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HomeMy WebLinkAboutHOSSEINALI, FAROUKH - 1997-05-05RECORDING REQUESTED BY: This Document was electronically recorded by Orange Coast Title B Y6 Title AND WHEN RECORDED MAIL TO: City of Huntington Beach Economic Development Department 2000 Main Street, PO Box 190 Huntington Beach, CA 92648 Address: 18061 Joyful Lane, #201 Project: Pacific Park Villas Recorded in Official Records, County of Orange Tom Daly, Clerk -Recorder 111111111111111111111111111111111111111111111111111111111111111111112.00 2003000909897 01:20pm 07/30/03 100 28 R01 4 0.00 0.00 0.00 0.00 6.00 0.00 0.00 0.00 SPACE ABOVE THIS LINE FOR RECORDER'S USE FULL RECONVEYANCE \ THE CITY OF HUNTINGTON,BEACFI as duly appointed Trustee under Deed of Trust hereinafter referred to, 1 having received from holder of the obligations thereunder a written request to reconvey, reciting that all sums secured by said Deed of Trust have been fully paid, and said Deed of Trust and the note or notes secured thereby having been surrendered to said Trustee for cancellation, does hereby RECONVEY, without warranty, I to the person or persons legally entitled thereto, the estate now held by it thereunder. Said Deed of Trust was executed by FAROUKH HOSSEINALI, A SINGLE MAN, Trustor, and recorded in the �. official records of Orange County, California, on MAY 22, 1997 AS INSTRUMENT NO. 97-238237. DESCRIPTION: See "Exhibit A" for full legal description of property commonly known as 1.8061 Joyful Lane, # 201, Huntington Beach, CA 92648. David C. Biggs, Director of Economic Development City of Huntington Beach Aa- b✓.:� Date: June 10, 2003 PARCELI: An undivided one twenty second (1/22) fee simple interest as a tenant in common in and to all of the Common Area defined in the Declaration referred to below and described in the Condominium Plana"Plan") for Lot 1 of Tract No. 14828, which plan was recorded on August 25, 1994 as .instrument No. 94-0525335 of Official Records of Orange County, over Lot 1 of Tract No. 14828, in the City of Huntington Beach, County of Orange, State of California, as per map recorded in Book 706, Page(s) 27 to 29 of Miscellaneous Maps, in the office of the County Recorder of said County. EXCEPT THEREFROM all oil, gas, minerals and hydrocarbons, below a depth of 500 feet, without the right of surface entry, as reserved in instruments of record. PARCEL 2: Unit No. 15 consisting of certain airspace and surface elements, as shown and described in the Condominium Plan referred to in Parcel 1 above. PARCEL 3: Non-exclusive easements for access, ingress, egress, encroachment, drainage, repair, maintenance, support and for other purposes, all as described in that certain Declaration of Covenants, Conditions and Restrictions and Reservation of Easements for Pacific Park Villas, recorded August 25, 1994 as Instrument No. 94-0525336 of Official Records. PARCEL 4: Exclusive Easements appurtenant to Parcels 1 and 2 above, for balconies or patio purposes, over the areas defined, depicted and assigned on the Plan. CALIFORNIA State of California County of Orange ss. On June 10, 2003 , before me, Kathleen Nelson, Notary Public --------__ Date Name and Title of Officer (e.g.. 'Jane Doe. Notary Pudic ) personally appeared ----------- David C. Biggs --- ----- ------- ------ _�_________ , Names) of Signer(s) Place Notary Seal Above ( personally known to me ❑ proved to me on the basis of satisfactory evidence to be. ,the ;person(s) - whose..,name(s) islar- subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/bee/their authorized capacity(ies), and that by his/U&A4U it signature(s) on the instrument the person(a), or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS hand an Icial seal. (79 """ 11_1�_ Signature of Public OPTiONVAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document: Full Reconveyance Document Date: June 10, 2003 Number of Pages: 2 SignerM Other Than Named Above: None Capacity(iss) Claimed by Signer Signer's Name: David C. Biggs ❑ Individual Director of Economic Development d Corporate Officer — Title(s): ❑ Partner — ❑ Limited ❑ General ❑ Attorney in Fact ❑ . rustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing: The City of Huntington Beach 0 Igoe Nalionsl Notary Asoociation • 9350 De Sol° Ave.. P.O. Box 2402 • Chatsworlh. CA 91313.2402 • www.nationakrotary.org Prod. N0. 5007 Reorder: 00 Tbl* ee 14W8794W GOVERNMENT CdDE-�j-3�.1.j r CERTIFY UNDER PENALr OF TFtAT TH-E NOT. P-y SFAL- ON TPtE DOCI.tMENr TO WFtICit 7WS S7A rFMENT IS ATTACFtED P-C-ADS -AS FOLLOWS:] /J NAME OF NOTAP—Y: 11,1147E COMMISSION EXPfRES: CO?AN'i Y WHtERE SO ND IS Fd LED. e &-Zza:e2 CoMMrsStON NO: MA. NKFACT►Ap-u-P./VENDop-NO: F��I PLACE OF EXECL4.Tf0N. SP I&tbl /Avk,G[ DAT'F OF E C-CLMON: rJI.ti.L� { 2003 t SIC,NAT{.+i-6: C,o`/ERERNM ENT CODE-��3To.2� f CER-nFyi,kNDER-PEN,4LTYOFPiFf�LkP—y7-FtATTFtE fLLEjIBLEPO1ZTfON OF- THlS DOCL LMENT, TO W"Clt THIS STATEMENT f A=AC1+eD, READS AS FGa LLO WS. PLACE. Of: C-XECL.tTION: D 7C— Of: EXECt tT7ON: S I Ci NATLkf; E: CITY OF HUNTINGTON BEACH Inter -Office Communication 0HEconomic Development Department DATE: June 12, 2000 TO: Gus Duran, Housing/Redevelopment Manager FROM: Joyce DeKreek, Housing/Redevelopment Consultan gl- SUBJECT: Research on Loan Forgiveness, 1" Time Home -Buyers Program Redevelopment Set -Aside, $400,000 and Redevelopment Set -Aside, $750,000 I have reviewed our records regarding funding of I" Time Home -Buyers Program to determine the names and amount of assistance which benefited the applicants from the $400,000 in Redevelopment Set -Aside funds approved by the Redevelopment Agency (RDA) at their November 1, 1993, meeting and from the $750,000 in Redevelopment Set -Aside funds approved by the RDA for the Pacific Park Villas at their February 6, 1995 meeting. The Redevelopment Agency approved nine applicants from the $400,000 allocation in conjunction with the City's CDBG Vt Time Home -Buyers Program and one additional applicant for the RDA 1" Time Home -Buyers Program only. The RDA portion of these loans are Bastou ($25,000), Dieckmeyer ($23,000), Griffen ($25,000), Hoang ($23,000), Lawson ($23,000), Melvin ($35,000), Otto ($23,000), Quick, S. ($16,717), Quick, T. ($25,000), Rivera H. ($25,000). Quick, T. withdrew from the CDBG loan but maintains the RDA loan. These loans total $243,717. The Redevelopment Agency approved fifteen (15) applicants'from the $750,000 allocation at Pacific Park Villas (PPV) to participate in the Redevelopment Agency I" Time Buyer Program. The names and amounts are (Carrillo ($35,000), Forchione ($35,000), Heckethorn ($35,000), Hosseinali ($35,000), Hocker ($35,000), Lawrence ($35,000), Murch ($35,000), Osterhoudt ($35,000), Peltier ($35,000), Rivera -Burgess ($35,000), Wallace ($35,000), Weinfeld ($35,000), Wong ($35,000), Krueck ($35,000), Margoles ($35,000). These loans total $525,000. Four loans (Melkerson/Uniack, Ojeda, Rene/White, Stratton), previously approved by RDA were not funded. Gljoyce/intermemo Recomrey.doc r. y-' 1: � .h•f:.r -S tea..•.'. 1s.. J-,\..': ..'�t�. ice. -'Ls R.•y:. •- - It One loan (Wallace) was assumed by another qualified buyer (Stay): '. Two applicants have paid their loans: Melvin, paid off his RDA loan 10/21/1997 in the amount of $40,794.31 and Hoang, paid off his RDA Ioan on 12/21/1999 in the amount of $47,208.80. A check in the amount of$4,115.57 was issued to Mr. Hoang for overpayment, reducing the loan repayment to $43,092.23. These loans accrue simple interest at 5%, due and payable upon sale to a non qualified buyer and has shared equity. Cc: Connie Brockway, City Clerk Paul D'Alessandro, Deputy City Attorney David Biggs, Director, Economic Development John Reekstin, Director of Administrative Services Dan Villella, Director of Finance Jake Rahn, Administrative Services Hank Reveles, Sr. Accountant Joyce de I{reek, Economic Development Steve Holtz, Development Specialist o:rjoyceAntenne io Reconvey.doc 95-01 (2-1-95) RDA 12-19-94 95-02 (2-1-95) RDA 12-19-94 95-03 (2-1-95) RDA 12-19-94 95-04 (2-1-95) RDA 12-19-94 95-06 (4-12-95) RDA 4-3-95 96-01 (1-24-96) RDA 1-16-96 96-02 (3-7-96) RDA 3-4-96 96-03 ( RDA 4-1-96 96-04 (7-17-96) RDA 7-15-96 96-05 (8-7-96) RDA 8-5-96 96-06 (8-7-96) RDA 8-5-96 97-01 (1-29-97) RDA 1-21-97 97-02 (4-30-97) RDA PACIFIC PARK VILLAS ($750,000 — RDA) Carillo, Ann $ 35,000 7861 Happy Drive, #102 Lawrence, James and Jeanette $ 35,000 18051 Joyful Lane, #16 Wong, Wesley Chi $ 35,000 7681 Happy Drive, 4202 Hocker, ChristopherNandereb, Gayle$ 35,000 7681 Happy Drive, #101 Rivera, Victor/Burgess, Debra $ 35,000 18061 Joyful Lane, #104 Heckethorne, Sean & Jacquelyn $ 35,000 7871 Happy Drive, # 102 Margolis, Peter Weinfeld, Julie Peltier, Edward Wallace, Barbara Jo Munch, Gregory Krueck, Deborah Osterhoudt, Robert and Kathy $ 35,000 18651 Joyful Lane, #104 $ 35,000 18061 Joyful Lane, #205 $ 35,000 7871 Happy Drive, #201 $ 35,000 18051 Joyful Lane, 4205 $ 35,000 18051 Joyful Lane, #102 $ 35,000 18061 Joyful Lane, 0101 $ 35,000 18061 Joyful Lane, # 102 Gfoyce/Inummmo Reconvey.doc 97-03 (5-14-97) RDA 97-04 (7-23-97) RDA 7-21-97 • Ste. - _ � - ` Hosseinali, Faroukh $ 35,000 ' 18061 Joyful Lane, 4201 Forchine, Richard $ 35,000 18051 Joyful Lane, #201 I" TIME BUYER ASSISTANCE ($400,000 RDA) 94-4 (2-11-94) Lawson, Sally $ 23,000 409 Utica Avenue #A-1 (RDA 1-18-94) 94-5 (2-11-94) Quick, Shauna $ 16,717 409 Utica Avenue #C-32 (RDA 1-18-94) 94-6 (2-11-94) Dieckmeyer, Barbara S 23,000 409 Utica Avenue#B-21 (RDA 2-22-94) ' 94-8 (2-11-94) Otto, TJShorb R. $ 23,000 409 Utica Avenue #A-7 (RDA 1-18-94) 94-10 (2-11-94) Hoang, Tam S 23,000 409 Utica Avenue #D-37 (RDA 2-22-94) 94-11 (5-18-94) Bastou, Valerie $ 25,000 409 Utica Avenue #D-43 (RDA 5-18-94 94-12 (5-18-94) Quick La Reine, Teresa $ 25,000 409.Utica Avenue #A-9 (RDA 5-18-94) 94-13 (6-23-94) Melvin, Patrick S 35,000 409 Utica Avenue #D-39 (RDA 6-20-94) 94-14 (7-27-94) Rivera, Hector & Iciar $ 25,000 409 Utica Avenue #A5 (RDA 7-18-94) 94-17 (10-4-94) Griffen, Olga Christina $ 25,000 409 Utica Avenue #C-23 (RDA 9-19-94) S 2439717 GAjoycdlntermemo Reconvey.doc _`t. d" . �jn Le" *WNnNtroy BEACH TO: OFFICE OF THE CITY CLERK CITY OF HUNTINGTON BEACH INTER -DEPARTMENT COMMUNICATION Future City Clerks and Deputy City Clerks FROM. Janalle Case, Deputy City Clark per Instructions by Connie Brockway, City Clerk SUBJECT: Down Payment Assistance Forgivable Loans DATE: September 16, 1999 The attached documents are included in this file to assist you in the future to determine the forgiveability of the down payment assistance loans. DOWN PAYMENT ASSISTANCE PROGRAM Paci[ic Park Villas _ Council/Agency Loan No. Name property Address . Amount Date ,/ _ _ 95-01 -�� Carillo, Ana 7861 Happy Drive #102 92648 1/3/95 _ _ _35.000 _ -i_ 95-02 Lawrence, James/Jeanette 18051 Joyful Lane #101A 92648_ 35,000 1/3/9_5 _ _ 95-03 Wong, Wesley 7861 Happ_ry Drive #202 92648 �^ 35,000 � 113/95 95-04 Hocker, Christopher & Vandereb, Gayle 7861 Happy Drive #101 92648 35,000 113/95 95-06 Rivera, Victor & 8urgess, Debra 1806i Joyful Lane #104 92648 -35,Q00 413195 96-01 �/ -- Heckethome, acquel Sean/Jyn 7871 Happy D _.. rive #102 9264'8 - 35.. 000 1/16196 96-02 Margolis, Peter _ .-.. 18051 Joyful Lane #104 92648 -... _ _ 35.000 _ _ ..-_-._r. r_ 314196 96-03 Wienfeld, Julie 18061 Joyful Lane #205 92648 - _ 35.000 �.r^� 411196 96-04 Peltier, Edward 7871 Happy Drive #201 92648- 35,000 7.115/96 _ _ _ V11a1Iace, Barbara Jo ^ '�- 1805't Joyfu! Lane #205 92648 35,OQ0 8/5/96 96-Ofi _. 06 .._.... t'uSurch, Gre �o s. Murc - g ..ry... 1 Lan 8 18051 Joyful Lane #102 9264 02.9 35,00.0 815/96 97-Q1 _ _ �. _................. - Krueck Deborah J. -0. -• - _ 18061 Jo fut Lane #103 92648"' Y 35`000 �1121197 97-02 Osterhauelt, RobertlKathy 18061 Joyful Lane #102 92648 _ ^ 35.000 _ - 4130/97 _ _ 18061 Joyful Lane #201 92648 97-03 Hosseinali, Faroukh 35,000 515/97 97-04 Torchione, Richard _ 18051 Joyful Lane #201 92648 - 35,000 '— 1197 7 JI R FOS CITY OF HUNTINGTON BEACH inter -Department Communication TO: Gus Duran, Economic Development FROM: Gail Hutton, City- Attorney DATE: June 1,1999 SUBJECT: Determination of Loan Forgiveness RLS 99-359 INDEX: BACKGROUND You have asked for a determination of whether several loans made by the City of Community Development Block Grant funds, for the first time home buyer down payment assistance program, are forgivable. ISSUE Are the nine loans forgivable? 1 Yes, if they were funded with the first $100,000 zppropriated for this program. ANALYSIS As part of the 1993-94 CDBG program the City Council approved $100,000 as a pilot program to provide down payment assistance to moderate income households. We have reviewed several RCAs submitted by your department to the City Council for implementation of this program. The RCAs we reviewed were the originals in the City Clerk's office. From our review of these documents, we have developed the following chronology: 10/25193: The City Council approved sample loan documents and four participants: Diane Culaciati, Michele Tullock, Osman Taban, and Caroline Sutherland in the total amount of S40,475. (RCA attached hereto as Attachment 1). 4/s*99.%1erws:Duran527 11/15193: The City Council was requested to approve and additional S100,000 in CDBG funds for the program. The Council deferred the item to December 6, 1993. (RCA attached hereto as Attachment 2). 12/6/93: The City Council approved three more participants in the original program: Michelle Schmaderer, Carol Kanarski, and Nicholas Kormeluk. The amounts of their loans are not listed., (RCA attached hereto as Attachment 3.) 12/20/93, Item E-17: The City Council approved an additional participant in the program, David Dixson, for the amount of S 10,000, and increased the amount for participant Nicholas Kormeluk from 58,600 to S 10,600. (RCA attached hereto as Attachment 4.) 12/20/93, Item F-2: The City Council approved an additional S 100,000 for the program, but changed the program to require repayment of these additional funds. There are two important attachments to this RCA. The first is entitled "Approved Participants," and lists the following six participants: Culiaciati, Taban, Sutherland, Schmaderer, Kanarski, and Kormeluk, in the total amount of 561,952? The second important document attached to this RCA is the list of "Pending Participants." It shows eight more participants in the total amount of 559,100. It is not determinable from this RCA whether these persons were intended to be in the grant program or the loan program, and we do not know when, if ever, these participants were actually approved. 113194: The City Council approved three more participants in the original, non -repayment program: Judy Young, Treva Love, and Ellen Ommondson, in the total amount of 531,000. When added to the previously committed amount of $73,952, the total amount of funds committed is 5104,952. This exceeds the original $100,000 appropriated for the original, non - repayment program. The analysis portion of this RCA states that "the approvals herein will be the first funded with the new appropriation," which implies that at least a portion of the funds used for these participants were part of the funds that were conditioned for repayment, as opposed to the original, non -repayment funds. However, the total numbers listed are roughly consistent with the original 5100,000 set aside for the grant program. The total amount of loan funds used is less than 55,000. (RCA attached hereto as attachment 5). Our review of the above documents and chronology of events indicates that the Council did not intend to require repayment of the original S 100,000 appropriation. Clearly, then, the loans made to Culiaciati, Taban, Sutherland, Schmaderer, Kanarski, Dixson and Kormeluk are forgivable, because they were funded using $73,952 of the first $100,000 appropriation. The problem is presented by the transactions with Young, Love, and Ommondson. We believe that the Council's intent was to not require repayment from these participants. Unfortunately, there was only $26,048 of the original, non -repayment funds available to these participants, and collectively, they received 531,000. Thus, a small portion of the funds used for these t Note that an attachment to this RCA lists ten approved participants. Since the dates listed are after the Council meeting of 12/6193, we believe that this list has been erroneously added to the 1216193 RCA. 2 Please note that earlier during the same meeting, the Council had also approved David Dixson for S I0,000, and an additional $2000 for Kormeluk. Thus the amount committed from the original $100,000 was actually 573,952. 2 41=:4-99%temos:Durin527 participants must have come from the second S100,000, which the Council appropriated with the condition that the loans be repaid, not forgiven. CONCLUSION There are two conflicting Council actions. The Council's intent was to include participants Young. Love and Ommondson in the original, forgivable loan program. However, it appears that. a portion of the funds actually used for the loans to Young, Love and Ommondson were from the second appropriation of funds, which included a repayment condition. Therefore, we recommend that the Council clarify this conflict by approval of an RCA that forgives the loans made to Young, Love and Ommondson. Gail Hutton City Attorney 3 4J1%A-99`lemos:Duran527 MW Council/Agency Meeting Held: 5-1-9 Deferred/Continued to: Approved (3 Conditionally Approved (3 Denied ,Cu City Clerk's ignature C-134*vc4 �� +�v .I r Council Meeting Date: May 17, 1999 Department ID Number: ED 99-29 CITY OF HUNTINGTON BEACH REQUEST FOR REDEVELOPMENT AGENCY ACTION SUBMITTED TO: HONORABLE CHAIRMAN AND REDEVELOPMENT AGENCY r7;, MEMBERS C'_q``�'' SUBMITTED BY: RAY SILVER, Executive Directo;� qJ �c PREPARED BY: DAVID C. BIGGS, Economic Development Director 71 SUBJECT: Authorize the Transferability of 15 Pacific Park Villas Down Payment Assistance Loans —Approve and Authorize Execution of Documents Statement of Issue, Funding Source, Recommended Action, Alternative Action(s), Analysis, Environmental Status, Attachment(s) Statement of Issue: Currently, the down payment assistance loans made by the Redevelopment Agency for Pacific Park Villas must be individually approved by the City Council. In order to facilitate transfers of these loans, staff is requesting that the Redevelopment Agency establish procedures for administrative approval of these transactions. Funding Source: None as a result of this action., Recommended Action: Motion to: 1. Authorize the Executive Director and the Agency Clerk to execute on behalf • of the Redevelopment Agency any and all documents necessary to transfer to new low and moderate -income homebuyers the Down Payment Assistance Loans made by the Agency at the inception of the Pacific Park Villas project. See Attachment No. 3 "List of Down Payment Assistance Borrowers at Pacific Park Villas." (All documents to be approved as to form by the Agency Counsel). 2. Authorize the Executive Director and Agency Clerk to execute on behalf of the Redevelopment Agency any and all documents necessary to subordinate or to reconvey the Agency loans (notes and deeds of trust), as these home owners refinance, sell their homes or meet their loan obligations, as stated in their notes and deeds of trust. See Attachment No. 3 "List of Down Payment Assistance Borrowers at Pacific Park Villas." (All documents to be approved as to form by the Agency Counsel). 6"5 REQUEST FOR REDEVELOPMENT AGENCY ACTION MEETING DATE: May 17, 1999 DEPARTMENT ID NUMBER: ED 99-29 _Alternative Action(s): The Redevelopment Agency can retain the authority to approve the transferability of each and every Down Payment Assistance Loan made on this project. The number of loans originated for this project was 16 loans. This means that each and every time, Agency staff will have to prepare a Request for Agency Action, thereby increasing staff time and costs. It will also delay the ability the sellers and buyers to close escrow quickly. In some cases the delays could cause undue hardship and cause the sale of properties to fall out of escrow. Analysis: In 1996, the Redevelopment Agency made 15 Down Payment Assistance Loans to tow- and moderate -income homebuyers purchasing dwellings at the Pacific Park Villas residential project located near Talbert end Beach. The purpose of these loans were to expedite the sales of homes in the Pacific Park Villas project and simultaneously meet the Redevelopment Agency's obligation to assist low and moderate income persons with 20% Set Aside Funds, as required by Redevelopment Law. The loans made to these homebuyers were meant to be transferable to other low and moderate -income families. The City Attorney's Office has been requested to make a determination of the transferability and has rendered a decision indicating that the loans are transferable to other homebuyers that meet the income qualification of having incomes below 120% of the median income for Orange County. (See attached memorandum from the City Attorney's Office). Some of these homebuyers are now ready to move on with their lives and are desirous to sell their properties. To facilitate the closing of escrows without significant delays to sellers and buyers, the Economic Development Department is requesting that the Redevelopment Agency Board authorize the Executive Director and the City Clerk to administratively manage the transferability of these loans. This will permit the Executive Director to execute documents without having to come the Agency Board on each and every loan, especially since these loans were prepared with the identical notes, deeds of trust and Covenants, Conditions and Restrictions (CC&R's). The City Attorney's Office has provided an opinion on the loans' transferability. Environmental Status: NIA ttachment s : 1. ! City Attorney's Office Memorandum. 2. 1 Sample Loan Documents. 3. List of Down Payment Assistance Borrowers at Pacific Park Villas. RCA Author: Gus Duran X1529 RCAPPV.DOC -2- 05105199 9:34 AM Citv Attornev's Office Memorandum ATTACHMENT #1 i CITY OF HUNTINGTON BEACH Inter -Department Communication TO: David Biggs, Director of Economic Development FR01I: Gail Hutton, City Attorney DATE: April 26,1999 SUBJECT: NVallace Loan Documents You have asked several questions concerning the Wallace loan documents. 1. Is the loan transferable? A. Yes, with the Agency's prior written consent. See Section 18 of the Loan Agreement. 2. What are the income limits for purchasers? A. No greater than 120% of median income (moderate income) pursuant to Section 9 of the Loan Agreement. 3. Does the new buyer need to meet the income requirements of the CC&Rs? A. Yes. A. Is the Equity Share payable if the buyer qualifies under the CC& -Ps? A. Yes. 5. Can the interest be forgiven if the property's fair market value does not exceed 5% per year? A. No, unless the Agency approves forgiving the interest. 6. Should the Equity be calculated minus the selling expenses? A. No. Please contact me if you have any further questions. i Gail Hutton City Attorney 4/s-4.99MCfftos-.0iggs42 6 CITY OF HUNTINGTON BEACH Inter -Office Communication Economic Development Department TO: Gail Hutton, City Attorney Paul D'Alessandro, Deputy City Attorney FROM: David C. Biggs, Director of Economic Development DATE: - April 20,1999 SUBJECT: First Time Home Buyer Loan for Barbara Jo Wallace Yesterday, April 19, 1999, Gus Duran, the Department's Housing and Redevelopment Manager met with Ms. Barbara Jo Wallace, her real estate agent and other property owners of the Pacific Park Villas project to discuss theinconcerns regarding First Time Homebuyer loans made to them by the Redevelopment Agency. As you may recall, at a previous City Council meeting, Iir. Bob Osterhoudt made a plea to the City Council requesting assistance for the property owners of this complex. In addition, Ms. Wallace has written to the Mayor and the City Attorney (April 2, 1999) requesting the Redevelopment Agency's assistance in resolving her needs to sell her property with the Agency's assistance. The Economic Development Department is ready and willing to help Ms. Wallace and the other property owners sell their homes, as they need to move on with their lives when they desire, but we are in need of a legal opinion regarding the following issues: 1. Is the loan made to Ms. Wallace, which is similar to those made to the other buyers of Pacific Park Villas, transferable? 2. What are the income limit requirements for the purchasers of these homes when a property owner sells his/her home? (See attached 1999 Orange County Affordable Housing Woiksheet issued "by the law firm of Stradling, Yocca, Carlson & Rauth.) 3. Does a new buyer need to meet the'income requirements established in the CC & R's? 4120/99:Gus Duran:HOudev:%VALLACE 4. Is the "Equity" payable if the sellers sell their home to a buyer that meets the income requirements established in the Note and the CC&R's? 5. Can the interest be forgiven if the property's "fair market value" does not exceed 5% per year? 6. Should the "Equity" be calculated minus the selling expenses (See Section 4A of Loan Agreement)? We are requesting an immediate opinion on these issues, as Ms. Wallace has already purchased a home in the State of Washington and has a pending sale of her property in Huntington Beach in the works, subject to the Agency's determination on these issues. At the moment, her pending sale is being held up because neither the seller, nor the buyer knows what to do with- the information on the note and deed of trust, or the CCRR's. Attached are copies of Ms. Wallace's documentation. These are the following: 1. Loan Agreement to Ms. Wallace from the Redevelopment Agency. 2. Promissory Note 3. Deed of Trust with Assignment of Rents 4. Lending Instructions 5. Certificate of Proposed Transferee 6. Declaration of Conditions, Covenants and Restrictions for Property 4I20.99.Gus Dunn:Houdev:WALLACE Sample Loan Documents ATTACHMENT #2 LOAD' AGREEMENT THIS LOAN AGREEMENT (the "Agreement") is made this 51t - day of -.. I94� by and between BARBARA 10 WALLACE ("Participant") and the RED VELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH, a public body corporate and politic (the "Agency"). RECITALS A. Participant has entered into an agreement (the "Purchase Agreement") to purchase that certain real property commonly known as 18051 Joyful Lane. 9205 _ Huntington Beach, California, and more particularly described in Exhibit A attached hereto and incorporated herein (the "Property")- B. Participant requires assistance to purchase the Property and would not be able to purchase the Property without such assistance. Participant is a person or family of low or moderate income and currently earns less than 120% of the current annual median income for the Orange County area, as those terms are defined by California Health and Safety Code Section 50093. C. Participant has represented to the Agency that Participant and Participant's immediate family intend to reside in the Property at all times throughout the term of this Agreement. D. The Agency desires to assist persons of low and moderate income to purchase residential property to increase, improve, and preserve low and moderate income housing available at an affordable housing cost within the City of Huntington Beach (the "City"). E: The Agency wishes to lend, and Participant wishes to borrow, Program funds to assist Participant to purchase the Property upon the terms and conditions set forth herein. NOMI, THEREFORE, for good and valuable consideration the parties agree as follows: I . Agency Loan. The Agency shall loan to Participant (the "Agency Loan") the amount of Thirty-five Thousand Dollars ($35,000.00) subject to the conditions and restrictions set forth herein and those set forth in the Promissory Note and the Disclosure Statement for the Program. The Agency Loan shall be paid to the seller of the Property (the "Seller") by the Agency through deposit of the Agency Loan proceeds into escrow with TIEMPO ESCROW, INC., A CALIFORM OORPORATIM (the "Escrow Agent") (Escrow No. 9442—C . The Agency shall direct the Escrow Agent to apply the proceeds of the Agency Loan on behalf of Participant to the purchase price of the Property, and, at Participant's election, to the costs of closing, escrow fees, recording fees, loan points and fees, and/or document fees. At such time, Participant shall execute and deliver to the Agency a Loan Agreement Page 1 of 8 4�skd F:4.76-Agree: W atlacc:losnagree RLS 96.523 7126196 promissory note in favor of the Agency as holder, in the amount of the Agency Loan, with simple interest at five percent (5%) per annum, due in thirty (30) years and payable upon the earlier sale, refinancing or transfer of the Property, substantially in the form of the "Promissory Note" attached hereto as Exhibit B and incorporated herein. Participant shall also execute and deliver to the Agency a second deed of trust encumbering the Property which shall secure the Promissory Note (the "Agency Deed of Trust"), in the form of Exhibit C attached hereto and incorporated herein. 2. Maintenance of Property. Participant shall maintain the improvements on the property in a manner consistent with community standards and in a manner which will uphold the value of the Property, and shall keep the Property free from any accumulation of debris and waste materials. Participant agrees to comply with any and all covenants and agreements established by any homeowner's association or other regulatory entity recognized by area property owners and comply with'all applicable federal, state and local laws. 3. Due on Sale Transfer or Refinancin . Participant agrees to notify the Agency not less than thirty (30) days prior to (i) the sale or transfer of the Property or (ii) any refinancing of the lien of the Agency Deed of Trust or any lien to which the lien of the Agency Deed of Trust is subordinate (the "First Mortgage"). The Agency Loan and all interest accrued thereon shall be due and payable upon (i) such sale or transfer, (ii) the refinancing of the First Mortgage for a loan amount in excess of the then current loan balance or for an amortization period longer than the loan secured by the First Mortgage, or (iii) Participant is no longer an occupant of the Property pursuant to Section 5 of this Agreement or is in material default of any other obligation pursuant to this Agreement. At the request of Participant, the Agency may, in its sole discretion, waive the requirements of this Section 3 and extend the term of the Agency Loan. 4. Equity Sharing. In the event that the Agency Loan becomes due and payable prior to the thirtieth anniversary of the date of this Agreement, Participant shall pay to Agency concurrently with such sale, transfer or refinancing, an amount equal to the "Equity Share Amount." The Equity Share Amount shall be determined by applying a percentage factor (the "Applicable Factor") to the difference between the Sales Price and the Purchase Price (defined_ below) as follows: I . Prior to fifth anniversary of the Agency Deed of Trust: 2. After fifth anniversary but prior to sixth anniversary: 3. After sixth anniversary but prior to seventh anniversary 4. After seventh anniversary but prior to eighth anniversary: Loan Agreement Page 2 of 8 fifty percent (50%) forty-eight percent (48%) forty-six percent (46%) forty-four percent. (44%) 45s`t;;4.76•Agrcc:%Vzllacc:loanagres RI.S 76-323 WNW% 5. After eighth anniversary but prior to ninth anniversary: 6. After ninth anniversary but prior to tenth anniversary: 7. After tenth anniversary but prior to eleventh anniversary: 8. After eleventh anniversary but prior to twelfth anniversary: 9. After twelfth anniversary but prior to thirteenth anniversary: 10. After thirteenth anniversary but prior to fourteenth anniversary: 11. After fourteenth anniversary but prior to fifteenth anniversary: 12. After fifteenth anniversary but prior to sixteenth anniversary: 13. After sixteenth anniversary but prior to seventeenth anniversary: 14. After seventeenth anniversary but prior to eighteenth anniversary: I5. After eighteenth anniversary but prior to nineteenth anniversary: 16. After nineteenth anniversary but prior to twentieth anniversary: 17. After twentieth anniversary but prior to twenty-first anniversary: 18. After twenty-first anniversary but prior to twenty-second anniversary: 19. Alter twenty-second anniversary but prior to twenty-third anniversary: Loan Agreement Page 3 of 8 forty two percent (42%) forty percent (40%) thirty-eight percent (38%) thirty-six percent (36%) thirty-four percent (34%) thirty-two percent (32%) thirty percent (30%) twenty-eight percent (28%) twenty-six percent (26%) twenty-four percent (24%) twenty-two percent (22%) twenty percent (20%) eighteen percent (18%) sixteen percent (16%) fourteen percent (14%) 4's,0:4.96-A&fCC: W attace:loanagrc- RLS 96-527 7l206 20. After twenty-third anniversary but prior to twenty-fourth anniversary: twelve percent (12%) 21. After twenty-fourth anniversary but prior to twenty-fifth anniversary: ten percent (10%) 22. After twenty-fifth anniversary but prior to twenty-sixth anniversary: eight percent ($%) 23. After twenty-sixth anniversary but prior to twenty-seventh anniversary: six percent (6%) 24. After twenty-seventh anniversary but prior to twenty-eighth anniversary: four percent (4%) 25. After twenty-eighth anniversary but prior to twenty-ninth anniversary: two percent (2%) 26. After twenty-ninth anniversary but prior to thirtieth anniversary: one percent (1%) 27. After thirtieth anniversary: zero percent (0%) The "Purchase Price" is the price paid by the Participant to the Seller for SeIlees. interest in the Property, exclusive of escrow fees, title insurance costs, broker's commissions, loan fees or any other closing or transaction costs. The actual cost to Participant of all capital improvements to the Property made while Participant owned the Property may be added to the Purchase Price if Participant complies with the following: No capital improvements which cost more than two thousand five hundred dollars ($2,500) shall be added to the Purchase Price unless within sixty (60) days following completion of such capital improvements to the Property Participant shall send the following to the Agency: (i) an itemized list of the improvements, (ii) proof of completion of the improvements, and (iii) evidence of the cost of the improvements. The costs incurred by the Participant for capital improvements which cost less than two thousand five hundred dollars ($2,500) shall be added to the Purchase Price upon Participant's submission of evidence of such costs to the Agency, in a form reasonably satisfactory to the Agency, prior to the due date of the Agency Loan. The "Sales Price" is the price paid by the Buyer of the Property to Participant for Participant's interest in the Property, exclusive of escrow fees, title insurance costs, broker's commissions, loan fees or any other closing or transaction costs. Loan Agreement Page a of S 4`Wj:4-gG-Agree:W all ace Aoanagrce RIS M523 7l2619JG A. Edu_t_y Share Upon Sale or Transfer. The Equity Share Amount shall be payable to the Agency upon sale or transfer of the Property to a person or persons (the "Buyer") whose income exceeds 120% of the current annual median income for the Orange County area, If the Buyer does not submit an income verification statement to the Agency, the Buyer shall be deemed to exceed such income limit. If the Buyer does not exceed the aforesaid income limit, the Equity Share Amount shall not become payable. B. Equity Share Upon Refinancing or Failure to Occupy. The Equity Share Amount shall be payable to the Agency upon a refinancing, failure to occupy the Property or material breach of any other provision of this Agreement which causes the Agency Loan to become due and payable. The Sates Price for purposes of determining the Equity Share Amount shall be determined by an appraisal of the Property. The Agencyshall appoint a certified, independent, :appraiser to conduct an appraisal of the Pr02erty, at Participant's expense, and Pa iicipant agrees at in such event the Equity Share Amount shall be the Applicable Factor multiplied by the difference between the Purchase Price and the appraised value of the Property as of the time of such refinancing. This Agreement shall be terminated upon the Participant's repayment of the Agency Loan and payment of the Equity Share Amount as provided in this Agreement. C. Expiration of Equity Share Obligation. In the event the Participant does not sell or transfer the Property, does not fail to occupy the Property, does not refinance, or is not in material breach of any other provision of this Agreement before the Thirtieth anniversary of the date of this Agreement, the Participant shall have no obligation to pay the Equity Share Amount to Agency upon any later sale, transfer or refinancing. 5. Occupancy Standarda. The Property shall be used as the personal residence of Participant and Participant's immediate family and for no other purpose. Participant shall not enter into an agreement for the rental or lease of the Property. 6. Income Information. Participant has submitted an eligibility verification form to the Agency prior to execution of this Agreement. Participant represents and warrants to the Agency that all information Participant has provided and will provide in the future is and will be true, correct and complete. Participant acknowledges that the Agency is relying upon Participant's representations that Participant's income does not exceed 120% of the area median income and would not have entered this Agreement if Participant's income exceeded 1201/o of the area median income. 7. Loan Servicing_ The Agency may contract with a private lender to originate and service the Agency Loan. 8. Partici apnt Financing- Participant shall obtain financing for the purchase of the Property from the Southern California Home Financing Authority or a reputable institutional lender approved by the Agency (the "Lender"). The lien secured by the Agency Deed of Trust Loan Agreement Page 5 of S 4's�0:4-96-Asjcc: W allacc:loanagrce ttl S9G-523 7l2G/9G shall only be subordinated to a first lien on the Property held by the Lender or Lender's assigns. In addition, not less than three percent (3%) of the Purchase Price of the Property shall be paid in cash from Participant's own resources and not from the proceeds of a loan. 9. Covenants. Participant and the Agency shall execute and have recorded in the Official Records of Orange County, California, a "Declaration of Conditions, Covenants and Restrictions for Property," substantially in the form of Exhibit D attached hereto and incorporated herein, in which Participant agrees that the Property shall only be owned by Participant or other persons or families of low or moderate income available at an affordable housing cost, as those terms are defined in California Health & Safety Code Sections 50093 and 50052.5, and that Participant shall not discriminate against any person or group of persons on the basis of race, color, religion, sex, marital status, national origin or ancestry. Such covenants shall run with the land, in favor of the Agency and the City. 10. Non -Waiver. Failure to exercise any right the Agency may have or be entitled to, in the event of default hereunder, shall not constitute a waiver of such right or any other right in the event of a subsequent default. . 11. Indemnification. The Participant shall defend, indemnify and hold harmless the Agency and the City of Huntington Beach and their respective officers, agents, employees, representatives and volunteers from and against any loss, liability, claim or judgment relating in any manner to the Property or this Agreement. The Participant shall remain fully obligated for the payment of property taxes and assessments related to the Property. There shall be no reduction in taxes for Participant, nor any transfer of responsibility to the Agency or the City to make such payments, by virtue of the Agency Loan. 12. Defaults. Failure or delay by either party to perform any term or provision of this Agreement which is not cured within thirty (30) days after receipt of notice from the other party constitutes a default under this Agreement; provided, however, if such default is of the nature requiring more than thirty (30) days to cure, the defaulting party shall avoid default hereunder by commencing to cure within such thirty (30) day period and thereafter diligently pursuing such cure to completion. The party who so fails or delays must immediately commence to cure, correct, or remedy such failure or delay, and shall complete such cure, correction or ' remedy with diligence. The injured party shall give written notice of default to the party in default, specifying the default complained of by the injured party. Except as required go protect against further damages, the injured party may not institute proceedings against the party in default until thirty (30) days after giving such notice. Failure or delay in giving such notice shall not constitute' a waiver of any default, nor shall it change the time of default. 13. Documents. Participant is aware that the Agency has prepared certain documents to implement the Program and secure repayment of the Agency Loan. Participant has reviewed and agrees to execute the following documents prior to receiving the Agency Loan: Loan Agreement Page 6 of 8 4'aNG:4-96-Agrcc:W allacc:loartagrec RIS 96.523 W26196 W (a) . Disclosure Statement; (b) Promissory Note; (c) Agency Deed of Trust; and (d) Declaration of Conditions, Covenants and Restrictions of Property.. Participant agrees and acknowledges that the Agency Deed of Trust and the Declaration of Conditions, Covenants and Restrictions of Property shall be recorded with the County Recorder of the County of Orange and shall appear of record with respect to and as encumbrances to the Property. 14. Further Assurances. The Participant shall execute any further documents consistent with the terms of this Agreement, including documents in recordable form, as the Agency shall from time to time find necessary or appropriate to effectuate its purposes in entering into this Agreement and making the Agency Loan. 15. Governing Law. This Agreement shall be governed by the laws of the State of California. Any legal action brought under this Agreement must be instituted in the Superior Court of the County of Orange, State of California, in an appropriate municipal court in that county, or in the Federal District Court in the Central District of California. 16. Amendment of Agreement. No modification, rescission, waiver, release or amendment of any provision of this Agreement shall be made except by a written agreement executed by the Participant and Agency. 17. Agency May Assign. Agency may, at its option, assign its right to receive repayment of the loan proceeds without obtaining the consent of the Participant. 18. Participant Assignment Prohibited. In no event shall Participant assign or transfer any portion of this Agreement without the prior express written consent of the Agency, which consent may be given or withheld in the Agency's sole discretion. No assumption of the Agency Loan shall be permitted at any time. This section shall not prohibit the Agency's right to assign all or any portion of its rights to the loan proceeds hereunder. 19. Entire Agreement. This Agreement constitutes the entire understanding and agreement of the parties. This Agreement integrates all of the terms and conditions mentioned herein or incidental thereto, and supersedes all prior negotiations, discussions and previous Loan Agreement Page 7 of 8 4'�sK i :4-96-Agrcc: W al I acc:loanagrcc Iti S 96-523 7/26/96 v agreements between the Agency and the Participant concerning all or any part of the subject matter of this Agreement. IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year written below. "PARTICIPANT" Date: AUGUST 13, 1996 19 By: %✓��L Ltt Yo C,,,r- Cr 00 LA Date: - 19 Date: 119 ATTEST: Agency Clerk REVIEWED AND APPROVED: Executi a irector Printed Name: By: Printed Name: Printed Name: THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH, a public body corporate and politic By, — Chairman APPROVED AS TO FORM: -7 i/m/l. Agency Counsel +INITIATED AND APPROVED: A�� C Director of Economic evelopment Loan Agreement Page 8 of 8 4lsNG:4.96-Agree: W allicc:losnagrca RIS 96-523 7126196 EXHIBIT A LEG IR PEATY PARCEL It ' An undivided one twenty second (1/22) fee simple interest as a tenant in common in and to all of the common Area defined in Declaration referred to below and described in the condominium Plan ("Plan") for Lot 1 of Tract Ito. 14828, which Plan was recorded on August 25, 1994 as instrument No. 94-0525335 of official Records of orange County, over Lot 1 of'� Tract No. 14828, in the City of Huntington Beach, county of orange, State of California, as per map filed in Book 706, Pages 27 to. 29 of ltiscel,laneous ttaps, in the office of the `• County Recorder of said county. Excepting therefrom all oil, petroleum, asphaltum, gas, minerals and other hydrocarbon substances, as reserved in deed recorded August 16, 1921 in Book 401, Page 356 of Deeds, and in various other deeds of record. PARCEL 2% unit tto. 22 consisting of certain airspace and surface elements, as shown and described in I the condominium Plan referred to in Parcel i above. Parcel 3: non-exclusive easements for access, ingress, egress, use, enjoyment, drainage, encroachment, support, maintenance, repairs and for other purposes, all as described in that certain Declaration of Covenants, Conditions and Restrictions and Reservation of Easerents for Pacific Park Villas, recorded August 25, 1994 as Instrument No. 94-0525336 of Official Records. Parcel 4 Exclusive easements appurtenant to parcels 1 and 2 referred to above, for balcony or patio purposes, over the areas:defined, depicted and assigned on the Plan. Exhibit A to Loan Agreement Page I of i 4\tingrce:Atzrgotis:rxhibitAV7l26!96 `..P EXHIBIT B PRQMISSORY NOTE S 35.00000 _ AUGUST 5TH ' 19 96 Huntington Beach, California FOR VALUE RECEIVED, the undersigned ("Maker") promises to pay to The Redevelopment Agency of the City of Huntington Beach ("Holder") at 2000 tiiain Street, P.O. Box 190, Huntington Beach, California 92648, or at such other address as Holder may direct from time to time in writing, Thirty-five Thousand Dollars ($35,000.00) (the "Note Amount") together with interest thereon at the rate set forth herein. All sums hereunder shall be payable in lawful money of the United States of America and all sums shall be credited first to interest then due and the balance to principal. 1. Interest Rate Simple interest shalt accrue on the Note Amount at a rate of five percent (5.00%) per annum. If the fair market value of the Property does not increase at least five percent (5.00%) per annum, the accrued interest on the Note Amount shall be forgiven by the Holder. 2. Maturity Date The balance of all unpaid principal and accrued interest shall be due and payable on AUGUST 5TH 20 6 (thirtieth (30th) anniversary date of this Promissory Mote). 3. &cceleration The whole of the Note Amount plus accrued interest and all other payments due hereunder shall become due and be immediately payable to the Holder by the Maker upon the occurrence of any one of the following events'. (a) Maker sells or otherwise transfers title to the Property; or (b) Maker refinances any lien or encumbrance to which the Agency Deed of Trust is subordinate for a loan amount which is in excess of the then current loan balance of such prior lien or extends the amortization period of the loan secured by such prior lien; or (c) Maker fails to occupy the Property or to perform any obligation under the Agreement (as hereinafter defined). "Exhibit B" to Loan Agreement Pagel of 3 4\sA-96Agrcc:wa1 [aCe:BxhibitD RU 9G-323 W26196 4. Security for Note This Promissory Note shall be secured by a second deed of trust encumbering the Property (the "Agency Deed of Trust"), executed by Maker as Trustor in favor of Holder as Trustee- 5. Prepayment of Note Amount Maker may prepay to Holder the full Note Amount, together with simple interest thereon at a rate of five percent (5.00%) per annum, at an), time prior to the due date of the Note Amount. 6. Loan Agreement This promissory Note is made and delivered pursuant to and in implementation of Loan Agee rment entered by and between the Holder and the Maker dated A[1Q]S`P 5, , 19 (the "Agreement"), a copy of which is on file as a public record with the Holder and is incorporated herein by reference. The Maker acknowledges that but for the execution of this Promissory Note, the Holder would not enter into the Agreement or make the loan contemplated therein. Unless definitio:ts of terms have been expressly set out at length herein, each term shall have the same definition as set forth in the Agreement. 7. Holder May Assign Holder may, at its option, assign its right to receive payment under this Promissory Note without necessity of obtaining the consent of the Maker. 8, Maker Assignment Prohibited In no event shall Maker assign or transfer any portion of this Agreement without the prior express written consent of the Holder, which consent may be given or withheld in the Holder's sole discretion. Likewise, no assumption of the Agency Loan shall be permitted at any time. This Section shall not prohibit the Holder's right to assign all or any portion of its rights to the loan proceeds hereunder. 9. Attorneys' Fees and Costs In the event that any action is instituted to enforce payment under this Promissory Note, the Maker promises to pay such sums as a court may fix for court costs and reasonable attorneys' fees. 10, on -Waiver Failure or delay in giving any notice required hereunder shall not constitute a waiver of any default or late payment, nor shall it change the time for any default or payment. "Exhibit B" to Lean Agreement Page 2 of 3 4lsW-9GAgra:W&11ace:ExhibW1 R S 94-523 WMPM 11. Successors Bound' This Promissory Note shall be binding upon the parties hereto and their respective heirs, successors and assigns. "MAKER" By: {.L''Z!:66 Printed Name: BARBARA Jo WALLA, By: Printed Name: By: Printed Name: "Exhibit B" to Loan Agreement Page 3 of 3 4`sX4-9GAgrcc:Waliace: iixhibRO RLS 9G-323 7/26196 RECORDING REQUESTED BY ) AND WHEN RECORDED RETURN TO: ) } Redevelopment Agency of the City of ) Huntington Beach ) 2000 Main Street ) Huntington Beach, California 92648 } Attn: Agency Clerk ) (Space Above This Line For Recorders Use. I This document is exempt from recording fees pursuant to Government Code Section 6103. DEED OF TRUST WITH ASSIGNMENTS OF RENTS THIS DEED OF TRUST is made this 5n day of _Auc. , 1996 . by and among 13ARBARA JO WALLACE, whose address is 18051 Joyful Lane, 9205, Huntington Beach, California (the "Trustor") and THE CITY OF HUNTINGTON BEACH, a municipal corporation (the "Trustee") and THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH, a public body corporate and politic (the "BENEFICIARY"), whose address is 2000 Main Street, Huntington Beach, California 92648. WITNESSETH: That Trustor Irrevocably Grants, Transfers and Assigns, to Trustee, in Trust, with Power of Sale, that property in the City of Huntington Beach, County of Orange, State of California, described legally in the Legal Description attached hereto as Exhibit "A" and incorporated herein. TOGETHER WITH: (a) all buildings, improvements and fixtures, now or hereafter placed thereon, it being understood and agreed that all classes of property attached or unattached used in connection herewith shall be deemed fixtures, (b) rents, issues and profits thereof, (c) any water rights and/or stock are appurtenant or pertain to said land, and (d) all sums of money payable on the purchase price of said property secured by a lien thereon or payable under any agreement for the sale thereof, SUBJECT, HOWEVER, to the right, power and authority hereinafter given to and conferred upon Beneficiary to collect and apply such rents, issues and profits, and all sums of money payable on the purchase price of said property secured by a lien thereon or payable under any agreement - "Exhibit C" to Loan Agreement Page I of 15 4`sW'P.4-96agree:Wallace: CxhibitC RLS 96-523 7J2M A. FOR THE PURPOSE OF SECURING: 1. Payment of the sum of Thirty-five Thousand Dollars (S35,000.00) with interest thereon according to the terms of a Promissory Note of even date herewith, made by Trustor, payable to the order of the Beneficiary and extensions or renewals thereof. 2. Payment of such additional sums with interest thereon as: (a) may be hereafter borrowed from the Beneficiary by the then record owner or owners of said property when evidenced by another Promissory Note or Notes, or (b) as may be added to the indebtedness secured hereby in accordance with the provision of this Deed of Trust. 3. Performance of each and every obligation, covenant, promise or agreement of Trustor contained herein in the Loan Agreement between Beneficiary and Trustor dated AUGUST 5 1 9L insofar as the terms and conditions of that agreement may apply to Trustor. 4. Payment, with interest thereon, future indebtedness or obligation of the Trustor (or of any successor -in -interest of the Trustor to said property) to the Beneficiary, whether created directly or acquired by assignment, whether absolute or contingent, whether due or not, whether otherwise secured or not, or whether existing at the time of the execution of the Deed of Trust, or arising thereafter. B. TO PROTECT THE SECURITY OF THIS DEED OF TRUST, TRUSTOR AGREES: 1. To keep said property in good condition and repair; to allow Beneficiary or its representatives to enter and inspect the premises at all reasonable times and access thereto, shall be permitted for that purpose; not to remove or demolish any building thereon; not to make alterations thereto without the consent of the Beneficiary; to suffer or permit no change in the general nature of the occupancy of the premises without Beneficiary's written consent; to complete or restore promptly and in good workmanlike manner any building which may be constructed, damaged or destroyed thereon, including, without restricting the generality of the foregoing, damage from termites and dry -rot; to pay when due all claims for labor performed and materials furnished in connection with such property and not to permit any mechanic's lien against such property; to comply with all laws affecting such property or requiring any alterations or improvements to be made thereon; not to initiate or acquiesce in any zoning reclassification without Beneficiary's written consent; not to commit or permit waste thereon; not to commit, suffer or permit any act upon such property in violation of the law, and to paint, cultivate, irrigate, fertilize, fumigate, prune, and do all other acts that from the character or use of said property may be reasonably necessary; to promptly pay all amounts due others upon agreements of lease or conditional sale of all fixtures, furnishings and equipment located thereon. If the loan secured hereby or any part thereof is being obtained or should any additional loan be made hereafter for the purpose of financing rehabilitation improvements on said property, Trustor further agrees, anything in this Deed of Trust to the contrary notwithstanding; "Exhibit C" to Loan Agreement Page 2 of 15 41skC:4-96agrec: W allatc:CxloibitC 1tl S 96-323 MGM (a) to complete the same in accordance with City approved plans and specifications satisfactory to Beneficiary; (b) to allow Beneficiary to inspect such property at all times during rehabilitation; (c) to replace any work o: materials unsatisfactory to Beneficiary within fifteen (15) calendar days after written notice from Beneficiary of such fact, which notice may be given to Trustor by registered or certified mail, sent to his last known address, or by personal service of the same; (d) that work shall not cease on the rehabilitation of such improvements for any reason whatsoever for a period of fifteen (15) calendar days, whether consecutive or not, %vthout the written permission of the Beneficiary; (e) to pay when due all claims of labor and materials furnished in connection with the said rehabilitation and not to permit any claims of lien for said work or material to be filed of record against the property; (0 not to permit any stop notice claims to be presented to Beneficiary. If said property is part of larger tract upon which improvements will be constructed, Trustor shall make separate contra:ts and subcontracts for said construction which shall pertain to the said property only and shall keep separate, full and complete records of all work and materials furnished to the said property. Trustee upon presentation to it of an affidavit signed by the Beneficiary setting forth facts showing a default by Trustor under this paragraph, is authorized to accept as true and conclusive all facts and statements therein, and to act thereon hereunder. 