HomeMy WebLinkAboutAMEND 2018-0004; SPRINT SD03XC137 NORTH BATIQUITOS LAGOON WCF; Minor Conditional Use Permit (MCUP).,
Ccityof
Carlsbad
•
LAND USE REVIEW
APPLICATION
P-1
APPLICATIONS APPLIED FOR: (CHECK BOXES)
Development Permits (FOR DEPT. USE ONLY) Legislative Permits
Development Services
Planning Division
1635 Faraday Avenue
(760) 602-4610
www.carlsbadca.gov
(FOR DEPT. USE ONLY)
'~,. ...... ,"O , ~ Coastal Development Permit(") lil Minor ·• C,oO~
(Amendment to CDP 09-25) Ii] Conditional Use Penni! (")
D General Plan Amendment
Ii] Minor D Extension
"{Amendment to MCUP 09-17) D Day Care (Large)
• Environmental Impact Assessment
D Habitat Management Penni! D Minor
D HIiiside Development Penni!(") D Minor
D Nonconfonning Construction Penni!
D Planned Development Penni! D Minor
D Residential D Non-Residential
D Planning Commission Detennlnation
D Site Development Plan
D Special Use Penni!
D Minor
D Tentative Parcel Map (Minor Subdivision)
D Tentative Tract Map (Major Subdivision)
D Variance OMinor
D Local Coastal Program Amendment (")
D Master Plan
D Specific Plan
D Zone Change (•)
•Amendment
•Amendment
D Zone Code Amendment
South Carlsbad Coastal Review Area Permits
D Review Permit
D Administrative D Minor D Major
VIiiage Review Area Permits
D Review Penni!
D Administrative D Minor D Major
(") = eligible for 25% discount
NOTE: A PROPOSED PROJECT REQUIRING MULTIPLE APPLICATIONS MUST BE SUBMITTED PRIOR TO 3:30 P.M. A PROPOSED PROJECT REQUIRING ONLY ONE
APPLICATION MUST BE SUBMITTED PRIOR TO 4:00 P.M.
ASSESSOR PARCEL NO(S).: 214-450-31 .=..:....:....:...:...:.....:....:. ________________________ _
PROJECT NAME: SPRINT SD03XC137 NORTH BATIQUITOS LAGOON
BRIEF DESCRIPTION OF PROJECT: Install/replace panel antennas and associated equipment at existing wireless telecom facility
BRIEF LEGAL DESCRIPTION: EX PAR 1 SBEMAP 2748-37-4 LOT 9 and LOT 10 TR 10899
LOCATION OF PROJECT: ::._7.:.60:....:.:.M::..A.:..:C::..A.:..:D::._A.::.M:.:.:l:....A:..:D:..:R..::l..:.V.=E ___ ==~~=~-----------
STREET ADDRESS
ON THE: NORTH SIDE OF MACADAMIA DRIVE
(NORTH, SOUTH, EAST, WEST) (NAME OF STREET)
BETWEEN AVENIDA ENCINAS AND INTERSTATE 5
(NAME OF STREET) (NAME OF STREET) ~
{11,<i,~t'A. ~ ..... '-'l'W-'1-U,H~ l--WLS I LC
• om,lcfl-,v)) 0 Ii "' 1.£.\'V {);6.'£ M11:.:::W,,,_'D.!<.--00 __ 1 __ -
P-1 Page 1 of 6 Revised 12113
' ,
OWNER NAME APPLICANT NAME (Prinl)' (Prlnl) Maruli lnveslmenls LLC SPRINT
MAILING ADDRESS. 9249 Sierra College Blvd, MAILING ADDRESS· 3730 5th Ave.
CITY STATE, ZIP Roseville, CA 95661 CITY. STATE, ZIP S•n Diego, CA 92103
TELEPHONE· C\ I\., -"3;!i 5 -\Q'.i! 3 => TELEPHONE: 619-985-6638
EMAIL ADDRESS: "~\\-o-'-•r °"' ·' . . --. EMAIL ADDRESS· mlH:iD mucpb~111tiDl1"UD
' -' _, "(IJl'1\
I CERTIFY THAT I AM THE LEGAL OWNER AND THAT ALL THE ABOVE I CERTI"" THAT I AM TIE LEGAL REPRESl!HTATIVE OF THE OWM!R
INFORMATION IS TRUE ANO CORRECT TO THE / BE~J OF MY AND THAT ALL THE "80\IE INFORMATION IS TRUE ANO CORRECT TO
~OGE_.~
THE BEST OF MV KNOWLEDGE. 8 IS~ ~O),r-_r . -.,,_ __. 3/pl "l" f /<i, xi -,11 --' --~&1L, :.t.uffe
NATURE WITE SIG"j!)'uRE () DATE
APPLICANTS REPRESENTATIVE (Prlnl): Doug Toleno/Mcl7, LLC
MAILING ADDRESS 10590 W. Ocean Air Dr,, Sulla 300
CITY. STATE. ZIP San Diego, CA 92130
TELEPHONE: 858-799-0434
EMAIL ADDRESS. dtoleno0md7,com
I CERTIFY THAT I AM THE LEGAL REPRESENTATIVE OF THE APPLICANT AND THAT ALL THE ABOVE INFORMATION 15 TRUE AHO coiff// THE BEST OF "'~v KNOWLEDGE. 'f/t/lJ
Sli,romURE DATE -
IN THE PROCESS OF REVIEWING THIS APPLICATION IT MAY BE NECESSARY FOR MEMBERS OF CITY STAFF, PLANNING
COMMISSIONERS OR CITY COUNCIL MEMBERS TO INSPECT ANO ENTER THE PROPERTY THAT IS THE SUBJECT OF THIS
APPLICATION, I/WE CONSENT TO ENTRY FOR THIS PURPOSE.
NOTICE OF RESTRICTION; PROPERTY OWNER ACKNOWLE•GES ANO CONSENTS TO A NOTICE OF RESTRICTION BEING
RECORDED ON THE TITLE TO HIS PROPERTY IF CONOITIONE• FOR Ti'IE APPLICANT. NOTICE OF RESTRICTIONS RUN WITH
THE LA ANO BIND ANY CESSORS IN INTEREST.
FOR CITY USE ONLY
APR O 9 2018
~-·-; ,•' , J ,-, ,.. / __ :; 1JIV", ':JN
DATE STAMP APPLICATION RECEIVED
RECEIVED BY:
P•I Pege2ol6 R11v11ad 12113
'· State of California
Secretary of State
STATEMENT OF INFORMATION
(Limited Liability Company)
Filing Fee $20.00. If this Is an amendment, see Instructions.
27
/
IMPORTANT -READ INSTRUCTIONS BEFORE COMPLETING THIS FORM
File Number and State or Place of Organization
16-728693
FILED
Secrata,y of State
State of Cellfomla
MAY I 9 2016
2 SECRETARY OF STATE FILENUM ".2o\~o'64 \0 \C\~ -----------------1 3 STATE OR PLACE OF ORGANIZATION {If formed outside d Callfomia)cA
No Chan • Statement
4. If there have been any changes to the information contained in the last Statement of Information filed with the California Secretary of
State, or no Statement of Information has been previously flied, this form must be completed in its entirety.
D If there has been no change in any of the information contained in the last Statement of Information filed with the California Secretary of
State, check the box and proceed to Item 15.
Complete Addresses for the Following (Do not abbreviate the name of the City. Items 5 and 7 cannot be P .0. Boxes.)
7n~~Et~DD~S OF CALIFORNl~FFICf
-\i:?'"1'-'1 ::::> i e( re,.. LD,,
Name and Complete Addre•s of Any Manager or Managers, or If None Have Been Appointed or Elected, Provide the Name and
Address of Each Member (Attach additional pages, if necessary.)
STATE
("\ C.f'I
10. NAME ADDRESS STATE ZIP CODE
11. NAME ADDRESS CITY STATE ZIP CODE
Agent for Service of Process If the agent is an individual, the agent must reside in Californla and Item 13 must be completed with a Califomia address, a
P.O. Box is not acceptable. If the agent is a corporation. the agent must have on file with the California Secretary of State a certificate pursuant to C81ifornia
Corporations Code section 1505 and Item 13 must be left blank.
N
0
1A, IF AN IND~
TION CONTAINED HEREIN, I LUDING ANY ATTACHMENTS, IS TRUE AND CORRl;CT,
RAMESH PITAMBER OFFICER
TYPE OR PRINT NAME OF PERSON COMPLETING THE FORM TITLE:
LLC•1.2 {REV 011201"')
STATE
CA
APPROVED BY SECRETARY OF STATE
Ccuyof
Carlsbad
PROJECT DESCRIPTION
P-1(8)
Development Services
Planning Division
1635 Faraday Avenue
(760) 602-4610
www.carlsbadca.gov
PROJECT NAME: SPRINT SD03XC137 NORTH BATIQUITOS LAGOON
APPLICANT NAME: SPRINT --------------------------
Please describe fully the proposed project by application type. Include any details necessary to
adequately explain the scope and/or operation of the proposed project. You may also include
any background information and supporting statements regarding the reasons for, or
appropriateness of, the application. Use an addendum sheet if necessary.
Description/Explanation:
The proposed project is a technology upgrade to an existing wireless telecommunications facility,
consisting of the installation of (7) new panel antennas, (2) existing antennas to remain, (16) new RRH's,
(2) existing RRH's to remain, and (I) new FRP screen box.
P-1(8) Page 1 of 1 Revised 07/10
•
•
Section 6409(a) Modification Worksheet
For Wirele88 Base Stations
Purpose: This worksheet serves to assist the City of Car1sbad ID detsnnine whether a proposed
collocation or modification to an existing ba&e station qualifies as an eligible faclities
request and/or would cause a substantial change as defined by the FCC. ·
lnstructiona: Applicant& must complete this worksheet and submit it with an application for a Section
6409(a) modification ID collocate or modify transmission equipment on an existing bass
station submittlld for approval pursuant to Section 6409(a) of the Middle Class Tax Relief
and Job Creation Act of 2012 (47 U.S.C. § 1455(a)).
Any proposed modification submittlld for approval pursuant to Section 6409(a) must
answer two general questions: (1) is the propO&ed modification an eligible facilities request
and If so, (2) will H cause a substantial change? Section 1 addresses the eligible facilities
request question and Sections 2 through 7 address the substantial change questions.
In ganaral, •ny MNO" •llfW!r In Section 1. or any ")'ES" •newer In Sectlona 2 tlJ!pyah
7 will disqualify the proposed modification from Section 84091al.
The City may deem any application without a completed worksheet Incomplete. If a
response to any question requires additional space, applicants may attach additional pages
to this worksheet so long as the responses are clearly labeled with the number that
corresponds with the question. Questions about this worksheet should be submitted to the
Planning Division at planning@carlsbadca.gov.
Appllcant Name: Maegan Murphy, o/b/o Sprint
Phone: 619-985-6638
Project Addraes: 760 Macadamia Drive
Email: Maegan.Murphy@sprint.com
Appllcant's Site ID: __,S;.;:D;..;Oc:;3:.:Xc.::Cc.:.13:;.;7'----------------------
ELIGIBLE FACILITIES REQUEST
Section 1. EXISTING FACILITY
1.1. Does the non-tower structure currently support wlreleea transmission
equipment?
1.2. Has all the transmission equipment bean deployed in accordance
with the applicable siting and zoning regulations In effact when the
deployment occurred?
1.3. Does .the application include a copy of the most recant permit or
regulatory approval issued In connection with this ale?
I ll{ YES D NO
ll YES • NO I
I XI YES • NO I
If the answer In Line 1.3 Is •NO" explain why the relevant pennits and/or regulatory approvals are
not attached:
6049(•) Modfflcatlon Wolklli-t
For Baaa stations
page1/6 03118
,,.. .. ,
1.4. WIii the proposad modification maintain (and WU: replace) the existing I R YES O NO
non-tower support atructure? .
SUBSTANTIAL CHANGE FACTORS
Section 2. HEIGHT INCREASES
Rule: A modification substantially changes a base station if It increases the height of the original support
structure by more than 10% or 10 feet (whichever is greater). 47 C.F.R. § 1.40001(b)(7)(i).
2.1. Provide the following measurements:
2.1.1. overall height after the proposed modification: .36' 8" feet
2.1.2. support structure height when originally constructed: 36' 8" feet
2.1.3. subtract Line 2.1.1 by Line 2.1.2 0 feet
2.1.4. multiply Line 2.1.2 by 0.1: 0 feet
2.2. Is the measurement in Line 2.1.3 greater than 10 feet AND greater than
the measurement in Line 2.1.4? DYES :11,NO
Section 3. WIDTH INCREASES
Rule: A modification substantially changes a base station If It adds an appurtenance that protrudes from
the support structure by more than six (6) feet. 47 C.F.R. § 1.40001(b)(7)(ii).
3.1. Provide the furthest distance that any proposed appurtenance
would protrude from the support structure:
3.2. Is the measurement in Line 3.1 greater than six (6) feet?
Section 4. EQUIPMENT CABINETS
-~o ___ feet
DYES CX.NO
Rula: A modification substantially changes a base station if it Involves (i) more than four (4) new equipment
cabinets; (ii) installation of any new ground-mounted equipment cabinets If none currently exist or (iii)
installation of any ground-mounted equipment cabinets that are more than 10% taller or voluminous than
any existing ground-mounted cabinets associated with the base station. 47 C.F.R. § 1.40001(b)(7)(iii).
4.1. Provide the following quantities:
4.1.1. total proposed new equipment cabinets:
4.1.2. e><isting ground-mounted equipment cabinets:
4.1.3. proposed new ground-mounted equipment cabinets:
6049(a) Modification Worksheet
For Base Stations
pago2/5
0
4
0
03/18
'
[CONTINUE ON NEXT PAGE]
4.2. Provide the following measurements (unit of measure reaulNldl: NIA
4.6.
4.7.
4.8.
4.9.
4.2. 1. height of the tallest proposed ground-mounted equipment
cabinet
4.2.2. height of the tallest existing ground-mounted equipment
cabinet:
4.2.3. multiply Line 4.2.2 by 1.1:
4.2.4. volume of the most voluminous proposed ground-mounted
equipment cabinet
4.2.5. volume of the most voluminous existing ground-mounted
equipment cabinet
4.2.6. multiply Line 4.2. 5 by 1. 1:
Is the quantity In Line 4.1.1 greater than four (4)?
Is the quantity in Una 4.1.2 zero (0) AND the quantity
In Line 4.1.3 greater than zero (O)?
Is the measurement In Line 4.2.2 greater than the
musurement In Line 4.2.3? NIA
le the measurement In Line 4.2.& greater than the
measurement In Line 4.2.8? NI A
I• YES
I• YES
I• YES
I• YES
Section 5. NEW EXCAVATION OR DEPLOYMENT AT GROUND LEVEL
lll:NO I
RNO I
• NO I
• NO I
Rule: A modification substantially changes a base station If It entails any excavation or deployment outside
the current boundaries of the leased or owned property and any access or utility easements related ID the
site, and further restricted ID the area in proximity to the support structure and to other transmission
equipment already deployed on the ground. 47 C.F.R. §§ 1.40001(bl(6), 1.40001(7\(iv).
5.1. Mark the appropriate box(es) If the project plans contain the following items. Mark any box 'N/A" If
the item is not part of the scope of work for the proposecl modification: NI A
• Current boundaries oftha area that the carrier/infrastructure provider leases or owns, Including
access and utility easements
• All proposed equipment deployed on the ground
D All proposed ground disturbance (excavation, trenching, boring, digging, etc.)
5.2. Describe all proposed ground disturbance and proposed equipment deployed on the ground:
6049(•) Modification Worbheet
For Base Stations
pago3/5 03/18
I
[CONTINUE ON NEXT PAGE]
6.3. Will any new ground disturbance or equipment deployed on
the ground be outside the leaHd or owned areas, Including any
a880Ciated easements for ace-or utllltlH, OR oulllide the
proximity of the support structure or existing ground-mounted
tranamlasion equipment?
o YES IXNO
Section 6. CONCEALMENT ELEMENTS
Rule: A modification substantially changes a base station if it would defeat the concealment elements of
the base station. 47 C.FR § 1.40001 (b)(7)(v).
6.1. Mark the appropriate box(es) If the application contains the following items:
6.2.
6.3.
l'l Full-color photo simulations that depict how the site appears now and how it will appear after
the proposed project
Jl1 Project plans that depict and call out all existing and proposed concealment elements (painting,
stealth techniques, camouflaging, integration. etc.)
Describe the existing concealment elements and/or techniques:
RF transparent screening on rooftop of hotel conceals all antennas/equipment
Describe the proposed concealment elements and/or techniques and how, if at all, the proposed
modification would alter the existing concealment elements:
concealment elements will not be altered; new screenin11 will be added for sector add
6.4. Will the proposed modification defeat the existing concealment
elements of the base station? DYES CX:NO
Section 7. COMPLIANCE WITH PRIOR PERMIT CONDITIONS
Rule: A modification substantially changes a base station If it does not comply with conditions associated
with the siting approval for the original construction or subsequent modification(s) of the base station.
Noncompliance with prior permit conditions related to height. width. equipment cabinets and excavation
would not cause a substantial change to the extent the condition Is more restrictive than the applicable FCC
thresholds (described in Sections 2 through 5 of this worksheet). 47 C.F.R. § 1.40001(b)(7)(vi).
7.1. Mark the appropriate box(es) if the application contains all the following Items:
~ Coples of all prior permits and other regulatory approvals issued in connection with this site
:XI All conditions of approval applicable the corresponding prior permits and other regualtory
approvals
7.2. Identify the condition(s) corresponding to a prior permit or regulatory approval that the proposed
modification would violate: N / A
6049(a) Moolficatlon Workllheet
For Base Stations
page4/5 03/18
I
7.3. Identify Iha condltlon(s) corresponding to a prior permit or n,gulatory approval that the proposed
modlflcallon would Violate, but such condltlon(s) would be preempted by a "NO" answer In Line
2.2, 3.2, 4.8, 4.7, 4.8, 4,11 orS.3 of this worksheet NIA
7.4. Are there any conditions identified In Line 7.2 that do not appear
In Une7.3?
PREPARER'S CERTIFICATION
I• YES ~NO I
I have lead and I understand this workshNI and all Ila Instructions. All my responses an this worksheet are
true, accuralll and baasd an my personal knowledge about the prupalllld project to which !Illa warklhset
aarreaponds. I undarsland that the City or Carlsbad will rely an my reaponaes to evaluate whether to procea
this appllcatlan In accordance with the FCC's raguldans under 47 C.F.R. § 1.40001 et BBq., and I
acknowledge that any Inaccuracies may result in the appllcaUan being deemed Incomplete or lhe request
far approval pursuant to Sactian 6409(a) being denied.
AppDcant Name: Maegan Murphy o/b/o Sprint --r· -?r
B048(a) Mcxlllcallon-
For BaN Stations
pago5/5
0a111: 3 I .;r"if I l'8
03111
Ccityof
Carlsbad
DISCLOSURE STATEMENT
P-1(A)
Development Services
Planning Division
1635 Faraday Avenue
(760) 602-4610
www.carlsbadca.gov
Applicant's statement or disclosure of certain ownership interests on all applications which will
require discretionary action on the part of the City Council or any appointed Board, Commission
or Committee.
The following information MUST be disclosed at the time of application submittal. Your project
cannot be reviewed until this information is completed. Please print.
Note:
Perep!J. it~~n,pas )!,pyJ~dli!id1J~I, firm,, ~~artne~hip, j~lnt ¥,~nture,. ~ss.oc"l'iOll.: $0Q~) c:l~b.r f~~al
organtz.~1911, CO!'PO~•oo, ~~. tll!&I, teGe1vei:, ~}'IIQ,lcale, '" t111s 111'.ld 1111y <>!~et !!l>tJry!y, c;ily '"ftounty,
cHy IT!l!nf¢1P11llt}I, dlstrl.~ or oth11r P.Of,ltical $Ubdl111s19n or .iny other 91'P\IP or \;Qll'\~~on f!lctln,g ll!! J llntt,·
Agen~ myiy sigr\ tills docuh1ent; however, the legal name and entity of ihe ap~lic:ani an_d ptoperty o\vner
niusi be proVided below, · · ·
1. APPLICANT (Not the applicant's agent)
Provide the COMPLETE, LEGAL names and addresses of ALL persons having a
financial interest in the application. If the applicant includes a corporation or partnership.
include the names, titles, addresses of all individuals owning more than 10% of the
shares. IF NO INDIVIDUALS OWN MORE THAN 10% OF THE SHARES, PLEASE
INDICATE NON-APPLICABLE (N/A) IN THE SPACE BELOW. If a publicly-owned
corporation, include the names, titles, and addresses of the corporate officers. (A
separate page may be attached if necessary.)
Person N/A Corp/Part._S...:.p_r_in_t _C_o-'rpc.... ______ _
Title ___________ _ Title ____________ _
Address Address 3730 5th Ave., San Diego, CA 92103 ----------
2. OWNER (Not the owner's agent)
P-1(A)
Provide the COMPLETE, LEGAL names and addresses of ALL persons having any
ownership interest in the property involved. Also, provide the nature of the legal
ownership (i.e., partnership, tenants in common, non-profit, corporation, etc.). If the
ownership includes a corporation or partnership. include the names, titles, addresses of
all individuals owning more than 10% of the shares. IF NO INDIVIDUALS OWN MORE
THAN 10% OF THE SHARES, PLEASE INDICATE NON-APPLICABLE (N/A) IN THE
SPACE BELOW. If a publicly-owned corporation, include the names, titles, and
addresses of the corporate officers. (A separate page may be attached if necessary.)
Person N/A Corp/Part Maruti Investments LLC
Title ___________ _
Address _________ _
Title _____________ _
Address 9249 Sierra College Blvd.
Roseville, CA 95661
Page 1 of2 Revised 07/10
3. NON-PROFIT ORGANIZATION OR TRUST
If any person identified pursuant to (1) or (2) above is a nonprofrt organization or a trust.
list the names and addresses of ANY person serving as an officer or director of the non-
profit organization or as trustee or beneficiary of the.
Non Profit/Trust NIA Non Profit/Trust, ________ _
TIiie, __________ _ TIiie, ___________ _
Address. ________ _ Address, __________ _
4, Have you had more than $500 worth of business transacted wllh any membar of City
slaff, Boards, Commissions, Committees and/or Council within the past twelve (12)
months?
D Yes IZ] No If yes, please Indicate person(s):. _________ _
NOTE: Attach additional sheets if necessary,
I certify that all the above Information is true and correcl to the besl of my knowledge.
Maruti lnvestments LLC
Print or type name of owner
~-
igne of applicant/d6
SPRINT
Print or type name of applicant
lure of owner/applicanrs egent if applicable/date
Doug Toleno o/b/o Sprint
Print or type name of owner/applicant's agent
P,1(A) Pege2of2 Revised 07/10
•
1
( City of
Carlsbad
HAZARDOUS WASTE
AND SUBSTANCES
STATEMENT
P-1(C)
Development Services
Planning Division
1635 Faraday Avenue
(760) 602-4610
www.carlsbadca.gov
ConsultaUon of Lists of Sites Related to Hazardous Wastes
(Certification of Compliance with Government Code Section 65962,5)
Pursuant lo Stale of Callfornla Government Code Section 65962.5, I have consulted the
Hazardous Waste and Substances Sites List compiled by the Calllornia Environmental
Protection Agency and hereby certify that (check one):
~ The development project and any alternatives proposed in this applicallon !!!!.!l.21 contained on the
lists compiled pursuant to Section 65962,5 of the Stale Government Code,
0 The development project end any alternatives proposed in this application fill! contained on the lists
CDmpiled pursuant to Section 65962,5 of the State Government Code.
APPLICANT
Name: Sprint
Address: 3730 5th Ave.
San Diego, CA 92103
Phone Number. 619-985-6638
PROPERTY OWNER
Name: Maruli Investments LLC
Address: 9249 Sierra College Blvd.
Roseville, CA 95661
Phone Number: ________ _
Address of Sije: 760 MACADAMIA DRIVE, Carlsbad, CA 92011
Local Agency (City and County): Carlsbad, San Diego County
Assessor's book, page, and parcel number._2_1_4_-_4_5_0_-3_1 _·0_0 ___________ _
Specffy list(s): Consulted all (4) lists on CalEPA Cortese List Data Resources website
Regulatory ldenlificalion Number: ___________________ _
Date of List: 312118 ---------------------------
The Hazardous Waste and Substances Sites List (Cortese List) is used by the State, local
agencies and developers to comply with the CaNfornia Environmental Quality Act requirements
In providing information about the location of hazardous materials release sites.
Page 1 of2 Revised 02/13
l
Per the California Environmental Protection Agency's website, 'While Government Code
Section 65962.5 [referred to as the Cortese List] makes reference to the preparation of a "list,"
many changes have occurred related to web-based information aocess since [the amended
statute's effective date in] 1992 and this information is now largely available on the internet sites
of the responsible organizations. Those requesting a copy of the Cortese "list" are now referred
directly to the appropriate information resources contained on the Internet web sites of the
boards or departments that are referenced in the statute."
Below is a list of agencies that maintain information regarding hazardous waste and substances
sites.
Department of Toxic Substances Control
www.calepa.ca.gov/sitecieanup/CorteseList/default.htm
www.calepa.ca.gov/database/calsites
www.envirostor.dtsc.ca.gov/public
EnviroStor Help Desk (916) 323-3400
State Water Resources Control Board
http://geotracker.waterboards.ca.gov/
County of San Diego
Department of Environmental Health Services
www.co.san-dieqo.ca.us/deh
Hazardous Materials Division
www.sdcounty.ca.gov/deh/hazmal/hazmat permits.html
Malling Address:
County of San Diego Department of Environmental Health
P.O. Box 129261
San Diego, CA 92112-9261
Call Duty Specialist for technical questions at (858) 505-6880, fax (858) 505-6868 (fax)
Environmental Protection Agency
National Priorities Sites ("Superfund" or "CERCLIS")
www.epa.gov/superfund/sites/cursites
(800) 424-9346 or (702) 284-8214
National Priorities List Sites in the United States
www.epa.gov/superfund/sites/npl/npl.htm
P-1(C) Page 2 of 2 Revised 02/13
Ccityor
Carlsbad
TIME LIMITS ON
DISCRETIONARY
PROJECTS
P-1(E)
PLEASE NOTE:
Development Services
Planning Division
1635 Faraday Avenue
(760) 602-4610
www.carlsbadca.gov
Time limits on the processing of discretionary projects established by state law do not start until a
project application Is deemed complete by the City. The City has 30 calendar days from the date of
application submittal to determine whether an application is complete or incomplete. Wrthln 30 days of
submittal of this application you will receive a letter stating whether this application Is complete or
incomplete. If it is incomplete, the letter will state what is needed to make this application complete.
When the application is complete, the processing period will start upon the date of the completion letter.
If you have any questions regarding application submittal requirements (I.e., clarlflcatlon
regarding a specific requirement or whether all requirements are necessary for your particular
application) please call (7601 602-4610.
Applicant Signature: X~
Staff Signature:
Date:
To be stapled with receipt to the application
P-11EJ Page 1 of 1 Revised 07110
• • i
•
C T Lien Solutions Order#:
Search Effective Date:
Property Address:
Conveyance Deed:
1 ). Document Type:
Grantor
Grantee
Dated:
Mortgages:
1 ). Document Type:
Trustor
Lender
Trustee
Loan Amount:
Dated:
Document Type:
Dated:
Document Type:
Dated:
Document Type:
Dated:
Document Type:
Dated:
63286837-1
03/28/2018
720 Macadamia Dr.
Carlsbad, CA 920 II
Grant Deed
Pinnacle Carlsbad, L.P. which acquired title as Pinnacle Carlsbad, LLC
Maruti Investments, LLC
07/11/2016 Recorded:
Deed of Trust
Maruti Investments, LLC
Hanmi Bank
Hanmi Bank
$9,072,000.00
07/06/2016
Assignment of Rents
07/06/2016
Instrument#:
Recorded:
Instrument#:
Recorded:
Instrument#:
07/12/2016
2016-0347733
07/12/2016
2016-0347734
07/12/2016
2016-0347735
Subordination, Non-Disturbance and Attomment Agreement
01/25/2017 Recorded: 02/09/2017
Instrument#: 2017-0065910
Subordination, Non-Disturbance and Attomment Agreement
01/04/2017 Recorded: 02/09/2017
Instrument#: 2017-0065911
Subordination, Non-Disturbance and Attomment Agreement
01/25/2017 Recorded: 02/09/2017
Instrument#: 2017-0065912
• .,,..
•
Judgments and other liens-:.::c....... ____________________ _
Rocord reOccts a search which was limited to the party/ parties as titled
No Other Liens Found
Tax Information:
Tax Assessor/ Parcel ID#:
Land:
Status
Paid
Paid
Terms
Isl Half
2nd Half
Legal Description:
Please See Attached
214-450-31-00
$10,000,000.00
Tax Type
County
County
Improvements: $2,400,000.00
Total Value: $12,400,000.00
Year Paid On Amount
2017 12/09/2017 $67,084.17
2017 01/09/2018 $67,084.17
This report contains infunnation compiled from sources which WK Lim Solutiomi cunsidcn reliable but does not COWol. WK Lien Solu1iom in no way
undertakes or asswnes any part of the customer's business. legal or smilar risks. and does not guarantee: the accuracy, completion or timeliness of 1he
infurmation provided, and shall oot be liablt: for any losses or injuries whatever resulting from any cont.ingeocy beyood ils control, Ol fium o;gligaace.
regardless of the cause.
•
•
Recording Requested By:
FIRST AMERICAN TITLE
National Commercial Services
RECORDING REQUESTED BY:
WHEN RECORDED RETURN TO:
Robert W. Blanchard, Esq.I
800 Silverado St, Second Floor
La Jolla, CA 92037
MAIL TAX STATEMENTS TO:
Maruti Investments, LLC
9249 Sierra College Blvd.
Roseville, CA 9566 I
APN: 214-450-31-00
Nc.s,-,a(,sqz.
The undersigned grantor(s) declare(s):
Document transfer tax is $ / 5, "ZJ¾D..,,.
GRANTDEED
DOC# 2016-0347733
111111111111 rn111111111111 11111 m1111111 1111111111111111111
Jul 12, 2016 03:03 PM
OFFICIAL RECORDS Ernest J. Dronenburg, Jr.,
SAN DIEGO COUNTY RECORDER FEES: $15,314.00
PCOR: YES
PAGES:4
( y ) computed on full value of property conveyed, or
( ) computed on full value Jess value of liens and en.cumbrances remaining at time of sale.
( ) Unincorporated area: ( )() City of (o.r15b,...1 , and
( ) Realty not sold.
FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged,
PINNACLE CARLSBAD, L.P., a California Limited Partnership, Which Acquired Title
as Pinnacle Carlsbad, LLC, a California Limited Liability Company ("Grantor") hereby
grants, conveys and transfers to MARUTI INVESTMENTS, LLC, a California limited
liability company, the real property in the City of Carlsbad, County of San Diego, State
of California, described as follows:
SEE EXHIBIT" A" ATTACHED HERETO AND
INCORPORATED HEREIN BY THIS REFERENCE
Together with all buildings and improvements located thereon, and any and all
easements, privileges and rights appurtenant thereto.
Dated: 7 I I\( lb PINNACLE CARLSBAD, L.P.,
a California Llmited Partnership,
Which Acquired Title as
Pinnacle Carlsbad, LLC, a California
Limited Liability Company
By: Pinnacle Hospitality, Inc.,
a California corporation
Its General Partner
By: ~ Bharat~President
•
,
A Notary Public or other officer completing this Certificate verifies only the
identity of the individual who signed the document to which this Certificate is
attached, and not the truthfulness, accuracy, or validity of that document.
STATE OF C,0,1, fo(/1 ,'CJ\ )
) ss.
coUNTY oF So.11 {) i e3 o l
On JV I Y 11 t"1 'i}-o l b , before me, /Jlo..r j·o Arevo... I O •
Notary Public, personally appeared BHARAT LALL, who proved to me on the basis of satisfactory
evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged
to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their
signature(s) on the instrument the person(s), or the entity(ies) upon behalf of which the person(s) acted,
executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Notary Public
•
NOTARY SEAL
Under the provisions of Government Code 27361. 7, I certify under the
penalty of perjury that the notary seal on the document to which this
statement is attached reads as follows:
Name of Notary: _..c./i,_1_dr_i 0 __ A_n_e.-_V_o_f_o ____ _
Commission no.: Z ff 2,03 / ----==---'-_.;::_ ________ _
County where bond is filed: --~-c1_,_,, _JJ._1_'".c..J_0_G_o_u_,_1 _l_,_v_
Date Commission Expires: __ t/-'-'--(i_b_/__._/_2---=-D ____ _
ManufacturerN ender Identification number: /.) /lJ ,,,I d--------
f;11 /)le-/ D PLACE OF EXECUTION: _________ _
7/12--( //; DATE: _______________ _
SIGNATURE: -~-----'-~---"":........,e; ___ ·_zz==-:--~------
, DPS Agent
Exhibit "A"
Legal Description
Real property In the City of carlsbad, County of san Diego, State of cauromia, described as follows:
LOTS 9 AND 10 OF CARLSBAD TRACT NO. 81-5 IN THE CITY OF CARLSBAD, COUNlY OF SAN DIEGO,
STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 10899, FILED IN THE OFFICE OF THE
COUNlY RECORDER OF SAN DIEGO COUNTY, APRIL 11, 1984.
EXCEPTING THEREFROM ALL MINERAL RIGHTS NOT HERETOFORE OTHERWISE CONVEYED OR
RESERVED, INCLUDING WITHOUT LIMITATION ALL OIL, GAS, HYDROCARBON AND SIMILAR RIGHTS,
AND ALL WATER RIGHTS, GEOTHERMAL STEAM AND STEAM POWER, WITHIN OR UNDERLYING SAID
LAND, TOGETHER WITH THE PERPETUAL RIGHT OF DEVELOPMENT THEREOF; PROVIDED, HOWEVER,
THAT THE RIGHTS HEREIN EXCEPTED DO NOT INCLUDE THE RIGHT TO ENTER UPON THE SURFACE
AND THE TOP 500.00 FEET OF THE SUBSURFACE OF THE REAL PROPERTY.
APN: 214-450-31-00
• Recording Requested By·
FIRST AMERICAN TIT\.E
National Commercial Services
RECORDATION REQUESTED BY:
HANMIBAM<
DJAMOND BAR CfflCE
1101 -CANYON ROAD SUITE A-1
DIAMOND BAR, CA 91789
WHEN RECORDED MAIL TO:
HANMIBANK
LOAN OPERA110NS DEPARlMENT
3elO WILSHIRI! BLVD. PIM
LOB ANOEl.EII, CA 90010
SEND TAX NOTICES TO:
MARUTI INVl!S'TM~NTS, LLC
12'9 SIERR.A COi i EOE BLVD
ROffYILLE. CA 951§1
DEED OF TRUST
DOC# 2016-034 7734
11111111111 ll!lmll 1111111 UIII IIIII IIIIIRll 111111111111111
Jul 12, 2016 03:03 PM
OFFICIAL RECORDS Ernest J. Dronenburg, Jr.,
SAN DIEGO COUNTY RECORDER
FEES: $45. 00
PAGES: 11
FOR RECORDER'S USE ONLY
THIS DEED OF TRUST Is dated July 8, 2018, among MARUTI INVESTMENTS, LLC, A CALIFORNIA LIMITED
LIABILITY COMPANY whose addran Is 9249 SIERRA COLLEGE BLVD, ROSEVILLE, CA 95861 ("Tru•tor");
HANMI BANK, whose address Is DIAMOND BAR OFFICE, 1101 BREA CANYON ROAD SUITE A-1, DIAMOND
BAR, CA 91789 (referred to below sometimes as "Lender" and sometimes as "Beneficiary"); and Hanml Bank,
whose address Is 3860 WIishire Blvd., Suite 104, Los Angeles, CA 90010 (referred to below as "Trustee").
CONVEYANCE AND GRANT, For valuable contldoreUon, Trustor lnwvocably grants. transfers and N91gna to Trultee In trult. With power
of HIii, for the blneflt of Lender II Beneficiary, all of Truster's right, title, and Interest In and to the following described real property,
together with all existing or subsequently erected or affixed buildings, Improvements and fixtures; all easements, rights of way, and
appurtenances; all water, water rights and ditch rights (Including stock in utilities with ditch or lnigadon rights); and all other rights,
royalties, and profits relating to the real property, Including without llmltatlon al minerals, oil, gaa, geothermal and tlmllar matters, (the
"Real Property") located In SAN DIEGO County, State of Callfomla:
See EXHIBIT •A•, which Is attached to this Deed of Trust and made a part of this Deed of Trust as If fuUy
set forth herein.
The Real Property or its address Is commonly known as 760 MACADAMIA DRIVE, CARLSBAD, CA 92011.
1be Assessor's Parcel Number for the Real Property Is 214-450-31-00.
Trustor presently assign& to Lender (atso known es Beneficiary in thia Deed of Trust) all of Truator's right, tiUe, and Interest In and to all
present and future leases of the Property and all Rents frOm the Property. This Is an absolute assignment of Rents made In connection
wtth an obligation sea.wed by real property pursuant to Callfomla CivM Code Section 2938. In addition, Trustor grants to Lender a Uniform
Commorclal Code security lntereot in the Personal Property and Rents.
THIS DEED OF TRUST, INCLUDING THE ASSIGNMENT OF RENTS AND THE SECURITY INTEREST IN THE RENTS AND PERSONAL
PROPERTY, IS GIVEN TO SECURE (A) PAYMENT OF THE INDEBTEDNESS AND (B) PERFORMANCE OF ANY AND ALL DIILIGATIONS
OF THE TRUSTOR UNDER THE NOTE, THE RELA1ED DOCUMENTS, AND THIS DEED OF TRUST. THIS DEED OF TRUST IS GIVEN AND
ACCEPTED ON THE FOLLOWING TERMS:
PAYMENT AND PERFORMANCE. Except as otherwise provided In this Deed of Trust, Trustor shall pay to Lender all amounts secured by
this Deed of Trust as they become due, and shall strictly and in a timely manner per1orm all of Truslor's obligations under the Note, this
Deed of Trust, and the Related Documents.
POSSESSION AND MAINTENANCE OF THE PROPERlY. Trustor agn,es that Trusto~s posoesslon and use of tho Property shall be
governed by the following provisions:
Poae11lon and Uae. Until the occurrence of an EV8flt of Oefaull, Truster may (1) remain In poeaesslon and control of the Property;
(2) use, operate or manage the Property; and (3) collect the Rents from the Property.
Duty to Maintain. Trustor shall maintain the Property In tenantable condition and promptly perform all repairs, replacements, and
maintenance necessary to preHl'V9 Its value.
