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Home My WebLink AboutSANTA ANA ARTS COLLECTIVEReturn ORIGINAL executed copy to COTC, JUL 01 2021 �`'°`��'/-OUIRED M-30 UJr r�C)CEFJ d'. C D'Ac eL)C CIPa+P1.1G.SVlaw)� FREE RECORDING REQUESTED PURSUANT TO GOVERNMENT CODE SECTION 6103 & 27383 When Recorded Mail to: City of Santa Ana Clerk of the Council 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, California 92702 Attention: Clerk of the Council A-2021-100 I Recorded in Official Records, Orange County Hugh Nguyen, Clerk -Recorder IIIIIIII11[111111II]JjIIIIIIIIIIIIIIIj1I1111111IIIIIIIIIII1III 1I11I NO FEE + $ R 0 0 1 2 9 6 4 1 0 5$+ 202100043241910:27 am 07102121 9 RW11A A17 9 0.00 0.00 0.00 0.00 24.00 0.00 0.000.000.00 0.00 SPACE ABOVE THIS LINE FOR RECORDING USE FREE RECORDING REQUESTED [Government Code Section 6103] V' SECOND AMENDMENT TO I■0Zll 9.►1 : uw1 by and between the CITY OF SANTA ANA "If SANTA ANA ARTS COLLECTIVE, L.P., a California limited partnership (1666 N. Main Street, Santa Ana, California) Dated: June 15, 2021 SECOND AMENDMENT TO HOME LOAN AGREEMENT THIS SECOND AMENDMENT TO HOME LOAN AGREEMENT dated, for identification purposes only, as of June 15, 2021 is made and entered into by and between the CITY OF SANTA ANA, a charter city and municipal corporation ("City") and SANTA ANA ARTS COLLECTIVE, L.P., a California limited partnership ("Developer"), with reference to the following: RECITALS: A. The City and Developer entered into a HOME Loan Agreement dated July 5, 2017, and recorded in Official Records, Orange County, with filing number 2017000308368 on July 26, 2017, as amended by that certain First Amendment thereto dated August 18, 2021 ("said HOME Loan Agreement"). B. The purpose of said HOME Loan Agreement is to assist with the development of an adaptive reuse project consisting of a fifty-eight (58) unit multi -family residential housing development, with live/work units and a commercial art studio, as well as a community room located at 1666 N. Main Street, Santa Ana, California ("Project"). C. In accordance with the terms and conditions of said HOME Loan Agreement, the parties desire to amend said HOME Loan Agreement, including the HOME Promissory Note, to (i) provide the City's consent to Developer obtaining a loan in the amount of loan from the California Housing Finance Agency in the face amount of Two Million, Three Hundred Sixty -Two Thousand, Two Hundred Fifteen and No/100s Dollars ($2,362,215.00) for the Project (the "SNHP Loan"), and (ii) revise the sharing of residual receipts among the public agency lenders to the Project. NOW, THEREFORE, for and in consideration of the mutual covenants and agreements herein contained, and subject to the terms and conditions of said HOME Loan Agreement, except as herein modified, City and Developer agree as follows: 1. Section 3.1, Use Covenants and Restrictions, in Exhibit B, Affordability Restrictions on Transfer of Property, of said HOME Loan Agreement shall be amended to replace the Assisted Units matrix with the following: Affordability Levels/Unit Mix: The Project's unit mix and levels of affordability are as follows: Unit Size 30% AMI 35% AMI 50% AMI 60% AMI Total 1 Bedroom 15 6 5 26 2 Bedroom 2 7 5 14 3 Bedroom 4 13 17 Total 21 6 12 18 57 2. Exhibit D, HOME Promissory Note, of said HOME Loan Agreement shall be amended to delete the definition of "City Share" in its entirety and replace with the following: "City's Percentage" with reference to the Residual Receipts, shall mean aggregate percentage of twenty-seven percent (27%) of the total Residual Receipts from the Property, which shall be applied to the HOME Loan, CDBG Loan, and Inclusionary Loan, as further described in Section 5 hereof." 