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4844-3581-6777.2 1 <br /> <br />PLEDGE AND SECURITY AGREEMENT <br />THIS PLEDGE AND SECURITY AGREEMENT (as hereafter amended, modified or <br />supplemented, this “Agreement”), dated as of ____________ 1, 2017, by SAINT PAUL ACADEMY <br />AND SUMMIT SCHOOL, a Minnesota nonprofit corporation (together with its permitted successors <br />and assigns, the “Borrower”) to BREMER BANK, NATIONAL ASSOCIATION, a national <br />banking association (together with its permitted successors and assigns, the “Lender”). <br />WITNESSETH: <br />WHEREAS, the City of Mendota, Minnesota (the “City”) has issued its $10,000,000 Capital <br />Campaign Bridge Financing Note, Series 2017 (Saint Paul Academy and Summit School Project) (the <br />“Note”) pursuant to a Loan Agreement, dated as of ____________ 1, 2017 (as amended, modified or <br />supplemented from time to time, the “Loan Agreement”), between the Borrower and the City, to finance <br />part of the acquisition, construction and equipping of a math and science center on the campus of the <br />Borrower located at Randolph and Daven in the City of St. Paul, Minnesota (the “Project”); and <br />WHEREAS, the City has pledged and granted a security interest in all of its rights, title and <br />interest in the Loan Agreement to the Lender; and <br />WHEREAS, the Borrower has embarked on a fundraising capital campaign with respect to the <br />Project and has been and will be receiving capital campaign pledges and donations (the “Capital Campaign <br />Pledges”) with respect to the Project and the Borrower has agreed to deposit all such Capital Campaign <br />Pledges into an account held by Lender (the “Capital Campaign Account”) as security for the Note; and <br /> <br />NOW, THEREFORE, in consideration of the foregoing and the undertakings set forth herein <br />and in the Loan Agreement, and for other good and valuable consideration, the receipt and sufficiency <br />of which are hereby acknowledged, the Borrower hereby agrees as follows: <br />1. Pledge and Assignments. <br />(a) As continuing security for the strict performance and observance by the <br />Borrower of all its agreements, warranties, covenants, conditions and other obligations under <br />the Loan Agreement and the Note, the Borrower hereby transfers, pledges and assigns to <br />Lender all of the Borrower's rights, now existing or hereafter arising, to receive the Capital <br />Campaign Pledges and the Capital Campaign Account. <br />(b) The Lender and the Borrower both acknowledge that the Borrower’s payment <br />obligations under this Agreement are limited to funds and donations received pursuant to the <br />Capital Campaign Pledges. No other revenues of the Borrower are pledged or assigned under <br />this Agreement. <br />(c) Neither this Agreement nor any action or actions on the part of the Lender shall <br />constitute an assumption by the Lender of any of the Borrower’s obligations with respect to