Compllanee With Envlronmtntal L•w•• Truetor repreaenta and warrants to Lender that: (1) During the period of Trustor's ownership
of the Property, there has been no U88, generation, manufacture, storage, treatment. disposal, release or threatened release of any
Hazardous SUbstam;:e by any person on, under, about or from the Property; (2) Trusler has no knowledge of, or reason to believe
that there ha& been, except as previously disclosed to and acknoWledged by Lender In writing, (a) m,y breach or violation of any
Environmental Laws, (b) any use, generation, manufacture, storage, treatment, dlepoaal, release or threatened release of any
Hazardou& Substance on, under, about or from the Property by any prior owners or occupants of the Property, or (c) any ectua1 or
threatened litigation « claims of a,y kind by any par10n relating to such matters; and (3) Except as previousty disclosed to and
acknD'Nledged by Lender In writing, (a) neither Truator nor any tenant, contractor, agent or other authori;md user of the Pfoparty
shall use, generate, manufacture. store, treat, dispose of or release any Hazardous Substance on, under, about or from the Property;
and (b) any such activity shall be conducted in complianc, with all applicable federal. state, and local laws, regulations and
ordinances, lndudlng without llmltatlon all Envtonmental Laws. Truster authorizes Lender and it& agent& to enter upon the Property
to make such lnsped:lons and tests, at Trustor's expense, as Lender may deem appropriate to determine compliance of the Property
Loan No: 37143701
DEED OF TRUST
(Continued) Page 2
with this -of the Deed of Tn,st. MY lnspecllons or lsslS rrade by ._.,_ shell be for Lender's pu,pooos only ard shall not be
C0MfflJ8d to moale ll'1Y responslblllty or llablllty m the part of._.,_ lo Truat« o, to ll'1Y other pan;c,n. "!hi. ,ep_ ,-.,... ard
wanantleo oontalnod horeln ..., -on Tr\1810<'& due dlllgonoe In lnveollgating lhS """""1Y for tcwdcus Subolanoos. T<uotor
ho<8by (1) ,_ ard waives w,y Mure clalnre agalnot ._.,_ for 1...,,,-jty or oontribullon In the '"""11 T<uotor-llable for
cleanup er o4her c:osts ~ a,y auc:h laws: ard (2) -to 1.-m11y, -• ard held iwmeaa ._.,_ agalnot a,y ard all
clalnre, -llabll-• ..._, penalllas, ard --which ._.,_ rray dlractly or Indirectly ...-in er ouffef reauiting from a
breach of this section of the Deed of Trust or aa a conaequenoe of any un, generation, manufacture, storage, dlsposal, relaa&e or
threatened release occurring prior to Truator's ownership or Interest In the Property, whether or not the aarne w•a or should have
been known to Trustor. The provisions of this section of the Deed of Truat, including the obllgatlon to Indemnify and defend, shall
survive the payment of the lndebtednen and the aatisfactlon and reconveyance of the Hen of this Deed of Trust and shall not be
affected by Lender's acquisition or any Interest in the Property, whether by foreclosure or otherwtae.
NulMnce, Waate. Truator shall not cause, conduct or permit any nuisance nor commit, permit, or suffer any stripping of a waste on
a to the Property or any portion of the Property. Without linhlng the generality of the foregoing, Truat0f' will not remove, or grant to
any other party the right to remove, any timber, minerals (lndudlng 011 and gas), coal, day, scoria, soft, gravel or rock products
without Lender's prior written consent
Removal of lmprovementt. Trustor shaU not demolish or remove any Improvements from the Reel Property without Lender's prior
written consent. As a eondttlon to the removal of any ll'l"f)rovementa, Lender may require Trustor to make arrangements satisfactory
to Lender to replace such Improvements with Improvements of at least equal value.
Lender's IUght to Enter. Lender and lender's agent& and repreaentaUves may enter upon the Real Property at all reasonable times to
attend to Lender's Interests and to Inspect the Real Property for purposes of Trustor"s compliance with the terms and conditions of
this Deed of Trust.
Compllance with Govemmental Requirements. Trustor shall prompl1y comply with all laws. ordinances, and regulations, now or
hereafter In effect, of all governmental authorities applicable to the use or occupancy of the Property, including without llmttatlon, the
Americans With Dlsabllltles Act Trustor may contest in good faith any such law, ordinance, or regulation and withhold compliance
during any pnx;eedlng, Including appropriate appeals, so long as Trustor has notified Lender In writing prior to doing so and so long as,
in Lender's sole opinion, Lender's Interests In the Property are not }eopan:llzed. Lender may require Trustor to post adequate security
or a surety bond, reasonably satisfactory to Lender, to protect Lender's Interest.
Duty to Protect. Trustor ag-ees neither to aband:>n or leave unattended the Property. Trustor shall do all other acts, In addition to
those acts set forth above In this section, which from the character and UM of the Property are reasonably necessary to protect and
preseMI tho Property.
DUE ON SALE • CONSENT BY LENDER. Lender may, at Lender's option, declare immediately due and payable all sums secured by this
Deed of Trust upon Iha sale or transfer, without Lender's prior written consent, of all or any part of the Real Property, or any interest in the
Real Property. A •aa1e or transfer" means the conveyance of Real Property or any right. title or interest In the Real Property; whether legal.
beneficial or equltable; whether voluntary or Involuntary; whether by outright ule, deed, Installment sale contract, land contract, contract
for deed, leasehold Interest with a term greater then three (3) years, luse-optlon contract, or by sale, assignment, or transfer of any
beneflclal Interest In or to any land trust hoktlng tide to the Real Property, or by any other method of conveyance of an Interest In the Real
Property. If any Trustor Is a corporation, partnership or limited llablllty company, transfer also includes any change in ownership of more
than twenty•flvo pereent (25%) of the voting stock, partnership Interests ex limited llablllty company Interests, as the case may be, of auch
Trustor. However, this option shall not be exercised by Lender If such exercise 1s prohibited by appBcable law.
TAXES AND UENS. The following provisions relating to the taxes and Hons on the Property are part of this Deed of Trust:
Payment. Trustor shall pay when due (and In ell events at least ten (10) days prior to delinquency) all taxes. special taxes,
a&&M8fflenta, charges (Including water and sewer), fines and impositions levied against or on account of tho Property, and shall pay
when due all dalms for work done on or for services rendered or material fumlahed to the Property. Truster shall maintain the
Property free of all Hens having priority over or equal to the Interest of Lender under this Deed of Trust, except for the lien of taxes
and assessments not due and except as otherwise provided in this Deed of Trust.
Right to ContHt. Truster may withhold payment of any tax, assessment. or dalm In connection with e good faith dispute over the
oblgation to pay. so long as Lender's lntereat In the Property la not jeopardized. If a lien arises or Is filed 88 a result of nonpayment,
Trustor shall within fifteen {15) days after the Hen arise& or, If a lien Is flied, within flfteen (15) days after Trustor has notice of the
filing. aecure the discharge of the lien, or If requested by Lender, deposit with Lender cash or • sufficient corpo,ate surety bond or
other security satisfactory to Lender In an amount sufficient to dlscharg& the lien plus any costs and attorneys· fees, or other cmwges
that could aocrue as a result of a foreclosure or sale under tho lien. In any contest, Truator shall defend Itself and Lender and shall
satisfy any adverse judgment before enforcement against the Property. Trustor shall name Lender u an additional obligee under any
surety bond fumlahed In the contest proceedings.
bldence of Payment. Trustor shall upon demand fumlah to Lender satisfactory evidence of payment of the taxes or aasessmetits and
shalt authorize the appropriate governmental official to deliver to Lender at any time a written atatament of the taxes and assessments
agalnot the P-"Y-
Natlce Of Construction. Trustor shall notify Lender at least fifteen (15) days before any work is commenced, any aervices are
fumlshed, or any materials are supplied to the Property, If any mechanic's lien. matel1almen's lien, or other Hen could be 88Hrted on
account of the work, eervtces, or matertals. Trustor will upon request of Lender fumiah to Lender advance assurancft!I satisfactory lo
Lendor that Truster can and will pay the cost of such improvements.
PROPERTY DAMAGE INSURANCE. The following provlalone relating to Insuring the Property 81'8 a part of this Deed of Trust.
Maintenance of Insurance. Trustor shall procure and maintain pollctn of fire Insurance with standard extended coverage
endorsements on a replacement batia for the full Insurable value covering all tmprovementa on the Real Property In an amount
sufficient to avoid application of any cotnsurance dauae, and with a standard mortgagee cleuee in favor of lender. Truator shall also
Loan No: 37143701
DEED OF TRUST
(Continued) Page 3
procure end maintain co"1)rehenslve general llabllity Insurance in such coverage amounts as Lender may request with Trustee and
Lender being named as addltlonal Insured& In such liability tnaurenoe poUclea. Addltlonally, Trustor shall maintain such other
insurance, including but not limited to hazard, business Interruption, and boner Insurance, as Lender may reaaonebly require.
Notwithstanding the foregoing, In no event shall Truster be required to provide hazard insurance In exceaa of the replacement value of
the improvement& on the Real Property. Pollc:les shall be written In form, amounts, coverages and basis reasonably acceptable to
Lender and Issued by a company or companies reasonably acceptable to Lender. Truator, upon requNt of Lender, will deliver to
Lender from Ume to time the policies or certificates of insurance In form satisfactory tc Lender, lnduding stipulaUons that coverages
will not be cancelled or diminished without at least ten (10) days prior written notice to Lender. Each insurance policy also shall
Include an endorsement providing that coverage In favor of Lender will not be impaired In any way by any act, omission or default of
Truster or any other person. Should the Real Property be located In an area designated by the Administrator of the Federal Emergency
Management Agency as a special flood hazard area, Truster agees to obtain and maintain Federal Flood Insurance, If available, within
45 daya after notice is given by Lander that the Property Is located in a special flood h8ZSrd area, for the full unpaid principal balance
of the loan and any prior liens on the property securing the loan, up to the maximum policy Mmits set under the National Flood
Insurance Program, or aa otherwise required by Lender, and to maintain such Insurance for the term of the loan.
Appllcallon of Proceeds. Truster shall prompUy notify Lender of any loss or damage to the Property. Lender may make proof of Ion
If Trustor falls to do so within fifteen (15) days of the casualty. If In Lender's sole judgment Lende(s security Interest In the Property
has been Impaired, Lender may, at Lender's electlon, receive and retain the prooeeda of any insurance and apply the proceeds to the
reduction of the Indebtedness, payment of any lien affecting the Property, or the restoratkm and repair of the Property. If the
proceeds are to be applied to restoration and repair, Truster shal repair or replace the damaged or destroyed Improvements in a
manner satisfactory to Lender. Lender shell, upon satisfactory proof of such expenditure, pay or refmburse Truster from the proceeds
for the reasonable cost of repair or restoration If Trustor Is not In default under thb5 Deed of Trust. Any proceeds whloh have not been
disbursed within 180 da)'8 after their receipt and which Lender has not committed to the repair or restoration or the Property shall be
used first to pay any amount owing to Lender under this Deed of Trust, then to pay accrued interest, and the remainder, If any, shan
be applied to the principal balance of the Indebtedness. If Lender holds any proceeds after payment in full of the Indebtedness, such
proceeds shall be paid to Trustor as Truster's Interests may appear.
TruItor"I Report on lneurance. Upon request of Lender, however not more than once a year, Truster Sha.I furnish to Lender a repart
on each existing pallcy of insurance showing: (1) the name of the insurer; (2) the risks Insured; (3) the amount of the policy; (4)
the property Insured, the then current replacement value of such property, and the manner of determining that value: and (5) the
expiration dale of the policy. Trustor ahall, upon request of Lander, have an Independent appratser satisfactory to Lender determine
the cash value replacement cost of the Property.
LENDER'S EXPENDITURES. If any action er proceeding Is com t et .c:ed that would -ly affect Lender's Interest In the Property cr If
Trustoc falls to ..,,...,iy with any pn,vtslon of this Doed of Trust or eny Related ~nts. Including but not limited to Trustor's failure to
d\schalgo or pay whon due any amounts Truotor I• .equlred to dlsc:ha!ge or pay urpr this Doed or Trust er eny Related Documents, Lender
on Trustofs behalf may (but shall not be obligated to) take eny action that Lender deoml appr<>prtate, Inducing but not lltrilsd to
discharging or paying all taxes, \Jens. security Interests, encurrl>rances eoo other c\alrra, at eny \Imo 18\/led or pJaood on tho Property and
paying all costs for Insuring, maintaining and ~ng the Property. All such expenditures lncorrad or paid by Lender for such P<,pooe!I
will then bear -at the -Chalged i.-the Note from the date Jncom,d cr paid by J..snder to the date or .-yment by Trustor. All
such e,cp,r,see will beooma a part of Iha lndabtednass and. at Lender's option, wlll (A) be payable on demand; (B) be added to the
balance of the Note and be apportioned among end be payable with any installment payment& to become due during either (1) the term of
any appllcable lnsl.lllnce policy; or (2) the remaining term of the Note; or {C) be treated as a balloon payment which will be due and
payable at the Note's maturity. The Deed of Trust aleo will secure payment of these amounts. Such right shal be in addition to all other
rights and remedies to which Lender may be entitled upon Oefautt.
WARRANTY: DEFENSE OF TITLI!, The followlng provisions relating to ownership of the Property are a pert of this Deed of Trust:
Tltle. Truster warrants that: (a) Trustor holds good and marketable tltle of record to the Property In fee simple, free and clear of all
liens and encumbrances other than those set forth In the Real Property description or in any title Insurance po Hey, tlUe report, or final
title opinion ltsuecl in favor of, and accepted by, Lender In oonnecUon with this Deed of Trust, and (b) Truster ha& the full right,
power, and authority to execute and deliver this Deed of Trust to Lender.
DefenH of Tltle. Subject to the exception In the paragraph above, TNstor warrants and will forever defend the title to the Property
against the lawful claims of ell persons. In the event any action or proceeding Is commenced that questions Truster's title or the
Interest of TNatee or Lender under this Deed of Trusl, Trustor shall defend the action at Truator's expense. Truster mey be the
nominal party In such proceeding, but Lender ahaH be entitled ta participate In the proceeding and to be represented In the proceeding
by counHI of Lender's own choice, and Truster wlll deliver, or cause to be dellvered, to Lender auch Instruments as Lender may
request from time to time to permit such participation.
Cornpllanc. With Laws. Trustor warrants that the Property and Trustor's use of the Property complies with an existing applicable
laws, ordinance5, and regulations of governmental authorities.
Survlval of RtpNMnlatlOna Ind WarrantlH. All repro59ntetiona, warranties, and agreen.nts made by Trustor in this Deed of Trust
shall survive the execution and delivery of this Deed of Trust, shal be continuing in nature, and shall remain In full force and effect
until such time• Trustor'a Indebtedness shall be paid In full.
CONDEMNATION. The following provisions relating to eminent domain and Inverse condemnation proceedings are a part of this Oeed of
Trust:
Proceedings. If a,ny eminent domain or Inverse conderrnatton pmoeedlng Is w. , • 1.,, iCed affecting the Property, T rustor shall promptly
notify J..snder In writing, eoo TNSlor shall -tly take such stepa •maybe neoeaa.y to p.nue « defend the action and obtain the
award. TN-may be the nomna party n any such procoedng, but J.ormr shal be entitled, at Ho o\octlon. to participate In the
l)l'OC88dlng and to be repi8881 ited In the prc,oc,edlng by 0C:Ul89I of its own choice, a'ld Trustor wlll deliYar or cause to be delivered to
Lender auch Instruments and documentation as may be requested by Lender from time to time to permit such participation.
Loan No: 37143701
DEED OF TRUST
(Continued) Page4
Appllcollon of Net P.-. If any award Is mode o, settlement entered Into In any oondermatlon prooeedlnga affecting all o, any
part of the Property at by any prooeedlng or purd1ase In llelJ of condormetlon, Lender rrey at Its election, and to tho extent penritted
by law, require that all or MY portion of the award or settlement be applied to the lndebtedne&s and to the repayrn,ot of al1 ibcti0i etAe
costs, ~-er1d attorneys' rees lnaJmld by Trustaa or Lender In connection with the oondermelion prooeedlnga.
IMPOSITION OF TAXES, FEES AND CHARGES BY GOVERNMENTAL AUTHORITIES. The following provisions relating to governmental
taxes. fees and charges are a part of this Deed of Trust:
Current TaxH, FeM and ChargeL Upon request by Lender, Trustor shaM execute such doouments In addition to this Deed of Trust
and take whatever other actlon Is requested by Lender to perfect and continue Lender's Hen on the Real Property. Trustor shall
reimburse Lender for all taxea, as desaibed below, together with all expenses Incurred In recording, perfecting or continuing this Deed
of Trust. Including without llmltatlon all taxes, fees, documentary stampa, and other chargea for recording or registering this Deed of
Trust.
Tuea. The following shall constitute taxea to which this aectk>n applies: (1) a specific tax upon this type of Deed of Trust or upon
all or BIIY part of the Indebtedness aeand by this Deed of Trust (2) a speclflc tax on Truster which Truator la authorized or
required to dedud from payment& on the Indebtedness secured by this type of Deed of Truat; (3) a tax on this type of Deed of Trust
chafgeable against the Lander or the holder of the Note: and (4) a speclfle tax on all or any portion o1 the Indebtedness or on
payments of principal and Interest made by Truster.
SWHquent Tax••· If any tax to which this section applies is enacted subseqUeri: to the date of this Deed of Trust. this event shall
have the sane effect as an Evert of Default, and Lender may axerdee any or all of Its available remedies for an Event of Default as
provided below unloaa Tn,mo, either (1) pays, 111• tax befcre It beoorresdelinqcent. or (2) oontests the tax as provided -...In 111•
Taxes and Liens section aid deposits with Lender cash or a sufficient corporate surety bond or other aea.,nty satisfactory to Lender.
SECURITY AGREEMENT; FINANCING STATEMENTS. The following provisk>ns relating to this Deed of Trust aa a security agreement 8f8 a
part of this Deed of Trust:
Security Agreement This Instrument shall constitute a securtty Agreement to the extent any of the Property constitutes fixtures, and
Lender shall have all of the right& of a secured party under the Uniform Commercial Code as amended from time to time.
Seeurlty lntereaL Upon request by Lender, Truslor shall take whatever action Is requested by Lender to perfect and continue Lender's
security interest In the Rents and Personal Property. Tru•tor ahal reimburse Lander for all expenses incurred ln perfecttng or
continuing this security Interest. Upon default. Truator shall not remove, sever or detach the Personal Property from the Property.
Upon default, Tniator shall assemble any Peraonal Property not affixed to the Property In a manner and at a place reasonably
(X)llvenlent to Trustor and Lender and make It available to Lender within three (3) days after receipt of written demand from Lander to
the extent permitted by applicable law.
Addre•'"· The malling addresses of Tnistor (debtor) and Lender (Hc:ured party) from which lnformelion concerning the security
Interest granted by this Deed of Trust may be obtained (each as required by the Uniform Commercial Code) are as stated on the nrst
page of this Deed of Trust.
FURnlER ASSURANCES; ATTORNEY-IN-FACT, The followlng provislons relating to further assurances and attorney-In-fact are a part of
this Deed of Trust:
Further Auurt1ncea. At errytlme, aid from tine to time, upon requesl: of L.err:ter, Trustor wlll make, eKeCUle an:! deliver, or will awae
to be mode. execulad or delivered, to ~ at to Lender's ~. er1d when ,vq<.,osted by Lender. cauoe to be flied, ,...,,,._,
refiled, or ,eo..,.ded, as the C898 rrey be, et 6IJCh tlmaa er1d In 6IJCh offices er1d plllOOl!I as~ rrey .-n 111'Pf'01'11ata, any er1d all
such mortgages, dwls of trust, securtty -securtty 8Qi981i&ibs, financing statements, oonti"""'1on statamonta, lnstrumonta of
further asanna,, certiflcatM, SlCI other documl!lnts as may, in the aole q:,lnlon of Lender, be l"l90BSS9Y a deSlrable In ader to
affectlJate, ~-perfecl, continlJe. a preserve (1) Trustol's obllgallora ..-the Note, 1111• Doed of Truet, er1d the Rat-DoclJmoru. er1d (2) tt,e lien& er1d secu1ty Interests cn,aled by 111Is Doed of Trust as first er1d prier lien& on the Property. whethef
now O'NMd or hereafter acqulnKt by Trustor. l.Hesl!I prohibited t,/ law or Lender 1Q"8BS to the cx,ntrary in wiling, Trustor stiall
relnt:use l.8n:ter for all ccsts and e,cpenaes incured In 001 • iectlon with 1he matters referTed to In thls p819Jii:4,tl.
Attorney-ln-F•cL H Trustor falls to do any of the things reterred to In the preceding paragraph, Lender rrey do so for end In the name
of Trustor and at Tru&tor's expense. For such purposes, Trustor hereby Irrevocably appoints Lender as Trustor's attorney-In-fact for
the purpose of making, executing, delivering, filing, recording, and doing a11 other things as may be necessary or desirable, in Lender's
sole opinion, to accomplish the matters referred to in the preceding paragraph.
