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EXHIBIT F
<br />AGENCY LOAN NOTE
<br />SECURED BY SUBORDINATED DEED OF TRUST TO THE
<br />CITY OF SANTA ANA, ACTING AS SUCCESSOR AGENCY TO THE
<br />COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF SANTA ANA
<br />$469,000.00 March , 2012
<br />Santa Ana, California
<br />1. Principal Amount of Aeency Loan
<br />For value received, Vista Del Rio Housing Partners LP, a California limited partnership
<br />( "Borrower "), promises to pay to the order of the City of Santa Ana, acting as successor agency of
<br />the Community Redevelopment Agency of the City of Santa Ana ( "Successor Agency "), at 20 Civic
<br />Center Plaza, Santa Ana, California 92702, or at such other place as the Successor Agency may from
<br />time to time designate in writing, or to the assignee of the Successor Agency, the principal sum of
<br />FOUR HUNDRED THOUSAND SIXTY -NINE DOLLARS ($469,000.00) or so much thereof as
<br />shall be disbursed hereunder, with three percent interest (3.0 %).
<br />In implementation of the acquisition and development of that certain real property in the City
<br />of Santa Ana, described in the Loan Agreement as the "Property," commonly known as 1600 West
<br />Memory Lane, Santa Ana, California, and operation of the Property as affordable rental housing for
<br />Extremely Low Income and Very Low Income households, (a) the Community Redevelopment
<br />Agency of the City of Santa Ana, as predecessor in interest to the City of Santa Ana, acting as
<br />Successor Agency, the Housing Authority of the City of Santa Ana and Borrower have heretofore
<br />entered into that certain Disposition and Development Agreement dated July 20, 2009, the First
<br />Amendment to the Disposition and Development Agreement dated March 15, 2010, . the Second
<br />Amendment to the Disposition and Development Agreement dated December 20, 2010, and the
<br />Third Amendment to the Disposition and Development Agreement dated March 21, 2011
<br />(collectively, the "DDA "); (b) City, Successor Agency and Borrower have entered into that certain
<br />"Loan Agreement" dated concurrently herewith and recorded against the Property (the Loan
<br />Agreement and DDA are collectively referred to herein as the "Agreement "), and (c) the City of
<br />Santa Ana ( "City "), Successor Agency and Borrower have entered into those certain Affordability
<br />Restrictions on Transfer of Property, dated concurrently herewith and recorded against the Property
<br />( "Affordability Restrictions "). This Note is made pursuant to, entitled to the benefits of and referred
<br />to as the Agency Loan Note in the Loan Agreement. This Note is secured by that certain Agency
<br />Loan Deed of Trust and Assignment of Rents between Borrower and Successor Agency, dated
<br />concurrently herewith ( "Agency Loan Deed of Trust'). This Note, the Loan Agreement, the
<br />Affordability Restrictions, the Agency Enhanced Entryway Note, the Agency Enhanced Entryway
<br />Loan Deed of Trust, the Agency Loan Deed of Trust, the Agency Transfer Note, the City /HOME
<br />Loan Note, and the City /HOME Loan Deed of Trust are sometimes collectively referred to herein as
<br />the "Loan Documents." The Loan Documents and the rights and responsibilities of Borrower
<br />thereunder inure to the benefit of the City, Successor Agency and the Housing Authority of the City
<br />of Santa Ana. Any capitalized term which is not otherwise defined herein shall have the meaning
<br />ascribed to such tern in the Loan Agreement.
<br />2. Definitions.
<br />F -1
<br />DOCSOC/1 47522 1 v10/200272 -0004
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