RecDoc2025-028832 - Laserfiche WebLink

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is evidenced by a Promissory Note from the Borrower to City in the face amount of One Million and One Hundred Ninety Nine Thousand Nine Hundred Ninety Nine Dollars ($1,199,999) secured by a Deed of Trust. The Deed of Trust was executed by Borrower, as Trustor, to First American Title Insurance Company, as Trustee, in favor of City, as Beneficiary, and is entitled "Deed of Trust, Assignment of Rents, Security Agreement and Fixture Filing" dated June 6, 2025 (the "City Deed of Trust") to be recorded in the Official Records substantially contemporaneously with this Subordination Agreement. The Project shall also be regulated and encumbered by a Regulatory Agreement executed. by Borrower and City entitled "Regulatory Agreement and Declaration of Restrictive Covenants, Conditions and Restrictions Restricting Use of Property for Affordable Housing" dated as of 06/06/2025 (the "City Regulatory Agreement") to be recorded in the Official Records substantially contemporaneously with this Subordination Agreement. The City Deed of Trust and the City Regulatory Agreement are collectively referred to herein as the "City Documents"; and C. WHEREAS, it is a condition precedent to City making the City Loan that the City Regulatory Agreement have priority over the HEART Documents, and the City Deed of Trust have priority over the HEART LHTF Deed of Trust; and D. WHEREAS, it is beneficial to all parties that City make the City Loan, and the parties are willing to subordinate the HEART Documents, as described in Recital C, in order that the City Loan be made. NOW THEREFORE, in consideration of the foregoing and other consideration the receipt and sufficiency of which are hereby acknowledged, and in order to induce City to make the City Loan, the parties hereto agree as follows: Subordination of HEART Documents. a. HEART and Borrower hereby unconditionally subordinate: i) the HEART Documents to the City Regulatory Agreement, and ii) the HEART LHTF Deed of Trust to the City Deed of Trust, including all extensions, modifications or additional advances made thereunder. Hereafter, the City Regulatory Agreement shall unconditionally be, and remain at all times, liens and encumbrances on the Project prior and superior to the encumbrances of the HEART Documents, as described herein, and to all rights and privileges of the parties thereunder, and the liens and encumbrances of the HEART Documents together with all rights and privileges of the parties thereunder shall hereby be subject to and made subordinate to the liens and encumbrances of the City Regulatory Agreement. Further, the City Deed of Trust shall unconditionally be, and remain at all times, liens and encumbrances on the Project prior and superior to the encumbrances of the HEART Deed of Trust, as described herein, and to all rights and privileges of the parties thereunder, and the liens and encumbrances of the HEART Deed of Trust together with all rights and privileges of the parties thereunder shall hereby be subject to and made subordinate to the liens and encumbrances of the City Deed of Trust. In the event of a lawful judicial or non judicial foreclosure of the City Documents, the lien of the HEART LHTF Deed of Trust shall be extinguished, while the HEART LHTF Regulatory Agreement and City Regulatory Agreement shall remain in full force and effect. b. City and HEART agree that they shall use its best efforts to provide the other party with a copy of all initial notices of default provided to Borrower under the City Documents and HEART Documents, provided, neither party shall have liability to the other party and/or Borrower for its failure to do so, nor shall failure to do so constitute grounds for any restraining order, REV: 05-22-25 LF nrriin�n -- n --1 nT M i /c..L....,a:.....41.... A..............4 LJCA DT I LJTC 4- 0%A1r % /D— 7 -f Q\