grantor will deliver to the Beneficiary the policy or policies of insurance, with a stapdard mortgage clause in favor of Beneficiary attached thereto as further security for the indebtedness aforesaid. In the event of loss or damage, the proceeds of all such insurance may be applied to the payment of-the indebtedness secured hereby or to the repair, rebuilding, or replacement of the improvements damaged or destroyed, as the Beneficiary in its sole discretion may elect or direct. If the proceeds of such insurance are to be applied to repair, rebuilding or replacement of improvements, the proceeds shall be retained in possession of the Beneficiary until the said repair, rebuilding and replacement is substantially complete, in the sole judgment of the Beneficiary. 9. Advances by Beneficiary for Taxes, Insurance or Prior Encumbrances. In the case of the refusal or neglect of the Grantor to timely pay for and deliver the policies of insurance required herein or to pay taxes or assessments as set forth herein, or amounts due or to become due on prior encumbrances, if any, the Beneficiary may, but is not obligated to, demand Grantor to immediately make any such payments, and, in the event Grantor fails to immediately make said payments, Beneficiary may procure said insurance or pay such taxes, assessments or amounts due upon prior encumbrances, if any, and all monies thus paid, with interest thereon at the interest rate then in effect upon the said Instrument(s) plus five percent (5%) per annum, or, if no interest rate is in effect then at the rate of 15% per annum, shall become so much additioinal indebtedness secured by this Deed of Trust, and shall be paid out of the proceeds of sale of the property aforesaid if not otherwise paid by the Grantor. Such failure to so insure or to pay such amounts shall be a violation or breach of the covenants of this Deed of Trust. 10. Possession of the Property; Appointment of Receiver. In the case of any default or breach under the terms and covenants of this Deed of Trust, the Beneficiary shall at once become entitled to the possession, use and enjoyment of the property above-described and to the rents, issues and profits therefrom, from the date of the accruing of such right and continuing during the pendency of foreclosure proceedings including any period of redemption. Such possession shall be at once delivered to the Beneficiary or the holder of the certificate of purchase upon request. Upon refusal,the delivery of such possession may be enforced by the Beneficiary or the holder of the certificate of purchase by an appropriate civil suit or proceeding. The Beneficiary or the holder of the certificate of purchase shall be entitled to appointment of a receiver for said property to receive the rents, issues and profits therefrom from and after any such default, including the time covered by foreclosure proceedings and the period of redemption, as a matter of right without regard to the solvency or insolvency of the Grantor or of the then owner of said property and without regard to the value of the property. Such receiver may be appointed by any court of competent jurisdiction upon ex-parte application and without notice, notice being hereby expressly waived. All rents, issues, profits, income and revenue from said property shall be applied by such receiver to the payment first of the fees and costs of such receivership proceeding and then to the indebtedness secured hereby. The balance remaining, if any, shall be disposed of in accordance with the orders and directions of the court. The fees of any such receiver, attorney fees incurred in appointment of the receiver and administration of the receivership estate and all costs, shall be due and payable upon demand and shall become so much-additional indebtedness secured hereby. Failure to pay said fees and costs upon demand shall be a breach of the terms of this Deed of Trust. The rights of Beneficiary under this paragraph shall be in addition to and not in lieu of any rights existing by virtue of a separate assignment of leases, rents or profits. 3 951.990 1 2453614 B-1509 P-190 08/31/95 12: 17P PG 4 OF 8 11. Alienation or Encumbrance of the Property. In the event the Grantor shall sell, convey, alienate or dispose of the property described in this Deed of Trust, any part thereof or any interest therein (including, but not limited to, outright conveyance, conveyance or alienation of any interest in the property or any part thereof by land installment contract or contract for deed, conveyance of any partnership interest of Grantor, and alienation of any interest in the property by lease or rental agreement with option to purchase), the entire obligation evidenced by the Instrument(s) secured by this Deed of Trust, irrespective of the maturity date(s) expressed therein, shall at the option of the Beneficiary and without delay or notice, immediately become due and payable. If the said indebtedness is accelerated by reason of sale, conveyance, alienation or disposal of the property or any part thereof, the indebtedness as accelerated shall include as a part of the principal balance and interest accrued at the rate set forth in said Instrument. In the event the Grantor shall further encumber the property described in this Deed of Trust by creation of a lien or encumbrance junior to the lien of this Deed of Trust without the prior written consent of the Beneficiary hereunder, the entire obligation evidenced by the Instrument(s) secured by this Deed of Trust, irrespective of the maturity date(s) expressed therein, shall, at the option of the Beneficiary and without delay or notice, become immediately due and payable. The consent of the Beneficiary to such further encumbrance shall not be unreasonably withheld. Nothing in this paragraph shall, however, limit the ability of the Beneficiary hereunder to withhold consent to alienation of the property as set forth hereinabove. 