HomeMy WebLinkAbout18- Promissory Note - First Security Bank - Sports Park Loan 1111111111111111111111111111111111111111111111111111111111111111111111111111
*003606180003308%0955%07232018%#######CCB4491%06*
PROMISSORY NOTE
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References in the boxes above are for Lender's use only and do not limit the applicability of this document to any particular loan or item.
Any item above containing "***" has been omitted due to text length limitations.
Borrower: CITY OF BOZEMAN Lender: First Security Bank, Division of Glacier Bank
PO BOX 1230 Bozeman Downtown FSB Branch
BOZEMAN, MT 59771 208 E. Main St
PO BOX 910
Bozeman, MT 59715
Principal Amount: $1,700,000.00 Interest Rate: 3.740% Date of Note: July 23, 2018
PROMISE TO PAY. CITY OF BOZEMAN ("Borrower") promises to pay to First Security Bank, Division of Glacier Bank ("Lender"), or order, in
lawful money of the United States of America,the principal amount of One Million Seven Hundred Thousand &00/100 Dollars ($1,700,000.00)
or so much as may be outstanding, together with interest on the unpaid outstanding principal balance of each advance, calculated as described
in the "INTEREST CALCULATION METHOD" paragraph using an interest rate of 3.740% per annum. Interest shall be calculated from the date
of each advance until repayment of each advance. The interest rate may change under the terms and conditions of the "INTEREST AFTER
DEFAULT" section.
PAYMENT. Borrower will pay this loan in accordance with the following payment schedule:
THE BORROWER AGREES TO 4 INTEREST ONLY PAYMENTS BEGINNING 12-30-18 AND CONTINUING SEMI-ANNUALLY. IN ADDITION,
THE BORROWER AGREES TO 37 PRINCIPAL AND INTEREST PAYMENTS TO BE PAID SEMI-ANNUALLY BEGINNING 12-30-20 AND 1
FINAL PAYMENT OF ALL OUTSTANDING PRINCIPAL AND INTEREST DUE 06-30-2039.
Unless otherwise agreed or required by applicable law, payments will be applied to Accrued Interest, then to Principal, then to Escrow (if
applicable) then to Other charges, then to Late charges. Borrower will pay Lender at Lender's address shown above or at such other place as
Lender may designate in writing. All payments must be made in U.S. dollars and must be received by Lender consistent with any written
payment instructions provided by Lender. If a payment is made consistent with Lender's payment instructions but received after the close of
business where the branch is located, Lender will credit Borrower's payment on the next business day.
INTEREST CALCULATION METHOD. Interest on this Note is computed on a 365/365 simple interest basis; that is, by applying the ratio of the
interest rate over the number of days in a year (366 during leap years), multiplied by the outstanding principal balance, multiplied by the actual
number of days the principal balance is outstanding. All interest payable under this Note is computed using this method.
PREPAYMENT. Borrower may pay without penalty all or a portion of the amount owed earlier than it is due. Early payments will not, unless
agreed to by Lender in writing, relieve Borrower of Borrower's obligation to continue to make payments of accrued unpaid interest. Rather, early
payments will reduce the principal balance due. Borrower agrees not to send Lender payments marked "paid in full", "without recourse", or
similar language. If Borrower sends such a payment, Lender may accept it without losing any of Lender's rights under this Note, and Borrower
will remain obligated to pay any further amount owed to Lender. All written communications concerning disputed amounts, including any check
or other payment instrument that indicates that the payment constitutes "payment in full" of the amount owed or that is tendered with other
conditions or limitations or as full satisfaction of a disputed amount must be mailed or delivered to: First Security Bank, Division of Glacier Bank;
Bozeman Downtown FSB Branch; 208 E. Main St; PO BOX 910; Bozeman, MT 59715.
LATE CHARGE. If a payment is 15 days or more late, Borrower will be charged 5.000% of the regularly scheduled payment or $20.00,
whichever is greater.
INTEREST AFTER DEFAULT. Upon default, including failure to pay upon final maturity, the interest rate on this Note shall be increased by 5.000
percentage points. However, in no event will the interest rate exceed the maximum interest rate limitations under applicable law.
DEFAULT. Each of the following shall constitute an event of default ("Event of Default") under this Note:
Payment Default. Borrower fails to make any payment when due under this Note.
Other Defaults. Borrower fails to comply with or to perform any other term, obligation, covenant or condition contained in this Note or in
any of the related documents or to comply with or to perform any term, obligation, covenant or condition contained in any other agreement
between Lender and Borrower.
