HomeMy WebLinkAbout2022 CON D Avenue Housing Associates - Kimball Highlands Promissory Note Capitalized Ground RentPROMISSORY NOTE
[Kimbali Highlands - Capitalized Ground Rent]
$3,000,000.00As of lag , 2022
National City, California
RECITALS
A. WHEREAS, concurrently herewith COMMUNITY DEVELOPMENT
ENT
COMMISSION -HOUSING AUTHORITY T OF THE CITY OF NATIONAL CITY, a public
body, corporate and politic ("Lender"), and D AVENUE HOUSING ASSOCIATES, L.P.,
California limited partnership ("Borrower") are entering into that certain Ground Lease (Kimball
Highlands Master Plan Project Site of even date herewith ("Ground Lease");
B. WiTIEREAS, pursuant to the DDA, Lender is making a loan to Borrower in the
amount of . ,000,000.00.
NOW, THEREFORE, FOR VALUE RECEIVED, D, or *owerw promises to pay to the
order of Lender, at 1243 National City Blvd., National City, California 91950, or at such other
place as Lender may from time to time designate in writing, (a) the principal sum of ,000, 00.00,
with interest from the dates of disbursement of the loan until paid at the rate of 3.0% simple
interest, and (b) all fees, costs and expenses payable hereunder.
r Definitions; Interpretation, Accountin •
1.1 Definitions. initially capitalized words and terms used in this Note without
definition shall have the meanings ascribed thereto in the Ground Lease or the following
definitions, unless the context or use clearly requires otherwise:
"Base Rate" means a fluctuating interest rate per annum as shall be in effect from
time to time, which rate at all times shall be equal to the rate of interest announced publicly by
Bank of America, N.A., from time to time as its base rate.
"Capital Improvements" means all work and improvements with respect to the
Property for which costs and expenses may be capitalized in accordance with GAAP.
"Cash Flow" means, for the applicable period of time, the rernair der of Net
Operating Income less Debt Service.
Page 1
"Commencement Date" shall mean the earlier of (a) when the Construction has
been as certified by the project architect, or (b) when the Improvements have been placed in
service.
"Commission Deed of "rust" means the Deed of Trust of even date herewith by
which this Note is secured.
"Construction" means the construction to be performed by orrower pursuant to
the DDA.
"Debt Service" means scheduled debt service on the Senior Loan and any other
loans approved by Lender which a.re senior to the Commission ission Deed of Trust.
"ODA" means that certain Disposition and Development Agreement (Kimball
Highlands Master Plan) dated as of October 20, 2020, among Lender, Centro De Salud De La
Coru idad De San Ysidro, Inc., dba San Ysidro Health, and Community r ous ingWor s, a
California nonprofit public benefit corporation,
"Effective GrossIncome" means Operating Income after allowance for vacancy
and collection tosses.
"Executive Director" means the Executive Director of Lender or their designee.
"Fair Market Value" shall have the meaning provided in Section 12 . 2 ( of
the California Code of Civil Procedure or any successor statute thereto.
"Fiscal Year," means the fiscal year of Borrower, which is the calendar year.
"GAP" has the meaning set forth in Section 1.3 of this Note.
"Improvements" means the improvements to be made to the Property by Borrower
in accordance with the DDA,
"Net Operating Inconi " means, for the applicable period of time, the amount, if
any, by which Operating Income for such period exceeds Operating Expenses paid by Borrower
during such period, The calculation of Net operating Income for each Fiscal Year shall be
computed based on GAA (whether or not operating Expenses are properly e l ctible o • must e
characterized as a capital expenditure under the Internal Revenue Code).
"Net a nnancinng Proceeds" means, from time to time, the proceeds of any
Refinancing (less any reserves required by any lender, investor or TCAC) in excess of (a) the
amount of any senior obligation or debt secured by the Property and satisfied out of such proceeds,
and (b) the reasonable and customary costs and expensesincurred in connection with such
Refinancing.
"Net Sale Proceeds" means, from time to time, the gross proceeds of a Sale,
irrespective of the form of said proceeds, less (a) in full of the Senior Loan and any other
loans approved by Lender r which are senior to the Commission Deed of Trust, (b) return of the
Page 2
cash equity invested in the Project by the partners in Borrower, any reserve reasonably
contemplated by Borrower's partnership agreement at thetime this Note was executed by
Borrower or required by TCAC, and (d) the reasonable and customary costs and expenses incurred
by Borrower in connection with the subject Sale. If Lender reasonably e ermine that any Sale
is not made in an arm'arm's length transaction, other than to a. general partner in Borrower pursuant to
an option or right of first refusal granted to such general partner (or its affiliate) on or before the
date this s Note was executed by Borrower, then instead of the Net Sale Proceeds being the result
of the aforementioned deductions from the gross proceeds of the subject Sale, the Net Sale
Proceeds shall be the result of the aforementioned deductions from the Fair Market Value of the
Property.