12. Grantor Not Released. Extension of the time for payment, modification or amortization of the sums secured hereby, a change in interest rate, or any other change in the terms of the Instrument(s) secured hereby or this Deed of Trust, including an assumption hereof, granted by Beneficiary to any successor-in-interest of Grantor shall not operate to release, in any manner, the liability of Grantor, nor Grantor's successors-in-interest, from the original terms of this Deed of Trust. Beneficiary shall not be required to,commence proceedings against such successor or agree to extend time for payment or otherwise modify amortization of the sums secured by this Deed of Trust by reason of any demand made by the original Grantor or Grantor's successors-in-interest. 13. Waiver and Release. Grantor hereby irrevocably and unconditionally waives and releases, to the extent waiver and release are permitted by law; (a) all benefits that might accrue to Grantor by virtue of any present or future law exempting the subject property from attachment, levy or sale on execution or providing for any appraisement, valuation, stay of execution, exemption from civil process or extension of time for payment; and (b) any right to a marshalling of assets or a sale in inverse order of alienation. 14. Funds for Taxes and Insurance. In addition to the regular payments of principal and interest as provided in the Instrument(s) secured hereby, the Grantor, for himself and for his heirs, successors and assigns, covenants and agrees to pay concurrently with the regular payments on said Instrument(s), as a tax and insurance reserve, 1/12 of the annual property taxes plus 1/12 of the annual premiums for insurance policies required by the terms of this Deed of Trust, times the number of months for which the interest payment is made, the payments to be held in a fund for the payment of taxes and insurance premiums when due. Should such trust fund be insufficient to pay the taxes on January 1 of each year and the insurance premiums when due,the Grantor agrees to promptly pay any deficiency when notified of the amount. These reserve funds shall be non-interest bearing to the Grantor and/or obligor on the Instrument(s) and shall be retained by Beneficiary as additional security for the repayment of the underlying indebtedness and may be commingled with other such funds. If there is any delinquency in the payments due under the Instrumept(s), such reserve funds may be first applied by the Beneficiary, to pay such delinquency and the Beneficiary shall have a first and prior lien thereon for such purpose. If the Grantor shall sell, convey or alienate the property without giving express written instructions to Beneficiary regarding transfer of ownership of the funds described in this paragraph, Beneficiary, may, at its option, apply said funds to the obligation secured hereby, any agreement between Grantor and Grantor's purchaser to the contrary, notwithstanding. Nothing in this paragraph shall be deemed to constitute consent or approval of Beneficiary to a sale or alienation of the property. This paragraph shall not be relied upon by any third parties as a representation that money is being escrowed for taxes and insurance at any given time during the term of the Instrument(s) secured hereby. Beneficiary reserves the right to waive this requirement without recording a written modification hereto. 15. Time of the Essence. Time is of the essence in this contract and in the event the Grantor or the Grantor's heirs, successors or assigns,fails to pay Beneficiary any and all sums due under the terms of the Instrument(s) and this Deed of Trust or fails to observe and perform any of the covenants and agreements contained in said Instrument(s) or this Deed of Trust, Beneficiary may, at its option, declare any and all indebtedness owing thereunder due and payable, and any tax assessments, insurance premiums, or other advances made or paid by said Beneficiary and not repaid by the Grantor shall become an additional indebtedness hereunder and secured by this Deed of Trust. 16. Covenant Against Waste. The Grantor, for himself and for his heirs, successors and assigns, covenants and agrees to maintain the premises in good and safe repair and not to permit any waste upon the property which would impair the value of the security, which waste may consist of, but is not limited to, cutting and removal-of the timber and lumber, removal of topsoil and gravel, overgrazing, strip mining, and neglect in the repair and maintenance of the improvements. 