HomeMy WebLinkAbout[04d] Revolving Loan Fund - Finken
4(d)
Council Agenda Item
MEETING DATE:
May 4, 2015
AGENDA ITEM:Requested Action:
Revolving Loan Fund: Authorize the Mayor
and Administrator to execute the Revolving Loan Fund Documents between the City of St. Joseph and
Alexis Properties, LLC for the renovations to property located at 14 College Ave N in the amount of $
12,000 and to approve a façade grant in the amount of $ 1,000.
BOARD/COMMISSION/COMMITTEE RECOMMENDATION:
PREVIOUS COUNCIL ACTION:
BACKGROUND INFORMATION:
BFA Grant: Tanya Finken (d.b.a. Sliced on College Ave). The EDA approved a $1,000 matching BFA
grant for Tanya Finken who will be doing business as “Sliced, on College Ave”. Finken recently
purchased the property at 14 College Avenue North, Suite 2, formerly Joe Town/Teli’s. Sliced will be an
eatery serving contemporary American food items and healthy, locally sourced items for dine in or take
out.
Proposed building improvements include installation of a large storefront window on College Avenue,
take-out window, new door, new lighting, signage, and perhaps installation of a window on the south side
of the building. Inside general updating of the dining area and improvement of the kitchen to catering
quality will be undertaken.
RLF Loan: Tanya Finken (d.b.a. Sliced on College Ave). The EDA reviewed a loan request from Tanya
Finken and a recommendation from the EDA Loan Review Committee. The EDA recommends the City
Council approve a loan in the amount of $12,000 to Finken for improvements at 14 College Avenue
North, Suite 2.
The final disbursement of funds will be contingent upon the EDA approving the transfers needed to fully
fund the proposal.
BUDGET/FISCAL IMPACT:
$ 1,000 from the revolving loan fund
$ 12,000 Loan, payable over 15 years
ATTACHMENTS:
Request for Council action
Loan Document
Development Information
REQUESTED COUNCIL ACTION:
Authorize the Mayor and Administrator to execute the
Revolving Loan Fund Documents between the City of St. Joseph and Alexis Properties, LLC for the
renovations to property located at 14 College Ave N in the amount of $ 12,000 and to approve a façade
grant in the amount of $ 1,000.
THIS PAGE INTENTIONALLY LEFT BLANK
AGREEMENT FOR LOAN
OF THE
ST. JOSEPH REVOLVING LOAN FUND
THIS AGREEMENT is made and entered into as the _____ day of May, 2015, by and between
the City of St. Joseph, hereinafter called "City," and Alexis Properties, LLC a Minnesota limited liability
company, "Developer".
RECITALS
WITNESSETH:
WHEREAS, the Developer have applied to the City of St. Joseph for a loan from the City’s
Revolving Loan Fund; and
WHEREAS, the City has approved a low-interest loan to Developer in the amount of $12,000.00
conditioned on Developer meeting certain obligations as set out in this agreement;
NOW, THEREFORE, it is agreed by and between the parties hereto as follows:
ARTICLE 1
DEFINITIONS
SECTION 1.1. DEFINITIONS. In this Agreement, unless a different meaning clearly appear from
the context:
1. CITY means the City of St. Joseph.
2. COLLATERAL PROPERTY means the real property located at 255 Waite Ave N, Waite Park,
Minnesota, legally described as:
Lot 1, Block 3, OAKDALE ADDITION, according to the plat thereof on file and of record in the
Office of the Stearns County Recorder.
3. DEVELOPER shall mean Alexis Properties, LLC, a Minnesota limited liability company.
4. DEVELOPMENT PROPERTY means the real property located at 14 College Ave N, City of St.
Joseph, Stearns County, Minnesota.
5. INITIAL DISBURSEMENT DATE means the date of the first disbursement of any Loan Proceeds
by the City to the Developer.
6. PROJECT shall mean the enlarging the front window on College Avenue, installing a window on
the south side of the building, installing a take-out window, painting the brick façade, interior
painting, new flooring and signage on the Development Property.
7. SECURITY means a mortgage against the Collateral Property.
ARTICLE 2
FINANCING FOR PROJECTS
SECTION 2.1. PROJECT FINANCING. The Developer represent that it needs the funds in order
to implement the Project, and that it seeks a low interest loan from the City to implement the Project.
Alexis Properties, LLC | Loan Agreement 1
SECTION 2.2. DEVELOPER'S EQUITY AND OTHER FINANCING. The Developer shall commit
$45,000 in other financing to be used for the completion of the Development Project.
.
SECTION 2.3, RLF LOAN The City has created a special fund called the Revolving Loan Fund
(RLF), which will provide $12,000.00 in financing for the project.
ARTICLE 3
LOAN TERMS AND CONDITIONS
SECTION 3.1. BASIC LOAN TERMS. The principal amount of the loan by the City to the
Developer shall be in the amount of $12,000.00. The loan shall bear interest at rates shown in Section 5.4
below and shall be repaid according to the promissory note, attached hereto as Exhibit B and
incorporated by this reference.
SECTION 3.2. PREPAYMENT. Prepayment of the entire loan balance may occur at any time
during the loan without penalty.
SECTION 3.3. ASSIGNMENT. Developer shall not assign their rights or interests or any part
therein or their rights or interests in this Loan Agreement, or any part thereof.
SECTION 3.4. SECURITY. The Developer shall provide the following security for the loan: a first
mortgage interest in the Collateral Property in the form of Exhibit A. The Developer acknowledges and
agrees that the security is given for good and adequate consideration for this Loan.
ARTICLE 4
DEFAULT
SECTION 4.1. DEFAULT. The Developer shall be in default under this Contract upon the
happening of any of the following events:
(a) the Developer fails to pay when due any amount payable on the Loan and such
nonpayment is not remedied within ten (10) business days after written notice thereof to
the Developer by the City;
(b) the Developer is in breach of any material obligation or agreement under this Agreement,
the Mortgage or the Promissory Note (Exhibit B) (other than nonpayment of any amount
payable on the Loan) and remains in breach for thirty (30) business days after written
notice thereof to the Developer by the City; provided, however, that if such breach shall
be incapable of being reasonably cured within such thirty (30) business days after notice,
and if the Developer commences and diligently prosecutes the appropriate steps to cure
such breach, no default shall exist so long as the Developer is proceeding to cure such
breach;
(c) if any material covenant, warranty, or representation of the Developer shall prove to be
untrue in any material respect, provided such covenant, warranty or representation of the
Developer remains untrue in any material respect for thirty (30) business days after
written notice thereof to the Developer by the City; provided, however, that if such untruth
shall be incapable of being reasonably corrected within such thirty (30) business days
after notice, and if the Developer commences and diligently prosecutes the appropriate
Alexis Properties, LLC | Loan Agreement 2
steps to correct such untruth, no default shall exist so long as the Developer is so
proceeding to correct such untruth;
(d) the Developer, on or after the Initial Disbursement Date, fail to pay its debts as they
become due, makes an assignment for the benefit of its creditors, admits in writing its
inability to pay its debts as they become due, files a petition under any chapter of the
Federal Bankruptcy Code or any similar law, state or federal, now or hereafter existing,
becomes "insolvent" as that term is generally defined under the Federal Bankruptcy
Code, files an answer admitting insolvency or inability to pay its debts as they become
due in any involuntary bankruptcy case commenced against it, or fails to obtain a
dismissal of such case within sixty (60) days after its commencement or convert the case
from one chapter of the Federal Bankruptcy Code to another chapter, or be the subject of
an order for relief in such bankruptcy case, or be adjudged a bankrupt or insolvent, or has
a custodian, trustee, or receiver appointed for it, or has any court take jurisdiction of its
property, or any part thereof, in any proceeding for the purpose of reorganization,
arrangement, dissolution, or liquidation, and such custodian, trustee, or receiver is not
discharged, or such jurisdiction is not relinquished, vacated, or stayed within sixty (60)
days of the appointment;
(e) a final judgment is entered against the Developer that the City reasonably deems will
have a material, adverse impact on the Developer’s ability to comply with the Developer’s
obligations under this Agreement;
(f) the Developer merges or consolidates with any other entity without the prior written
approval of the City, which consent the City will not unreasonably withhold;
(g) there is a loss, theft, substantial damage, or destruction of all or any part of the Collateral
that is not remedied to the City's satisfaction within sixty (60) business days after written
notice thereof by the City to the Developer.
