HomeMy WebLinkAbout029-R-177/31 /2017
29-R-17
A RESOLUTION
Authorizing the City Manager to Negotiate and Execute a Loan
Agreement with Sweet Vendome, Inc. doing business as
"Cafe Coralie"
NOW BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
EVANSTON, COOK COUNTY, ILLINOIS, THAT:
SECTION 1: The City Manager is hereby authorized to execute the Loan
Agreement, attached hereto as Exhibit 1, the terms are incorporated herein by
reference, with Sweet Vendome, Inc., an Illinois corporation.
SECTION 2: The City Manager is hereby authorized and directed to
negotiate any additional conditions of the Loan Agreement as he determines to be in
the best interests of the City and in a form acceptable to the Corporation Counsel.
SECTION 3: That this Resolution 29-R-17 shall be in full force and effect
from and after the date of its passage and approval in the manner provided by law.
Attest:
Devon Reid, City Clerk
Adopted:/✓f r� , 2017
29-R-17
f=:1:II-]h&
Loan Agreement
-2-
PROMISSORY NOTE
Name and Address of Borrower:
Sweet Vendome, Inc. d/b/a "Cafe Coralie"
600 Davis Street
Evanston, IL 60201
Commencement Date: October 1, 2017
1. BORROWER'S PROMISE TO PAY
FOR VALUE RECEIVED, the undersigned, SWEET VENDOME, INC., an Illinois
corporation (referred to hereafter as the "Borrower"), promise to pay to the order of the
City of Evanston, an Illinois home rule municipal corporation, with its principal office
located at 2100 Ridge Avenue, Evanston, Illinois (the "Lender"), in the manner provided
in this Note, the principal sum of $50,000.00 (Fifty Thousand and 00/100 Dollars) (the
"Loan").
The Loan is secured by a Uniform Commercial Code financing statement (the "UCC
Financing Statement") which includes the Borrower's equipment and fixtures to be
located at 633 Howard Street, Evanston, Illinois (the "Property") for the operation of the
business (the "Security"), together with interest computed on the basis of a 365 day
year, from the date of disbursement on the balance of principal remaining from time to
time unpaid at an annual rate equal to three percent (3.00%). Any principal amount not
paid when due (at maturity, by acceleration, or otherwise) will bear interest thereafter
until paid at a rate, which will be eighteen percent (18%). The Lender or anyone who
takes this Note by transfer and who is entitled to receive payments under this Note will
be called "Note Holder".
2. LOAN TERM, FORGIVENESS AND REPAYMENT
The term of the Loan is ten (10) years, commencing on October 1, 2017 — September
30, 2027 (the "Loan Term"). The Loan will start to bear interest on the Commencement
Date. The loan payments will be five hundred twenty-eight and 85/100 Dollars
($528.85) each month. The Loan schedule is attached as Exhibit 1.
The interest rate is three percent (3.0%) per annum and computed on the basis of a 365
day year. Borrower agrees to commence payments of the Loan on October 1, 2018.
Loan payments will be due on or before the first day of the month. If the Borrower's
Loan payment is five days after the first of the month or more, there shall be assessed a
late fee of $50. The Lender or anyone who takes this Note by transfer and who is
entitled to receive payments under this Note will be called "Note Holder".
3. DISBURSEMENTS AND BORROWER RESPONSIBILITIES
A. Funding Sources: The Loan is conditioned on the completion and satisfaction of
each part of Section 3 below. The Loan is funded through two different sources:
i. $25,000 from the Community Development Block Grant fund is provided as a
loan to the for -profit entity. The specific requirements for the borrower with
respect to these funds are outlined in Section 3(F) below. The CDBG funds
will be used for eligible equipment purchases as defined by the Department of
Housing and Urban Development guidelines.
ii. $25,000 from the City of Evanston Economic Development Fund is provided as
a loan to the Borrower.
B. Project Completion:
i. Borrower must renovate the Subject Property, for the intended use of the
Subject Property in substantial conformance with the plans submitted to the
building permit division and included in the lease agreement with the City of
Evanston.
ii. Borrower shall provide documentation that bids for the Project were sought
from no less than three contractors, of which one must be an Evanston -based
contractor. If an Evanston based contractor is not available to seek bids
based on the scope and scale of the Project work, this requirement will be
waived upon confirmation from City staff that bid solicitation to Evanston
based businesses was pursued by Borrower.
iii. Borrower acknowledges and agrees that it cannot commence construction
work for the Project unless and until the City Council approves the Loan and
this Agreement is executed by both parties.
C. Borrower Responsibilities:
i. The Borrower shall be responsible for hiring a licensed contractor to complete
the Project. The Director or his designee may require submission of proof of
the State License issued to the selected contractor.
ii. The Borrower shall be responsible for contacting the appropriate City
departments to arrange for obtaining all necessary approvals and/or permits
required for construction and completion of the Project.
iii. The Borrower shall be fully responsible for managing, monitoring, and
scheduling the construction of the Project and ensuring its compliance with all
applicable federal, State, and local laws and regulations.
iv. The Borrower shall be fully responsible for ensuring that all invoices from the
contractors, suppliers, vendors and/or other third parties are distributed to the
City.
v. Borrower shall during the Term and for a period of 2 years following the
expiration of the Term, keep and make available for the inspection,
examination and audit by City or City's authorized employees, agents or
representatives, at all reasonable time, all records respecting the services
and expenses incurred by Borrower, including without limitation, all book,
accounts, memoranda, receipts, ledgers, canceled checks, and any other
documents indicating, documenting, verifying or substantiating the cost and
appropriateness of any and all expenses. If any invoice submitted by
Borrower is found to have been overstated, Borrower shall provide City an
immediate refund of the overpayment together with interest at the highest rate
permitted by applicable law, and shall reimburse all of City's expenses for and
in connection with the audit respecting such invoice.
D. Evanston business:
i. Borrower shall remain an Evanston based business for the entire Term.