2. To provid!, and maintain in force at all times with respect to said property, fire and other types of insurance zs may be required by Beneficiary. All of such insurance shall have a loss payable endorsement in favor of Beneficiary, shall be for a term and in form, content, amount and in such companies as may be satisfactory to Beneficiary, and the policies therefor shall be delivered to and remain in possession of Beneficiary as further security for the faithful performance of these trusts. At least thirty (30) days prior to the expiration of any insurance policy, a policy or policies renewing or extending such expiring insurance shall be delivered to Beneficiary together with written evidence showing payment of the premium therefor and, in the event any such insurance policy and evidence of the payment of the premium therefor are not so delivered by Trustor to Beneficiary, Trustor by executing this Deed of Trust specifically requests Beneficiary to obtain such insurance and Beneficiary, without obligation to do so, without notice to or demand upon Trustor and without releasing Trustor from any obligation hereof, may obtain such insurance through or from any insurance agency or company acceptable to it, pay the premium thereof, and may add the amount thereof to the indebtedness secured hereby, which amount shall bear a like rate of interest. Beneficiary may furnish to any insurance agency or company, or any other person, any information contained in or extracted from any insurance policy delivered to Beneficiary pursuant hereto and any information concerning the loan secured hereby. Neither Trustee nor Beneficiary shall be responsible for such insurance or for the collection of any insurance monies, or for any insolvency of any insurer or insurance underwriter. In case of insurance loss, Beneficiary is hereby authorized either (a) to settle and adjust any claim under the insurance policies provided for in this document without the consent of the Trustor, or (b) to allow Trustor to agree with the insurance company or companies on the amount to be paid upon the loss. In either case, the Beneficiary is authorized to collect and make receipt of any such insurance money. If Trustor is obligated to restore or replace the damaged or destroyed buildings or improvements under the terms of any lease or leases which are or may be prior to the lien of this Deed of Trust and such damage or destruction does not result in cancellation or termination "Exhibit C" to Loan Agreement Page 3 of 15 WA%G:4-9dagjcc-.Wallace-.Exhibi;C RLS 4G-323 7176M6 of such lease, such proceeds, after deducting therefrom any expenses incurred in the collection thereof, shall be used to reimburse the Trustor for the cost of rebuilding or restoring the buildings or improvements on said premises. In all other cases, such insurance proceeds, at the option of the Beneficiary, shall either be applied in reduction of the indebtedness secured hereby whether due or not, or in such order as Beneficiary may determine, or be held by the Beneficiary and used to reimburse the Trustor for the cost of the rebuilding or restoring the buildings or improvements on said premises. Such buildings and improvements shall be so restored or rebuilt as to be of at least equal value and substantially the same character as prior to the damage or destruction, and shall be in a condition satisfactory to Beneficiary. Such application or release shall not cure or waive any default or notice of default hereunder or invalidate any act done pursuant to such notice. Any and all unexpired insurance shall inure to the benefit of, and pass to the purchaser of, the property conveyed at any Trustee sale held hereunder. 3. To pay: (a) at least ten (10) days before delinquency, all general and special City and County taxes, and all assessments on appurtenant water stock, affecting such property, (b) when done, all special assessments for public improvements, without permitting any improvement bond to issue for any special assessment (c) when done, all encumbrances, charges and lines, with interest, on said property, or any part thereof, which are or appears to be prior to superior hereto, (d) if the security of this Deed of Trust is leasehold estate, to make any payment or do any act required of the Lessee or its successor in interest under the terms of the instrument or instruments creating said leasehold, (e) all costs, fees and expenses of this trust, (0 for any statement regarding the obligation secured hereby any amount demanded by Beneficiary not to exceed the maximum allowed by law thereof at the time when such request is made, (g) such other charges for services rendered by Beneficiary and furnished at Trustoes request or that of any successor in interest to Trustor as the Beneficiary may deem reasonable. If, by the laws of the United States of America, or of any state having jurisdiction over the Trustor, any tax is due or becomes due in respect to the is of the Note hereby secured, the Trustor covenants and agrees to pay such tax in the manner required by such law. Should Trustor fail to make any such payment, Beneficiary may elect to make such payment, Beneficiary may elect to make such payment and any amount so paid may be added by Beneficiary to the indebtedness secured hereby and shall bear a like rate of interest. 4. That, should Trustor fail to make any payment or do any act as provided in this Deed of Trust, the Beneficiary or Trustee, but without obligation to do so and without notice to or demand upon Trustor and without releasing Trustor from any obligation hereof, may (a) make or do the same in such manner and to such extent as either may deem necessary to protect the security hereof, Beneficiary or Trustee being authorized to enter upon said property for such purposes, (b) commence, appear in, or defend any action or proceeding purporting to affect the security hereof or the property covered by this Deed of Trust, or the rights or powers of Beneficiary or Trustee, (c) pay, purchase, contest or compromise any encumbrance, charge or lien, which in the judgment of either is or appears to be prior or superior hereto, and (d) in exercising any such powers, pay necessary expenses, employ'counsel and pay his reasonable fees. Trustor agrees to repay any amount so expended on demand of Beneficiary, and any amount so "Exhibit C" to Loan Agreement Page 4 of 15 41skG:4-96agrcc: W;llace:EuhibitC Itl S 96-523 7126/96 M expended may be added by Beneficiary to the indebtedness secured hereby and shall bear a like rate of interest. 5. To appear in and defend any action or proceeding purporting to affect the security hereof or the property which is covered by this Deed of Trust, or the rights or powers of Beneficiary or Trustee, and whether or not Trustor so appears or defends, to pay all costs and expenses, including cost of evidence of title and attorneys fees in a reasonable sum, in any such action or proceeding in which Beneficiary or Trustee may appear by virtue of being made a party defendant or otherwise irrespective of whether the interest of Beneficiary or Trustee in such property id directly questioned by such action, including any action for the condemnation or partition of said premises, and in any suit brought by Beneficiary to foreclose this Deed of Trust. 6. To pay immediately and without demand, all sums expended under the terms of this Deed of Trust by Beneficiary or Trustee, with interest from the date of expenditure at the rate which the principal obligation secured hereby bears at the time such payment is made, and the repayment of such sums shall be secured hereby. 7. That, should the Trustor or any successor in interest to Trustor in such property drill or extract, or enter into a lease for drilling or extraction of oil, gas or other hydrocarbon substances or any mineral of any kind or character, or sell, convey, further encumber, or alienate said property, or any party thereof, or any interest therein, or be divested of his title or any interest therein in any manner or way, whether voluntarily or involuntarily, Beneficiary shall have the right, at its option, to declare any indebtedness or obligations secured hereby irrespective of the maturity date specified in any Note evidencing tie same, immediately due and payable, and no waiver of this right shall be effective unless in wrift.g. S. That any award, settlement or damages for injury or damages to such property, or in construction with the transaction financed by such loan, and any award of damages in connection with any condemnation for public use of or injury to said property, or any part thereof, is hereby assigned and shall be paid to Beneficiary, who may apply or release such monies received by it in such manner and with the same effect as above provided for the disposition of proceeds of fire or other insurance. 9. That, by accepting payment of any sums secured hereby after its due date, or by making any payment, performing any act on behalf of Trustor, that Trustor was obligated hereunder, but failed, to make, or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right either to require prompt payment when due of all sums so secured or to declare a default for failure so to pay. 10. That at any time, or from time to tire, without liability of the Beneficiary or Trustee thereof, and without notice, upon written request of Beneficiary and presentation of this Deed of Trust and any Nate secured hereby for endorsement, and without affecting the personal liability of any person for payment of the indebtedness secured hereby, or the lien of the Deed of Trust upon the remainder of said property for the fa!I amount of the indebtedness then or "Exhibit C" to Loan Agreement Page 5 of 15 4WG:4.96agrce: W attate XW&bAC RLS 96.523 7►26M thereafter secured hereby, or the rights or.powers of Beneficiary or the Trustee with respect to the remainder of said property, Trustee may: (a) reconvey any part of said property, (b) consent to the malting of any map or plat thereof, (c) join in granting any easement thereon, (d) join in any agreement subordinating the lien or charge hereof. 11. That the lien hereof shall remain in full force and effect during any postponement or extension of time of payment of the indebtedness secured hereby, or any part thereof. 12. That, upon written request of Beneficiary stating that all sums secured hereby have been paid, and upon surrender of this Deed of Trust and said Note or Notes to Trustee for cancellation and retention, and upon payment of its fees, Trustee shall reconvey, without warranty, the property then held hereunder. The recitals in such reconveyance of any matters of fact shall be conclusive of the truthfulness thereof. The grantee in such reconveyance may be described as "the person or persons legally entitled thereto." Such request and reconveyance shall operate as re=assignment of the rents, issues, royalties and profits assigned to Beneficiary. Five (5) years after issuance of such full reconveyance, Trustee may destroy said Note and this Deed of Trust (unless directed in such request to retain them). 13. That as additional security, Trustor irrevocably assigns to Beneficiary the rents, issues, and profits of the property affected by this Trust Deed for the purposes and upon the terms and conditions set forth below. This assignment shall not impose upon Beneficiary any duty to produce rents from the property affected by this Trust Deed, or cause Beneficiary to be (a) "mortgages in possession" for any purpose; (b) responsible for performing any of the obligations of the lessor under any lease; or (c) responsible for any waste committed by lessees or any other parties, for any dangerous or defective condition of the property affected by this Trust Deed, or for any negligence in the management, upkeep, or control of such rights to rents, issues and profits is not contingent upon, and may be exercised without possession of, the property affected by this Trust Deed. Beneficiary confers upon Trustor a license ("License") to collect and retain the rents, issues and profits of the property affected by this Trust Deed as they become due and payable, until the occurrence of a default hereunder. Upon such default, the License shall be automatically revoked and Beneficiary may collect and retain the rents, issues and profits without notice and without taking possessions of the property affected by this Trust Deed. This right to collect rents, - issues and profits shall not grant to Beneficiary or Trustee the right to possession, except as otherwise provided herein; and neither said right, nor termination of the License, shall impose upon Beneficiary or Trustee the duty to produce rents, issues or profits or maintain all or any part of the property affected by this Trust Deed. If Trustor shall default as aforesaid, Trustoes right to collect any such money shall cease and Beneficiary shall have the right, with or without taking possession of the property affected hereby, to collect all rents, issues, royalties and profits and shall be authorized to, and may, without notice and irrespective of whether declaration of default has been delivered to Trustee and without regard to declaration of default has been delivered to Trustee and without regard to the adequacy of the security for the indebtedness secured hereby, either personally or by attorney or agent without bringing any action or proceeding, or by receiver "Exhibit C" to Loan Agreement Page G of 15 4\40.4.96OgrCC.W311AC4: XMbitC RLS 9G-523 7126mri to be appointed by the Court, enter into possession and hold, occupy, possess and enjoy the said property, make cancel, dnforce and modify leases, obtain and eject tenants, and set and modify rents and terms of rents, and to sue, and to tape, receive and collect all or any part of the said rents, issues, and profits of the property affected hereby, and after paying such costs of maintenance, operation of said property, and of collection including reasonable attorneys' fees, as in its judgment it may deem proper, to apply the balance upon any indebtedness then secured hereby, the rents, issues, royalties and profits of said property being hereby assigned to Beneficiary for said purposes. The acceptance of such rents, issues, royalties and profits shall not constitute a waiver of any other right which Trustee or Beneficiary may enjoy under this Deed of Trust or under the laws of California. Failure of or discontinuance by Beneficiary at any time, or from time to time, to collect any such rents, issues, royalties or profits shall not in any manner affect the subsequent enforcement by Beneficiary of the right, power and authority to collect the same. The receipt and application by said Beneficiary of all such rents, issues, royalties and profits pursuant hereto, after execution and delivery of declaration of default and demand for sale as hereinafter provided; or during the pendency o`Trustee's sale proceedings hereunder, shall not cure such breach or default not affect said sale proceedings, or any sale made pursuant thereto, but such rents, issues, royalties and profits, less all costs of operation, maintenance, collection and reasonable attorneys' fees, when received by Beneficiary, shall be applied in reduction of the indebtedness secured hereby, from time to time, in such order as Beneficiary may determine. Nothing contained herein, nor the exercise of the right by Beneficiary to collect, shall be, or be construed to be, an affirmation by Beneficiary of any tenancy, lease or option, nor an assumption of liability under, nor subordination of the lien or charge of this Deed of Trust to, any such tenancy, lease or option. 14. That if the security of this Deed of Trust is a leasehold estate, the Trustor agrees that: (a) the term "Lease" as used herein shall mean the lease creating the "leasehold estate"; (b) Trustor shall not amend, change or modify his leasehold interest, or the Lease, or agree to do so, without the written consent of the Beneficiary; (c) Trustor will promptly advise Beneficiary regarding any notice, request or demand received by him from the lessor under the Lease and promptly furnish. Beneficiary with a copy of any such notice, request or demand; (d) as long as any of the indebtedness secured hereby shall remain unpaid, unless the Beneficiary shall otherwise consent thereto in writing, the leasehold estate shall not merge with the fee title but shall always be kept separate and distinct, notwithstanding the union of said estates in any party; (e) Trustor agrees that it will promptly, strictly, and faithfully perform, fulfill, and comply with all covenants, agreements, terms, conditions and provisions under any lease affecting the premises and to neither do anything, nor to permit anything to be done which may cause modification or termination of any such lease or of the obligations of any lessee or person claiming through such lease or the rents provided for therein or the interest of the lessor or the Beneficiary therein or thereunder. Trustor further agrees he will not execute a Deed of Trust or mortgage which may be or become superior to any leasehold estate that is security for this Deed of Trust. In the event of a violation of any of the covenants set forth in this paragraph, Beneficiary shall have the right, at its option, to declare all sums secured hereby immediately due and payable. Consent to or waiver of one of said violations shall not be deemed to be a consent to or waiver or any other violation. If the security for this Deed of Trust is a leasehold estate, the term "property" as used in this Deed of "Exhibit C" to Loan Agreement Page 7 of 15 4's%0:4.9Gagrcc: %Vallace:l:XhibitC RIS 9G•323 71ZG19G Trust shall be deemed to mean the leasehold estate whenever the context so requires for the protection of the Beneficiary. 15. That upon default by Trustor in payment of any indebtedness secured hereby or in performance of any agreement, and the Promissory Note, if applicable, hereunder, and upon default by Trustor under the terms of any encumbrance, charge or lien which is or appears to be prior or superior hereto, Beneficiary may declare all sums secured hereby immediately due and payable by delivery to Trustee of written declaration of default and demand for sale of written notice of default and of election to cause to be sold said property, which notice Trustee shall cause to be filed for record. Beneficiary shall also deposit with Trustee this Deed of Trust and any Notes and all documents evidencing expenditures, secured hereby. After the lapse of such time as then may be required by law following recordation of such notice of default, and notice of sale having been given as then required by law, Trustee, without demand on Trustor, shall sell said property at the time and place fixed by it in such notice of sale, whether as a whole or in separate parcels, and in such order as it may determine, at public auction to the highest bidder for case in lawful money of the United States, payable at time of sale. Trustee may postpone sale of all or any portion of said property by public announcement at such time and place of sale, and from time to time thereafter may postpone such sale by public announcement at the time fixed by the preceding postponement. Trustee shall deliver to such purchaser its Deed conveying the property so sold, but without any covenant or warranty, express or implied. The recital in such Deed of any matters of fact shall be conclusive of the truthfulness thereof. Any person, including Trustor, Trustee, or Beneficiary as hereinafter defined, may purchase at such sale. Trustee may also sell at any such sale and as part thereof any shares of corporate stock securing the obligations secured hereby, and Trustor waives demand and notice of such sale. (Beneficiary at its option may also foreclose on such shares by independent pledge sale, and Trustor waives demand and notice of such sale). After deducting all costs, fees and expenses of Trustee, and of this Trust, including cost of evidence of title in connection with this sale, Trustee shall apply the proceeds of sale to payment, first; all sums expended under the terms hereof, not then repaid, with accrued interest at the rate then payable under the Note or Notes secured hereby, and then of all other sums secured hereby, and, if there are any proceeds remaining, sllall distribute them to the person or persons legally entitled thereto. 16. To waive, to the fullest extent permissible by law, the right to plead any statute of limitations as a defense to any demand secured hereby. 17. That Beneficiary may, from time to time, by instrument in writing, substitute a successor or successors to any Trustee named herein or acting hereunder, which instrument, executed and acknowledged by Beneficiary and recorded in the office of the recorder of the county or counties where such property is situated, shall be conclusive proof of property substitution of such successor Trustee or Trustees, who shall, without conveyances from the Trustee predecessor, succeed to all its title, estate, rights, powers and duties, including but not limited to the power to reconvey the whole or any part of the property covered by this Deed of Trust. Such instrument must contain the name of the original Trustor, Trustee and Beneficiary hereunder, the book and page where this Deed of Trust is recorded. if notice of default shall have "Exhibit C" to Loan Agreement Page 8 of 15 4\eG:4-96agree: W allace:rathibitc RGS 96-523 7126196 been recorded, this power of substitution cannot be exercised until after the costs, fees and expenses of the then actitig Trustee shall have been paid to such Trustee, tvlio shall endorse receipt thereof upon such instrument. The procedures herein provided for substitution of Trustee shall not be exclusive of other provisions for substitution provided by law. 18. That this Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrato-s, executors, successors and assigns. The term "Beneficiary" shall mean the owner and holder, including pledge, of the Note secured hereby, whether or not named as Beneficiary herein. In this Deed of Trust, whenever the context so requires, the masculine gender includes the feminine and/or neuter, and the singular number includes the plural. 19. That in the event the property secured by this Deed of Trust is income producing property consisting of four units or more, Trustor agrees to file with Beneficiary, annually on January 1, a written operational report. Such operational report shall contain a brief but complete statement of the year's income and expenses of such property, a list of all vacancies, and a statement of any material change in the property or business carried on therein for such period. 20. That in the event of a demand for, and the preparation and delivery of a written statement regarding the obligations secured by this Deed of Trust pursuant to Sections 2943 and 2954 of the Civil Code of California, Beneficiary shall be entitled to make a reasonable charge, not exceeding the maximum amount which is permitted by law at the time the statement is furnished. Beneficiary may also charge Trustor a reasonable fee for any other services rendered to Trustor or rendered in Trustor's behalf in connection with said property of this Deed of Trust, including changing Beneficiary's records pertaining to this Deed of Trust and the loan secured hereby in connection with the transfer of said property, or releasing an existing policy of fire insurance or other casualty insurance held by Beneficiary and replacing the same with another such policy. 21. That Trustee accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed orn-ust or of any action or proceeding in which Trustor, Beneficiary, or Trustee shall be a party unless brought by Trustee. 22. That should this Deed of Trust or any Note secured hereby provide any fee for prepayment of any indebtedness secured hereby, Trustor agrees to pay said fee, if any, of said indebtedness shall be paid prior to the due date thereof stated in said Note or this Deed of Trust even if notwithstanding Trustor shall have defaulted in payment thereof, or in performance of any agreement hereunder, and Beneficiary, by reason thereof, shall have declared all sums secured hereby immediately due and payable. 23. That Trustor has made certain representations and disclosures in order to induce Beneficiary to make the loan evidenced by the Promissory Note or Notes which this Deed of Trust secures, and in the event that Trustor has made any material misrepresentation or failed to "Exhibit C" to Lean Agreement Page 9 of 15 4xs`0:4.96agrec:AVal lace: ExhibitC RLS 96-523 7126% disclose any material fact, Beneficiary at its option and without notice, shall have the right to declare the indebtedness secured hereby, irrespective of the maturity date specified in such Note or Notes, immediately due and payable, and on failure to so pay Beneficiary may make a written declaration of default and demand for sale as in paragraph No. 15 herein set forth. Trustee, upon presentation to it of an affidavit signed by Beneficiary setting forth facts showing a default by Trustor under this paragraph, is authorized to accept as true and conclusive all facts and statements therein, and to act thereon hereunder. Any notice which any party hereto may desire or be required to give to the other party shall be in writing. The mailing thereof must be certified mail addressed to the Trustor at his address hereinabove set forth or to the Beneficiary at his office or at such other place as such parties hereto may designate in writing. THE UNDERSIGNED TRUSTOR REQUESTS that a copy of any notice of default and of any notice -of sale hereunder be mailed to him at his address herein before set forth. TRUSTOR: B'�- 41d�,41M_ . PEI V a144f1_61X_X_ BARSARA JO MLACE By: By: APPROVED AS TO FORM: Agency Counsel hc- H "Exhibit C" to Loan Agreement Page 10 of 15 4'4Wj:4•963grcc: W all ace:GxhibitC RLS 9G•523 7126MO V MW RIDER TO DEED OF TRUST FIRST TIME 90MEBUYER DOWN PAYMENT ASSISTANCE PROGRAM This Deed of Trust is subject to the terms and conditions of that certain Loan Agreement dated AUGUST 5TH , 19 96 (the "Loan Agreement"), pursuant to which Beneficiary has agreed to loan Trustor the sum of Thirty-five Thousand DoIIars ($35,000.00) (the "Loan Amount"). All terms in this Rider to Deed of Trust, if not separately defined herein, shall have the meanings as defined in the Loan Agreement. In the event that the Agency Loan becomes due and payable prior to the thirtieth - anniversary of the date of this Agreement, Trustor shall pay to Beneficiary concurrent tivith such sale, transfer or refinancing, an amount equal to the "Equity Share Amount." The Equity Share Amount shall be determined by applying a percentage factor (the "Applicable Factor") to the difference between the Sales Price and the Purchas-. Price (defined below) as follows: Prior to fifth anniversary of the Agency Deed of Trust: 2. Amer fifth anniversary but) prior to sixth anniversary: 3. After sixth anniversary but prior to seventh anniversary 4. After seventh anniversary but prior to eighth anniversary: 5. After eighth anniversary but prior to ninth anniversary: 6. After ninth anniversary but prior to tenth anniversary: 7. After tenth anniversary but prior to eleventh anniversary: 8. After eleventh anniversary but prior to twelfth anniversary: 9. After twelfth anniversary but prior to thirteenth anniversary: "Exhibit C" to Loan Agreement Page i t of 15 fifty percent (50%) forty-eight percent (48%) forty-six percent (46%) forty-four percent (44%) forty two percent (4211/o) forty percent (40%) thirty-eight percent (38%) thirty-six percent (36%) thirty-four percent (34%) 4'f.G:4-96agrcc: W allace:LxltibilC RLS 9G-323 ?t2G/9G • . 1 � r t Ir 10. After thirteenth anniversary but prior to fourteenth anniversary: thirty-two percent (32%) 11. After fourteenth anniversary but prior to fifteenth anniversary: thirty percent (30%) .12. After fifteenth anniversary but prior to sixteenth anniversary: twenty-eight percent (28%) 13. After sixteenth anniversary but prior to seventeenth anniversary: twenty-six percent (26%) 14. After seventeenth anniversary but prior to eighteenth anniversary: twenty-four percent (24%) 15. After eighteenth anniversary but prior to nineteenth anniversary: twenty-two percent (22%) 16. After nineteenth anniversary but prior to twentieth anniversary: twenty percent (20%) 17. After twentieth anniversary but prior to twenty-first anniversary: eighteen percent (18%) 18. After twenty-first anniversary but prior to twenty-second anniversary: sixteen percent (16%) 19, After twenty-second anniversary but prior to twenty-third anniversary: fourteen percent (14%) 20. After twenty-third anniversary but prior to twenty-fourth anniversary: twelve percent (12%) 21. After twenty-fourth anniversary but prior to twenty-fifth anniversary: ten percent (10%) 22. After twenty-fifth anniversary but prior to twenty-sixth anniversary: eight percent (8%) 23. .After twenty-sixth anniversary but prior to twenty-seventh anniversary: six percent (6%) 24. After twenty-seventh anniversary but prior to twenty-eighth anniversary: four percent (4%) "Exhibit C" to Loan Agreement Page 12 of 15 4`,eG:4-96agrcc:Wallace:rxhibilC RLS 96-523 7124% 25. After twenty-eighth anniversary but prior to twenty-ninth anniversary: 26. Aber vwenty-ninth anniversary but prior to thirtieth anniversary: 27. After thirtieth anniversary: two percent (2%) one percent (1%) zero percent (0%) The "Purchase Price" is the price paid by the Participant to the Seller for Seller's interest in the Property, exclusive of escrow fees, title insurance costs, broker's commissions, loan fees or any other closing or transaction costs. The actual cost to Participant of all capital improvements to the Property made while Participant owned the Property may be added to the Purchase Price if Participant complies with the following: No capital improvements which cost more than two thousand five hundred dollars ($2,500) shall be added to the Purchase Price unless within sixty (60) days following completion of such capital improvements to the Property Participant shall send the following to the Agency: (i) an itemized list of the improvements, (ii) proof of completion of the improvements, and (iii) evidence of the cost of the improvements. The costs incurred by the Participant for capital improvements which cost less than two thousand five hundred dollars ($2,500) shall be added to the Purchase Price upon Participant's submission of evidence of such costs to the Agency, in a form reasonably satisfactory to the Agency, prior to the due date of the Agency Loan. The "Sales Price" is the price paid by the Buyer of the Property to Trustor for Trustor's interest in the Property, exclusive of escrow fees, title insurance costs, broker's commissions, loan fees or any other closing or transaction costs. The percentage factor so determined is the "Applicable Factor." If the Property is sold, an amount equal to the Applicable Factor multiplied by the difference between (i) the original Property purchase price and (ii) the amount received by Trustor as the Property sale price (as reduced by costs of sale paid by the Trustor) shall constitute the Equity Share Amount. If the Property is transferred or the lien of this Deed of trust or any lied to which this Deed of Trust is subordinate is refinanced for a loan amount which is in excess of the then current loan balance or extends the amortization period of the loan secured by such prior lien. Beneficiary shall appoint a certified, independent appraiser to conduct an appraisal of the Property and Trustor agrees that in such event the Equity Share Amount shall be the Applicable Factor multiplied by the difference between (i) the original Property purchase price and (ii) the appraised value of the "Exhibit C" to Loan Agreement Page 13 of 15 4`s'.G:4.96agree: Watlace:ExhibitC RLS 96-323 7126M Property as of the time of such transfer or refinancing. Dated: AUGUST 13, 1996 APPROVED AS TO FORM: Agency Attorney 7- 2 IA-1f . TRUSTOR BARBARA JC5 MLACE "Exhibit C" to Loan Agreement Page 14 of 15 41skG:4.9Gagrca:W allace:LxhibitC RI,S 96-573 7l2W9G RIDER TO DEED OF TRUS SUPEMORITY OF FIRST LENDER DOCUI�fENTS (if required by the First Lender) This Deed of Trust is subject to the terms and conditions of that certain Loan Agreement dated AUGUST 5 , 19 96 (the "Loan Agreement"), pursuant to which Beneficiary has agreed to loan Trustor the sum of Thirty-five Thousand dollars ($35,000.00) (the "Loan Amount"), All terms in this Rider to Deed of Trust, if not separately defined herein, shall have the meanings as defined in the Loan Agreement. Notwithstanding any provision herein, this Deed of Trust shall not diminish or affect the rights of the First Lender tinder the deed of trust executed by Trustor in favor of the First Lender as security for the First Lender Note, or any subsequent First Lender deeds of trust hereafter recorded against the property described herein. Nov,vithstanding any provision in this Deed of Trust to the contrary, all of the provisions of this Deed of Trust shall terminate and have no further force and effect upon the occurrence of one of the following events: l) Title is acquired by the First Lender or another party upon foreclosure of a deed of trust by the First Lender. 2) Title is acquired by the First Lender or another party by a deed in lieu of foreclosure of the First Lender deed of trust. Dated: AUGUST 13, 1996 TRUSTOR: APPROVED AS TO FORM: &WZAM Jv NLLACE AC.:_( (a, Agency Attorney ')-lJ It, 10 "Exhibit C" to Loan Agreement Page 15 of 15 4's1G:4.963grce:Wlitacc:lW iibitC RLS 96.327 7126196 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT STATE OF MIFMIA COUNTY OF oeANGE 5S. Oil AUGUST 13, 1996 before me, the undersigned, personally apl)eared EAPJMM JO WALLACE personally known to me (or proved to rice on lire basis or satisfactory evidence) to be lire person(s) whose name(s) islare subscribed to the within instrument and acknowledged to free .that helshelthey executed the same in his/her/their nuthorized canacity(ies), and that by his/her/their sigrlature(s) on the Instrument the person(s) or the entity upon behalf or wl rlcl r the person(s) acted, executed the Instrument. WITNESS Iny (rand and official seal. 5ignatur' (t fJ C LINDA J. CAMPBELL (I Ids area for ollicial tiolarial seat) LINDA J. CAMPBELL � '• �- COMM. 9 1045344 Co NOTARY PUBLIC. CALIFOfINIA M S % - ORAN'GC COUNTY .s My Comm. Epint (XC. 20,19WM8 OPTION L fffiff(fiffiflf(ffliffff fffffffffllil Though the data below are not required by law, they frlay prove valuable to persons relying on the document and could prevent tltie fraudulent reattachinent or this roan. Capacity Claliried By Signer Windividual L7 Corporate Officer -1 Welts) U Partner(s) D Attorney -in- Fact Trustee(s) U GuardianlConsefvator C] Other: Signer Is Representing: Nam,3 of Persons) or Enilly(les) lJ Limited ❑. General Description of 1lltaclred Document llllo or type or Uocluneld Number of Pages Uale or Uocumerd signer(n) Other Than Named Above EXHIBIT A TO AGENCY DEED OF TRUST LEGAL DESCRIPTION PARCEL 1: An undivided one twenty second (1/22) fee simple interest as a tenant in common in and to all of the Comnon Area defined in Declaration referred to below and described in the. Condominium Plan (•Plan.") for Lot 1 of Tract 110. 14828, which Plan was recorded on August ; 25, 1994 as instrument No. 94-0525335 of official Records of orange county, over Lot 1 of Tract Ito. 14628, in the City of Huntington Beach, county of orange, state of .California, y as per map filed in Book 706, Pages 27 to 29 of Miscellaneous naps, in the office of the County Recorder of said County. Excepting therefrom all oil, petroleum, asphaltum, gas, minerals and other hydrocarbon , substances, as reserved in -deed recorded August 16, 1921 in Book 401, Page 356 of Deeds, and in various other deeds of record. PARCEL 2: Unit tlo. 22 consisting of certain airspace and surface elements, as shown and described in 1 the condominium Plan referred to in Parcel 1 above. Parcel 3: nan-exclus,Lve easements for access, ingress, egress, use, enjoyment, drainage, encroachment, support, maintenance, repairs and for other purposes, all as described in that certain Declaration of covenants, conditions and Restrictions and Reservation of Easements for Pacific Park Villas, recorded August 25, 1994 as instrument No. 94-0525336 of Official Records. Parc€ l 4: Exclusive easements appurtenant to Parcels 1 and 2 referred to above, for balcony or patio purposes, over the areas:defined, depicted and assigned on the Plan. I "Exhibit A" to Agency Deed of Trust Page I of I <k'-G:Agr«:I.Iargol i::txhCDCCS-D7n6 96 V� V EXHIBIT D DECLARATION OF CONDITIONS. COVENANTS AND RESTRICTIONS FOR PROPERTY RECORDING REQUESTED BY } AND WHEN RECORDED MAIL TO: } } (Space above for Recorder's use.) THIS DECLARATION OF CONDITIONS, COVENANTS AND RESTRICTIONS FOR PROPERTY (the "Declaration") is made by and between BARBARA JO WALLACE (the "Covenantor") and THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH, a public body corporate and politic (the "Agency" or "Covenantee") as of the date set forth below. RECITALS A. Covenantor and the Agency have entered into a certain Loan Agreement dated AUGUST 5 , 19 96 (the "Agreement," a copy of which is on file with the Agency at its offices and is a public record) pursuant to which the Covenantor has agreed to subject certain real property (referred to in the Agreement and referred to herein as the "Property") described in the "Legal Description of the Property" (which is attached hereto as Exhibit "A" and incorporated herein by this reference) to certain covenants, conditions and restrictions. B. The Community Redevelopment Law (California Health and Safety Code § 33000 et seq.) provides that a redevelopment agency shall establish covenants running with the land in furtherance of redevelopment plans. NOW, THEREFORE, the parties hereto agree and covenant as foIIows: "Exhibit D" to Loan Agreement Pagel of 9 4\s%G-.4 96Agree:Wallace:EzliibitD fRLS 96-523 7/29196 1. Affordability Covenants. Covenantor agrees for itself, and its successors and assigns, and every successor to Covenantoes interest in the Property, or any part thereof that for thirty (30) years from the date of recording of the Deed of Trust in favor of the Agency regarding the Property (the "Expiration Date"): (a) The Property shall only be owned and occupied by Convenantor or by other persons or families of "Moderate Income." "Moderate Income" shall mean persons or families earning One Hundred Twenty Percent (120%) or less of Orange County median income, adjusted for appropriate family size. (b) The Property shall be kept available at Affordable Housing Cost (as defined below) to the Covenantor or other persons or families of moderate income. Affordable Housing Cost shall mean, as to each person or family of loin or moderate income, that purchase price which would result in monthly housing payments which do not exceed an amount under any currently prevailing conventional home mortgage lending rates applied by any reputable institutional home mortgage lender, or the lending rates of any government -subsidized or special mortgage program for which such person or family qualifies and has obtained a first trust deed loan, which do not exceed thirty-five percent (35%) of One Hundred Ten Percent (110%) of the Orange County monthly median income for those persons and families of moderate income (as determined by the United States Department of Housing and Urban Development) earning between Eighty Percent (80%) and One Hundred Ten Percent (1101/6) of the Orange County monthly median income, and Thirty -Five Percent (35%) of the monthly median income of any person or family of moderate income which earns more than One Hundred Ten Percent (110%) and not more than One Hundred Twenty Percent (120%) of the Orange County median income. (c) The covenant contained in this Section i shall run with the land and shall automatically terminate and be of no further force or effect upon the Expiration Date. 2. Transfer of Pro ert . No transfer of the Property shall occur until the Agency determines (a) that the proposed purchaser intends to occupy the Property as the proposed purchaser's principal residence, (b) that the proposed purchaser is a person or family of moderate income and (c) that the proposed transfer occurs at an Affordable Housing Cost. The Agency shall not be obligated to approve a transfer until and unless the proposed purchaser has submitted to the Agency such information and completed such forms as the Agency shall request to certify the proposed purchaser's intent with respect to its residency of the Property and its gross income, and the proposed purchaser has submitted an affidavit disclosing and certifying the amount of the proposed purchase price. Prior to conveyance of the Property, each approved purchaser shall submit to the Agency an executed disclosure statement which certifies that the purchaser is aware that the purchaser buying may only sell the unit at an Affordable Housing Cost to a moderate income person or family, that the maximum permitted sales price may be less than fair market value and that the unit must be owner -occupied at all times and cannot be rented or leased. Covenantor shall cooperate with the Agency in providing such forms to proposed purchasers and in assisting proposed purchasers to prepare such forms and to provide any required information to the Agency in connection with the Covenantoes original sale of the Affordable Unit, provided that "Exhibit D" to Loan Agreement Page 2 of 9 4\sXo:4.96Agrce: W allacc'ExliibilD RLS 96-523 7129/96 the Covenantor shall not be obligated to incur any out-of-pocket costs in connection therewith, other than employee time dedicated to providing such assistance. THE COVENANTOR AND EACH SUCCESSOR, HEIR OR ASSIGN OF COVENANTOR UNDERSTANDS THAT THE DETERMINATION I OF THE AFFORDABLE HOUSING COST CAN BE MADE ONLY AT THE TIME OF THE PROPOSED TRANSFER, TAKING INTO CONSIDERATION INTEREST RATES, THE TERMS OF SALE OFFERED TO AND THE ECONOMIC CIRCUMSTANCES OF THE PROPOSED PURCHASER AND OTHER FACTORS THAT CANNOT BE ACCURATELY PREDICTED, AND THAT THE TRANSFER PRICE PERMITTED HEREUNDER MAY BE LESS THAN THE FAIR MARKET VALUE OF THE PROPERTY AND MAY NOT INCREASE OR DECREASE 1N THE SAME MANNER AS OTHER SIMILAR REAL PROPERTY WHICH IS NOT ENCUMBERED BY THIS RESTRICTION. COVENANTOR AND EACH SUCCESSOR, HEIR OR ASSIGN OF COVENANTOR FURTHER ACKNOWLEDGES THAT AT ALL TIMES FN SETTING THE TRANSFER PRICE THE PRIMARY OBJECTIVE OF THE AGENCY AND THIS DECLARATION IS TO PROVIDE HOUSING TO ELIGIBLE PERSONS OR FAMILIES AT AN AFFORDABLE HOUSING COST. JP) V) Covenantor Initials The covenant contained in this Section 2 shall run with the land and shall automatically terminate and be of no further force or effect upon the Expiration Date. 3. Non Discrimination Covenants. Covenantor covenants by and for itself, its successors and assigns, and all persons claiming under or through them that there shall be no discrimination against or segregation of any person or group of persons on account of race, color, religion, sex, marital status, national origin or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure, or enjoyment of the Property, nor shall covenantor itself or any person claiming under or through it, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees, or vendees in the Property. Covenantor and its successors and assigns, shall refrain from restricting the rental or lease (if permitted by Covenantor) or sale of the property on the basis of race, color, religion, sex, marital status, national origin or ancestry of any person. All such deeds, leases or contracts shall contain or be subject to substantially the following nondiscrimination or non segregation clauses: (a) In deeds: "The grantee herein covenants by and for himself or herself, his or her heirs, executors, administrators and assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, religion, sex, marital status, national origin or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the land herein conveyed, "Exhibit D" to Loan Agreement Page 3 of 9 4�s�C:4-9GAgrec:W allacc:CxStiibilU RL,S 96.323 7129M w nor shall the grantee himself or herself or any person claiming under or through him or her, establish or permit any such practice or practices ofdiscrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessee or vendees in the land herein conveyed. The foregoing convenants shall run with the land." (b) In leases: "The lessee herein covenants by and for himself or herself, his or her heirs, executors, administrators and assigns, and all persons claiming under or through him or her, and this lease is made and accepted upon and subject to the following conditions: "There shall be no discrimination against or segregation of any person or group of persons on account of race, color, religion, sex, marital status, ancestry or national origin in the leasing, subleasing, transferring, use, occupancy, tenure or enjoyment of the premises 'herein leased nor shall the lessee himself or herself, or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection; location, number, use or occupancy of tenants, lessees, sublessees, subtenants or vendees in the premises herein leased." (c) In contracts: "There shall be no discrimination against or segregation of, any person, or group of persons on account of race, color, religion, sex, marital status, ancestry or national origin, in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the premises, nor shall the transferee himself or herself or any person claiming under or through hint or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessee or vendees of the premises." Nothing in this Section 3 shall be construed to authorize the rental or lease ofthe Property if such rental or lease is not otherwise permitted. The convenants in this paragraph 3 shall run with the land in perpetuity. 4.Covenants Do Not Im air Lien_ No violation or breach of the covenants, conditions, restrictions, provisions or limitations contained in this Declaration shall defeat or render invalid or in any way impair the lien or charge of any mortgage or deed of trust or security interest. 5. Covenants For Benefit of City and Agency. All covenants without regard to technical classification or designation shall be binding for the benefit of the Covenantee and the City of Huntington Beach (the "City") and such covenants shall run in favor of the Covenantee and the City for the entire period during which such covenants shall be in force and effect, without regard to whether the Covenantee or the City is or remains an owner of any land or interest therein to which such covenants relate. The Covenantee and the City, in the event of any breach of any such covenants, shall have the right to exercise all the rights and remedies and to maintain any actions at law or suits in equity or other proper legal proceedings to enforce and to cure such "Exhibit D" to Loan Agreement Page 4 of 9 -relo:4.96A&rcc: W allace:ExhibitD RM 96-323 7/29196 breach to which it or any other beneficiaries of these covenants may be entitled during the term specified for such covenants, except the covenants against discrimination which may be enforced at law or in equity at any time in perpetuity. IN WITNESS WHEREOF, the Covenantee and Covenantor have caused this instrument to be mwd on their behalf by their respective officers hereunto duly authorized, this 13 day of 919 COVENANTOR B MMM JO WALLACE APPROVED AS TO FORM: Agency Counse7ys,EG,U��� "Exhibit D" to Loan Agreement Page S of 9 4\AQ:4-96Agrce: W &1Iace; ExhibitD RLS 96.523 7129196 STATE OF CALIFORNIA } COUNTY OF CMIGE ) On AUGUST 13, 1996 before me, LIND,% J. CAMPBELL (name, title; e.g., "Jane Doe, Notary Public"), personally appeared BAMAM JO MLACE (name(s) of signer(s)), personally known to be -- OR -- 7X proved to me on the basis of satisfactory evidence to be the person(s) chose namc(s) is/are subscribed to the within instrument and acluiowlcdged to nic that he/shelthey executed the same in his/her/their authorized capacity(ics), and that by his/her/tlicir signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. Witness_mv hand and official seal. C LINDA J. CAMPDELL fC ,W COU1M..` 1045344 co Lq e- o NOTARY PUBLIC . CALIFORNIA D3 ORANGE COU"1I Y My Comm. Expire! DEC. 20.19W D CAPACITY CLAIMED BY SIGNER: XX Individual Corporate Officer(s). Title(s) Partncr(s): Limited General Attorney -in -Fact Trustee(s) Guardian/Conservator Other SIGNER IS REPRESENTING: Name of Person(s) or Entity(ies) ' (Signat c of Notary) LINDA J. CAMPBELL ATTENTION NOTARY: Although the information requested bclow is OPTIONAL, IT COULD PREVENT FRAUDULENT ATTACMIENT OF THIS CERTIFICATE TO ANOTHER DOCUMENT. T_HIS_CERTiFICA_TE Title or Type of Document Dai.A MIQN OT COMITIONS, OQVENANrS MUST BE ATTACHED AND REsrRILTIalS FM PWPERTY TO THE DOCUMENT Number of Pages DESCRIBED_ Date of Document AUGUST 5, 1996 T FJGIiT: Signers) Other Than Named Above: "Exhibit D" to Loan Agreement Page 6 of 9 4W.0:4.96Agree: W allace:ExiiibitD ILLS 96-523 W291% V STATE OF CALIFORNIA ) ss COUNTY OF On before me, (name, title, e.g., "Jane Doe, Notary Public"), personally appeared (name(s) of signer(s)), personally known to be -- OR proved to me on the basis of satisfactory evidence to be the person(s) whose namc(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(ics), 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. - Witness my hand and official seal. (Signature of Notary) CAPACITY CLAIMED BY 51GNER: Individual Corporate Officer(s): Title(s) Partner(s): Limited General. Attorney -in -Fact Trustee(s) G uardian/Conservator Cirhrr . SIGNER IS REPRESENTING: Name of Person(s) or Entity(ics) ATTENTION NOTARY: Although the information requested below is OPTIONAL, IT COULD PREVENT FRAUDULENT ATTACHMENT OF THIS CERTIFICATE TO ANOTHER DOCUMENT. THIS CERTIFICATE MUST BE ATTACHED TO THE DOCUMENT DESCRIBED T RIGHT: Title or Type of Document Number of Pages Date of Document Signer(s) Other Than Named Above: "Exhibit D" to Loan Agreement Page 7 of 9 41s1G:4-96Agrce:Wallace:Exhi tD RLS 96-323 7129196 STATE OF CALIFORNIA ) ss COUNTY OF ) On , before me, (name, title, e.g., 'Jane Doe, Notary Public"), personally appeared (name(s) ofsigner(s)), personally known to be -- OR -- proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to t1re within instrument and a6mowledged to me that helshelthey executed the same in hisilier/their authorized capacity(ics), and that by His/her/thcir signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. • Witness my hand and official seal. (Signature of Notary) CAPACITY CLAIMED BY SIGNER: , Individual Corporate Ofiicer(s): Title(s) Partner(s): Limited General Attorney -in -Fact Trustee(s) Guardian/Cocisc rvator C)ther SIGNER IS REPRESENTING: Name of Person(s) or Entity(ies) ATTENTION NOTARY: Although the information requested below is OPTIONAL, IT COULD PREVENT FRAUDULENT ATTACHMENT OF THIS CERTIFICATE TO ANOTHER DOCUMENT. THIS CERTIFICATE Title or Type of Document MM BE ATTACHED IQ THE DOCUMMENT Number of Pages DESCRIBED Date of Document T RI HT: Signcr(s) Othcr Than Named Above: "Exhibit D" to Loan Agreement Page 8 of 9 41410:4-96Agrec: W alIacc:ExhibitD RLS 96-323 712919G EXHIBIT A LEGAL DESCRIPTION OF PROPERTY [To Be Inserted) LEGAL DESCRIPTION EXHIBIT "A" PARCEL 1: An undivided one twenty second (1/22) fee simple interest as a tenant in common in and to all of the Common Area defined in Declaration referred to below and described in the Condominium Plan ("Plan") for Lot 1 of Tract No. 14828, which Plan was recorded on August 25, 1994 as Xnstrument Nd. 94-0525335 of official Records of orange County, over Lot 1 of Tract No. 14828,.in the -City of Huntington Beach, County of orange, state of California, as per map filed in Book 706, Pages 27 to 29 of miscellaneous Maps, in the office of the county Recorder of said County. Excepting therefrom all oil, petroleum, asphaltum, gas, minerals and other hydrocarbon substances, as reserved in deed recorded August 16, 1921 in Hook 401, Page 356 of Deeds, and in various other deeds of record. PARCEL 2: unit No. 22 consisting of certain airspace and surface elements, as shown and described in the Condominium Plan referred to in Parcel 1 above. Parcel 3: - non --exclusive easements for access, ingress, egress, use, enjoyment, drainage, encroachment, support, maintenance, repairs and for other purposes, all as described in that certain Declaration of Covenants, conditions and Restrictions and Reservation of Easements for Pacific Park Villas, recorded August 25, 1994 as Instrument No. 94-0525336 Of official Records. i Parcel 4: Exclusive easements appurtenant to Parcels 1 and 2 referred to above, for balcony or patic purposes, over the areasddefined, depicted and assigned on the Plan. "Exhibit D" to'Loan Agreement Page 9 or 4'AkG:4-96Agree:Wsltace:ExhlbltD - RLS 96-523 7129194 List of Down Payment Assistance Borrowers at Pacific Park Villas �� ATTACHMENT #3 V RCA ROUTING SHEET INITIATING DEPARTMENT: Economic Development SUBJECT: Transferability of Pacific Park Villas Down Payment Assistance Loans COUNCIL MEETING DATE: May 17, 1999 RCA ATTACHMENTS STATUS Ordinance wlexhibits & legislative draft if applicable) Not Applicable Resolution wlexhibits & ]e islative draft if a licable Not Applicable Tract Map, Location Map andlor other Exhibits Not Applicable Contra ctlAgreement (wlexhibits if applicable) Si ned in full by the Cif Attome Not Applicable Subleases, Third Party Agreements, etc. LApproved as to form by City Attome Not Applicable Certificates of Insurance (Approved by the My Attome Not Applicable Financial Impact Statement Unbud et, over $5,000 Not Applicable Bonds if applicable) Not Applicable Staff Report if applicable) Not Applicable Commission, Board or Committee Report If applicable) Not Applicable Finding slConditions for Approval and/or Denial Not Applicable EXPLANATION FOR MISSING ATTACHMENTS REVIEWED RETURNED FORWARDED Administrative Staff Assistant City Administrator Initial Cit Administrator initial City Clerk EXPLANATION FOR RETURN OF ITEM: RCA Author: Duran at extension1529 7 Order No. 9842759 Escrow No. 2590—SK Loan No. WHEN RLCORDED MAIL TO. The Redevelopment Agency of the City of Funtington Beach 2000 Hain Street Huntington Beach, CA 92648 v //0 600.3p SUBORDINATION AGREEMENT 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. THIS AGREEMENT, made this 23rd day of November , 19 98 , by Faroukh Hosseinali, a Single Man owner of the land hereinafter described and hereinafter referred to as "Owner," and The Redevelopment Agency of the City of Huntington Beach preser: owner and holder of the deed of trust and note first hereinafter described and hereinafter referred to as "Beneficiary"; WITNESSETH THAT WHEREAS. Faroukh Hosseinali did execute a deed of trust, dated May 5, 1997 , to The City of Huntington Beach , as trustee, covering: Complete Legal Description Attached Hereto as Exhibit "One", and By Reference Herein made a part hereof. to secure a note in the sum of $ 35,000.00 , dated May 5, 1997 , in favor of The Redevelopmen- Agency of The City of Huntington Beach recorded May 22, 1997 , as Instrument No. 97-0238237 of said county: and , which deed of trust was ;CHI xRi XmxxxxxxxxxOfficiai Records WHEREAS, Owner has executed, or is about to execute, a deed of trust and note in the sum of S 132,000.00 dated :iovember 19, 199& in favor of America's t.'holesale Lender , hereinafter referred to as "Lender," payable with interest and upon the terms and conditions described therein, which deed of trust is to be recorded concurrently herewith; and WHEREAS, it is a condition precedent to obtaining said loan that said deed of trust last above mentioned shall unconditiona;ly be and remain at all times a lien or charge upon the land hereinbefore described, prior and superior to the lien or charge of the deed of trust first above mentioned; and (continued on reverse side) 1266(194) Page 1 cf 2 !'t FVJHi~REAS, lender is willing to make loan provided the deed of trust securing &flame is a lien or charge upon the above ,described property prior and superior to the lien or charge of the deed of trust first above mentioned and provided that Bene`iciary will specifically and unconditionally subordinate the lien or charge of the deed of trust first above mentioned to the lien or charge of the deed of trust in favor of Lender; and WHEREAS, it is to the mutual benefit of the parties hereto that Lender make such loan to Owner; and Beneficiary is willing that the deed of trust securing the same shall, when recorded, constitute a lien or charge upon said land which is unconditionally prior and superior to the lien or charge of the deed of trust first above mentioned. NOVI, THEREFORE, in consideration of the mutual benefits accruing to the parties hereto and other valuable consideration, the rezeipt and sufficiency of which consideration is hereby acknowledged. and in order to induce Lender to make the loan above referred to, it is hereby declared, understood and agreed as follows: (1) That said deed of trust securing said note in favor of Lender, and any renewals or extensions thereof, shall unconditionally be and remain at all times a lien or charge on the property therein described, prior and superior to the lien or charge of the deed of trust first above mentioned. (2) That Lender would not make its loan 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 first above mentioned to the lien or charge of the deed of trust in favor of lender above referred to and shall supersede and cancel, but only insofar as would affect the priority between the deeds of trust 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 first above mentioned, which provide for the subordination of the lien or charge thereof to another deed or deeds of trust or to another mortgage or mortgages. Beneficiary declares, agrees and acknowledges that (a) He consents to and approves (i) all provisions of the note and deed of trust in favor of Lender above referred to, and (ii) all agreements, including but not limited to any loan or escrow agreements, between Owner and Lender for the disbursement of the proceeds of Lender's loan; (b) Lender in making disbursements pursuant to any such agreement is under no obligation or duty to, nor has Lender represented that it will, see to the application of such proceeds by the person or persons to whom Lender 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; (c) He intentionally and unconditionally waives, relinquishes and subordinates the lien or charge of the deed of trust first above mentioned in favor of the lien or charge upon said land of the deed of trust in favor of Lender above referred to and unders'ands that in reliance upon, and in consideration of, this waiver, relinquishment and subordination specific loans and advances are being and will be made 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 Viis waiver, relinquishment and subordination; and (d) An endorsement has been placed upon the note secured by the deed of trust first above mentioned that said deed of trust has by this instrument been subordinated to the lien or charge of the deed of trust in favor of Lender above referred to. NOTICE: THIS SUBORDINATION AGREEMENT CONTAINS A PROVISION WHICH ALLOWS THE PERSON OBLIGATED ON YOUR REAL PROPERTY SECURITY TO OBTAIN A LOAN A PORTION OF WHICH MAY BE EXPENDED FOR OTHER PURPOSES THAN IMPROVEMENT OF THE LAND. Faroukh Hosseinali Beneficiary (ALL SIGNATURES MUST BE ACKNOWLEDGED) Owner IS RECOMMENDED THAT, PRIOR TO THE EXECUTION OF THIS SUBORDINATION AGREEMENT, THE TIES CONSULT WiTH THEIR ATTORNEYS WITH RESPECT THERETO. (CLTA SUBORDINATION FORM `Aj 1266 t1,s4i Page 2 of 2 r � 111D - to 00.30 Recorded In the County of Orange, Califomia .gigly •' ' ,G R! R .EINs.c�. Gary L. Granville, Clerk/Recorder _LORDED MAIL TO: .