Subordination Agreement 2004-0094742' 'PLEASE COMPLETE THIS INFORMAO I• •
"ICAGO;TITL COM...�-_�-
SUBDIVISION DEPT.
:AND WHEN RECORDED MAIL TO::
Poway Redevelopment Agency
1-3325 Civic Center Drive
P.O:., Box 789
I r,. Poway, California 92064
hf7V( .Order. 433051208 -U52
NSUBORDINATION AGREEMENT
(Please fill in document tide(s) on this 6e)
6' �� DOC 0 2004 ®0094742
FEB 05, 2004 3 =53 PM
OFFICIAL RECORDS
SAH.DIEGO C<IONTY RECORDER'S OFFICE
,GREGORY J., SMITH: COUNTY RECORDER
FEES: 0.00
V
905
RwFo #R25
I IIIIII VIII VIII VIII IIII IIIIII VIII VIII VIII VIII VIII VIII IIII IIII
ItlNdf '?,..Lv ,,:;!, Vj 2004- 0094742 ,.
THIS PAGE ADDED'TO PROVIDE ADEQUATE SPACE FOR RECORDING INFORMATION
(Additional recording fee applies)
• ,167 "5 9 •.
SUBORDINATION AGREEMENT
THIS AGREEMENT, made and entered into- as ,of -the �hday, of January, 2004, by
POWAY REDEVELOPMENT AGENCY, a public body.(hereinafter'referred to as the "Second
Mortgagee ") for the benefit ofIDS;LIFE INSURANCE COMPANY, a Minnesota corporation
(hereinafter referred to as the "First Mortgagee ").
PRELIMINARY RECITAL:
A. The Second Mortgagee is the owner and holder of that certain.Deed of Trust With
Assignment of Rents .made and delivered by Poway - Nierman Limited Partnership, a California
Limited Partnership (hereinafter referred to as the "Borrower "), to the Second Mortgagee dated
,T(j . 10�3 , 2004, in the stated principal amount of One Hundred Ninety -Seven
Thousand, Six Hundred Seventy =Nine and 32/100 Dollars ($197;679.32), filed in the.oflice of
the County Recorder, San Diego County, California, on , 2004 as Document
No. (hereinafter referred to as the "Second Mortgage "), which constitutes a lien
against the real property ,described on Exhibit "A" attached hereto and made a part hereof
(hereinafter referred'to as the. "Premises").
B. The First Mortgagee is the owner and holder "of that certain Deed of Trust,
Assignment of Rents, Security Agreement_ and Fixture Filing Statement made and delivered by
the Borrower; 'dated May 30, 2000, imthe stated principal amount, of Four Million One.Hundred
Thousand and No /100 Dollars ($4;100,000.00) ("Loan Amount "), filed in the office of the
County Recorder, San Diego County, California, on May 30, 2000 as Document No. 2000-
0280620 (hereinafter referred to as the "First Mortgage"); which. constitutes a lien against. the
Premises. The loan evidenced by the First Mortgage shall be referred to as the "First Mortgage
'Loan."
C. As a, condition of the First Mortgagee permitting the Second Mortgage; the First
Mortgagee requires that the' Second Mortgage be subordinated to the First Mortgage.
D. The Borrower has requested the Second Mortgagee to subordinate the Second
Mortgage to the First Mortgage in order .to induce the First Mortgagee to permit the Second
Mortgage, and the Second Mortgagee is willing to do so.
NOW, THEREFORE, in consideration of the First Mortgage. Loan and One and 00 /100
Dollar ($1.00) and other good and valuable consideration, the receipt and sufficiency of which
are hereby acknowledged, the Second Mortgagee herebyagrees as;follows:
1. The Second Mortgagee does hereby subject and subordinate the Second Mortgage and
the lien thereof against the Premises and any other security given to or held by the
Second Mortgagee as security for payment of the indebtedness secured by the Second
Mortgage to the First Mortgage and any other security given by the Borrower for
repayment of the.First Mortgage Loan and -to each and every advance made by the First
Mortgagee, its successors and assigns, pursuant to the First Mortgage Loan, and to any
renewal; extensions or consolidations of the same.
3407/2;01/16/04
2. The Second.Mortgagee warrants that it is the ownenof the Second Mortgage as above
described and .has' all right and title to enter into this 'Subordination Agreement and
acknowledges4at;but for the execution of this Subordination - Agreement, that;the First
Mortgagee would not permit the Second Mortgage.
The Second Mortgagee = agrees that the First MortgagesLoan, the First,Mortgage and any
other security given iirconnection therewith may from time.to time be extended altered,
modified and renewed without the consent of the Second Mortgagee and without said
actions affecting the:fUll`and,complete subordination of the Second Mortgage td the First
.Mortgage. The Second. Mortgagee consents to any release of all or any part of the
security given .for payment- of the First Mortgage Loan, any acceptance of additional
security of any kind and, any release of or resort.to any parry liable for payment thereof,,
all without affectingthe subordination of the Second Mortgage to the First Mortgage.
4. The Second Mortgagee agrees that it shall not, modify' the Second Mortgage or any
documents executed in _connection therewith without the First. Mortgagee's prior written
consent, which consent may be withheld by First Mortgagee in, its sole discretion. The
Second, Mortgagee agrees that it shall not extend the ,_Second Mortgage or any documents
executed in connection therewith without the First Mortgagee's prior written .consent;
which consent shall notbe unreasonably withheld.
