907-Chamber of Comm $25k Loan PROMISSORY NOTE
$15,000.00 Sanford, Flodda
August 23, 2002
FOR VALUE RECEIVED, the undersigned Maker promises to pay to the order of the City
of Sanford, Flodda, at Sanford City Hall, 300 North Park Avenue, Sanford, FIodda 32771, or at
such place or places as the holder hereof may designate, the principal sum of Fifteen Thousand
Dollars ($15,000.00), together with interest on the unpaid pdncipa~ balance at the rate per annum,
which is the established rate on City deposits as established by the Florida State Board of
Administration until paid. Said principal and interest shall be payable as follows:
Equal annual installments of Three Thousand Dollars ($3,000.00),
exclusive of interest, beginning December28, 2002, and continuing
on the 28th day of December each and every year thereafter until
the entire principal sum and accrued interest are paid in full.
Interest payments shall be paid quarterly commencing, however,
on September 30, 2002. Full payment shall be made on or before
December 28, 2006.
The Maker and endorser of this Note severally waives presentment for payment, protest,
and notice of protest of the nonpayment of this Note, and consents that the time of payment may
be extended without notice thereof.
If a default be made in the payment when due of any installment, either of principal or
interest under this Note, and if said default shall continue for a pedod of fifteen (15) days after
due, the entire principal sum shall at once become due and payable without notice, at the option
of the holder of this Note. Failure to exercise any option hereunder shall not constitute a waiver
of the right to exercise the same in the event of any subsequent default. in the event of default
in the payment of this Note, and should it become necessary, in the opinion of the holder to place
it with an attorney at law for collection, the undersigned agrees to pay all costs of collection,
including a reasonable attorney's fee.
Each Maker, endorser or guarantor jointly and severally promises to pay all costs of
collecting this Note, including a reasonable attorney's fee, whether incurred in connection with
collection, trial appeal or otherwise.
Maker shall have the option and privilege to prepay in part or in full at any time the sum
remaining unpaid, without penalty.
This Note is secured by any and all revenues, assets and property of the Maker and shall
be construed and enforced according to the laws of the State of F!odda. This Note implements
the provisions of that certain Loan Agreement between the Maker and the City of Sanford dated
December 28, 2001.
Sanford/Seminole County '~ C__,/~/~/~ y,,e~,, ~
Chamber of Commerce, !nco Signature
Sanford, Fiodda 32771 - Pdnted Name
CHAMBER OF COMMERCE
LOAN AGREEMENT
THIS LOAN AGREEMENT entered into this 28th day of December, 2001, by and
between the SANFORD/SEMINOLE COUNTY CHAMBER OF COMMERCE (hereinaffer
also referred to as "Borrower" or "Chamber"), whose address is 400 East First Street,
Sanford, Florida 32771 and the CITY OF SANFORD, FLORIDA (hereinafter also referred
to as "Lender" or "City"), whose address is 300 North Park Avenue, Sanford, Florida
32771.
WITNESSETH:
WHEREAS, due to the critical nature of the financial requirements necessary to
continue to conduct its operations, the Sanford/Seminole County Chamber of Commerce
("Chamber") has requested that the City of Sanford assist the Chamber with its current
financial difficulties by providing the Chamber with a loan of a reasonable amount to bridge
financial difficulties; and
WHEREAS, the Chamber currently needs assistance to provide funding of the
payroll, and other expenses that are now past due; and
WHEREAS, the Chamber provides services and programs which contribute in a
very positive manner to the business and economic development of the City of Sanford
thereby benefitring the citizens of the City of Sanford; and
WHEREAS, the City of Sanford has agreed to lend to the Chamber the sum of up
to Forty Thousand Dollars ($40,000.00) to assist the Chamber with its expenses, upon the
terms and conditions contained in the Promissory Notes of even date herewith and a later
date and as set forth below.
NOW, THEREFORE, in consideration of the sum of Ten Dollars ($10.00), and the
mutual promises and covenants contained herein, as well as other good and valuable
consideration not specifically mentioned herein, the receipt and sufficiency of which is
hereby acknowledged, the parties agree as follows:
1. Recitals. The above recitals are true and correct and form a material part
of this Agreement upon which the parties have relied.
2_:. Rates and Terms.
A. The $40,000.00 loan will be amortized and will be payable in yearly
payments on the unpaid principal balance beginning on December 28, 2002 after the
Borrower receives any portion of the $40,000.00 from the Lender. Interest payments shall
be paid quarterly commencing on March 31, 2002. The entire principal balance and all
accrued interest shall be due and payable in full on December 28, 2006. Yearly payments
shall be in the amount of Five Thousand Dollars ($5,000.00) per year if the loan amount
is Twenty Five Thousand Dollars ($25,000.00), but shall be Eight Thousand Dollars
($8,000.00) per year if the loan amount is Forty Thousand Dollars ($40,000.00) or any
amount greater than Twenty Five Thousand Dollars ($25,000.00).
