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HOME FUNDS PROMISSORY NOTE <br />SECURED BY SUBORDINATED DEED OF TRUST <br />TO THE CITY OF SANTA ANA, CALIFORNIA <br />(1666 N. Main Street) <br />$2,219,760.00 July 5, 2017 <br />Santa Ana, California <br />1. Principal Amount of Loan <br />FOR VALUE RECEIVED, Santa Ana Arts Collective, LP, a California limited <br />partnership ("Borrower"), hereby promises to pay to the CITY OF SANTA ANA, a charter city <br />and municipal corporation ("City"), or order, a principal amount not to exceed TWO MILLION, <br />TWO HUNDRED AND NINETEEN THOUSAND, SEVEN HUNDRED AND SIXTY <br />DOLLARS ($2,219,760.00) or so much thereof as shall be disbursed hereunder, with three <br />percent simple interest ( 3%) commencing upon filing of Notice of Completion, pursuant to the <br />HOME Loan Agreement (said "Agreement") between Borrower and the City dated concurrently <br />herewith, which is incorporated herein by this reference. This loan is made pursuant to the <br />HOME Investment Partnerships Program with money funded through the Program as "HOME <br />Funds". Any capitalized term not otherwise defined in this Note shall have the meaning ascribed <br />to such term in the Agreement. The obligation of Borrower to City hereunder is subject to the <br />terms of said Agreement, the Affordability Restrictions on Transfer of Property, HOME Deed of <br />Trust, and this Note. Said documents are public records on file in the offices of the City, and the <br />provisions of said documents are incorporated herein by this reference. <br />This Note, said Agreement, the Affordability Restrictions on Transfer of Property, and <br />the HOME Deed of Trust are sometimes collectively referred to herein as the "Loan <br />Documents." The Loan Documents and the rights and responsibilities inure to the benefit of the <br />City of Santa Ana. Any capitalized term which is not otherwise defined herein shall have the <br />meaning ascribed to such tern in the Agreement. <br />This Note evidences the obligation of Borrower to the City for the repayment of the <br />HOME Loan of HOME Funds attributable to the adaptive reuse and construction of the Property, <br />and related soft costs. <br />This Note is payable at the principal office of City of Santa Ana — Community <br />Development Agency, 20 Civic Center Drive, Santa Ana, California 92702, Art: Housing <br />Division, or at such other place as the holder hereof may inform Borrower in writing, in lawful <br />money of the United States, <br />L&GAL US W H 90423673.1 <br />