FULL PERFORMANCE. If Trust« pays aD the 1.--When dlJe, and othe!wloe perfonns all the obl;getione i.....,.ed upon TruslOI'
under this Deed of Trust, Lender shall exea,te and deliver to Trustee a request for full reconveyance end shal execute and deliver to
Truetor suitable statement& of termination of any financing statement on file evidencing Lender's security Interest In the Rents and the
Personal Property. Lender may charge Trustor a reasonable reconveyance fee at the time of reconveyance.
EVENTS OF DEFAULT. Each of the following. at Lender's option, shell constitute an Event of Default under this Deed of Trust:
Payment Defautt. Trustor falls to make any payment when due under the Indebtedness.
Other Defaults. Trustor fails to comply with or to perform any other term, obllgatlon, covenant or condition contained In this Deed of
Trust or In any of the Related Documents or to comply with or to perform MY term. obligation, covenant or condition contained in any
other agreement b81Ween Lender and Truster.
Compliance Default. FaUt.n to comply with any other term, obllgaUon, covenant or condition contained In this Deed of Trust, the Note
or In any of the Related Documents.
o.tault on Other Payments. Failure of Trustor within lhe time required by this Deed of Trust to make any payment for taxes or
Insurance, or any other payment necessary to prevent filing of or to effect discharge of any IMtn.
Environmental Default. Failure of any party to comply with or perform when due any term, obligation, covenant or condlllon contained
Loan No: 37143701
DEED OF TRUST
(Continued)
In any environmental agreement executed In connection with the Property.
Page 5
Default In favor of Third Parties. Should Grantor default under any loan, extension of credit, security agreement, purchase or sales
agreement or any other agreement, In favor of any other creditor or person that may materially affect any of Grantor's property or
Grantor's ability to repay the Indebtedness or Grantor's ability to perform Grantor's obllgadons ooder this Deed of Trust or any or the
Related Documents.
Falu Statements. Any warranty, representation or statement made or furnished to Lender by Trust.or or on Trustor's behalf under this
Deed of Trust or the Related Documents Is false or misleadlng In any materlal respect, either now or at the time made or furnished or
becOrnes false or misleading at any time thereafter.
Dehlctlve Collaterallzatlon. This Dead of Trust or any of the Related Docoolents ceases to be In full force and effect (Including failure
of any collateral doc;;umenl to create a valid and perfected security Interest or lien) at any time and for any reason.
Death or lnsolvancy. The disaolutlon of Trustor's (regardless of whether election to continue ia made), any mem.ber withdraws from
the limited liability company, or any other termination of Trustor's existence as a going business or the death of any member, the
lnlOlvency of Trustor, the appointment of a receiver for any part of Trustor's property, any anlgnment for the benefit of creditors, any
type of creditor workout, or the commencement of any proceeding under any bankruptcy or lnsofvency laws by or against Trustor.
Creditor or Forfeiture Proceedings. Commencement of foreclosure or forfeiture proceedings, whether by Judicial proceeding, 1elf.tlelp,
repossession or any other method, by any creditor of Trustor or by any governmental agency against any property secu1ng the
Indebtedness. This indudes a gamlshment of any of Trustor's accounts, Including deposit accounts, with Lender. However, this
Event of Default shall not apply If there is a good faith dispute by Trustor as to the validity or reasonableness of the daim which Is the
basis of the creditor or forfeiture proceeding and lf Trustor gives Lender written notice of the creditor or forfeiture proceeding and
deposits with Lender monies or a surety bond for the creditor or forfeiture proceeding, In an amount determined by Lender, In Its sole
discretion, as being an adequate reserve or bond for the dispute.
Bn1ch of Other Agre-emenL Any breach by Trustor under the terms of any other agreement between Trustor and Lender that is not
remedied within any grace period provided therein, lnduding without llmltatlon any agreement concerning any indebtedness or other
obligation of Trustor to Lender, whether existlng now or later.
Events Affecting Guarantor. Any of the preceding events occurs with respect to any Guaranlor of any of the Indebtedness or any
Guarantor dies or be<:Omes Incompetent, or revokes or disputes the validity of, or llabnlty under, any Guaranty of the Indebtedness.
Adverse Change. A material adverse cta'ige occurs ln Trustor's flnanciel condition, or Lender believes the prospect of payment er
porformance of the Indebtedness la l"""'red.
lnacurlty. Lender In good faith believes Itself Insecure.
Right to Cure. If S/'IY default, other than a default In payment. Is curable and If Tn.istor has not been given a notice of a breach of the
same provision of this Deed of Trust within the preceding twelve (12) montha, It may be a.ired If Trustor, after Lender sends written
notice to Trustor demanding cure of such default: (1) cures the defaun within ntteen (15) days; or (2) If the cure raqulrea more than
fifteen (15) days, lmmedlately Initiate& steps which Lender deems in Lender's sole discretion to be sufflctant to cure the default and
thereafter continues and oompletea all reasonable and necessary steps sufficient to produce C0fl1)llance as aoon aa reasonably
practical.
RIGHTS AND REMEDIES ON DEFAULT. If an e->t of DefaUlt ocan under this~ of Trust, at any time thereefter, Trustee or Lender
m,y exercise any one or mon, of the following rights and remodeo:
Electlon of Remedies. Election by Lender to pursue any remedy shaU not exclude pursuit of any other remedy, and an election lo make
exi,endltures or to take action to perform an obligatlon of Trustor under this Deed of Trust, after Trustor's tenure to perfonn. shall not
affect Lender's right to declare a default and exerdse Its remedies.
Forwclo1ww by Salt. Upon an Event of Default under this Deed of Trust, Beneficiary may declare the entire Indebtedness secured by
this Deed of Trust lmmecllately due and payable by delivery to Trustee of written declaration of default and demand for sale and of
written notice of default and of election to cause to be sold the Property, which notice Trustee shaU cause to be filed for record.
Beneficiary al80 shall deposit with Trustee this Deed of Trust, the Note, other documenta requested by Trustee, and all documents
evidencing expenditures secured hereby. After the lapM of such time as may than be required by law following the recorctaUon of the
notice of defautt, and notice of sale having been given as then required by law, Trustee, without demand on Trustor, ahal sell the
Property at the time and place fixed by It in the notice of sale, either as a whole or In separate parcels, and In such order as It may
determine, et public auction to the highest bidder for cash In lawful money of the United States, payable at time of sale. Trustee may
postpone sale of all or any portion of the Property by publlc announcement at auch time and place of sale, and from time to lime
thereafter may postpone sudl sale by public announcement at the time fixed by the preoeding postponement In accordWIOB with
applicable law. Trustee shall deHver to such purchaser Its deed conveying the Property 110 sold, but without any covenant or
warranty, express or implied. The recitals In auch deed of any matters or facts shall be conclusive proof of the truthfulness thereof.
Any person, including Trustor, Trusbta or Beneficiary may purchase at such sale. After deducting all costs, fees and expenses of
Trustee and of this Trust, Including cost of evidenoe of tlUe In connection with 8818, Tn.i&tee shall apply the proceeds of sale to
payment of: alt sums upended under the t.-ms hereof, not then repaid, with accrued Interest at the amount allowed by law in affect
at the date hereof; all other sums then secured hereby; and the remainder, If any, to the person or pen10ns legally entitled thereto.
Judlcal FONdosure. With respecl: to all or any part of the Real Property, Lender shall have the right in lieu of forectosure by power of
sale to foreclose by judicial foreclosure in accordance with and to the full extant provided by Califomla law.
UCC Remtcllea. With respect to ail or any part of the Per&onal Property, lender shall have all the right& and remedies of a secured
party under the Uniform Commerclal Code, Including without limitation the right to recover any deficiency In the manner and to the full
extent provided by Callfomla law.
Collect Rents. Lender shall have the right. without nollce to Truster to take possession of and manage the Property and collect the
Renls, including amounts past due end unpaid, and apply the net proceeds, over and above Lender's costs, against the Indebtedness.
Loan No: 37143701
DEED OF TRUST
(Continued) Page 8
In furtherance of this right, Lender may require any tenant or other user of the Property to make payments of rent or use feN directly
to Lender. If the Rents are collected by Lender, then Trustor lrrevocebly designates Lender as Truator'e attomay-ln-fact to endorse
Instruments received in payment thereof In the name of Truster and to negotiate the aame and collect the proceeds. Payments by
tenants or other users to Lender In response to Lender's demand shall satisfy the obligations for which the payments are made,
whether or not any proper grounds for the demand existed. Lender may e,cercise its rights under this subparagraph either In person,
by agent, or through a receiver.
Appoint Receiver. Lender shal have the right to have a receiver appoi,ted to take possession or all or any part of the Property, with
the power to protect and preserve the Property, to operate the Property preceding foreclosure or sale, and to collect the Rants from
the Property and apply the proceeds, over and above the cost of the receivership, against the lndebtednese. The receiver may serve
without band If permitted by law. Lender's right to the appcintment of a receiver shall exist whether or not the apparent vatue of the
Property exceeds the lndebtednesa by a substantial amount. Employment by Lander shal not disqualify a person from servtng as a
receiver.
Tenancy at Sufferance, If TN-remains In l)(lllll8B8lon of the Property after the Prcporty Is sold as provided above or ~
otherwise becomee entitled to p sse !'on of the Property L4XJ'1 default of Trustor, Trustor shall become e tenant at sufferance of
Lender or the p!.Wdiaser of the Property end shell, at Lender's option, either (1) pay a reasonable rental for the use of the Property, or
(2) vacate the Property immediately upon the demand of Lender.
Other Remedle1. Trustee or Lender shall have any other right or remedy provided tn this Deed of Trust or the Note or avaltable at law
or in equity.
Notloe of Salo. Lender ahall give Truster reasonablt notice of the time and place of any public sale of the Personal Property or of the
Ume after which any private sale or other Intended disposition of the Personal Property Is to be made. Reasonable notice 1hall mean
noUce given at least ten (10) days before the time of the sale or disposition. Any sale of the Personal Property may be made In
conjunction with any sale of the Real Property.
Sale of the Property. To the extent permitted by applicable law, Trustor hereby waives any and all rights lo have the Property
marshalled. In exercising Its rights and remedies, the Trustee or Lender shell be free to sell all or any part of the Property together or
separately, In one sale or by separate sales. Lender shall be entitled to bid at any public sale on all or any portion of the Property.
Attorney•' F .. ; ExpenMS. If Lender Institutes any suit or action to enforce 9'fl/ of the terms of this Deed of Trust, l...erder shall be
entitled to l'8COY9I" such sum as the court may adjudge reasonable • attomeya' tees at trial and upon rrf appeal, VVhether or not any
court action is involved, and to the extent not prohibited by law, all iW0I ebie a>cperl888 Lender Incurs that In Lender's oplnicr, are
necessary at any time for the protectlon of Its Interest or the enfoioe,, 181 ,1 of Its rights lhllll bealrre a part of the lndebtedneu payable
on demand and shall bear lnteresl at the Note rate from the date of the expenditure untll repaid. Expeneea covered by this paragraph
Include, without limltaUon, however subject to any llmlts under applicable law, Lender's attorneys' fees and Lender's legal expenses,
whether or not there Is a lawsuit, lnducllng attorneys' teas and expenses fer bankruptcy proceedings (Including efforts to modify or
vacate any automatic atBy or injunction), appeals, and any anticipated post.Juctgment collectlon seNloes, the cost of &88f'Chlng
Nl(lOl'(la, obtaining title reports (Including lon,ciosun, reports), survey<>!$' n,ports, and appraisal r-. IHI• lneurance, and fees for the
Trustee, to the extent permitted by applicable law. Trustor also will pay arrt oourt coats, In addition to all other sums provided by
law.
Rights of Trustee. Trustee shal have all of tho rights end duties of Lender•• set forth in this section.
POWERS AND OBLIGATIONS OF TRUSTEE. The followlng provisions relating to the power1 and obllgatlons of Trustee are part of this
Deed of Trust:
Powers of Tnataa. In addition 10 all powers of Trustee arislng as a matter of law, Trustee shall have the power to take the following
actions with respect to the Property upon the written requ911 of Lender and Truster: (a) join In preparing and flllng a map or plat of
the Real Property, lndudlng the dedication or street& or olher rights to the pubic; (b) join In granting eny eaaement or creating any
restriction on the Real Property; and (c) join In any subordination or other agreement affecting this Deed of Trust or the Interest of
Lender under this Deed of Trust.
ObHgatlon• to Notify. Trustee shall not be obligated to notify any other party of a pending sale under any other trust deed or Uen, or
of any action or proceeding In which Trustor, Lender, or Trustee shall be a party, unlM& the action a-proceeding is brought by
Trustee.
Trul8tee. Trustee shall meat all quaUflcaUons required for Trustee under applicable law. In addition to the rights and remedies set
forth above, with respect to all or any part of the Property, the Trustee shall have the right to foreclose by notice and sale, and Lender
shall have the right to foreclose by Judldel foreclosure, In either case In accordance with and to the full extant provided by applicable
law.
Succe11or Tru1t11. Lender, at Lender"s option, may from time to Ume appoint a succesaor Tru&tee to any Trustee appointed uider
this Deed of Trust by an lnetrument executed and acknowledged by Lendar and recorded in the office of the recorder of SAN DIEGO
County, State of Gallfomla. The Instrument shall contain, In addition to all other matters required by atate law, the names of the
original Lender, Trustee, and Trustor, the book and page where this Deed of Trust Is recorded, end the name and address of the
successor trustee, and the Instrument shall be executed and acknowledged by Lender or Its succeseors In Interest. The succestor
trustee, without conveyanco of the Property, shall succeed to all the title, power, and duties conferred t..,on the Truatee In this Deed
of Trust and by appllcable law. This procedure for substitution of Trustee shaN govem to the exclusion of all other provisions for
substitution.
Acceptance by TrualN, Trustee accepts this Trust when this Deed of Trust, duly executed and acknowledgad, is made a public
record ae provided by law.
NOTICES. Ally notice required to be given under this Deed of Trust shall be given In wrftlng, and shall be effective when actually dellvered,
when actually received by telefacsimile (unless otherwise required by law), when deposited with a nationally recognized ovemigtit courier,
or, If malled, when deposited in the United States mail, as first class, certified or registered mall pcatage prepaid, directed to the addresses
Loan No: 37143701
DEED OF TRUST
(Continued) Page 7
shown near the begimlng of this Deed of Trust. Truator reque1ts that copte& of any notices of default and sale be directed to Truslor'&
address shown near the beginning of this Deed of Trust. All wples of notices of forecloaure from the holder of any lien which has priority
over this Deed of Trust shall be sent to Lender's ack:lreas. as shown near the beginning or this Deed of Trust. Any party may change Its
address for notices under this Deed of Trust by giving formal written notice to the other partles, specifying that the purpoae of the notice is
to change the party's addreu. For notice purposes, Trustor as,ea to keep Lender Informed at all Urnes of Truster's current address.
Unl881 otherwise provided or required by law, if there Is more than one Truster, any notice ~n by Lender to any Trustor is deemed to be
nonce given to all TrustDl'll.
STATEMENT OF OBLIGATION FEE. Lender may collect a fee, not to exceed the maximum amount permitted by law, for furnishing the
statement of obHgation as provldod by Section 2943 of the ClvR Code of California.
MISCELLANEOUS PROWHONS. The following misceltaneous provisions are a part of this Deed of Trust:
Amendments, This Deed of Trust, together with any Related Documents, constitutes the entire understanding and agreemer1t of the
parties aa to the matters set forth In this Deed of Trust. No alteration of or amendment to this Dead or Trust shall be effective unless
given In writing and signed by the party or parties sought to be charged or boUnd by the alteration or amendment.
Annual Ropoftt, If the Property Is uoed for pu,_ other than Truolcl'o -.CO, Tnmor -fumlsh to ....-. upon raq.-. a
certified statement of net operating Income receiV8d from the Property during Truator's previous fiscal year in such form and detail ea
Lender ahal require. "Net operating Income" shall mean all cash receipts from the Property less aN cash expenditures made In
connection with the operation of the Property.
caption Heading,. Caption headings In this Deed of Trust are for convenience purposes only and are not to be used to Interpret or
define the provisions of this Deed of Trust.
Merger. There shall be no merger of the Interest or estate created by this Deed of Trust with any other Interest or estate in the
Property at any time held by or for the benefit of Lender In any capacity, without the written consent of lender.
Gowmlng Law. Thi• Dnd of Trust wlll bt gov.,...d by fldlral law applicable to Lendlr and, to the extent not prnmpted by ftderal
law, the laws of the State of Clllfomla without regard to Its i;onfllets of law provlslonl. This DHd of Trust hH been accepted by
Lender In the State of Callfomla.
Choice of Venue. If there Is a lawsult, Trustor agrees upon Lender's request to submtt to the jurisdiction of the courts of SAN DIEGO
Coonty, State of Callfomla.
No Waiver by Lender. Lender shaM not be deemed to have waived any rights under this Deed of Trust unless such waiver Is given In
writing and s~ned by Lender. No delay or omission on the part of Lender In exercising any right shal operate • a waiver of such
right or any other right. A waiver by Lender of a provision of thla Deed of Tru1t shaN not prejudice or constitute a waiver of Lender's
right otherwise to demand strict compliance with that provision or any other provision of this Deed of Trust. No prior waiver by
Lender, nor any course of dealing between Lender and Truslot', shall constitute a waiver of any of Lender's rights or of any of
Tru&tor's obligations as to any future transactions. Whenever the consent of Lender Is required Under this Deed of Trust, the granting
of such consent by Lender in any instance shall not constitute continuing consent to subsequent Instances where such consent is
required and In all cases such consent may be granted or withheld In the sole discretion of Lender.
S.verablllty. If a court of competent Jurisdiction finds arrt provision of this Deed of Trust to be ileglll, Invalid, or unenforceable as to
any circumstance, that finding shall not make the offending provision Illegal, Invalid, or unenforceable as to eny other circumstance. If
fealible, the offending provision shall be conatdered modified ao that It becomN legal, valid and enforceable. If the offending
provision cannot be so modified, it shall be c:onaldered deleted from this Deed of Trust. U'llese otherwise required by law, the
Hlegallty, lnvaMdity, or unenforoeablllty of any ~ of this Deed of Trust shall not affect the legality, validity or enforceability of
any other provision of this Deed of Trust.
SucceHors and Assigns. Subject to any !Imitations stated in this Deed of Truet on transfer of Trustor'1 Interest, this Deed of Trust
shall be binding upon and Inure to the benefit of the parties, their successors and assigns. If ownership of the Property becomes
vested In a person other than Truster, Lender, without notice to Truator, may deel with Trustor'a successors with reference to thi1
Deed of Trust and the lndebtednesa by way of forbearance or extenalon without releasing Trustor from the obllgaticns of this Deed of
Trust or llabHlty under the Indebtedness.
Tim• ta of the Essence, Time Is of tha essence In the performance of this Deed of Trust.
Waive Jury. To the extent ponnHled by applloable law, Ill partlu to 1h11 Deed of Trust hwoby walv1 the right to any Jury trill In any
aetlon, proceadlng, or oounterdalm brouthl by any party agalmt any olhef party.
DEFINmONS. The followlng capitalized words and term, shell have the following meanings when used in this Deed of Trust. Unless
speclflcaliy statod to the contrary, all references to dollar amounts shall mean amounts In lawful money of the United States of America.
Words and terms used In the singular shall lndude the plural, and the plural shell Include the singular, as th• context may require. Words
and terms not otherwise defined In this Deed af Truet shel have the meanings attributed to such terms In the Unifonn Commercial Code:
Beneficiary. The word •Beneficiary• means HANMI BANK, and Its successors and assigns.
Borrower. The word •sorrower" means MARUTI INVESTMENTS, LLC and includes all co-signers and co-makers signing the Note and
all their successors and assigns.
