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ROOSEVELTS
Roosevelts 41 111 . ot t.. P a . .-,' $ �*�"' ��' n ,.u��.� ..� �"�. k` .r^'6 � �.ue sY a',.-e �x � eg;�� � g �� ,�' ' Pn ''t .� �` y, r T'* 4 °^nd ,et' 'VII # lffi � .- „x �,�+;� gyp# �.,+z,�• :k sqa 1. .h,te,brt,ys5`t c,+,,...a.'+ g.+ _t.�, k-.,;•`,Y�a"9« c+ �ne�, 4r .s p •`a+�t ^*a yi.. rk --' 5 cna 9 F „rsa y 'Irk '. ..= IMP+P M $$ ,F i §" 1y i =Y '••^�E° Lr -.f' $ y Sa y,�' y.'r % e• YA Irv} '; ' yx* Yy {. y, �.. - � amu§ $s v: ' #. b .+ ' s'Lp ® + `"�, �`^':. - :qv*a"* ti �s'�;4`e 3 cT �,' 4 ��"3 tJ"w. .;> �a�.,e.,4,,. .� °�, "�°", iii ':n ,� �s � x •,F a. +:. Y - x} 1' s N° Cd, ..�,. ..�:�...m�.,. r Roosevelt's Loan Documents/ Financial Info. ' e ELIZABETH M.RENNARD ( w VICTORIAB.CALDWELL QTYSOLI©TOR c!% ASSISTANT OTYSOLICITOR 93 WASHINGTON STREET -!?' - .y" 93 WASHINGTON STREET 9tY^if�g o�� SALEM,MA 01970 _.-� SALEM,MA 01970 T$L:978.619.5633 QTY OF SALEM TEL:978.619.5634 FAX: 978.744.1279 DRISCOL�MAYOR FAY-- 978.744.1279 EMAIL:BRENNARD@SALEM.COM KIMBERLEYL. EMAIL:VCALDWELLQSALEM.COM LEGAL DEPARTMENT 93 WASHINGTON STREET SALEM,MASSACHUSETTS 01970 Memorandum TO: Jane Guy, Assistant Community Development Director CC: Dominick Pangallo, Chief of Staff Sarah Stanton, Finance Director Nina Bridgman, Assistant Finance Director FROM: Elizabeth M. Rennard, City Solicit( DATED`. March 27, 2015 RE: Delinquent Loans It is the opinion of the Legal Department that the below debts are uncollectable because either the debt was discharged through bankruptcy or no action against the debtor was filed within six (6) years of the default. These delinquent loans should be discharged. Name Balance Last, BamkrupYcy, ;Foreclosed �•Payment/D'efault� . ¢ F , y ,y s. ROB, LLC (Roosevelt's) $17,632.09 3/2006 Discharged 300 Derby 10/3/2006 Hugh H. McGowan Reyna Ramirez Guerrero $29,984.18 Discharged 111-113 Lafayette 1/12/09 Clean All Company 15,804.77 8/4/2002 Narciso Javier Rincon 102 Congress Please contact me if you have any questions. NOTE October 16,2002 Salem, Massachusetts FOR VALUE RECEIVED,the undersigned,Hugh H.McGowan,Manager of R.O.B.,LLC d/b/a Roosevelt's ("Borrower") dated October 16, 2002 promise(s)to pay to the City of Salem, or order,the principal sum of Thirty-four Thousand Dollars and 00/100($34,000.00)with interest on the unpaid principal balance from the date of this Note,until paid,at the rate of Four percent(4.00%) per annum. Principal and interest shall be payable at the Salem Department of Planning and Community Development, 120 Washington Street, Salem,Massachusetts,or at such other place as the Note Holder may designate. The Borrower shall pay Six Hundred and Twenty-Six Dollars and Sixteen Cents ($626.16) for Sixty(60) consecutive months commencing on January 1, 2002. Such monthly installments shall continue until the entire indebtedness evidenced by this Note is fully paid, except that any remaining indebtedness,if not sooner paid,shall be due and payable on December 1, 2007. This Note shall become due and payable upon demand should the Borrower fail to complete the leaseholder improvements or relocate, as specified in the loan application(on file in the Salem Department of Planning and Community Development),of the property at 300 Derby Street,Salem, MA. If any installment under this Note is not paid when due and remains unpaid after a date specified by a notice to Borrower, the entire principal amount outstanding and accrued interest thereon shall at once become due and payable at the option of the Note Holder. The date specified shall not be less than thirty (30) days from the date such notice is mailed. The Note Holder may exercise this option to accelerate during any default by Borrower regardless of any prior forbearance. If suit is brought to collect this Note,the Note Holder shall be entitled to collect all reasonable costs and expenses of suit, including, but not limited to, reasonable attorney's fees. Borrower shall pay a late charge of five percent (5.00%) of any installment not received by the Note Holder within fifteen (15) days after the installment is due. Borrower may prepay the principal amount outstanding in whole or in part. The Note Holder may require that any partial payment (i)be made on the date monthly installments are due, and (ii) be in the amount of the part of one or more monthly installment which would be applicable to Page 1 of 2 H.M. principal. Any partial prepayment shall be applied against the principal amount outstanding and s shall not postpone the due date of any subsequent monthly installments or change the amount of such installments, unless the Note Holder shall otherwise agree in writing. Presentment, notice of dishonor, and protest are hereby waived by all makers, sureties, guarantors and endorsers hereof. This Note shall be the joint and several obligations of all makers, sureties,guarantors and endorsers,and shall be binding upon them and their successors and assigns. Any notice to Borrower provided for in this Note shall be given by mailing such notice postage prepaid addressed to Borrower care of Roosevelt's,300 Derby Street, Salem,MA 01970 or to such other address as Borrower may designate by notice to the Note Holder. Any notice to the Note Holder shall be given by mailing such notice postage prepaid to the Note Holder at the address stated in the first paragraph of this Note, or at such other address as may have been designated by notice to Borrower. This Note will be governed by and interpreted under the laws of the Commonwealth of Massachusetts. In the event of any conflict between the provisions of this Note and any applicable law, the provisions of this Note shall be deemed modified to the extent, but only to the extent required to comply with the applicable law. The indebtedness evidenced by this Note is secured by a UCC Financing Statement specified in the Security Agreement. WITNESS the hands and seals of the undersigned this 16' day of October 2002: R.O.B., LL by: itness Hu i Mc o an Tame Wa1Sl�l Man er Page 2 of 2 NOTE October 16,2002 Salem, Massachusetts FOR VALUE RECEIVED,the undersigned,Hugh H.McGowan,Manager of R.O.B.,LLC d/b/a Roosevelt's (`Borrower") dated October 16, 2002 promise(s)to pay to the City of Salem, or order, the principal sum of Thirty-four Thousand Dollars and 00/100 ($34,000.00)with interest on the unpaid principal balance from the date of this Note,until paid,at the rate of Four percent(4.00%) per annum. Principal and interest shall be payable at the Salem Department of Planning and Community Development, 120 Washington Street, Salem,Massachusetts,or at such other place as the Note Holder may designate. The Borrower shall pay Six Hundred and Twenty-Six Dollars and Sixteen Cents($626.16) for Sixty(60)consecutive months commencing on January 1, 2002. Such monthly installments shall continue until the entire indebtedness evidenced by this Note is fully paid, except that any remaining indebtedness,if not sooner paid,shall be due and payable on December 1, 2007. This Note shall become due and payable upon demand should the Borrower fail to complete the leaseholder improvements or relocate, as specified in the loan application(on file in the Salem Department of Planning and Community Development),of the property at 300 Derby Street,Salem, MA. If any installment under this Note is not paid when due and remains unpaid after a date specified by a notice to Borrower, the entire principal amount outstanding and accrued interest thereon shall at once become due and payable at the option of the Note Holder. The date specified shall not be less than thirty (30) days from the date such notice is mailed. The Note Holder may exercise this option to accelerate during any default by Borrower regardless of any prior forbearance. If suit is brought to collect this Note,the Note Holder shall be entitled to collect all reasonable costs and expenses of suit, including,but not limited to, reasonable attorney's fees. Borrower shall pay a late charge of five percent(5.00%) of any installment not received by the Note Holder within fifteen (15) days after the installment is due. Borrower may prepay the principal amount outstanding in whole or in part. The Note Holder may require that any partial payment(i)be made on the date monthly installments are due, and (ii) be in the amount of the part of one or more monthly installment which would be applicable to Page 1 of 2 H.M. i principal. Any partial prepayment shall be applied against the principal amount outstanding and shall not postpone the due date of any subsequent monthly installments or change the amount of such installments, unless the Note Holder shall otherwise agree in writing. Presentment, notice of dishonor, and protest are hereby waived by all makers, sureties, guarantors and endorsers hereof. This Note shall be the joint and several obligations of all makers, sureties,guarantors and endorsers,and shall be binding upon them and their successors and assigns. Any notice to Borrower provided for in this Note shall be given by mailing such notice postage prepaid addressed to Borrower care of Roosevelt's,300 Derby Street, Salem,MA 01970 or to such other address as Borrower may designate by notice to the Note Holder. Any notice to the Note Holder shall be given by mailing such notice postage prepaid to the Note Holder at the address stated in the first paragraph of this Note, or at such other address as may have been designated by notice to Borrower. This Note will be governed by and interpreted under the laws of the Commonwealth of Massachusetts. In the event of any conflict between the provisions of this Note and any applicable law, the provisions of this Note shall be deemed modified to the extent, but only to the extent required to comply with the applicable law. The indebtedness evidenced by this Note is secured by a UCC Financing Statement specified in the Security Agreement. WITNESS the hands and seals of the undersigned this 16' day of October 2002: R.O.B., LLC AA) /L by: tness . Mc wan Tawia �n�rowo�s�Cq M ager Page 2 of 2 NOTE October 16, 2002 Salem, Massachusetts FOR VALUE RECEIVED,the undersigned,Hugh H.McGowan,Manager of R.O.B.,LLC d/b/a Roosevelt's (`Borrower") dated October 16, 2002 promise(s) to pay to the City of Salem, or order,the principal sum of Thirty-four Thousand Dollars and 00/100 ($34,000.00)with interest on the unpaid principal balance from the date of this Note,until paid,at the rate of Four percent(4.00%) per annum. Principal and interest shall be payable at the Salem Department of