MORTGAGE AGREEMENT
(State of Montana)
[// GUIDANCE: This template is designed for use in a judicial-foreclosure mortgage transaction secured by real property located in the State of Montana (“MT”). Customize all bracketed placeholders, attach all referenced schedules/exhibits, and confirm consistency with the current Montana Code Annotated (“MCA”) and local recording requirements before execution.]
TABLE OF CONTENTS
- Document Header
- Definitions
- Grant of Mortgage & Secured Obligations
- Representations & Warranties of Mortgagor
- Covenants of Mortgagor
- Default; Acceleration; Remedies
- Risk Allocation
- Dispute Resolution
- General Provisions
- Execution & Acknowledgment
1. DOCUMENT HEADER
1.1 Parties.
This Mortgage Agreement (this “Mortgage”) is made as of [EFFECTIVE DATE] (the “Effective Date”) by and between:
a. [BORROWER LEGAL NAME], a [STATE & TYPE OF ENTITY / INDIVIDUAL], whose address is [BORROWER ADDRESS] (“Mortgagor”); and
b. [LENDER LEGAL NAME], a [STATE & TYPE OF ENTITY], whose address is [LENDER ADDRESS] (“Mortgagee”).
1.2 Consideration. Mortgagor is indebted to Mortgagee under that certain [PROMISSORY NOTE / LOAN AGREEMENT] dated [DATE] in the principal amount of [SECURED DEBT AMOUNT] United States Dollars (USD) (together with all extensions, renewals, modifications, future advances, interest, fees, and costs, the “Secured Obligations”).
1.3 Grant. To secure payment and performance of the Secured Obligations, Mortgagor hereby mortgages, grants, and conveys to Mortgagee, with power of sale as permitted by Montana law, all of Mortgagor’s right, title, and interest in and to the real property described in Exhibit A (the “Property”) together with all improvements, fixtures, easements, rents, issues, profits, and appurtenances now or hereafter belonging or appertaining thereto (collectively with the Property, the “Mortgaged Property”).
1.4 Governing Law & Jurisdiction. This Mortgage shall be governed by and construed in accordance with the real property and contract laws of the State of Montana, without regard to conflict-of-laws principles. Exclusive venue for any judicial action arising hereunder shall lie in the state courts situated in [COUNTY], Montana.
2. DEFINITIONS
(Definitions apply equally to singular and plural forms.)
“Affiliate” – any Person controlling, controlled by, or under common control with a specified Person.
“Event of Default” – any event or circumstance set forth in Section 6.1.
“Impositions” – all present and future real estate taxes, assessments, levies, charges, fees, HOA dues, and governmental impositions relating to the Mortgaged Property.
“Indemnified Parties” – Mortgagee and its successors, assigns, officers, directors, employees, agents, and representatives.
“Permitted Liens” – (i) the lien created by this Mortgage; (ii) liens approved in writing by Mortgagee; and (iii) liens that are, by operation of law, superior to this Mortgage.
“Person” – any individual, corporation, partnership, limited liability company, trust, unincorporated organization, or governmental authority.
“Redemption Period” – the statutory period following foreclosure sale during which Mortgagor or other parties may redeem the Mortgaged Property under applicable Montana law.
[// GUIDANCE: Add or delete definitions to match transaction specifics. Cross-check references.]
3. GRANT OF MORTGAGE & SECURED OBLIGATIONS
3.1 Grant Clause. Subject to the terms herein, Mortgagor hereby grants, bargains, sells, conveys, mortgages, and pledges the Mortgaged Property to Mortgagee, IN TRUST, WITH POWER OF SALE AND RIGHT OF ENTRY, to secure prompt payment and performance of the Secured Obligations.
3.2 Future Advances. This Mortgage secures not only the original principal amount but also all future advances that Mortgagee may make to Mortgagor (whether obligatory or discretionary) up to the maximum amount permitted under Montana law.
3.3 Fixture Filing. This Mortgage constitutes a financing statement (fixture filing) with respect to any fixtures now or hereafter attached to the Property. Mortgagor authorizes Mortgagee to file such UCC financing statements as Mortgagee deems necessary to perfect its security interest.
4. REPRESENTATIONS & WARRANTIES OF MORTGAGOR
4.1 Organization & Authority. Mortgagor is duly organized (or validly existing, if an individual is not applicable), in good standing, and has full power and authority to execute, deliver, and perform this Mortgage.
