HomeMy WebLinkAbout2020-706-E Economic Dev-The Accidental Baker loan agreement amendmentAmendment to Loan and Security Agreement
This Amendment to Loan and Security Agreement (the “Amendment”) is made and entered into
between MCCRAYMASON, LLC, doing business as The Accidental Baker, successor in interest to Kevin S.
Mason and Jennie R. McCray, a North Carolina sole proprietorship (“Borrower”) and Orange County
(“Lender”).
Recitals
1. Borrower and Lender entered into a Loan and Security Agreement dated September 4, 2015 (the
“Loan Agreement”).
2. Borrower and Lender desire to modify and amend the Loan Agreement as provided herein.
Amendment
For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged,
Lender and Borrower hereby agree and amend and modify the Loan Agreement as follows:
1. Definitions. Except as otherwise provided herein, terms defined in the Loan Agreement shall have the
same meaning when used herein. Terms defined in the singular shall have the same meaning when used
in the plural and vice versa.
2. Amendments. The Loan Documents are hereby modified and amended as follows:
(a) Section 17 of the Loan Agreement is amended as follows:
17.2 Any communication under this Agreement shall be sufficiently given and deemed given when
delivered by hand or on the date shown as the date of delivery on a United States Postal Service
return receipt, if addressed as follows:
17.2.1 If to the County, addressed as follows: Orange County 131 W. Margaret Ln, Hillsborough,
NC 27278
(b) Section 12.11 and 12.12 of the Loan Agreement are deleted:
3. References. Each reference in the Loan Documents to any of the Loan Documents shall be deemed to
be a reference to such documents as modified hereby.
4. Borrower Covenants. Borrower covenants with Lender as follows:
(a) Borrower shall execute, deliver, and provide to Lender such additional agreements, documents, and
instruments as reasonably required by Lender to effectuate the intent of this Amendment.
(b) Borrower hereby fully, finally, and forever releases and discharges Lender and its successors, assigns,
directors, employees, agents, and representatives from any and all actions, causes of action, claims,
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debts, demands, liabilities, obligations, and suits of whatever kind or nature, in law or equity, that
Borrower has or in the future may have, whether known or unknown, arising from or relating to the
Loan, the Loan Documents, or the actions or omissions of Lender in respect to the Loan or the Loan
Documents arising from events, acts or omissions occurring prior to the date hereof.
5. Payment of Expenses and Attorneys’ Fees. Borrower shall pay all reasonable expenses of Lender
relating to the negotiation, drafting of documents, and documentation of this Amendment, including,
without limitation, all reasonable attorneys’ fees and legal expenses. Lender is authorized and directed
to disburse a sufficient amount of the Loan proceeds to pay these expenses in full.
6. Agreement Remains in Full Force and Effect. The Loan Documents are ratified and affirmed by
Borrower and shall remain in full force and effect as modified hereby. Any property rights or rights to or
interests in property granted as security in the Loan Documents shall remain as security for the Loan and
the obligations of Borrower in the Loan Documents.
7. Integrated Agreement; Amendment. This Amendment, together with the Loan Agreement and the
Loan Documents, constitutes the entire agreement between Lender and Borrower concerning the
subject matter hereof, and may not be altered or amended except by written agreement signed by
Lender.
All other prior and contemporaneous agreements, arrangements, and understandings between the
parties hereto as to the subject matter hereof are, except as otherwise expressly provided herein,
rescinded.
This Amendment and the Loan Agreement shall be read and interpreted together as one agreement.
Date: December 9, 2020.
Lender:
Orange County
By: ________________
Bonnie Hammersley
Title: County Manager
Borrower:
MCCRAYMASON, LLC, doing business as The Accidental Baker, successor in interest to Kevin S. Mason
and Jennie R. McCray, a North Carolina sole proprietorship
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By: _____________________
Kevin S. Mason
Title: Member
By: _____________________
Jennie R. McCray
Title: Member Manager
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AMENDMENT TO PROMISSORY NOTE
THIS AMENDMENT TO PROMISSORY NOTE (this “Agreement”), dated as of December 9, 2020, by and
between MCCRAYMASON, LLC, doing business as The Accidental Baker, successor in interest to Kevin S.
Mason and Jennie R. McCray, a North Carolina sole proprietorship (the “Borrower”), and Orange County
(together with its successors and assigns, “Lender”).
WHEREAS, Borrower executed and delivered a Note dated as of September 4, 2015 for the benefit of
Lender in the original principal amount of $44,000.00 (the “Note”);
WHEREAS, Lender and Borrower are parties to that certain Loan and Security Agreement dated as of
September 4, 2015, by and between Borrower and Lender, as amended by that Amendment to Loan
and Security Agreement dated the date hereof between such parties (the “Loan Agreement”);
WHEREAS, Lender and Borrower desire to amend the Note as set forth herein.
