Agmt 2014 Alameda Housing Associates LP

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(i) The Borrower is unable to acquire the Property, despite Borrower's good faith efforts; Provided that Borrower is not in default under this Agreement, if Borrower elects to terminate this Agreement as set forth above, and upon Borrower's delivery to City of all Assigned Documents(as defined in the Assignment Agreement), the City shall forgive all amounts owed to City pursuant to this Loan Agreement. 3. The last sentence of Section 1.3 is amended and restated to read: "Draws from replacement reserves in excess of$10,000 shall be subject to City approval." 4. The following is added to the end of Section 1.6: "The City agrees that the Borrower may use the Loan Funds for the predevelopments costs set forth in Exhibit E,provided that Borrower has submitted documentation to City evidencing that the Project has been awarded tax credit financing." 5. Section 1.9 is amended and restated as follows: "The Borrower shall execute, and pledges to operate the development in compliance with, a Regulatory Agreement substantially in the form attached as Exhibit F which shall restrict eleven (11) of the units in the Project for occupancy by Very Low-Income Households at affordable rents(as more particularly described in the Regulatory Agreement) for twenty(20)years. The Regulatory Agreement shall be recorded in the Official Records of Alameda County at Construction Closing." 6. The following language is added to the end of Section 1.10.1: "Notwithstanding Section 1.10.1(i) through(xii), the City shall disburse to Borrower up to Six Hundred Fifty Dollars ($650,000) in HOME Funds to reimburse Borrower for the costs set forth on Exhibit E provided that the Borrower(a)provides invoices evidencing such costs to the City, in a form reasonably acceptable to the City, (b)provides City with documentation that Borrower has been awarded tax credit fmancing for the Project and(c)) satisfies the conditions set forth in Section 1.10.1 (ii), (iv), (vi)with respect to property(as may be applicable) and liability insurance, (vii) and(viii)." 7. Exhibits A,B,C, and D to the Agreement are replaced in their entirety with the Exhibits A,B C, and D that are attached to this Agreement. 8. Section 5.12 is amended and restated as follows: "This Agreement, together with Exhibits A through F attached hereto and incorporated herein by reference, and the agreements referenced herein, constitutes the entire agreement between the parties with respect to the subject matter hereof, and supersedes all prior oral or written agreements with respect thereto." 2258177.2 . 2