HomeMy WebLinkAboutResolution #0781a
RESOLUTION N0.
A RESOLUTION APPROVING THE AETNA CASUALTY AND SURETY COMPANY LOAN COMMIT-
MENT AND AUTHORIZING AND DIRECTING THE MAYOR TO EXECUTE SAID COMMITMENT.
WHEREAS, on August 1, 1978, the City Council of the City of Canton,
Illinois adopted Resolution No. 775 authorizing the execution and delivery
of a Memorandum of Agreement between the City of Canton and Fulton Square
Corporation providing for the issuance by the City of Canton of approxi-
mately $1,700,000.00 principal amount of commercial redevelopment revenue
bonds pursuant to the provisions of the Commercial Renewal and Redevelop-
ment Areas Act, Chapter 24, Sections 11-74.2-1 to 11-74.2-19 of the Illinois
Municipal Code, Illinois Revised Statutes (1977); and
WHEREAS, pursuant to the provisions of said Resolution and Memorandum
of Agreement, Fulton Square Corporation, on behalf of the City of Canton,
made application for a loan with Aetna Casualty and Surety Company in the
amount of $1,720,000.00, said loan to be an issue of commercial redevelopment
revenue bonds. A copy of the Aetna Loan Application is attached hereto
and made a part hereof as Exhibit A; and
WHEREAS, on August 10, 1978, Aetna Casualty and Surety Company approved
~.,.
the loan application of Fulton Square Corporation, a copy of said commitment
is attached hereto and made a part hereof as Exhibit B; and
WHEREAS, on August 23, 1978, Fulton Square Corporation and the City
of Canton, Illinois accepted Aetna's commitment subject to certain amendments
which are set forth in the letter to Aetna Casualty and Surety Company
which is attached hereto and made a part hereof as Exhibit C; and
WHEREAS, on October 5, 1978, Aetna Casualty and Surety Company modified
and amended its original commitment, said amendments being set forth in
the letter from Aetna Casualty and Surety Company which is attached hereto
and made a part hereof as Exhibit D; and
WHEREAS, the Aetna Casualty and Surety Company commitment is subject
to the execution thereof by Fulton Square Corporation and the City of Canton,
Illinois and the return thereof so executed to Aetna by October 20, 1978.
.~
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
CANTON, ILLINOIS, AS FOLLOWS:
1. That the Aetna Casualty and Surety Company commitment, as amended,
to Fulton Square Corporation and the City of Canton, Illinois for a loan
in the amount of $1,720,000.00 is approved, said commitment to be subject
to and effective pursuant to the terms and conditions set forth therein.
2. That the Mayor's signature on the Aetna commitment and letter to
Aetna Casualty and Surety Company, both dated August 23, 1978, is hereby
ratified and the Mayor is hereby authorized and directed to execute and
the City Clerk is hereby authorized and directed to affix the seal of the
City of Canton thereto and to attest the Aetna commitment, as amended.
3. That this Resolution shall be in full force and effect upon its
passage by the City Council of the City of Canton, Illinois and approval
by the Mayor thereof.
PASSED by the City Council of the City of Canton, Illinois and
APPROVED by the Mayor thereof this ~ ~ th day of ~ ~. 't'Q ~j ~ y~ 1978.
~-
APPROVED: MAYOR
HARLAN E. CROUCH
ATTEST: ~ ,~~' ~
CITY CLERK
NAN S. WHITES
• ' TO: Percy Wilson Mortgage and Finance Corporation
221 North LaSalle Street
Chicago, Illinois 60601
Attention: Albert C. Hanna, Vice President
Telephone: '(312) 855-6714
Gentlemen:
~a e: u -+ j
f
RE. /ETNA LOAN APPLICATION
LOAN AMOUNT: $1 72_ 0 000
COMMISSION FEE: In consideration of your furnishing a Commitment in accordance with the
terms of the fEtna Application for Mortgage Loan (Application ), we agree to pay you a fee
of $_ 17, 200 .
2. APPLICATION DEPOSIT: We deposit herewith our check in the sum of $9~ 000
"Application Deposit"). In the evert you are unable to furnish the Commitment contemplatedalthe
Application Deposit will be returned. If you furnish a Commitment in conformity with this Application
or with such changes as may be acceptable to us, you may retain the Application Deposit and apply
the same on your fee. Your fee shall be considered as earned immediately on delivery to us of a
Commitment in accordance with the terms of the /Etna Application for Mortgage Loan, or upon our
acceptance of a Commitment if it differs from the terms hereof. At the time the Commitment is
issued, we will pay to you $8.200 ,being the balance of your fee.
3. BROKERAGE STATEMENT:
r
F~~
4. EXCLUSIVE: EEtna shall have the exclusive right to process this Loan Application forte days from
the date executed by Applicant.