�nNATIA�Io�+�LTM.EQIIIIIM1Io7IIUIuIl Elm II 18.00 L'he Redevelopment Agency of 1998043211311:17am 07/07/98 Huntington Beach 0051801174E 18 31 2000 Main Street 513 5 6.0012.0 0.00 0.00 0.00 0.00 Huntington Beach. CA 92648 PACE ABOVVtHIS LINL• FoR RZENLEER'S USE SUBORDINATION AGREEMENT 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 INSTFjU1AETR THIS AGREEMENT, made this 27th day of May , 19 98 , by R��EivcD Faroukh Hosseinali. a Single Man 7 owner of the land hereinafter described and hereinafter referred to as "Owner," and The Redevelopment Agency of the City of Huntington Beach CQI J P C OEVELOPM Ar, present owner and holder of the deed of trust and note first hereinafter described and hereinafter referred to as 'Beneficiary"; WITNESSETH THAT WHEREAS, Faroukh Hosseinali did execute a dead of trust, dated May 5. 1997 , to The City of Huntington Beach , as trustee, covering: Complete Legal Description Attached Hereto and by Reference Made a Part Hereof as Exhibit "One" to secure a note in the sum of 3 **35.000.00 ** , dated May 5. 1997 . In favor of The Redevelopment Agency of The City of luntington Beach , which deed of trust was recorded May 22. 1997 , as Instrument No. 97-0238237 , in Official Records of said county; and %&'HEREAS, Owner has executed, or is about to execute, a deed of trust and note in the sum of $ 131,600.00 dated June 25. 1998 . In favor of AMERICA'S WHOLESALE LLNDER , hereinafter referred to as *Lender.' payable with interest and upon the terms and conditions doscribed therein, which deed of trust is to be recorded concurrently herewith; and WHEREAS, it is a condition precedent to obtaining said ban that said deed of trust last above mentioned shall unconditionally ba and remain at all times a lien or charge upon the land hereinbefore described, prior and superior to the lien or charge of tf:e deed of trust first above menticned; and 2 �I„� (continued on reverse side) Page ar 2ape 1 EXHIBIT 110NE" PARCEL 1: Order No. 9942759 An undivided one twenty second (1/22) fee simple Interest as a tenant in common in and to a'l of the Common Area defined in the Declaration referred to below and described in the Condominium Plan ("Plan") for Lot 1 of Tract No. 14828, which plan was recorded on August 25, 1994 as instrument No. 94-0525335 of Official Records of Orange County, over Lot i of Tract No. 14828, in the City of Huntington Beach. County of Orange. State of California, as per map recorded In Bock 706, Page(s) 27 to 29 of Miscellaneous Maps, In the office of the County Recorder of said County. EXCEPT THEREFROM all oil, gas. minerals and hydrocarbons, below a depth of 500 feet, without the right of surface entry, as reserved in instruments of record. PARCEL 2: Unit No. 15 consisting of certain airspace and surface elements, as shown and described in the Condominium Plan referred to in Parcel 1 above. PARCEL 3: Nor. -exclusive easements for access, ingress, egress. encroachment, drainage, repair, maintenance, support and for other purposes, all as described in that certain Declaration of Covenants, Conditions and Restrictions and Reservation of Easements for Pacific Park Villas, recorded August 25, 190.4 as instrument No. 94-0525336of Official Fecords. PARCEL 4: Exclusive Easements appurtenant to parcels 1 and 2 above, fcr balconies or patio purposes, over the areas defined, depicted and assigned on the Plan. 2 zoay Z r; d spot rLs tits xtJ Zt:rY ss:tzflt 1%% W.0' RESOLUTION NO. A RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH AUTHORIZING EXECUTION BY THE DIRECTOR OF ECONOMIC DEVELOPMENT OF LOAN AGREEMENTS FOR LOANS FUNDED BY HOUSING SET ASIDE MONIES WHEREAS, the City Council of the City of Ountington Beach has approved an Affordable Housing Program; and The City Council has authorized the Director of Economic Development to administer the program; and The preparation of certain documentation is necessary in order to r implement the program and comply with regulations which govern the use of housing set aside funds in order to implement the redevelopment plan and subsidize low and moderate income households to the extent those households w cannot obtain housing at affordable costs on the open market; NOW, THEREFORE, BC IT RESOLVED by the Redevelopment Agency of the City of Huntington Beach as follows: SECTION 1. The Director of Economic Development, or his/her designated representative is hereby authorized to sign all documents necessary and appropriate to carry out and implement the Affordable Housing Program and execute loan agreements using housing set aside funds for first-time homebuyers who qualify as persons of low or moderate income. SECTION 2. A loan agreement prepared by the City Attorney is attached hereto and incorporated into this resolution by this reference. Said agreement is hereby approved for use in the administration of loans using housing set aside money for downpayment or other assistance to low and moderate income households. SECTION 3. The Director of Economic Development is directed to submit to the Redevelopment Agency for approval the names of the loan 71WtaWe(10(1 V930326 PM 1 l.") applicant, the location of the housing, the amount of the loan, and any unique features of the loan or the housing which might be required, prior to execution of loan agreement or other documents In compliance with Huntington Beach City Charter Section 613, "Execution of Contracts." . r SECTION 4. The Agency finds that the Agreement is categorically exempt under CEQA, pursuant to Section 15326 of the Guidelines to the California Environmental Quality Act. SECTION 5. The Agency finds and determines that expenditures from the Housing Fund as contemplated by the Agreement will directly and specifically benefit, improve, and preserve the community's supply of lower Income housing within the meaning of Section 33334.2 of the California Health and Safety Code. SECTION 6. The Agency finds and determines that expenditures from the housing fund as contemplated by the loan agreement are of benefit to the Redevelopment Project Areas. PASSED AND ADOPTED by the Redevelopment Agency of the City of Huntington Beach at a regular meeting thereof held on the day of , 1993. ATTEST: Agency Clerk EWED AND APPROVED: Ell 7lsetaside110111/9303:20 PM Chairman APPROVE AS TO FORM: ,� Q Counsel it�3 INITIATED AND APPROVED: De uty City Administrator! Director of Economic Development 2 01 proposed sale pursuant to the Loan Agreement, the identity of the proposed Buyer and adequate information evidencing the income of the proposed Buyer. Said income information shall include original or true copies of pay stubs, income tax records or other financial documents in order that the Beneficiary may determine and verify the household income of the proposed Buyer to determine Eligible Person or Family status and whether the Property is available to such Buyer at affordable housing cost. If the Beneficiary is unaLle to verify the Buyer's income as provided herein, then the Buyer's income shalt be deemed to exceed the maximum allowable income limit for Eligible'Persons and Families and the Equity Share Amount shall be due and payable concurrent with the repayment of the Note Amount plus interest. In the event that sale or transfer is made to an Eligible Person or Family, interest which has accrued at the time of the sale (upon close of escrow) shall be due and payable, unless the Property has appreciated in value in an amount which would be equal to or less than the value of the Property if the appreciation rate had been five per cent (5%) per year over the original price paid by the Trustor. If the price of the Property upon sale to ap Eligible Buyer reflects less than 5% appreciation per year over the price paid by the Trustor at the time of original purchase, then no interest will be due upon such sale. Interest will begin to accrue at the simple rate of five percent per annum as to the new owner, on the date upon which escrow closes and will accrue on the then unpaid principal amount. 6. Subordination. The Beneficiary has found and declared that an economically feasible method of financing, refinancing or assisting first time homebuyers pursuant to the Prog,am on substantially comparable terms and conditions without subordination is not reasonably available. Any first lien on the Property ("First Lien") held by an institutional lender or investor (the "Fender") shall be prior and superior to the Declaration and this Deed of Trust. Thus, in the event of a foreclosure or deed in lieu of foreclosure of the First Deed of Trust, any provisions herein or any provisions in any other collateral agreement restricting the use of the Property to low or moderate income households or otherwise restricting the 7 7A4i3nduC/agCyridr/0711 Z194 Tnistor's ability to sell the Property shall have no further force or effect on subsequent owners or purchasers of. the Property. Any person, including his successors or assigns {other than the Trustor or a related entity of the Trustor, receiving title to the Property through a foreclosure or deed in lieu of foreclosure of the First Deed of Trust shall receive title to the Prdperty free and clear from such restrictions. 7. Obligation to Refrain from Discrimination. There shalt be no discrimination against or segregation of any person, or group of persons, on account of race, color, creed, religion, sex, marital status, national origin, or ancestry, in the sale, lease, sublease, transfer, use, occupancy, tenure, or enjoyment of the Property, nor shall the Beneficiary itself or any person claiming under or through it establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, r use or occupancy of tenants, lessees, subtenants, sublessees, or vendees of the City or any portion thereof. Trustor agrees it shall instruct the escrow holder for the acquisition of the Property by the Trustor that the order of recording in the escrow for the purchase of the Property by the Trustor shall occur as follows: 1) the First lien; 2) the Declaration of Covenants, Conditions & Restrictions for Affordable Housing; and 3) the Agency Deed of Trust. n 8 7Aoandocla gcyridr,'4711 V94 d-f"' - -. Order No. Escror- No.' RGCORI1thG Rt4UE5TE�'>it' Loan P.o. FWE1.1TY NATIDNALTffLE11N5,C0. THIS ORIGINAL EiOCIIMIEIiT WAS SCANIXED WHEN RECORDED MAIL TO: AND EUCiRONICARY RiCORP,ED ON The Redevelopment Agency of Huntington Beach'- J U L a 7 199$ 2000 Main Street - ,r n,�Z Huntington -Beach, CA 92648 Document No. 9 3 �f Fidelity National Title Insurance Co. SPACE ABOVE THIS LINE FOR RECORDER'S USE 1 SUBORDINATION AGREEMENT 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. THIS AGREEMENT, made this 27th day of May , 19 98 , by r Faroukh Hosseinali, a Single Man z , 3' owner of the land hereinafter described and hereinafter referred to as "Owner," and d I The Redevelopment Agency of the City of Huntington Beach present owner and holder of the deed of trust and note first hereinafter described and hereinafter referred to as "Beneficiary"; WITNESSEM THAT WHEREAS, Faroukh Hosseinali did execute a deed of trust, dated May 5, 1997 , to The City of Huntington Beach , as trustee, covering: Complete Legal Description Attached Hereto and by Reference Made a Part Hereof as Exhibit "One" 4 tc secure a note in the sum of $ **35,000.00 ** , dated May 5, 1997 , in favor of The Redevelopment Agency of The City of Huntington Beach . which deed of trust was recorded May 22, 1997 , as Instrument No. 97-0238237 , in HXXK xxxxxxxXx�xxxxxxx Official Records of said county; and WHEREAS. Owner has executed, or is about to execute, a deed of trust and note in the sum of $ 131,600.00 dated June 25, 1998 , in favor of AMERICA' S WHOLESALE LENDER , hereinafter referred to as "Lender,' payable with interest and upon the terms and conditions described therein, which deed of trust is to be recorded concurrently herewith; and WHEREAS, it is a condition precedent to obtaining said loan that said deed of trust last above mentioned shall unconditionally be and remain at all times a lien or cha�ge upon the land hereinbefoe described, prior and superior to the lien or charge of the deed of trust first above mentioned; and (continued on reverse side) I266t,IS4I Page I of 2 WHEREAS, lender is willing to make said loan provided the deed of trust securing the same is a lien or charge upon the above , described property prior and superior to the lien or charge of the deed of trust first above mentioned and provided that-' Beneficiary will specifically and Unconditionally subordinate the lien or charge of the deed of trust first above mentioned to the lien or charge of the deed of trust in favor of Lender; and WHEREAS, it is to the mutual benefit of the parties hereto that Lender make such loan to Owner; and Beneficiary is willing that the deed of trust securing the same shall, when recorded, constitute a lien or charge upon said land which is unconditionally prior and superior to the lien or charge of the deed of trust first 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 Lender to make the loan above referred to, it is hereby declared, understood and agreed as follows: (1) That said deed of trust securing said note in favor of Lender, and any renewals or extensions thereof, shall unconditionally be and remain at all times a lien or charge on the property therein described, prior and superior to the lien or charge of the deed -of trust first above mentioned. (2) That Lender would not make its loan 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 first above mentioned to the lien or charge of the deed of trust in favor of lender above referred to and shall supersede and cancel, but only insofar as would affect the priority between the deeds of trust 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 first above mentioned, which provide for the subordination of the lien or charge thereof to another deed or deeds of trust or to another mortgage or mortgages. Beneficiary declares, agrees and acknowledges that (a) He consents to and approves (i) all provisions of the note and deed of trust in favor of Lender above referred to, and (ii) all agreements, including but not limited to any loan or escrow agreements, between Owner and Lender for the disbursement of the proceeds of Lender's loan; (b) Lender in making disbursements pursuant to any such agreement is under no obligation or duty to, nor has Lender represented that it will, see to the application of such proceeds by the person or persons to whom Lender 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; (c) He intentionally and unconditionally waives, relinquishes and subordinates the lien or charge of the deed of trust first above mentioned in favor of the lien or charge upon said land of the deed of trust in favor of Lender above referred to and understands that in reliance upon, and in consideration of, this waiver, relinquishment and subordination specific loans and advances are being and will be made 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 waiver, relinquishment and subordination; and (d) An endorsement has been placed upon the note secured by the deed of trust first above mentioned that said deed of trust has by this instrument been subordinated to the lien or charge of the deed of trust in favor of tender above referred to. NOTICE: THIS SUBORDINATION AGREEMENT CONTAINS A PROVISION WHICH ALLOWS THE PERSON OBLIGATED ON YOUR REAL PROPERTY SECURITY TO OBTAIN A LOAN A PORTION OF WHICH MAY BE EXPENDED FOR OTHER PURPOSES THAN IMPROVEMENT OF THE LAND. The Redevelopment Agency -of the City of Huntingtop - Bea_ch _ BY: Connip�Brackwa Ciaena Clerk V" 7` Faroukh Hosseinali Beneficiary �( Owner Maybrice L.-Henry, Deputtyy City Clerk (ALL SIGNATURES MUST BE ACKNOWLEDGED) IT IS RECOMMENDED THAT PRIOR TO THE EXECUTION OF THIS SUBORDINATION AGREEMENT, THE PARTIES CONSULT WITH THEIR ATTORNEYS WITH RESPECT THERETO. 1� •` TA SUB-AlRDINATION FORMao lS � � Pao d or2 r • . -• Order No. 9824817 - A EXHIBIT ".ONE" PARCEL 1: An undivided one twenty second (1122) int;:rest as a tenant in common in and to all of the Common Area defined in the Declaration referred to below and described in the Condominium Plan ("Plan") for Lot 1 of Tract No. 14828, which plan was recorded on August 25, 1994 as instrument No. 94-0525335 of Official Records of Orange County, over Lot 1 of Tract No. 14828, in the City of Huntington Beach, County of Orange, State of California, as per map recorded in Book 706, Page(s) 27 to 29 of Miscellaneous Maps, in the office of the County Recorder of said County. EXCEPT THEREFROM all cil, gas, minerals and hydrocarbons, below a depth of 500 feet, without the right of surface entry, as reserved in instruments of record. PARCEL 2: Unit No. 15 consisting of certain airspace and surface elements, as shown and described in the Condominium Plan referred to in Parcel 1 above. PARCEL 3: Non-exclusive easements for access, ingress, egress, encroachment, drainage, repair, maintenance, support and for other purposes, all as described in that certain Declaration of Covenants, Conditions and Restrictions and Reservation of Easements for Pacific Park Villas, recorded August 25, 1994 as Instrument No. 94-0525336 of Official Records. PARCEL 4: Exclusive Easements appurtenant to Parcels 1 -and 2 above, for balconies or patio purposes, over the areas defined, depicted and assigned on the Plan. r' K CALIFORNIA ALL-PURPOSi4CKNOWLEDGMENT State of County of On cr o;1 before me, Dole - personally appeared IL9 A/ Name orb Te1B of Ofter (e 9.. J&itD4/. W-tary Pubwj C OR -R proved tome on the basis of satisfactory evidence to be the person(a) whose r-ame(,sl5ige subscribed to the within instrument and acknowie ged to me that she y executed the same In WQheh4eir authorized capacity(ies), and that by histher/their signature(e) on the instrument the perso*), or the entity Upon behalf of which the person(s) acted, executed the instrument. El:iMri i tsit:rvG WITNESS my hand and official seal. Commiss:on IV 113OC21 No'ary I•Wic • CoeVnia • � nee CMMTV Aig 2 AN�! .2001 S"lure 01 ary OPTIONAL Though the Information below is nit required by taw, it may prove valuable to persons reVng on the document and could prevent fraueulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document: S G'O"7 'r7� Document Date: 7 / 'Y Number of Pages: - Signer(s) Other Than Named Above: Capaciity(ies) Claimed by Signer(s) Signer's Name:brice- lk-"•z-1 ❑ Individual Corporate Officer Title(z):(I-lkek ❑ Partner —Aimite ❑ Gen ral ❑ Attomey-in-Fact ❑ Trustee Guardian or Conservator r - ❑ Other: I N o1 thumb here Signer Is Representing: er's Name: C Indi ual G Corporft Officer C. ❑ Title(s): Partner -- ❑ • Attomey-in-Fact Trustee Guardian or Cot Other: Signer Is Representing: ❑ General Top of rump We 0 1995 Aational "ary Association - 8238 Reavrm Ave., P.C. Box 7184 - Canoga Park. CA 9 1309.7184 Prod. No. W-7 Reorder. Cai TN -Free 1.900-8764827 4-- CALIFORNIA ALL-PURPOSE AC1UiO1VLEDGE111ENT STATE OF CALIFORNIA ,,r )SS COUNTY OF 12 "I-kX2 ) On ,jogjICE... 7(0 t j before me. _St-t A fl1C7Z �{J(3 i A!ij PlAutc, per,-onally appeared K t H Q\\K t N t_ 1 — penronally known to vw (or proved w me on the basis of satisfactory evidence) to be the person(s) whose name(s) istam subscribed to the within instrument atxi acknowledged to me that helshelthey executed the same in his/her/their authorized capacity(ies) and that by bisrherltheir signature(s) on the instrument the person(s) or the entity upon behalf of which the person(s) acted, executed the itstru Pw WITNFS and oifici i PRESHA FIETZ - (} COMM. s 1169494 ;� NOTARY PUBLIC-CALIFORMIAGI Si laturc B ��1 ORANGE COUNTY n COMM. EXP. JAN-15, 2002 � CAPACITY CLAIINIED BY SIGNER Though statute does not require the Notary to fill in the data below, doing so may prove invaluable to persons relying on the document. [ ] LYDIVIDUAL [ ] CORPORATE OFFICER(S) [ ] PARTNERtS) - I I MITTED [ ] GENERAL [ ] ATTOR-NEY-IN-FACT [ ] TRUSTEE(S) [ ] GUARDIAN/CONSERVATOR [ ]OTHER SIGNER IS REPRESENTING: TITLE(S) Name of Person or Entity Name o Person or Entity Though the date requested here is not required by law, it could prevent fraudulent reattachment of this form. TInS CERTIFICATE DiUST BE ATTACKED TO THE DOCUMENT DESCRIBED BELOW TITLE OR TYPE OF DOCUMENT: NUMBER OF PAGES SIGNERS) OTHER THAN NANTED ABOVE DATE OF DOCUMENTP 9 6 )41 ` tnArl� Council/Agency Meeting Held: 15497 Deferred/Continued to: WApproved ❑ Conditionally Approved ❑ Denied . City CI 's Signature Council Meeting Date: May 5, 1997 Department ID Number: ED 97-20 CITY OF HUNTINGTON BEACH REQUEST FOR REDEVELOPMENT AGENCY ACTION SUBMITTED TO: HONORABLE CHAIRMAN AND REDEVELOPMENT AGENCY MEMBERS SUBMITTED BY: MICHAEL T. UBERUAGA, Executive Dire r - PREPARED BY: DAVID C. BIGGS, Director of Economic Developm SUBJECT: DOWN PAYMENT ASSISTANCE PROGRAM PARTICIPANT • APPROVAL FOR PACIFIC PARK VILLAS PROJECT (Talbert -Beach Project Area) Statement of Issue, Funding Source, Recommended Action, Alternative Action(s), Analysis, Environmental Status, Attachments) Statement of Issue: The Agency is committed by a Disposition and Development Agreement to provide second trust deed loans to moderate -income buyers in the Pacific Park Villas located in the Talbert -Beach Redevelopment Project Area. Fundinq Source: Redevelopment Agency Housing Set -Aside Funds, Account Number E-TX-E D-923-7-75-00. Recommended Action: Motion to: Approve the borrower listed on the attached by name, the amount of the loan, and the specific property subject to trust deed and authorize the Chairperson and Agency Clerk to execute the loan documents between the Agency and the participant as prepared by the City Attorney, and authorize payment to be made to Tiempo Escrow in the amount of $35,000 on behalf of attached participants. Alternative Action(s): Do not approve the' participant. REQUESTFOR REDEVELOPMENT AGE�C'Y ACTION MEETING DATE: May 5, 1997 DEPARTMENT ID NUMBER: ED 97-20 Analysis: On June 3, 1993, the Redevelopment Agency approved a Disposition and Development Agreement (DDA) between the Agency and Sassounian Capital Ventures Inc., calling for the completion of 38 condominiums on a site in the Talbert -Beach Redevelopment Project Area. Under the DDA, $750,000 of Redevelopment Housing funds are committed to assist up to twenty-five moderate -income buyers in the Pacific Park Villas Condominium project. To date, the Redevelopment Agency has assisted 13 moderate -income buyers in the Pacific Park Villas project at a subsidy of $35,000 per unit. If approved by Council, this 14th loan will bring the total to $490,000, with a balance of $260,000 remaining from the $750,000 set - aside within the DDA. Environmental Status: NIA Attachments)/Exhibits: Attachment 1. Prospective Borrower , Exhibits r"�JJ JAG rEu1F.w �h L��( Clerks D41ce., A. Loan Agreement B. Promissory Note C. Deed of Trust with Assignment of Rents D. Declaration of Covenants E. Disclosure Statement F. Notice of Right of Recission G. Lending Instructions H. Certificate of Proposed Transferee RCAHOSSI.DOC -2- 041301971:19 PM Attachment 1\o. 1 Down Payment Assistance Program Loon Xame Amount Location of ProperV Subject to Trust Deed 97-03 Faroukh Hosseinaii S35,000 18061 Jovful Lane, #201 Note: 1) Borrower have received "conditional loan approval" from first trust deed lender. 2) Pursuant to Agency direction, overtime and bonuses are considered indefinite sources of income and may or may not be used to qualify borrowers on a case -by -case basis. rcaosterl.doc TIEMPO ESCROW, INC. f 19093 Beach Blvd. ` ESCROW TRUL( RECEIPT N ° 11859 Huntington Beach, CA 92648 ESCROW NO, DATE 9986-C 5 16 97 RECEIVED OF CITY OLD fVJNTING'TON BFACH Tf MY FIVE TfKXM D AND N01100 _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ DOLLARS t 35.000.00 BANK CHECK and ARANCH ShNM BANK CALTFCRNIA 402670 CASH CASHIERS CHECK CHECK 1 $35,000.00 ABA If 16-351 CHECKING ACCOUNT NO 2094 00209 RECEIVED AFTER HOURS ❑ # CITY OF HUNTINGTON BEACt,/ Oft RnY ion 4tl11J1mr'.rnN RrjWu f_ll fFnnFJIA&,*" DATU R.O. NUMBER GROSSAMOUNT DISCOUNT NE"TAMOUNT 05-14-97 715883 9936—C ETXED92377 35000.00 35000.00 TOTALS ►-is IZ I. I CITY OF HUNTINGTON BEACH 16-351/12N NUMBER %` 4026701 : HUNTINGTON BEACH. CAUFORNIA 92648 PAY T3 THE ORDER OF _ BATH Nt1M8ER NETAMOUN7 TIEMPO ESCROIi .INC 05w14-97 '402670'- $***350{30.06 19093 BEACH CAL HUNTINGTON BEACH CA -- .92643 CITY OF HUNTINGTON BEACH VO D UNLESS PRESENTED FOR ENCASHIASHT WITHIN 90 DAYS FROM DATE OF ISSUE SAN'WA BANK OF CAUFORNIA Ht;'MtIGTON BEACH OFFICE ' !/ 6Nt WARNER AVENUE - HUP+TINGTON BEACH. CA 92657 tI240 2670c' _ is 12 20035 L61:. 2094,,-00 209ol 15- /6, - • 7 i 1 }•Ife. 0 `JI/ ,I :r: � � 1 .'YI l'�ir•. • dam' �. •1 : • M'I;,�I' LOAN AGREEMENT THIS LOAN AGREEMENT (the "Agreement") is made this 5 t h day of May ,19 9 7 by and between FAROUKH HOSSEINALI ("Participant") and the REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH, a public body corporate and politic (the "Agency"). RECITALS A. Participant has entered into an agreement (the "Purchase Agreement") to purchase that certain real property commonly knwvm as 18061 Joyful Lane- #2 J__JIuntington Beach, California, and more particularly described in Exhibit A attached hereto and incorporated herein (the "Property"). B. Participant requires assistance to purchase the Property and would not be able to purchase the Property without such assistance. Participant is a person or family of low or moderate income and currently earns less than 120% of the current annual median income for the Orange County area, as those terms are defined by California Health and Safety Code Section 50093. C. Participant has represented to the Agency that Participant and Participant's immediate family intend to reside in the Property at all times throughout the term of this Agreement. D. The Agency desires to assist persons of low and moderate income to purchase residential property to increase, improve, and preserve low and moderate income housing available at an affordable housing cost within the City of Huntington Beach (the "City"). E. The Agency wishes to lend, and Participant %Nishes to borrow, Program funds to assist Participant to purchase the Property upon the terms and conditions set forth herein. NOW, THEREFORE, for good and valuable consideration the parties agree as follows: 1. Agency Lam. The Agency shall loan to Participant (the "Agency Loan") the amount of Thirty-five Thousand Dollars ($35,000.00) subject to the conditions and restrictions set forth herein and those set forth in the Promissory Note and the Disclosure Statement for the Program. The Agency Loan shap be paid to the seller of the Property (the "Seller") by the Agency through deposit of the Agency Loan proceeds into escrow with TIHMM-ESCROW, INC. (the "Escro%v Agent") (Escrow No. 9986-C). The Agency shall direct the Escrow Agent to apply the proceeds of the Agency Loan on behalf of Participant to the purchase price of the Property, and, at Participant's election, to the costs of closing, escrow fees, recording fees, loan points and fees, and/or document fees. Loan Agreement Page 1 of 8 41bh/0:4-91-Agrce:houen:loanagree RLs 97 263 429/97 a� .� YIo . a • At such time, Participant shall execute and deliver to the Agency a promissory note in favor of the Agency as holder, in the amount of the Agency Loan, with simple interest at five percent (5%) per annum, due in thirty (30) years and payable upon the earlier sale, refinancing or transfer of the Property, substantially in the form of the "Promissory Note" attached hereto as Exhibit B and incorporated herein. Participant shall also execute and deliver to the Agency a second deed of trust encumbering the Property which shall secure the Promissory Note (the "Agency Deed of Trust"), in the form of Exhibit C attached hereto and incorporated herein. 2. Maintenance of Propta. Participant shall maintain the improvements on the property in a manner consistent with community standards and in a manner which will uphold the value of the Property, and shall keep the Property free from any accumulation of debris and waste materials. Participant agrees to comply with any and all covenants and agreements established by any homeowner's association or other regulatory entity recognized by area property owners and comply with all applicable federal, state and local laws. 3. Due on Sale. Transfer or Refinancing. Participant agrees to notify the Agency not less than thirty (30) days prior to (i) the sale or transfer of the Property or (ii) any refinancing of the lien of the Agency Deed of Trust or any lien to which the lien of the Agency Deed of Trust is subordinate (the "First Mortgage"). The Agency Loan and all interest accrued thereon shall be due and payable upon (i) such sale or transfer, (ii) the refinancing of the First Mortgage for a loan amount in excess of the then current loan balance or for an amortization period longer than the loan secured by the First Mortgage, or (iii) Participant is no longer an occupant of the Property pursuant to Section 5 of this Agreement or is in material default of any other obligation pursuant to this Agreement. At the request of Participant, the Agency may, in its sole discretion, waive the requirements of this Section 3 and extend the term of the Agency Loan. 4. Equity Sharing. In the event that the Agency Loan becomes due and payable prior to the thirtieth anniversary of the date of this Agreement, Participant shall pay to Agency concurrently with such sale, transfer or refinancing, an amount equal to the "Equity Share Amount." The Equity Share Amount shall be determined by applying a percentage factor (the "Applicable Factor") to the difference between the Sales Price and the Purchase Price (defined below) as follows: Prior to fifth anniversary of the Agency Deed of Trust: 2. After fifth anniversary but prior to sixth anniversary: 3. After sixth anniversary but prior to seventh anniversary 4. After seventh anniversary but Loan Agreement Page 2 of 8 4\bh/G:4-97-Agree:hossen:loanagree RLS 97-263 4/23/97 fifty percent (50%) forty-eight percent (48%) forty-six percent (46%) prior to eighth anniversary: forty-four percent (44%) S. After eighth anniversary but prior to ninth anniversary: forty two percent (42%) 6. After ninth anniversary but prior to tenth anniversary: forty percent (40%) 7. After tenth anniversary but prior to eleventh anniversary: thirty-eight percent (38%) S. After eleventh anniversary but prior to twelfth anniversary: thirty-six percent (36%) 9. After twelfth anniversary but prior to thirteenth anniversary: thirty-four percent (34%) 10. After thirteenth anniversary but prior to fourteenth anniversary: thirty-t«-o percent (32%) 11. After fourteenth anniversary but prior to fifteenth anniversary: thirty percent (30%) 12. Ater fifteenth anniversary but prior to sixteenth anniversary: twenty-eight percent (28%) 13. After sixteenth anniversary but prior to seventeenth anniversary: twenty-six percent (26%) 14. After seventeenth anniversary but prior to eighteenth anniversary: twenty-four percent (24%) 15. After eighteenth anniversary but prior to nineteenth anniversary: twenty-two percent (22%) 16. After nineteenth anniversary but prior to twentieth anniversary: twenty percent (201/o) 17. Ater twentieth anniversary but prior to twenty-first anniversary: eighteen percent (18%) Loan Agreement Page 3 of 8 41.bh]G:4-97-Agrce:hossen:loanagrce RLS 97-263 4/23/97 18. After twenty-first anniversary but prior to twenty-second anniversary: sixteen percent (16%) 19. After twenty-second anniversary but prior to twenty-third anniversary: fourteen percent (14%) 20. After twenty-third anniversary but prior to twenty-fourth anniversary: twelve percent (12%) 21. After twenty-fourth anniversary but prior to twenty-fifth anniversary: ten percent (101/6) 22. After twenty-fifth anniversary but prior to twenty-sixth anniversary: eight percent (80/6) 23. After twenty-sixth anniversary but prior to twenty-seventh anniversary: six percent (6%) 24. After twenty-seventh anniversary but prior to twenty-eighth anniversary: four percent (4%) 25. After twenty-eighth anniversary but prior to twenty-ninth anniversary: two percent (2%) 26. After twenty-ninth anniversary but prior to thirtieth anniversary: one percent (10/a) 27. After thirtieth anniversary: zero percent (0%) The "Purchase Price" is the price paid by the Participant to the Seller for Seller's interest in the Property, exclusive of escrow fees, title insurance costs, broker's commissions, loan fees or any other closing or transaction costs. The actual cost to Participant of all capital improvements to the Property made while Participant owned the Property may be added to the Purchase Price if Participant complies v6 ith the following: No capital improvements which cost more than two thousand five hundred dollars ($2,500) shall be added to the Purchase Price unless within sixty (60) days following completion of such capital improvements to the Property Participant shall send the following to the Agency: (i) an itemized list of the improvements, (ii) proof of completion of the improvements, and (iii) evidence of the cost of the improvements. The costs incurred by the Participant for capital improvements which cost less than two thousand five hundred dollars ($2,500) shall be added to Loan Agreement Page 4 of 8 41bh/0:4-97-Agrec:hossen:loanagree RL5 97-263 4/23/97 V the Purchase Price upon Participant's submission of evidence of such costs to the Agency, in a form reasonably satisfactory to the Agency, prior to the due date of the Agency Loan. The "Sales Price" is the price paid by the Buyer of the Property to Participant for Participant's interest in the Property, exclusive of escrow fees, title insurance costs, broker's commissions, loan fees or any other closing or transaction costs. A. ES . The Equity Share Amount shall be payable to the Agency upon sale or transfer of the Property to a person or persons (the "Buyer") whose income exceeds 120% of the current annual median income for the Orange County area. If the Buyer does not submit an income verification statement to the Agency, the Buyer shall be deemed to exceed such income limit. If the Buyer does not exceed the aforesaid income limit, the Equity Share Amount shall not become payable. B. E!Qui y Share JjVon R�jnan.,zina or Failure to Occupy. The Equity Share Amount shall be payable to the Agency upon a refinancing, failure to occupy the Property or material breach of any other provision of this Agreement which causes the Agency Loan to become due and payable. The Sales Price for purposes of determining the Equity Share Amount shall be determined by an appraisal of the Property. The Agency shall appoint a certified, independent, Appraiser to conduct an appraisal of the Property, at Participant's expense, and Participant agrees that in such event the Equity Share Amount shall be the Applicable Factor multiplied by the difference between the Purchase Price and the appraised value of the Property as of the time of such refinancing. This Agreement shall be terminated upon the Participant's repayment of the Agency Loan and payment of the Equity Share Amount as provided in this Agreement. C. Expiration of Eqjjitv Share Obliegtion. In the event the Participant does not sell or transfer the Property, does not fail to occupy the Property, does not refinance, or is not in material breach of any other provision of this Agreement before the Thirtieth anniversary of the date of this Agreement, the Participant shall have no obligation to pay the Equity Share Amount to Agency upon any later sale, transfer or refinancing. 5. Occupam Stan ards.The Property shall be used as the personal residence of Participant and Participant's immediate family and for no other purpose. Participant shall not enter into an agreement for the rental or lease of the Property. 6. j cn ome Information. Participant has submitted an eligibility verification form to the Agency prior to execution of this Agreement. Participant represents and warrants to the Agency that all information Participant has provided and will provide in the future is and will be true, correct and complete. Participant acknowledges that the Agency is relying upon Participant's representations that Participant's income does not exceed 120% of the area median income and would not have entered this Agreement if Participant's income exceeded 120% of the area median income. Loan Agreement Page 5 of 8 4',hh'G:4-97-Agm:hosscn:loanagree RLS 97-263 4!23197 7. L,ganServiciag. The Agency may contract with a private lender to originate and service the Agency Loan. 8. Participant Financing. Participant shall obtain financing for the purchase of the Property from the Southern California Home Financing Authority or a reputable institutional lender approved by the Agency (the "Lender"). The lien secured by the Agency Deed of Trust shall only be subordinated to a first lien on the Property held by the Lender or Lender's assigns. In addition, not less than three percent (3%) of the Purchase Price of the Property shall be paid in cash from Participant's own resources and not from the proceeds of a loan. 9. Covenants. Participant and the Agency shall execute and have recorded in the Official Records of Orange County, California, a "Declaration of Conditions, Covenants and Restrictions for Property," substantially in the form of Exhibit D attached hereto and incorporated herein, in,,%fiich Participant agrees that the Property shall only be owned by Participant or other persons or families of low or moderate income available at an affordable housing cost, as those terms are defined in California Health & Safety Code Sections 50093 and 50052.5, and that Participant shall not discriminate against any person or group of persons on the basis of race, color, religion, sex, marital status, nztional origin or ancestry. Such covenants shall run with the land, in favor of the Agency and the City. 10. Non -Waiver. Failure to exercise any right the Agency may have or be entitled to, in the event of default hereunder, shall not constitute a waiver of such right or any other right in the event of a subsequent default. 11. Indemnification. The Participant shall defend, indemnify and hold harmless the Agency and the City of Huntington Beach and their respective officers, agents, employees, representatives and volunteers from and against any loss, liability, claim or judgment relating in any manner to the Property or this Agreement. The Participant shall remain fully obligated for the payment of property takes and assessments related to the Property. There shall be no reduction in taxes for Participant, nor any transfer of responsibility to the Agency or the City to make such payments, by virtue of the Agency Loan. 12. I2a&ults. Failure or delay by either party to perform any term or provision of this Agreement which is not cured within thirty (30) days after receipt of notice from the other party constitutes a default under this Agreement; provided, however, if such default is of the nature requiring more than thirty (30) days to cure, the defaulting party shall avoid default hereunder by commencing to cure within such thirty (30) day period and thereafter diligently pursuing such cure to completion. The party who so fails or delays must immediately commence to cure, correct, or remedy such failure or delay, and shall complete such cure, correction or remedy with diligence. Loan Agreement Page 6 of 8 4%bh/G:4.97-Agree:hosscn:loanagree R!S 97-263 4123)97 The injured party shall give written notice of default to the party in default, specifying the default complained of by the injured party. Except as required go protect against further damages, the injured party may not institute proceedings against the party in default until thirty (30) days after giving such notice. Failure or delay in giving such notice shall not constitute a waiver of any default, nor shall it change the time of default. 13. Documents. Participant is aware that the Agency has prepared certain documents to implement the Program and secure repayment of the Agency Loan. Participant has reviewed and agrees to execute the folio-v%ring documents prior to receiving the Agency Loan: (a) Disclosure Statement; (b) Promissory Note; (c) Agency Deed of Trust; and (d) Declaration of Conditions, Covenants and Restrictions of Property. Participant agrees and acknowledges that the Agency Deed of Trust and the Declaration of Conditions, Covenants and Restrictions of Property shall be recorded with the County Recorder of the County of Orange and shall appear of record with respect to and as encumbrances to the Property. 14. Further Assurances. The Participant shall execute any further documents consistent with the terms of this Agreement, including documents in recordable form, as the Agency shall from time to time find necessary or appropriate to effectuate its purposes in entering into this Agreement and making the Agency Loan. 15. Govemini; Law. This Agreement shall be governed by the laws of the State of California. Any legal action brought under this Agreement must be instituted in the Superior Court of the County of Orange, State of California, in an appropriate municipal court in that county, or in the Federal District Court in the Central District of California. 16. Amendment OCAureement. No modification, rescission, waiver, release or amendment of any provision of this Agreement shall be made except by a written agreement executed by the Participant and Agency. 17. Agency May Assign. Agency may, at its option, assign its right to receive repayment of the loan proceeds without obtaining the consent of the Participant. 18. Participant Assignment Prohibited. In no event shall Participant assign or transfer any portion of this Agreement without the prior express written consent of the Agency, which consent may be given or withheld in the Agency's sole discretion. No assumption of the Agency Loan shall be permitted at any time. This section shall not prohibit the Agency's right to assign all or any portion of its rights to the loan proceeds hereunder. Loan Agreement Page 7 of 8 41bWGA-97-Agrcc:hossen:loanagme RLS 97-263 4R3/97 19. Entire Agreement. This Agreement constitutes the entire understanding and agreement of the parties. This Agreement integrates all of the terms and conditions mentioned herein or incidental thereto, and supersedes all prior negotiations, discussions and previous agreements between the Agency and the Participant concerning all or any part of the subject matter of this Agreement. IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year written below. "PARTICIPANT" Date: MAY 16 , 19 97 By: 1 � ✓a'� � � -� Printed Name: FAIMM EOMINALI Date: , 19 By: Printed Name: Date: 19 By: Printed Name: THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH, a public body corporate and politic Date: 19 By: Chairman ATTEST: APPROVED AS TO FORM: ge:�cy Clerk �/� � f 97 REVIEWED AND APPROVED: -�t� Execc utive Director Lo Page 8 of 8 4\bh/G:4-97-Agree:hossen:loanagree RLS 97-263 4/23/97 IN EXHIBIT B Huntington Beach, California FOR VALUE RECEIVED, the undersigned ("Maker") promises to pay to The Redevelopment Agency of the City of Huntington Beach ("Bolder") at 2000 Main Street, P.O. Box 190, Huntington Beach, California 92648, or at such other address as holder may direct from time to time in writing, Thirty-five Thousand Dollars ($35,000.00) (the "Note Amount") together with interest thereon at the rate set forth herein. All sums hereunder shall be payable in lawful money of the United States of America and al sums shall be credited first to interest then clue and the balance to principal. I. interest Rate Simple interest shall accrue on the Note Amount at a rate of five percent (5.00%) per annum. If the fair market value of the Property does not increase at least five percent (5.00%) per annum, the accrued interest on the Note Amount shall be forgiven by the Holder. The balance of all unpaid principal and accrued interest shall be due and payable on JWE_1 . .2027 (thirtieth (30th) anniversary date of this Promissory Note). The whole of the Note Amount plus accrued interest and all other payments due hereunder shall become due and be immediately payable to the Holder by the Maker upon the occurrence of any one of the following events: (a) Maker sells or otherwise transfers title to the Property; or (b) Maker refinances any lien or encumbrance to which the Agency Deed of Trust is subordinate for a loan amount which is in excess of the then current loan balance of such prior lien or extends the amortization period of the loan secured by such prior lien; or (c) Maker fails to occupy the Property or to perform any obligation under the Agreement (as hereinafter defined). "Exhibit B" to Loan Agreement Pagel of 3 4VA-97grec:hosscin: Exh NIB RLS 97-263 4123197 This Promissory Note shall be secured by a second deed of trust encumbering the Property (the "Agency Deed of Trust"), executed by Maker as Trustor in favor of Holder as Trustee. Maker may prepay to Holder the full Note Amount, together with simple interest thereon at a rate of five percent (5.00%) per annum, at any time prior to the due date of the Note Amount. This Promissory Note is made and delivered pursuant to and in implementation of Loan Agreement entered by and between the Holder and the Maker dated MU 5TH , 19 97 (the "Agreement"), a copy of which is on file as a public record m ith the Holder and is incorporated herein by reference. The Maker acknowledges that but for the execution of this Promissory Note, the Bolder would not enter into the Agreement or make the loan contemplated therein. Unless definitions of terms have been expressly set out at length herein, each term shall have the same definition as set forth in the Agreement. Ilolder may, at its option, assign its right to receive payment under this Promissory Note without necessity of obtaining the consent of the Maker. In no event shall Maker assign or transfer any portion of this Agreement without the prior express written consent of the Holder, which consent may be given or v- ithheld in the Holder's sole discretion. Likewise, no assumption of the Agency Loan shall be permitted at any time. This Section shall not prohibit the Holder's right to assign all or any portion of its rights to the loan proceeds hereunder. In the event that any action is instituted to enforce payment under this Promissory Note, the Maker promises to pay such sums as a court may fix for court costs and reasonable attorneys' fees. "Exhibit B" to Loan Agreement Page 2 of 3 4\s14-97grce:hossc1n:Exhibi1B RL5 97-263 4123197 1 Q. Non -Waive Failure or delay in giving any notice required hereunder shall not constitute a waiver of any default or late payment, nor shall it change the time for any default or payment. This Promissory Note shall be binding upon the parties hereto and their respective heirs, successors and assigns. "MAKER" By: Printed Name: FAFSXJKR EOSSFJMLI By: Printed Name: By: Printed Name: "Exhibit B" to Loan Agreement Page 3 of 3 CsA-97grechossein; E-xhibit[3 RLS 97-263 4f23197 i ltr1rU t-,'>IKUW I`tlJ� l-r l�-ybl-b'�'�1 Hpr• it, yr 1.):1J r4U.UUL r .VL V ORDER NO.: 9402215-A SCRBDULS A The estate or interest In the land hereinafter described or referred to covered by this report lei A CONDOMINIUM, as defined in Section 783 of the California Civil Code, in fee Title to said •state or interest at the date hereof is vestsd ins Sasssounian Capital ventures, Inc., a California Corporation t The land referred to in this report in situated in the State of California, County of orange , and is described as follows: A Condominium comprised ofs PARCEL 1: An undivided one twenty second (1122) fee simple interest as a tenant in common in and to all of the Common Area defined in Declaration referred to below and described in the Condominium Plan (-Plan") for Lot 1 of Tract No.414828, which Plan was recorded cn August 25, 2994 an Instrument No. 94-052533S of Official Records of Orange County, over Lot I of Tract No. 14028, in the City of Huntington Beach, County of Orange. State of California, as per map filed in Book 706, pages 27 to 29 of Miscellaneous Maps, in the office of the County Recorder of said Ccunty. iltMPU L>LkUW ILL: 1-114-ybl-t�y�-1 HVI lbp 'Y r 1.5:Z4 IIU.UV1 r.V7 f � � SCRBQUL[ A COttTINUND 0 MDER NO.: 9402215-A Excepting therefrom all oil, petroleum. asphaltum, gas, minerals and other hydrocarbon substances, as reserved in deed recorded August 16, 1921 in Rook 401, Page Isc of Deeds, and In various other deeds of record. PARCEL 2: Unit No. 15 consisting of certain airspace and surface elements, as shown and described In the Condominium Plan referred to in Parcel 1 above. PARCEL 3: Non-exclusive easements for access, ingress, egress, use, enjoyment, drainage, encroachment, support, maintenance, repairs and !or other purposes. all as described in that certain Declaration of Covenants. Conditions and Restrictions and Reservation of lasements for Pacific Park Villas, recorded August 25, 1994 as instrument No. 94-0525336 of official Records. PARCEL 4: exclusive easements appurtenant to Parcels 1 and 2 referred to above, for balcony or patio purposes, over the areas defined, depicted and asatgntd an the Plan. RIDER TODEED OF TRUST T (if required by the First Lender) This Deed of Trust is subject to the terms and conditions of that certain Loan Agreement dated MAY 5TH , 19 97 (the "Loan Agreement"), pursuant to which Beneficiary has agreed to loan Trustor the sum of Thirty-five Tliousand dollars ($35,000.00) (the "Loan Amount"). All terms in this Rider to Deed of Tntst, if not separately defined herein, shall have the meanings as dclined in the Loan Agreement. Notwithstanding, any provision herein, this Deed of Trust shall not diminish or affect the rights of the First Lender under the deed of trust executed by Trustor in favor of the First Lender as security for the First Lender Note, or any subsequent First Lender deeds of trust hereafter recorded against the property described herein. Notwithstanding, any provision in this Deed of Trust to the contrary, all of the provisions of this Deed of Trust shall terminate and have no further force and effect upon the occurrence of one of the following events: 1) Title is acquired by the First Lender or another party upon foreclosure of a deed of trust by the First Lender. 