Subordination Agreement 1998-0760451
-.. , HECORDING REQUeSTea 8, ' , lA i
~ - ' (HICAG01:-iLE CCi/!:.;{ -:1 0 4 DOC tt. .198-0760451
r- AND WHEN RECORDED MAil TO NOV 2"7, 1998 4" 5~ C:'M
I., -, -J, _ . '7>' .
~ Attent10n: Becky 'McMillerl '
, Name Ransho Bernardo Community B, nk OFFICIAl !i'rcORDS
Add'''' 16495 Bernardo Center Drive SAN DIEm COUllT'IIiIDJRIIR'S OFFIII
C~%~ San Diego, CA 92128GRE6DR\' J. SiiITH, fIDlTY RErnRlIR
FEES: 30.00
L8'c,mQ7 ~ 111111.1118111
UV8-01804S,
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SUBORDINATION AGREEMENT
" NOTICE: THIS SUBORDINATION AGREEMENT RESULTS IN YOUR SECURITY INTEREST IN THE PROPERTY
BECO, MING SUBJECT TO AND OF LOWE, R PRIORITY THAN THE LIEN O~ OTHER OR LATER '
SECURITY INSTRUMENT, '~
THISAGREEMENT,madethis IS:~ day of ," ~ ~t " ,19~ ,
byHardY Matthew Travis. a6 Trustee of the Travis Family Tru6t Dated November 1~'3
owner of the land hereinafter described and hereinafter .referred to as "OWner", andPoway Redeve lopment
Agency. a Public Body. Corporate and Polit1c
present Owner and holder of the deed of trust and note first hereinafter described and hereinafter referred to as
"Beneficiary";
WITNESSETH
THAT WHEREAS, Poway Redevelopment A!I;ency. A Public Body" Corporate and Politic
did execute a deed of trust, dated Februarv 9. 1998, to Hardy Matthew Travis. as Trust e
of thp Tr/=Ivij:; F:t~;1y Trust Drlr.p.n , as trustee, covering: .
November 11. 199
PARCEL A:
?arcel 1 of Parcel Map No.' 15255 in the City of ?oway, County of San Dtego, State of
California, as filed in the office of the County RecordQr of San Diego County~ June
6, .1988 as File No. 88-268184.
PARCEL B: See attached ?arcel B attached hereto and made a' part hereof,
to secure a note in the sum of $ 360,000.00 ,dated 'February 9, 1998
in favor of o"'a Re vel e enc a Public Body Cor orate and ?ol1tic
which deed of trust was recorded Fe ruan , 1 , in book - age--
Official Records of said county; and
WHEREAS, Owner has executed, or is about to execute, a dead 01 trust and note in the sum of
$ 1,300.000.00 " ,dated Au~ust . 1998 ,'in favor of
RrinC"ho BpTn:lrdo Cotnmunit:v Bank . I hereinafter
referred to as "lender", payable with interest and upon the le,ms and conditions described therein, which deed
Of trust is to be recorded concurrently herewi1h; and
WHEREAS, it is a condilionp'ecedent \0 obtaining said loan that said,deed of trust lastabove'mentioned
shall unconditionally be and remain at all time's a lien or charge upon the'land hereinbefore described. prior and
superio' to the Iien'or charge 01 the deed of trust first above mentioned; and '
WHEREAS; Lender is willing to make said loan provided the deed of trust secu,ing the,same is a lien or
charge upon the above described propeny prior and superior to the lien or charge'of the deed of trust firs1 above
mentioned and provided that Beneficiary will specifically and unconditionally subordinate the, lien or charge of
the deed of trust first above m'entioned to the lien or charge of the deed of trust in favor of Lender; and
TE 15S.l~1I1 (12.93J Pa98 I o~ 2
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, WHEREAS, ,it I!Ho,the mU,tual benefit of the, parties herelOthatLender make'such loan to Owner' and
BEmefici~ryi,~ "1illin,g th}l.U':!~l<jeed offiusf'securingthe same,shall, wneni(eco!~ed, cons,titute.a lien or charge
upon:sald,landwhlch Isuncondltlonally:prior and,superlor to the,lIe(liorcharge:of the"deed of trust first above
mentioned, '
NOW, THEREFORE, in, consideration of the mutual benefits accruing to,the parties hereto and other valuable
consideration, the receipt and su~ffi,ci!,~cy ,'of'which conside'ratlo~ is-,h~eieby acknowledged, and in order to
ind,uce Lender to make the loan above referred to, It is hereby declared, u~derstood am! ag,eed as follows:
(,1) ,p l:hal said deed of trust securing said 'note infaver of Lende" and ariy:renewa.ls or extensions thereof,
sraH uncondltionelly be and remalll:athWtimes alien or charge, on the property therein descnbed; prior'and
supilrior to the lien or charge of the 'deed of trust first above mentioned,
(2) . That Lender would not make its loan above described without this,siJbo'dination agreement.