"Official Records" means the Official Records of the County of San Diego,
California.
"OperatingExpenses" means, for the applicable period of time, al.l costs and
expenses incurred by f orro rer in the ordinary course of the management, ownership, and/or
operation of the Property by Borrower, including, wi.thout limitation, (a) tax credit syndication,
partnership management, guaranty, monitoring, asset management and other fees payable to the
partners of Borrower each in the amounts set forth in the art errs yip Agreement s in effect as of
the date of this Note, (b) any credit deficiency payments o.r tax equivalency payments owed to the
limited partner pursuant to the Partnership Agreement as in effect as of the date of this Note, (c)
all amounts deposited in th.e reserve fund of the Project for replacements, provided, however, such
amounts shall not, without the prior approval of the Executive Director, which approval shall not
be unreasonably withheld, exceed those amounts deposited as reserves r similar projects in
California, (d) all amounts deposited in the operating reserve fund of the Project, provided,
however, such amounts shall not, without the prior approval of the Executive Director, which
approval shall not be unreasonably withheld, exceed those amounts deposited as operating reserves
for similar projects in California, and e any d.evelopment fee payable to Developer and approved
by the Executive Director, the payment of which has been deferred. With reference to th.e reserve
funds referred to in subdivisions and d , above, Lender agrees thatany such reserve funds
required by the Senior Lender and/or the Tax Credit Partner shall be deemed reasonable. Debt
Service is not an Operating Expense, Operating Expenses shall not include ny expenses °or
Capital Improvements, except for Capital Improvements which are not paid from reserves.
Operating Expenses shall be calculated on a cash basis. The first adjustment of the Social Services
Fees shall be made on January 1 following the date on which the Certificate of Cmpletion issues.
"Operating Income" means, for the applicable period of time, all proceeds
received by Borrower from the operation o.f the ropert and from any and all sources resulting
from or attributable to the operation of the Property, including, without limitation, all rentals,
parking receipts, laundry receipts, forfeited Security Deposits, and all expense reimbursements
rsernents
paid to Borrower by tenants ofthe Property. Operating Income shall be calculated on a cash basis.
Operating Income shall not include any Senior Loan funds, payments for tax credits or the sale of
partnership interests in orrower, or proceeds of a casualty loss or condemnation. Operating
Income for the last year of the term of the Ground Lease shall include all amounts, if any,
remaining in the reserve fund of the Project, Operating Income shall also include any unds on
deposit in a reserve fund for the Project in excess of such amounts as are permitted to be included
Page
as Operating Expenses under this Note, unless such excess amount is required by any lender or
investor.
"Partnership Agreement" means that certain Amended and Restated Agreement
of im.ited Partnership of the Developer dated substantially concurrently herewith.
DDA.
"Project" means the improvements to be made to the Property pursuant to the
"Property has the meaning ascribed thereto in. the Commission Deed of Trust.
"Recordation Date" means the date on 1,vhich the Commission Deed of `rust
records in the Official Records.
"Refinancing" means changing the existing financing on the Property, or relating
to the Property, by increasing the amount of the existing mortgage s , adding one or more
mortgages to the existing Mortgages, or paying off an existing mortgage or mortgages and
obtaining a new, larger mortgage or mortgages, A Refinancing may be i.n any form, including,
without limitation, debt or a sale and leaseback.
of `rst.
Property.
"Sale" has the meaning set forth in subparagraph 29(d) of the. Commission .Deed
"Security Deposits" jeans all security deposits collected from tenants of the
"Senior Lender" jeans the holder of the Senior Loan.
"Senior Loan" means that certain construction/permanent loan made to Borrower
by Senior Lender, for the Construction and for permanent r financing.
"Senior Loan .Documents" means the documents evidencing and securing the
Senior Loan.
"Tax Credit Partner" means Bank of America, N.A. and Banc of America CDC
Special Holding Company, , Inc., and their successors and assigns.
