HomeMy WebLinkAboutResolution #5441 RESOLUTION NO. 5441
A RESOLUTION APPROVING AND AUTHORIZING A REVOLVING LOAN WITH
JUST DONUTS,LLC
WHEREAS, Just Donuts, LLC, an Illinois limited liability company, has applied for a
Revolving Loan through the City of Canton;
WHEREAS,the City of Canton(the"City")has established a Revolving Loan Committee
for purposes of reviewing applications to receive loans from the Revolving Loan fund;
WHEREAS, the City's Revolving Loan Committee has reviewed the application of Just
Donuts, LLC and has recommended approval of a loan, subject to obtaining security interests in
collateral for purposes of protecting the loan;
WHEREAS,the City of Canton has determined that it is necessary and in the best interest
of the City of Canton to enter into a loan with Just Donuts,LLC,subject to certain security interests
being obtained.
NOW THEREFORE BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF CANTON, FULTON COUNTY, ILLINOIS AS FOLLOWS:
1. The corporate authorities find as fact the recitals hereinabove set forth.
2. That a loan in the amount of Thirty Thousand Dollars ($30,000.00) with Just Donuts,
LLC (the"Loan") is from the Revolving Loan fund is hereby APPROVED.
3. That the Loan shall be paid in full within five (5) years at an annual interest rate of
three percent(3%).
4. The City Attorney shall prepare the promissory note for the Loan, along with any other
documents the Mayor approves for purposes of securing the Loan, including but not
limited to any mortgages, security agreements,personal guarantees, or UCC fmancing
statements (collectively the "Loan Documents").
5. Upon completion of the Loan Documents, the Mayor, or his designee, is hereby
authorized to execute same for purposes of accomplishing the foregoing.
6. This ordinance shall be in full force and effect from and after its passage and approval
in the manner provided by law.
PASSED AND APPROVED THIS 201b DAY OF DUNE,2023.
AYES:Alderpersons Chamberlin, Grimm, Lovell,Hale, Gossett, Ketcham, Lingenfelter
NAYES: None
ABSENT:Alderperson Nelson
A,PPRQVED:
k k
ent A. McDowell,Mayor
ATT ST:
/ndrea J. S ith-Walters, City Clerk
�t 1111111 IL 111
T rr,042867;6
This document prepared by 230 7 9_t 1
and return to:
PATRICK O'BRIHN
Christopher J. Jump, Esq. COUNTS' CLERK & RECORDER
DAVIS & CAMPBELL L.L.C. FUL T ON COUNTY, IL
401 Main Street, Suite 1600 RECORDED ON
08,,10;12 t20, 12 a 15 PM
Peoria, Illinois 61602 RECORDING FEE 67.00
Voice: (309) 673-1681 PAGES: n
Fax: (309) 673-1690
Email: cjjump@dcamplaw.com
MORTGAGE
This Mortgage ("Mortgage") is effective August 1, 2023, by Janet L. Raistrick (the
"Mortgagor") for the benefit of the City of Canton, an Illinois municipal corporation (the
"Lender"). .
BACKGROUND
A. Just Donuts, LLC, an Illinois limited liability company ("Borrower"), is indebted to
the Lender in the principal sum of up to Thirty Thousand and No/100 Dollars ($30,000.00) as
evidenced by a Secured Promissory Note, dated August 1, 2023, with a maturity date of August 31,
2028, payable to Lender (such Secured Promissory Note, together with any and all notes issued in
renewal thereof or in substitution or replacement therefor, being hereinafter referred to as the
"Note");
B. The Mortgagor, by the provisions of this Mortgage and consistent with the terms of
the Note, desires to secure the payment and other performance by the Borrower under the Note.