Meaning, Borrower cannot remove its operations from the Subject Property
during the Term of this Agreement. In the event that Borrower ceases to
operate at 633 Howard Street, Evanston, Illinois during the Loan Term, any
principal and interest not previously paid will be repaid within 30 days of
vacating the property.
ii. If Sweet Vendome is sold, (except in circumstances of an illness of principal
necessitating retirement) for any reason to any entity other than one
controlled by the current managers of the LLC, or files for bankruptcy
protection, the Borrower shall be in Default and any principal and interest not
previously forgiven will be repaid on the balance remaining from Exhibit A
depending on the date that the business is sold. The remaining balance, not
previously forgiven, shall be paid to the City within thirty (30) days.
iii. Borrower will coordinate with the City's Youth and Young Adult Program
Manager and other workforce development professionals to employ Evanston
residents with skills and abilities to work at the Subject Property either in full-
time or part-time positions.
4. BORROWER REPRESENTATIONS. The Borrower represents and warrants that it
is duly organized and existing under the laws of State of Illinois and is in good standing
as necessary in the State of Illinois. The Borrower represents it has the power to enter
into this Agreement and other Loan Documents required under this agreement. That by
proper action in accordance with its organizational documents has been duly authorized
to execute and deliver this Agreement and all documents required under its terms. The
Borrower covenants that this Agreement does not contravene any law or contractual
restriction binding or affecting the Borrower, and that the Agreement will be legal, valid,
and binding obligations of the Borrower, and further that as of the date of this
agreement the Borrower represents that no event or change of condition has occurred
which is a material (as defined by the Securities and Exchange Commission) which
would affect the ability of the Borrower to perform its obligations hereunder on a timely
basis.
A. As of the date of this Agreement there is no suit, action, or proceeding pending or
threatened as to which outcome would be materially adverse effect on the Borrower.
B. The Borrower and all entities affiliated with the Borrower have filed all tax returns
required to be filed by them and paid all taxes required as show on those returns.
C. The Borrower represents that it has a DUNS (Data Universal Numbering System)
number, in order facilitate disbursement of loan funds properly under federal guidelines.
D. Borrower must remain in good standing with the Illinois Secretary of State.
E. Job Creation: Borrower must create at least one new full-time equivalent (FTE)
position (40 hours per week) that may be filled by low/moderate income persons,
defined as requiring no more than a high school diploma unless on the job training is
provided. The person(s) hired shall have a family income at time of hire that does not
exceed 80% of the area median income established by HUD and in effect at the time of
hire. Evanston residents shall be prioritized for hire. If Borrower hires more than one
new FTE, the City will include this information in its report to HUD for use of CDBG
funds. Borrower shall provide, on City -generated forms, the following information
regarding new job(s) created pursuant to the Project:
• Number of full- and part-time jobs
• Race/ethnicity of new job hires
• Family income at time of hire
• Weekly hours for part-time positions
• Number of jobs with employer -sponsored health care benefits
• Number of people filling jobs who were unemployed when hired
• Job category per HUD definitions
F. Terms of Disbursement
i. Disbursements. The City will issue the loan disbursements on a repayment basis
with the following requirements:
• Borrower cannot make requests for payment in an amount less than
$5,000, unless it is the last draw; and
• Borrower is limited to a total of 4 draws;
• Borrower's request for reimbursement for equipment purchases must
include: (a) copies of itemized invoices from vendor(s); (b) proof of payment
to the vendor(s); (c) proof of reasonableness of the equipment selected,
including copies of multiple quotes from at least 3 vendors or copies of
internet searches for the same model/year of the equipment selected for the
business in accordance with the Omni Circular procurement requirements
for small purchase procedures (200.320(b)); and
Borrower must follow the CDBG Regulations fully outlined below in Section 3(F);
ii. The Borrower must provide the invoices as soon as available to the City prior
to disbursement and provide the City at least 15 days to disburse the
payment. The City will disburse up to $50,000. If the invoices do not exceed
$50,000, the City will only disburse up to the total amount of the invoices.
The total loan amortization schedule will be adjusted accordingly if the
disbursement is less than $50,000.
5. CDBG FUNDS.
A. General Requirements for CDBG funds: CDBG Funds. The funds for the Loan are
provided through the City's Community Development Block Grant entitlement funds
("CDBG funds"),. The Loan funds are allocated for economic development activities,
particularly in the City's Neighborhood Revitalization Strategy Area and Howard Street
retail/commercial corridor following the priorities in the City's 2015 — 2019 Consolidated
Plan to achieve the community development goals of that plan. CDBG funds will be
used to purchase equipment for the restaurant kitchen, which are eligible expenses
under CDBG regulations. Funds may not be used for any construction labor or
materials, which would trigger compliance with Davis -Bacon prevailing wages and a
higher level of review under the National Environmental Review Act.
The CDBG Regulations require that funds utilized for economic development purposes
meet the requirements outlined in 24 CFR 570 (CDBG - Economic Development) as
follows:
i. The project costs are reasonable;
ii. That all sources of the project financing are committed;
iii. That to the extent practicable, CDBG funds are not substituted
for non -Federal financial support;
iv. That the project is financially feasible;
v. That to the extent practicable, the return on the owner's equity
investment will not be unreasonably high;
vi. That to the extent practicable, CDBG funds are distributed on a
pro-rata basis with other financing.
B. Omni Circular procurement: Borrower acknowledges that it will follow the guidelines
contained in the Omni Circular 200.33 for equipment purchases which states that
"§200.33 Equipment. Equipment means tangible personal property (including
information technology systems) having a useful life of more than one year and a per-
unit acquisition cost which equals or exceeds the lessor of the capitalization level
established by the non -Federal entity for financial statement purposes, or $5,000.
C. Equipment Inventory: During the term of the Loan, Borrower must maintain an
inventory of equipment purchased with CDBG funds that includes the name, model
number, serial number, and year manufactured.
D. Job Creation: The Borrower is required to hire at least two new employees with a
low/moderate income level or full-time equivalent (FTE). The first FTE meets a CDBG
national objective and the second FTE created meets economic development goals for
the City of Evanston. Preference for applicants must be given to Evanston residents in
hiring. The Borrower must retain an employee who was low/moderate income at the
time of hire for at least five years.