2) Title is acquired by the First Lender or another party by a deed in lieu of foreclosure of the First Lender deed of trust. Dated: MAY 16M1, 19,97 APPROVED AS TO FORM: Jz- �- &aL Agency Attorney 4%bh/G:4-97agrce:l Iossein: Exhib itC: RLs 97-263 4:'23197 TRUSTOR: �itrcu�+ - ���•. FAROUKH H=FJNMI "Exhibit C" to Loan Agreement Page 15 of 15 EXHIBIT D RECORDING REQUESTED BY ) AND WHEN RECORDED MAIL TO: ) REDEVE OPMEW Agency of the City of } Huntington Beach �UObiRain Street ) Huntington Beach, California 92648 } Attn: Agency Clerk ) (Space above for Recorder's use.) THIS DECLARATION OF CONDITIONS, COVENANTS AND RESTRICTIONS FOR PROPERTY (the "Declaration") is made by and between FAROUKEI HOSSEINALI (the "Covenantor") and THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH, a public body corporate and politic (the "Agency" or "Covenantee") as of the date set forth below. RECITALS A. Covenantor and the Agency have entered into a certain Loan Agreement dated MAY 5TH , I997 , (the "Agreement," a copy of which is on file with the Agency at its offices and is a public record) pursuant to which the Covenantor has agreed to subject certain real property (referred to in the Agreement and referred to herein as the "Property") described in the "Legal Description of (lie Property" (which is attached hereto as Exhibit "A" and incorporated herein by this reference) to certain covenants, conditions and restrictions. B. The Community Redevelopment Law (California Health and Safely Code § 33000 et seq.) provides that a redevelopment agency shall establish covenants running with the land in furtherance of redevelopment plans. NOW, TIIEREFORE, the parties hereto agree and covenant as follows: 1. Affordability -Covenants. Covenantor agrees for itself, and its successors and assigns, and every successor to Covenantor's interest in the Property, or any part thereof that for "Exhibit D" to Loan Agreement Page 1 of 9 41bh;G:4-97Agrcel losscin: Exhib itD RLS 97-263 4123197 thirty (30) years from the date of recording of the Deed of Trust in favor of the Agency regarding the Property (the "Expiration Date"): (a) The Property shall only be owned and occupied by Convenantor or by other persons or families of "Moderate Income." "Moderate Income" shall mean persons or families earning One Hundred Twenty Percent (l 20%) or less of Orange County median income, adjusted for appropriate family size. (b) The Property shall be kept available at Affordable Housing Cost (as defined below) to the Covenantor or other persons or families of moderate income. Affordable 1 lousing Cost shall mean, as to each person or family of low or moderate income, that purchase price which would result in monthly housing payments which do not exceed an amount under any currently prevailing conventional home mortgage lending rates applied by any reputable institutional home mortgage lender, or the lending rates of any government -subsidized or special mortgage program for which such person or family qualifies and has obtained a first trust deed loan, which do not exceed thirty-five percent (35%) of One I lundred Ten Percent (I 10%) of the Orange County monthly median income for those persons and families of moderate income (as determined by the United States Department of Housing and Urban Development) earning between Eighty Percent (80%) and One Hundred Ten Percent (110%) of the Orange County monthly median income, and Thirty -Five Percent (35%) of the monthly median income of any person or family of moderate income which earns more than One hundred Ten Percent (I 10%) and not more than One Hundred Twenty Percent (120°lo) of the Orange County median income. (c) The covenant contained in this Section I shall run with the land and shall automatically terminate and be of no further force or effect upon the Expiration Date. 2. Transfer of PropWy. No transfer of the Property shall occur until the Agency determines (a) that the proposed purchaser intends to occupy the Property as the proposed purchaser's principal residence, (b) that the proposed purchaser is a person or family of moderate income and (c) that the proposed transfer occurs at an Affordable Housing Cost. The Agency shall not be obligated to approve a transfer until and unless the proposed purchaser has submitted to the Agency such information and completed such forms as the Agency shall request to certify the proposed purchaser's intent with respect to its residency of the Property and its gross income, and the proposed purchaser tins submitted an affidavit disclosing and certifying the amount of the proposed purchase price. Prior to conveyance of the Property, each approved purchaser shall submit to the Agency an executed disclosure statement which certifies that the purchaser is aware that the purchaser buying may only sell the unit at an Affordable (lousing Cost to a moderate income person or family, that the maximum permitted sales price may be less than fair market value and that the unit must be owner -occupied at all times and cannot be rented or leased. Covenantor shall cooperate with the Agency in providing such forms to proposed purchasers and in assisting proposed purchasers to prepare such forms and to provide any required information to the Agency in connection with the Covenantors original sale of the Affordable Unit, provided "Exhibit D" to Loan Agreement Page 2 of 9 Abh\G A-Mgree:I losscin: Exhibit[) itr) RLs 97-263 4123197 L� `.J that the Covenantor shall not be obligated to incur any out-of-pocket costs in connection therewith, other than employee time dedicated to providing such assistance. THE COVENANTOR AND EACH SUCCESSOR, HEIR OR ASSIGN OF COVENANTOR UNDERSTANDS THAT THE DETERMINATION OF THE AFFORDABLE I IOUSING COST CAN BE MADE ONLY AT TIIE TIME OF THE PROPOSED TRANSFER, TAKING INTO CONSIDERATION INTEREST RATES, THE TERMS OF SALE OFFERED TO AND THE ECONOMIC CIRCUMSTANCES OF THE PROPOSED PURCHASER AND OTHER FACTORS THAT CANNOT BE ACCURATELY PREDICTED, AND THAT THE TRANSFER PRICE PERMITTED HEREUNDER MAY BE LESS THAN THE FAIR MARKET VALUE OF THE PROPERTY AND MAY NOT INCREASE OR DECREASE IN THE SAME MANNER AS OTHER SIMILAR REAL PROPERTY WINCH IS NOT ENCUMBERED BY THIS RESTRICTION. COVENANTOR AND EACH SUCCESSOR, HEIR OR ASSIGN OF COVENANTOR FURTHER ACKNOWLEDGES THAT AT ALL TIMES IN SETTING TIIE TRANSFER PRICE THE PRIMARY OBJECTIVE OF THE AGENCY AND THIS DECLARATION IS TO PI:OVIDE HOUSING TO ELIGIBLE PERSONS OR FAMILIES AT AN AFFORDABLE HOUSING COST. (I �C__ - Covenantor Initials The covenant contained in this Section 2 shall run with the land and shall automatically terminate and be of no further force or effect upon the Expiration Date. 3. Non-Di5Crimination Coyenants. Covenantor covenants by and for itself, its successors and assigns, and all persons claiming under or through them that there shall be no discrimination against or segregation of any person or group of persons on account of race, color, religion, sex, marital status, national origin or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure, or enjoyment of the Property, nor shall covenantor itself or any person claiming under or through it, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, suble;ssces, or vendees in the Property. Covenantor and its successors and assigns, shall refrain from restricting the rental or lease (if permitted by Covenantor) or sale of the property on the basis of race, color, religion, sex, marital status, national origin or ancestry of any person. All such deeds, leases or contracts shall contain or be subject to substantially the following nondiscrimination or non segregation clauses: (a) In deeds: "The grantee herein covenants by and for himself or herself, his or her heirs, executors, administrators and assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of "Exhibit D" to Loan Agreement Page 3 of 9 4%h1G:4-97Agrce:1 losse in: ExhibitD RLS 97-263 4/23/97 persons on account of race, color, religion, sex, marital status, national origin or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the land herein conveyed, nor shall the grantee himself or herself or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessee or vendees in the land herein conveyed. The foregoing convenants shall run with the land." (b) In leases: "The lessee Herein covenants by and for himself or herself, his or her heirs, executors, administrators and assigns, and all persons claiming under or through him or her, and this [case is made and accepted upon and subject to the following conditions: "There shall be no discrimination against or segregation of any person or group of persons on account of race, color, religion, sex, marital status, ancestry or national origin in the leasing, subleasing, transferring, use, occupancy, tenure or enjoyment of the premises herein leased nor shall the lessee himself or herself, or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, sublessees, subtenants or vendees in the premises herein leased." (c) In contracts: "There shall be no discrimination against or segregation of, any person, or group of persons on account of race, color, religion, sex, marital status, ancestry or national origin, in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the premises, nor shall the transferee himself or herself or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessee or vendees of the premises." Nothing in this Section 3 shall be construed to authorize the rental or lease of the Property if such rental or lease is not otherwise permitted. The convenants in this paragraph 3 shall run with the land in perpetuity, 4. No violation or breach of the covenants, - conditions, restrictions, provisions or limitations contained in this Declaration shall defeat or render invalid or in any way impair the lien or charge of any mortgage or deed of trust or security interest. 5. Cgvenanis For Beriefil of City and Agency. All covenants without regard to technical classification or designation shall be binding for the benefit of the Covenantee and the City of I luntington Beach (the "City") and such covenants shall run in favor of the Covenantee and the City for the entirw period during which such covenants shall be in force and effect, without regard to whether the Covenantee or the City is or remains an owner of any land or interest therein to which such covenants relate. The Covenantee and the City, in the event of any breach of any such covenants, shall have the right to exercise all the rights and remedies and to "Exhibit D" to Loam Agreement Page 4 of 9 4',bh1G:4-97Agrcc:1 losscin: Cxhibiffl RM 97-263 4,123N7 maintain any actions at law or suits in equity or other proper legal proceedings to enforce and to cure such breach to which it or any other beneficiaries of these covenants may be entitled during the term specified for such covenants, except the covenants against discrimination which may be enforced at law or in equity at any time in perpetuity. IN WITNESS MffIEREOF, the Covenantee and Covenantor have caused this instrument to be executed on their behalf by their respective officers hereunto duly authorized, this lfth day of MAY , 1997 . COVENANTOR FARCMI HOSSEINALI APPROVED AS TO FORM: e Agency Counsel � t . n ��,�1�� "Exhibit D" to Loan Agreement Page 5 of 9 4%bhIGA-97Agr=1 lossein: Exh ib itD RLS 97-263 4/23197 STATE OF CALIFORNIA ) } ss COUNTY OF CRANGE ) On MAY 16111, 1997 , before me, LINDA J. CAM PBELL (name, title, e.g., "Jane Doe, Notary Public"), personally appeared _ FARGMI t�SF� T.T (name(s) of signer(s)), personally known to be -- OR -- XX proved to me on the basis of satisfactery evidence to be the person(s) whose name(s) istare 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 signaturc(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. eial seat. LINDAJ. AMPBELL _ m �� , �j: COMM. # 1045344 !p _ t NOTARY PUDLIC-CALIF OR14 A � OnANGE COUNTY MY Comm. Expk" DEC. ?0. IWO (Signs re of Notary) LINDA J. CAMPBELL X Individual Corporate Officer(s): Title(s) Partner(s): Limited General Attorney -in -Fact Trustee(s) Guard ian/Conservator Other SIGNER IS REPRESENTING: Names of Persons) or Entity(ies) ATTENTION NOTARY: Although the information requested below is OPTIONAL, IT COULD PREVENT FRAUDULENT ATTACHMENT OF THIS CERTIFICATE TO ANOTHER DOCUMENT. THIS CERT1l:jCATE Title or Type of Document MUST BE ATTACI-IED Q THE DOCUMENT Number of Pages DESCRIBED Date of Document ©T RIGI IT: Signer(s) Other Than Named Above: "Exhibit D" to Loan Agreement Page G of 9 41bh\G:4-97Agreea losscin:Exhib itD ttLS 97-263 4/23197 Mw ME STATE OF CALIFORNIA } COUNTY OF ss On , before me, (name, title, e.g., "Jane Doc, Notary Public"), personally appeared (name(s) of signer(s)), personally known to be -- 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(ics), 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. Witness my hand and official seal. (Signature of Notary) Individual Corporate Ofrcer(s): Title(s) Partner(s): Limited General Attorney -in -Fact Trustee(s) Guardian/Conservator Other SIGNER 1S REPRESENTING: Name of Pcrson(s) or Entity(ics) ATTENTION NOTARY: Although the information requested below is OPTIONAL, IT COULD PREVENT FRAUDULENT ATTACHMENT OF THIS CERTIFICATE TO ANOTHER DOCUMENT. THIS CERTIFICATE Title or Type of Document MUST IRE ATTACHED T{2TILE DOC4 I�il ENT Number of Pages DE-sf ikmrm Date of Document AT RIGHT: Signer(s) Other Than Named Above: "Exhibit W to Loan Agreement Page 7 of 9 4lbh%GA-97Agrce:1 iossciwExhibitD RtS 97-263 4MI97 V STATE OF CALIFORNIA ) ss COUNTY OF ) On , before me, (name, title, e.g., "Jane Doc, Notary Public"), personally appeared (name(s) of signer(s)), personally known to be -- OR -- proved to me on the basis of satisfactory evidence to be the person(s) whose namc(s) islare subscribed to the within instrument and acknowledged to me that lie/shchlicy executed the same in his/lierhheir 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. Witness my hand and official seal. (Signature of Notary) _ Individual .1 Corporate Off ieer(s): Title(s) Partner(s): Limited General Attorney -in -Fact Trustce(s) Guardian/Conservator Other SIGNER 1S REPRESENTING: Name of Person(s) or Entity(ies) ATTENTION NOTARY: Although the information requested below is OPTIONAL, IT COULD PREVENT FRAUDULENT ATTACHMENT OF THIS CERTIFICATE TO ANOTHER DOCUMENT. Title or Type of Document Number of Pages Date of Document Signer(s) Other Tlian Named Above: "Exhibit D" to Loan Agreement Page 8 of 9 41bWA-97Agreea losse ina;xhibi tD RLS 97-263 4123/97 I EXHIBIT A LLGAL L DESCUPDON QEUROPEM [To Be Inserted] "Exhibit W to Loan Agreement Page 9 of 9 41M.GA-97Agrec:l lossc in; L• xhibRD RL5 97-263 4,'2197 i itrirU tJLKUW ItL=1-r14-yGl-byyl Hpr t:,'y( 1:5:2.) [40.UU2 r.UL I%d ORDER NO.: 94022IS-A 4 SCHRCUL3 A The estate or interest In the land hereinafter described or referred to covered by this report Ise A CONDOMINIUM, as defined in Section 781 of the California Civil Coda, in fee Title to said estate or interest at the date hereot is vested ins Sassounian Capital Ventures, Inc., a California Corporation 11 The land referred to in this report is situated in the State of California, County of Orange , and is described as followst A Condominium comprised of: PARCEL 1, An undivided one twenty second (1/22) fea simple interest as a tenant in common in and to all of the Common Area defined in Declaration referred to below and described in the Condominium Flan: (•plane for Lot 1 of Tract No.•14828, which Plan was recorded on August 23, 1994 an Instrument No. 94-052S77S of Official Records of Ore►nge County, over Lot ] of 'tract No. 14828, in the City of Huntington Beach, County of Orange, State of California, ae per map filed in Book 706, Pages 27 to 29 of Miscellaneous Maps, in the office of the County Recorder of said County. i LMPO ESCROW FEL:1-714-962-6991 Apr_15'97 13:24 rro .002 P -03 9GHRDULR A CONTINUZD eRaER No.: 940221s-A Lrxeept#ng therefrom all oil, petroleum, asphaltum, gas, minerals and other hydrocarbon substances, as reserved in deed recorded August 16. 1921 in Book 401, Page 356 of Deeds, and in various other deeds o! record. PARCEL 2: Unit No. 15 consisting of certain airspace and surface elements, as shown and described in the Condominium Plan referred to in Parcel 1 above. PARCEL 3i Non-exclusive easementu for access, ingress, egress, use, enjoyment, drainage, encroachment, support, maintenance, repairs and for other purposes, all as described in that certain Declaration of Covenants. Conditions and Restrictions and Reservation of Easements for Pacific Park Villas, recorded August 25, 1394 as Instrument No. 9e-0525336 of official Records. PARCEL 4: Exclusive easements appurtenant to parcels 1 and 2 referred to above, for balcony or patio purposes, over the areas defined, depicted and assigned on the Plan. RECORDING REG ,TED BY LAWYERS TITLE CO. Recorded Gary L 1 Gthe county l Clerk/Recorder of Orange, California RECORDING REQUESTED BY F1111111 I l erk/R� corder AND WHEN RECORDED RETURN TO. ' III o Fee 006 8012883 08 219970238237 2; 54pm 05/22/97 REDEVELOPMENT Agency of the City of Oil 00'0. 004. 00 0. 00 48.00 0.00 0.00 0.00 Huntington Beach 2000 Main Street Huntington Beach, California 92648 ) — — Attn: Agency Clerk ) [Space Above This Line For Recorder's Use.] THIS DEED OF TRUST IS SECOND AND This document is exempt from SUBORDINATE TO A FIRST DE ID OF TRUST recording fees pursuant to RECORDING CONCURRENTLY HEREWITH. Government Code Section 6103. DEED OF TRUST WITH ASSIGNMENTS OF RENTS Zr THIS DEED OF TRUST is made this%5'1' day of 00 , 19 , by and among FAROUKH HOSSEINALI, whose address is 18061 Joyful Lane, #201, Huntington Beach, California (the "Trustor") and THE CITY OF HUNTINGTON BEACH, a municipal corporation (the "Trustee") and THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH, a public body corporate and politic (the "BENEFICIARY"), whose address is 2000 Main Street, Huntington Beach, California 92648. WITNESSETH: That Trustor Irrevocably Grants, Transfers and Assigns, to Trustee, in Trust, with Power of Sale, that property in the City of Huntington Beach, County of Orange, State of California, described legally in the Legal Description attached hereto as Exhibit "A" and incorporated herein. TOGETHER WITH: (a) all buildings, improvements and fixtures, now or hereafter placed thereon, it being understood and agreed that all classes of property attached or unattached used in connection herewith shall be deemed fixtures, (b) rents, issues and profits thereof, (c) any water rights and/or stock are appurtenant or pertain to said land, and (d) all sums of money payable on the purchase price of said property secured by a lien thereon or payable under any agreement for the sale thereof, SUBJECT, HOWEVER, to the right, power and authority hereinafter given to and conferred upon Beneficiary to collect and apply such rents, issues and profits, and all sums of money payable on the purchase price of said property secured by a lien thereon or payable under any agreement. This document is solely for the official buziness of the Gity of Hu_itir : on Pza-,h, as contem- plated ui:=— e,o arrnent Code Sec. 6103 and should be recorded 6e of o A�Q7agree:Hossein:ExhibitC RLS 97-263 4/23/97 "Exhibit C" to Loan Agreement Page 1 of 15 Tax -Exempt -Government Agency CITY OF HUNTINGTON BEACH Me Brockway, CMC _— Cit Cler 1By: putt' City Clerk A. FOR THE PURPOSE OF SECURING: 1. Payment of the sum of Thirty-five Thousand Dollars ($35,000.00) with interest thereon according to the terms of a Promissory Note of even date herewith, made by Trustor, payable to the order of the Beneficiary and extensions or renewals thereof. 2. Payment of such additional sums with interest thereon as: (a) may be hereafter borrowed from the Beneficiary by the then record owner or owners of said property when evidenced by another Promissory Note or Notes, or (b) as may be added to the indebtedness secured hereby in accordance with the provision of this Deed of Trust. 3. Performance of each and every obligation, covenant, promise or agreement of Trustor contained herein in the Loan Agreement between Beneficiary and Trustor dated MAY 5T8 , I9 97 , insofar as the terms and conditions of that agreement may apply to Trustor. 4. Payment, with interest thereon, future indebtedness or obligation of the Trustor (or of any successor -in -interest of the Trustor to said property) to the Beneficiary, whether created directly or acquired by assignment, whether absolute or contingent, whether due or not, whether otherwise secured or not, or whether existing at the time of the execution of the Deed of Trust, or arising thereafter. B. TO PROTECT TI IE SECURITY OF THIS DEED OF TRUST, TRUSTOR AGREES: 1. To keep said property in good condition and repair; to allow Beneficiary or its representatives to enter and inspect the premises at all reasonable times and access thereto, shall be permitted for that purpose; not to remove or demolish any building thereon; not to make alterations thereto without the consent of the Beneficiary; to suffer or permit no change in the general nature of the occupancy of the premises without Beneficiary's written consent; to complete or restore promptly and in good workmanlike manner any building which may be constructed, damaged or destroyed thereon, including, without restricting the generality of the foregoing, damage from termites and dry -rot; to pay when due all claims for labor performed and materials furnished in connection with such property and not to permit any mechanic's lien against such property; to comply with all laws affecting such property or requiring any alterations or improvements to be made thereon; not to initiate or acquiesce in any zoning reclassification without Beneficiary's v4Yitten consent; not to commit or permit waste thereon; not to commit, suffer or permit any act upon such property in violation of the law; and to paint, cultivate, irrigate, fertilize, fumigate, prune, and do all other acts that from the character or use of said property may be reasonably necessary; to promptly pay all amounts due others upon agreements of lease or conditional sale of all fixtures, furnishings and equipment located thereon. If the loan secured hereby or any part thereof is being obtained or should any additional loan be made hereafter for the purpose of financing rehabilitation improvements on "Exhibit C" to Loan Agreement Page 2 of 15 4`bh/G:4-97agrcc:1losscin:ExhibitC RLS 97-2b3 4123/97 said property, Trustor further agrees, anything in this Deed of Trust to the contrary notwithstanding; (a) to complete the same in accordance with City approved plans and specifications satisfactory to Beneficiary; (b) to allow Beneficiary to inspect such property at all times during rehabilitation; (c) to replace any work or materials unsatisfactory to Beneficiary within fifteen (15) calendar days after written notice from Beneficiary of such fact, which notice may be given to Trustor by registered or certified mail, sent to his last known address, or by personal service of the same; (d) that work shall not cease on the rehabilitation of such improvements for any reason whatsoever for a period of fifteen (I5) calendar days, whether consecutive or not, without the written permission of the Beneficiary; (e) to pay when due all claims of labor and materials furnished in connection with the said rehabilitation and not to permit any claims of lien for said work or material to be filed of record against the property; (f) not to permit any stop notice claims to be presented to Beneficiary. If said property is part of a larger tract upon which improvements will be constructed, Trustor shall make separate contracts and subcontracts for said construction which shall pertain to the said property only and shall keep separate, full and complete records of all work and materials furnished to the said property. Trustee upon presentation to it of an affidavit signed by the Beneficiary setting forth facts showing a default by Trustor under this paragraph, is authorized to accept as true and conclusive all facts and statements therein, and to act thereon hereunder. 2. To provide, and maintain in force at all times with respect to said property, fire and other types of insurance as may be required by Beneficiary. All of such insurance shall have a loss payable endorsement in favor of Beneficiary, shall be for a term and in form, content, amount and in such companies as may be satisfactory to Beneficiary, and the policies therefor shall be delivered to and remain in possession of Beneficiary as further security for the faithful performance of these trusts. At least thirty (30) days prior to the expiration of any insurance policy, a policy or policies renewing or extending such expiring insurance shall be delivered to Beneficiary together with wTitten evidence showing payment of the premium therefor and, in the event any such insurance policy and evidence of the payment of the premium therefor are not so delivered by Trustor to Beneficiary, Trustor by executing this Deed of Trust specifically requests Beneficiary to obtain such insurance and Beneficiary, without obligation to do so, without notice to or demand upon Trustor and without releasing Trustor from any obligation hereof, may obtain such insurance through or from any insurance agency or company acceptable to it, pay the premium thereof, and may add the amount thereof to the indebtedness secured hereby, which amount shall bear alike rate of interest. Beneficiary may furnish to any insurance agency or company, or any other person, any information contained in or extracted from any insurance policy delivered to Beneficiary pursuant hereto and any information concerning the loan secured hereby. Neither Trustee nor Beneficiary shall be r.-sponsible for such insurance or for the collection of any insurance monies, or for any insolvency of any insurer or insurance underwriter. In case of insurance loss, Beneficiary is hereby authorized either (a) to settle and adjust any claim under the insurance policies provided for in this document without the consent of the Trustor, or (b) to allow Trustor to agree with the insurance company or companies on the amount to be paid upon the loss. In either case, th.- Beneficiary is authorized to collect and make receipt of any such insurance money. if Trustor is obligated to restore or replace the damaged or "Exhibit C" to Loan Agreement Page 3 of 15 4Xbh'G:4-97agree:1losscin:ExhibitC RLS 97-263 4/23/97 destroyed buildings or improvements under the terms of any lease or leases which are or may be prior to the lien of this Deed of Trust and such damage or destruction does not result in cancellation or termination of such lease, such proceeds, after deducting therefrom any expenses incurred in the collection thereof, shall be used to reimburse the Trustor for the cost of rebuilding or restoring the buildings or improvements on said premises. In all other cases, such insurance proceeds, at the option of the Beneficiary, shall either be applied in reduction of the indebtedness secured hereby whether due or not, or in such order as Beneficiary may determine, or be held by the Beneficiary and used to reimburse the Trustor for the cost of the rebuilding or restoring the buildings or improvements on said premises. Such buildings and improvements shall be so restored or rebuilt as to be of at least equal value and substantially the same character as prior to the damage or destruction, and shall be in a condition satisfactory to Beneficiary. Such application or release shall not cure or waive any default or notice of default hereunder or invalidate any act done pursuant to such notice. Any and all unexpired insurance shall inure to the benefit of, and pass to the purchaser of, the property conveyed at any Trustee sale held hereunder. 3. To pay: (a) at least ten (14) days before delinquency, all general and special City and County taxes, and all assessments on appurtenant water stock, affecting such property, (b) when done, all special assessments for public improvements, without permitting any improvement bond to issue for any special assessment (c) when done, all encumbrances, charges and lines, with interest, on said property, or any part thereof, which are or appears to be prior to superior hereto, (d) if the security of this Deed of Trust is leasehold estate, to make any payment or do any act required of the Lessee or its successor in interest under the terns of the instrument or instruments creating said leasehold, (e) all costs, fees and expenses of this trust, (f) for any statement regarding the obligation secured hereby any amount demanded by Beneficiary not to exceed the maximum allowed by law thereof at the time when such request is made, (g) such other charges for services rendered by Beneficiary and furnished at Trustoes request or that of any successor in interest to Trustor as the Beneficiary may deem reasonable. If, by the laws of the United States of America, or of any state having jurisdiction over the Trustor, any tax is due or becomes due in respect to the issuance of the Note hereby secured, the Trustor covenants and agrees to pay such tar in the manner required by such law. Should Trustor fail to make any such payment, Beneficiary may elect to make such payment, Beneficiary may elect to make such payment and any amount so paid may be added by Beneficiary to the indebtedness secured hereby and shall bear a like rate of interest. 4. That, should Trustor fail to make any payment or do any act as provided in this Deed of Trust, the Beneficiary or Trustee, but without obligation to do so and without notice to or demand upon Trustor and without releasing Trustor from any obligation hereof, may (a) make or do the same in such manner and to such extent as either may deem necessary to protect the security hereof, Beneficiary or Trustee being authorized to enter upon said property for such purposes, (b) commence, appear in, or defend any action or proceeding purporting to affect the security hereof or the property covered by this Deed of Trust, or the rights or powers of "Exhibit C" to Loan Agreement Page 4 of 15 4' K10:4-97aucc l[osscin:CxhibitC RLS 97-263 4/23N7 Beneficiary or Trustee, (c) pay, purchase, contest or compromise any encumbrance, charge or lien, which in the judgment of either is or appears to be prior or superior hereto, and (d) in exercising any such powers, pay necessary expenses, employ counsel and pay his reasonable fees. Trustor agrees to repay any amount so expended on demand of Beneficiary, and any amount so expended may be added by Beneficiary to the indebtedness secured hereby and shall bear a like rate of interest. 5. To appear in and defend any action or proceeding purporting to affect the security hereof or the property which is covered by this Deed of Trust, or the rights or powers of Beneficiary or Trustee, and whether or not Trustor so appears or defends, to pay all costs and expenses, including cost of evidence of title and attorney's fees in a reasonable sum, in any such action or proceeding in which Beneficiary or Trustee may appear by virtue of being made a party defendant or otherwise irrespective of whether the interest of Beneficiary or Trustee in such property id directly questioned by such action, including any action for the condemnation or partition of said premises, and in any suit brought by Beneficiary to foreclose this Deed of Trust. 6. To pay immediately and without demand, all sums expended under the terms of this Deed of Trust by Beneficiary or Trustee, with interest from the date of expenditure at the rate which the principal obligation secured hereby bears at the time such payment is made, and the repayment of such sums shall be secured hereby. 7. That, should the Trustor or any successor in interest to Trustor in such property drill or extract, or enter into a lease for drilling or extraction of oil, gas or other hydrocarbon substances or any mineral of any kind or character, or sell, convey, further encumber, or alienate said property, or any party thereof, or any interest therein, or be divested of his title or any interest therein in any manner or way, whether voluntarily or involuntarily, Beneficiary shall have the right, at its option, to declare any indebtedness or obligations secured hereby irrespective of the maturity date specified in any Note evidencing the same, immediately due and payable, and no waiver of this right shall be effective unless in writing. S. That any award, settlement or damages for injury or damages to such property, or in construction %vith the transaction financed by such loan, and any award of damages in connection with any condemnation for public use of or injury to said property, or any part thereof, is hereby assigned and shall be paid to Beneficiary, who may apply or release such monies received by it in such manner and with the same effect as above provided for the disposition of proceeds of fire or other insurance. 9. That, by accepting payment of any sums secured hereby after its due date, or by making any payment, performing any act on behalf of Trustor, that Trustor was obligated hereunder, but failed, to make, or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right either to require prompt payment when due of all sums so secured or to declare a default for failure so to pay. "Exhibit C" to Loan Agreement Page 5 of 15 41MIGA-97agrcel lossc in lxhibitC RLS 97-263 an.-3I97 10. That at any time, or from time to time, without liability of the Beneficiary or Trustee thereof, and without notice, upon written request of Beneficiary and presentation of this Deed of Trust and any Note secured hereby for endorsement, and without affecting the personal liability of any person for payment of the indebtedness secured hereby, or the lien of the Deed of Trust upon the remainder of said property for the full amount of the indebtedness then or thereafter secured hereby, or the rights or powers of Beneficiary or the Trustee with respect to the remainder of said property, Trustee may: (a) reconvey any part of said property, (b) consent to the making of any map or plat thereof, (c) join in granting any easement thereon, (d) join in any agreement subordinating the lien or charge hereof. 11. That the lien hereof shall remain in full force and effect during any postponement or extension of time of payment of the indebtedness secured hereby, or any part thereof. 12. That, upon written request of Beneficiary stating that all sums secured hereby have been paid, and upon surrender of this Deed of Trust and said Note or Notes to Trustee for cancellation and retention, and upon payment of its fees, Trustee shall reconvey, without warranty, the property then held hereunder. The recitals in such reconveyance of any matters of fact shall be conclusive of the truthfulness thereof. The grantee in such reconveyance may be described as "the person or persons legally entitled thereto." Such request and reconveyance shall operate as re -assignment of the rents, issues, royalties and profits assigned to Beneficiary. Five (5) years after issuance of such full reconveyance, Trustee may destroy said Note and this Deed of Trust (unless directed in such request to retain them). 13. That as additional security, Trustor irrevocably assigns to Beneficiary the rents, issues, and profits of the property affected by this Trust Deed for the purposes and upon the terms and conditions set forth below. This assignment shall not impose upon Beneficiary any duty to produce rents from the property affected by this Trust Deed, or cause Beneficiary to be (a) "mortgages in possession" for any purpose; (b) responsible for performing any of the obligations of the lessor under any lease; or (c) responsible for any waste committed by lessees or any other parties, for any dangerous or defective condition of the property affected by this Trust Deed, or for any negligence in the management, upkeep, or control of such rights to rents, issues and profits is not contingent upon, and may be exercised without possession of, the property affected by this Trust Deed. Beneficiary confers upon Trustor a license ("License") to collect and retain the rents, issues and profits of the property affected by this Trust Deed as they become due and payable, until the occurrence of a default hereunder. Upon such default, the License shall be automatically revoked and Beneficiary may collect and retain the rents, issues and profits without notice and without taking possessions of the property affected by this Trust Deed. This right to collect rents, issues and profits shall not grant to Beneficiary or Trustee the right to possession, except as othenvise provided herein; and neither said right, nor termination of the License, shall impose upon Beneficiary or Trustee the duty to produce rents, issues or profits or maintain all or any part of the property affected by this Trust Deed. If Trustor shall default as aforesaid, "Exhibit C" to Loan Agreement Page 6 of 15 CMIGA-97aorce:I losscin: Exh ibi(C RLS 97-263 4123,97 Trustor's right to collect any such money shall cease and Beneficiary shall have the right, with or without taking possession of the property affected hereby, to collect all rents, issues, royalties and profits and shall be authorized to, and may, without notice and irrespective of whether declaration of default has been delivered to Trustee and without regard to declaration of default has been delivered to Trustee and without regard to the adequacy of the security for the indebtedness secured hereby, either personally or by attorney or agent without bringing any action or proceeding, or by receiver to be appointed by the Court, enter into possession and hold, occupy, possess and enjoy the said property, make cancel, enforce and modify leases, obtain and eject tenants, and set and modify rents and terms of rents, and to sue, and to take, receive and collect all or any part of the said rents, issues, and profits of the property affected hereby, and after paying such costs of maintenance, operation of said property, and of collection including reasonable attorneys' fees, as in its judgment it may deem proper, to apply the balance upon any indebtedness then secured hereby, the rents, issues, royalties and profits of said property being hereby assigned to Beneficiary for said purposes. The acceptance of such rents, issues, royalties and profits shall not constitute a waiver of any other right which Trustee or Beneficiary may enjoy under this Deed of Trust or under the laws of California. Failure of or discontinuance by Beneficiary at any time, or from time to time, to collect any such rents, issues, royalties or profits shall not in any manner affect the subsequent enforcement by Beneficiary of the right, power and authority to collect the same. The receipt and application by said Beneficiary of all such rents, issues, royalties and profits pursuant hereto, after execution and delivery of declaration of default and demand for sale as hereinafter provided, or during the pendency of Trustee's sale proceedings hereunder, shall not cure such breach or default not affect said sale proceedings, or any sale made pursuant thereto, but such rents, issues, royalties and profits, less all costs of operation, maintenance, collection and reasonable attorneys' fees, when received by Beneficiary, shall be applied in reduction of the indebtedness secured hereby, from time to time, in such order as Beneficiary may determine. Nothing contained herein, nor the exercise of the right by Beneficiary to collect, shall be, or be construed to be, an affirmation by Beneficiary of any tenancy, lease or option, nor an assumption of liability under, nor subordination of the lien or charge of this Deed of Trust to, any such tenancy, lease or option. 14. That if the security of this Deed of Trust is a leasehold estate, the Trustor agrees that: (a) the term "Lease" as used herein shall mean the lease creating the "leasehold estate"; (b) Trustor shall not amend, change or modify his leasehold interest, or the Lease, or agree to do so, without the written consent of the Beneficiary; (c) Trustor will promptly advise Beneficiary regarding any notice, request or demand received by him from the lessor under the Lease and promptly furnish Beneficiary with a copy of any such notice, request or demand; (d) as long as any of the indebtedness secured hereby shall remain unpaid, unless the Beneficiary shall otherwise consent thereto in writing, the leasehold estate shall not merge with the fee title but shall always be kept separate and distinct, notwithstanding the union of said estates in any party; (e) Trustor agrees that it will promptly, strictly, and faithfully perform, fulfill, and comply with all covenants, agreements, terms, conditions and provisions under any lease affecting the premises and to neither do anything, nor to permit anything to be done which may cause modification or termination of any such lease or of the obligations of any lessee or person "Exhibit C" to Loan Agreement Page 7 of 15 4\bh/G:4-97agree:Hossein:ExhibitC RLS 97-263 4/23/97 claiming through such lease or the rents provided for therein or the interest of the lessor or the Beneficiary therein or thereunder. Trustor further agrees he will not execute a Deed of Trust or mortgage which may be or become superior to any leasehold estate that is security for this Deed of Trust. In the event of a violation of any of the covenants set forth in this paragraph, Beneficiary shall have the right, at its option, to declare all sums secured hereby immediately due and payable. Consent to or waiver of one of said violations shall not be deemed to be a consent to or waiver or any other violation. If the security for this Deed of Trust is a leasehold estate, the term "property" as used in this Deed of Trust shall be deemed to mean the leasehold estate whenever the context so requires for the protection of the Beneficiary. 15. That upon default by Trustor in payment of any indebtedness secured hereby or in performance of any agreement, and the Promissory Note, if applicable, hereunder, and upon default by Trustor under the terms of any encumbrance, charge or lien which is or appears to be prior or superior hereto, Beneficiary may declare all sums secured hereby immediately due and payable by delivery to Trustee of written declaration of default and demand for sale of written notice of default and of election to cause to be sold said property, which notice Trustee shall cause to be filed for record. Beneficiary shall also deposit with Trustee this Deed of Trust and any Notes and all documents evidencing expenditures, secured hereby. After the lapse of such time as then may be required by law following recordation of such notice of default, and notice of sale having been given as then required by law, Trustee, without demand on Trustor, shall sell said property at the time and place fixed by it in such notice of sale, whether as a whole or in separate parcels, and in such order as it may determine, at public auction to the highest bidder for case in lawful money of the United States, payable at time of sale. Trustee may postpone sale of all or any portion of said property by public announcement at such time and place of sale, and from time to time thereafter may postpone such sale by public announcement at the time fixed by the preceding postponement. Trustee shall deliver to such purchaser its Deed conveying the property so sold, but without any covenant or warranty, express or implied. The recital in such Deed of any matters of fact shall be conclusive of the truthfulness thereof. Any person, including Trustor, Trustee, or Beneficiary as hereinafter defined, may purchase at such sale. Trustee may also sell at any such sale and as part thereof any shares of corporate stock securing the obligations secured hereby, and Trustor waives demand and notice of such sale. (Beneficiary at its option may also foreclose on such shares by independent pledge sale, and Trustor waives demand and notice of such sale). After deducting all costs, fees and expenses of Trustee, and of this Trust, including cost of evidence of title in connection with this sale, Trustee shall apply the proceeds of sale to payment, first; all sums expended under the terms hereof, not then repaid, with accrued interest at the rate then payable under the Note or Notes secured hereby, and then of all other sums secured hereby, and, if there are any proceeds remaining, shall distribute them to the person or persons legally entitled thereto. 16. To waive, to the fullest extent permissible by law, the right to plead any statute of limitations as a defense to any demand secured hereby. "Exhibit C" to Loan Agreement Page 8 of 15 4\bh/G:4-97agree:Hossein:ExhibitC RLS 97-263 4/23/97 17. That Beneficiary may, from time to time, by instrument in writing, substitute a successor or successors to any Trustee named herein or acting hereunder, which instrument, executed and acknowledged by Beneficiary and recorded in the office of the recorder of the county or counties where such property is situated, shall be conclusive proof of property substitution of such successor Trustee or Trustees, who shall, without conveyances from the Trustee predecessor, succeed to all its title, estate, rights, powers and duties, including but not limited to the power to reconvey the whole or any part of the property covered by this Deed of Trust. Such instrument must contain the name of the original Trustor, Trustee and Beneficiary hereunder, the book and page where this Deed of Trust is recorded. If notice of default shall have been recorded, this power of substitution cannot be exercised until after the costs, fees and expenses of the then acting Trustee shall have been paid to such Trustee, who shall endorse receipt thereof upon such instrument. The procedures herein provided for substitution of Trustee shall not be exclusive of other provisions for substitution provided by law. 18. That this Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. The term "Beneficiary" shall mean the owner and holder, including pledge, of the Note secured hereby, whether or not named as Beneficiary herein. In this Deed of Trust, whenever the context so requires, the masculine gender includes the feminine and/or neuter, and the singular number includes the plural. 19. That in the event the property secured by this Deed of Trust is income producing property consisting of four units or more, Trustor agrees to file with Beneficiary, annually on January 1, a written operational report. Such operational report shall contain a brief but complete statement of the year's income and expenses of such property, a list of all vacancies, and a statement of any material change in the property or business carried on therein for such period. 20. That in the event of a demand for, and the preparation and delivery of a written statement regarding the obligations secured by this Deed of Trust pursuant to Sections 2943 and 2954 of the Civil Code of California, Beneficiary shall be entitled to make a reasonable charge, not exceeding the maximum amount which is permitted by law at the time the statement is furnished. Beneficiary may also charge Trustor a reasonable fee for any other services rendered to Trustor or rendered in Trustor's behalf in connection with said property of this Deed of Trust, including changing Beneficiary's records pertaining to this Deed of Trust and the loan secured hereby in connection with the transfer of said property, or releasing an existing policy of fire insurance or other casualty insurance held by Beneficiary and replacing the same with another such policy. 21. That Trustee accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or of any action or proceeding in which Trustor, Beneficiary, or Trustee shall be a party unless brought by Trustee. "Exhibit C" to Loan Agreement Page 9 of 15 4\bh/G:4-97agree:Hossein:ExhibitC RLS 97-263 4/23/97 22. That should this Deed of Trust or any Note secured hereby provide any fee for prepayment of any indebtedness secured hereby, Trustor agrees to pay said fee, if any, of said indebtedness shall be paid prior to the due date thereof stated in said Note or this Deed of Trust even if notwithstanding Trustor shall have defaulted in payment thereof, or in performance of any agreement hereunder, and Beneficiary, by reason thereof, shall have declared all sums secured hereby immediately due and payable. 23. That Trustor has made certain representations and disclosures in order to induce Beneficiary to make the loan evidenced by the Promissory Note or Notes which this Deed of Trust secures, and in the event that Trustor has made any material misrepresentation or failed to disclose any material fact, Beneficiary at its option and without notice, shall have the right to declare the indebtedness secured hereby, irrespective of the maturity date specified in such Note or Notes, immediately due and payable, and on failure to so pay Beneficiary may make a written declaration of default and demand for sale as in paragraph No. 15 herein set forth. Trustee, upon presentation to it of an affidavit signed by Beneficiary setting forth facts showing a default by Trustor under this paragraph, is authorized to accept as true and conclusive all facts and statements therein, and to act thereon hereunder. Any notice which any party hereto may desire or be required to give to the other party shall be in writing. The mailing thereof must be certified mail addressed to the Trustor at his address hereinabove set forth or to the Beneficiary at his office or at such other place as such parties hereto may designate in ATiting. THE UNDERSIGNED TRUSTOR REQUESTS that a copy of any notice of default and of any notice of sale hereunder be mailed to him at his address herein before set forth. TRUSTOR: FAROUKH ECCZEUNALI i By: APPROVED AS TO FORM: r Agency Counsel, 0 M "Exhibit C" to Loan Agreement Page 10 of 15 41MIGA-97agrec liosscin-10ibitC RIS 97-263 Ar3197 This Deed of Trust is subject to the terms and conditions of that certain Loan Agreement dated ram[ 5T , 19 97 (the "Loan Agreement"), pursuant to which Beneficiary has agreed to loan Trustor the sum of Thirty-five Thousand Dollars ($35,000.00) (the "Loan Amount"). All terms in this Rider to Deed of Trust, if not separately defined herein, shall have the meanings as defined in the Loan Agreement. In the event that the Agency Loan becomes due and payable prior to the thirtieth anniversary of the date of this Agreement, Trustor shall pay to Beneficiary concurrent with such sale, transfer or refinancing, an amount equal to the "Equity Share Amount." The Equity Share Amount shall be determined by applying a percentage factor (the "Applicable Factor") to the difference between the Sales Price and the Purchase Price (defined below) as follows: 1. Prior to fifth anniversary of the Agency Deed of Trust: fifty percent (50%) 2. After fifth anniversary but) prior to sixth anniversary: forty-eight percent (48%) 3. After sixth anniversary but prior to seventh anniversary forty-six percent (46%) 4. After seventh anniversary but prior to eighth anniversary: forty-four percent (44%) 5. After eighth anniversary but prior to ninth anniversary: forty two percent (420io) 6. After ninth anniversary but prior to tenth anniversary: forty percent (40%) 7. After tenth anniversary but prior to eleventh anniversary: thirty-eight percent (38%) 8. After eleventh anniversary but prior to twelfth anniversary: thirty-six percent (3611o) 9. After twelfth anniversary but prior to thirteenth anniversary: thirty-four percent (34%) "Exhibit C" to Loan Agreement Page l 1 of 15 41.bh/G:4-97agrce:1 Iosscin: C-xh ibitC RLS 97-263 4I23:97 10. After thirteenth anniversary but prior to fourteenth anniversary: thirty-two percent (32%) 11. After fourteenth anniversary but prior to fifteenth anniversary: thirty percent (30%) 12. After fifteenth anniversary but prior to sixteenth anniversary: twenty-eight percent (28%) 13. After sixteenth anniversary but prior to seventeenth anniversary: twenty-six percent (26%) 14. After seventeenth anniversary but prior to eighteenth anniversary: twenty-four percent (24%) 15. After eighteenth anniversary but prior to nineteenth anniversary: twenty-two percent (22%) 16. After nineteenth anniversary but prior to twentieth anniversary: twenty percent (20%) 17. After twentieth anniversary but prior to twenty-first anniversary: eighteen percent (18%) 18. After twenty-first anniversary but prior to twenty-second anniversary: sixteen percent (16%) 19. After twenty-second anniversary but prior to twenty-third anniversary: fourteen percent (14%) 20. After twenty-third anniversary but prior to twenty-fourth anniversary: twelve percent (12%) 21. After twenty-fourth anniversary but prior to twenty-fifth anniversary: ten percent (10%) 22. After twenty-fifth anniversary but prior to twenty-sixth anniversary: eight percent (81/o) 23. After twenty-sixth anniversary but prior to twenty-seventh anniversary: six percent (6%) "Exhibit C" to Loan Agreement Page 12 of 15 CMIGA-97agree:l losst in: ExhibitC RiS 97-263 4r-3197 24. After twenty-seventh anniversary but prior to twenty-eighth anniversary: four percent (4%) 25. After twenty-eighth anniversary but prior to twenty-ninth anniversary: two percent (2%) 26. After twenty-ninth anniversary but prior to thirtieth anniversary: one percent (1%) 27. After thirtieth anniversary: zero percent (0%) The "Purchase Price" is the price paid by the Participant to the Seller for SelIees interest in the Property, exclusive of escrow fees, title insurance costs, broker's commissions, loan fees or any other closing or transaction costs. The actual cost to Participant of all capital improvements to the Property made while Participant owned the Property may be added to e.e Purchase Price if Participant complies %%ith the follotiving: No capital improvements which cost more than two thousand five hundred dollars ($2,500) shall be added to the Purchase Price unless within sixty (60) days following completion of such capital improvements to the Property Participant shall send the following to the Agency: (i) an itemized list of the improvements, (ii) proof of completion of the improvements, and (iii) evidence of the cost of tl:e improvements. The costs incurred by the Participant for capital improvements which cost less than two thousand five hundred dollars ($2,500) shall be added to the Purchase Price upon Participant's submission of evidence of such costs to the Agency, in a form reasonably satisfactory to the Agency, prior to the due date of the Agency Loan. The "Sales Price" is the price paid by the Buyer of the Property to Trustor for Trustoes interest in the Property, exclusive of escrow fees, title insurance costs, broker's commissions, loan fees or any other closing or transaction costs. The percentage factor so determined is the "Applicable Factor." If the Property is sold, an amount equal to the Applicable Factor multiplied by the difference between (i) the original Property purchase price and (ii) the amount received by Trustor as the Property sale price (as reduced by costs of sale paid by the Trustor) shall constitute the Equity Share Amount. If the Property is transferred or the lien of this Deed of trust or any lien to «-hich this Deed of Trust is subordinate is refinanced for a loan amount which is in excess of the then current loan balance or extends the amortization period of the loan secured by such prior lien. Beneficiary shall appoint a certified, independent appraiser to conduct an appraisal of the Property and Trustor agrees that in such event the Equity Share Amount shall be the Applicable Factor multiplied by the difference between (i) the original Property purchase price and (ii) the appraised value of the "Exhibit C" to Loan Agreement Page 13 of 15 41hh1GA-97a;rcc:l lossc in: E• xh ibhC RLs 97-263 4123197 Property as of the time of such transfer or refinancing. Dated: MAY_16TH, 997 TRUSTOR FARCM HO SE3NALI APPROVED AS TO FORM: Agency Attorney 1 r-7 1 5'gw "Exhibit C" to Loan Agreement Page 14 of 15 4'.bh/G:4-97agrccJ iosscin:ExhibitC RLS 97-263 4.23/97 � ACKNOWLEDGMENT State of California ss. County of On r3A7C 16,1997 before me. LINDA J. CAMPBELL _ (here insert name) Notary Public, personally appeared FAROUKH A065EINALI personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose nama(s) Is/are subscribed to the within Instrument and acknowledged to me a!I that he/she/they executed the same in hls/her/tneir authorized capaclty(ies), and that by his/her/their signature(s) on the Instrument the per- son(s), or the entity upon behalf of which the person(s) acted, executed the Instrument. WITNESS my hand and official seat. • LINDAJ. CAMPBELL CCMM. # 11045344 Co M NOTARY PUBLIC- CALIFORNIA � ORI5iV IFOOUNTY .s MY Ct>'rvrt. E>s/ir9s DEC. 20, 4 ti68 ATTENTION NOTARY: Although the Informatlon requested below Is OPTIONAL. It could prevent fraudulent attachment of this certificate to ono'ner document. THIS CERTIFICATE MUST BE ATTACHED Title or Type of Document U® OF TR= TO T1 IE DOCUMENT DESCRIBED AT RIGHT: Number of Pages Date of Document Signer(s) 07her Thar Named Above COTS Continental Lawyers Title Company Subsidiaryof Jawyers itiejnsurance Corporation OFFICES tN: LOS ANGELES ORANGE INLAND EMPIRE SAN Dffoo SANTA BARBARA VENTURA COUNTY COUNTY 1845 Business Center Dr COUNTY COUNTY COUNTY 9:0 E. Colorado Blvd. 1015 N. Main St. Suite 200 4542 Ruffner St. 200 E. Carrilro St. 751 Daly Dr., Suite 100. Vzader+a, CA 91101 Santa Ana. CA 91701 San Bernardino San Diego. CA 91111 Santa Barbara. CA 93101 Cam.anft CA 93010 (8181304-2700 1714) 835-5575 CA 92408 1619127S.4171 18051 965.7091 (8181889-6631 19M1 676.2582 18051 484.2701 n•1100 (1?9v.4/94)n RIDER TO DEED OF TRUST SUPERIORITY OF FIRST LENDER DOCUMENTS (if required by the First Lender) This Deed of Trust is subject to the terms and conditions of that certain Loan Agreement dated MAY 5TH , 19 97 (the "Loan Agreement"), pursuant to which Beneficiary has agreed to loan Trustor the sum of Thirty-five Thousand dollars ($35,000.00) (the "Loan Amount"). All terms in this Rider to Deed of Trust, if not separately defined herein, shall have the meanings as defined in the Loan Agreement. Notwithstanding any provision herein, this Deed of Trust shall not diminish or affect the rights of the First Lender under the deed of trust executed by Trustor in favor of the First Lender as security for the First Lender Note, or any subsequent First Lender deeds of trust hereafter recorded against the property described herein. Notwithstanding any provision in this Deed of Trust to the contrary, all of the provisions of this Deed of Trust shall terminate and have no further force and effect upon the occurrence of one of the following events: 1) Title is acquired by the First Lender or another party upon foreclosure of a deed of trust by the First Lender. 