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Wednesday, August 18, 2021 9:00 a.m. Board of Regents Room 2nd Floor Julian M. Carroll Academic Services Building Frankfort, Kentucky 40601 (Primary Physical Location)

Zoom Link: https://kysu.zoom.us/j/99473882840 Webinar ID: 99473882840 Phone One-Tap: US: +13126266799,,99473882840# or +16468769923,,99473882840#

Clara Ross Stamps, Acting President

Greg Rush, VP for Finance and Administration/CFO

Regent Elaine Farris

Kentucky State University Board of Regents 2021 Quarterly Meeting Dates September 2-3, 2021 December 2-3, 2021

Approval of Capital Plaza Hotel Contract

The University is partnering with two (2) local vendors to provide supplemental student housing and low acuity student quarantine for fall 2021. Each hotel is within four (4) miles or less of the university's main campus. The university is providing shuttle service to/from hotels and campus for students. Each hotel is providing Wi-Fi to each room to support student learning.

Capital Plaza Hotel

Acting President Stamps recommends that the Board of Regents Approve the Capital Plaza Hotel Contract.

Approve Capital Plaza Hotel Contract

Approval of Best Western Parkside Inn Contract

The University is partnering with two (2) local vendors to provide supplemental student housing and low acuity student quarantine for fall 2021. Each hotel is within four (4) miles or less of the university's main campus. The university is providing shuttle service to/from hotels and campus for students. Each hotel is providing Wi-Fi to each room to support student learning.

Best Western Parkside Inn Contract

(Low Acuity Student Quarantine, if needed)

40 Rooms over 2 floors – 4 miles from KSU

$65/night single or double occupancy

Total Contract Amount: $267,800, August 9 – November 19, 2021 (103 days)

Acting President Stamps recommends that the Board of Regents approve the Best Western Parkside Inn Contract.

Approve Best Western Parkside Inn Contract.

Approval of authority to draw up to $2,500,000 from Revenue Anticipation Note.

Kentucky State University has the power and authority, by legislation, to borrow money in any fiscal year in anticipation of the receipt of current revenues in the form of a Revenue Anticipation note from Fifth Third Bank pursuant to Kentucky's Short Term Borrowing Act (KRS 65.7701, et. seq.).

The Kentucky State University Board of Regents approved a Resolution at the Special Called Board Meeting of July 8, 2021 authorizing the issuance of a revenue anticipation note (the “Note”) in the maximum amount of $5,000,000 for the purpose of paying operating expenses of Kentucky State University during its fiscal year ending June 30, 2022.

If drawn upon, Kentucky State University would need to repay the Note by June 30, 2022 and would pay Fifth Third interest at a variable interest rate per annum set forth in the Note (such interest rate to be based upon a published index or indices plus a credit spread not to exceed 10%) on the outstanding principal in addition to a fee.

Acting President Stamps recommends that the Board of Regents approve authority to draw up to $2,500,000 from Revenue Anticipation Note.

Approve authority to draw up to $2,500,000 from Revenue Anticipation Note.

Issuance Date: July 26, 2021 Maturity Date: June 30, 2022 Interest Rate: Variable, as described herein Outstanding Principal Amount: See Annex A Maximum Principal Amount: $5,000,000

Section 1 -- Promise To Pay. KENTUCKY STATE UNIVERSITY, a public body corporate and an educational institution and agency of the Commonwealth of Kentucky with a notice address of 400 East Main Street, Frankfort, Kentucky 40601 (hereinafter, together with any permitted successor or other obligor, referred to as the “Governmental Agency”) for value received and intending to be legally bound, hereby acknowledges itself indebted and promises to pay to the order of FIFTH THIRD BANK, NATIONAL ASSOCIATION, a federally chartered institution located at 250 West Main Street, Suite 100, Lexington, Kentucky 40507 for itself and as agent for any affiliate of Fifth Third Bancorp (together with its successors and assigns, the “Registered Owner”) the Outstanding Principal Amount set forth above, on the Maturity Date hereof, at the designated corporate office of the Registered Owner upon presentation and surrender of this Note, and to pay interest thereon from the Issuance Date as set forth herein.

Section 2 -- Principal Advances. The Registered Owner, at the request of the Governmental Agency, shall loan available amounts hereunder to the Governmental Agency such amounts as may from time to time be requested by the Governmental Agency provided that:

The acceptance by the Governmental Agency of the proceeds of each advance shall be deemed to constitute a representation and warranty by the Governmental Agency that the conditions in this Section 2, other than those that have been waived in writing by the Registered Owner, have been satisfied.

The outstanding balance of this Note shall appear on a supplemental bank record and is not necessarily the amount shown on Annex A, which record shall evidence the balance due pursuant to this Note at any time.

Section 3 -- Unused Commitment Fee. The Governmental Agency shall pay to the Registered Owner an unused commitment fee (the "Unused Commitment Fee") in the amount of 0.10% (10 basis points) per annum on any unused amount of the Loan, which Unused Commitment Fee shall be payable quarterly on the first Business Day of each January, April, July, and October for as long as this Note is unpaid and outstanding. The amount of such Unused Commitment Fee shall be calculated quarterly by the Registered Owner as of the last day of each calendar quarter that this Note is outstanding. If this Note is prepaid before the Maturity Date or the Maturity Date of this Note ends on a date that is before the first Business Day of the last quarterly payment date, the Governmental Agency shall pay to the Registered Owner the final Unused Commitment Fee in an amount, determined by the Registered Owner, as of such prepayment date or such the Maturity Date, as applicable.

