3 - LOAN AGREEMENT FOR AMCAL_2018-01-16

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1 HOUSING FUNDS PROMISSORY NOTE SECURED BY AGENCY DEED OF TRUST FOR THE HOUSING AUTHORITY OF THE CITY OF SANTA ANA (1440 East First Street, Santa Ana, California) $8,522,740.00 January 16, 2018 Santa Ana, California 1. Principal Amount of Loan FOR VALUE RECEIVED, AMCAL 1440 Santa Ana Fund, LP, a California limited partnership (“Borrower”), hereby promises to pay to the Housing Authority of the City of Santa Ana, acting as the Housing Successor Agency, a public body, corporate and politic (“Agency”), a principal amount not to exceed EIGHT MILLION FIVE HUNDRED TWENTY-TWO THOUSAND SEVEN HUNDRED FORTY DOLLARS ($8,522,740) or so much thereof as may be advanced by the Agency to the Borrower, due and payable with three percent simple interest (3%) commencing upon filing of the Notice of Completion by residual receipts over the fifty-five (55) year term, pursuant to the Agency Loan Agreement (said “Agreement”) between Borrower and the Agency dated concurrently herewith, which is incorporated herein by this reference. This loan is made pursuant to subdivision (d) of Section 34176 of the California Health and Safety Code to establish the low and moderate income housing asset fund (“LMIHAF”) with money funded as “Agency Housing Funds or Agency Funds”. Any capitalized term not otherwise defined in this Promissory Note shall have the meaning ascribed to such term in the Agreement. The obligation of Borrower to Agency hereunder is subject to the terms of said Agreement, the Affordability Restrictions on Transfer of Property, Agency Deed of Trust and this Promissory Note. Said documents are public records on file in the offices of the Agency, and the provisions of said documents are incorporated herein by this reference. This Promissory Note, said Agreement, the Affordability Restrictions on Transfer of Property, and the Agency Deed of Trust are sometimes collectively referred to herein as the "Loan Documents". The Loan Documents and the rights and responsibilities inure to the benefit of the Agency. Any capitalized term which is not otherwise defined herein shall have the meaning ascribed to such term in the Agreement. This Promissory Note evidences the obligation of Borrower to the Agency for the repayment of the Agency Loan of Agency Funds attributable to the acquisition, development, and construction of the Property, and related soft costs. This Promissory Note is payable at the principal office of the City of Santa Ana – Community Development Agency, 20 Civic Center Drive, Santa Ana, California 92702, Attn: Housing Division, or at such other place as the holder hereof may inform Borrower in writing, in lawful money of the United States. EXHIBIT 3 3-88