HomeMy WebLinkAboutJoin Hands Save a Life; 2000-11-20; (2)RECORDING
City of Carlsbad
arlsbad CA 92008
$31 2,307.80
(Space above for Recorder's Use)
NOTE TO BORROWER:
This Note is not assumable.
PROMISSORY NOTE
Secured by a Deed of Trust
November 70 ,2000
Carlsbad, California
Lots 204-081 -08, 204-081 -09 and 204-081 -1 0 in Village Redevelopment Area of the City
of Carlsbad (the "property").
FOR VALUE RECEIVED, JOIN HANDS-SAVE A LIFE, a California nonprofit
corporation ("Borrower"), promises to pay to the City of Carlsbad, a municipal
corporation ("City"), the principal sum of Three Hundred Twelve Thousand Three
Hundred Seven Dollars and Eighty Cents ($312,307.80), or so much thereof as is
advanced to Borrower by the City pursuant to the Agreement Between the City of
Carlsbad and Join Hands-Save a Life for Federal Community Development Block Grant
Funds.
1. Loan Agreement. This City Promissory Note is made pursuant to a
Community Development Block Grant Subrecipient Agreement dated
the City.
I/ -2) - (the "Agreement") by and between the Borrower and
2. Use of Funds. Borrower is constructing a new youth facility on
properties identified as lots 204-081 -08, 204-081 -09, and 204-081 -1 0 within the
Village Redevelopment Area of the City of Carlsbad. This Note evidences the
loan made by the City to assist Borrower in constructing the subject facility for
operation of youth programs to benefit low and moderate income persons
consistent with the requirements of permits governing its use.
Deed of Trust and Security Agreement, herein after referred to as Deed of Trust,
3. Securitv. This Note is secured through concurrent execution of a
Join Hands Promissory Note 1 1 1/16/2000
and recordation of said Deed of Trust in the Office of the San Diego County
Recorder.
4. Transfer or Assumption of Note. Borrower acknowledges that this
Note is given in connection with the construction and operation of a new facility
as part of a program of the City to assist in providing programs and activities for
low and moderate income youths and teens. Consequently, this Note is not
assumable by transferees of the Property and is due and payable upon the date
the property is sold or transferred, or upon failure of Subrecipient to operate the
facility for low and moderate income youths and teens consistent with the
requirements of the permits governing the use of the facility and the
Subrecipient's application to the City requesting financial assistance.
5. Interest. There will be no interest charged on the Loan.
6. Term. The term of this City Promissory Note (the "Term") shall
commence on the date this City Note is executed and shall expire twenty (20)
years from the date the final Certificate of Occupancy is issued for the youth
facility to be constructed by the Join Hands-Save a Life organization, or the date
any portion of the property and/or improvements are sold or transferred, or
failure of the Borrower to operate a youth facility on the property consistent with
the requirements of permits governing the use of the facility and Borrower's
application to the City requesting financial assistance, whichever occurs first.
7. Amount and Time of Pavments. Unless the loan has been forgiven
according to Paragraph 9 below, the principal amount of this Note shall be due
and payable in full upon the first of the following to occur after the date of this
Note: (I) the date of the first sale or transfer of the Property, or (11) failure of the
Borrower to operate a youth facility on the Property consistent with the
requirements of permits governing the use of the facility and Borrower's
application to the City requesting financial assistance.
8. Deferral. Provided that the Borrower complies with the terms of the
Deed of Trust and the Agreement between the City and the Borrower for Federal
Community Development Block Grant Funds, the amount due and payable under
this Note shall be deferred until expiration of the agreement, or upon Borrower's
sale of the Property and/or related improvements, or upon failure of Subrecipient
to operate a facility for low and moderate income youths and teens consistent
with the requirements of the permits governing the use of the facility and
Subrecipient's application to the City for financial assistance from the CDBG
program, whichever occurs first.
9. Foraivable. The loan shall be forgivable upon expiration of the twenty
year term of the loan if the facility has been maintained and operated as a youth
facility consistent with the requirements of the permits governing the use of the
facility for the full term of the loan.
