Promissory Note - Substantial Final Form

City of Glendale — Regular Meeting (2023-06-27)

View PDF Item 39 Meeting page

Extracted text (via pymupdf) 6672 characters
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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