SECTION 4.2. REMEDIES UPON DEFAULT.
(a) In the event of a default and the failure to cure it in the time allotted therefore, the City
shall have the right at its option and without demand or notice, to declare all or any part of
the loan including but not limited to declaring the promissory note immediately due and
payable, and/or foreclosing the mortgage; and in addition to the rights and remedies
granted hereby, the City may exercise all of the rights and remedies of the City under the
Uniform Commercial Code or any applicable law.
(b) All of City’s rights and remedies shall be cumulative and may be exercised individually or
concurrently. An election to pursue any particular remedy shall not exclude the City’s
right to pursue another remedy, until such time as the City is made whole. No course of
dealing between the City and the Developer or any failure or delay by the City in
exercising any right or remedy hereunder, shall operate as a waiver of any of the City’s
rights or remedies. No single or partial exercise of any right or remedy shall operate as a
waiver or preclude the exercise of other rights or remedies.
ARTICLE 5
LOAN DISBURSEMENT PROVISIONS
SECTION 5.1. DISBURSEMENT OF LOAN FUNDS. Loan disbursements not to exceed the
amount of $12,000.00 shall be for the Project. The loan funds shall be disbursed to Developer upon the
Alexis Properties, LLC | Loan Agreement 3
signed execution of this agreement, the Promissory Note and Mortgage, in accordance with this
agreement.
SECTION 5.2. PROJECT TIME FRAME (SCHEDULE). The Developer shall complete the Project
by December 31, 2015 unless an extension of the project time frame is approved by the City.
SECTION 5.3. LOAN TERMS. The term of the Loan shall be five (5) years, commencing as of the
Initial Disbursement Date. The Loan shall bear interest at a rate of Three percent (3%) per annum and
interest shall commence to accrue as of the Initial Disbursement Date.
SECTION 5.4. LOAN REPAYMENTS SCHEDULE. Payments of principal and interest shall
commence on the fifteenth day of the month immediately following the Initial Disbursement Date, and
shall continue on the fifteenth day of each and every month thereafter until paid in full. Such payments
shall fully amortize the Loan over five (5) years; provided, however, the entire remaining unpaid balance
th
of principal and interest shall be due and payable in full on the first day of the sixtieth (60) month
following the Initial Disbursement Date.
SECTION 5.5. ADVERSE CHANGE. If there has been any adverse material change in the
Developer’ financial conditions, organization, operations, or its ability to repay the project financing, the
City may withhold disbursement of funds until such time as the City receives such financial information
and assurances acceptable to the City that Developer will be able to repay the loan.
ARTICLE 6
PROVISION OF EVIDENTIARY MATERIAL REQUIREMENT
SECTION 6.1. The Developer must provide the City with necessary documentation that the RLF
loan proceeds have been used for the items and purposes stated in the RLF application.
ARTICLE 7
NONDISCRIMINATION
SECTION 7.1. NONDISCRIMINATION. The provisions of Minnesota Statutes, Section 181.59,
which relate to civil rights and discrimination, shall be considered a part of this Agreement as though
wholly set forth herein.
ARTICLE 8
DEVELOPER’S ACKNOWLEDGEMENTS, REPRESENTATIONS, AND WARRANTS
SECTION 8.1. ACKNOWLEDGEMENTS. The Developer acknowledges that the City is loaning its
funds from its Revolving Loan Fund.
The Developer further acknowledge that the Developer have made certain representations and
statements as to those activities of the Project to be carried out and completed by the Developer.
The Developer acknowledges that nothing contained in this Agreement, nor any act of the City
shall be deemed or construed to create any relationship of third-party beneficiary, principal and agent,
limited or general partnership, or joint venture.
SECTION 8.2 REPRESENTATIONS AND WARRANTIES. Developer warrants and represents, in
connection with the Loan hereunder and for the benefit of the City, that:
Alexis Properties, LLC | Loan Agreement 4
(a) The Developer acknowledges that the City, in selecting the Developer as recipient of
revolving loan funds, relied in material part upon the assured completion of the Project to
be carried out by the Developer, and the Developer assures the City that said Project will
be carried out by the Developer.
(b) The Developer warrants that to the best of its knowledge, it has obtained all federal,
state, and local governmental approvals, reviews, and permits required by law to be
obtained in connection with the Project.
(c) The Developer warrants that it shall keep and maintain books, records and other
documents relating directly to the receipt and disbursements of revolving loan proceeds
and that any duly authorized representative of the City shall, at all reasonable times, have
access to and the right to inspect, copy, audit, and examine all such books, records and
other documents of the Developer necessary to determine compliance with this
agreement until the conclusion of all issues arising out of this loan.
(d) The Developer warrants that it has fully complied with all applicable state and federal
laws pertaining to its business and will continue said compliance throughout the terms of
this Agreement. If at any time notice of noncompliance is received by the Developer, it
agrees to take any action to comply with the State and Federal law in question.
(e) The Developer warrants that the $12,000.00 loan, which is the subject of this agreement,
is necessary for the successful completion of the improvements to the Development
Property.
(f) The Developer warrants that the Developer is the owner of the Collateral Property, free
of all security interests, liens and encumbrances and that Developer shall not permit any
security interest, lien or encumbrance, to attach to the Collateral Property without the
prior written consent of the City; and shall defend the Collateral Property against the
claims and demands of all persons and entities other than the City, and shall promptly
pay all taxes, assessments and other government charges upon or against the Collateral
Property.
ARTICLE 9
OTHER SPECIAL CONDITIONS
SECTION 9.1. WORKERS COMPENSATION INSURANCE. Developer has obtained worker’s
compensation insurance as required by Minnesota Law.
SECTION 9.2. PAYMENT OF CITY’S COSTS. Developer shall pay reasonable attorney’s fees
incurred in preparing all documentation related to this loan and all other costs incurred by the City in
processing this loan request.
SECTION 9.3. BUSINESS WITH THE STATE OF MINNESOTA/STATE TAX LAWS. The
Developer is required by Minnesota Law to provide its Minnesota tax identification number if it does
business with the State of Minnesota. This information may be used in the enforcement of Federal and
State tax laws. Supplying these numbers could result in an action to require the Developer to file State
tax returns and pay delinquent State tax liabilities. This Agreement will not be approved unless these
numbers are provided. These numbers will be available to Federal and State tax authorities and State
personnel involved in the payment of State obligations.
Alexis Properties, LLC:
Minnesota Tax ID: _______________________
Alexis Properties, LLC | Loan Agreement 5
Federal Employer ID: _______________________
SECTION 9.4. EFFECT ON OTHER AGREEMENTS. Nothing in this Agreement shall be
construed to modify any term of any other agreement to which the City and the Developer are parties.
