HomeMy WebLinkAboutAir Packs (2)COMMERCIAL PROMISSORY NOTE Repubtlc Bank & Trust Company
661 S. Hurstbourve Pkwy/PO Box 70749
Louisville, Kevmcky 40222-5040
(502)584-3600
L{S18NNUa~R. NOTE DATE PRiNGBAL q.MOUN'7' LOAN T@AM.. MATUDI'1'YDATL o.
501 25545124 November 5, 2007 $35,000.00 6 mouths May 5, 2006
LOArv PURPOBE: Line of Credit - Equipment Purchase
BORROWER INFORMATION
City o[ Jeffersonville
500 Quartermaster Court, Ste 300 8001 i g 83j Q I d d
Jeffersonville, IN 47130
NOTE. This Commercial Promissory Note will be refeaed to in Nie document az the "Note".
LENDER "Lender" means Republic Bank & Trust Company whose address is 661 S. Hurstbourue Pkwy/PO Box 70749, Louisville,
Kentucky 40222-5040 ,its successors and assigns.
BORROWER "Borrower" means each person or legal entity who signs [his Note.
PROMISE TO PAY. For value received, receipt of which ie hereby aclmowledged, ov m before the MaNtity Date, Ne Borrower prortdses m
pay the principal amount of Thirty-five Thousand end 00/100 Dollars ($35,000.00) or such lesser amount as shall have been advanced by
Levdey from time to time, to or on behalf of Hortower uvder Ne tenna of this No[e, and all ivterest end any oNe[ charges, ivoluding service
charges, to the order of lender a[ its office at the address noted above or a[ such other place as Lender may designate in writing. The Borrower
will make all payments in lawful money of [he United Stales of America
PAYMENT SCHEDULE. This loan will be paid according to the following schedule: 5 consecutive payments of interest only beginning on
December $ 2007 and continuing on the same day of each month thereafter. One final payment shall be due on Ne Maturity Dale in an amount
equal to the then unpaid principal and accmed and unpaid interest- All payments received by fie lender from Ne Borrower for application to
the Loan maybe applied b [he Borrowers obligations under the Loan in such order as determined by the Lender.
INTEREST RATE AND SCHEDULED PAYMENT CHANGES. The initial variable interest tuts on [his Nofe will be 7.000% per annum.
This interest rate may change on November 6, 2007, and every day NereeRer. Each date on which the interest rate may change is called the
"Change Date." Begivving with the fire[ Change Date, Lender will calculate the new interest rate based on Prime Rate (as published iu the
Wall Street Joarval) in effect on the Change Date (Ne "Index") minus 0.500 percentage poivte (Ne "Margie"). If the Index ie not available at
that time, Lender will choose a new Index which is based on comparable information. The Index is used solely to establish a base from which
the actual rnm of interest payable under [his Note will be calculated, and is not a reference m any actual raze of interest charged by any lender to
any particular borrower.
Nothing contained herein shall be construed as to require the Borrower to pay interest a[ a greater rate than [he maximum allowed by law. If,
however, from any circumstances, Borrower pays interest at a greater raze than the maximum allowed by law, the obligation to be fulfilled will
be reduced to an amount computed a[ Ne highest rate of interest peunissible under applicable law and if, for any reason whatsoever, Lender ever
receives inta'est iv an amount which would be deemed unlawful uvder applicable law, such interest shall be automatically applied m emouv[e
owed, iv Lenders Bole discretion, m az otherwise allowed by applicable law. An ivcrease in the interest razes will result in a higher payment
amouvt. Ivterest on this Note is calculated on a 365/360 day basis. TTe unpaid balance of [hie lose shall, while any Even[ of Default exists uvder
this Note or any other agreement related to the loaq be mbjert to a Default Rate of ivterest equal to the existing rate plus four percent (4.00%),
and after Maturity, whether by acceleration or otherwise, shall be subject to a Pos[-Maturity Rata of ivterest equal to the same Bxed or
variable rate basis in effeM before maturity.
LATE PAYMENT CHARGE. If any required payment is more than ]0 days late, Nan at Lenders option, Lender will assess a late payment
charge of $50.00 or 5 % of the amount pas[ doe, whichever ie greats[.