Default in Favor of Third Parties. Borrower or any Grantor defaults under any loan, extension of credit, security agreement, purchase or
sales agreement, or any other agreement, in favor of any other creditor or person that may materially affect any of Borrower's property or
Borrower's ability to repay this Note or perform Borrower's obligations under this Note or any of the related documents.
False Statements. Any warranty, representation or statement made or furnished to Lender by Borrower or on Borrower's behalf under this
Note or the related documents is false or misleading in any material respect, either now or at the time made or furnished or becomes false
or misleading at any time thereafter.
Death or Insolvency. The death of Borrower or the dissolution or termination of Borrower's existence as a going business, the insolvency
of Borrower, the appointment of a receiver for any part of Borrower's property, any assignment for the benefit of creditors, any type of
creditor workout, or the commencement of any proceeding under any bankruptcy or insolvency laws by or against Borrower.
Creditor or Forfeiture Proceedings. Commencement of foreclosure or forfeiture proceedings, whether by judicial proceeding, self-help,
repossession or any other method, by any creditor of Borrower or by any governmental agency against any collateral securing the loan.
This includes a garnishment of any of Borrower's accounts, including deposit accounts, with Lender. However, this Event of Default shall
not apply if there is a good faith dispute by Borrower as to the validity or reasonableness of the claim which is the basis of the creditor or
forfeiture proceeding and if Borrower gives Lender written notice of the creditor or forfeiture proceeding and deposits with Lender monies or
a surety bond for the creditor or forfeiture proceeding, in an amount determined by Lender, in its sole discretion, as being an adequate
reserve or bond for the dispute.
Events Affecting Guarantor. Any of the preceding events occurs with respect to any guarantor, endorser, surety, or accommodation party
of any of the indebtedness or any guarantor, endorser, surety, or accommodation party dies or becomes incompetent, or revokes or
disputes the validity of, or liability under, any guaranty of the indebtedness evidenced by this Note.
Adverse Change. A material adverse change occurs in Borrower's financial condition, or Lender believes the prospect of payment or
performance of this Note is impaired.
Insecurity. Lender in good faith believes itself insecure.
Cure Provisions. If any default, other than a default in payment, is curable and if Borrower has not been given a notice of a breach of the
same provision of this Note within the preceding twelve (12) months, it may be cured if Borrower, after Lender sends written notice to
Borrower demanding cure of such default: (1) cures the default within twenty (20) days; or (2) if the cure requires more than twenty
(20) days, immediately initiates steps which Lender deems in Lender's sole discretion to be sufficient to cure the default and thereafter
continues and completes all reasonable and necessary steps sufficient to produce compliance as soon as reasonably practical.
LENDER'S RIGHTS. Upon default, Lender may declare the entire unpaid principal balance under this Note and all accrued unpaid interest
immediately due, and then Borrower will pay that amount.
ATTORNEYS' FEES; EXPENSES. Lender may hire or pay someone else to help collect this Note if Borrower does not pay. Borrower will pay
Lender that amount. This includes, subject to any limits under applicable law, Lender's attorneys' fees and Lender's legal expenses, whether or
not there is a lawsuit, including attorneys' fees, paralegal fees, expenses for bankruptcy proceedings (including efforts to modify or vacate any
automatic stay or injunction), and appeals. If not prohibited by applicable law, Borrower also will pay any court costs, in addition to all other
sums provided by law.
GOVERNING LAW. This Note will be governed by federal law applicable to Lender and,to the extent not preempted by federal law, the laws of
the State of Montana without regard to its conflicts of law provisions. This Note has been accepted by Lender in the State of Montana.
CHOICE OF VENUE. If there is a lawsuit, Borrower agrees upon Lender's request to submit to the jurisdiction of the courts of Gallatin County,
State of Montana.
PROMISSORY NOTE
Loan No: 3606180003308 (Continued) Page 2
RIGHT OF SETOFF. To the extent permitted by applicable law, Lender reserves a right of setoff in all Borrower's accounts with Lender (whether
checking, savings, or some other account). This includes all accounts Borrower holds jointly with someone else and all accounts Borrower may
open in the future. However, this does not include any IRA or Keogh accounts, or any trust accounts for which setoff would be prohibited by
law. Borrower authorizes Lender, to the extent permitted by applicable law, to charge or setoff all sums owing on the debt against any and all
such accounts, and, at Lender's option, to administratively freeze all such accounts to allow Lender to protect Lender's charge and setoff rights
provided in this paragraph.
COLLATERAL. This loan is unsecured.
LINE OF CREDIT. This Note evidences a straight line of credit. Once the total amount of principal has been advanced, Borrower is not entitled
to further loan advances. Advances under this Note may be requested either orally or in writing by Borrower or as provided in this paragraph.