6. SECURITY FOR NOTE: UCC FINANCING STATEMENT
The indebtedness evidenced by this Note (including all principal, interest, charges, fees,
and expenses) is secured by the aforementioned Security, dated of even date herewith
encumbering the fixtures and personal property of the Borrower. The Note, Security
Agreement, and UCC Financing Statement shall be collectively referred to as the "Loan
Documents" and the terms of which are hereby incorporated by this reference. The
Lender will file the UCC Financing Statement with the Secretary of State following the
execution of this Note, which shall remain a valid lien on the Equipment and Fixtures
until the Loan is paid off in full and until the end of the Loan Term. The Note, Security
Agreement, Project Agreement, and UCC Financing Statement shall be collectively
referred to as the "Loan Documents" and the terms of which are hereby incorporated by
this reference.
7. DEFAULT AND REMEDIES
A. The occurrence of any one or more of the following events ("Event of Default") with
respect to Borrower shall constitute a default hereunder ("Default"):
i. If all or any part of the Fixtures and Equipment or any interest in it is sold or
transferred (or if a legal or beneficial interest in Borrower's interest in the Fixtures
and Equipment is sold or transferred) without Lender's prior written consent.
ii. If a default or event of default occurs and is continuing under any
representation or covenant under the Loan Documents.
iii. If a default or event of default occurs and is continuing under any other
mortgage or loan agreement encumbering the Fixtures and Equipment.
iv. Borrower or any beneficiary thereof shall (i) file a petition for liquidation,
reorganization, or adjustment of debt under Title 11 of the United States Code or
any similar law, state or federal, whether now or hereafter existing, or (ii) file any
answer admitting insolvency or inability to pay debts, or (iii) fail to obtain a
vacation or stay of involuntary proceedings within ten days, as hereinafter
provided.
v. Borrower or any beneficiary thereof shall make an assignment for the benefit
of creditors of this Note, or shall admit in writing of its inability to pay its debts
generally as they become due, or shall consent to the appointment of a receiver
or trustee or liquidator of all or any major part of the Fixtures and Equipment.
B. The Borrower also promises that, if the Event of Default specified above, 4(A)(1),
shall occur (after applicable notice and the Occupancy Cure Period detailed above)
before the expiration of the Loan Term, the Borrower agrees to repay to the order of the
Lender or its designee an amount equal to the original principal amount of the Loan and
it is immediately due and payable. Provided however, if an Event of Default is solely
with respect any other Event of Default specified above in 4(A), the Borrower shall have
sixty (60) days after the date on which the notice is delivered to Borrower to cure such
breach, provided, however, that if the curing of such non -monetary breach cannot be
accomplished with due diligence within said period of sixty (60) days then Borrower
shall have such additional reasonable period of time to cure such breach as may be
necessary, provided Borrower shall have commenced to cure such breach within said
period, such cure shall have been diligently prosecuted by Borrower thereafter to
completion ("Other Default Cure Period"). The notice shall further inform Borrower of
the right to reinstate after acceleration and the right to bring a court action to assert the
nonexistence of a default or any other defense of Borrower to acceleration and
foreclosure. If the Borrower does not cure the Default within the specified Other Default
Cure Period within the notice, then this Note is due and payable only with respect to the
remaining balance of the Loan at the time of Default.
C. If the Borrower Defaults hereunder and fails to cure the Default, during the 10-year
loan Term, the Loan shall be immediately due and owing and the balance of the Loan
shall be immediately repaid to Lender in full, subject to the availability of net proceeds
from sale of the Fixtures and Equipment. Lender can auction the Fixtures and
Equipment and use the proceeds and apply it to the loan balance.
D. If any payments of interest or the unpaid principal balance due under this Note or
any escrow fund payments for taxes or insurance required under the Security
Agreement become overdue for a period in excess of ten days, the Borrower shall pay
to Lender a late charge of $50 per day. If any attorney is engaged by Lender, including
in-house staff (a) to collect the indebtedness evidenced hereby or due under the Loan
Documents, whether or not legal proceedings are thereafter instituted by Lender; (b) to
represent Lender in any bankruptcy, reorganization, receivership, or other proceedings
affecting creditors' rights and involving a claim under this Note; (c) to protect the lien of
any of the Loan Documents; (d) to represent Lender in any other proceedings
whatsoever in connection with this Note or any of the Loan Documents or the real
estate described therein; or (e) as a result of the Borrower's Default and collection
efforts, the Borrower shall pay to Lender all reasonable attorneys' fees and expenses
incurred or determined to be due in connection therewith, in addition to all other
amounts due hereunder.
E. Lender's remedies under this Note, and all of the other Loan Documents shall be
cumulative and concurrent and may be pursued singly, successively, or together
against the Borrower and any other Obligors (as defined below), the Property, and any
other security described in the Loan Documents or any portion or combination of such
real estate and other security, and Lender may resort to every other right or remedy
available at law or in equity without first exhausting the rights and remedies contained
herein, all in Lender's sole discretion. Failure of Lender, for a period of time or on more
than one occasion to exercise its option to accelerate the maturity date shall not
constitute a waiver of the right to exercise that option at any time during the continued
existence of the Default or in the event of any subsequent Default. Lender shall not by
any other omission or act be deemed to waive any of its rights or remedies hereunder
unless such waiver is in writing and signed by Lender, and then only to the extent
specifically set forth therein. A waiver in connection with one event shall) not be
construed as continuing or as a bar to or waiver of any right or remedy in connection
with a subsequent event.
8. PAYMENT OF NOTE HOLDER'S COSTS AND EXPENSES
If the Lender is required to initiate legal process as the result of the Borrower's Default
as described- above, the Lender will have the right to be paid back for all of its costs and
expenses incurred as a result of such Default, to the extent not prohibited by applicable
law. Those costs and expenses include but are not limited to, reasonable attorneys'
fees, court costs, and related litigation expenses.
