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Exhibit 10.20
After recording return to:
A10 Capital, LLC
Attn: Jackie Cox
950 W. Bannock Street, Suite 950
Boise, Idaho 83702
Prepared by:
Bone McAllester Norton PLLC
511 Union Street, Suite 1600
Nashville, Tennessee 37219
Maximum principal indebtedness for Tennessee recording tax purposes is
$5,000,000.00.
Loan No. AC-TN-MM-10-002-001
DEED OF TRUST, ASSIGNMENT OF LEASES AND RENTS, SECURITY
AGREEMENT AND FIXTURE FILING
BENEFICIARY (AS DEFINED HEREIN) HAS NOT CONSENTED AND SHALL NOT CONSENT TO ANY
CONTRACT OR TO THE PERFORMANCE OF ANY WORK OR THE FURNISHING OF ANY LABOR OR
MATERIALS THAT MAY DEEM TO CREATE A LIEN OR LIENS SUPERIOR TO THE LIEN OF THIS
INSTRUMENT, EITHER UNDER TENNESSEE CODE ANNOTATED § 66-11-108, AS AMENDED FROM
TIME TO TIME, OR OTHERWISE.
THIS DEED OF TRUST SECURES OBLIGATORY ADVANCES TO BE OBTAINED FOR COMMERCIAL
PURPOSES.
THIS DEED OF TRUST, ASSIGNMENT OF LEASES AND RENTS, SECURITY AGREEMENT AND
FIXTURE FILING (this "Deed of Trust") is dated effective as of February 24,
2010, from Wells VAF - 330 Commerce Street, LLC, a Delaware limited liability
company (the "Grantor"), whose address is 6200 The Corners Parkway, Norcross,
Georgia 30092-3365, to William L. Rosenberg, a resident of Davidson County,
Tennessee (the "Trustee"), whose address is 414 Union Street, Suite 1205,
Nashville, Tennessee 37219, for the benefit of A10 Capital, LLC, a Delaware
limited liability company ("Beneficiary"), whose address is 950 W. Bannock
Street, Suite 950, Boise, Idaho 83702.
WITNESSETH:
WHEREAS, Grantor has requested that Beneficiary make a loan (the "Loan") to
Grantor in the aggregate principal amount of up to FIVE MILLION AND NO/100
DOLLARS ($5,000,000.00) (the "Loan Amount");
WHEREAS, the Loan is evidenced by that certain Promissory Note dated of even
date herewith, given by Grantor to Beneficiary (the "Note"), with interest from
the date hereof at the rates set forth in the Note, such interest and the
principal amount thereof to be payable in accordance with the terms and
conditions provided in the Note; and
DEED OF TRUST, ASSIGNMENT OF LEASES AND RENTS, SECURITY AGREEMENT AND FIXTURE
FILING - 1
WHEREAS, Grantor desires to secure the payment of the Indebtedness (as
hereinafter defined) and the performance of its obligations under the Loan
Documents.
NOW, THEREFORE, in consideration of the making of the Loan and other good and
valuable consideration, the receipt and legal sufficiency of which are hereby
acknowledged, Grantor hereby agrees, covenants, represents and warrants with and
to Beneficiary as follows:
ARTICLE 1
DEFINITIONS
Section 1.1
Definitions.
As used herein, the following terms shall
have the following meanings:
"Affiliate" means, as to any Person, (a) any corporation in which such Person or
any partner, shareholder, director, officer, member, or manager of such Person,
at any level, directly or indirectly owns or controls more than twenty percent
(20%) of the beneficial interest, (b) any partnership, joint venture or limited
liability company in which such Person or any partner, shareholder, director,
officer, member, or manager of such Person, at any level, is a partner, joint
venturer or member, (c) any trust