5. ADVERTISING: During construction or remodeling you may place a sign on the Mortgaged Prem-
ises specifying that you and/or the Permanent Lender (by name) are participating in permanent
financing of the Mortgaged Premises. Further, you may publicize the financing and may include
In publicity releases, if applicable, the names of corporate officers; principals; beneficiaries of
the land trust; closing attorneys; and a general description of the Mortgaged .Premises, inc!udirg
occupancy and rentals.
. ce' ed By: (APPLICANT: Fulton uare Cor oration
Date:~~ ~_.~_-~,~~L~'~ DATE: July 14, 1978
6-15-78
i
' ~ =' ~ a' ~~ I+. JRTGAGE LOAN APPLICAI ~vN
,~ g
LIF~ & CASUALTY
l~tna Life Insurance Company
To induce Etna Life Insurance Company ("~tna") to favorably consider this application, Applicant hereby agrees to
fully complete all information herein requested and declares all information and statements contained in this applica-
tion and any supplements and attachments hereto to be true and complete.
LOAN TERMS
.Application is hereby made to f~tna, through Percy Wilson Mortgage and Finance Corporation
submitting this Mortgage Loan Application on behalf of the undersigned Applicant, for a loan on the following terms:
Amount: $ 1720, 000 Interest Rate: 7.5
(-Interest to be
exempt from Federal Income Taxes}
-Loran -13alarn:e-dcte~ncf paya~bfe------2~9-----
pears-fnttowing-ban-disbursem2rtt" rtL-uart'rrrattrrity~
Amortization schedule based on 25 year loan term (360 day year), with an acceptable
call provision at the end of 20 years following loan disbursement.
Applicant agrees to repay the sum of $ ~2, 710.6 monthly to apply to interest and principal, begin-
ning the first day of the second month following disbursement of the loan with interest only payable on the first day of
the month following disbursement.
In the event Etna will have disbursed less than the full loan amount at the time the first monthly payment to interest and
principal becomes due, said monthly payment will be computed by basing the principal portion of the payment on the
full loan amount and the interest portion of the payment on the amount actually disbursed. Monthly payments in such
computed amount will continue to be due and payable until additional funds may be disbursed, in which case new
monthly payments will be similarly computed. In the further event that, as of the date on or before which Applicant may
qualify for additional disbursements, less than the full loan amount will have been disbursed, the monthly payment to
interest and principal next due will be computed by determining the monthly payment necessary to amortize the then
outstanding loan balance over the then remaining term of the loan at the stated interest rate. In no event shall l~tna be
obligated to make any additional disbursement if the loan is in default.
Late Charge and Default Interest Rate: The loan, documents will contain a provision that a late charge of 4% of any
unpaid payment amount may be collected by 7Etna after the due date of such payment. There will also be a provision
under which, upon a default, interest will accrue at the lesser of 4% above the interest rate otherwise due or the highest
interest rate permitted under the laws of the state referred to in Provision 26 herein.
Prepayment Privilege: No prepayments will be permitted until 10 years from the due date of the first
payment to interest and principal as provided for above; thereafter, Applicant reserves the privilege to make prepay-
ments bypaying aprepayment charge of 5 % on the amount so prepaid with said prepayment charge
being reduced after the 11th 1 °
year at the rate of /° annually thereafter to a minimum
charge of 1 %. Permitted prepayments can be made only on interest due dates. after 60 days' prior
written notice to fEtna, and in multiples of $1,000.00. Loan may be prepaid at: any time in the 20th
loan year without penalty.
SECURITY
As evidence of the loan, Applicant agrees to execute a promissory note and to secure said note by a first mortgage or
first trust deed and any additional security documents on the following described real property:
LOCATION Street Address: Southeast corner of Main and Locust Streets.
Between what cross streets:
City; Canton County
Fulton
State: _ Illinois Zip Code: 615 2 0
Square feet of land area: ±70, 000. Municipal parking shall be under separate
agreement.
Describe any unusual local topographical or soil conditions affecting the security or site development:
None
Public or municipal utility services now available on site: water L•J , sewer ~] electricity ~ gas ~7 ,
storm rains ~) .
Applicant's initials:
.(37927) 7/77
^,A", .:~7~27
~a~
:.+~.
LIFE & CASUALTY
2
IMPROVEMENTS
Existing ^
Proposed
Gross Building Area: _ 65, 900 -sq ft Rentable Area: 65, 900
q. ft.
Description of Improvements, including Amenities and Type of Construction: A 65, 900 square foot
_shopping center in two single story buildings of typical modern retail space
.__.____
construction. One building with approximately 34,400 square feet to be occupied
Penney Company. 192 parking spaces to be
City of Canton under longterm use agreement along with 222 munici. a1 uy
p parking spaces.
