12-14-2022 Council Packet - Laserfiche WebLink

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ALLONGE TO NOTE Dated as of December 9, 2022 Effective as of January 1, 2023 THIS ALLONGE TO NOTE IS TO BE ATTACHED to and forms a part of that certain Health Care Facilities Revenue Note (Langton Place Project), Series 2018 dated December 1, 2018 (the “Note”), in the principal amount of Eleven Million Nine Hundred Seventy Thousand and No/100 Dollars ($11,970,000) executed and delivered by CITY OF LITTLE CANADA, MINNESOTA (the “City”), to ASSOCIATED BANK, NATIONAL ASSOCIATION, a national banking association, its successors or registered assigns (the “Lender”). The Note was issued by the City pursuant to that certain Loan Agreement dated as of December 6, 2018, as amended (the “Loan Agreement”) by and between the City and Presbyterian Homes Care Centers, Inc., a Minnesota nonprofit corporation (the “Borrower”). The proceeds of the Note were loaned to the Borrower by the City pursuant to the Loan Agreement. The City assigned the Loan Agreement to the Lender pursuant to that certain Pledge Agreement dated as of December 1, 2018 (the “Pledge Agreement”) to obtain funds to loan to the Borrower for the purpose of financing a portion of the “Project Costs” (as defined in the Loan Agreement) and paying a portion of costs of issuance related to the Note. Due to the unavailability of the London interbank offered rate after June 30, 2023, the Borrower has requested that the Note be amended to modify the interest rate index from the LIBOR Index (as defined in the Note) to a Secured Overnight Financing Rate (“SOFR”) index, and in connection therewith the Borrower and the Lender desire to make certain amendments to the Note pursuant to the terms and conditions set forth in this Allonge. NOW, THEREFORE, in consideration of the premises and of the mutual covenants and agreements herein contained, it is agreed as follows: 1. Defined Terms. Capitalized terms used in this Allonge which are defined in the Loan Agreement shall have the same meanings as defined therein, unless otherwise defined herein. 2. Controlling Language. In the event of any inconsistency between the terms of this Allonge and the terms of the Note, the terms of this Allonge shall govern and control. 3. Amendments to Note. The Note is hereby amended as follows: (a) Deleted Definitions. The definitions of “LIBOR Index” and “London Bank Day” are hereby deleted from the Note in their entirety. (b) New Definitions. The following definitions are hereby added to the Note immediately following the definition of “Business Day”: