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Habitat for Humanity Greater San Francisco, Inc.
<br />500 Washington Street, Suite 250
<br />San Francisco, CA 94111
<br />Attention: Chief Executive Officer
<br />5.4 Transfer by Owner. If neither Habitat nor City exercise its Option pursuant to Section 6, Habitat
<br />and City shall record and deliver to Owner a notice of waiver of Option pursuant to Section 6.3 below, and
<br />Owner may Transfer the Home to an Eligible Household for the then current Affordable Sales Price upon
<br />written approval of Habitat and City subject to the terms and conditions set forth in this Agreement,
<br />provided any such Eligible Household shall, as a condition of purchase of the Home, be required to
<br />execute a Grant of Option to Repurchase and Resale Restriction Agreement on terms similar to this
<br />Agreement with a term of fifty five (55) years, a Homebuyer Deed of Trust for the benefit of City, a HOME
<br />Homebuyer Note for the benefit of the City, and a HOME Homebuyer Deed of Trust for the benefit of the
<br />City.
<br />5.5 Assignment of Excess Sales Proceeds. If the Home is sold or otherwise Transferred by Owner,
<br />or any other party, in violation of this Agreement for more than the Adjusted Purchase Price as defined in
<br />Section 6.5, any proceeds of such sale or Transfer in excess of the Adjusted Purchase Price ("Excess
<br />Sales Proceeds") shall be deemed assigned to Habitat. Habitat shall be entitled to bring legal action to
<br />recover any Excess Sales Proceeds against any party who has received any Excess Sales Proceeds.
<br />Habitat's right to receive Excess Sales Proceeds shall be secured by the Habitat Deed of Trust recorded
<br />concurrently with this Agreement, and failure to pay such Excess Sales Proceeds shall entitle Habitat to
<br />exercise any of its remedies, including the power of sale. There shall be established a lien on the title to
<br />the Home so that if such Excess Sales Proceeds are not paid to Habitat, upon its demand, then Habitat
<br />has the right to enforce said lien on the Home pursuant to California Civil Code § 2924 et seq. As more
<br />particularly set forth in that certain Grant Agreement dated as of , 2020 and executed by
<br />and between Habitat and City ("Grant Agreement"), Habitat shall pay to City eighteen and 34/100 percent
<br />(18.34%) of Excess Sales Proceeds it receives, less costs of collection, based upon City's pro rata
<br />contribution toward the development cost of the Home taking into consideration the financial contributions
<br />of Habitat and other public agencies that have provided financing and that require payment of a share of
<br />Excess Sales Proceeds. If the financial contribution to the Project provided by City or other public
<br />agencies is modified, the City's share of Excess Sales Proceeds shall be modified accordingly.
<br />6. OPTION.
<br />6.1 Grant of Option. Owner grants to Habitat (and to City if Habitat chooses not to exercise its rights),
<br />the right and option to repurchase (or purchase) the Home, upon any proposed Transfer of the Home by
<br />Owner (the "Option"). Pursuant to the Option, Habitat, or the City, as applicable, shall be entitled to
<br />repurchase (or purchase) the Home for the price established pursuant to Section 6.5 below on the terms
<br />and in the manner set forth in this Agreement. Nothing in this Agreement shall constitute a waiver of any
<br />due on sale clause or other provisions contained in a deed of trust on the Home, in favor of, or which was
<br />authorized by, Habitat.
<br />6.2 Option and Repurchase Period. If Habitat decides to exercise its Option, it shall, within sixty (60)
<br />days of receipt of the Transfer Notice (Wabitat Exercise Period g, notify Owner and City in writing at the
<br />addresses listed in Section 11.4 that it chooses to exercise the Option (the "Exercise Notice"). If Habitat
<br />exercises its Option, it shall repurchase the Home within sixty (60) days of the date it sends the Exercise
<br />Notice. In lieu of purchasing the Home itself, Habitat may assign the Option, in its sole discretion, to the
<br />City or another public agency, a nonprofit organization, or another Eligible Household selected by Habitat
<br />(a "Designated Purchase'). If Habitat has elected not to exercise the Option or assign the Option to a
<br />Designated Purchaser, Habitat shall inform the Owner and City in writing prior to the expiration of the
<br />Habitat Exercise Period. Thereafter, the City shall have the right to exercise the Option for an additional
<br />sixty (60) days after receipt of such notice from Habitat (the "City Exercise Period") . If the City
<br />decides to exercise its Option, it shall, within the City Exercise Period, notify Owner and Habitat in writing
<br />that it chooses to exercise the Option. If the City exercises its Option, it shall purchase the Property within
<br />sixty (60) days of the date it sends to Owner and Habitat the notice of exercise. In lieu of purchasing the
<br />Property itself, the City may assign the Option, in its sole discretion, to a Designated Purchaser selected
<br />SF #4815-2365-6406 v1
<br />REV: 05-19-2021 SK
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