Lender may, but need not, require that all oral requests be confirmed in writing. All communications, instructions, or directions by telephone or
otherwise to Lender are to be directed to Lender's office shown above. The following person or persons are authorized, except as provided in
this paragraph, to request advances and authorize payments under the line of credit until Lender receives from Borrower, at Lender's address
shown above, written notice of revocation of such authority: ANDREA L. SURRATT, CITY MANAGER OF CITY OF BOZEMAN. $500.00
MINIMUM FUTURE ADVANCE. Borrower agrees to be liable for all sums either: (A) advanced in accordance with the instructions of an
authorized person or (B) credited to any of Borrower's accounts with Lender. The unpaid principal balance owing on this Note at any time may
be evidenced by endorsements on this Note or by Lender's internal records, including daily computer print-outs. Lender will have no obligation
to advance funds under this Note if: (A) Borrower or any guarantor is in default under the terms of this Note or any agreement that Borrower or
any guarantor has with Lender, including any agreement made in connection with the signing of this Note; (B) Borrower or any guarantor
ceases doing business or is insolvent; (C) any guarantor seeks, claims or otherwise attempts to limit, modify or revoke such guarantor's
guarantee of this Note or any other loan with Lender; (D) Borrower has applied funds provided pursuant to this Note for purposes other than
those authorized by Lender; or (E) Lender in good faith believes itself insecure.
SUCCESSOR INTERESTS. The terms of this Note shall be binding upon Borrower, and upon Borrower's heirs, personal representatives,
successors and assigns, and shall inure to the benefit of Lender and its successors and assigns.
NOTICES. Any notice required to be given under this Note shall be given in writing, and shall be effective when actually delivered, when
actually received by telefacsimile (unless otherwise required by law), when deposited with a nationally recognized overnight courier, or, if
mailed, when deposited in the United States mail, as first class, certified or registered mail postage prepaid, directed to the address shown near
the beginning of this Note. Any person may change his or her address for notices under this Note by giving formal written notice to the other
person or persons, specifying that the purpose of the notice is to change the person's address. For notice purposes, Borrower agrees to keep
Lender informed at all times of Borrower's current address. Unless otherwise provided or required by law, if there is more than one Borrower,
any notice given by Lender to any Borrower is deemed to be notice given to all Borrowers. It will be Borrower's responsibility to tell the others
of the notice from the Lender.
GENERAL PROVISIONS. If any part of this Note cannot be enforced, this fact will not affect the rest of the Note. Borrower does not agree or
intend to pay, and Lender does not agree or intend to contract for, charge, collect, take, reserve or receive (collectively referred to herein as
"charge or collect"), any amount in the nature of interest or in the nature of a fee for this loan, which would in any way or event (including
demand, prepayment, or acceleration) cause Lender to charge or collect more for this loan than the maximum Lender would be permitted to
charge or collect by federal law or the law of the State of Montana (as applicable). Any such excess interest or unauthorized fee shall, instead
of anything stated to the contrary, be applied first to reduce the principal balance of this loan, and when the principal has been paid in full, be
refunded to Borrower. Lender may delay or forgo enforcing any of its rights or remedies under this Note without losing them. Borrower and any
other person who signs, guarantees or endorses this Note, to the extent allowed by law, waive presentment, demand for payment, and notice of
dishonor. Upon any change in the terms of this Note, and unless otherwise expressly stated in writing, no party who signs this Note, whether
as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties agree that Lender may renew or extend
(repeatedly and for any length of time) this loan or release any party or guarantor or collateral; or impair, fail to realize upon or perfect Lender's
security interest in the collateral; and take any other action deemed necessary by Lender without the consent of or notice to anyone. All such
parties also agree that Lender may modify this loan without the consent of or notice to anyone other than the party with whom the modification
is made. The obligations under this Note are joint and several.
PRIOR TO SIGNING THIS NOTE, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS NOTE. BORROWER AGREES TO THE
TERMS OF THE NOTE.
BORROWER ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THIS PROMISSORY NOTE.
BORROWER:
CITY OF BOZE AN �c
By:
ANDREA L. SURRATT, CITY MAN GER of CITY OF
BOZEMAN
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*0036061 80003308%0450%07232018%#######CCB4491%06*
GOVERNMENTAL CERTIFICATE
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References in the boxes above are for Lender's use only and do not limit the applicability of this document to any particular loan or item.
Any item above containing "***" has been omitted due to text length limitations.