SECTION 9.5. RELEASE AND INDEMNIFICATION COVENANTS. Except for any breach of the
representations and warranties of the City or the negligence or other wrongful act or omission of the
following named parties, the Developer agrees to protect and defend the City and the governing body
members, officers, agents, servants, and employees thereof, now and forever, and further agrees to hold
the aforesaid harmless from any claim, demand, suit, action, or other proceeding whatsoever by any
person or entity whatsoever arising or purportedly arising from the Project and the Developer's activities
on the Development Property.
SECTION 9.6. MODIFICATIONS. This Agreement may be modified solely through written
amendments hereto executed by the Developer and the City.
SECTION 9.7. NOTICES AND DEMANDS. Any notice, demand, or other communication under
this Agreement by either party to the other shall be sufficiently given or delivered only if it is dispatched by
registered or certified mail, postage prepaid, return receipt requested, or delivered personally:
(a) as to the City: City of St. Joseph EDA
ATTN: Judy Weyrens, City Administrator
25 College Avenue North, PO Box 668
St. Joseph, MN 56374
(b) as to the Developer: Alexis Properties, LLC
303 College Ave N
PO Box 73
St. Joseph, MN 56374
or at such other address with respect to any party as that party may, from time to time, designate in
writing and forward to the others as provided in this Section 9.7.
SECTION 9.8. CONFLICT OF INTERESTS; REPRESENTATIVES NOT INDIVIDUALLY LIABLE.
No officer or employee of the City may acquire any financial interest, direct or indirect, in this Agreement,
the Project or in any contract related to the Project. No officer, agent, or employee of the City shall be
personally liable to the Developer or any successor in interest in the event of any default or breach by the
City or for any amount that may become due to the Developer or on any obligation or term of this
Agreement.
SECTION 9.9. BINDING EFFECT. The covenants and agreements in this Agreement shall bind
and benefit the heirs, executors, administrators, successors, and assigns of the parties to this Agreement.
SECTION 9.10. TITLES OF ARTICLES AND SECTIONS. Any titles of the several parts, Articles,
and Sections of this Agreement are inserted only for convenience of reference and shall be disregarded
in construing or interpreting any of its provisions.
SECTION 9.11. COUNTERPARTS. This Agreement may be executed in any number of
counterparts, each of which shall constitute one and the same instrument.
SECTION 9.12. CHOICE OF LAW AND VENUE. This Agreement shall be governed by and
construed in accordance with the laws of the state of Minnesota without regard to its conflict of laws
provisions. Any disputes, controversies, or claims arising out of this Agreement shall be heard in the state
or federal courts of Minnesota, and all parties to this Agreement waive any objection to the jurisdiction of
these courts, whether based on convenience or otherwise.
Alexis Properties, LLC | Loan Agreement 6
SECTION 9.13. WAIVER. The failure or delay of any party to take any action or assert any right
or remedy, or the partial exercise by any party of any right or remedy shall not be deemed to be a waiver
of such action, right, or remedy if the circumstances creating such action, right, or remedy continue or
repeat.
SECTION 9.14. ENTIRE AGREEMENT. This Agreement, with the exhibits hereto, constitutes the
entire agreement between the parties pertaining to its subject matter and it supersedes all prior
contemporaneous agreements, representations, and understandings of the parties pertaining to the
subject matter of this Agreement.
SECTION 9.15. SEPARABILITY. Wherever possible, each provision of this Agreement and each
related document shall be interpreted so that it is valid under applicable law. If any provision of this
Agreement or any related document is to any extent found invalid by a court or other governmental entity
of competent jurisdiction, that provision shall be ineffective only to the extent of such invalidity, without
invalidating the remainder of such provision or the remaining provisions of this Agreement or any other
related document.
SECTION 9.16. IMMUNITY. Nothing in this Agreement shall be construed as a waiver by the
City of any immunities, defenses, or other limitations on liability to which the City is entitled by law,
including but not limited to the maximum monetary limits on liability established by Minnesota Statutes,
Chapter 466.
IN WITNESS WHEREOF, the City and Developer have caused this Agreement to be duly
executed in their names and on their behalf as of the date first above written.
THECITY OF ST. JOSEPH
_____________________________
Richard Schultz, Mayor
______________________________
Judy Weyrens, City Administrator
ALEXIS PROPERTIES, LLC
______________________________
By: Tanya Finken
Its: President
State of Minnesota )
) s.s.
County of Stearns )
The foregoing instrument was acknowledged before me this ______ day of May, 2015 by Richard Schultz
as Mayor and Judy Weyrens as City Administrator of the City of St. Joseph.
_________________________________
Notary Public
Alexis Properties, LLC | Loan Agreement 7
State of Minnesota )
) s.s.
County of Stearns )
The foregoing instrument was acknowledged before me this _______ day of May, 2015 by Tanya Finken
as President of Alexis Properties, LLC, a Minnesota limited liability company.
_________________________________
Notary Public
Alexis Properties, LLC | Loan Agreement 8
EXHIBIT A
_____________________________________________________________________
MORTGAGE
Date: May ___, 2015
Alexis Properties, LLC, a Minnesota limited liability company ("Mortgagor"), hereby
MORTGAGES AND WARRANTS unto The City of St. Joseph, a Minnesota public body
corporate and politic, ("Mortgagee"), in consideration of the sum of Twelve Thousand and
NO/100 Dollars ($12,000.00) and other sufficient consideration, receipt of which is hereby
acknowledged, the following described real estate situated in Stearns County, Minnesota to-wit:
Lot 1, Block 3, OAKDALE ADDITION, according to the plat thereof on file and of
record in the Office of the Stearns County Recorder
together with all easements, hereditaments, and appurtenances thereunto now or hereafter
belonging or in any way appertaining, all building and other structures now or hereafter situated
thereon, all fixtures now or hereafter affixed thereto and the rents, issues and profits thereof (all
of which is hereinafter referred to as the "Mortgaged Property").
The foregoing shall secure the payment, promptly when due, of:
1. A certain promissory note ("Note") dated May ____, 2015, in the principal
sum of Twelve Thousand and No/100 Dollars ($12,000.00), made by Alexis Properties,
LLC, to the order of the Mortgagee, bearing interest on said principal sum at the rate or
rates set out therein and payable as provided therein.
2. All Advances made by the Mortgagee for the account of the Mortgagor
hereunder, together with interest as provided in this Mortgage;
3. Any and all attorneys' fees and costs incurred in the collection of the
indebtedness secured hereby;
4. All indebtedness (including interest and attorneys' fees and costs of
collection) now or hereafter owing by Alexis Properties, LLC, to the Mortgagee (but this
provision shall not be deemed to obligate the Mortgagee to advance additional sums to
Alexis Properties, LLC);
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5. The faithful performance by Alexis Properties, LLC, of all covenants and
obligations undertaken by them in the Note, and by the Mortgagor in any other security
instrument which may be given by Mortgagor to the Mortgagee from time to time as
additional security for the indebtedness evidenced by the Note. All of the foregoing
instruments (including when the context requires, the Note and Mortgage) are
collectively referred to herein as the "Loan Documents."
ARTICLE I
MORTGAGOR'S COVENANTS AND WARRANTIES
Mortgagor hereby covenants, warrants and agrees as follows:
1.01 Payment of Note. Alexis Properties, LLC will pay the principal and interest and all
other sums coming due with respect to the Note, this Mortgage or any of the Loan Documents
at the time and place and in the manner specified in and according to the terms thereof.
1.02. Title. Mortgagor warrants that they have good and marketable title to an
indefeasible fee simple estate in the Mortgaged Property and that this Mortgage shall constitute
a second mortgage/lien interest in the Mortgaged Property; that Mortgagor has full power and
authority to mortgage the Mortgaged Property in the manner and form herein done; that this
Mortgage is and shall remain a valid and enforceable lien on the Mortgaged Property; that the
Mortgagor will preserve its title and interest in and to the Mortgaged Property and shall forever
warrant and defend the same and will warrant and defend the validity and priority of the lien of
the Mortgagee thereon forever against all claims and demands of all persons whomsoever.