1.2 Interpretation. In this Note, (a) the singular includes the plural and the plural the
singular; Tors and terms which include a number of constituent parts, things or elements,.
unless otherwise specified, shall be construed d as referring separately to each constituent part, thing
or element thereof, is well as to all of such constituent parts, things or elements as a whole;(0)
words importing any gender include the other* genders; (d) references to statutes are to be construed
as including all rules and regulations adopted pursuant to the statute ieermr*e.d to and a.11 statutory
provisions consolidating, amending or replacing the statute referred to; references to
agreements a.nd other contractual instruments shall be deemed to include all subsequent
amendments is thereto or changes therein entered into in accordance with their respective terms; 0
th.e words "hereto" or "herein" or "hereof' or "hereunder" or words of similar import port refer to this
Note in its entirety; (g) the words"include" or "including" or words of similar import, unless
Page
otherwise specified herein, shalt be deemed to be followed by the words "without Limitation";(1-0
all references to Arkles and Sections, unless otherwise specified, are to the Articles and Sections
of this Note; and (i) headings of Articles and numberings and headings of Sections and paragraphs
are inserted as a matter of convenience and shall not affect the construction of this Note.
1.3Accounting.Te.rms.....a..IDetei'minatjons. Unless otherwise specified herein, (a)
all accounting teas used herein shall be interpreted, (b) all accounting determinations hereunder
shall be made, and (c) all books, records and financial statements required to be delivered
hereunder shall be prepared in accordance with generally accounting principles as in effect from
time to time, consistently applied "GA " , except for changes approved by Lender.
2. ;Disposition_ and -_Deveiopment Agreement. Notwithstanding any provision to the
contrary set forth in the DDA, an Event of Default by Developer under the DDA shall not be
default hereunder, and a default hereunder shall not be an Event of Default by Developer under
the DDA.
3. Ground Lease. Notwithstanding any provision to the contrary set forth in the Ground
Lease, an Event of Default by Tenant under the Ground Lease shall not be a default hereunder,
and a default hereunder shall not be an Event of Default under the Ground Lease.
4. Financial Reporting tin ,and - AccountingCovenants. orro ver will permit the
representatives of Lender at any time or from time to time, upon one 1 business days notice and
during normal business hours, to inspect, audit and copy all of Borrower's books, records, and
accounts relating to the Property. Borrower shalt furnish or cause to be furnished to Lender the
following:
4.1 Quarterly Statements. As soon as available, and in no event later than fort -five
days after the close of each of the first three calendar quarters of each Fiscal Year,
commencing ending with the calendar uarter ending, June 30, 2024, financial statements of rrower,
including a balance sheet and profit-and-lossstatement, as at the close of and for such quarter, al
in reasonable detall and prepared in accordance with. GAAP; such statements to be accompanied
by a certificate signed by a general partner of orrrr to the effect that such statements fairly
present the financial condition of Borrower as at the date indicated and the results of operations
for the period indicated, subject, however, to year-end audit adjustments;
*2 Annual Statements. As soon as available, but in no event later than one hundred
twenty (120) days after the close of each Fiscal Year, financial statements of Borrower, including
a profit -and -loss statement, reconciliation of capital accounts and a consolidated statement of
changes in financial position of Borrower as at the close of and .for such Fiscal Year, all in
reasonable detail, certified as provided in clause (a) above by a general partner of Borrower;
.nnu I _ era hi Statements. As soon as available but in no event later than
one hundred twenty (120) days after the close of each Fiscal Year, an "Annual Operating
Statement" showing all Operating Income, Operating Expenses, Debt Service and any other
amounts taken into consideration in computing Net Operating Income e and Cash Flow, if any, for
the subject Fiscal Year, in a form reasonably satisfactory to the Executive Director;
Page
4.4 Tax Returns. As soon as available, but inno event later than at the time of filing
with the internal Revenue Service, thie federal tax returns (and u rti schedules, if any) of
Borrower;
4.5 u _i .Reports. Promptly upon receipt thereof, copies of all reports submitted to
Borrower by independent public accountants in connection with each annual, interim or special
audit of the financial statements o.f Borrower, made by such accountants, including the comment
letter submitted by such accountants to management in connection with their annual audit;
4.6 Notices, Certificates or Communications. Immediately ediatel upon giving or receipt
thereof, copies of any material .notices, certificates or other communications given by or on behalf
of Borrower or received by or on behalf of orr#ower# from Senior Lender pursuant to or in
connection with any of the Senior Loan Documents, as well as any material notices and other,
communications ciptivered to the Property or to Borrower naming Lender or the "Construction
Lender" as addressee, or which could reasonably be deemed to affect the construction of the
Improvements ents or the ability of Borrower to perform its obligations to Lender.
