Loading...
HomeMy WebLinkAbout; CIC LA COSTA LP; 2008-0445220; Subordination AgreementJ?°?# 2008-0445220 re I _. .^1C£?T. RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: City of Carlsbad 9989 2965 Roosevelt Street, Suite B Carlsbad, CA 92008 Attention: City Manager No fee for recording pursuant to Government Code Section 27383 AUG19, 2008 4:13 PM OFFICIAL RECORDS aAN DIEGO COUNTY RECORDER'S HFFIPE GREGORYJ SMITH.. COUNTY REmRDE~Rg.OQ PAGES: NOTICE: SUBORDINATION AGREEMENT (PSCDC Loan) THIS SUBORDINATION AGREEMENT RESULTS IN YOUR SECURITY INTEREST IN THE PROPERTY BECOMING SUBJECT TO AND OF LOWER PRIORITY THAN THE LIEN OF SOME OTHER OR LATER SECURITY INSTRUMENT. THIS SUBORDINATION AGREEMENT ("Agreement") is made as of 1C , 2008, by CIC La Costa, L.P., a California limited partnership, the owner of the real property hereinafter described (the "Owner"), the City of Carlsbad, a municipal corporation (the "City"), and Pacific Southwest Community Development Corporation, a California nonprofit public benefit corporation (the "Junior Lender"). RECITALS A. The Owner shall execute a deed of trust, dated as of ^ _ , 2008 (the "City Deed of Trust"), for the benefit of the City to secure an indebtedness of One Million Nine Hundred Thirty-Two Thousand Dollars ($1,932,000) (the "City Loan"), and which shall be recorded against the property described in Exhibit A attached hereto and incorporated herein (which property, together with all improvements now or hereafter located on the property, is hereinafter referred to as the "Property"). The Owner shall use the proceeds of the City Loan for the permanent financing related to certain improvements on the Property. In addition, the Owner shall execute, and cause to be recorded against the Property, that certain Regulatory Agreement and Declaration of Restrictive Covenants dated as of -JuAg_ ID » 2008 (the "City Regulatory Agreement"). The City Deed of Trust and the City Regulatory Agreement are collectively referred to as the "City Documents". 1010\18\538638.1 9990 B. The Owner previously executed a deed of trust, dated as of June 1, 2006, and recorded against the Property as document number 2006-0414842 in the official records of San Diego County (the "Official Records") on June 12, 2006 (the "Junior Lender Deed of Trust"), for the benefit of the Junior Lender to secure an indebtedness of Five Hundred Thousand Dollars ($500,000). C. The City requires that the City Documents be unconditionally and at all times remain a lien upon the Property, prior and superior to the rights of the Junior Lender under the Junior Lender Deed of Trust, and that the Junior Lender specifically and unconditionally subordinate the Junior Lender Deed of Trust to the lien of the City Documents. D. The City, the Owner, and the Junior Lender all agree to the subordination of the Junior Lender Deed of Trust in favor of the City Documents. THEREFORE, for valuable consideration and to induce the City to make the City Loan, the Owner, the Junior Lender, and the City hereby agree for the benefit of the City as follows: 1. The City Documents and any renewals or extensions thereof, approved in writing by the Junior Lender (such approval not to be unreasonably withheld), shall unconditionally be and at all times remain a lien on the Property prior and superior to the rights of the Junior Lender under the Junior Lender Deed of Trust. 2. The Junior Lender intentionally and unconditionally subordinates the lien of the Junior Lender Deed of Trust to the lien of the City Documents upon the Property and understands that in reliance upon, and in consideration of, this subordination, specific loans and advances have been, are being or will be made by the City and, as part and parcel thereof, specific monetary and other obligations are being and will be entered into which would not be made or entered into but for said reliance upon this subordination. 3. The parties hereto agree to cooperate with each other and perform any acts and execute, acknowledge and deliver any additional agreements, documents, or instruments that may be reasonably necessary or desirable to carry out the provisions or to effectuate the purpose of this Agreement, including, without limitation, execution, acknowledgment, delivery and recordation of any document necessary to clear title to the Property after a foreclosure under the City Deed of Trust, or a transfer of the Property by an assignment or a deed in lieu of foreclosure under the City Deed of Trust. 