5. No waiver or release • or. relinquishment of the rights; of'the:First Mortgagee under this
agreement -shall be construed by any action on the part "of the First Mortgagee unless said
waiver or release is; expressly contained in an instrument executed and delivered by the
First Mortgagee to the :Second Mortgagee.
6. This Subordination Agreement and the burdens contained herein shall run with the
Second Mortgage rand shall be binding upon the Second Mortgagee, its ,successors and
assigns, including any. subsequeriv holders of the Second MortgageTrom and aher'the date
hereof. The rights and benefits•contained in this Subordination Agreement shall run with
the First Mortgage and shalbinuee to the benefit of the First Mortgagee, its successors and
assigns, including any„ subsequent purchaser of the First Mortgage.
7. The disbursement of anysums secured by the First- Mortgage -shall constitute reliance by
the First Mortgagee upon the terms and provisions of this Subordination Agreement.,
8. Second Mortgagee shall provide First Mortgagee with written notice of any defaults
under the secondary loan together with an, opportunity to cure such defaults, at the sole
option of First Mortgagee. First- Mortgagee shall be given a ten (10) day grace period
beyond any grace period provided to Borrower.
9. The payments on the.secondary loan, if any, shall be at .a fixed rate with fixed payment
throughout the term, thereof and there shall be no accrual of interest thereon.
10. The loan amount secured by the First Mortgage shall not exceed the greater of (i) the
Loan Amount and all fees, costs; expenses, penalties and accrued interest as outlined in
the First Mortgage and any other loan document given by the Borrower in connection
3407/2;01/16/04 - 2 -
00 16.761 00
with the First. Mortgage Loan or (ii) eighty percent ^(80%u) of the fair market value of the
Premises.
IN WITNESS WHEREOF, this Subordination Agreement has been executed as of the
day and year first above written.
First Mortgage Holder:
State of Minnesota)
ss)
County of Hennepin)
IDS LIFE INSURANCE COMPANY, a
Minnesota corporation
By:
7�
Nancy Hu hes
Its:
Assistant Vic Presid t
By:
Eliz eth J. R stad
Its:
Assistant Secretary
The fore oing instrument was acknowledged before me this day of
20V by Nancy Hughes the Assistant Vice President and Elizabeth J.
Rustad the Assistant Secretary of IDS Life Insurance Company, a Minnesota
corporation on behalf of the corporation..
Pro
0
LISA M. NEPPL •
�Z `'.
a:r
'`9 N07ARY PUBLIC= MINNESOTA
My Commissan Expires Jert J1, 2G06
3407/2;11/20/03 - 3 -
Second Mortgage Holder:
State of California
0 16762 10
POWAY REDEVELOPMENT AGENCY,
a publ' body
By
Na LSc�ir
Its: Executl UE �2ECT Or2
Its:
County of
On .S/2(1.2Ia , 2003, before.me; ShlqQR.i,e b, W10R.k-p lI Afr2w Pulb1i c.
Name and Title of officer (e.g., "John Doe, Notary Public ")
personally appeared saroe,} 1_ • 9'OlcleC Sad,
Name(s) of Signer(s)
X personally known to me
e
to be the person whose naive is subscribed to the within
instrument and acknowledged to me that he executed the
same in his authorized'capacity, and that by his signature
on the instrument the person or the entity upon behalfof
which the person'acted; executed the instrument.
WITNESS.my hand and official seal.
Signature of Notary Pd is
3407/2;01/16/04 - 4 -
167'63 �
THIS DOCUMENTWAS'DRAFTED BY:
Joel L. Rietz,.Esq.
OPPENHEI VMR WOLFF & DONNELLY LLP
3400 Plaza VII
45 South Seventh Street
Minneapolis, Minnesota 55402 -1609
(612) 607 -7000
3407/2;01/16/04 - 5 -
� 16764 �
EXHIBIT "A?'
LEGAL DESCRIPTION
THAT CERTAINTROPERTY SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF
SANDIEGO'DESCRIBED AS FOLLOWS:
PARCEL A:
PARCELS L,2,3 AND 4 OF PARCEL MAP NO. 137,14, IN THE CITY OF POWAY,
COUNTY OF SAN DIEGO,, OF CALIFORNIA, FILED IN THE OFFICE OF THE
COUNTY RECORDER OF'SAN'DIEGO, COUNTY, MARCH :12,.1985, AS FILE NO: 857
080780 OF OFFICIAL RECORDS.
.
NON - EXCLUSIVE EASEMENTS FOR 'INGRESS AND,EGRESS AND FOR THE PASSAGE
OF MOTOR VEHICLES INTO, OUT OF, ON, OVER AND ACROSS:. THOSE CERTAIN
EASEMENTS DESCRIBED IN ARTICLE 1 OF THAT CERTAIN` DOCUMENT ENTITLED
"RECIPROCAL MUTUAL ACCESS. EASEMENT AGREEMENT" RECORDED JULY 2,
1'985 AS FILE NO. 85- 2380:1;0 OF'OFFICIAL RECORDS, IN THE OFFICE OF THE
COUNTY RECORDER OF SAN DIEGO COUNTY.