HomeMy WebLinkAboutDoc 686 - Amend Promissory Note - Four WindDeschutes County Board of Commissioners
1300 NW Wall St., Suite 200, Bend, OR 97701-1960
(541) 388-6570 -Fax (541) 385-3202 -www.deschutes.org
AGENDA REQUEST & STAFF REPORT
For Board Business Meeting of November 30, 2011
Please see directions for completing this document on the next page.
DATE: November 21,2011
FROM: Teresa Rozic Property & Facilities 541-385-1414
TITLE OF AGENDA ITEM:
Consideration of signature by the Acting County Administrator of Document 2011-686, an Amendment
to Promissory Note.
PUBLIC HEARING ON THIS DATE? No
BACKGROUND AND POLICY IMPLICATIONS:
In 2002 the Four Winds Foundation purchased 40 acres of vacant land at auction from Deschutes
County. The County financed $95,000 at 8.4% interest for 20 years (Trust Deed recorded February 15,
2002 as Document 2002-09326).
The Foundation is non-profit organization that is funded primarily by charitable contributions from the
community. They provide youth and adult education on cultural and environmental awareness,
indigenous ways, and sustainability.
The Foundation requested, and the board agreed, to amend the Note in October 2009 to an interest-only
payment for 12 months. The Foundation requested and the board agreed to amend the Note in October
2010 to reduce the interest rate to 5.75% and extend the term three years.
The Foundation's revenues have not increased as they had hoped and they requested another
amendment to the Note. The board agreed to amortize the current outstanding balance (principal,
interest and penalties) over 20 years at 5% interest. Nine years have elapsed under the terms of the
originalloan; this amendment makes it a 29-year obligation.
FISCAL IMPLICATIONS:
Total amount to be repaid will be $118,521.73 at maturity.
RECOMMENDATION & ACTION REQUESTED:
Staff recommends authoriztion of Acting County Administrator's signature of Document 2011-686.
ATTENDANCE: Teresa Rozic
DISTRIBUTION OF DOCUMENTS:
Both originals to Teresa Rozic. The County Clerk retains one, and one will go the Promisor.
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DESCHUTES COUNTY DOCUMENT SUMMARY
(NOTE: This fonn is required to be submitted with ALL contracts and other agreements, regardless of whether the document is to be
on a Board agenda or can be signed by the County Administrator or Department Director. If the document is to be on a Board
agenda, the Agenda Request Fonn is also required. If this fonn is not included with the document, the document will be retumed to
the Department. Please submit documents to the Board Secretary for tracking purposes, and not directly to Legal Counsel, the
County Administrator or the Commissioners. In addition to submitting this fonn with your documents, please submit this fonn
electronically to the Board Secretary.)
Please complete all sections above the Official Review line.
Date: 111/21120111 Department: lPfOP"erty &Facilitiesl
Contractor/Supplier/Consultant Name: Four Winds Foundation
Contractor Contact: Sweet Medicine Nation Contractor Phone #:
1541.306.03831
Type of Document: Amendment to Promissory Note
Goods and/or Services: NIA
Background & History: In 2002 the Four Winds Foundation purchased 40 acres of
vacant land at auction from Deschutes County. The County financed $95,000 at 8.4%
interest for 20 years (Trust Deed recorded as Document 2002-09326).
The Foundation is non-profit organization that is funded primarily by charitable
contributions 'from the community. They provide youth and adult education on cultural
and environmental awareness, indigenous ways, and sustainability.
The Foundation requested and the board agreed to amend the Note in October 2009 to
an interest-only payment for 12 months. The Foundation requested and the board
agreed to amend the Note in October 2010 to reduce the interest rate to 5.75% and
extend the term three years.
The Foundation's revenues have not increased as they had hoped and they requested
another amendment to the Note. The board agreed to amortize the current outstanding
balance (principal, interest and penalties) over 20 years at 5% interest. Nine years
have elapsed under the terms of the original loan; this amendment makes it a 29 year
obligation.
Agreement Starting Date: 112/15/20111 Ending Date: 112/15/20311
Annual Value or Total Payment: Total repaid will be $118,521.73 at maturity.
N/A
D Insurance Certificate ReCeiVjd (ChjCk box)
Insurance Expiration Date:
N/A
Check all that apply:
D RFP, Solicitation or Bid Process
D Informal quotes «$150K)
D Exempt from RFP, Solicitation or Bid Process (specify -see DCC §2.37)
11/28/2011
N/A
Funding Source: (Included in current budget? DYes D No
If No, has budget amendment been submitted? DYes D No
Is this a Grant Agreement providing revenue to the County? DYes I25J No
Special conditions attached to this grant:
Deadlines for reporting to the grantor:
If a new FTE will be hired with grant funds, confirm that Personnel has been notified that
it is a grant-funded position so that this will be noted in the offer letter: DYes D No
Contact information for the person responsible for grant compliance: Name:
Phone#:
Departmental Contact and Title: Teresa Rozic Phone #: 385-1414
Department Director Approval: ~y ~ I' /";yo I dOl'
Signature Date
Distribution of Document: One fully signed original to Teresa Rozic for the
Promisor.
Official Review:
County Signature Required (check one): 0 SOCC 0 Department Director (if <$25K)
o Administrator (if >$25K but <$150K; if >$150K, SOCC Order No. ____-')
Legal Review Date
Document Number 2011-686
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11/22/2011
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REVIEWED
LEGAL COUNSEL
AMENDMENT TO PROMISSORY NOTE
THIS AMENDMENT TO PROMISSORY NOTE is made and entered into by and
between FOUR WIND FOUNDATION ("Promisor") and DESCHUTES COUNTY
("Promisee") .
