EX-10.5



 Exhibit 10.5 

This document prepared by and after recording should be returned to: 

Kristin A. Roeper 
 Godfrey & Kahn, S.C. 

780 N. Water Street 
 Milwaukee, WI 53202 

Parcel No.: R23656-002-00 
 MORTGAGE 

(Marion County, Florida) 
 BY

 SKYLINE CORPORATION 

AS MORTGAGOR 
 TO

 FIRST BUSINESS CAPITAL CORP., 

AS MORTGAGEE 
 Dated:
March 20, 2015 
  
  

 
 THIS MORTGAGE SECURES CERTAIN LOANS IN AN AGGREGATE
PRINCIPAL AMOUNT OF UP TO $10,000,000.00; PROVIDED THAT NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, ENFORCEMENT OF THIS MORTGAGE IS LIMITED TO A PRINCIPAL DEBT AMOUNT OF $2,400,000. 

 
  

 

  
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 REAL ESTATE MORTGAGE 

SKYLINE CORPORATION, an Indiana corporation (“Mortgagor”), mortgages, conveys and warrants to FIRST BUSINESS CAPITAL CORP.
(“Mortgagee”), in consideration of all amounts now or hereafter owing by Mortgagor and its affiliates to Mortgagee under the Secured Obligations (as defined below), the real estate described below, together with all privileges,
hereditaments, easements and appurtenances, all rents, leases, issues and profits, all awards and payments made as a result of the exercise of the right of eminent domain, and all existing improvements and fixtures (all called the
“Property”). For purposes hereof, the “Secured Obligations” shall mean all obligations of the Mortgagor and its affiliates as evidenced by (i) that certain Note A dated March 20, 2015, in the stated principal amount of
up to Ten Million Dollars ($10,000,000.00) executed by Mortgagor and its subsidiaries, Homette Corporation, Layton Homes Corp. and Skyline Homes, Inc. (collectively, the “Subsidiaries”), in favor of Mortgagee (the “Note”), and
(ii) that certain Loan and Security Agreement dated as of March 20, 2015 among Mortgagee, the Subsidiaries and Mortgagor (the “Loan Agreement”). 

1. Description of Property. 

See Exhibit A attached hereto for legal description 

2. Title. Mortgagor warrants title to the Property, excepting only restrictions and easements of record, municipal and zoning
ordinances, current taxes and assessments not yet due and any liens or encumbrances set forth on Exhibit B attached hereto (“Permitted Liens”). 

3. Mortgage As Security. This Mortgage secures prompt payment to Mortgagee of the sum stated in the first paragraph of this Mortgage,
plus interest and charges, according to the terms of the Note and the Loan Agreement, and any extensions, renewals or modifications thereof. This Mortgage also secures the performance of all covenants, conditions and agreements contained in this
Mortgage, and to the extent not prohibited by law costs and expenses of collection or enforcement. Unless otherwise required by law, Mortgagee will satisfy this Mortgage upon request by Mortgagor if the Secured Obligations have been indefeasibly
paid and satisfied in full, in immediately available funds, and Mortgagor and its affiliates have otherwise satisfied all of their respective obligations under Section 10 of the Loan Agreement. 

4. Taxes. Mortgagor shall pay before they become delinquent all taxes, assessments and other governmental charges which may be levied
or assessed against the Property, or against Mortgagee upon this Mortgage or the Note or other debt secured by this 
 Mortgage, or upon Mortgagee’s
interest in the Property, and upon request by Mortgagee deliver to Mortgagee receipts showing timely payment. 

  
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 5. Insurance. Mortgagor shall keep the improvements on the Property insured in such
amounts and against direct loss or damage occasioned by fire, extended coverage perils and such other hazards as Mortgagee may require, and shall pay the premiums when due. The policies shall contain the standard mortgagee clause in favor of
Mortgagee. Mortgagor shall promptly give notice of loss to insurance companies and Mortgagee. In the event of foreclosure of this Mortgage or other transfer of title to the Property, in extinguishment of the indebtedness secured hereby, all right,
title, and interest of Mortgagor in and to any insurance then in force shall pass to the purchaser or grantee. 
 6. Mortgagor’s
Covenants. Mortgagor covenants: 
 (a) Condition and Repair. To keep the Property in good and tenantable condition
and repair, ordinary wear and tear excepted, and to restore or replace damaged or destroyed improvements and fixtures; 
 (b)
Liens. To keep the Property free from liens and encumbrances other than the Permitted Liens; 
 (c) Prior
Mortgages. To perform all of Mortgagor’s obligations and duties under any mortgage or security agreement with a lien which has priority over this Mortgage and any obligation to pay secured by such a mortgage or security agreement, except to
the extent such obligation is being contested in good faith by appropriate proceedings; 
 (d) Waste. Not to commit
waste or permit waste to be committed upon the Property; 
 (e) Conveyance. Not to sell, assign, lease, mortgage,
convey or other otherwise transfer any legal or equitable interest in all or part of the Property, or permit the same to occur, except with the prior written consent of Mortgagee, and, without notice to Mortgagor, Mortgagee may deal with any
transferee as to his interest in the same manner as with Mortgagor, without in any way discharging the liability of Mortgagor under this Mortgage; 

(f) Alteration or Removal. Except in the ordinary course of the Mortgagor’s business, not to remove, demolish or
alter any material portion of the Property, without Mortgagee’s prior written consent; 
 (g) Condemnation.
Subject to prior payment in full of the Mortgagor’s obligations to Mortgagee, to pay to Mortgagee all compensation received for the taking of the Property, or any part, by condemnation proceedings (including payments in compromise of
condemnation proceedings), and all compensation received as damages for injury to the Property, or any part, unless such compensation is to be used by Mortgagor to restore or rebuild any part of the Property; and 