Name of Bank Reference which fEtna may contact: To be provided
Name of General Contractor, if known. Bruce Douglas Ccanpany, Toledo, Qhio.
Name of Design Architect/Engineer, if known: Design Services Company Toledo, Ohio
Name of Construction Lender, if known: Not Known.
Give Details of Current Financing on Property: $1.250, 000 by The National Bank of Canton
Is this Financing Current: Yes [~ No ^
COSTS (Or i# the property is existing, use this section to give details of recent sales agreement, if any.j
Ta be purchased
Date Land Purchased: By City of Canton Cost: $ _~ . 2 5 0 . 0 0 0
Actual D Contract ^ Applicant's Estimate ® of the following costs:
Site Preparation:
Improvements Construction:
Architect, Engineering, Legal:
Interim Financing:
Permanent Loan Costs:
Tenant Finish (if any):
Landscaping:
Furniture and Equipment:
Overhead and Supervision:
Taxes during Construction:
Other: Closing and Title
Contingency:
TOTAL:
Cash Equity Required: $
Intended Use of Loan Proceeds:
-0-
Permanent Financ
If secondary financing is anticipated, indicate lender and amount and terms of financing: Primary parking
lot use rents
available shoppin
-t w anca-. ~
ENVlFSONMENTAL CONTROLS Indicate to which (Federal and/or State) environmental controls the property is
sub;ect, whethe~~ an environmental impact report is required, and if required, whether the repo? 'gas been submitted to
ar.v ?nprovec' by the appropriate gove•ning authority: __
None required,
of which up to $47, 250_ per year shall be paid from
center revenues after operating expenses, reserves and debt service .
•1~-he-pai-d.-t~.y-sale s -tax -r evatuae s -pa ~d- to ~ k~e- C ~t~-o-€-C~-te~-f~e~rae~~kae ~ A ~l~
$ By City o
1,421,000
136,880
50,000
Included in
Included in
Age Proposed
years
rovided and maintained
f Canton
(Includes architect & engineering)
(Includes legal & insurance)
improvements
improvements by City of Canton
40,000 (Includes leasing commisions)
Included in iin rovements
0
$ 1,720,000
Source of Cash Equity: Land and Parking Areas to
be provided by City of Car.,ton .
Applicant's initials
{
' ~~
LIFE & CASUALTY
3
Mutual Savings and Loan Association
APPLICANT
Give full name of Applicant. If Applicant is a partnership, specify whether general or limited. If Applicant is a partnership
or a corporation, give full name of partners or principal stockholders and their respective interests. If Applicant is a
trust, give full designation thereof, and identify beneficiaries:
Fulton Square Corporation, a not for profit Corporation, whose directors
and officers are the chief executive officers of The National Bank of
Canton, Ganton State Bank, Communit Bank and Trust Com an and
If Applicant is anon-domestic individual or entity, indicate foreign affiliation: N/A.
TITLE
of the fee interest
Record title/at the time of disbursement of this loan will be in the name of Appliea+~#. City of Canton, Illiro
1s -the Loan being applied for to be secured by a Mortgage or Deed of Trust on a Leasehold?
Yes ® No ,-] The leasehold interest shall be vested in
Fulton Square Corporation.
* If No, is there to be any subordinated Ground Lease? Yes '~~
._ No ^
Any Ground Leases affecting the Property must be in form and content satisfactory to /~tna.
Indicate amount and details (attach appropriate documentation to application) of any liens, encumbrances, special
assessments, restrictions or easements other than those to be discharged of record prior to loan disbursement:
* edevelo ent Lease between the City
Corporation dated
u ust 2 1977 with the leasehold interest to be assigned to Aetna,la Parking Lot specif
Use Agreement, to be conditionally assigned to Aetna. CaliY
lZ,tio?"d
Applicant hereby agrees that all liens of whatsoever character except those indicated above or taxes rot a abteT1a Led
shall be fully paid and discharged of record prior to loan disbursement. Any items which are not to be c'i charged of Chey
record prior to loan disbursement are subject to approval by l~tna.
Car to:
Current annual real estate taxes: $ Future estimated: $ 27, 700+
REQUIRED EXHIBITS
With this application Applicant agrees to supply (aj suitable photographs of the property, (bj_ current financial state-
ments, (cj a site clan showing the location of the buildings on the land, and any easements thereon, (d) a legal
descr~ tio~ of the property, and (e) preliminary plans and specifications. Applicant further agrees to pay for credit
rep s.a*r+-an~praisal-~rotti~ch-rrn~stbe-satrsfactorq-to-fEtrra:
~ ~' o r oration anon- rofit r niz t' n d '
ADDITIONAL PROVISIONS
1. PLANS AND SPECIFICATIONS -Final and complete plans and specifications, including architectural, struc-
fura!, .mechanical, fi3umbing and electrical, and soils report shall be submitted to and approved by 7Etna and
t?~e mortgage loan, correspondent (if any) prior to commencement of construction, but in no event later than 90
Mays from the dats of <Etna's commitment. Landscaping plans shall be submitted to and approved by f~tna
prior to commencement of landscaping work, but in no event later than 60 days prior to loar* disbursement.