17. Condemnation. If the above-described property or any part thereof shall be condemned or taken under the power of eminent domain, all damages and awards for the property so taken shall be applied, at the option of the Beneficiary, either to the repaymentof the indebtedness secured hereby or to the rebuilding, repair and restoration of the lands and/or improvements damaged by said taking. Any balance of such damages or awards remaining after application as above set forth shall be paid over to the Grantor. 18. Forbearance; Substitution of Collateral. Partial Release. It is understood and agreed that the Beneficiary may, at any time,without notice to any person, grant to the Grantor any indulgences or forbearance, grant an extension of time for payment of any indebtedness secured hereby, or allow any change or changes, substitution or substitutions, of or for any of the property described in 95190 " 4 2453614 B-1509 P-190 08/31/95 12: 17P PG 5 OF 8 this Deed of Trust or any other collateral which may be held by Beneficiary. Beneficiary's action in so doing shall in no way affect-the liability of the Grantor, any endorsers of the indebtedness secured hereby or any other person liable for the payment of said indebtedness, nor shall it in any way affect or impair the lien of this Deed of Trust upon the remainder of the property and upon other collateral which is not changed or substituted. It is also understood and agreed that the Beneficiary and the Trustee may, at any time, without notice to any person, release any portion of the property described in this Deed of Trust or any other collateral which may be held as security for the payment of the indebtedness secured hereby either with or without considerationfor such release or releases. Such releases shall not in any manner affect the-liability of the Grantor, all endorsers and all other persons who are or shall be liable for the payment of said indebtedness,nor shall said releases in any manner affect, disturb or impair,the validity and priority of this Deed of Trust, for the.lull amount of the indebtedness remaining unpaid together with all interest and advances which shall become payable, upon the remainder of the property and other collateral which is unreleased. It is distinctly understood and agreed by the Grantor and the Beneficiary that any release or releases may be made by the Beneficiary and the Trustee without the consent or approval of any person or persons whomsoever. 19. Prosecution or Defense of Action Affecting Obligation or Lien. If Grantor fails to perform the covenants and agreemens contained in this Deed of Trust or if any action or proceeding is commenced which-affects Beneficiary's interest in the subject property or the validity of the Instrument(s) secured hereby including, by not limited to, actions in eminent domain, code enforcement, insolvency or arrangements or proceedings involving bankruptcy or a decedent's estate, or actions by parties claiming an interest senior and paramount to the lien of this Deed of Trust, or if it-becomes necessary for Beneficiary to file an action to uphold or defend the lien of this Deed of Trust, then Beneficiary shall have the right to employ its own legal counsel to defend, pursue, compromise, negotiate, or prevent any such litigation and all sums expended by Beneficiary, including reasonable attorney fees and other costs in connection with any such legal action, shall become so much additiional indebtedness secured by this Deed of Trust. The failure of the Grantor to pay to the Beneficiary all such sums expended immediately upon demand shall entitle the Beneficiary, at its option,to declare the entire indebtedness to be at once due and payable. 20. Foreclosure and Attorney Fees. In the case of default in any of the payments of principal or interest, according to the tenor and effect of the Instrument(s) secured hereby, or of a breach or violation of any of the covenants or agreements contained herein, or incorporated herein, then the whole of said principal sum secured hereby, and all interest thereon, set forth therein and secured hereby, may at once or at any time thereafter, at the option of the Beneficiary, become due and payable. If foreclosure is performed by the Public Trustee, an attorney fee of a reasonable amount for services in the supervision of said foreclosure proceedings together with all other costs of said foreclosure proceedings shall be added by the Public Trustee to the indebtedness secured hereby to be satisfied from the proceeds of the sale of said property. If foreclosure is made through the courts, a reasonable attorney fee shall be taxed by the court as a part of the costs of such foreclosure proceedings and such fees and costs shall be treated as a part of the indebtedness secured hereby to be satisfied from the proceeds of the sale of said property. 21. Severability; Governing Law; Forum. In the event that any provisiion or clause of this Deed of Trust conflicts with applicable law, such conflicts shall not affect or invalidate other provisions of this Deed of Trust which can be given effect without the conflicting provision. To this end, the provisions of this Deed of Trust are declared to be severable. The laws of the State of Colprado shall govern the interpretation, construction and enforcement of this Deed of Trust and the Instrument(s) it secures. The courts of the State of Colorado shall be the forum within which any and all issues of fact and law concerning the said Instrument(s) and this Deed of Trust shall be resolved. 