  
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 (h) Ordinances; Inspection. To comply with all laws, ordinances and
regulations affecting the Property except where the failure to comply would not have a material adverse effect on the Property or the Mortgagor’s operations on the Property and would not be disadvantageous in any material respect to the
Mortgagee. Mortgagee and its authorized representatives may enter the Property at reasonable times to inspect it. 
 7. Authority of
Mortgagee to Perform for Mortgagor. If Mortgagor fails to perform any of Mortgagor’s duties set forth in this Mortgage, Mortgagee may, after giving Mortgagor notice and ten (10) days to perform, perform the duties or cause them to be
performed, including without limitation signing Mortgagor’s name or paying any amount so required, and the cost shall be due on demand and secured by this Mortgage. 

8. Default; Acceleration; Remedies. Upon the occurrence of an Event of Default (as defined in the Loan Agreement), and pursuant to
Section 9 of the Loan Agreement, the unpaid principal and interest owed on the Note and any other amount due under the terms of the Loan Agreement, together with all sums paid by Mortgagee as authorized or required under this Mortgage, shall,
in Mortgagee’s discretion, be immediately due and payable, and shall be collectible in a suit at law or by foreclosure of this Mortgage by action, or both, or by the exercise of any other remedy available at law or equity. 

9. Waiver. Mortgagee may waive any default without waiving any other subsequent or prior default by Mortgagor. 

10. Power of Sale. In the event of foreclosure, to the extent permitted by applicable law, Mortgagee may sell the Property at public
sale and execute and deliver to the purchasers deeds of conveyance pursuant to statute. 
 11. Receiver. Upon the commencement or
during the pendency of an action to foreclose this Mortgage, or enforce any other remedies of Mortgagee under it, without regard to the adequacy or inadequacy of the Property as security, Mortgagor agrees that the court may appoint a receiver of the
Property without bond, and may empower the receiver to take possession of the Property and collect the rents, issues and profits of the Property and exercise such other powers as the court may grant until the confirmation of sale, and may order the
rents, issues and profits, when so collected, to be held and applied as the court may direct. 
 12. Expenses. To the extent not
prohibited by law, Mortgagor shall pay all reasonable costs and expenses before and after judgment, including without limitation, attorneys’ fees and expenses of obtaining title evidence, incurred by Mortgagee in protecting or enforcing its
rights under this Mortgage. 
 13. Severability. Invalidity or unenforceability of any provision of this Mortgage shall not affect
the validity or enforceability of any other provision. 

  
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 14. Successors and Assigns. This Mortgage benefits Mortgagee, its successors and assigns,
and binds Mortgagor and its successors and assigns. 
 The undersigned acknowledges receipt of an exact copy of this Mortgage. 

Signed and Sealed this 20th day of March, 2015. 

 

									
	Witnesses:				SKYLINE CORPORATION
				
	  
				By:		 /s/ Jon S. Pilarski

	Print Name:		  
				Name:		Jon S. Pilarski
	  
  
				Title:		 Vice President Finance and Treasurer,
 Chief
Financial Officer

	Print Name:		  
						

 A C K N O W L E D G M E N T 
  

					
	STATE OF WISCONSIN		)		
			)		ss.
	COUNTY OF MILWAUKEE		)		

 This instrument was acknowledged before me on March 20, 2015, by Jon S. Pilarski, to me known to be the
Vice President-Finance Treasurer and Chief Financial Officer of Skyline Corporation, an Indiana corporation, on behalf of the corporation. 
  

	
	 /s/ Kristin Roeper

	Notary Public Milwaukee County, Wisconsin
	My commission is permanent



  
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 Exhibit A 

Legal Description 
 All that certain land
situate in Marion County, Florida, viz: 
 Commencing at the Northwest corner of Section 19, Township 15 South, Range 22 East, thence East along the
North boundary line of said Section 19, 1183.85 feet, thence South 00°30’30” West 30.25 feet to the South right of way line of State Road 200, thence West along said South right of way line 400.00 feet to the point of beginning;
(1) thence South 00°30’30” West 900.35 feet to the North right of way line of 60 foot street; (2) thence West 418.31 feet along said North right of way line; (3) thence North 00°30’30” East 899.45 feet to
the intersection with the South right of way line of State Road 200; (4) thence along said South right of way line on a curve concaved Southeast having a central angle of 02°18’19”, a radius of 1084.24 feet for a distance of 43.62
feet to the point of tangency of curve; (5) thence East 374.71 feet along said South right of way line to the point of beginning; less and except any portion thereof lying within the right-of-way of State Road 200; subject to that certain
utility easement reserved over the North and East 20 feet of the above described property. 
 Together with: 

Commencing at the Northwest corner of Section 19, Township 15 south, Range 22 East, Marion County, Florida; thence East along the North boundary of said
Section 19, 1183.85 feet; thence South 00°30’30” West 530.25 feet to the point of beginning; thence South 00°93’03” West 460.35 feet; thence West 400.00 feet; thence North 00°30’30” East 60.35 feet;
thence 400.00 feet to the point of beginning; less and except the South 60.00 feet thereof; also less and except the East 200.00 feet thereof; also less and except any portion thereof conveyed by virtue of that certain Warranty Deed, recorded in
Official Records Book 1230, Page 0644, of the Public Records of Marion County, Florida. 

  
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 Exhibit B 

Permitted Liens 
 1.
General and special taxes and assessments and other charges not yet due and payable. 
 2. Statutory lien claims not delinquent including
construction and mechanic’s liens. 

  
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