Planning and Community Development, 120 Washington Street,Salem,Massachusetts,or at such other place as the Note Holder may designate. The Borrower shall pay Six Hundred and Twenty-Six Dollars and Sixteen Cents($626.16) for Sixty(60) consecutive months commencing on January 1, 2002. Such monthly installments shall continue until the entire indebtedness evidenced by this Note is fully paid, except that any remaining indebtedness,if not sooner paid, shall be due and payable on December 1, 2007. This Note shall become due and payable upon demand should the Borrower fail to complete the leaseholder improvements or relocate, as specified in the loan application(on file in the Salem Department of Planning and Community Development),of the property at 300 Derby Street,Salem, MA. If any installment under this Note is not paid when due and remains unpaid after a date specified by a notice to Borrower, the entire principal amount outstanding and accrued interest thereon shall at once become due and payable at the option of the Note Holder. The date specified shall not be less than thirty (30) days from the date such notice is mailed. The Note Holder may exercise this option to accelerate during any default by Borrower regardless of any prior forbearance. If suit is brought to collect this Note,the Note Holder shall be entitled to collect all reasonable costs and expenses of suit, including, but not limited to, reasonableattorney's fees. Borrower shall pay a late charge of five percent (5.00%) of any installment not received by the Note Holder within fifteen (15) days after the installment is due. Borrower may prepay the principal amount outstanding in whole or in part. The Note Holder may require that any partial payment(i)be made on the date monthly installments are due, and(ii) be in the amount of the part of one or more monthly installment which would be applicable to Page 1 of 2 H.M. principal. Any partial prepayment shall be applied against the principal amount outstanding and :s i shall not postpone the due date of any subsequent monthly installments or change the amount of such installments, unless the Note Holder shall otherwise agree in writing. Presentment, notice of dishonor, and protest are hereby waived by all makers, sureties, guarantors and endorsers hereof. This Note shall be the joint and several obligations of all makers, sureties,guarantors and endorsers,and shall be binding upon them and their successors and assigns. Any notice to Borrower provided for in this Note shall be given by mailing such notice postage prepaid addressed to Borrower care of Roosevelt's,300 Derby Street,Salem,MA 01970 or to such other address as Borrower may designate by notice to the Note Holder. Any notice to the Note Holder shall be given by mailing such notice postage prepaid to the Note Holder at the address stated in the first paragraph of this Note, or at such other address as may have been designated by notice to Borrower. This Note will be governed by and interpreted under the laws of the Commonwealth of Massachusetts. In the event of any conflict between the provisions of this Note and any applicable law, the provisions of this Note shall be deemed modified to the extent, but only to the extent required to comply with the applicable law. The indebtedness evidenced by this Note is secured by a UCC Financing Statement specified in the Security Agreement. WITNESS the hands and seals of the undersigned this 16' day of October 2002: R.O.B., LLC N by. Wit h c o Awe �obYowelalG M ager Page 2 of 2 1 CITY OF SALEM GENERAL SECURITY AGREEMENT AGREEMENT made as of the 16ih day of October 2002 between R.O.B., LLC d/b/a Roosevelt's("Borrower")organized under the laws of the Commonwealth of Massachusetts and the City of Salem ("Secured Party"). 1. Security Interest. Borrower grants to Secured Party a security interest ("Security Interest") in the following: (i) All inventory (including raw materials, work in process and finished goods), equipment, leasehold improvements, motor vehicle and other goods (as such tenns may be defined in the Uniform Commercial Code), wherever located and whether now existing or hereafter acquired and all replacements or substitutions therefor, accessions thereto and proceeds thereof, and (ii) all other tangible and intangible assets, including the City of Salem liquor license, now owned or hereafter acquired by the Borrower or any of its subsidiaries and any items substituted therefor and all additions and accessions thereto and proceeds thereof; and (iii) all cash and non-cash proceeds of, guaranties of and security for, any or all of the foregoing, including right of stoppage in transit. The Security Interest shall secure the payment and performance of Borrower's obligations under the Note dated October 16,2002, in the original principal amount of Thirty-four Thousand and 00/100 ($34,000) dollars (the "Note") and the payment and performance of all other liabilities and obligations of Borrower to Secured Party of every kind and description,direct or indirect,absolute or Page 1 of 9 H.M. contingent, due or to become due, now existing or hereinafter arising (collectively with the Note called the "Obligations"). 2. Financing Statements and Other Action. Borrower agrees to do all acts which Secured Party deems necessary or desirable to protect the Security Interest or to otherwise carry out the provisions of this Agreement, including, but not limited to, the execution of financing, continuation,amendment and termination statements and similar instruments and the procurement of waivers and disclaimers or interest in the Collateral by the owners of any real estate on which Collateral is located. Borrower appoints Secured Party as Borrower's attorney irrevocable to do all acts, which Borrower may be required to do under this Agreement. 3. Borrower's place of business. Borrower warrants that: (a) Borrower's principal place of business is located at 300 Derby Street, Salem, MA 01970. (b) Borrower's place of business in Salem is located at 300 Derby Street, Salem, MA, 01970. Borrower covenants to notify Secured Party of the addition or discontinuance of any place of business or any change in the information contained in this Paragraph 3. 4. Location of Collateral. Borrower warrants and covenants that all of the Collateral shall be located: (a) at Borrower's place(s) of business specified in Paragraph 3 of this Agreement; (b) in safe deposit boxes and bank accounts in Borrower's name at Warren Bank. None of the Collateral shall be removed from the locations specified in this paragraph other than in the ordinary-course of business. Page 2 of 9 _H.M. 5. Encumbrances. Borrower warrants that Borrower has title to the Collateral and that there are no sums owed or claims, liens, security interests or other encumbrances against the Collateral. Borrower covenants to notify Secured Party of any claim,lien,security interest or other encumbrances made against the Collateral and shall defend the Collateral against any claim, lien; security interest or other encumbrances adverse to Secured Party. 6. Maintenance of Collateral. Borrower shall preserve the Collateral for the benefits of Secured Party. Without limiting the generality of the foregoing, Borrower shall: (a) make all repairs,replacements, additions, and improvements necessary to maintain any equipment in good working order and condition; (b) maintain an inventory sufficient to meet the needs of its business; (c) serve all beneficial contract rights; (d) take commercially reasonable steps to collect all accounts; and (e) pay all taxes, assessments, other charges on the Collateral when due. Borrower shall not sell,lease or otherwise dispose of any item of the Collateral except in the ordinary course of business and shall not use the Collateral in violation of any law. 7. Maintenance of Records.Borrower covenants to keep accurate and complete records listing and describing the Collateral. When requested by Secured Party, Borrower, shall give Secured Party a certificate on a form to be supplied by Secured Party listing and describing the Collateral and setting forth the total value of the inventory,the amounts of the accounts and the face value of any instruments. Secured Party shall have the right at any time to inspect the Collateral and to audit and make copies of any record or other writings,which relate to the Collateral or the general financial condition of Borrower. Secured Party may remove such records and writings f r the Page 3 of 9 H.M. Pu of having copies made thereof. purpose g 8. Insurance. Borrower shall maintain insurance covering the Collateral against such risks,with such insurers in such form,and in such amounts as shall from time to time be reasonably required by Secured Party. All insurance policies shall be written so as to be payable in the event of loss to Secured Party and shall provide for thirty (30) days written notice to Secured Party of cancellation or modification. At the request of Secured Party, all insurance policies shall be furnished to and held by Secured Party or photocopies with certificate of insurance. Borrower hereby assigns to Secured Party return premiums, dividends and other amounts which may be or become due upon cancellation of any such policies for any reason whatsoever and directs the insurers to pay Secured Party any sums so due. Secured Party is hereby appointed as attorney irrevocable to collect return premiums,dividends and other amounts due on any insurance police and the proceeds of such insurance,to settle any claims with the insurers in the event of loss or damage, to endorse settlement drafts and in the event of a default under the Agreement to cancel, assign or surrender any insurance policies. If, while any Obligations are outstanding, and return premiums, dividends, other amounts or proceeds are paid to Secured Party under such policies, Secured Party may at Secured Party's option take either or both of the following actions: (i) apply such return premiums, dividends, other amounts and proceeds in whole or in part to the payment of the unpaid installments of principal and interest in the Note in the inverse order of maturity or to the payment or satisfaction of any other Obligations; or (ii) pay over such return premiums, dividends, other amounts and proceeds in whole or in part to Borrower for the purpose of repairing or replacing the Collateral destroyed or damaged, any return premiums, dividends, other amounts and proceeds so paid over by Secured Party to be secured by this Agreement. Page 4 of 9 H.M. 9. Fixtures. It is the intention of Borrowers and Secured Party that none of the Collateral shall become fixtures. 