Deed of Trust. The words ·Deed of Trust• mean this Deed of Trust among Trustor, lender, and Trustee, and Includes without
llmltaUon all assignment and security interest provisions relating to the Personal Property and Rents.
Default. The word •oeraultM means the Default set forth In this Deed of Trust In the section titled •oetault".
Environmental Laws. The words •Environmental Laws• mean any and all state, federal and local statulH, regulations and ordinances
relating to the protection of human health or the environment, Including without limitation the Comprehenllve Environmental
Response, Compensation, and Llablllty Act of 1980, a& amended, 42 U.S.C. Section 9801, et &eq. (•CERCLA•), the Superfund
l.oan No: 37143701
DEED OF TRUST
(ConUnued) Paga 8
Amendment, and Reauthorization Act of 1986, Pub. L. No. 99-499 (•SARA•), the Hazardous Materials Transportation Act, 49 U.S.C.
section 1801, et seq., the Resource Conservation and Recovery Act, 42 U.S.C. Soctlon 6901, et aeq., Chapters 6.5 through 7 .7 of
Division 20 of the California Health and Safety Code, Section 25100, et seq., or other applicable state or federal laws, rules, or
regulations adopted pursuant thereto.
Event of Default. The words •Event of Default• mean any of the events of default set forth In this Deed of Trust In the events of
default section of 1h18 Deed of Trust.
Guarantor. The word •Guarantor" means any guarantor. surely, or accommodation party of any or all of the Indebtedness.
Guar-..ty. The word •Guaranty• means the guaranty from Guarantor to Lender, lncludlng without limHatlon a guaranty of all or part of
the Note.
Hazardous Substances. The words •Hazardous Substances" mean materials that, because of their quantity, concentraUon or
physical, chemical or infecUoua characteristics, may cause or pon a present or potential hazard to human health or the environment
when lmproperty used, treated. stored, disposed of, generated, manufactured, transported or otherwise handled. The words
"'Haza-dous Substances• are used In their very broadest aan&e and Include without llmltatlon any and all hazardous or toxic
substances. materials or waste as defined by or listed under the Environmental Laws. The term "Hazardous Substances" also
indudes, without llmitatlon, petro~um and petroleum by-products or any fraction thereof and asbestos.
Improvements. The word •improvements" means aM existing and future Improvements, buildings, structures, mobile homes affixed on
the Real Property, facllltles, additions. replacements and other construction on the Reel Property.
lndebtednna. The word "lndebtedne11" means aU princlpal, Interest, and other amounts, costs and expenses payable uncklr the Note
or Related Documents. together with all renewals of, extensions of, modifications of, conaolldatlons of and subatitutlona for the Note
or Related Documents and any amounts expended or advanced bV Lender to dtscharge Trustor's obligations or expenses Incurred by
Trustee or Lender to enforce Trustor's obllgaUons under this Deed of Trust, together with Interest on such amounts as provided in this
Deed of Trust.
Lender. The word "Lender" means HANMI BANK, Its successo11 and assigns.
Note. The word •Note• means the promissory note dated July 6, 2016, in the orlglnal principal amount of $9,072,000.00 from Trustor to Lendor, together with all renewals of, extensions of, modlllcatlone of, rellnanclngs of,
consolk:tatlona of, and eubstttutione for the promissory note or agreement. NOTICE TO TRUSTOR: THE NOTE CONTAINS A
VARIABLE INTEREST RATE,
Penonal Property. The words "Personal Property• mean all equipment, fixtures, and other articles of personal property now or
hereafter owned by Trustor, and now or hereafter attached or affixed to the Real Property; together with all accessions, parts, and
addldons to, all replacements of, and all subslHutlons for, any of such pros:,erty: and together with all s:,roceeds (Inducting without
llmitatlon all Insurance proceeds and raft.Inds of premiums} from any sale or other disposition of the Property.
Property. The word "Property" means collectively the Real Property and the Personal Property.
Real Property. The words •Real Property• mean the real property, Interests and rights, as further described In thMi Deed of Trust.
Related Documents. The words •Related Documents• mean all promissory notes, credit agreements, loan agreements, security
agreements, mortgages, deeds of truat, security deeds, collateral mortgages, and all other Instruments, agreements and documents,
whether now or hereafter existing, executed In connection with the Indebtedness; except that the words do not mean any guaranty or
environmental agreement, whether now or hereafter existing, executed In connection with the Indebtedness.
Rents. The word •Rents" means all present and future leaNS, rents, revenues, income, Issues, royaltiae, profit,, and other benefits
derived from the Property together with the cash proceeds of the Rents.
TnaltH. The word •Trustee• meana Hanmi Bank, wtiose address Is 3660 WHshlre Blvd., Suite 104, Los Angeles, CA 90010 and any
substitute or successor trustees.
Tn1Itor. The word •Truster• means MARUTI INVESTMENTS, LLC.
TRUSTOR ACKNOWLEDGES HAYING READ ALL THE PROVISIONS OF THIS DEED OF TRUST, AND TRUSTOR AGREES TO ITS TERMS,
INCLUDING THE VARIABLE RATE PROY181ON8 Of THE NOTE SECURED BY THIS DEED Of TRUST.
TRUSTOR:
INVESTMENTS, LLC
Loan No: 37143701
DEED OF TRUST
(Continued)
CERTIFICATE OF ACKNOWLEDGMENT
Paga 9
A notary public or other officer completing this cortiflcate verifies only the Identity of the Individual who '""'8d the dooumont to
which this certificate Is attached, aid not the truthfulness, accuracy or validity of that document.
STATE OF ___ CA-=---..:./_.;-lvnc:::..:..."":....:..:.A __ _
COUNTY OF __ ..5_tr_,rh_A __ C~i_A_f_"-_
l ss
l
°"---=:r._"-'v<.'-'--',-('j+----=O'-J,...__~2ol.£__beroreme. He e f-;. u,r ,J"'-Thr fql,(;c,.
(h sert name and title of th cer) e y appnred NEELUM R. PITAMBER, who proved to me on the beols~f lsfactory 8Yldence to be the """"'1lsf' who8a narre/,t)
bacrtbed to 6:'8 ~it~ !~~ment and ~ to me th executed the aame i~)hM. authorized 1)11Cit)41e1), and that ~ slgnature'8f on the Instrument the , or the enuty upon behaW of Which the parson(o(acted,
executed the Instrument.
I certify under PENAL TY Of PERJURY under the laws of the State of California that the foregoing paragraph Is true and correct.
WITNESS my hand ond olllclal/
SI~~
(DO NOT RECORD)
REQUEST FOR FULL RECONVEYANCE
(To be used only when obligations have been paid in full)
To: _______________ Trustee
The undersigned Is the legal owner and holder of all Indebtedness secured by this Deed of Trust. All sums s8CIS8d by this Deed of Trust
have been fully paid and satisfied. You are hereby directed, upon payment to you of any sums owing to you under the terms of this Deed
of Trust or pursuant to any applicable statute, to cancel the Note aecured by this Deed of Trust (which Is d8'1vered to you together with
this Offd of Trust), and to reconvey, without warranty, to the partie• designated by the terms of this Deed of Trust, the estate r,ow held
by you under this Deed of Trust. Please mall the reconveyance and Related Documents to:
Dote:---------------Beneficiary: _____________ _
By: ____________ _
""'--------------
LaserPro, Ver. 16.1.10.003 Copr. D 1-H USA CorporeUon 1997, 2018. AH Rights Reserved. • CA f:\NOTE\CFI\LPL\G01.FC TR·31235
PR.Commercl
NOTARY SE_-\L
Under the provisions of Government Code 27361. 7, I certify under the
penalty of perjury that the notary seal on the document to which this
statement is attached reads as follows:
Name of Notary: _H---.------,;y_e_/c--+-y_u--,,i'1J<---ft_tl 1_1 --
Commission no.: 2 0 2->{/ f ~ ---'--'------'-_;_--'-------
County where bond is filed: 7an 1-d C ldrd C.uf1+-v
Date Commission Expires: __ S-,....!/._z_o__,_(_I___,):___ ___ _
ManufacturerN endor Identification number: /J /? 0 ::1-
5ct1-1 /)/e, Jc PLACE OF EXECUTION: __________ _
DATE: 7/ 12-( I 6 ----------------
SIGNATURE:
~. ~-
, DPS Agent
Exhibit •A"
Legal Description
Real property In the City of cartsbad, County of San Diego, State of california, described as follows:
LOTS 9 AND 10 OF CARLSBAD TRACT NO. 81-5 IN THE CTTY OF CARLSBAD, COUNTY OF SAN DIEGO,
STATE OF CAUFORNIA, ACCORDING TO MAP THEREOF NO. 10899, FILED IN THE OFFICE OF THE
COUNTY RECORDER OF SAN DIEGO COUNTY, APRIL 11, 1984.
EXCEPTING THEREFROM ALL MINERAL RIGHTS NOT HERETOFORE OTHERWISE CONVEYED OR
RESERVED, INCLUDING WITHOUT UMITATION ALL OIL, GAS, HYDROCARBON AND SIMILAR RIGHTS,
AND ALL WATER RIGHTS, GEOTHERMAL STEAM AND STEAM POWER, WITHIN OR UNDERLYING SAID
LAND, TOGETHER WITH THE PERPETUAL RIGHT OF DEVELOPMENT THEREOF; PROVIDED, HOWEVER,
THAT THE RIGHTS HEREIN EXCEPTED DO NOT INCLUDE THE RIGHT TO ENTER UPON THE SURFACE
AND THE mp 500.00 FEET OF THE SUBSURFACE OF THE REAL PROPERTY.
APN: 214-450-31-00
Recording Requested By:
FIRST AMERICAN Tlll.E
National Commercial SeNices
RECORDATION REQUESTED BY:
HANMIBAN<
DIAMOND BAR OFFICE
1101 BREACAHfONROADSUITEA-1
DIAMOND BAR, CA 91789
WHEN RECORDED MAIL TO:
HANMIBANK
L0AN OPERAllONS DEPARTMENT
3680 WILSHIRI! &VD, PH-A
LOSANllELEB, CA 00010
SEND TAX NOTICES TO:
MARUTI INVESTMeNTIS, LLC
9249 SIERRA C0I.LEGE BLVD
ROSE\IILLE CA 11861
DOC# 2016-0347735
I 111111111!111111111111111 HIIIHI 11111111111111 !1111111111
ASSIGNMENT Of RENTS
Jul 12, 2016 03:03 PM
OFFICIAL RECORDS Ernest J. Dmnenburg, Jr.,
SAN DIEGO COUNTY RECORDER
FEES: $30.00
PAGES:6
f9B RECORQCS:S USE ONLY
THIS ASSIGNMENT OF RENTS dated July 6, 2016, Is made and executed between MARUTI INVESTMENTS,
LLC, A CALIFORNIA LIMITED LIABILITY COMPANY whose address Is 9249 SIERRA COLLEGE BLVD,
ROSEVILLE, CA 95881 (referred to below aa "Grantor") and HANMI BANK, whose address Is 1101 BREA
CANYON ROAD SUITE A-1, DIAMOND BAR, CA 91789 (referred to below as "Lender").
ASSIGNMENT. For valuable consideration, Granto, hereby assigns, grants a continuing security lntereat In, and
convoys to Lender all of Grantor's right, title, and Interest In and to the Rents from the following dHcrlbad
Property located In SAN DIEGO County, State of California:
See EXHIBIT "A", which Is attached to this Aselgnment and made a pert of this Assignment aa If fully set
forth herein.
The Property or Its address Is commonly known aa 760 MACADAMIA DRIVE, CARLSBAD, CA 92011. The
Assessor's Parcal Number for the Property Is 214-450-31-00.
Thia Is an absolute assignment of Rents made In connactlon with an obligation secured by property pursuant to
California Civil Code section 2938.
THIS ASSIGNMENT IS GIVEN TO SECURI! (1) PAYMENT OF THE INDEBTEDNESS AND (2) PERFORMANCE OF ANY AND ALL
08UGATtONS OF GRANTOR UNDER THE NDTE, THIS ASSIGNMENT, AND THE RELATED DOCUMENTS, THIS ASSIGNMENT IS GIVEN
AND ACCEPTED ON THE FOLLOWtNG TERMS:
PAYMENT AND Pl:RFORMANCE. Except as otherwise provided In this Assignment or any Related Documents, Grantor shall pay to Lender
all amounta sea.ired by this Assignment as they become due, and shall strictly perform all of Grantor's obllgations under ttils Assignment.
Unless and until Lender exercises ltI rtght to collect the Rents as sirovlded below and 80 long as there Is no default under thl& Assignment,
Grantor may remain In possession end control of and operate and manage the Property and collect the Rents, provided that the granting of
ttie right to collect the Rents shall not constitute Lender's consent to the use of cash collateral in a bankruptcy prceeeding.
GRANTOR'S REPRESENTATIONS AND WARRANTIES. Grantor warrants that:
Ownership. Granter is enUtled to receive the Rents free and clear of all rights, loans, liens, encumbrances, and claims excesit as
disclosed to and aooepted by Lender In writing.
Right lo A11lgn. Grantor has the full right, power and authority to enter into this Assignment and to assign and convey the Rents to
Lender.
No Prior AUtgnment. Grantor has not prevlousty assigned or conveyed the Rents to any other person by any instrument now In force.
No Further Transfer. Grantor wlll not sell, assign, encumber, or otherwise dispose of any of Grantor's rights In the Rents except as
provided In this Assignment.
LENDER'S RIGHT TO RECEIVE AND COLLECT RENTS. Lender shall have the right at any lime, and even though no default shall have
occurred under this Assignment, to collect and r9celve the Rents. For this purpose, Lender Is hereby given and granted the following
rights, powers and authority:
Notlee to Tenenb. Lender may send notices to any and all tenants of the Property advising them of this Assignment and directing all
Rents to be pakt directly to Lender or Lender's agent.
Enter the Property. Lender may enter upon and take posae&1lon of the Property; demand, colloc;t and receive from the tenants or from
any other persons llable therefor, all of the Ranta; Institute and carry on all legal proceedings neceuary for the protection of lhe
Property, Including such proceedings as may be necessary to recover possession of the Property; collect the Rents and remove any
tenant or tenants or other persona from the Property.
Maintain lhe Property. Lender may enter up0n the Property to maintain the Property end keep the same In repair; to siay the costs
thereof and of all services of all employees, Including their equipment, and of all continuing costs and expenses of maintaining the
Loan No: 37143701
ASSIGNMENT OF RENTS
(Continued) Page 2
Property In proper repair aid condition, and also to pay all taxes, assessments and water utltltles, and the premiums on fire and other
Insurance effected by Lender on the Propeny.
Compllence with Laws, Lander may do any and all things to execute and comply with the laws of the State of Callfomla and elao ell
other laws, rules, orders, ordinances and requirements of all other governmental agencies affecting the Property.
Leue the Property. Lender may rent or lease the whole or any part Of the Property for such term or terms and on such conditions 11
Lender may deem appropriate.
Employ Agent•. lender may engage such agent or agents as Lender may deem appropriate, either In Lender's name or In Grantor's
name, to rent and manage the Property, lnchJding the colleC11on and application of Rents.
Other Acts. lender may do all such other thing& and acts with respect to the Property as Lender may deem appropriate and may act
exclusively and solely In the plaoe and stead of Grantor and to have all of the powers or Grantor for the purposes stated above.
No Requirement to Act. Lender shall not be required to do any of the foregoing acts or things, and the fact that Lender shall have
performed one or more of the foregoing acts or things shall not require Lender to do any other specific act or thing.
APPLICATION OF RENTS, All coats and expenses incurred by Lender In oonnection with the Property shall be for Grantor's account and
l«lder may pay such oosts and expenses from the Rents. Lender, In Its sole discretion, shal determine the applieatlon of any and all Rents
recelwd by It; however, any such Rents ""'9iVed by Lender which are not applied to such costs and OlCpOl18eS shall be applied to the
llidebtedi IOSS. All expenditl.1"88 made by Lender under this Assigm,ent and not reimburaed from the Rails shall bea:>me a part of the
Indebtedness secured by this Assignment, and lhal be payable on demand, with Interest at the Note rale from date of expendltl.re until
pal<I.
FULi. PERFORMANCE. If G.-.ntor pay& al of the 1, _,_.when wa aid olhenM88 performs al the obligations i""""8d upon Granter
U1der this Assignment, the Note, and the Related Oocumerts, Lender shall execute End deliver to Grar1or a suitable satisfaction of this
Aaslgnment and suits~• statements of termination of any financing statement on file evidencing Lander's security Interest in the Rants and
the Property. Any termination fee required by law shall be paid by Granter, If pem11ttecl by applicable law.
LENDER'S EXPENDITURE&. If any action or ~Ing la oomnonoed that would maleriaJly affect Lender's Interest In the Property or If
Grantor falls to comply with any provleion of this Assl111ment or .-ry Related Oocunents. Including but not Hmtted to Grantor's failure to
discharge or pay ¥\/hen due any am:urts Gral'llor Is required to dlscharge or pay under this Assignment or any Related Documents, Lender
on Granto(s behaf nay (but shall not be obi~ to) take e,rf action that ~ deem, app'01l<iate, Including but not limited to
dlooharglng or paying all taxes, liens, security Interests, """'"°""" aid other clolms, at e,rf time levied a< placed 01"1 the Rans or the
Property and paying al oosts for Insuring, rraintairing and pn!NNing the Property. All sucn expenditures lncu!Ted or pold by ~ for
such purpoees will then '-" Interest at the rate c:helged under the Note from the date lnam9d or pold by ~ to the date of rapaymont
by Granter. All such expenses will become a part of lhe Indebtedness and, at Lender's option, will (A) be payable on demand; (B) be
added to the balance of the Note and be apportioned among and be payable wUh any installment payments to become due during either
(1) the term of any applicable Insurance policy; or (2) the remaining term of the Note: or (C) be treated as a balloon payment which wlll
be due and payable at the Note's maturity. The Assignment also will secure payment of these amounts. Such right shall be In addition to
au other rights and remedies to which Lander may be enUUed upon Default.
DEFAULT. Each of the folloY,,ing, at Lender's option, shall constitute an Event of Default lJ1dor this Assignment:
Payment Default Grantor faUa to make any payment when due under the Indebtedness.
Other Defautta. Granter falls to comply with or to perform any other term, obllgatton, covenant or condition contained in this
Assignment or in any of the Related Documents or to comply with or to perform any term, obllgaUon, covenant or condition contained
in any olher agreement between Lender and Granter.
Default on Other Payments. Falure of Granlor within th• time required by this Assignment to make any paymenl for taxes or
Insurance, or any other payment necessary to prevent filing of or to effect discharge of any lien.
Default In Favor of Third Partlu. Any guarantor or Grantor defaults under any loan. extension of credit, security agreement, purchase
or sales agreement, or any other agreement, In favor of any other creditor or person that may materially affect any of any guarantor's
or Grantor's property or ability to perform their respective obllgatlOns under this Assignment or any of the Related Documerrts.
Environmental Default. Failure of any party to comply with or perform when due any term, obligation, covenant or condition contained
In any environmental agreement executed In connection with the Property.
fllM Statement.. Any warranty, representation or &tatement made or furnished lo Lender by Grantor or on Grantor's behalf under
lhls .Asalgnment or the Related Documents Is false or misleading In any material respect, either now or at the time made or furnished
or become& false or misleading at any time thereafter.
Defective Collaterllllzatlon. This Assignment or any of the Related Documents ceases to be in full force and effect (indudlng failure of
any colateral document to create a valid and perfected aecurity lnteraat or llen) at any time and for any reason,
Delttt or Insolvency, The dlssolutlon of Grantor's (regardless of whether election to continue is made), any member withdraws from
the llmlted llablllty company, or any other termination of Grantor's existence as a going business or the death of any member, the
Insolvency of Granter, the appointment of a receiver for any pert of Grantor's property, any assignment for the benefit of creditors,
any type of creditor workout, or the commencement of any proceeding under any bankruptcy or Insolvency laws by or against
Grantor.
