Subordination Agreement 2012-0198469RECORDED AT THE REQUEST OF
CHICAGO TITLE COMPANY
SUODMSION DEPT.
And When Recorded Mail to:
Poway Housing Authority
BOX 789
Poway, CA 92074
P
D O C# 2012
111111111111111111111111111 1111111111111111111111 11111 IN
APR 05, 2012 8:00 AM
OFFICIAL RECORDS
SAN DIEGO COUNTY RECORDER'S OFFICE
Ernest J. Dronenburg, Jr , COUNTY RECORDER
FEES: 9300 WAYS- 4
7168 PAGES: 12
93co06 ZZ y -ul Z
SUBORDINATION AGREEMENT
THIS AGREEMENT (the "Agreement "), is made as of April 2, 2012, by and among the
POWAY HOUSING AUTHORITY, a public body, corporate and politic, as successor in interest
to the Poway Redevelopment Agency, pursuant to Part 1.85 to Division 24 of the California
Health & Safety 9AVection 34176, hereinafter referred to as "Housing Authority"*J*fsbh//t/ah/r/;/dW
Fill'illt& AWJ4Iikf M4s'WR (11608, hereinafter referred .td as "Borrower" and First Nations
Home Finance, hereinafter described as the "Lender ": *JAYSON PATRICK PHILLIPS AND
WITNESSETH JULIET MARIE VASEL— PHILLIPS
WHEREAS, in order to provide funds to the Borrower in connection with the purchase of
a home located at 12970 Metate Lane, Poway, California, which property is legally described in
Exhibit A attached hereto (the "Property"), the Poway Redevelopment Agency (the "Agency ")
has made a loan to Borrower in the original principal amount of $29,602 (the "Subordinate
Loan "), evidenced by a Promissory Note in favor of the Agency dated July 29, 2011 (the
"Note ") and secured by a Deed of Trust and Security Agreement in favor of the Agency (the
"Subordinate Deed of Trust'), recorded against the Property in the Official Records of San
Diego County on July 29, 2011 as Instrument No. 2011- 0387225. In addition, in connection
with the Subordinate Loan, an Occupancy, Refinancing, and Resale Restriction Agreement with
Option to Purchase (the "Resale Restriction Agreement") was recorded against the Property in
the Official Records of San Diego County on July 29, 2011 as Instrument No. 2011- 0387223,
and a Notice of Affordability Restrictions on Transfer of Property (the "Notice of Restrictions ")
was recorded against the Property in the Official Records of San Diego County on July 29, 2011
as Instrument No. 2011- 0387226. The Subordinate Deed of Trust, the Resale Restriction
Agreement and the Notice of Restrictions, together with any and all amendments and
modifications thereto recorded in the Official Records of San Diego County in connection with
the Subordinate Loan, are hereinafter referred to as the "Subordinate Encumbrances." The
Subordinate Encumbrances, the Note, and all other documents evidencing or securing the
Subordinate Loan are collectively referred to as the "Subordinate Loan Documents."
WHEREAS, as a result of AB 1X 26, the Agency has dissolved and the Housing
Authority has succeeded to the interest of the Agency in all of its housing assets and functions,
including the Subordinate Loan Documents.
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WHEREAS, pursuant to a Loan Agreement dated as of March 29, 2012, First Nations
Home Finance (the "Senior Lender') is making a loan to Borrower in the amount of $288,000
(the "Senior Loan "). The Senior Loan is secured by that certain Multifamily Deed of Trust,
Assignment of Leases and Rents, Security Agreement and Fixture Filing dated as of March 29,
2012, which will be recorded in the Official Records of San Diego County concurrently herewith
(the "Senior Loan Deed of Trust'). The Senior Loan Deed of Trust and any other instruments
or documents which are recorded in connection with the Senior Loan shall be referred to
collectively as the "Senior Loan Encumbrances." The Senior Loan Encumbrances and any and
all notes, loan agreements, and other documents and instruments executed by Borrower in
connection with the Senior Loan shall be collectively referred to as the "Senior Loan
Documents."