9. BORROWER'S WAIVERS
To the extent permitted by law, the Borrower waives all rights to require the Lender to
do certain things. These things are: (A) to demand payment of amounts due (known as
"presentment"); (B) to give notice that amounts due have not been paid (known as
"notice to dishonor"); (C) to obtain an official certification of nonpayment (known as
"protest"). If more than one person signs this Note, each person is fully and personally
obligated to keep all of the promises made in this Notes, including the promise to pay
the full amount owed. Any person, who takes over these obligations, is also obligated
to keep all promises made in this Note. The Lender may enforce its rights under this
Note against each person individually or against all of us together.
10. GIVING OF NOTICES
Any notices that must be given to the Borrower under this Note will be given by
delivering or by mailing by certified mail addressed to the Borrower at the address of the
Property set forth above.
Any notice that must be given to the Lender under this Note will be given by delivering it
or mailing it by certified mail to the Lender at the following address:
City of Evanston
Attn: Economic Development Division
2100 Ridge Avenue, Room 3103
Evanston, Illinois 60201
with a copy to:
City of Evanston
Attn: Corporation Counsel
2100 Ridge Avenue, Room 4400
Evanston, Illinois 60201
11. RESPONSIBILITY OF PERSONS UNDER THIS NOTE
If more than one person signs this Note, each person is fully and personally obligated to
keep all of the promises made in this Note. The Lender may enforce its rights under this
Note against the signatories either individually or together. This means that both
signatories, either individually or together, may be required to pay all of the amounts
owned under this Note. Any person who takes over the rights or obligations of the
Borrower, with the written permission of the Lender, will have all of the Borrower's rights
and must keep all of the Borrower's promises made in this Note. Notwithstanding
anything in the Security Agreement to the contrary, the Loan is a recourse obligation of
the Borrower.
12. GOVERNING LAW AND VENUE
This Promissory Note shall be governed by the laws of the State of Illinois. Venue will
be in Cook County, Illinois.
13. MISCELLANEOUS
The headings of sections and paragraphs in this Note are for convenience only and
shall not be construed in any way to limit or define the content, scope, or intent of the
provisions hereof. As used in this Note, the singular shall include the plural, and
masculine, feminine, and neuter pronouns shall be fully interchangeable, where the
context so requires. If any provision of this Note, or any paragraph, sentence, clause,
phrase, or word, or the application thereof, in any circumstances, is adjudicated to be
invalid, the validity of the remainder of this Note shall be construed as if such invalid
part were never included herein. Time is of the essence of this Note.
Upon any endorsement, assignment, or other transfer of this Note by Lender or by
operation of law, the term "Lender," as used herein, shall mean such endorsee,
assignee, or other transferee or successor to Lender then becoming the holder of this
Note.
This Note and all provisions hereof shall be binding on all persons claiming under or
through the Undersigned. The terms "Undersigned" and "Borrower," as used herein,
shall include the respective beneficiaries, successors, assigns, legal and personal
representatives, executors, administrators, devisees, legatees, and heirs of the
Undersigned and Borrower and shall be binding upon the same
In the event the Undersigned is an Illinois land trust, then this Note is executed by the
Trustee, not personally but as Trustee as aforesaid in the exercise of the power and
authority conferred on and vested in it as the Trustee, and is payable only out of the
property specifically described in the Loan Documents securing the payment hereof, by
the enforcement of the provisions contained therein. No personal liability shall be
asserted or be enforceable against the Trustee because or in respect of this Note or the
making, issue, or transfer thereof, all such liability, if any, being expressly waived by
each taker and holder hereof, and each original and successive holder of this Note
accepts the Note on the express condition that no duty shall rest on the Trustee to
sequester the rents, issues, and profits arising from the property described in the Loan
Documents, or the proceeds arising from the sale or other disposition thereof, but that in
case of Default in the payment of this Note or of any installment hereof, the sole
remedies of the holder hereof shall be by foreclosure of the UCC Financing Statement,
realization on the other security given under the other Loan Documents to secure
indebtedness evidenced by this Note, in accordance with the terms and provisions set
forth herein, or any combination of the above.
LENDER:
M
Its: City Manager, Wally Bobkiewicz
In
Its: President
Print Name: Pascal Berthoumiuex
EXHIBIT 1
LOAN PAYMENT SCHEDULE
Patisserie Coralie -Amortization Schedule
633 Howard
Loan Amount
Interest Rate
# of Months
Monthly Payment
Payment #
1
2
3
4
S
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42
43
44
45
46
47
48
49
50
51
52
S3
54
55
56
57
58
59
60
61
62
63
64
50,000
3.00
108
($528.85)
Date
10/1/2017
11/1/2017
12/1/2017
1/1/2018
2/1/2018
3/1/2018
4/1/2018