10. Default. If,while any Obligations are outstanding,any one or more of the following events of default shall occur: (a) any representation made by Borrower is untrue or any warrants is not fulfilled; (b) Borrower fails to pay any amounts due under any of the Obligations when due; (c) Borrower fails to observe or perform any covenant, warranty or agreement to be performed by Borrower under (i) this Agreement and such failure continues for a period of ten (10) days after Secured Party gives written notice of such failure to Borrower or(ii)under any other document executed by Borrower in connection with the Obligations and such failure shall not be remedied within the time permitted under such document; (d) Borrower shall be in default under any obligation undertaken by Borrower which default has a material adverse effect on the financial condition of Borrower or on the value of the Collateral; (e) Borrower or any guarantor of any of the Obligations is involved in any financial difficulty as evidenced by: (i) an assignment, composition or similar device for the benefit of creditors, or (ii) inability to pay debts when due, or (iii) an attachment or receivership of assets, which the Borrower is not proceeding with all necessary diligence to have dissolved, o Page 5 of 9 _H.A (iv) the filing by Borrower or any guarantor of a petition under any chapter of the Federal Bankruptcy Code or the institution or any other proceeding under any law, relating to bankruptcy, bankruptcy reorganization, insolvency or relief of debtors, or (v) the filing against Borrower or any guarantor or any involuntary petition under any chapter or the Federal Bankruptcy Code or the institution of any other proceeding under any law relating to bankruptcy reorganization,insolvency or relief of debtors,where such petition or proceeding is not dismissed within thirty (30) days from the date on which it is filed or instituted; (f) Borrower shall be in default should any of the following occur: (i) the Borrower fails to make the exterior improvements,as specified in the loan application (on file at the Salem Planning and Community Development Department) to the property at 300 Derby Street in Salem, MA; (ii) the businesses owned and operated by Hugh McGowan are refinanced, transferred, move or leave the location at 300 Derby Street in Salem; (iii) any of the ownership interest in R.O.B., LLC at 300 Derby Street, Salem, MA 01970 is transferred or sold; then in each such event, Secured Party may declare Borrower in default and exercise the Rights on Default as hereinafter defined. Page 6 of 9JLC„M. 11. Rights on default. In the event of default under this Agreement after completion of applicable grace periods, Secured Party may: (a) by written notice to Borrowers,declare the Obligations,or any of them,to be immediately due and payable without presentment,demand,protest or notice of any kind, all of which are hereby expressly waived; (b) exercise the rights and remedies accorded a securedPAY Y b the Uniform Commercial Code or by any document securing the Obligations; (c) perform any warranty, covenant or agreement which Borrower has failed to perform under this Agreement; (d) take any other action which Secured Party deems necessary or desirable to protect the Collateral or the Security Interest. No course of dealing or delay in accelerating the Obligations or in taking or failing to take any other action with respect to any event of default shall affect Secured Party's right to take such action at a later time. No waiver as to any one default shall affect Secured Party's rights upon any other default. Secured Party may exercise any or all of its Rights on Default concurrently with or independently of and without regard to the provisions of any other documents which secures an Obligation. After default, Borrower, upon demand by Secured Party, shall assemble the Collateral at Borrower's cost and make it available to Secured Party at a place to be designated by Secured Party. The requirement of the Uniform Commercial Code that Secured Party give Borrower reasonable notice of any proposed sale or disposition of the Collateral shall be met if such n ice is Page 7 of 9 H.M. given to Borrower at least five (5) days before the time of such sale or disposition. 12. Expenses. Any payment made or expense incurred by Secured Party (including, without limitation,reasonable attorneys'fees and disbursements)in connection with the preparation of this Agreement,any other document executed by the Borrower in connection with the Obligations and any amendments thereto, or in connection with the exercise of any Right on default shall be added to the indebtedness of Borrower to Secured Party,shall earn interest at the rate set forth in the Note, shall be payable upon demand and shall be secured by the Security Interest. 13. Notices. Any notice under this Agreement shall be in writing and shall be deemed delivered if mailed, postage prepaid, to a party at the principal place of business specified in this Agreement or such other address as may be specified by notice given after the date hereof,provided, however, that any notice of default shall be effective only upon delivery at such address. 14. Successors and Assigns. This Agreement shall inure to the benefit of and shall bind the heirs,executors,administrators,legal representatives, successors and assigns of the parties. The obligation of Borrower, if more than one, shall be joint and several. 15. Interpretation. Reference to the singular or the plural shall be deemed to include the other where the context requires. In particular,the use of the tern "Borrower" in the singular shall include all debtors and the default of any debtor shall be deemed to be a default of all debtors. 16. Governing Law. This Agreement shall be governed by and construed under the laws of the Commonwealth of Massachusetts. Page 8 of 9 • This Agreement shall have the effect of an instrument under seal. BORROWER:R.O.B., LLC by. HuH. McGowan Man er SECURED PARTY: City of Salem by: )VA Jd%Qjj,P. Walsh Director of Planning and Community Development Page 9 of 9 CITY OF SALEM GENERAL SECURITY AGREEMENT AGREEMENT made as of the 16" day of October 2002 between R.O.B., LLC d/b/a Roosevelt's("Borrower")organized under the laws of the Commonwealth of Massachusetts and the City of Salem ("Secured Party"). 1. Security Interest. Borrower grants to Secured Party a security interest ("Security Interest") in the following: (i) All inventory (including raw materials, work in process and finished goods), equipment, leasehold improvements,motor vehicle and other goods (as such terms may be defined in the Uniform Commercial Code), wherever located and whether now existing or hereafter acquired and all replacements or substitutions therefor, accessions thereto and proceeds thereof, and (ii) all other tangible and intangible assets, including the City of Salem liquor license, now owned or hereafter acquired by the Borrower or any of its subsidiaries and any items substituted therefor and all additions and accessions thereto and proceeds thereof, and (iii) all cash and non-cash proceeds of, guaranties of and security for, any or all of the foregoing, including right of stoppage in transit. The Security Interest shall secure the payment and performance of Borrower's obligations under the Note dated October 16,2002, in the original principal amount of Thirty-four Thousand and 00/100 ($34,000) dollars (the "Note") and the payment and performance of all other liabilities and obligations of Borrower to Secured Party of everykind and description,director indirect,absolute or Page 1 of 9 H.M. i contingent, due or to become due, now existing or hereinafter arising (collectively with the Note called the "Obligations"). 2. Financing Statements and Other Action. Borrower agrees to do all acts which Secured Party deems necessary or desirable to protect the Security Interest or to otherwise carry out the provisions of this Agreement, including, but not limited to, the execution of financing, continuation,amendment and termination statements and similar instruments and the procurement of waivers and disclaimers or interest in the Collateral by the owners of any real estate on which Collateral is located. Borrower appoints Secured Party as Borrower's attorney irrevocable to do all acts, which Borrower may be required to do under this Agreement. 3. Borrower's place of business. Borrower warrants that: (a) Borrower's principal place of business is located at 300 Derby Street, Salem, MA 01970. (b) Borrower's place of business in Salem is located at 300 Derby Street, Salem, MA, 01970. Borrower covenants to notify Secured Party of the addition or discontinuance of any place of business or any change in the information contained in this Paragraph 3. 4. Location of Collateral. Borrower warrants and covenants that all of the Collateral shall be located: (a) at Borrower's place(s) of business specified in Paragraph 3 of this Agreement; (b) in safe deposit boxes and bank accounts in Borrower's name at Warren Bank. None of the Collateral shall be removed from the locations specified in this paragraph other than in the ordinary course of business. j�I^� '^\ Page 2 of 9 I�H.M. l 5. Encumbrances. Borrower warrants that Borrower has title to the Collateral and that there are no sums owed or claims, liens, security interests or other encumbrances against the Collateral. Borrower covenants to notify Secured Party of any claim, lien, security interest or other encumbrances made against the Collateral and shall defend the Collateral against any claim, lien, security interest or other encumbrances adverse to Secured Party. 6. Maintenance of Collateral. Borrower shall preserve the Collateral for the benefits of Secured Party. Without limiting the generality of the foregoing, Borrower shall: (a) make all repairs, replacements, additions, and improvements necessary to maintain any equipment in good working order and condition; (b) maintain an inventory sufficient to meet the needs of its business; (c) serve all beneficial contract rights; (d) take commercially reasonable steps to collect all accounts; and (e) pay all taxes, assessments, other charges on the Collateral when due. Borrower shall not sell,lease or otherwise dispose of any item of the Collateral except in the ordinary course of business and shall not use the Collateral in violation of any law. 7. Maintenance of Records.Borrower covenants to keep accurate and complete records listing and describing the Collateral. When requested by Secured Party, Borrower, shall give Secured Party a certificate on a form to be supplied by Secured Party listing and describing the Collateral and setting forth the total value of the inventory,the amounts of the accounts and the face value of any instruments. Secured Party shall have the right at any time to inspect the Collateral and to audit and make copies of any record or other writings,which relate to the Collateral or the general financial condition of Borrower. Secured Party may remove such records and writing:;H'.IM. the Page 3 of 9 purpose of having copies made thereof. 