Prime Rate occurring thereafter. Any change in the Prime Rate shall become effective as of the date of each change in the Prime Rate in accordance with the Registered Owner's loan systems and procedures periodically in effect. The Registered Owner shall not be required to notify the Governmental Agency of any adjustment in the Prime Rate; however, the Governmental Agency may request a quote of the prevailing Prime Rate on any Business Day.

Section 5 -- Interest Payments. Interest accrued on the outstanding principal balance outstanding hereunder from time to time shall be payable on the each Interest Payment Date beginning on (and including) the Initial Interest Payment Date and ending on (and including) the Final Interest Payment Date. Interest payable on each Interest Payment Date shall include interest accrued on the principal balance outstanding hereunder at the Interest Rate for the immediately preceding Interest Period.

Section 6 -- Principal Payment. The entire principal balance, together with all accrued and unpaid interest and any other charges, advances, and fees, if any, outstanding hereunder, shall be due and payable in full on the earlier of the Maturity Date or upon acceleration of this Note notwithstanding any other inconsistent or contradictory provisions contained herein. The outstanding principal balance of this Note may be prepaid, either in whole or in part, without penalty or premium, at any time and from time to time upon five days prior written notice to the Registered Owner. If a successor interest rate is selected pursuant to Section 4(h) hereof, any prepayment shall be subject to the Registered Owner's then-current requirements and procedures.

Section 7 -- Late Payments; Default Rate; Fees. If any payment is not paid when due (whether by acceleration or otherwise) or within ten days thereafter, undersigned agrees to pay to the Registered Owner a late payment fee equal to 5% of the payment amount with a minimum fee of $20.00. After an Event of Default, the Governmental Agency agrees to pay to the Registered Owner a fixed charge of $25.00, or the Governmental Agency agrees that the Registered Owner may, without notice, increase the Interest Rate by three percentage points (the "Default Rate"), whichever is greater (provided that the Default Rate may not exceed the highest interest rate permitted by applicable law). The Registered Owner may impose a non-sufficient funds fee for any check that is presented for payment that is returned for any reason. In addition, the Registered Owner may charge loan documentation fees as may be reasonably determined by the Registered Owner.

Section 8 -- Representations and Warranties. The Governmental Agency hereby warrants and represents to the Registered Owner for the purpose of inducing the Registered Owner to make the Loan, the following:

Section 10 -- Events of Default and Remedies.

The occurrence of any of the following events will be deemed to be an “Event of Default” under this Note: (i) the nonpayment of any principal, interest or other indebtedness under this Note when due; (ii) the occurrence of any event of default or any default and the lapse of any notice or cure period, or the Governmental Agency’s failure to observe or perform any covenant or other agreement, under or contained in any document evidencing or securing any debt, liability, or obligation of the Governmental Agency to the Registered Owner; (iii) the filing by or against the Governmental Agency of any proceeding in bankruptcy, receivership, insolvency, reorganization, liquidation, conservatorship or similar proceeding (and, in the case of any such proceeding instituted against the Governmental Agency, such proceeding is not dismissed or stayed within thirty days of the commencement thereof, provided that the Registered Owner shall not be obligated to advance additional funds hereunder during such period); (iv) any assignment by the Governmental Agency for the benefit of creditors, or any levy, garnishment, attachment or similar proceeding is instituted against any property of the Governmental Agency held by or deposited with the Registered Owner as security for any obligation of the Governmental Agency; or (v) a default with respect to any other indebtedness of the Governmental Agency for borrowed money, if the effect of such default is to cause or permit the acceleration of such debt.

Upon the occurrence of an Event of Default: (a) the Registered Owner shall be under no further obligation to make advances hereunder; (b) if an Event of Default specified in clause (iii) or (iv) above shall occur, the outstanding principal balance and accrued interest hereunder together with any additional amounts payable hereunder shall be immediately due and payable without demand or notice of any kind; (c) if any other Event of Default shall occur, the outstanding principal balance and accrued interest hereunder together with any additional amounts payable hereunder, at the Registered Owner's option and without demand or notice of any kind, may be accelerated and become immediately due and payable; (d) at the Registered Owner's option, this Note will bear interest at the Default Rate from the date of the occurrence of the Event of Default;

and (e) the Registered Owner may exercise from time to time any of the rights and remedies available hereunder or under applicable law.

Section 12 -- Notices. Any notices under or pursuant to this Note shall include the Governmental Agency's name, the loan number and the Effective Date of this Note and shall be deemed duly sent when delivered in hand or when mailed by registered or certified mail, return receipt requested, addressed as follows:

To the Governmental Agency: Kentucky State University

400 East Main Street

Frankfort, Kentucky 40601

Attention: Acting President and Chief

Financial Officer

To the Registered Owner:

Fifth Third Bank, National Association 250 West Main Street Suite 100 Lexington, Kentucky 40507 Attn: John Shasky

With a copy to:

Dinsmore & Shohl LLP 101 South Fifth Street Suite 2500 Louisville, Kentucky 40202 Attention: Mark S. Franklin

Any party may change such address by sending notice of the change to the other party.