Entity: CITY OF BOZEMAN Lender: First Security Bank, Division of Glacier Bank
PO BOX 1230 Bozeman Downtown FSB Branch
BOZEMAN, MT 59771 208 E. Main St
PO BOX 910
Bozeman, MT 59715
I, THE UNDERSIGNED, DO HEREBY CERTIFY THAT:
THE ENTITY'S EXISTENCE. The complete and correct name of the governmental entity is CITY OF BOZEMAN ("Entity"). The Entity is a
governmental entity which is, and at all times shall be, duly organized, validly existing, and in good standing under and by virtue of the laws and
regulations of the State of Montana. The Entity has the full power and authority to own its properties and to transact the business and activities
in which it is presently engaged or presently proposes to engage. The Entity maintains an office at 121 N. ROUSE AVE., BOZEMAN, MT
59715. The Entity shall do all things necessary to preserve and to keep in full force and effect its existence, rights and privileges, and shall
comply with all regulations, rules, ordinances, statutes, orders and decrees of the Entity and any other governmental or quasi-governmental
authority or court applicable to the Entity and the Entity's business activities.
CERTIFICATES ADOPTED. At a meeting of the appropriate governing body of the Entity, duly called and held on July 5, 2018, at which a
quorum was present and voting, or by other duly authorized action in lieu of a meeting, the resolutions set forth in this Certificate were adopted.
OFFICIAL. The following named person is an Official of CITY OF BOZEMAN:
NAMES TITLES AUTHORIZED P ACTUAL SI TURES
ANDREA L.SURRATT CITY MANAGER Y X
ACTIONS AUTHORIZED. The authorized person listed above may enter into any agreements of any nature with der, and those agreements
will bind the Entity. Specifically, but without limitation, the authorized person is authorized, empowered, and directed to do the following for
and on behalf of the Entity:
Borrow Money. To borrow, as a cosigner or otherwise, from time to time from Lender, on such terms as may be agreed upon between the
Entity and Lender, such sum or sums of money as in his or her judgment should be borrowed, without limitation.
Execute Notes. To execute and deliver to Lender the promissory note or notes, or other evidence of the Entity's credit accommodations, on
Lender's forms, at such rates of interest and on such terms as may be agreed upon, evidencing the sums of money so borrowed or any of
the Entity's indebtedness to Lender, and also to execute and deliver to Lender one or more renewals, extensions, modifications,
refinancings, consolidations, or substitutions for one or more of the notes, any portion of the notes, or any other evidence of credit
accommodations.
Grant Security. To mortgage, pledge, transfer, endorse, hypothecate, or otherwise encumber and deliver to Lender any property now or
hereafter belonging to the Entity or in which the Entity now or hereafter may have an interest, including without limitation all of the Entity's
real property and all of the Entity's personal property (tangible or intangible), as security for the payment of any loans or credit
accommodations so obtained, any promissory notes so executed (including any amendments to or modifications, renewals, and extensions
of such promissory notes), or any other or further indebtedness of the Entity to Lender at any time owing, however the same may be
evidenced. Such property may be mortgaged, pledged, transferred, endorsed, hypothecated or encumbered at the time such loans are
obtained or such indebtedness is incurred, or at any other time or times, and may be either in addition to or in lieu of any property
theretofore mortgaged, pledged,transferred, endorsed, hypothecated or encumbered.
Execute Security Documents. To execute and deliver to Lender the forms of mortgage, deed of trust, pledge agreement, hypothecation
agreement, and other security agreements and financing statements which Lender may require and which shall evidence the terms and
conditions under and pursuant to which such liens and encumbrances, or any of them, are given; and also to execute and deliver to Lender
any other written instruments, any chattel paper, or any other collateral, of any kind or nature, which Lender may deem necessary or proper
in connection with or pertaining to the giving of the liens and encumbrances.
Negotiate Items. To draw, endorse, and discount with Lender all drafts, trade acceptances, promissory notes, or other evidences of
indebtedness payable to or belonging to the Entity or in which the Entity may have an interest, and either to receive cash for the same or to
cause such proceeds to be credited to the Entity's account with Lender, or to cause such other disposition of the proceeds derived
therefrom as he or she may deem advisable.
Further Acts. In the case of lines of credit, to designate additional or alternate individuals as being authorized to request advances under
such lines, and in all cases, to do and perform such other acts and things, to pay any and all fees and costs, and to execute and deliver
such other documents and agreements as the Official may in his or her discretion deem reasonably necessary or proper in order to carry
into effect the provisions of this Certificate. The following person or persons are authorized, except as provided in this paragraph, to
request advances and authorize payments under the line of credit until Lender receives from the Entity, at Lender's address shown above,
written notice of revocation of such authority: ANDREA L. SURRATT, CITY MANAGER OF CITY OF BOZEMAN. $500.00 MINIMUM
FUTURE ADVANCE.
