Exhibit 14 — USA v. Crowther (Dkt. 136.11)

Summary

Exhibit 14, filed 03/31/21 as Document 136-11 in United States v. Crowther, is a Paycheck Protection Program loan agreement between Sanibel Captiva Community Bank, as lender, and Target Roofing and Sheet Metal, a Florida corporation, for a loan amount of $2,098,700.00. It sets a maturity date of April 14, 2022 (2 years) and says all or a portion of the proceeds will be forgiven if the borrower complies with the CARES Act, with the final decision on forgiveness resting with the SBA.

Summary drafted by a model from the document's text below and checked by script against that text before publication. It is a navigation aid, not a reading of what the document proves. Where AI is used

Record facts

Full text

Case 2:20-cr-00114-JES-M_M     Document 136-11     Filed 03/31/21     Page 1 of 10 PageID
Docusig’t ASE 2: Bent aia Menon ent ott Filed 03/31/21 Page 1 of 10 Page ID

n

LOAN AGREEMENT
LENDER: BORROWER:
SANIBEL CAPTIVA COMMUNITY BANK TARGET ROOFING AND SHEET METAL,
INC.,
7500 College Parkway a Florida corporation
Fort Myers, FL 33907 1841 Ortiz Ave
Fort Myers, FL 33905

Loan Amount: $2,098,700.00
Date: April 14, 2020
Maturity Date/Loan Term: April 14, 2022 (2 years)

THIS LOAN AGREEMENT dated as set forth above, is made and entered into by and between the
Lender and Borrower.

(Capitalized terms found in this Agreement shall, if not defined in Part 1 of this Agreement, have the meanings
ascribed to such terms as provided where such term is first found in this Agreement surrounded by quotations
and parenthesis, with or without additional explanatory text, and regardless of where such capitalized term
first appears in this Agreement.)

WITNESSETH:

WHEREAS, the Borrower desires a loan from the Lender in the amount as provided above;

WHEREAS, the Lender is willing to grant such loan upon the terms and conditions set forth in this
Agreement; and

NOW, THEREFORE, for and in consideration of the above premises and the mutual covenants and
agreements contained herein, the Borrower and the Lender agree as follows:

1. Definitions. As used herein:

(a) "Agreement" shall mean this Loan Agreement originally executed by the parties hereto and all
permitted supplements, amendments, modifications and restatements thereof.

(b) "Banking Day" shall mean that part of the day for dealings by and between banks, excluding
Saturday, Sunday or a day in which commercial banks in Florida are authorized to close.

(c) "Environmental Laws" shall mean all federal, state, regional, county or local laws, statutes, rules,
regulations or ordinances concerning public health, safety or the environment, including but not limited to the
Comprehensive Environmental Response, Compensation and Liability Act of 1980, 42 U.S.C. §9601, et seq., as
amended by the Superfund Amendments and Reauthorization Act of 1986; the Hazardous Materials
Transportation Act, 49 U.S.C. §1801, et seq.; the Resource, Conservation and Recovery Act, 42 U.S.C. §6901,
et seqg., as amended by the Solid and Hazardous Waste Amendments of 1984; any similar law or laws now or
hereafter in effect within the state or states in which the Borrower is situated; and any other presently-existing or
hereafter-adopted federal, state or local laws or regulations regulating or in any way pertaining to Hazardous
Substances.

(d) "Hazardous Substances" shall mean any hazardous or toxic materials, pollutants, contaminants,
constituents or wastes and any other chemical, material or substance, the generating, handling, storage, release,
transportation, or disposal of which is or becomes prohibited, limited or regulated by any federal, state, county,
regional or local authority or which, even if not so regulated, is or becomes known to pose a hazard to the health
and safety of the occupants of the Places of Business including, without limitation, (i) asbestos, (ii) petroleum
and petroleum by-products, (iii) urea formaldehyde foam insulation, (iv) poly-chlorinated biphenyls, (v) all

EX_14_001
Case 2:20-cr-00114-JES-M_M     Document 136-11     Filed 03/31/21     Page 2 of 10 PageID
ons ASS BER RMACIES: MoMeso BRGY 136-11 Filed 03/31/21 Page 2 of 10 PagelD

substances now or hereafter designated as "hazardous substances," “hazardous materials", "toxic substances", or
"hazardous wastes" pursuant to the Comprehensive Environmental Response, Compensation and Liability Act
of 1980, 42 U.S.C. §9601, et seq., as amended by the Superfund Amendments and Reauthorization Act of 1986,
the Hazardous Materials Transportation Act, 49 U.S.C. §1801, et seg. or the Resource, Conservation and
Recovery Act, 42 U.S.C. §6901 et seq., as amended by the Solid and Hazardous Waste Amendments of 1984 or
(vi) all substances now or hereafter designated as “hazardous substances", "hazardous materials" or "toxic
substances" under any other federal, state or local laws or in any regulations adopted and publications
promulgated pursuant to said laws.

