AMENDED AND RESTATED TERM LOAN NOTE
Dated as of August 14, 2020 (the “Amended Note Date”)
Note Amount: $13,460,000.00
FOR VALUE RECEIVED, LF3 SOUTHAVEN, LLC, a Delaware limited liability company and LF3 SOUTHAVEN TRS, LLC, a Delaware limited liability company (individually and collectively, “Borrower”), promises to pay to the order of WELLS FARGO BANK, NATIONAL ASSOCIATION, and its successors and assigns (“Lender”), at 1808 Aston Avenue, Suite 250, Carlsbad, California 92008 (or such other place as may be designated by Lender), the principal sum stated above as the Note Amount, with interest thereon, on the dates and at the rates and upon the terms and conditions specified below. This Amended and Restated Term Loan Note (this “Note”) is the Note referred to in the Loan Agreement dated as of February 21, 2020, as affected by that certain Forbearance Agreement entered into as of April 22, 2020 to be effective as of May 1, 2020, and as amended pursuant to that certain First Amendment to Loan Agreement dated as of the date hereof, between Borrower and Lender (as it may be amended, restated, supplemented, extended or renewed from time to time, the “Loan Agreement”) and is being executed and delivered pursuant thereto (the loan made pursuant to this Note and the Loan Agreement being referred to in this Note as the “Loan”). Capitalized terms used in this Note and not defined in this Note have the meanings given to such terms in the Loan Agreement.
(a)Interest. The outstanding principal balance of this Note shall bear interest (computed on the basis of a 360-day year, actual days elapsed) at a fixed rate of 3.695% per annum.
(b)Basis of Computation. The interest rate is an annual rate and will be computed using a 360-day year and charged for actual days elapsed.
(c)Definitions. As used herein, the following terms shall have the meanings set forth after each, and any other term defined in this Note shall have the meaning set forth at the place defined:
(i)“Business Day” means any day that is not a Saturday, Sunday or other day on which commercial banks in the U.S. are authorized or required by Law to remain closed.
(ii)“Cost of Funds Rate” means the yield as of the initial date of funding of this Note, on United States Treasury bills, notes or bonds, selected by Lender in its discretion, having maturity comparable to the scheduled maturities of the installment(s) being prepaid.
(iii)“Current Value” means the net present value of the dollar amount of the interest to be earned, discounted at the Treasury Rate.
(iv)“Original Note” has the meaning specified in Paragraph 12.
(v)“Original Note Date” means February 21, 2020.
(vi)“Payment Day” means the first day of each calendar month; provided that, if a Payment Day is not a Business Day, such Payment Day shall be the next succeeding Business Day. The Maturity Date shall also be considered a Payment Day.
(vii)“PIK Interest” has the meaning specified in Paragraph 2(d).