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<br />EXHIBIT B
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<br />Form of Purchase Price Note
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<br />PROMISSORY NOTE
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<br />Envision Company, LLC (the “Developer”), hereby acknowledges itself to be indebted and,
<br />for value received, hereby promises to pay to the City of Elk River, Minnesota (the “City”) or its
<br />registered assigns (the registered owner of this Note is referred to herein as the “Registered
<br />Owner”), the principal sum of One Million Two Hundred Eighty-Eight Thousand Five Hundred
<br />Eighty-Ninety Dollars ($1,288,589.00), which is equal to the Purchase Price for the Property, as
<br />such terms are defined in the Purchase Agreement (hereinafter defined).
<br />The principal amount of this Promissory Note (the “Note”) shall equal, from time to time,
<br />the principal amount stated above, as reduced to the extent that such principal shall have been paid
<br />in whole or in part pursuant to the terms hereof. This Note is issued pursuant to that certain
<br />Purchase Agreement, dated as of July ___, 2015, as the same may be amended from time to time
<br />(the “Purchase Agreement”), by and between the City and the Developer, and is secured by that
<br />certain Mortgage, Security Agreement, Assignment of Leases and Rents and Fixture Financing
<br />Statement, dated as of July ___, 2015, by the Developer, as mortgagor, for the benefit of the City, as
<br />mortgagee. This Note will not bear interest.
<br />The amounts due under this Note shall be payable in semiannual installments, commencing
<br />August 1, 2017, and on each February 1 and August 1 thereafter to and including February 1, 2037
<br />(the “Maturity Date”), or, if the first day of either February 1 or August 1 should not be a Business
<br />Day (as defined in that certain Tax Abatement Agreement, dated as of July ___, 2015, as the same
<br />may be amended from time to time, by and between the City and the Developer (the “Abatement
<br />Agreement”)), the next succeeding Business Day (the “Payment Dates”) in an amount equal to, and
<br />the City will credit against the principal amount of this Note, the amount of the Tax Abatements (as
<br />defined in the Abatement Agreement) received by the City in the 6-month period preceding such
<br />Payment Date together with property tax abatement amounts paid by Sherburne County, Minnesota
<br />(the “County”) to the Developer which the Developer hereby agrees to pay to the City.
<br />Notwithstanding the foregoing and other provisions contained in this Note, upon the Release Date
<br />(as defined in the Mortgage), this Note shall be deemed paid in full and any outstanding balance
<br />shall be forgiven; provided, however, that, as provided in the Abatement Agreement, the City shall
<br />continue to retain the Tax Abatements and the Developer shall continue to remit to the City the
<br />property tax abatement amounts paid by the County to the Developer to pay in full any remaining
<br />unpaid balance of the Purchase Price of the Tax Abatement Property until the City has received
<br />such payments in an aggregate amount equal to $1,288,589.00.
<br />Prior to the release or satisfaction of the Mortgage, upon an event of default in the
<br />Mortgage, the City may declare the amounts due under this Note to be immediately due and payable
<br />in full.
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<br />B-1
<br />455958v10 SJS EL185-31
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