Creditor or Forfeiture ProcMdlng1. Commencement of foreclosure or forfeiture proceedings, wheth•r by judicial proceeding, eelf-h8'p,
rep09988Slon or any other method, by any creditor of Granter or by any governmental agency against the Ranta or any property
aecurtng the Indebtedness. This Includes a garnishment of any of Grantor's accounts, Including deposit accounts, with Lender.
However, this Event of Default ehal not aw!y if there Is a good faith dispute by Granto, as to the valldlty or reasonableness of the
claim which is the basis of the creditor or forfeiture proceeding and if Grantor gives Lander written notice of the creditor or forfeiture
proceeding and deposits with Lender monies or a surety bond for the creditor or forfeiture proceeding, in an amount determined by
Loan No: 37143701
ASSIGNMENT OF RENTS
(Continued)
Lender, In Its &Ole discretion, •• being an adequate reserve or bond for the dispute.
Property Damage or Lou. The Property Is lost, stolen, aubstanUalty damaged, sold, or borrowed against.
Page 3
Events Affecting Guarantor. Any of the preceding events occurs with respect to any GuEnntor of any of the lndebtednHS or any
Guarantor dies or becomaa Incompetent, or revokes or disputes the validity of, or llablltty under, any Guaranty of the Indebtedness.
Adv..-.. Change. A 11'81:ertal 8CNelS8 dlenge occurs In Grantor's financial QOndltlon, or Lender believes the prospect of payment or
peir0111• .oe of the lndebtedll8W is I"1)8irad,
lnacurtty. Lender In good faith belleves Itself Insecure.
Curt Provtslol'1a. H srry default, other than a default In payment, is curable and if Grantor has not been given a notice of a breach of
the same proVlslon of thl& A&&lgnment within tho preceding twelve (12) montha, It may be cured If Grantor, after Lender sends written
notice to Grantor demanding cure of such default: (1) cures the default within fifteen (15) days; or (2) if the cure requires more
than fifteen (15) days, tmmedlatety lnttlate1 steps which Lender deems In Lender"s aole discretion to be sufficient lo cure the default
and thereafter continues and completes all reasonable and necessary steps sufllclent to produce compliance a& eoon u reasonably
practical.
RIGHTS AND REMEDIES ON DEFAULT. Upon the occurrence of any Event of Default and at any time thereafter, Lender may exercise any
one or more of the iollowlng rights and remedies, In addition to any other rights or remadla1 provided by law:
AGceler•tl lndebtedneu. Lender shal have the right at Its option wllhout notice to Granto, to declare the entire Indebtedness
Immediately due and payable, Including any prepayment fee that Granter would be required to pay.
ColJect Rents. Lender shall have the right, without notice to Grantor, to take poaaesslon of the Property and oollect the Rents,
Including amounts past due and unpaid, and apply the net proceeds, over and above Lender's costs, against the Indebtedness. In
furtherance of ttlis right, Lender shal have all the rights provided for In the Lender's Right to Receive and Collect Rents Section,
above. If the Rents are collected by Lender, than Grantor irrevocably designates Lender as Grantor's attorney-In-fact to endorse
Instruments received In payment thereof In the name of Grantor and to negoUate the Hme and collect the proeeeds. Payments by
tenants or other uurs to Lander In response to Lender's demand shall satisfy the obligations for which the paymenlS are made,
whether or not any proper grounds for the demand existed. Lender may exercise its right& under this subparagraph either in person,
by agent. or through a receiver.
Appoint Receiver, Lender shall have the right to have a receiver appointed to take posseaslon of all or any part of the Property, with
the power to protect and preserve the Property, to operate the Property preceding foreclosure or sale, and to collect the Ren1S from
the Property and apply the proceeds, over and atx>ve the cost of the receivership, against the Indebtedness. The receiver may serve
without bond if permitted by law. Lender's right to the appointment of a receiver ahall exist whether or not the apparent value of the
Propeny exceeds the Indebtedness by a substantial amount. Employment by Lender shall not dlsqualify a person from serving as a
receiver.
Other Remedlea. Lender ehall have al other rights and remedies provided In this Assignment or the Note or by law.
Electlon of R1medle1. Election by Lender to pursue any remedy shal not exclude pursuit of any other remedy, and an election to make
expenditures or to take action to perform an obligation of Granter under this Assignment, after Grantor's failure to perform, shall not
affect Lenders right to declare a defautt and exercise Its remedies.
Attorney,• FHI; Expenus. If L.snder Institutes any suit or action to enforce any of the terrre of this Assignment, Lerder shall be
entitled to raooYer aud1 sum as the court may adjudge reaeonable as attorneys' fees at trial and upoo any appeal. \Mlether or not a,y
court action Is involved, a,d to the extent not prchlblted by law, all reasonabfe expenses Lender Incurs that In Lender'• apinion are
necessary at any time for the protectk>n of Its interest or the erloicet nent of Its rights shall become a part of the Indebtedness payable
on demand and shan bear Interest at the Note rate from the date of the expendlli.n unU repaid. Expenses covered by this paragraph
lndude, without limltatlon, however subject to any limits under applk:able law, Lender's attomays' fees and Lender's legal expenses,
whether or not there ls a lawsuit, Including attorneys' fees and expenses for bankruptcy pn:,ceecllngs (Including efforts to modify or
vacate any automatic stay or Injunction), appeals, and any antidpated poGt.-Judgment collection aervk:es. the cost of aearching
reco,ds, obtaining title repo,18 (Including--.,. reports~ aurveyoni' reports, and appralsal lees, title Insurance, and f'eea for the
Trustee, to the extent permitted by appUcable law. Granter alao will pay fll'IY court coats, In addHion to all other sums provided by
law.
MISCELLANEOUS PROVISIONS. The following mlscellanaous provisions are a part of this Assignment:
Amendments. This Aslignment, together with any Related Documents, constitutes the entire understanding end agreement of the
parties as to the matters eet forth in this Assignment. No alteration of or amendment to this Assignment Stlall be affective unless
given In writing and signed by the party or parties sought to be charged or bound by the alteration or amendment.
Caption Headings. Caption headings In this Assignment are for convenience purposes only and are not to be used to Interpret or
define the provieions of thl• Asslgnm&nt.
Governing Law. Thia A11lgnment wlll be governed by fedenl law applicable to Lender and, to th• e:dent not preempted by federal
law, the laws of the State of Callfomla without ,.garcl to Its conflicts of law provltlont, Thia Anlgnment h• been acceptad by
Lender In the State of Caltromla.
Choice of V•nue. If there Is a lawsuit, Grantor agrees upon Lender's request to submit to the Jurisdiction of th& courts of SAN DIEGO
County, State of California.
Merger, There shal be no merger of the Interest or estate created by this assignment with any other Interest or estate In the Property
et any time held by or far the benefit of Lender In any capacity, without the written consent of Lender.
Interpretation. (1) In all cases where there is more than one Borrower or Grantor, then all words used In this Assignment In the
singular shall be deemed to have been used in the plural where the context end construction so require. (2) If more than ooe person
Loan No: 37143701
ASSIGNMENT OF RENTS
(Continued) Page 4
signs this Asslgrment as •Grantor,• the obligaHona of each Grantor are Joint and several. lhts means that If Lender brings a lawsuit,
Lender may sue any one or more Of the Granlonl. If Borrower and C3fentor are not the same person, Landa' need not sue Borrower
first, end that Borrower need not be joined In any lawsun. (3) The names gtven to paragraphs or sectlcns In thla Assignment ere for
oonvenlence purposes only. They are not to be used to Interpret or define the provisions of this Assignment.
No Waiver by Lender. Lender shal not be deemed to have waived any rights under tl'lls Assignment unless such waiver is given ln
writing and signed by Lender. No delay or oml881on on the part of Lender In e>eercislng any right shall operate as a waiver of such
right or any other right A waiver by Lend• of a provision of this Assignment Shall not prejudice or constitute a waiver of Lender's
right otherwise to demand strict compliance with that provision or any other provision of this Assignment. No prior waiver by Lender,
nor any course of dealing between Lender and Grantor, shall constitute a waiver of any of Lender's rights or of any of Grantor's
obligation, as to any future transactions. Whenever the consent of Lender Is required under this Assignment, the granting of such
consent by Lender In any Instance shall not constitute continuing coneent to subsequent Instances where such consent Is reQUlred and
in all cases such conHnt may be granted or withheld In the sole dlscreuon of Lender.
Notices. Any notice required to be given under this A&elgnment shall be given in writing, and shall be effective vmen actually
delivered, when actually received by telefacsimile (l.l'lless otherwise required by law), when deposited with a natlonanv recognized
overnight courter, or, if malled, when deposited In the United Statn mall. as first class, certified or registered mall pCJStage prepaid,
directed to the addresses shown near the beginning of this Assignment Any party may change Its addrees for notloea under this
Assignment by giving formal written notice to the other parties, specifying that the purpose of the notice 11 to change the party's
address. For notice purposes, Grantor agees to keep Lender Informed at alt dmes of Grantor's current address. Unlees otherwise
provided or required by law, If there Is mon, than one Granter, any notice gtven by Lender to any Grantor is deemed to be notloe given
to all Orantora.
Powers of Attorney. The various agencies and powers of attomey conveyed on Lender under this Assignment are granted for
purposes of security and may not be revoked by Grantor until such time as the same are renounced by Lander.
Stverablltty. If a court of competent Jurisdiction finds any provision of this Asslgrmant to be illegal, Invalid, or unenforceable a& to
any drcumstance, that finding shall not make the offending provtston Illegal, lnvalld, or unenfortieable as to fJr'IY other drcumstance. If
188Slble, the offending provision shall be oonoldered modified so that II becomes legal, valid ,m enforoeSble. If 1ha offending
provision cannot be so modified, It shal be considered deleted from this Assignment. Unless otherwise required by law, the llegallty,
invalidity, or unenforceabllity of any provision of this Assignment shall not affect the legality, validity or enforceabUity of My other
provlslon of this Aeslgrvnent
Succeuors and Assigns. Subject to any llmitatlona stated in lhls Assignment on transfer of Grantor's interest, this Assignment shal
be binding upon end inure to the benefit of the parties, their successors and •asigns. If o'Mlerahlp of the Property becomes vested in
a person other than Grantor, Lender, without notice to Granter, may deal with Grantor's successors with reference to thls Assignment
and the lndebtedneA by way of forbearance or extension without releasing Grantor from the obligations of this Assignment or llabillty
under the Indebtedness.
Time II of the Enence. Time Is of the essence In the performance of this Assignment.
Walw Jury, To 1he -pom,lltod by """loablo law, all portlao to this Aulgnmonl henby waive 1he right to ony Jury trlol In any
aotlon, pn,cooc11.,., ., counterctalm INaughl by 111y party aaalnat ony -pa11y,
Walvar of Right of -ptlon, NOTWITHSTANDING ANY OF THE PROVISIONS TO THE CONTRARY CONTAINED IN THIS
ASSIGNMENT, GRANTOR HEREBY WAfVES ANY AND ALL RIGHTS Of REDEMPTION FROM SALE UNDER ANY ORDER OR
JUDGMENT OF FORECLOSURE ON GRANTOR'S BEHALF AND ON BEHALF OF EACH ANO EVERY PERSON, EXCEPT JUDGMENT
CREDITORS OF GRANTOR, ACQUIRING ANY INTEREST IN OR TITLE TO THE PROPERTY SUBSEQUENT TO THE DATE OF THIS
ASSIGNMENT.
DEFINfflONS. The following capltalized worda and terms ahall have the following meanings when used In this Assignment. Unless
speclflcally stated to the contrary, all references to dollar amounts shall mean amounts In lawful money of the United States of America.
Words and term, uud In the singular shall Include the ph.Jral, and the plural ahall lndude the aingular, as Iha context may require. Words
and terms not otherwise defined In this Assignment shall have the meanings attributed to such terms In the Untfonn Commercial Code:
Al1lgnment The word •Asalgnment" means lhls ASSIGNMENT OF RENTS, aa this ASSIGNMENT OF RENTS may be amended or
modified from time to time, together with all exhlblta and schedules attached to this ASSIGNMENT OF RENTS from Ume to Ume.
Borrower. The word •sorrower" means MARUTI INVESTMENTS, LLC.
Default, The word "D1fault" means the Default Ht forth in this Asstgnment In the section titled "Default".
Event of Default. The words "Event of Default" mean any of the events of default set forth in this Assignment In the default secUon
of this Assignment.
Grantor. The word •Grentor" means MARUTI INVESTMENTS, LLC.
Guarantor. The word •Guarantor" moans any guarantor, surety, or accommodation party of any or all of Iha Indebtedness.
Guaranty. The word "Guaranty• means the guaranty from Guarantor to Lender, Including without llmltation a guaranty or all or part of
the Note.
lndebtedneu. The word •1ndebtedneu• means all prlnclpal, Interest, and other amounts, coata and upenses payable under the Note
or Related Document&, together with an renewals of. extensions of, modifications of, consolidations of and aubsutulions for the Note
or Related Documents and any amounts expended or advanced by lender to discharge Granton. obligations or expenses incurred by
Lender to enforce Grenlor's obllgatlons under thl• Assignment, together with Interest on such amounts as provided In this
Assignment.
Lender, The word •Lender" mean• HANJ..11 BANK. Its successors and assigns.
Loan No; 37143701
ASSIGNMENT OF RENTS
(Continued) Page 5
Note. The word 'Note' mean, the promlseory note dated July 6, 2016, In the original principal amount of
$9,072,000.00 from Grantor to L.endef, together with all renewals of, extenslona of, modifications of, refinandngs of,
oonsolldations of, and •ubstltuttons for the prominory note or agreement.
Property. The word "Property• means all of Grantor's right, title and Interest In and to all the Property aa described in the
•Assignment• 1ectlon of this Assignment.
Related Documents. The words •Related Documents• mean •N promissory notes, credit agreements, loan agreements, security
agreements, mortgages, deeds of trust, security deeds, collateral mortgages, and all other Instruments, agreements and documents,
whether now or hereafter existing, eKecuted in connection with the Indebtedness; except that the words do not mean any guaranty or
envtronmental agreement, whether now or hereafter existing, executed In connection with the Indebtedness.
Rents. The word "Rents• me•11s all of Grantor's present and future rights, tlUa and interest in, to and under any and all present and
future leases, Including, without limitation, all rents, revenue, Income, Issues, royalties, bonuses, accounts receivable, cash or security
deposits, advance rentals, profits end proceeds from the Property, end other payments and benefits derived or to be derived from such
leases of every kind and nature, whether due now or later, including without !Imitation Grantor's right to enforce such leases and to
receive and collect payment and proceeds thereunder.
THE UNDERSIGNED ACKNOWLEDGES HAVING READ ALL THE PROVISIONS OF THIS ASSIONIIENT, AND NOT PERSONALI. Y BUT AS
AN AUTHORIZED SIGNER, HAS CAUSED THIS ASSIGNMENT TO BE SIGNED AND EXECUTED ON BEIIAU' OF GRANTOR ON JULY 6,
20111.
CERTIFICATE OF ACKNOWLEDGMENT
A notary public or -officer con,,letlng this cartlflcate verifies only the Identity of the lndlvldual who a1gned Iha document to
which this certificate la attached, and not the truthfuhess, accuracy « validity of that document.
STATE OF -----'°'=·"-(;;i,-/4o=f:C.Jne..:..:; ,>..=--
COUNTY OF ---=£=a:afll,...,_.,~__,C...,_ftl...._'"«Q..:,.__
On _ __:Ji.=t.L:.:0~--"_Ji__ __ ~, 20.1.k._ before me,
l ss
l
H~.e. k~~"'f y,,UI I /1,~,..,
(ha lnatrf name and title of the office!¥
personally appeared NEELUM R. PITAIIBER, who pn,ved to me oo Iha besl~of evideml to be the ~ whose ~
..,. to the w , Instrument and to me that executed the same In ~ authorized !t~~ that ~ sliJlalu~ment the , the entity upon behalf of which the ~ adcd, ex~~ l;rument.
I c::ertlfy Uflder .PENAL TY OF PERJURY under the laws of the State of California that the foregoing paragraph Is true and correct.
I (Saalj
LaserPro, Ver. 16.1.10.003 Copr. D + H USA Corporation 1997, 2018. All Rights Reserved, -CA f:\NOfe\cFr\LPL\G14.FC TR-31235
PR..commerci
Exhibit "A"
Legal Description
Real property in the City of carlsbad, county of san Diego, State of callfornla, described as follows:
LOTS 9 AND 10 OF CARLSBAD TRACT NO. 81-5 IN THE CITY OF CARLSBAD, COUNTY OF SAN DIEGO,
STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 10899, FILED IN THE OFFICE OF THE
COUNTY RECORDER OF SAN DIEGO COUNTY, APRIL 11, 1984.
EXCEPTING THEREFROM ALL MINERAL RIGHTS NOT HERETOFORE OTHERWISE CONVEYED OR
RESERVED, INCLUDING WITHOUT LIMITATION ALL OIL, GAS, HYDROCARBON AND SIMILAR RIGHTS,
AND ALL WATER RIGHTS, GEOTHERMAL STEAM AND STEAM POWER, WITHIN OR UNDERLYING SAID
LAND, TOGETHER WITH THE PERPETllAL RIGHT OF DEVELOPMENT THEREOF; PROVIDED, HOWEVER,
THAT THE RIGHTS HEREIN EXCEPTED DO NOT INCLUDE THE RIGHT TO ENTER UPON THE SURFACE
AND THE TOP 500.00 FEET OF THE SUBSURFACE OF THE REAL PROPERTY.
APN: 214-450-31-00
RECORDING REQUESTED BY:
HANMI BANK
WHEN RECORDED MAIL TO:
HANMI BANK
LOAN OPERATION CENTER
3660 WILSHIRE BLVD. PH-A
LOS ANGELES, CA 90010
ESCROW NO:
TITLE ORDER NO: NCS-786592-SD
APN:
DOC# 2017-0065910
111111111111 m11 m1111111111 11111 11111111111111111111111111111
Feb 09, 2017 08:00 AM
OFFICIAL RECORDS
Ernest J. Dmnenburg, Jr.,
SAN DIEGO COUNTY RECORDER
FEES: $54.00 PCOR: N/A
PAGES:9
SPACE ABOVE THIS LINE FOR RECORDER'S USE
SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT AGREEMENT
Prepared by and Return Copy To
After Recordatlon:
New Cingular Wireless PCS, LLC
NREA Lease Administration
Attn: Diane Chalmers
575 Morosgo Dr.
Atlanta, GA 30324
Upon Recordation Return To:
HanmiBanlc
Loan Operations Department
3660 Wilshire Blvd., STe. lo4-
Los Angeles, California 90010
Cell Site Name: 483/POINSEITWGTE
Fixed Asset Number: 10085082
State: CALIFORNIA
County:SAN DIEGO
SUBORDINATION, NON-DISTURBANCE
AND ATTORNMENT AGREEMENT
THIS AGREEMENT ("Agreement), dated as of the date below, between Hamni Bank,
having an address of 3660 Wilshire Boulevard, Suite 104. Los Angeles, CaUfomia 90010. (hereinafter
called "Lender") and Maruti Investments, LLC, having a mailing address of 760 Macadamia Drive
Carlsbad, California 9201 I (hereinafter called "Landlord"), and New Cingtdar Wireless PCS. LLC, a
Delaware limited liability company. having a mailing address of 575 Morosgo Drive, NE, Atlanta, GA
JlUM (hereinafter called "Tenant").
WITNESS ETH:
WHEREAS, Tenant has entered into a certain lease dated June 03, 19 ll!l, (the "Lease") with
Landlord, covering property more fully described in Exhibit 1 attached hereto and made a part hereof (the
11Premises11); and
WHEREAS, Landlord has given to Lender a mortgage (the "Mortgage") upon property having a
street address of 760 Macadamia Drive, being identified as Lots 9 and JO of Carlsbad Tract No. 81-5, in the
city of Carlsb!!!!. San Diego County. State of California ("Property"), a part of which Property contains the
Premises; and
WHEREAS, the Mortgage on the property is in the original principal sum of Nine Million Seventy-
two Thousand and 100/00 ($9,072,000.00) Dollars, which Mortgage has been recorded in the appropriate
public office in and for San Diego County. Cafifomia /"Mortgage"); and
WHEREAS, Tenant desires to be assured of continued occupancy of the Premises under the terms
of the Lease and subject to the terms of this Agreement.