5/1/2018
6/1/2018
7/1/2018
8/1/2018
9/1/2018
10/1/2018
11/1/2018
12/1/2018
1/1/2019
2/1/2019
3/1/2019
4/1/2019
5/1/2019
6/1/2019
7/1/2019
8/1/2019
9/1/2019
10/1/2019
11/1/2019
12/1/2019
1/1/2020
2/1/2020
3/1/2020
4/1/2020
5/1/2020
6/1/2020
7/1/2020
8/1/2020
9/1/2020
10/1/2020
11/1/2020
12/1/2020
1/1/2021
2/1/2021
3/1/2021
4/1/2021
5/1/2021
6/1/2021
7/1/2021
8/1/2021
9/1/2021
10/1/2021
11/1/2021
12/1/2021
1/1/2022
2/1/2022
3/1/2022
4/1/2022
5/1/2022
6/1/2022
7/1/2022
8/1/2022
9/1/2022
10/1/2022
11/1/2022
12/1/2022
1/1/2023
(120 month loan, first 12 months no payment or interest)
Start Balance
Interest
Payment
End Balance
50,000.00
50,000.00
50,000.00
50,000.00
50,000.00
50,000.00
50,000.00
50,000.00
50,000.00
50,000.00
50,000.00
50,000.00
50,000.00
50,000.00
50,000.00
50,000.00
50,000.00
50,000.00
50,000.00
50,000.00
50,000.00
50,000.00
S0,000.00
50,000.00
50,000.00
125.00
(528.85)
49,596.15
49,596.15
123.99
(528.85)
49,191.30
49,191.30
122.98
(528.85)
48,785.43
48,785.43
121.96
(528.85)
48,378.54
48,378.S4
120.95
(S28.85)
47,970.64
47,970.64
119.93
(528.85)
47,561.72
47,561.72
118.90
(528.85)
47,151.78
47,151.78
117.88
(528.85)
46,740.81
46,740.81
116.85
(528.85)
46,328.82
46,328.82
115.82
(528.85)
45,915.79
4S,915.79
114.79
(528.85)
45,501.74
45,501.74
113.75
(528.85)
45,086.64
45,086.64
112.72
(528.85)
44,670.51
44,670.S1
111.68
(528.85)
44,253.34
44,253.34
110.63
(528.85)
43,835.13
43,835.13
1C9.S9
(528.85)
43,415.87
43,415.87
108.S4
(528.85)
42,995.56
42,995.56
107.49
(528.85)
42,574.20
42,574.20
106.44
(528.85)
42,151.79
42,151.79
105.38
(528.85)
41,728.32
41,728.32
104.32
(528.85)
41,303.80
41,303.80
103.26
(528.85)
40,878.21
40,878.21
102.20
(528.85)
40,451.56
40,451.56
101.13
(528.85)
40,023.84
40,023.84
100.06
(528.85)
39,595.05
39,595.05
98.99
(528.85)
39,165.19
39,165.19
97.91
(528.85)
38,734.26
38,734.26
96.84
(528.85)
38,302.25
38,302.25
95.76
(528.85)
37,869.16
37,869.16
94.67
(528.85)
37,434.98
37,434.98
93.59
(528.85)
36,999.72
36,999.72
92.50
(528.85)
36,563.38
36,563.38
91.41
(528.85)
36,125.94
36,125.94
90.31
(S28.85)
35,687.41
35,687.41
89.22
(528.85)
35,247.78
35,247.78
88.12
(528.85)
34,807.05
34,807.05
87.02
(S28.85)
34,36S.22
34,365.22
85.91
(528.85)
33,922.29
33,922.29
34.81
(S28.85)
33,478.24
33,478.24
33.70
(528.85)
33,033.09
33,033.09
32.58
(528.85)
32,586.83
32,586.83
.31.47
(528.85)
32,139.45
32,139.45
80.35
(528.85)
31,690.95
31,690.95
79.23
(528.85)
31,241.33
31,241.33
78.10
(528.8S)
30,790.59
30,790.59
76.98
(528.85)
30,338.72
30,338.72
75.85
(528.85)
29,885.72
29,885.72
74.71
(528.85)
29,431.58
29,431.S8
73.58
(528.85)
28,976.32
28,976.32
72.44
(528.85)
28,519.91
28,519.91
71.30
(528.85)
28,062.36
28,062.36
70.16
(528.85)
27,603.67
Patisserie Coralie -Amortization Schedule
633 Howard
Loan Amount
$
50,000
Interest Rate
3.00
# of Months
108
(120 month loan, first 12 months no payment or interest)
Monthly Payment
($528.85)
Payment #
Date
Start Balance
Interest
Payment
End Balance
65
2/l/2023
27,603.67
69.01
(528.85)
27,143.83
66
3/l/2023
27,143.83
67.86
(528.85)
26,682.85
67
4/l/2023
26,682.85
66.71
(528.85)
26,220.71
68
5/l/2023
26,220.71
65.55
(S28.85)
25,757.41
69
6/l/2023
25,757.41
64.39
(S28.85)
25,292.96
70
7/l/2023
25,292.96
63.23
(528.85)
24,827.34
71
8/l/2023
24,827.34
62.07
(528.85)
24,360.56
72
.9/l/2023
24,360.56
60.90
(528.85)
23,892.62
73
10/1/2023
23,892.62
59.73
(528.85)
23,423.50
74
ll/l/2023
23,423.50
58.56
(528.85)
22,953.21
75
12/1/2023
22,953.21
57.38
(528.85)
22,481.75
76
l/l/2024
22,481.75
S6.20
(528.85)
22,009.11
77
2/l/2024
22,009.11
55.02
(528.8S)
21,535.28
78
3/l/2024
21,535.28
53.84
(528.85)
21,060.27
79
4/l/2024
21,06C.27
52.65
(528.85)
20,584.08
80
5/l/2024
20,584.08
51.46
(528.85)
20,106.69
81
6/l/2024
20,106.69
50.27
(528.85)
19,628.11
82
7/l/2024
19,628.11
49.07
(528.85)
19,148.33
83
8/l/2024
19,148.33
47.87
(528.85)
18,667.36
84
9/l/2024
18,667.36
46.67
(528.85)
18,185.18
85
10/1/2024
18,185.18
45.46
(528.85)
17,701.80
86
ll/l/2024
17,701.80
44.25
(528.85)
17,217.20
87
12/1/2024
17,217.20
43.04
(528.85)
16,731.40
88
l/l/2025
16,731.40
41.83
(528.85)
16,244.38
89
2/l/2025
16,244.38
40.61
(528.85)
15,756.14
90
3/l/2025
1S,756.14
39.39
(528.85)
15,266.69
91
4/l/2025
15,266.69
38.17
(528.85)
14,776.01
92
5/1/2025
14,776.01
36.94
(528.85)
14,284.10
93
6/1/2025
14,284.10
35.71
(528.85)
13,790.96
94
7/1/202S
13,790.96
34.48
(528.85)
13,296.59
95
8/1/2025
13,296.59
33.24
(528.85)
12,800.99
96
9/l/2025
12,800.99
32.00
(528.8S)
12,304.14
97
10/1/2025
12,304.14
30.76
(528.85)
11,806.06
98
ll/l/2025
11,806.06
29.52
(528.85)
11,306.73
99
12/1/2025
11,306.73
28.27
(528.85)
10,806.15
100
l/l/2026
10,806.15
27.02
(528.85)
10,304.31
101
2/l/2026
10,304.31
25.76
(528.85)
9,801.23
102
3/1/2026
9,801.23
24.50
(528.85)
9,296.88
103
4/l/2026
9,296.88
23.24
(528.85)
8,791.28
104
S/1/2026
8,791.28
21.98
(528.85)
8,284.41
105
6/l/2026
8,284.41
20.71
(528.85)
7,776.27
106
7/l/2026
7,776.27
19.44
(528.85)
7,266.87
107
8/l/2026
7,266.87
28.17
(528.85)
6,756.19
108
9/l/2026
6,756.19
16.89
(528.85)
6,244.23
109
10/1/2026
6,244.23
15.61
(S28.85)
5,730.99
110
ll/l/2026
5,730.99
14.33
(528.85)
5,216.48
ill
12/1/2026
5,216.48
13.04
(528.85)
4,700.67
112
i/l/2027
4,700.67
11.75
(528.85)
4,183.57
113
2/l/2027
4,183.S7
10.46
(528.85)
3,665.19
114
3/l/2027
3,665.19
9.16
(528.85)
3,145.50
115
4/l/2027
3,145.50
7.86
(S28.85)
2,624.52
116
5/l/2027
2,624.52
6.56
(528.85)
2,102.23
117
6/l/2027
2,102.23
5.26
