80B - JOINT - AFFORDABLE HOUSING FUNDS AMCAL

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Conditional Pre -Commitment Letter for $2,600,000 December 20, 2016 AMCAL 1440 Santa Ana Fund, L.P. AMCAL Multi -Housing, Inc. 2082 Michelson Drive, Suite 306 Irvine, CA 92612 Attention: Mario Turner SUBJECT: 69 Unit Multi -Family Housing Project 1440 East First Street, Santa Ana, California Dear Mr. Turner, AMCAL 1440 Santa Ana Fund, L.P., a California limited partnership ("Developer") requested financial assistance in connection with the proposed development of a 69 unit affordable housing complex to be located at 1440 East First Street, Santa Ana, California ("Project"). The City has reviewed the Developer's request for assistance and at a City Council meeting on December 20, 2016 the City Council authorized and approved issuance of this conditional, pre -commitment letter evidencing the preliminary award of $2,600,000 of funds to the Project (the "City Assistance"), which City Assistance shall be funded exclusively from inclusionary housing in -lieu fee payments made pursuant to the City's Housing Opportunity Ordinance (Article XVIILI of Chapter 41 of the Santa Ana Municipal Code) by the developer (the "Market Rate Developer") of that certain mixed- use development to be located at 2001 East Dyer Road, Santa Ana, California (the "In- Lieu Fee"). The purpose of this letter is to provide a conditional, pre -commitment from the City of Santa Ana for a loan of $2,600,000.00 ("City Loan") from funds received by the City from the In -Lieu Fee. The City intends that this letter evidence the City's award of the City Assistance to the Developer for the Project subject to the conditions described below. The loan agreements for these funds require City Council approval prior to execution by the Developer and the City of Santa Ana. The amount of the proposed Loan has been determined based upon the City's review of the Developer's request for the receipt of the City Assistance and the development proforma and projected cash flows for the Project submitted by the Developer to the City as of March 18, 2016 ("Proforna"). The City Manager has authority to approve revised development proformas and projected cash flows for the Project; provided, however, that the Santa Ana Assistance is not materially increased or extended. On April 19, 2016, the City Council approved a conditional, pre -commitment loan of up to $8,795,000 funded exclusively from inclusionary housing in -lieu fee payments made pursuant to the City's Housing Opportunity Ordinance (Article XVIRI of Chapter 41 of the Santa Ana Municipal Code) by the market rate developer of that certain mixed-use development to be located at 2001 East Dyer Road, Santa Ana, California. The Developer and the City agree that this conditional, pre - commitment from the City for a loan of $2,600,000 releases the City of its original commitment of