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UNITED STATES OF AMERICA
<br />STATE OF MINNESOTA
<br />COUNTY OF RAMSEY
<br />CITY OF LITTLE CANADA, MINNESOTA
<br />AMENDED AND RESTATED SENIOR HOUSING REVENUE NOTE
<br />(PRESBYTERIAN HOMES OF ARDEN HILLS, INC. PROJECT)
<br />SERIES 2012B
<br />Note R-1 $
<br />FOR VALUE RECEIVED the City of Little Canada, Minnesota, Ramsey County, Minnesota (the
<br />"City") hereby promises to pay to the order of Bremer Bank, National Association, a national banking
<br />association, in Minneapolis, Minnesota, its successors or registered assigns (the "Lender"), from the
<br />source and in the manner hereinafter provided, the principal suin of DOLLARS
<br />($ ), or so much thereof as has been advanced and remains unpaid from time to time (the
<br />"Principal Balance"), with interest thereon from the date hereof until paid or otherwise discharged as set
<br />forth below, in any coin or currency which, at the time or times of payment, are legal tender for the
<br />payment of public or private debts in the United States of America, in accordance with the terms
<br />hereinafter set forth.
<br />1. This Amended and Restated Senior Housing Revenue Note (Presbyterian Homes of
<br />Arden Hills, Inc. Project), Series 2012B (the "Amended and Restated Note" or "Note") is an amendment
<br />to and restatement of that certain Senior Housing Revenue Note (Presbyterian Homes of Arden Hills, Inc.
<br />Project), Series 2012B (the "Series 2012B Note") issued by the City on January 19, 2012 to provide funds
<br />pursuant to a Loan Agreement, dated as of January 1, 2012 (the "Series 2012B Loan Agreement"), by and
<br />between the City and Presbyterian Homes of Arden Hills, Inc., a Minnesota nonprofit corporation (the
<br />"Borrower") for a project, as defined in Minnesota Statutes, Chapter 462C, as amended, consisting of the
<br />development by the Borrower of a senior rental housing facility comprised of independent living units,
<br />assisted living units, and memory -care units (a combined total of approximately 166 dwelling units),
<br />located at 3200 Lake Johanna Boulevard in the City of Arden Hills ("Arden Hills") (the "Project"). The
<br />Series 2012B Note is hereby replaced in its entirety by this Note, but shall not be deemed repaid by this
<br />Note. The Project, now completed, constitutes the first phase of the Minimum Improvements that were
<br />proposed to be developed by the Borrower under a Contract for Private Development, dated
<br />December 20, 2010, between the City and the Borrower, The Series 2012B Note was issued pursuant to
<br />and in full compliance with the Constitution and laws of the State of Minnesota, particularly Minnesota
<br />Statutes, Chapter 462C, as amended, and pursuant to a resolution of the City Council of the City duly
<br />adopted on September 28, 2011, and is amended and restated pursuant to a resolution of the City Council
<br />of the City duly adopted on July 8, 2015 (the "Resolutions"), Amounts are advanced under this Note
<br />pursuant to the terms and subject to the conditions set forth in that certain Construction Loan Agreement,
<br />dated September 9, 2011 (the "Construction Loan Agreement"), by and between the Borrower and the
<br />Lender.
<br />2. This Note is secured by a Mortgage, Security Agreement, Fixture Financing Statement
<br />and Assignment of Leases and Rents, dated September 9, 2011 (the "First Mortgage"), from the
<br />Borrower, as mortgagor, in favor of Arden Hilts and the City, as mortgagees, as assigned to the Lender
<br />pursuant to an Assignment of Mortgage, Security Agreement, Fixture Financing Statement and
<br />Assignment of Leases and Rents, dated. September 30, 2011 (the "Assignment of Mortgage"), executed
<br />by Arden IIills and the City, and certain other assignments, security agreements, guaranties, financing
<br />statements, and other instruments evidencing or securing this Note as may be required by the Lender.
<br />The First Mortgage has been amended by an Amendment to Mortgage, Security Agreement, Fixture
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