(3) That this agreementshalLbiHhewhole and only agreement with regardto'lhe subordination of the lien
or charge of the deed of trust first',abovenientioned to the lien or charge of the:deed,of,trust in Javor, of Lender
above referred to and shall su'pi,rse'de and,:canc'el, 'but only insctar as, wouliJ'.liffect the priority between the
deeds of trust hereinbefore spedficaIIY',desciibed, any prior agreements as tOlsuCh siJbordi,nation inCluding,
but not limitei:lto, those provisions, itany, contained 'in the deed oftrusUir!itabove~i-nentioried, Which provide
for the subordination of the lien or charge thereof to anothe, deed or, deeds oft,usl or to another mortgage
or mortgages,
Beneficiary declares. agrees and ac~no,wledges that
(a) He or sh,e consentS,to and'approves:(iral,l:prcivisions of the note and deed'of t'ust in favor of LeOlJerab()ve
referred to, and (Ii) allagreements;,including:butnot hmitedto any loan or escrow agr,eements, between OWner
and Lander for the dlsbursemem of the proceeds of Lender's Loan;
(b) Lender in making disbursemenl,slpursuant :to.any such agreement.iSi under n" Oi:Jligation,'()r :d~!y 10,nor
has Lender representedthatil'will;,see:totheapphcat,on of such proceed~',bythe person or Persons,lo whom
Lender disburses such procee<;ls, ai1g,~n.'Y'~ppli!,ation or use of su<:;hpr,?ceeds"for F?urposesother,than:those
provided for In such agreement or agreements's~defeat the subordinatIOn herein made In whole or In part:
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(c) He Or she Intentionally anduI)G"Clnd,itl()f1aIlYn6i.~s. reli"<l~i'M3 ""d,~ubor?inates the lienor c~arf,evt--
the deed of tru$\ first ai:Jove mel),lIOn,ed',in,fa~lJ! .of the hen or charge upon, s,ald land of,lhe deed of trust In" avuP->
of Lende, abovereferr,ed toand,undeistands that In ,ehance upon, and 'In conSideration ()f, thiS ",'
',",". - 1'~li~~llIiSA<:Rli'r;;!f aAef subordination speci_flc..loans:andadvanc9s are being and ,will '-be.: made and".as p~rtima
parcel thereof; specific monetary and other obligations are being and.wiU;b'e,entered irilo which would not be
made or entered into but for sald'reliai-rce:!upon this '.~r61,i1'4~\ji6R~eAt ar.dsubordination; and
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(d) An, endorsement has been placed upon the note secured by the (jeed,of tru,Sl'first above mentioned that
said deed of trust has by thtS instrument been subordinated to theJien or charge 01 the deed of trust in favor
