AMENDED AND RESTATED PROMISSORY NOTE
Original Note Amount: $2,600,000
Amended and Restated Note Amount: $6,600,000
Original Date: January 28, 2025
Amendment Date: August 12, 2025
Lancaster, CA
FOR V ALUE RECEIVED, First Public Hydrogen Authority, a California joint exercise of power authority (“Maker”), promises to pay on or before July 1, 2028 (“Maturity Date”), to the City of Lancaster, a California municipal corporations and charter city (“Holder”), or order, the principal sum of Six Million Six Hundred Thousand Dollars ($6,600,000), with interest in an amount equal to the average of the average monthly effective yields of the Local Agency Investment Fund (“LAIF”), as published by the California State Treasurer, for period commencing upon the date of funds disbursement by City of Lancaster and ending on the Maturity Date; provided, however, that in the event or prepayment, the interest period shall end the month preceding such prepayment.
Maker shall make all payments in lawful money of the United States of America and in immediately available funds. This Note may be prepaid in whole or in part, without penalty, at the option of maker and without the consent of Holder. All payments under this Note shall be paid to Holder at 44933 Fern Ave, Lancaster, California, or at such other address as Holder shall direct Maker in writing. Should Maker default in the payment of principal when due, the whole sum of principal due under this Note shall be immediately due and payable without further demand or notice and shall bear interest at the rate set forth in the previous paragraph or seven percent (7%) per annum, whichever is greater.
This Note shall be governed by the laws of the State of California excluding its conflict of laws rules. The exclusive jurisdiction and venue of any legal action instituted by any party to this Note shall be Los Angeles County, California. Maker waives presentment, protest and demand, notice of protest, notice of demand and dishonor, and notice of nonpayment of this Note. Maker expressly agrees that this Note or any payment under this Note may be extended by Holder from time to time without in any way affecting the liability of Maker. Maker shall pay all costs and expenses, including attorney fees, incurred: (i) in collecting payment on this Note; (ii) in connection with any dispute that arises as to its enforcement, validity, or interpretation, whether or not legal action is instituted or prosecuted to judgment; or (iii) in enforcing any judgment obtained in any related legal proceeding.
The Maturity Date may be extended by mutual written agreement by Maker and Holder.
If any provision or any word, term, clause, or part of any provision of this Note shall be invalid for any reason, the same shall be ineffective, but the remainder of this Note and of the provision shall not be affected and shall remain in full force and effect. Any of the terms or conditions of this Note may be waived by Holder, but no such waiver shall affect or impair the rights of Holder to require observance, performance, or satisfaction, either of that term or condition as it applies on a subsequent occasion or of any other term or condition of this Note.
Maker and Holder expressly agree that this Note supersedes in its entirety the Promissory Note dated January __, 2025 executed by Maker in favor of Holder (the “Original Note”) and that from and after the execution of this Note, the Original Note shall be of no further force or effect.
HOLDER:
CITY OF LANCASTER
a California Municipal Corporation and Charter City
BY: ____________________________________
NAME: ___________________________________
ITS: _____________________________________
DATE: ___________________________________
MAKER:
FIRST PUBLIC HYDROGEN AUTHORITY
a California joint exercise of powers authority
BY: ____________________________________
NAME: ___________________________________
ITS: _____________________________________
DATE: ___________________________________