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<br />December 18, 2014, from the Borrower; (iii) a Security Agreement, dated December 18, 2014, between the
<br />Foundation and the Lender; and (iv) an Investment Account Reserve Escrow Agreement, dated
<br />December 18, 2014, between the Borrower and the Lender. As further security for the Borrower’s obligation
<br />to repay the principal of and interest on all of the Parity Debt, the Borrower will cause to be delivered to the
<br />Lender guaranty agreements from the Borrower’s affiliates, including Catholic Eldercare Community
<br />Foundation, Catholic Eldercare Community Services Corporation, CECSC II, and Catholic Eldercare at St.
<br />Hedwig’s, each guarantying the full amount of the Parity Debt. The guaranty from CECSC II is secured by an
<br />additional mortgage and an assignment of rents and leases.
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<br />10. Waiver of Demand; Extension. The Issuer, for itself, its successors and assigns, hereby
<br />waives demand, presentment, protest and notice of dishonor; and to the extent permitted by law, the Lender
<br />may extend interest and/or principal of or any service charge or premium due on this Note, all without
<br />notice to or consent of any party liable hereon or thereon and without releasing any such party from such
<br />liability.
<br />
<br />11. Prepayments After Date of Modification. After the Date of Modification, this Note may
<br />be prepaid in whole or in part at any time. All prepayments shall be applied first to accrued interest and
<br />then to principal. All prepayments applied to principal shall be applied to installments of principal in the
<br />inverse order of their maturity. A notice of any such prepayment shall be given by the Borrower to the
<br />Lender, not less than ten (10) days prior to the date proposed for prepayment. On the date fixed for
<br />prepayment, funds shall be paid to the Lender at its registered address. The prepayment price is equal to
<br />the outstanding principal amount of this Note to be prepaid, plus accrued interest, plus a premium as set
<br />forth in the table below:
<br />
<br />If Prepayment Occurs during the Following
<br />Years after Date of Modification:
<br /> Redemption Premium as a Percentage of
<br />Principal Amount of Note to Be Prepaid:
<br />
<br />Years 1, 2, 8, 9, and 15 3.0%
<br />Years 3, 4, 10, 11, 16, and 17 2.0%
<br />Years 5, 6, 12, 13, 18, and 19 1.0%
<br />At all other times 0.0%
<br />
<br /> Notwithstanding the foregoing, however, the Borrower has the option to prepay up to fifteen
<br />percent (15%) of the outstanding Principal Balance during each loan year following the Date of
<br />Modification without paying a prepayment premium, as set forth above.
<br />
<br />12. Transfer; Registration. As provided in the Resolution and subject to certain limitations set
<br />forth therein, this Note is only transferable upon the books of the Issuer at the office of the Finance Director
<br />of the City, by the Lender in person or by its agent duly authorized in writing, at the Lender’s expense,
<br />upon surrender hereof together with a written instrument of transfer satisfactory to the Finance Director,
<br />duly executed by the Lender or its duly authorized agent. Upon such transfer the Finance Director will note
<br />the date of registration and the name and address of the new registered owner in the registration blank
<br />appearing below. The Issuer may deem and treat the person in whose name this Note is last registered upon
<br />the books of the Issuer with such registration noted on this Note, as the absolute owner hereof, whether or
<br />not overdue, for the purpose of receiving payment, or on the account, of the Principal Balance or interest
<br />and for all other purposes, and all such payments so made to the Lender or upon its order shall be valid and
<br />effective to satisfy and discharge the liability upon this Note to the extent of the sum or sums so paid, and
<br />the Issuer shall not be affected by any notice to the contrary.
<br />
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