PREPAYMENT PENALTY. This Note may be prepaid, in full or in part, at any time, without penalty.
ADVANCES. The Borrower and Lender agree Nat the Borrower may borrow up to Ne maximum amount of principal only one time. Subject to
the temis of this Note and all of the related agreements, advances under Nis No[e are Obligatory. Regardless of [he obligatory nature of Nis
Note, principal advances will be made to fie Borrower provided none of the following conditions exist.
• Mmcimum amouv[ on [his Note is omstanding.
• Undersigned has breached any of fie terms, provisions, representations, requirements or promises contained in Nis Note or any
oNer agreement.
• Undersigned makes a request for an advance after the Conversion Daze.
The Note or any other agreement relating to the extension of credit is in default
The Lender haz deemed itself insecure or there has been a material adverse change of conditions.
• The Lender is precluded by law from making the advance.
Advances Imder Nis Agreement may only be requested in writing by the Borrower or by an authorized person.
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The total of any advance requested and unpaid principal cannot exceed fie available principal amount. The available principal amount refers to
the principal amowt minus the aggregate amount of outstanding advances, accmed but unpaid interest and outstanding fees and charges.
All advances will be charged to a loan account in Borowers name on Lender's books, and the Lender shall debit in such account the arrow[ of
each advance made to, and credit to such account the amount of ewh repayment made by Bortower. The Lender shall provide to Borrower
periodic statements of Borowers low accounq which shall be deemed to be correct, accepted by, end binding upon Borrower unless Lwder
receives a written statement of exception from Borrower within 10 days after such statement is famished.
RIGHT OF SET OFF. To [he extent permitted by law, Bortower agrees fiat Lender has the right m se[ off wt' amount due end payable wder
this Note, whether matured or unmawed, against any amount owing by Lender to Borrower including wt' or all of Borrower's accounts with
Lender. This shall include all accounts Borrower holds jointly with someone else wd all accounts Borrower may open in the future. Such right
of setoff may be exercised by Lender against Borrower or against wt' assignce for [he bane[[ of creditors, receiver, or execution, judgment or
attachment creditor of Borrower, or against anyone else claiming through or against Borrower of such assignee for the benefit of creditors,
receiveq or executioq judgment or attachment creditoq no[withatwding the fact fiat each right of eetoff has not been exeroised by Lender prior
to the making, filing or iaswvce or service upon Lenda of, or of nofioe of, assignment for the benefit of creditors, appointment or application
for the appoivtmwt of a receiver, or issuance of ezecutioq subpoena or order or warrant.
DISHONORED [TEM FEE. [f Borrower makes a payment on fie loan with a check or preauthorized charge which is later dishonored, a fee iv
fie amowt of $20.00 will be charged.
DEFAULT. Upon the occurrence of any one of [he following events (each, an "Event of Default" or "default" or "even[ of defaulP'), Lender's
obligations, if wt', to make any advwces will, a[ Lender's option, immediately terminate and Lender, at its option, may declare all indeb[ednese
of Bortower to Lender under this No[e ro be immediately doe wd payable without further notice of any kind notwithetwdivg anything to fie
contrary in this Note or any other agreemwc (e) Borrower'e failure to make any payment ov time or in the amount due; (b) any default by
Borrower under the terms of this Note or any other agrcemwq security agreement executed in connection with this Note (individually, a "Low
Document" and wllectively, the "Loan Docomente'); (c) wt' default by Borrower under [he terms of wt' other low agreement' security
agreement, mortgaga or other document in favor of Lender,; (d) the death, dissolution, or tevninelion of exiatenee of Borrower or any guarwtoq
(e) Horrow¢ is generally no[paying Borrower's debts as suoh debts become due; (t) the commencement of any proceeding under bwkruptey m
insolvency laws by or against Borrower or wt' gwrwtor or the appointment of a receiver; (g) wt' default under the terms of wt' other
indebtedness of Borrower m wt' other credicer, (h) wt' writ of attachmwt' garnishment' execution, tax lien or similar instument is issued
against wt' collaeal securing the low, if wt', or wt' of Bortower's property or wyjudgmen[ is entered against Borrower or wt' guarwror; (i)
wt' part of Hortowels business is sold to or merged with wt' other business, individual, or entity; Q) any representation or warranty made by
Borrower [o Lender in wt' of [he Low Documents or any finwcial statement delivered to Lender proves [o have been false in wt' material
respect as of the time when made or given; (k) if any guarantor, or wt' other party to any agreement or instrument wifi or in favor of Lender
entered into or delivered in connection with the Loan terminates, attempts to terminate or defaults under wt' such agreement or instmmen[; (p
Lender has deemed itself insecure or there has been a material adverse change of condition of the financial prospects of Bortower or wt'
collatual securing fhe obligations owing [o Lendu by Borrower.