1.03 Maintenance and Repair. Mortgagor shall, at its cost and expense, keep the
Mortgaged Property in good operating condition and repair and shall not commit or permit any
waste thereof. Mortgagor shall make all repairs, replacements, renewals, additions and
improvements and shall restore promptly and in a good, workmanlike manner any part of the
Mortgaged Property which may be damaged or destroyed and pay when due all costs incurred
therefor. The Mortgagor shall not remove or demolish any of the Mortgaged Property, or
materially alter the Mortgaged Property without the prior written consent of the Mortgagee,
which consent shall not be unreasonably withheld. The Mortgagor shall permit the Mortgagee
or its agents the opportunity to inspect the Mortgaged Property, including the interior of any
structures, at any reasonable time.
1.04. Compliance with Laws. The Mortgagor shall comply with all laws, ordinances,
regulations, covenants, conditions, restrictions, agreements and easements affecting the
Mortgaged Property or the operation thereof and shall pay all fees and charges of any kind in
connection therewith.
1.05. Insurance.
(a) The Mortgagor shall provide, maintain and keep in force a policy of
commercial liability insurance on the Mortgaged Property insuring against liability for
personal injury or death or damage or destruction of personal property in an amount no
less than $1,000,000.00.
If the Mortgagor shall fail to provide insurance and evidence thereof as required
hereby, the Mortgagee may obtain it at the Mortgagor's cost and expense. Any amounts
paid by the Mortgagee for any such policy shall be treated as an Advance.
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1.06. Condemnation. The Mortgagor, immediately upon obtaining knowledge of the
institution of any proceeding for the taking of the Mortgaged Property or any portion thereof
under the power of eminent domain, shall notify the Mortgagee of the pendency thereof. The
Mortgagee may, at its option, appear in and prosecute, in its own name, any action or
proceeding, or make any compromise or settlement in connection with such proceeding, and the
Mortgagor hereby appoints the Mortgagee as its true and lawful attorney for such purposes,
such power being coupled with an interest. After deducting therefore all of its expenses,
including attorneys' fees, the Mortgagee may elect, in its sole discretion and notwithstanding the
fact that the security given hereby may not be impaired by a partial condemnation, to apply any
part or all of the proceeds of the award, in such order as the Mortgagee may determine, in
reduction of the indebtedness secured hereby whether due or not. Any application of all or a
portion of the proceeds of any such award to the indebtedness shall not cure or waive any
default hereunder or invalidate any act done pursuant to any notice of default. Mortgagor
agrees to execute such further assignments of any compensation, award, damages, right of
action and proceeds as the Mortgagee may require.
1.07. Liens and Encumbrances. The Mortgagor shall pay when due all obligations,
claims or demands which, if unpaid might result in, or permit the creation of any lien or
encumbrance on the Mortgaged Property including without limitation, all claims of mechanics,
materialmen, laborers or others for work or labor performed or materials or supplies furnished in
connection with any work upon the Mortgaged Property.
Notwithstanding the foregoing, the Mortgagor shall have the right to contest in good faith
the validity of any such claim, provided the Mortgagor shall first deposit with the Mortgagee a
bond or other security satisfactory to the Mortgagee in such amounts as the Mortgagee shall
reasonably require, but not more than one and one-half (1 1/2) times the amount of the claim
plus costs, expenses (including attorneys' fees) and interest or, in lieu thereof, shall provide a
lien release bond and provided further that the Mortgagor shall thereafter diligently proceed to
cause such lien to be removed and discharged. If the Mortgagor shall fail to discharge any such
lien or provide such bond or other security, then, in addition to any other right or remedy of the
Mortgagee, the Mortgagee may, but shall not be obligated to, discharge the same, either by
paying the amount claimed to be due or by procuring the discharge of such lien by depositing in
court a bond for the amount claimed or otherwise giving security for such claim in such manner
as is or may be prescribed by law. Any such amount so expended by the Mortgagee shall be
treated as an Advance under Section 1.13.
1.08. Taxes, Assessments and Utility Charges. The Mortgagor shall pay before any
penalty for nonpayment attaches, all property taxes and assessments, water charges, sewer
service charges and all other charges against the Mortgaged Property. The Mortgagor shall
deliver to the Mortgagee copies of all official receipts showing payment of all real and personal
property taxes and assessments levied against the Mortgaged Property within thirty (30) days of
the date on which taxes and assessments were due. The Mortgagor shall furnish the
Mortgagee other such official receipts evidencing payment thereof within thirty (30) days of a
written request therefore from the Mortgagee.
1.09. Indemnification. The Mortgagor shall defend any suit, action or proceeding that
might in any way, in the reasonable judgment of the Mortgagee, affect the value of or title to the
Mortgaged Property or the rights and powers of the Mortgagee with respect thereto;
PROVIDED, HOWEVER, that without the prior written consent of the Mortgagee, the
Mortgagors shall have no power to settle, compromise or confess any judgment or claim which
may affect the Mortgagee and the lien granted hereby. Mortgagor shall, at all times, indemnify,
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defend and hold harmless (and on demand reimburse the Mortgagee) for any and all loss,
damage, expense or cost, including costs of attorneys' fees, arising out of or incurred in
connection with any such suit. The amount of such expenditures shall be secured by this
Mortgage, shall accrue interest at the Rate in the Note and shall be due and payable on
demand.
1.10. Sale or Encumbrance Prohibited. Mortgagor specifically acknowledges that in
order to induce the Mortgagee to make the loan secured hereby, the Mortgagor agrees that if
the Mortgaged Property or any part thereof or any interest therein, or if the beneficial interest of
Mortgagor or any part thereof shall be sold, assigned, transferred, conveyed, pledged,
mortgaged or encumbered (or should the Mortgagor enter into a contract to do any of the
foregoing) , or if otherwise alienated by the Mortgagor, or by any person or other entity having
any power of direction over or having any part of the beneficial interest of Mortgagor, voluntarily
or involuntarily or by operation of law, unless herein permitted, without the written consent of the
Mortgagee, then Mortgagee, at its option, may declare the Note and all other obligations
hereunder to be immediately due and payable. Except as otherwise specifically provided
herein, any change in the legal or equitable ownership (including, without limitation, the
beneficial interest, any partnership interest or any shares of the stock in Mortgagor) of the
Mortgaged Property, whether or not of record, shall be deemed a transfer of interest in the
Mortgaged Property. The transfer of an interest in the Mortgaged Property or in the beneficial
interest may materially alter and reduce the Mortgagee's security for the indebtedness secured
hereby.
1.11. Replacements and Substitutions. All right, title and interests of the Mortgagor in
and to all extensions, improvements, betterments, renewals, substitutes and replacements of
the Mortgaged Property hereafter acquired by the Mortgagor or constructed, assembled or
placed by the Mortgagor on the Mortgaged Property, immediately upon such acquisition or
construction, without any further conveyance or assignment by the Mortgagor, shall become
subject to the lien of this Mortgage as fully and completely and with the same effect and with the
same priority as the lien of this Mortgage has with respect to all other property secured
hereunder.
1.12. Security Agreement. This Mortgage shall also constitute a security agreement as
that term is defined in Article 9 of the Uniform Commercial Code with respect to all of those
portions of the Mortgaged Property which constitute personal property or fixtures governed by
Article 9 of the Uniform Commercial Code. The Mortgagor hereby agrees to execute and
deliver on demand and hereby irrevocably constitutes and appoints the Mortgagee as its
attorney-in-fact to execute, deliver and, if appropriate, file with the appropriate filing officer or
office such financing statements or other instruments as the Mortgagee may request or require
in order to perfect its lien or security interest.