ASSUMED BUSINESS NAMES. The Entity has filed or recorded all documents or filings required by law relating to all assumed business names
used by the Entity. Excluding the name of the Entity, the following is a complete list of all assumed business names under which the Entity does
business: None.
NOTICES TO LENDER. The Entity will promptly notify Lender in writing at Lender's address shown above (or such other addresses as Lender
may designate from time to time) prior to any (A) change in the Entity's name; (B) change in the Entity's assumed business name(s); (C)
change in the structure of the Entity; (D) change in the authorized signer(s); (E) change in the Entity's principal office address; (F) change in
the Entity's principal residence; or (G) change in any other aspect of the Entity that directly or indirectly relates to any agreements between the
Entity and Lender.
CERTIFICATION CONCERNING OFFICIALS AND CERTIFICATES. The Official named above is duly elected, appointed, or employed by or for the
Entity, as the case may be, and occupies the position set opposite his or her respective name. This Certificate now stands of record on the
books of the Entity, is in full force and effect, and has not been modified or revoked in any manner whatsoever.
CONTINUING VALIDITY. Any and all acts authorized pursuant to this Certificate and performed prior to the passage of this Certificate are
hereby ratified and approved. This Certificate shall be continuing, shall remain in full force and effect and Lender may rely on it until written
notice of its revocation shall have been delivered to and received by Lender at Lender's address shown above (or such addresses as Lender may
designate from time to time). Any such notice shall not affect any of the Entity's agreements or commitments in effect at the time notice is
given.
IN TESTIMONY WHEREOF, I have hereunto set my hand and attest that the signature set opposite the name listed above is his or her genuine
signature.
I have read all the provisions of this Certificate, and I personally and on behalf of the Entity certify that all statements and representations made
in this Certificate are true and correct. This Governmental Certificate is dated July 23, 2018.
GOVERNMENTAL CERTIFICATE
Loan No: 3606180003308 (Continued) Page 2
CERTIFIED ITAND ATTESTE --
1
X
ANDREA L. SURRATT, CIS\ AN ER of CITY OF
BOZEMAN 1
NOTE: It the Official signing this Certificate is designated by the foregoing document as one of the officials authorized to act on the Entity's behalf,it is advisable to have this Certificate signed by
at least one non-authorized official of the Entity.
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*003606180003308%0345%07232018%#######CCB4491%06*
DISBURSEMENT REQUEST AND AUTHORIZATION
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References in the boxes above are for Lender's use only and do not limit the applicability of this document to any particular loan or item.
Any item above containing "***" has been omitted due to text length limitations.
Borrower: CITY OF BOZEMAN Lender: First Security Bank, Division of Glacier Bank
PO BOX 1230 Bozeman Downtown FSB Branch
BOZEMAN, MT 59771 208 E. Main St
PO BOX 910
Bozeman, MT 59715
LOAN TYPE. This is a Fixed Rate (3.740%) Nondisclosable Draw Down Line of Credit Loan to a Government Entity for $1,700,000.00 due on
June 30, 2039.
PRIMARY PURPOSE OF LOAN. The primary purpose of this loan is for:
❑ Personal, Family, or Household Purposes or Personal Investment.
® Business (Including Real Estate Investment).
SPECIFIC PURPOSE. The specific purpose of this loan is: CONSTRUCTION OF TURF FIELDS AND OTHER IMPROVEMENTS AT THE BOZEMAN
SPORTS PARK.
DISBURSEMENT INSTRUCTIONS. Borrower understands that no loan proceeds will be disbursed until all of Lender's conditions for making the
loan have been satisfied. Please disburse the loan proceeds of $1,700,000.00 as follows:
Undisbursed Funds: $1,700,000.00
Note Principal: $1,700,000.00
FINANCIAL CONDITION. BY SIGNING THIS AUTHORIZATION, BORROWER REPRESENTS AND WARRANTS TO LENDER THAT THE
INFORMATION PROVIDED ABOVE IS TRUE AND CORRECT AND THAT THERE HAS BEEN NO MATERIAL ADVERSE CHANGE IN BORROWER'S
FINANCIAL CONDITION AS DISCLOSED IN BORROWER'S MOST RECENT FINANCIAL STATEMENT TO LENDER. THIS AUTHORIZATION IS
DATED JULY 23, 2018.
BORROWER:
CITY OF BOZEr jAN �f--
By: 1
L-
ANDREA L. SURRATT, CITY MA -6E o CITY OF
BOZEMAN
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DACIA A JOHNSa NA;R`•'Nso'-, NOTARY PUBLIC
for the
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•• My Commission Expires J
March 18 2021