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132813404v2
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<br />SECURITY AGREEMENT
<br />June __, 2024
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<br />WHITE BEAR MONTESSORI SCHOOL, INC., a Minnesota nonprofit corporation (the
<br />“Debtor”), whose address is 1201 East County Road E, Gem Lake, Minnesota 55110, and
<br />PREMIER BANK, a Minnesota corporation, whose address is 2151 3rd Street, White Bear Lake,
<br />Minnesota 55110 (the “Secured Party"), agree as follows:
<br />The Debtor hereby grants to the Secured Party a first position security interest in the property
<br />described below together with any additions and accessions thereto, replacements thereof, and all
<br />insurance, condemnation and other products or proceeds thereof, to secure prompt payment when
<br />due of all amounts owed by the Debtor to the Secured Party whether now existing or hereafter
<br />existing, including all amounts owed pursuant to that certain Loan Agreement, dated June ___,
<br />2024 (the “Loan Agreement”), between the City of Gem Lake, Minnesota (the “Issuer”) and the
<br />Debtor and the $3,000,000 City of Gem Lake, Minnesota Educational Facilities Revenue Note,
<br />Series 2024 (White Bear Montessori School, Inc. Project), dated June ___, 2024 (the “Note”),
<br />together with all other liabilities of the Debtor to the Secured Party (primary, secondary, direct,
<br />contingent, sole, joint, or several) due or to become due or which June be hereafter contracted or
<br />acquired and the performance of all of the terms and conditions of this Security Agreement:
<br />All assets of the Debtor, including, but not limited to: (a) all fixtures,
<br />equipment, vehicles and personal property of every kind and nature
<br />whatsoever now owned or hereafter owned, including all extensions,
<br />additions, improvements, betterments, renewals and replacements
<br />of any of the foregoing; (b) all Accounts, Chattel Paper, Commercial
<br />Tort or other claims, and General Intangibles; (c) all inventory now
<br />owned or hereafter owned; and (d) all insurance, condemnation and
<br />other products or proceeds of the foregoing.
<br />The above-described property hereinafter referred to as the "Collateral".
<br />DEBTOR HEREBY AGREES, WARRANTS AND COVENANTS THAT:
<br />1. The Collateral will be kept in the State of Minnesota. The Debtor will not remove the
<br />Collateral from the State of Minnesota without the prior written consent of the Secured
<br />Party. The Secured Party June examine and inspect the Collateral at any time, wherever
<br />located; provided, that, so long as no Event of Default (as defined in the Loan Agreement)
<br />has occurred and is outstanding, all such examinations shall take place during Debtor's
<br />ordinary business hours following two (2) business days prior written notice to Debtor.
<br />2. The Collateral is for business use and is specifically to be used in operation of the Debtor's
<br />business.
<br />3. The Collateral shall not be attached to real estate (except for any Collateral that is attached
<br />to real estate on the date hereof) without the Secured Party's prior written consent. If any
<br />of the Collateral is or is to become a fixture, the Debtor agrees to furnish the Secured Party
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