7.2. EDSR 10-17-2022 - Laserfiche WebLink

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“Loan Documents” means the Loan Agreement, Note, Security Agreement and Financing Statement. “Note” means the Promissory Note dated July 17, 2018, in the original principal amount of $200,000, given by Assignor in favor of Lender. “Security Agreement” means a Security Agreement, dated July 17, 2018, between Assignor and Lender, securing the Loan. 2. Assignment and Assumption. From and after the Effective Date, and subject to and conditioned upon completion of the merger transaction between Assignor and Assignee: (a) Assignor assigns to Assignee all of Assignor’s right, title and interest in and to the Loan Documents; and (b) Assignee (i) assumes and agrees to pay all of the payment obligations of Assignor as provided in the Loan Documents, (ii) assumes and agrees to perform all of the other obligations of Assignor under the Loan Documents, and (iii) agrees to abide and be bound by all of the terms of the Loan Documents, all as though the Loan Documents had been made, executed and delivered by Assignee. (c) Assignee shall make its first loan payment on November 17, 2022. (d) The Monthly Installment and Maturity Date shall remain the same. Accrued interest and the Lender’s costs, expenses and attorney’s fees associated with this Agreement shall be added to the final Monthly Installment payable on the Maturity Date as shown in Exhibit A attached hereto. 3. Personal Guaranty. The Personal Guaranty of Mark Orluck shall continue to secure the Loan. 4. Business Subsidy. (a) In order to satisfy the provisions of Minnesota Statutes, Sections 116J.993 to 116J.995, as amended (the “Business Subsidies Act”), the Assignee acknowledges and agrees that the amount of the “Business Subsidy” granted to the Assignee under this Agreement is the outstanding balance of the Loan which is $ 87,956.03. The public purpose of the Business Subsidy is to help a business locate in the City of Elk River, Minnesota (the “City”), increase and maintain the tax base in the City and stimulate the retention of high-quality jobs. In consideration of the Business Subsidy provided to help a new business locate within the City, the Assignee represents that it will meet the following goals (the “Goals”): the Assignee shall create 1 full-time equivalent jobs in Elk River, Minnesota, at the Loan Property at an average hourly wage equal to $15.00 per hour exclusive of benefits, or 150% of the state or federal minimum wage exclusive of benefits, whichever is greater, by the two (2) year anniversary of the Effective Date (the “Benefit Date”). 2 DOCSOPEN\\EL185\\56\\816081.v3-9/29/22