07-81 Resolution No. 07-81
RESOLUTION
AUTHORIZING A LOAN AGREEMENT WITH PUBLIC ACTION TO DELIVER
SHELTER OF ELGIN, INC. IN THE AMOUNT OF $300,000
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN, ILLINOIS, that
Olufemi Folarin, City Manager, be and is hereby authorized to enter into a loan agreement with
Public Action to Deliver Shelter of Elgin, Inc. (PADS), in a form as approved by the City Manager,
providing for a loan of city funds to PADS in the amount of$300,000 with repayment being required
upon PADS obtaining a ruling from the State of Illinois that PADS will receive a previously awarded
Illinois First Grant.
s/ Ed Schock
Ed Schock, Mayor
Presented: March 21, 2007
Adopted: March 21, 2007
Vote: Yeas: 7 Nays: 0
Attest:
s/ Dolonna Mecum
Dolonna Mecum, City Clerk
,
LOAN AGREEMENT
THIS LOAN AGREEMENT made and entered into this 6'"day of,4/j/L , 2007, by
and between the City of Elgin,Illinois,a municipal corporation,organized and existing under the laws
of the State of Illinois(hereinafter referred to as the "City")and, Public Action to Deliver Shelter of
Elgin, Inc., an Illinois not for profit corporation, (hereinafter referred to as "PADS").
WHEREAS,PADS is the tenant of the property commonly known as 1730 Berkeley,Units A,
B and C, Elgin, Kane County Illinois 60123 (hereinafter referred to as the "Subject Property"); and
WHEREAS, PADS is in the process of improving and developing the Subject Property with
the Douglas L. Hoeft Resource Center which PADS will operate as an emergency overnight shelter
(hereinafter referred to as the "Subject Shelter"); and
WHEREAS,PADS has previously obtained from the State of Illinois two Illinois First Grants
to build a homeless shelter in the State of Illinois pursuant to Grant No. 02-121106 in the amount of
$75,000 for land acquisition and Grant No. 03-120129 in the amount of $250,000 for site
development (such Illinois First Grants are hereinafter collectively referred to as the "Subject State
Grants"); and
WHEREAS, PADS has recently been informed by the State of Illinois that the Subject State
Grants are not permitted to be used for renovations to a leased facility and that the Subject State
Grants must be repaid to the state; and
WHEREAS, given the unexpected loss of the Subject State Grants PADS has requested that
the City provide to PADS a loan of funds to be utilized by PADS for renovations and development of
the Subject Shelter at the Subject Property; and
WHEREAS,the City of Elgin is a home rule unit which may exercise any power and perform
any function pertaining to its government and affairs; and
WHEREAS, providing a loan of funds to facilitate the development and renovation of the
Subject Property with the Subject Shelter to provide needed services to homeless persons in the City
of Elgin will promote the public welfare of the community and pertains to the government and affairs
of the City; and
WHEREAS, the City has agreed to provide to PADS a loan of funds pursuant to the terms
and conditions of this Loan Agreement.
NOW,THEREFORE,for and in consideration of the mutual undertakings as set forth herein,
the parties hereto agree as follows:
1. The foregoing recitals are incorporated into this agreement.
2. The City hereby agrees to loan to PADS the total sum of Three Hundred Thousand
Dollars ($300,000) (such $300,000 loan from the City to PADS is hereinafter referred to as the
"Subject Loan"). The City shall provide to PADS the monies for Subject Loan in two (2)
installments. The first installment of the monies for the Subject Loan shall be in the amount of One
Hundred Fifty Thousand Dollars($150,000), and shall be provided by the City to PADS within seven
(7)days of the execution and entry into this agreement. The second installment of the monies for the
Subject Loan shall also be in the amount of One Hundred Fifty Thousand Dollars ($150,000) and
shall be provided by the City to PADS within thirty(30)days of PADS completion and occupancy of
the Subject Shelter at the Subject Property. PADS will use the Subject Loan from the City solely and
only for the development and renovation of the Subject Shelter on the Subject Property.
3. In return for the City's providing the monies for the Subject Loan to PADS, PADS
promises to repay to the City the sum of Three Hundred Thousand Dollars($300,000). PADS will
make all payments under this agreement in the form of United States Dollars in cash,check or money
order. PADS will repay to the City in full the Subject Loan amount of Three Hundred Thousand
Dollars($300,000) on or before May 31,2009. Payments will be made and delivered to the City in
the name of the City of Elgin at 150 Dexter Court, Elgin, Illinois 60120 send to the attention of the
City Manager.
4. PADS shall immediately upon the entry into this agreement undertake all reasonable
efforts to have the State of Illinois reinstate the Subject State Grants or provide substitute grants for
the Subject Shelter. In the event PADS is successful in having the Subject State Grants reinstated in
whole or in part, and/or is successful in obtaining substitute grants from the State of Illinois, PADS
will immediately upon receipt of any such grant funds pay over to the City such grant funds to be
applied by the City against the then remaining current balance then due and owing by PADS for the
Subject Loan.
5. PADS shall also immediately upon entry into this agreement undertake all reasonable
efforts to secure additional Capital grants and donations to PADS for the Subject Shelter,and in such
event PADS receives additional Capital grants and/or donations restricted to Capital PADS will
immediately upon receipt of any such Capital funds pay over to the City such funds to be applied by
the City against the then remaining current balance then due and owing by PADS for the Subject
Loan. PADS will not be required to pay over funds raised for operations.
6. No interest will be charged on the unpaid balance of the Subject Loan prior to the
maturity date of May 31, 2009. Notwithstanding the foregoing, in the event PADS has not repaid
the Subject Loan to the City in full by May 31, 2009, then thereafter interest will be charged on the
unpaid balance of the Subject Loan at the yearly rate of nine percent (9%) until the full amount of
principal of the Subject Loan has been repaid to the City.
