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EXHIBIT 3 <br />FIRST AMENDMENT TO CITY PROMISSORY NOTE <br />THIS FIRST AMENDMENT TO CITY PROMISSORY NOTE is made and entered into this 6th <br />day of March, 2018, by and between Garnsey, LP, a limited partnership comprised of OHDC <br />Properties I, LLC ("OHDC"), a Limited Liability Company, and C&C Properties Group I, LLC, <br />a Limited Liability Company ("Borrower"), and the City of Santa Ana, a charter city and <br />municipal corporation, organized and existing under the Constitution and laws of the State of <br />California ("City"). <br />RECITALS <br />A. Borrower executed a City Promissory Note, dated April 7, 2011, to secure loan <br />funding for Borrower to develop an affordable housing project on the property <br />located at 326 South Gamsey Street ("said Note"). <br />B. In accordance with the terms and conditions of said Note, the parties desire to <br />amend the "Operating Expenses" definition to increase the allowed property <br />management fee to 8% of gross rents under said Note. <br />NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the <br />terms and conditions of said Note, except as herein modified, the parties agree as follows: <br />101 <br />1. Section 2, Definitions, shall be amended to revise the definition of "Operating <br />Expenses" to increase the property management fee equal to 8% of gross rents for <br />the subject affordable housing project. <br />2. Except as hereinabove modified, all terms and conditions of said Note shall <br />remain in full force and effect. <br />Page 1 of <br />80A-44 <br />