Nett`; ~- l~tna's approval of the plans and specifications, nor any subsequent inspections or approvals of the
pr^~ac? during construction shall constitute a warranty or representation by fEtna or any of its agents, repre-
ss^ta~ives or designees as t^ the technical sufficiency or adequacy or safety of the structures or any of their
come onent pa~;~ er any other physical condition or feature pertaining :o the project.
Applicant's initial
of Canton and Fulton Square
LIFE & CASUALTY
2• ARCHITECT/ENGINEER -For all proposed construction or construction in progress, /Etna will retain an
architecUengineer of its choice to review plans and specifications and make periodic inspections of the property
to insure that construction is progressing and is completed satisfactorily and in accordance with the approved
final plans and specifications. Applicant agrees to pay all ~feE•s of said architecUengineer, estimated at
reasonable $3,000.
3. COMPLETION AND DISBURSEMENT -The proceeds of this loan shall not be disbursed prior to (a) the full
completion of the improvements, including landscaping, satisfactory to yEtna and in accordance with the final
approved plans and specifications and (b) the receipt by fEtna of the Final Completion Certificate by the
mortgage loan correspondent {if any). Etna shall not be obligated to disburse the loan when the building,
improvements, and other security are incomplete due to damage by fire or other casualty.
4. CERTIFICATE OFCOMPLETION - The architectengineer of record shall certify that all improvements, includ-
inglandscaping and interior finish required by fEtna, have been completed in accordance with the final plans and
• specifications and that all utilities such as public water, sewer and electricity, have been connected and that the
improvements are ready for occupancy.
5. TITLE INSURANCE POLICY - Issuance of a policy of title insurance inform satisfactory to /Etna and by a title
` insurance company acceptable to <Etna is a prerequisite to disbursement of the loan. Said title insurance policy
will insure !Etna's interest created by its loan documents as a first and prior lien, and will contain such endorse-
ments as fEtna may require. Endorsements to the title insurance policy satisfactory to fEtna will be required in
connection with any disbursements subsequent to the initial disbursement.
fights granted
6. CONDITIONAL ASSIGNMENT OF RENTS AND LEASES - s additional security for the loan, Applicant shall
execute a conditional assignment to LEtna of rents and "~ses operative in the event of default, in form and
content acceptable to /~tna, and such assignment ~ " I be duly recorded. The assignment shall include a!I
leases which may be consummated after the close g of the loan but during the life of the mortgage as well as
those which are in existence at the time of the ~ bursement of the loan. l~tna may give written notice of the
assignment to any tenant. This shall sp if ically include Fulton Square Corporation's lease-
hold interest in the property and n the Parking Lot Use Agreement and other parking ri '~t
7. ENCUMBRANCE OFCHATTELS - Etna is to receive a first lien on all chattels, fixtures, equipment, furniture
and furnishings now or hereafter used in the operation of the property and owned by Applicant, with necessary
security agreements and Uniform Commercial Code Financing Statements to be filed with the appropriate
County and/or State Offices. Applicant agrees to be bound by the provisions of the state Uniform Commercial
Code and to furnish continuation statements at required intervals. <Etna is to receive satisfactory evidence that
its lien on such chattels, fixtures, equipment, furniture and furnishings is a first and prior lien.
ertainin to the ro'ect nar.t
8. SCHEDULE OF FURNISHINGS - Prior to loan disbursement, Applicant will furnish a detailed schedule of a
chattels, fixtures, equipment, furniture and furnishings which will be used in the operation of the project and r
owned by Applicant. This schedule must be consistent with the appraisal.
9. TAX AND INSURANCE DEPOSITS -The loan documents will contain a provision requiring Applicant to make
monthly deposits for real estate taxes and insurance premiums equal to'/,zth of the annual charges estimated
by yEtna in order to accumulate with l~tna sufficient funds to pay such taxes and premiums 30 days priorto their
y due date. Such deposits are to be held by fEtna without interest {unless state law regd~gs ot~ierwis~).
easonable and necessary on a reason e our Y rate
10. LEGAL COUNSEL - na may, at its election, require re senta~ion 6sy an ~a~orney of its choice in the
preparation and/or review the loan documents, in the to closing, and in all legal matters arising prior to the full
disbursement of funds, and a ees for said attorne all be borne by Applicant. All papers and document hail
also be subject to approval as to form and content by (Etna's legal counsel in the Law Department /~tna's
Home Office, and approval of said papers and documents shall not be deemed to have occurr until written
approval is given by (Etna. Including the Redevelopment Lease Parking Lot A r ement J.C.
ennev omoanv lease and Spur eon's leas
11. CLOSING COSTS -Applicant agrees to pay all taxes and assessments due on the date of closing, and all
recording fees, registration taxes, title insurance premiums, appraisal fees, and all other expenses in connection
with the negotiation of, preparation for, and closing of the loan. Applicant will also pay ale expenses incurred if the
loan shall fail to close.
