Cocoon House 12/18/2018 Amendment 1

EXHIBIT C-1 FORM OF AMENDMENT TO PROMISSORY NOTE $400,000 Everett, Washington This Amendment to Promissory Note (this "Amendment") is dated the day of , 2018, and amends the Promissory Note, dated April 19, 2018, (collectively, the "Promissory Note"), made by Cocoon House, a Washington non-profit corporation, payable to the order of City of Everett, a municipal corporation of the State of Washington, as holder of the Promissory Note. FOR GOOD AND VALUABLE CONSIDERATION, the receipt and sufficiency of which is hereby acknowledged, COCOON HOUSE, a Washington non-profit corporation ("Maker'), and City of Everett, a municipal corporation of the State of Washington, agree as follows: 1. This Amendment to Promissory Note is to be attached to and is to become a permanent part of the Promissory Note. 2. Effective as of the date of this Amendment to Promissory Note, the term "Loan" as used in the Promissory Note means "the principal sum of Four Hundred Thousand Dollars ($400,000) on the terms and conditions set forth herein and in the HOME Agreement, as amended." 3. Except as amended by this Amendment to Promissory Note, the provisions of the Promissory Note are not changed, altered or amended, and they remain in full force and effect. 4. This Amendment to Promissory Note is binding upon and inures to the benefit of the parties hereto and their respective successors and assigns. This Amendment to Promissory Note is made effective as of the day and year first written above. ORAL AGREEMENTS OR ORAL COMMITMENTS TO LOAN MONEY, TO EXTEND CREDIT OR TO FORBEAR FROM ENFOCING REPAYMENT OF A DEBT ARE NOT ENFORCEABLE UNDER WASHINGTON STATE LAW MAKER: COCOON HOUSE, a Washington non-profit corporation By: Name/Title: Joseph Alonzo, Chief Executive Officer Exhibit C-1 Amendment to Promissory Note Cocoon House Colby Avenue Youth Center(1) Page 1 of 2