22. Successors' Bound; Terms; Captions. The covenants herein contained shall bind, and the benefits and advantages hereof shall inure to, the respective heirs, executors, administrators, successors and assigns of the parties hereto. Whenever used herein, the singular number shall include the plural and conversely, and the use of any gender shall be applicable to all genders, Assignment or negotiation of the Instrument(s) secured hereby shall also be an assignment of the Beneficiary's interest under this Deed of Trust. The captions and headings of this Deed of Trust are for convenience only and are not to be used to interpret or define the terms of this document. 23. Security Agreement; Financing Statement; Personalty. Grantor and Beneficiary agree that this Deed of Trust shall constitute a Security Agreement within the meaning of the Colorado Uniform Commercial Code (hereinafter in this paragraph referred to as the 'Code') with respect to any now existent or hereafter acquired personal property, including, but not limited to, building materials, accounts, accounts receivable, contract rights, general intangibles, fixtures, equipment, goods, documents, farm products, inventory, rents, proceeds, chattel paper, or instruments owned by the Grantor, his heirs, successors or assigns and affixed to, located upon or used in conjunction with the above-described real property which property may or may not be deemed to form a part of the above-described real property or may or may not constitute a'fixture' including but not limited to (a) heating, air conditioning, freezing, lighting, laundry, incinerating and power equipment; engines, pipes; pumps; tanks; motors; conduits; switchboards; plumbing,:iifting, cleaning, fire prevention, fire extinguishing, refrigerating, ventilating, cooking, and communications apparatus; boilers, water heaters, ranges,furnaces and burners, appliances, vacuum cleaning systems; elevators; shades; awnings; screens; storm doors and windows; stoves; refrigerators; attached cabinets; partitions; ducts and compressors; rugs and carpets; draperies; landscaping and all additions thereto and replacements therefor; (b) all water rights and conditional water rights that are appurtenant to or that have been used or are intended for use in connection with the property, including but not limited to (i) ditch, well, pipeline, spring and reservoir rights, whether or not adjudicated or evidenced by any well or other permit, (ii) all rights with respect to noncontributory groundwater (and other groundwater that is subject to the provisions of Colorado Revised Statutes Section 37-90-137(4) or the corresponding provisions of any successor statute) underlying the property (iii) any permit to construct any water well, water from which is intended to be used in connection with the property, and (iv) all of Grantor's right, title and interest under any decreed or pending plan of augmentation or water exchange plan; (c) all goods, fixtures, building and other materials, tools, supplies, and other tangible personal property of every nature now owned or hereafter acquired by Grantor and used, intended for use, or usable in the construction, development, or operation of the property, whether located on the property or elsewhere, together with all accessions thereto, replacements and substitutions therefor and procees thereof; (d) all permit, licenses and franchises which have value in connection with the ownership or operation of the property; (e) all site plans, plats, architectural plans, specifications, work drawings, surveys, engineering reports, test 951.9"0 t 5 2453614 B-1509 P-190 08/31/95 12: 17P PG 6 OF 8 borings, market surveys and other word products relating to the development of the property; (f) all present and future contracts and policies of insurance which insure the property or any building, structures or improvements thereon, or any such fixtures or personal property, against casualties and theft, and all monies and proceeds and rights thereto which may be or become payable by virtue of any such insurance contracts or policies; (g) all compensation, proceeds or awards for the taking of title to or possession or use of the property or any such buildings, structures, improvements, fixtures or personal property or any part thereof; (h) all rents, issues, income and profits of and from the property including, but not limited to, contracts for purchase of all or part of the property between Grantor and third parties and.all leases and tenancies now or hereafter affecting said real estate; (i) all products and proceeds of all of the foregoing (said property and.the replacements, substitutions and additions thereto and the proceeds thereof being hereinafter collectively referred to as the'Collateral'). A security interest in and to the Collateral is hereby granted to the Beneficiary and all of the Grantor's right,title and interest therein