FULL AGENDA PACKET_2021-04-20 - Laserfiche WebLink

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EXHIBIT 3 The Borrower shall make a loan payment to the City from every Refinancing that occurs dtrring the lean of this Note not to exceed the outstanding balance of principal and interest on t1m, Note, to the extant of the City's Percentage of the Rclinancing Proceed!, (if any), as follows: the cash proceeds from such Refinancing (i.e., the proceeds less the costs of such Rctinancing, any amounts required for repairs, and any announts required to be set aside as reserves) shall he applied first to pay Closing Costs; next, the amount necessary to pay in full all amounts owing on the Senior Loans; next, the Borrower shall pity to the City filly percent (50°/,.) of the [lien remaining unapplied Refinancing Procccds not to exceed the outstanding balance on this Note. The remaining Refinancing proceeds shall remain with Borrower to be used by Borrower as determined by the General Partners of Borrower, inducting, without limitation, for distribution to the pal -Liners Of [Ile BnnTOwer- Such payment shall be due within 30 clays of the date of ',Lie]] Refinancing, and shall be applied first to any accrued but Unpaid inhere;(, Ilten to reduce the principal balance of the Loans. The City shall not be required to rceonvey the lien of the Deed of Trust if Sale Procccds are insufficient to repay the City I oan in hill. 8. Loan Repayment from Sale Proceeds. The Borrower shall make a loan payment, not to exceed the outstanding balancee of principal and interest on this Note, to the City from soy Sale that occurs during the Term of the City Loan, to the extent of the City's Percentage of the Sale Proceeds, as follows: gross sale proceeds are applied first to pay ClOsing Costs, next to pay in lull all aunournts Owing On the Scnior Loans: next to pay lot any necessary repairs and any atuouuts rcyuircd to be scl aside as reserve; next the ROnti)wer shall pay to the City tiny percent (5011/0) of the then remaining unapplied Sale Proceeds, nod to exceed [he outstanding antounl ol'ptincipal and interest due on this Note- This dilly percent (501)/,) represents the total payment due under the City Note- The remaining Sale Proceeds shall remain with Borrower- Such payment shall be due on the date of such Sale, and shall be applied first to any accrued but unpaid interest, then to nducc fhc principal balance of the Loans. The City shall not be required to reconvey The lien of the Deed of Trust if Sale Proceeds are insufficient to repay the City Loan in full- 9. Reserved. 10. Accelerated Loan Pavinent. The full principal anuxunt outstanding plus accrued but unpaid interest [hereon, shall be due and payable on the carlicr to occur of the following: a- Sale or Refinancing of the Property as provided further in Section 15 hereof; unless: (i) in the case of a Sale in which the City's Percentage of the Sale Proceeds are insufficient to repay in full the City Loan, the City approves such Nale-and the purchaser assumes the balance of the City Loan in accordance with the terms of this Note; or (it) in the case of a Refinancing in which the C'ity's Percentage ofthe Refinancing Procccds are insufficient to repay in lull the City Loan, the City approves such Refinancing and the Borrower rennain.s obligaled pursuant to the terns of this Note. 6 City Council 21 — 77 4/20/2021