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<br />EXHIBIT F TO LAND EXCHANGE AGREEMENT <br /> <br />FORM OF MEMORANDUM OF AGREEMENT <br /> <br />RECORDING REQUESTED BY AND <br />WHEN RECORDED RETURN TO: <br /> <br />Attn: <br /> <br />MEMORANDUM OF LAND EXCHANGE AGREEMENT AND JOINT ESCROW <br />INSTRUCTIONS <br /> <br />This MEMORANDUM OF LAND EXCHANGE AGREEMENT AND JOINT <br />ESCROW INSTRUCTIONS (this "Memorandum") is made as of this _ day of <br />, 200 ,by and between the City of Santa Ana, a charter city duly organized <br />under the Constitution and laws of the State of California ("City"), and Steadfast Courtyards, <br />L.P., a California limited partnership ("Steadfast") with reference to the following facts: <br /> <br />I. City is the owner of that certain real property located in the City of Santa <br />Ana, County of Orange, State of California, bearing Assessors Parcel Numbers 002-162-05, 002- <br />162-06,002-162-07,002-162-30,002-162-31, 002-162-32, 002-162-33 and 002-162-34, as more <br />particularly described on Exhibit A attached hereto ("City Land"). <br /> <br />2. Steadfast is the owner of that certain real property located in the City of <br />Santa Ana, County of Orange, State of California, bearing Assessors Parcel Numbers <br />and as more particularly described on Exhibit B <br />attached hereto ("Steadfast Land"). <br /> <br />3. Pursuant to that certain Land Exchange Agreement and Joint Escrow <br />Instructions ("Agreement") dated of even date herewith, Steadfast has agreed to convey the <br />Steadfast Property (which includes the Steadfast Land and is defined in the Agreement) to City <br />and City has agreed to convey the City Property (which includes the City Land and is defined in <br />the Agreement) to Steadfast subject to and in accordance with the terms and conditions set forth <br />therein. <br /> <br />Exhibit F <br /> <br />40836735.16 <br />