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SUBORDINATION AGREEMENT
<br />(continued)
<br />AP N/P a rce I ID(s): 062-093-520
<br />WHEREAS, the Subordinate Lender and Owner agree to the above -referenced subordination in favor of Lender.
<br />NOW, THEREFORE, for valuable consideration and to induce Lender to make certain amendments to the Senior Loan
<br />and Senior Loan Documents, Owner and Subordinate Lender hereby agree for the benefit of Lender as follows:
<br />1.1 Each of Lender and the Subordinate Lender agree that the Senior Loan Documents and the Subordinate Loan
<br />Documents are unconditionally and will remain at all times, liens, claims, or charges on the Property in the
<br />following priority order:
<br />(a) the Senior Loan Documents including the Senior Deed of Trust; and
<br />(b) the Subordinate Loan Documents including the Affordability Covenants.
<br />1.2 The Senior Deed of Trust securing the Senior Note in favor of Lender, and any modifications, renewals or
<br />extensions thereof (including, without limitation, any modifications, renewals or extensions with respect to any
<br />additional advances made subject to the Senior Deed of Trust), together with Lender's right to repayment of the
<br />Senior Loan and Lender's rights under any other Senior Loan Documents, shall unconditionally be and at all times
<br />remain a lien or charge on the Property prior and superior to the Subordinate Loan Documents, the repayment of
<br />the Subordinate Loan and Subordinate Lender's rights under any other Subordinate Loan Documents, subject to
<br />the terms of this Agreement; provided, however, Subordinate Lender must have given its prior written consent to
<br />any modification, renewal or extension that affects the principal sum and/or increases the interest rate accruing
<br />on the principal sum of the Senior Loan as a condition to the subordination of the Subordinate Loan Documents
<br />to any such change in terms.
<br />1.3 This Agreement shall be the whole agreement with regard to the subordination of (a) the Subordinate Loan
<br />Documents, (b) the repayment of the Subordinate Loan and (c) Subordinate Lender's rights under any other
<br />Subordinate Loan Documents to the lien or charge of the Senior Deed of Trust together with Lender's right to
<br />repayment of the Senior Loan and Lender's rights under any other Senior Loan Documents and shall supersede
<br />and cancel, but only insofar as would affect the priority of the Senior Deed of Trust, any prior agreements as to
<br />such subordination, including, without limitation, those provisions, if any, contained in the Subordinate Loan
<br />Documents, which provide for the subordination of the Affordability Covenants or any other Subordinate Loan
<br />Documents to a deed or deeds of trust or to a mortgage or mortgages.
<br />Subordinate Lender further declares, agrees and acknowledges for the benefit of Lender, that:
<br />1.4 Lender, in making disbursements pursuant to any such agreement, is under no obligation or duty to, nor has
<br />Lender represented that it will, see to the application of such proceeds by the person or persons to whom Lender
<br />disburses such proceeds, and any application or use of such proceeds for purposes other than those provided for
<br />in such agreement or agreements shall not defeat the subordination herein made in whole or in part.
<br />1.5 Subject to the order of priority set forth in Section 1.1, Subordinate Lender intentionally and unconditionally waives,
<br />relinquishes and subordinates all of its right, title and interest in and to the Property to the lien or charge of the
<br />Senior Deed of Trust upon the Property and understands that in reliance upon, and in consideration of, this waiver,
<br />relinquishment and subordination, specific amendments to the Senior Loan and Senior Loan Documents will be
<br />made by Lender and, as part and parcel thereof, specific monetary and other obligations are being and will be
<br />entered into which would not be made or entered into but for said reliance upon this waiver, relinquishment and
<br />subordination.
<br />In consideration of the mutual covenants and agreements contained in this Agreement, Lender and Subordinate Lender
<br />agree as follows:
<br />1.6 In the event of any default of Owner under the Senior Loan Documents, Lender shall deliver to Subordinate Lender
<br />a copy of any notice delivered to Owner in connection therewith, concurrently with delivery to Owner of the same.
<br />In such event, Subordinate Lender has the right, but not the obligation, to cure the noticed default by forty-five
<br />REV: 12-09-2022 SK
<br />ATTY/AGR.2022.427/HIP Housing (Page 2 of 9)
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