(S28.8S)
1,578.64
118
7/l/2027
1,578.64
3.95
(528.85)
1,053.74
119
8/l/2027
1,053.74
2.63
(528.85)
527.S3
120
9/l/2027
527.53
1.32
(528.8S)
(0.00)
GUARANTY
Borrower: Sweet Vendome, Inc., an Illinois
corporation
Guarantors: Pascal Berthoumieux,
individual
(address)
Loan Term: 10 years (120 months)
Lender: City of Evanston, an Illinois home
rule municipal corporation
Principal Amount: $50,000.00
CONTINUING GUARANTEE OF PAYMENT AND PERFORMANCE. For good and
valuable consideration, Guarantor absolutely and unconditionally guarantees full and
punctual payment and satisfaction of the Indebtedness of Borrower to Lender, and the
performance and discharge of all Borrower's obligations under the Note and the Related
Documents. This is a guaranty of payment and performance and not of collection, so
Lender can enforce this Guaranty against Guarantor even when Lender has not
exhausted Lender's remedies against anyone else obligated to pay the Indebtedness or
against any collateral securing the Indebtedness, this Guaranty or any other guaranty of
the indebtedness. Guarantor will make any payments to Lender or its order, on demand,
in legal tender of the United States of America, in same -day funds, without set-off or
deduction, or counterclaim, and will otherwise perform Borrower's obligations under the
Note and Related Documents. Under this Guaranty, Guarantor's liability is limited to
Borrower's obligations under the Note.
INDEBTEDNESS. The word "'Indebtedness" as used in this Guaranty means all of the
principal amount outstanding from time to time and at any one or more times, accrued
unpaid interest thereon and all collection costs and legal expenses related thereto
permitted by law, attorneys' fees, arising from Borrower's obligations under the Note.
CONTINUING GUARANTY. THIS IS A "CONTINUING GUARANTY" UNDER WHICH
GUARANTOR AGREES TO GUARANTEE THE FULL AND PUNCTUAL PAYMENT.
DURATION OF GUARANTY. This Guaranty will take effect when received by Lender
without the necessity of any acceptance by Lender, or any notice to Guarantor or to
Borrower, and will continue in full force until all the Indebtedness incurred or contracted
before receipt by Lender of any notice of revocation shall have been fully and finally
paid and satisfied and, all of Guarantor's other obligations under this Guaranty shall
have been performed in full. If Guarantor elects to revoke this, Guaranty, Guarantor
may only do so in writing. Guarantor's written notice of revocation must be mailed to
Lender; by certified mail, at Lender's address listed above or such other place as
Lender may designate in writing. Written revocation of this Guaranty will apply only to
new Indebtedness created after actual receipt by Lender of Guarantor's written
revocation. For this purpose and without limitation, the term "new Indebtedness" does
not include the Indebtedness which at the time of notice of revocation is contingent,
unliquidated, undetermined or not due and which later becomes absolute, liquidated,
determined or due. For this purpose and without limitation" new indebtedness" does not
include all or part of the Indebtedness that is: incurred by Borrower prior to revocation;
Incurred under a commitment that became binding before revocation; any renewals,
extensions, substitutions, and modifications of the indebtedness. This Guaranty shall
bind Guarantor's estate as to the Indebtedness created both before and after
Guarantor's death or incapacity, regardless of Lander's actual notice of Guarantor's
death, Subject to the foregoing, Guarantor's, executor or administrator or other legal
representative may terminate this Guaranty in the same manner in which Guarantor
might have terminated it and with the some effect. Release of any, other guarantor or
termination of any other guaranty of the Indebtedness shall not affect the ability of
Guarantor under this guaranty. A revocation Lender receives from anyone or more
Guarantors shall not affect the liability of any remaining Guarantors under this Guaranty.
GUARANTOR'S AUTHORIZATION TO LENDER. Guarantor authorizes Lender, either
before or after any revocation hereof upon written notice to Guarantor by Lender,
without lessening Guarantor's liability under this Guaranty, from time to time: (A) prior to
revocation as set forth above, to make one or more additional secured or unsecured
loans to Borrower, to lease equipment or other goods to Borrower, or otherwise to
extend additional credit to Borrower; (B) Intentionally Deleted; (C) to take and hold
security for the payment of this Guaranty or the Indebtedness, and exchange, enforce,
waive, subordinate, fail or decide not to perfect, and release any such security, with or
without the substitution of new collateral; (D) to release, substitute, agree not to sue, or
deal with anyone or more of Borrower's sureties, endorsers, or other guarantors on any
terms or in any manner Lender may choose; (E) to determine how, when and what
application of payments and credits shall be made on the Indebtedness; (F) to apply
such security and direct the order or manner of sale thereof, including without limitation.
any non -judicial sale permitted by the terms of the controlling security agreement or
deed of trust, as Lender in its discretion may determine; (G) to sell, transfer, assign or
grant participations, in all or any part -of the Indebtedness: and (H) to assign or transfer
this Guaranty in whole or in part.