12. SOLVENCY CERTIFICATIONS - At the time of initial and any subsequent disbursements, /~tna may, at its
sole discretion, require that it be provided with evidence satisfactory that there is not pending against Applicant
(or any party guaranteeing <Etna's loan, or any principals of Applicant, i.e. partners or principa' stockholders) a
petition in bankruptcy, whether voluntary or otherwise, any assignment for the benefit of credi!c-s, any p?titian
seeking reorganization or arrangement under the Federal bankruptcy laws of the United States er of any ;fate
thereof, or any other action brought under the aforesaid bankruptcy laws.
13. START OFCONSTRUCTION - Construction of this project must have commenced within 120 days of the date
of ~'.^2's commitmer.? and must be pursued diligently until completion.
Applicant's +nitial
.' ~
LIFE & CASUALTY
5
14. CERTIFICATES OF OCCUPANCY -Permanent Certificate(s) of Occupany and/or other evidence satisfac-
tory to /Etna shall be furnished confirming that all improvements and their use comply fully with applicable
zoning, building, and all other governmental laws, rules, regulations, and requirements.
15. VALIDITY OF LOAN -The loan and the closing thereof shall in all respects be legal and not violate any
applicable law or other requirement of any governmental authority. Applicant will submit to Etna a current
written opinion of counsel for Applicant, satisfactory to l~tna, to the effect that the loan is not usurious or
otherwise illegal under applicable law and that all loan documents are valid and binding upon Applicant and
are enforceable in accordance with their terms.
16. ANNUAL OPERATING STATEMENT -The mortgage or trust deed shall contain a provision requiring Appli-
cant to furnish Etna with an annual operating statement in form satisfactory to l~tna, showing all items. of
income and expense for the operation of the subject property within 120 days of the close of each operating
year of Applicant for the entire loan life. Applicant will, within 60 days of loan disbursement, advise <Etna in
writing as to the commencement date of its operating year.
17. FINANCING SIGN -Permission is hereby given <Etna and the mortgage loan correspondent (if any) to place a
financing sign on the property and to release publicity articles concerning the financing of the project.
18. ENVIRONMENTAL PROTECTION -Applicant shall, prior to loan disbursement, furnish evidence satisfactory
to l~tna of the issuance on terms and conditions satisfactory to l~tna, by the appropriate Federal, State, County,
Regional or Local authorities, of all licenses, approvals or permits necessary in connection with the operation of
this project and lawful occupancy thereof for the purpose for which such project was created (including the
issuance by any Federal, State, County, Regional or Local authority whose jurisdiction involves environmental
protection of any such licenses, approvals, or permits).
Three co ies of a s of e
19. SURVEY - survey of the completed project, satisfactory to fEtna, shall be provided by Applicant. Etna may,
at its sole option, require appropriate endorsements to the policy of title insurance specified in Provision 5 herein
to supplement such survey. Certified survey to be prepared in accordance with mio,imum
standard detail requirements of land title surveys.
20. PHOTOGRAPHS -Photographs of the completed property, satisfactory to FEtna, must be received by fEina
prior to loan disbursement.
21. UTILITY SERVICES - Prior to loan disbursement, Applicant shall furnish evidence satisfactory to fEtna that full
public or municipal utility services are available to the property and that all utilities are operational.
22. INSURANCE -Applicant agrees to furnish fire insurance with extended coverage endorsement and cov-
erage against other hazards as requested from time to time by EL-'tna, covering all buildings and personal
property used in the operation thereof, in amounts and in such insurance companies as may be acceptable to
fEtna. All insurance policies shall contain standard mortgagee clauses (without contribution) in favor of fEtna,
shall not be terminable without ? 5 days' prior written notice to fEtna, and shall be deposited with l~tna as
evidence of such insurance until the loan is fully paid. Not less than 7 days prior to loan disbursement,
Applicant will deliver the required policies to /~tna and the mortgage loan correspondent (if any).
23. -COMPLIANCE - In the event Applicant fails to meet any deadlines and/or requirements contained in any
provisions of this loan application or EEtna's commitment, such failure to meet the deadlines and/or requirements
specified gives fEtna the option, at its sole discretion, to terminate and cancel the loan commitment represented
by said loan application and commitment. In the event /Etna exercises its option to cancel the loan commiimen?,
fEtna will retain the entire commitment fee specified in Provision 29. Time is of the essence with respect to alt
deadlines and requirements contained in any provisions of this loan application or .FEtna's commitment.