C. The Lender has required this Mortgage as consideration for the Note.
AGREEMENT
NOW, THEREFORE, to secure (i) the payment of the principal of and interest on the Note,
and (ii) the observance and performance of all covenants and agreements contained in the Note and
this Mortgage (collectively, the "Obligations"), the Mortgagor hereby- expressly mortgages and
warrants to the Lender the real estate legally described on Exhibit A, attached hereto and
incorporated herein, located in the County of Fulton and the State of Illinois, together with (a) all
buildings, structures or other improvements and fixtures presently or hereafter attached to or
constructed or erected thereon, including additions to and substitutions or replacements thereof, (b)
all easements, rights, appurtenances and other privileges appertaining thereto, and (c) all proceeds
and profits, and all renewals of or replacements for, or articles in substitution for, any of the
foregoing(collectively,the"Property").
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Article 1: Background
1.01 The Background stated above is incorporated into this Mortgage as a material term.
Article 2: Value of Mortgage
2.01 The Mortgage is intended to secure the amount owed by Borrower to Lender, including any
advances made by Lender to Borrower after the date of this Mortgage. The maximum principal
amount secured under this Mortgage at any time is Thirty Thousand and No/100. Dollars
($30,000.00).
Article 3: Character of Property
3.01 All of the Property shall, so far as permitted by law,be considered real estate covered by this
Mortgage.
Article 4: Waivers by Mortgagor
4.01 The Mortgagor hereby expressly releases and waives all (i) homestead and other rights of
exemption in and to the Property, whether arising by virtue of the law of the State of Illinois, any
bankruptcy or insolvency laws, or otherwise, and(ii) rights to retain possession of the Property after
default or the breach of any of the provisions of this Mortgage.
Article 5: Insurance
5.01 The Mortgagor will continuously insure the Property, in the amount of its replacement
value, against loss or damage by fire, other casualties, and risks customarily included within the
"Extended Coverage"provisions of a standard fire and casualty policy.
Article 6: Maintenance of Property
6.01 The Mortgagor will maintain the Property in good order and repair and in a clean and safe
condition and will promptly perform repairs thereto. The Mortgagor will not permit the impairment
or deterioration of the Property or remove, demolish or substantially alter any building, structures or
other improvements presently or hereafter constructed or erected on the Property without the prior
consent of Lender, expressed in writing.
6.02 The Mortgagor will promptly comply, or cause prompt material compliance with, all laws,
ordinances, orders, rules and regulations of all municipal, county, state, federal or other
governmental authorities applicable to the Property, or the use or occupancy thereof.
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Article 7: Covenants of Mortgagor/Borrower
7.01 The Mortgagor (i) owns all legal interest in the Property, and (ii) is empowered and
authorized to execute and deliver the Mortgage to Lender, and to grant and convey the estate herein
described.
7.02 The Borrower and/or Mortgagor will promptly pay, when due, (i) the principal and interest
on the indebtedness evidenced by the Note, or any other promissory notes executed and delivered
by the Borrower in renewal or extension thereof, (ii) any future advances by the Lender to the
Borrower secured by this Mortgage, and (iii) any other amounts coming due to the Lender pursuant
to the Note and this Mortgage.
7.03 The Borrower and/or Mortgagor, in addition, will promptly pay when due, and in all events
prior to delinquency, the (i) special assessments, utility charges and other impositions levied on or
attributable to the Property and(ii)rent and any other payments under any leases with respect to the
Property. The Mortgagor will deliver evidence of such payments to the Lender, at the request of the
Lender.
Article 8: Condemnation
8.01 If the Property, or any portion thereof, is condemned by any authority under the exercise of
the power of eminent domain, all compensation and damages awarded by reason of such
condemnation will be applied to pay the Obligations before any amount is paid to Borrower.
Article 9: Default
9.01 The occurrence of any of the following events will constitute a default under this Mortgage
and the entire indebtedness of the Borrower secured by this Mortgage will be immediately due and
payable if. (i) the real estate taxes due on the Property are more than sixty days past due; or (ii) the
Mortgagor or Borrower fails to perform or otherwise comply with any Obligations. Lender shall
send written notice to Mortgagor of an event of default.
9.02 In the event of a default, Lender may declare the entire indebtedness of Borrower secured by
this Mortgage to be immediately due and payable and may foreclose this Mortgage by judicial
proceedings, or otherwise.
