AMENDED AND RESTATED MEMORANDUM OF LOAN AGREEMENT AND
PROMISSORY NOTE
This Amended and Restated Memorandum of Loan Agreement and Promissory Note (the "Agreement") is entered into on this October 15, 2013, by and between the Port of Richmond and the City of Richmond to pay for services and loans provided by the City to the Port.
1.RECITALS
A. Since in or about December 1977, the City of Richmond (the "City") has provided the following services and loans to the Port of Richmond (the "Port"): Port leases, contracts, project assistance and loans funded by the General Fund (the "Loan"). To date, the Loan, plus interest, totals Sixteen Million Nine Hundred Forty Two Thousand Ninety Six Dollars ($16,942,096) (the "Principal Amount").
B. On May 17, 2006, the Port and City entered into a memorandum of agreement and promissory note for payment of the Loan, and on May 24, 2007, the Port and City entered into a subsequent memorandum of agreement and promissory note for payment of the Loan (collectively, the "Original Loan Documents").
C. At the direction of the City Council, the vessel Red Oak Victory has been berthed rent free at the Pt. Potrero Marine Terminal ("PPMT") since in or about August 2004.
II. LOAN AGREEMENT
In exchange for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, City and Port agree as follows:
1. RECITALS
The parties hereby acknowledge and confirm the Recitals in this Agreement.
2. AMOUNT AND TERMS OF LOAN
(a) Loan. City has made, and Port has accepted, the Loan in the Principal Amount. (b) Term of Loan. The Loan shall be a non-revolving loan for a term commencing on the date first written above and ending on November 30, 2067 (c) Interest Rate and Payment. The Loan shall be payable on the date and upon the terms and conditions set forth in the Promissory Note. (d) Prepayments. The Port may prepay the Loan in whole or in part, at any time, and aid, wine no pemely fouch pite paymed interest on the principal amount so (e) Termination of Original Loan. The Original Loan Documents are hereby terminated and replaced by this Agreement.
As a component of its annual budget, the Port shall analyze III. PROMISSORY NOTE
FOR THE GOOD AND VALUABLE consideration set forth above, receipt of which is hereby acknowledged, Port promises to pay the Principal Amount of the Loan, together with interest calculated at the rate of zero percent (0%) per annum, to the City on the following terms:
(a) Port's Obligation. Port shall make payments in accordance with the Payment Schedule.
(b) Offset. Upon sale of any Port property, including Terminal One and Terminal Four, the proceeds from such sale(s) shall offset and reduce the balance of the Principal Amount. The offset amounts) shall be determined at the time of such sale(s).
(c) Terms of Payment. All payments are to be timely made in cash or by cashier's or certified check or money order, or by electronic funds transfer.
As a component of its annual budget, the Port shall analyze (e) Miscellaneous. The times for the performance of any obligations hereunder shall be strictly construed, time being of the essence.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed as of the date first specified herein.
PORT: CITY:
By: By: _
son, or rector
Jim Matzorkis, Port E Bill Lindsay, City Manager
Date: 1216-13 Date: 12 17/13
EXHIBIT A
PAYMENT SCHEDULE
Advance to Port from general Fund
EXHIBIT A
Interest Deferred Until FY2010
PAYMENT SCHEDULE
Outstanding Balance (06/30/13) 16,942,096.86
