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<br />4894-6811-3695v.2 0017787-000542
<br />4894-6811-3695v.2 0017787-000542
<br />of the Tenant’s (A) breach or default of any mortgage loan, (B) fraudulent acts or willful misconduct
<br />or (C) breach or default under any other contract, lease or agreement pertaining to the Project.
<br />Annual Operating Expenses shall also not include other expenses not related to the Project’s
<br />operations such as depreciation, amortization, accrued principal and interest expense on deferred
<br />payment debt and capital improvement expenditures.
<br />
<br />1.1.5. “Annual Project Revenue” means all annual revenue generated by the
<br />Project from any source, including, but not limited to, rent payments, governmental assistance
<br />housing payments, laundry and other vending machine and pay telephone income. Notwithstanding
<br />the foregoing, Annual Project Revenue shall not include the following items: (a) security deposits
<br />from subtenants (except when applied by Tenant to rent or other amounts owing by subtenants); (b)
<br />capital contributions to Tenant by its members, partners or shareholders (including capital
<br />contributions required to pay deferred developer fee); (c) condemnation or insurance proceeds; (d)
<br />there shall be no line item, expense, or revenue shown allocable to vacant unit(s) at the Project; or (e)
<br />receipt by an Affiliate of management fees or other bona fide arms-length payments for reasonable
<br />and necessary Operating Expenses associated with the Project.
<br />
<br />1.1.6. “Auditor-Controller" shall mean the Auditor-Controller, County of Orange,
<br />or designee, or upon written notice to Tenant, such other person as may be designated by the Board
<br />of Supervisors.
<br />
<br />1.1.7. “Base Rent” shall mean a total of six million four hundred and fifty thousand
<br />dollars ($6,450,000) due and owing and payable in full on the Commencement Date, but if not paid
<br />in full on the Commencement Date, then the Base Rent amount paid in accordance with this Lease,
<br />including pursuant to Article III, below, with four million, one hundred and eight thousand, one
<br />hundred and thirty-six dollars ($4,108,136) being paid to the Agency pursuant to Section 3.1.2 and
<br />two million, three hundred and forty-one thousand, eight hundred and sixty-four dollars ($2,341,864)
<br />being paid to the County pursuant to Section 3.1.1.
<br />
<br />Address APN Size
<br />(Acres)
<br />Size
<br />(SF)
<br />Land
<br />Percentage
<br />Value
<br />Allocation
<br />City Owned Site 398-092-14 1.456 63,423 63.69% $4,108,136
<br />County Owned Site 398-092-13 0.83 36,155 36.31% $2,341,864
<br />Total 2.286 99,578 100.00% $6,450,000
<br />
<br />1.1.8. “Board of Supervisors” shall mean the Board of Supervisors of the County of
<br />Orange, a political subdivision of the State of California, the governing body of the County.
<br />
<br />1.1.9. “Certificate of Occupancy” shall mean a temporary or final certificate of
<br />occupancy (or other equivalent entitlement, however designated) which entitles Tenant to commence
<br />normal operation and occupancy of the Improvements.
<br />
<br />1.1.10. “Chief Real Estate Officer” shall mean the Chief Real Estate Officer,
<br />County Executive Office, County of Orange, or designee, or upon written notice to Tenant, such
<br />other person as may be designated by the County Board of Supervisors.
<br />
<br />EXHIBIT 11
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