2) Title is acquired by the First Lender or another party by a deed in lieu of foreclosure of the First Lender deed of trust. Dated: MAY 16M, 1997 TRUSTOR: APPROVED AS TO FORM: Agency Attorney j,,s��1 4\bh/G:4-97agree:Hossein:ExhibitC RLS 97-263 4/23/97 FAROUKH HOSSEIWI "Exhibit C" to Loan Agreement Page 15 of 15 EXHIBIT A TO AGENCY DEED OF TRUST A Condominium comprised of: PARCEL 1: An undivided one twenty second (1/22) fee simple interest as a tenant in common in and to all of the Common Area defined in Declaration referred to below and described in the Condominium Plan ("Plan") for Lot 1 of Tract No. 14828, which Plan was recorded on August 25, 1994 as Instrument No. 94-0525335 of Official Records of Orange County, over Lot 1 of Tract No. 14828, in the City of Huntington Beach, County of Orange, State of California, as per map filed in Book 706, Pages 27 to 29 of Miscellaneous Maps, in the office of the County Recorder of said County. Excepting therefrom all oil, petroleum, asphaltum, gas, minerals and other hydrocarbon substances, as reserved in deed recorded August 16, 1921 in Book 401, Page 356 of Deeds, and in various other deeds of record. PARCEL 2: Unit No. 15 consisting of certain airspace and surface elements, as shown and described in the Condominium Plan referred to in Parcel 1 above. PARCEL 3: Non-exclusive easements for access, ingress, egress, use, enjoyment, drainage, encroachment, support, maintenance, repairs and for other purposes, all as described in that certain Declaration of Covenants, Conditions and Restrictions and Reservation of Easements for Pacific Park villas, recorded August 25, 1994 as Instrument No. 94-0525336 of Official Records. PARCEL 4: Exclusive easements appurtenant to Parcels 1 and 2 referred to above, for balcony or patio purposes, over the areas defined, depicted and assigned on the Plan. "Exhibit A" to Agency Deed of Trust Page 1 of 1 4\s\G: Agree: Margo1is:ExhCDeed\04/23/97 RLS 96-127 CITY OF HUNTINGTON BEACH 2000 MAIN STREET OFFICE OF THE CITY CLERK CONNIE BROCKWAY CITY CLERK DEED CERTIFICATION CALIFORNIA 92648 This is to certify that the interest in real property conveyed by the Deed dated May 5, 1997 from Faroukh Hosseinali, to the REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH, a public body corporate and politic, is hereby accepted by the undersigned officer or agent on behalf of the Agency pursuant to the authority conferred by Resolution No. 76 of the Agency and the grantee consents to the recordation thereof by its duly authorized officer. Dated: May 15, 1997 REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH CONNIE BROCKWAY, CMC CLERK By- (D� - t3l puty Clerk g:\followup\deedcert 5/ 15/971 deedcert:Hosseinali: j c (Telephone: 714-536-5227 ) RECOMING REOUESM 6y LAWYERS TRLE Co. � ��� •► • � �•► • ram}\Jai RECORDING REQUESTED BY ) Recorded in the County of orange. California AND WHEN RECORDED MAIL TO: ) IjiGary {L; II Granville, Clerk/Recorder RIDE,VE:LIDPI�7T Agency of the City of ) -I l � it • �k I •ill I.1.11 1 1jl tje111.,I..I NO Fee Huntington Beach ) 19910238238 2: 54p�1105122197 �06114ain Street ) D0202 10 7.00©o3 08 21 27.00 0.00 0.00 0.00 0.00 Huntington Beach, California 92646 ) Attn: Agency Clerk ) (Space above for Recorder's use.) .r [V THIS DECLARATION OF CONDITIONS, COVENANTS AND RESTRICTIONS FOR PROPERTY (the "Declaration") is made by and between FAROUKH HOSSEINALI (the "Covenantor") and THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH, a public body corporate and politic (the "Agency" or "Covenantee") as of the date set forth below. RECITALS A. Covenantor and the Agency have entered into a certain Loan Agreement dated MAY STH , 1997 (the "Agreement," a copy of which is on file;1th the Agency at its offices and is a public record) pursuant to which the Covenantor has agreed to subject certain real property (referred to in the Agreement and referred to herein as the "Property") described in the "Legal Description of the Property" (which is attached hereto as Exhibit "A" and incorporated herein by this reference) to certain covenants, conditions and restrictions. B. The Community Redevelopment Law (California Health and Safety Code § 33000 et seq.) provides that a redevelopment Agency shall establish covenants running «ith the land in furtherance of redevelopment plans. NOW, THEREFORE, the parties hereto agree and covenant as follows: 1. Affordability Covenants. Covenantor agrees for itself, and its successors and assigns, and every successor to Covenantoes interest in the Property, or any part thereof that for t Page 1 of 9 41bhIGA-97Agr=1 iossein: Cxhibid) RLS 97-263 C23197 thirty (30) years from the date of recording of the Deed of Trust in favor of the Agency regarding the Property (the "Expiration Date"): (a) The Property shall only be owned and occupied by Convenantor or by other persons or families of "Moderate Income." "Moderate Income" shall mean persons or families earning One Hundred Twenty Percent (120%) or less of Orange County median income, adjusted for appropriate family size. (b) The Property shall be kept available at Affordable Housing Cost (as defined below) to the Covenantor or other persons or families of moderate income. Affordable Housing Cost shall mean, as to each person or family of low or moderate income, that purchase price which would result in monthly housing payments which do not exceed an amount under any currently prevailing conventional home mortgage lending rates applied by any reputable institutional home mortgage lender, or the lending rates of any government -subsidized or special mortgage program for which such person or family qualifies and has obtained a first trust deed loan, which do not exceed thirty-five percent (35%) of One Hundred Ten Percent (110%) of the Orange County monthly median income for those p.-rsons and families of moderate income (as determined by the United States Department of Housing and Urban Development) earning between Eighty Percent (80%) and One Hundred Ten Percent (110%) of the Orange County monthly median income, and Thirty -Five Percent (35%) of the monthly median income of any person or family of moderate income which earns more than One Hundred Ten Percent (I 10%) and not more than One IIundred Twenty Percent (120%) of the Orange County median income. (c) The covenant contained in this Section 1 shall run with the land and shall automatically terminate and be of no further force or effect upon the Expiration Date. 2. Transfer of Property. No transfer of the Property shall occur until the Agency determines (a) that the proposed purchaser intends to occupy the Property as the proposed purchasers principal residence, (b) that the proposed purchaser is a person or family of moderate income and (c) that the proposed transfer occurs at an Affordable Housing Cost. The Agency shall not be obligated to approve a transfer until and unless the proposed purchaser has submitted to the Agency such information and completed such forms as the Agency shall request to certify the proposed purchaser's intent with respect to its residency of the Property and its gross income, and the proposed purchaser has submitted an affidavit disclosing and certifying the amount of the proposed purchase price. Prior to conveyance of the Property, each approved purchaser shall submit to the Agency an executed disclosure statement which certifies that the purchaser is aware that the purchaser buying may only sell the unit at an Affordable Housing Cost to a moderate income person or family, that the maximum permitted sales price may be less than fair market value and that the unit must be o«mer-occupied at all times and cannot be rented or leased. Covenantor shall cooperate with the Agency in providing such forms to proposed purchasers and in assisting proposed purchasers to prepare such forms and to provide any required information to the Agency in connection with the Covenantoes original sale of the Affordable Unit, provided t Page 2 of 9 4%bh1G:4-97ASrcc:1lossein:Cxhibi[D RLs 97-263 4123/97 M that the Covenantor shall not be obligated to incur any out-of-pocket costs in connection therewith, other than employee time dedicated to providing such assistance. THE COVENANTOR AND EACH SUCCESSOR, HEIR OR ASSIGN OF COVENANTOR UNDERSTANDS THAT THE DETERMINATION OF THE AFFORDABLE ROUSING COST CAN BE MADE ONLY AT THE TIME OF THE PROPOSED TRANSFER, TAKING INTO CONSIDERATION INTEREST RATES, THE TERMS OF SALE OFFERED TO AND THE ECONOMIC CIRCUMSTANCES OF THE PROPOSED PURCHASER AND OTHER FACTORS THAT CANNOT BE ACCURATELY PREDICTED, AND THAT THE TRANSFER PRICE PERMITTED HEREUNDER MAY BE LESS THAN THE FAIR MARKET VALUE OF THE PROPERTY AND WX NOT INCREASE OR DECREASE IN THE SAME MANNER AS OTHER SIMILAR REAL PROPERTY WHICH IS NOT ENCUMBERED BY THIS RESTRICTION. COVENANTOR AND EACH SUCCESSOR, HEIR OR ASSIGN OF COVENANTOR FURTHER ACKNOWLEDGES THAT AT ALL TIMES IN SETTING THE TRANSFER PRICE THE PRIMARY OBJECTIVE OF THE AGENCY AND THIS DECLARATION IS TO PROVIDE HOUSING TO ELIGIBLE PERSONS OR FAMILIES AT AN AFFORDABLI: HOUSING COST. 1= Covenantor Initials The covenant contained in this Section 2 shall run with the land and shall automatically terminate and be of no further force or effect upon the Expiration Date. 3. Non-Discrimivation Qayenants. Covenantor covenants by and for itself, its successors and assigns, and all persons claiming under or through them that there shall be no discrimination against or segregation of any person or group of persons on account of race, color, religion, sex, marital status, national origin or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure, or enjoyment of the Property, nor shall covenantor itself or any person claiming ender or through it, establish or permit any such practice or practices of discrimination or segregation «dth reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees, or vendees in the Property. Covenantor and its successors and assigns, shall refrain from restricting the rental or Iease (if permitted by Covenantor) or sale of the property on the basis of race, color, religion, sex, marital status, national origin or ancestry of any person. All such deeds, leases or contracts shall contain or be subject to substantially the following nondiscrimination or non segregation clauses: (a) In deeds: "The grantee herein covenants by and for himself or herself, his or her heirs, executors, administrators and assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of t Page 3 of 9 41,bhI0:4-97ASmc:i lossein:ExhibilD RLS 97-263 4123197 persons on account of race, color, religion, sex, marital status, national origin or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the land herein conveyed, nor shall the grantee himself or herself or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessee or vendees in the land herein conveyed. The foregoing convenants shall run with the land." (b) In leases: "The lessee herein covenants by and for himself or herself, his or her heirs, executors, administrators and assigns, and all persons claiming under or through him or her, and this lease is made and accepted upon and subject to the following conditions: "There shall be no discrimination against or segregation of any person or group of persons on account of race, color, religion, sex, marital status, ancestry or national origin in the leasing, subleasing, transferring, use, occupancy, tenure or enjoyment of the premises herein leased nor shall the lessee himself or herself, or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, sublessees, subtenants or vendees in the premises herein leased." (c) In contracts: "There shall be no discrimination against or segregation of, any person, or group of persons on account of race, color, religion, sex, marital status, ancestry or national origin, in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the premises, nor shall the transferee himself or herself or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessee or vendees of the premises." Nothing in this Section 3 shall be construed to authorize the rental or lease of the Property if such rental or lease is not otherwise permitted. The convenants in this paragraph 3 shall run with the land in perpetuity. 4. Qovenants Do Not Impair Lien. No violation or breach of the covenants, conditions, restrictions, provisions or limitations contained in this Declaration shall defeat or render invalid or in any way impair the lien or charge of any mortgage or deed of trust or security interest. 5. Covenants For Boefit of CitY and Agency. All covenants without regard to technical classification or designation shall be binding for the benefit of the Covenantee and the City of Huntington Beach (the "City") and such covenants shall run in favor of the Covenantee and the City for the entire period during which such covenants shall be in force and effect, without regard to whether the Covenantee or the City is or remains an owner of any land or interest therein to which such covenants relate. The Covenantee and the City, in the event of any breach of any such covenants, shall have the right to exercise all the rights and remedies and to Page 4 of 9 4' WGA-Mgrce:1 lossein:L• xhibitl l RLS 97-Z63 4,23197 maintain any actions at law or suits in equity or other proper legal proceedings to enforce and to cure such breach to which it or any other beneficiaries of these covenants may be entitled during the term specified for such covenants, except the covenants against discrimination which may be enforced at law or in equity at any time in perpetuity. IN WITNESS WHEREOF, the Covenantee and Covenantor have caused this instrument to be executed on their behalf by their respective officers hereunto duly authorized, this lEth day of K ,1997 . COVENANTOR APPROVED AS TO FORM: Agency Counsel s-gyp Page 5 of 9 41bh1.GA-97Agrce:1 losscin: Exh ibitD RLS 97-263 4/23/97 STATE OF CALIFORNIA ) 5s COUNTY OF cRANGE ) On MAY 16TH' 1997 , before me, LINDA J. CAMPBE L (name, title, e.g., "Jane Doe, Notary Public"), personally appeared l:A_KIMS FIDSMI MLI (name(s) of signer(s)), personally kno«m to be -- OR -- 7tX proved tome on the basis of satisfactory evidence to be the person(s) whose r.ame(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 upon behalf of which the person(s) acted, executed the instrument. cial seal. LINDA J. AMPBEL- z m , COMM. # 1045344 m NOTARY PUBLIC - CALIFOMA _ ORANGE CCLNN �► My Comm. Expires DEC. 20. INS )< Individual (Signs re of Notary) LINDA J. CAMPBELL Corporate Officer(s): Title(s) Partner(s): Limited General Attorney -in -Fact Trustee(s) Guard ian/Conservator Other SIGNER 1S REPRESENTING: Name of Person(s) or Entity(ies) ATTENTION NOTARY: Although the information requested below is OPTIONAL, IT COULD PREVENT FRAUDULENT ATTACHMENT OF THIS CERTIFICATE TO ANOTHER DOCUMENT. Title or Type of Document Number of Pages Date of Document Signers) Other Than Named Above: Page G of 9 41bh1G:4 97Agn:e:ttosscin:ExhibitD Rf S 97-263 4R3/97 STATE OF CALIFORNIA ) COUNTY OF ) �*l On , before me, (name, title, e.g., "Jane Doe, Notary Public"), personally appeared (name(s) of signer(s)), personally known to be -- 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 the entity upon behalf of which the persons) acted, executed the instrument. Witness my hand and official seal. (Signature of Notary) Individual Corporate Officer(s): TitIe(s) Partner(s): Limited General Attorney -in -Fact Trustee(s) Guardian/Conservator Other SIGNER IS REPRESENTING: Name of Person(s) or Entity(ies) ATTENTION NOTARY: Although the information requested below is OPTIONAL, IT COULD PREVENT FRAUDULENT ATTACHMENT OF THIS CERTIFICATE TO ANOTHER DOCUMENT. Title or Type of Document Number of Pages Date of Document Signer(s) Other Than Tamed Above: Page 7 of 9 41bh1G:4-97Agrec:i iossc in:ExhibitD RlS 97-263 4123,97 STATE OF CALIFORNIA ) ss COUNTY OF On _ , before me, (name, title, e.g., "Jane Doe, Notary Public"), personally appeared (name(s) of signer(s)), personally known to be -- OR -- proved to me on the basis of satisfactory evidence to be the person(s) whose rame(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 upon behalf of which the person(s) acted, executed the instrument. Witness my hand and official seal. (Signature of Notary) Individual Corporate Officer(s): Title(s) Partner(s): Limited General Attorney -in -Fact Trustee(s) G uardian/Conservator Other SIGNER IS REPRESENTING: Name of Person(s) or Entity(ies) ATTENTION NOTARY: Although the information requested below is OPTIONAL, IT COULD PREVENT FRAUDULENT ATTACHMENT OF THIS CERTIFICATE TO ANOTHER DOCUMENT. Title or Type of Document Number of Pages Date of Document Signer(s) Other Than Named Above: Page S of 9 41.bh1GA-97Agrcc:1 lossc in: E• xhib itD RLS 97-263 4/23/97 TXN(BiT A A Condominium comprised of: PARCEL 1: An undivided one twenty second (1/22) fee simple interest as a tenant in common in and to all of the Common Area defined in Declaration referred to below and described in the Condominium Plan ("Plan") for Lot 1 of Tract No. 14828, which Plan was recorded on August 25, 1994 as Instrument No. 94-0525335 of Official Records of Orange County, over Lot 1 of Tract No. 14828, in the City of Huntington Beach, County of Orange, State of California, as per map filed in Book 706, Pages 27 to 29 of Miscellaneous Maps, in the office of the County Recorder of said County. Excepting therefrom all oil, petroleum, asphaltum, gas, minerals and other hydrocarbon sabstances, as reserved in deed recorded -August 16, 2921 in Book 401, Page 356 of Deeds, and in various other deeds of record. PARCEL 2: Unit No. 15 consisting of certain airspace and surface elements, as shown and described in the Condominium Plan referred to in Parcel 1 above. PARCEL 3: N-an-exclusive easements for access, ingress, egress, use, enjoyment, drainage, encroachment, support, maintenance, repairs and for other purposes, all as described in that certain Declaration of Covenants, Conditions and Restrictions and Reservation of Easements for Pacific Park villas, recorded August 25, 1994 as Instrument No. 94-0525336 of official Records. PARCEL 4: Exclusive easements appurtenant to Parcels 1 and 2 referred to above, for balcony or patio purposes, over the areas defined, depicted and assigned on the Plan. Page 9 of 9 41bh1G:4-97Agree:1 lossc in: Exh ibi:D RLS 97.263 4R3197 U EXHIBIT E DISCLOSURE STATEMENT We FAROUKH HOSSEINALI ("Applicant") understands and agrees that the provision of financial assistance from The Redevelopment Agency of the City of Huntington Beach ("Agency") is conditional on a number of factors, including, but not limited to: • UA'Ve must qualify for a home loan from an institutional lender acceptable to the Agency. • I/We must pay at least 3 % of the home purchase price from our own funds. • I/We must qualify for assistance under the guidelines of the Agency's Program. + IAN1e as owners of the unit must occupy it for the entire term of the loan. If UWe rent the unit to others, UWe will be in default of the Loan Agreement. I/We further understand and agree that: • I/We will be responsible for repaying the loan with five percent (5%) simple interest per year at the time I/we sell, transfer, refinance, or no longer occupy my/our home, or breach any part of the Loan Agreement. The Annual Percentage Rate for this loan is five percent (5%). The simple interest shall accrue each year, but is not required to be paid except as described in the Loan Agreement. If within thirty (30) years from the date I/we receive the Agency financial assistance, Uwe sell or transfer the home I/we purchased under this Program to persons who are not persons of low or moderate income or refinance the lien of the deed of trust held by my/our lender, I/We will be obligated to pay the Agency a percentage share of the difference between the price Ihve paid for the home and its value at the time of such sale, transfer or refinancing. The Agency Loan is due upon sale, transfer or refinancing. of the unit. • I/We have a right to cancel or rescind this loan at any time prior to midnight on the third business day after the loan agreement is signed by sending a notice of my/our decision to The Redevelopment Agency of the City of Huntington Beach 2000 Main Street P.O. Box 190 Huntington Beach, California 92648 "Exhibit E" to Loan Agreement Page 1 of 2 41bW,G:4-97Agme:! Iossein:ExhibitE RLS 97-263 4123,97 The Agency will not require melus to make payments of principal or interest during the term of the loan. The full balance of principal and interest will be due and payable when the term of the loan expires. There are no loan closing costs, prepayment penalties or charges, points, fees, finance charges, service charges, investigation fees, credit report fees, insurance pr.-miums, notary or escrow fees, late payment charges or other fees payable pursuant to this loan. An appraisal fee may be payable upon the refinancing of my/our house. • The Agency shall not be held responsible for any costs associated with the home I/w•e purchase with such assistance including, but not limited to, any loan fees or charges, any charges for appraisals, or any escrow costs or other costs relating to the transfer of property. • The Agency cannot ensure that information provided by or on behalf of Applicant will be kept confidential. The Agency shall not be responsible for the selection of a home by the Applicant, the selection of a lender providing funds assisting in the purchase of the home, providing information concerning other public or private sources of loans, or the competitiveness of the terms of the Program. I/we assume all responsibility for determining whether I/we desire to be considered for the Program, and Ihve will inform myself/ourselves as to the availability and terms of other public or private loans. The Agency shall not be charged with knowledge of the contents of the documents of the primary lender. • The Agency financial assistance I/%ve receive under this Program may be considered to be income for purposes of federal or state income taxes and the Agency shall not be held responsible for the payment of any taxes which I/we may incur by virtue of the receipt of such financial assistance. Dated: May 16 ,19 97 (J6_ya��� Signature of applicant "Exhibit E" to Loan Agreement Page 2 of 2 41bh1GA-97Agrcc:E iosscin:Exhib itE RLS 97-263 4,23197 EXHIBIT F Participant(s) FAROUKI I HOSSEINALI Loan Amount: S35.000.00 Address of Residence: 19061-.loyful Lane. #201.1iuntiniton Beach -California Notice to Participant Required by Federal Law: You have entered into a transaction on [Date] which may result in a lien, mortgage, or other security interest on your home. You have a legal right under federal law to cancel this transaction, if you desire to do so, without any penalty or obligation NNithin three business days from the above date or any later date on which all material disclosures required under the Truth in Lending Act have been given to you. If you so cancel the transaction, any lien, mortgage, or other security interest on your home arising for this transaction is automatically void. You are also entitled to receive a refund of any down payment or other consideration if you cancel. If you decide to cancel this transaction, you may do so by notifying: The Redevelopment Agency of the City of Huntington Beach 2000 Main Street P.O. Box 190 Huntington Beach, California 92648 by mail or telegram sent not later than midnight of (Date) You may also use any other form of «Titten notice identifying the transaction if it is delivered to the above address not Iater than that time. This notice may be used for that purpose by dating and signing below. I hereby cancel this transaction. (Date) (Participant's Signature) "Exhibit F" to Loan Agreement Page I of 41 h',GA-97A9r=1 [osscin: Cxhibiff RLS 97-263 4r23197 EFFECT OF RESCISSION. When a participant exercises his right to rescind under paragraph (a) of this section, he is not liable for any finance or other charge, and any security interest becomes void upon such a rescission. Within 10 days after receipt of a notice of rescission, the creditor shall return to the participant any money or property given as earnest money, down payment, or otherwise, and shall take any action necessary or appropriate to reflect the termination of any security interest created under the transaction. If the creditor has delivered any property to the customer, the customer may retain possession of it. Upon the performance of the creditor's obligations under this section, the customer shall tender its reasonable value. Tender shall be made at the location of the property or at the residence of the customer, at the option of the customer, If the creditor does not take possession of the property within 10 days after tender by the customer, ownership of the property vests in the customer without obligation on his part to pay for it. ACKNOWLEDGMENT OF RECEIPT OF TWO COPIES OF NOTICE Each of the undersigned hereby acknowledges receipt of two completed copies of this Notice. fOrcz,k�, �i DVI§Z97 Participant's Signature Date FAROM HOSSEIMLI Participant's Signature 4UNGA-97Agree:l Iossein:Exhibiff RLS 97-263 423)97 Date Participant's Signature Date Participant's Signature Date "Exhibit F" to Loan Agreement Page 2 of 2 REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH LENDING INSTRUCTIONS TO: Tiempo Escrow 19093 Beach Blvd. Huntington Beach, CA 92648 RE: Your Escrow No. 9986-C Preliminary Recitals 1. Faroukh Iiosseinali (hereinafter sometimes referred to as "Buyer') have applied to Redevelopment Agency of the City of Huntington Beach (hereinafter sometimes referred to as "Agency" or "Lender') for a loan of $35,000 to finance the purchase of certain real property kno«n as and located at 18061 Joyful Lane, 4201, Huntington Beach, California 92648, which property is hereinafter sometimes referred to as the "Subject Real Property." Lender has been advised that Buyer has opened the above -referenced escrow with you for the purpose of completing the purchase of the Subject Real Property. In order to secure performance or fulfillment of the terms and conditions of the loan for which Buyer has applied, and to facilitate the making of the loan if appropriate, Lender, reserving the right to amend or revoke these instructions, unilaterally and without prior notice, at any time, hereby authorizes and instructs you as follows: Deposit Clause 2. Lender had enclosed herewith the following: (a) A loan agreement providing the terms and conditions by which the Borrower may participate in the Lender's program to assist low or moderate income households to purchase housing which includes an equity sharing provision; (b) A promissory note providing for the repayment of the principal amount of $35,000 plus accrued interest on the unpaid balance thereof at the rate of 5 percent (5%) per annum, due upon the thirtieth anniversary of the Loan, or earlier according to the terms and conditions of the note; (c) A second deed of trust, with a rider, conveying the Subject Real Property to City of Huntington Beach in trust for the purpose of securing performance of the obligations evidenced by the above -described promissory note and certain other obligations, to be executed by Buyer for the benefit of Lender; (d) A "Declaration of Conditions, Covenants and Restrictions for Property," in which Buyer agrees that the Subject Real Property shall only be owned by Buyer or other 4%bh:G A-97Agrcc:l losseffil tndinst RLS 97-263 4n3:97 Q persons or families of low or moderate income available at an affordable housing cost, as those terms are defined in California Health & Safety Code Sections 5093 and 50052.5, and that Buyer shall not discriminate against any person or group of persons on the basis of race, color, religion, sex, marital status, national origin or ancestry. Such covenants shall run with the Iand, in favor of the Lender and the City of Huntington Beach; (e) The disclosure statement setting forth the conditions upon which the Lender will make the Lo.ui; (0 The notice of the Buyer's right to rescind required by the Truth -in - Lending Act; (g) An expiration of rescission period form verifying the delivery of the notice of right to rescind; and (h) The Certificate of Proposed Disclosure, which must be signed by the Buyer, delivered to the current o,.Nmcr for his signature, and when fully executed, copies are to be delivered to Lender, Buyer, and owner. Execution of Loan Instruments and Documents 3. When you have received these instructions, please have Buyer execute immediately all loan inst-uments and documents that have been deposited with you for execution by Buyer. All of the loan instruments and documents that have been deposited with you for execution by Buyer are to be executed by Buyer on the same date. Buyer must execute all loan instruments and documents that they are required to execute by signing his/her/their name(s) exactly as it appears or will appear on the grant deed that will vest title in Buyer and on the enclosed deed of trust. Insurance Requirements 4. We require, as a condition of making the loan, that you hold for delivery to us an original policy of insurance, duly issued and in effect, providing fire and extended special coverage insurance on the Subject Real Property in an amount not less than $ 6,000.00 and complying with the following requirements: (a) n.e policy shall be issued by an insurer that is admitted to transact insurance business in California; (b) The policy shall either be a continuous policy or a policy ,%vith an unexpired term of at least one year, and the premium for the initial one year, following the making of the loan must have been paid; 2 416h:GA-97A&mtJ [ossein:Lendinst RLS 97-263 4/23197 (c) The policy shall name Buyer as an insured and shall contain a lender's loss payable endorsement naming Lender as the second loss payee; (d) The policy shall not have a deductible that exceeds $500. Requirement of Cash Downpayment 5. We require, as a condition of making the loan, that 3% of the purchase price of the Subject Real Property be paid by Buyer, in cash or its equivalent, from Buyer's own funds. Compliance With Truth -In -Lending Requirements 6. We require, as a condition of making the loan, that prior to the disbursement of any loan proceeds you effect compliance with the disclosure and notice requirements imposed by the Federal Truth -in -Lending Act and allow the three-day recission period required by the Truth - in -Lending Act to expire. You shall not request or disburse any loan proceeds unless and until you have complied with each of the following conditions: (a) You shall deliver one copy of the enclosed Disclosure Statement to Buyer at the time Buyer executes the enclosed promissory note, deed of trust and the other enclosed loan documents; (b) At the time a copy of the Disclosure Statement is delivered to Buyer, you shall have Buyer sign another copy of the Right to Rescind Statement, in the space provided for that purpose, to acknowledge receipt of the statement; (c) As soon as Buyer has executed the enclosed loan instruments and documents and you have delivered the copies of the Disclosure Statement and Notice of Right to Rescind and had Buyer acknowledge receipt of the statement, you shall deliver to us the copy of the Disclosure Statement and Notice of Right to Rescind and had Buyer acknowledge receipt of the statement, you shall deliver to us the copy of the Disclosure Statement that Buyer has signed and the copy of the Notice of Right to Rescind that you have retained; and (d) You shall not request or disburse the loan proceeds, or any part of them, until the fourth business day after the date on which the Disclosure Statement is delivered to Buyer or the fourth business day after the date on which the Notice of Right to Rescind is delivered to Buyer, whichever is later. Conditions Precedent to Request for Loan Funds 7. You may request us to deposit the proceeds of the loan «-ith you when, and only when: 3 411h:GA-97ASrcc:I lossein: t.endinsl RLS 97-263 4R7'97 (a) Buyer has properly executed the enclosed loan agreement promissory note without modification or deletion and you have delivered the original of the executed loanagreement to us; (b) Buyer has properly executed the enclosed promissory note without modification or deletion and you have delivered the original of the executed loan agreement promissory note to us; (c) Buyer has properly executed the enclosed deed of trust without modification or deletion and it is in recordable farm; (d) Buyer has properly executed the enclosed Declaration of Condition, Covenants, and Restrictions without modification or deletion and it is in recordable form; (e) You have delivered a true and complete copy of the executed deed of trust and Declaration of Conditions, Covenants and Restrictions to us and are authorized and prepared to record the original deed of trust when you receive and are authorized and prepared to disburse the loan proceeds; (f) You have delivered to us true and complete copies of all of the escrow instructions that you have received from Buyer and the other parties to the above escrow, including any amendments or supplemental instructions, and any assignments or demands that have been deposited with or delivered to you in connection with the escrow; (g) You have delivered to us a copy of the preliminary title report obtained for Ns transaction; (h) Continental Lawyers Title Company is prepared and obligated to issue in our favor, on the recordation of the enclosed deed of trust, a standard form American Land Title Association lender's policy in the amount of $35,000, insuring that title to the Subject Real Property is vested in Buyer and that the enclosed deed of trust is an encumbrance against the Subject Real Property that is subject and subordinate only to First Deed of Trust; (i) You have delivered to us a N%Titten confirmation verifying the commitment of Continental La,.Nyers Title Company to issue the policy of title insurance required by these instructions on the recordation of the enclosed deed of trust; 0) You have received in escrow, and are authorized and prepared to deliver to us on recordation of the enclosed deed of trust, an original policy of fire and extended special coverage insurance complying with the requirements set forth in 14; (k) Buyer has deposited in escrow, to be applied toward payment of the purchase price for the Subject Real Property, the sum of $15,000.00 and has otherwise complied with the dotivnpayment requirements set forth in gI 5; 4 4%bh:G:4-97Agrcc:l lossc in: Lendins: R[S 97-263 4)23197 (1) You have delivered to us a true and complete copy of a written certification from a licensed structural pest control operator pursuant to Business and Professions Code Section 8519 that the residence and other improvements located on the Subject Real Property are free from evidence of active infestation or infection in the visible and accessible areas; (m) You have delivered to Buyer, in accordance with the requirements set forth in j 6, one copy of the enclosed Disclosure Statement and two copies of the enclosed Notice of Right to Rescind; (n) More than three full business days have elapsed since the date on which the Disclosure Statement was delivered to Buyer, and more than three full business days have elapsed since the date on which the Notice of Right to Rescind were delivered to Buyer; (o) You are otherwise authorized and prepared, under the instructions you have received from all parties, to close the above -referenced escrow within 24 hours after the loan proceeds are deposited with you. (p) There shall be no blanks on any documents at close of escrow. Recording of Deed of Trust S. When all of the conditions precedent to requesting the deposit of the loan proceeds, as set forth in 1; 7, have been performed or fulfilled and the loan proceeds have been deposited wrath you pursuant to your request, you are authorized and instructed to record forthwith the grant deed conveying the Subject Real Property to Buyer, our enclosed deed of trust, our enclosed Declaration of Conditions, Covenants, and Restrictions and to close the above -referenced escrow. You are instructed to record our enclosed deed of trust and Declaration of Conditions, Covenants, and Restrictions immediately after you record the grant deed conveying the Subject Real Property to Buyer. Issuance of Title Insurance Policy 9. As soon as you have recorded our enclosed deed of trust and Declaration of Conditions, Covenants, and Restrictions, you are instructed to cause to issue and to deliver to us a standard form American Land Title Association lender's title insurance policy in the amount of $35,000, insuring that title to the Subject Real Property is vested in Buyer and that the enclosed deed of trust and Declaration of Conditions, Covenants, and Restrictions are encumbrances against the Subject Real Property that is subject to and subordinate only to the First Trust Deed. Conditions Precedent to Disbursement of Loan Proceeds 10. You are authorized to disburse the loan proceeds that we deposit with you when, and only when: 5 41,bh:G:4-97Agrec:! Iosscin:Lendinsl RLS 97-263 4123.97 (a) All of the conditions precedent to requesting; the deposit of the loan proceeds, as set forth in 17, have been performed or fulfilled. (b) You have recorded the grant deed conveying the Subject Real Property to Buyer, the enclosed deed of trust and Declaration of Conditions, Covenants, and Restrictions; and (c) You have caused to issue and deliver a standard form American Land Title Association lender's title insurance policy that complies with the title insurance requirements set from in 17(h). Requests and Notices 11. The request for the loan proceeds and all other requests And notices directed to Lender shall be in writing; and shall be personally delivered or sent by certified or registered mail, postage prepared, return receipt requested to Redevelopment Agency of the City of Huntington Beach, Attn: Agency Clerk, 2000 Main Street, Huntington Beach, CA 92648. Requests shall be deemed to have been made and notices shall be deemed to have been given only when they have been received by the City Clerk. Delivery of Instruments and Documents I2. All instruments and documents that are to be delivered to Lender shall be personally delivered or sent by certified or registered mail, postage prepaid, return receipt requested to Agency Clerk, Redevelopment Agency of the City of Huntington Beach, 2000 Main Street, Huntington Beach, CA 92648. Instruments and documents shall be deemed to have been delivered only when they have been received by the Agency Clerk. Nonresponsibility for Escrow Fees and Charges 13. Lender shall have no responsibility or liability for any of your escrow fees or charges or for any fees, charges, costs, or expenses incurred by you or any other party to the above -referenced escrow in complying with these instructions, obtaining; the loan for which Buyer has applied, or otherwise processing or closing the above -referenced escrow. Sole Instructions 14. These instructions constitute the complete escrow instructions, and the only escrow instructions, of Lender and shall revoke and supersede any prior oral or written instructions you may have received from Lender. C 4'.hh:G:4-97Agrcc:1Iosscin:Lendinst RLS 97-263 423M Waiver and Deviations from Instructions 15. Lender may waive, or may permit deviations from, any term or condition of these instructions. However, a term or condition of these instructions can only be waived by means of a written waiver signed by an authorized officer, agent, or employee of Lender. Deviation from these instructions will only be permitted if it is specifically authorized in writing by an authorized officer, agent, or employee of Lender. Any purported oral waiver, and any purported oral authorization to deviate from the terms of these instructions, shall be ineffective and invalid. Amendments and Supplemental Instructions 16. Lender shall have the right to amend or supplement these instructions at any time without prior notice and without the agreement or consent of any other party or parties. However, these instructions may only be amended, supplemented, or modified by means of a written amendment or supplement that has either been signed or approved in writing by an authorized officer, agent, or employee of Lender. No written amendment, supplement, or modification of these instructions shall be effective or valid unless and until it has been deposited with you and unless and until an authorized officer, agent, or employee of Lender has either signed it or approved it in a signed writing that has been deposited with you. Any purported oral amendment, supplement, or modification of these instructions shall be ineffective and invalid. Revocation and Cancellation of Instructions 17. (a) Lender shall have the right to revoke and cancel these instructions at any time without prior notice and without the agreement or consent of any other party or parties. If Lender exercises its right to revoke and cancel these instructions, you shall return to Lender forthwith, upon demand, any and all funds, instruments, documents, and other items that Lender has deposited with you. (b) if the above -referenced escrow is canceled by any other party or parties, you shall return to Lender forthwith any and all funds, instruments, documents, and other items that Lender has deposited with you. Time Is of the Essence 18. Time is of the essence with respect to each and every provision of these instructions and in the performance, occurrence, fulfillment, or satisfaction of each and every term and condition of this escrow and these instructions. 7 4',bh:G:4-97Agr=1 losstin:Lendinst RIS 97-263 4/-3197 Request for Acknowledgment of Acceptance 19. Please acknowledge your receipt and acceptance of these instructions, and your agreement to hold and dispose of any funds, instruments, documents, or items that Lender deposits with you in accordance with the terms and conditions of these instructions, by signing the acknowledgment and acceptance set forth below on the enclosed copies and returning one signed copy to Lender. Dated: City of Huntington Beach Acknowledgment and Acceptance by Escrow 11okler Tiempo Escrow acknowledges receipt of the foregoing instructions and the items listed in Paragraph 2 of those instructions. Tiempo Escrow agrees that any funds, instruments, documents, or other items deposited by the Redevelopment Agency of the City of Huntington Beach shall be held and disposed of in accordance %Ath the terms and conditions of the foregoing instructions and such amendments or additional instructions as may be submitted by the Redevelopment Agency of the City of Huntington Beach. ESCROW HOLDER Tic m o screw By �tsignaturcj LII1DrA J. tB6LL [typed name] -ESCRCW OFFICER [title] 8 4%h:G:-97Agree:llosscin:Undinsl RI,S 97-263 V23197 LIM EXHIBIT II THIS FORM MUST BE DELIVERED TO THE DEVELOPER BEFORE PROCEEDING WITH ANY TRANSFER OF THE PROPERTY. MAY 5 , 19-27— 1. The Proposed Transferee is Names: FAROUKH HOSSEINALI Current Address: 18061 JOMM LANE #201 HUNPING CN BEACH, CA. 92648 Telephone Number: 2. The address of the property which the proposed transferee desires to purchase is 18061 Joyful Lane, #201, Huntington Beach, California (the "Property"), w?hich was built in the Talbert Beach Redevelopment Project Area. 3. The Proposed transferee represents, warrants and covenants the follo%Ning: (a) The Property will be the principal residence of the proposed transferee. (b) The combined maximum annual income in the current year for all household members of the proposed transferee is $ 42,,984-00 (This figure = reflect income from ;all sources.) (c) The proposed transferee will deliver to the Redevelopment Agency of the City of Huntington Beach a signed financial statement on a form acceptable to the Agency. 4. The proposed transferee's household consists of the following persons who will reside in the Property: Adults (18 or over) - [name of each]: "Exhibit 11" to Loan Agreement Page 1 of 6 41bh%GA-97Agrcc:11oWin:CxhbW 1 RLS 97-263 4123/97 �.01 Minors (under 18) - [name of each]: S. The proposed transferee must submit to the Developer, on a form available from the Developer, an income certification so the Developer may determine if the proposed transferee is an Eligible Person or Family. 6. A true and correct copy of the proposed transferee's most recent tax return to the U.S. Internal Revenue Service is attached hereto. 7. The terms of the proposed transfer are: (a) Sales price of $ 176,000.00 This sales price is based on the less of yac (i) Fair market value; or (ii) The maximum price at which the Purchase Housing Cost of the Proposed Transferee would not exceed Affordable Housing Cost. The calculation of the Sales Price under this subsection (ii) is illustrated in Attachment No. I0 to the Disposition and Development Agreement. IN ORDER TO ANSWER QUESTION 2(a) YOU MUST CALCULATE THE PROPOSED SALES PRICE BASED ON AFFORDABLE HOUSING COST, TAKING INTO CONSIDERATION ALI, ITEMS LISTED IN THE DEFINITION OF PURCHASE HOUSING COST. (b) Price of any personal property bcin8 sold by the owner to the proposed transferee: $ -0- (if none, so state) (c) The price of $ -0- any services of Owner. (If none, so state.) to be paid by the proposed transferee for (d) All other amounts of money or other consideration, if any, concerning the Property or any other matter to be paid by the proposed transferee to the Owner: $0- . (If none, so state.) "Exhibit H" to Loan Agreement Page 2 of 6 41bh\G:4-97Agrce:l lossein: Exhbitl i RLS 97-263 4/23,97 (e) Sources of payment of sales price: Sales price Cash down payment $ 9,200.00 1st loan $ 131,800.00 2ndloan $ 35,000.00 Other (describe) $ �.W, $ 176,000.00 $ 176,000.00 Total (f) The financing obtained by the proposed transferee to purchase the Property is as follows: 19 Loan: Loan amount: $ 131,800.00 Monthly payments: $ 978.61 Interest rate FIXED % if variable interest, describe adjustment mechanism: Due date: Balloon payment amount: Points and fees: Lender: Lender's address: 4`,bh%GA-97Agrcc:1 lossein:Exhbid I RLS 97-263 423/97 JUNE 1, 2027 NONE $2,249.O8 NEW AME RCA FIMNCIAL, INC. 4590 MACAiriHM BLVD., SUITE 370 NE PC7RT DFAC Ht CA. 92660 "Exhibit 11" to Loan Agreement Page 3 of 6 III: Loan amount: $ 35,000.00 Monthly payments: $ -0- Interest rate 5.00% ACCRUED if variable interest, describe adjustment mechanism: Due date: JUKE 1, 2027 Balloon payment amount: PRINCIPAL; & INTEREST Points and fees: -O- CITY OF HUNTINGTCN 13EACH Lender: 2000 MAIN STREET.' UNTINGICN BEACH, CALipmNIA Lender's address: Other Loans: (describe, if none, so state) NCW (g) The monthly Purchase Housing Cost to be paid by the proposed transferee: 1st loan monthly payment: $ 978.61 2nd loan monthly payment: $ -0" Other loans monthly payment: $ Taxxes and assessments (I/I2 of yearly tares and assessments): $ 214.00 Insurance (1/12 of yearly $ PAID TM1 ASSOC- DUES premium) Homeo%%mees dues: $ $175-69 Total: $ 1 368.30EST. "Exhibit H" to Loan Agreement Page 4 of 6 4%bh1G:4-97Agrcc:llossein:Exhbitf I RLS 97-263 4l23)97 8. A true and correct copy of the purchase and sale or other agreement between the owner and the proposed transferee is attached hereto. I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct. PROPOSED TRANSFEREE: MAY 16, 1997 Date Signature FARCURH EMSEINALI Print name 18061 JOYFUL LANE #201 Street Address HUNTINCTCH BEACH, CALIFORNIA 92648 City State 4\bh\G:4-97Agree:Hossein:ExhbitH RLS 97-263 4/23/97 Signature Print name "Exhibit H" to Loan Agreement Page 5 of 6 Telephone Zip Code IM MMM4 MOW=41 Based on the Proposed Transferee's Certificate, above, and all documents attached hereto, Developer hereby certifies that: (1) Proposed Transferee is an Eligible Person or Family; and (2) The monthly Purchase Housing Cost to be paid by the Proposed Transferee shall not exceed the monthly Affordable Housing Cost. [Capitalized terms used above are defined in the Disposition and Development Agreement to which this certificate is attached.] DEVELOPER: Date: "Exhibit H" to Loan Agreement Page 6 of 6 4',hhIG:4-Mgree llosscin:Edbidt RLS 97-263 4n3197 Plezze Returri To: New A:xrica Financial, Inc. c/o Hamilton Financial 905 west 27th Street Scottsbluff, NE 69361 [Space Above This Line For Recording i?2121 Loa:i No.: 2807642 DEED OF TRUST THIS DEED OF TRUST ('Security Instrument") is made on May 9, 1997 The trustor is Faroukh Hosseinali, a single t-an ('Borrower'). The trustee is CtmTornooealth Land Title cbn parry 44 Montgomery, Suite 3450, San Francisco, CA 94104 ('Trastce'). The beneficiary is New America Financial, Inc. which is organized and existing under the laws of the State of Texas , and whose address is 3131. Turtle Creek Boulevard, Suite #1300, Dallas, TX 75219 ('Lender'). Bor-ower owes Lender the principal sum of one hundred thirty one thousand eight hundred and NOf 100ths Dollars (U.S. $ 131, 800.00 ). This debt is evidenced by Borrower's note dated the same date as this Security Instrument ("Note'),which provides for monthly payments, with the full debt, if not paid earlier, due and payable on June 1, 2027 . This Security Instrument secures to Lender: (a) the repayment of the debt evidenced by the Note, with interest, and all renewals, extensions and modifications of the Note; (b) the payment of all other sums, will; interest, advanced under paragraph 7 to protect the security of this Security Instrument; and (c) the performance of Borrower's covenants and agreements under this Security Instrument and the Note. For this purpose, Borrower irrevocably grants and conveys to Trustee, in trust, with power of sale, the following described property located in Orange Cot:nty, California: SEE EXHIBIT 'A' ATTAC10) HERETO AMID MADE A PART IE RMF which has the address of 18061 Joyful Lane #201, Huntington Beach Cal.fornia 92648 [zip Cate] ("Preperty Address'); [Street. Cityl. TOGETHER WITH all the improvements now or heareafter erected on the property, and all easements. appurtenances, and fixtures now or hereafter a part of the property. All replacements and additions shall also be covered by this Security Instrument. All of the foregoing is referred to in this Security Instrument as the 'Property." BORROWER COVENANTS that Borrower is lawfully seised of the estate hereby conveyed and has the right to grant and convey the Property and that the Property is unencumbered, except for encumbrances of record. Borrower warrants and will def:nd generally the title to the Property against all claims and demands, subject to any encumbrances of record. CALIFORMA- Single Family • F,N%I VFI1LNtC Page 1 or 6 UNIFORM INS7' UNIEN-F- Form 3005 9190 Amended 8191 3195 THIS SECURITY INSTRUMtNT combines unitviin covenants for national use and non -uniform covenants with limited variations by jurisdiction to constitute a uniform security instrument covering real property. UNIFORM COVENANTS. Borrower and Lender covenant and agree as follows: 1. Payment of Principal and Interest; Prepayment and Late Charges. Borrower shall promptly pay when due the principal of and interest on the debt evidenced by the Note and any prepayment and late charges due under the Note. 2. Funds for Taxes and Insurance. Subject to applicable law or to a written waiver by Lender, Borrower shall pay to Lender on the day monthly payment are due under the Note, until the Note is paid in full, a sum ("Funds") for: (a) yearly taxes and assessments which may attain priority over this Security Instrument as a lien on the Property; (b) yearly leasehold payments or ground rents on the Property, if any; (c) yearly hazard or property insurance premiums; (d) yearly flood insurance premiums, if any; (e) yearly mortgage insurance premiums, if any; and (f) any sums payable by Borrower to Lender, in accordance with the provisions of paragraph 8, in lieu of the payment of mortgage insurance premiums. These items are called "Escrow Items." Lender may, at any time, collect and hold Funds in an amount not to exceed the maximum amount a lender for a federally related mortgage loan may require for Borrower's escrow account under the federal Real Estate Settlement Procedures Act of 1974 as amended from time to time, 12 U.S.C.§2601 et seq. ("RESPA"), unless another law that applies to the Funds sets a lesser amount. If so, Lender may, at any time, collect and hold Funds in an amount not to exceed the lesser amount. Lender may estimate the amount of Funds due on the basis of current data and reasonable estimates of expenditures of future Escrow Items or otherwise in accordance with applicable law. The Funds shall be held in an institution whose deposits are insured by a federal agency, instrumentality, or entity (including Lender, if Lender is such an institution) or in any Federal Home Loan Bank. Lender shall apply the Funds to pay the Escrow Items. Lender may not charge Borrower for holding and applying the Funds, annually analyzing the escrow account, or verifying the Escrow Items, unless Lender pays Borrower interest on the Funds and applicable law permits Lender to make such a charge. However, Lender may require Borrower to pay a one-time charge for an independent real estate tax reporting service used by Lender in connection with this loan, unless applicable law provides otherwise. Unless an agreement is made or applicable law requires interest to be paid, Lender shall not be required to pay Borrower any interest or earnings on the Funds. Borrower and Lender may agree in writing, however, that interest shall be paid on the Funds. Lender shall give to Borrower, without charge, an annual accounting of the Funds showing credits and debits to the Funds and the purpose for which each debit to the Funds was made. The Funds are pledged as additional security for the sums secured by this Security Instrument. If the Funds held by Lender exceed the amounts permitted to be held by applicable law, Lender shall account to Borrower for the excess Funds in accordance with the requirements of applicable law. If the amount of the Funds held by Lender at any time is not sufficient to pay the Escrow Items when due, Lender may so notify Borrower in writing, and, in such case Borrower shall pay to Lender the amount necessary to make up the deficiency. Borrower shall make up the deficiency in no more than twelve monthly payments, at Lender's sole discretion. Upon payment in full of all sums secured by this Security instrument, Lender shall promptly refund to Borrower any Funds held by Lender. If, under paragraph 21, Lender shall acquire or sell the Property, Lender, prior to the acquisition or sale of the Property, shall apply any Funds held by Lender at the time of acquisition or sale as a credit against the sums secured by this Security Instrument. 3. Application of Payments. Unless applicable law provides otherwise, all payments received by Lender under paragraphs 1 and 2 shall be applied: first, to any prepayment charges due under the Note; second, to amounts payable under paragraph 2; third, to interest due; fourth, to principal due; and last, to any late charges due under the Note. 4. Charges; Liens. Borrower shall pay all taxes, assessments, charges, fines and impositions attributable to the Property which may attain priority over this Security Instrument, and leasehold payments or ground rents, if any. Borrower shall pay these obligations in the manner provided in paragraph 2, or if not paid in that manner, Borrower shall pay them on time directly to the person owed payment. Borrower shall promptly furnish to Lender all notices of amounts to be paid under this paragraph. If Borrower makes these payments directly, Borrower shall promptly furnish to Lender receipts evidencing the payments. Borrower shall promptly discharge any lien which has priority over this Security Instrument unless Borrower: (a) agrees in writing to the payment of the obligation secured by the lien in a manner acceptable to Lender; (b) contests in good faith the lien by, or defends against enforcement of the lien in, legal proceedings which in the Lender's opinion operate to prevent the enforcement of the lien; or (c) secures from the holder of the lien an agreement satisfactory to Lender subordinating the lien to this Security Instrument. If Lender determines that any part of the Property is subject to a lien which may attain priority over this Security Instrument, Lender may give Borrower a notice identifying the lien. Borrower shall satisfy the lien or take one or more of the actions set forth above within 10 days of the giving of notice. 5. Hazard or Property Insurance. Borrower shall keep the improvements now existing or hereafter erected on the Property insured against loss by fire, hazards included within the term "extended coverage" and any other hazards, including floods or flooding, for which Lender requires insurance. This insurance shall be maintained in the amounts and for the periods that Lender requires. The insurance carrier providing the insurance shall be chosen by Borrower subject to Lender's approval which shall not be unreasonably withheld. If Borrower fails to maintain coverage described above, Lender may, at Lender's option, obtain coverage to protect Lender's rights in the Property in accordance with paragraph 7. All insurance policies and renewals shall be acceptable to Lender and shall include a standard mortgage clause. Lender shall have the right to hold the policies and renewals. If Lender requires, Borrower shall promptly give to Lender all receipts of paid premiums and renewal notices. In the event of loss, Borrower shall give prompt notice to the insurance carrier and Lender. Lender may make proof of loss if not made promptly by Borrower. Unless Lender and Borrower otherwise agree in writing, insurance proceeds shall be applied to restoration or repair of the Property damaged, if the restoration or repair is economically feasible and Lender's security is not lessened. If the restoration or repair is not economically feasible or Lender's security would be lessened, the insurance proceeds shall be a liee�d``• to the sums secured by this Security Instrument, whether or not then due, with any excess paid to Bo Wrr� I�,B,6P"f�we�i idons the IFI�� ?