PAYMENT GUARANTYPayment Guaranty • October 25th, 2022 • Hall of Fame Resort & Entertainment Co • Services-miscellaneous amusement & recreation • Ohio
This PAYMENT GUARANTY (the “Guaranty”) is executed and delivered as of October 19, 2022 by HOF VILLAGE NEWCO, LLC, a limited liability company organized and existing under the laws of the State of Delaware, with its primary place of business at 2626 Fulton Drive NW, Canton, Ohio 44718 (the “Guarantor”), as guarantor, to and for the benefit of the DIRECTOR OF DEVELOPMENT OF THE STATE OF OHIO, acting on behalf of the State of Ohio (the “Director”), and THE HUNTINGTON NATIONAL BANK, a bank duly organized and validly existing under the laws of the United States of America and qualified to exercise corporate trust powers under the laws of the State of Ohio, as trustee (the “Trustee”) under the Trust Agreement dated as of April 1, 1988, as amended and supplemented from time to time, including by the One Hundred Fortieth Supplemental Trust Agreement dated as of October 1, 2022.
LOAN AGREEMENTLoan Agreement • October 25th, 2022 • Hall of Fame Resort & Entertainment Co • Services-miscellaneous amusement & recreation • Ohio
This LOAN AGREEMENT made and entered into as of October 1, 2022 among the Director of Development (the “Director”) of the State of Ohio (the “State”), acting on behalf of the State, the Stark County Port Authority, a port authority and a body corporate and politic organized and existing under the laws of the State of Ohio (the “Borrower”), and the HOF Village Center for Performance, LLC, a Delaware limited liability company (the “TDD Bonds Beneficiary”) under the circumstances summarized in the following recitals (the capitalized terms used in the recitals being used therein as defined in Article I hereof):
INTERCREDITOR AND SUBORDINATION AGREEMENTIntercreditor and Subordination Agreement • October 25th, 2022 • Hall of Fame Resort & Entertainment Co • Services-miscellaneous amusement & recreation • Ohio
THIS INTERCREDITOR AND SUBORDINATION AGREEMENT (this “Agreement”), dated as of October 1, 2022, is executed by and among the DIRECTOR OF DEVELOPMENT OF THE STATE OF OHIO (“Junior Lender”), acting on behalf of the State of Ohio (the “State”); MIDWEST LENDER FUND, LLC, a Delaware limited liability company (“Senior Lender”); and HOF VILLAGE CENTER FOR PERFORMANCE, LLC, a Delaware limited liability company (“Borrower”). Senior Lender and Junior Lender are collectively referred to herein as “Lenders” and individually as a “Lender”.