4. Junior Lender covenants and agrees that the City in making disbursements pursuant to any agreement with the Owner in connection with the City Loan is under no obligation or duty to, nor has the City represented that it will, see to the application of such proceeds by the person or persons to whom the City disburses such proceeds and any application or use of such proceeds for purposes other than those provided for in such agreement or agreements shall not defeat the subordination herein made in whole or in part. 1010\18\538638.1 9991 5. Formal notices, demands, and communications among the parties shall be sufficiently given if, and shall not be deemed given unless, secured personally, or dispatched by certified mail, return receipt requested, or reputable overnight delivery service with a receipt showing date of delivery, to the principal offices of the parties as follows: City: City of Carlsbad 2965 Roosevelt Street, Suite B Carlsbad, CA 92008 Attention: City Manager Owner: CIC La Costa, L.P. 725 South Coast Highway 101 Encinitas, CA 92024 Attention: James J. Schmid Junior Lender: Pacific Southwest Community Development Corporation Attention: Such written notices, demands and communications may be sent in the same manner to such other addresses as the affected party may from time to time designate by mail as provided in this Section 5. Delivery shall be deemed to have occurred at the time indicated on the receipt for delivery or refusal of delivery. 6. This Agreement shall be the whole agreement with regard to the subordination of the Junior Lender Deed of Trust to the City Documents, and shall supersede and cancel, but only insofar as would affect the priority of the City Deed of Trust, any prior agreements as to such subordination. 7. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original and all of which together shall constitute and be construed as one and the same instrument. Remainder of Page Left Intentionally Blank 1010\18\538638.1 9992 NOTICE: THIS SUBORDINATION AGREEMENT RESULTS IN YOUR SECURITY INTEREST IN THE PROPERTY BECOMING SUBJECT TO AND OF LOWER PRIORITY THAN THE LIEN OF SOME OTHER OR LATER SECURITY INSTRUMENT. CITY: CITY OF CAR By: DEPUTY CITY MANAGER OWNER: CIC LA COSTA, L.P., a California limited partnership By: DDC La Costa, LLC, a California limited liability ler By: Pacific Southwest Community Development Corporation, a California nonprofit public benefit corporation, its Managing General Partner By: Name: Its: \ K> A-* [SIGNATURES CONTINUE ON FOLLOWING PAGE] 1010\18\538638.1 9993 JUNIOR LENDER: PACIFIC SOUTHWEST COMMUNITY DEVELOPMENT CORPORATION, a California nonprofit public benefit corporation By: Name: Its: (ALL SIGNATURES MUST BE ACKNOWLEDGED) 1010\18\538638.1 9994 STATE OF CALIFORNIA ) COUNTY OF °7nn On U Dtxa. | Q _ , 20££ before me, PbcVncm L OreACAJOiVl _ , Notary Public, personally appeared -llame£. F- &. I 1 1' r hi — -- ' - ~ ----- •— ~ ~~^~ , who proved to me on the basis of satisfactory evidence to be the personfS^Twhose namel^ is/are subscribed to the within instrument and acknowledged to me that he/ske/they executed the same in his/hef/their authorized capacity(i£s)i, and that by his/h€¥/their signature^sfon the instrument the personj^>, or the entity upon behalf of which the person(^ffacted, 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. ^ , -., , , . aum fWWCfc L CRiSCENH ~~ -------- " CommWon* 1661400 Puwtc San Diego County MyComm.ExpifeiMay24,2010 1010\18\538120.1 9995 STATE OF CALIFORNIA COUNTY OF % £)3 20£W>efore me, Notary Public, personally appeared. or \ who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) £s)ar& subscribed to the within instrument and acknowledged to me thatme^h©/they- executed the same in(hjjpior/thcir authorized capacity(ies), and that hyrijffiner/theii- signature(s) on the instrument the person(s), or the entity 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.<__- ^ - - Signature .(Seal) I STATE OF CALIFORNIA COUNTY On Notary Public, personally appeared , 20$before me, MICHELLE CASSEL I Commission #1488413 I Notary Public - California \ Orange County j rVVCcnmB<FtesMcv8,200eCMXlS I who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) ns^afe subscribed to the within instrument and acknowledged to me thatdi&>shc/thcy^ executed the same ir(fii?/fe©F/thcir'authorized capacity(ies), and that by<jiisyher/trieir signature(s) on the instrument the person(s), or the entity 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. WITNES Signature hand and official seal. STATE OF CALIFORNIA COUNTY OF MICHELLE CASSEL Commission # 1488413 Notary Public - California Orange County MyCorrmB0esMcv8,2008CYLU£E I jnty r ZOGBCVLUffE 1010\18\538638.1 9996 On ^ , 20^before me, Notary Public, personally appeared - who proved to me on the basis of satisfactory evidence to be the person(s)_whose name(s) ^are-subscribed to the within instrument and acknowledged to me that(£g/Sb@/they* executed the same in hj^hef/ttrcrr authorized capacity(ies), and that by(fa^her/rrreTT signature(s) on the instrument the person(s), or the entity 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. WITNESJLmy hand and official seal. Signature / J/J6££6£&>L_ ^X _ (Seal) MICHELLE CASSEL t Commission #1488413 I Notary Public - California | Orange County 1010\18\538638.1 EXHIBIT A DESCRIPTION OF PROPERTY 9997 Lots 207, 208 and 209 of City of Carlsbad Tract99-04-03 Villages at La Costa, La Costa Oaks North, in the City of Carlsbad, County of San Diego, State of California, according to Map thereof No. 15318, filed in the Office of the County Recorder of San Diego County, April 18, 2006. APN: 223-810-14; 223-810-15 and 223-810-16 1010\18\538810.2