HomeMy WebLinkAboutContract 62419-PN1CSC No. 62419-PN 1
PROMISSORY NOTE
Date: December 27, 2024
Borrower: Child Care Associates, a Texas nonprofit corporation
Borrower's Mailing Address:
Child Care Associates
300 E. Belknap
Fort Worth, TX 76111
Attention: Kara Waddell, CEO
With a copy to:
Karanae Duane, CFO
Child Care Associates
300 E. Belknap
Fort Worth, TX 76111
Lender: City of Fort Worth, Texas, a Texas municipal corporation
Place for Payment:
C/O Assistant Director of Neighborhood Services Department
100 Fort Worth Trail
Fort Worth, Tarrant County, TX 76102
or at any other place that Lender may designate in writing
Principal Amount: $5,000,000.00
Loan Authority:
The loan evidenced by this Note (the "Loan") is being made pursuant to grant monies from
the United States Department of the Treasury ("Treasury") under Section 603(c)(1)(A) of
Title VI of the Social Security Act with Non -Revenue Recovery Funds for the construction
of the Child Development Facility in Stop Six, as more fully described in Contract No.
62419 between Grantor and Lender (the "Contract" or "ARPA Construction Contract").
Annual Interest Rate: 0%
Maturity Date: as described in City Secretary Contract No 62419 between Borrower and
Lender for the ARPA funds (the "Contract").
Annual Interest Rate on Matured, Unpaid Amounts: 6%
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
PROMISSORY NOTE — ARPA FUNDS Page 1
Child Care Associates
Child Development Facility in Stop Six
Terms of Payment (principal and interest):
Capitalized terms not defined herein shall have meanings assigned to them in the Contract.
The Principal Amount is a forgivable deferred payment loan. Payment of the Principal
Amount will only be required if Borrower does not comply with the terms of the Contract,
the requirements of the ARPA Regulations, or the terms of this Note and any instrument
evidencing or securing the Loan (collectively, the "Loan Documents").
This Note is the Note required in the Contract and has been executed and delivered in
accordance with its terms. The funds advanced by Lender are ARPA funds and the
Contract requires that the funds be used to construct the Child Development Facility at
Stop Six and that the services provided at the Child Development Facility must provide
child care services to children ages 0-5 years for the 5-year Performance Period, as more
particularly defined in the Contract.
Borrower shall fulfill the following ARPA Requirements as more particularly described in
the Contract:
Construct the Child Development Facility in Stop Six, or any other area approved
by the City, to provide safe, quality accessible, and affordable child care services
as defined in the ARPA Construction Contract
1. During the Performance Period,
a. operate the Child Development Facility to provide child care services; and
b. comply with all applicable provisions of the ARPA Regulations and the
Contract.
The Loan evidenced by this Note and the obligations described in the Contract pertaining
to the ARPA Regulations will be in default and the Principal Amount and any other sums
due hereunder may be declared immediately payable if the Child Development Facility
located on the Property does operate as a child care facility for children aged 0-5 years and
fulfill the ARPA Requirements and all other requirements in the Contract during the 5-year
Performance Period, all as more particularly described in the Contract. In the event of such
default, Lender may invoke any remedies provided in the Contract or the Deed of Trust for
default.
Upon the expiration of the Performance Period and complete performance of the
obligations described in the Contract and the terms and conditions of the Loan Documents,
the Loan will be forgiven.
PROMISSORY NOTE — ARPA FUNDS Page 2
Child Care Associates
Child Development Facility in Stop Six
Security for Payment:
This Note is secured by a Deed of Trust of even date from Borrower to Leslie Hunt,
Trustee, or Denis McElroy, Trustee, which covers the following real property:
5033 Ramey Avenue & 5105 Ramey Avenue Fort Worth, Texas 76105 (the "Property").
Other Security for Payment: None
If the Principal Amount is not forgiven, Borrower promises to pay to the order of Lender
the Principal Amount. In that event, this Note is payable at the Place for Payment and according
to the Terms of Payment. All unpaid amounts are due by the Maturity Date. After maturity,
Borrower promises to pay any unpaid principal balance plus interest at the Annual Interest Rate
on Matured, Unpaid Amounts.