4.2 Title. Mortgagor holds fee simple title to the Mortgaged Property, free and clear of all liens, claims, and encumbrances other than Permitted Liens.
4.3 Enforceability. This Mortgage constitutes the legal, valid, and binding obligation of Mortgagor, enforceable against Mortgagor in accordance with its terms.
4.4 No Litigation. There is no pending or threatened litigation, condemnation, or environmental action affecting the Mortgaged Property that has not been disclosed in writing to Mortgagee.
4.5 Compliance. The Mortgaged Property and its present use comply in all material respects with applicable laws, ordinances, regulations, and recorded covenants.
4.6 Survival. All representations and warranties survive the recordation of this Mortgage and any foreclosure sale.
5. COVENANTS OF MORTGAGOR
5.1 Payment & Performance. Mortgagor shall pay and perform the Secured Obligations in accordance with their terms without set-off, deduction, or counterclaim.
5.2 Taxes & Impositions. Mortgagor shall pay all Impositions prior to delinquency and, upon request, deliver receipts evidencing such payment.
5.3 Insurance. Mortgagor shall maintain insurance on the Mortgaged Property (including but not limited to casualty, liability, and flood, if applicable) in types and amounts acceptable to Mortgagee, naming Mortgagee as mortgagee and loss payee.
5.4 Maintenance. Mortgagor shall keep the Mortgaged Property in good repair, comply with all applicable laws, and not commit waste.
5.5 Further Assurances. Mortgagor shall execute and deliver such further instruments as Mortgagee may reasonably request to confirm the lien and priority of this Mortgage.
5.6 Transfer Restrictions. Except with Mortgagee’s prior written consent, Mortgagor shall not transfer, sell, convey, lease (other than arm’s-length leases in the ordinary course), or further encumber any interest in the Mortgaged Property.
5.7 Notice Obligations. Mortgagor shall promptly notify Mortgagee of: (a) any Event of Default; (b) material damage to or condemnation of the Property; or (c) any litigation affecting Mortgagor or the Property.
6. DEFAULT; ACCELERATION; REMEDIES
6.1 Events of Default. Each of the following shall constitute an Event of Default:
(a) Failure to pay any installment of principal, interest, or other amount when due under the Secured Obligations;
(b) Breach of any covenant, representation, or warranty herein, which remains uncured for ten (10) days (monetary) or thirty (30) days (non-monetary) after written notice;
(c) Insolvency of Mortgagor, appointment of a receiver, or commencement of bankruptcy/insolvency proceedings;
(d) Unauthorized transfer or encumbrance of the Mortgaged Property;
(e) Any material misrepresentation by Mortgagor in connection with the loan.
6.2 Acceleration. Upon an Event of Default, Mortgagee may, at its option, declare the entire unpaid balance of the Secured Obligations immediately due and payable without further notice or demand.
6.3 Judicial Foreclosure. Mortgagee may institute a judicial foreclosure proceeding in accordance with Montana law, obtain a decree of foreclosure, and cause the Mortgaged Property to be sold at public sale to satisfy the Secured Obligations.
6.4 Right of Redemption. Mortgagor’s statutory right to redeem the Mortgaged Property following foreclosure sale shall remain as provided by applicable Montana law. Nothing herein shall waive or limit such right.
6.5 Deficiency Judgment. Subject to limitations imposed by Montana law regarding fair market value offsets, Mortgagee may seek a deficiency judgment against Mortgagor for any remaining balance of the Secured Obligations after application of foreclosure sale proceeds.
6.6 Appointment of Receiver. Upon default, Mortgagee shall be entitled, as a matter of right and without regard to the adequacy of the Mortgaged Property as security, to the appointment of a receiver to collect rents and preserve the Property.
6.7 Attorneys’ Fees & Costs. Mortgagor shall pay all reasonable attorneys’ fees, costs, and expenses incurred by Mortgagee in enforcing this Mortgage or protecting its lien, whether or not litigation is commenced.
6.8 Cumulative Remedies. Remedies are cumulative and may be exercised concurrently or successively. Failure to exercise any remedy shall not constitute a waiver thereof.