(e) “Lease” shall be the lease agreement or agreements for the use and occupancy of the Premises.

(f) "Loan" shall mean the Lender’s SBA loan or loans up to but not exceeding the Loan Amount as
provided in the Note made by the Borrower to the Lender pursuant to and in accordance with the terms of this
Agreement.

(g) "Loan Documents" shall mean this Agreement, the Note, and all other documents, agreements,
certificates, schedules, notes, statements and opinions, however described, referenced herein or executed or
delivered pursuant hereto or in connection with or arising with the Loan or any security therefore or the
transactions contemplated by this Agreement.

(h) "Note" shall mean the Borrower's promissory note or notes evidencing the Loan, and any and all
allonges thereto, and any and all extensions, renewals or modifications thereof.

(i) "Obligations", with respect to the Borrower, shall mean, individually and collectively, the
payment and performance duties, obligations and liabilities of Borrower to the Lender, evidenced by the Note,
this Agreement or any other Loan Document, including and all renewals, modifications or extensions of any
thereof, together with all accrued but unpaid interest thereon, and all other payment and performance duties,
obligations and liabilities of Borrower to the Lender, however and whenever incurred, acquired or evidenced,
whether primary or secondary, direct or indirect, absolute or contingent, sole or joint and several, or due or to
become due.

(j) “Premises” shall be the real property located at 1841 Ortiz Ave, Fort Myers, FL 33905.

2. Loan.

(a) CARES Act Forgiveness. This Loan has been originated under the SBA’s Paycheck Protection
Program pursuant to the Coronavirus Aid, Relief, and Economic Security Act (the “Act”), sections 1102 and
1106, in which all or a portion of the Loan proceeds will be forgiven, provided the Borrower has complied
with all terms of the Act, including, but not limited to, certain representations made to the Lender and the
Borrower’s use of Loan proceeds, as more particularly described in the Act. The Borrower understands that
the final decision regarding forgiveness of the Loan rests with the SBA, who shall have the right to review the
Borrower’s financial statements and accounting records in connection with any such determination. Failure
by the Borrower to comply with the Act or any requests of the Lender or the SBA may result in the Borrower
having to repay the Loan.

(b) Borrower Requirements. Subject to the terms and conditions of the SBA’s Participating
Lender Rules as defined in the Guarantee Agreement between Lender and SBA, Lender agrees to make the
Loan if Borrower complies with the following “Borrower Requirements”. Borrower must:

i. Provide Lender with all certifications, documents or other information Lender is
required by the SBA to obtain from Borrower or any third party;

ii. Execute a note and any other documents required by Lender; and

iii. Do everything necessary for Lender to comply with the terms and conditions of the
SBA.

EX_14_002
Case 2:20-cr-00114-JES-M_M     Document 136-11     Filed 03/31/21     Page 3 of 10 PageID
DocusighrEhiSioge rE RcreBs FEC DDE MoM eae faiaRuun'ent 136-11 Filed 03/31/21 Page 3 of 10 PagelD

(c) Interest on the Note. The Loan shall bear interest on the unpaid principal amount thereof from
the date made through the Maturity Date at the interest rate as stated in the Note.

(d) Method of Prepayment. Subject to the terms of any prepayment premium provisions of the Note,
Borrower may at any time prepay all or any part of the principal amount of the Loan outstanding; provided,
however, that each partial prepayment shall be applied to the reduction of the Loan, as the Lender may, in its sole
discretion, elect and, further provided, that on the date of the prepayment, there shall exist no Event of Default
and all accrued but unpaid interest through the prepayment date, whether or not due and payable, shall be paid in
full prior to any prepayment.

(e) Payment on Note. Principal and interest shall be payable on the Loan on each payment date,
upon any prepayment (of the Loan to the extent accrued on the amount being prepaid) and on the Maturity Date.
The entire unpaid principal balance, together with accrued interest, shall be due and payable in full on the Maturity
Date.

(f) Disbursements. All disbursements of Loan proceeds shall be made by the Lender’s operations
department. All disbursements of Loan proceeds are further subject to the terms and conditions of any other
provisions contained in this Agreement.

