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Home My WebLink AboutCT 03-02; City of Carlsbad; 2008-0129232; Subordination AgreementRECORDED AT THE REQUEST OF CHICAGO TITLE COMWkNY SUBDIVISION DEPT. RECORDING REQUESTED BY WHEN RECORDED MAIL TO: District Secretary Carlsbad Municipal Water District 1200 Carlsbad Village Dr. Carlsbad, CA 92008 Please record the document at no fee as it is to the benefit of the District (Gov. Code [6103].) DOC# 2008-0129232 MAR 11, 2008 4:59 PM OFFICIAL RECORDS SAN DIEGO COUNTY RECORDER'S OFFICE GREGORY J. SMITH, COUNTY RECORDER FEES: 0.00 PAGES:13 SPACE ABOVE THIS LINE FOR RECORDER'S USE 14509 ASSESSOR'S PARCEL NO. PROJECT NO. & NAME: Carlsbad Ranch Planning Area 5 PR 07-30 213-130-01-00 CT 03-02 603 SUBORDINATION AGREEMENT (TRUST DEED HOLDERS) NOTICE: THIS SUBORDINATION AGREEMENT RESULTS IN YOUR SECURITY INTEREST IN THE PROPERTY BECOMING SUBJECT TO AN/THE EASEMENT(S) IN THE REAL PROPERTY TO WHICH YOUR SECURITY INSTRUMENT ATTACHES AND HAS THE POTENTIAL EFFECT OF REDUCING THE VALUE OF YOUR SECURITY INTEREST. THIS AGREEMENT is made this 'bO day of Qc-tober 2007 by Grand Pacific Carlsbad Hotel, L.P., a Delaware limited partnership, owner of the land hereinafter described and hereinafter referred to as "Owner," and Nationwide Life Insurance Company, an Ohio corporation, present owner and holder of the deed of trust hereinafter described, hereinafter referred to as "Beneficiary;" WITNESSETH WHEREAS, Grand Pacific Carlsbad Hotel, L.P., did execute a deed of trust, dated December 21, 2006 to Chicago Title Company as trustee, to secure a note in the sum of fifty- two million, five hundred thousand dollars ($52,500,000) in favor of Nationwide Life Insurance Company, recorded in the office of the County Recorder of San Diego County on December 21, 2006 as File No. 2006-0905958 of Official Records of said county; and 1 H:\Development Services\PROJECTS\CT FILES\CT 03\CT 03-02 Carlsbad Ranch Planning Area 5-Wickham\Bonds and Agreements\SUBORDINATION ACT TRUST DEED HOLDERS CMWD (5-31-00) (PR 07-30) .doc Rev. 5/31/00 14510 WHEREAS, Owner has executed, or is about to execute, as grantor, a grant of EASEMENT, in favor of the Carlsbad Municipal Water District as grantee herein referred to as "Easement Grantee" creating AN EASEMENT more particularly described in EXHIBITS "A" and "B" attached hereto; and WHEREAS, Easement Grantee is willing to accept said EASEMENT provided the grant of EASEMENT is a charge upon the above described property prior and superior to the lien or charge of the deed of trust above mentioned and provided that Beneficiary will specifically and unconditionally subordinate the lien or charge of the deed of trust above mentioned to the lien or charge of the EASEMENT created in favor of Easement Grantee; and WHEREAS, it is to the mutual benefit of the parties hereto that Easement Grantee accept said EASEMENT and Beneficiary is willing that the grant of EASEMENT shall, when recorded, constitute a charge upon said land which is unconditionally prior and superior to the lien or charge of the deed of trust above mentioned. NOW, THEREFORE, in consideration of the mutual benefits accruing to the parties hereto and other valuable consideration, the receipt and sufficiency of which consideration is hereby acknowledged, and in order to induce Easement Grantee to accept said EASEMENT above referred to, it is hereby declared, understood and agreed as follows: 1. That said EASEMENT in favor of Easement Grantee shall unconditionally be and remain at all times a charge on the property therein described, prior and superior to the lien or charge of the deed of trust above mentioned. 