7. PADS has the right to make payments of principal of the Subject Loan at any time
before they are due. PADS may make a full prepayment or partial prepayments without paying a
prepayment charge. Notwithstanding anything to the contrary in this agreement, no partial
repayments by PADS of the Subject Loan shall constitute or be construed as a waiver by the City of
the right to receive the full repayment of the Subject Loan in the amount of$300,000.
8. If PADS does not pay the full amount of the Subject Loan by the maturity date of
May 31, 2009, PADS will be in default. If PADS is in default, the City may send a written notice
telling PADS that if they do not pay the overdue amount by a certain date, the City may require
PADS to immediately pay the full amount of the principal which has not been paid and all interest that
it owes on that amount. That date must be at least thirty(30)days after the date on which the notice
is mailed to PADS or delivered by other means. If the City has required PADS to pay immediately in
full as described in this Section,the City will have the right to be paid back by PADS for all its costs
and expenses in enforcing this agreement to the event not prohibited by applicable law. Those
expenses include, for example, reasonable attorney's fees.
9. Unless applicable law requires a different method, any notice that must be given to
PADS under this agreement will be given by delivering it or by mailing it by first class mail to PADS
at the Subject Property or at a different address if PADS gives the City a notice of a different address
for PADS. Any notice that must be given to the City under this agreement will be given by delivering
it or by mailing it by first class mail to the City of Elgin at City of Elgin, 150 Dexter Court, Elgin,
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•
Illinois 60120, Attention: City Manager, with a copy to Corporation Counsel, City of Elgin, 150
Dexter Court, Elgin, Illinois 60120, or at a different address if PADS is given a notice of that
different address of the City.
10. PADS and any other entity which has obligations under this agreement waive the
rights of Presentment and Notice of Dishonor("Presentment" means the right to require the City to
demand payment of amounts due. "Notice of Dishonor" means the right to require the City to give
notice to other persons that amounts due have not been paid.)
11. This agreement shall not be construed so as to create a partnership,joint venture,
employment or other agency relationship between the parties hereto.
12. This agreement constitutes the entire agreement of the parties and the subject matter
hereof and may not be changed,modified,discharged or extended except by written amendment duly
executed by the parties. Each party agrees that no representations or warranties shall be binding on
the other party unless expressed in writing herein or in a duly executed amendment hereof.
13. This agreement shall be deemed to have been made in and shall be construed in
accordance with the laws of the State of Illinois. Venue for the resolution of any disputes or the
enforcement of any rights pursuant to this agreement shall be in the Circuit Court of Kane County.
14. This agreement is and shall be deemed and construed to be a joint and collective work
product of the City and PADS, and, as such,this agreement shall not be construed against the other
party, as the otherwise purported drafter of same,by any court of competent jurisdiction in order to
resolve any inconsistency, ambiguity, vagueness or conflict, if any, of the terms and provisions
contained herein.
15. This agreement shall be binding on the parties hereto and their respective successors
and permitted assigns. This agreement and the obligations herein may not be assigned by PADS
without the express written consent of the City which consent may be withheld at the sole discretion
of the City.
IN WITNESS WHEREOF,the undersigned have entered into and executed this agreement on
the date and year first written above.
CITY OF ELGIN PUBLIC ACTION TO DELIVER SHELTER
OF ELGIN, INC. (PADS)
BY V •r_. . . _ By
Olufemi F► 't Aio
lin, y Manager by, Preside
At,: Attest:
k`•••41.t.
Dolonna Mecum, City Clerk Susan Angell-Case,Se ''retary
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STATE OF ILLINOIS )
) SS.
COUNTY OF K A N E )
I, the undersigned, a Notary Public, in and for the County and State aforesaid, DO
HEREBY CERTIFY that Olufemi Folarin, City Manager of the City of Elgin, an Illinois municipal
corporation,and Dolonna Mecum,City Clerk of said municipal corporation,and personally known to
me to be the same persons whose names are subscribed to the foregoing instrument,appeared before
me this day in person and severally acknowledged that as such City Manager and City Clerk, they
signed and delivered the said instrument as City Manager and City Clerk as their free and voluntary
act, and free and voluntary act and deed of said corporation, for the uses and purposes therein set
forth.
Given under my hand and official seal this az,r4day of , 2007.
IMPRESS NOTARIAL
SE• .,.! t,:..:,.�:,..:,_,,:.. ..:,,.,
"OFFICIAL SEAL"
JENNIFER QUINTON .� L/
Notary Public,State of Illinois ' No . Pub
My Commission Expires 08/30/08
STATE OF ILLINOIS )
) SS.
COUNTY OF K A N E )
I, the undersigned, a Notary Public, in and for the County and State aforesaid, DO
HEREBY CERTIFY that Ronald Barkby,President of Public Action to Deliver Shelter of Elgin,Inc.,
(PADS)and Susan Angell-Case,Secretary of said corporation,and personally known to me to be the
same persons whose names are subscribed to the foregoing instrument,appeared before me this day in
person and severally acknowledged that as such President and Secretary, they signed and delivered
the said instrument as President and Secretary as their free and voluntary act,and free and voluntary
act and deed of said corporation, for the uses and purposes therein set forth.
Given under my hand and official seal this(d4' day of A)rj I , 2007.
IMPRESS NOTARIAL
SEAL HERE
OFFICIAL SEAL , ,
JENNIFER A LEFEVRE o : Publi 4
NOTARY PUSUC.STATE OF ILLINOIS
MY COMMISSION EIPNIES:0112101
F:U.egal DeptNAgreement\PADS Loan Agreement.doc
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