1.13. Advances. If the Mortgagor shall fail to perform any of the covenants herein
contained or contained in any other Loan Document, the Mortgagee may, but without obligation
to do so, pay any and all amounts necessary to cause the same to be performed on behalf of
Mortgagor and all sums so expended by the Mortgagee, including, but not limited to payment of
taxes, insurance premiums, lien payments, assessments or other expenses to preserve, protect
or operate the Mortgaged Property or any part thereof (or the lien of this Mortgage) in
connection with any foreclosure, receivership or otherwise, shall be secured by the lien of this
Mortgage. Each such payment is collectively referred to in this Mortgage as an "Advance." The
Mortgagor shall repay the Mortgagee on demand for each Advance and the amount of each
Advance shall accrue interest at the Rate in the Note, from the date of each advance until paid
12
to the Mortgagee. Nothing herein contained shall prevent any such failure to perform on the part
of the Mortgagor from constituting an Event of Default as defined herein.
1.14. Time. Mortgagor agrees that time is of the essence hereof in connection with all
of the obligations of the Mortgagor herein, in the Note and in the other Loan Documents.
1.15. Estoppel Certificates. The Mortgagor within ten (10) days after written request
therefore, shall furnish to the Mortgagee a duly acknowledged written statement setting forth the
amount of the debt secured by this Mortgage and stating that either no setoffs or defenses exist
against the mortgage debt, or, if such setoff of defenses are alleged to exist, the nature thereof.
1.16. Compliance with Covenants. The Mortgagor warrants that it is not in violation of
any covenant, condition or restriction regarding the ownership, use or occupancy of the
Mortgaged Property and that the use of the Mortgaged Property by the Mortgagor does not
constitute a violation of any such covenant, condition or restriction. If the Mortgagor shall fail to
perform any obligations set forth in any covenant, condition or restriction, the Mortgagee may,
but shall not be obligated to do so, pay any and all amounts necessary to cause the same to be
performed on behalf of the Mortgagor, and all sums so expended by the Mortgagee shall be
secured by the lien of this Mortgage and shall be an Advance under the terms hereof.
ARTICLE II
DEFAULT
2.01. Events of Default. The occurrence of any one or more of the following shall be
deemed to be an event of default (an "Event of Default") hereunder:
a. Failure by Mortgagor to pay in full on or before the Maturity Date, as that
term is defined in the Note, all amounts due and payable under the Note, this Mortgage
and each and every Loan Document. It is expressly agreed that such failure shall
constitute an Event of Default without any requirement that any notice of such failure be
given.
b. Failure by Mortgagor to make any monthly payment when due in
accordance with the terms of the Note or this Mortgage.
c. Occurrence of a non-monetary default under the terms of the Note, this
Mortgage, any Loan Document or any other document executed in connection herewith.
d. If any warranty, representation or disclosure made by the Mortgagor to
the Mortgagee proves to be materially false or misleading on the date on which it was
made, whether or not the warranty, representation or disclosure appears in this
Mortgage, or any Loan Document or any document or information provided to the
Mortgagee to be used in determining whether or not to make the loan evidenced by the
Note.
e. Institution of foreclosure or other proceedings to enforce any mortgage
lien, security interest, judgment lien or any other lien or encumbrances of any kind upon
the Mortgaged Property or any portion thereof.
f. Should the Mortgagor:
13
(i) file a petition in voluntary bankruptcy or for reorganization pursuant to
Chapters 7, 11 or 13 of the United States Bankruptcy Code or any similar law,
state or federal, whether now or hereafter existing (hereinafter referred to as
"Bankruptcy Proceeding"); or
(ii) file any answer admitting insolvency or inability to pay its debts; or
(iii) fail to obtain a vacation or stay of any involuntary Bankruptcy
Proceeding within the forty-five (45) day period from the date of filing specified in
the Note; or
(iv) be adjudicated a bankrupt or declared insolvent in any Bankruptcy
Proceeding; or
(v) have a trustee or receiver appointed to take possession of its
property, or major part thereof, in any involuntary proceeding for the purpose of
reorganization, arrangement, liquidation if such trustee or receiver shall not be
discharged or if jurisdiction shall not be relinquished, vacated or stayed, on
appeal or otherwise, within sixty (60) days; or
(vi) make an assignment for benefit of its creditors; or
(vii) admit in writing its inability to pay its debts generally as they
become due.
g. Voluntary or involuntary termination or suspension of the business of the
Mortgagor or the attachment or seizure of a substantial part of the Mortgagor’s assets or
any portion of the Mortgaged Property.
h. Any other event which under the Note, this Mortgage or other Loan
Document constitutes a default or gives the Mortgagee the right to accelerate the
maturity of the indebtedness.
ARTICLE III
REMEDIES
Upon the occurrence of any Event of Default, if not cured within the time, if any,
permitted in the Note, Mortgagee shall have the following rights and remedies:
3.01. Acceleration of Maturity. Mortgagee may declare the entire balance of the Note
then outstanding and all other obligations of the Mortgagor hereunder to be immediately due
and payable and upon such declaration the principal of the Note and accrued and unpaid
interest and all other amounts to be paid under the Note, this Mortgage or any other Loan
Document shall become immediately due and payable, anything in the Note, this Mortgage or
the Loan Documents to the contrary notwithstanding.
3.02. Judicial Remedies. The Mortgagee may, commence an action to foreclose this
Mortgage in any court of competent jurisdiction or to sell the Property at public auction and
convey the same to the Mortgagee in fee simple in accordance with the statute, and out of the
monies arising from such sale to retain all sums secured thereby, with interest and all legal
costs and charges of such foreclosure and the maximum attorneys' fees permitted by law, which
costs, charges, and fees Mortgagor agrees to pay and to enforce any of the covenants and
14
agreements contained herein and to take such steps to protect and enforce its rights hereunder
by specific performance, an action for damages, or for the enforcement of any other appropriate
legal or equitable remedy available to mortgagees generally. In such event, it is agreed that in
such foreclosure action, the Mortgagee shall be entitled to the appointment, ex parte and
without notice of a receiver to take possession of the real estate and to receive and collect the
income, rents, issues and profits thereof and to lease the same if it is not then under lease.
Such receiver may enter into and upon all or any part of the Mortgaged Property and
may exclude the Mortgagor, its agents and servants wholly therefrom and may use, operate,
manage and control the Mortgaged Property and conduct the business thereof, either personally
or by managers and agents. The receiver may from time to time maintain and restore the
Mortgaged Property, or any part thereof, may insure the same, may make all necessary or
proper repairs, renewals or replacements and such alterations, betterments and improvements
as it may deem advisable. The receiver shall have right to manage and operate the Mortgaged
Property and to carry on the business thereof and to exercise all rights and powers with respect
thereto as it shall deem proper.
The foregoing remedies shall be in addition to all other remedies available to the
Mortgagee, at law or in equity. Failure of the Mortgagee to exercise any remedy available to it
in the event of a default shall not be deemed a waiver of any repeated or continued default.
3.03. Remedies Cumulative. No remedy conferred upon the Mortgagee hereunder is
intended to be exclusive of any other remedy herein or by law provided, but each shall be
cumulative and be in addition to every other remedy given hereunder or now or hereafter
existing at law or in equity. No delay or omission by the Mortgagee to exercise any right or
power accruing upon any Event of Default shall impair any right or power or shall be construed
to be a waiver of any Event of Default or any acquiescence therein; and every power and
remedy given by this Mortgage to the Mortgagee may be exercised from time to time as often as
may be deemed expedient by the Mortgagee. If there exists additional security for the
performance of the obligations secured hereby, the holder of the Note, at its sole option, and
without limiting or affecting any of the rights or remedies hereunder, may exercise any of the
rights and remedies to which it may be entitled hereunder either concurrently with whatever
rights it may have in connection with such other security or in such order as it may determine.