3. Representation. Borrower warrants that:

(a) Organization, Corporate Powers, Etc. If Borrower is a corporation or limited liability company
or partnership, the Borrower (i) is duly organized, validly existing and in good standing under the laws of the state
of its organization, (ii) has all requisite power and authority to own its respective properties and assets and to carry
on its respective business as now conducted and proposed to be conducted, (iii) is duly qualified to do business
and is in good standing in every jurisdiction in which the character of its properties or assets owned or the nature
of its activities conducted makes such qualification necessary including the state of Florida and (iv) has the power
and authority to execute and deliver, and to perform its obligations under this Agreement, the Note and the other
Loan Documents.

(b) Authorization of Loans, Etc. The execution, delivery and performance of the Loan Documents
by the Borrower (a) has been duly authorized by all requisite action and (b) will not (i) violate (A) any provision
of law, any governmental rule or regulation, any order of any court or other agency of government or the governing
documents (e.g. the Articles of Incorporation and Bylaws of a corporate borrower, the Articles of Organization
and Operating Agreement ofa limited liability company borrower, and the Partnership Agreement of a partnership
borrower) of Borrower or (B) any provision of any indenture, agreement or other instrument to which Borrower
is a party or by which Borrower or any of its properties or assets are bound, (ii) be in conflict with, result in a
breach of or constitute (with due notice or lapse of time or both) a default under any such indenture, agreement or
other instrument, or (iii) result in the creation or imposition of any lien, charge or encumbrance of any nature
whatsoever upon any of the properties or assets of Borrower other than as permitted by the terms hereof.

(c) Conflicting Agreements and Other Matters. Borrower is not a party to any contract or agreement
or subject to any restriction which materially and adversely affects its business, property or assets, or financial
condition or which restricts or otherwise limits the incurring of the debt to be evidenced by the Note. Neither the
execution or delivery of this Agreement, the Note or the other Loan Documents, nor fulfillment of or compliance
with the terms and provisions hereof or the other Loan Documents will conflict with or result in a breach of the
terms, conditions or provisions of, or constitute a default under, or result in any violation of, or result in the creation
of any Lien upon any of the properties or assets of Borrower pursuant to the Borrower's governing documents,
any award of any arbitrator or any agreement (including any agreement with stockholders), instrument, order,
judgment, decree, statute, law, rule or regulation to which Borrower is subject.

(d) Financial Statements. Borrower has furnished to the Lender, or caused to be furnished the certain
financial statements, including a balance sheet and profit and loss surplus statement, which statements (including
any related schedules and/or notes) are true and correct in all material respects (subject, as to interim statements,
to changes resulting from audits and year-end adjustments) and show all liabilities, direct and contingent, of
Borrower required to be shown in accordance with such principles. The balance sheet or sheets, if more than one,
fairly present the condition of the Borrower as of the dates thereof, and the profit and loss surplus statement or

EX_14 003
Case 2:20-cr-00114-JES-M_M     Document 136-11     Filed 03/31/21     Page 4 of 10 PageID
Docusign Case 2: 69 esac OO sia S Mos lessrsonaes ot 11 Filed 03/31/21 Page 4 of 10 PagelD

statements, if more than one, fairly presents the results of the operations of Borrower for the periods indicated.
There has been no material adverse change in the business, condition or operations (financial or otherwise) of
Borrower taken as a whole since the latest date of such statements.

(e) Agreements.

i. Borrower is not in default in the performance, observance or fulfillment of any of the
obligations, covenants or conditions contained in any agreement or instrument to which it is a party.

il. Borrower enjoys peaceful and undisturbed possession in all material respects under all
leases as to which such Borrower is a lessee and all such leases are valid and subsisting and in full force and effect.

(f) Litigation, Etc. There are no actions, proceedings or investigations, however described or
denominated, pending or, to the knowledge of Borrower, threatened, against Borrower, or affecting Borrower (or
any basis therefore known to Borrower) which has not been disclosed to the Lender, whether or not any such
matter might result in any material adverse change in the financial condition, business, prospects, affairs or
operations of Borrower or in any of its properties or assets, or in any material impairment of the right or ability of
Borrower to carry on its operations as now conducted or proposed to be conducted, or in any material liability on
the part of Borrower, or which questions the validity of this Agreement, the Notes, or any of the other Loan
Documents or of any action taken or to be taken in connection with the transactions contemplated hereby or
thereby.

(g) Environmental Matters. Borrower is in compliance with all provisions of the Environmental
Laws, and with any rules, regulations and administrative orders of any governmental agency, and with any
judgment, decrees or orders of any court of competent jurisdiction with respect thereto.