8. Insurance. Borrower shall maintain insurance covering the Collateral against such risks,with such insurers in such form,and in such amounts as shall from time to time be reasonably required by Secured Party. All insurance policies shall be written so as to be payable in the event of loss to Secured Party and shall provide for thirty (30) days written notice to Secured Party of cancellation or modification. At the request of Secured Party, all insurance policies shall be furnished to and held by Secured Party or photocopies with certificate of insurance. Borrower hereby assigns to Secured Party return premiums, dividends and other amounts which may be or become due upon cancellation of any such policies for any reason whatsoever and directs the insurers to pay Secured Party any sums so due. Secured Party is hereby appointed as attorney irrevocable to collect return premiums,dividends and other amounts due on any insurance police and the proceeds of such insurance,to settle any claims with the insurers in the event of loss or damage, to endorse settlement drafts and in the event of a default under the Agreement to cancel, assign or surrender any insurance policies. If, while any Obligations are outstanding, and return premiums, dividends, other amounts or proceeds are paid to Secured Party under such policies, Secured Party may at Secured Party's option take either or both of the following actions: (i) apply such return premiums, dividends, other amounts and proceeds in whole or in part to the payment of the unpaid installments of principal and interest in the Note in the inverse order of maturity or to the payment or satisfaction of any other Obligations; or (ii) pay over such return premiums, dividends, other amounts and proceeds in whole or in part to Borrower for the purpose of repairing or replacing the Collateral destroyed or damaged, any return premiums, dividends, other amounts and proceeds so paid over by Secured Party to be secured by this Agreement. Page 4 of 9 ✓V M i 9. Fixtures. It is the intention of Borrowers and Secured Party that none of the Collateral shall become fixtures. 10. Default. If,while any Obligations are outstanding, any one or more of the following events of default shall occur: (a) any representation made by Borrower is untrue or any warrants is not fulfilled; (b) Borrower fails to pay any amounts due under any of the Obligations when due; (c) Borrower fails to observe or perform any covenant, warranty or agreement to be performed by Borrower under (i) this Agreement and such failure continues for a period of ten (10) days after Secured Party gives written notice of such failure to Borrower or(ii)under any other document executed by Borrower in connection with the Obligations and such failure shall not be remedied within the time permitted under such document; (d) Borrower shall be in default under any obligation undertaken by Borrower which default has a material adverse effect on the financial condition of Borrower or on the value of the Collateral; (e) Borrower or any guarantor of any of the Obligations is involved in any financial difficulty as evidenced by: (i) an assignment, composition or similar device for the benefit of creditors, or (ii) inability to pay debts when due, or (iii) an attachment or receivership of assets, which the Borrower is not proceeding with all necessary diligence to have dissolved, or Page 5 of 9 M. r (iv) the filing by Borrower or any guarantor of a petition under any chapter of the Federal Bankruptcy Code or the institution or any other proceeding under any law relating to bankruptcy, bankruptcy reorganization, insolvency or relief of debtors, or (v) the filing against Borrower or any guarantor or any involuntary petition under any chapter or the Federal Bankruptcy Code or the institution of any other proceeding under any law relating to bankruptcy reorganization,insolvency or relief of debtors,where such petition or proceeding is not dismissed within thirty (30) days from the date on which it is filed or instituted; (f) Borrower shall be in default should any of the following occur: (i) the Borrower fails to make the exterior improvements,as specified in the loan application (on file at the Salem Planning and Community Development Department) to the property at 300 Derby Street in Salem, MA; (ii) the businesses owned and operated by Hugh McGowan are refinanced, transferred, move or leave the location at 300 Derby Street in Salem; (iii) any of the ownership interest in R.O.B., LLC at 300 Derby Street, Salem, MA 01970 is transferred or sold; then in each such event,Secured Party may declare Borrower in default and exercise the Rights on Default as hereinafter defined. Page 6 of 9 H.M. 11. Rights on default. In the event of default under this Agreement after completion of applicable grace periods, Secured Party may: (a) by written notice to Borrowers,declare the Obligations,or any of them,to be immediately due and payable without presentment,demand,protest or notice of any kind, all of which are hereby expressly waived; (b) exercise the rights and remedies accorded a secured party by the Uniform Commercial Code or by any document securing the Obligations; (c) perform any warranty, covenant or agreement which Borrower has failed to perform under this Agreement; (d) take any other action which Secured Party deems necessary or desirable to protect the Collateral or the Security Interest. No course of dealing or delay in accelerating the Obligations or in taking or failing to take any other action with respect to any event of default shall affect Secured Party's right to take such action at a later time. No waiver as to any one default shall affect Secured Party's rights upon any other default. Secured Party may exercise any or all of its Rights on Default concurrently with or independently of and without regard to the provisions of any other documents which secures an Obligation. After default, Borrower, upon demand by Secured Party, shall assemble the Collateral at Borrower's cost and make it available to Secured Party at a place to be designated by Secured Party. The requirement of the Uniform Commercial Code that Secured Party give Borrower reasonable notice of any proposed sale or disposition of the Collateral shall be met if such n;ice s Page 7 of 9 . d given to Borrower at least five (5) days before the time of such sale or disposition. 12. Expenses. Any payment made or expense incurred by Secured Party (including, without limitation,reasonable attorneys'fees and disbursements)in connection with the preparation of this Agreement,any other document executed by the Borrower in connection with the Obligations and any amendments thereto, or in connection with the exercise of any Right on default shall be added to the indebtedness of Borrower to Secured Party,shall earn interest at the rate set forth in the Note, shall be payable upon demand and shall be secured by the Security Interest. 13. Notices. Any notice under this Agreement shall be in writing and shall be deemed delivered if mailed, postage prepaid, to a party at the principal place of business specified in this Agreement or such other address as may be specified by notice given after the date hereof,provided, however, that any notice of default shall be effective only upon delivery at such address. 14. Successors and Assigns. This Agreement shall inure to the benefit of and shall bind the heirs executors administrators,legal representatives,successors and assigns of the parties. The obligation of Borrower, if more than one, shall be joint and several. 15. Interpretation. Reference to the singular or the plural shall be deemed to include the other where the context requires. In particular, the use of the term"Borrower" in the singular shall include all debtors and the default of any debtor shall be deemed to be a default of all debtors. 16. Governing Law. This Agreement shall be governed by and construed under the laws of the Commonwealth of Massachusetts. Page 8 of 9 H.M. This Agreement shall have the effect of an instrument under seal. BORROWER:R.O.B., LLC i I i by: AT OA-� HWA McGo an Maiger SECURED PARTY: City of Salem by: bslh�P. W I s Director of Planning and Community Development Page 9 of 9 Y{. Lana Mark Industries Inc, 22 Forest Ave. Salem, Ma, 01970 (978) 825-1350 DATE; 7/22/02 City of Salem Planning Department 120 Washington St. Salem, MA 01970 Please note that while working at 300 Derby Street 1 am solely employed as a sub-contractor and have no employees or sub-contractors hired by me in any capacity. Mark Tremblay Mass. License CS 076246 - 1 Y Lam Mark Industries Inc. 22 Forest Ave. Salem, Ma, 01970 (978) 825-1350 INVOICE DATE; 10/9/2002 CUSTOMER: Henry McGowan 300 Derby Street Salem, MA 01970 JOB DESCRIPTION 1) Prepare drawings for proposed installation of wood door at masonry wall at Derby Street location. TOTAL $200.00 2) Remove existing door and jamb at main entry.Enlarge rough opening to accept 6'-0"x6'-8"door unit.Install new door and trim on interior jamb.Install closer and panic bar hardware. TOTAL $780.00 3) Cut rough opening in masonry wall(facing Derby street)to accept 6-0"W-8"door unit.Install steel beam to support masonry at rough opening.Install new door unit and trim on interior jamb.Install closer and panic bar hardware. TOTAL $3,400.00 4) Prepare trench for electrical conduit at lot(facing Derby Street)Prepare sono-tube for electric light fixtures(3).Cap off electrical conduit with 2"thick concrete. TOTAL $1,300.00 5) Prepare surface for concrete apron at new door facing Derby Street.Install and finish concrete ramp(apron)at same location. TOTAL $600.00 THIS INVOICE INCLUDES EQUIPMENT AND LOBOR TO COMPLETE ITEMS 1 THRU 5 TOTALDUE .................................................................................................................