AgdaPkt 2019-05-20 Joint SA PFA - Laserfiche WebLink

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6.B. - Page 6 of 46 by the Internal Revenue Service for the month of June, 2019 (ii) the maturity date of the Original HOME Loan shall be extended to the date that is the earlier of the fifty-fifth (55th) anniversary of the date upon which the Project construction financing converts to permanent financing or the fifty-seventh (57th) anniversary of the date hereof; and (iii) interest accrued under the Original Note through the date of this Agreement shall be added to the principal balance of the Original HOME Loan. 5. Limited Partner's Right to Cure. Assignee's limited partner shall have the right to cure any default of Assignee under the Original HOME Loan Documents as modified by this Agreement upon the same terms and conditions afforded to Assignee. City shall deliver notice of any default under the Original HOME Loan Documents to Assignee's limited partner at the address specified in Section 12.1 below concurrently with City's delivery of such notice to Assignee. Any cure tendered by a limited partner of Assignee shall be deemed to be a cure by Assignee and shall be accepted or rejected on the same basis as if tendered by Assignee. 6. Loan Documents. Assignee's obligation to repay the Original HOME Loan as modified pursuant to this Agreement shall be evidenced by an Amended and Restated Promissory Note ("Amended Note") that Assignee shall execute as of close of escrow for Assignor's acquisition of the Property ("Close of Escrow") and which shall replace and supersede the Original Note. Performance of Assignee's obligations under the Original HOME Loan Agreement as amended by this Agreement, and repayment of the Amended Note shall be secured by an Amended and Restated Deed of Trust ("Amended Deed of Trust") that Assignee shall execute as of Close of Escrow, which shall replace and supersede the Original Deed of Trust, and which shall be recorded against the Property at the Close of Escrow. 7. Affordability Restrictions. Assignee shall comply with the rent and occupancy restrictions for the Project as set forth in an Affordable Housing Regulatory Agreement and Declaration of Restrictive Covenants ("Regulatory Agreement") that City and Assignee shall execute and record against the Property at the Close of Escrow. Assignee acknowledges that the Regulatory Agreement will require the Project to be restricted for occupancy by lower income households at affordable rents for a period of fifty-five (55) years. Effective as of the Close of Escrow, the Regulatory Agreement shall supersede and replace the affordability covenants set forth in the Original HOME Loan Agreement. 8. Loan Agreement Remains Effective. Except as modified by this Agreement, the Original HOME Loan Agreement shall remain unchanged and in full force and effect. 9. Assignor _ Representations. Assignor represents and warrants to City and Assignee that: (i) Assignor is a duly organized, validly existing limited partnership in good standing under the laws of the State of California; (ii) Assignor has the power and authority to execute, deliver, and perform its obligations under, this Agreement; (iii) this Agreement and all other documents or instruments executed and delivered by Assignor, or to be executed and delivered by Assignor, pursuant to or in connection with this Agreement, have been or will be executed and delivered by persons who are duly authorized to execute and deliver the same for and on behalf of Assignor, and all actions required under Assignor's organizational documents and applicable governing law for the authorization, execution, delivery and performance of this Agreement and all other documents or Page 3 of 12 ATTY/DOCS-AGR/2019.120 REDWOOD OAKS ASSOCIATION II LP —ASSIGNMENT, ASSUMPTION, AND LOAN MODIFICATION AGREEMENT REV: 05-10-19 DZ 34