5. Payment. Borrower shall make payment on this Notein accordancewith the following:
5.1 Annual Payment. Concurrently with Borrower's delivery of each Annual
Operating Statement to Lender, Borrower shall make payments in the amount t of $30,000.00 on
this Note to Lender annually, In addition, if, when Borrower delivers each Annual Operating
Statement to Lender pursuant to Subdivision 4.3, above, said Annual Operating Statement shows
that there was Cash .Pow for the subject Fiscal Year, or part thereof, Borrower shall make payment
to Lender on account of this Note in the amount of 34.43% of such Cash Flow.
5.2 Refinancing. As and when there is any Refinancing of the Property, r, rr wer
shall pay the Net Refinancing inancin Proceeds to .Lender on account of this Note to the extent of the
outstanding balance of principand acer u d interest.
5,3 Mandatorpsiymentsi. If, upon completion of
Construction and when an independent audit of the total cost ofthe development has been prepared
as required by the Tax Credit Allocation Committee, forms 8609 have been issued by the Tax
Credit Allocation Committee e and all final tax creditadjusters have been agreed upon, the
remainder of said total cost of the development and funding of all required reserves less the sum
of (a) the actual syndication proceeds of the Federal Low -Income Housing Tax Credits, and (b)
the permanent loan proceeds (whether the product of a take-out or sate of the Senior Loan) for the
Project is less than 2 , ' ,0 01OO, then .Borrower shall, in connectionwith the closing of the
permanent loan, ,make a prepayment to Lender in the amount of such difference. That
notwithstanding, Borrower shall not be obligated under this Section to make all or any part this
payment if to do so would (a) violate any rule or regulation of the Tax Credit Allocation Committee
applicable to the Project, or (b) would jeopardize the Tax Credits for the Project.
5,4 Sale. As and when there is any Sale, Borrower shall pay the Net Sale Proceeds to
Lender on account of this Note to the extent of the outstanding balance of prinoipal and accrued
interest,
Page
, .1 Selir i n . In the v nt that the Net Sale Proceeds include financing
to be provided by orrow r as a purchase money lender, Lender shall not be obligated to
accept any part of said financing. All or any part of the payment to Lender shall be made
in cash.
. .2 In Kind Consideration. In the event that the Net Sale Proceeds include in
kind .consideration, Lender shall not be obligated to accept any part of such in kind
consideration, but Borrower shall be entitled to substitute cash for the cash equivalent value
of the in kind consideration. The cash equivalent value of the in kind consideration shall
be its Fair Market Value as detei'rnined by the Appraisal process.
6. Distribution of Profits. From and after the Commencement Date, Borrower covenants
and agrees that, except for fees payable as Operating Expenses pursuant to this Note, Borrower
shall not withdraw or distribute ibute to the r r in Borrower any of the rents, issues andfor profits
ofthe Project for any Fiscal Year unless payment is concurrently made to Lender o.f the percentage
of such rents, issues and profits payable to Lender pursuant to Section 5.1,
7. lit ri . This Note shall be all due and payable on the "Maturity Date," which Maturing
Date shall be fifty-five years after the issuanceof the certificate of occupancy for the
Improvements.
ements.
8. A lieatlorr a cri s. Any payments received by Lender* pursuant to the terms hereof
shall be applied first to sums, other than principal and interest, due Lender pursuant to this Note;
next to the payment t of all interest accrued to the date of such payment; and the balance, if any, to
the payment of principal,
9. Form of Payment. All amounts due hereunder are payable in immediately available funds
and lawful monies of the United States of America,
10. Dispute Regarding Annual _Qperating Statement. If Lender disputes any Annual
Operating Statement, Lender shall notify Borrower of such dispute and the parties shall cause their
representatives to meet and confer concerning the dispute and to use all reasonable efforts to reach
a mutually acceptable resolution of the matter in question within thirty days afterLender's
notice of such dispute. If the parties are unable to achieve a mutually acceptable resolution within
such -day period, then, within twenty 2 days after the expiration of such period, Borrower
and Lender shall appoint a national firm of certified public accountants to review the dispute and
to make a determination as to the matter in question within thirty 3 days after such appointment.
t.