WHEREAS, it is a condition precedent to the Senior Lender providing the Senior Loan
that the Senior Encumbrances be unconditionally and at all times remain a lien or charge upon
the Property prior and superior to all the rights of the holder of the Subordinate Encumbrances
and that the Housing Authority specifically and unconditionally acknowledge that the
Subordinate Encumbrances are and shall remain subordinate to the lien or charge of the Senior
Encumbrances.
WHEREAS, it is to the benefit of all the parties herein that the Senior Loan be made to
the Borrower; and the Housing Authority is willing that the Senior Encumbrances shall, when
recorded, constitute a lien or charge upon the Property which is unconditionally prior and
superior to the lien or charge of the Subordinate Encumbrances.
NOW, THEREFORE, in consideration of the mutual benefits accruing to the parties
hereto and other valuable consideration, the receipt and sufficiency of which consideration is
hereby acknowledged, and in order to induce the Senior Lender to provide the Senior Loan, it is
hereby declared, understood and agreed as follows:
(1) That Senior Encumbrances, and any renewals, modifications or extensions thereof, shall
unconditionally be and remain at all times a lien or charge on the Property described,
prior and superior to the lien or charge of the Subordinate Encumbrances;
(2) That the Senior Lender would not provide the Senior Loan without this Agreement; and,
(3) That with regard to the priority of the Subordinate Encumbrances, this Agreement shall
be the sole and only agreement with regard to the subordination of the lien or charge of
the Subordinate Encumbrances to the lien or charge of the Senior Encumbrances and
shall supersede and cancel any prior agreements as to such subordination including, but
not limited to, those provisions, if any, contained in the Subordinate Deed of Trust, which
provide for the subordination of the lien or charge thereof to another deed or deeds of
trust, another mortgage or mortgages, or any other property use restrictions or covenants.
THE HOUSING AUTHORITY hereby declares, agrees and acknowledges that:
(a) It consents to all provisions of the Senior Documents and of any and all other agreements,
including but not limited to any escrow instructions or agreements, relating to the
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7170
disbursement of the proceeds of Senior Loan that have been submitted to Housing
Authority for its review (collectively, "Disbursement Provisions "):
(b) The Senior Lender, in approving any disbursements pursuant to any such Disbursement
Provisions, is under no obligation or duty to, nor has the Senior Lender represented that it
will, see to the application of such proceeds by the person or persons to whom the
proceeds are disbursed and any application or use of such proceeds for purposes other
than those provided for in the Senior Documents shall not defeat the subordination herein
made in whole or in part; and,
(c) It intentionally and unconditionally subordinates the lien or charge of the Subordinate
Encumbrances in favor of the lien or charge upon the Property of the Senior
Encumbrances and understands that in reliance upon, and in consideration of, this
subordination, specific loans and advances are being and will be made and, as part and
parcel thereof, specific monetary and other obligations are being entered into which
would not be made or entered into but for said reliance upon this subordination.
(d) Upon any event of foreclosure of the Subordinate Deed of Trust, whether by power of
sale or by court action, or upon a transfer of the Property in lieu of foreclosure, such
foreclosure shall not be deemed an event of default under any of the Senior Loan
Documents provided that the Housing Authority or any assignee of its rights or transferee
of the Property agrees to assume all of Borrower's obligations under the Senior Loan
Documents within ninety (90) days of such foreclosure and thereafter complies with all
terms of the Senior Loan Documents.
(e) Notwithstanding anything to the contrary contained in the Subordinate Loan Documents,
prior to the Housing Authority declaring any default or taking any remedy permitted
against the Borrower under the Subordinate Loan Documents or applicable law based
upon an alleged default under the Subordinate Loan Documents, the Housing Authority
shall give notice to the Senior Lender of such alleged default, and the Senior Lender shall
have a period of not less than ninety (90) days to cure such alleged default.