24. COMMITMENT FEE AND ACCEPTANCE OF COMMITMENT -Any commitment issues! by fEtna as a result
of this mortgage loan application which calls for acceptance by Applicant is to be accepted in writing by Appl+can'
within ?4 days of the date of (Etna's commitment and returned to lEtn accompanie!' by the commitment fee
specified in Provision 29 herein.
25. CONDEMNATION - At the time of loan disbursement, no proceedings shall have been threatened or ;om-
menced by an authority having the power of eminent domain to condemn any part of 'he mortgaged prooe-:y
which /~tna in its sole Rudgment deems substantial.
26. CHOICE OF " AW -The rights and obligations of the parties with respect to this application and any commit-
ment issued bb~ yEtna shat' be determined ir, accordance with the taws of the state in which the property secur'ng
:he loan is located.
®w~
•..~ ~I
LIFE & CASUALTY
6
27. NON-ASSIGNABILITY OFCOMMITMENT -Any commitment issued by Etna will be issued directly to Appli-
cantand may not be assigned by Applicant without the express written consent of 7Etna, which consent may be
withheld by (Etna at its sole discretion. Any assignment without (Etna's written consent or any change in
Applicant's structure (if Applicant is a partnership, trust or corporation), including but not limited to a change in
partners or principal stockholders or their respective interests, without !Etna's written consent shall release
(Etna from all its obligations under the commitment.
28. FINANCIAL CONDITION -The financial condition of Applicant on the date of any disbursement shall in no way
be materially adverse in comparison with Applicant's financial condition as indicated in the current financia{
statements which are to be approved by dEtna.
29. TERM OF COMMITMENT -Any commitment issued by 1~tna as a result of this mortgage loan application will
expire - e ruary 8 , 19 8 0 with Etna not required to disburse funds prior
to - Augu s t 1, 19 7 9 . In consideration for such commitment Applicant agrees to pay
(Etna a cash commitment fee of $ _3 4 , 4 0 0 within 14 days from the date of such commitment. In
the event that the loan closes on or before December 31, 1979 ,the entire fee of
$ 3 4 , 4 0 0 will be returned to Applicant, without any interest thereon. In the event the loan closes
on or after January 1, 1980 ,but on or before January 31, 1980
one-half of the commitment fee or $ 17 , 2 0 0 will be returned to Applicant, without any interest
thereon.
Continue additional provisions below:
30. Rider provisions 30-47 on the following pages.
Applicant's Initial
RIDER PROVISIONS -APPLICATION FOR LOAN
Etna Life Insurance Corrtpany
30. LETTER OF CREDIT AS SUBSTITUTE FOR CASH DEPOSITS - In lieu of the cash fee specified in
29 above,, fEtna agrees to accept two (2j clean irrevocable letters of credit in form satisfactory to
fEtna and drawn on a bank satisfactory to fEtna, each in the amount of $ 17, 200
expiration dates of JanffarY-~~ March 1519 80 and each having
31. BUY AND SELL AGREEMENT -Within 90 days from the date of /Etna's Commitment fetter, a Buy
and Sell Agreement in (Etna's standard form, and otherwise in form and content satisfactory to
/Etna, shall have been executed among Applicant, Applicant's Interim Lender, and EEtna, in which
the Interim (construction) Lender shall agree to sell the combined construction/permanent Loan to
(Etna. The Loan documents are to contain the terms of the construction Loan as well as those of the
permanent Loan Commitment. (See Provision Number 47) .
32. PARTNERSHIP AGREEMENT-Applicant's partnership agreement, if any, specifying the responsi-
bilities and obligations of the parties is to be forwarded to /Etna for its review and approval within
90 days from the date of /Etna's Commitment letter. Upon request of /Etna, Applicant must furnish
evidence satisfactory to /Etna of compliance by Applicant with all Federal and State laws related
to Applicant's structure, including but not limited to Blue Sky laws ar~d laws and regulations of the
Securities and Exchange Commission.
33. EXCULPATORY PROVISION - It is understood that there shall be no personal liability and that the
Promissory Note shall stipulate that collection of the indebtedness will be enforced solely against
the real property described in the mortgage or trust deed securing the Promissory Note and any
other security given to further secure the Promissory Note.
34. SOIL REPORT -Within 90 days from the date of its Commitment, (Etna must receive a satisfactory
report from an acceptable registered engineer describing the soil conditions at the project site,
together with a certification as to the adequacy of the drainage plan and foundation design for
the purposes intended under the soil conditions existing on the site.
