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<br />ATTACHMENT B <br /> <br />PROMISSORY NOTE <br />(Pleasanton Assisted Living) <br /> <br />$2,490,000 <br /> <br />P1easanton, California <br />,2005 <br /> <br />FOR VALUE RECEIVED, the undersigned BLP Partnership, Inc., a California nonprofit <br />public benefit corporation ("Borrower") hereby promises to pay to the order of the City of <br />P1easanton ("Holder"), a principal amount of up to Two Million Four Hundred Ninety Thousand <br />Dollars ($2,490,000) or so much thereof as is disbursed to Borrower pursuant to the Loan <br />Agreement (as defined below), plus interest thereon pursuant to Section 2 below. <br /> <br />1. Borrower's Obligation. This promissory note (the "Note") evidences <br />Borrower's obligation to pay Holder the principal amount of up to Two Million Four Hundred <br />Ninety Thousand Dollars ($2,490,000) for the funds loaned to Borrower by Holder to finance the <br />development of the Property pursuant to the Loan Agreement between Borrower and Holder <br />dated the same date as this Note (the "Loan Agreement"). All capitalized terms not otherwise <br />defined in this Note shall have the meanings set forth in the Loan Agreement. <br /> <br />2. Interest. Subject to Section 2.3(b)(ii)(3) and 2.3(b)(iv) ofthe Loan <br />Agreement, this Note shall bear simple interest at the rate often percent (10%) per annum on the <br />principal amount outstanding from the date of this Note until paid. <br /> <br />3. Term and Reoavment ReQuirements. The term ofthis Note (the "Term"), <br />shall commence with the date of this Note and shall expire on the date which is fifty-five (55) <br />years from the date of this Note. This Note shall be due and payable as set forth in Section 2.3 of <br />the Loan Agreement. <br /> <br />4. Securitv. This Note is to be secured by a Deed of Trust (the "Deed of <br />Trust"), to be recorded upon again Borrower' leasehold interest in the Property. <br /> <br />5. Terms ofPavrnent. <br /> <br />(a) All payments due under this Note shall be paid in currency of the <br />United States of America, which at the time of payment is lawful for the payment of public and <br />private debts. <br /> <br />(b) All payments on this Note shall be paid to Holder at City of <br />Pleasanton, P.O. Box 520, P1easanton, CA 94566, Attention: City Manager, or to such other <br />place as Holder of this Note may from time to time designate. <br /> <br />(c) Upon recordation of the Deed of Trust against the Property, this <br />Note shall become nonrecourse to Borrower, pursuant to Section 2.9 of the Loan Agreement. <br /> <br />1 <br /> <br />144\105\217603.5 <br />