Notwithstanding the foregoing, other than the appointment of a receiver to collect monies
owing from the Borrower, the Housing Authority may take any reasonable action it
deems necessary or appropriate in good faith to protect its security. Notices of any
default by the Borrower under the Subordinate Loan Documents shall be given to the
Senior Lender at the following address:
First Nations Home Finance
7330 Engineer Road, Suite A
San Diego, CA 92111
(f) Concurrently with a notice from the Senior Lender to the Borrower that a default or
breach exists under the terms of any of the Senior Documents, Senior Lender shall send a
copy of such notice to the Housing Authority and the Housing Authority shall have thirty
(30) days to cure such default or at any time that Borrower would have a right to cure it,
whichever is greater. The Senior Lender will not exercise any of its remedies against
Subordination A 3
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7171
Borrower or the Property during any applicable cure period set forth herein beginning
after the date such notice is given to Senior Lender, except that Senior Lender may take
any reasonable action it deems necessary or appropriate in good faith to protect its
security. During such cure period both the Housing Authority and the Lender shall have
the right to negotiate with the party giving the notice of default, provided that
notwithstanding (a) any discussions or negotiations between the parties—Lbj any other
provisions of this Agreement or (c) any claim of any party to the contrary, Lender has
not waived and does not waive any of its rights or remedies under the Senior Documents
and Lender expressly reserves all of its rights and remedies under the Senior Documents
whether or not any such negotiations or discussions are taking place No consent shall be
required of any Lender for the Housing Authority or any other party to exercise rights to
cure a default. Notwithstanding anything to the contrary in this Agreement, any
indebtedness and any other amounts secured by the Senior Encumbrances may be
accelerated and become immediately due and payable in accordance with the terms of the
Senior Lender Deed of Trust or any other Senior Documents and a notice of default may
be recorded in the applicable governmental office immediately upon the occurrence of a
default and expiration of any applicable notice and cure periods set forth in the Senior
Documents, provided, however, that if the underlying default giving rise to such
acceleration is a monetary default, the Housing Authority and Borrower shall be deemed
to have cured the default by tendering payment of all amounts then due as if no
acceleration of any indebtedness had occurred. Notices of any default by the Borrower
under the Senior Loan Documents shall be given to the Housing Authority at the
following address:
Poway Housing Authority
13325 Civic Center Drive
Poway, California 92064
Attention: SHOP Program
(g) After a default under the Senior Documents, but prior to a foreclosure sale or deed in lieu
assignment of the Property, the Housing Authority shall have the right to purchase the
Property from the Borrower and pay all amounts due and owing under the Senior
Documents.
(h) The provisions of the foregoing paragraph are intended to supplement, and not to limit,
waive, modify or replace, those provisions of law pertaining to notice and cure rights of
Subordinate lenders including, without limitation, those set forth in California Civil Code
§§ 2924b and 2924c.
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IN WITNESS WHEREOF, parties hereto have signed this Agreement as of the day and
year first above written.
POWAY HOUSING AUTHORITY
La
SIGNATURES MUST BE NOTARIZED
[signatures continue on following page]
Subordination A
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7173
STATE OF CALIFORNIA
COUNTY OF SAN DIEGO
On ape;( a JD14- before
personally appeared P4%r+nit I
of satisfactory evidence to be the
[,art, S . Notary Public,
aN proved to me on the basis
s) whose name(#) is /ate subscribed to the within
instrument and acknowledged to me that k /she /tl>$y executed the same in bis /her /their
authorized capacity(ies), and that by lats /her /their signatures) on the instrument the person(s), or
the entity upon behalf of which the person(*) acted, executed the instrument.
I certify UNDER PENALTY OF PERJURY under the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
CAROL S.LEGG
Commission 1 1934186
Notary Public - Caltlornta Notary Public
San Diego County
M Comm..Ea free A r 28, 2015 J
7174
THE LENDER:
[SIGNATURE BLOCK OF SENIOR LENDER]
i
�dh,l M. Najoc$IK4
ALL SIGNATURES MUST BE NOTARIZED
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7175
CALIFORNIA ALL - PURPOSE ACKNOWLEDGMENT
State of California
County of tA&I ,DI" - D
On - — l7- before me, T/tlZ+t hdifll�.S�te. �whlrc
Data Here Insert Name antl TrtI of the Oihcer
personally appeared
ELIZABETH A. SHOEMAK y
JMV Commission at 189125
Notary Public - Catkin, $T�� t1m0( ('nl Oty Comm LA.. ],. i .. <
Commission # 1891297
Notary Public - California
San Diego County
Comm. Exones Jun 25. 2014
who proved to me on the basis of sat' factory
evidence to be the perso) whose name /arer'
subscribed to the within in trument and acknowledged
to me that he /s a /they executed the same in
his/Ker /th authorized rcapacity(ie� and that by
Till /h(rr /t Ir signature( on the Instrument the
person( or the entity upon behalf of which the
personi acted, executed the instrument.