If the parties cannot, within ten (10) days, agree on the firm to be appointed, then, upon the
application of either party, such firm shall be appointed by the presiding Judge of the Superior
Court for the County of San Diego, California. Such firm's determination shall be final and
binding upon the parties. Such firm shall have full access to the books, records and accounts of
the Borrower and the Project, If any audit by e ler reports an underpayment by orro er o.n
this Note, Borrower shall pay the amount of any such under4paymet, together with the late charge
specified in Section 13 of this Note, to Lender within five days after notice thereof to Borrower
or, in the event of a dispute, after notice to Borrower of the resolution of such dispute by the
independent firm of certified public accountants, as the case may be, and, if such underpayment
amounts to more than three percent (3%) of the disputed payment for the period audited, then,
Page
notwithstanding anything to the contrary in this Section, Borrower shall pay to Lender, within five
days after demand, Lender's reasonable costs and expenses in conducting such audit and
exercising its rights under Section 10 of thisNote i lu in reasonable ch r for the ervi
of any employees of Lender conducting such audit and exercising its rights under this Section).
L rmoyi_nent. At any time, Borrower may prepay in whole or in part, without penalty, the
outstanding principal balanceunder this Note, together with all accrued and unpaid interest, fees,
costs and expenses payable hereunder.
12. SecuIity . This Note and all amounts payable hereunder are secured by the Commission
Deed of Trust. The terms of the Commission Deed of rust are incorporated herein and made a
part hereof to the same extent and with the same force and effect as if fully set forth herein. A
default under any of the provisions of the Commission Deed of Trust shall be a default hereunder,
and a default hereunder shall be a default under the Commission Deed. ofTrust.
13. Late Palent. If any annual payment of accrued interest and principal is not received by
the Lender within ten 0 calendar days after the installment is due, Borrower shall pay to the
Lender a late charge of ftve percent (5%) such payment, such late charge to be immediately due
and payable without demand by Lender.
14. Acceleration and Other Remedies. I :
(a) any payment under this Note is not made de when due and Borrowerails to
cure said default within fifteen 1 days after notice from Lender;
(b) defaults under any other provision of this Noteand Borrower shall
have failed to cure said default within thirty days after notice from Lender, provided,
however, if cure of such default reasonably requires more than thirty days, then,
provided that Borrower commences to cure within such thirty (30)-day period and
thereafter diligently and continuously prosecutes the cure to completion, Botrower shall
not be in default during the cure period;
(0) Borrower, subject to force r ajerure, fails to complete the Construction;
(d) there is an event or occurrence which, pursuant to the Commission . Deed of
Trust, gives rise to c leratio the indebtedness evidenced by this Note,
the entire principal amount outstanding hereunder and accrued interest thereon shall at once
become due and payable, at the option of Lender.
1¢ Remedies. Upon the occurrence of an event of default and the expiration of any cure
period therefor as ,provided in this Note without such event of default having been cured, then, at
the option of Lender, the entire balance of principal together with all accrued interestthereon shall,
without demand or notice, but subject to the non -recourse ro i ions of Section 22 of this Note,
immediately become due and payable. Upon the occurrence of an event of default (and so long as
such event of default shall continue), the entire balance of principal together with all accrued
interest shall thereafter bear interest at the lesser of the maximum rate permitted by law, and
(b) the Base Rate plus three percent (3%) per annum. No delay or omission on the part of Lender
Page
in exercising any right under this Note or under the Commission Deed ofTrust shall operate as a
waiver of such right.
16. Third Party Cure Rights. Notwithstanding anything to the contrary contained in this
Note, Lender, prior to any action to enforce this Note, shall give. the Tax Credit Partner notice and
opportunity to cure for a period of not less than forty-five days if monetary default, and
(b) ninety 9 days if a nonmonetary default; provided, however, if in order to cure such a default
Tax Credit Partner reasonably determines that it must remove the general partner of Borrower, Tax
Credit Partner shall so notify Lender and so long as Tax Credit Partner is diligently and
continuously attempting to so remove e such general partner, Tax Credit Partner shall have until the
date thirty days after the effective date of the removal ofthe general partner or general partners
to cure such default but in no event more than one 1 year.
17. Water. Except as otherwiseexpressly provided herein, Borrower rower hereby waives
diligence, presentment, protest and demand, noticeof riotst, dishonor and nonpayment of this
Note, and expressly agrees that, without in .any way affecting the liability of Borrower hereunder,
Lender may extend any maturity date or the time for payment of any installment due hereunder,
accept additional security, release any party liable hereunder and release any security now or
hereafter securing this Note. Borrower further waives, to the full extent permitted by law, the right
ht
to plead any and all statutes of limitations as a defense to any demand on this Note, or on any deed
of trust, security agreement, lease assignment, guaranty or other agreement now or hereafter
securing this Note.
