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PROMISSORY NOTE <br /> 2,250,000.00 Pleasanton, California <br /> September 1, 1999 <br /> FOR VALUE RECEIVED, Ridge View Commons Associates, a <br /> California Limited Partnership (the "Borrower hereby promises <br /> to pay to the City of Pleasanton, California, a municipal <br /> corporation (the "Lender the principal amount of <br /> TWO MILLION TWO HUNDRED FIFTY THOUSAND and No /100th Dollars <br /> 2,250,000.00 (the "Loan with interest on the unpaid <br /> balance at the rate or rates specified below. <br /> The Lender or anyone who takes this Note by transfer or <br /> assignment and who is entitled to receive payments under this <br /> Note is called the "Holder." <br /> The proceeds of this Loan shall be used solely for that <br /> 200 -unit rental housing development located at 5200 Case Avenue <br /> in Pleasanton (the "Project <br /> The outstanding principal balance of the Loan evidenced by <br /> this Note shall bear simple interest at the rate of five and <br /> one -half percent (5.5 per annum from the date of disbursement <br /> until paid in full. <br /> Payments of principal and interest shall be due and payable <br /> as follows: <br /> (a) Annual Payments from Surplus Cash. Commencing on <br /> July 1, 2001 and on the first day of every July thereafter, <br /> Borrower shall pay 100% of the Surplus Cash (defined below) for <br /> the previous calendar year to Holder to reduce the indebtedness <br /> owed under this Note. <br /> (i) As used in this Note, "Surplus Cash" in a <br /> particular calendar year shall mean the amount by which Gross <br /> Revenue (defined below) exceeds Annual Operating Expenses <br /> (defined below) for the Project identified above. <br /> (ii) "Gross Revenue" with respect to a particular <br /> calendar year shall mean all revenue, income, receipts and other <br /> consideration actually received from the operation and leasing of <br /> the Project. Gross Revenue shall include, but not be limited to: <br /> All rents, fees and charges paid by tenants, Section 8 payments <br /> or other rental subsidy payments received for the dwelling units, <br /> deposits forfeited by tenants, all cancellation fees, price index <br /> adjustments and any other rental adjustments to leases or rental <br /> agreements; proceeds from vending and laundry room machines; the <br /> proceeds of business interruption or similar insurance; and the <br /> fair market value of any goods or services provided in <br /> ndt \Pleasanton.RVC 1 <br />