ARTICLE IV
MISCELLANEOUS
4.01. Non-Waiver. By accepting payment of any sums secured hereby after its due
date or late performance of any obligation secured hereby, Mortgagee shall not waive its right
against any person obligated directly or indirectly hereunder or on any indebtedness hereby
secured, either to require prompt payment when due of all other sums so secured or to declare
a default for failure to make payment except as to such payment accepted by the Mortgagee.
No exercise of any right or remedy by the Mortgagee hereunder shall constitute a waiver of any
other right or remedy herein contained or provided by law.
No delay or omission by the Mortgagee in the exercise of any right or remedy accruing
hereunder or arising otherwise shall impair any such right or remedy or be construed to be a
waiver of any default or acquiescence therein.
Receipts of rents of any other monies pursuant to the terms of this Mortgage or any
other of the Loan Documents shall not constitute a waiver of the Mortgagee's right of
foreclosure in the event of a default.
15
4.02. Release, Extension or Modification. Without affecting the liability of any other
person liable for any indebtedness referred to herein, and without affecting the lien or priority of
the Mortgage on any property not released, the Mortgagee may, without notice, release any
person so liable, extend the maturity or modify the terms of the Note, this Mortgage or any Loan
Document, or grant other indulgences, or release or re-convey at any time all or any part of the
Mortgaged Property; or take or release any other security; or make compositions or other
arrangements with debtors. Mortgagee may also accept additional security, either concurrently
herewith or hereafter, and sell the same or otherwise realize thereon, either before, concurrently
with or after sale hereunder.
4.03. Protection of Security. Should the Mortgagor fail to make any payment or to
perform any covenant as herein provided, Mortgagee may, but shall not be required to: (i) make
or do the same in such manner and to such extent as the Mortgagee may deem necessary to
protect the security hereof and is authorized to enter upon the Mortgaged Property for such
purposes; (ii) commence, appear in and defend any action or proceeding purporting to affect the
security hereof or the rights or powers of the Mortgagee; or (iii) pay, purchase, contest or
compromise any encumbrance, charge or lien which in the judgment of the Mortgagee is prior or
superior hereto and, in exercising any such power, incur any liability and expend whatever
amounts in its sole discretion it may deem necessary therefore, including reasonable attorneys'
fees. Any expenditures in connection therewith shall be deemed an Advance and shall
constitute part of the indebtedness secured by this Mortgage.
4.04. Construction. The headings of each article, section or paragraph are for
information and convenience only and do not limit or construe the contents of any provision
hereof.
4.05. Severability. If any term of this Mortgage or the application thereof to any person
or circumstances shall, to any extent, be invalid or unenforceable, the remainder of this
Mortgage or the application of such term to persons or circumstances other than those to which
it is invalid or unenforceable, shall not be affected and each term of this Mortgage shall be valid
and enforceable to the fullest extent.
4.06. Successors in Interest. This Mortgage is for the benefit of and binding upon the
parties hereto, their heirs, executors, administrators, successors and assigns.
4.07. Modifications. This Mortgage may not be amended, modified or changed nor shall
any claim of waiver of any provision hereof be effective except only by instrument in writing and
signed by the party against whom enforcement thereof is sought.
4.08. Attorneys' Fees and Other Costs. In the event that this Mortgage is placed in the
hands of an attorney for collection or if suit is brought to enforce the Note, this Mortgage or any
Loan Documents, or in the event it becomes necessary to protect the security for the
indebtedness evidenced hereby, or in the event the Mortgagee may be made party to any
litigation because of the existence of the indebtedness evidenced by this Note, this Mortgage or
because of the existence of the Note or the Loan Documents, the Mortgagee shall be entitled to
receive its costs and reasonable attorneys' fees, both before and after judgment and whether or
not suit be filed. Said costs and attorneys' fees shall include, without limitation, costs and
attorneys' fees incurred in any appeal and in any proceedings under any present or future
federal bankruptcy act or state receivership act, and the costs of any environmental
assessments required by Mortgagee. The Mortgagor shall be obligated to pay all such costs
and fees.
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4.09. Conflict. If the terms of any other Loan Document except the Note shall be in
conflict with this Mortgage, then this Mortgage shall govern to the extent of the conflict. If the
terms of this Mortgage shall be in conflict with the Note, then the Note shall govern to the extent
of the conflict.
4.10. Notices. All notices to be given pursuant to this Mortgage shall be sufficient if
given by personal service, by guaranteed overnight delivery service, or certified first class mail,
to the addresses of the parties described below or to such other address as party may request
in writing from time to time. Any time period provided in the giving of any notice hereunder shall
commence upon the date of personal service, the date after delivery to the guaranteed
overnight delivery service, or two (2) days after any notices are deposited, postage prepaid, in
the U.S. mail, certified mail.
Mortgagor's Address: Alexis Properties, LLC
303 College Ave n
P.O. Box 73
St. Joseph, MN 56374
Mortgagee’s Address: City of St. Joseph EDA
ATTN: Judy Weyrens, City Administrator
25 College Avenue North, PO Box 668
St. Joseph, MN 56374
4.11. Late Charges. As set forth and defined in the Note, there shall be due the
Mortgagee a late charge of five percent (5%) of the amount of any payment which is received by
the Mortgagee so as to incur a late charge and all such late charges are secured hereby.
4.12. Prepayment. In accordance with the terms of the Note, there are no prepayment
fees.
4.13. Environmental Matters. Mortgagor shall not install, use, generate, store or
dispose of in or about the Premises any hazardous substance, toxic chemical, pollutant or other
material regulated by the Comprehensive Environmental Response, Compensation and Liability
Act of 1985 or the Minnesota Environmental Response and Liability Act or any similar law or
regulation, including without limitation any material containing asbestos or PCB (collectively
"Hazardous Materials") without Mortgagee’s written approval of each Hazardous Material.
Mortgagee shall not unreasonably withhold its approval of use by Mortgagor of immaterial
quantities of Hazardous Materials customarily used in business operations so long as Mortgagor
uses such Hazardous Materials in accordance with applicable laws. Mortgagor shall indemnify,
defend and hold Mortgagee harmless from and against any claim, damage or expense arising
out of Mortgagor’s installation, use, generation, storage, or disposal of any Hazardous Materials,
regardless of whether Mortgagee has approved the activity.
17
4.14. No Partnership or Joint Venture. Mortgagor acknowledges and agrees that in no
event shall Mortgagee be deemed to be a partner or joint venturer with Mortgagor. Without
limitation of the foregoing, Mortgagee shall not be deemed to be such a partner or joint venturer
on account of its becoming a mortgagee in possession or exercising any rights pursuant to this
Mortgage or pursuant to any other instrument or document securing any portion of the
indebtedness secured hereby or on account of receiving any release fee for partial releases of
this Mortgage, or otherwise. Mortgagor further agrees to indemnify and hold the Mortgagee
harmless from and against all loss, expense, or damage resulting from any construction or
finding of a partnership or joint venture and from any action taken as a result thereof or pursuant
thereto.
IN WITNESS WHEREOF, the parties have executed this Mortgage Agreement this
_____ day of May, 2015.
ALEXIS PROPERTIES, LLC
______________________________
By: Tanya Finken
Its: President
THECITY OF ST. JOSEPH
_______________________________
Richard Schultz, Mayor
______________________________
Judy Weyrens, City Administrator
State of Minnesota )
) s.s.