4. Affirmative Covenants. Borrower covenants, for so long as any of the principal amount or interest on the
Note is outstanding and unpaid or any duty or obligation of Borrower hereunder or under any of the other liabilities
remains unpaid or unperformed, as follows:

(a) Maintenance of Corporate or Partnership Existence: Compliance with Laws. If a corporation or
partnership, Borrower shall at all times preserve and maintain in full force and effect its corporate or partnership
existence, powers, rights, licenses, permits and franchises in the jurisdiction of Borrower’s formation. Borrower
shall continue to conduct and operate Borrower’s business substantially as conducted and operated during the
present and preceding fiscal year of Borrower; operate in substantial compliance with all applicable laws, statutes,
regulations, certificates of authority and orders in respect of the conduct of Borrower’s business; and qualify and
remain qualified to do business in each jurisdiction in which such qualification is necessary or appropriate in view
of Borrower’s business and operations.

(b) Inspection. Borrower will permit the Lender to visit and inspect any of the properties and places
of business of Borrower, including Borrower’s books and records (and to make extracts therefrom to the extent
reasonably related to credit-worthiness), and to discuss Borrower’s affairs, finances and accounts with Borrower’s
officers all at such reasonable times and as often as may be reasonably requested.

(c) Financial Statements. The Lender shall be provided with the following, all of which shall be
certified as true, complete, and correct by the submitting party:

i. Within 120 days after the close of each fiscal year end, Borrower will provide annual
financial statements, including profit and loss statement and balance sheet, to the Lender in a form satisfactory
to the Lender.

ii. The Borrower will provide signed copies of its annual federal income tax returns to

the Lender, complete with all attached schedules, within 30 days of filing.

(d) Financial Condition. Borrower shall maintain a financial condition acceptable to the Lender in
Lender’s reasonable discretion.

EX_14 004
Case 2:20-cr-00114-JES-M_M     Document 136-11     Filed 03/31/21     Page 5 of 10 PageID
conse ESRB ESBHAS ESM elena AGUMEN 186-11 Filed 09/81/21 Page 5 of 10 PagelD

(e) Maintenance of Properties. Borrower shall maintain or cause to be maintained in good repair,
working order and condition all properties used in Borrower’s business.

(f/ Notice of Suit Proceedings Adverse Change. Borrower shall promptly give the Lender notice in
writing (a) of all actual actions or suits (at law or in equity) and of all actual investigations or proceedings by or
before any court, arbitrator or any governmental department, commission, board, bureau, agency or other
instrumentality, state, federal or foreign, affecting Borrower or the rights of other properties of Borrower (i) which
involves potential liability of Borrower in an amount in excess of $5,000.00 in any individual case or $5,000.00
in the aggregate for all such cases or (ii) which the Board of Directors of Borrower has reason to believe in good
faith is likely to materially and adversely affect the financial condition of Borrower or to impair the right or ability
of Borrower to carry on its business as now conducted or to pay or perform the Obligations; (b) of any material
adverse change in the conditions (financial or otherwise) of Borrower; and (c) of any siege or levy or any material
part of the properties of Borrower under any process or by a receiver.

(g) Insurance. Borrower shall timely procure and maintain and comply with such insurance and
policies of insurance including without limitation, liability, real and personal property damage, including wind
coverage, flood, workers’ compensation, life, disability, casualty business interruption, dram shop and any
additional coverages to the extent of and against such hazards and liabilities, as, in the reasonable judgment of
Lender, is customarily maintained by companies similarly situated, and shall furnish to the Lender upon its request,
evidence of said insurance. The Lender shall be listed as a “loss payee”, “additional insured” or “mortgagee” on
all such policies of insurance and certificates evidencing compliance with this sub-Part (g) and shall be the grantee
or other recipient of a collateral assignment of any required life insurance. Proof of such coverage shall be delivered
to the Lender prior to the Loan closing and shall be maintained for the life of the Loan.

(h) Debts and Taxes and Liabilities. Borrower shall pay and discharge (i) all of each Borrower’s
indebtedness and obligations in accordance with their terms and before they shall become in default, (ii) all taxes,
assessments and governmental charges or levies imposed upon it or upon Borrower’s income and profits, or against
each Borrower’s properties, prior to the date on which penalties attach thereto, and (iii) all lawful claims which, if
unpaid, might become a lien or charge upon any of Borrower's properties.