are hereby assigned to the Beneficiary, all to secure payment of the indebtedness secured hereby and to secure performance of the terms, covenants and provisions thereof. In the event of a default under this Deed of Trust, Beneficiary, pursuant to C.R.S. Section 4-9-501(4), shall have the option of proceeding with respect to the Collateral as to both real and personal property in accordance with its rights and remedies with respect to the real property, in which event the default provisions of the Code shall not apply. In such event, Beneficiary's bid to Public Trustee's or Sheriffs sale shall be deemed to be a bid for both.the real and personal property. The certificate of purchase, deed or certificate of redemption (whichever is or are appropriate) issued in such sale shall also constitute a bill of sale for the said personal property. Grantor shall not be entitled to redeem either the real or personal property separate one from the other, The parties agree that, in the event the Beneficiary shall elect to proceed with respect to the Collateral separately from the real property described herein, five (5) days' notice of the sale of the Collateral_shall be reasonable notice. The reasonable expenses of retaking, holding, preparing for sale, selling and the like incurred by the Beneficiary, shall include, but not be limited to, reasonable attornry fees and legal expenses incurred by Beneficiary. The Grantor agrees that, without the written consent of the Beneficiary,Grantor will not remove or permit to be removed from the real property any of the Collateral except that, so long as Grantor is not in default hereunder, Grantor shall be permitted to sell or otherwise dispose of the Collateral when obsolete, worn out, inadequate, unserviceable or unnecessary for use in the operation of the real property, upon replacing the same or substitution for the same other Collateral at least equal in value to the initial value of that disposed of and in such a manner so that said Collateral shall be subject to the security interest of this Deed of Trust and covered hereby. Grantor shall, from time to time, on request of the Beneficiary, deliver to the Beneficiary an inventory of the Collateral in reasonable detail. Grantor covenants and represents that all Collateral, and all replacements thereof, substitutions therefor or additions thereto, unless the Beneficiary-otherwise consents, now is and will be free and clear of liens, encumbrances or security interests of others. 24. Inspection and Appraisal. So long as this Deed of Trust remains in force and effect,the Beneficiary shall have the right at all reasonable times to inspect the property given as security for the Instrument(s) and all applicable books and records related thereto. Grantor shall also furnish at its cost, as Beneficiary may request from time to time, a new or up-dated appraisal for said property. 25. Cross-Default, If Grantor or any one or more of the signers and obligors of any of the Instrument(s) defaults or breaches the terms and conditions of any other obligation to Beneficiary, howsoever created, evidenced or arising, whether direct or indirect, absolute or contingent, now or hereafter arising, or due or to become due, such a default or breach shall constitute a default or breach under the Instrument(s) secured hereby and this Deed of Trust, and all amounts due thereunder,together with all interest they:ion, may at once or at anytime thereafter, at the option of the Beneficiary, become due and payable. CHECK THE BLANKS AS APPLICABLE FOR PARAGRAPH 26 THROUGH 30: ❑ 26. Financial Statements. Grantor shall furnish to Beneficiary, within days (if not otherwise completed 90 days shall apply) after the end of each fiscal year of Grantor: Financial information, including, but not limited to, copies of tax returns and signed copies of financial statements for Grantor and each individual or entity signing any of the Instrument(s); a balance sheet and supporting schedules; and an income statement with supporting schedules. ❑ 27. Operating Statements. For the property, Grantor shall furnish to Beneficiary, within days (if not otherwise completed 30 days shall apply) after the close of its fiscal quarters: financial information, including, but not limited to, a copy of its quarterly operating statements: a statement of income and expenses of the property; a statement of cash flow; and a rent schedule for .the property certified by the Grantor, showing the name of each tenant, and for each tenant the space occupied, the lease expiration date, the rent payable and the rent paid. Each of the above-described financial statements shall be in reasonable detail and certified by Grantor and, if Beneficiary shall require, prepared by an independent certified public accountant. • ❑ 28. Management., Prior to entering into any agreement or arrangement for the management of the property by any party or parties other than an entity wholly or partially owned by Grantor, Grantor shall first submit such agreement or arrangement to the Beneficiary for its written approval. Grantor, or any party selected by Grantor to manage subject property, shall at all times manage and operate said property in compliance with all applicable