County of Stearns )
The foregoing instrument was acknowledged before me this _______ day of May, 2015 by
Tanya Finken, as President of Alexis Properties, LLC, a Minnesota limited liability company, on
behalf of said company.
_________________________________
Notary Public
St. Joseph Food Cooperative, Alexis Properties, LLC | Exhibit A: 1
State of Minnesota )
) s.s.
County of Stearns )
The foregoing instrument was acknowledged before me this ______ day of May, 2015 by
Richard Schultz and Judy Weyrens, the Mayor and City Administrator of the City of St. Joseph, a
Minnesota public body corporate and politic, on behalf of said public body.
_________________________________
Notary Public
TAX STATEMENTS FOR THE REAL
PROPERTY DESCRIBED IN THIS
INSTRUMENT SHOULD BE SENT TO:
Alexis Properties, LLC
P.O. Box 73
St. Joseph, MN 56374
THIS INSTRUMENT WAS DRAFTED BY: When Recorded Return To:
Susan M. Kadlec – 0290385 The Economic Development Authority of the
Jovanovich, Kadlec & Athmann, P.A. City of St. Joseph
1010 W St. Germain, Suite 420 Attn: Judy Weyrens
St. Cloud, Minnesota 56301 25 College Avenue North, PO Box 668
Telephone: (320) 230-0203 St. Joseph, MN 56374
St. Joseph Food Cooperative, Alexis Properties, LLC | Exhibit A: 1
EXHIBIT B
PROMISSORY NOTE
U.S. $12,000.00 May ____, 2015
St. Joseph, Minnesota
A. BORROWER’S PROMISE TO PAY
For value received, the undersigned (the “Borrower”) promises to pay to the order of City of St.
Joseph (“Lender”), at its office at the City Administrator’s Office, 25 College Avenue North, St.
Joseph, Minnesota 56374, or at any other place designated at any time in writing by the holder of
this Note, in lawful money of the United States of America, the principal sum of twelve thousand
dollars ($12,000.00) together with interest at a rate of three percent (3.00%) per annum.
B. PAYMENTS
Borrower shall pay Lender $215.62 per month, beginning July 15, 2015 and continuing thereafter
until June 15, 2020 when all principal and accrued interest shall be paid in full. If any payment is
not paid when due or within ten (10) days thereafter, the Borrower shall pay Lender on demand a
late charge equal to five percent (5%) of the unpaid overdue amount.
C. DISBURSEMENTS
The holder of the Promissory Note will disburse to the Borrower $12,000.00 upon the signed
execution of this agreement and the Mortgage, and in accordance with the AGREEMENT FOR
LOAN OF THE ST. JOSEPH REVOLVING LOAN FUND.
D. BORROWER’S RIGHT TO PREPAY
The Borrower, may, at any time, or from time to time, prepay the amount of principal interest
outstanding in whole or part, without penalty or premium. Any such prepayment shall be applied
to payment of accrued interest first and then to the outstanding principal. Accrued interest shall
accumulate at the rate of three percent (3.00%) per annum.
E. RIGHT TO INSPECT BOOKS, RECORDS, AND REPORTS
Lender and/or agent shall have the right to inspect Borrower’s books and records as it deems
necessary to ensure compliance with the terms of this Note.
F. BORROWER’S DEFAULT
Upon the occurrence of any of the following events, the holder of this Note may, at its option,
upon ten (10) days’ written notice to the Borrower, declare this Note in default and to be
immediately due and payable:
1. The Borrower fails to pay when due any amount payable on the Loan and such
nonpayment is not remedied within ten (10) business days after written notice thereof to
the Borrower by the Lender;
2. The Borrower is in breach of any material obligation or agreement under this Agreement
(other than nonpayment of any amount payable on the Loan) and remains in breach in
any material obligation for thirty (30) business days after written notice thereof to the
Borrower by the Lender; provided, however, that if such breach shall be incapable of
being reasonably cured within such thirty (30) business days after notice, and if the
Borrower commences and diligently prosecutes the appropriate steps to cure such
breach, no default shall exist so long as the Borrower is proceeding to cure such breach;
Alexis Properties, LLC | Exhibit B: 1
3. If any material covenant, warranty, or representation of the Borrower shall prove to be
untrue in any material respect, provided such covenant, warranty or representation of the
Borrower remains untrue in any material respect for thirty (30) business days after written
notice thereof to the Borrower by the Lender; provided, however, that if such untruth shall
be incapable of being reasonably corrected within such thirty (30) business days after
notice, and if the Borrower commences and diligently prosecutes the appropriate steps to
correct such untruth, no default shall exist so long as the Borrower is so proceeding to
correct such untruth;
4. A final judgment is entered against the Borrower that the Lender reasonably deems will
have a material, adverse impact on the Borrower's ability to comply with the Borrower’s
obligations under this Agreement;
5. The Borrower merges or consolidates with any other entity without the prior written
approval of the Lender, which consent the Lender will not unreasonably withhold;
6. There is a loss, theft, substantial damage, or destruction of all or any part of the Collateral
that is not remedied to the Lender's satisfaction within sixty (60) business days after
written notice thereof by the Lender to the Borrower.
This note shall also become automatically due and payable without notice or demand:
1. If the Borrower is dissolved; or
2. If a petition is filed by or against the Borrower under the United States Bankruptcy Code.
G. PAYMENT OF NOTE HOLDER’S COSTS AND EXPENSES
Borrower agrees to pay all costs of collection, including attorneys’ fees, in the event this Note is
not paid when due.
H. GIVING OF NOTICES
Any notice that must be given to the Borrower under this Note will be given by and effective upon
delivering it or mailing it by first-class mail, postage prepaid, to the undersigned at 19 West
Minnesota Street, P.O. Box 386, St. Joseph, Minnesota 56374 or at such other address as the
Borrower may designate by notice to the holder of this Note.
I. WAIVERS
Presentment or other demand for payment, notice of dishonor, and protest are hereby waived by
the Borrower.
J. GOVERNING LAW
This Note shall be governed by the substantive laws of the State of Minnesota.
ALEXIS PROPERTIES, LLC
______________________________
By: Tanya Finken
Its: President
Alexis Properties, LLC | Exhibit B: 2
DATE: April 9, 2015
MEMO TO: Economic Development Authority
Administrator
Judy Weyrens FROM: Cynthia Smith-Strack Municipal Development Group
Mayor RE: RLF Request: Tanya Finken
Rick Schultz
Background:
Councilors In 2002 the EDA/City established a Revolving Loan Fund(RLF)after a grant from the Minnesota
Matt Killam Investment Fund was secured in conjunction with the construction of the Fabral (formerly
Bob Loso VicWest)facility.The RLF has an unaudited balance as of April 1,2015 of approximately$42,000.
Renee Symanietz
Dale Wick The EDA has received an application for the RLF Program from Tanya Finken who recently
purchased the property at 14 College Avenue North, Suite 2. Following receipt of the loan
EDA application and as set forth in the EDA's RLF policy, a loan review subcommittee met to review
Doug Danielson the application.
Larry Hosch
Gary Osberg The request is for a principal of$30,000 at a rate of three(3)percent for five(5)years. Proceeds
Rick Schultz will be used to enhance remodel the building at 14 College Avenue North. The property will be
Dale Wick the site of "Sliced, on college ave". Sliced will be a new business venture by Finken who has
successfully operated Kay's Kitchen for the past seven years. In addition Finken operates a
licensed catering business locally.
