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PROMISSORY NOTE $1,200,000.00 Pleasanton, CA . 2009 'T'his Promissory Note (the "NOTE") is made and executed as of the date referred to above, by and between the City of Pleasanton (the "LENDER"), and Pleasanton Unitied School District ("BORROWER"). By this Notc, the Borrower promises and agrees to pay to the order of Lender, at l23 Main Street, City of Pleasanton, or at such other place as Lender may designate in writing, the principal sum of One Million Two Hundred Thousand and 00/100 Dollars ($1,20Q000.00), or the aggregate unpaid principal amount of all advances made by Lender to Borrower pursuant to the terms of a Revolving Line of Credit Agreement (the "LOAN AGREEMENT") of even date herewith, whichever is less, together with interest thereon ti~om the date each advance is made until paid in full, both before and after judgment, at the Bank of America prime rate per annum, simple interest. Borrower shall pay accrued interest on the outstanding principal balance under the Note commencing on the date the Advance is drawn and recorded and continuing until paid in full no later than June 30, 2019. Payments shall he from Bon~ower's Fund 25 for school impact fees. Prepayment in whole or part may occur at any time hereunder without penalty and provided that any such partial prepayment shall not operate to postpone or suspend the obligation to make, and shall not have the effect of altering the time for payment of the remaining balance of the Notc as provided for above, unless and until the entire obligation is paid in full. All payments received hereunder shall be applied, tirst, to any costs or expenses incurred by Lender in collecting such payment or to any other unpaid charges or expenses due hereunder; second, to accrued interest; and third, to principal. An event of default will occur if any of the following events occurs: (a) tailure to pay any principal or interest hereunder within ten (l0) days after the same becomes due; (b) if any representation made by Borrower in the Loan Agreement or in com~ection with any borrowing or request for an advance thereunder, or in any financial statement furnished by Borrower to Lender is unh'uc in any material respect at the time when made; (c) default by Borrower in the observance or performance of any other covenant or agreement contained in the Loan Agreement, other than a default constituting a separate and distinct event of default under Paragraph 6 of the Loan Agreement; (d) tiling by Borrower of a voluntary petition in bankruptcy seeking reorganisation, arrangement or readjustment of debts, or any other relief under the Bankruptcy Code as amended or under any other insolvency act or law, state or federal, now or hereafter existing; or (c) tiling of an involuntary petition against Borrower in bankruptcy seeking reorganization, arrangement or readjustment of debts, or any other relief under the Bankruptcy Code as amended, or under any other insolvency act or law, state or federal, now or hereafter existing and the continuance thereof for sixty (60) days undismisscd, unbonded, or undischarged. -5-