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<br />REHABILITATION LOAN AGREEMENT <br />THIS AGREEMENT, made and entered into this 29th day of August, 2002 by and between <br />Memphis Partnership, California general partnership (hereinafter "Developer"), and the <br />Community Redevelopment Agency of the City of Santa Ana, a public body, corporate and <br />politic (hereinafter "Agency"). <br />RECITALS <br />A. In 2001, the Agency entered into a $450,000 building rehabilitation agreement with Santora <br />Partners LLC, (the "Santora Agreement") to assist in the rehabilitation of a portion of the property <br />located at 201 North Broadway, commonly known as The Santora Building, for construction of a <br />restaurant to be operated by the Developer. The Santora Agreement included certain occupancy and <br />use covenants imposed upon Santora Partners LLC some of which, in fact, will be satisfied by the <br />Developer. <br />B. The actual cost of completion of the scope of work under the Santora Agreement exceeded the <br />loan amount. Rather than seeking an amendment to the Santora Agreement, the Developer paid a <br />total of $30,000 in expenses that were within the scope of improvements for the Santora Agreement <br />(the "Excess Rehabilitation Costs'). <br />C. The Developer seeks an initial loan of $10,000.00 to partially offset some of the Excess <br />Rehabilitation Costs and is willing to be bound to the same terms as the Santora Agreement. <br />NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the <br />terms and conditions hereinafter set forth, the parties agree as follows: <br />1. Purpose of this Agreement. The purpose of this Agreement is to effectuate the Redevelopment <br />Plan for the Project Area by providing for the improvement of the Property (the "Project"). The <br />improvement of the Property pursuant to this Agreement and the fulfillment generally of this <br />Agreement are in the vital and best interests of the City and the health, safety, morals and welfare of <br />its residents and in accordance with the public purposes and provisions of applicable federal, state <br />and local laws and requirements. Implementation of this Agreement will further the goals and <br />objectives of the Redevelopment Plan. <br />2. The Project Area. The Project Area is located in the City, and the exact boundaries of the Project <br />Area are specifically described in the Redevelopment Plan. <br />3. The Property. The Property is that portion of the Project Area located at 20lNorth Broadway as <br />more fully described in the Santora Agreement. <br />Exhibit 2 <br />65A-35