NOW, THEREFORE, for other good and valuable consideration, the parties hereto hereby agree as
follows:
1. All capitalized terms not otherwise defined herein shall have the respective meanings
set forth in the Note and/or the Loan Agreement.
2. From and after the date hereof, the Principal Amount of the Note shall be $6,953.48.
3. All references to the Principal Amount contained in the Note shall be deemed to refer to
the Principal Amount as amended by this Agreement, as the same may be further amended, restated,
replaced, supplemented or otherwise modified from time to time.
4. Section INTEREST; PAYMENTS; PREPAYMENT is hereby amended in its entirety to read
as follows: “Interest payable on this Note shall accrue at the annual rate of zero percent (0%) and shall
accrue from the closing date.
Borrower shall make its first payment on (January 1, 2021) in the amount of the interest accruing from
the date of the Promissory Note to (December 31, 2019). The remaining twenty-one (21) payments shall
be as follows:
· Principal on the outstanding balance for the preceding month beginning (January, 2021)
with the payments to be calculated by amortizing the loan so that it would be paid in full on
(September 1, 2022).
If not sooner paid, all unpaid principal and all accrued and unpaid interest on this Note shall be due and
payable on (September 1, 2022).
The Borrower may prepay the outstanding principal amount at its option at any time, in whole or in
part, without penalty or premium.
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Each regular monthly payment and any prepayments shall be applied first to the payment of interest
accrued to the payment date and then to principal.”
Section MANNER OF PAYMENT is hereby amended in its entirety to read as follows:
All payments shall be made via Electronic Fund Transfer (EFT) payable to “Orange County.” Any
additional payments above the monthly payment amount collected through EFT, may be delivered or
mailed to the County at its offices at 131 West Margaret Lane, Hillsborough, NC 27278. The County,
however, by written notice to the Borrower under the Loan Agreement, may designate a different
address for payments. All payments shall be made in legal tender of the United States of America.
5. Except as specifically modified and amended herein, all other terms, conditions and
covenants contained in the Note shall remain in full force and effect.
6. All references in the Loan Documents to the “Note” shall mean the Note as hereby
amended.
7. This Agreement shall be binding upon and inure to the benefit of the parties and their
respective successors and assigns.
[SIGNATURE PAGES IMMEDIATELY FOLLOW]
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed by their duly
authorized representatives, all as of the day and year first above written.
BORROWER:
MCCRAYMASON, LLC, doing business as The Accidental Baker, successor in interest to Kevin S. Mason
and Jennie R. McCray, a North Carolina sole proprietorship
By: _____________________
Kevin S. Mason
Title: Member
By: _____________________
Jennie R. McCray
Title: Member Manager
LENDER:
Orange County
By: _____________________
Name: Bonnie Hammersley
Title: County Manager
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Revised 07/20
ORANGE COUNTY—DEPARTMENT USE ONLY
______________________________________________________________________________
Party/Vendor Name: MCCRAYMASON, LLC DBA The Accidental Baker Party/Vendor Contact Person: Kevin
Mason Contact Phone: Party/Vendor Address: 128 Bonaparte Dr. City Hillsborough State: NC Zip: 27278
Department: Economic Development Amount: N/A Purpose: Amendment to Orange County Loan & Security
Agreement and PROMISSORY NOTE Budget Code(s): 48100001-450072 Vendor # 63263 (N/A if new vendor)
Vendor is a BOCC consultant? Yes No Contract Type: (Check one) New Renewal Amendment
Effective Date 12/9/20 Approved by Board Yes No Agenda Date: N/A
This agreement is approved as to technical form and content and I as Department Director affirmatively state work on
this project has not been initiated prior to execution of the agreement:
Department Director’s Signature ________________________________________ Date: ________
Agreements for emergency services or repair are not subject to the above affirmation. If services related to this
agreement have already begun or been completed please briefly describe the nature of the emergency condition that
was addressed:
Information Technologies
(Applicable only to hardware/software purchases or related services) This agreement has been reviewed and is
approved as to information technology content and specifications:
Office of the Chief Information Officer___________________________________ Date: ________
Risk Management
This agreement is approved for sufficiency of insurance standards, specifications, and requirements:
Office of the Risk Management Officer___________________________________ Date: _________
Financial Services
This instrument has been pre-audited in the manner required by the Local Government Budget and Fiscal Control Act:
Office of the Chief Financial Officer ____________________________________ Date: _________
Legal Services
This agreement is approved as to legal form and sufficiency:
Office of the County Attorney __________________________________________Date: ________
Clerk to the Board
Received for record retention:
All Docusign contracts must be copied to the Clerk upon completion: occlerkdocs@orangecountync.gov
The following signature block is for hard copies only and is not required for Docusign contracts:
Office of the Clerk to the Board __________________________________________Date:_________
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12/14/2020
12/14/2020