Subordination Agreement Begin Loan 2012-04593084
Recording requested by: D O C # 2012-0459308
CHICAGO TnU OOMPAW IIIII 1111111111111111111111111111111111111111111111111111111111111111111
Recording Requested by AUG 06, 2012 8:00 AM
And When Recorded Mail to:
OFFICIAL RECORDS
SAN DIEGO COUNTY RECORDER'S OFFICE
City of Poway Ernest J. Dronenburg, Jr., COUNTY RECORDER
Box 789 FEES: MOO
Poway, CA 92074 g 3465 PAGES: 9
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SUBORDINATION AGREEMENT
BEGIN LOAN
THIS AGREEMENT (the "Agreement "), is made as of June 21, 2012, by and among the CITY
OF POWAY, a municipal corporation, hereinafter referred to as "City", Nicole N. Lieu Mai and
Tuan T. Mai, hereinafter referred to as "Borrower" and Bank of America, hereinafter
described as the "Lender ":
WITNESSETH
WHEREAS, in order to provide funds to the Borrower in connection with the purchase of
a home located at 12934 Metate Lane, Poway, California, which property is legally described in
Exhibit A attached hereto (the "Property "), the City has made a loan to Borrower in the original
principal amount of $54,266 (the "Subordinate Begin Loan "), evidenced by a Promissory Note
in favor of the City dated December 16, 2009 (the "Begin Note ") and secured by a Deed of
Trust and Security Agreement in favor of the City (the "Subordinate Begin Deed of Trust "),
recorded against the Property in the Official Records of San Diego County on December 16,
2009 as Instrument No. 2009 - 0694358. The Subordinate Deed of Trust, 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 Begin
Loan Encumbrances." The Subordinate Encumbrances, the Note, and all other documents
evidencing or securing the Subordinate Begin Loan are collectively referred to as the
"Subordinate Begin Loan Documents."
WHEREAS, pursuant to a Loan Agreement dated as of July 26, 2012 Bank of America
(the "Senior Lender ") is making a loan to Borrower in the amount of $192,399 (the "Senior
Loan "). The Senior Loan is secured by that certain Deed of Trust, Assignment of Leases and
Rents, Security Agreement and Fixture Filing dated as of July 26, 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."
Begin Subordination I
3466
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 Begin Loan
Encumbrances and that the City specifically and unconditionally acknowledge that the
Subordinate Begin Loan 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 City 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 Begin Loan 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 Begin Loan 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 Begin Loan Encumbrances, this
Agreement shall be the sole and only agreement with regard to the subordination of the
lien or charge of the Subordinate Begin Loan 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 Begin 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 CITY 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
disbursement of the proceeds of Senior Loan that have been submitted to City 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
Begin Loan Encumbrances in favor of the lien or charge upon the Property of the Senior
Begin Subordination 2
3467
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 Begin 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 City 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 Begin Loan
Documents, prior to the City declaring any default or taking any remedy permitted
against the Borrower under the Subordinate Begin Loan Documents or applicable law
based upon an alleged default under the Subordinate Begin Loan Documents, the City
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 City 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 Begin Loan Documents shall be given to the Senior Lender at the
following address:
Bank of America
P.O. Box 619003
Dallas, Texas 75261 -9003
(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 City and the City shall have thirty (30) days to cure such
default. The Senior Lender will not exercise any of its remedies against 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.
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 City 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
Begin Subordination 3
M•
occurred. Notices of any default by the Borrower under the Senior Loan Documents shall
be given to the City at the following address:
City of Poway
13325 Civic Center Drive
Poway, California 92064
Attention: Begin Program
(g) After a default under the Senior Documents, but prior to a foreclosure sale or deed in lieu
assignment of the Property, the City 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.
Begin Subordination 4
3469
IN WITNESS WHEREOF, parties hereto have signed this Agreement as of the day and
year first above written.
CITY OF POWAY
LE
SIGNATURES MUST BE NOTARIZED
[signatures continue on following page]
Begin Subordination
3470
STATE OF CALIFORNIA
COUNTY OF SAN DIEGO
On :Sw42 al Lij— before me, Carol S. Legg, Notary Public, personally
appeared Penny Riley, who proved to me on the basis of satisfactory evidence to be the person
whose name is subscribed to the within instrument and acknowledged to me that she executed
the same in her authorized capacity, and that by her signature on the instrument the person, 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
Comm Nasion N 1934185
NotSa Dlog - ounlYrnii /7
Sxr DNpo County
LTV-9, Omni. a r 28, 2015
Carol S. Legg, Notary Public Vdr
OPTIONAL
Title or type of document: 141ra/+C14
Document Date: �(� Ili— L
Number of Pages: 'f ej,,d
Signers Other Than Named Above: f q� �fRot j
�orruwcr-: N.co�,2 �`�
3471
THE BORROWER:
i
Nicole . >eu Mai
Tuan T. Mai
State of California
County of San Diego
/4AC0�lE
OnAwst before me a Notary Public, personally
appeared onii (1 Lacy 1YLv who
proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is /are
subscribed to the within instrument and acknowledged to me that he /she /they executed the
same in his /her /their authorized capacity(ies), and that by his /her /their signature(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 PERIURY under the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
RC%AW E 6ALDRE
- --f—�7 C&M ft8l" 1921968
Signatureo (Sea() San' CNllor
C.."n
Jan 10, 2015
3472
THE LENDER:
BANK OF AMERICA, N.A.
By: 4 -
Mar ilee Norton
State of California
County of San Diego
On 32012 before me, M�I�S�i ' `' °`, a Notary Public, personally
appeared
proved tg me on the basis of satisfactory evidence to be the persons) whose namrpsj is /dye
subscribed to the within Instrument and acknowledged to me that p�/she /they executed the
same inJa jher /ter authorized capacity(Jes and that by )7 slher /Weir signature(5j on the
instrument the person�9j, or the entity upon behalf of which the persoq(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 hand and official seal.
MELISSA A. SMITH
CON9A. M 1987$9$
NorAmru9uc•CAUSOnNU 3
E SAN gEGO COUNT'
S� rg' Commission Ezgrw
Signature /1/ (Seal) Janua727. 2018
3473
Uvel :3r
That certain property situated in the State of California, County of San Diego, City of
Poway, described as follows:
Lot 5 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.