Article 10: Application of Proceeds
10.01 The proceeds of any foreclosure or other sale of the Property shall be distributed in the
following order of priority: first, on account of all costs and expenses incident to the foreclosure or
other proceedings under this Mortgage; and second, on account of the Obligations evidenced by this
Mortgage.
Article 11: Remedies Cumulative-No Waiver
11.01 No remedy or right of Lender shall be exclusive of but shall be cumulative and in addition to
every other remedy or right now or hereafter existing at law or in equity. No delay or omission in
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the exercise of any remedy or right accruing under this Mortgage shall impair any such remedy or
right or be construed to be a waiver, nor shall it affect any subsequent remedy or right of the same
or of a different nature. Every such remedy or right may be exercised concurrently or
independently, and when and as often as may be deemed expedient by Lender.
Article 12: General Provisions
12.01 Governing Law. This Mortgage shall be construed, governed, and enforced in accordance
with the laws of the State of Illinois, without regard to the principles thereof regarding conflict of
laws. If any term or provision of this Mortgage shall be invalid or unenforceable, the remainder of
this Mortgage shall remain enforceable to the maximum extent permitted by law. The Circuit Court
of Fulton County, Illinois shall be the sole and exclusive jurisdiction and venue for the purposes of
any foreclosure proceedings or to otherwise hear any disputes regarding this Mortgage.
12.02 Notices. Any notices due under this Mortgage must be in writing and (i) delivered to the
party entitled thereto in person or (ii) mailed, with postage prepaid, to the party entitled thereto by
registered or certified mail,return receipt requested, at the following addresses:
If to Borrower: If to Lender:
Janet L. Raistrick City of Canton
158 E. Elm Street Attn: Mayor
Canton, IL 61520 2 N. Main Street
Canton,IL 61520
A notice will be deemed to be received in"(i)" above on the date of the actual receipt thereof by the
party entitled thereto, and in"(ii)" above on the date that is two business days following the date of
mailing.Notice to Lender must be sent to all persons comprising the "Lender" listed above and will
be determined as of the date the last person comprising the Lender received Notice.
12.03 Successors and Assigns. All rights, powers and remedies of Lender enumerated in this
Mortgage specifically inure to the benefit of, expressly transfer to, and may be exercised by, any
successors in interest or assigns of Lender. All obligations of the Mortgagor under this Mortgage
bind the successors in interest and assigns of the Mortgagor.
12.04 Continuing Liability. No extension of the time to pay or modification of the amortization
of the indebtedness secured by this Mortgage granted by Lender to Borrower (or Mortgagor) or any
successor in interest of Borrower(or Mortgagor) will operate to release, in any manner,the liability
of Borrower(or Mortgagor) or their successor in interest.
12.05 Amendments. No amendment of this Mortgage will be valid or enforceable unless such
amendment is reduced to writing and properly executed by the Mortgagor and Lender.
12.06 Costs and Expenses. All costs or expenses incurred by Lender, including reasonable
attorneys' fees, in (i) exercising any of the rights,powers or remedies enumerated in this Mortgage,
and (ii) enforcing the Borrower performance of the Obligations, will constitute additional
indebtedness of the Borrower secured by this Mortgage.
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12.07 Cross Defaults. Mortgagor hereby expressly acknowledges that (i) a default by Mortgagor
or Borrower under the Note will constitute a default by Mortgagor under this Mortgage and (ii) a
default by Mortgagor under this Mortgage will constitute a default by Mortgagor and Borrower
under the Note.
Mortgagor:
1�a5
5,7W
J L. Raistrick, Individually
Borrower:
Just Donuts, LLC
By 4Z4�
Janet Raistrick,Manager
STATE OF ILLINOIS )
) SS
COUNTY OF FULTON )
I, the undersigned, a Notary Public in and for said County and State aforesaid, DO HEREBY
CERTIFY.that Jennifer Raistrick, personally known to me to be a Manager of Just Donuts, LLC,
and the same persons whose names are subscribed to the foregoing instrument, appeared before me
this day in person and acknowledged that she signed, sealed and delivered the said instrument as her
free and voluntary act and as an authorized act as Manager of Just Donuts, LLC, for the uses and
purposes therein set forth.