NOW, THEREFORE, in consideration of the mutual promises, covenants and agreements herein
contained, the receipt and sufficiency of which are hereby acknowledged, the parties hereto, intending to
be legally bound hereby, agree as follows:
1. So long as this Agreement will remain in full force and effect, the Lease is and will be
subject and subordinate to the lien and effect of the Mortgage insofar as it affects the real property and
fixtures of which the Premises forms a part (but not Tenant's trade fixtures and other personal property),
and to all renewals, modifications, consolidations, replacements and extensions thereof, to the full extent
of the principal sum secured thereby and interest thereon, with the same force and effect as if the Mortgage
had been executed, delivered, and duly recorded among the above-mentioned public records, prior to the
execution and delivery of the Lease.
2. In the event Lender takes possession of the Premises as Lender-in-possession, including
but not limited to, by deed in lieu of foreclosure or foreclosure of the Mortgage, Lender agrees not to affect
or disturb Tenant's right to possession of the Premises and any of Tenant's other rights under the Lease in
the exercise of Lender's rights so long as Tenant is not then in default. after applicable notice and/or grace
periods, under any of the terms, covenants, or conditions of the Lease.
3. In the event that Lender succeeds to the interest of Landlord or other landlord under the
Lease and/or to title to the Premises, Lender and Tenant hereby agree to be bound to one another under all
of the terms, covenants and conditions of the Lease; accordingly, from and after such event, Lender and
Tenant will have the same remedies against one another for the breach of an agreement contained in the
Lease as Tenant and Landlord had before Lender succeeded to the interest of Landlord; provided, however,
that Lender will not be:
(a) personally liable for any act or omission of any prior landlord
(including Landlord); or
(b) bound by any rent or additional rent which Tenant might have paid
for more than the payment period as set forth under the Lease (one
month, year etc.) in advance to any prior landlord (including
Landlord).
4. In the event that Lender or anyone else acquires title to or the right to possession of the
Premises upon the foreclosure of the Mortgage, or upon the sale of the Premises by Lender or its successors
or assigns after foreclosure or acquisition of title in lieu thereof or otherwise, Tenant agrees not to seek to
terminate the Lease by reason thereof, but will remain bound unto the new owner so long as the new owner
is bound to Tenant (subject to paragraph 3 above) under all of the terms, covenants and conditions of the
Lease.
5. Lender understands, acknowledges and agrees that notwithstanding anything to the
contrary contained in the Mortgage and/or any related financing documents, including, without limitation,
any UCC-1 financing statements, Lender will acquire no interest in any furniture, equipment, trade fixtures
and/or other property installed by Tenant on the Property. Lender hereby expressly waives any interest
which Lender may have or acquire with respect to such furniture, equipment, trade fixtures and/or other
property of Tenant now, or hereafter, located on or affixed to the Property or any portion thereof and Lender
hef1?by agrees that same do not constitute realty regardless of the manner in which same are attached or
affixed to the Property.
6. This Agreement will be binding upon and will extend to and benefit the successors and
assigns of the parties hereto and to any assignees or subtenants of Tenant which are permitted under the
Lease. The term "Lender", when used in this Agreement will be deemed to include any person or entity
which acquires title to or the right to possession of the Premises by, through or under Lender and/or the
Mortgage, whether directly or indirectly.
7. To the best of Tenant's knowledge: (a) there exists no breach, default, or event or condition
which, with the giving of notice or the passage of time or both, would constitute a breach or default under
the Lease either by Tenant or Owner; and (b) Tenant has no existing claims, defenses or offsets against
rental due or to become due under the Lease.
n,( WITNESS WHEREOF, the undersigned has call8ed this Agreement to be executed this-=£.... day of J,,..""7 , 20 11.
LANDLORD: Maruti Investments, LLC
a cali-fum1a I ,ro,W /1'etbLi1~ Comf'"'(
By:~~~~ Name: NeiumR.ia~
Title: Managing Member of Maruti Investments Ll,C
TENANT: New Cingular Wireless PCS, LLC
By AT&T Mobility Corporation, its manager
a Delaware limited liability company, formerly known
as AT&T Wireless PCS, LLC, a D a limited
, d/b/a AT&T Wire s
By:
Title:
Date: January 20. 2017
LENDER: HanmiBank
a C...11:&t,,;,., ~k\-/too
By: J~
Name:
Title:
•
A nota,y public ot olher officer eompleli:ng 1llis certil!cale verifies only the identity of the imlmdua1 who signed the
dccvmeal lo which Ibis oodificate is atlached, and not the lmthfulness, """'"'Y, or validity of lhAt """'1owlt.
LANDLORD /INDIVIDUAL)
STATE OF _____ __,
) ss
COUNTY OF _____ _,
The foregoing instrument was acknowledged before me this __ day of ______ ~ 20_,
by _____________ , ( ) who is personally known to me OR ( ) who has produced
____________ as identification.
Notary Public
My Commission Expires: ______ _
LANDLORD {PARTNERSHIP)
STATE OF _____ ~
) ss
COUNTY OF _____ ~
The foregoing instrument was acknowledged before me this __ day of ______ ,, 20
17, by __________ , the partner, of __________ ~ a limited liability
partnership on behalf of the partnership ( ) who is personally known to me OR ( ) who has produced
________ as identification.
Signature: _________ _
Name: _________ _
Notary Public, State of _____ _
My Commission Expires: ____ _
LANDLORD {CORPQRATIQN)
STATE OF CALIFORNIA )
) ss
COUNTY OF SANTA CLARA)
The foregoing instrument was acknowledged before me this_ day of _____ ~ 20
17, by Neelum R. Pltamber. the Managing Member. ofMaruti Investments. LLC. a ____ limited
liability company on behalf of the corporation, ( ) who is personally known OR ( ) who has produced
--------~as identification.
Signature: _________ _
Name: __________ _
Notary Public, State of Califomja
My Commission Expires: ____ _
A Notary Public or other officer completing this Certificate verifies only the
identity of the individual who signed the document to which this Cel'fifiCate is
attached, and not the truthfulness, accuracy, or validity of that document.
STATE OF CALIFORNIA )
) ss.
COUNTY OF PLACER )
On January 24, 2017, before me, Vicki L. Canales, Notary Public, personally appearec!
NEELUM R. PITAMDER, who proved to me on the basis of satisfactory evidence to be the person'5)
whose name(() is/are subscribed to the within instrument and acknowledged to me that aekhehhey
executed the same in lm/her/lheir authorized capacity(...,.), and that by hie/her/their signature~ on the
instrument the perso~, or the entity(id) upon behalf of which the person£§) acted, executed the
instrument.
I certify under PENAL TY OF PERJURY under the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal. r I t 1 t t :.:i~~~c;To~~~~· 'l ~ Notary PUllllc • c11Hom11 f 'f!.WJ Placer County ~
comm. 1111 Jul 26, 2018
A oolaly publio or other officer completing this certificate 11erif!e1 only the identity of the iDdividoal who signed the
ilocument lo which Ibis unif!cate is attached, and not the tmtbfalllea,, B<C1Jt11Cy, oc validity of that documl!nt.
STATE OF GEORGIA
COUNTY OF FULTON
)
) ss
)
TENANT
The foregoing instrument was acknowledged before me this __ day of January 20, 20 !1, by Beth
Williams, the NREA Manager of New Cingular Wireless PCS. LLC. By: AT&T Mobility Cm:poration. its
manager a Delaware limited liability company, formerly known as AT&T Wireless PCS. LL!:;, a Delaware
limited liability company, d/b/a AT&T Wireless on behalf of th~;eq:,oration, (X) who is personally known
to me OR () who has produced ______ ,
FIIANGELA K. MBRlUTI'
Nor ARY PUBUC
HENRY COUNTY
State oCOeorgla
My Commlsaion Explios Man:b 26, 2018
STATE OF CALIFORNIA )
) ss
COUNTY OF _____ ..,
LENDER (CORPORATION)
The foregoing instrument was acknowledged before me this _day of----~ 20 17,
by _________ the _________ ,ofHanmi Bank, a ________ _
corporation on behalf of the corporation ( ) who is personally known OR () who produced _____ _
as identification.
Signature: _________ _
Name: __________ _
Notary Public, State of California
My Commission Expires: ____ _
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMINT CIVIL CODE § 1189
A notary public or other Officer completing this certificate verifies only the Identity of the Individual who signed !he
documenl to which this certificate Is attached, and not the lruthfulness, accuracy, or validity of !hat document.
State of California
County of Orange
On January 25, 2017
Date
)
)
before me, _____ __.Ba,a,_D=a_.K,.i,.m,._, .._N,.,.o,.tar.,,_,y~P'---u"'b'-'l"ic~ ____ ~
Here Insert Name and 11t/e of the Officer
personally appeared _______ J_e_n_n~y_L_e_e _________________ _
Name(s) of Signer(s)
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) ls/are
subscribed to the within instrument and acknowledged to me that he/she/they executed !he same in
his/her/their authorized capacltyQes), and that by his/her/their slgnature(s) on !he lnslrunnent the person(s),
or the entity upon behalf of which the person(s) acted, executed the lnslrument.
a 9 9 I C O O C C C a a C 9 a C D ·1 1. BADAKIM Commllllon I 2088881
: Natary Pubic • c11nornt1 J
z orange County ( J. 0 0 e C J1~°TT-="rP,,2i1!
Place Notary Sea/ Above
I certify under PENAL TY OF PERJURY under the laws
of !he State of Callfomla that the foregoing paragraph
Is true and correct.
WITNESS my hand and official seal
~cc====""""'---c.---;z:____.,
Signature/4..-:
Signature of Notary Pub/le
--------------OPTIONAL--------------
Though this section Is optional, completing this Information can deter a/teretlon of the document or
fraudulent reattachment of this form to an unintended document
Description of Attached Document
TIiie or Type of Document: _________________________ _
Document Date: __________________ Number of Pages: _____ _
Slgner(s) Other Than Named Above: ______________________ _
Capaclty(les) Claimed by Slgner(s)
Slgne~s Name: ___________ _ Signer's Name: ___________ _ • Corporate Officer -TI!le(s): ______ _ • Corporate Officer -mIe(s): ______ _ • Partner -• Limited • General • Partner -• Limited • General • Individual • Attorney in Fact • Individual • Attomey In Fact • Truslee • Guardian or Conservator • Truslee • Guardian or Conservator •Other. _____________ _ • Other. ____________ _
Signer Is Representing: ________ _ Signer Is Representing: ________ _
C2016 National Notary Association• www.NatlonalNotary.org • 1-800-US NOTARY (1-800-876-6827) Item #5907
EXHIBIT A
DESCRIPTION OF PREMISES
All that certain real property situated in the County of San Diego, State of
California, described as follows:
Lots 9 and 1 O of Carlsbad Tract No. 81-5, in the City of Carlsbad, County of San
Diego, State of California, according to Map thereof No. 10899, filed in the Office
of the County Recorder of San Diego County, April 11, 1984.
Excepting therefrom all mineral rights not heretofore othelWise conveyed or
reserved, including without limitation all oil, gas, hydrocarbon and similar rights,
and all water rights, geothermal steam and steam power, within or underlying
said land, together with the perpetual right of development thereof; provided,
however, that the rights herein excepted do not include the right to enter upon
the surface and the top 500.00 feet of the subsurface of the real property.
Assessor's Parcel Number 214450-31
RECORDING REQUESTED BY:
HANMI BANK
WHEN RECORDED MAIL TO:
HANMI BANK
LOAN OPERATION CENTER
3660 WILSHIRE BLVD. PH-A
LOS ANGELES, CA 90010
ESCROW NO:
TITLE ORDER NO: NCS-786592-SD
APN:
DOC# 2017-0065911
I llll 111111111111111111111111111111111 Hll 11111111111111
Feb 09, 2017 08:00 AM
OFFICIAL RECORDS Ernest J. Dronenburg, Jr.,
SAN DIEGO COUNTY RECORDER FEES: $54.00
PCOR: N/A PAGES:9
SPACE ABOVE THIS LINE FOR RECORDER'S USE
SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT AGREEMENT
1
Site ID: SD03XC137
SUBORDINAnON, NON-DISTURBANCE AND ATTORNMENT AGREEMENT
This SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT AGREEMENT ("SNDA") Is entered
Into this 4th day of January, 2017 ("Effective Date"), by and between HANMI BANK, a
CalUorni~ corporation ("Lender") and Sprint PCS Assets, L.L.C., a Delaware limited liability
company, successor In interest to Cox PCS Assets, L.L.C., a Delaware limited liability company
(•Tenant"),
BACKGROUND
Lender is the present owner and holder of a certain mortgage, deed of trust, or other
lien Instrument ("Mortgage") encumbering the property located In the City of Carlsbad,
County of San Diego, State of California, commonly known as 760 Macadamia Drive, Carlsbad,
CA 92011 ("Owner's Property") and more particularly described In the attached Exhibit A.
Tenant is the holder of a leasehold estate In a portion of Owner's Property under and
pursuant to that certain Communication Site Lease Agreement between Tenant and Maruti
Investments, LLC, successor in Interest to Pinnacle carlsbad, LLC a California limited liability
company, successor in interest to John Tohidl an individual ("Owner"), dated lune 24, 1996
(the "Agreement1, pertaining to those certain portions of Owner's Property, more
particularly described In the Agreement (the •Premises").
Tenant has agreed to subordinate the Agreement to the Mortgage and to the lien
thereof and Lender has agreed to grant non-disturbance to Tenant under the Agreement
under the terms and conditions hereina~er set forth.
AGREEMENT
For good and valuable consideration, the receipt and sufficiency of which is
acknowledged, Tenant and Lender agree as follows (all capitalized terms not otherwise
defined herein will have the meanings ascribed to them in the Agreement):
1. Lender consents to and approves the Agreement and agrees to all the terms and
conditions thereof Including, without limitation, the construction and operation of the Facilities
as provided therein.
2. Subject to the terms of Sections 2(a), 2(b), 3(a) and 3(b) herein, Tenant agrees that
the Agreement and all of the terms, covenants and provisions thereof and all rights, remedies
and options of Tenant are and will at all times continue to be subject and subordinate In all
respects to the Mortgage and all of the terms, covenants and provisions thereof and to the
lien thereof and to any and all Increases, renewals, modifications, spreaders, consolidations,
replacements and extensions thereof and to any and all sums secured thereby, with the same
force and effect as If the Mortgage had been executed, delivered and recorded prior to the
execution and delivery of the Agreement provided, however, that:
(a) so long as Tenant continues to pay the Rent as provided for In the Agreement and
otherwise has not been determined by a court of competent jurisdiction to be in default under
any of the material terms and provisions thereof, Lender will not disturb Tenant's rights to
possession, use and enjoyment in and to the Premises, Including the access and utility
easements as described in the Agreement (the "Easements"), nor will the leasehold estate
Page 1 of B
S~e ID: SD03XC137
granted pursuant to the Agreement be affected In any manner whatsoever, nor the obligation
of the parties thereunder be modified or amended In any way, notwithstanding any foreclosure
or proceeding in lieu thereof affecting the Premises or Owner's Property and whether or not
Tenant is made a party thereto; and
(b) upon passing of title to Owner's Property to Lender or any other party in any
foreclosure or proceedings In lieu of foreclosure, the party acquiring title will be deemed to
be the landlord for all purposes under the Agreement during the period of that ownership,
without the execution of any further instruments or documents and will be deemed to have
assumed the full and complete performance of all the obligations of Owner as set forth In the
Agreement.
3. Provided (I) the Agreement has not expired by Its terms; (II) Tenant Is not In default
of any monetary terms of the Agreement; and (111) Tenant has not been determined by a court
of competent jurisdiction to be In default under any of the material terms, covenants or
conditions of the Agreement after expiration of any applicable notice and grace or cure
periods, that In the event Lender commences any action or proceeding to foreclose the
Mortgage or to sell Owner's Property or to take any other action under or with respect to the
Mortgage, or takes possession of Owner's Property as note-holder-In-possession by
foreclosure of the Mortgage or by acquisition of title In lieu of foreclosure, Lender covenants
and agrees, by Its execution and acceptance of this SNDA, that:
(a) Tenant will not be named as a party In any action nor will Tenant be named a party
in connection with any sale of owner's Property, unless applicable law requires Tenant to be
made a party thereto as a condition to proceeding against Owner or protecting Lender's rights
and remedies. In the event Tenant must be named a party as required by applicable law or
as a condition to Lender proceeding against Owner or protecting Lender's rights and remedies,
Lender may join Tenant as a defendant in that action only for those purposes and not to
terminate or modify the Agreement.
(b) notwithstanding anything to be contrary contained In the Mortgage or any related
financing documents Including, without llmlt11tion, any UCC-1 financing statement, Lender will
not acquire any Interest In any fixtures, equipment or other personal property installed by
Tenant on owner's Property. Lender expressly waives any Interest which Lender may have or
acquire with respect any fixtures, equipment or other personal property of Tenant now or
hereafter located on or affixed to Owner's Property or any portion thereof and Lender agrees
that they do not constitute realty regardless of the manner In which they are attached or
affixed to Owner's Property.
4. Provided (I) the Agreement has not expired by Its terms; and (II) Owner has not been
determined by a court of competent jurisdiction to be in default under any of the material
terms, covenants or conditions of the Agreement after expiration of any applicable notice and
grace or cure periods, in the event that Lender or any other party succeeds to the Interest of
Owner under the Agreement by foreclosure or by acquisition of title to Owner's Property In
lieu of foreclosure, or any action taken under the Mortgage by Lender, or In the event that
Lender exercises the rights granted to It by any assignment, Tenant agrees that:
(a) Tenant will be bound to Lender or other party-In-possession under all of the terms,
covenants and conditions of the Agreement and Tenant agrees that it will attorn to and be
liable and recognize Lender or other party as Tenant's new l,mdlord for the remainder of the
Page 2 of 8
Site ID: SD03XC137
Term and any applicable Renewal Term(s) of the Agreement upon and subject to all the terms
and conditions thereof, Including rights to the Easements and that the Agreement will continue
In full force and effect as a direct lease between Tenant and Lender or other party upon all
the terms, covenants and agreements set out In the Agreement.
(b) Tenant will thereafter make the rental payments set out In the Agreement as
instructed by written notice by Lender or other party, forwarded to Tenant by certified mail,
return receipt requested or registered mail, postage prepaid.
s. Without the prior written consent of Lender, Tenant shall not (a) prepay any of the
Rent, additional Rent or other sums due under the Agreement for more than one month In
advance of the due date thereof; (b) assign the Agreement or sublet the Premises or any part
thereof, except in accordance with the Agreement. Any prepayment or assignment made
without the prior written consent of Lender will not be binding on Lender provided, however,
in no event wlll the foregoing affect any of Tenant's rights, If any, to prepay, or assign the
Agreement pursuant to the provisions contained therein or any amendment thereof.
&. This SNDA will be binding on and Inure to the benefit of Tenant, Lender and their
respective successors and assigns and successors in title. The term "Lender" as used herein
includes the successors and assigns of Lender and any person, party or entity which becomes
the owner of the Premises by reason of a foreclosure of the Mortgage or the acceptance of a
deed or assignment In lleu of foreclosure or otherwise. The term •owner• as used herein
means and includes Owner and Its predecessors and successors in Interest under the
Agreement. The term •owner's Property• as used herein means Owner's Property, the
improvements now or hereafter located thereon and the estates therein encumbered by the
Mortgage.
7. Owner joins In the execution of this SNDA for the purpose of consenting to the
provision hereof and agrees to be bound.
