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~1 1~4~~~1` 1 O~
<br /> ~P~rase It` A.ge~~cy Laari~
<br /> $ l,Sa~,00D
<br /> 2~1~ Santa Ataa, al~fo~•t~i
<br /> FAR ~AL~L E~~~D, the "Borro~vex~~~~~
<br /> prarnies to pay to the ~Oi1~UNYT~ EDL~L~PN~~NT A~N~ ~F H~ CITE ~F
<br /> SAN~`A AAA, a p«blic bod~T, ca~~parate at~d politic ~tl~e "Agency"}, or• order, at tl~e Agency's
<br /> office at ~Q Civic tenter Plaza, Santa At~a, alifar~~ia ~~~1, ot~ such atl~er place tl~e Agency
<br /> may desigtaate its ~~t"icing, the ~~tln o~ Inc Nitllian Fig H~t~~dre~ T~aou~t~ Dalla~•s ~1,5a~,aaa~
<br /> ~tl~e "Note At~~ount"}~ its currency of the ~~ited States of America, ~vllich at the tit~~e a~ ~~ayme~~t
<br /> i la~~~fi~l far the pa~~nent o~public ar~d private debts,
<br /> 1, Agt•eel~~e~~~, '~'l~i P~~on~issory Nate {the "Note"~ is given its accardatlce ~~ith that
<br /> certain Disposition at~d Develap~net~t Agticemet~t executed by the Agency and Santa Ana Statia~l
<br /> District, LLC, dated as of June 7, gala ~tl~e "Agrecn~et~t"~. A portio~~ of t~~e ~•il~ts acid
<br /> obliatians of Sa~~ta Ana Station District, LLC under tl~e Agreement ~~as subse~uet~tly assigned
<br /> to Borrower" ~'he rights and obligatians of the Barro~er at~d the Agency under tl~ls Nate shall be
<br /> g4Tv~tncd by tl~e Agree~ne~~t a~ici tl~e additional terns set ~'at•tl~ in this Note. Capltallzed t~r~nS
<br /> trot defined herei~~ shall have the meaning asc~;ibed to s~~cl~ term I~~ the Agrce~net~t~ ~n the event
<br /> of any lllca~lSlstet~CleS bet~~een tl~e terns a~ tl~ls Nate and tl~e tit"tnS a~ t~l~ ~~'~~tT~~t~t a~` ~I~~ ~
<br /> other doc~ttnent related to tl~e Note .Atnout~t, tl~e terms of this Note shall prevail,
<br /> Z, ~nfe~~est, Tl~e Nate Amount shall bear simple i~~te~•est at the rate of three perce~~t
<br /> ~~Io~ pe~• annum, calc~~lated fro~r~ the latest date ar~y atno~tnt here~tnder is ~•equired to be paid"
<br /> 3, ~~~yr~~cllt of safe AIYlQllllt. The Note Amount shall be payable fiiotn the
<br /> `{Profit-Sharing A~~~ount," as de~t~ed and deter~ni~ied herein, Borro~~~er shall give written notice
<br /> to tl~e Agency, not later than ate l~~tt~dzcd t~ver~ty ~~Za~ days aver tl~e sale of tl~e last For-Sale
<br /> Unit has defined its the Agreeme~~t~, ~~hich shall incl~~de a statement of tl~e "Net Praft," "Crass
<br /> Sales Proceeds," tl~e "~or~ale units De~elopn~ent fast," and "Far-Sale ~J~~its De~eloptr~ent
<br /> P~~oft}" as these tee;l~~s are deft~ed belo~~~, a~l~ a calc~tlation of the P~~ofit Shari~~ Arnaunt,
<br /> '~tll~n tl~~~~ty ~3a) days of its receipt of Bot•ro~ver~s ~vrittetl notice, ,Agency shall deliver to
<br /> Bar~•o~~ar ~~rritten notice of its acceptance of` Barra~vet•'s calculatiat~s of tl~e Profit Sharing
<br /> Anlou~~t, ar Aetrcy's cl~al~et~ge of Borro~va~•'s calculations of tl~e Profit Sharing An~aut~t and
<br /> ~;eq~zest ~o~" a ee~•ti~ecl a~~~lit o Pt•a~t Sha~~ing A~no~t~~t b~ air audita~~ chosen by Agency ar~d
<br /> resa~iably a.ccepta~le to Borra~~e~•a at Agency~s sole cost. Barra~~er agrees to cooperate with
<br /> s~~cl~ audit, and shall be pet~trtitted to revie~~ and respond to the preli~ni~iary resrtlts of such a~~dit
<br /> befa~;e tl~e aL~dlt ~s tssuecl to final fo~{m, fan auclrt is perfo~•~ned, tl~e Pt•ofit Sharing A~naunt shall
<br /> be as deter~~nir~ed by the results of such a~tdit. it is determined that a Profit Shat"in Amount is
<br /> owed to the Agency, payment shall be made to the Ae~~cy too later than thirty ~a}days after the
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<br /> Agenc~~'s ~vt4itte~i acceptance of Bor~~o~ver's calculations of the ~'xofit Shari~ig Amount, or tl~e
<br /> delivery of the final results of tl~e audit, as applicable, I~~ the event that the ~'~"aft Sharing
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<br /> D a~SaC1~ 4~~b73 ~t 131~OD~72~~~0 t
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