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Amount is less than the Note Amount, upon payment in full of the Profit Sharing Amount to the Agency the Dote Amount shall he reduced to zero and shall b deemed paid in full. 4. Definitions. "Profi t Sharing ArnounC' shall mean twenty -five percent a of the I We t Profit,' if Net Profit is a positive number. "Net Profl t'' means the "'Gross ales Proceeds" of the For-Sale Units, less the "For-Sale Units Development Cost," and less the ` `For - ale Units Development Profit. 4 1L Gross Sales Proceeds"' means the urn of the base sales prices for the For-Sale Units, plus the "'Net Options and Upgrades Proceeds," as defined herein. a. "Net Options and Upgrades Proceeds" is defined as the difference between the price paid by the purchasers of the For-Sale Units for "Options and Upgrades" ( "Gross Options and Upgrades Proceeds"), less the "Options and Upgrades Costs" for the For-Sale Units. b. "'Options and Upgrades" means any of those fixtures and improvements to the For-Sale Units which are not reflected in the For-Sale Units Development Cost and are in ex ce ss of th v, b a se For-S ale Uni L. e. 91 Options and Upgrade s Costs" is defined as the costs actually incurred by the Borrower to pay third parties for the "'Options and Upgrades"' to the For-Sale Units, including the charges paid by the Borrower to the Borrower's general contractor(s) and/or subcontractors for the purchase and/or installation of "Options and Upgrades" , and the price of "Options and Upgrades!" paid by the Borrower directly to a product manufacturer or distributor, but only if the Borrower purchase "Options ns and Upgrades" products directly from a manufacturer or distributor, and then only pays the contractors/subcontractors to install the "Options and Upgrades" products. "`For -Sale Units Development Cost" means the total actual cost to the Borrower of planning, designiner, financing, constructing, and developing Phase F in accordance with the plans and specifications to be acted upon by the Agency as provided in the Agreement) through the issuance of the Certificate of Occupancy for each of the For-Sale Units, and the costs of conveying the completed For-Sale Units to homeb inners. Any such costs paid to parties ref ated to B orrower s h all be lirni to d to the c os is t h a t wou l d have been parable to u nrel ate d p antic s for the equivalent goods and services. The For-Sale Units Development Cost shall in lu d e, but not be limited to} the following: a Grading and site preparation; • On site and offsite improvements paid by Borrower (other than those paid with the proceeds of the Agency Phase FS Loan); a Construction costs for the For -Sale Units and related improvements; 0 A general contractor fee not to exceed two and one -half percent (2.5%) of all construction coats; 0 Performance and completion bond premiums; ATTACHMENT NO. 8A-2 DO 00 14 0067 3 v ] 41200272 -000 ]