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HomeMy WebLinkAbout20- HRDC - City Promissory Note PROMISSORY NOTE BORROWER: Human Resources Development LENDER: City of Bozeman Council of District IX, Inc.- 32 South Tracy Ave.- P.O. Box 1230 -Bozeman, Montana 59715 121 N. Rouse Ave. Bozeman, MT 59771 Principal Amount: Up to $296,520.00 Interest Rate: 0% Date of Note: April 20, 2020 PROMISE TO PAY.I("Borrower") promise to pay to the City of Bozeman ("Lender"),or order,in lawful money of the United States of America, the principal amount of Two Hundred Thousand Ninety Six, Five Hundred Twenty- Dollars ($296,520.00) as described under MATURITY DATE below. PAYMENT.I will pay this loan in one principal payment of$296,520.00,within thirty(30)days of a Recapture Event as defined below.I will pay Lender at Lender's address shown above or at such other place as Lender may designate in writing. INTEREST CALCULATION METHOD. N/A PREPAYMENT.N/A MATURITY DATE.The Maturity Date is the date of the occurrence of a Recapture Event as described below. No interest will be charged on the loan.The amount of the loan will be the amount contained within the Grant Agreement between Lender and Borrower approved by the City Commission on April 20, 2020 ("Grant Agreement"). Said sum shall be in proper form of assignment without interest,effective only upon occurrence of any of the following events("Recapture Events")within ten(10)years of the Effective Date of the Grant Agreement: A. Upon the Borrower's loss of possession of the property located at 2015 Wheat Drive, Bozeman Montana which the subject of the Grant Agreement("Property");or B. Upon the cessation of use of the Property for the public purpose described in the Grant Agreement, unless such cessation in use is approved in writing by Lender as set forth in the Grant Agreement. Upon occurrence of the Maturity Date as stated above,the Borrower shall pay to Lender the Principal sum owing under the Note. LATE CHARGE.N/A INTEREST AFTER DEFAULT.N/A DEFAULT.I will be in default under this Note if any of the following happen: Payment Default.I fail to make any payment when due under this Note. Break Other Promises. I break any promise made to Lender or fail to perform promptly at the time and strictly in the manner provided in this Note or in the Grant Agreement,or in any other agreement or loan I have with Lender. False Statements.Any representation or statement made or furnished to Lender by me or on my 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. LENDER'S RIGHTS. Upon default, Lender may declare the entire unpaid principal balance under this Note immediately due, and then I will pay that amount. ATTORNEYS' FEES; EXPENSES. Lender may hire or pay someone else to help collect this Note if I do not pay. I 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, I also will pay any court costs,in addition to all other sums provided by law. Borrower(s) Initials: PROMISSORY NOTE (Continued) Page 2 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, I agree upon Lender's request to submit to the jurisdiction of the courts of Gallatin County, State of Montana. SUCCESSOR INTERESTS.The terms of this Note shall be binding upon me,and upon my 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, I agree to keep Lender informed at all times of my 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 my responsibility to tell the others of the notice from the Lender. NOTIFY US OF INACCURATE INFORMATION WE REPORT TO CONSUMER REPORTING AGENCIES. I may notify Lender if Lender reports any inaccurate information about my account(s) to a consumer reporting agency. My written notice describing the specific inaccuracy(ies) should be sent to Lender at the following address:City of Bozeman,P.O.Box 1230,121 N.Rouse Ave.,Bozeman,MT 59771. GENERAL PROVISIONS.If any part of this Note cannot be enforced,this fact will not affect the rest of the Note.I do 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 me.Lender may delay or forgo enforcing any of its rights or remedies under this Note without losing them.I 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.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.This means that the words"I","me",and"my"mean each and all of the persons signing below. PRIOR TO SIGNING THIS NOTE, I READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS NOTE. I AGREE TO THE TERMS OF THE NOTE. I ACKNOWLEDGE RECEIPT OF A COMPLETED COPY OF THIS PROMISSORY NOTE. BORROWER: Human Resour es Develop ent Council of District IX, Inc. t J X Date ;Vl u•� -Heat er renier, C ief Executive Officer/President Borrower(s) Initial .