� t� r�o2 aE COPY OF iNF OR - - - CALIFORNIA- Single Family - FNMA/FHLMC Page 2 of 6 �SCit SICAC2 3/95 UNIFORM INSTRUMENT- Form 3005 9/90 Amended 8/91-mmPO BY Property, or does not answer within 3days a notice from Lctiucr *tnat the insurance�carrier'has offered to settle a claim, then Lender may collect the insurance proceeds. Lender may use the proceeds to repair or restore the Property or to pay sums secured by this Security instrument. whether or not then due. The 30-day period will begin when the notice is given. Unless Lender and Borrower otherwise agree in writing, any application of proceeds to principal shall not extend or postpone the due date of the monthly payments referred to in paragraphs 1 and 2 or change the amount of the payments. If under paragraph 21 the Property is acquired by Lender, Borrower's right to any insurance policies and proceeds resulting from damage to the Property prior to the acquisition shall pass to Lender to the extent of the sums secured by this Security Instrument immediately prior to the acquisition. 6. Occupancy, Preservation, Maintenance and Protection of Property; Borrower's Loan Application; Leaseholds. Borrower shall occupy, establish, and use the Property as Borrower's principal residence within sixty days after the execution of this Security Instrument and shall continue to occupy the Property as Borrower's principal residence for at least one year after the date of occupancy. unless Lender otherwise agrees in writing, which consent shall not be unreasonably withheld, or unless extenuating circumstances exist which are beyond Borrower's control. Borrower shall not destroy, damage or impair the Property, allow the Property to deteriorate, or commit waste on the Property. Borrower shall be in default if any forfeiture action or proceeding, whether civil or criminal, is begun that in Lender's good faith judgment could result in forfeiture of the Property or otherwise materially impair the lien created by this Security Instrtment or Lender's security interest. Borrower may cure such a default and reinstate as provided in paragraph 18, by causing the action or proceeding to be dismissed with a ruling that, in Lender's good faith determination, piecludcs forfeiture of the Borrower's interest in the Property or other material impairment of the lien created by this Security Instrument or Lender's security interest. Borrower shall also be in default if Borrower, during the loan application process, gave materially false or inaccurate information or statements to Lender (or failed to provide Lender with any material information) in connection with the loan evidenced by the Note. including, but not limited to. representations concerning Borrower's occupancy of the Property as a principal residence. If this Security Instrument is on a leasehold, Borrower shall comply with all the provisions of the lease. If Borrower acquires fee title to the Property, the leasehold and the fee title shall not r.:ergc unless Lender agrees to tie merger in writing. 7. Protection of Lender's Rights in the Property. If Borrower fails to perform the covenants and agreements contained in this Security Instrument, or there is a legal proceeding that may significantly affect Lender's rights in the Property (such as a proceeding in bankruptcy, probate, for condemnation or forfeiture or to enforce laws or regulations), then Lender may do and pay for whatever is necessary to protect the value of the Property and Lender's rights in the Properly. Lender's actions may include paying any sums secured by a lien which has priority over this Security Instrument, appearing in court, paying reasonable attorneys' fees and entering on the Property to make repairs. Although Lender may take action under this paragraph 7. Lender does not have to do so. Any amounts disbursed by Lender under this paragraph 7 shall become additional debt of Borrower secured by this Security Instrument. Unless Borrower and Lender agree to other terms of payment, these amounts shall bear interest from the date of disbursement at the Note rate and shall be payable, with interest, upon notice from Lender to Borrower requesting payment. 8. Mortgage Insurance. If Lender required mortgage insurance as a condition of making the loan secured by this Security Instrument, Borrower shall Pay the premiums required to maintain the mortgage insurance in effect. If, for any reason, the mortgage insurance coverage required by Lender lapses or ceases to be in effect, Borrower shall pay the premiums required to obtain coverage substantially equivalent to the mortgage insurance previously in effect, at a cost substantially equivalent to the cost to Borrower of the mortgage insurance previously in effect, from an alternate mortgage insurer approved by Lcndcr. If substantially equivalent mortgage insurance coverage is not available. Borrower shall pay to Lender each month a sum equal to one -twelfth of the yearly mortgage insurance premium being paid by Borrower when the insurance coverage lapsed or ceased to be in effect. Lender will accept. use and retain these payments as a loss reserve in lieu of mortgage insurance. Loss reserve payments may no longer be required, at the option of Lender, if mortgage insurance coverage (in the amount and for the period that Lender requires) provided by an insurer approved by Lender again becomes available and is obtained. Borrower shall pay the premiums required to maintain mortgage insurance in effect. or to provide a loss reserve. until the requirement for mortgage insurance ends in accordance with any written agreement between Borrower and Lender or applicable law. 9. Inspection. Lender or its agent may make reasonable entries upon and 'inspections of the Property. Lender shall give Borrower notice at the time of or prior to an inspection specifying reasonable cause for the inspection. 10. Condemnation. The proceeds of any award or claim for damages, direct or consequential, in connection with any condemnation or other taking of any part of the Property, or for conveyance in lieu of condemnation, are hereby assigned and shall be paid to Lender. In the event of a total taking of the Property, the proceeds shall be applied to the sums secured by this Security Instrumcnt, whether or not then due. with any excess paid to Borrower. In the event of a partial taking of the Property in which the fair market value of the Property immediately before the taking is equal to or greater than the amount of the sums secured by iris Security Instrument immediately before taking, unless Borrower and Lender otherwise agree in writing, the sums secured by this Security Instrument shall be reduced by the amount of the proceeds multiplied by the following fraction: (a) the total amount of the sums secured immediately before the taking, divided by (b) the fair market value of the Property immediately before the taking. Any balance shall be paid to Borrower. In the event of a partial taking of the Property in which the fair marl -et value of the Property immediately before the taking is less than the amount of the sums secured immediately before the takir.g, unless Borrower and lender otherwise agree in writing or unless applicable law otherwise provides, the proceeds shall be applied to the sums secured by this Security Instrument whether or not the sums are then due. If the Property is abandoned by Borrower. or if, after notice by Lender to Borrower that the condemnor offers to make an award or settle a claim for damages, Borrower fails to respond to Lender within 30 days after the date th tice is given, Lender is authorized to collect and apply the proceeds, at its option, either to restoration o�lr$Va p3tt�l,1 dR9t6r t rile sums secured by this Security Instrument, whether or not then due. CEWIMp TO t1 11ri:` r ¢Y pr CALIFORNIA-Single Family - F*I WHIL.StC Page 3 or 6 TO r, r LS`Oti`t' `,.. SICAC3 3195 U1'll'ORNI INSTRU►tENr- Form 3005 9190 Amended 8191 ` �! ay Unless Lender and Borrower�`ottherwise agree in- wiullig.-any.application of p cecds- lo'principal shall not extend or postpone the due date of the month])- payments referred to in paragraphs I and 2 or change the amount of such payments. 11. Borrower Not Released; Forbearance by Lender Not a Walver. Extension of the time for payment or modification of arortization of the sutras secured by this Security Instrument granted by lender to any successor in interest of Borrower shall not operate to release the liability of the original Borrower or Borrower's successors in interest. Lender shall not be required to commence proceedings against any successor in interest or refuse to extend time for payment or otherwise modify amortization of the sums secured by this Security Instrument by reason of any demand made by the original Borrower or Borrower's successors in interest. Any forbearance by Lender in exercising any right or remedy shall not be a waiver of or preclude the exercise of any right or remedy. 12. Successors and Assigns Bound; Joint and Several Liability; Co-signers. The covenants and agreements of this Security instrument shall bind and benefit the successors and assigns of Lender and Borrower, subject to the provisions of paragraph 17. Borrower's covenants and agreements shall be joint and several. Any Borrower who co-signs this Security Instrument but does not execute the Note: (a) is co-signing this Security Instrument only to mortgage, grant and convey that Borrower's interest in the Property under the terms of this Security Instrument: (b) is not personally obligated to pay the sums secutcd by this Security instrument; and (c) agrees that Lender and any other Borrower may agree to extend, modify, forbear or make any accommodations with regard to the terms of this Security Instrument or the Note without that Borrower's consent. 13. Loan Charges. If the loan secured by this Security Instrument is subject to a law which sets maximum loan charges, and that law is finally interpreted so that the interest or other loan charges collected or to be collected in connection with the loan excec9 the permitted limits, then: (a) any such loan charge shall be reduced by the amount necessary to reduce the charge to the permitted limit; and (b) any sums already collected from Borrower which exceeded permitted limits will be refunded to Borrower. Lender may choose to male this refund by reducing the principal owed under the Note or by making a direct payment to Borrower. If a refund reduces principal, the reduction will be treated as a partial prepayment without any prepayment charge under the Note. 14. Notices. Any notice to Borrower provided for in this Security Instrument shall be given by delivering it or by mailing it by first class mail unless applicable law requires use of another method. The notice shall be directed to the Property Address or any other address Borrower designates by notice to lender. Any notice to Lender shall be given by first class mail to Lender's address stated herein or any other address Lender designates by notice to Borrower. Any notice provided for in this Security Instrument shall be deemed to have been given to Borrower or lender when given as provided in this paragraph. 15. Governing Law; Severability. This Security Instrument shall be govemcd by federal law and the law of the jurisdiction in which the Property is located. In the event that any provision or clause of this Security Instrument or the Note conflicts with applicable law, such conflict shall not affect other provisions of this Security Instrument or the Note which can be giver. effect without the conflicting provision. To this end the provisions of this Security Instrument and the Note are declared to be severable. 16. Borrower's Copy. Borrower shall be given one conformed copy of the Note and of this Security Instrument. 17. Transfer of the Property or a Beneficial Interest in Borrower. If all or any part of the Property or any interest in it is sold or transferred (or if a beneficial interest in Borrower is sold or transferred and Borrower is not a natural person) without Lender's prior written consent, Lender may, at its option, require immediate payment in full of all sums secured by this Security Instrument. However, this option shall not be exercised by Lender if exercise is prohibited by federal law as of the date of this Security Instrument. If Lender exercises this option, Lender shall give Borrower notice of acceleration. The notice shall provide a period of not L :ss than 30 days from the date the notice is delivered or mailed within which Borrower must pay all sums secured by this Security Instrument. If Borrower fails to pay these sums prior to the expiration of this period, Lender may invoke any remedies permitted by this Security Instrument without further notice or demand on Borrower. 18. Borrower's Right to Reinstate. If Borrower meets certain conditions. Borrower shall have the right to have enforcement of this Security Instrument discontinued at any time prior to the earlier of: (a) 5 days (or such other period as applicable law may specify for reinstatement) before safe of the Property pursuant to any power of sale contained in this Security lnstr:ment; or (b) entry of a judgment enforcing this Security Instrument. Those conditions are that Borrower: (a) pays Lender all stuns which then would be due under this Security Instrument and the Note as if no acceleration had occurred; (b) cures any default of any other covenants or agreements; (c) pays all expenses incurred in enforcing this Security Instrument, including, but not limited to, reasonable attorneys' fees; and (d) takes such action as Lender may reasonably require to assure that the lien of this Security Instrument, Lender's rights in the Property and Borrower's obligation to pay the sums secured by this Security Instrument shall continue unchanged. Upon reinstatement by Burrower, this Security Instrument and the obligations secured hereby shall remain fully effective as if no acceleration had occurred. Ilowever, this right to reinstate shall not apply in the case of acceleration under paragraph 17. 19. Sale of Note; Change of Loan Servicer. The Note or a partial interest in the Note (together with this Security Instrument) may be sold one or more times without prior notice to Borrower. A sale may result in a change in the entity (known as the "Loan Scrvicer') that collects monthly payments due under the Note and this Security Instrument. There also may be one or more changes of the Loan Scrvicer unrelated to a sale of the Note. If there is a change of the Loan Scrvicer, Borrower will be given written notice of the change in accordance with paragraph 14 above and applicable law. The notice will state the name and address of the new Loan Scrvicer and the address to which payments should be made. The notice will also contain any other information required by applicable law. CERTI€ll~D TO a),7111111U► AND DM. COPY OF TH-- RIC, --- — — CALIFORNIA- Single Family - FW AMII MIC Page 4 or 6 Tleh pQ ESCF SICAC4 3195 UNII OR,%t INS [RMIENT- Form 3005 9190 Amended 8191 13v 20. Hazardous Substances. Yorrowcr shall not `.��s �,� l,c�u��t tile' presence,"use; disposal; -storage, or release of any Hazardous Substances on or in the Property. Borrower shall not do, nor allow anyone else to do, anything affecting the Property that is in violation of any Environmental Law. The preceding two sentences shall not apply to the presence, use, or storage on the Property of small quantities of Hazardous Substances that are generally recognized to be appropriate to normal residential uses and to maintenance of the Property. Borrower shall promptly give Lender written notice of any investigation, claim, demand, lawsuit or other action by any governmental or regulatory agency or private party involvingthe Property and any hazardous Substance or Environmental Law of which Borrower has actual knowledge. if Borrower learns, or is notified by any governmental or regulatory authority, that any removal or other remediation of any hazardous Substance affecting the Property is necessary, Borrower shall promptly take all necessary remedial actions in accordance with Environmental Law. As used in this paragraph 20, "hazardous Substances" are those substances defined as toxic or hazardous substances by Environmental Law and the following substances: gasoline, kerosene, other flammable or toxic petroleum products, toxic pesticides and herbicides, volatile solvents, materials containing asbestos or formaldehyde. and radioactive materials. As used in this paragraph 20, "Environmental Law' means federal laws and laws of the jurisdiction where the Property is located that relate to health, safety or environmental protection. NON -UNIFORM COVENANTS. Borrower and Lender further covenant and agree as follows: 21. Acceleration; Remedies. Lender shall give notice to Borrower prior to acceleration following Borrower's breach of any covenant or agreement in this Security Instrument (but not prior to acceleration under paragraph 17 unless applicable law 1`rovides otherwise). The notice shall specify: (a) the default; (b) the action required to cure the default; (c) a date, not less than 30 days from the date the notice is given to Borrower,by which the default must be cured; and (d) that failure to cure the default on or before the date specified in the notice may result in acceleration of the sums secured by this Security Instrument and sale of the Property. The notice shall further lnfornt Borrower of the right to reinstate after acceleration and the right to bring a court action to assert the non-existence of a default or any other defense of Borrower to acceleration and sale. if the default is not cured on or before the date specified In the notice, Lender at its option may require Immediate payntent in full of all sums secured by this Security Instrument without further demand and may invoke the power of sale and any other remedies permitted by applicable law. Lender shall be entitled to collect all expenses Incurred In pursuing the remedies provided in this paragraph 21, Including, but not limited to, reasonable attorneys' fees and costs of title evidence. If Lender invokes the power of sale, Lender shall execute or cause Trustee to execute a written notice of the occurrence of an event or default and of Lender's election to cause the Property to be sold. Trustee shall cause this notice to be recorded In each county in which any part of the Property Is located. Lender or Trustee shall mail copies or the notice as prescribed by alplicable late to Borrower and to the other persons prescribed by applicable law. Trustee shall give public notice of sale to the persons and in the manner prescribed by applicable law. After the time required by applicable Iaw,Trustee, without demand on Borrower,shall sell the Properly at public auction to the highest bidder at the time and place and under the terms designated In the notice of safe In one or more parcels and In any order Trustee determines. Trustee may postpone sale of all or any parcel of the Property by public announcement at the time and place of any previously scheduled sale. Lender or its designee may purchase the Property at any sale. Trustee shall deliver to the purchaser Trustee's deed conveying the Property without any covenant or warranty, expressed or implied. The recitals In the Trustee's deed shall be prima facie evidence of the truth of the statements made therein. Trustee shall apply the proceeds of the sale In the folloKingorder: (a) to all expenses of the sale, including, but not limited to, reasonable Trustee's and attorneys' fees; (b) to all sums secured by this Security Instrument; and (c) any excess to the person or persons legally entitled to It. 22. Reconveyance. Upon payment of all sums secured by this Security Instrument, Lender shall request Trustee to recor.vey the Property and shalt surrender this Security Instrument and all notes evidencing debt secured by this Security Instrument to Trustee. Trustee shall reconvey the Property withot:t warranty to the person or persons legally entitled to it. Such person or persons shall pay any recordation costs. Lender may charge such person or persons a fee for reconveying the Property, but only if the fee is paid to a third party (such as the Trustee) for services rendered and the charging of the fee is permitted under applicable law. 23. Lender In Possession. Upon acceleration under paragraph 21 or abandonment of the Property, Lender (in person, by ag_nt or by judicially appointed receiver) shall be entitled to erter upon, take possession of and manage the Property and to collect the rents of the Property including those past due. Any rents collected by Lender or the receiver shall be applied first to payment of the costs of management of the Property and collection of rents, including, but not limited toyreceiver's fees, premiums on receiver's bonds and reasonable attorneys' fees, and then to the sums secured by this Security Instrument. 24. Substitute Trustee. Lender, at its option, may from time to time appoint a successor trustee to any Trustee appointed hereunder by an instrument executed and acknowledged by Lender and recorded in the office of the Recorder of the county in which the Property is located. The instrument shall contain the name of the original Lender, Trustee and Borrower, the book and page where this Security Instrument is recorded and the name and address of the successor trustee. Without conveyance of the Property, the successor trustee shall succeed to all the title, power and duties conferred upon the Trustee herein and by applicable law. This procedure for substitution of trustee shall govern to the exclusion of all other provisions for substitution. 25. Request for Notices. Borrower requests that copies of the notices of default and sale be sent to Borrower's address whit} is the Property Address. 26. Statement of Obligation Fee. Lender may collect a fee not to exceed the maximum amou pitted by law for furnishing the statement of obligation as provided by Section 2943 of the Civil Cot �� 11;ifRClog,�ANO CALIFOR,ti1A- Single Family - FNdI VFl1L11tC Page 5 of 6 `�1 y. �Et V+. I� "' v SICACS 3195 UAr'IFOR11ttiSTRU.N1F1�'T-Form 3005 9190 Amended $191 101 27. Riders to this Security Instrument. If one or„n,ir-rrumS art! executcd• dy Borrower and -recorded together with this Security Instrument, the covenants and agreements of each such rider shall be incorporated into and shall amend and supplement the covenants and agreements of this Security Instrument as if the rider(s) were a part of this Security Instrument. [Check applizable box(cs)] ❑ Adjustable Rate Rider © Condominium Rider ❑ 1-4 Family Rider ❑ Graduated Payment Rider [] Planned Unit Development Rider ❑ mweelly r-,0mcnt Rider ❑ Balloon Rider ❑ Rate Impro►•ement Rider ❑ Second dome Rider ❑ V.A. Rider [] Other(s) [specify] BY SIGNING BELOW, Borrower accepts and agrees to the terms and covenants contained in this Security Instrument and i i any ridcr(s) executed by Borrower and recorded with it. Witnesses: �amV%c1 4r_70_e� _ {Seal) Faratkh Hosseinali -Borrower STATE OF CALIFORNIA, } ss County of Orange } On MAY 16, 1997 before me. Fa adkh Hosseimli LINDA J. CAMPBELL (Seal) -Borrower (Seal) -Borrower (Seal) -Borrower personally appeared , personally known to me (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 the entity upon behalf of which the person(s) acted, executed the instrument. V_ LINDA J. CAMPBELL � j • S COMM. # 1045344 (Seal) *` NOTARY PUBLIC-CALVOrtbtlA � LINDi♦1 J. 6mBELL i t ORANGE COUNTY -... •'•` MrConan. EXPkts DEC.20' 1we REQUEST FOR RECONVEYANCE 7 VP TO TRUSTEE: The undersigned is the holder of the note or notes secured by this Deed of Trust. Said note or notes, together with all other indebtedness secured by this Deed of Trust, have been paid in full. You are hereby directed to cancel said note or notes and 0-.is Deed of Trust, which are delivered hereby. and to reconvey, without warranty, all the estate now held by you under this Deed of Trust to the person or persons legally entitled thereto. Dated: tSPKe Rckm This Liar Far AckrawWpo dl CE '"D TO 43 A+y��E AND TCT Op iH� PO ESrt CALL} ORNIA• Single Family - M. AintL11C Page 6 of 6 `' SICAC6 3195 UNIF0Rti11N=UA1E.NT- Form 3005 919it Amended 8/91 Qy �✓ t TJ � .. y-. Loan No.: 2807642 EXHIBIT "A" - LEGAL DESCRIPTION Parcel 1: HosseinaIL An undivided one twenty second (1/22) Fee simple interest as a tenant in common in and to all of the Common Area defined in Declaration referred to below and described in the Condominium Plan ("Plan") for Lot 1 of Tract No. 14828, which Plan was recorded on August 25, 1994 as Instrument No. 94-0525335 of Official Records of Orange County, over Lot 1 of Tract No. 14828, in the City of Huntington Beach, County of Orange, State of California, as per map filed in Book 706, Pages 27 to 29 of Miscellaneous Maps, in the office of the County Recorder of said County. Excepting therefrom all oil, petroleum, asphaltum, gas, minerals and other hydrocarbon substances, as reserved in deed recorded August 16, 1921 in Book 401, Page 356 of Deeds, and in various other deeds of record. Parcel 2: Unit No. 15 consisting of certain airspace and surface elements, as shown and described in the Condominium Plan referred to in Parcel 1 above. Parcel 3: Non-exclusive easements for access, ingress, egress, use, enjoyment, drainage, encroachment, support, maintenance, repairs and for other purposes, all as described in that certain Declaration of Covenants, Conditions and Restrictions and Reservation of Easements for Pacific Park Villas, recorded August 25, 1994 as Instrument No. 94-0525336 of Officials Records. Parcel 4: Exclusive easements appurtenant to Parcels 1 and 2 referred to above, for balcony or patio purposes, over the areas defined, depicted and assigned on the Plan. CEFMFiED TO f3E A TRUE AND EXA"- COPY OF THE OR1G!hN ._f� EFiEVF. TiEMPO ESC V, I By Initials: CONDO' RIDER Loan No.: 2807642 THIS CONDOMINIUM RIDER is made this 9th day- of Ivla ,1997 , and is incorporated into and shall be deemed to amend and supplement the Mortgage, Deed of Trust or Security Deed (the "Security Instrument") of the same date given by the undersigned (the "Borrower") to secure Borrower's Note to New America Financial, Inc. (the "Lender") of the same date and covering the Property described in the Security Instrument and located at: 18061 Joyful Lane #201, Htrltingtcn Beach, CA 92648 [Property Address) The Property includes a unit in, together with an undivided interest in the common elements of, a condominium project known as: PACIFIC PAPK VI= [Name of Condominium Project] (the "Condominium Project"). If the owners association or other entity which acts for the Condominium Project (the "Owners Association") holds title to property for the benefit or use of its members or shareholders, the Property also includes Borrower's interest in the Owners Association aad the uses, proceeds and benefits of Borrower's interest. CONDOMINIUM COVENANTS. In addition to the covenants and agreements made in the Security Instrument, Borrower and Lender further covenant and agree as follows: A. Condominium Obligations. Borrower shall perform all of Borrower's obligations under the Condominium Project's Con: tituent Documents. The "Constituent Documents" are the: (i) Declaration or any other document which creates the Condominium Project; (ii) by-laws; (iii) code of regulations: and (iv) other equivalent documents. Borrower shall promptly pay, when due, all dues and assessments imposed pursuant to the Constituent Documents. B. hazard Insurance. So long as the Owners Association maintains, with a generally accepted insurance carrier, a "master" or 'blanket" policy on the Condominium project which is satisfactory to L.cnder and which provides insurance coverage in the amounts, for the periods, and against the hazards Lender requires, including fire and hazards included within the term "extended coverage," then: (i) Lender waives the provision in Uniform Covenant 2 for the monthly payment to Lender of the yearly premium insta'.iments for hazard insurance on the Property; and (ii) Borrower's obligation under Uniform Covenant 5 to maintain hazard insurance coverage on the Property is deemed satis ied to the extent that the requir:d coverage is provided by the Owners Association policy. Borrower shall give Lender prompt notice of any lapse hi required hazard insurance coverage. In the event of a distribution of hazard insurance proceeds in lieu of restoration or repair following a loss to the Property, whether to the unit or to common elements, any proceeds payable to Borrower arc hereby assigned and shall be paid to Lender for application to the sums secured by the Security Instrument, wish any excess paid to Borrower. C. Public Liability Insurance. Borrower shall take such actions as may be reasonable to insure that the Owners Association maintains a public liability insurance policy acceptable in form, amount, and extent of coverage to Lender. D. Condemnation. The proceeds of any award or claim for damages, direct or consequential, payable to Borrower in conn--ction with any condemnation or other taking of all or any part of the Property, whether of the unit or of the common elcm::nts, or for any conveyance in lieu of condemnation, are hereby assigned and shall be paid to Lender. Such proceeds shall be applied by Lender to the sums secured by the Security Instrument as provided in the appropriate Uniform Covenant. E. Lender's Prior Consent. Borrower shall not, except after notice to Lender and with Lender's prior written consent, either partition or subdivide the Property or consent to: ('r) the abandonment or termination of the Condominium Project pY 0 T Lgeltdattl3ri�ltLA- required by law is the case of substantial destruction by fire or other casualty or in thi% 1 �Ei � n n at�urppr minent domain: COOF AIL'LTISI'ATECONDOMINIUM RIDER-SP4GLE FAMILY Page I of 2 TI Likir-0 ESC 1�� FORM 3140 FNtt 11F1WNIC t,'�t1F01W INSCRUAiENr f LDOC450A OV96 By M AMC= (ii) any amendment to any provision of the Constituent Documents if the provision is for the express benefit of Lender; (iii) termination of professional management and assumption of self -management of the Owners Association; or (iv) any action which would have the effect of rendering the public liability insurance coverage maintained by the Owners Association unacceptable to Lender, F. Remedies. If Borrower dces not pay condominium dues and assessments when due, then Lender may pay them. Any amounts disbursed by Lender under this paragraph F shall become additional debt of Borrower secured by the Security Instrument. Unless Borrower and Lender agree to other terms of payment, these amounts shall bear interest from the date of disbursement at the Note rate and shall be payable, with interest, upon notice from Lender to Borrower requesting payment. BY SIGNING BELOW, Borrower accepts and agrees to the tetras and provisions contained in this Condominium Rider. „—arortkL (Seal) Faroukh Hosseinali -0utma bfM-TMATECONMNIINIUAt RIDERSIVGLE FA%IILY M31AMILAIC LNIF0101 INSTRUMENT (Seal) 4kx"Aa (Seal) -K tea (Seal) aXKNa CEMIF1ED TO BE Gl ,U PM QEXAM Copy OF TH� Itiw Np 2 of 2 13y _ FOB{ 1�QJ.ODCOitlB 12133 ff�'.•v - .s.•`. NOTE " _ _ Loan No.: 2807642 May 9, 1997 lDatel Huntington Beach California Witrl IsLatel 18061 Joyful Lane #201, Huntington Beach, CA 92648 (Property Adlressl 1. BORROWERS PROMISE TO PAY In return for a loan that I hate received, I promise to pay U.S. $131, 800. 00 (this amount is called 'principal"), plus interest, to the order of the Lender. The Lender is New America Financial, Inc. I un.lcrsiand that the lender may transfer this Note. The Lender cr anyone who takes this Note by transfer and who is entitled to receive payments under this Note is called the "ltbtc holder.' 2. INTEREST Interest will be charged on unpaid principal until the full amount of principal has been paid. I will pay interest at a yearly rate of 8.125 %. The interest rate required by this Section 2 is the rate I willpayboth before and after anydefault described in Section Q11) of this Note. 3. PAYDIEN`TS (A) Time and Place of Payments 1 will pay principal and interest by making payments every rronth. I will make my monthly payments on the 1st day of each month beginning on July 1, 1997 . 1 will make these payments every month until I hate paid all of the principal and interest and any other charges described below that I may OUC Lndcr this Note. My monthly payments will be applied to interest before principal. If, on June 1, 2027 , I still ewe amounts under this Note, I will pay those amounts in full on that date, which is called the 'Maturity Date.' I will make my monthly payments at New America Financial, Vic./Harbor Financial Mortgage Corp., 340 N. Sam Nouaron Pkwy. ¢ 1100, Houston, Tx 77060 or at a different place if required by the Note Holder. (B) Amount of Aionthly Payments My monthly payment will be in the amount of U.S. 3 978.61 , 4. BORRDIVEICS RIGHT TO PRITAY I hate the right to make payments of principal at any time before they arc due. A payment of principal only is known as a "prepayment." When I make a prepayment, I will tell the Note holder in writing that I am doing so. I may make a full prepaymcnt or partial prepayments without paying any prepayment charge. The Note Ilolder will use all of my prepayments to reduce the amount of principal that I ovm under this Note. If I make a partial prepayment, there will be no changes in the due date or in the amount of my monthly payment unless the Note [Holder agrees in writing to those changes. 5. 1.QkN CHARGES IC a law, which applies to this loan and which sets maximum loan charges, is finally interpreted so that the interest or other loan charges collected or to be collected in connection with this loan exceed the permitted limits, then: (i) any such loan charge shall Ee reduced by the amount necessary to reduce the charge to the permitted limit; and (ii) any sums already collected from me wt.ich exceeded permitted limits will be refunded to me. The Note Holder may choose to make this refund by reducing the princilal I o%e under this Note or by making a direct payment to me. if a refund reduces principal. the reduction will be treated as a partial prepayment. 6. E ORRC)IVEIrS FAILURETO PAY AS REQUIRED (A) Late Charge for Overdue Payments If the Note Holder has not received the full amount of any monthly payment by the end of 15 calendar days after the date it is due, I will pay a late charge to the Note }folder. The amount of the charge will be 5.000 % of my orerdue payment of principal and interest. I will pay this late charge promptly but only once on each late payment, (1:) Default If I do not pay the full amount of each monthly payment on tke date it is due, I will be in default. W) Notice of Default If I am in default, the Note Holder may send me a written novice telling me that if I do not pay the orerdue amount by a eertaia date, the Note Holder may require me to pay immediately the full amount of principal which has not been paid and all the interest that I owe on that amount. That date must be at least 30 days after the date on which the notice is delivered or mailed to me. (II) No WhInr By Note holder £,.en if, at a time when I am in default. the Note Holder does not require me to pay immediately in full as described above, the Note 11oldcr will still hate the right to do so if I am in default at a later time. (E) Payment of Note [Holder'; Costs and Expenses If the Note Holder has required Inc to pay immediately in full as described about, the Note Holder will hate the right to be paid back by me for all of its costs and expenses in enforcing this Note to the extent not prohibited by ap „} Those expenses include, for example, reasonable attorneys' fees. 8C A TRUE CERTtFIED TO L it1:0� COPY OF THS It' Tll~1.1F0 INITIAL& INITIALS ___ INITIALS INITIALS FIRED1UTENOTE -Single Family - FNAt,VF11LNIC Uniform Insinmunt f Multistate - Form 3200 10/91 Page 1 or N32►1U1 OV96 W" r,ir a riririrrrrirrrirrr u u ririrr a irri a ririrrr a r�rirrrerrrririr�rrrr�rrrr�errr n rrrrr�rirrrririrrrer u n rrrrrirr,r,rrr,r,,r „ „ �ri,r „ irri n ri „ 19993 Beach Boulevard • Huntington Beach, CA 92648 • (714) 843-0101 • FAX (714) 843-9945 ESCROW OFFICERS Linda J. Campbell ESCROW NUMBER% 9986-C DATrt starch 25, 1997 BUYER HAS HANDED ESCROW HOLDER THE SUM OF $1,000.00 TO BE DEPOSITED IN ESCROW AND FURTNER AGREES TO BAND YOU ESCROW INSTRUCTIONS CONSIDERATION Paid outside of Escrow $ Deposit through Escrow 9,200.00 First Trust Deed 131,800.00 Second Trust Deed 35,000.00 TOTAL CONSIDERATION $ 176,000.00 any funds and instruments necessary for me to comply with these instructions, on or before April 30, 1997, which you are to use provided you can have issued through continental Lawyers Title a CLTA standard coverage policy of title insurance with the liability for the total consideration on the following described real property in the City of Huntington Beac1:, county of orange, State of California: (180E1 Joyful Lane f201, Huntington Beach, California 92648) Exact legal description as per Exhibit *A*, Attached hereto and made a part hereof. SUOMING TITLE VESTED INt FAROUPM HOSSSINALI, A SINGES Mtn SUBJECT TO: if now of record: (I) General and special district levies not delinquent; (2) covenants, conditions and reservations (including exceptions of oil, gas, minerals and hydrocarbons, without right of surface entry), restrictions; rights, Fights of way and aasemonts for public utilities, districts, water companies, alley and streets; supplemental taxes, if any, assessed pursuant to the provision of Chapter 498, Statutes of 1983 of the State of California. (3) First Deed of Trust, to file, securing a gate in the amount of $131,800.00 through a lender of Buyer's choice, at Buyer's expense, at lender's best prevailing interest rate and terms. BUYER'S EXECUTION OF LOAN DOCUHBNTS EVIDENCES HIS APPROVAL OF SAME A3 TO TERM, CONDITIONS, FORK AND CONTENT. Escrow Holder is authorized and instructed to comply with Lender's instructions as they pertain to this loan. (4) Second Deed of Trust in the amount of $35,000.00 in favor of the City of Huntington Beach. Buyer's execution of these loan documents aball indicate full approval of the terms and conditions contained therein. Make only the proration and adjustments indicated by an "X" an of Close of Escrows (X) Taxes* ( ) Fire Insurance Premium ( } Interest on Trust Deed of Record ( ) Pants (X) Homemmers Association *Sflller and buyer are aware, taxes are subject to Ste-anassment, in accordance with the Statutes of the state of California. Any proration of such taxes are to be handled outsida this escrow. I, Caller, agree to the foregoing Instructions and prior to the said date will hand you any funds and instruments necessary for me to comply therewith, provided you bold the funds and instruments deliverable to mes Pay any encumbrances necessary to place title in tbo condition called for. BUYER AND SELLER HAVE READ AND AGREE TO THE GENERAL PROVISIONS PRIZiTED ON ADDITIONAL PAGES ATTACHM HERETO AND MADE A PART HEREOF. BUTER'S t FAROOKH HOSSEINALI t11Iall IIIIItill IIIIII 11111III III III III t1111111III III III II1111111111111111t1IIIIII IIIIIIIIIto III IIII III 11111111111111t11III 11111111111III 1111t11t111 4 19093 Beach Boulevard • Huntington Beach, CA 92648 • (714) 843-0101 • FAX (714) 843-9945 Date: lurch 25, 1997• REt Escrow No. 9986-C Prol•erty Address: 18061 Joyful Lane f241, Huntington Beach, Ca 92648 Page 92 ALL ESCROW INSTRUCTIONS SST FORTH IN THAT AGRiUMNT OF SALE, DEPOSIT RECEIPT AND JOINT ESCROW INSTRUCTIONS BY AND BETWEEN SASSOUNIAN CAPITAL VENTURES, INC. AND BUYER ARE HEREBY INCCRPORIITED IN THESE ESCROW INSTRUCTIONS AS THOUGH FULLY SST FORTH AGAIN ON TIE![PO ESCROW, INC. LSZZERHEI►D. ESCROW SOLDER IS INSTRUCTED TO COMPLY WITH ALL INSTRUCTIONS. PERTAINING TO ESCROW HOLDFR AND IS NOT 138 FURTEMR CONCERNED WITH OTHER CONTENTS OF SAID AGRE3llENTS . INSTRUCTIONS: A.) At close of escrow, Escrow holder is authorised and instructed to charge Buyer and charge Seller with their normal closing costs. Except seller agrees to pay all escrow and titles insurance coats. B.) Parties bereto are aware that Tiesapo Escrow, Inc. may incur certain expenses during the course of processing their escrow which dust be paid prior to the close of escrow. Such coats may include, but are not limited to: appraisal, credit report fees, homeowner association documents and existing lender payoff statement fees. Escrow Holder is authorized and instructed to release funds for payment of such costs, prior to close of escrow, from funds on deposit in escrow. Parties acknowledge that said funds are NOT refundable. `At close of escrow, Escrow Bolder is irrevocably authorized to charge the appropriate party for costs incurred and is released from any and all liability in Con.nuction with complying with this instruction. C.) Buyer is hereby advised that he/she will be required to file a Preliminary Change of Ownership Report (form to be furnished in escrow) concurrently with the recording of the Grant Deed wherein title is conveyed to Buyer. Failure to file such form may result in the county recorder refusing to record the documents called for herein, or the assessment of a $20.00 recording surcharge fee that must be paid by buyer at time of closing. In the event buyer does not hand you the farm referred above, or if the county recorder deems said form to be unacceptable as filed by the buyer, you are authorized to charge buyers account accordingly at the close of escrow. Should this form not accompany the Deed and/or be rejected at time of recording, the county tax assessors office will attempt to contact buyer by mail, to complete another form. Failure by buyer to respond will result in a tax lien against the property. Escrow holder is not to be bald liable and/or responsible in any m•-mner whatsoever should this occur. D.) Escrow Holder is hereby authorized and instructed to pay any messenger and/or overnight delivery fees such as, but not limited to, Federal Express fees at $25.00 per item or more in the event of heavier packages, overseas or special deliveries from. the account of the Buyer or Seller (whichev6r is appropriate) if required to expedite the closing of this escrow, at the close of escrow. E.) rimy Supplemental property taxes after close of escrow, shall be the responsibility of the Buyer. r.) This', transaction is contingent upon the Buyers review and approval of recorded project documents including, but not limited to CC'R's, By -Laws, Articles of Incorporation and current Budget statement. Escrow holder shall order all necessary items from the Association for delivery to Buyer and Buyer's leader, if applicable, and charge Seller's account for any costs iseposed by the Association for delivery to same. CONSUMMATION OP ESCROW shall be contingent upon Buyer's written acknowledgement placed In escrow acknowledging receipt of said items. G.) Escrow holder is i W.7ucted to pay Goldenwest Property Kanagement the sum of $45.00 13 from Saller•pad , ,this amount represents a pew sale set-up fee. SASSOI CAPITAL S, INC. B�3js FAROUlCH iiOSSSIlUrLI MIJ N rrrir a rirr�rrrrrrru rrr� a ririri a irirrrirrr a ririr n r�rrrir n rirrri nrrrriririririrrririrrr a rirrreiririririririr n rir�rrrr�ririrrrrirrre�rr�rrirr 19093 Beach Boulevard • Huntington Beach, CA 92648 • (714) 843-0101 • FAX (714) 843-99416 Date: March 25, 1997 RE: Escrow No. 9986-c Property Address: 18061 Joyful Lane #201, nuntington Beach, Ca 92648 Pagn 13 U-) Buyer acknowledges that the monthly association dues are currently in the amount of $175.69 per month. At the close of escrow, you are authorized and instructed to debit the Buyvrs account, with the sum of $386.38, representing cost of the BOA Certification Fee of $35.00 and Capital Contribution of $351.38. 1.) Prior to coxsrmencement of any upgrades, Buyer agrees to deposit sufficient funds in escrow, to cover any such upgrades. You will be handed additional instructions from the parties, should funds be released to Seller/Contractor for costs of upgrades, if applicable. J.) Buyer understands that in the event said upgrades are completed and Buyer cancels this escrow, Buyer agrees to forfeit all of their interest in those upgrades as a part of liquidated damages. AS A MATTER OF RECORD ONLY, WITH WHICH ESCROW BOLDER NEED NOT BE FURTHER CONCERNED, IT IS UNDE1iSTOOD BY AND BETWEEN III PARTIES UKRRTO AS FOLLO'iQS i A Posoassion of subject property will be given to Buyer herein at close of escrow. i PAW MI. 01-0.0dor2c L rrrrrrrrrrr a rrrtrrrrrrrrrrrtrtrrtrrrtrtrrrr a rrrrtrrrrrrrrrrrrrrtrrrrrrrrrrrrrrrrrrrrrrererrrrrrrrrrrrrrrrrrrrrrrrrrtrrrrrrrrrrrrrrrrrr��rrrrsrrrrr 19093 Beach Boulevard • Huntington Beach, CA 92648 • (714) 843-0101 • FAX (714) 843-994� Escrow No. 9986-C Pag<3 4 DISCLOSURE NO. 1 : Buyer(s) and Seller(s) hereto acknowledge that any supplemental real property tax assessment disclosed on preliminary title report is to be charged to Seller(s) account and paid at the close of escrow. Escrow Holder is not to be concerned with any supplement tax bills disclosed after the close of escrow and is relieved of any responsibility concerning sarte. Any assessments not disclosed in writing prior to the close of escrow by the title company and/or assessed after the close of escrow will be adjusted between Buyer(s) and Seller(s) outside of escrow. DISCLOSURE NO. 2 t Pursuant to Legislation AB512 effective l/l/90, also known as "GOOD FUNDS LEGISLATION" you are hereby informed as followst BUYERS/BORROWERS closing fundss To avoid a delay in the closing of your escrow, please deposit required closing funds in one of the following forms at least two business days prior to closing% l.) Hire transfer of your funds into escrow trust account. Contact your escrow holder to obtain the procedure for wire transfer. 2.) Cashier's check payable through a California Bank, certified checks or teller checks (also known as Bank Checks), payable through a California Bank, payable to Tiempo Escrow, Inc. Vote that personal checks, corporate checks, drafts are treated as checks and are only payable and good to close your escrow when the item is made available for withdrawal by depositors under Regulation cc adopted by Federal Reserve Board of Governors. Please verify with your bank or other financial institution now so that they will be able to provide you with proper funding when escrow calla for closing funds OR make arrangements for your deposit early enough to allow for clearance of your check prior to the closing date. IT IS YOUR RESPONSIBILITY To DO SO. Buyer/Borrower is also .aware that their new loan may fund and new lender may require additional days interest to Buyer/Borrower's account, prior to close of escrow. sellers/Borrower are aware that Legislation Ab512 may cause a delay in escrow disbursement which may result in additional interest on payoffs or interest loss on proceeds. DISCLOSURE NO. 3: CAL-FIRPTA (NON-CALIFORNIA RESIDENT SELLER) The undersigned Buyer and Seller are aware that pursuant to California Revenue and Taxation Code Sections 18805 and 26131, in the event the Seller is not a resident of the State of California or does not receive a waiver from withholding from the California Franchise Tax Board, the BUYER of real property having a sales price greater than $100,000.00 is required to withhold California income taxes (at the rate of 3 1/38 of the total sales price) from proceeds accruing to seller's account. In the event said Code Sections apply to this transaction, Buyer and seller will hand you further written instructions regarding any withhold of funds for payment to the Franchise Tax Board. HOLD OPEN FEE: If funds are held by you following the close of escrow or subject to the cancellation of this escrow, it is agreed that if, for any reason, in order to compensate you for the administration and monitoring of the escrow; you are authorized to charge and deduct from funds on deposit therein, a }TOLD OPEN FEE of $30.00 per month for each month this escrow has a balance therein following two months after the close of this escrow or the pending cancellation therein. Tiempo Escr7_�:h7 , / att independent escrow company governed by the Department of Corporatio �drow company holds Department of Corporations Escrow License No. 963-0957. SASSO %'�A CAPIT TUBES, INC. By. FAROUK11 HOSSEINALI By. Y.• , MR r,trit�rrir,t�rrtr�t�trrrit,rtttitt�rrititrit�trr a tirttrirtrtitititiririrtriririrrtritir�tetr�ttrtittit��ttiteit�tr�r�rr�r�rririrrrrirr�rirr a �,rt .v 19093 Beach Boulevard * Huntington Beach, CA 92648 * (714) 843-0101 * FAX (714) 843.994� AGREEMENT OF SALE, DEPOSIT RECEIPT AND JOIt{T ESCROW IIISTRUCTIONS COND0+111,1IUM This Agreement of Sale, Deposit Receipt and Joint Escrow Instructiolls ('Agreement") is entered into between Sastsounian Capital Ventures, Inc., a California corporation ('Seller") and FARCLM11 I10O.SCINALI ("Buyer'). Buyer and Seiler may hereinafter collectively be referred to as the 'Parties." Titre Parties agree as fol,Wot r 1. The Property. Upon execution of this Agreement by Buyer and acceptance hereof by Seller. Seller shall sell and Buyer shall purchase. on the terms and conditions set forth herein, certain real property (`Property") In the Pacific Park Villas condominium project ("Project') located in the City of Wsntington Beach, County of Orange. State of California. described as Condominium Unit No. 9_ ("Unit*), and appurtenant interests on Lot 1 of Tract tic). 14626. as shown on a Subdivision flap recorded on January 26, 1994 in nook 706, Pages 27 to 29, inclusive, of Mal,s, in the Office of the Orange County Recorder, as said Ualt and other interests are shown and described in the Condominium flan recorded o:s _09/23__`_ , 1994, as Instrument tlo. 94- 0525336 , in the Declaration of Covenants. Conditions and Restrictions and Reservation of Easements for Pacific Park Villas ("Declaration'), recorded on 09123 , 1994, as Instrument ten. �, and, if applicable, in the recorded Notice of Addition of Territory ("Notice*) annexing the Property to the Project. all of official Records of Orange County, California. 2. _Purchase _Price and_Devosik. Concurrently with the execution of this Agreement, Buyer has delivered to Seller the sum of _CNC TU USAND AND NO/1 Dollars ($ 1.O00.00 ), evidenced by check (XX) cash (_ ). as a deposit to be applied toward the purchase of the Property. The "Base Purchase Price" of Lite Property is described in the attached Addendum "l.* The Base Purchase Price u,ny be increased prior to the Close of Escrow if Buyer requests optional items iss accordance with Addendum 13" hereto. The Base Purchase Price and the cost of all optionnl items shall be the *Purchase Price' herein. Prior to the Close of Escrow and in accordance with Paragraph 21 hereof. Buyer and Seller shall coriplete and execute Addendum 03," which includes a full description of tlse Purchase Price and the manner in which it sliall be paid. 3. Financing. (a) Loan Application. If, pursuant to Addendum 01' a portion of the Purchase Price will be paid with financing proceeds, Buyer shailr (i) submit. no later than five (5) calendar days after execution of this Agreement by Buyer, all information necessary for application for approval of credit (*Credit Application') by an institution4l. le:,der ('Lender") or Seller. as applicable (Lender and Seller are referred to herein collectively or individually, as applicable, as the "Financing Ent!A y") and provide Seller with a copy of titre Credit Application within such five day period if Seller is not the Financing Entity; (ii) within two (2) calendar dayb tsftes' request therefur by Seller or Escrow holder, execute oil documessts and forms necessary to consununate tlse sale in accordance with the terms hereof, including, but not limited to, cre•-lit reports, statements of identity. loan applications, employment verifica- tin,is, tiotes. trust deeds, and loan escrow itsstructions, and (lit) within thirty (301 calendar days after acceptance of tMe Agreement by Seller, deposit or cause to tie deposited into Escrow written verificaticn of the Financing Entity's tsn- cutWitional loan eonunitment to Buyer for Lite full amount of the Burn to be fituinced as set forth in Addendum `1.' Euyer shall auttiorize lender to release a t -L- dbm233/24117100010020/agree,dep 06-03-94 rrrrrrrrrirrrrrrerrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrir a rrrrrrrrrrrrrrrrrrrrrrrrrrrrr�rr�rrrrrr�rr�r�rr�r�rrr�rr�rr�r�r�r�+ 19093 Beach Boulevard • Huntington Beach, CA 92648• (714) 843-0101 • FAX (714) 043-994'- copy of the Credit Application to Seller immediately upon request therefor by Seller. If Seller Is offering financing oil the sale of the Property and Buyer applies but does not qualify for such financing by Seller, Buyer shall deposit with Seller and Escrow Holder written verification of a Lender's loan commitment to Buyer for the full amount which would have been financed by Seller within thirty (30) calendar drays after Seller's notification to Buyer that Seller has declined to make said 'purchase financing available to Buyer. Buyer acknowledges and agrees that Buyer will be obligated to pay all costs charged by any Lender through which Buyer has requested financing even if more than one Lender is involved.' Buyer's application for another loan if Buyer does not qualify for a loan from Seller shall not obligate Seller to pay any Lender fees. (b) Loart-AReroval/Digapproval. The requirements of this Paragraph 3 shall not be deemed satisfied if the written verification of loan c:omrnitment deposited into Escrow is in any way conditional or includee terms or c-ondltione which are in any way inconsistent with this Agreement. If (1) Buyer goes not receive written notification from the Financing Entity that it is willing to make its loan within the time period specified in Paragraph 3(a) ebove, or (ii) prior to ouch date, Buyer receives written or oral notification from the Lender that Buyer is unable to qualify for such a loan or that the Lender will not make the loan, (Buyer shall notify Seller thereof within three (3) days after such notification from Lender), Seller shall have the right (but not the obligation) to terminate title Agreement. If Seller terminates tills Agreement. all rights and obligations of the Parties shall be terminated, and. subject to Paragraph 9(c) below, all funds and instruments deposited by Duyer shall be returned to Buyer. The failure of Buyer to (so) properly and promptly execute and deliver the documentation required by the financing Entity, tbb) n:)tify Seller, within the time period set forth above, that Lender will not shake the loan or that Buyer cannot qualify for the loan, or (cc) make the authorizations required of Buyer hereunder, shall constitute a default under tilts Agreement. Subject to Paragraph 9(c) below, Seller shall thereafter be entitled to retain all amounts due as liquidated Damages and, if Buyer has ordered oltional items, any amounts as are specified for these optional items. Any rtitaining sum shall be returned to Buyer. By so accepting the return of such funds, Buyer sltail be deemed to have waived and released any right Buyer may have tc purchase the Property slid any claim or interest in the Property. Title Escrow Is contingent upon Buyer's completion and submittal of the. above -references] Items anal Buyer's ability to obtain the financing described above. 