Section 13 -- Authority. This Note is issued under and pursuant to §§ 65.7703 to 65.7721, inclusive, of the Kentucky Revised Statutes (the "Act"). The indebtedness evidenced hereby is a borrowing in anticipation of current revenues to be received by the Governmental Agency during the fiscal year in which this Note has been issued and is to be repaid from such revenues once received.

Section 14 -- Revenue Pledge. In order to secure the payment of the principal indebtedness evidenced hereby and the interest hereon, the Governmental Agency hereby pledges and grants (equally and ratably with all other revenue anticipation notes issued by the Governmental Agency for the current fiscal year) to the Registered Owner of this Note, a lien and charge on, and security interest in, its current revenues to be received during the period when this Note is outstanding, subject and subordinate only to the pledge of, and security interest in, current revenues constituting General Receipts (as defined in the Trust Agreement hereinafter defined) granted for the benefit of the holders of obligations issued under the provisions of a certain Trust Agreement dated as of March 1, 2007, as amended and supplemented (collectively, the “Trust Agreement”) between the Governmental Agency and U.S. Bank National Association (the “Bond Trustee”).

This Note is executed and delivered pursuant to the Resolution adopted by the Governmental Agency upon the affirmative vote of at least a majority of the members of its

Governing Body at a public meeting duly and regularly held, and after filing proper notice with the State Local Debt Officer of the Commonwealth of Kentucky.

Section 15 -- Limited Liability of Officials of the Governmental Agency. No recourse shall be had for the payment of the principal of or the interest on this Note, or for any claim based hereon, against any officer, agent or employee, past, present or future, of the Governmental Agency, as such, either directly or through the Governmental Agency, whether by virtue of any constitutional provision, statute or rule of law, or by the enforcement of any assessment or penalty, or otherwise; all such liability of such officers, agents or employees is hereby renounced, waived and released as a condition of and as consideration for the issuance, execution and acceptance of this Note.

Section 17 -- Definitions. All capitalized terms used herein and not expressly defined herein shall have the meanings set forth for them below. All financial terms used in this Note, other than those defined in this Note, shall have the meanings given to them by generally accepted accounting principles.

“Act” has the meaning provided in Section 13 hereof.

“Adjusted LIBOR Rate” means a floating rate per annum equal to the then applicable LIBOR Rate plus one hundred forty-five (145) basis points.

“Affiliate” means any Person which (a) directly or indirectly controls or is controlled by, or is under common control with, one or more of the Governmental Agency or any Affiliate or (b) is a supporting organization, as such term is used in connection with Section 509(a)(3) of the Code, of one or more of the Governmental Agency or an Affiliate. For the purposes of this definition, “control” (including the terms “controlling”, “controlled by” and “under common control with”) means the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of one or more of the Governmental Agency, or of the Person, whether through stock ownership, membership, voting rights, governing boards, committees, divisions or other bodies with one or more common members, or by contract or otherwise.

“Attorneys’ Fees” means the reasonable value of the services (and all costs and expenses related thereto) of the attorneys (and all paralegals and other staff employed by such attorneys) employed by the Registered Owner from time to time to: (a) take any action in or with respect to any suit or proceedings (bankruptcy or otherwise) relating to this Note; (b) enforce any of the Registered Owner’s rights to collect any of the Obligations; (c) give the Registered Owner advice with respect to this Note, including without limitation advice in connection with any default, workout, or bankruptcy, and (d) prepare any amendments, restatements, amendments, or waivers to this Note or any of the documents executed in connection with any of the Obligations.

“Alternative Benchmark Rate” means the alternative selected by the Registered Owner from those set forth below:

provided that, if the Governmental Agency has a Swap Agreement in effect with respect to all or part of the Loan, in order to more closely align the floating interest rate under the Loan with the floating rate option under the Swap Agreement, the Registered Owner may, in its discretion, replace the relevant alternative rate set forth above with Daily Compounded SOFR;

provided further that, in all events, the relevant alternative (a) is displayed on a screen or other information service selected by the Registered Owner in its reasonable discretion; (b) is administratively feasible for the Registered Owner; (c) the applicable benchmark administrator publishes, publicly announces, or states publicly that such benchmark is administered in accordance with the International Organization of Securities Commission's Principles for Financial Benchmarks; and (d) is identified as the operative rate in at least five then-outstanding Dollar-denominated syndicated credit facilities (as a result of amendment or as originally executed) (and such credit facilities are identified in

the written notice of the selection of the alternative rate provided by the Registered Owner to the Governmental Agency and are publicly available for review).

“AMERIBOR” means, for the corresponding tenor, the term AMERIBOR benchmark interest rate as provided by American Financial Exchange, LLC as administrator of the benchmark (or a successor administrator) to, and published by, authorized distributors of AMERIBOR, as selected in the sole discretion of the Registered Owner.

“Available Tenor” means, as of any date of determination and with respect to the then-current Benchmark, as applicable, (x) if the then-current Benchmark is a term rate, any tenor for such Benchmark that is or may be used for determining the length of an Interest Period or (y) otherwise, any payment period for interest calculated with reference to such Benchmark, as applicable, pursuant to this Note as of such date.

“Bank Yield Index” means, for the corresponding tenor, the Bank Yield Index as provided by the ICE Benchmark Administration as administrator of the benchmark (or a successor administrator).

