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ATTY/AGR/2015/AMENDMENTS/AMEND NO.1 – OMNIBUS LOAN DOCUMENTS CITY CENTER PLAZA
<br />REV: 10-23-15 VR
<br />OAK #4827-0422-4297 v2
<br />Page 7 of 24
<br />EXHIBIT B
<br />
<br />AMENDED AND RESTATED DEVELOPER NOTE
<br />$371,076 _______________, 2016
<br />Redwood City, California
<br />FOR VALUE RECEIVED, [insert name of approved new Owner], a California Limited
<br />Partnership (“Maker”), whose principal address is ____________________________, California
<br />______, promises to pay the CITY OF REDWOOD CITY, a municipal corporation, as housing
<br />successor agency to The Redevelopment Agency of the City of Redwood City (“Payee”), at Box
<br />391, Redwood City, California 94064, or at such other place as Payee may from time to time
<br />designate, the principal sum of Three Hundred Seventy One Thousand -Seventy Six Dollars
<br />($371,076) (the “Balance”), being the unpaid balance of what was originally a One Million Four
<br />Hundred Forty-Five Thousand Dollars ($1,445,000) loan (the “Original Loan”), with simple
<br />interest at the rate of three percent (3%) per annum.
<br />1. The Original Loan was made pursuant to Section 201 of that certain Disposition
<br />and Development Agreement (the “DDA”), originally between Mezes Court Associates, a
<br />California Limited Partnership (“Original Maker”), Payee and J.H.R. Trust, dated February 5,
<br />1996. This is a purchase money note for the remaining portion of the purchase price of the Site
<br />sold to the Original Maker pursuant to the DDA. Maker and Payee have succeeded to the
<br />interests of Original Maker and The Redevelopment Agency of the City of Redwood City
<br />(“Original Payee”) in the Balance.
<br />2. Payment of this Note is secured by a deed of trust, assignment of rents, security
<br />agreement and fixture filing, which was recorded in the Official Records of San Mateo County
<br />on June 28, 1996 as instrument number 96-079146 (as amended, the “Deed of Trust”) from
<br />Maker to Payee upon the Site.
<br />3. Maker will continue ownership of the affordable housing project on the Site
<br />(“Project”), consisting of approximately eighty-one (81) residential units, one hundred nineteen
<br />(119) underground parking spaces, and a child care facility. The Site will continue to be used for
<br />affordable housing as described in the DDA and in accordance with and subject to the provisions
<br />of the Affordable Housing Covenant (Attachment No: 8 to the DDA), recorded against the Site
<br />as Instrument No. 96-079147 on June 28, 1996, as amended.
<br />4. This Note shall be due and payable in full on [insert later of (i) the date which is
<br />57 years from the date of recordation of the deed of trust securing the approved Senior Loan,
<br />and (ii) December 1, 2072]. Annual payments of principal and interest shall be due on May 1 of
<br />each year, and shall be payable exclusively from residual receipts of the Project for the preceding
<br />calendar year. For purposes of this Note, residual receipts shall be the excess of operating
<br />income over operating expenses. Operating income means all income and receipts received by
<br />Maker from the operation of the Project, but shall not include capital contributions paid to
<br />Maker. Operating expenses shall include all costs and expenses related to ownership and
<br />operation of the Project including, but not limited to, deposits into reserves not to exceed 6% of
<br />gross rents, utilities, insurance, taxes and other similar charges, debt service currently due on all
<br />6.3.A. - Page 15
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