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INCLUSIONARY HOUSING FUNDS PROMISSORY NOTE <br />SECURED BY SUBORDINATED DEED OF TRUST <br />TO THE CITY OF SANTA ANA <br />(609 North Spurgeon St., Santa Ana, California) <br />$3,170,547 December 15, 2020 <br />Santa Ana, California <br />1. Principal Amount of Loan <br />FOR VALUE RECEIVED, Legacy Square L.P., a California limited partnership <br />(`Borrower"), hereby promises to pay to the City of Santa Ana, a charter city and municipal <br />corporation ("City"), or order, a principal amount not to exceed THREE -MILLION, ONE - <br />HUNDRED THOUSAND SEVENTY FIVE HUNDRED FORTY-SEVEN DOLLARS <br />($3,170,547), or so much thereof as may be advanced by the City to the Borrower, due and payable <br />with 3% [simple] interest [compounding annually] from residual receipts over the fifty-five (55) <br />year term, pursuant to the Inclusionary Loan Agreement (the "Agreement') between Borrower and <br />the City dated concurrently herewith, which is incorporated herein by this reference. This loan is <br />funded exclusively from the Inclusionary Housing Fund held by the City (the "City Funds"). Any <br />capitalized term not otherwise defined in this Inclusionary Promissory Note ("Note") shall have <br />the meaning ascribed to such term in the Agreement. The obligation of Borrower to City hereunder <br />is subject to the terms of said Agreement, the Affordability Restrictions on Transfer of Property, <br />Inclusionary Deed of Trust and this Note. Said documents are public records on file in the offices <br />of the City, and the provisions of said documents are incorporated herein by this reference. <br />This Note, said Agreement, the Affordability Restrictions on Transfer of Property, and the <br />Inclusionary Deed of Trust are sometimes collectively referred to herein as the "Loan Documents". <br />The rights and responsibilities provided for in the Loan Documents shall inure to the benefit of the <br />City. Any capitalized term that is not otherwise defined herein shall have the meaning ascribed to <br />such term in the Agreement. <br />This Note evidences the obligation of Borrower to the City for repayment of the <br />Inclusionary Loan of Inclusionary Housing Funds attributable to the acquisition, development, and <br />construction of the Property, and related soft costs. <br />This Note is payable at the principal office of the City of Santa Ana — Community <br />Development Agency, 20 Civic Center Drive, Santa Ana, California 92702, Attn: Housing <br />Division, or at such other place as the holder hereof may inform Borrower in writing, in lawful <br />money of the United States. <br />KH 602.297 <br />55A-93 <br />