7. RISK ALLOCATION
7.1 Indemnification. Mortgagor shall indemnify, defend, and hold harmless the Indemnified Parties from and against any and all claims, liabilities, losses, damages, costs, and expenses arising out of or relating to: (a) ownership, operation, or condition of the Mortgaged Property; (b) violation of any law; (c) environmental matters; or (d) any breach of this Mortgage, except to the extent caused by the gross negligence or willful misconduct of the Indemnified Parties.
7.2 Limitation of Liability. The liability of Mortgagor under this Mortgage shall not exceed the Secured Obligations plus enforcement costs, except as otherwise required by law.
7.3 Insurance Proceeds & Condemnation Awards. All insurance proceeds and condemnation awards shall be applied, at Mortgagee’s option, to restoration of the Mortgaged Property or to reduction of the Secured Obligations.
7.4 Force Majeure. Performance (other than payment) shall be excused to the extent delayed by events beyond the reasonable control of the obligated party, provided such party gives prompt notice and diligently resumes performance.
8. DISPUTE RESOLUTION
8.1 Governing Law. See Section 1.4.
8.2 Forum Selection. The parties irrevocably submit to the exclusive jurisdiction of the state courts located in [COUNTY], Montana.
8.3 Arbitration. The parties expressly agree that NO claim arising under this Mortgage shall be subject to arbitration.
8.4 Jury Trial Waiver. TO THE EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY HEREBY KNOWINGLY AND VOLUNTARILY WAIVES ANY RIGHT TO TRIAL BY JURY IN ANY ACTION ARISING OUT OF THIS MORTGAGE.
[// GUIDANCE: The enforceability of jury waivers in Montana is fact-specific. Counsel should confirm current case law before relying on this clause.]
8.5 Injunctive Relief. Nothing herein limits Mortgagee’s right to seek injunctive or other equitable relief (including foreclosure) to protect its interests in the Mortgaged Property.
9. GENERAL PROVISIONS
9.1 Amendments & Waivers. No amendment or waiver shall be effective unless in writing and signed by the party against whom enforcement is sought. A waiver of any breach shall not be deemed a waiver of any subsequent breach.
9.2 Assignment. Mortgagee may assign this Mortgage and the Secured Obligations, in whole or in part, without notice to Mortgagor. Mortgagor may not assign or delegate any rights or obligations without Mortgagee’s prior written consent.
9.3 Successors & Assigns. This Mortgage shall bind and benefit the parties and their respective heirs, personal representatives, successors, and assigns.
9.4 Severability. If any provision is held invalid or unenforceable, the remaining provisions shall remain in full force, and the invalid provision shall be reformed to the minimum extent necessary to effectuate its original intent.
9.5 Entire Agreement. This Mortgage, together with the Secured Obligations documents, constitutes the entire agreement of the parties with respect to the subject matter and supersedes all prior agreements (written or oral).
9.6 Counterparts; Electronic Signatures. This Mortgage may be executed in counterparts and delivered electronically; each counterpart shall be deemed an original, and all counterparts together constitute one instrument.
9.7 Recording. Upon execution, this Mortgage shall be recorded in the Office of the Clerk & Recorder of [COUNTY], Montana. Mortgagor shall pay all recording fees and transfer taxes, if any.
10. EXECUTION & ACKNOWLEDGMENT
IN WITNESS WHEREOF, the parties have executed this Mortgage as of the Effective Date.
MORTGAGOR:
[BORROWER LEGAL NAME]
By: ______
Name: ______
Title/Capacity: ______
MORTGAGEE:
[LENDER LEGAL NAME]
By: ______
Name: ______
Title: ________
NOTARY ACKNOWLEDGMENT
State of Montana )
: ss. )
County of [__] )
On this _ day of ___, 20____, before me, the undersigned Notary Public for the State of Montana, personally appeared [NAME(S) OF SIGNATORY(IES)], known to me (or satisfactorily proven) to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same for the purposes therein contained.
IN WITNESS WHEREOF, I hereunto set my hand and affixed my Notarial Seal the day and year first above written.
Notary Public for the State of Montana
Printed Name: _____
My Commission Expires: ___
(SEAL)
EXHIBIT A – LEGAL DESCRIPTION OF PROPERTY
[Insert full metes-and-bounds or lot/block legal description here.]
[// GUIDANCE: Attach additional exhibits as necessary, e.g., schedule of Secured Obligations, insurance requirements, environmental indemnity, etc.]