35. REDEMPTION RIGHTS WAIVED -Notwithstanding anything herein contained, the mortgage shall
contain a Waiver of the Right of Redemption to the extent permitted by law.
36. INSURANCE AND TAX DEPOSITS (Supplement to Paragraph 9) -All deposits for real estate taxes
and insurance premiums shall be placed in an interest-bearing escrow account ("Tax Escrow
Account) in a manner satisfactory to /Etna and unconditionally assigned to dEtna for use in paying
all real estate taxes and insurance premiums when due. All withdrawals from the Tax Escrow
Account shall be for the purpose intended and in a manner satisfactory to /Etna. Annually, at the
end of each Loan year, Applicant shall pay /Etna or its designated servicing agent for managing
said Tax Escrow Account the sum of $120.00 ,
ALTERNATIVE -
waived so long as the Loan is not in default, record title holderror v v ne iciary of a trust
remains unchanged, regular monthly inst est and principal are current, and payment
of taxes and incur s are paid when due and payment thereof shall be unconditionally
37. FORCE MAJEURE -Notwithstanding the provisions of Paragraph 29, in the event completion of the
,project is delayed by strike, war, Acts of God, or unilateral action by any governmental agency
beyond Applicant's reasonable control to remedy or overcome, all dates within Paragraph 29 shall
be e:,"ended by the extent to which such cause for delay shall be applicable, but eac!~ date shall
-got ~~: extendpc far a period longer than four months.
~`=:opl^ant to pro~f~de written notice to !Etna forthwith of any delays pursuant to this Paragraph 37.
~ ~ v- ~ a _ q:: . .
. ' T:•
6-15-78 Applicant's Ir~t;
3t3. DEFINITION OF COMPLtTION -- To qualif for Ba
' be fully completed i-e; ^ -- - y se L
( ,paving, landscaping, building
common areas including bathrooms and halls, and basic
Tenant Improvements in the leasable area , and shall
required addition 1 21-5-
oan Funding, the Mortgaged Premises must
walls, roof, windows, stairways, elevators,
mechanical systems in place) except
specifically include completion
a 192 municipal parking spaces in the primary area_
for
of the
Tenant lmprovements are defined as follows:
tionin a p ,window covering, parti-
g ppro riate for each tenant area, suspended acoustical the ceiling with lighting installed
and operable, plumbing~lly completed, air conditioning and heating system installed and operable
ntrols, and fin' hed,{~iMed walls,
including bathroarns
39. BASE LOAN FUNDING -Upon completion except for Tenant Improvements andpu on satisfactory
compliance with all other conditions prerequisite to Base Loan Fund ng $ ~ ,
1 350 000
Tenant Improvement Withhold) shall be available for disbursement. The remaining $ 370,(000 any
("Rental Qualification Withhold") shall be available for disbursement at the end of the 6th, I2th,
and/or 18th month following Base Loan Fundin
Premises is eneratin 9, provided that by such time the Mortgaged
9 g gross annual income of $ 220, 00__0 ____. or greater from tenants in occupancy
under approved leases at scheduled rents (defined as $ 6.00 AveraQ
• greater, with tenants obligated to pay exp nses as outlined in Provision~43 hegrein) foot per~year or
local including CAM from local tenant laacn~
40. TENANT IMPROVEMENT WITHHOLD - In addition to the Rental Qualification Withhold described
in Provision 39 herein, there shall be withheld from the Loan proceeds the greater of $8..00
per square foot or 125% of the architect's estimated cost per square foot of materials and labor
to complete any unfinished rentable area as to Tenant Improvements as defined in Provision 36
herein. Funds withheld in this category will be available at the rate described above for work com-
pleted at the time of Base Loan Funding and thereafter only at the end of the 6th, 12th
month and/or 18th month following Base Loan Funding.
41. TENANT ESTOPPEL CERTIFICATES -Immediately prior to the Initial Disbursement of the Base
Loan, Applicant shall furnish from tenants whose leases are to be used in satisfying the disburse-
ment requirements of Base Loan Funding or the Rental Qualification Withhold Funding acknowcedge-
ments signed by the tenants in possession stating that the leases are in full force and effect, that the
tenants are in occupancy and paying rent on a current basis with no rental offsets or claims, that
there has been no prepayment of rent other than that provided for in the leases, and that there are
no actions, whether voluntary or otherwise, pending against any of the tenants under the bankruptcy
laws of the United States or any state thereof. Applicant shall furnish such other documents which
may be required by /~tna to carry out the above intent. At the time of disbursements subsequent
to the Initial Disbursement, fEtna must receive from Applicant, in addition to Estoppei Cer:`.lficates
for the newer tenants, evidence satisfactory to EEtna that the tenants from whom Estoppel certifi-
cates were received at the prior disbursement are still in occupancy under the previously reviewed
leases.
