7A Request from Presbyterian Homes for Conduit Financing

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atherwise. Interest shall be computed on the basis ot' a[360 day year of twelve 30-day months]. 6. Principal and interest and premium, if any, due hereunder shall be payable at the principal office of the Lender, or ai such other place as the Lender may designate in vvriting. 7. This Note is issued by ihe City to provide funds %r a project, as defined in Minnesota Siatut�s, Section 469.152, cansisiing of the construction and equipping of an approximately 27,000 square foot addifian to the Borrower's corporate headquarters located at 2845 Hamiine Avenue North (the "Office Facilities") in ihe City of Roseville, Minnesota ("Roseville") (the "Project"), ta be operated by Presbyterian Homes Management and Services, Inc., a Minnesota nonprofit corporation {the "Borrower"} pursuant to a Loan Agreement dated as of Septernber _, 2008 by and between the Ciry and the Borrower (�he "Loan Agreernent"), and this Note is further issued p�xrsuant to and in fizll compliance with tfie Constitution and laws of the �tate of Minnesota, partzcularly Minnesota Statutes, Sections 469.152 to 469.1651 and pursuant to a resolution of the Ciiy dnly adapted on August 25, 2008 (the "Resolution"). $. This Note is secured by a Pledge Agreement dated as of Septernber _, 2048 between the City and the Lender (th� "Pledge Agreement") and is further s�cured by a Mortgage, Security Agreement azid Fixture Financing Statement, dated as of September , 2008 ex�cuted by the Borrower, as mortgagor, in favor of the Lender, as mortgagee (�lie "Mortgage") and certain other assign�ents, security agreements, guaranties, financing statements, and otl�er instruments evidencing or securing the Loan as may be required by the Lender. 9. The City, for itself, its successars and assigns, hereby waives demand, presentanent, protest and noiice of dishonor; and io the extent permitted by Iaw, the Lender may extend interest and/or principal of or any service charge or premium due on this Note, including the Final Maturity Date, or release any part or parts of the property and interest subject to tlie Mortgage or to any other security document from the same, all without notice to or consent of any party liable hereon or ihereon and withaut releasing any such party from such �iability arid whether or not as a result thereof the interest on �he Note is no longer exempt from the federal or siate income ta�c. In no event, however, r�ay the Final Maturity Date of the Note be extended beyond thirty (30} years frorri the date hereof. 10. This Note is subject to prepayment in immediately available funds an any date at the aption of the Borrower, in whole or in part and without penalty as pravided in Section 5.1 of the Loan Agreement. To exercise this option, the Borrower must give written notica in the name of �the City to the Holder not less than 34 days prior to the date fixed for prepayment; provided that the Holder may waive or provide alternative notice requirernents. The prepayrnent price is equal to the outstanding principal amount of thzs Note to be prepaid plus accrued inierest. At the date fixed for prepayrnent, funds must be paid to the Holder at its registered add3ress. If th� Borrower so requests, and if partial prepayment of principal is in excess of 5.00% of the outstanding principal balance of this Noie on the date of a partiai prepayment of this Note, the installments l�ereunder will be adjusted to arnortize the then outstanding principal amo�nt over the rernaining term of this Note, payabl� coznmencing with the next installment due after such prepayment. 2208830v2 2