GUARANTOR'S REPRESENTATIONS AND WARRANTIES. Guarantor represents
and warrants to Lender that (A) no representations or agreements of any kind have
been made to Guarantor which would limit or qualify in any way the terms of this
Guaranty; (B) Intentionally Deleted; (C) Guarantor has full power, right and authority to
enter into this Guaranty; (D) the provisions of this Guaranty do not conflict with or result
in a default under any agreement or other instrument binding upon Guarantor and do
not result in a violation of any law, regulation, court decree or order applicable to
Guarantor;" (E) Intentionally Deleted; (F) upon Lender's request, Guarantor will provide
to Lender financial and credit information in form acceptable to Lender, and all such
financial information which currently has been, ,and all future financial information which
will be provided Lender is and will be true and correct in all material respects and fairly
present, Guarantor's financial condition as of the dates the financial information is
provided; and (G) no material adverse change has occurred in Guarantor's financial
condition since the date of the most recent financial statements provided to Lender and
no event has occurred which may materially adversely affect Guarantor's financial
condition.
GUARANTOR'S WAIVERS. Except as prohibited by applicable law, Guarantor waives
any right to require Lender (A) to continue lending money or to extend other credit to
Borrower; (B) to resort for payment or to proceed directly or at once against any person,
including Borrower or any other guarantor; (C) to proceed directly against or exhaust
any collateral held by Lender from Borrower, any other guarantor, or any other person;
(D) Intentionally Deleted; (E) to pursue any other remedy within Lender's power; or (F)
to commit any act or omission of any kind, or at any time, with respect to any matter
whatsoever.
GUARANTOR'S UNDERSTANDING WITH RESPECT TO WAIVERS. Guarantor
warrants and agrees that each of the waivers set forth above is made with Guarantor's
full knowledge of its significance and consequences and that, under the circumstances,
the waivers are reasonable and not contrary to public policy or law. If any such waiver is
determined to be contrary to any applicable law of public policy, such waiver shall be
effective only to the extent permitted by law or public policy.
MISCELLANEOUS PROVISIONS. The following miscellaneous provisions are a part of
this Guaranty:
Amendments. This Guaranty together with any Related Documents, constitutes
the entire understanding and agreement of the parties as to the matters set forth
in this Guaranty, No alteration of or amendment to this- Guaranty shall be
effective unless given in writing and signed by both parties.
Attorneys' Fees; Expenses. Guarantor agrees to pay upon demand all of
Lender's costs and expenses, including Lender's attorneys' fees and Lender's
legal expenses, incurred in connection with the enforcement of this Guaranty.
Lender may hire or pay someone else to help enforce this Guaranty, and
Guarantor shall pay the costs and expenses of such enforcement.
Caption Headings. Caption headings in this Guaranty are for convenience
purposes only and are not to be used to interpret or define the provisions of this
Guaranty.
Governing law. This Guaranty will be governed by federal law applicable to
Lender and, to the extent not preempted by federal law, the' laws of the State of
Illinois without regard to its conflicts of law provisions.
Integration. Guarantor further agrees that Guarantor has read and fully
understands the terms of this Guaranty; Guarantor has had the opportunity to be -
advised by Guarantor's attorney with respect to this Guaranty; the Guaranty fully
reflects Guarantor's intentions and parol evidence is not required to interpret the
terms of this Guaranty. Guarantor hereby indemnifies and holds Lender harmless
from all losses, claims, damages, and costs (including Lender's attorneys' fees)
suffered or incurred by Lender as a result of any breach by Guarantor of the
warranties, representations and agreements of this paragraph.
Interpretation. In all cases where there is more than one Borrower or Guarantor,
then all words used in this Guaranty in the singular shall be deemed to have
been used in the plural where the context and construction so require; and where
there is more than one Borrower named in this Guaranty or when this Guaranty
is executed by more than one Guarantor, the words "Borrower" and "Guarantor"
respectively shall mean all and anyone or more of them. The words "Guarantor,"
"Borrower," and "Lender" include the heirs, successors, assigns, and transferees
of each of them, If a court finds that any provision of this Guaranty is not valid or
should not be enforced, that fact by itself will not mean that the rest of this
Guaranty will not be valid or enforced. Therefore, a court will enforce the rest of
the provisions of this Guaranty even if a provision of this Guaranty may be found
to be invalid or unenforceable. If anyone or more of Borrower or Guarantor are
corporations, partnerships, limited liability companies, or similar entities, it is not
necessary for Lender to inquire into the powers of Borrower or Guarantor or of
the officers, directors, partners, managers, or other agents acting or purporting to
act on their behalf, and any indebtedness made or created in reliance upon the
professed exercise of such powers shall be guaranteed under this Guaranty.
Notices. Any notice required to be given under this Guaranty shall be given in
writing, and, except for revocation notices by Guarantor, shall be effective when
actually delivered, when actually received by tele-facsimile (unless, otherwise
required by law) when deposited with a nationally recognized overnight courier,
or, if mailed, when deposited in the United States mail, as first class, certified or
registered mail postage prepaid, directed to the addresses shown near the
beginning of this Guaranty. All revocation notices by Guarantor shall be in writing
and shall be effective upon delivery to Lender as provided in the section of this
Guaranty entitled "DURATION OF GUARANTY." Any party may change its
address for notices under this Guaranty by giving formal written notice to the
other parties, specifying that the purpose of the notice is to change the party's
address, For notice purposes, Guarantor agrees to keep Lender informed at all
times of Guarantor's current address. Unless otherwise provided or required by
law, if there is more than one Guarantor, any notice given by Lender to any
Guarantor is deemed to be notice given to all Guarantors.
No Waiver by Lender. Lender shall not be deemed to have waived any rights
under this Guaranty unless such waiver is given in writing and signed by Lender.