Sliced will serve pizza and deli style American contemporary food. Sliced will offer a menu of eat
in/take-out food, beverages, delivery, and catering at an affordable cost. Food items will include
original pizzas, burgers, wings, and sandwiches. The project includes a 'late night' pizza by the
slice service window which will operate Thursday, Friday, and Saturday from 9 p.m. to 1 a.m.
Catering facilities will also be located in the building.
Improvements proposed are estimated to cost $60,000 ($40,000 property and $20,000
equipment)and include:
• Enlarging front window on College Avenue to store-front size.
• Addition of one window on the south side of the building(adjacent to Bello Cucina patio).
• Painting of brick façade.
• New signage.
• Installation of a take-out window.
• Interior painting.
• Interior flooring.
• Installation of new equipment.
The project will create a minimum of two additional jobs.
Proposed security is a mortgage interest in real property in Waite Park.
The Applicant has submitted, and the loan review committee has reviewed the following:
• Application
S5-
• Business plan for new business
• Personal financial statements
• A letter of support following review by the Primary Lender.
• Proof of real estate taxes paid.
• Proof of utility bills paid.
• Building/project plans.
• Quotes from contractors/vendors are pending.
The loan review committee notes the balance of the RLF is not sufficient to cover the requested
loan amount. The loan review committee recommends the EDA consider approving a loan up to
$15,000 at a rate of three percent with a term of five years.
Please find a copy of the RLF application attached for your information. Tanya Finken will be
attending the EDA meeting to discuss the loan application as will Robert McCoy project designer.
Eligible Loan Activities
1. Loan funds may be used for acquisition of land and/or buildings(s), rehabilitation of
building(s), reconstruction, new construction, site improvements, utilities or
infrastructure, and purchase of industrial equipment in connection with starting a new
business or expanding an existing business.
2. Land and building must be privately owned, taxable property and proposed for
commercial and/or industrial activities.
3. If building(s)are being purchased or rehabilitated with funds from the Revolving Loan
Fund any/all building code violations must be remedied.The project must comply with
the St. Joseph City Code including standards relating to land use.
4. Revolving loan fund assistance can be for no more than one-half of the cost of the
project, unless the project is valued at under$50,000 as is the case with this project.
Ineligible activities include the operation or expansion of a casino, sports facility when
the principal tenant is a professional sports team, housing projects and operating
expenses.
The proposed project meets the eligibility guidelines.
Approval criteria for RLF applications are as follows:
1. A gap in project financing is demonstrated.
2. The business must locate, remodel or expand within the corporate limits of the City of
St. Joseph.
3. The project will result in the creation or retention of existing jobs.
4. The project will result in an increase in tax base.
5. The project can demonstrate that the investment of public dollars induces private funds.
6. The project can demonstrate an excessive public infrastructure or improvement cost
beyond the means of the affected community and private participants in the project.
7. The project provides higher wage levels to the community or will add value to current
workforce skills;
8. Assistance is necessary to create new or retain existing businesses.
9. Job/wage goals must be consistent with the City of St. Joseph Business Subsidy policy.
It is noted the project is exempt from the City of St. Joseph Business Subsidy Policy due to the
value of the project being less than the statutory exemption of$150,000.
ACTION
5f
If the EDA finds the proposed RLF request appropriate, a motion to recommend the Council
approve the loan and authorize/direct the preparation of loan documents is in order.
57
APPLICATION FOR REVOLVING LOAN FUND
CITY OF ST.JOSEPH,M RIESOTA
Applicant: ‘91-07D OYi 1.04 4"dm=
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city: Si-JOS'f2A Sate: MA/zip Code: t37/
Contact Person(s):
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50 320
Business P SS7 603a Icon do3 pc u 18'0•WI0 3
Name of Business: SUE EN din (4 Ave -
Print s)of Business: 042.Lift2444 -1-ale ad 06
Stabs Fed ID•of S.S.0: All1111111MI
Business a a: Proprietorship
Partnership
Corporation Date of incorporation
Type of Business: /r) • iI P2.20. •J C.C . - lc,/(i ,
Present location: 1 tills 4(�
Owned Rented Sq R.of : 2 .
Sq. present building: �
Proposed Location(if different from above):
Owned Rattled Sq.ft.of present building:
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TYpe of Proioot
Construction/New Business Expanding/Erdsting Business
Equipment/Machinery/FottureX .
Other:
City of St.Joseph—Revolving Loan Fund Program Application Page 1
Des .Project. .hLtio 4,1. 4 bii,14,,,fic4 Lim Os-1
\*)i*, 4.42to - w'►r, ituc one. O►ti
-1
souit, . t.t:09 wiA 1 ?cad- Brel- . Apfly
,. . • , ., , ., t cac,iChW , f'ke+' —
A.
nivjequiptio&ti-- 01_ , .
gamenutemkardek: Fiinertclna:
Land: $ WW1 IMIDgdiffbilt ems
Site k provement: $ Bank
$ M &P
Machinery/Equip.:$V),Meg—— Other-describa
Bldg.: $ City
Other(specify): $
TO , '___ 4.4 _,_ TOTAL $ 441111111111110
•60/0V77
Describe of collateral available to loan,includInp market value all Bans:
' ro,U5 Pf-Chie .. m-
ax) -
4614414_
1Ace & .25-S-iii wilf _ *2-SZ)
Purpose of loan: •
'in L/ l.t . !C- 04i-silo to - 11'yipalrtatiA
11'ttici ems. ---d oc r.. - l I S P% c
etp h 4 •A Ar i s,.tSC•
City of St.Joseph—RevoMnp Loan Fund Program Appticalion Pape 2
6G2
Amount requested: $ ), Mu
Tones requested: $
Present number of full-time employees:
Anticipated jabs coated or retained within Mrelvo(12)months of project completlon:
Total*of Annual Anticipated Kring
Position Name Jobs Hrs./Job Date
ling, etas $ 4 ts--Faitok. La/1/c-
ot.Lti ae44crit S
604
(Use additional sheets if necessary)
If redevalopmet*estknate market value of the subject percei(s)prior to project and
eedmated market value fol owing project compbtlon.
EMV Present
EMV Post Project Completion:
Attach and include the following if requested:
' A. Writsn Business Plan
• Description of Business
• pwnpp
• Date established
• Management
• Future plans
11
B. Financial statements for the past two(2)years : 7;p n DM'*SO V rat '(b E.00r
C. Financial projects for three(3)years
V. D. Resume of as principals
E. Personal fi nandal statements of proprietor.partners,guarantors tuL wjll ertAial
F. Letter of commitment for applicant pledging to complete during the proposed project
duration
G. Letter of commitment from other sources of financing.stating terms and conditions of
their participation in project �dntlt<.
xH. Written quotes from contractors and vendors for all cost estimates listed above
I. Site plan for new construction
City of St.Joseph-Resolving Loan Fund Program Application Page 3
J. Authwizstion for release of information
K. Other:
L. Other:
M. Fee: (1%of amount of loan request)
Attach an explanation If any answer to the following Is yes:
1. Have you or�?owner of your company involved In bankruptcy or
insolvency Yes No
2. Are you or any officer or owner of your business in any pending lawsuits or
Judgments?
Yes No
3. Does your business have any subsidiaries or ?(INCLUDE: financial statements with
explanations as requested)
Yes N
4. Do you buy from.set to.or use the services of b which someone in your
company itself has a significant financial i
Yes No
City of St Joseph—Revolving loan Fund Program Application Page 4
To the best of my knowledge,the Information provided in this application Is bus and
Date: / .
Date:
Date:
Date:
Date:
NOTE !►this&pp leaden Is for leasehold Impmveman tlfe owner(fa)of the budding mast
also sign this application.
City of St.Joseph—Revolving loan Fund Program Application Page 5
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