2. That Easement Grantee would not accept said EASEMENT above described without this subordination agreement. 3. That this Agreement shall be the whole and only agreement with regard to the subordination of the lien or charge of the deed of trust above mentioned to the EASEMENT in favor of Easement Grantee above referred to and shall supersede and cancel, but only insofar as would affect the priority between the deed of trust and EASEMENT 2 H:\Development Services\PROJECTS\CT FILES\CT 03\CT 03-02 Carlsbad Ranch Planning Area 5-Wickham\Bonds and Agreements\SUBORDINATION ACT TRUST DEED HOLDERS CMWD (5-31-00) (PR 07-30) .doc Rev. 5/31/00 14511 hereinbefore specifically described, any prior agreement as to such subordination including, but not limited to, those provisions, if any, contained in the deed of trust above mentioned, which provide for the subordination of the lien or charge thereof to another interest in the real property therein described. Beneficiary declares, agrees and acknowledges that: 1 . l/(We) consent to and approve the grant of EASEMENT in favor of the Easement Grantee. 2. l/(We) intentionally and unconditionally subordinate the lien or charge of the deed of trust above mentioned to the EASEMENT in favor of Easement Grantee above referred to and understands that in reliance upon, and in consideration of, this subordination of the grant of EASEMENT is being executed and delivered, the EASEMENT IS being created, and that specific monetary and other obligations are being and will be entered into by the Easement Grantee, other lenders and title insurance companies which would not be made or entered into but for said reliance upon the subordination. 3. This Agreement represents an endorsement to the note secured by the deed of trust above mentioned and that said deed of trust has by this instrument been subordinated to the charge of the Easement in favor of Easement Grantee above referred to. 3 H:\Development Services\PROJECTS\CT FILES\CT 03\CT 03-02 Carlsbad Ranch Planning Area 5-Wickham\Bonds and Agreements\SUBORDINATION ACT TRUST DEED HOLDERS CMWD (5-31-00) (PR 07-30) .doc Rev. 5/31/00 BENEFICIARY Nationwide an Ohio pany, OWNER: 5rand Pacific Carlsbad Hotel, L.P., jlaware limited partnership By: \3rand Pacific Carlsbad Hotel, Inc., a jia corporation, it's General Partner (sign here) AUTHOW2H)SK3NATORY (title and organization of signatory) By: (sign here) (print name here) (title and organization of signatory) (print name ntere) Cc> ignatory) (print name here) CO (title and organization of signatory) (Proper notarial acknowledgment of execution by BENEFICIARY AND OWNER must be attached.) (Chairman, president or vice-president and secretary, assistant secretary, CFO or assistant treasurer must sign for corporations. Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation.) If signed by an individual partner, the partnership must attach a statement of partnership authorizing the partner to execute this instrument. It is recommended that, prior to the execution of this subordination agreement, the parties consult with their attorneys with respect thereto. APPROVED AS TO FORM: RONALD R. BALL General Counsel Deputy General CAunsel H:\Devetopment Services\PROJECTS\CT RLESttT 03\CT 03-02 Carlsbad Ranch Planning Area 5-WicknarrrtBonds and AgreemanWSUBORDINATION AGT TRUST DEED HOLDERS CMWO (5-31 -00) (PR 07-30) doc Rsv. 5/31/00 14513 BENEFICIARY: ^Nationwide Life Insurance Company, Ohio corporation OWNER: Grand Pacific Carlsbad Hotel, L.P., a Delaware limited partnership By: Grand Pacific Carlsjjad Hotel, Inc., a California corporatipriTit's General Partner By: (sigri here) (print name here)(print name here) (title and organization of signatory) By: \ (title and organisation of signatory) By: (sign here)\ (print name here)X (print name here) (title and organization of signatory)(title and organization of signatory) (Proper notarial acknowledgment of execution by BENEFICIARY AND OWNER must be attached.) (Chairman, president or vice-president and secretary, assistant secretary, CFO or assistant treasurer must sign for corporations. Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation.) If signed by an individual partner, the partnership must attach a statement of partnership authorizing the partner to execute this instrument. It is recommended that, prior to the execution of this subordination agreement, the parties consult with their attorneys with respect thereto. APPROVED AS TO FORM: RONALD R. BALL General Counsel Bv: Deputy General Cinsel C:\Documents and Settings\dproulx\local SettingsVTemporary Internet Files\OLK1 \SUBORDINATION ACT TRUST DEED HOLDERS CMWD (5-31-00) (PR 07-30) .doc Rev. 5/31/00 14514 State of California County of San Diogo On (Date) personally appeared before me, Ron Bevilacqua, (Name, Title of Officer) (Name[s] of Signer[s]) Vj. a personally known to me -OR - D (or 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 entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal SignatureorNotary RON BEVILACQUA Notary Public, State of Ohio My Commission Expires 10-31-2011 (This area for official notary seal) Title or Type of Document Date of Document No. of Pages Signer(s) other than named above H:\0evelopment ServicesKPROJECTSNCT FILES\CT 03\CT 03-02 Carlsbad Ranch Planning Area S-WickhatrtBonds and Agreements\SUBORDINATION AGT TRUST DEED HOLDERS CMWD (5-31-00) (PR 07-30) .doc Rev. 5/31/00 14515 State of California County of San Diego ACKNOWLEDGMENT ) ss On October 30, 2007, before me, Diane M. Ptoulx. a Notary Public, personally appeared Timothy J. Stripe, personally known to me (or proved to be on the basis of satisfactory evidence) to be the person-(8) whose namefs) is/ase subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity^es), and that by his/her/their signature^) on the instrument the person-(8), or the entity upon behalf of which the person^s) acted, executed the instrument. Seal WITNESS my hand and official seal: WANE ' Commission NotvyPuDNc MyConvn, State of California County of San Diego 14516 ACKNOWLEDGMENT ) ss On October 30, 2007 before me, Elizabeth S. Quinette. a Notary Public, personally appeared David S. Brown, personally known to me (or proved to be on the basis of satisfactory evidence) to be the person{s) whose name{s) is/a*e 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 upon behalf of which the person's) acted, executed the instrument. Seal WITNESS my hand and official seal: EUZAKIHlQUMfnE CommHtton # 1670690 Notary PubBc - Catitomta San Otogo County MyComm.ExpH<»Jun2S.201 14517 SHEET 1 OF 2 EXHIBIT "A" LEGAL DESCRIPTION WATERLINE EASEMENT CT 03-02 PR 07-30 THAT PORTION OF PARCEL A OF ADJ06-18 AS SHOWN ON CITY OF CARLSBAD CERTIFICATE OF COMPLIANCE NO. CE 060033, RECORDED OCTOBER 6, 2006 AS DOC. NO. 2006-0714868 OF OFFICIAL RECORDS, FILED IN THE OFFICE OF THE COUNTY RECORDER OF THE COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: PARCEL 1 A 20.00 FOOT WIDE EASEMENT, THE SIDELINES OF SAID EASEMENT LYING 10.00 FEET ON EITHER SIDE OF THE FOLLOWING DESCRIBED CENTERLINE: COMMENCING AT THE MOST WESTERLY CORNER OF SAID PARCEL A AS SHOWN ON CITY OF CARLSBAD ADJUSTMENT PLAT ADJ 06-18, SAID POINT ALSO LYING ON A 522.00 FOOT RADIUS CURVE, CONCAVE SOUTHWESTERLY, A RADIAL TO SAID