3. Section 5, Annual Loan Repayment/Residual Receipts, subsection (d), in Exhibit D, First Amended and Restated hnclusionary Promissory Note, of said HOME Loan Agreement shall be amended to replace the residual receipts matrix with the following: SOURCE PERCENTAGE CDBG Loan 1.64% HOME Loan 8.64% Inclusionary Housing Loan 15.70% State of California Housing and Community Development Affordable Housing Loan 16.25% Ca1HFA SNHP Loan 7.77% TOTAL 50.00% 4. Except as hereinabove modified, all terms and conditions of said HOME Loan Agreement, including the Affordability Restrictions on Transfer of Property, HOME Deed of Trust, HOME Promissory Note, and Project Budget attached as exhibits to said HOME Loan Agreement, shall remain in full force and effect. (Signatures on following page) A-2021-100 IN WITNESS WHEREOF, the parties hereto have executed this Second Amendment to HOME Loan Agreement the date and year first written above. ATTEST: CITY OF SANTA ANA c Daisy Gomez v \ ;;. Kristine Ridge Clerk of the Council City Manager ._••�•LI • •;u Sonia R. Carvalho RECOMMENDED FOR APPROVAL Steven A. Mendoza Executive Director Community Development Agency (Signatures continue on following page) ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of Orange ) On June 30, 2021 before me, Claudia M. Fernandez -Shaw, Notary Public (insert name and title of the officer) personally appeared Steven A. Mendoza who proved to me on the basis of satisfactory evidence to be the personq6 whose nameare- subscribed to the within instrument and acknowledged to me tha y executed the same In 16 49;e;r authorized capacity(i ), and that by&V-4 eir signature(o on the instrument the person , or the entity upon be If of which the person( acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. CLAUDIAM.FERNANDEZ, HAW Notary Public — California WITNE hand and official " Dmngecouay (\ Commission # 2228084 My 6amlfi: EMpimn Jan 28: 2022 DEVELOPER: Santa Ana Arts Collective, L.P., a California limited partnership By: Santa Ana Arts Collective, LLC, a California limited liability company, its general partner By: Chris Maffris, Vice President By: WCH Affordable XVIII, LLC, a California limited liability company, its managing general partner By: Graham P. Espley-Jones, President ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or -validity of that document. State of California County of Los Angeles ) On June 24, 2021 before me, Rutzel M. Castillo, Notary Public (insert name and title of the officer) personally appeared Chris Maffris who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/shaAhw executed the same in his/heA eir authorized capacityfies), and that by his/heFAheir signature(*on the instrument the person*), or the entity upon behalf of which the person(&) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (Seal) RUTZEL M. CASTILLO _ Notary Publlc • California LOS Angeles County Commission N 2278205 My Corm. Expires Mar 19, 2023 DEVELOPER: Santa Ana Arts Collective, L.P., a California limited partnership By: Santa Ana Arts Collective, LLC, a California limited liability company, its general partner M Kasey Burke, Vice President By: WCH Affordable XVIII, LLC, a California limited liability company, its managing general partner By: Grahal P. Espley-Jones,I P ent CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California 1 County of Orange J} On j7G n 2 2/ 2 a 2/ before me, Leanne Truofreh, Notary Public Date Here Insert Name and Title of the Officer personally appeared Graham P. Names) of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(l) whose name(,%) is/are subscribed to the within instrument and acknowledged to me that he/sheAheq executed the same in his/herAheiF authorized capacity(llee), and that by his/laefAheir signature(a) on the instrument the person($), or the entity upon behalf of which the person(' acted, executed the instrument. LEANNE TRUOFREH Notary Public - California Orange County Commission X 2238150 My Comm. Expires May 12, 2022 Place Notary Seal and/or Stamp Above I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature y Signature f Notaryfublic Completing this information can deter alteration of the document or fraudulent reattachment of this form to on unintended document. Description of Attached Document Title or Type of Document: Document Date: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: ❑ Corporate Officer — Title(s): ❑ Partner— ❑ Limited ❑ General ❑ Individual ❑ Attorney in Fact ❑ Trustee ❑ Guardian of Conservator ❑ Other: Signer is Representing: NumberofPages: Signer's Name: ❑ Corporate Officer — Title(s): ❑ Partner— ❑ Limited ❑ General ❑ Individual ❑ Trustee ❑ Other: Signer is Representing: ❑ Attorney In Fact ❑ Guardian of Conservator