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Form of Replacement Term A Note
REPLACEMENT TERM A NOTE
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Dated as of
September 30, 2009
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FOR VALUE
RECEIVED, WINTRUST FINANCIAL CORPORATION, an Illinois corporation
(the “Maker”) promises to pay to the order of BANK OF
AMERICA, N.A., as successor to LaSalle Bank National Association
(the “Bank”) the lesser of the principal sum of
TWENTY-FIVE MILLION DOLLARS ($25,000,000), or the aggregate unpaid
principal amount outstanding under the Credit Agreement dated as of
November 1, 2005 (as amended from time to time, the
“Credit Agreement”) between the Maker and the Bank, at
the maturity or maturities and in the amount or amounts as stated
on the records of the Bank together with interest (computed on
actual days elapsed on the basis of a 360 day year) on any and all
principal amounts outstanding hereunder from time to time from the
date hereof until maturity. Interest shall be payable at the rates
of interest and the times set forth in the Credit Agreement. All
unpaid principal, and accrued interest, if not paid sooner, shall
be due and payable in full on October 30, 2009.
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