laws, ordinances, orders, rules and regulations. Grantor, or its management agents, shall select tenants and perform all management functions, including but notlimited to, the collection of rents and the providing of utilities, cleaning, repair and maintenance services in a manner consistent with the operation of a first rate property of similar nature to that encumbered hereby in the general locate of the subject property. • 29. Approval of Leases. Grantor shall furnish to the Beneficiary one or more lease forms to be used to lease any portion of the subject property. At Beneficiary's request, Grantor shall furnish to the Benficiary copies of all leases of instruments of extension, renewal, modification or termination of said leases now existing or hereinafter executed which cover any portion of the subject property. ❑ 30. Construction Loan. This is a construction mortgage as said term is defined in C.R.S.4-9-313(1)(c). Grantor covenants and agrees that the loan secured hereby is a construction loan and that (a)the improvements to be erected, altered, or remodeled on the property shall be completed in accordance with the plans and specifications deposited with Beneficiary; (b)there shall be no stoppage of 6 951.9 n0 • 2453614 8-1509 P-190 08/31/95 12: 17P PG 7 OF 8 construction for a period longer than fifteen (15) days except for matters beyond the reasonable control of Grantor; and (c) in any event,said construction shall be completed not later than the maturity date of the Note. Upon default in any of the covenants in (a), (b), or (c), Beneficiary may, but shall not be required to, declare the principal indebtedness and interest thereon due and payable, or complete the construction, alteration, or remodeling of said improvements and enter into the necessary contract therefor. All money so expended shall be so much additional indebtedness secured by this Deed of Trust and any monies expended in excess of the Note shall be payable on demand with interest at the post-maturity rate. Beneficiary may exercise either or both of said remedies. The construction of said improvements is and will be in compliance with all governmental regulations and restrictions and with all zoning and building laws and ordinances of-the municipality in which the property is located, and with all building restrictions of record and Grantor will furnish satisfactory evidence to Beneficiary of such compliance. The proceeds of the loan secured by this Deed of Trust will be disbursed to Grantor pursuant to the provisions of the Loan Agreement. All advances and indebtedness arising and accruing under the Loan Agreement from time to time, whether or not the total amount thereof may exceed.the face amount of the Note, shall be secured hereby to the same extent as though said Loan Agreement were fully incorporated into this Deed of Trust and.the occurrence of an event of default under said Loan Agreement shall constitute a default under this Deed of Trust, entitling Beneficiary to all of the rights and remedies conferred upon Beneficiary by the terms of this Deed of Trust or by the laws as in the-case of any other default. 31. JURY WAIVER. IT IS MUTUALLY AGREED BY AND BETWEEN GRANTOR AND BENEFICIARY THAT THE RESPECTIVE PARTIES WAIVE TRIAL BY JURY IN THE ACTION, PROCEEDING, OR COUNTERCLAIM BROUGHT BY EITHER PARTY AGAINST THE OTHER ON ANY MATTER WHATSOEVER ARISING OUT OF, OR IN ANY WAY CONNECTED WITH, THIS DEED OF TRUST, THE PROMISSORY NOTE, GUARANTY, CREDIT AGREEMENT, OR LOAN AGREEMENT, WHETHER ONE OR MORE,SECURED HEREBY,AND ANY AND ALL OTHER INSTRUMENTS EXECUTED IN CONNECTION THEREWITH. IN WITNESS-WHEREOF,the Grantor has executed this Colorado Deed of Trust and Security Agreement the day and year first above written. • AITFRNATIYE Nf1MES FOR YOUTH 4 a Colorado Non-Profit Corporation l LD . H LAN , TIVE DIRECTOR S. LORRIE RAY, PR SIDE • STATE OF COLORADO ) (/�/ COUNTY OF . � ve� )ss. Y'C, Thej foregoing Colorado Deed of Trust and Security Agreement was acknowledged before me this 5 day of h � 19 95 by Eldo -R' Arland , Executive Director and S . Lorrie Ray , President of Alte cJ' $vt.,Wailes For Youth , a Colorado Non- Profit Corporation Cn/1T,r�: •.. i . i itir rt 9taif ancibfficial seal. °,l41461rnsticlrCsxp.res. S- b -1 C Notary Public Address: 7 951.9'`0 2453614 B-1509 P-190 08/31/95 12: 17P PG 8 OF 8 EXHIBIT A A part of Tract "C" Weld County Business Park P.U.D. a subdivision within the City of Greeley , County of Weld, State of Colorado, more particularly described as follows: Commencing at the Northeast Corner of Section 31 , Township 6 North, Range 65 West of the 6th Principal Meridian, and considering the East line of the Northeast Quarter (NE1\4 ) to bear South 00° 00' 00" West to the East 1/4 corner of Section 31 , Township 6 North, Range 65 West, with all bearings contained herein being relative thereto; thence South 00° 00' 00" West along the East line of the Northeast Quarter (NE1\4 ) , a distance of 850 . 00 feet to the Centerline of "M" Street; thence North 90° 00' 00" West along the Centerline of "M" Street, a distance of 80 . 00 feet; thence South 00° 00 ' 00" West a distance of 40 . 00 feet perpendicular to the South Right-of-Way line of "M" Street , also being a point on a curve and the True Point of Beginning; thence along said curve to the right having a radius of 30 . 