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SECURED PROMISSORY NOTE <br />$455,107.36 San Leandro, CA <br />FOR VALUE RECEIVED, MTLG, LLC, a California limited liability company <br />("Borrower"), promises to pay to the City of San Leandro, a California charter city <br />("Lender"), in lawful money of the United States of America, the principal sum of Four <br />Hundred Fifty Five Thousand One Hundred Seven Dollars and Thirty Sixty Cerits <br />($455. 107.36.), or so much thereof as may be advanced by Lender pursuant to the <br />Loan Agreement referred to below, together with interest on the outstanding principal in <br />accordance with the terms and conditions described herein. <br />This Secured Promissory Note (this "Note") has been executed and delivered <br />pursuant to a Loan Agreement dated as of the date hereof by and between Borrower <br />and Lender (the "Loan Agreement"), and is subject to the terms and conditions of the <br />Loan Agreement, which are by this reterence incorporated herein and made a part <br />hereof. Capitalized terms used but not defined herein shall have the meaning ascribed <br />to such terms in the Loan Agreement. <br />This Note is secured by a Deed of Trust, Assignment of Rents, Security <br />Agreement and Fixture Filing ("Deed of Trust") dated as of the date thereof, executed <br />by Borrower for the benefit of Lender and encumbering the property described therein. <br />Lender shall be entitled to the benefits of the security provided by the Deed of Trust and <br />shall have the right to enforce the covenants and agreements contained herein, and in <br />the Deed of Trust. The Deed of Trust may be subordinated to only such liens and <br />encumbrances as Lender shall approve in writing. Notwithstanding the foregoing, the <br />Deed of Trust may be subordinated to a deed of trust or other security filing arising from <br />the refinancing of any loan(s) secured by a deed of trust senior to the Deed of Trust, as <br />long as the principal amount secured as a result of such refinanced loans does not <br />exceed two million five hundred thousand dollars ($2,500,000). <br />1. INTEREST RATE; REPAYMENT. Interest shall accrue on the outstanding <br />principal balance of the Loan at the rate of two percent (2%) simple interest per annum <br />commencing upon the Effective Date and continuing through the date that all <br />indebtedness and other amounts payable under the Loan Agreement and this Note are <br />paid in full. Interest shall be calculated on the basis of three hundred sixty five (365) <br />days, and charged for the actual number of days elapsed. <br />2. PAYMENT DATES; MATURITY DATE. Commencing July 1, 2019 (,and <br />annually on July 1 thereafter through the Maturity Date (each, a "Loan Repayment <br />Date") Borrower shall make annual payments of principal and interest in the amount of <br />at least Fifty Thousand Six Hundred Fifty Five Dollars and Fifty Two Cents <br />($50,655.52)("Loan Repayment Amount"). The entire indebtedness including any <br />remaining interest and the principal, shall be due and paid in full upon the Maturity Date <br />(defined below). The entire outstanding principal balance of the Loan, together with any <br />accrued interest and all other sums accrued hereunder shall be payable in full on the