GIVEN under my hand and official seal this day of August, 2023.
A
; --
o Pub is
STATE OF ILLINOIS )
SS 7Notary
STINE S STAFFORD
Official Seal
COUNTY-OF FULTON ) ublic-state of Illinois
My Commission Expires Jan 30,2026
I, the undersigned, a Notary Public in and for said County and State aforesaid, DO HEREBY
CERTIFY that Janet L. Raistrick, personally known to me to be the same person whose name is
subscribed to the foregoing instrument, appeared before me this day in person and acknowledged
that she signed, sealed and delivered the said instrument as her free and voluntary act, for the uses
and purposes therein set forth.
GIVEN under my hand and official seal this 4�uldrayf August, 2023.
Notary Public
5 _ CHRISTINE S STAFFORD
Official seal
Notary Public-State of Illinois
My Commission Expires Jan 30,2026
v'
EXHIBIT A
LEGAL DESCRIPTION OF REAL PROPERTY
A part of Lot No. 31 in Jones Second Addition to the City of Canton, County of Fulton and State of
Illinois, described as follows:
Commencing at a point 76 feet East of the Northwest corner of said Lot 31, running thence East 20
feet,thence South 82 1/2 feet,more or less,to the South line of said Lot 31,thence West 20 feet,
thence North 82 1/2 feet,more or less,to the place of beginning.
P.I.N.: 09-08-27-437-004
Commonly known as: 158 E. Elm Street, Canton,IL 61520
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SECURED PROMISSORY NOTE
Dated:,August 1,2023 $30,000.00
FOR VALUE RECEIVED, Just Donuts, LLC, an Illinois limited liability company,
("Borrower"),promises to pay to the order of the City of Canton,an Illinois municipal corporation
(the "Payee" or "Lender") at 2 N. Main Street, Canton, Illinois 61520, or at such other place
designated in writing by the Payee,the principal sum of Thirty Thousand and No/100($30,000.00)
together with interest thereon at the rate of Three and No/100 percent(3.00%)per annum on the
unpaid principal balance from the date hereof until this Secured Promissory Note (this "Note" or
"Agreement") is paid in full ("Obligation").
1. PAYMENTS. Borrower shall pay accrued interest on the outstanding principal
balance due under this Note on an monthly basis commencing on September 1, 2023 and
continuing on the first (ls) day of each month thereafter until paid in full. The entire unpaid
principal balance, together with any accrued interest and other unpaid charges or fees hereunder,
shall be due and payable on August 31, 2028 ("Maturity Date").
2. SECURITY.
(a) Personal Guaranty:
(i) By executing below, Janet L. Raistrick, individually ("Guarantor"),
unconditionally, absolutely, and irrevocably guarantees the prompt
payment by Borrower of all amounts to be paid by Borrower under this Note
("Guaranty").
(ii) This Guaranty is being provided as consideration for Lender's consent to
this Note.
(iii) The Lender may seek recourse against the Guarantor without looking to any
other person or entity to cure any default under the Note.
(iv) Upon any default of the Note by the Borrower, the Lender may proceed
against the Guarantor without notice of default and without exhausting or
attempting to exhaust any rights or remedies that exist or may exist against
the Borrower.
(v) The Guarantor waives any and all defenses that exist or may exist against
the enforcement of this Guaranty, including but not limited to an extension
of time for payment.
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(vi) The Guarantor agrees to pay any and all costs or fees of collection incurred
by the Lender, including, without limitation,reasonable attorneys' fees for
consultation,preparing demand letters,or bringing any action for collection
or for enforcement of this Guaranty.
(vii) The Guarantor agrees that the Lender may proceed under any one or more
of its agreements or guarantees separately or collectively without
prejudicing or waiving any of its rights under any of its agreements or this
Guaranty.