18. Attorneys' Fees. If this Note is not paid when due or if any event of default occurs,
Borrower promises to y all costs of enforcement and collection, including but not limited to,
reasonable attorney's fees, whether or not any action or proceeding is brought to enforce the
provisions hereof.
19. , Every provision of this Note is intended to be severable. In the event any
term or provision hereof is declared by a. court of competent jurisdiction to be illegal or invalid for
any reason whatsoever, such illegality or invalidity shall not affect the balance of the terms and
provisions hereof, which terms and provisions shall remain binding. and enforceable.
2O Interest Rate Limitation. Lender and Borrower stipulate and agree that none of the terms
and provisions contained herein or in any of the loan instruments shall ever beconstrued to create
a contract for the use, forbearance or detention of money requiring ym.t of interest at a mate in
excess of the maximum interest rate permitted l to be charged by the laws of the State of California.
In such event, if any holder ofthis Note shall collect monies which are deemed to constitute interest
which would otherwise increase the effective interest hate on this Note to a rate in excess ofthe
maximum rate permitted to be charged by the laws ofthe State of California, all such sums deemed
to constitute interest in excess of such maximum rate shall, at the option of such holder, be credited
to the payment of the sums due hereunder or returned to Borrower,
21. NonReeourse. Notwithstanding anything to the contrary contained in this Note or in the
Commission Deed of Trust referi'ed to in this Note, but without in any manner affecting the validity
of this Note or the lien or charge of the Commission Deed of Trust, in the event of any default
under the terms of this Note or the Commission Deed of Trust, the sole recourse of the Lender for
Page 9
any an.dall such defaults shall be by judicial foreclosure or by the exercise of the trustee's power
of sale, or such other appropriate means of enforcing the Commission Deed of Trust, and the
undersigned, and the partners of the undersigned, shall not be personally liable for the payment of
this Note or for any other default under the Commission Deed of Trust or for the payment of any
deficiency established after judicial foreclosure or trustee's sale under the Commission sion Deed of
Trust. Notwithstanding the limitations of liability set forth above, Borrower shall be ull liable
for:
(a) Cash Flow payable to Lender pursuant to Section 5,1 but not applied to this
Note; and
(b) all legal costs and expenses reasonably incurred by Lender in the
enforcement of this Note.
22. Headings. Headings t the beginning of each numbered Section of this Note are intended
solely for convenience and are not to be deemed or construed to be a part of this Note.
23. Giving_of Notice* Unless applicable law requires a different method, any notice that must.
be given to Borrower under this Note will be given by mailing it by first class mall to Borrower at
the following address:
orrower:
D Avenue Housing Associates, L.P.
c/o Community Housi gWc rl s
3111 Camino Del Rio North, Suite 800
San Diego, CA 92108
Attention: President and CEO
With a copy to: Downs Pham& Kuei LLP
235 .I Montgomery ery Street, 30th Floor
San Francisco, CA 94010
Attention: Irene C. Kuei
With a copy to: Bank of America, N.A.
MA 1-22 - O2. O2
225 Franklin Street
Boston, MA 02110
Attention: Asset Management
With a copy to: Banc of America CDC Special Holding Company, Inc.
MA 1-225 02-02
225 Franklin Street
Boston, MA 02110
Attention: Asset Management
With. a copy to:
Buchalter, a Professional Corporation
1000 Wilshire Boulevard, Suite 1500
Los Angeles, CA 90017
Page 1
Attn: Michael A. Williamson, Esq.
Matter No: B0 -o6 4
or at a different address if Borrower gives Lender a notice of that different address.
Any notice that must be given to Lender under this Note will be given by mailing it by first
class mail to Lender at the following address:
1243 National City Blvd.
National City, California 91950
Attention: Executive Director
or at a different address if Lender gives Borrower a notice of that different address.
24, Choice of Law. This Note shall be governed by and construed and enforced in accordance
with the laws of the State of California.
Borrower:
D AVENUE HOUSING ASSOCIATES, L.P.
a California limited partnership
By: CI-IW D Avenue, LLC, a California limited liability company
Its: Managing General P a r t n er•
By: Community HousingWorks,
a California nonprofit public benefit corporation
Its. sole member nd manager
By:
MarJan
Senior "
'4 pr•e. ident
Page 11