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LOAN AGREEMENT <br />INCLUSIONARY HOUSING PROGRAM/CDBG FUNDS <br />THIS LOAN AGREEMENT (the "Agreement") dated, for identification purposes only, as of <br />May 9 , 2016, is made and entered into by and between the City of Santa Ana, a charter city <br />and municipal corporation ( "City") and Santa Ana Arts Collective, L.P. ("Developer") with <br />reference to the following: <br />RECITALS: <br />A. The City is the recipient of Community Development Block Grant ("CDBG") _ <br />funds from HUD pursuant to Tile I of the Housing and Community Development Act of 1974, as <br />amended ("Act") and 24 CFR 570 ("CDBG Regulations"), Catalog of Federal Domestic <br />Assistance (CFDA) Number 14.218, and Federal Award Identification Number (FAIN) B -15 - <br />MC -06-0508 in the amount of $5,434,375. <br />B. The City is authorized by the CDBG Regulations to expend fiords to increase the <br />supply of low- and moderate -income housing available at affordable housing costs. <br />C. The Housing Opportunity Ordinance, Santa Ana Ordinance No. NS -2881, <br />established standards and procedures to encourage the development of housing that is affordable <br />to a range of households with varying income levels. Pursuant to Santa Ana Municipal Code <br />("SAMC") section 41-1904(c), developers may pay an in -lieu fee in certain instances to satisfy <br />the inclusionary requirements. These funds are deposited into the Inclusionary Housing Fund, as <br />defined by SAMC section 41-1901, and are to be used to increase and improve the supply of <br />affordable housing per SAMC section 41-1909. <br />D. In order to utilize money in the Inclusionary Housing Fund, the City issued a <br />Request for Proposals on June 1, 2015, seeking affordable housing projects. After reviewing all <br />applications, the Developer's project was selected and approved for funding by the Santa Ana <br />City Council on November 3, 2015. <br />E. Developer is entering into this agreement to acquire and, subject to entitlement <br />approvals, develop an adaptive reuse project consisting of a fifty-eight (58) unit multi -family <br />residential housing development, with live/work units and a possible commercial art studio, as <br />welt as a community room (the "Project") located at 1666 N. Main Street, within the City of <br />Santa Ana, California, and legally described in Exhibit A attached hereto (the "Property"). The <br />CDBG fiords referenced herein shall assist in the rehabilitation only and the Inclusionary <br />Housing funds will assist in the construction and soft costs of said Project. <br />F. In furtherance of the Inclusionary Housing Program and CDBG guidelines,_ <br />Developer has applied to the City for a loan with which to: <br />