Document K4o8NXVjM27rbwd5mvyo9od0
SECURITY AGREEMENT
THIS AGREEMENT made this ^^day of May* 1969* between HERBERT J
MILLER * ARTHUR H. MILLER* ELIZABETH L, MILLER and HERBERT M* MILLER*
d/b/a Miller Paint & Supply Co., (hereinafter referred to as the
,
"Debtor" ) with business address at 2362 Genesee Street, Cheektowaga* '
New York, 14.225, and NATIONAL LEAD COMPANY (hereinafter called the
"Secured Party"), a New Jersey corporation having its principal office
at yill Broadway, New York City, N. Y., and also having an office at
1776 Columbus Road* Cleveland* Ohio, 44-113*
WITNESSETH
WHEREAS the Debtor is presently indebted to the Secured Partyj and
WHEREAS the Debtor desires to furnish the Secured Party with security for all amounts presently due to the Secured Party, and for such additional amounts as may subsequently become duej and
WHEREAS the Secured Party desires to accept the security provided by this Agreement, and to cause the requisite financing statements to b filed in pursuance of the Uniform Commercial Code.
NOW* THEREFORE, it is mutually agreed as follows?
(1) As security for all amounts presently due and such as may subse
quently become due to the Secured Party, together with any interest thereon*
the Debtor does hereby give and grant to the Secured Party a security
interest in any and all National Lead Company products or inventory includ
ing any products or Inventory bearing the Dutch Boy label now or hereafter
situated at the premises of Debtor at 2362 Genesee Street, Cheektowaga*
New York* or at any other address.
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|.1 (2) In the event that the Debtor should sell, transfer or exchange all or any portion, of the collateral, the proceeds, or whatever nature they may be, including accounts receivable* shall become collateral,
(3) Any property of the same nature as the collateral described above and subsequently acquired or produced by the Debtor* whether as a product or result of the presently existing collateral or not, shall become coll ateral,
(4.) In the event that the Debtor shall store or maintain any coll ateral at any other address than those hereinabove set forth, it shall promptly be given written notice of such place or places to the Secured Party.
{$) The Debtor shall keep the collateral insured against loss by fire,
casualty and other risks in a form and amount satisfactory to the Secured
Party, and Debt or shall have such insurance policies endorsed showing the , :
interest of the Secured Party in said collateral
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(6) Debtor will pay when due* all taxes* assessments and othbr lawfully levied or assessed upon the collateral* and If such taxes or 'iji 1); i
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assessments remain unpaid after the date fixed for their payments or if any lien shall subsequently be claimed which, in the opinion of Secured Party might constitute or create a valid obligation having priority over the rights granted herein. Secured Party may, without any notice to Debtor, pay such taxes, assessments, charges or claims, and the amount thereof shall be
added to the debts hereby secured.
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(?) Any one of the following shall constitute a default of this
Agreement '
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(a) Breach by Debtor of any of the terms or provisions of this Agreement|
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(b) General assignment by Debtor for the benefit of creditors|
<o) Piling by or against Debtor of a petition In bankruptcy or for the appointment of a receiver?
(d) Commencement under any bankruptcy or insolvency
law of any proceedings for Debtor ss relief or for the composition, extension, arrangement or adjust ment of Debtor * s obligations|
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(e) Debtor's discontinuation of the carrying"*on of its present business as a going concern?
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(f) Deterioration In the financial condition of Debtor ' as causes Secured Party reasonably to deem itself
insecure? and
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(g) Failure of Debtor to pay when due any Indebtedness now or hereafter owing to the Secured Party.
(8) Upon default of this Agreement by the Debtor, Secured Party shall
at its option, exercise in a commercially reasonable manner, any of the
following rights or remedies upon the assets which serve as security for'
this Agreements
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(a) Foreclose the lien and security Interest created herein by any available and proper judicial process?
(b) . Tak possession of the collateral with or without the aid of judicial process?
(o) Require the Debtor to assemble the collateral and make it available to Secured Party at a place designated by the Secured Party which is reasonably convenient to both parties?
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(d) Enter Debt or* s premises for purpose of taking possessi.pn.jiy :y. removing or there causing to be sold any collateral? , j ;'!j: Hr
(e) Sell, lease ox6 otherwise dispose of collateral either' ' ^ &t public or pricate sale in it* then condition or folloW-;'l iag any eomraeroially reasonable preparation or processing 1
ML 000041807
and upon such, terras as lt# in its sole discretion, may deem advisable;
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(f5 Apply according to law the proceeds of any sale, lease or other disposition of the collateral.
(9) Nothing herein contained is intended to nor shall it any way effect, alter or amend any other Agreements now in existence or as shall hereafter be made between the Secured'Party and the Debtor with regard to any present or subsequent araouhts due the Secured Party from the Debtor. The Secured Party expressly retains the right to establish the terms, conditions and permissible amount of any credit or open account it shall extend or permit the Debtor to maintain and may require aubsequent additional security for any such amounts if in its judgment addiClonal security is reasonably necessary or desirable.
