JOINDER AND SECOND AMENDED AND RESTATED SECURED COGNOVIT PROMISSORY NOTESecured Cognovit Promissory Note • March 22nd, 2023 • Hall of Fame Resort & Entertainment Co • Services-miscellaneous amusement & recreation • Ohio
Contract Type FiledMarch 22nd, 2023 Company Industry JurisdictionFOR VALUE RECEIVED, Hall of Fame Resort & Entertainment Company, a Delaware corporation (“HOFREC”), HOF Village Newco, LLC, a Delaware limited liability company (“HOFV Newco”), and HOF Village Youth Fields, LLC, a Delaware limited liability company (“HOFV Youth Fields”; HOFREC, HOFV Newco, and HOFV Youth Fields, are referred to herein, individually or collectively as the context may require, as “Borrower”), as makers, hereby unconditionally promise to pay to JKP Financial, LLC, a Delaware limited liability company (together with its successors and assigns, “Lender”), or order, the principal sum of Four Million Two Hundred Seventy-Three Thousand Five Hundred Forty-Three and 46/100 Dollars ($4,273,543.46) as of the Effective Date (the “Maximum Principal Amount”), or so much thereof as may be advanced by Lender to Borrower pursuant to the terms of this Joinder and Second Amended and Restated Secured Cognovit Promissory Note (as amended, restated, supplemented, waived, or otherwise modifie
JOINDER AND SECOND AMENDED AND RESTATED SECURED COGNOVIT PROMISSORY NOTESecured Cognovit Promissory Note • March 22nd, 2023 • Hall of Fame Resort & Entertainment Co • Services-miscellaneous amusement & recreation • Ohio
Contract Type FiledMarch 22nd, 2023 Company Industry JurisdictionFOR VALUE RECEIVED, Hall of Fame Resort & Entertainment Company, a Delaware corporation (“HOFREC”), HOF Village Newco, LLC, a Delaware limited liability company (“HOFV Newco”), and HOF Village Youth Fields, LLC, a Delaware limited liability company (“HOFV Youth Fields”; HOFREC, HOFV Newco, and HOFV Youth Fields, are referred to herein, individually or collectively as the context may require, as “Borrower”), as makers, hereby unconditionally promise to pay to IRG, LLC, a Nevada limited liability company (together with its successors and assigns, “Lender”), or order, the principal sum of Four Million Two Hundred Seventy-Three Thousand Five Hundred Forty-Three and 46/100 Dollars ($4,273,543.46) as of the Effective Date (the “Maximum Principal Amount”), or so much thereof as may be advanced by Lender to Borrower pursuant to the terms of this Joinder and Second Amended and Restated Secured Cognovit Promissory Note (as amended, restated, supplemented, waived, or otherwise modified from time
SECURED COGNOVIT PROMISSORY NOTESecured Cognovit Promissory Note • March 22nd, 2023 • Hall of Fame Resort & Entertainment Co • Services-miscellaneous amusement & recreation • Ohio
Contract Type FiledMarch 22nd, 2023 Company Industry JurisdictionWHEREAS, reference is hereby made to (a) that certain Secured Cognovit Promissory Note, dated as of June 19, 2020, in the original principal amount of $7,000,000, executed and delivered by HOF Village, LLC, a Delaware limited liability company (“HOF Village, LLC”), and HOF Village Hotel II, LLC, a Delaware limited liability company (“HOFV Hotel II”) (together as “makers”), to Lender (as “holder”), as assigned by HOF Village, LLC to HOFV Newco pursuant to (b) that certain Contribution Agreement dated as of June 30, 2020, by and between HOF Village, LLC and HOFV Newco, as amended by (c) that certain First Amendment to Secured Cognovit Promissory Note, dated as of December 1, 2020, by and between HOFV Newco and HOFV Hotel II (together as “makers”), and Lender (as “holder”), as amended by (d) that certain Joinder and Second Amendment to Secured Cognovit Promissory Note, dated as of March 1, 2022, reflecting a revised principal amount of $8,394,836, by and between HOFV Newco, HOFV Hotel II,