RDA Agmt 2009 Munteanu_Gavril etc

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i i ARTICLE I LOAN TERMS 1.1 LOAN AND NOTE. Agency agrees to loan to Owner, and Owner agrees to borrow from and, subject to the provisions of Section 1.2.1, repay to Agency, the sum of Twenty Five Thousand Three Hundred and Seven Dollars ($25,307), upon the terms and conditions and for the purposes set forth in this Agreement. The Loan shall be evidenced by the Note which shall be dated as of the Effective Date and executed by Owner substantially in the form attached hereto as Exhibit E. Provided that Owner has complied with all conditions set forth in Section 2.3, the Loan Proceeds shall be disbursed in accordance with Section 2.2 hereof. The Parties agree that the Agency shall disburse Loan Proceeds only for and to the extent necessary for the purposes set forth in Section 2.1. 1.2 INTEREST RATE; REPAYMENT; LOAN FORGIVENESS. The outstanding principal balance of the Note shall bear interest at the rate of three percent (3%) simple interest per annum. Provided that Owner is not in default under the Loan Documents, no payments shall be due on the Loan. The entire outstanding principal balance of the Loan together with accrued interest and all other sums due under the Loan Documents shall be payable in full upon the occurrence of an Event of Default or upon Transfer (defined in Section 1.4) of the Property or part thereof without Agency's written consent. 1.2.1 LOAN FORGIVENESS. On the tenth (10th) anniversary of the Effective Date, the entire outstanding balance of the Loan, together with accrued interest, shall be forgiven, provided that no Event of Default has arisen under the Loan Documents. 1.3 SECURITY. As security for repayment of the Note, Owner shall execute the Deed of Trust in favor of Agency as beneficiary pursuant to which Agency shall be provided a lien against the Property and the Improvements. The Deed of Trust shall be dated as of the Effective Date, shall be substantially in the form attached hereto as Exhibit F, and shall be recorded in the official records of Alameda County. Agency shall reconvey the Deed of Trust upon the full repayment of the Loan or upon forgiveness of the Loan pursuant to Section 1.2.1. 1.4 PREPAYMENT: ACCELERATION. (a) Prepayment. The Note or any portion of the outstanding principal balance due under the Note may be prepaid at any time and from time to time, without penalty or premium. Any prepayment of principal must be accompanied by interest accrued but unpaid to the date of receipt of prepayment. Prepayments shall be applied first to accrued but unpaid interest and then to principal. In no event shall any amount due under the Note become subject to any rights of offset, deduction or counterclaim on the part of Owner. (b) Due On Sale. Unless Agency agrees otherwise in writing, the entire unpaid principal balance and all interest and other sums accrued under the Note shall be due and payable upon the Transfer absent the prior written consent of Agency, of all or any part of or interest in the Property or the Improvements, other than a lease of the Improvements or part thereof entered into in the ordinary course of business. "Transfer" shall include any i t ~z23~-2 4