AgdaPkt 2017-06-12 Joint SA PFA - Laserfiche WebLink

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the period of twenty (20) years from the date of the recordation of this Agreement, and LifeMoves agreed to grant to MidPen the right of first refusal to purchase the Property from LifeMoves in the event LifeMoves elects to sell the Property during such twenty (20) year period. D. Pursuant to the Purchase Agreement, this Agreement is to be subject and subordinate to the Affordability Agreement between LifeMoves and the City (the “Affordability Agreement”) and the Regulatory Agreement between LifeMoves and the County of San Mateo (the “Regulatory Agreement”), each to be recorded concurrently herewith. LifeMoves will be entering into a Right to Repurchase/Right of First Refusal with the County of San Mateo (the “County Right to Repurchase”), and a Deed of Trust in favor of the City to secure performance by LifeMoves of its obligations under the Affordability Agreement (the “City Deed of Trust”). The County Right to Repurchase and the City Deed of Trust will both be subordinate to this Agreement and MidPen’s rights hereunder. E. This Agreement will be subject and subordinate to any Loans which attach to the Property subsequent to the date of recordation of this Agreement with the prior, express written consent of MidPen and City Manager of the City given in the sole and absolute discretion of each Party in accordance with Section 11 below (collectively, the “Permitted Senior Mortgages”). F. LifeMoves desires to grant to MidPen, and MidPen desires to accept, the right to repurchase the Property and the right of first refusal to purchase the Property on the terms and conditions set forth herein. G. In consideration for the City’s willingness to subordinate the City Deed of Trust to this Agreement, LifeMoves and MidPen desire to grant the City certain rights as set forth in this Agreement. NOW, THEREFORE, LifeMoves and MidPen agree as follows: 1. Grant of Right to Repurchase the Property. LifeMoves hereby grants to MidPen the right to repurchase the Property on the terms and conditions set forth herein in the event that, during the period of twenty (20) years from the date of the recordation of this Agreement, either (a) LifeMoves voluntarily files a petition in bankruptcy, or (b) a petition in bankruptcy is filed against LifeMoves, and such involuntary petition is not dismissed within sixty (60) days of the date of filing, or (c) LifeMoves defaults in the performance of its obligations under the Affordability Agreement and/or Regulatory Agreement and fails to cure such default within fifteen (15) days after receipt of written notice of such default from the City or the County of San Mateo. MidPen may only exercise such right to repurchase by written notice to LifeMoves delivered within thirty (30) days after (x) the date of the filing of a voluntary petition in bankruptcy, in the event LifeMoves files a voluntary petition in bankruptcy; or (y) the sixtieth (60th) day after the filing of such involuntary petition in bankruptcy, without such involuntary petition having been dismissed, or (z) the date of the notice of default provided to REV: 06-06-17 JS ATTY/RESO.0051/CC RESO REDWOOD FAMILY HOUSE TRANSITIONAL HOUSING LOAN FORGIVENESS Page 27 of 68 6.3.B. - Page 32