11-8-01 DRAFT PROMISSORY NOTE - Laserfiche WebLink

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III ,( oi PROMISSORY NOTE $737,100.00 , 2001 , Minnesota This Promissory Note (the"Note") is given in connection with that certain Development Agreement (the "Development Agreement") by and between Orono Senior Housing, LLC, a limited liability company organized under the laws of the State of Minnesota(herein the "Borrower") and Dunbar Development Corporation, a corporation organized under the laws of the State of Minnesota(herein "Dunbar"). All capitalized terms not defined in this Note shall have the meaning given them in the Development Agreement. FOR VALUE RECEIVED, the undersigned Borrower, promises to pay to the order of [Dunbar] [Union Land, LLC], its successors and assigns ("Holder"), at 5000 Glenwood Avenue South, Minneapolis, Minnesota 55422, or at such other address as Holder designates to Borrower in writing, the principal sum of Seven Hundred Thirty- Seven Thousand One Hundred and no/100 Dollars ($737,100.00), together with interest on the unpaid principal balance from time to time outstanding, from and after the Stabilized Occupancy Date (defined below), at the rate of 9% per annum. Interest shall accrue from the date on which the Project achieves 93% occupancy and the Project experiences Excess Cash Flow (defined below) and shall continue to accrue until the entire outstanding principal balance, plus accrued interest, is paid in full. For purposes of this Note, Excess Cash Flow shall be the amount by which monthly cash flow generated by the Project exceeds Orono's monthly debt service obligations under the Loan Agreement and the monthly operating costs of the Project. Principal and interest, as applicable, shall be paid monthly from 100% of the Excess Cash Flow, except that the first $40,000.00 of Excess Cash Flow each calendar year shall be paid to the Wedum Foundation. The unpaid principal of, and accrued interest on, this Note shall be paid in full prior to Borrower's use of Excess Cash Flow for any other purpose. Borrower may accelerate payment of this Note by applying other funds at any time without penalty. All payments shall be applied first to accrued interest and then to principal. The occurrence of any of the following events shall constitute an Event of Default under this Note: (i) this Note is not paid in full by , 200_; (ii) any breach or default in the payment of this Note; (iii) any assignment for the benefit of creditors of Borrower; (iii) the commencement of any proceeding under any bankruptcy, insolvency, receivership, dissolution, liquidation or similar law by or against the Borrower; or(iv) the issuance or levy of any writ, warrant, attachment, garnishment, execution or other process against any property of Borrower in an amount greater than $10,000.00. Upon an Event of Default, Borrower shall pay all costs of collection, including reasonable attorneys' fees.