C&C DEVELOPMENT COMPANY, LLC AND ORANGE HOUSING DEVELOPMENT CORPORATION (2)

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Twenty Thousand and No/100th Dollars ($6,420,000) (the "Term Loan Amount") on the Conversion Date, and Borrower shall repay the Loan in monthly amortized principal and interest payments with a balloon payment due at maturity, on terms and conditions as more fully set forth in the Note. Once converted, the Loan shall have a term of approximately thirty-five (35) years, and maturing on the Term Loan Maturity Date (as defined in the Note)." 5. Amendment to Loan Documents. Any reference to the Permanent Loan, the Permanent Loan Amount, the CCRC Purchase Price, the Term Loan Amount or any other reference generally to the amount of the Loan on or after the Conversion Date in any of the Loan Documents or other documents related thereto, is hereby amended, modified and revised to refer to $6,420,000 as the amount thereof. 6. Modification Fee. As consideration for CCRC's agreement to enter into this Agreement and the modifications to the Loan Documents contemplated herein, Borrower shall pay to CCRC a modification fee equal to $9,935.00 on or prior to the date of execution of this Amendment. 7. Further Assurances. Upon CCRC's or Bank's request and at Borrower's sole cost and expense, Borrower shall execute, acknowledge and deliver any other amendments, modifications or instruments and perform any other acts necessary, desirable or proper, as reasonably determined by CCRC or Bank, to carry out the purposes of this Agreement. 8. Attorneys' Fees and Costs. Borrower shall reimburse CCRC and Bank for their reasonable attorneys' fees and costs actually incurred in connection with the preparation, review, execution and delivery of this Agreement and of the amendments or modifications of the Loan Agreement, the Note and the Loan Documents, if any, related hereto, to be payable concurrently with or prior to the execution of this Agreement. 9. Ratification. Except as expressly modified herein, the Loan Documents remain unmodified and in full force and effect and the parties ratify and confirm the terms thereof as modified by this Agreement. 10. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be an original, but all of which together shall constitute one instrument.