10A Action 2012 0618 - Laserfiche WebLink

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SECURED PROMISSORY NOTE $9,100,000 San Leandro, California 20 _.._. FOR VALUE RECEIVED, Alameda Housing Associates, L.P., a California limited partnership ( "Borrower "), promises to pay to the City of San Leandro, a municipal corporation ( "City "), in lawful money of the United States of America, the principal sum of Nine Million One Hundred Thousand Dollars ($9,100,000) or so much thereof as may be advanced by City pursuant to the Amended and Restated Owner Participation and Loan Agreement referred to below, together with interest on the outstanding principal balance in accordance with the terms and conditions described herein. Interest shall accrue on the outstanding principal balance at a rate equal to three percent (3 %) simple interest per annum, commencing upon the date of disbursement thereof. Interest shall be calculated on the basis of a year of 365 days, and charged for the actual .number of days elapsed. This Secured Promissory Note (this "Note ") has been executed and delivered pursuant to and in accordance with an Amended and Restated Owner Participation and Loan Agreement executed by and between Borrower and City, dated as of .tune 18, 2012 (the "OPA "), and is subject to the terms and conditions of the OPA, which is by this reference incorporated herein and made a part hereof. Capitalized terms used but not defined herein shall have the meaning ascribed to such terms in the OPA. This Note is secured by a Deed of Trust, Assignment of Rents, Security Agreement and Fixture Filing ( "Deed of Trust ") dated as of the date hereof, executed by Borrower for the benefit of City and encumbering the property described therein. City shall be entitled to the benefits of the security provided by the Deed of Trust and shall have the right to enforce the covenants and agreements contained herein, in the Deed of Trust, the OPA, the Regulatory Agreement and the other City Documents. The Regulatory Agreement shall remain effective for the full term thereof and shall survive the repayment of this Note. PAYMENTS 1.1 PAYMENT DATES; MATURITY DATE. Annual payments on this Note shall be payable on a residual receipts basis with fifty percent (50 %) of all Surplus Cash (defined below) payable to City toward principal and accrued interest. Payments shall be credited first to any unpaid late charges and other costs and fees then due, then to accrued interest, and then to principal. In no event shall any amount due under this Note become subject to any rights, offset, deduction or counterclaim on the part of Borrower. The entire outstanding principal balance of this Note, together with interest accrued thereon and any other sums accrued hereunder shall be payable in full on the date (the "Maturity Date ") which is the earlier of: (i) the fifty -fifth (55 anniversary of 1885645.5