(10) The Secured Party is hereby authorized to file a Financing
Statement.
. except Herbert J.Miller IN WITNESS WHEREOF, the parties hereto/have duly executed this
AGREEMENT the
day of May, 1969.
,.
ATTEST%
^Herbert J. 'Miller.."" ..... .
Arthur H * Miller
eth L. Miller *
Herbert M.""Miller . d/h/& Miller Paint & Supply Co,
' /'-'Cleveland NATIONAL LEAD COMPACT Area
antroller Titll IN WITNESS WHEREOF, Arthur H. Miller aa attorney for Herbert J. Miller, has duly executed this agreement the 17th day of June, 1969.
I if ATTESTi
NL 000041808
3* -
In consideration of the extension of time granted by National Lead
Company to Herbert J. Killer* Arthur &. Killer* Elizabeth L. Hiller and
Herbert M. Killer* d/b/a Miller Paint & Supply Go*, hereinafter referred
to as "Partnership8** covering payment of their past due indebtedness to
said National Lead Company, In the amount of $46,008.7kg and other valuable
considerations, the receipt of which is hereby acknowledged, the under
signed Rose A* Miller, does hereby unconditionally guarantee the payment
to National Lead Company, its successors and assigns, of any and all
indebtedness now owing by "Partnership" to National Lead Company, and
for the sa..ie considerations as aforesaid, the undersigned has executed
-on this ds*.to as co-maker with Herbert J Miller, Arthur H. Hiller,
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.Elizabeth L. Miller and Herbert M. Miller, a note payable to said
National Lead Company in the principal amount of $4.6,008 74# payable with
interest in installments as set forth therein*
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Demand and notice of nonpayment of all debts, obligations and
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liabilities covered by this guarantee, am well as demand and notice of
noiip*ymeot of any installment of the aforesaid note signed by me as co
maker, arc hereby waived, and it is agreed that the liability of the
undersigned hereto shall be absolute and unconditional and not dependent
upon the exercise of diligence by National Lead Company or upon the pursuit
of any ramady or remedies against"Partnership" by National Lead Company, :
and National Lead Company may grant extensions and renewals of any notes
or other evidence of indebtedness without notice to and without Affeot-~':
ingray liability hereunder.
IN WITNESS V.HEREOF I have hereunto set my hand At Buffalo, New York*-
this
day of May, 1969
--mrrrmxKr
STATE OP NEW YORK)
COUNTY OP ERIE } a*
CITY OP BUFFALO )
On this day of Hay, 1969, before me, the subscriber, personally appeared ROSE A. KILLER, to me personally known and known to me to be the same person described In and who executed the foregoing Guaranty and ahe duly Acknowledged to m that she executed the same*
Notar;/ Public, Erie County, N.Y.
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|4L 000041809
N 27445.01
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Buffalo# K. X# May 4^ W69
For value received, we, the undersigned, HERBERT J. MILLER,
ARTHUR H. MILLER, ELIZABETH L. MILLER and HERBERT M. KILLER, d/b/a
:
Miller Paint & Supply Co, with business address at 2362 Genesee . ; ;
Street, Cheektowaga, New York, lli.225, and ROSE A. MILLER, residing
at 2362 Genesee Street, Cheektowaga, New York, Hj.225, promise to
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pay to the order of NATIONAL LEAD COMPANY, the sum of $L|.6,OQ8.7ll-,
with interest at six percent per annum on all unpaid balances from
May St 1969, payable as follows 1 At least $500*00 on May 25# 1969,
and at least $500.00 on the 25th day of each month thereafter until . .. ' i
the full principal amount and interest has been paid. All of the
aforesaid payments shall be applied first on interest with the
balance to be applied on principal.
All payments are to be made at the office of National Lead Company, 1776 Columbus Road, Cleveland, Ohio, or at any other address hereafter designated by said National Lead Company. In the event of default in making any of the aforesaid payments, the entire balance is to become . . ; due and payable.
Herbert J. killer
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Artthhuurr'HV'Miiler
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d/b/a^Miller Paint & Supply Co.
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STATS OP NSW YORK)
COUNTY OF ERIE ) as CITY OP BUFFALO )
Kosis A". Miller""""'" ri ' ' .,T'........ ' .
On this <z-u day of May, 1969, before me, the subscriber, personally
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appeared
.illELttB, ARTHUR H. MILLER, ELIZABETH L. MILLER, HERBERT
M. MILLER and ROSE A. MILLER, to me personally known and known to me to bo'
the same persons described in and who executed the foregoing Instrument,
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and they duly severally acknowledged to me that they executed the same, ,
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J.f NL 000041810
N 27445.02