$6,280.00 *Mark Tremblay Mass. License CS 076246 j rnD F7`7-� Cj 3 ' v i J c i 900 33994, Ll H3 44 LE'll—PE -,Pl n 7.b'= G'l:+v,} p?j DUE 09108l47i ACCIOUNi t 51:1V Y5G07585! ..x..:.. Ek. JAl fsi_ 3'=? 339k` iiEt uiP;D � Jit It c ` M I t . � '. a ._.. - i L .. r • r 1 r I 1 1 i b y ori —1 h H t Ri LE tUILII�NG57 / / I ilanvers�x Mil tord w $� Reading „ Kingston _ Rte�ll4.z Rte I6 Rte 20 Rte.3A` -' x'1478)762 7510I506�418 5444 `4781!444-5455 17811585 1313 �.i—1 RECEIVED BY 30 DAY REFUND BY IMAIL • • CREDIT EXCEPT:ON ORDERS aMODIFIED UNITS DAVID HORWIT ASS�TES, INC. 7 FRANKLIN ST • P.O. BOX 746• SALEM, M��70 (978)-745-7939• FAX(978)745-6622 Sold To: /� Slip To': 1 m TYY fflQ 01 w . 1 - � A. 40`7- ' qq, HIP /A/TEE/� HIPVIA CUSTOMER POD JOB f SOLD BY Y VV U PACKING SLIP QTY MATERIAL TYPE QTY MATERIAL TYPE EA.BUTTS EA. BIFOLD/SLIDER HW EA.LOCKSETS EA.MAG. H/O DEVICE EA.EXIT DEVICES EA.COORDINATORS EA. CLOSERS EA.ELECTRIC STRIKES EA.FLUSH/SURFACE BOLTS EA.VIEWERS EA.PUSH PLATES EA. CYLINDERS EA.PULL PLATES EA. ASTRAGALS EA.KICK/ARMOR PLATES SETS PIVOTS EA. STOPS (WALL/FLOOR) EA. SILENCERS EA.THRESHOLDS EA.WOOD DOORS SETS WEATHERSTRIPPING EA. SPECIAL FRAMES Alum Q/� EA.DOOR BOTTOMS EA � I vICeS' �tl (/j� 1 EA. HOLLOW METAL DOORS EA. i ( i EA.HOLLOW METAL FRAMES EA. EA. EA. J EA. EA. EA. EA. Signed by: ao�,�`� . r( ( / l -� � 6 `, , K' r DAVID HORWITZ ASSOCIATES, INC. 7 FRANKLIN STREET• P.O. BOX 746•SALEM, MA 01970 N° 442-5 (978) 745-7939• FAX (978)745-6622 ACCT#: SALES ORDER Sold To: Ship To: 111 U��1 �/ . Saje<f , ma o1g1?o- ORDER DATE DATE WANTED P.O. NUMBER SOLD BY SHIP VIA CONTACT �D ► o2 �� - . I � QUANTITY ITEM DESCRIPTIONAMOUNT h : s Vv PICKED BY: ACCEPTED BY: DATE � K NEW ENGLAND' AWNING%&CANVAS.00:," k�31 } " % V, °V'1391h Lynnfie4dStreet PEABODY A 01960 ,t 'tg (978),977-3443.,,A'(800)'226-5977 Xk}, r "4 A. CUSTOMER'S ORDER NO. PHONE DATE lo -oZl -oa NAME ADDRESS 3V V 5 f In'I SOLD BY CASH C.O.D. CHARGE ON ACCT. MDSE.RET'D. PAID OUT OTY. DESCRIPTION PRICE AMOUNT W d : I 3oD den b 5t- o�( s S 3 (�e� fom vtose_ I 1 f1 t V4 �11 __ - Yl til -6 YectCS�.: � Oa r- .� 1 I 101,3C) Oa I TAX 1 0 0 RECEIVED BY 9 18� TOTA 1 '�" `h All claims and returned goods MUST be accompanied by this hill.:^ t=., 0592.,; ® TDRewder _ ° THANK YIt ut '800-225-6380 or riebs com s '+ ®, NATIONAL WELDING 12 Winter Street - INVOICE Peabody, Ma 01960 1-978-531.8560 INVOICE DATE SALESPERSON SOLD TO: 1. SHIPPEDTO: (Ir other than SOLD To) 2drlSe� � 1 S Sofell �jn� ��r 14, �mc01 J i I L 7" � ! � wn+¢-w-:.� �:�J„Aii.twl.n.'ii_-:.?+:✓no-a:r�.t 'Ta�'�k�:4"u�°a,.A�!rvfiK, .•mv.m,,...`.;tTrti-Lii€�i�&:� x 'i�rf�`1'_TNt+r•.rM..'M:.i:.ti`/eL�M`w�Mw'Y7Vw...+<.r. r NATIONAL WELDING 12 Winter Street INVOICE Peabody, Ma 01960 1-978-931-8560 - INVOICE DATE SALESPERSON ✓1l�he SOLD TO: 1 SHIPPEDTO: (if other than SOLD TO) j �aUShVe 115 s��Pl � ✓�� � T� < �� (I ���� ,hy ��s�a 616 r w+,•c * Y:, t > F t :. AA k•"G�p• i s. p d '� q^ } � F � INVOICE No. INVOICE DATE ; _57 ,? , CUSTOMER'S�V,,7�Ap ORDER NO. F SOLD TO: SHIP TO: A t E� Z-4 SALESPERSON S11177 VIA,, I Lutyxtz 4 r ln�V I p-1, QTY. SHIPPED DESCRIPTION UNIT AMOUNT J, 70d 4t.a. 40, 0.4 K,k t x 5q5 iu X &WFINT, NA- a*i 4V M-fflA�jkj faPpq OMM-IM _0 - 0. R-",T�2 10911 —A q;vFW% vae I 'lip M NC3872 INVOICE INVOICE INVOICE DATE C u STMER ORDER NO. SOLD TO: SHIP TO: AK 44 SALESPERSON SHIPPED TERMS V goiWAKelvilloolMil 01WAA011UPRA DESCRIPTION as ge- A .,;, NC3872 INVOICE Roosevelt's Commerical Rehab Loan October 16, 2002 Loan Closing Invoice Number Description Amount Total 1 Locks $ 210.00 1 Exit Devices $ 262.50 "Those items in italics require 1 Door Closers $ 178.50 Davis-Bacon compliance. 1 Awnings/Sign $ 3,339.00 1 Fencing $4,500.00 1 Lam Mark Industries $6,280.00 1 Light n Leisure $ 524.90 1 Home Depot $ 203.63 1 Paul Chalifour/wall work $3,360.00 $18,858.53 2 Moynihan Lumber $ 2,429.77 $ 2,429.77 3 Wendall Peterson Electrician $ 1,714.51 $ 1,714.51 4 Waters & Brown $ 619.93 4 Lumber $ 1,100.00 $ 1,719.93 $24,722.74 � �iq �� 9 I ' . 3 s __. a _. �.�..�. ._ __ e r • 0 PAGE NO 1 1 � 281 Derby Street 14 Elliott Street Salem ' Beverly Tel(978) 744-1007 Tel(978) 922-1007 Fax(978) 745-4309 Fax(978)922-8922 Please Mail All Payments To: P.O. Box 677, Salem, MA 01970-0777 Customer No. Job.No. Purchase Order No. Reference Terms Clerk Date me 128194 NE Ti 25THCO 9{ /02 . 11:5 o ROD LLC/dba ROOSEVELT'S S DOC# 130496 L MR HUGH PMWAN I **DUPLICATE** D 300 DERBY STREET P * INVOICE * T SALEN NA 01970 T ************* O O TAX 001 rASS TAX Quantity UM SKIT Description Units Price/Per Extension Shi ped OrderedSUGG EA 04a 21 GAL READY PATCH E 0.642 1 6.16 /EA 16.16 Y j 2 GL gig,1B1 1051B GAL NOORLIFE LTX HSE 24.519 2 19.50 /GL 41.00 I EA 0640 MAX) GRIP 3 H.H. STIFF SCRAPER 11.948 1 9.35 /EA 9.35 1 EA 06Y 0 KW GRIP 3 H.H. FLEX SCRAPER 11.948 1 9.35 /EA , 9.35 ,s -a ti� C 1 7) A finance charge of 1-1/2%per month(18%per annum) will be charged to all balances over 30 days. ** MOUNT CHARGED TO STORE ACCOUNT ** 79.65 PUBLE 75.86 TAXABLE 0.00 (PETER O'CONNOR 91BTOTAL 75.06 Received By Print Name Tilx APMNT 3.79 T TAL AMOUNT 79.65 • • GAGE NO 1 281 Derby Street / 14 Elliott Street Salem �' - Beverly Tel(978) 744-1007 © Tel(978)922-1007 Fax(978) 745-4309 Fax(978) 922-8922 Customer No. Job.No. Purchase Order No. Reference. Terms Clerk Date Time 128194 N 25TH FG 911 /02 2: t o ROB LLC/dba ROOSEVELT'S S DOC# 139172 L MR HUGH MCGOWAN 1 **DUPLICATE** D 300 DERBY STREET P * INVOICE T SALEM MA 01970 T ************* O o TAX : 001 MASS TAX Quantity UM SKU Description Units Price/Per Extension Shipped Ordered p S 1 GL 010 IB1 1051B GAL MOORLIFE LTX HSE 24.519 1 20.50 /GL 20.50 7 CD n, 7'm < s finance charge of l balances over 30 dayper month(18%days.per annum) will be charged to all balaAMOUNT CHARGED TO STORE ACCOUNT ** 21.53 TAXABLE 20.50 w NON -TAXABLE 0.00 (PETER O'CONNOR ) BTOTAL 20.50 Received By Print Name TN AMOUNT 1.03 T TAL AMOUR 21.53 • r PAGE NO 1 281 Derby Street 14 Elliott Street . Salem �'�, Beverly Tel (978) 744-1007 �' Tel(978) 922-1007 Fax(978) 745-4309 Fax(978)922-8922 0 Please Mail All Payments To: P.O. Box 677, Salem, MA 01970-0777 Customer No. Job.No. Purchase Order No. Reference Terms Clerk DateTime 128194 25TH FG 8/3 /02 .10:2 OS ROB LLC/d6i ROOSEVELT'S H DMN 138261 L MR HUGH MCGOWAN I **DUPLICATE** D 300 DERBY STREET P * INVOICE T SALEM MA 01970 T ************* O o TAX 001 MASS TAX Quantity UM SKU Description Units =' Price/Per Extension Shipped Ordered S 5 GL 010 IDI V0-5 1B GAL MOORLIFE LTX WE E4.519. 5 0.50 /GL 102.50 ky is „ F. .r - rs- A finance charge of 1-1/2%per month(18%per annum) ** MOUNT CHARGED TO STORE ACCOUNT ** 107.63 TiABLE 102.50 will be charged to all balances over 30 days. - TAXA&E 0.00 (PETER O'CONNOR ) SWBTOTAL 102.50 Received By Print Name T AMOUNT 5.13 T' TAL AMOUNT 107.63 . . PAGE NO 1 281 Derby Street 14 Elliott Street Salem Beverly Tel(978) 744-1007 Tel (978)922-1007 Fax(978) 745-4309 , , Fax(978) 922-8922 Please Mail All Payments To: P.O. Box 677, Salem, MA 01970-0777 Customer No. Job.No. Purchase Order No. Reference Terms Clerk Date Time 128194 NIT 25TH CO 8 16/02 1:36 SROB LLC/dba ROOSEVELT'S S DOCN 137274 L MR HUGH MCGOWAN J **DUPLICATES D 300 HERBY STREET P INVOICE T SALEM NA 01970 T p*#* E* O O TAX 001 MASS TAX Quantity UM SKU Description Units Price/Per Extension KShipped Ordered Q1 US 4 GL 009 4B1 096s B GAL MOORGLO LTX H&T 9.589 § 34.55 /GL 138.20 2 GL 002 041 0234 GL FRESH START DEEP BASE 18.169 2 4.17 /GL 48.34 10 GL 01 1B1 1053 GAL MOORLIFE LTX HSE i 4.519 10 0.50 /GL 205.00 -1 FI. _} w. t7 - tri A finance charge of 1-1/2%per month(18%per annum) will be charged to all balances over 30 days. # AMOUNT CHARGED TO STORE ACCOUNT ilN 411.12 T1 IXABLE 391.54 WTAXABLE 0.00 (HUGH MCGOWRN SUBTOTAL 391.54 Received By Print Name T AMOUNT 19.58 T TAL MINT 411.12 Roosevelt's Commerical Rehab Loan October 16, 2002 Loan Closing Invoice Number Description Amount Total 1 Locks $ 210.00 1 Exit Devices $ 262.50 "Those items in italics require 1 Door Closers $ 178.50 Davis-Bacon compliance. 1 Awnings/Sign $3,339.00 1 Fencing $4,500.00 1 Lam Mark Industries $6,280.00 1 Light n Leisure $ 524.90 1 Home Depot $ 203.63 j 1 Paul Chalifoudwall work $3,360.00 $18,858.53 2 Moynihan Lumber $2,429.77 $ 2,429.77 3 Wendell Peterson Electrician $ 1,714.51 $ 1,714.51 $23,002.81 Wendell Peterson Electrician Invoice 5 Ryan Road Magnolia, MA 01930-5116 DATE INVOICES 1? 10/15/2002 258 SALU,1 B11.1 TO Roosevelts Henry McGowan 300 Derby Street Salem Ma. 01970 TERMS DUE DATE 1Ol15I20O2 ITEM DESCRIPTION QTY RATE AMOUNT Materials Materials 380.31 380.31 Labor to install 3 post lamps, 2 door lights, 26 50.00 1,300.00 ext receptacle, exit sign over door, M4 install wall heaver in foyer. 10/7102 U 10/8/02 V 104402 10/15/02 permit 15.00 15.00 mileage mileage one way 60 0.32 1920 sales tax 5.00% 0.00 ILI \ \ Total $1,714.51 i Roosevelt's Commerical Rehab Loan October 16, 2002 Loan Closing Invoice Number Description Amount Total 1 Locks $ 210.00 1 Exit Devices $ 262.50 "Those items in italics require 1 Door Closers $ 178.50 Davis-Bacon compliance. 1 Awnings/Sign $ 3,339.00 1 Fencing $4,500.00 1 Lam Mark Industries $6,280.00 1 Light n Leisure $ 524.90 1 Home Depot $ 203.63 1 Paul Chalifour/wall work $3,360.00 $18,858.53 2 Moynihan Lumber $2,429.77 $ 2,429.77 $21,288.30 **SHIP TICKET** rAOYNIHAN LUMB R OF BEVERLY ORD NO: 636569-0 PO BOX 509 8 RIVER SMET ENT. TIME 11 : 51 BEVERLY, 01915 Sold to: CASH02 927-927-0032 FAX PS 97 -927-8201 / 978-927-8668 HENRY MCGOWEN RM80 Date : 09/24/02 ROOSEVELT' S Ship to: Time: 09 : 02 SALEM HENRY MCGOWEN 01970 RO.OSEVELT ' S (978) 407-2099 SALEM Page : 1 01`970 IFob DLVDIFrt ON ORDER / T ISCH DTE: 09/23/02 '] OUR ORD : 636569IYour:MCGOWEN HENRY ( InjOt Typ WHSEIVia CUSTOMER PIC IORD DTE : 09/23/02 JOTH REF : ITerm:CASH 100108 * * NR / F5944 S/U DOOPs TO BE DELIVERED TUESDAY, 9/24 (FIRST) M-59459-56B (KEN) (978) 407-2099 Line Item No. QuantityjU/M I Description, jUnit Price I lExt . Price 001 *636569100 1 CO 55944 3-0X6-8 LHOS BNL 1203 . 00 E 1203 . 00 W/ (2) 12" F5703 SIDELIGHTS 6 9/16 PFJ JAMB 90B CASING PUBLIC ACCESS- SILL 002 *636569200 1 CO 55944 3-0X6-8 LHOS BNL 1156 . 00 E 1156 . 00 W/ (2) 12" F5703 SIDELIGHTS 4 9/16 PFJ JAMB 908 CASING PUBLIC ACCESS SILL Yl a * * ***THIS IS NOT A RECE'-IpT*** J`J,I NET SALES : 2359 . 00 MISC/DISC: -47 . 18 TAX: 117 . 95 TOTAL: 2429 . 77 Roosevelt's Commerical Rehab Loan October 16, 2002 Loan Closing Invoice Number Description Amount Total 1 Locks $ 210.00 1 Exit Devices $ 262.50 "Those items in italics require 1 Door Closers $ 178.50 Davis-Bacon compliance. 