WITNESSETH:
WHEREAS, Promisor and Promisee entered into a Promissory Note ("the
Note") on February 15, 2002, attached as Exhibit "A," and incorporated herein by
reference; and
WHEREAS, Promisor and Promisee amended the terms of the Note (DC 2009
614 and DC 2010-660); and
WHEREAS, the parties desire to amend the Note once more;
NOW, THEREFORE, the parties agree that the Note is hereby amended as
follows and previous amendments are void:
1. The effective date of this amendment is December 15, 2011.
2. The parties agree that the interest rate is Five Percent (5%) per annum.
3. The term shall be Twenty-Nine (29) years.
4. The monthly payment shall be Four Hundred Ninety-Three and 84/100 Dollars
($493.84), effective with the January 15, 2012 payment, and thereafter until
December 15, 2031.
Except as specifically modified by this amendment, all terms and provisions of
the Note shall remain in full force and effect.
PROMISOR: FOUR WIND FOUNDATION PROMISEE: DESCHUTES COUNTY
By: Sweet Medicine Nation Erik Kropp
Executive Director Acting County Administrator
Dated: ________Dated: ---------------
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Document 2011-686 Page 1 of 1
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DESCHUTES COUNTY
PROMISSORY NOTE
DATE:
PROMISOR:
PROMISEE:
Februar~2002
Four Wind Foundation, an Oregon non-profit corporation
PMB 333 2660 NE Hwy 20, Ste 610
Bend, OR 97701
Deschutes County
1130 NW Harriman
Bend, Oregon 97701
FOR VALUE RECEIVED, Promisor promises to pay to Promisee, at Promisee's order, the principal sum
of Ninety Five Thousand and no/100 dollars ($95,000.00), together with interest on the unpaid balance
from the date of this note, at the rate of 8.4% per annum. Principal and interest shall be payable in two
hundred forty (240) monthly installments of Eight Hundred Eighteen and 431100 dollars ($818.43). The
first installment shall be made on 3/15/02 , with a like payment due on the 15th day
of each month thereafter until 2/15122 , 2022, at which time the entire unpaid
principal balance together with accru~d interest, if any, shall be due and payable.
Borrower: Four Wind Foundation
Principal: $95,000.00
Interest Rate: 8.4% per year
Term: Twenty (20) years
Monthly Payment:
Due Date:
Late Charge:
Maturity Date:
SS#lEmployer ID:
Payment checks to:
I 1. Acceleration.
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$818.43
l5.tI:L day of each month, beginning March
5% of monthly payment ifnot received within
10 days of due date ($40.92)
February 15 ,2022
Deschutes County Finance Department
Deschutes Services Building
1340 N.W. Wall Street
Bend, Oregon 97701
~2002.
If any monthly installment under this Note is not paid when due and remains unpaid after a date
specified by a notice to Promisor, the entiJ.:e principal amount outstanding and accrued interest
thereon shall at once become due and payable at the option of Promisee. The date specified shall
not be less than thirty (30) days from the date such notice is mailed. Promisee may exercise his
option to accelerate during any default by Promisor regardless of any prior forbearance.
2. Dis.pute~.
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I With respect to any dispute relating to this agreement, or in the event that a suit, action, arbitration,
or other proceeding of any nature whatsoever, including, without limitation, any proceeding under
the U.S. Bankruptcy Code and involving issues' peculiar to federal bankruptcy law, or any action
seeking a declaration of rights, is instituted to interpret or enforce this agreement or any provision
of this agreement, the prevailing party shall be entitled to recover from the losing party its
I (0112212002)Promissory Note: Sweet Medicine Nation
reasonable attorneys' fees and all other fees, costs, and expenses actually incurred and reasonably
necessary in connection therewith, as determined by the judge or arbitrator at trial or other
proceeding, or on any appeal or review, in addition to all other amounts provided by law.
3. Late Charge.
Promisor shall pay to Promisee a late charge of five percent (5%) of any monthly installment not
received by Promisee within ten (10) days after the installment is due.
4. Application of Payments.
Payment of any installment shall be first applied to late charges, then accrued interest to the date of
receipt thereof, and the balance, if any, to principal. The undersigned may also prepay this Nqte in
full or in part without penalty, but any such prepayment shall be first applied to late fees, accrued
interest, and the balance, if any, to principal. However, any pre-payment shall not excuse regularly
monthly payment except with prior written approval of Deschutes County.
5. Waivers.
Presentment, notice of dishonor, and protest are hereby waived by all makers, sureties, guarantors,
and endorsers hereof. This note shall be the joint and several obligation of all makers, sureties,
guarantors and endorsers, and shall be binding upon them and their successors and assigns.
6. Notices.
Any notice to Promisor provided for in this Note shall be given by mailing such notice by certified
--------1malnat'r-,}addressed to Promisor at the property-address stated, or to such othcr address as ProIIIi.-s-oL· --
may designate by notice to Promisee, Any notice to Promisee shall be given by mailing such notice
by certified mail, return receipt requested, to Promisee at the address stated in the first paragraph
of this Note, or at such other address as may have been designated by notice to Promisor.
Under Oregon Law (Chapter 9.67 OR laws 1989), most agreements, promises, and commitments made
by us after October 3, 1989 concerning loans and other credit extensions which are not for personal,
family, or household purposes or secured solely by the Borrower's residence, must be in writing, express
consideration, and be signed by us to be enforceable.
The indebtedness evidenced by this Note is secured by: A Deed of Trust dated ---";lO""',Hh'-~.<+-/()=.....:d.'-----.
PROMISOR: FOUR WIND FOUNDATION
~~~~'D2.
By: Sweet Medicine Nation Date
Title: Executive Director
attachment
Promissory Note: Sweet Medicine Nation (0112212002)
