Promissory Note - Substantial Final Form
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PROMISSORY NOTE
Loan Amount: $500,000.00
Glendale, Arizona
Date: [DATE], 2023
FOR VALUE RECEIVED, the undersigned ("Maker") jointly and severally promise(s) to pay to the order of
Mercy Housing Mountain Plains, a Colorado nonprofit corporation (“MHMP”), or its successors, the
principal sum of FIVE HUNDRED THOUSAND DOLLARS AND NO/100 ($500,000.00). This
Promissory Note (“ Note”) is made on a 40-year permanent term, bearing interest at the rate of 1% per
annum and is secured by a Deed of Trust and Assignment of Rents (“Deed of Trust”) encumbering the
property identified in the Deed of Trust (“Property”).
This Note shall become due and payable in full upon any transfer, voluntary, involuntary, or by operation of
law, of the Property within ten years from the date of this Note, or at any time within twenty years from the
date of this Note undersigned ceases to use the Property to provide services to assist low-income persons and
families in obtaining decent and affordable rental opportunities, provided however, that a direct or indirect
transfer of Maker's Investor Limited Partner interest or removal and replacement of Maker's General Partner
in accordance with Maker's First Amended and Restated Agreement of Limited Liability Limited Partnership
(as may be amended, the “Partnership Agreement”), shall not trigger a repayment hereunder.
This Note is secured by a Deed of Trust executed by the undersigned naming MHMP as Beneficiary; which
Deed of Trust and this Note are security for the loan of $500,000.00 from MHMP to Maker and the
obligations of MHMP contained in the Developer Agreement by and between Maker and the City dated as of
the date hereof (the “Agreement”) for the Project, as defined therein, executed by the parties as of the date
hereof.
The amount due at such time shall be the full principal sum amount as authorized by the HOME Investment
Partnerships Act at title II of the Cranston-Gonzalez National Affordable Housing Act, as amended, 42
U.S.C. 12701, et seq. (“HOME Program”).
Should default be made in the payment of any amount when due, or should the undersigned default on any
obligation owed to MHMP under the terms of this Note or the Deed of Trust providing security, therefore,
the whole sum of principal shall become immediately due and payable at the option of MHMP.
If suit or action is instituted by MHMP to recover on this Note, the undersigned will pay reasonable
attorneys’ fees and costs in addition to the amount due on the Note.
Diligence, demand, protest and notice of demand and protest are hereby waived and the undersigned hereby
waives, to the extent which otherwise would apply to the debt evidenced by this Note. Consent is hereby
given to the extension of time of payment of this Note, without notice.
The undersigned reserves the right to repay at any time all of the principal amount of this Note in a single
payment without the penalties, discount or premiums.
The Note and Deed of Trust are nonrecourse. The Loan evidenced by this Note may be prepaid at any time
without penalty. No partner of the Maker shall have any personal liability for the payment of the amounts due
under this Note or the Deed of Trust or any other document evidencing or securing the loan evidenced by
this Note, it being the intent of the parties that MHMP’s sole recourse be limited to the collateral given to
secure the loan evidenced by this Note.
That any partner of Maker shall have the same right, but not the obligation to cure defaults hereunder on the
same terms as the Maker. Nothing in this section, modifies or removes an obligation to cure any default.
Standstill. Notwithstanding anything to the contrary contained herein or under the Deed of Trust or any
other document evidencing the debt secured by the Deed of Trust (collectively, the “Loan Documents”),
MHMP agrees that at any time during the period between the date hereof and the date that is the later of (i)
the expiration of the fifteen (15)-year compliance period as set forth under Section 42(i)(1) of the Internal
Revenue Code of 1986, as amended, that is applicable to any building on the Property and (ii) the date that
the limited partner of Maker, or any affiliate of the limited partner of Maker, is no longer a partner of Maker,
MHMP will not (i) commence foreclosure proceedings with respect to the Property under the Deed of Trust
including, but not limited to accelerating sums due under this Note, collecting rents, appointing (or seeking
the appointment) of a receiver or exercising any other rights or remedies thereunder, (ii) join with any other
creditor in commencing any bankruptcy reorganization arrangement, insolvency or liquidation proceedings
with respect to Maker, or (iii) otherwise exercise any other rights or remedies under or in respect of the Loan
Documents, except to the extent enforcement of any such rights or remedies is required by the City of
Glendale, an Arizona municipal corporation, pursuant to that certain Collateral Assignment of Deed of Trust
entered into by and between MHMP and the City of Glendale, an Arizona municipal corporation, on or
about the date hereof. Further, notwithstanding anything to the contrary contained in the Loan Documents,
the occurrence of any default or event of default which is caused by an action or inaction of MHMP or an
affiliate of MHMP shall not be considered a default by Maker during any time that a partner of Maker is an
affiliate of MHMP.
[Signature page to follow]
IN WITNESS WHEREOF, this Note has been duly executed by the undersigned, as of the date above
written.
MAKER:
MHMP 19 Glendale Senior Apartments LLLP,
an Arizona limited liability limited partnership
By: MHMP 19 Glendale Senior Apartments GP LLC
Its: General Partner
By: Mercy Housing Mountain Plains
Its: Manager
By: _______________________________
Name: Shelly Marquez
Its: President
STATE OF _______________ )
) ss.
County of ________________ )
This Promissory Note is subscribed and sworn to before me this _____ day of
_________________, 2023, by Shelly Marquez, the President of Mercy Housing Mountain Plains, the
Manager of MHMP 19 Glendale Senior Apartments GP LLC, the General Partner of MHMP 19 Glendale
Senior Apartments LLLP, an Arizona limited liability limited partnership, the Maker who signed the above
document.
____________________________________
Notary Public
My Commission Expires:
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