“Benchmark” means, initially, USD LIBOR; provided that if a replacement of the Benchmark has occurred pursuant to this Section titled “Benchmark Replacement Setting,” then “Benchmark” means the applicable Benchmark Replacement to the extent that such Benchmark Replacement has replaced such prior benchmark rate. Any reference to “Benchmark” shall include, as applicable, the published component used in the calculation thereof.

Notwithstanding anything to the contrary herein, if the Benchmark Replacement as determined pursuant to any clause in this definition would be less than the Floor, the Benchmark Replacement will be deemed to be the Floor for the purposes of this Note and the other Loan Documents.

Further, if the Benchmark interest rate to be replaced is rounded upwards to the next 1/8th of 1% under the terms of this Note or any Loan Document, the Benchmark Replacement shall also be rounded up to the next 1/8th; provided further that this provision governing rounding shall not apply if the Governmental Agency has a Swap Agreement in effect with respect to all or part of Loan.

“Benchmark Replacement Adjustment” means (i) in the case of Term SOFR, a spread adjustment in the amount of 0.11448% (11.448 basis points) for an Available Tenor of one-month’s duration, 0.26161% (26.161 basis points) for an Available Tenor of three-month’s duration, 0.42826% (42.826 basis points) for an Available Tenor of six-months’ duration, and 0.71513% (75.513 basis points) for an Available Tenor of one-year’s duration; provided, that if the current Benchmark being replaced by Term SOFR is Daily Simple SOFR or Daily Compounded SOFR and a Benchmark Replacement Adjustment was applied to the current Benchmark, no additional Benchmark Replacement Adjustment shall be applied; (ii) in the case of Daily Simple SOFR, a spread adjustment in the amount of 0.11448% (11.448 basis points) if interest is required to be paid monthly, 0.26161% (26.161 basis points) if interest is required to be paid quarterly, 0.42826% (42.826 basis points) if interest is required to be paid semi-annually, and 0.71513% (75.513 basis points) if interest is required to be paid annually; (iii) in the case of Daily Compounded SOFR, the spread adjustment that would apply to the fallback rate for a derivative transaction referencing the ISDA Definitions; and, (iv) in all other cases, a spread adjustment (which may be a positive or negative value or zero) that has been selected by the Registered Owner for such Available Tenor of such Benchmark giving due consideration to any evolving or then-prevailing market conventions, including any applicable recommendations made by the Relevant Governmental Body, for U.S. dollar-denominated syndicated or bilateral credit facilities at such time.

“Benchmark Replacement Conforming Changes” means, with respect to any Benchmark Replacement, any technical, administrative or operational changes (including changes to the definition of “ABR,” the definition of “Business Day,” the definition of “Interest Period,” timing and frequency of determining rates and making payments of interest, timing of borrowing requests or prepayment, conversion or continuation notices, the applicability and length of lookback periods or observation shifts, the applicability of breakage provisions, and other technical, administrative or operational matters) that the Registered Owner decides may be appropriate to reflect the adoption and implementation of such Benchmark Replacement and to permit the administration thereof by the Registered Owner in a manner substantially consistent with market practice (or, if the Registered Owner decides that adoption of any portion of such market practice is not administratively feasible or if the Registered Owner determines that no market practice for the administration of such Benchmark Replacement exists, in such other manner of administration as the Registered Owner decides is reasonably necessary in connection with the administration of this Note and the other Loan Documents).

“Benchmark Transition Event” means, with respect to any then-current Benchmark other than USD LIBOR, (i) the occurrence of a public statement or publication of information by or on behalf of the administrator of the then-current Benchmark, the regulatory supervisor for the administrator of such Benchmark, the Board of Governors of the Federal Reserve System, the Federal Reserve Bank of New York, an insolvency official with jurisdiction over the administrator for such Benchmark, a resolution authority with jurisdiction over the administrator for such Benchmark, or a court or an entity with similar insolvency or resolution authority over the administrator for such Benchmark, announcing or stating that (a) such administrator has ceased or will cease on a specified date to provide all Available Tenors of such Benchmark, permanently or indefinitely, provided that, at the time of such statement or publication, there is no successor administrator that will continue to provide any Available Tenor of such Benchmark or (b) all Available Tenors of such Benchmark are or will no longer be representative of the underlying market and economic reality that such Benchmark is intended to measure and that representativeness will not be restored; or (ii) the election by the Registered Owner to replace the then-current Benchmark, if such Benchmark is Daily Simple SOFR or Daily Compounded SOFR, with Term SOFR.

“Benchmark Transition Notice” means, written notice by the Registered Owner to the Governmental Agency of the implementation of a Benchmark Replacement as the result of a Benchmark Transition Event or an Early Opt-in Election, including the date on which such transition shall occur.

"Bond Trustee" has the meaning provided in Section 14 hereof.

“BSBY” means, for the corresponding tenor, the Bloomberg Short-Term Bank Yield Index provided by Bloomberg Index Services Limited as administrator of the benchmark (or a successor administrator).