00 feet, a central angle of 90° 00 ' 00" , an arc distance of 47 . 12 feet, the long chord of which bears South 45 ° 00' 00" East a distance of 42 . 43 feet to a point on the West Right-of-Way line of 11th Avenue; thence South 00° 00' 00" West along said West Right-of-Way line , a distance of 317 . 35 feet; thence leaving said West Right-of-Way line North 88 ° 33 ' 53 " west, a distance of 91. 13 feet; thence South 57° 00 ' 00" West, a distance of 91. 35 feet; thence North 33 ° 00 ' 00" West, a distance of 330. 33 feet to a point on the South Right-of-Way line of "M" Street; thence North 57 ° 00' 00" East, a distance of 80. 00 feet to a point on a curve to the Right having a radius of 460 . 00 feet, a central angle of 33 ° 00 ' 00" , an arc distance of 264 . 94 feet, the long chord of which bears North 73° 30 ' 00" East, a distance of 261. 29 feet to the True Point of Beginning. Said parcel of land contains 2 . 144 acres , more or less, and is subject to any Rights-of-Way or other easements as granted or reserved by instruments of record or as now existing on said parcel of land. 9519n'® A82453b15 2453615 8-1509 P-191 08/31/95 12: 18P PG 1 OF 3 REC DOC 4, Weld County CO Clerk & Recorder 0.00 ASSIGNMENT OF LEASES, RENTS AND PROFITS THIS ASSIGNMENT OF LEASES, RENTS AND PROFITS ('Assignment') is made this 30TH day of AUGUST 1995 by and between AT,TF.RNATTVF F HOMS FOR YOuITH a Colorado Non- Profit Corporation ('Assignor), andColorado National Bank ('Assignee'). For value received and as additional security for the indebtedness hereinafter mentioned, Assignor hereby assigns, sets over, transfers and conveys unto-Assignee all the right, title and interest of Assignor in and to the rents, issues, profits, revenues, royalties, rights and benefits, hereinafter referred to as 'rents,' from the following described property located in the County of Weld ,State of Colorado: See Exhibit A attached hereto and incorporated herein by reference. commonly known as 1110 M Street, Greeley co 80631 ('Property'). The term of this Assignment shall be until that certain Promissory Note and Deed of Trust (or any extension or renewal thereof), of even date herewith, secured by and encumbering the Property, made by Assignor for the benefit of Assignee, in the principal sum of TWO HUNDRED FORTY-NINE THOUSAND FIVE HUNDRED Dollars 249 . 500 . 00 )-shall have been fully paid and satisfied, or until the expiration of any period of redemption. The releasing of said Deed of Trust shall constitute a release of this Assignment. Assignor hereby further assigns, sets over,-transfers and coveys unto Assignee all leases of the Property now made, executed or delivered,whetherwritten or verbal, or to be hereafter made, be the same written or verbal. Assignor does hereby authorize and empower Assignee to collect the rents payable under all of said leases above referred to as they shall become due. Assignor hereby directs each and all of the tenants of the Property to pay such rents as may now be due or shall hereafter become due to Assignee upon demand for payment thereof by Assignee. It is understood and agreed, however,that no such demand shall be made unless and until there has been a default or defaults in the performance of any of the terms or covenants set forth-In the above Promissory Note or Deed of Trust, or of this Assignment of Leases; Rents and Profits. Until such demand is made by Assignee, Assignor is authorized to collect or to continue collecting said rents. Assignor hereby covenants and agrees with Assignee-that Assignor will not collect, demand, discount or receive any installment of rent in advance of the date prescribed in said lease or leases for the payment thereof. The authority and power of Assignee to collect:said rents from the Property, as set forth herein, may be exercised and said rents collected with orwithout the taking of possession of the Property, or any part thereof, and without the necessity of (but nothing herein contained shall be construed to prohibit) Assignee instituting foreclosure of its Mortgage, Deed of Trust or lien, or an action upon its Promissory Note and/or action upon this Assignment directly against the tenants under the leases assigned hereby. Assignor does hereby additionally authorize and empower Assignee, by its employees, agents or representatives, at the option of Assignee, upon the occurrence of any default as aforesaid, to enter upon the Property and to collect, in the name of Assignor orin its own name as Assignee, the rents accrued but unpaid and in arrears at the date of such default, as well as the rents thereafter accruing and becoming payable during the period this Assignment is operative. Assignor further agrees to cooperate and to assist Assignee, its employees, agents or representatives, in all reasonable ways with collection of said rents. Assignor does hereby authorize(but nothing herein shall be deemed to require or obligate) Assignee, upon such entry, to take over and assume the management, operation and maintenance of the Property; to perform all acts necessary and proper in its sole discretion; and to expend such sums as may be necessary