1 Awnings/Sign $3,339.00 1 Fencing $4,500.00 1 Lam Mark Industries $6,280.00 1 Light n Leisure $ 524.90 1 Home Depot $ 203.63 1 Paul Chalifour/wall work $3,360.00 $18,858.53 z 10/15/02 1 is ,4-„- kX� economic dev loans ` 18 858 53 " ' 125912 i� z xt e �€•� ��ax^- t�� "s`tu Y Y �+ x ''# � # , _ t .r� rt' E � a. i 1S"i r )7t Aa• ..e 'k 1 a r a r ry t #'''� i , 'i 'xTMsr.,: .+ f$?• �v 2 x I5 z 5 r r. $ r'-``t� { Y� i 7 •y 1 t�A�0 "Y 3,+xt t xa� i �}. ix,' '�`• AYt i t.,Y r ^r 2 ;. o f a: C ! i m f;lr i - T.-NQ F _ . � , " 11327,_." „°'"; ,. ROOSEVELT'S _': • ,.••., x73728 110/24/2002 „1 8,858.53 , r CITY OF SALEM 6TIZENSBANKi CHECK 'CHECK +;-'BOSTON,MA DATE 10/24/ZOO2 'NUMBER - '737ZH �r... .::SALEM,:MASSACHUSETTS _ 57017. n VENDOR ACCOUNTla n ° DF .....18 $18,858.53 ;" a THE SUM 858 DOLLARS AND 53 CENTS' o D PAY 7o THE ROOSEVELT'S ORDER of C/O HENRY MCGOWAN 300 DERBY STREET - SALEM MA 019701" t m m . ^ CITY TREASURER v m ��' 737213 1: 211070i7Sl: 1104i4101P3P PERSONAL GUARANTY To induce the City of Salem, hereinafter referred to as the "LENDER", to extend credit and other financial consideration and accommodation to Hugh H. McGowan, Manager of R.O.B., LLC, d/b/a Roosevelt's hereinafter, referred to as the `BORROWER", the undersigned, unconditionally guarantees the prompt and complete payment and performance of all liabilities and obligations of the Thirty-Four Thousand and 00/100 ($34,000) loan to the BORROWER evidenced by the Notes in that amount dated October 16, 2002. The term "liabilities and obligations," shall be deemed to include any and all obligations on the part of the BORROWER or any one or more of them to pay money and to perform or to refrain from performing acts or things arising under or by virtue of any undertaking entered into simultaneously with or subsequent to the execution of this guaranty and shall be deemed further, to include all obligations of the BORROWER to the LENDER now .existing or hereafter arising, whether direct or indirect, absolute or contingent, due or to become due, regardless of how they may rise or by what instrument or instruments they may be evidenced or whether evidenced by any instrument and shall include the costs of collection incurred by the Bank, including reasonable attorney's fees, in enforcing any particular liability or obligation (including the costs of foreclosing on any collateral given to secure any such liability or obligation) and in enforcing this guaranty. This guaranty is a continuing guaranty and shall remain in full force and effect unless and until terminated by the undersigned, or any one or more of them, in respect to his individual Yg g liability, b giving notice of his intention to do so, such notice to be mailed, postage prepaid, by registered mail, return receipt requested, to the LENDER at the City of Salem, Department of Planning and Community Development, 120 Washington Street, Salem, Massachusetts 01970, or to such other address designated by LENDER. Notwithstanding the giving of any such notice of termination or termination, this guaranty shall remain effective with respect to any liability or obligation incurred or contracted by the BORROWER prior to its acceptance in writing by the LENDER. The liability of each of the undersigned shall be absolute and unconditional without regard to the liability or obligation, presentment, demand, notice, protest and all other demands and notices in connection with the delivery, acceptance, performance, default or enforcement of this guaranty or of any liability or obligation guaranteed hereby, and, in general, waive any and all suretyship defenses or defenses in the nature thereof. The undersigned do hereby consent without notice to any extension of time for payment or performance, forbearance to collect or enforce and to any other indulgence granted by the LENDER to the BORROWER or any one or more of them, to the release of any person primarily or secondarily liable hereunder or under any liability or obligation guaranteed hereby to the substitution, exchange or release of collateral given to secure this guaranty or to secure any liability or obligation guaranteed hereby. Any sums credited by or due from the LENDER to any one or more of the undersigned or any property of any one or more of the undersigned in the possession of the LENDER may at any time be held as collateral for the payment or performance of the obligations of the undersigned or any one or more of them hereunder. Regardless of the adequacy of collateral, the LENDER may apply such sums against the obligations of the undersigned or any one or more of them hereunder. This guaranty shall inse to the benefits of the M� aaP.0. I� LENDER, its successors and assigns. This guaranty shall be binding upon the undersigned, their respective administrators, executors, heirs and personal representatives. This guaranty shall be construed as an instrument under seal and in accordance with the law of the Commonwealth of Massachusetts. IN WITNESS WHEREOF, We hereunto set our hands and seals this 1 `h day of O tober, 2002. G � tnessAf. McGowan, Individually 134 Lynn Street Peabody, MA 01960 N tness Peter M. O'Connor, Individually 22 Janet Lane Peabody, MA 01960 IM N d�z as aa, a Wi e s Peter A. DesRosiers, Individually 12 Border St. Lynn, MA 01905 PERSONAL GUARANTY To induce the City of Salem, hereinafter referred to as the "LENDER", to extend credit and other financial consideration and accommodation to Hugh H. McGowan, Manager of R.O.B., LLC, d/b/a Roosevelt's hereinafter, referred to as the `BORROWER", the undersigned, unconditionally guarantees the prompt and complete payment and performance of all liabilities and obligations of the Thirty-Four Thousand and 00/100 ($34,000) loan to the BORROWER evidenced by the Notes in that amount dated October 16, 2002. The term "liabilities and obligations," shall be deemed to include any and all obligations on the part of the BORROWER or any one or more of them to pay money and to perform or to refrain from performing acts or things arising under or by virtue of any undertaking entered into simultaneously with or subsequent to the execution of this guaranty and shall be deemed further, to include all obligations of the BORROWER to the LENDER now existing or hereafter arising, whether direct or indirect, absolute or contingent, due or to become due, regardless of how they may rise or by what instrument or instruments they may be evidenced or whether evidenced by any instrument and shall include the costs of collection incurred by the Bank, including reasonable attorney's fees, in enforcing any particular liability or obligation (including the costs of foreclosing on any collateral given to secure any such liability or obligation) and in enforcing this guaranty. This guaranty is a continuing guaranty and shall remain in full force and effect unless and until terminated by the undersigned, or any one or more of them, in respect to his individual liability, by giving notice of his intention to do so, such notice to be mailed, postage prepaid, by registered mail, return receipt requested, to the LENDER at the City of Salem, Department of Planning and Community Development, 120 Washington Street, Salem, Massachusetts 01970, or to such other address designated by LENDER. Notwithstanding the giving of any such notice of termination or termination, this guaranty shall remain effective with respect to any liability or obligation incurred or contracted by the BORROWER prior to its acceptance in writing by the LENDER. The liability of each of the undersigned shall be absolute and unconditional without regard to the liability or obligation, presentment, demand, notice, protest and all other demands and notices in connection with the delivery, acceptance, performance, default or enforcement of this guaranty or of any liability or obligation guaranteed hereby, and, in general, waive any and all suretyship defenses or defenses in the nature thereof. The undersigned do hereby consent without notice to any extension of time for payment or performance, forbearance to collect or enforce and to any other indulgence granted by the LENDER to the BORROWER or any one or more of them, to the release of any person primarily or secondarily liable hereunder or under any liability or obligation guaranteed hereby to the substitution, exchange or release of collateral given to secure this guaranty or to secure any liability or obligation guaranteed hereby. Any sums credited by or due from the LENDER to any one or more of the undersigned or any property of any one or more of the undersigned in the possession of the LENDER may at any time be held as collateral for the payment or performance of the obligations of the undersigned or any one or more of them hereunder. Regardless of the adequacy of collateral, the LENDER may apply such sums against the obligaf ons of the undersigned or any one or more of them hereunder. This guaranty shall insu a to the benefi�the M.�D. P.O. i LENDER, its successors and assigns. This guaranty shall be binding upon the undersigned, their respective administrators, executors, heirs and personal representatives. This guaranty shall be construed as an instrument under seal and in accordance with the law of the Commonwealth of Massachusetts. IN WITNESS WHEREOF, We hereunto set our hands and seal this 16`h da October, 2002. VA,Wp,✓� /V1i-� J ess u� McGowan, Individually 134 Lynn Street ody, 0 60 A, ttness Peter M. O'Connor, Individually 22 Janet Lane ^ / Peabody, MA 01960 !