Notwithstanding the provisions of this Paragraph and Paragraph No. 6, Estoppel Certificates will not
be required for tenants leasing space of 1,000 square feet or less, or whose tease term is
five years or less, and those portions of this Paragraph No. 41 dealing will? the tenant's credi4
worthiness or financial responsibility shall not apply to tenants in possession or to take possession
prior to or concurrent with funding of the Base Loan.
42. Sl1BORDINATION OF LEASES - EEtna may, at its sole option, require that any and/or all of the
teases affecting the real property be made subject and subordinate to the lien of EEtna's mortgage
or trust deed, /~tna may similarly require that any and/or all leases be made superior and prior to
/i=tna's lien. /Etna is to execute non=disturbance agreements with tenants whose leases are sub-
. ordinated. Leases with J. C. Penney Company, Inc, and Spwrgeon's of Illinois, Inc_
shall be superior and prior to Aetna's lien at the option of the tenants.
43. L'=ASE APPROVAL -Funding of the Loan for which Application is made herein shall be contingent
on !Etna's approval of the standard lease form to be used in the project or such other form as
approved by /Etna. All leases are to utilize said form with minimum 2-year terms; shall be with
5ona fide, arm's-length tenants; shall not contain any rental or other concessions which will be
operative after disbursement of Base Loan; shall require tax, '
escalator clauses above those for the first lease year; and shall further require tenants to pax•en-~e
all. utility costs for individual service and a mini~7/ni ox Y.1
per square foot for common area main man A '-'-""°'~-
The form of lease shall be submitted for /1=tna's review and approval tivithin 90 days from the date of
/~tna's Commitment.
6-15-78 APPlicant's In'
4ti. FiCJTRICTIONJ ON Al,' ~7-ION - DUE ON SALE CLAUSE ~ is agreed and the Loan docu-
-- --- -- -P __ - __-_ j --- ------ ------ ---- -- __ __ _-_ __ g
. ments shall rovide tha. tna shall, at its sole discretion, have t„~ ri ht to accelerate the Loan and
declare the then unpaid principal balance and all accrued interest due and payable if, without
l~tna's prior written consent, any of the security, consisting of the real estate, improvements, andlor
chattels thereon, or any beneficial interest in a trustee mortgagor or any partnership interest in a
partnership mortgagor or partnership beneficiary of a trustee mortgagor, or any shares of stock in
a corporate mortgagor or corporate beneficiary of a trustee mortgagor, shalt be sold, assigned,
transferred, alienated, encumbered, or permitted to be subject to any lien; provided that the fore-
going provision shall not be applicable to the following, which shall be deemed consented to:
(a) Liens upon said security securing the Loan;
~~
45. LEASING REQUIREMENT -CONDITION OF BASE LOAN FUNDING - Funding of the Base
Loan shall be conditioned upon occupancy by (1) J.C. Penney Company under a
lease agreement for a minimum term of 20 years for _+34,400 square feet of space
in one building with a minimum annual rent of $103,092, and by (2) Spurgeon's
of Illinois, Inc. under a net lease agreement guaranteed by Spurgeon Mercantile
Company for a minimum term of 20 years for _+11,050 square feet of space with a
minimum annual rent of $27,625. Both leases shall be subject to approval by
Aetna as to form and content and shall be in full force and effect at the time of
base loan funding.
46. TAX-EXEMPT STA'r[TS - It is a condition of the loan that interest thereon shall be
exempt from federal income taxation. The tax-exempt status of such interest
shall be established to the satisfaction of Aetna by such opinions of counsel
(who shall be selected by Aetna) and other showings and certificates as Aetna
and its counsel may require, which opinions and other showings and
certificates shall be prepared and in effect not later than the
date of execution of the Buy and Sell Agreement.
47. BUY AND SELL AGREEMENT - OTHER PROVISIONS - At request of applicant
Aetna agrees to execute the Buy and Sell Agreement within 14 days
from the date of Aetna's commitment letter and of receipt by Aetna
of all reasonably required items to satisfy the terms and condi-
tions of the Buy and Sell Agreement in Aetna's standard form, and
otherwise in form and content satisfactory to Aetna. Note that
the construction of the building improvements is to be undertaken
on a turnkey construction basis with the construction loan to be
taken do*~,*n with the general contractor as borrower e~ guarantor.
o c-
(b) The lien of current taxes not yet due and payable;
~.
~~
~^~
i:~
L1FE & CASUALTY
Thi~..p,n~::ca: ~n Taken By:
~ ~ ~- \
f 1 _
--,~ ~ , T/mot ~ l `~ `~ ~
7
Signed this__14~h_ day of July 1g 78
Applicant's Signature:
FULTON SQUARE CORYORATT_ON