Res18 15644 - Laserfiche WebLink

Browse Search

Subordinate Lender (the "Subordinate Mortgage") to be recorded substantially concurrently herewith in the Official Records of San Mateo County, California (the "Official Records"). Borrower and Subordinate Lender have also entered into a certain Declaration of Affordability Covenants dated as of 2018 and to be recorded in the Official Records substantially concurrently herewith, relating to and/or encumbering all or a portion of the Property (collectively, the "Subordinate Restrictions"). The Subordinate Note, Subordinate Mortgage, Subordinate Restrictions and all documents which evidence, guaranty, secure or otherwise pertain to the Subordinate Loan, collectively constitute the "Subordinate Loan Documents". E. The Senior Lender has agreed to permit the Subordinate Lender to make the Subordinate Loan and to place subordinate mortgage liens against the Property subject to all of the conditions contained in this Agreement. NOW, THEREFORE, in order to induce the Senior Lender to permit the Subordinate Lender to make the Subordinate Loan to the Borrower and to place a subordinate mortgage lien against the Property, and in consideration thereof, the Senior Lender, the Subordinate Lender and the Borrower agree as follows: Definitions. In addition to the terms defined in the Recitals to this Agreement, for purposes of this Agreement the following terms have the respective meanings set forth below: "Affiliate" means, when used with respect to a Person, any corporation, partnership, joint venture, limited liability company, limited liability partnership, trust or individual controlled by, under common control with, or which controls such Person (the term "control' for these purposes shall mean the ability, whether by the ownership of shares or other equity interests, by contract or otherwise, to elect a majority of the directors of a corporation, to make management decisions on behalf of, or independently to select the managing partner of, a partnership, or otherwise to have the power independently to remove and then select a majority of those individuals exercising managerial authority over an entity, and control shalt be conclusively presumed in the case of the ownership of 50% or more of the equity interests). "Borrower" means the Person named as such in the first paragraph of this Agreement and any other Person (other than the Senior Lender) who acquires title to the Property after the date of this Agreement. 'Business Day" means any day other than Saturday, Sunday or a day on which the Senior Lender is not open for business. "Default Notice" means: (a) a copy of the written notice from the Senior Lender to the Borrower stating that a First Mortgage Loan Default has occurred under the First Mortgage Loan; or (b) a copy of the written notice from a Subordinate Lender to the Borrower stating that a Subordinate Loan Default has occurred under the Subordinate Loan. Each Default Notice shall specify the default upon which such Default Notice is based. "First Mortgage Loan Default" means the occurrence of an "Event of Default' as that term is defined in the First Mortgage Loan Documents. "First Mortgage Loan Documents" means the First Mortgage Loan Agreement, the First Mortgage Note, the First Mortgage, and all other documents evidencing, securing or otherwise executed and delivered in connection with the First Mortgage Loan. "Person" means an individual, estate, trust, partnership, corporation, limited liability company, limited liability partnership, governmental department or agency or any other entity which has the legal capacity to own property. SMRH:485014366.4 -2- ATTY/AGR/2018.029/MID PEN MOSIAC GARDENS - SUBORDINATION AGREEMENT REV: 02-06-18 JS