I certify under PENALTY OF PERJURY under the
laws of the State of California that the foregoing
paragraph is true and correct.
and of tibial seal.
Signatur ac�c
Place Notary OPTIONAL
Seal Above Slgna ure of I ovary Publ¢
Though the information below is not required by law, it may prove valuab ersons relying on the document
and could prevent fraudulent removal and reattachment of this form to another document.
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Signer's Name:
❑ Corporate Officer — Title(s):
❑ Individual
❑ Partner — - ]Limited . 1 General Top or numb ne-e
❑ Attorney in Fact
❑ Trustee
❑ Guardian or Conservator
❑ Other:
Signer Is Representing:
Signer's Name:
• Corporate Officer — Title(s):
• Individual
• Partner — ❑ Limited 1 7 General Too of thumb n
• Attorney in Fact
• Trustee
Guardian or Conservator
J Other:
Signer Is Representing.
Number of Pages:
C92009 National Notary Association • NationalNotary org • 1- 800 -US NOTARY 11- 800 - 876 -682]1 Item #5907
7176
THE BORROWER: AQ+ "J
[BORROWER'S SIGNATURE BLOCKI
/ /Jay Son PadrrcK Qhrll;ps
By:41, WI g" k7'
JuirdY Malt v0.Sti- Qr„,ne$
SIGNATURES MUST BE NOTARIZED
[signatures continue on following page]
Begin Subordination
7177
CALIFORNIA ALL - PUR A
State of California 1
County of rl N a(e_C�zi J
On before me, -
Date I Here Insert Name and Title of the 0lficer
personally appeared P J P�f _lea Y1 Q c, C
Namelsl of t^x igner(s)
SHARON K. SMITH
_ Commission # 1801468
`r Notary Public - California £
San Diego County
My Comm. Expires Jun 13, 2012
who proved to me on the basis of satisfactory evidence to
be the person(s) whose name(s)-s 3'2�Si ubscribed to the
within instrument and acknowledged to me that
- i9eFslaQ tEe executed the same in
capacity(ies), and that by N&4;@Z41j�DLsignature(s) on the
instrument the person(s), or the entity upon behalf of
which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws
of the State of California that the foregoing paragraph is
true and correct.
WITNESS-my- official seal.
Signatur �C- -c
Place Notary Seal Above Signature of Notary Public
OPTIONAL
Though the information below is not required by law, it may prove valuable to persons relying on the document
and could prevent fraudulent removal and reattachment of this form to another document
Description of Attached Document
Title or Type of Document:
Document Date:
Signer(s) Other Than Named Above:
Capacity(ies) Claimed by Signer(s)
Signers Name:
❑ Individual
• Corporate Officer —Title(s). —
• Partner — L Limited ❑ General
❑ Attorney in Fact
7 Trustee
J Guardian or Conservator
J Other:
Signer Is Representing:
F RINT
Signer's Nat
❑ Individual
Number of Pages:
❑ Corporate Officer — Title(s):
❑ Partner — L Limited ❑ General
❑ Attorney in Fact
❑ Trustee
❑ Guardian or Conservator
C Other
Signer Is Representing:
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7173
EXHIBIT A
That certain property situated in the State of California, County of San Diego, City of Poway,
described as follows:
[TO BE PROVIDED]
Subordination A
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LEGAL DESCRIPTION 7179
LOT 25 OF CITY OF POWAY TRACT NO. 06 -06 THE MEADOWS, IN THE CITY OF POWAY,
COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO.
15743 FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY MARCH
5, 2009.
(APN: 317- 350 -64)
END OF LEGAL DESCRIPTION