in.connection therewith, including the authority to effect new leases, to cancel or surrender existing leases,to alter or amend the terms of existing leases,to renew existing leases and to make concessions to tenants. Assignor does hereby release all claims against Assignee arising out of such management, operation and maintenance, excepting the liability of Assignee to account to Assignor as herein set forth. The provisions of this Assignment shall be binding upon and shall inure to the benefit of Assignor and all heirs, devisees, legal representatives, successors or assigns and upon and to Assignee, its successors and assigns. Nothing herein contained shall be construed as making Assignee a mortgage in possession, norshall Assignee be liable for losses, or failure to collect said rents, issues, profits, revenues, royalties, rights and benefits. It is understood that Assignee is to account only for such sums as are actually collected. Assignor covenants and agrees with Assignee that no tenant or subtenant need determine whether or not a default has occurred making this Assignment operative, but shall rely upon and shall pay over the rent to Assignee upon notice from it to do so. Upon payment of such sums to Assignee.the tenant shall be relieved from liability therefor to the property owner in all respects. IT IS UNDERSTOOD AND AGREED that neither the existence of this Assignment nor the exercise of its privilege to collect said rents,Eissues, profits, revenues, royalties, rights and benefits hereunder, shall be construed as a waiver by Assignee of the right to enforce payment of the debt hereinabove mentioned in strict accordance with the terms and provisions of the Promissory Note and/or Deed of Trust for which this Assignment is given as additional security. wlgnT.�tE 951990 1 2453615 B-1509 P-191 08/31/95 12: 18P PG 2 OF 3 The laws of the State of Colorado shall govern the interpretation, construction and enforcement of this Agreement and the Promissory Note and/or Deed of Trust for which this Assignment is given as additional security. The courts of the State of Colorado shall be-the forum within which any and all issues of fact and law concerning the Assignment, Promissory Note or Deed of Trust shall be resolved. Assignor hereby consents to and confers jurisdiction over Borrower to the Colorado courts IN WITNESS WHEREOF, Assignor has executed this Assignment of Rents, Leases and Profits the day and year first above written. ALTERNATIVE HOMES FOR YOUTH a Color. do Non- Profit Corporation ELD. Fi CUTIVE DIRECTOR /ISaw/ ALA S. ORRI RA , PREili NT STATE OF p /o.-0,C6 ) SS. COUNTY OF / " ` ) T e foregqing Assignment of Leases, Rents and Profits was acknowledged before me this 0 day of ccst 1995 by Eldon R . Holland as Executive Director xof and S . Lorrie Ray . President of Alternative Homes For Youth , a Colorado -Non-Profit Corporation • Witness my hand and official seal. `JrtIS — z-S— 5'6 J 1cAy comFnAt-• nC. expires: C. 1.A *_. tj' C Notary Public• • `O`►C Address: 2 951.920 2453615 B-1509 P-191 08/31/95 12: 18P PG 3 OF 3 EXHIBIT A TO ASSIGNMENT OF LEASES,RENTS AND PROFITS (Legal Description) A part of Tract "C" Weld County Business Park P.U.D. a subdivision within the City of Greeley, County of Weld , State of Colorado, more particularly described as follows: Commencing at the Northeast Corner of Section 31 , Township 6 North, Range 65 West of the 6th Principal Meridian, and considering the East line of the Northeast Quarter (NE1\4) to bear South 00° 00' 00" West to the East 1/4 corner of Section 31, Township 6 North, Range 65 West, with all bearings contained herein being relative thereto; thence South 00° 00' 00"West along the East line of the Northeast Quarter (NE1\4) , a distance of 850 . 00 feet to the Centerline of "M" Street; thence North 90° 00' DO" West along the Centerline of "M" Street, a distance of 80. 00 feet; thence South 00° 00 ' 00" West a distance of 40 . 00 feet perpendicular to the South Right-of-Way line of "M" Street, also being a point on a curve and the True Point of Beginning; thence along said curve to the right having a radius of 30 . 00 feet, a central angle of 90 ° 00 ' 00" , an arc distance of 47 . 12 feet, the long chord of which bears South 45 ° 00 ' 00" East a distance of 42 . 43 feet to a point on the West Right-of-Way line of llth Avenue; thence South 00° 00' 00" West along said West Right-of-way line, a distance of 317 . 35 feet; thence leaving said West Right-of-Way line North 88 ° 33 ' 53" west, a distance of 91. 13 feet; thence South 57° 00 ' 00" West, a distance of 91 . 35 feet; thence North 33 ° 00 ' 00" West, a distance of 330 . 33 feet to a point on the South Right-of-Way line of "M" Street; thence North 57 ° 00 ' 00" East, a distance of 80 . 00 feet to a point on a curve to the Right having a radius of 460 . 00 feet, a central angle of 33 ° 00 ' 00" , an arc distance of 264 . 94 feet, the long chord of which bears North 73 ° 30 ' 00" East, a distance of 261 . 29 feet to the True Point of Beginning. Said parcel of land contains 2 . 144 acres, more or less , and is subject to any Rights-of-Way or other easements as granted or reserved by instruments of record or as now existing on said parcel of land . 3 951` 1 O Hello