If Borrower defaults in the payment of this Note or in the performance of its obligations
under the Contract or the ARPA Regulations or any other obligation in any instrument securing or
collateral to this Note, Lender may declare the unpaid principal balance, earned interest, and any
other amounts owed on the Note immediately due and payable. Borrower and each surety,
endorser, and guarantor waive all demand for payment, presentation for payment, notice of
intention to accelerate maturity, notice of acceleration of maturity, protest, and notice of protest,
to the extent permitted by law.
Notwithstanding anything to the contrary, if a monetary event of default occurs under the
terms of any of the Loan Documents, prior to exercising any remedies Lender shall give Borrower
written notice of such default. Borrower shall have a period of 7 days after such notice is given within
which to cure the default prior to exercise of remedies by Lender under the Loan Documents.
Notwithstanding anything to the contrary, if a non -monetary event of default occurs under the terms
of any of the Loan Documents, prior to exercising any remedies, Lender shall give Borrower written
notice of such default. If the default is reasonably capable of being cured within 30 days, Borrower
shall have such period to effect a cure prior to exercise of remedies by Lender under the Loan
Documents. If the default is such that it is not reasonably capable of being cured within 30 days, and
if Borrower (i) initiates corrective action within said period, and (ii) diligently, continually, and in
good faith works to effect a cure as soon as possible, then Borrower shall have such additional time
as is reasonably necessary to cure the default prior to exercise of any remedies by Lender. In no event
shall Lender be precluded from exercising remedies if its security becomes or is about to become
materially jeopardized by any failure to cure a default or the default is not cured within 180 days after
the first notice of default is given.
Borrower also promises to pay reasonable attorney's fees and court and other costs if this
This Note incorporates by reference the more detailed description of the Property contained in
the Deed of Trust of even date and to the extent the two Ramey addresses identified herein change,
the Property description in the Deed of Trust controls.
PROMISSORY NOTE — ARPA FUNDS Page 3
Child Care Associates
Child Development Facility in Stop Six
Note is placed in the hands of an attorney to collect or enforce the Note. These expenses will bear
interest from the date of advance at the Annual Interest Rate on Matured, Unpaid Amounts.
Borrower will pay Lender these expenses and interest on demand at the Place for Payment. These
expenses and interest will become part of the debt evidenced by the Note and will be secured by
any security for payment.
Interest on the debt evidenced by this Note will not exceed the maximum rate or amount
of non -usurious interest that may be contracted for, taken, reserved, charged, or received under
law. Any interest in excess of that maximum amount will be credited on the Principal Amount or,
if the Principal Amount has been paid, refunded. On any acceleration or required or permitted
prepayment, any excess interest will be canceled automatically as of the acceleration or
prepayment or, if the excess interest has already been paid, credited on the Principal Amount or,
if the Principal Amount has been paid, refunded. This provision overrides any conflicting
provisions in this Note and all other instruments concerning the debt.
Each Borrower is responsible for all obligations represented by this Note.
When the context requires, singular nouns and pronouns include the plural.
If default occurs in payment of any part of principal or interest or in observance of any
covenants contained in the Loan Documents, the entire debt evidenced by this Note will
immediately become payable at the option of Lender.
The execution and delivery of this Note are required under the Contract.
If any provision of this Note conflicts with any provision of the Contract, the Deed of Trust
or any other document evidencing the same transaction between Lender and Borrower, the
provisions of the Contract will govern to the extent of the conflict.
This Note will be construed under the laws of the state of Texas without regard to
choice -of -law rules of any jurisdiction.
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Child Care Associates
Child Development Facility in Stop Six
THE CONTRACT, THE NOTE AND THE DEED OF TRUST CONSTITUTE THE
FINAL AGREEMENT OF THE PARTIES AND MAY NOT BE CONTRADICTED BY
EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL
AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL
AGREEMENTS BETWEEN THE PARTIES.
CHILD CARE (ASSOCIATES
Kara Wa&eff, (NefT-xecutivYOfficer
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
PROMISSORY NOTE — ARPA FUNDS Page 5
Child Care Associates
Child Development Facility in Stop Six