EXHIBIT D
<br />CITY/HOME LOAN NOTE
<br />SECURED BY SUBORDINATED DEED OF TRUST
<br />TO THE CITY OF SANTA ANA, CALIFORNIA
<br />$1,500,000.00 March , 2012
<br />Santa Ana, California
<br />1. Principal Amount of City/HOME 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 ( "City "), at 20 Civic Center
<br />Plaza, 3rd Floor, Santa Ana, California 92702, or at such other place as the City may from time to
<br />time designate in writing, or to the assignee of the City, the principal sum of ONE MILLION FIVE
<br />HUNDRED THOUSAND DOLLARS ($1,500,000.00) or so much thereof as shall be disbursed
<br />hereunder, with three percent interest (3.0 %).
<br />In implementation of the acquisition and development of that certain real property in the
<br />City, described in the Loan Agreement as the "Property," commonly known as 1600 West Memory
<br />Lane, Santa Ana, California, and operation of the Property as affordable rental housing for Extremely
<br />Low Income and Very Low Income households, (a) the City of Santa Ana, acting as successor
<br />agency to the Community Redevelopment Agency for the City of Santa Ana ( "Successor Agency "),
<br />the Housing Authority of the City of Santa Ana and Borrower have heretofore entered into that
<br />certain Disposition and Development Agreement dated July 20, 2009, the First Amendment to the
<br />Disposition and Development Agreement dated March 15, 2010, the Second Amendment to the
<br />Disposition and Development Agreement dated December 20, 2010, and the Third Amendment to
<br />the Disposition and Development Agreement dated March 21, 2011 (collectively, the "DDA "); (b)
<br />City, Successor Agency and Borrower have entered into that certain "Loan Agreement" dated
<br />concurrently herewith and recorded against the Property (the Loan Agreement and DDA are
<br />collectively referred to herein as the "Agreement "), and (c) the City of Santa Ana ( "City "), Successor
<br />Agency and Borrower have entered into those certain Affordability Restrictions on Transfer of
<br />Property, dated concurrently herewith and recorded against the Property ( "Affordability
<br />Restrictions "). This Note is made pursuant to, entitled to the benefits of and referred to as the
<br />City /HOME Loan Note in the Loan Agreement. This Note is secured by that certain City /HOME
<br />Loan Deed of Trust and Assignment of Rents between Borrower and City, dated concurrently
<br />herewith ( "City /HOME Loan Deed of Trust'). This Note, the Loan Agreement, the Affordability
<br />Restrictions, the Agency Enhanced Entryway Note, the Agency Enhanced Entryway Loan Deed of
<br />Trust, the Agency Loan Note, the Agency Loan Deed of Trust, the Agency Transfer Note, and the
<br />City /HOME Loan Deed of Trust are sometimes collectively referred to herein as the "Loan
<br />Documents." The Loan Documents and the rights and responsibilities of Borrower thereunder inure
<br />to the benefit of the City, Successor Agency and the Housing Authority of the City of Santa Ana.
<br />Any capitalized term which is not otherwise defined herein shall have the meaning ascribed to such
<br />term in the Loan Agreement.
<br />D -1
<br />DOCSOC /1475221 v 10/200272 -0004
<br />
|