(viii) The Guarantor does hereby waive presentment for payment, demand for
payment, notice of nonpayment or dishonor, protest and notice of protest,
diligence in collection, and any and all formalities which may be legally
required to charge the undersigned with liability; and the undersigned does
further agree that liability hereunder shall in no way be impaired or affected
by any renewals or extensions which may be made from time to time, with
or without the knowledge and consent of the Lender,of the time of payment,
of any portion of the principal of or interest due, or by any forbearance or
delay in enforcing the payment thereof,or to realize upon any other security
which may have been given or may hereafter to be given for the
indebtedness or evidenced, it being the intent hereof that the undersigned
remains liable as until the Note has been paid in full, notwithstanding any
act or thing which might otherwise operate as a legal equitable discharge of
a surety.
(ix) To the extent permitted by law, the Guarantor hereby waives all defenses,
counterclaims, and offsets or any kind or nature in connection with the
validity and/or enforceability of this Guaranty,including without limitation,
those arising directly or indirectly from the perfection, sufficiency,validity,
and/or enforceability of any security interest granted by Guarantor.
(x) If any provision of this Guaranty is held invalid or unenforceable, the
remainder of this Guaranty will not be affected thereby, the provisions of
this Guaranty being severable in any such instance.
(xi) The Guarantor warrants and represents to the Lender that the Guarantor has
read this Guaranty and understands the contents hereof and that this
Guaranty is enforceable against the undersigned in accordance with its
terms.
(xii) This Guaranty shall be subject to the laws of the State of Illinois. In any
action to enforce or interpret this Guaranty,venue shall lie only in the state
or federal courts located in Fulton County, State of Illinois.
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(b) Mortgage:
(i) As additional security for this Note, this Note'is described in and secured
by a certain Mortgage of even date herewith, executed and delivered to the
Lender by Janet L. Raistrick ("Mortgagor") to be recorded in the land
records of Fulton County, Illinois (collectively the "Mortgage").
(ii) This Mortgage is being provided as consideration for Lender's consent to
this Note.
(iii) Any default under the Mortgage shall be considered a default under the
terms of this Note, and shall entitle the Lender to all remedies set forth
herein or in the Mortgage. This Note and the holder hereof are entitled to
all benefits and security afforded by the Mortgage.
(iv) By executing below, Mortgagor agrees to execute and deliver said
Mortgage and to incur the costs of recording of same.
3. PREPAYMENT. Prepayment in whole or part may occur at any time hereunder
without penalty. All payments received hereunder shall be applied, first,to any costs or expenses
incurred by Lender in collecting such payment or to any other unpaid charges or expenses due
hereunder; second,to accrued interest; and third,to principal.
4. DEFAULT. This Note shall be in default if Borrower fails to make a payment
within ten (10) days of the due date, if Borrower is in default of any other promissory note
delivered by Borrower to the Payee, or if Borrower is in default under any other terms of this
Agreement. Upon the Payee sending written notice to Borrower of the default,the unpaid principal
balance shall become immediately due and payable. Each payment after a default shall be first
applied to the payment of any accrued and unpaid interest and late payment fees and thereafter to
principal. If any default be made as herein above set forth,the delay or failure of the holder hereof
to exercise his rights,accrued to him because of such default,to declare the indebtedness hereunder
due and payable,shall never be construed as a waiver of said rights with respect to any such default,
unless set forth in writing. Upon default, Lender may seek all remedies available at law or in
equity to enforce the terms and conditions of this Note. No remedy or right of Lender shall be
exclusive of but shall be cumulative and in addition to every other remedy or right now or hereafter
existing at law or in equity.
5. MISCELLANEOUS.
(a) This Note shall be binding on Borrower and the Payee and on their
successors and assigns.
Page 3 of 6
(b) All payments hereunder shall be payable in lawful money of the United
States of America.