01 Lender above referred to,
NOTICE; THIS SUBORDINATION AGREEEMENT CONTAINSA,PROVISION,WHICH ALLOWS THE PERSON
06LIGATED'ON YOUR REALPROPERTY'SECUAITY TO OBTAINA,LOAN A PORTION OF WHICH 'MAY BE
EXPENDED FOROTHE;:; PURPOSES'THAN IMPROVEMENT OF THE"LAND,
l.J~+.\, '6\4 ! . ~~
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t.-y~ ~, ;1.;......J v " ' "Owner
" Beneficiary 4 '
V'~ ~ . ~natur96 rnllsrbe aCknQwltidged)'
Thi'3 Form Furnished By CHICAGO Tille Co~pany
ITIS,RECOMMENDED THAT, PRIOR TO THE EXECUTION,QFTHIS
SUBORDINATION,...GR'EEMENT, THE PARTIES, CONSULT WITH THEIR
ATTORNEYS WITH RESPECT THERETO,
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STATE OF CAUF,ORNIA, ., }
".A '1~ 5S,
COUNTY OF" ~ J-I ' . , ." , ,
On ~~' A -' /?ji7'9P , oefore me, L~r; '~G?""'~~
, " " ' a Notary Puolie inand;tor said County an State, personally
appearedWaAAL---") kI , \' ~
pe"so,naljy, 'kngwn 'tome (-sr ~re .ed 'ton," on FOR NOTARV S~AL OR 'STAMP
tbe ~".i., n/ '~';<f.~t"~iai!l',ee).to o,e
the person~whose name i re,suoscfiood to
~'~ithin,inst_rumentandaCk:nOW, -h~dged:,l~',":!e,t,hat r . -'-- " - - - r " - "1
~She/they executed ,the same in@her/thelf , " Vl'MNMAcZlS
authorized capacity~. and that o~er/their _'."'" ,.', COMM~103'1Z31
slgnatur~on the instrument,the person~; or i,'.,;; ,,',Nof, ory~-CGA_ ~
the entity upon be~alfof which the ,perso~) J ' 'Myc="~';~:~I_ (
acted, executed the Instrument. ~ _ ~ _ .,;.. _ _ ;. - T _ '_ _ _" '_ :..
, WITNESS 'my hand and official seal.
Signature ~ ~ 04"~;&
STATE OF CALIFORNIA,
} S,S,
COUNTY OF Ca1:ifornia ,
On November ,12 , 1998 , before me, Rebecca McMillen, Notary Public
----------.;.---==.-::-:::::::-=-::::=-_-~----.,.----- , a Notary Public in and tor said County and State, personally
appeared Hardv Matthe" Travis' aka Matthew H. Travis
personally known tt? me (or proved to me' on FOR NOTARV SEAL OR S,AMP
the baSIS of satisfactory evide"ce)to be
the person(s) whoSe'name(s):islare subscribed to
the within Instrume"nndacknowledged to,me that
he/she/they executed the ,same :in ,hislherltheir , , , ,
authorized capatity(ies), and that. by' his/her/their Q' REBECCA Me MI9Ufr68,
- - . . . , r'lrnIO;"'IO~ 4* 1,1 ....,
signatu'e(s) On' th," ,Inst,rument"the person(s), or -, " ," ,,' N:;?';'YP"~';~-,Cali/=, ;0 l
the entity upon behalf of which thepe'son(s) ~ " -, ,,,n Oi~ COlmiy ,t
acted, executed the instrument l MyCo"'''n.~SepZl;ZXl:! ;
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WITNESS mY~d and OmClal-'jal, .