(i) Notification of Change of Name or Business Location. Borrower shall notify the Lender of each
change in the name of Borrower and of each change in the location of the principal place of business in the office
where the records of Borrower are kept, and in such case, shall execute such documents as the Lender may
reasonably request to reflect such change in name or change in location, as the case may be; provided, however,
that the Borrower’s name may not be changed and the principal place of business of Borrower and the office where
the records of Borrower are kept may not be moved from the address of Borrower set forth above, without the
prior written consent of the Lender.

)) Environmental compliance. At all times during the term of this Agreement, Borrower shall
comply with all Environmental Laws, and during the entire such period, the representations made in sub-Part 3(g)
of this Agreement shall remain true.

(k) Reports, Documents, Etc. Borrower shall give the Lender such reports, documents, certificates,
and other data concerning the Borrower and any other matters as the Lender may from time to time specify or
require and permit the Lender or its nominee to examine all of Borrower’s records relating thereto at any time and
to make extracts therefrom.

(1) Deposit Accounts. The Borrower shall be required to establish and maintain a transaction
account satisfactory to the Lender, from which Loan payments will be auto-debited (“Auto Debit Account”).
The Auto Debit Account shall be maintained with the Lender, unless the Lender expressly agrees otherwise
and shall be the Borrower’s primary depository and operations account. Borrower shall ensure that sufficient
funds are placed in the Auto Debit Account each month to satisfy the monthly principal and interest on the
Loan, any monthly tax and/or insurance escrow, and any other amounts due under the Note that are payable
on a monthly basis.

(m) Renewals. To the extent of any renewal options under the Lease and for so long as any
obligations under the Loan remain outstanding, the Borrower agrees to exercise any such options as needed to

EX_14 005
Case 2:20-cr-00114-JES-M_M     Document 136-11     Filed 03/31/21     Page 6 of 10 PageID
cease ARR LAEAIM ES MoMoooAGYMeN 136-11 Filed 03/31/21 Page 6 of 10 PagelD

ensure the Borrower’s occupation of the Premises during the term of the Loan.

5. Negative Covenants.

(a) Sale of Assets. No Borrower will sell, lease, assign, transfer or otherwise dispose of all or a
substantial (being defined as 25% or more) part of Borrower’s assets or properties, other than in the ordinary
course of Borrower’s business, tangible or intangible, to any person without the prior written consent of the Lender.

(b) Merger, Consolidation, Dissolution. Except with the written consent of Lender, Borrower will
not consolidate with or merge into any other entity, or permit another entity to merge into it or dissolve or take or
omit to take any action which would result in its dissolution or acquire all or substantially all of the properties or
assets of any other person or entity.

(c) Change in Ownership. Borrower will not issue any additional shares of stock or membership
units or interest in itself, or accept any additional partners, as the case may be, that results in Borrower undergoing
a change in ownership, without consent of the Lender.

(d) Co-Sign. Borrower not will co-sign or otherwise become liable for obligations or liabilities of
others.

(e) Outside Investment. Borrower will not make any outside investment or loans/advances to
members, owners, officers or affiliates, without prior written consent of the Lender. Loans from members, owners,
officers or affiliates must be subordinated to the guaranteed loan or converted to ownership interest. No payments
are to be made on these debts unless the Loan is current and in good standing.

(f) Dividends. Borrower will not declare dividend payments or distributions that, when taken with
the Borrower’s annual debt service, will adversely affect the financial status of Borrower in the absolute discretion
of Lender. No dividend payments will be made unless (1) an after-tax profit was made in the preceding fiscal year,
(2) Borrower is in and remains in compliance with covenants of this Agreement and the other Loan Documents,
(3) all debts of Borrower are paid to current and (4) the Lender has provided consent in writing to such distribution.

6. Events of Default. Notwithstanding anything to the contrary contained in any loan documents executed
simultaneously herein, the following each and all, individually and collectively, are Events of Default hereunder.

(a) Monetary Default. If Borrower shall default in any payment of the principal of or interest on the
Loan, whether on demand, at maturity, by acceleration or otherwise.

(b) Non-Monetary Default. If Borrower shall default in the performance of or compliance with any
term or covenant contained in one or more of the Loan Documents, including this Agreement.

(c) False Representation. If any representation or warranty made in writing by or on behalf of
Borrower hereunder or in any other Loan Document shall prove to have been false or incorrect in any material
respect on the date as of which made or reaffirmed.