OTHER APPLICABLE AGREEMENTS. If this Note is secured by a security agreement, mortgage, deed of trusq frost deed, security deed or
low agreement of even or previous date, it is subject to all the terms thereof.
GENERAL WAIVERS. To fic extent partnitted by law, the Borrower eeverally waives any required notice of presentment' demwd,
acceleration, intent to aceelem[q protest wd wt' offer notice wd defense doe to extensions of time or other indulgence by Lender or ro wt'
substitution or release of collateral. No failure or delay on the part of Lender, and no course of dealing between Bortower and Lender, shall
operate as a waiver of such power or right, nor shall wt' single or partial exerese of any power or right preclude other or further exercise
thereof or fie exercise of any offer power ar right.
JOINT AND SEVERAL LIABILITY. If permitted by law, each Bortower executing fiis Nom isjoindy and severally bound.
SEVERABILITY. If a court of competentjurisdiclion determines any term or provision of fiis Note is invalid or prohibited by applicable law,
that term or provision will be ineffective to the extent required. Any farm or provision that has been dMertnived to be invalid a prohibited will
be severed ffom fherest of this No[e without invalidating fie remainder of either the affected provision or this No[e.
SURVIVAL. The rights wd privileges of the Lender hereunder shall inure [o the bwefits of its successors and assigns, and this Noce shall be
binding on all heirs, executors, administrators, assigns wd successors of Bortower.
ASSIGNABILITY. Lender may assign, pledge or otherwise transfer [his Note or wt' of its rights wd powers under this Note without notice,
with all or wt' of the obligations owing to Lender by Bortower, wd in such even[ fie assignee shall have the same rights as if originally named
herein in place of Lender. Bortower may no[ assign fiis No[e or any benefit accruing to it hereunder wifiout [he express written consent of fie
Lender.
ORAL AGREEMENTS DISCLAIMER. This No[e repreeents the final agreement between the parties wd may not be contradicted by
evidence of prior, contemporanmus or subsequent oral agreements of the parties. There are no unwritten oral agreements between the parties.
GOVERNING LAW. This Noce is governed by the laws of the state of Kentucky except to fie extent that federal law controls.
HEADING AND GENDER. The headings preceding text in this Note are for general convenience in identifying subject motley but have no
limiting impact w the [ex[ which follows any particular heading. AB words used in this Note shall be construed to be of such gender or number
as the eircumstanoes require.
ATTORNEYS' FEES AND OTHER COSTS. If legal proceedings are instituted ro enforce fie terms of this Note, Borrower agrees to pay all
costs of the Lender in connection fierewi[h, including reasonable a[tomeys' fees, to the extent permitted by law.
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ADDITIONAL PROVISIONS. The primary deposit acwun[ of City of Jeffersonville must be maintained with Republic Bank & Trust
Company for the life of the loan.
WAIVER OF JURY TRIAL. All parties to this Note hereby waive, to the fulls[ extent permitted by law, any right to trial by jury with
respect to any dispute, whether in wn[raU, tort, or otherwise, arising out of, in comeMion with, related tq or incidental to the
relationship established between them in this Note or aoy other Instrument, document, or agreement executed or delivered io connection
herewith or the transaMioo rested hereto.
By signing this Note, Borrower acknowledges reading, understanding, and agreeing to all Its provisions and receipt thereof.
ffersonville
o~~~ o Islo~
By: Peggy Wil Date
Its: Cily Clerk Treasurer
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