8. Notices:
Lender:
Hanmi Bank
3660 WIishire Blvd Suite 104
Los Angeles, CA 90010
Attn: UJli'KKU JENNY LEE
Phone: ~
714-232-7639
Tenant:
Sprint PCS Assets, LLC
Sprint Property Services
MallStop: KSOPHT0101-Z2650
6391 Sprint Parkway
Overland Park, KS 66251-2650
With a copy to:
Sprint Law Department.
MallStop: KSOPHT0101-Z2020
6391 Sprint Parkway
Overland Park, KS 66251-2020
Attn: Real Estate Attorney
9, This SNDA will be governed by the laws of the state In which Owner's Property Is
located.
Page 3 of 8
•
Site ID: SD03XC137
Tenant, Owner and Lender have caused this SNDA to be executed as of the Effective
Date.
LENDER: TENANT:
Hanmi Bank Sprint PCS Assets, L.L.C.
By: Je-,111z¢-3 By: -g:3
/
Name: Je'"'J lg Name: Brian Schober
Title: 1=Vr J. SQf\1--;-9e,J1+ ~ Title: Manager, Real Estate
Tax I.D.:
OWNER:
Marutl Investments, LLC
By: Yfatha~
Name:
Title:
Tax I.D.:
Page 4 ol 8
'
Site JD: 5D03XC137
LENDER'S CERTIFICATE OF ACKNOWLEDGMENT
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
A Notary Public or other officer completing this certificate verifies only the
identity of the individual who signed the document to which this certificate Is
attached, and not the truthfulness, accurarv, or validity of that document
State of California )
()I ( )ss.:
County of t'.1({[£ )
On I I 16 I I] , before 1¥Ci~~~~~-e'., , Notary Public,
the undersigned, personally appeared l\l C % , who proved to me on
the basis of satisfactory evidence to be the person whose name is subscribed to the within
instrument and acknowledged to me that he/she executed the same in his/her authorized capacity,
and that by his/her signature on the instrument the person, or the entity upon behalf of which the
person acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that
the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Place Notary Seal Above Signature
Signature of Notary Public
Pages ofB
Site ID: SD03XC137
TENANT'S CERTIFICATE OF ACKNOWLEDGMENT
A Notary Public or other officer completing this certificate verifies only the
identity of the Individual who signed the document to which this certificate is
attached, and not the truthfulness, accuracy, orvalidlty ofthat document
Stateof ~ &,t1,d,!k )
j I . )ss.:
County of Dtu() SQ vL-l
the ~ _pay of JA,ttµ A,t ~ in the year 2/2 f 7 before me, L ~~ lg ?Jfr'f.Ss--'. he undersigned, personally appeared
__ -~-. who proved to me on the basis of
satisfactory evidence to be the person(sl whose name(sl is/are subscribed to the within
instrument and acknowledged to me that he/she/they executed the same in his/her/their
authorized capacity(lesl, and that by his/her /their slgnature(sl on the instrument, the
person(s), or the entity upon behalf of which the person(s) acted, executed the Instrument.
/1 Ice~~ ~er PENALTY OF PERJURY under the laws of the State of !J'.l,d.. that the foregoing paragraph Is true and correct.
WITNESS my hand and official seal.
Place Notary Sea I Above
Page6 ofB
•
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE§ 1189
A notary public or other officer completing this certificate ver111es only the Identity of the ndivlwal who signed tho
docllment to which this certificate Is attached, and not lhe truthflllness, accuracy, or validity of that document.
State of California
County of Orange
On January 25, 2017
Date
before me, -----~B~a~D=a~K~i~m~·~N~o~ta=ruv~P~u=b~l~ic~----~
H9re Insert Name and Tlt/9 of the Officer
personally app-ed _______ J_e-'-n"-n.,_Y_L_e_e _________________ _
Name(s) of S/gner(s)
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they executed the same in
his/her/their authorized capacity(iesi and that by his/her/their slgnature(s) on the Instrument the person(s),
or the entity upon behaH of which the person(s) acted, executed the instrument
I certify under PENAL TY OF PERJURY under the laws
of the State of CalHomia that the foregoing paragraph
is true and correct.
WITNESS my hand and official seal.
~
Signature~-2 ---t-----'
Signature of Notary PUbllc
Place Notary Seal Above --------------OPTIONAL--------------
Though this section Is optional, completing this inforrnst/on can deter alteration of the document or
fraudulent reattachment of this form to an unintended document
Description of Attached Document
TIiie or Type of Document: _________________________ _
Document Date: __________________ Number of Pages: ____ _
Signer(s) Other Than Named Above: _____________________ _
capacltyPes) Claimed by Signer(s)
Signer's Name:,------,-,---------• Corporate Officer -Tltle(s): ______ _
Signer's Name: ___________ _ • Corporate Officer -Tltle(s): ______ _ • Partner -• Limited • General • Partner -• Limited • General • lndMdual • Attorney In Fact • Individual • Attorney In Fact • Trustee • Guardian or Conservator • Trustee • Guardian or Conservator •Other: ____________ _ • Other. _____________ _
Signer Is Representing: _______ _ Signer Is Representing: ________ _
02016 National Notary Association• www.Natlona1Notaiy.org • 1-800-US NOTARY (1-800-876-6827) Item #5907
•
Site ID: 5D03XC137
EXHIBIT A
DESCRIPTION OF OWNER'S PROPERTY
to the SNDA dated January 4, 2016, by and between HANMI BANK, a ~ California
corporation ("Lender") and Sprint PCS Assets, L.L.C., a Delaware limited liability company,
successor In Interest to Cox PCS Assets, L.L.C., a Delaware limited liablllty company
("Tenant").
Owner's Property Is described and/or depicted as follows (metes and bounds description):
A WRITTEN DESCRIPTION OF THE LAND WILL BE PRESENTED HERE OR ATTACHED
Lots 9 and 10 of Carlsbad Tract No. 81-5 In the Qty of Carlsbad, Co?IY of San Diego, Slate of Callfomla
i=.ding lo Map thereof No. 10899 filed in the Office of the County Recorder of SanDiego County April 11,
Pogee ore
•
RECORDING REQUESTED BY:
HANMI BANK
WHEN RECORDED MAIL TO:
HANMI BANK
LOAN OPERATION CENTER
3660 WILSHIRE BLVD. PH-A
LOS ANGELES, CA 90010
ESCROW NO:
TITLE ORDER NO: NCS-786592-SD
APN:
DOC# 2017-0065912
I IIIIIIIIIIIIHI 11111111111 Ull 111111111 Hll 11111111 HIIII
Feb 09, 2017 08:00 AM
OFFICIAL RECORDS
Ernest J. Dmnenburg, Jr.,
SAN DIEGO COUNTY RECORDER
FEES: $51.00 PCOR: N/A
PAGES:8
SPACE ABOVE THIS LINE FOR RECORDER'S USE
SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT AGREEMENT
LA /I rtUJr »J
,~~
1
•
After recording, mail to:
T-Mobile
12920 SE 38th Street
Attn: Lease Compliance
Bellevue, WA 98006
Site Id: SD06184A
SUBORDINATION, NONDlSTURBANCE AND
A'ITORNMENT AGREEMENT
This Subordination, Nondisturbance and Attornment Agreement (the "Agreement") is made and entered
into by and among Hanmi Bank, whose mailing address is 3660 Wilshire Boulevard, Suite 104, Los
Angeles, CA 90010 ("Lender''), T-Mobile West LLC suceessor In interest to Padf"ic Bell Mobile
Services, a California corporation, whose mailing address is 12920 SE 38th Street, Bellewe, WA 98006
(''Tenant"), and Maruti Investments, LLC, whose mailing address is 9249 Sierra College Blvd., Roseville,
CA 95661 ("Landlord").
RECITALS
A. Landlord owns certain real property in Carlsbad, CA, San Diego County, which is described
in Exhibit "A" attached hereto and incorporated herein, together with all improvements thereon which is
commonly known as SD06184A, located at 720 Macadamia, Carlsbad, CA 92009, (collectively, the
"Property");
B. Pursuant to the terms of the Communications Site Lease Agreement dated August 29, 1996
(the "Lease''), Landlord has leased a portion of the Property more particularly described in the Lease (the
"Premises'') to Tenant;
C. Landlord has received or requested a loan from Lender (the "Loan'') to be secured by a mortgage
or deed of trust upon the Property (the "Mortgage") and further secured by an assignment of rents payable
under the Lease and Landlord's rights under the Lease;
D. Lender has reqwred the subordination of Tenant's rights under the Lease and an agreement of
attomment by Tenant as a material condition to making the Loan to Landlord; and
NOW, THEREFORE, in consideration of the mutual promises herein described and for other good
and valuable consideration, the receipt of which is acknowledged, Landlord, Lender and Tenant agree as
follows:
1. Consent and Subordination. Lender consents to the Lease and to Tenant's use and occupancy
of the Leased Premises under the Lease. Subject to Paragraph 3 below, the Lease and all rights of Tenant
under the Lease are subordinated to the lien of the Mortgage and to all the terms, conditions and provisions
thereof, and the Mortgage shall remain superior to the Lease and to all of Tenant's rights under it regardless
of any renewals, extensions, modifications or replacements thereof.
2. Assignment of Rents. Tenant acknowledges that in connection with the Loan, Landlord shall
l
•
assign the rents under the Lease to Lender, and Tenant agrees with Landlord and Lender to make all rent
and other payments required under the Lease directly to Lender on and after receipt by Tenant of a written
notice from Lender that such rents should be paid to Lender. Landlord hereby authorizes Tenant to pay
rents to Lender in reliance upon such notice without further inquiry by Tenant or authorization from
Landlord. Landlord agrees that Tenant's payment of rent to Lender pursuant to such notice shall discharge
the obligation of Tenant to make any such payment to Landlord.
3. Nondiliturbance. So long as Tenant is not in default (beyond any period given Tenant
to cure such default) in the payment of rent or in the performance of any of the terms, covenants and
conditions of the Lease on Tenant's part to be performed, Tenant's possession of the Leased Premises and
Tenant's rights and privileges under the Lease shall not be diminished or interfered with, and Tenant's
occupancy of the Leased Premises shall not be disturbed, by Lender during the term of the Lease and any
renewals or extensions. Lender further agrees that Tenant shall not be named or joined as a party or otherwise
in any suit, action or proceeding for the foreclosure of the Mortgage or to enforce any rights under the Mortgage
or the obligation secured thereby. Notwithstanding the foregoing, if Tenant is an indispensable party in a
foreclosure proceeding with respect to the Mortgage, Lender may so name or join Tenant if such naming or
joinder may be accomplished without in any way diminishing or otherwise affecting the rights and privileges
granted to, or inuring to the benefit of, Tenant under this Agreement or under the Lease.
4. Attornment. In the event Lender or another person or entity ("Successor Landlord"), obtains
possession of the Premises as a result of foreclosure or deed in lieu of foreclosure, Tenant shall attom to
Successor Landlord as the landlord under the Lease. Such attomment shall be effective and self-operative
without the execution of any further instrument on the part of any of the parties hereto. Tenant agrees,
however, to execute and deliver at any time, upon the request of Successor Landlord, any instrument or
certificate which, in its reasonable judgment, Successor Landlord deems to be necessary or appropriate in
any such foreclosure proceeding or conveyance in lieu of foreclosure, to evidence such attornrnent.
Following such attornment, Successor Landlord shall be deemed to have assumed all of Landlord's
obligations under the Lease arising thereafter, together with obligations of an ongoing nature such as repair
and maintenance, and the nondisturbance provisions of Paragraph 3 shall continue to apply.
5. Notices. All notices, consents and other communications pursuant to the provisions of this
Agreement shall be in writing and shall be sent by registered or certified mail, return receipt requested, or
by a nationally recognized commercial overnight carrier, and shall be deemed received by the addressee
three (3) days after postmarked, or in the case of an overnight carrier, one (1) day after deposited with the
carrier, and addressed to the respective parties at their respective addresses set forth in the first paragraph
of this Agreement or to such other address as shall from time to time have been designated by written notice
by such party to the other parties as herein provided.
6. Right to Cure Leese Defaults. Tenant shall promptly notify Lender of any default by Landlord
("Landlord Default''). In the event of a Landlord Default, Tenant agrees to recognize any cure by Lender
as a cure by Landlord but Lender shall have no obligation under this paragraph to remedy any Landlord
Default.
7. Governing Law, The provisions of this Agreement shall be governed by and construed in
accordance with the laws of the state where the Lease Premises is situated.
8. General. This Agreement may not be modified except by a written agreement signed by the
parties hereto or their respective successors in interest. If any provision of this Agreement is determined to
be invalid, illegal or unenforceable, such finding shall not affect the validity and enforceability of the
remaining provisions herein. This Agreement shall inure to the benefit of and be binding upon the parties
hereto, their successors and assigns, including all Successor Landlords and their respective nominees.
2
•
Between Lender and Tenant only, this Agreement shall supersede any provisions of the Lease which are in
conflict or inconsistent with this Agreement.
9. Authority. Each of the undersigned hereby represents and warrants that its signature below is
pursuant to proper and presently effective authori7.Rtion.
10. Counterparts. This Agreement may be signed in counterparts, with each counterpart being
an original and all together constituting a fully executed binding agreement.
11. Effective Date. This Agreement shall only be binding on Tenant if and when within forty-
five (45) days after the later of Tenant's execution hereof, Tenant receives both; (a) a fully executed copy
of this Agreement, and (b) proof the Mortgage was recorded.
In Witness Whereof, the parties hereto have caused this instrument to be e~uted as of the date of
theirrespectiveacknowledgmentstobeeffectiveforallpurposesthe jS day of WJ 2017.
Lender: Tenant:
HanmiBank
By: Jfh~
Name: ·Jei.111 lg:
Title: FvP g &,,,.£.. t-aj;+~
Dated: _l_---'-?5 ____ ---'1_,?'------
Landlord:
Mandi Investments, LLC
By:0//4ffe~
Name: (V.eg/u m q[/arri1per
Title: ~be,,
Dated: _f/i_/a~l~,;Jo~/-7~--
T-Mobile West LLC
By: .!)vu_, fl.~
Name: TinaM. Whelan
Title: Manager. Technology Property Management
Dated: ___,l'---_t?_'--1--'7 __ _
3
•
ACKNOWLEDGEMENT
STATE OF ILLINOIS )
) ss:
COUNTY OF DUPAGE )
On this &J?"day of ~017, before me, the undersigned, a Notary Public in and
for said District, personally ppeared'I'irui Whelan personally known to me or proved to me on the
basis of satisfactory evidence to be the individual whose name is subscribed to the within instrument and
acknowledged to me that he executed the same in his capacity, and that by his signature on the =,.~.-~ .. --~~
i7 otaryPublic
STATE OF _______ ~
) ss:
COUNTY OF _______ __,
OFFICIAL SEAL
SEQUINNA THOMAS
NOTARY PUBLIC· STA1E Of 11.LINOIS
M'/ COi/MiSSiON EXPIRES 10/26/19
On this __ day of _____ ~ 2017, before me, the undersigned, a Notary Public in and
for said District, personally appeared __________ personally known to me or proved to
me on the basis of satisfactory evidence to be the individual whose name is subscribed to the within
instrument and acknowledged to me that he executed the same in his capacity, and that by his signature
on the instrument, the individual, or the person upon behalf of which the individual acted, executed the
instrument.
Notary Public
STATE OF _______ ~
) ss:
COUNTYOF ________ J
On this __ day of _____ ~, 2017, before me, the undersigned, a Notary Public in and
for said District, personally appeared __________ personally known to me or proved to
me on the basis of satisfactory evidence to be the individual whose name is subscribed to the within
instrument and acknowledged to me that he executed the same in his capacity, and that by his signature
on the instrument, the individual, or the person upon behalf of which the individual acted, executed the
instrument
Notary Public
4
\
A Notary Public or other officer completing this Certificate verifies only the identity
of the individual who signed the document lo which this Certificate is attached,
and not the truthfulness, accuracy, or validity of that document.
STATE OF CALIFORNIA )
) 55.
COUNTY OF PLACER )
On January 13, 2017, before me, Kathleen S. Price, Notary Public, personally
appeared NEEL UM PIT AMBER, who proved to me on the basis of satisfactory evidence
to be the person whose name is subscribed to the within instrument and acknowledged
to me that she executed the same in her authorized capacity, and that by her signature
on the instrument the person, or the entity upon behalf of which the person acted,
executed the instrument.
I certify under PENAL TY OF PERJURY under the laws of the State of California
that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
;(~()AL«.
Notary Public
•
·'
l
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE§ 1189
A notary public or other officer completing this certfflcate verlfles only the Identity of the lndivlduol who signed the
document lo which this cerllflcate Is atteched, and not the 1Nlhfulness, accuracy, or validity of that document.
State of California
County of Orange
On January 25, 2017
Date
)
)
before me, _____ ..,B.:,a._..D.,.a_.K.,,,i,,_m.._. _._N,.,o.,t,.aruYc.P,...,.ub.,,l.,ic~-----
H9f8 Insert Name and ntte of the Officer
personally appeared ______ _..cJ..:e;cn_na.y..:L..:e..:e _________________ _
Name(s) of Signer(s)
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are
subscribed to the within Instrument and acknowledged to me that he/she/they executed the same in
his/her/their authorized capaclty(ies). and that by his/her/their slgnature{s) on the Instrument the person(s).
or the entity upon behaH of which the person(s) acted. executed the instrument.
I certify under PENAL TY OF PERJURY under the laws
of the State of California that the foregoing paragraph
is true and correct.
WITNESS my hand and official seal.
Place Notary Seal Above
•
Signature-~ ~ --~----<......>
~ignawre of Notary Public
--------------OPTIONAL--------------
Though this section Is optional. completing this Information can deter alteration of the document or
fraudulent reattachment of this form to an unintended document.
Description or Attached Dooument
Title or Type of Document: _________________________ _
Document Date: __________________ Number of Pages: ____ _
Slgner(s) Other Than Named l'bove: _____________________ _
Gapaclty{les) Claimed by Slgner(s)
Signer's Name: ___________ _ Signer's Name: ___________ _
• Corporate Officer -Tltle(s): -----,------• Partner -• Limited • General
• Corporate Officer -Title(s): ______ _ • Partner -• Limited • General • Individual • Attorney In Fact D Individual • Attorney In Fact • Trustee • Guardian or Conservator • Trustee • Guardian or Conservator •Other: _____________ _ D Other. _____________ _
Signer Is Representing: ________ _ Signer Is Representing: ________ _
@2016 National Notary Association• www.NatlonalNotary.org • 1-800-US NOTARY (1-800-676-6627) Item #5907
,,
l
EXHIBIT A
LEGAL DESCRIPTION OF LESSOR'S PROPERTY
Lessor's Property of which Premises are a part Is legally described as follows:
Property Address:
Assessor's Parcel Number:
720 Macadamia Drive
car'5bad. California 92009
214-450-18-00
San Djego County. California
•
• •
PHOTO SURVEY SIMS
SPRINT SD03XC137
NORTH BATIQUITOS LAGOON
760 MACADAMIA DRIVE
CARLSBAD, CA 92011
•
SPRINT SD03XC137 NORTH BATIQUITOS LAGOON
PHOTOS LOOKING TOWARD THE SITE
1. LOOKING NORTH TOWARD SITE FROM CUL-DE-SAC
2. LOOKING WEST TOWARD SITE FROM PARKING LOT
21 Page
SPRINT SD03XC137 NORTH BATIQUITOS LAGOON
3. LOOKING SOUTHEAST TOWARD SITE FROM PARKING LOT (existing)
4. LOOKING SOUTHEAST TOWARD SITE FROM PARKING LOT (proposed)
3I Page
SPRINT SD03XC137 NORTH BATIQUITOS LAGOON
PHOTOS LOOKING AWAY FROM THE SITE
5. LOOKING WEST FROM SITE
6. LOOKING WEST FROM THE SITE
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7. LOOKING NORTH FROM SITE
8. LOOKING SOUTH FROM SITE PARKING LOT
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9. LOOKING WEST ON MACADAMIA DRIVE (SITE ON THE RIGHT)
10.LOOKING WEST FROM SITE
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