(d) Bankruptcy or Insolvency. If Borrower shall admit in writing its inability, or be generally unable,
to pay its debts as they become due or shall make an assignment for the benefit of creditors, file a petition in
bankruptcy, petition or apply to any tribunal for the appointment of a custodian, receiver or trustee for Borrower
or a substantial part of its assets, or shall commence any proceeding under any bankruptcy, reorganization,
arrangement, readjustment of debt, dissolution or liquidation law or statute of any jurisdiction, whether now or
hereafter in effect, or if there shall have been filed any such petition or application, or any such proceeding shall
have been commenced against Borrower, in which an order for relief is entered or which remains undismissed for
a period of sixty (60) days or more, or Borrower by any act or omission shall indicate its consent to, approval or
acquiescence in any such petition, application, or proceeding or order for relief or the appointment of a custodian,
receiver or any trustee for Borrower or any substantial part of any of its properties, or shall suffer any such
custodianship, receivership or trusteeship to continue undischarged for a period of sixty (60) days or more.

EX 14 006
Case 2:20-cr-00114-JES-M_M     Document 136-11     Filed 03/31/21     Page 7 of 10 PageID
consg OSES BEASRLMSIES MM on QQGHMEN 196-11 Filed 09/81/21 Page 7 of 10 PagelD

(e) Dissolution. If any order, judgment, or decree is entered in any proceedings against Borrower,
decreeing the dissolution of Borrower, and such order, judgment, or decree remains unstayed and in effect for
more than sixty (60) days.

(f) Fraudulent Conveyance. If Borrower shall have concealed, removed, or permitted to be concealed
or removed, any part of its properties, with intent to hinder, delay or defraud its creditors or any of them, or made
or suffered a transfer of any of its properties which may be fraudulent under any bankruptcy, fraudulent
conveyance or similar law, or shall have made any transfer of its properties to or for the benefit of a creditor at a
time when other creditors similarly situated have not been paid, or shall have suffered or permitted, while insolvent,
any creditor to obtain a lien upon any of its properties through legal proceedings or distraint which is not vacated
within thirty (30) days form the date thereof.

(g) Final Judgment. If a final judgment for the payment of money in excess of an aggregate of
$25,000.00, exclusive of costs, attorneys’ fees, and/or interest, shall be rendered against Borrower, and the same
shall remain undischarged for a period of thirty (30) consecutive days during which execution shall not be
effectively stayed.

7. Rights Upon Default. Upon the occurrence and the continuing of any Event of Default, and after the
expiration of all applicable notice and cure provisions set forth herein, the Lender shall have and may exercise any
or all of the rights set forth herein; provided, however, the Lender shall be under no duty or obligation to do so.

(a) Acceleration. To declare the indebtedness evidenced by the Note and all other Obligations to be
forthwith due and payable, whereupon the Note and all other Obligations shall become forthwith due and payable,
both as to principal and interest, without presentment, demand, protest or any other notice or grace period of any
kind, all of which are hereby expressly waived, anything contained herein or in the Note or in such other
Obligations to the contrary notwithstanding and, upon such acceleration, the unpaid principal balance and accrued
interest upon the Note shall from and after such date of acceleration bear interest at the Default Rate as provided
in the Note; provided, however, that the foregoing shall in no way abrogate or limit the Lender's right to accelerate
and declare the Loan immediately due and payable upon demand at any time made.

(b) Other Rights. To exercise such other rights as may be permitted under any of the Loan
Documents.

(c) Uniform Commercial Code. To exercise from time to time any and all rights and remedies of a
secured creditor under the Uniform Commercial Code as in effect from time to time in the State of Florida and
any and all rights and remedies available to it under any other applicable law.

(d) Right of Setoff. The Lender may setoff against any accounts, deposits, certificates of deposit
of Borrower, and any endorser, sureties, guarantors, and all others who are, or who may become liable for the’
payment of the Indebtedness now or hereafter in the possession of Lender. Borrower authorizes and empowers
Lender, in its sole discretion, at any time after the occurrence of a Default or Default Condition hereunder, or
under the other Loan Documents, to appropriate and, in such order as Lender may elect, apply any such money,
deposits, or property to the payment of the any amounts owing under the Note or any other Loan Document.