10. Acceleration. Upon the occurrence of a default under the
Subrecipient Agreement between the City and Borrower for Community
Development Block Grant Funds and Deed of Trust, and expiration of all
Join Hands Promissory Note 2 1 1/ 16/2000
applicable notice and cure periods (an "Event of Default"), the City shall have the
right to accelerate the Due Date of this Note and declare all of the unpaid
principal immediately due and payable. Any failure by the City to pursue its legal
and equitable remedies upon an Event of Default shall not constitute a waiver of
the City's right to declare an Event of Default and exercise all of its rights under
this City Note, the Subrecipient Agreement, and the Deed of Trust. Nor shall
acceptance by the City of any payment provided for herein constitute a waiver of
the City's right to require prompt payment of any remaining principal.
11. No Offset. Borrower hereby waives any rights of offset it now has or
may hereafter have against the City, its successors and assigns.
12. Waiver: Attornevs' Fees. Borrower and any endorsers or guarantors
of this City Note, for themselves, their heirs, legal representatives, successors
and assigns, respectively, severally waive diligence, presentment, protest, and
demand, and notice of protest, dishonor and non-payment of this City Note, and
expressly waive any rights to be released by reason of any extension of time or
change in terms of payment, or change, alteration or release of any security
given for the payments hereof, and expressly waive the right to plead any and all
statutes of limitations as a defense to any demand on this City Note or
agreement to pay the same, and jointly and severally agree to pay all costs of
collection when incurred, including reasonable attorneys' fees. If an action is
instituted on this City Note, the undersigned promises to pay, in addition to the
costs and disbursements allowed by law, such sum as a court may adjudge
reasonable as attorneys' fees in such action.
13. Manner and Place of Payment. All payments of principal due under
this City Note shall be payable in lawful money of the United States of America at
the office of the City of Carlsbad, Housing and Redevelopment Department,
2965 Roosevelt Drive, Suite 8, Carlsbad, California 92008, or such other
address as the City may designate in writing.
14. No Waiver bv the Citv. No waiver of any breach, default, or failure of
condition under the terms of this Note shall be implied from any failure of the City
to take action with respect to such breach, default or failure or from any previous
waiver of any similar or unrelated breach, default or failure.
15. Giving of Notices. Except for any notice required under applicable
law to be given in another manner, any notice to Borrower provided for in this
Note shall be sent certified mail, return receipt requested or express delivery
service with a delivery receipt, or personally delivered with a delivery receipt
obtained, and shall be deemed to be effective as of the date shown on the
delivery receipt as the date of delivery, the date delivery was refused, or the date
the notice was returned as undeliverable. Notices shall be directed as follows:
Borrower:
Attn: Executive Director
Join Hands-Save a Life
3528 Madison Street
Carlsbad, Ca. 92008
Join Hands Promissory Note 3 11/16/2000
Citv of Carlsbad:
Attn: Housing and Redevelopment Director
Housing and Redevelopment Department
2965 Roosevelt Street, Suite B
Carlsbad, Ca. 92008
The parties may subsequently change addresses by providing written notice of the
change in address to the other parties in accordance with this Section.
16. Joint and Several Obligations. This Note is the joint and several obligation
of all makers, sureties, guarantors and endorsers, and shall be binding upon them and
their successors and assigns.
17. Controlling Law. This Note shall be construed in accordance with and be
governed by the laws of the State of California.
18. Assignment by the City. The City may assign its right to receive the
proceeds under this Note to any person and upon notice to Borrower by the City all
payments shall be made to the assignee.
19. Invalid Provisions. If any one or more of the provisions contained in this
Note shall for any reason by held to be invalid, illegal or unenforceable in any respect,
then such provision or provisions shall be deemed severable from the remaining
provisions contained in this Note, and this Note shall be construed as if such invalid,
illegal or unenforceable provision had never been contained in this Note.
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Join Hands Promissory Note 4 11/16f2000
20. Entire Agreement. This Note (along with the Deed of Trust) sets forth the
entire understanding and agreement of the City and Borrower and any amendment,
alteration or interpretation of this Note must be in writing signed by both the City and
Borrower.
IN WITNESS WHEREOF the parties hereto have caused this Promissory Note to
be executed as of the day and year first written above.
BORROWER:
JOIN HANDS - SAVE A LIFE,
a California Non-Profit Corporation
Frank Anthony Sorino, President
Join Hands Promissory Note 5 1 1/ 16/2000
Description of attached document PfWmrr( b4-C
State of California )
County of San Diego 1
On NOV~~ 20,acX~ Before me, Gary S. Nessim, Notary Public, personally
appeared rWhp 11\$ GOT, 4 0 9
personally known to me (or proved to me on the basis of satisfactory evidence) to
be the person(s) whose name(s) is/- subscribed to the within instrument and
acknowledged to me that he/sh&&y executed the same in hisherkBir authorized
capacity(ies), and that by hisA”ksignature(s) on the instrument the person(s),
or the entity upon behalf of which the person(s) acted, executed the instrument.