7.' ..' c. .,
Signature ' ,,&uk.' Y1=(jYkfj7p--16 ) , , ,RaECCAMCMIl1J:N
' '.' ' camm\s!lon" 1194-568
i . Nc/OI'f, Public - C ol~an1o l
I ~ ' Son,oieg~ Courrly , t
.MVCcirim, ~Sep23.mz
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TE 160 Legsl,(2.94)
Th is form is furnished by Chicago Title Company
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PROMISSORY.NOTE
$360,000 11/'1 , 199~
Poway, California
FOR VALUE REQEIVED, MATT TRAVIS, as' Trustee!of the Travis Family Trust
Dated November 11, 1993 ("Bbrrower"), promises to pay to thePOWA Y REDEVELOPMENT
AGENCY, a public body, corporate and politic (the "Agency"), or order, at the Agency's office;at
13325 Civic Center Drive, Poway, California 92074-0789, orsucli other place as the Agency may
designate in writing, the prinCipa]sum of Three Hundred Sixty Thousand Dollars ($360,000) (the
"Note Amount"),
1. Agreement. This Promissory Note (the "Note") is.given in accordance with that
certain Disposition and Developmerit Agreement executed by the Agency, the Borrower and HMT
Automotive, Inc",datectas of November 4, 1997 (the "Agreement"), The rights and obligations of
the Borrower and the Agency under this Note shall be governed by the Agreement and by the
additional terms set forth in this Note,
2. Interest. The. Note Amount shall bear no interest.
3. Repayment of Note Amount, Borrower shall pay to the Agency four (4) payments
of Ninety Thousand Dollars ($90;000) e~ch, The tirst payment.of Ninety Thousand Dollars
($90,000) shall be due on December 1, 1999, The second payment of Ninety Thousand Dollars
($90,000) shall be due on December 1, 2000, The third payment of Ninety Thousand Dollars
($90;000) shall be due on December 1, 2001, The fourth payment of Ninety Thousand Dollars
($90,000), together with any other remaining balance owed pursuant to this Note, shall be due on
December 1, 2002,
4. Acceleration. Notwithstanding the above, however; the total amount of the
principal and interest outstanding upon the Note Amountand,any other amounts owed under this
Note shall become immediately due and payable upon the default by the,Borrower under the
Agreement, the Deed of Trustsecuring this Note, or this Note, which,has not been cured within the
period of time set forth in those , documents , Failure to declare, such amourits due shall not
constitute a waiver 'on the part of the Agency to declare them due subsequently,
5. Terms of Payment. Any payment under this Note shall be paid in currency of the
United States of America, which at the time of payment' is' lawful for the payment of public and
private debts,
6. Security. This Note is secured by a Deed of Trust dated the same date as this
Note,
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7. Waivers
(a) 'Borrower expressly agrees ,that this Note or any payment hereunder may be
extended from time to tiine' at the Agency's sole discretion and that the Agency may accept security
in consideration for any such extension or release any security for this Note at its sole discretion all
without in any way affecting'the liability of Borrower.
(b) No extension of time for payment of this Note made by agreement by the
Agency with any persoii,now or hereafter liable for the payment of this Note shall operate to
release, discharge, modify, change or affect the original liability of Borrower under this Note,
either in whole or in part.
, (c) The obligations of Borrower under this Note shall be absolute and Borrower
waives any and all rights to offset, deduct or withhold any payments or charges due under this Note
for any reasons whatsoever,
8. Attorneys' Fees and Costs. Borrower agrees that if any amounts due under this
Note are not paid when due, to pay'in addition, all costs and expenses of collection and reasonable
attorneys' fees paid or incurred in, connection with the collection or enforcement of this Note,
whether or not suit is flied,
9. Joint and Several Obligations, This Note is the joint and several obligation of all
makers, sureties, guarantors and endorser, and shall be binding upon them and their heirs,
successors and assigns,
10. Amendments and Modific:itions. This Note may not be changed orally, bufonly
by an amendment in writing signed by Borrower and by the Agency,
n. Agency May Assign, Agency may, at its option, assign its right to receive payment
under this Note without necessity of obtaining the consent of the'Borrower.
12. Borrower Assignment Prohibited. In no event shall Borrower assign or transfer
any portion of this Note without 'the prior express written consent of the Agency, which consent
may be given or withheld in the Agency's sole discretion,
13. Terms. Any terms not separately detined herein shall have the same meanings as
set forth in the Agreement.
BORROWER:
By:
Matt Travis, as
Trust dated Nove
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