POINT BEARS NORTH 40°20'21" EAST; THENCE SOUTHEASTERLY ALONG THE ARC OF SAID CURVE AND ALONG THE WESTERLY LINE OF SAID PARCEL A THROUGH A CENTRAL ANGLE OF 24°24'34", AN ARC LENGTH OF 222.38 FEET TO THE BEGINNING OF A 353.00 FOOT RADIUS REVERSE CURVE, CONCAVE NORTHEASTERLY, A RADIAL TO SAID POINT BEARS SOUTH 64°44'55" WEST; THENCE SOUTHEASTERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE OF 15°35'49", AN ARC LENGTH OF 96.09 FEET TO THE TRUE POINT OF BEGINNING, A RADIAL TO SAID POINT BEARS SOUTH 49°09'06" WEST; THENCE LEAVING SAID WESTERLY LINE OF PARCEL A NORTH 49°09'02" EAST A DISTANCE OF 89.17 FEET; THENCE NORTH 10°05'59" EAST A DISTANCE OF 128.02 FEET; THENCE NORTH 36°58'55" EAST A DISTANCE OF 21.31 FEET; THENCE NORTH 59°28'55" EAST A DISTANCE OF 62.59 FEET; THENCE NORTH 81°58'55" EAST A DISTANCE OF 34.80 FEET; THENCE SOUTH 75°31'05" EAST A DISTANCE OF 61.89 FEET; THENCE SOUTH 08°01'05" EAST A DISTANCE OF 109.31 FEET; THENCE SOUTH 26°31'05" EAST A DISTANCE OF 67.36 FEET TO A POINT HEREINAFTER REFERRED TO AS POINT "A"; THENCE CONTINUING SOUTH 26°31'05" EAST A DISTANCE OF 13.44 FEET; THENCE SOUTH 18°29'48" EAST A DISTANCE OF 56.92 FEET; THENCE SOUTH 40°01'57" EAST A DISTANCE OF 39.20 FEET; THENCE SOUTH 30°31'05" EAST A DISTANCE OF 36.24 FEET TO A POINT ON THE CENTERLINE OF AN EXISTING 20.00 FOOT WIDE PUBLIC UTILITY EASEMENT DEDICATED TO THE CITY OF CARLSBAD AS SHOWN ON MAP NO. 15332, RECORDED MAY 3, 2006 AS FILE 14518 SHEET 2 OF 2 NO. 2006-0311804, FILED IN THE OFFICE OF THE COUNTY RECORDER OF THE COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, AND THE END THEREOF. THE SIDELINES OF SAID EASEMENT TO BE PROLONGATED OR SHORTENED TO TERMINATE AT SAID WESTERLY LINE OF PARCEL A. PARCEL 2 A 10.00 FOOT WIDE EASEMENT, THE SIDELINES OF SAID EASEMENT LYING 5.00 FEET ON EITHER SIDE OF THE FOLLOWING DESCRIBED CENTERLINE: BEGINNING AT SAID POINT "A"; THENCE NORTH 59°48'47" EAST A DISTANCE OF 15.61 FEET TO THE END THEREOF. EXCEPTING THEREFROM THAT PORTION LYING WITHIN PARCEL 1. SAID PARCELS 1 AND 2 CONTAIN A TOTAL OF 14,459.70 SQUARE FEET. 14519 SCALE 1 "=50' POINT OF COMMENCEMENT N59-28'55"E 62.59' N36'58'55UE 21.31' TRUE POINT OF BEGINNING EXCEL ENGINEERING 440 STATE PLACE ESCONSin CA 92029 PHONE (760) 745-8118 WATERUNE EASEMENT PLAT 0 50 100 APPLICANT/OWNER RAND PACIFIC RESORTS, INC. 5900 PASTEUR COURT, SUITE 200 ARLSBAD, CA 92008 (760) 431-8500 ONTACT: TIM STRIPE EXHIBIT B MICHAEL D. LEVIN LS. 6896 DATE EXP. 6/30/07 SHT 1 OF 2 SHTS CT 03-02 PR 07-30 APN: 211-130-01 N59'28'55"E 62.59' N81'58'55"E 34.80' S75f31'05"E 61.89' EXCEL ENGINEERING 440 STATE PLACE ESCONDim CA 92029 PHONE (760) 745-8118 S26'31'05°E 67.36' 14520 POINT "A S26'J1'05"E 13.44'- S18'29'48''E 56.92'-^ ' j N59'48'47"E 15.61' S40V1'57ttE 39.20' S30'31'05"E 36.24' WATERUNE EASEMENT fUf EXISTING PORTION OF 20.00' WIDE PUBLIC UTILITY EASEMENT PER MAP 15332 50 100 APPLICANT/OWNER GRAND PACIFIC RESORTS, INC. 5900 PASTEUR COURT, SUITE 200 CARLSBAD, CA 92008 (760) 431-8500 :ONTACT: TIM STRIPE EXHIBIT B MICHAEL D. LEVIN LS. 6896 DATE EXP. 6/30/07 SHT2 OF 2 SHTS CT 03-02 PR 07-30 APN: 211-130-01 GOVERNMENT CODE 27361.7 14521 I CERTIFY UNDER PENALTY OF PERJURY THAT THE NOTARY SEAL ON THE DOCUMENT TO WHICH THIS STATEMENT IS ATTACHED READS AS FOLLOWS: Name of the Notary: Diane M. Proulx Commission Number: 1651570 Date Commission Expires: March 14. 2010 County Where Bond is Filed: San Diego Manufacturer or Vendor Number: NNA1 (Located on both sides of the notary seal border) / &Signature:^ YJ-<_^-> / &JLfu*3~ ^^ City of Carlsbad Place of Execution: Office of the City Clerk/City of Carlsbad Date: 01-02-08 Rec. Form #R10 (Rev.7/96)