WITNESS my hand and official seal.
Signature (Seal)
RECORDING REQUESTED BY:
City of Carlsbad
WHEN RECORDED MAIL TO:
City of Carlsbad
City Clerk's Office
Attn: City Clerk
1200 Carlsbad Village Drive
Carlsbad CA 92008
NOTE TO BORROWER: This Deed of Trust Contains Provisions Prohibiting Assumptions
DEED OF TRUST AND SECURITY AGREEMENT
THIS DEED OF TRUST AND SECURITY AGREEMENT ("Security Instrument") is made
on the 3O.k day of bWhbf , 2000, among Join Hands - Save a Life, a
non-profit corporation, ("Borrower") as trustor, and Lawyers Title Company, a California
corporation (Trustee"), and the City of Carlsbad, a municipal corporation ("the City''), as beneficiary.
The Borrower, in consideration of the promises herein recited and the trust herein created, irrevocably grants, transfers, conveys and assigns to the Trustee, in trust, with power of sale, the
property located in the City of Carlsbad, State of California, which has the address of
3215 Rm~vn r wand is further described in the attached Exhibit "A" (the "Propertf).
TOGETHER WITH all easements, appurtenances, and fixtures now or hereafter a part of
the property, all of which, including replacements and additions thereto, shall be deemed to be
and remain a part of the property covered by this Secuii Instrument; and,
TO SECURE to the City the repayment of the sums evidenced by a promissory note executed by the Borrower to the Crty dated 11- a'*oo , 2000 the principal sum Of three hundred twelve thousand, three hundred and seven dollars and eighty cents
($31 2,300.80) (the "Note").
TO SECURE to the City the payment of all other sums, with interest thereon, advanced in accordance herewith to protect this Security Instrument; and the performance of the covenants and agreements of Borrower herein contained; and,
TO SECURE the performance of any obligations of Borrower in apy other agreements with
respect to the financing of the Property, the failure of which would adversely affect Beneficiary, whether or not Beneficiary is a party to such agreements.
1 . .. . .. -
5799 DOC I- 2001-0021182
JeN 129 2001 2~03 PM
RECORDING REQUESTED BY:
City of Carlsbad
WHEN RECORDED MAIL TO:
City of Carlsbad '
City Clerk's Office
Atm: City Clerk 1200 Carlsbad Village Drive
Carlsbad, Ca. 92008 2001-0021182
(Space above for Recorder's Use)
AGREEMENT BETWEEN THE CITY OF CARLSBAD AND JOIN HANDS - SAVE A LIFE FOR
FEDERAL COMMUNITY DEVELOPMENT BLOCK GRANT FUNDS
THIS AGREEMENT, made and entered into as of this day of htn\nbW 30 2000
by and between the CITY OF CARLSBAD, a municipal corporation, hereinafter referred to as "City",
and JOIN HANDS - SAVE A LIFE, a non-profit corporation, hereinafter referred to as "Subrecipient".
RECITALS
WHEREAS, the City has applied for and received funds from the United States Government
under Title I of the Housing and Community Development Act of 1974, Public Law 93-383 as amended to fund eligible activities which benefit persons of low and moderate income; and,
WHEREAS, the City has the need to provide assistance to non-profit public service providers
who offer programs. activities and services to low and moderate income youths within the community;
and,
WHEREAS, the Subrecipient has been, and desires to continue, providing these services for low
and moderate income youths with assistance from the City and construction of a new youth facility; and,
WHEREAS, the Redevelopment Agency has approved the appropriate discretionary land use
permit and conducted an environmental review which resulted in issuance of a Negative Declaration for construction of the new Join Hands - Save a Life Youth Facility pursuant to the Guidelines for
Implementation of the California Environmental Quality Act; and,
WHEREAS, the U.S. Department of Housing and Urban Development has approved Annual
Consolidated Funding Strategies and Plans for Community Development Block Grant funds for the City
(hereinafter referred to as "Annual Consolidated Plans").
NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained
herein, City and Subrecipient agree as follows:
1. sz
For hogram Years 1995-96, 1996-97, 1997-98, 1998-99, and 1999-2000, the City of Carlsbad
1