“Business Day” means any day other than a Saturday, Sunday, federal holiday or other day on which the New York Stock Exchange is regularly closed. (i) with respect to all notices and determinations in connection with the LIBOR Rate, any day (other than a Saturday or Sunday) on which commercial banks are open in London, England, New York, New York, and Cincinnati, Ohio for dealings in deposits in the London Interbank Market; and (ii) in all other cases, any day on which commercial banks in Cincinnati, Ohio are required by law to be open for business; provided that, notwithstanding anything to the contrary in this definition of “Business Day”, at any time during which a Rate Management Agreement with the Registered Owner is then in effect with respect to all or a portion of this Note, then the definitions of “Business Day” and “Banking Day”, as applicable, pursuant to such Rate Management Agreement shall govern with respect to all applicable notices and determinations in connection with such portion of this Note subject to such Rate Management Agreement.

“Commodity Exchange Act” means the Commodity Exchange Act (7 U.S.C. § 1 et seq.), as amended from time to time, and any successor statute.

“Daily Compounded SOFR” means, for any day, SOFR, with interest accruing on a compounded daily basis, with the methodology and conventions for this rate (which may include compounding in arrears with a lookback or observation shift) being established by the Registered Owner in accordance with a methodology and the conventions for this rate recommended (x) by the Relevant Governmental Body for determining “Daily Compounded SOFR” for business loans or (y) by reference to the ISDA Definitions for derivatives comparable to any applicable Swap Agreement; provided, that if the Registered Owner decides that any such convention is not administratively feasible for the Registered Owner, then the Registered Owner may establish another convention in its reasonable discretion.

“Daily Simple SOFR” means, for any day, SOFR, with the conventions for this rate (which will include a lookback) being established by the Registered Owner in accordance with the conventions for this rate recommended by the Relevant Governmental Body for determining “Daily Simple SOFR” for business loans; provided, that if the Registered Owner decides that any such convention is not administratively feasible for the Registered Owner, then the Registered Owner may establish another convention in its reasonable discretion.

“Default” or “Event of Default” means any event or condition that with the passage of time or giving of notice, or both, would constitute a Default or Event of Default under Section 6(a) hereof.

“Default Rate” has the meaning provided in Section 7 hereof.

“Early Opt-in Election” means the occurrence of:

“ERISA” means the Employee Retirement Income Security Act of 1974, and any regulations promulgated thereunder from time to time, as amended or as may be replaced by successor statute.

“ERISA Affiliate” has the meaning provided in Section 8(i) hereof.

“Environmental Laws” means any and all federal, state, local and foreign statutes, laws, regulations, ordinances, rules, judgments, orders, decrees, permits, concessions, grants, franchises, licenses, agreements or other governmental restrictions relating to the environment or to emissions, discharges or releases of pollutants, contaminants, petroleum or petroleum products, chemicals or industrial, toxic or hazardous substances or wastes into the environment including without limitation ambient air, surface water, ground water, or land, or otherwise relating to the manufacture, processing, distribution, use, treatment, storage, disposal, transport or handling of pollutants, contaminants, petroleum or petroleum products, chemicals or industrial, toxic or hazardous substances or wastes or the clean up or other remediation thereof.

“Excluded Swap Obligation” means, with respect to any guarantor of a Swap Obligation, including the grant of a security interest to secure the guaranty of such Swap Obligation, any Swap Obligation if, and to the extent that, such Swap Obligation is or becomes illegal under the Commodity Exchange Act or any rule, regulation or order of the Commodity Futures Trading Commission (or the application or official interpretation of any thereof) by virtue of such guarantor's failure for any reason to constitute an “eligible contract participant” as defined in the Commodity Exchange Act and the regulations thereunder at the time the guaranty or grant of such security interest becomes effective with respect to such Swap Obligation. If a Swap Obligation arises under a master agreement governing more than one swap, such exclusion shall apply only to the portion of such Swap Obligation that is attributable to swaps for which such Swap Obligation or security interest is or becomes illegal.

“Final Interest Payment Date” means the earliest of the Maturity Date or the date of prepayment or acceleration of this Note.

“Financial Statements” means Governmental Agency’s audited, consolidated and consolidating, unless otherwise permitted by the Registered Owner, balance sheet and income statement and, if requested by the Registered Owner, Governmental Agency’s audited, unless otherwise permitted by the Registered Owner, statement of cash flows and reconciliation of net worth.

“Floor” means the benchmark rate floor, if any, provided in this Note initially (as of the execution of this Note, the modification, amendment, or renewal of this Note or otherwise) with respect to USD LIBOR.

“IHS Markit Credit Rate” means, for the corresponding tenor, the benchmark rate designed to be a broad-based measure of average funding rates for banking institutions funding in U.S. Dollars, in institutional markets, on a senior unsecured basis as provided by IHS Markit as administrator of the benchmark (or a successor administrator).

“Initial Interest Payment Date” means the first Interest Payment Date immediately succeeding the date of the first advance of principal hereunder.

“Interest Payment Date” means the first Business Day of each Calendar Month.

“Interest Period” means, for the first payment of interest hereunder, the period beginning on (and including) the date of the initial advance of principal to the Governmental Agency hereunder to (but excluding) the Initial Interest Payment Date, for all other payments of interest hereunder other than the final interest payment, a period beginning on (and including) the immediately preceding Interest Payment Date to (but excluding) the Interest Payment Date for which a payment of interest is being determined, and for the final interest payment hereunder, a period beginning on (and including) the immediately preceding Interest Payment Date to (and including) the Final Interest Payment Date.

“Interest Rate” means the LIBOR Rate, unless a different rate is selected pursuant to the terms of Section 4(h) hereof.