(c) All notices, requests, consents and other communications required or
permitted under this Agreement shall be in writing (including email) and shall be (as elected by
the person giving such notice)hand delivered by messenger or courier service,emailed, or mailed
by registered or certified mail(postage prepaid),return receipt requested, addressed to:
If to Borrower: If to Lender:
Just Donuts, LLC City of Canton
ATTN: Janet L. Raistrick Attn: Mayor
158 E. Elm Street 2 N. Main Street
Canton, IL 61520 Canton,IL 61520
or to such other address as any party may designate by notice complying with the terms of this
Section. Each such notice shall be deemed delivered (a) on the date delivered if by personal
delivery; (b) on the date of transmission with a sent confirmation if by email; and (c) on the date
upon which the return receipt is signed or delivery is refused or the notice is designated by the
postal authorities as not deliverable, as the case may be, if mailed.
(d) The obligations of Borrower shall be absolute and unconditional in any and
all circumstances, and shall not be affected by any circumstances of any character, including, but
not limited to any set-off, counterclaim,recoupment,real or personal defense or other right which
Borrower may have against the Payee, its successors and assigns, or anyone else for any reason
whatsoever.
(e) Borrower, and each other party now or hereafter liable for the payment of
amounts due under this Note as endorser, accommodation parry, surety, guarantor or otherwise
hereby: (i) waives the benefit of any and all present or future applicable exemption laws; waives
presentment, demand for payment,notice of dishonor and protest and any and all other notices or
demands in connection with the delivery, acceptance, performance, or enforcement of, or default
under this Note; (ii) consents to any extensions of time for payment, renewals, releases of any
party to or security for this Note, and any waivers, modifications or indulgences that may be
granted or consented to by the holder respecting this Note; and (iii) agrees to pay, in addition to
all other sums due hereunder, all costs and expenses relating to the collection and enforcement of
this Note, including reasonable attorneys' fees, court costs and disbursements.
(f) Upon payment in full of the Obligation,the original Note shall be returned
to Borrower.
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(g) This Note shall be governed by the laws of the State of Illinois without
giving effect to the principles of conflicts of laws.
(h) Any action or proceeding seeking to enforce any provision of, or based on
any right arising out of,this Note may be brought against any of the parties in the Circuit Court of
Fulton County, Illinois, or, if it has or can acquire jurisdiction, in the United States District Court
for the Central District of Illinois,and each of the parties consents to the jurisdiction of such courts
(and of the appropriate appellate courts)in any such action or proceeding and waives any objection
to venue laid therein. Process in any action or proceeding referred to in the preceding sentence
may be served on any party anywhere in the world.
(i) BORROWER AGREES, AS DOES PAYEE, TO WAIVE ALL RIGHTS
EITHER MAY HAVE TO A TRIAL BY JURY ON ANY CLAIM ONE MAY ASSERT
AGAINST THE OTHER IN A COURT OF LAW.
(j) This Note may be executed in one or more counterparts,each of which shall
be.deemed to constitute an original and shall become effective when one or more counterparts
have been signed by each parry hereto and delivered to the other party.
(k) The invalidity or unenforceability of any provision of this Note shall not
affect the validity or enforceability of any other provision hereunder.
(1) No amendment or waiver of any provision of this Note or consent to
departure therefrom shall be effective unless set forth in writing signed by all parties to this Note.
(m) By signing below, Borrower, Guarantor, and Mortgagor affirmatively state
that they have reviewed or otherwise had the opportunity to review the contents of this Note, the
Guaranty, and the Mortgage with an attorney. Borrower, Guarantor, and Mortgagor acknowledge
and affirmatively state that they understand they are entering into this Note,the Guaranty, and the
Mortgage knowingly and voluntarily.
[SIGNATURE PAGE TO FOLLOW]
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IN WITNESS WHEREOF, Borrower has caused this Secured Promissory Note to be
executed and delivered to Lender, effective as of and retroactive to the day and year first written
above.
Borrower:
JUST DONUTS,LLC
B
Janet Raistrick,Manager
Guarantor:
JANET L. RAISTRICK
By:
d- 0 Y
Janet L. Raistrick, Individually
Mortgagor:
JANET L. RAISTRICK
By:j a e i�—t Tutu
Janet L. Raistrick, Individually
Accepted by Lender:
CITY OF CANTON I
By:
Kent McDowell, Mayor
I
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