� tness Peter A. DesRosiers, Individually 12 Border St. Lynn, MA 01905 AH.M.P .D! P.4P PERSONAL GUARANTY To induce the City of Salem, hereinafter referred to as the "LENDER", to extend credit and other financial consideration and accommodation to Hugh H. McGowan, Manager of R.O.B., LLC, d/b/a Roosevelt's hereinafter, referred to as the "BORROWER", the undersigned, unconditionally guarantees the prompt and complete payment and performance of all liabilities and obligations of the Thirty-Four Thousand and 00/100 ($34,000) loan to the BORROWER evidenced by the Notes in that amount dated October 16, 2002. The term "liabilities and obligations," shall be deemed to include any and all obligations on the part of the BORROWER or any one or more of them to pay money and to perform or to refrain from performing acts or things arising under or by virtue of any undertaking entered into simultaneously with or subsequent to the execution of this guaranty and shall be deemed further, to include all obligations of the BORROWER to the LENDER now existing or hereafter arising, whether direct or indirect, absolute or contingent, due or to become due, regardless of how they may rise or by what instrument or instruments they may be evidenced or whether evidenced by any instrument and shall include the costs of collection incurred by the Bank, including reasonable attorney's fees, in enforcing any particular liability or obligation (including the costs of foreclosing on any collateral given to secure any such liability or obligation) and in enforcing this guaranty. This guaranty is a continuing guaranty and shall remain in full force and effect unless and until terminated by the undersigned, or any one or more of them, in respect to his individual liability, by giving notice of his intention to do so, such notice to be mailed, postage prepaid, by registered mail, return receipt requested, to the LENDER at the City of Salem, Department of Planning and Community Development, 120 Washington Street; Salem, Massachusetts 01970, or to such other address designated by LENDER. Notwithstanding the giving of any such notice of termination or termination, this guaranty shall remain effective with respect to any liability or obligation incurred or contracted by the BORROWER prior to its acceptance in writing by the LENDER. The liability of each of the undersigned shall be absolute and unconditional without regard to the liability or obligation, presentment, demand, notice, protest and all other demands and notices in connection with the delivery, acceptance, performance, default or enforcement of this guaranty or of any liability or obligation guaranteed hereby, and, in general, waive any and all suretyship defenses or defenses in the nature thereof. The undersigned do hereby consent without notice to any extension of time for payment or performance, forbearance to collect or enforce and to any other indulgence granted by the LENDER to the BORROWER or any one or more of them, to the release of any person primarily or secondarily liable hereunder or under any liability or obligation guaranteed hereby to the substitution, exchange or release of collateral given to secure this guaranty or to secure any liability or obligation guaranteed hereby. Any sums credited by or due from the LENDER to any one or more of the undersigned or any property of any one or more of the undersigned in the possession of the LENDER may at any time be held as collateral for the payment or performance of the obligations of the undersigned or any one or more of them hereunder. Regardless of the adequacy of collateral, the LENDER may apply such sums against the obligat' ns of the undersigned or any one or more of them hereunder. This guaranty shall insu to three bene�fittsss of the r` LENDER, its successors and assigns. This guaranty shall be binding upon the undersigned, their respective administrators, executors, heirs and personal representatives. This guaranty shall be construed as an instrument under seal and in accordance with the law of the Commonwealth of Massachusetts. IN WITNESS WHEREOF, We hereunto set our hands and seals this 16'h day of October, 2002. Ak fitness Hugh H. McGowan, Individually 134 Lynn Street Paahody, MA 01960 ) (46�1 — V 'tness VPeter M. O'Connor, Individually 22 Janet Lane Peabody, MA MA 01960 fitness Peter A. DesRosiers,bo Individually 12 Border St. Lynn, MA 01905 .M._P.D.6LP .0. !' STATEMENT OF AGREEMENT Please be advised that I,Hugh H. McGowan, Manager of R.O.B.,LLC, d/b/a Roosevelt's agree to the following provisions in conjunction with the commercial rehabilitation loan for the exterior improvements at 300 Derby Street in Salem, MA: 1) Funds shall be disbursed on a pro-rata basis. 2) Funds may only be used for the Salem Redevelopment Authority (SRA) approved exterior work to the property at 300 Derby Street in Salem, MA. 3) The borrower agrees to comply with the federal Davis-Bacon prevailing wage law. 4) The borrower will allow the City of Salem to publicize their financial assistance of the improvements made to 300 Derby Street. Forms of publicity will include all press coverage,ribbon cutting,display of sign in the storefront window,and all other forms of marketing deemed appropriate by the City of Salem. Signed and scaled this 16`h dayt0K)ct her 2 By: K 'A' McGowan M ager, R.O.B., LLC City of Salem By: Joseph P. Walsh Director of Planning and Community Development I� STATEMENT OF AGREEMENT Please be advised that I,Hugh H. McGowan,Manager of R.O.B.,LLC, d/b/a Roosevelt's agree to the following provisions in conjunction with the commercial rehabilitation loan for the exterior improvements at 300 Derby Street in Salem, MA: 1) Funds shall be disbursed on a pro-rata basis. 2) Funds may only be used for the Salem Redevelopment Authority (SRA) approved exterior work to the property at 300 Derby Street in Salem,MA. 3) The borrower agrees to comply with the federal Davis-Bacon prevailing wage law. 4) The borrower will allow the City of Salem to publicize their financial assistance of the improvements made to 300 Derby Street. Forms of publicity will include all press coverage,ribbon cutting,display of sign in the storefront window,and all other forms of marketing deemed appropriate by the City of Salem. Signed and sealed this 16th day of cto er 2002. By: � H h . M wan M ager, R.O.B., LLC City of Salem By: Joseph P. Walsh Director of Planning and Community Development STATEMENT OF AGREEMENT Please be advised that I,Hugh H. McGowan, Manager of R.O.B.,LLC, d/b/a Roosevelt's agree to the following provisions in conjunction with the commercial rehabilitation loan for the exterior improvements at 300 Derby Street in Salem, MA: 1) Funds shall be disbursed on a pro-rata basis. 2) Funds may only be used for the Salem Redevelopment Authority (SRA) approved exterior work to the property at 300 Derby Street in Salem,MA. 3) The borrower agrees to comply with the federal Davis-Bacon prevailing wage law. 4) The borrower will allow the City of Salem to publicize their financial assistance of the improvements made to 300 Derby Street. Forms of publicity will include all press coverage,ribbon cutting,display of sign in the storefront window,and all other forms of marketing deemed appropriate by the City of Salem. Signed and sealed this 16'h day of O tobe 20 2. By: H H McGowan Man ger, R.O.B., LLC City of Salem By: Joseph P. Walsh Director of Planning and Community Development STATEMENT OF AGREEMENT Please be advised that I,Hugh H. McGowan,Manager of R.O.B.,LLC, d/b/a Roosevelt's agree to the following provisions in conjunction with the commercial rehabilitation loan for the exterior improvements at 300 Derby Street in Salem, MA: 1) Funds shall be disbursed on a pro-rata basis. 2) Funds may only be used for the Salem Redevelopment Authority (SRA) approved, exterior work to the property at 300 Derby Street in Salem, MA. 3) The borrower agrees to comply with the federal Davis-Bacon prevailing wage law. 4) The borrower will allow the City of Salem to publicize their financial assistance of the improvements made to 300 Derby Street. Forms of publicity will include all press coverage,ribbon cutting,display of sign in the storefront window,and all other forms of marketing deemed appropriate by the City of Salem. Signed and sealed this 16 ' day of cto er 2002. c By: u . Mc owan Ma er, R.O.B., LLC City of Salem By: Joseph P. Walsh Director of Planning and Community Development y William Francis Galvin Secretary of the Commonwealth of Massachusetts-; TANIA HARTFORD, ECONOMIC DEVELOPMEN ��NT; PLANNER u, � 120 WASHINGTON ST. Pt '-rJi'Ji;JC , SALEM, MA 01970 To Whom It May Concern: This letter serves as notification that the SOC has received your filing information. A copy of the filing is included as an attachment to this document. Your filing has been assigned a filing number of 200317602520 and was filed on 01/14/2003 10:31:00 AM. The Secretary of the Commonwealth of Massachusetts thanks you for your compliance. Sincerely, William Francis Galvin Secretary of the Commonwealth Corporations Division•One Ashburton Place, 17th Floor•Boston, MA 02108 MA SOC Filing Number: 200317602520 Date: 01/14/2003 10:31:00 AM r" UCC FINANCING STATEMENT FOLLOW INSTRUCTIONS front and 48W CAREFULLY A.NAME&PHONE OF CONTACT AT FILER(optional) S.SEND ACKNOWLEDGMENT TO: (Nameand Address) Tania Hartford,Economic Development Planner City of Salem Department of Planning and Community Development 120 Washington St. Salem,MA 01970 - L J THE ABOVE SPACE IS FOR FILING OFFICE USE ONLY I.DEBTOR'S EXACT FULL LEGAL NAME-Yuenonlyg damn nmm(ram IM-dome asEmvlmencnnbina name 1..ORGANIZATION'S NAME R.O.B.,LLC d/b/a Roosevelt's OR 1 0.INDIVOUAL'51AST NAME FIRSTNAME MIDDLE NAME SUFFIX lc.MAILING ADDRE55 CITY STATE POSTALCODE COUNTRY 300 Derby Street Salem MA 01970 USA Id.TAXIDS, SSN MEIN ADO'LINFO RE 1e.TYPEOFORGANIZATION 11.JURISOIC1IONO1OR5A..1.N Ig.ORGANMAT10NALIGp,HBny 000814594 DEBToR��N LLC Salem NIXIE 2.ADDITIONALDEBTOR'S EXACT FULLLEGAL NAME-InsertoNysuedabWmma(2aor2b)-donmabEr encomMnecomes OR=2b.IN01V1DUALS LAST NAME FIRSTNAME MIDDLE NAME SUFFIX 2c.MAILING ADDRE55 CITY STATE POSTALCODE COUNTRY WTAx IDN: SSNOREIN ADDTINFORE 2e.TYPEOFORGANIZATION l2f.JURSD1C110NOF0RGANIZAflON IZ9.OKGANIZAr0NALID0,KWy ORGANIZATION DEBTOR NONE 3.SECURED PARTY'S NAME(n NAME of TOTAL ASSIGNEE a ASSIGNOR S/P)-Fsertonly=scoured parry name(3e a 3b) 3a.ORGANIZATION'S NAME' City of Salem OR 3b,INONIDUAL'S LAST NAME FIRSTNAME MIODIE NAME SUFFIX 3c.MAILINGADDRESS LRY STATE POSTALCUDE COUNTRY 93 Washington Street Salem MA 01970 USA 4.Tbia FINANCING STATEMENT covers IM follo Wadleleml: All inventory,goods,merchandise,materials,supplies,packaging,and shipping materials and other personal property,now owned or hereafter acquired,and held for sale or lease,or furnished or to be furnished,under contracts for services or consumed in Debtor's business,and in proceeds and collectionsof,and in books and records or Debtor pertaining to all the foregoing(all collectively referred to as"inventory");and All equipment,machinery,furniture,furnishings,fixtures,tools,tooling and vehicles,now owned or hereafter acquired by Debtor,and all accessions and substitutions thereof(all collectively referred to as"equipment"). 5.ALMMAPVEDESIGNATIONfdapgimblal:_ LESSEE/LESSOR _ CONSIGNEMONSIGNOR BAILEEIBAILOR SELLERIBUYER AG,UEN NONAICCFIUNG is a ar remr or re m I'rM T T R 1 ].