AgdaPkt 2020-04-13 Joint SA PFA - Laserfiche WebLink

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6.A. - Page 48 of 66 amended from time to time in accordance with the terms hereof by an instrument recorded in the Official Records. Of even date herewith, Prior Owner, Subordinate Lender, and Borrower, will execute that certain Assignment and Assumption Agreement whereby Prior Owner will assign its duties under the Subordinate Loan Documents to Borrower, and Subordinate Lender will consent to the assignment. Also of even date herewith, (i) the Deed of Trust will be amended by that certain First Amendment to Deed of Trust with Assignment of Rents executed by Borrower for the benefit of Subordinate Lender, (ii) the Covenant will be amended by that certain First Amendment to Declaration of Affordability Covenants between Borrower and Subordinate Lender, (iii) the Subordinate Note will be amended by that certain First Amendment to Promissory Note executed by Borrower for the benefit of Subordinate Lender, and (iv) the Owner Participation Agreement will be amended by that certain First Amendment to Owner Participation Agreement between Borrower and Subordinate Lender. The parties hereto agree that upon the execution and recordation of the foregoing, the terms "Deed of Trust," "Covenant," "Subordinate Note," and "Owner Participation Agreement" shall refer to each respective document as amended as set forth in this paragraph, and that by executing this Agreement, Senior Lender hereby consents to the assignment and amendment of the same. 2. Permission to Place Mortgage Lien Against Property. The Senior Lender agrees, notwithstanding the prohibition against inferior liens on the Property contained in the Senior Loan Documents and subject to the provisions of this Agreement, to permit the Subordinate Lender to maintain the Subordinate Note, the Subordinate Security Instrument, the Covenants, the Owner Participation Agreement and other recorded Subordinate Loan Documents of record against the Property (which are subordinate in all respects to the lien of the Senior Security Instrument) to secure the Borrower's obligation to repay the Subordinate Note and all other obligations, indebtedness and liabilities of the Borrower to the Subordinate Lender under and in connection with the Subordinate Loan. Such permission is subject to the condition that each of the representations and warranties made by the Borrower and the Subordinate Lender in Section 3 is true and correct on the date of this Agreement. If any of the representations and warranties made by the Subordinate Lender in Section 3 is not true and correct, the provisions of the Senior Loan Documents applicable to unpermitted liens on the Property shall apply. 3. Borrower's and Subordinate Lender's Representations and Warranties. The Borrower and the Subordinate Lender, as applicable, make the following representations and warranties to the Senior Lender: (a) Relationship of Borrower to Subordinate Lender. The Subordinate Lender and Borrower each represent that the Subordinate Lender is not an Affiliate of the Borrower. (b) Relationship of Borrower to Senior Lender. The Borrower represents that it is not in possession of any facts which would lead it to believe that the Senior Lender is an 03-30-2020 PR ATfY/AGR.2020.060/KDF Communities / Citibank (Page 5 of 21) 202