“Interest Rate Determination Date” means, for the initial disbursement of the Loan, the date of such disbursement, and for all other purposes, the second (2nd) Business Day before the LIBOR Adjustment Date.

“ISDA Definitions” means the 2006 ISDA Definitions published by the International Swaps and Derivatives Association, Inc. or any successor thereto, as amended or supplemented from time to time, or any successor definitional booklet for interest rate derivatives published from time to time by the International Swaps and Derivatives Association, Inc. or such successor thereto.

“LIBOR Adjustment Date” shall have the meaning given in Section 4(h) hereof.

“LIBOR Rate” shall mean, as of any date of determination in accordance with this Note, the rate of interest rounded upwards, if necessary, to the next 1/8th of 1% and adjusted for reserves if the Registered Owner is required to maintain reserves with respect to relevant advances) fixed by ICE Benchmark Administration Limited (or any successor thereto, or replacement thereof, approved by Registered Owner, each an “Alternate LIBOR Source”) at approximately 11:00 a.m., London, England time (or the relevant time established by ICE Benchmark Administration Limited, an Alternate LIBOR Source, or the Registered Owner, as applicable), two Business Days before such date of determination, relating to quotations for the one month London InterBank Offered Rates on U.S. Dollar deposits, displayed by Bloomberg LP (or any successor thereto, or replacement thereof, as approved by the Registered Owner, each an “Approved Bloomberg Successor”), or if no longer displayed by Bloomberg LP (or any Approved Bloomberg Successor), such rate as shall be determined in good faith by Registered Owner from such sources as it shall determine to be comparable to Bloomberg LP (or any Approved Bloomberg Successor), all as determined by Registered Owner in accordance with this Note and the Registered Owner’s loan systems and procedures periodically in effect. Notwithstanding anything to the contrary contained herein, in no event shall the LIBOR Rate be less than 0.50% as of any date (the “LIBOR Rate Minimum”); provided that, at any time during which a Rate Management Agreement with Registered Owner is then in effect with respect to all or a portion of the Obligations, the LIBOR Rate Minimum shall be disregarded and no longer of any force and effect with respect to such portion of the Obligations subject to such Rate Management Agreement. Each determination by

Registered Owner of the LIBOR Rate shall be binding and conclusive in the absence of manifest error.

“LIBOR Rate Loan” shall mean each portion of the outstanding principal balance of the Loan that is bearing interest at the Adjusted LIBOR Rate.

“Lien” means any security interest, mortgage, pledge, assignment, lien or other encumbrance of any kind, including interests of vendors or lessors under conditional sale contracts or capital leases.

“Loan” means any and all advances of funds under this Note.

“Loan Documents” means the Resolution, this Note, and the Governmental Agency’s closing certificates accompanying this Note. “Loan Document” means any one of the Loan Documents.

“Note” means this Note, evidencing the Loan, in the maximum amount of Five Million and No/100 Dollars ($5,000,000.00) dated July 26, 2021.

“Obligations” means all loans, advances, indebtedness and each and every other obligation or liability of the Governmental Agency owed to each of Registered Owner or any affiliate of Fifth Third Bancorp, however created, of every kind and description whether now existing or hereafter arising and whether direct or indirect, primary or as guarantor or surety, absolute or contingent, liquidated or unliquidated, matured or unmatured, participated in whole or in part, created by trust agreement, lease overdraft, agreement or otherwise, whether or not secured by additional collateral, whether originated with the Registered Owner or owed to others and acquired by the Registered Owner by purchase, assignment or otherwise, and including without limitation all loans, advances, indebtedness and each and every obligation or liability arising under the loan document, any and all Rate Management Obligations, letters of credit now or hereafter issued by the Registered Owner or any affiliate of Fifth Third Bancorp for the benefit of or at the request of the Governmental Agency, all obligations to perform or forbear from performing acts, and agreements, instruments and documents evidencing, guarantying, securing or otherwise executed in connection with any of the foregoing, together with any amendments, modifications and restatements thereof, and all expenses and attorneys' fees incurred by the Registered Owner hereunder or any other document, instrument or agreement related to any of the foregoing, including without limitation, this Note. The term “Obligation” or “Obligations” does not include an Excluded Swap Obligation.

“Organizational Documents” means the legislation and documents necessary for the formation of an entity, specifically, the Governmental Agency.

“Person” means an individual, association, unincorporated organization, corporation, limited liability company, partnership, joint venture, business trust or a government or an agency or a political subdivision thereof, or any other entity.

“Prime Rate” shall mean, for any day, the floating rate of interest established from time to time by the Registered Owner at its principal office as its “Prime Rate”, whether or

not the Registered Owner shall at times lend to the Governmental Agency at lower rates of interest or, if there is no such prime rate, then such other rate as may be substituted by the Registered Owner for the prime rate. Each determination by the Registered Owner of the Prime Rate shall be binding and conclusive in the absence of manifest error.

“Rate Management Agreement” means any agreement, device or arrangement providing for payments which are related to fluctuations of interest rates, exchange rates, forward rates, or equity prices, including, but not limited to, dollar-denominated or cross-currency interest rate exchange agreements, forward currency exchange agreements, interest rate cap or collar protection agreements, forward rate currency or interest rate options, puts and warrants, and any agreement pertaining to equity derivative transactions (e.g., equity or equity index swaps, options, caps, floors, collars and forwards), including without limitation any ISDA Master Agreement between the Governmental Agency and the Registered Owner or any affiliate of Fifth Third Bancorp, and any schedules, confirmations and documents and other confirming evidence between the parties confirming transactions thereunder, all whether now existing or hereafter arising, and in each case as amended, modified or supplemented from time to time.

