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Home My WebLink About0197.093r .' ill t MI!:r-ch 11; 1993 HONORABLE CITY CO\JNCIL PalQ Alto, California 8 l\lPRCPW ~lt_OAN 10 PALO ALTC' _UnSTORICAL ASSOCIP.'I'JON Ah"P BUDGET lUfEllDMEH'r OltPIN~CE Members of the Council: Report in Brief The purpose of this report is to transmit to Council the promissory note and Budget Amendment Ordinance necessary to e~~cute the loan approved for the Palo Alto Historical Association (PAP~) ~ in the amount of $10,000. The loan was requested by P~£A to help defray the initial cost of publishing npalo Alto: A centennial History", and does comply with city p:>licy. The loa!'} request was approved by council February 22, 1993. The tent', of the loan is eighteen months, and the interest rate, based on the current earnings rate on the Ci~y's portfolio, ~ill be 5.72 percent ar:nually. Recommendation Sta ~f reccrnJr.enas Counci 1 approve 't.he prorr.issory nete prepared for tho: loan to the Palo Alto HIstorical Association l and the accompa ny:::'l,j Budget AroendmE'nt Ordinance which reflects the decrease in the General Fund Budget stabilization Reserve for this purpose. Respectfully sl,,-',bmi tted, /!,,,l,uAiU 10 C~~~E~v~ Accounting Manager ,-.~.-;.. I I (/~,' I i.rJ I I EkrtY HARRISON Director of Finance CMR:197;:;3 -'Loa, ~--.. -,,' <:'~:: /j)~~, ~~> '," .~-? - ... - PROMISSORY NOTE $ lO.OCO.OO Date: March 16, 1993 Palo Alto, California FOR VALUE RB'ZRIVED, the Palo Alto Historical Association, a corporation organized under the Nonprofit P...lblic Benefit Corporation Law of the StatE: of California (-BORROWER"), promises to pay to the City of Palo Alto, a charter city and a municipal ccrporation ("CI1~·); or order, the principal Slli~ of Ten Thousand dollars {$10. 000.00) at the office of Revenue Collections of the City of Palo Alto, 250 Hamilton AVenue, P. O. Box 10250, Palo Alto, CA 94303. or at such ot.her place as CITY may from time to time, in writing~ deaignate. with interest from t~~ date of this PROMISSORY NOTE {"Note"). lmtil paid on or before Septembe::i:" 16, 1994~ at the effective annual rate of return determined en an accrual basis earned by C!TY on its portfolio of investments during the month oE March, per yea~ on the unpaid principal balance. This Note is ma1.e in con.ne~ticn t,Jith a loan ("! the prio:':ipal su'!~ by CITY to BORROWER t.o fund the efforts of ;ORRO'WER to publish a historical account of the city of palo Alto. which is celebrating its centennial on April 16. 1994. Any amounts advanced under this Note shall. at the option of CITY, become immediately due and payable upon the occurrence of any of the tallowing~ (.3.) the failure of BORROWER to use best efforts to publish a hiet..;ric:al account of the city of Palo Alto in celebration of its first center~ial as an incorporated city; (bl the failure of BORROWER to r~~in in good standing as a nonprofit public be.nefit corporation while this Note r€r.1ainE u:r:paid; (el the voluntary or involun:ary assignment, sale, t.ransfer, or other disposition by BORROWER of i~s assets or its ob11gation~ under this Note under the bankruptcy. insolvency. receivership, or other creditors' rights laws, td) the failure of BORROWER to make any payment as and when due; and (e) the failure of BOR..~_OweR to observe and comply with any other term, condition, or provision of this Note. BORROWER, any endorser of this Note. and any others who may became liable for all or any part of t:r-~e obligations evidenced by this Note may prepay all or any portion of the principal sum of this Note, without penalty~ Any and all payments rr~de hereunder shall be "':'redited. first. on the interest then due and,. the remainder. on tt principal balance, and inter~8t on the principal balance so credited shall thereupon cease. BORROWER, any endorser of this Note,. and a~y others who may become l~able for all or any part of the obligations evidenced by this N"::E hereby individually waivE notice, demand, presentment for p,-y:l~ent. den'.and and protest, notice: of protest,. demand, and of 1 - dishonor and non-payrt'1.enti and consent to any nu.."'r.ber of extensions or renewals of time hereof. Any such extensions or renewals may be made without notice to any ot the obligated parti€3 &nd without affecting their liability. The pleading of any statute of limitations as a dEfense to any demand against BORROWER is expressly 'Irw"i\iyed by BORROi'iER. If BORROlol."ER consi sts of mOTe than one person, each person shall be jointly a~d s~ver~lly liable under this Note. If any default is made hereunder, BORROWER further proQises ta pay reasonable attorneys' fees and costs and expenses incurred by cr~y in connection .ith any such default or any other action or other proceeding brought to enforce ar..y of the provisions cf this Note. CITY's right to such fees shall not be 1 imited to its r~pregentat:'on by staff attorneys of CITY's Office ':If the City Attorney, a~d such rep=ese~tation shall be valued at the customary and reasonable rates for private sector legal services. The relationship of CITY and BORROWER evidenced by this Note shall be deemed to be one of creditor and debtor and not of partn~rahip or joint venture. This Note may not be modified or amended except. by an instrument in writing which expresses such intention of the partieS' sought to be bound thereby, and such writing shall be firmly attached to this Note and made a part thereof. The failure of CITY or oth,=,r holder to exercise any rights under this Note ~hall not constitute a waiver of such rights under this Note or of any other rights, and no waiver shall be implied from the failure of CITY or other holder to take, or delay in t~~ing. action with respect to any default by BORROWER hereunder. This Note shall be governed by and construed in accordance with the laws of the State of California. This Note shall not be assigned by BORROWER without the consent 0: CITY, and ar..y at-tempted assignme:.1t shall be void. The terma of this Note sr~ll apply and inure to the benefit of~ and bind, all of the parties thereto, their heirs. successors and assigns. EXE~-D BY BORROWER in palo Alto~ California on the date first above written. 2 ",~ f)n OOi'(r.nj PALO ALW HISTORICAL ASSOCIATION By, __ Name: .Judy Leahy Title: Co-President &,. , Name: Cynne McElhinney Ticle: CO~President • , .~ __ ~.-....Q.-"''''''''''''''<''''~~ ___ '''~'''';''k'''''_ ORDINANCE NO. ORDIN.~~CE OF TEE COUNCIL OF THE CITY OF PALO ALTO AMENDING THE BUDGE'I FOR THE FISCAL YEAR 19-92 -93 TO PROVIDE A.l>I ADDITIONJo.L 1>.PPROPR!".TION FOrt A LOAN TO THE PAI,O AL'l'O HISTORICAL ASSOCIATION WHEREAS, purs"IJant to the provisions of Section 12 of Article III of the Charter of the City of Palo Alto, the CQuncil on June 22, 1992 did adopt a budget for fiscal year 1992-93; and jotHEREAS, 1994 is the centennial of the ine:orpOI-ation of Palo Alto as a city; and WHEREAS, a non profit corporation, the ?alo Alto Historical Association, plans to create and publish a \\'ritten historical account of the City entitled, "Palo Alto: A centennial Historr"; and WHEREAS, the palo Alto Historical Association has requested that the city loan the Board $10,000 to help defray the cost of this publication; and WHEREAS, the loan is being accompanied by a promissory note J and that loan will be paid back to the City on or before Septe:::tber 1E, 1994 f NOW, THEREFORE, the council of the City of Palo Alto does ORDAIN as tallows: SECTION 1. The sum of Ten ThClusand Dollars ($10, 000) is hereby authorized to be disbursed to the ?alo Alto Historical Asso-:;iation. The Budget Stabilization Reserve is correspondingly reduced, and the Reserve for Notes Receivable is correspondingly increased~ SEC:r.IOtJ.~. This transaction -will reduce the Budget Stabili zation Reserve from $10,212,167 to $10,202,1£7 as of March 5, 1993, and will increase the Reserve for Notes Receivable from $75,00G to $85 /000. S'E';CT.l..Q.R.....l. The Council of the Citj of Palo Alto hereby finds that the enactment of this ordinance is not a project under the California Environmental Qua 1 i ty Act and, therefore, no environmen tal imp~ct assessment is necessary. SECTION 4 ~ Municipal Code, adoption. As provided in Section 2.04.]75 of the Palo Alto this ordinance shall become effective upon o o INTRODUCED A~D PASSED~ AYES~ NOES: ABSTENT I ON S : ABSENT: ATTEST: APPROVED: city Clerk. Mayor APPROVED AS TO FORM: Sr~ ~sst. City Attc'rney--- APPROVED: city Manager Director ofF i~nc;ac;n:::,c::Ce;---- C::~---.----~----....... --