[ADDITIONb All Demers Damn 1 Dabtn2 B,OPTIONAL FILER REFERENCE DATA F H t gZr-NATIONAL UCC FINANCING STATEMENT(FORM UCCI)(REV.0729/98) CITY OF SALEM DEPARTMENT OF PLANNING AND COMMUNITY DEVELOPMENT STANLEY J.USOVICZ,JR. MAYOR 120 WASHINGTON STREET•SALEM,MASSACHUSETTS 01970 JOSEPH P.WALSH,JR. TEL:978-745-9595•FAX:978-740-0404 DIRECTOR December 27, 2002 Secretary of the Commonwealth of MA Corporations Division ATTN:UCC Filing One Ashburton Place, 17`I'Floor Boston,MA 02108 RE:UCC Filing To Whom It May Concern: Enclosed you will find a UCC-1 Filing Statement and a check in the amount of $20.00 for the necessary filing fee for the transaction. Please call me, 978/745-9595 x311,if you have any questions or need further information to process the filing. Sincerely, T 'a Hartford Economic Development Planner Attachments UCC FINANCING STATEMENT FOLLOW INSTRUCTIONS front and back CAREFULLY A.NAME&PHONE OF CONTACT AT FILER[optional] B.SEND ACKNOWLEDGMENT TO: (Name and Address) Tania Hartford,Economic Development Planner - - City of Salem Department of Planning and Community Development - 120 Washington St. Salem,MA 01970 L THE ABOVE SPACE IS FOR FILING OFFICE USE ONLY 1.DEBTOR'S EXACT FULL LEGAL NAME-insert only peg debtor name(1a or to)-do not abbreviate or combine names to.ORGANIZATION'S NAME Edgeway Corporation d/b/a Edgewater Cafe — lbANDIVIDUAUSLASTNAME FIRST NAME MIDDLE NAME SUFFU( tc.MAILING ADDRESS CITY STATE POSTAL CODE COUNTRY 155 Washington Street Salem MA 01970 USA 1d.TAXIDR SSNOREINAOD'L INFORE 1e.TYPEOFORGANIZATION 1fAURISDICTIONOFORGANIZATION 1g.ORGANIZATIONALID#,ffany 04-2758162 DEBTOR ANIZATON C Corporation Salem NONE 2.ADDITIONAL DEBTOR'S EXACT FULL LEGAL NAME-insert onlyp debtor name(2a or 2b)-do not abbreviate or combine names 2a.ORGANIZATION'S NAME OR 2b.INDIVIDUAL'S LAST NAME FIRST NAME MIDDLE NAME SUFFIX 2c.MAILING ADDRESS. CITY STATE POSTALCODE COUNraY 2d.TAXID#: SSNOREIN ADULINFORE 12e.TYPE OF ORGANIZATION 2f.JURISDIC1IONOFORGANIZATION 2g.ORGANIZATIONAL to#,if any ORGANIZATION DEBTOR rl NONE 3.SECURED PARTY'S NAME(or NAME of TOTAL ASSIGNEE of ASSIGNOR SIP)-insert only III secured party name(3a or 3b) 3e.ORGANIZATION'S NAME City of Salem OR so.INDIVIDUAL'S LAST NAME FIRST NAME MIDDLE NAME SUFFU( 3c.MAILING ADDRESS CRY STATE POSTAL CODE COUNTRY 93 Washington Street Salem MA 01970 USA 4.This FINANCING STATEMENT covers the folim Ing collateral: All inventory,goods,merchandise,materials,supplies,packaging,and shipping materials and other personal property,now owned or hereafter acquired,and held for sale or lease,or furnished or to be furnished,under contracts for services or consumed in Debtor's business,and in proceeds and collectionsof,and in books and records or Debtor pertaining to all the foregoing(all collectively referred to as"inventory");and All equipment,machinery,furniture,furnishings,fixtures,tools,tooling and vehicles,now owned or hereafter acquired by Debtor,and all accessions and substitutions thereof(all collectively referred to as"equipment"). 5.ALTERNATIVE DESIGNATION pf applicablel: LESSEE/LESSOR I CONSIGNEEICONSIGNOR I IBAILFEIBAILOR SELLER/BUYER AG.LIEN NON-UCCFIUNG - _6.1 linis sb e e orrecur orm m e t. ec m )on a to s E A A nd i/ Ii I AD ITI NALF E ti n I All Debtor Deblori Debtor2 B,OPTIONAL FILER REFERENCE DATA FILING OFFICE COPY—NATIONAL UCC FINANCING STATEMENT(FORM UCC1)(REV.07/29/96) - • NVOICE OA7E INVO�G6.+,NUJ�78ER ,iNUDIC UESCRIPTiON. ' NES!INyO1G 'AMT PcwP _ - ` ' �,..,.._-. ___ � �Q„UCHER ,. 01/02/03 .2826 ucc filing for edgewater 20.00 .132831 9 O, � N V Z W Q �U Q U 'N a X00M . ... _ .. - ,. .. _ i...y _ C 8176 } ASSACHUSETTS COMMONWEALTH OF 76970 `-01/09/2003 $20.00 Im. 11 111 1111111 11177M ffo _.0 -u 'C ITY OF SALEM' cRaerseu+K craECK= ■ SALEM MASSACHSETS 60;T0r+ pq,T 01/09/2003 NUMBER ,VENDO�rACCOUNT,pm � ........ iii A ,$�0 00.� t a m } THE 9UM i}F••• '•"'20�70L ARS AND-NO C#NTS MASS ICH SETTS COMMONWtkfft OF. L r o; aPAYTOTHE � f ORDER OF R0C5M 1711 K 3 ve^ v � ��' � o-? - CrtY Tfl�A50RER •- ---r r- Q- 111 7697011' 1:!21160700SI: 1104i4i0i611' g *See Reverse Side For Easy Opening Instructions* s CITY OF SALEM 120 WASHINGTON STREET H SALEM, MASSACHUSETTS 01970 "o MASSACHUSETTS COMMONWEALTH OF ROOM 1711 ONE ASHBURTON PLACE BOSTON MA 02108 n CITY OF SALEM DEPARTMENT OF PLANNING AND COMMUNITY DEVELOPMENT MEMORANDUM TO: Julia Medina FROM: Tania Hartford,ED Planner SUBJECT: Roosevelt's Loan Drawdown DATE: December 5, 2002 Attached is an invoice for Roosevelt's. They have completed the necessary steps for reimbursement and the request is appropriate for payment. Please issue a check in the amount of$1,719.93 made out to: Roosevelt's c/o Henry McGowan 300 Derby Street Salem,MA 01970 Federal IDH 46-047682 Thank you ,.J it CITY OF SALEM DEPARTMENT OF PLANNING AND COMMUNITY DEVELOPMENT STANLEY J.USOVICZ,JR. MAYOR 120 WASHINGTON STR[ET a SALPN%MA.SSACI RISETIS 01970 JOSEPH P.WALSH,JR. TEL:978-745-9595•FAX:978-740-0404 DIRECTOR INVOICE ECONOMIC DEVELOPMENT LOAN December 5, 2002 Loan Recipient: HenryGowan P �' Roosevelt's 300 Derby Street Salem, MA 01970 FederalID#: 46-047682 Loan Amount: $34,000 Payment Request: $1,719.93 Check Status: Please hold checks for distribution by Tania Hartford Denise S. McClure, AICP Deputy Director cl n CITY OF SALEM DEPARTMENT OF PLANNING AND COMMUNITY DEVELOPMENT MEMORANDUM TO: Julia Medina FROM: Tania Hartford, ED Planner/ SUBJECT: Roosevelt's Loan Drawdown DATE: November 20, 2002 Attached is an invoice for Roosevelt's. They have completed the necessary steps for reimbursement and the request is appropriate for payment. Please issue 2 checks, one in the amount of$2,429.71 and one in the amount of$1,714.51 made out to: Roosevelt's c/o Henry McGowan 300 Derby Street Salem,MA 01970 Federal ID# 46-047682 I am requesting two separate checks due to Davis-Bacon compliance issues. Please let me know if that is a problem. They both should be held for me to distribute. If you need copies of the receipts to process the payment,please talk to Denise and she will get in touch with me. Thank you! Purchase Requisition CITY OF SALEM, MASSACHUSETTS Supplier 00 Department: DT CI_D Street and u 300 .Y b�, ,$ Appropriation: C DB V City and State: S0.1AM't �i M zip Code: () I g l o Date: 11 - IJ- 0z P/O No.: Phone Number: Req.No.: z Delivery Date: Terms: F.O.B: Suggested Vendor: Confirmation Yes 0 No 0 Vendor Number: ��°R7 Deliver To: Contact: QUANTITY ITEMS(GIVE FULL DESCRIPTION,CATALOG NUMBERS AND OTHER DATA) UNIT PRICE TOTAL Ep Lmh 6wvjd0wV1 1, 0. 77 The undersigned hereby certifies that fun4s are available from appropriations made in accordance w' r it s requisitioned above. FORM<19A Requisitioner: Department Head: i e Purchase Requisition CITY OF SALEM, MASSACHUSETTS l Supplier. {1/{ 1" � Department: D�[ D Street and No.: 0 Appropriation: DA(,- City YCity and State: &Uw 9 Zip Code: 0 19-7 0 Date: Q-11-0Z P/O No.: Phone Number: Req.No.: 3 Delivery Date: Terms: F.O.B., Suggested Vendor: Confirmation Yes❑ No❑ Vendor Number: Deliver To: Contact: QUANTITY ITEMS(GIVE FULL DESCRIPTION,CATALOG NUMBERS AND OTHER DATA) UNIT PRICE TOTAL '17-D' I, 7ty.51 The undersigned hereby certifies that funds re available from appropriations made in accordance w' r e s requisitioned above. FORM 418R Requisitioner: Department Head: 0 Roosevelt's Commerical Rehab Loan October 16, 2002 Loan Closing Invoice Number Description Amount Total 1 Locks $ 210.00 1 Exit Devices $ 262.50 "Those items in italics require 1 Door Closers $ 178.50 Davis-Bacon compliance. 1 Awnings/Sign $ 3,339.00 1 Fencing $4,500.00 1 Lam Mark Industries $ 6,280.00 1 Light n Leisure $ 524.90 1 Home Depot $ 203.63 Ed 1 Paul Chalifour/wall work $ 3,360.00 $ 18 2 Moynihan Lumber $2,429.77 3 Wendall Peterson Electrician $ 1,714.51 <f 1,714.51 $23,002.81 11%21/02 2 - ED-LOAN- 2,429.71 129415 d F z W C J U QO C) i ril1327 ROOSEVELT'S 75488 11127!2002 - $2;429.71 CITY OF SALEM eo=N,MA AJK CHECK DATE 11/27/2002 CHECK 75488 SALEM, MASSACHUSETTS 5.7017 VENDOR ACCOUNT 2110 ECS.".,.a..- ..... THE SUM OF """'2,429 DOLLARS AND 71 CENTS . - $2,429.71 _ PAY TO THE ROOSEVELT'S ORDER OF C/O HENRY MCGOWAN 300 DERBY STREET j.. SALEM MA 01970 y �` •L—�v.�+`-�e�� 't'�C"C"'---••^^^.GTY TREASURER j II' 7548811' : 2110701 ? 51: LL04L410L611' i 'See Reverse Side For Easy Opening Instructions' - I s CITY OF SALEM 120 WASHINGTON STREET SALEM, MASSACHUSETTS 01970 ROOSEVELT'S C/O HENRY MCGOWAN 300 DERBY STREET SALEM MA 01970 . J�ty01�Es'D�k"k,C+�1N�0y�t�E ,Jh4,BEi� ibl �CE:DE �tIp��EIOP.�' r",�;d-i'w' S' ",. _ . � �'._ .�`.T �"�''" °4!�Gkl€ft `-d•.. : x � 11/21/02 3 ED LOAN 1,714.51 129418 r Z go J U Q U y6 C 11327 ROOSEVELT'S 75487 1y1/27/2002 $1,714.51 CITY OF SALEM `BOS ON ,M K DHAECK CHECK TE 11/27/2002 NUMBER 75487 SALEM, MASSACHUSETTS 5-7017 VENDOR ACCOUNT 2110 A'P1OU�17 THE SUM OF ******1,714 DOLLARS AND 51 CENTS $1,714.51 PAY TO THE ROOSEVELT'S ORDER OF C/O HENRY MCGOWAN 300 DERBY STREET SALEM MA 01970 T._•�.a `• •.CITY TREASURER �• •��..m It' 7548711' 1: 2110701751: 41041,4101611' 'See Reverse Sine For Easy Opening Instructions` CITY OF SALEM 120 WASHINGTON STREET SALEM, MASSACHUSETTS 01970 ROOSEVELT'S C/O HENRY MCGOWAN 300 DERBY STREET SALEM MA 01970 O_ Y IVVO�,GE DATE"�IN�OICE NUMBER 31iJ_NVOIGEIDESCRIP.Ti10 �' '�'' 3 "�N,_E,FaIN_,,,V�I00AWAPO CJO s#'k',;gP�VOUGFiER ' 12/03/02 4 ed loan` ,' i 1 719 93 ' ' 130813 e� 7 • O Z a ' J L) IX Zy7DY5.R=NO. �; Eti794.RFNAME! ' EC1fYJ3€r>a . IDE �, }iLECyAh1�10' 11327 ROOSEVELT'S ;n. -'76109 -412/12/2002 $1,719.93 I 0 O O a CITY OF SALEM CITIZENS MAK CHECK DATE 12/12/2002 NCHECK UMBER 76109 SALEM, MASSACHUSETTS s_T �T a VENDOR ACCOUNT z o C �'�,C11ECKxgMOUNT g THE SUM ******1,719 DOLLARS AND 93 CENTS z m PAY TO THE ROOSEVELT'S o ORDER OF C/O HENRY MCGOWAN a 300 DERBY STREET SALEM MA 01970 , TREASURER a a 111 7610911' ;li: I211070175r: 110414101611' m _ o *See Reverse Side For Easy Opening Instructions' _I CITY OF SALEM 120 WASHINGTON STREET SALEM, MASSACHUSETTS 01970 ROOSEVELT'S C/O HENRY MCGOWAN 300 DERBY STREET SALEM MA 01970 TINTI, QUINN, GROVER & FREY, P.C. 222 ESSEX STREET SALEM,MASSACHUSETTS 01970-3705 WILLIAM 1.TINTI TELEPHONE WILLIAM B.ARDIFF(1965- 1995) [inti@tintilaw.com (978)745-8065 • (978) 7442948 MARCIA MULFORD CINI WILLIAM F.QUINN OF COUNSEL WilliamFQuinn@aol.com TELECOPIER SCOTT M.GROVER (978) 745-3369 www.rintilaw.com smgrovcr@tintilaw.com MARC P.FREY mpfrey@tintilaw.com 08/ 12/2003 Ms. Tania Hartford Salem Redevelopment Authority c/o Salem Planning Dept. 120 Washington Street Salem, MA 01970 RE: Review loan packages for Roosevelt, Edgewater, and Strega FOR PROFESSIONAL SERVICES: $1050.00 Fee for review and conference regarding loan documents for SRA loans to above listed businesses.