“Rate Management Obligations” means any and all obligations of the Governmental Agency to the Registered Owner or any affiliate of Fifth Third Bancorp, whether absolute, contingent or otherwise and howsoever and whenever (whether now or hereafter) created, arising, evidenced or acquired (including all renewals, extensions and modifications thereof and substitutions therefore), under or in connection with (a) any and all Rate Management Agreements, and (b) any and all cancellations, buy backs, reversals, terminations or assignments of any Rate Management Agreement.

“Registered Owner” means Fifth Third Bank, National Association, a federally chartered institution, and all affiliates, employees, directors, officers, agents and insurers thereof.

“Relevant Governmental Body” means the Board of Governors of the Federal Reserve System or the Federal Reserve Bank of New York, or a committee officially endorsed or convened by the Board of Governors of the Federal Reserve System or the Federal Reserve Bank of New York, or any successor thereto.

“Reportable Event” has the meaning provided in Section 8(i) hereof.

“Resolution” means the resolution of the Governmental Agency’s Board of Regents dated July 12, 2021.

“Rest Period” has the meaning provided in Section 9(a)(xii) hereof.

“SOFR” means a rate per annum equal to the secured overnight financing rate for such Business Day published by the Federal Reserve Bank of New York (or a successor administrator of the secured overnight financing rate) on the website of the Federal Reserve Bank of New York, currently at http://www.newyorkfed.org (or any successor source for the secured overnight financing rate identified as administrator of the secured overnight financing rate from time to time).

“Swap Obligation” means any Rate Management Obligation that constitutes a “swap” within the meaning of section 1a(47) of the Commodity Exchange Act, as amended from time to time.

“Term SOFR” means, for the applicable corresponding tenor, the forward-looking term rate based on SOFR that has been selected or recommended by the Relevant Governmental Body.

“Trust Agreement” has the meaning provided in Section 14 hereof.

“UCC” or “Uniform Commercial Code” means that version of the Uniform Commercial Code adopted by the Commonwealth of Kentucky whose law has been chosen as governing law.

“USD LIBOR” means the London interbank offered rate for U.S. dollars.

Section 18 -- Severability. The declaration of invalidity of any provision of this Note shall not affect any part of the remainder of the provisions.

Section 19 -- Assignment. The Governmental Agency agrees not to assign any of the Governmental Agency's rights, remedies, or obligations described in this Note without the prior written consent of the Registered Owner. The Governmental Agency agrees that the Registered Owner may assign some or all of its rights and remedies described in this Note without notice to, or prior consent from, the Governmental Agency.

Section 20 -- Modification; Waiver of the Registered Owner. The modification or waiver of any of the Governmental Agency's obligations or the Registered Owner's rights under this Note must be contained in a writing signed by the Registered Owner. The Registered Owner may perform the Governmental Agency's obligations, or delay or fail to exercise any of its rights or remedies, without causing a waiver of those obligations or rights. A waiver on one occasion shall not constitute a waiver on another occasion. The Governmental Agency's obligations under this Note shall not be affected if the Registered Owner amends, compromises, exchanges, fails to exercise, impairs, or releases (a) any of the obligations belonging to any co-Governmental Agency, endorser, or guarantor or (b) any of its rights against any co-Governmental Agency, guarantor, or endorser.

Section 21 -- Waiver of the Governmental Agency. Demand, presentment, protest and notice of dishonor, notice of protest and notice of default are hereby waived by the Governmental Agency, and any endorser or guarantor hereof. The Governmental Agency, including without limitation all co-makers and accommodation makers of this Note, hereby waives all suretyship defenses including without limitation all defenses based upon impairment of collateral and all suretyship defenses described in Section 3-605 of the UCC. Such waiver is entered to the full extent permitted by Section 3-605 (i) of the UCC.

Section 22 -- Governing Law; Consent to Jurisdiction. This Note is delivered in, is intended to be performed in, will be governed, construed, and enforceable in accordance with and governed by the internal laws of, the Commonwealth of Kentucky, without regard to principles of conflicts of law. The Governmental Agency agree that the state and federal courts in the county where the

Registered Owner has its principal place of business (Lexington, Kentucky) shall have exclusive jurisdiction over all matters arising out of this Note, and that service of process in any such proceeding shall be effective if mailed to the Governmental Agency at the address set forth herein.

Section 23 -- Jury Waiver. THE GOVERNMENTAL AGENCY, AND ANY ENDORSER OR GUARANTOR HEREOF, WAIVE THE RIGHT TO A TRIAL BY JURY OF ANY MATTERS ARISING OUT OF THIS NOTE OR THE TRANSACTIONS CONTEMPLATED HEREBY.

[Signature page to follow]

The Governmental Agency hereby set forth the signatures of its respective authorized signatory or signatories as of the date of this Note indicated on the cover page hereof.