B. The interest rate charged will be the prevailing rate of the Florida
State Board of Administration received by Lender on its accounts. The Borrower agrees
· at it is familiar with the rates of the Florida State Board of Administration.
C. The loan will be implemented and the controlling provisions
determi ned by Promissory Notes from the Borrower to the Lender on terms set forth above.
Page 2 of 5
D. The Borrower may make two (2) draws of up to Twenty Five Thousand
Dollars ($25,000.00) and up to Fifteen Thousand Dollars ($15,000.00), respectively, upon
issuance of a Promissory Note in each respective amount. The draw of Fifteen Thousand
Dollars ($15,000.00) is conditioned upon the Borrower providing the Lender with a
business operation plan acceptable to the Lender.
E. Notwithstanding any other provision ofthis Agreement to the contrary,
the principal and interest due from the Borrower to the Lender may be called by the Lender
at any time and payment ~hall be made immediately forthwith.
3. Use of Funds.
A. Loan funds will be solely utilized to finance the Borrower's
continuance of business and economic development activities within the City of Sanford.
B. No loan funds may be used for the payment of any costs unrelated to
business and economic development within the City of Sanford except by written
agreement of the parties.
4. Security. The Borrower hereby makes general pledge on the property,
revenues and assets of the Borrower, which pledge is and shall be superior to all past
pledges.
5. Miscellaneous.
A. The Lender and Borrower will ensure that all local, State or Federal
taws and requirements are met in connection with this Loan Agreement.
B. The Lender and Borrower will ensure that loan funds are disbursed
for planned loan purposes only.
Page 3 of 5
C. The Borrower has approved of the loan through its board of directors.
D. The Borrower shall be responsible for payment of any required State
documentary stamp taxes on the Promissory Note(s).
6. Adverse Chan.ee. Prior to any disbursement under the loan, Borrower shall
advise Lender if there has been an unremedied adverse change since the date of the Loan
Agreement in the financial or any other condition of the Borrower which may warrent
withholding or not making such disbursement.
BORROWER:
WITNESSES: SANFORD/SEMINOLE COUNTY
P~'nZted Name
Title
Printed Name
Page 4 of 5
STATE OF FLORIDA )
COUNTY OF SEMINOLE )
County Chamber of Commerce ~ho is personally known to ~ or ~ who produced
his/her Florida Drivers License as identi~tion
LENDER:
ATTEST: CITY OF SANFORD, FLORIDA
~/~et R. Dougherty, ~
i:\lng\cities~2OOl~sanford~agr~chamber loan agr
Page 5 of 5
PROMISSORY NOTE
$25,000.00 Sanford, Florida
December 28, 2001
FOR VALUE RECEIVED, the undersigned Maker promises to pay to the orderof the
City of Sanford, Florida, at Sanford City Hall, 300 North Park Avenue, Sanford, Florida
32771, or at such place or places as the holder hereof may designate, the principal sum
of Twenty Five Thousand Dollars ($25,000.00), together with interest on the unpaid
principal balance at the rate per annum, which is the established rate on City deposits as
established by the Florida State Board of Administration until paid. Said principal and
interest shall be payable as follows:
Equal annual installments of Five Thousand Dollars
($5,000.00), exclusive of interest, beginning December 28,
2002, and continuing on the 28t" day of December each and
every year thereafter until the entire principal sum and accrued
interest are paid in full. Interest payments shall be paid
quarterly commencing, however, on March 31, 2002. Full
payment shall be made on or before December 28, 2006.
The Maker and endorser of this Note severally waives presentment for payment,
protest, and notice of protest of the nonpayment of this Note, and consents that the time
of payment may be extended without notice thereof.
If a default be made in the payment when due of any installment, either of principal
or interest under this Note, and if said default shall continue for a period of fifteen (15) days
after due, the entire principal sum shall at once become due and payable without notice,
at the option of the holder of this Note. Failure to exercise any option hereunder shall not
constitute a waiver of the right to exercise the same in the event of any subsequent default.
In the event of default in the payment of this Note, and should it become necessary, in the
opinion of the holder to place it with an attorney at law for collection, the undersigned
agrees to pay all costs of collection, including a reasonable attomey's fee.
Each Maker, endorser or guarantor jointly and severally promises to pay all costs
of collecting this Note, including a reasonable attorney's fee, whether incurred in connection
with collection, trial appeal or otherwise.
Maker shall have the option and privilege to prepay in part or in full at any time the
sum remaining unpaid, without penalty.
This Note is secured by any and all revenues, assets and property of the Maker and
shall be construed and enfomed according to the laws of the State of Florida. This Note
implements the provisions of that certain Loan Agreement between the Maker and the City
of Sanford dated December 28, 2001.
Sanford/Seminole County
Chamber of Commerce, Inc.
400 East First Street '
sanford, F,or.da 32771
i:~lng~cities~2.001~sanford~agrs%chamber promissory note-aPrinted Name "p~O~'~ / C ~Z ~