06 120312 SA HA WASHINGTON Pl FLA - Attach 2

Home Browse Search

EXHIBIT A-2 FORM OF GOVERNMENTAL LENDER IRP NOTE HOUSING AUTHORITY OF THE CITY OF SANTA ANA MULTIFAMILY HOUSING REVENUE IRP NOTE (FLOWER TERRACE) 2012 SERIES A-2 DATED DECEMBER _, 2012 $ [ConPrinAmt] FOR VALUE RECEIVED, the undersigned HOUSING AUTHORITY OF THE CITY OF SANTA ANA ("Obligor"} promises to pay to the order of CITIBANK, N.A. ("Holder") the maximum principal sum of MILLION H[t1NDRED THOUSAND DOLLARS $[ConPrinAmt], on 20_, or earlier as provided herein, together with interest thereon at the rates, at the times and in the amounts provided below. Obligor shall pay to the Holder on or before each date on which payment is due under that certain Funding Loan Agreement, dated as of December 1, 2012 (the "Funding Loan Agreement"), among Obligor, Holder and [Wilmington Trust, National Association], as fiscal agent ("Fiscal Agent"), an amount in immediately available funds sufficient to pay the principal amount of and Prepayment Premium, if any, on this Governmental Lender IRP Note then due and payable, whether by maturity, acceleration, prepayment or otherwise. In the event that amounts held derived from proceeds of this Governmental Lender IRP Note, condemnation awards or insurance proceeds or investment earnings thereon are applied to the payment of principal due on this Governmental Lender IRP Note in accordance with the Funding Loan Agreement, the principal amount due hereunder shall be reduced to the extent of the principal amount of this Governmental Lender IRP Note so paid. Capitalized terms not otherwise defined herein shall have the meaning assigned in the Funding Loan Agreement. Obligor shall pay to the Holder on or before each date on which interest on the Funding Loan is payable interest on the unpaid balance hereof in an amount in immediately available funds sufficient to pay the interest on this Governmental Lender IRP Note then due and payable in the amounts and at the rate or rates set forth in the Funding Loan Agreement. This Government Lender IlZP Note is apass-through obligation relating to the construction and permanent portion of a loan (the "Borrower Loan") made by Obligor from proceeds of the Funding Loan to Washington Place Partners, LP, a California limited partnership, as borrower (the "Borrower"), under that certain Borrower Loan Agreement, dated as of December 1, 2012 (as the same may be modified, amended or supplemented from time to time, the "Borrower Loan Agreement"), between the Obligor and the Borrower. The portion of the Borrower Loan related to this Governmental Lender IRP Note evidenced by the Borrower IRP Note (as defined in the Borrower Loan Agreement). Reference is made to the Borrower Loan Agreement and to the Borrower TAp ?lTote for con~~rlete payment and prepayment terms of the Borrower IRP Note, payments on which are passed-through under the Governmental Lender IRP Note. This Governmental Lender IRP Note is a limited obligation of the Obligor, payable solely from the Pledged Revenues and other funds and moneys and Security pledged and assigned under the Funding Loan Agreement. None of the Governmental Lender, the City of Santa Ana, the State, or any political subdivision thereof (except the Governmental Lender, to the limited extent set forth herein) nor any public agency shall in any event be liable for the payment of the principal of, premium (if any) or interest C:\LJsers\tadlDesktoplSantaRna HA Washington Place FLA.doc DRAFT 11/28/12 ~:39AM