(e) Receiver. To have appointed, upon consent in writing by the Lender and on ex parte motion
to any court of competent jurisdiction, a receiver to take charge of, manage, preserve, protect, complete
construction of, rent, operate and, at the Lender’s option, sell the of Borrower’s business or businesses situated
thereon, or any combination thereof; to collect the rents; to make all necessary and needed repairs; to pay all
taxes, assessments, insurance premiums and all other costs incurred in connection with the Loan; and, after
payment of the expenses of the receivership, including reasonable attorneys’ fees and other costs and expenses
related to the enforcement of this Agreement, and after compensation to the receiver for any of the services
described herein or pursuant hereto, to apply all net proceeds derived therefrom in reduction of the Obligations
or in such other manner as the court shall direct. THIS PROVISION SHALL CONSTITUTE AN
IRREVOCABLE CONSENT BY THE BORROWER TO THE APPOINTMENT OF SUCH
RECEIVER, WHICH SHALL BE A MATTER OF STRICT RIGHT TO LENDER, REGARDLESS
OF THE ADEQUACY OF THE SECURITY OR OF THE SOLVENCY OF ANY PARTY
OBLIGATED FOR PAYMENT OF THE OBLIGATIONS. All expenses, fees and compensation incurred

EX_14 007
Case 2:20-cr-00114-JES-M_M     Document 136-11     Filed 03/31/21     Page 8 of 10 PageID
soniao ASE ZB LEMMAS Ma Maon REQUIEM 126-11 Filed 03/31/21 Page @ of 10 PagelD

pursuant to any such receivership shall be secured by the lien of this Agreement until paid. The receiver,
personally or through agents, may exclude Borrower wholly from the Premises and have, hold, use, operate,
manage and control the Borrower’s business and may, in the name of Borrower, exercise all of Borrower’s
rights and powers to maintain, construct, operate, restore, insure and keep insured the Borrower’s business
assets in such manner as such receiver deems appropriate.

8. Miscellaneous.

(a) No Waiver, Cumulative Remedies. No failure or delay on the part of the Lender in exercising
any right, power or remedy hereunder, or under the Note or the other Loan Documents shall operate as a waiver
thereof, nor shall any single or partial exercise of any such right, power or remedy preclude any other or further
exercise thereof or the exercise of any other right, power or remedy hereunder or thereunder. The remedies herein
and therein provided are cumulative and not exclusive of any remedies provided by law or in equity.

(b) Amendments, Etc. No amendment, modification, termination or waiver of any provision of this
Agreement, the Note or the other Loan Documents, nor consent to any departure by Borrower therefrom, shall in
any event be effective unless the same shall be in writing and signed by the Lender, and then such waiver or
consent shall be effective only in the specific instance and for the specific purpose for which given.

(c) Addresses for Notices, Etc. All notices, requests, demands and other communications provided
for hereunder shall be in writing (including telex or telegraphic communications) and shall be sufficient if mailed,
telexed or telegraphed or delivered to the applicable party at the address indicated in the preamble to this
Agreement, or, as to each party, at such other address as shall be designated by such party in a written notice to
the other party complying as to the delivery with the terms of this sub-Part (c). Except as otherwise expressly
provided in this Agreement, all such notices, requests, demands and other communications shall, when mailed,
telexed or telegraphed, be effective when deposited in the mails (postage prepaid), sent over a telex owned or
operated by a party hereto with an answer back response set forth on the sender's copy of the document or delivered
to said party addressed as aforesaid or delivered to the other party at the address set forth above.

(d) Applicable Law. This Agreement and each of the Loan Documents and transactions
contemplated herein (unless specifically stipulated to the contrary in such document) shall be governed by and
interpreted in accordance with the laws of the State of Florida.

(e) Survival of Representations and Warranties. All representations, warranties, covenants and
agreements contained herein or made in writing by Borrower in connection herewith shall survive the execution
and delivery of this Agreement, the Note and the other Loan Documents and be true and correct during the term
of the Loan.

63) Time of the Essence. Time is of the essence of this Agreement, the Note and the other Loan
Documents.

(g) Rules of Construction. The headings in this Agreement are intended to be for convenience of
reference only, and shall not define or limit the scope, extent or intent or otherwise affect the meaning of any
portion hereof.

(h) Severability. In case any one or more of the provisions contained in this Agreement, the Note or
the other Loan Documents shall for any reason be held to be invalid, illegal or unenforceable in any respect, the
same shall not affect any other provision of this Agreement, the Note and the other Loan Documents, but this
Agreement, the Note and the other Loan Documents shall be construed as if such invalid or illegal or unenforceable
provision had never been contained therein; provided, however, in the event said matter would adversely affect
the rights of the Lender under any or all of the Loan Documents, the same shall be an Event of Default.

(i) Conflict. In the event any conflict or inconsistency arises between the terms of this Agreement

and the terms of any other Loan Document, the terms of this Agreement shall govern in all instances of such
conflict or inconsistency.

EX_14_008
Case 2:20-cr-00114-JES-M_M     Document 136-11     Filed 03/31/21     Page 9 of 10 PageID
Docusigs SS 2B eed bss Ve! 6B9 ppt 136711 Filed 03/31/21 Page 9 of 10 PagelD

}) Term. The term of this Agreement shall be for such period of time until the Loan and the Note
have been repaid in full, and all of the other Obligations have been satisfied in full.

