09B - Laserfiche WebLink

SECURED PROMISSORY NOTE (Sunflower Hill) $2,250,000 Pleasanton, California , 20 FOR VALUE RECEIVED, L..P., a Califomia limited partnership ("Borrower"), promises to pay to the City of Pleasanton, a municipal corporation (the "City"), in lawful money of the United States of America the principal sum of Two Million, Two Hundred Fifty Thousand Dollars ($2,250,000) or so much thereof as may be advanced by City pursuant to the 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 principal balance of this Note outstanding from time to time at the rate of three percent (3%) simple annual interest. 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 a Disposition, Development and Loan Agreement (the "Loan Agreement"), dated as of , 2018, executed by and between City and Sunflower Irby LLC, a California limited liability company ("Sunflower Irby"), and is subject to the terms and conditions of the Loan Agreement, 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 Loan Agreement. Pursuant to that certain Assignment and Assumption Agreement dated as of the date hereof, executed by and between Borrower and Sunflower Irby and acknowledged by City ("Assignment and Assumption Agreement"), Borrower assumed the rights and obligations of Sunflower Irby under the Loan Agreement. This Note supersedes in its entirety that certain Predevelopment Promissory Note dated as of , 2018 and executed by Sunflower Irby for the benefit of City (the "Prior Note"). Pursuant to the Assignment and Assumption Agreement, Borrower assumed Sunflower Irby's obligation to repay the outstanding balance of the Prior Note. The original principal amount of this Note is equal to the sum of: (a) Two Hundred Fifty Thousand Dollars ($250,000) which is equal to the outstanding principal balance of the Prior Note as of the date of this Note, and (b) Two Million Dollars ($2,000,000) which is equal to the amount of additional funds to be disbursed to Borrower pursuant to the Loan Agreement. As of the date of this Note, the Prior Note has been cancelled. This Note is secured by a Leasehold 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 Loan Agreement, and the other City Documents, including without limitation, that certain Affordable Housing Regulatory Agreement and Declaration of Restrictive Covenants dated as of the date hereof, executed by and between City and Borrower and recorded in the Official Records of OAK #4810-7923-7210 v2 1