Florida Industries Investment Corporation and Subsidiaries - Page 22




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          be bound by the promissory note in the amount of $367,500 and the            
          purchase money mortgage with respect to that note that OIP had               
          executed in favor of General on December 11, 1990, when OIP had              
          acquired the Vero Beach property, and (2) "to meet the obliga-               
          tions created thereby and does hereby release and hold harmless              
          OIP from any and all liability associated therewith."                        
               The terms of a document entitled "Warranty Deed", which also            
          bears the date of February 28, 1992, was signed by Mr. Canty as              
          president of FIIC, and was never recorded, recite that FIIC was              
          transferring the Vero Beach property to IRF, one of FIIC's wholly            
          owned subsidiaries, for $10 and other valuable consideration.  As            
          of February 28, 1991, IRF had assets of $96.                                 
               The terms of a document entitled "Quit-Claim Deed", which               
          bears the date of January 20, 1994, was signed by Mr. Canty as               
          president of IRF, and was never recorded (IRF quitclaim deed                 
          document), recite that IRF                                                   
               in consideration of the sum of $950,000.00 * * * does                   
               hereby * * * quitclaim unto [OIP] * * * all the right,                  
               title, interest, claim and demand which [IRF] * * * has                 
               in * * * all of government lot three, lying in section                  
               29, township 33, range 40 east, Indian River County,                    
               Florida.                                                                
          The government lot three referred to in the IRF quitclaim deed               
          document consisted of approximately 34.3 acres (34.3-acre parcel             
          of the Vero Beach property) of the approximately 174.5-acre Vero             
          Beach property which OIP had acquired from General on December               
          11, 1990.  There is no road access to the 34.3-acre parcel of the            





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