No delay or omission on the part of Lender in exercising any right shall operate
as a waiver of such right or any other right. A waiver by Lender of a provision of
this Guaranty shall not prejudice or constitute a waiver of lender's right otherwise
to demand strict compliance with that provision or any other provision of this
Guaranty. No prior waiver by Lender, nor any course of dealing between Lender
and Guarantor, shall constitute a waiver of any of Lender's rights or of any of
Guarantor's obligations as to any future transactions, Whenever the consent of
Lender is required under this Guaranty, the granting of such consent by Lender
in any Instance shall not constitute continuing consent to subsequent instances
where such consent is required and in all cases such consent may be granted or
withheld in the sole discretion of Lender.
Successors and Assigns. Subject to any limitations stated in this Guaranty on
transfer of Guarantor's interest, this Guaranty shall be binding upon and inure to
the benefit of the parties, their successors and assigns.
Waive Jury. Lender and Guarantor hereby waive the right to any jury trial in any
action, proceeding, or counterclaim brought by either Lender or Guarantor
against the other.
DEFINITIONS. The following capitalized words and terms shall have the following
meanings when used in this Guaranty. Unless specifically stated to the contrary, all
references to dollar amounts shall mean amounts in lawful money of the United States
of America. Words and terms used in the singular shall include the plural, and the plural
shall include the singular, as the context may require. Words and terms not otherwise
defined in this Guaranty shall have the meanings attributed to such terms in the Uniform
Commercial Code:
Borrower. The word "Borrower" means Sweet Vendome, Inc. and includes all
co-signers and co —makers signing the Note and all their successors and assigns.
GAAP. The word "GAAP" means generally accepted accounting principles.
Guarantor. The word "Guarantor" means everyone signing this Guaranty Pascal
Berthoumieux, and in each case, any signer's successors and assigns.
Guaranty. The word "Guaranty" means this guaranty from Guarantor to Lender.
Indebtedness. The word "Indebtedness" means Borrower's indebtedness to
Lender as more particularly described in this Guaranty.
Lender. The word "Lender" means Citv of Evanston, its successors and assigns.
Note. The word "Note" means and includes without limitation all of Borrower's
promissory notes and/or credit agreements evidencing Borrower's loan
obligations in favor of Lander, together with all renewals of, extensions of,
modifications of, substitutions for promissory notes or credit agreements.
Related Documents. The words "Related Documents" mean all promissory
notes, credit agreements, loan agreements, environmental agreements,
guaranties, security 'agreements, mortgages, deeds of trust, security deeds,
collateral mortgages, and all other instruments, agreements and documents,
whether now or hereafter existing, executed in connection with the Indebtedness.
EACH UNDERSIGNED GUARANTOR ACKNOWLEDGES HAVING READ ALL THE
PROVISIONS OF THIS GUARANTY AND AGREES TO ITS TERMS, IN ADDITION,
EACH GUARANTOR UNDERSTANDS THAT THIS GUARANTY IS EFFECTIVE
UPON GUARANTOR'S EXECUTION AND DELIVERY OF THIS GUARANTY TO
UNDER AND THAT THE GUARANTY WILL CONTINUE UNTIL TERMINATED IN THE
MANNER SET FORTH IN THE SECTION TITLED "DURATION OF GUARANTY", NO
FORMAL ACCEPTANCE BY LENDER IS NECESSARY TO MAKE THIS GUARANTY
EFFECTIVE, THIS GUARANTY IS DATED , 2017.
GUARANTOR:
Pascal Berthoumieux
SECURITY AGREEMENT
This Security Agreement dated , 2017 by and between the Sweet
Vendome, Inc., an Illinois corporation hereinafter referred to collectively as the "Debtor"
for value received, hereby grants to the City of Evanston, Illinois, an Illinois home rule
municipality, with its principal address at 2100 Ridge Avenue, Evanston, Illinois 60201,
hereinafter referred to as the "Secured Party," a security interest in the collateral listed
in the attached EXHIBIT A, hereinafter referred to as the "Collateral" and incorporated
by reference.
This security interest is given for the purpose of securing payment of any and all
indebtedness of the Debtor to the Secured Party in connection with the loan made to
the Debtor and evidenced by promissory note dated July 1, 2017, together with all costs
and expenses in connection therewith including but not limited to expenses of retaking,
preserving, repairing, maintaining, preparing for sale, and selling said collateral as well
as reasonable attorney's fees, court costs, and other legal expenses. In the event that
Debtor defaults in the payment of said indebtedness, or becomes insolvent, or fails to
keep said collateral free of all other liens, or if for any reason the secured party feels
insecure, Secured Party has the option of declaring the entire indebtedness immediately
due and payable, and shall have all of the rights and remedies of a secured party under
the Illinois Uniform Commercial Code as the same may be amended from time to time.
The requirement of the reasonable notice of any sale hereunder shall be met if such
notice is mailed, postage prepaid, to the address of the Debtor shown at the beginning
of this agreement at least 5 days before the time of sale or disposition.
Secured Party and Debtor have caused this Agreement to be executed and
delivered as of the date set forth opposite their name.
City of Evanston, Illinois Sweet Vendome, Inc.
By: By:
City Manager, Wally Bobkiewicz President
Print Name:
COLLATERAL EQUIPMENT LIST
[TO BE AMENDED AFTER BORROWER ORDERS EQUIPMENT]
i
ca��GP
a french coffee shop and bakery
BUDGET PROPOSAL
Metrorestorations (General contractor)
24950
Corrigan & Freres Electric Co
19500
Walk in/Freezer Combo (Edward Don)
21490
Kichen equipment
29208
Ventilation system (estimated)
10000
Operating capital
10000
Blanton Plumbing
9525
Lighting fixtures
3000
Furniture
5000
Architect drawings
2350
Small equipment (flatware, etc)
1500
Office furniture
1000
Signage
1000
Simplex fire alarm
2000
Total 138 523
Cost increased by $38 523 over proposed budget due in part to the following factors:
- Building not equipped with adequate electrical output. Additional Cost $11500
- Walk in refrigerator/freezer combo must be custom made to fit existing room.
Additional cost $10000
- City is requiring ventilation system although our first location was approved
without one. Additional cost $10000 (estimated)
- City is requiring architect drawings although this was not a requirement for first
location build out. Additional cost $2350