Interest Rate (3 year LAIF Average)
Date Interest Principal Red Oak Victory Balance
Annual Debt
Payments Offset 2004-2012 Service
6/30/2005
6/30/2006 17,139,855.00
6/30/2007 50,000.00 17,089,855.00 50,000.00
:
6/30/2008 50,000.00 17,039,855.00 50,000.00
6/30/2009 17,039,855.00
6/30/2010 397,525.00 17,437,380.00 397,525.00
6/30/2011 347,594.20 17,784,974.20 347,594.20
6/30/2012 842,877.34 16,942,096.86
6/30/2013 125,940.00 16,816,156.86
6/30/2014 150,000.00 127,199.40 16,538,957.46 150,000.00 6/30/2015 150,000.00 128,471.39 16,260,486.07 150,000.00 6/30/2016 150,000.00 129,756.11 15,980,729.96 150,000.00 6/30/2017 150,000.00 131,053.67 15,699,676.29 150,000.00 6/30/2018 150,000.00 132,364.21 15,417,312.08 150,000.00 6/30/2019 150,000.00 133,687.85 15,133,624.24 150,000.00 6/30/2020 150,000.00 135,024.73 14,848,599.51 150,000.00 6/30/2021 150,000.00 136,374.97 14,562,224.54 150,000.00 6/30/2022 150,000.00 137,738.72 14,274,485.81
150,000.00
6/30/2023 150,000.00 139,116.11 13,985,369.70 150,000.00 6/30/2024 150,000.00 140,507.27 13,694,862.43
150,000.00
6/30/2025 150,000.00 141,912.34 13,402,950.09 ,150,000.00 6/30/2026 150,000.00 143,331.47 13,109,618.62
150,000.00
6/30/2027 150,000.00 144,764.78
12,814,853.84 150,000.00
6/30/2028 150,000.00 146,212.43 12,518,641.41
150,000.00
6/30/2029 150,000.00 147,674.55 12,220,966.85 150,000.00 6/30/2030 150,000.00 149,151.30 11,921,815.55 150,000.00 6/30/2031 150,000.00 150,642.81 11,621,172.74
150,000.00
6/30/2032 150,000.00 152,149.24 11,319,023.50 150,000.00 6/30/2033 150,000.00 153,670.73 11,015,352.76 150,000.00 6/30/2034 150,000.00 155,207.44 10,710,145.32 150,000.00 6/30/2035 150,000.00 156,759.52 10,403,385.81 150,000.00 6/30/2036 150,000.00 158,327.11 10,095,058.70 150,000.00 6/30/2037 150.000.00 159,910.38 9,785,148.32 150,000.00 6/30/2038 150.000.00 161,509.49
9,473,638.83 150,000.00
6/30/2039 150,000.00 163,124.58 9,160,514.25 150,000.00 6/30/2040 150,000.00 164,755.83 8,845,758.42
150,000.00
6/30/2041 150,000.00 166,403.38 8,529,355.04 150,000.00 6/30/2042 150,000.00 168,067.42 8,211,287.62 150,000.00 6/30/2043 150,000.00 169,748.09 7,891,539.53 150,000.00 6/30/2044 150,000.00 171,445.57 7,570,093.96 150,000.00 6/30/2045 150,000.00 173,160.03 7,246,933.93 150,000.00 6/30/2046 150,000.00 174,891.63 6,922,042.30 150,000.00 6/30/2047 150,000.00 176,640.55 6,595,401.75 150,000.00 6/30/2048 150,000.00 178,406.95 6,266,994.80 150,000.00 6/30/2049 150,000.00 180,191.02 5,936,803.78 150,000.00 6/30/2050 150,000.00 181,992.93 5,604,810.85 150,000.00 6/30/2051 150,000.00 183,812.86 5,270,997.99 150,000.00 6/30/2052 150,000.00 185,650.99 4,935,347.00 150,000.00 6/30/2053 150,000.00 187,507.50 4,597,839.50 150,000.00 6/30/2054 150,000.00 189,382.57 4,258,456.93 150,000.00 6/30/2055 150,000.00 191,276.40 3,917,180.53 150,000.00 6/30/2056 150,000.00 193,189.16 3,573,991.37 150,000.00 6/30/2057 150,000.00 195,121.05 3,228,870.31 150,000.00 6/30/2058 150,000.00 197,072.27 2,881,798.05 150,000.00 6/30/2059 150,000.00 199,042.99 2,532,755.06 150,000.00 6/30/2060 150,000.00 201,033.42 2,181,721.64 150,000.00 6/30/2061 150,000.00 203,043.75 1,828,677.89 150,000.00 6/30/2062 150,000.00 205,074.19 1,473,603.70 150,000.00 6/30/2063 150,000.00 207,124.93 1,116,478.77 150,000.00 6/30/2064 150,000.00 209,196.18 757,282.58 150,000.00
6/30/2065 150,000.00 211,288.14 395,994.44 150,000.00
6/30/2066 150,000.00 213,401.02 32,593.42 150,000.00
6/30/2067 32,593.42 (0.00) 32,593.42