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ATTACHMENT 3 RECORDING REQUESTED PURSUANT AND WHEN RECORDED MAIL TO: County of San Mateo Department of Housing 264 Harbor Blvd., Bldg. A Belmont, California 94002 Attention: Raymond Hodges PONY DOH 209 No fee for recording pursuant to Government Code Section 27383 INTERCREDITOR AGREEMENT (Mosaic Garden) This Intercreditor Agreement (the "Agreement") is made as of 2018, by and among the City of Redwood City, a California municipal corporation (the "City"), the County of San Mateo, a political subdivision of the State of California (the "County"), and MP Mosaic Garden Associates, L.P., a California limited partnership (the "Borrower"), with reference to the following facts: A. The Borrower intends to renovate 55 units of existing affordable rental housing and construct supportive on-site service offices at 3752-3770 Rolison Road in the City of Redwood City, County of San Mateo, on the real property described on the attached Exhibit A, which is incorporated herein by reference (the "Property"). B. Pursuant to a Loan Agreement (the "City Agreement") dated as of , 2018, the City has agreed to loan Borrower One Million One Hundred Thousand and No/100 Dollars ($1,100,000.00) (the "City Loan") consisting of funds from the City's Affordable Housing Fund. The City Loan is evidenced by a promissory note by the Borrower in favor of the City (the "City Note"). The Borrower's obligation to repay the City Loan, as evidenced by the City Note, will be secured by a deed of trust on the Property (the "City Loan Deed of Trust"). C. Pursuant to a Loan Agreement dated as of _, 2018 (the "County Loan Agreement"), by and between the County and the Borrower, the County has agreed to loan the Borrower a total of Eight Million Four Hundred Twenty -Nine Thousand Two Hundred and Eleven Dollars ($8,429,211) (the "County Loan"), consisting of Affordable Rental Acquisition and Preservation Program (Measure K) funds. The County Loan is evidenced by a promissory note by Borrower in favor of the County (the "County Note"). The Borrower's obligation to repay the County Loan, as evidenced by the County Note, will be secured by a deed of trust on the Property (the "County Deed of Trust") (collectively, the City Deed of Trust and the County Deed of Trust shall be referred to as the "Deeds of Trust"). D. The City, the County, and the Borrower (the "Parties") wish the City Loan Deed of Trust and the County Deed of Trust to be equal in lien priority and for the Parties to share, ATTY/AGR/2018.028/MID PEN MOSIAC GARDENS —I NTERCREDITOR AGREEMENT REV: 02-06-1815 Page 1 of 7