WARNING - BY SIGNING THIS PAPER YOU GIVE UP YOUR RIGHT TO NOTICE AND COURT TRIAL. IF YOU DO NOT PAY ON TIME A COURT JUDGMENT MAY BE TAKEN AGAINST YOU WITHOUT YOUR PRIOR KNOWLEDGE AND THE POWERS OF A COURT CAN BE USED TO COLLECT FROM YOU REGARDLESS OF ANY CLAIMS YOU MAY HAVE AGAINST THE CREDITOR WHETHER FOR RETURNED GOODS, FAULTY GOODS, FAILURE ON HIS PART TO COMPLY WITH THE AGREEMENT, OR ANY OTHER CAUSE.

Governmental Agency:

KENTUCKY STATE UNIVERSITY, a public body corporate and an educational institution and agency of the Commonwealth of Kentucky

By: Clara Ross Stamps Acting President

COMMONWEALTH OF KENTUCKY )

COUNTY OF FRANKLIN )SS

The foregoing instrument was acknowledged before me this July 26, 2021, by Clara Ross Stamps, being the Acting President of Kentucky State University, on behalf of the University.

IN WITNESS WHEREOF, I have hereunto set my hand the day and year written above.

My commission expires: June 17, 2024 (2024)

Service Patrick Services ID#KYNUP7181 Notary Public

S-1

Kentucky State University, acting by and through its Designated Officer as Registrar, shall not accept any funds for the purchase of this Note, nor shall the Registrar redeem any outstanding principal amount hereof, without making the appropriate notations in this Annex A.

Date Indicate: Date of Issue/Draw or Redemption Date Principal Amount Issued or Redeemed Current Amount Outstanding Signature of Authorized Officer of the Registrar

S-3

Approval of amendment to administrative regulation 745 KAR 1:035

KSU seeks to amend 745 KAR 1:035 to clarify Kentucky State University Board of Regents' authority to perform fiscal management functions including, but not limited to, the Board's ability to authorize the University President to perform the fiscal management functions as stated in KRS 164A. 575, subsections 1-9, and 11-18; and the ability of the Board to authorize the University President to negotiate with vendors as authorized by KRS 164A. 575.

None

Acting President Stamps recommends that the Board of Regents approve the amendment to administrative regulation 745 KAR 1:035

Approve amendment to administrative regulation 745 KAR 1:035.

1 KENTUCKY STATE UNIVERSITY

4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19

2 (Amendment)

745 KAR 1:035. Procurement procedures.

RELATES TO: KRS 164A.575

STATUTORY AUTHORITY: KRS 164A.560

NECESSITY, FUNCTION, AND CONFORMITY: KRS 164A.560 vests the responsibility with the governing board of a public institution of public higher education to elect to perform financial management functions in accordance with KRS 164A.555 to 164A.630 by issuing administrative regulations. It also permits the board to delegate these responsibilities to an institution official. The function of this administrative regulation shall be to implement the provisions of KRS 164A.560(1) and 164A.575 at Kentucky State University. Section 1. The Board of Regents of Kentucky State University, under the authorization of KRS 164A.560, elects to perform the financial management functions specified in KRS 164A.575, Sections (1), (2), (3), (4), (5), (6), (7), (8), (9) [(10)], (11), [and] (12), (13), (14), (15), (16), (17) and (18). Section 2. The president of the university shall be authorized by the Board of Regents of Kentucky State University to perform the financial management functions specified in KRS 164A.575, Sections (1), (2), (3), (4), (5), (6), (7), (8), (9) [(10)], (11), [-and] (12), (13), (14), (15), (16), (17) and (18).

1 Section 3. The president of the university shall be authorized by the Board of Regents of 2 Kentucky State University to negotiate with vendors as authorized by KRS 164A.575.

CLARA ROSS STAMPS, Acting President Kentucky State University

ELAINE FARRIS, Chair Kentucky State University Board of Regents

APPROVED BY AGENCY: Kentucky State University

A public hearing on this administrative regulation shall be held on Month ##, 2021, at time, at location of the meeting. Individuals interested in being heard at this hearing shall notify this agency in writing by five workdays prior to the hearing, of their intent to attend. If no notification of intent to attend the hearing was received by that date, the hearing may be cancelled. This hearing will not be made unless a written request for a transcript is made. If you do not wish to be heard at the public hearing, you may submit written comments on the proposed administrative regulation. Written comments shall be accepted until Month ##, 2021. Send written notification of intent to be heard at the public hearing or written comments on the proposed administrative regulation to the contact person.

CONTACT PERSON: Gregory M. Rush, Vice President for Finance and Administration Finance and Administration, Julian M. Carroll Academic Services Building, Suite 201, 104 University Drive, Frankfort, KY 40601, (502) 597-6343, and Gregory.Rush@kysu.edu

Regulation number: 745 KAR 1:035

Contact Person: Gregory Rush

Phone:

Email: Greg.Rush@kysu.edu

take to comply with this administrative regulation or amendment: The amendment aligns the administrative regulation with the applicable statute; no actions needed by the entities identified in question (3).

FISCAL NOTE ON STATE OR LOCAL GOVERNMENT

Regulation Number: 745 KAR 1:035

Contact Person:

Phone number:

Email:

Note: If specific dollar estimates cannot be determined, provide a brief narrative to explain the fiscal impact of the administrative regulation.

Revenues (+/-):

Expenditures (+/-):

Other Explanation: No expenditures or revenues associated with 745 KAR 1:035. Procurement Procedures.