(k) Expenses. Borrower agrees, whether or not the transactions hereby contemplated shall be
consummated, to pay, and save the Lender harmless against liability for the payment of, all out-of-pocket expenses
arising in connection with this transaction, all taxes, together in each case with interest and penalties, if any, which
may be payable in respect of the execution, delivery and performance of this Agreement or the execution, delivery,
and performance of the Note issued under or pursuant to this Agreement (excepting only any tax on or measured
by net income of the Lender determined substantially in the same manner, other than the rate of tax, as net income
is presently determined under the Internal Revenue Code of 1986, as amended), the reasonable legal fees and
expenses (whether incurred at trial, in any bankruptcy or appellate proceeding or otherwise) of counsel to the
Lender in connection with negotiation, preparation and enforcement of this Agreement, the Note or any of the
other Loan Documents.

(1) Successors and Assigns. All covenants and agreements in this Agreement contained by or on
behalf of either of the parties hereto shall bind and inure to the benefit of the respective successors and assigns of
the parties hereto whether so expressed or not; provided, however, this clause shall not by itself authorize any
delegation of duties by Borrower or any other assignment which may be prohibited by the terms and conditions
of this Agreement.

(m) No Third Party Beneficiaries. The parties intend that this Agreement is solely for their benefit
and no person not a party hereto shall have any rights or privileges under this Agreement whatsoever either as the
third party beneficiary or otherwise.

(n) Representation by Counsel. Each Party to this Agreement has had the opportunity to be or has
been represented by legal counsel of its choice to negotiate the form and substance of this Agreement.
Therefore, this Agreement shall not be more strictly construed in favor of or against any Party by reason of the
fact that one Party may have drafted this Agreement.

(0) Waiver of Jury Trial LENDER AND BORROWER HEREBY KNOWINGLY,
VOLUNTARILY AND INTENTIONALLY WAIVE THE RIGHT EITHER MAY HAVE TO A TRIAL
BY JURY IN RESPECT TO ANY LITIGATION BASED ON, ARISING OUT OF, UNDER OR IN
CONJUNCTION WITH THIS AGREEMENT, THE NOTE AND ANY OTHER AGREEMENT OR
DOCUMENT CONTEMPLATED TO BE EXECUTED IN CONJUNCTION HEREWITH OR
THEREWITH, OR ANY COURSE OF CONDUCT, COURSE OF DEALING, STATEMENTS
(WHETHER VERBAL OR WRITTEN) OR ACTIONS OF EITHER PARTY. THIS PROVISION IS A
MATERIAL INDUCEMENT FOR THE LENDER MAKING THE LOAN.

(p) Entire Agreement. Except as otherwise expressly provided, this Agreement and the other Loan
Documents embody the entire agreement and understanding between the parties hereto and supersede all prior
agreements and understandings relating to the subject matter hereof.

(q) Counterparts. This Agreement may be executed in one or more duplicate counterparts, each of
which shall, upon execution by all parties, be deemed to be an original. Executed counterparts of this Agreement
delivered by facsimile shall be deemed to be original documents for all purposes.

{remainder of page intentionally left blank; signatures to follow on next page(s)}

EX_14_009
Case 2:20-cr-00114-JES-M_M     Document 136-11     Filed 03/31/21     Page 10 of 10
PageID 1598
-_ ' DocuSign Envelope ID: E48CF8B9-FF8C-4DDB-81D9-16B91900AB94 Page| 1598

SIGNATURE PAGE TO LOAN AGREEMENT

IN WITNESS WHEREOF, the parties hereto have duly executed this Loan Agreement effective as of the
day and year first above written.

Borrower:

TARGET ROOFING AND SHEET METAL, INC.,

a Florida corporation
DocuSigned by:

Casey Crowtler

By: 1265CO2DB9FC4ES...

CASEY D CROWTHER, President

Lender:

SANIBEL CAPTIVA COMMUNITY BANK

DocuSigned by:

bule Delius
By:_\:otecsczscpezs73...

KYLE DECICCO, Senior Vice President

EX_14_010


File and source

File

gov.uscourts.flmd.381779.136.11.pdf

Size

1,014,423 bytes

SHA-256

3bf1a72b82026110b09e30c3ee1cf4d6ed58f1ab0278852fa0316501c551e9be

Our copy

gov.uscourts.flmd.381779.136.11.pdf

Original

PACER (login required)