12-14-2022 Council Packet - Laserfiche WebLink

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available source providing such quotations as may be designated by the Lender from time to time). “U.S. Government Securities Business Day” means any Business Day, except any Business Day on which any of the Securities Industry and Financial Markets Association, the New York Stock Exchange or the Federal Reserve Bank of New York is not open for business because such day is a legal holiday under the federal laws of the United States or the laws of the State of New York, as applicable. (c) Interest Rate. The third paragraph of the Note titled “Interest Rate:” is hereby amended and restated in its entirety as follows: “Interest Rate. Commencing on January 1, 2023, the Borrower shall pay interest on the unpaid principal amount of this Note at a rate per annum equal to 85% of the sum of Term SOFR plus one and one-half percent (1.50%) (the “Interest Rate”). From the date hereof, the Interest Rate on the Note shall be recalculated by the Lender on the fifteenth (15th) day of each month (each such date being hereinafter referred to as an “Adjustment Date”). Accrued interest on this Note shall be payable in arrears on the fifteenth (15th) day of each calendar month, upon a prepayment of such Note and at maturity. After maturity, and at any time an Event of Default exists, accrued interest on this Note shall be payable on demand. After the occurrence and during the continuance of an Event of Default, the Interest Rate shall increase to be a rate equal to five percent (5.00%) per annum in excess of the rate otherwise payable hereunder. (d) New Terms and Conditions. The following terms and conditions are hereby added to the Note immediately following the third paragraph of the Note: Increased Costs. If, after the date hereof, the adoption of, or any change in, any applicable law, rule or regulation, or any change in the interpretation or administration of any applicable law, rule or regulation by any Governmental Authority or comparable agency charged with the interpretation or administration thereof, or compliance by the Lender with any request or directive (whether or not having the force of law) of any such authority, central bank or comparable agency: (i) imposes, modifies or deems applicable any reserve (including any reserve imposed by the FRB, but excluding any reserve included in the determination of Term SOFR pursuant to Section 1), special deposit or similar requirement against assets of, deposits with or for the account of, or credit extended by the Lender; or (ii) imposes on the Lender any other condition affecting its Term SOFR Loans, this Note, or its obligation to make Term SOFR Loans; (iii) subjects the Lender to any tax of any kind whatsoever with respect to this Note or changes the basis of taxation of payments to the Lender in respect thereof (except for the imposition of, or any change in the rate of, any excluded tax payable by the Lender);