4, Escrow. (a) Opening of Escrow. Immediately upon acceptance of title Agreement by Seller, escrow ('Escrow') shall be opened by Seller's depositing art executed copy of this Agreement with Tiempo Escrow, a Licensee of the California Department of Corporations, located at 19093 Beach Boulevard, Huntington Beach, California 92648 ('Escrow Holder'). Paragraphs 1 through 11 constitute Buyer's anti Seller's instructions to Escrow Holder. Escrow Holder shall not be responsible for any part of title Agreement other than the provisions of Buell paragraphs. Escrow holder's "General Escrow Instructions' are attached as Addendum 42' Buyer and Seller agree that. if there is any conflict between this Agreement and Escrow llolder', 'General Escrow Instructions.' the provisions of title Agreement shall control the resolution of such conflict. Buyer and Seiler further agree that any provision regarding an award of attorneys' fees and similar coats contained in Escrow (solder's 'General Escrow Instructions' shall apl•ly. if at all, only to disputes between (i) ono (or more) of the Parties and (11) Escrow llolder, and not to disputes between -the Parties themselves. Buyer shall execute and deposit such further instructions. documents and forms consistent with the terms of thlo Agreement and necessary to consununate the sale of the Property in accordance with the terms of this Agreement as may be required by escrow Holder or Seller. (b) Close of Escrow. Agreement, unless earlier terminated. Date') which is the later to occur of in ,iidendum "1.' tii) the fifth (5th) Subject to the provisions of title Escrow shall close on the date ('Closing (i) the "Scheduled Closing Date" set forth business day after Buyer receives notice -2- dbm233j24117f000J0020/agree.del) 04-25-94 IIIIIIrtlfltllllflllllllllllllfllf11111fllllllillllfi N IIIfI11111rIrI N lllllrllrlllllrllf'1lllflllllll1111fIrIr111rfIrf11111111r1111r111t1111111r111 19093 Beach Boulevard - Huntington Beach, CA 92648,1 (714) 043-0101 - FAX (714) 843.994� from Seller or Escrow Holder that the Unit is ready for occupancy, or (iii) the fifth (3th) business day after Buyer receives loan approval from the Financing Entltyl provided, however, that If, through no fault of Buyer, Escrow does not Rose on the Closing Date or any extension thereof mutually agreed to in writing by the Parties, Buyer shall be entitled to terminate this Agreement, cancel Escrow and, subject to Paragraph 9(c) below, Within fifteen (15) calendar days after written notice of such termination and cancellation is delivered to Seller and Escrow holder, receive a refund of all amounts deposited into Escrow. buyer ngrees to execute and deposit into Escrow all documents as required by the Financing Entity, Escrow Holder, and Seller and to deposit into Escrow the Mange of funds needed to close this Escrow (exclusive of any financing to be cbtaided by Buyer) no later than two (2) business days prior to the Closing Vate. If as a result of a default hereunder by Buyer. Escrow is not in a position to close on the Closing Date, Seller shall at its sole and exclusive option (without any obligation) be entitled to (1) terminate this Agreement in accordance with Paragraph 9 hereof, or (li) extend the Closing Date to a date selected by Seller In which case Buyer shall pay to Seller, in advance upon Seller agreeing to such extension. an amount ("Extension Payment') equal to Seller's coat of carrying Lhe Property for the period of time commencing on the initial Closing Date and expiring on the date to which Seller extends the Closing Date. Nothing set forth herein shall be deemed or construed so as to obligate Seller to extend the Closing Bate. Any such Extension Payment made by Buyer shall not be applicable to the Purchase Price and shall be consideration to Seiler as and for Seller's agreement to extend the Closing Date. Seller's sole remedy in the event of Buyer's refusal or failure to pay such Extension Payment shall be terminations of this Agreement in accordance with Paragraph 9 hereof. The date of recordation of Me deed to the Property shall be deemed to be the date of "Close of Escrow*. At Close of Escrow, Seller shall provide Buyer with either a CLTA standard coverage or an ALTA with regional exceptions title insurance policy insuring title vested in Buyer in the condition described In Paragraph 5 below with a liability equaL to the Purchase Price. If Seller is providing financing in connection with Buyer's purchase of the Property, the CLTA policy shall be a joint protection policy insuring the priority of Buyer's purchase money trust deed to Seller. unless Seller requests Escrow Holder to obtain an ALTA Lender's policy. 5 5. Exceptions to Titio. Title to the Property is to be conveyed to Buyer by grant deed, subject to the following) (a) Taxes. All taxes and assessments constituting a lien not then delinquent including, but not limited to, the lien of any supplemental taxes levied after the Close of Escrow. Taxes on the Property shall be prorated between Buyer and Seller based upon the most recently available tax bill. Buyer acknowledges and agrees that until the orange County Assessor assesses the Property separately from all of the condominiums constructed in the Project, all real property taxes on the Property shall be prorated through Escrow based upon the most recently available unsegregated tax bill for the Project and computed by multiplying the unsegregated taxes on the Project times a fraction, whose numerator shall be one (1) and whose denominator shall be twenty-two (221, the total number of condominiums in the Project (the result of such calculatioal hereafter the 'unsegregated Unit 'Taxes•). Buyer expressly agrees that if the unsegregated Project taxes have been prepaid by Seller, then the pro rats, share of Unsegregated Unit Taxes attributable to the Property shall be prorated between Buyer and Seller, and the amounts accruing after the Close of Escrow shall be paid to Seller out of Buyer's closing costs. If unsegregated Project taxes have not been prepaid by Seller then the Unsegregated Unit Taxes shall be prorated betvee►s Buyer and Seller as of the Close of Escrow and the amount of such Unsegregated Unit Taxes shall be paid to the Pacific Park Villas ('Assoclatlrn•I as a part of the closing costa payable by Buyer and Seller. Buyer shalt pay to the Association, on demand, any difference between the estimated Unsegregated Unit Taxes paid to the Association at the Close of Escrow and the actual amount of such Unsegregated unit Taxes paid by the Association, as further provided in the Declaration. A� -3- dbm233J24117/000/0020/agree.deli D4-25-94 telh 11�11111111111111111111111111i11it11111i1111{11{111111{f{!i H H 1111{{ H H {t! H H {!i H{1i11t11f1t1111lIIIltetlllt1e11tt111et11tt1111111111111 19093 Beach Boulevard • Huntington Beach, CA 92649 • (714) 043-0101 • FAX (714) 843.99-V (b) Covenants, conditions. restrictions, reservations, easements, and rights -of -way of record. if any, affecting the use and occupancy of the Property including. but not limited to. all of the terms and provisions set forth In the Declaration and. if applicable, the Notice. (c) Encumbrances, if any, evidencing financing to be secured by Buyer. Escrow ilolder is hereby authorized and Instructed to follow the directions of the Financing Entity in connection with the above financing and is authorized to deliver a copy of this Agreetaent to the Lender, if any. (d) Rovervatione of oil. Can and other mineral rights. 6. Closing Costs and Prorations. Buyer shall pay all normal purchaser's closing costs, including costs of credit reports, AL'TA Lender's title .insurance policy, tax service, all recording costs, loan fees, impounds as nhny be required by the Financing Entity, proration and advance payment of Anttual f,ssesements payable to the Association the capital contribution described in l'aragraph ©(g) below, and a usual and customary Escrow fee, Seller shall pay documentary transfer fees for recordation of the deed. Real property taxes, assessments, interest on financing. and other proratable coats shall be prorated as of the Close of Escrow based upon a thirty (30) day month (for monthly expenses) and three htndred sixty (360) day year (for yearly expenses), and using the moot recent available information. 7. Blanket Insurance. Buyer acknowledges that there is a master fire Insurance policy covering the Property, and that the premium on same is to be Included in the monthly installments of assessments paid by Buyer to the Association. The master policy does not insure against loss or damage to Buyer's personal property nor Buyer's personal liability for injuries sustained within his Unit. Buyer and Seller acknowledge that Seller has prepaid the initial premium on such master policy. Buyer and Seller agree that tits portion of such premium allocated to the Property slhali be prorated between Buyer evict Seller as of the Close of Escrow. 8. Conditlona to Close of Escrow. notwithstanding any provieloiis coatained herein to the Contrary. Escrow shall not close, title to the Property sh411 not be conveyed to Buyer, and. except for (1) an uncured default of Buyer, or (11) funds released to Seller In accordance with the provisions of Paragraph 2 hereof, funds shall not Le released from Escrow until all of the following conditions have been satiefiedt (a) eeeeement_Security, Seller has posted all necessary cash de(-osits, surety bonds, letters of credit or other arrangements securing Seller's share of tits maintenance and operating expenses of the Project in a fora% and amcunt satisfactory to the California Department of Real Estate. (b) Completion of Improvements. Either (L) all improvements and facilities on the Common Property (as defined In the Declaration) have been completed and a Notice of Completion, no defined in Section 3093 of the California Civil Code. has been recorded covering all of the foregoing Improvements and facilities on the Common Property; and the statutory period for filing mechanics' liens against the Property has expired or the Buyer has beet% provided a policy of title insurance with an endorsement insuring tits Buyer against unrecorded mechanics' liens (the cost. of such endorsement to be pair) by Seller); or (11) Seller lime posted a bond or other security In -accordance with Section 11010.5 of the California Business and Professions Code to assure corht,Letion of all Improvements and facilities on the Common Property. (c) Blanket Encumbrances. Any and all blanket encumbrances, as defined in Section 11013 of the California Business and Professions Code, et%cumbering the Property have been released or will be released through Escrow prior to the conveyance of title to the Property to the Buyer. -4- dbtn233124117/000/0020/agree.dep 04-25-94 5 . Ifrl{rlrlrlrl{I1111{1{11{11111{t{ltl{t1{{{tlI1H 1{{H {1{{lr{r H {{ H {1{1N N N l{ll{N l{lltllll H I U t!r{1llrlrlrrlllrllr1111r1111111flrllflllrflllrl� 19393 Beach Boulevard • Huntington Beach, CA 92648 • (714) 843-Ot01 • FAX QM) 043.994, (d) Stibordinstiott_to Legal ilanagement Documents. All mortgages and deeds of trust encumbering the Property have been and will be subordinated to the Declaration. This condition shall in no way be deemed to include real property taxes constituting a lien not yet delinquent. (a) Statemerit ae to_Delinauent Aesessrnente. Escrow Ilolder has received and delivered to Buyer a written statement from the Association as to the amount of any delinquent assessments (arid information relating to penalties, attorneys' fees. and other charges thereon, as provided by the Veclsratlon or the Bylaws of the Association) on the Property as of the date that the statement Is signed. (f) C.nnital Contribution. If the Property is located in Phase 1. Seller shall have (i) deposited into the Association's account the sum of TIUME rn11* BRED FIFTY CNE AND . 38/100 -- — — — — (S 351.38 ) . which Is e q u a 1 to two (2) months' Annual Assessment inetalla►ents to the Association for each unit in Phase 1, and which payment shall not be deemed a prepayment of assessments but. rather, a contribution to the initial working capital and reserves of the Association. or (ii) posted a cash deposit. surety bond. letter of credit or other arrangement in a form and amount satisfactory to the California Department Of Real Estate securing Seller's obligation to make such payments. (g) "eimbureement of Capital Contribution, If the Property is located in Phase i Buyer shall Il ve deposited into Escrow the sum of ONE fR1ND = SLVENHK FIVE AND .697100 — — — _ — — — — — — ($ 175.69 ) , which is e-jual to two (2) months' Annual Assessment installments to the Association, and w;iich shall be paid through Escrow to Seller, if Seller has previously advanced such funds to the Association in accordance with Paragraph B(f) above. (h) ssociation_Propertz. The Association Property for the Phase of Development (no that term is defined in the Declaration) has been conveyed to t1ze Association free of any monetary liens or encumbrances (other then tit: tide IInquent real property taxes and asseestr.ente). (i) City Approval. Tho Redevelopment Agency of the City of Iluntington Beach has approved Buyer as an eligible purchaser under that certaill Die;position and Development Agreement ('Development Agreement') between Seller and said Redevelopment Agency. executed osi June 5, 1993, if such approval Is re(vired under the Development Agreement. BUYER EXPRESSLY ACKNOWLEDGES TRAT BUYER'S OBLIGATION TO PURCIIASE TIIE PROPERTY IS NOT COMMENT UPON THE SALE OF BUYER'S CURRENT RESIDENCE. 9. Cancellation of Escrow. If this Agreement is terminated for any reason whatsoever, (a) Escrow shall be deemed automatically cancelled and the Parties shall execute any cancellation instructions requested by Escrow ;folder, (b) within ten (10) days of such termination Buyer shall deliver to Seller any documents delivered by Seller to Buyer Hereunder and (c) Buyer shall have no further right. title or Interest in and to the Property. (a) u er's Right of Cancellation. If, through no fault of Buyer. this Escrow is not closed on or before one (1) year from the date of the opening of Escrow, Buyer shall have the option to terminate this Agreement, cancel Escrow, and, within fifteen (15) calendar days after written notice of such termination and cancellation is received by Seller and Escrow Holder, receive a full refund of all amounts deposited into Escrow.— BUYER ACKNOWLEDGES THAT, PRIOR TO TIIE CLOSE OF ESCROW. SELLER MAY FACE CERTAIN CHANGES IN THE I.EGAI. FIANAGEHENT DOCUMENTS DESCRIBED BELOW AND CHANGES IN TIIE OVERALL DEVELOPFIENT OF T11E PROJECT, OR CRANGE TIIE MANNER OR CONTENT OF TIIE OFFERING OF RESIDENCES III TIIE PROJECT. IF PRIOR TO TIIE CLOSE OF ESCROW ANY SUCII CHANGES OCCUR, SELLER WILI, PRO':IDE BUYER WIT11 WRITTEN NOTICE OF SAME, AND BUYER AGREES THAT ITS SOLE REHEDY AT THAT TIRE WILL BE TO TERIIINATE THIS AGREEMENT, REQUEST CANCELLATION OF ESCROW. AIIU RECEIVE A FULL REFUND OF ALL A110MITS DEPOSITED IIEREUNDER. ' dbm233124117100010020jagree.dep 04-25-94 rrrrrrrrrr�rrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrtrrrrrrrrrrrrrlrrrrrrrrirrrrrrrrrrrrrrrerrrtrrrrrrrrrr n rrrrrrr a rrrrrrrrr+rrrrrrrrrrrrrrrirr�r 19093 Beach Boulevard • Huntington Beach, CA 92640 - (714) 843-0101 - FAX (714) 643.99, (b) Seller's Right of Cancellation. Notwithstanding anything contained herein to the Contrary, including any general instructions hereto, if after submitting all documentation required pursuant to Paragraph 3 hereof Buyer does not secure the loan commitment and approvals described above and deposit written verification of the commitment and approval into Escrow within the time specified herein, Seller may, at its election, terminate this Agreement and. subject to Paragraph 9(c) below. all funds in Escrow shall be released to Buyer; provided however that if Buyer does not obtain Loan Approval because of Buyer's failure to sell Buyer's current residence such failure by Buyer shall be considered a default hereunder and Seller shall be entitled to proceed in accordance with Paragraph 11. Buyer and Seller agree to execute appropriate mutual instructions to Escrow I{older in order to implement the provisions of this Paragraph 9. (c) Third Party Charges. If this Agreement is terminated or Escrow cancelled for any reason other than pursuant to Paragraph 9(a) above or as a result of Seller's default, then Third Party Charges incurred pursuant to Addendum '10 shall be paid from Buyer's funds. If title Agreement is terminated or Escrow cancelled pursuant to Paragraph 9(a) above or as a result of Seller's default, then all Third Party Charges incurred pursuant to Addendum 010 shall be Laid by Seller, and all of Buyer's funds, including amounts advanced for Third Party Charges, shall be refunded to Buyer. 10. Owners Association. The Association has been established for the 1urpose of preserving, operating, and maintalning certain Coaunon Property too defined in the Declaration). Buyer hereby agrees to become a member of the Association and accepts and shall abide by the terms and conditions of the Declaration, the Articles of Incorporation, and the Bylaws of the Association. and all agreements entered into by the Association. Buyer further acknowledges that the Property is subject to Annual Asseseutente payable to the Associntion at the current monthly rate set Earth in Addendum Ito. 010. From Buyer's funds deposited into Escrow. Escrow I{older is hereby instructed to pay to Lite ARevciation a proration of the Annual Assessment installments due for the month iti which Escrow is closed, from the Close of Escrow to the first day of the following month (if Annual Assessments have corrrnenced prior to the Close of Escrow) and the following month's Annual Assessment installment in advance. *** 11. DAMMGES IF BUYER DEFAULTS. IF BUYER DEFAULTS UNDER ANY TERMS OR PROVISIONS OF THIS AGREEMENT, SELLER SHALL BE RELEASED FROM ITS TIOH TO SE;.L T11E PROPERTY TO BUYER, AIID SELLER MAY PURSUE ANY REMEDY T 0 I11 EQUITY T!{.1T IT ltAY HAVE AGAINST BUYER ON ACCOUNT OF Cll DEFAULT; P IDED, IOWEVER, THAT BY PLACING TILEIR INITIALS !{ERE, BUYER AND SELL RE TIIATr (a) IF THERE IS A DEFAULT OR BREACH OF RIS ACREEMENT BY BUYER, SELLER WILL BE DAMAGED AND WILL BE ENTITLED TO COMPENSATION FOR TI{ESE DAMAGES. BUT' SUCII DAMAGES WILL BE EXTREMELY DIFFICULT AND IMPRACTICAL TO ASCERTAIN FOR TIIE rO;.LOWING REASONS r (i) TIIE DAMAGES TO WRICiI SELLER WILL BE ENTITLED IN A COURT Or LAW WILL BE BASED ON TIIE DIFFERENCE BETWEEN THE ACTUAL VALUE OF THE PROPERTY AT THE TIRE SET FOR THE CLOSE OF ESCROW AIID TIIE PURCHASE PRICE FOR THE PROPERTY AS SET FORTH IN THIS AGREEMENT. WIIICIi DIFFERECCE MUST BE BASED Ott OPINIONS OF VALUE OF TIIE PROPERTY WRICII CAN VARY III SIGNIFICANT AHOUNTS I AND (ii) IT IS IIWOSSIBLE TO PREDICT. AS OF THE DATE Ott W11IC!{ THIS AGREEMENT IS )MITERED IIITO. WHETHER THE VALUE OF TIIE PROPERTY WILL INCREASE OR PECR&%SE AS OF THE DATE SET FOF THE CLOSE OF ESCROW, AND BUYER DESIRES TO LIMIT TIIE A11OUNT OF DAMAGES FOR WHICH BUYER MIGHT BE LIABLE SHOULD BUYER BREACH .THIS AGREEMENT. IN ADDITION. BOTH BUYER AND SELLER WISH TO AVOID THE COSTS AND LENGTIIY DELAYS WIIICII WOULD RESULT IF THE SELLER FILED A LAWSUIT TO COLLECT ITS DAItAGES FOR BREACI{ OF TULS AGREEMEHT. THEREFORE IN TIIE EVENT OF A DEFAULT OR BREACII OF TIIIS AGREEMENT BY BUYER, SELLER MAY INSTRUCT ESCROW ]{OLDER. AS MORE PARTICULARLY SET FORT{{ BELOW. ***Printer's Notei Paragraph 11 to be reproduced in ten point bold type or Contrasting red print of at least eight point bold type. -6- dbm233J241171000(00201agree.deli 04-25-94 �ettttlttl�It U U t U IttltItIIItIIIItIIIIIIIIIIIIIIIIIIIIIIIIIItIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIaIIIIIIaIIIrIIIIIIIIIIaIIIIIIIIIII 19093 Beach Boulevard • Huntington Beach. CA 92640 • (714) 843-0101 • FAX (714) 843-99/ TO RETAIN OUT OF BUYER'S DEPOSIT AN AMOUNT EQUAL TO THREE PERCENT (M OF TILE TOTAL PURCIIASE PRICE OF TUE PROPERTY OR SUCII GREATER AMOUNT AS IS CONSISTENT WIT11 SECTION 1675(d) Of THE CALIFORNIA CIVIL CODE (BUT IN 140 EVENT SHALL TIIIS AMOUNT EXCEED BUYER'S DEPOSITS HEREUNDER) WHICH AMOUNT SHALL BE DEEMED TO CONSTITUTE A REASONABLE ESTIMATE OF SELLER'S DAMAGES UNDER THE PROVISIONS OF SECTION 1671 ET SEQ., OF THE CALIFORNIA CIVIL CODE, AND SHALL BE DEEMED LIQUIDATED DAMAGES r (`LIQUIDATED DAMAGES•). TIIE LIQUIDATED DAMAGES SHALL CONSTITUTE SELLER'S SOLE AND EXCLUSIVE RDIEDY IN TILE EVENT OF BUYER'S DEFAULT. (b) LIQUIDATED DAMAGES SHALL BE REMITTED TO SELLER III ACCORDANCE WITH THE FOLLOWING PROCEDURESr (1) SELLER SHALL GIVE WRITTEN NOTICE TO ESCROW HOLDER AND TO BUYER, BY REGISTERED OR CERTIFIED MAIL, OF SELLER'S DETERMINATION THAT BUYER; IS IN DEFAULT IIEREUNDER, AND DEMANDING TIIAT ESCROW 11OLDER P.ENIT TIIE LIQUIDATED DAMAGES TO SELLER. UNLESS WIT11I11 TWENTY (20) DAYS AFTER BUYER RECEIVES SUCH NOTICE OF SELLER'S DEMAND. BUYER INSTRUCTS ESCROW BOLDER III WRITING NOT TO REMIT SUCH FUNDS TO SELLER ('OBJECTION ZwOTICE'), ESCROW HOLDER SHALL RELEASE TO SELLER SUCII LIQUIDATED DAMAGES, AND REMIT TIIE BALANCE OF TILE FUNDS Ill ESCROW, IF ANY, TO BUYER. (ii) UPON RECEIPT OF TIIE OBJECTION NOTICE, WHICH )MUST INCLUDE A RENUNCIATION OF AIIY INTEREST IN ACQUIRING THE PROPERTY AND A RELEASE OF SELLER FROM ANY OBLIGATION TO SELL OR LEASE TIIE PROPERTY TO BUYER, ESCROW 11OLDER SHALL IMMEDIATELY NOTIFY SELLER -AND THE CONTROVERSY REGARDING TIIE DISPOSITION OF FUNDS DEPOSITED INTO ESCROW BY BUYER SHALL BE SETTLED BY ANY COURT HAVING PROPEP JURISDICTION. SELLER AGREES TO INDEMNIFY AND HOLD ESCROW HOLDER 11AR11LESS FROM ANY CLAIM BY BUYER ARISING CUT OF ANY DISTRIBUTICII MADE BY ESCROW HOLDER IN ACCORDANCE WITH THE PROVISIONS OF TRIS PARAGRAPH, AND BUYER AND SELLER EACII AGREE TO EXECUTE MUTUAL CANCELLATION INSTRUCTIOUS TO IMPLERENT TIIE PROVISIONS OF THIS I'l.RAGRAPII. The following paragraphs represent additional agreements between Buyer and Seller only with which Escrow )folder shall have no liability. responsibility. or duty except in the event of a mutual cnneel.latlon. 12. Receipt of Documents. Buyer's execution of this Agreemestt constitutes his acknowledgment that Ise has received from Seller and read the following= (a) The Declaration referred to above (including the Articles of Incorporntion and Bylaws of the Association incorporated therein), and, if appli- cable. the Notice; (b) The budget or budget fact sheet for the Association; and (c) A copy of the Final Subdivision Public Report frotn the State of California, Department of Real Estate, on the Property, issued ScotFrnber_23, 199 4 DRE File No. 071459--T.A—F00. 13. Construction. To the extent the Unit line not already beeii- completed, Seller agrees to cause construction and completion of the Unit. furnishing all labor and material therefor, substantially In conformance with Seller's plans and specifications which have been ntade available for inspection by Buyer. Seller is not constructing the Unit specifically for the Buyer, s%ur to the precise specifications or design of any model (or appurtenances, if any) -7- dbttt233(24117/000►0020(agree.dep 06-03-94 rrrrrrrrrrrrrrrrirrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrrsrrrrrrrrrrrrIIJrrrrrrrrrrrrlrerrrrrrrtrrrrrrrrrrrrrrrrrrllrrlttttrltrfrttlrtrrltrrltt 19093 Beach Boulevard • Huntington Beach, CA 92640 • (714) 043-0101 • FAX (7M) 043-9� displayed to -or visited bl Buyer, but Seller is constructing the Unit as part of a residential condominium project. Any model appurtenances astd furnishings shown to Buyer are displayed only for illustration. The Unit will not be completed in exact accordance with any such model, hone of the appurtenances and furnishings shown in any model are included in this Agreement, unless Seller agrees in writing to deliver the same as part of the Purchase Price or as optional items. Seller reserves the right, at Seller's sole discretion, to substitute materials, appliances, and related items of substantially equal utility and quality (meetlrig the approval of Lender) in order to complete the Unit. BY PLACING 11IS INITIALS IIERE 10;PRESENTATIONS HEREBY ACIUIOWLEDCES AND AGREES THAT SELLER ETAS HARE ABSOLUTELY 11 PRESENTATIONS OR PROMISES OF H ERCIIANTABILITY. FITNESS FOR A PARTICULAR PURPOSE, QUALITY OF CONSTRUCTIOII. Olt OTHERWISE WITH RESPECT TO THE SUBJECT PROPERTY. 24. Possession. Buyer acknowledges and agrees that Seller has not provided Buyer an exact date for occupancy of the Unit. Buyer acknowledges end agrees that Buyer is purchasing a completed Unit and that Seller is not acting as a contractor for Buyer in the construction of the Unit. Buyer shall acquire no right. title. or intlerest in or to the Property, except the correlative right acid obligation to purchase the same in accordance with the terms hereof. Buyer shall not be entitled to possession of the Property rtor entry thereon prior to the Close of Escrow. Prior to the Close of Escrow. Buyer elrall not enter into any contract or agreement for the sale or transfer of the Property or the assignment of Buyer's interest In title Agreement. A violation of the foregoing shall constitute both a material breach of this Agreement and the failure of a ronditloh precedent to Seller's further performance hereunder, entitling Seller. nt its option, to unilaterally cancel this Agreement and proceed in accordance frith Paragraph 11 hereof. 15. flotIces. All notices pertaining to title Agreement shall be in writing and shall be delivered personally, or shall be deemed delivered two (2) business days after they are :hailed to the Parties at the addresses listed herein, with postage prepaid, by registered or certified mail, return receipt requeeted. 16. Bindinrz Effect. This Agreement constitutes the sole contract between the Parties regarding the purchase of the Property by Buyer. There are no collateral understandings, representations, or agreements other than those contained in this Agreement. No salesman, employee, agent of the Seller, or istdependent broker has any authority to modify the terms hereof or to make any al-,reernents, representations, or promises unless the same are containers herein or ceded by written instrument duly executed by both Buyer and Seller. Buyer is solely responsible for obtaining the financing necessary to purchase the Property, and no guarantee lies been given by Seller, its agents, or sales representatives that Buyer will either qualify for or secure any loan or financing. Buyer acknowledges that neither Seller nor any sales representative, employee, or agent of Seller lies made any promise, representation, or warranty whatsoever, express or implied. not contained herein concerning the subject matter of title Agreement, to induce Buyer to execute this Agreement. Buyer acknowledges that Buyer has not executed this Agreement in reliance upon any promise, representation, or warranty not contained herein. 17. waivers of.Breach. The waiver by the Seiler of a breach of any pravislon of this Agreement shall not be deenusd a continuing waiver or a waiver of any subsequent breach, wliether of the same or another provision-of•this Ay,reetctent. 18. Ins¢ection of Unit. Buyer shall be entitled to a walk-through inspection of the Unit. so long no Buyer requests ouch inspection in writing no lere than three (3) business days prior to the Closing Date. At such inspection. Buyer and Seller's sales representatives shall prepare a written itemized list to he signed by Buyer and Seller's gales representatives identifying items or -g- dbm233/24117/000/0020/agree.dep 04-25-94 0 iirrritirririrriritrrrtr�ritrtrtririrtririre�rirritittttirrtriririrttrt�riri�rrr�rir�ttrritrttrtrrr�rrrr�rteiritririrrir�rirrirr�rirrrr�+r�rrririii 19093 Beach Boulevard • Huntington Beach, CA 92648 • (714) 843-0101 • FAX (714) 843-99, conditions which Buyer and Seller agree are to be completed by Seller within a reasonable period of tiatsl provided that such items need not be completed prior to the Close of Escrow, and the fact that such items have not been completed prior to the Close of Escrow shall not entitle Buyer to extend or otherwise delay the Close of Escrow. BUYER'S FAILURE To REQUEST OR ATTEND A WALK-TUROUG11 INSPECTION OF THE UNIT AS SET FORTU ABOVE SHALL BE DEEMED ACCEPTANCE OF TIIE COUDITION OF T11E UNIT BY BUYER. 19. gualifIcation of Buyer-- Buyer repreeents that buyer is of legal nge and is qualified+to obtain the financing necessary to purchase the Property. 20. Insulation. The Project has been insulated with the following materials which, according to the insulaticn manufacturer, will yield the R- Values indicated belowt LOCATION TYPE THICKNESS RR-VALUF f:xterior Walla BATP 3 1/2" R-11 Farty Walls BATP 5 1/2" R-30 Ceilings Roofs (XxIC7t - E TILE Buyer acknowledges that the Unit is part of a group of buildings for w.tich compliance with energy conservation standards was made by averaging the performance of all buildings in tits group. The performance of the building in which the Unit is located relative to the performance standard is available upurr rr,quest, 21. Optional Selections, Buyer agrees to make any color and optional item selections from the choices provided by Seller within five (5) calendar days fcllowing receipt of written request for such selection front Seller. Buyer's selections shall be final. If Buyer fails to make such selections within the specified time, Seiler shall have the right to make the selections. 22. Time is of the Eeeence. Buyer acknowledges that (1) time is of the very essence in the performance of Buyer's obligations under this Agreement. any, (ii) any delay in Buyer's performance under tilts Agreement will prejudice Seller. Therefore, any failure by Buyer to perform within the specified periods will constitute a breach of this Agreement, entitling Seller to terminate tilts Agreement and proceed in accordance with Paragraph 11 above. Unless otherwise provided herein, all references to 'days' shall be references to consecutive `calendar days.` 23. SeverabiliLX. If any provision of title Agreement shall be determined to be invalid, illegal, or unenforceable by a court of competent jurisdiction, the validity and enforceability of the other provisions of this Agreement shall not be affected thereby. 24. Completioll. With the exception of delays caused by circumstances beyond the reasonable control of Seller, and to the extent the Unit Iran trot already been completed, Seller shall complete the construction of the Unit no later than two (2) years after the date on which Seller accepts title Agreement. 25. Addenda, All Addenda referred to herein are incorporated into this Agreement by this reference. 26. Votification of Defects. If Buyer becomes aware of any structural or construction d t in the property that Buyer feels may be the responsibility of Seller, Buyer sll immediately notify Seller thereof in writing and allow Seller, in ,�ys sole/ discretion. to inspect the Property regarding the purported -9- dbm2331241171000/0020ragree.delr 04-25-94 V Illlililllllllllllillltllllllllllllllllllllltlllllllt11111l111111111!l1111111lIN 1111111f11i111iliflt1i11lfliiltltltlt111111t11t1t1t!tiff H t H Itt1t 19093 Beach Boulevard * HurlingSon Beach, CA 92643 • (714) i343-0101 • FAX (714) 1343-9945 defect, Seller shall, in its Bole and absolute discretion, be entitled to cure any such purported defect. but shall not be obligated to do so. The duties of Buyer to notify Seller of any such purported defect and to allow Seller to in9pect the Property shall survive the Close of Escrow. Nothing set forth hereln shall obligate Seller to perform any inspection or repair nor shall this Iaragraph be deemed to expand or otherwise increase Seller's legal obligations to tuyer. 27. Housing Agreement ' . Buyer acknowledges that Buyer is required to execute and record an instrument(which will run with the Land and bind all successore-in-intereet or assignees). that will ensure that all subsequent buyers and occupants of the unit qualify no purchaeurs for moderate income housing. Pursuant to the Development Agreement described in Paragraph 6(1) of this Agreement, prior to the conveyance of each of the *Affordable Units,• eoch "t-loderate Income Household" purchaser of an Affordable knit shall execute and record in the official records of Orange County, California a Declaration of Covenants. Conditions and Restrictions or similar agreement with the "Agency" ('Affordable CC&Rs") with respect to such Affordable Unit, The Affordable CCLRs ruby, at the option of the Agency, be in the form of the Affordable CCLRs attached oe Exhibit G to the Declaration or such other form provided by the Agency to reflect the terms of its program of financial assistance. Buyer understands that. if purchasing an Affordable Unit and required to record the Affordable CCLRe. Buyer may only sell the Unit at an "Affordable Housing Cost' to a *Hoderate Income Household," that the maximum permitted sales price may be less tl.an the fair market value and that the Unit must be owner -occupied at all times ar.d cannot be rented or leased. In addition, Buyer agrees there shall be no discrimination against or segregation of, any persons. or group of persons on account of sex, marital status, race. color, creed, religion, national origin. or ancestry in the sale, tense, rental, sublease, transfer. use, occupancy. tenure or enjoyment of the land, nor shall the Buyer or any person claiming under or through Buyer. establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number. use or occupancy of tenants, lessees, subtenants. sublessees or vendees of the Un1t. EXECUTION OF THIS AGREEMENT BY BUYER AND SELLER'S SALES REPRESENTATIVE S11/-LL CONSTITUTE ONLY AN OFFER TO PURCHASE WHICH SHALL NOT BE BINDING UNLESS SELLER DELIVERS TO BUYER A COPY OF THIS AGRE&HEHT EXECUTED BY THE SELLER WIT11111 TEK (10) DAYS AFTER TUE DATE THIS AGREEMENT IS EXECUTED BY BUYER. FAILURE OF SELLER TO SO ACCEPT SHALL AUTOMATICALLY REVOKE THIS OFFER AND ALL FUNDS DEPOSITED BY BUYER WITH SELLER SHALL BE PROMPTLY REFUNDED TO BUYER. SELLER'S SALES REP3ESENTATIVES ARE NOT AUTHORIZED TO ACCEPT THIS OFFER. RECEIPT AND DEPOSIT OF BUYER'S FUNDS SMALL NOT CONSTITUTE All ACCEPTANCE OF THIS OFFER BY SELLER. Executed by Buyer on this 25th day of Buyer Add;eaa City (� l Telephone Number Zip Code March z 1997. Buyer pARajF11 IK SEMLI -10- Address GARDEN CR=, CALIFMNIA 92840 City (. 2") 537—fzft75 - - — Telephone Number Zip Code dbm2331Z41171000100201agree.dep 04-25-94 r Irrt»rrtrz�rtritlrltrrrrtrrrrrrtrrrtritrrrirrrrrrrrr a rrr�rrriritrr urtirir a trti n rrt n rrrririr a rttrtrirrrireirilr�tirlrrirrir�rrrr��rrrr�rlr�rr� 19C93 Beach Boulevard • Huntington Beach, CA 92648 • (714) 843.0101 • FAX (714) 843-994E a Seller or Sales Representative must be notified of any change in address. FARC UFJ1 HOSSEINALl s A SINGLE M71Ir7 (Manner in which title to vest) I.cknowledgment of receipt Seller agrees to sell the cf buyer's depositr Property upon the foregoing terms and conditions. Bar Accepted on , 1994 (Sales Representative) Snesou.nian Capital Ventures, Inc., (Sales Office Phone) a California corporation -11- BY r JaLall Sohrab Saesouniran Itar� resident) By, DIJArr sassotyrrlur Itsi secretary "Seller" 1CdX s r 16tl3 Botsa Chica Street liuntington Beach, CA 92649 dbm233/24117/000/0020/agree.dep 06-03-94 r r�rrrrsrrrrirssrrrsrrrrrrsrsrrrrsrrrrrrrrrrsrirrs n rrsrsrrrrsrrr u u rssrrr a rsrrrrrrsrsrrrrsrsrrsrrrrsrrrrssrrrrsr a rsrrrrsr�rrsrrsrsrrsrrsrsrsrsrr� 19093 Beach Boulevard • Huntington Beach, CA 92M • (714) 1343-0101 • FAX (714) 843.994, ADDENDUM '1 TO AGREEMENT OF SALE, DEPOSIT RECEIPT AND JOINT ESCRON I11STRUCTIONS A. SCHEDULED CLOSIHG DAT£s The 45clieduled Closing Date' per Paragraph 4(b) is . 19_ B. BASE PURCHASE PRICE OF PROPERTY . . . . . . . . . . . . . . . . $ 1761000.00 C. +ESTIHATED IMPOUNDS, COSTS, PREPAYABLES, CAPITAL CONTRIBUTION AND ASSOCIATION DUES (ASSOCIATION DUES CURRENTLY $ 175.69 PER HONT111 ('CLOSING COSTS-) . . . . . . . . . . . . . . . . $ 8,200.00 V. PURCHASE DEPOSIT . . . . . . . . . . . . . . . . $ 11000.00 E. FINANCING PROCEEDS LOAN TO BE OBTAINED BY BUYER. Approximate amount financed through loan or loans to be obtained by Buyer from third parties at buyer's sole cost and expense . . . . . . . . . . . . . $ 131,800.00 BUYER ACKNOWLEDGES THAT INTEREST RATES AND FEES ON LOAd1S TO FINANCE THE PURCHASE OF REAL PROPERTY FLUCTUATE. THAT THE INTEREST RATE FOR THE LOAN MAY INCREASE OR DECREASE PRIOR TO CLOSE OF ESCROW AND THAT BUYER WILL BE REQUIRED TO PAY THE LENDER'S PREVAILING INTEREST RATE, AND LOAN FEES AT THE CLOSE OF ESCROW. F. 'fllIRD PARTY C11ARGESr In accordance with Paragraph 9(c) of the Agreement, Seller may withhold from funds deposited into Escrow by Buyer amounts payable to third parties for credit reports, escrow services, preliminary title reports, appraisals and loan processing services totalling approximately . . . . . . . . . . . . . . . $ G. ADDITIONAL TERMS, IP ANYs SECONDARY FINANCING; TO FILE (CITY OF E0C1NG110N BEACH) $ 35,000.00 + Buyer's Closing Costs Include such It3ms as the cost of credit reports required by the Financing Entity, loan origination fees. title policy charges. tax service. Escrow fees. notary fees. recorditig costs, insurance premiums, homeowner association fees, and cspital contribution and suck other coats as are necessary to close this transaction. Impounde include amounts which the Buyer agrees to deposit with the Financing Entity to ensure payment of future real property taxes. insurance, and other charges. -1- dbrnZ331Z4117100010020ingrea.dep 04-25-94 .ttttssttttttt-lttltttttttttltlttltttttttt utttttt a lttlt u t U u litttlllltltellltlttllttlttillttltlltltlltltrtltltlttlttttltrtrittttitittrrtit�rit�rt 19093 Beach Boulevard - Huntington Beach. CA 92648 - (714) 043-0101 - FAX (714) 043-994� Prorations include and shall be made of current year's Property taxes and Association assessments. if any, and interest on all loans to date of transfer or loan funding. as applicable. The foregoing types of costs have been estimated to,the best ability of the Seller as of the date of this Agreement. Should the actual costs exceed the estimate, Buyer acknowledges that it is Duyer's responsibility to pay any such excess at Close of Escrow. 7, t)e ted t March 25 1997,-- Faroukh iiosseinali Dated I 19� Accepted on 1 19_ -2- 'Buyer' Saosounian Capital ventures, Inc.. a California corporation Byt Soltc It,s Press Bye �W] gpritz a n Its Secretary •seller" dbm2331241171000100201agree.dep 04-25-94 Illllllllflllltlflliilllllllllllltilllillllllilllflllllltllllilllllllllllllli1111111111111tlllilllllllllt111l1l11lltlllilllllilftflllilllfll11111111 19093 Beach Boulevard • HunVngtan Beach, CA 92G48 • (714) 043-0101 • FAX (7141 843-9945 1 1 4 ADDENDUM 02' TO AGREEMENT OF SALE. DEPOSIT RECEIPT hUD JOINT ESCROW INSTRUCTIONS GEHERAU ESCROW 311STRUCTIONS i dbm233/24117f000/0020tagree.dep 04-25-94 rrs� s�itisssssssss�sstssssssssssssssssssstsrsrrsrrrrr u r u u u rrsrrrrirrrii a �iiirrrrirrrr�rririsrrrrirssirisrirr�r�rrir�rrrrririrris�rri�rir�s� 19093 Beach Boulevard • Huntington Beach, G1 92640 • (714) 043-010t • FAX (714) 043-9949 ADDENDUM a3' TO AGREEMENT OF SALE, DEPOSIT RECEIPT ND JOI1T JESGROW I;ISTRUCTI NS A. PURCHASE PRICE OF PROPERTY I. Base Purchase Price . . . . . . 2. Flooring Costa% (1) Carpet-- (i ii )Wood-- (iv) Resilient-- S S (v) Other — S TOTAL TOTAL FLOORING. . . . $ iM✓ ZZIIX-29. 3. Other Optional Items Costt (i) C N • / (li) (lii) $ (i v) ,2 2 E1, A , ,t'rccw p4&PI L - iS'- (V ) TOTAL OTHER OPTIOUAL ITEMS . . .. . $ /iYC'L 62:S�o 4. Total.fpurchaee price (Sum of heirs [ 7/jam pb 1 . 2. , and 3) . . . . . . . . . . . . . . . . • . . . .--- -1- dUm233124117J000]0020jagree.dep 04-25-94 +Hi11tt1ti �t1NH1t1tititt1Ht11itUHsltHtlttlHttitlittiltltilttt11t1Ntt1Htlttil1t1t11Ntt1t1111Hi1HttttiHtHtittlNtNtttHHltflHli{1i{ 19093 Beach Boulevard • Hunt"ngton Beach, CA 92648 • (714) 843-0101 • FAX (714) 843-994�' 5. *Estimated impounds, costs, prepayables, capital contribution and Association dues [Association dues are currently $ 175.69 1 per month] ("Closing Costs") . . . . . . . . . . . . . . $ 5,000.00 6. Total Purchase Price, plus Closing Costs (Sum of Items 4 and 5) . . . . . . . $ 181,000.00 B. CASH PAYMENTS FROM BUYER 7. Purchase deposit . . . . . . . . . $ 11000.00 8. Downpayment and Closing Costs due before "Closing Date, . . . . . . $ 8,200.00 9. Flooring deposit (receipt of which is acknowledged) . . . . . . . . . . . . . . . . . $ 10. Balance of Flooring Coots (Item 2 less Item 9) due before "Closing Date' . . . . . . $ 11. Other Optional Items deposit (receipt of which is acknowledged) . . . . . . . . . . . . . . . $ 12. Balance oflOther Optional Item Costs (Item 3 less Item 11) due before 'Closing Date m . . . . . . • . . . • . . . . . $ 13. Total cash payment due before •Closing Date (rum"of Items 7 through 12) . . . . . . . . . . . $ 8,200.00, plus approximately $ 5,000.00 closing C. FINAtiCI1lG_PROCEEDS 14. LOAN TO BE OBTAIVED BY -BUYER. Amount financed through loan or loans to be obtained by Buyer from third parties at Buyer's sole coat and expense (Item 6 less Items 13 and 15) . . . . . . . . . . . . $ 131,800.00 15. FINANCING PROVIDED BT3§dbhff6UQjfKXVft THE t' M C)V f1[M NG'l�gl DE&C11 Proceeds of purchase money financing to be made available by Seller to be evidenced by the Promissory Note and Deed of Trust in favor of Seller, in the forms attached to Addendum all no Exhibits "A' and *B," respectively. [Financing provided by Seller is contingent on approval of Buyer's Credit in accordance with Paragraph 3 of the Agreement.) . . . . . $ 35,000.00 + Buyer's Closing Costs include such items as the cost of credit reports required by the Financing Entity, loan origination fees, title policy charges, tax service, Escrow fees, notary fees, recording costs, insurance premiums, homeowner association fees and capital contribution, and such other costs as are necessary to close this transaction. Impounds include amounts which the Buyer agrees to deposit with the Financing Entity to ensure payment of future real property taxes, insurance, and other charges. Proratlons Include and shall be made of current year's property taxes and homeowners Association assessments, if any, and interest an all loans to 0 -2- k dbm233j24117)000J0020/agree.dep 04-Z5-94 111a11a11IIIIIalataalallafaatalaaafaalaafaa 1a111aIIIIIaIa11IIa111afaaaa11a11111aa111aaa11fa11aaaalaaaalafalafaalfaaalafa11I19111111111111111111111 1�093 Beach Boulevard • Huntington Beach, CA 92648 • (714) 843-0101 • FAX (714) 843-994L date of transfer or loan funding, as applicable'. The foregoing types of costs have been estimated to the beat ability of the Seller as of the date of this Agreement. Should the actual coats exceed the estimate, Buyer acknowledges that it is Buyer's responsibility to pay any such excess at Close of Escrow. I•atedl March 25 19 97 Catedz 19� A2cepted an , 19w 1518 Farouldi flosseinsil "Buyer' Bassounian Capital Ventures. inc.. a California corporation Byl By1 Sohra union Itn/ Ite1 Secretary •Seller" dbmM IZ4117{00010020(agree.dep 04-25-94 ADDITIONAL ESCROW INSTRUCTIONS AND CONDITIONS i. You arc Instructed to deposit all funds received by you with any stale or national bank, stale or federal savings bank. Or stale or lodoral savings and loan association. (it a trust atf-ounl In the name of escrow holder, wlthoul any liability for payment of Interest. The lunds may be withdrawn by you and disbursed according to the instructions of Ilia parllt s. Ali deposits made by personal check, cashier's check, certified check or deposit other than cash or wire transfer are subject to clearance and payment by financial insiilution on which drawn. All disbursements are to be made by check of escrow holder from the trust account. Neither you nor any of your employees will Identify any payee rr guarantee signatures of any person or entity at any financial Institulion. Funds deposited Into escrow In the form of a check, dealt, or similar Instrument will be identifled as collected funds when the escrow holder's Nnonclat Institution confirms that the funds are available tot disbursement. 2. Your dt ty to act as escrow holder does not commence and escrow shall not be degnied opened until mutual escrow Instructions signed by all parties are received by you. Unt I mutually executed escrow Instructions are received, either party may unilaterally revoke these Instructions by written request delivered to you. 3. Alt prod Lions and adjustments are to be made on the basis of a thirty (30) day month unless otherwise Instructed in writing by all parties. For proratlon purposes. 111e Buyer will he ve ownership of the real property which Is the subject of this escrow tot the entice day, regardless of the hour of recording. The "close of escrow" with reference to proration, adjustments and all purposes In this escrow shall be the day the Instruments of conveyance are recorded or tiled with the country recorder. 4. Any funds disbursed during or on the close of escrow will be Issued jointly to the parties designated as payees unless you ere Instructed otherwise In writing by all designated f eyees. The lunds representing ban and/or sale proceeds will be disbursed jointly to all persons who were the record owners of Ilse real properly which Is the subjrrct of lh.a escrow. All disbursements of funds and/or delivery of other documents or Irstruments concerning this escrow will be malled to the entitled parties by regular first-class mail, postage prepaid, at [half respective addresses shown on file. However, a. your discretion, you may send funds andlor other Instruments or documents by certified or rr jlslered mail, federal express, messenger or facsimile machine. In which case the party for wham the delivery was made agrees to pay the costs. The provisions of th,s parag•aph Include, but are not limited to, requests for demand statements, requests for beneficiary statements, requests for homeowners* association statements or or other requests as you may deem necessary for the timely closing of this escrow. You are to Instruct the county recorder to mail recorded documents to the entitled parties at Ihr-Ir respective addresses. You are to Instruct the title company to mall the the pollcy(s) 10 the Lenders) OF Buyers) a$ appropriate. S. As soon as Is practical after receipt of these mutually axeculed escrow Instructions, you are to open an order with the title company and request a preliminary title report or commitment. concerning the subject propsity. 6. fit additic•ri to other costs and charges set forth to escrow Instructions. Seiler agrees to pay on demand, whether or not this escrow closes. all expenses and charges Incurred by rm on Seller's behalf, Including, but not limited to, charges for preliminary We reports, Nlle commitments, policies of title Insurance, beneficiary statements. bene'Iclary demands. offset statements, documentary transfer tax stamps, preparation of, nolarizing and recording of documents necessary In Seller's behalf, one-half (1/2) of sub -escrow fee. Seller's escrow fee and other costs as charged. In addition to the other costs and charges set forth In these escrow instructions, Buyer agrees to pay on demand, whether or not this escrow closes, ell expenses and charges Incurred by you an Buyer's behalf, Including, but not Itmlted to, recording fees, preparation of, notarizing ant, recording trust deed(s) and other documents on Buyer's behalf, now loan charges, existing ban assumption transfer toes, one -halt (1/2f of sub -escrow lees. Lender's poll.y of title Insurance, fire Insurance premiums, Buyer's escrow fee and olho, costs as charged. 7. NOTWIT)'STANDiNG ANY PROVISIONS TO THE CONTRARY CONTAINED IN THESE ESCROW INSTRUCTIONS OR SUPPLEMENTS OR AMENDMENTS, ESCROW HOLDER SHALL NOT BE RESPONSIBLE FOR THE SUFFICIENCY, VALIDITY OR CORRECTNESS OF ANY SIGNATURE OF ANY PRINCIPAL TO THIS ESCROW on ANY THIRD PARTY TO THIS ESCROW, NOR FOR THE SUFFICIENCY OR CORRECTNESS AS TO FORM, MANNER OF EXECUTION OR VALIDITY OF ANY DOCUMENTS DEPOSITED .N THIS ESCROW, NOR AS TO THE ICENTITY. AUTHORITY, OR RIGHT CIF ANY PERSONS EXECUTION3 THE SAME. EITHER AS TO DOCUMENTS OF RECORD OR THOSE HANDLED IN THiS ESCROW. SHOULD THE PARTIES DESIRE THAT YOU VERIFY THE SIGNATURES ON INSTRUCTIONS RECEIVED BY YOU, THE PARTY(IES) WITHOUT FURTHER INSTRUCTIONS AUTHORIZE THE PAYMENT OF AN ESCROW FEE COMPUTED AT TWO TIMES YOUR REGULAR ESCROW FEE AND WII.L DELIVER SEPARATE WRITTEN ESCROW INSTRUCTIONS SPECIFICALLY INSTRUCTING YOU TO DO SO. S. You shall not be responsible for the fotlowlng' (1) the sutficlenoy or correctness as to form, manner of execution or validity of any documents deposited In this escrow: (2) the Idenlil) . authority, or right of any person executing the same, either as to documents of record or those handled In this escrow; or (3) the lallure of any party 10 comply with any of tNi provisions of any agreement, contract of other Instrument filed or deposited In this escrow or referred to In these escrow instructions. Your duties shall be limited to the safekeeping of money and documents received by you as escrow holder and for the disposition In compliance with the written Instructions accepted by you in this escrow- You shall not be rsquirsd to take any action regarding the collection, mcuilty. or apparent outlaw of any obtigatlons deposited with you unless otherwise Instructed In r,riling. 9. Where the assignment of any Insurance policy from Seller to Buyer Is concerned. Seiler guarantees to you any Insurance policy handed you In this escrow Is a policy In force, the p-ficy has not been hypofhecaled and tl•at all necessary premiums have been paid. You are authorized to execute an behalf of the parties assignments of Interest in any insurance policy (other than titre insurance "Ides) called for In this escrow, you are authorized to transmit for assignment any Insurance policy to the Insurance agent requesri V that the Insurer consent to such assignment, to request that a loss payee clause of such other endorsements as may be required be Issued and 10 forward such policy to the Leader(s) and entitled party(ies). You shall not be responsible for verifylrg the acceptance of the request far assignment and policy of insurance by the Insurance company. The parties mutually agree that you will make no attempt to verify the receipl of the request for assignment by the issuing insurance company. All parties are plai:ed on notice that It the Insurance company should fair 10 receive the asstgnrnenl, trio Issuing company may deny coverage for any loss suffered by Buyer. IT IS THE 081 IGATION OF THE INSURED OR THE INSURED'S REPRESENTATIVE TO VERIFY THE ISSUING COMPANY'S ACCEPTANCE OF THE ASSIGNMENT OF THE POLICY. 10. You are not to be held responsible In anyway whstsoever tar any personal properly tax which may be assessed against any loaner or present owner of Ilia subloci property descrrtred In these escrow Instructions. nor for the corporation or license lax of any corporation as a former or present owner. 11. if it Is necessary, proper or convenient tar the consummation of this escrow, you are authorized to deposit or have deposited funds or documents, or both, handed you uncler these, escrow instructions with any duly sulhodzed sub -escrow agent, Including, but not limited to, any bank, trust company, Iille Insurance company, title company. savings and ;at i association, or licensed escrow agent, subject to your order al or before close of escrow In connection with closing this escrow. Any such deposit shall be deemed a d,posll under the meaning of these escrow Instructions. 12. TFe parties to this escrow have satisfied themselves outside of escrow that the transaction covered by this escrow Is not In violation of the Subdivision Map Act or any taw fegula4ng land division, zoning ordinances or building tesiticilons which may a11e i the land or Improvements that ate the subject of this escrow. You, as escrow holder, are relie% ed of all responsiblity and liability in connection with such laws, ordinances, resT-klkxts or regulations and are not to be concerned with any of their enforcemenas. 13. II any form of Purchase Agreement or amendment Or supplement (collectively "Purchase Agreement") Is deposited In this escrow, II Is understood that such document shall be erfeclrva only as between the parties signing the Purchase Agreement. You, as escrow holder, are not 10 be concerned with the terms of any Purchase Agreement and are reiieve(r of all responsibility and liability for the aniorcement of Its farms. Your only duty Is to comply with the Instructions set lorth In the escrow Instructions. You are not respons ble for Interpreting or acting on any provision of any Purch$so Agreement on which these escrow Instructions may be based and you shall not rely on any knowledge or understanding you may have of any Such Purchase Agreement In ascertaining or performing your duties as escrow holder. In connection with any loan transaction, you are authorised to deliver a copy of any Purchase Agreement, supplement or amendment and a copy of all escrow Instructions, supplements or amendments to the Lender. 14. You are nO lobe concerned with the Qhring of any disclosures required by federal or s'ste law. Including, but not limited to, Real Estate Settlement Procedures Act, Regulal on Z 4 Truth -In -Lending, condition of the subject. property or other warnings, or any other warranties, expressed or Implied. 15. You shall not be responsible and you are released Irom and shall have no liability, obligation or responsibility with respect to withholding of funds under §1445 of the Internal Rev±nue Code of 1954. as amended, commonly known as the Foreign Invoslmeni In Reel Property Tax Act ("FinPTA") or the California FIRPTA under 118005. at seq. of the Q'Ifornis Revenue A Taxation Code ("CAL-FIRPTA"). Advice about FIRPTA or CAL-FIRPTA Its requirements, a determination whether tins Sellealransleror is a foreign person, as defined, or obtaining a nonlorelgn affidavit or exemption from wllhhclding or other Information concerning compliance or non— omptlence will not be given to the parties by Ilia escrow holder. The parties are advised to seek Independent legal, financial and lax counsel from Their respective legal, financial and lax advisors. 15 Yoe are authorized to deliver copies OI ast escrow instructions, supplements and amendments, estimated and final closing statements, prel.minary title reports, and notices of cance•talion, it any, to the real estate braker(s), real estate sales agent(s), Lende js), Lender's agent(s) and/or allorneys(s) lot the parties, upon Ilia parties' oral or wrillen isquevl. You shall not Incur any tiabisity io she parties for delivery of the copses 17, You shall make no physical inspection of the real properly or personal property described In any Instrument deposited in or which Is the subject at this escrow. You have made no rf presentations or warranties concerning any such real property or personal properly and are not to be concerned with nor liable for the Condition of real property or personal properly. to The parties authorized the recordation of any Instrument delivered through this escrow 11 necessary or proper for the Issuance of the required policy of title Insurance 1r for the closing al this escrow. Funds, instructions or Instruments received in this escrow Ina/ be delivered to, or deposited with any Lille Insurance company or title company a comprr with It s terms and conditions of this escrow. _ 9. You are autrrorized to deduct from Seller'S net proceeds or Buyer's net proceeds any amount which either Seller or Buyer may owe you In any other mailer or ,ansaclien. You s re auhrorized to charge and the parties agree to pay additional escrow fees for extraordinary services not within the range of customary escrow processing. +cluding, but nor limited to. the verification of Signatories to escrow Instructions. U_ You are to %.se your usual dOCU ant forms or Ilia usual forms of any title Insurance company or title company and In our Instructions insoil dales and lawns on Ili" rslrumerlS if inc 7mplele when exeS 1. It the date by which Buyers or Seller'�Pefforn redue shall be other than your regular business day, such performances shall be due on your next succeeding rsiness day. ?. You shall conduct no Ilan or title sea f personal openly regarding the sale or transfer of any personal properly through this escrow. Should the party(ses) desire at you conduct a Non of title search al oval proper/ ,the parly(fes) requsstinQ the same shall deliver separate and Specific written escrow Instructions to you along ilh an agreement to pay Your addlllpn 'Crow fees. I. You shall no be responsible Ina ey w or nor are you to be concerned with any question of usury lo any loan or encumbrance, whether new or of record. Itch may arise t!aring the process"Vucldgn�WK 1, The parties s gree to deliver to yuments, escrow Instructions and funds required 10 process and close this escrow In accordance witlr Its terms. 25, You are instructed to provided title to the subject real property In the condition klonlified In the escrow instructions by the parties. You are not responsible for III, ccnlents or accuracy of any beneficiary demands and/or beneficiary statements delivered to you by the existing lienholders. You are not required to submit any such beneliclor sintemenl endfor beneficiary demand to the pollee for approval belore the dose of escrow unless expressly Instructed to do so In wining. Should the party(les) desire t- pm-apprma any such benettctary statement and/or beneficiary demand, the party(les) requesting the same shalt deliver separate and specific written escrow Wructlons to you 26. You it •a not to be responsible in anyway whatsoever nor b be concerned with the terms of any new ban or the content of any loan documents obtained by any part. In connect'on with this escrow except to order ouch loan documents Into the escrow file, transmit the ban documents to Buyer for execution and transmit the executed loan do:umenh to Lender. The parties understand and agree that you are not Involved nor concerned with the approval andl'or processing of any loan or the contents and suet o[ ban do mments ptepsted by a Lender. 27. This partles agree to complete and deliver to you a Statement of information as required by the title Insurance company or title company. 29. The pretties expressly Indennlly and hold you harmless against third -party claims Ix any tees, costs or expenses where you have acted in good faith, with reasonable care and prudence and/or In compliance with IheEe escrow Instructions. 29. The parties agree [hat you have [he responalblllties of an escrow holder only and there are no other legal relationships established In the terms and conditions of Ilse escrow Instructions. In connection with this escrow: (1) you shall have no duty or responsiblity of notifying any pf Ilia parties to this escrow of any sale, resale, ban, exchange or other transaction Involving any of the sub)Bd real property or personal property; (2) you shall have no responsibility or duty to d1sclo5e any benefit. Including, but rot limited to financial gain, realized by any person, firm or corporation Involving any of the subject real property or personal properly; and (3) you shall have no responsibility or duty to disclose any profit realized by any person, firm or corporation including, but not limited to. any real @stale broker, real *stale sales agent and/or a party to any other escrow, in connection therewith, although such other transaction may be handled by you In this escrow or In another escrow transaction. If, however, you are Instructed In writing by any party. Lender or other entitled person to disclose any sale, resale, loan, exchange or other transaction Involving any of the subject real property or personal properly or @cry profit realized by any person, firm or corporation to any party to this escrow, you shall do so without Incurring any liability to any party. You shall not be Ilablu for any of your acts or omission done In good faith nor for any claims, de mends, losses or damages made or suffered by any party to this escrow. excepting such as may arise through of be caused by your willful neglect or gross misconduct. 30. Your stuow holder agency shall terminate six (s) months Jollowing the data last tat (or dose of escrow and shall be subject to earlier termination by receipt by you of mutually executed cancellation Instructions. If this escrow was not closed or cancelled within the described six (6) month period, you shall have no lurther obligations as escrow hofdor except to disburse funds and documents pursuant to written ascrom Instructions and to Interplead or otherwise dispose of funds and documents In accordance with a validly Issued and validly served order from a court of competent jurisdiction. It the conditions of this escrow have not been compiled with at the expiration dale In ther3 escrow Instructions, you are Instructed to complete the conditions at the earliest possible dole, unless Buyer or Seller have made written demand upon you for the retur i of the funds and/or Instruments deposited by Buysr or Seller and/or for to wetlallon of this escrow. Should demands be made upon you, you may withhold and stop all further proceedings In this *$Cloyw without liability for Inteisai on funds held or for damages until mutual cancellation Instructions signed by all parties shall have been depos led with you. The parties, jointly and severally, agree that if this escrow cancels or Is otherwise terminated and not closed, the parties Shan pay [or any costs end expensets which you have Incurred or have become obligated for under these escrow Instructions, Including, but not limited to, attorneys' fees @rid reasonable escrow Joel for the services wondered by you, the parties allies that such costs and expenses shalt be paid and deposited In escrow before any canceltation or other termination of this ascro.r Is effective. The parolee agree that sold charges For expenses, costs and fees may be apportioned between Buyer and Seller In a manner which, in your sole discretion, yam, Consider equltabl% and that your decision will be binding and conclusive upon the parties. Upon receipt of mutual cancellation instructions or a final order or judgment of a court o) competent jurisdiction with accompanying wills of execution. levies of gsrnlshments. your ate Insiructed to disburse the escrow funds and Instruments In accordance with such cancellation Instructions, order or judgment and accompanying writ and this escrow shall, without further notice, be considered terminated and cancelled 31. The paMes shall cooperate with you In tarrying out the escrow Instructions they (1eaosll with you and completing this escrow. The parties shall deposit Into escrow, upon toques', any additional funds. Instruments, documents, Instructions, authoriz@Ilons, or other Items that are reasonably necessary to enable you to comply with demands made on yov by third parties, to secure policies of tills Insurance. Or to otherwise carry Out the terms of their Instructions and clone this escrow. It conflicting demands of notices are made or served upon you or any controversy arises between the parties or with any third person arising out of or relating to this escrow, you shall have the absolute fight to withhold and stop all lurther proceedings In, and in performance of, this escrcm until you receive written notillcailon satisfactory to you of the settlement of the controversy ty written agreement of the parties, or by the final order or )udgment of a court of compelent )urladiction. An of the parties to this escrow, )tinily and severalty. promise to p cry promptly on demand, as wag as to Indemnity you and to hold you harmless from and against all administrative governmental Investigation, audit and legal less, gtigolloo and Inlerpleader costs, damages, judg9ments, attorneys' fees, expenses, obligations and liabilities of every kind (collectively "costs'? which In good faith you may incur or suffer In connection with or arising out of this escrow, whether said costs arts@ during the performance of or subsequent to this escrow, directly or Indirectly; and whether al trial or on appeal. You are given a ten upon att the rights, littes and Interests of the parties and all escrow papers and other property and monles deposited Into this escn:vv to protect your rights and to Indemnity and reimburse you. 11 the parties do not pay any fees, costs or expenses due you under the escrow Instructions or do nct pay fo* costs and attorneys' fees Incurred Ili any litigation or lnlerploadoti on demand, they each agree to pay a reasonable fee for any attorney services which may be required Ion Collect such toes or expenses, whether attorneys' fees are incurred befois Wal, let Iflat. of on appeal. 32. ALL NOTICES, DEMANDS AND INSTRUCTIONS MUST BE IN WRITING. No notice, demand, instruction, amendment, supplement or modification of these escrow Instructions shall be of any @tied In this escrow until delivered In writing to you and mutally executed by all parties. AS SET FORTH ABOVE. YOU HAVE NO DUTY TO AND SHALL NOT VERIFY THE SIGNATURES OF ANY PARTIES On NON-PARTIES UNLESS FURTHER WRITTEN ESCROW INSTRUCTIONS TO DO SO AnE RECEIVED AND THE ADDITICHAL ESCROW FEES ARE DEPOSITED. Any purported oral Instruction, amendment, supplement, rnodillcailon, notice of demand deposited with you by the pattlei or sithnr of them shall be Ineffective and Invalid. You are to be concerned only wlt'o the directives expressly set forth in the escrow Instructions, supplements and amendments lhereto, and are not to be concerned with nor liable for Items doslgnaled as "memorandum Items" In the escrow Instructions. 33. these esxow Instruction maybe executed In counterparts. each or which shall be deemed an original regardless of the date of its execution and delivery All such counterparts L:psthar shall constitute the same document. 3.4. It any chock submitted to you Is dishonored upon presentment for payment, you are authorized to notify all parties Ja the within escrow, their respective +eat estate broker(s) and r9al estate agents) and any other person or entity you deem in your sole discretion necessary to notify. 35. You area ithorized to accept oral Instructions from the parties' reel @stale broker(s), real estate ogent(s), Lender(s) or Lender's agent(s) concerning the preparation of escrow Instruc'-on& amendments or supplements. However; you are not to act upon any Instruction so delivered until you have received the same In writing signed by all Parties io this escrow. 36. in these escrow Instructions, wherever the context to requires, the masculine gender lrcludes the leminine and/or neuter and the singular number Includes the plus at. 37. Ths pertlts @knowledge snd understand that you, as escrow holder, we riot authorized to piaclice the law not do you give financial advice. The pwiles are advised to seek legal a-dVinancial counsel and advice concerning the affect of these escrow Instructions. The parties acknowledge that no representations are made by you about the legal sufficiency, legal consequences, financial slugs or tax consequences of the within escrow transaction. 38. Yon► area Ahorized to destroy or otherwise dlspos@ of any and all documents, papers, escrow Instructions, correspondence and records or other material constiluting or peolaining It. this escrow at any time Char live (5) yoars from the dale ol: (1) the close of escrow; 12) the date of cancellation; or (3) the date of the Iasi aclivily wlthoul liability and without lurther notice to the parties. 39 The parties signatures on all escrow Instructions and tstruments pertalning to line within escrow Indicates their unconditional acceptance and approval of some and you are entfllod to rely on the parties execution. We. Iotrrtly and severally, acknowledge receipt of a complete copy of the within escrow Instructions and by our signatures set forth below, acknowledge that we have read and understand and agree to the some in their entirely. BUYERS: FARC7MI IIAWEINALI i A s y„/ B. 7TPr w 2 PMiA . ❑ . ❑ 3. JECaN. [aYI7f3. na. n��rr a�vrvr�rvr 4 • VA S. ❑GO1V Ii1t7 -- --� -- - ? - - _ •- - _}� n_--: M1 _ C. Xm: Ibis farm is furnished to give you a statement of actual mattiamane owes. Amuots paid to and by tAs msetlemmrt agent are srw.m. Ze mm marked (p.o.c.) ware paid outside of clostagi they are shown bars for Informational purpose and are not included in the totals. D. t0t7fir 0P amownI Fa mikh Hassei.nali Z. NAME Or SELLZR. P SassoLmian Capital VAptures 12555 Euclid Street, #105 16373 Balsa ChIca Street Garden Grove, California 92840 RLmtingtcn Beach, Ca. 92649 P. ADufS OF LEPJMr G. PROPM= LOC ALTO h Mow America Financial, Inc. 18061 Joyful Lane #20I Flzrding Dreparbnent Rzntingtm Beach, Ca 92648 4550 McArthur Blvd. #370 l emp=t Beach, Ca. 92660 x. slur:*rr AfZlr Pea or sS1TLSftNT X. sa27z parr MZz T 1wo ESCROW, IIVC, 093 B=%af ZIM. MC ff, CM 92648 05122197 J. SUMMARY OF BORROt/ZZOa TZ"SACTZOW Jr. SUMMARY OF ffZLL&Z'd rimmSACrrom 300. f2+V9 ANXWr DOS ?RCM BCRW4 Rs 40C. GRW3 AM Mr Dolt TO SZIZSRr 101. Cbatract sales price $176,000.00 402. Caetreet sales price $176,000.00 IO2. PersanaI property 402. Personal 203. Sur_ tlament cdargas to borrower (Line 1400) 3 544.59 doa. Tbtal for all Seller De posits 104. dJ4. Seller Credits I05. 405. Adjustments for item■ E&Jd by seller In advance Adjustments for Items paid by sailer In advance I06. Ciry/town/tAxes to doe. City/Com/ta;u to 307. cn:m_ty tares 05122197 to C yiLI 97 195. 78 407. county taxes 05 22197 co D7 AI 97 $195.78 I08- A.w_ e.aments A5/22197 to D6/01 97 52.74 sus. umex-tm 05 22 97 eo 9610r1 97 52. 74 Io9. R � des. 110. 410. 11I. 411. 112. 412. 120. GR]4s AAVEWr DOS PRM BORROM $179,793.11 420. cRws Amxwr nor ro srLLn I76 248.52 200. Alf"(Mrs PAID Br 0R 1N DMULP OP DORR04MIr 500. RsaC7r 1Tar3 3I? At10URr DOS TO SMIMr 201. De-oslt of earamat coney I 000. 00 Sol. &zees, deposit (sas Inetruetions) 202. Prtnafpal amount of ne.. loan(m) $131,800.00 502. settlamene charges to mallar (tine 3400) 5 924.64 203. basting low(m) taken subject to 503. rxistdng loans taken subject to 204. 504. Payoff of first mortgage loan 205. All Other I7�eJXXgit8 47 494. 00 sos. Payoff of maaond mortgage loan 206. 506. 207. 507. 208. Sob. 209. 509. Adjustment for !tars unpaid by mellar Adjustment for Steam unpaid by seller 210. C1 ty/tam tares to 510. City/tam taxes to 211. Cb mty taxas to sm. Aoumey taxes to 212. Ai-esements to S12. Assesmarntm to 211. 313. 234. $14. 215. SIS. 216. Sid. 217. 517. 2I B, SM. 220. s19. 220. 710ru PAID Dr/" BCRJWWZM 180 294. 00 s2o. TmL 1emacrraa Ammgr Dar smam $5,924.64 300. u7f Ar s£ITLDffi7r PRoFflm ammwm 600. CASH Ar BSITLD0 Mr 701"C Y SMUM 301. Grw amount due from borrmmr (Line 120) I79 793.11 6m. amos amount due to maIIer (Line 423) $176,248.52 302. Lams amount paid by/for borrower (Line 220) 180 294.00 602. Less reductions in amount due sellor (Line s. ) 5 924.64 303. CAW ( star) ( X 20) Dmmor,m ssoo. 89 6o3. CA&V ( X so) ( PROM) SELL 170 323.88 .1 LIE;. i";.'�:E AND EXACT COPY C!= _..,...., HEREOF. i[E,'JF0 E_ ' Psclnw t1mb r: 9986-C 700.' Zl7:AL SALVIBROM!R's COW331'CH based on price • PAm PRdi/ BARRCMMIS PVNW A7 EETlzamrr PAm P1EpM SELLnIs PVRW Ar dE7'I7Ekmwl Division of Camaission (Ilae 700) as foIlo.rsr 701. 702. 703. Cb mission paid at settlemant 704. 000. I47M PArARLE 2N COPAMCrXCN WnW LOW 80I. Wen Origination Pee 802. Ivan Discount 803. Appraisal Yee to Mr8ld Pacific (Inc) $225.00 804. Credit Report to Meer- ld Pacific (Poe) $50.00 sos. Tax Service Fee New America Financial, $75. 00 806. A&ministraticn Fee New America Fir1 lal, 1 $210. 00 sal. Wire Transfer Fee New America Financial, $37.00 sos. FnRgpss Fee Enezald Pacific $495.00 so9. E.a3din Fee bald Pacific $195.00 elo. Adnfnstsati Miscellaneous Fee Ehterald Pacific $610.00 all. Yield Ptmitan d by Lender Erezald Pacific ( ) $329.50 900. r=19 RROMM BY LWAW 'M ens PAM Iri "VAN= 901. Interest from 05 21 97 to 06/0T 97 * 8 29.3400 /day $293.40 902. mortgage Usuranae Premium for 1 amthe to 903. sssard zmouraaee Premium for years to C years to sos. 1000. RbWWW DEPWZ77D VnN zmmraM I001. Hazard insurance Abnths * par smooth I002. Jbre9age insurance ibnths * per amonth 1003. City pmpsrty taxes Abnths * per .on th 1004. Cbtmty PmParty taxes id nths • Per math 1005. Annual Assasamts Jim ths * per month 1006. lkatha * per smooth 1007. JAM the * per wrath I009. ldboths a par south 1200. 7TI7a C1AJt= I301. 9ettla mt or closing fee to T IMM ESCRN, nC. $493.50 im. Loan Tie In Fee TIFF MOM, ZTVC. $125.00 im. Federal Fees T2RCO ESCFLW, INC'. $40.00 IIa. I10S. rocwnt proparotion to 1106. 1wary teem to Linda J. Cagnbe.0 $40. 00 1107. 1108. title iasuraaee to Lawy= Title Xnsurance $476.00 $373.20 Includes above items mumbzrm 1109. zendar's coverage $131, 800.00 1110. Cmar's coverage $176, 000. 00 1Iu. Sub Title Fee Title insurance 1112. Lender mdarsements zzwyalm Title assurance $25.00 1113. Wire Fee Title Ir romance $25. 00 1200. aoVRRNKErr REC1pfi ZW AND TRAMP= Cou¢or 1201. According feear Dead $10. 00 i mort4age $44.00 , Release $54.00 1202. city/Omwty /stamp.= D-d $193.60 1 mrt9ag+ $193.60 1203. State tax/stampar Dead 1204. 1203. i300. Aw17romm BrISinawr CYARG= 1301. 05101197 ill Dues Pacific Park Villas $205.69 1302. Peat inspection to 1303. 06101197 BM Dues Pacific Park Villas $275.69 1304. Association TYansfer Fee Golden West $200.00 i.m. See Attached $5,127.25 1400.' �' A 'ffST UXWr mom'{ -ter an.ii�as io3,:section J avd 502, Statloa X) x >:' � `" wet 3;5 4:59 924.64 ...L httscUr' TIES ir0 By The item indicated by 'FOCI have been included at the d3rectimj Qf the lender for disclosure puzpcses only. The escznw holder/settlsment agent herein his no knowledge of these expenditures, except as pmvided by the lender. They have not been and cannot be verified as tc the amount, the payee, nor actual payment and no liability is assuaged by the closing agent as to the valldity and/ar the sufficiency thereof. rrrrrrrrrrrr�rrrrrrturrrrrrrrrrrrrrurrrrrrrr rrrurrrrrrrrrrrrnrrrrnnrrrrrurrrrnuuurrurrrrrrrnrrruurrrrrrrrrrrr�arrrrrr�irurrrrarrn� 19C93 Beach Boulevard * Huntington Beach, CA 92648 * (714) 843-0101 * FAX (714) 843-9949 Consolidated Closing Statement Escrow Number: 9986-C Settlement Date: 05123197 Escrow Officer: Linda J. Campbell Salley Name: Buyer Name: Sassounian Capital Ventures Faroukh Hosseinali 16373 3olea Chica Street 12555 Euclid Street, #105 Huntington Beach, Ca. 92649 Garden Grove, California 92840 Property Address: 28061 Joyful Lane #201 Huntington Beach, Ca 92648 ------------------------------------------------------------------------------------------ Debit Credit Debit Credit ---------------------------------------------------------------------------------------------- 176,000.00 Consideration Deposit or Earnest Morey A1I Other Buyer Deposits -PRORATES AND ADJUSTMENTS:-- 195.78 County Tax $ 904.41 Per/Half 05122197 to 07101197 52.74 Assessment $ 175.69 Per/Month 05/22/97 to 06101197 --R'EW LOAM(S) AND LOAN CHARGES:-- Nev Loan Amount Appraisal Fee Emerald Pacific Credit Report Emerald Pacific Tax Service Fee New America Financia Administration Fee New America Financia Wire Transfer Fee Nov America Financia Processing Fee Emerald Pacific Funding Fee Emerald Pacific Adminstration/ Kisco Emerald Pacific Yield Premium paid b Emerald Pacific Interest $ 29.34 Per/Day 05121197 to 06101197 --EXISTING LOAN(S):-- --COSTS, CHARGES & OTHER DISBURSEMSNTS:-- Notary Fees Linda J. Campbel 205.69 05101/97 HOA Dues Pacific Park Vil 0610I197 HOA Dues Pacific Park V11 Association Transfer Fee Golden West Prop Delinquent Taxes Held Lawyers Title In --ESCROW FEES AND CHA.RGSS:-- Settlement or Closing Fee Loan Tie In Fee Federal Express/Messenge --TITLE FEES AND CHARGES:-- 21004.85 2nd 1996-97 Taxes 4,122.30 Delinquent Taxes Held 373.20 Title Insurance Lender Endorsements 25.00 Wire Fee Recording Fees 193.60 City/County Tax/Stamps 270,323.88 ***• Balance **** 176,248.52 ** TOTAL DEBITS ** 276,248.52 ** TOTAL CREDITS ** 176,000.00 11000.00 47,494.00 195.78 52.74 131,800.00 225.00 (Poe) 50.00 (Poe) 75.00 210.00 37.00 495.00 195.00 610.00 329.50 (Poe) 293.40 40.00 175.69 200.00 493.50 125.00 40.00 476.00 25.00 54.00 500.89 180,294.00 180,294.00 f "Igal gig.,I I IROA.I I iiiIli IIIis 19093 Beach Boulevard * Huntington Beach. CA 92648 - (714) 843-0101 is FAX (714) 843-9949 Sassounian Capital Ventures Escrow Officer: Linda J. CampbeIl Property Address: 18061 Joyful Lane #201 Huntington Beach, Ca 92648 RE?. Nc . 1305 Ind I996-97 Taxes Lawyers Title Ins 1305 Delinquent Taxes Held Lawyers Title Xns AMOUNT 1,004.85 4,122.30 COPY 0 r - ;^;�' "L HERE -OF n .., TIEP,70 �Y 4 r. EVIDENCE OF I,..,JRANCE .-U-xr-6180-7 _ . Pony Number CONDOMINIUM/ e Replaced Policy Number ASSOCIATION POLICY Coverage afforded by this policy is provided by the Company Indicated below: x E,TATE FARM FIRE AND CASUALTY COMPANY A Stock Company, Bloomington, Illinois ETATE FARM GENERAL INSURANCE COMPANY A Stock Company, Bloomington, Illinois STATE FARM LLOYDS COMPANY A Lloyds Company, Dallas, Texas This Is to certify that the Company Indicated above has the following insurance in force: Unitowner's Name and Mailing Address F'aroukh Hosseinali: A Single Man 18061 Joyful Lane # 201 Huntington Beach, California 92648 Insured's Name and Mailing Address Automatic Renewal - If the Policy Period is shown as 12 Months, this policy will be renewed PACIFIC PARK VILLAS automatically subject to the premiums, rules and • H 0 T: EO H NE R S - ASSOCIATION forms in effect for each succeeding policy period. if C111 KEYSTONE PACIFIC � PROPERTY - this policy is terminated, we will give you and the 4100 NEWPORT PLACE' DR STE 350 Mortgagee written notice in compliance with the NEIfPORT BEACH" CA- 92660-2437 policy provisions or as required by law. The Policy Period begins and 01-13-97 Effective Date ends at 12:01 a.m. Standard 12Months Policy Period Time at the building loca'ions 0].-13-98 Ex traiian of unless otherwise stated. PLEASE NOTE — THIS EVIDENCE OF Policy Period F1 Noon Standard Time INSURANCE IS ISSUED DIRECTLY OUT OF THE AGENT'S OFFICE_ SEE AGENT'S NAME AND ADDRESS BELOW Policy Type Basic Form 1 6 CONTACT AGENT DIRECTLY FOIL Special Form 3 ANY MORTGAGEE CHANGES OR ADDITIONS. THANK YOU Limits of Liability Coverage $ 2, 44 6,2110 A Bu ldings JOHN K TOLLISON $ 2,aao,aaa L Business Liability 15650 DEVONSHIRE ST STE 101 GRANADA HILLS'CA 91344-7241 AGENT CODE' 17b2 Deductit:le 10% E q 1, 000 BASIC In case of a loss we cover only that part of the loss over the deductible stated. Forms, Options & Endorsements P-61fl9 SPECIAL FORM 3 I FE-6303 SAFEGUARDS ENO I E-6505.1 POLICY END IOPT DO DIR E OFFICERS 1 E-6466 POLICY END 11OPT ED EMPLOYE DISHON I E-6205 -AMENDATORY END IFE-6494 -ADDITIONAL INSD I f-6451 DEBRIS REMOVAL ITE-6307.1 EARTHQUAKE END i Unitowne, Mortgagee 2807642 Lon Number New American Financial, Incorporated and/or Harbor Financial Mortgage Corporation, Their A t's-SignaturelCountersignature Assigns and or successors. 1?6., 3.40 N. Sam Houston Park, East Agents Code Houston, Texas 77060 1818 I 892-6621 2nd Trust Deed Lender: City of Huntington Beach Telephone Number 2000 Main Street Huntington Beach, CA 92648 Date 555-9' 1.5 Rfw. Ua-" U Q LAWYERS TITLE COMPANY A Subsidiary of Lawyers Title Insurance Corporation 18551 Von Karman Avenue, Suite 100, Irvine, CA 92612 Telephone (714) 223-5575 06/10/97 Redevelopment Agency of the City of Buntington Beach 2000 Main Street Huntington Beach, California 92648 Attn: Agency Clerk Our No.: 9402215-A Re: Hosseinali Dear Sir/Madam: Enclosed please find our policy of title insurance issued per your request. Thank you for using Lawyers Title Company. Very truly yours, Lawyers Title Company Subsidiary of Lawyers Title Insurance Corporation 1992 ALTA Loan Policy L4atwyers'rid() jnsurance Cdmorafion NATIONAL IIE-% M U-ARTERS RICHMO%DL VIRGINIA Loan Policy Number 135'01'_648�031 SUBJECT TO THE EXCLUSIONS FROM COVERAGE, THE EXCEPTIONS FRONT COVERAGE CONTAINED IN SCHEDULE B AND THE CONDITIONS AND STIPULATIONS, LAWYERS TITLE INSURANCE CORPORATION[, a Virginia corporation, herein tailed the Company. insures, as of Date of Policy shown in Schedule A. against loss or damage;txn exceeding the Amount of Insurance stated in Schedule A. sustained or incurred by the insured by reason of: I. Ti:lc to the estate or interest described in Schedule A being vested (a)' arising from an improvement or work related to the land which ot"ier than as stated therein; '' , . t is contracted for or commenced prior to Date of Policy; or 2. Ary defect in or lien or encumbrance on the title;'`;'? 1 ti(b) arising from an improvement or work related to the land which 3. Ut:marketability of the tide; is contracted for or commenced subsequent to Date of Policy and 4. L> :k of a right of access to and from the land-, _ { :which is financed in whole or in part by proceeds of the S. Tt - invalidity or unenforceability of the lien of the insured mortgag c indebtedness secured by the insured mortgage which at Date of upon the title; i it Policy the insured has advanced or is obligated to advance; 6. Tt - priority of any lien or encumbrance over the lien of the insured'— S. The invalidity or unenforetability of any assignment of the insured rr><�rtgage; mortgage, provided the assignment is shown in Schedule A. or the 7. Lack of priority of the lien of the insured mortgage over any statutory ` failure of the assignment shown in Schedule A to vest title to the 'insured lien for services, labor or material: C-..Mortgage in the named insured assignee free and clear of all liens. The Company will also pay the costs, attorneys' fees and expenses incurred in defense of the title or the lien of the insured mortgage as insured. but only to the extent provided in the Conditions and Stipulations. EXCLUSIONS FROM COVERAGE The following matters are expressly excluded from the coverage of this policy and the Company will not pay loss or damage, costs, attorneys' fees or expenses which arise by reason of: 1. (a) Any law, ordinance or governmental regulation (including but not limited to building and zoning laws, ordinances or regulations) restricting, regulating, prohibiting or relating to (i) the occupancy, use or enjoyment of the land; (ii) die character, dimensions or location of any improvement now or hereafter erected on the land-, (iii) a separation in ownership or a change in the dimensions or area of the land or any parcel of which the land is or was a part; or (iv) environmental protection, or the effect of any violation of these laws, ordinances or governmental regulations, except to the extent that a notice of the enforcement thereof or a notice of a defect, lien or encumbrance resulting from a violation or alleged violation affecting the land has been rxorded in the public records at Date of Policy. (b) Any governmental police power not excluded by (a) above, except to the extent that a notice of the exercise thereof or a notice of a defect, lien or encumbrance resultin; from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy. 2. Riglrts of eminent domain unless notice of the exercise thereof has been rm,rdcd in the public records at Date of Policy, but not excluding from eovarage any taking which has occurred prior to Date of Policy which vA-Add be binding on the rights of a prthaser for value without knc-.vlcdge. 3. Delects, liens, encumbrances, adverse claims or other matters: (a) created, suffered, assumed or agreed to by the insured claimant; (b) not known to the Company, not recorded in the public records at Date of Policy, but known to the insured claimant and not disclosed in writing to the Company by the insured claimant prior to the date the insured claimant became an insured under this policy; (c) resulting in no loss or damage ter th= insured claimant; (d) attaching or created subsequent to Date of Policy (except to the extent that this policy insures the priority of the lien of the insured mortgage over any statutory lien for services, labor or material); or (e) resulting in loss or damage which would not have been sustained if the insured claimant had paid value for the insured mortgage. 4. Unenforceability of the lien of the insured mortgage because of the inability or failure of the insured at Date of Policy, or the inability or failure of any subsequent owner of the indebtedness, to comply with applicable doing business laws of the state in which the land is situated. 5. Invalidity or unenforceabiiity of the lien of the insured mortgage, or claim thereof, which arises out of the transaction evidenced by the insured mortgage and is based upon usury or any consumer credit protection or truth in lending law. 6. Any statutory lien for services, labor or materials (or the claim of priority of arry statutory lien for services, labor or materials aer the lien of the insured mortgage) arising from an improvement or work related to the land which is contracted for and commenced subsequent to Date of Policy and is not financed in whole or in part by proceeds of the indebtedness secured by the insured mortgage which at Datc of Policy the insured has advanced or is obligated to advance. 7. Arry claim, which arises out of the transaction creating the interest of the mortgagee insured by this policy, by reason of the operation of federal bankruptcy, state insolvency or similar errditore rights laws. that is based on: (a) the transaction creating the interest of the insured mortgagee being deemed a fraudulent conveyance or fraudulent transfer; or (b) the subordination of the interest of the insured mortgagee as a result of the application of the doctrine of equitable subordination; or (c) the transaction creating the interest of the insured mortgagee being deemed a preferential transfer except where the pr+dcrcntial transfer results from the failure: (i) to timely record the instrument of transfer; or (ii) of such recordation to impart notice to a purchaser for value or a judgment or lien creditor. nu 1 Micv t35 • Litho in U.S.A. 0614 05-0006 Carer Shni ALTA Loan R>licy 110-17.92I CONDITIONS AND STIPULATIONS 1. DEFINITION OF TERMS. The following terms when used in this policy mean: (a) "insured": the insured named in Schedule A. The term "insured" also includes (i) the owner of the indebtedness secured by the insured mortgage and each successor in ownership of the indebtedness except a successor who is an obligor under the provisions of Section 12(c) of these Conditions and Stipulations (reserving, however, all rights and defenses as to any suc- cessor that the Company would have had against any predecessor insured, unless the successor acquired the indebtedness as a purchaser for value without knowledge of the asserted defect, lien, encumbrance, adverse claim or other matter insured against by this policy as affecting title to the estate or interest in the land); (n) any governmental agency or governmental instrumentality which is an insurer or guarantor under an insurance contract or guaranty insuring or guaranteeing the indebtedness secured by the insured mortgage, or any part thereof, whether named as an insured herein or not; (iii) the parties designated in Section 2(a) of these Conditions and Stipulations. (b) "insured claimant": an insured claiming loss or damage. (c) "knowledge" or "known": actual knowledge, not constructive knowledge or notice which may be imputed to an insured by reason of the public records as defined in this policy or any other records which impart constructive notice of matters affecting the land. (d) "land": the land described or referred to in Schedule A, and improvements affixed thereto which by law constitute real property. The term "land" does not include any property beyond the lines of the area described or referred to in Schedule A, nor any right, title, interest, estate or easement in abutting streets, roads, avenues, alleys, lanes, ways or waterways, but nothing herein shall modify or limit the extent to which a right of access to and from the land is insured by this policy. (e) "mortgage": mortgage, deed of trust, trust deed, or other security instrument. (f) "public records": records established understate statutes at Date of Policy for the purpose of imparting constructive notice of matters relating to real property to purchasers for value and without knowledge. With respect to Section 1(a)(iv) of the Exclusions From Coverage, "public records" shall also include environmental protection liens filed in the records of the clerk of the United States district court for the district in which the land is located. (g) " un marketability of the title": an alleged or apparent matter affecting the title to the land, not excluded or excepted from coverage, which would entitle a purchaser of the estate or interest described in Schedule A or the insured mortgage to be released from the obligation to purchase by virtue of a contractual condition requiring the delivery of marketable title. 2. CONTINUATION OF INSURANCE. (a) After Acquisition of Title. The coverage of this policy shall continue in force as of Date of Policy in.favor of (i) an insured who acquires all or any part of the estate or interest in the land by foreclosure, trustee's sale, con- veyance in lieu of foreclosure, or other legal manner which discharges the lien of the insured mortgage; (ii) a transferee of the estate or interest so acquired from an insured corporation, provided the transferee is the parent or wholly - owned subsidiary of the insured corporation, and their corporate successors by operation of law and not by purchase, subject to any rights or defenses the Company may have against any predecessor -insureds; and (iii) any govern- mental agency or governmental instrumentality which acquires all or any part of the estate or interest pursuant to a contract of insurance or guaranty insur- ing or guaranteeing the indebtedness secured by the insured mortgage. (b) After Conveyance of Title. The coverage of this policy shall continue in force as of Date of Policy in favor of an insured only so long as the insured retains an estate or interest in the land, or holds an indebtedness secured by a purchase money mortgage given by a purchaser from the insured, or only so long as the insured shall have liability by reason of covenants of war- ranty made by the insured in any transfer or conveyance of the estate or in- terest. This policy shall not continue in force in favor of any purchaser from the insured of either (i) an estate or interest in the land, or (ii) an indebtedness secured by a purchase money mortgage given to the insured. (c) Amount of Insurance. The amount of insurance after the acquisition or after the conveyance shall in neither event exceed the least of (i) the Amount of Insurance stated in Schedule A; (ii) the amount of the principal of the indebtedness secured by the insured mortgage as of Date of Policy, interest thereon, expenses of foreclosure, amounts advanced pursuant to the insured mortgage to assure compliance with laws or to protect the lien of the insured mortgage prior to the time of acquisition of the estate or interest in the land and secured thereby and reasonable amounts expended to prevent detenc ration of improvements, but reduced by the amount of all payments made; or (iii) the amount paid by any governmental agency or governmental instrumentality, if the agency or instrumentality is the insured claimant, in the acquisition of the estate or interest in satisfactior• --` ss insurance contract or guaranty 3. NOTICE OF CLAIM TO BE GIVEN BY INSURED CLAIMANT. The insured shall notify the Company promptly in writing (i) in case of any litigation as set forth in Section 4(a) below, (ii) in case knowledge shall come to an insured hereunder of any claim of title or interest which is adverse to the title to the estate or interest or the lien of the insured mortgage, as in- sured, and which might cause loss or damage for which the Company may be liable by virtue of this policy, or (iii) if title to the estate or interest or the lien of the insured mortgage, as insured, is rejected as unmarketable. If prompt notice shall not be given to the Company, then as to the insured all Lability of the Company shall terminate with regard to the matter or matters for which prompt notice is required; provided, however, that failure to notify the Com- pany shall in no case prejudice the rights of any insured under this policy unless the Company shall be prejudiced by the failure and then only to the extent of the prejudice. 4. DEFENSE AND PROSECUTION OF ACTIONS; DUTY OF INSURED CLAIMANT TO COOPERATE. (a) Upon written request by the insured and subject to the options contained in Section 6 of these Conditions and Stipulations, the Company, at its own costand without unreasonable delay, shall provide for the defense of an insured in litigation in which any third party asserts a claim adverse to the title or interest as insured, but only as to those stated causes of action alleging a defect, lien or encumbrance or other matter insured against by this policy. The Company shall have the right to select counsel of its choice (subject to the right of the insured to object for reasonable cause) to repre- sent the insured as to those stated causes of action and shall not be liable for and will not pay the fees of any other counsel. The Company will not pay any fees, costs or expenses incurred by the insured in the defense of those causes of action which allege matters not insured against by this policy. (b) The Company shall have the right, at its own cost, to institute and prosecute any action or proceeding or to do any other act which in its opinion may be necessary or desirable to establish the title to the estate or interest or the lien of the insured mortgage, as insured, or to prevent or reduce loss or damage to the insured. The Company may take any appropriate action under the terms of this policy, whether or not it shall be liable hereunder, and shall not thereby concede liability or waive any provision of this policy. If the Company shall exercise its rights under this paragraph, it shall do so diligently. (c) Whenever the Company shall have brought an action or interposed defense as required or permitted by the provisions of this policy, the Com- pany may pursue any litigation to final determination by a court of competent jurisdiction and expressly reserves the right, in its sole discretion, to appeal from any adverse judgment or order. (d) In all cases where this policy permits or requires the Company to pro- secute or provide for the defense of any action or proceeding, the insured shall secure to the Company the right to so prosecute or provide defense in the action or proceeding, and all appeals therein, and permit the Com- pany to use, at its option, the name of the insured for this purpose. Whenever requested by the Company, the insured, at the Company's expense, shall give the Company all reasonable aid (i) in any action or proceeding, securing evidence, obtaining witnesses, prosecuting or defending the action or pro- ceeding, or effecting settlement, and (ii) in any other lawful act which in the opinion of the Company may be necessary or desirable to establish the title to the estate or interest or the lien of the insured mortgage, as insured. If the Company is prejudiced by the failure of the insured to furnish the required cooperation, the Company's obligations to the insured under the policy shall terminate, including any liability or obligation to defend, prosecute, or con- tinue any litigation, with regard to the matter or matters requiring such cooperation. 5. PROOF OF LOSS OR DAMAGE. In addition to and after the notices required under Section 3 of these Con- ditions and Stipulations have been provided the Company, a proof of loss or damage signed and sworn to by the insured claimant shall be furnished to the Company within 90 days after the insured claimant shall ascertain the facts giving rise to the loss or damage. The proof of loss or damage shall describe the defect in, or lien or encumbrance on the title, or other matter insured against by this policy which constitutes the basis of loss or damage and shall state, to the extent possible, the basis of calculating the amount of the loss or damage If the Company is prejudiced by the failure of the in- sured claimant to provide the required proof of loss or damage, the Com- pany's obligations to the insured under the policy shall terminate, including any liability or obligation to defend, prosecute, or continue any litigation, with regard to the matter or matters requiring such proof of loss or damage. In addition, the insured claimant may reasonably be required to submit to examination under oath by any authorized representative of the Company and shall produce for examination, inspection and copying, at such reasonable times and places as may be designated by any authorized representative of the Company, all records, books, ledgers, checks, correspondence and memoranda, whether bearing a date before or after Date of Policy, which reasonably pertain to the loss or damage. Further, if requested by any author- ized representative of P- ' "ompany, the insured claimant shall grant its per- mission, in writing, fc authorized representative of the Company to continued on next page of corer sheer L A W Y E R S T I T L E I N S U R A N C E C O R P O R A T I O N National Headquarters Richmond, Virginia AMERICAN LAND TITLE ASSOCIATION L O A N P O L I C Y 1 9 9 2 Issued At: Lawyers Title Company 18551 Von Karman, Suite 100, Irvine, California 92912 SCHEDULE A OI?DER POLICY AMOUNT OF PREMIUM DATE OF POLICY U13MBER NUMBER INSURANCE 9,102215-B 135-01-648-031 $35,000.00 $150.00 05/22/97 at 2:54pm 1. ITAME OF INSURED: The Redevelopment Agency Of The City of Funtington Beach, a public body corporate and politic 2. THE ESTATE OR INTEREST IN THE LAND WHICH IS COVERED BY THE INSURED MORTGAGE IS: A CONDOMINIUM, as defined in Section 783 cf the California Civil Code, in fee 3. TITLE TO THE ESTATE OR INTEREST IN THE LAND IS VESTED IN: Faroukh Hosseinali, a single man 4. THE INSURED MORTGAGE AND ASSIGNMENTS THEREOF, IF ANY, ARE DESCRIBED AS FOLLOWS: A Deed of Trust to secure an indebtedness in the amount shown below, and any other obligations secured thereby Amount: $35,000.00 Dated: May 5, 1997 Trustor: Faroukh Hosseinali Trustee: The City of Huntington Beach, a municipal corporation Beneficiary: The Redevelopment Agency of the City of Huntington Beach, a public body corporate and politic Recorded: May 22, 1997 Instrument No. 19970238237 of Official Records V V A L T A L Q A N P O L I C Y- 1 9 9 2 Policy No.:135-01-648-031 Order No.: 9402215-B SCHEDULE A CONTINUED 5. THE LAND REFERRED TO IN THIS POLICY IS DESCRIBED AS FOLLOWS% In the County of Orange , State of California, A Condominium comprised of; PARCEL 1: An undivided one twenty second (1/22) fee simple interest as a tenant in common in and to all of the Common Area defined in Declaration referred to below and described in the Condominium Plan ("Plan°) for Lot 1 of Tract No. 14826, which Plan was recorded on August 25, 1994 as Instrument No. 94-0525335 of Official Records of Orange County, over Lot 1 of Tract No. 14828, in the City of iiuntington Beach, County of Orange, State of California, as per map filed in Book 706, Pages 27 to 29 of Miscellaneous Maps, in the office of the County Recorder of said County. Excepting therefrom all oil, petroleum, asphaltum, gas, minerals and other hydrocarbon substances, as reserved in deed recorded August 16, 1921 in Book 401, Page 356 of Deeds, and in various other deeds of record. PARCEL 2: Unit No. 15 consisting of certain airspace and surface elements, as shown and described in the Condominium Plan referred to in Parcel 1 above. PARCEL 3: Non-exclusive easements for access, ingress, egress, use, enjoyment, drainage, encroachment, support, maintenance, repairs and for other purposes, all as described in that certain Declaration of Covenants, Conditions and Restrictions and Reservation of Easements for Pacific Park Villas, reccrded August 25, 1994 as Instrument No. 94-0525336 of Official Records. PARCEL 4: Exclusive easements appurtenant to Parcels 1 and 2 referred to above, for balcony or patio purposes, over the areas defined, depicted and assigned on the Plan. A L T A L O A N P O L I C Y- 1 9 9 2 POLICY NO.:135-01-648-031 ORDER NO.: 9402215-B SCHEDULE B PART I EXCEPTIONS FROM COVERAGE THIS POLICY DOES NOT INSURE AGAINST LOSS OR DAMAGE (AND THE COMPANY WILL NOT PAY COSTS, ATTORNEYS, FEES OR EXPENSES) WHICH ARISE BY REASON OF: A. Property taxes, including general and special taxes, personal property taxes, if any, and any assessments collected with taxes, to be levied for the fiscal year 1997-1998 which are a lien not yet payable. B. Supplemental or escaped assessments of property taxes, if any, assessed pursuant to the Revenue and Taxation Code, of the State of California. 1. The matters contained in a document entitled "Memorandum of Disposition and Development Agreement" recorded January 3, 1994 as Instrument No. 94-0001007 of Official Records. Reference is made to said document for full particulars. 2. The fact that the ownership of said land does not include rights of access to or from the street or highway abutting said land, such rights having been relinquished by the map of said Tract. Affects: Talbert Avenue; Joyful Lane and Happy Drive Except at street intersections and approved driveway locations. 3. Covenants, conditions and restrictions (deleting therefrom any restrictions based on race, color or creed) as set forth in the document Recorded: February 24, 1994 Instrument No. 94-0137068 of Official Records Said covenants, conditions and restrictions provide that a violation thereof shall not defeat the lien of any mortgage or deed of trust made in good faith and for value. 4. Matters in an Instrument which, among other things, contain or provide for Assessments, Liens and the subordination thereof, provisions relating to Partition, Restrictions on severability of Component Interests, Covenants, Conditions and Restrictions, a provisicn that no violation thereof and no enforcement of any Lien provided for herein shall defeat or render invalid the Lien of a Mortgage or Deed of Trust made in good faith and for value, but which however, do not contain Restrictions based on race, color or creed. Recorded: August 25, 1994 Instrument No. 94-0525336 of Official Records ORDER NO.: 9402215-B SCHEDULE B (PART I C01r.'INUED) S. The matters contained in a document entitled "Common Facilities Use and Maintenance Agreement For Pacific Park Villas" recorded August 25, 1994 as Instrument No. 94-0525337 of Official Records. Reference is made to said document for full particulars. 6. An easement for the purpose shown below and rights incidental thereto as set forth in a document Granted to: Southern California Edison Company Purpose: Public utilities Recorded: October 27, 1994 Instrument No. 94-0632840 of Official Records Affects: the Southerly 50 feet of the Easterly 4 feet of Lot 1 7. A Deed of Trust to secure an indebtedness in the amount shown below, and any other obligations secured thereby Amount: $131,800.00 Dated: May 8, 1997 Trustor: Faroukh Hosseinali, a single man Trustee: Commonwealth Land Title Company Beneficiary: New America Financial, Inc., which is organized and existing under the laws of the State of Texas Recorded: May 22, 1997 Instrument No. 19970238236 of Official Records The following endorsements are attached to and made a part of this policy: 100 110.9 115.1 3.16.2 M: Date typed: 06/10/97 Plats enclosed A L T A L O A N P O L I C Y- 1 9 9 2 POLICY NO.: 135-01-648-031 ORDER NO.: 9402215-B SCHEDULE B PART II IN ADDITION TO THE MATTERS SET FORTH IN PART I OF THIS SCHEDULE, THE TITLE TO THE ESTATE OR INTEREST IN THE LAND DESCRIBED OR REFERRED TO IN SCHEDULE A IS SUBJECT TO THE FOLLOWING M_riTTERS, IF ANY BE SHOWN, BUT THE COMPANY INSURES THAT THESE MATTERS ARE SUBORDINATE TO THE LIEN OR CHARGE OF THE INSURED MORTGAGE UPON THE ESTATE OR INTEREST: B. Covenants, conditions and restrictions as set forth in the document Recorded: May 22, 1997 as Instrument No. 19970238238 of Official Records NOTE: This exception omits any covenant, condition or restriction based on race, color, religion, sex, handicap, familial status or national origin, unless and only to the extent that the covenant, condition or restriction (a) is not in violation of state or federal law, (b) is exempt under 42 U.S.C. Section 3607 or (c) relates to a handicap but does not discriminate against handicapped people. E N D O R S E M E N T LAWYERS TITLE INSURANCE CORPORATION CLTA FORM 100 A':tached to Policy No.: 135-01-648-031 Order No.: 9402215-B The Company hereby insures against loss which said Insured shall sustain by mason of any of the following matters: 1. Any incorrectness in the assurance which the Company hereby gives: a. That there are no covenants, conditions, or restrictions under which the lien of the mortgage referred to in Schedule A can be cut off, subordinated, or otherwise impaired; b. That there are no present violations on the land of any enforceable covenants, conditions, or restrictions; C. That, except as shown in Schedule B, there are no encroachments of buildings, structures, or improvements located on the land onto adjoining lands, nor any encroachments onto the land of buildings, structures, or improvements located on adjoining lands. 2. a. Any future violations on the land of any covenants, conditions, or re- strictions occurring prior to acquisition of title to the estate or interest referred to in Schedule A by the Insured, provided such violations result in impairmemt or loss of the lien of the mortgage referred to in Schedule A, or result in impairment or loss of the title to the estate or interest referred to in Schedule A if the Insured shall acquire such title in satisfaction of the indebtedness secured by the insured mortgage; b. Unmarketability of the title to the estate or interest referred to in Schedule A by reason of any violations on the land, occurring prior to acquisition of title to the estate or interest referred to in Schedule A by the insured, of any covenants, conditions or restrictions. 3. Damage to existing improvements, including lawns, shrubbery or trees a. which are located or encroach upon that portion of the land subject to any easement shown in Schedule B, which damage results from the exercise of the right to use or maintain such easement for the purposes for which the same was granted or reserved. b. resulting from the exercise of any right to use the surface of the land for tYe extraction or development of the minerals excepted from the description of the land or shown as a reservation in Schedule B. 4. Any final court order or judgment requiring the removal from any land adjoining the land of any encroachment shown in Schedule B. Wherever in this endorsement any or all the words "covenants, conditions, or restrictions" appear, they shall not be deemed to refer to or include the terms, covenants conditions or restrictions contained in any lease. Page 1 of 2 CLTA FORM 100 (cont,d) v Order No.: 9402215-B Attached to Policy No.: 135-01-548-031 For purposes of this endorsement, the words "covenants", "conditions" or "restrictions" shall not be deemed to refer to or include any covenants, conditions or restrictions relating to environmental protection, except to the extent that a n3tice of a violation or alleged violataion affecting the land has been recorded in the p-ablic records at Date of Policy and is not excepted in Schedule B. This endorsement is made a part of the policy and is subject to all of the terms aid provisions thereof and of any prior endorsements thereto. Except to the extent enpressly stated, it neither modifies any of the terms and provisions of the policy and any prior endorsements, nor does it extend the effective date of the policy aid any prior endorsements, nor does it increase the face amount thereof. IN WITNESS WHEREOF, the Company has caused this Endorsement to be signed and sealed, a3 of the date set forth below, to be valid when countersigned by an authorized officer or agent of the Company, all in accordance with its By -Laws. Date: May 22, 1997 Issued at: Irvine, California Countersigned: aun_xt. 2. Ah-a� Authorized Officer or Agent Page 2 of 2 LAWYERS TITLE INSURANCE CORPORATION Janet A. Alpert - President John M. Carter - Secretary 09 `d E N D O R S E M E N T LAWYERS TITLE INSURANCE CORPORATION CLTA FORM 110.9 Order No.: 9402215-B Attached to Policy No.: 135-01-648-031 The insurance afforded by this endorsement is only effective if the land is used or is to be used primarily for residential purposes. Tae Company insures the insured against loss or damage sustained by reason of lack of priority of the lien of the insured mortgage over: (a) any environmental protection lien which, at Date of Policy is recorded in those records established under state statutes at Date of Policy for the purpose of imparting constructive notice of matters relating to real property to purchasers for value and without knowledge, or filed in the records of the clerk of the United States District Court for the district in which the land is located, except as set forth in Schedule B; or (b) any environmental protection lien provided for by any state statute in effect at Date of Policy, except environmental protection liens provided for in the following state statutes: NONE This endorsement is made a part of the policy and is subject to all of the terms and provisions thereof, and of any prior endorsements thereto. Except to the extent expressly stated, it neither modifies any of the terms and provisions of the policy and any endorsements, nor does it extend the effective date of the policy and any prior endorsements, nor does it increase the face amount thereof. IN WITNESS WHEREOF, the Company has caused this Endorsement to be signed and sealed as of the date set forth below, to be valid when countersigned by an authorized officer or agent of the Company, all in accordance with its By -Laws. Date: 05/22/97 Issued at: Irvine, California Countersigned by: 4�' Q. '�J�� Authorized Officer or Agent LAWYERS TITLE INSURANCE CORPORATION Janet A. Alpert - President John M. Carter - Secretary E N D O R S E M E N T LAWYERS TITLE YNSVRAt:CE CORPORATION CI.TA FORM 115.1 A:tached to Policy No.: 135-01-648-031 Order No.: 9402215-B The Company insured the insured against the loss or damage sustained by reason of: 1. The failure of the unit identified in Schedule A and its common elements to be part of a condominium with in the meaning of the condominium statutes of the jurisdiction in which the unit and its common elements are located. 2. The failure of the documents required by the condominium statutes to comply with the requirements of the statutes to the extent that such failure affects the title to the unit and its common elements. 3. Present violations of any restrictive covenants which restrict the use of the unit and its common elements and which are contained in the condominium documents, except violations relating to environmental protection unless a notice of a violation thereof has been recorded or filed in the public records and is not excepted in Schhedule B. The restrictive covenants do not contain any provisions which will cause a forfeiture or reversion of title. 4. The priority of any lien for charges and assessments at Date of Policy provided for in the condominium statutes and condominium documents over the lien of any insured mortgage identified in Schedule A. 5. The failure of the unit and its common elements to be entitled by law to be assessed for real property taxes as a separate parcel. 6. Any obligation to remove any improvements which exist at Date of Policy because of any present encroachments or because of any future unintentional encroachment of the common elements upon any unit or of any unit upon the common elements or another unit. 7. The failure of title by reason of a right of first refusal to purchase the unit and its common elements which was exercised or could have been exercised at Date of Policy. This endorsement is made a part of the policy and is subject to all of the terms and provisions thereof and of any prior endorsements thereto. Except to the extent expressly stated, it neither modifies any of the terms and provisions of the policy and any prior endorsements, nor does it extend the effective date of the policy and any prior endorsements, nor does it increase the face amount thereof. IN WITNESS WHEREOF, the Company has caused this endorsement to be signed and sealed as of the date set forth below, to be valid when Countersigned by an authorized officer or agent c:f the Company all in accordance with its By -Laws. Late: 05/22/97 Countersigned by: Issued at: Irvine, California LAWYERS TITLE INSURANCE CORPORATION Janet A. Alpert - President John M. Carter - secretary F,ND0RS E M E N T LAWYERS TITLE INSURANCE CORPORATION CLTA FORM 116.2 Order No.: 9402215-8 Attached to Policy No.: 135-01-648-031 The Company assures the Insured that at the date of this Policy the dimensions of the exterior boundary of the Common Area referred to in Schedule A of this Policy which is also the exterior boundary of the project, are correctly shown on that map recorded in book 706, pages 27 to 29 of Maps in the office of the County Recorder of said County. Tie Company further assures the Insured that the estate in said land referred to in S=hedule A includes a residence within the project boundaries, which residence is . d3signated as Unit No. 15, as shown on the map recorded August 25, 1994 as Instrument No. 94-0525335, Official Records of Condominiums in the office of the County Recorder of said County, a -id known as: 18061 Joyful Lane, #201 H.mtington Beach, California The Company hereby insures the Insured against loss which the insured shall sustain in the event that the assurance herein shall prove to be incorrect. This endorsement is made a part of the policy and is subject to all of the terms and provisions thereof and of any prior endorsements thereto. Except to the extent expressly sated, it neither modifies any of the terms and provisions of the policy and any prior endorsements, nor does it extend the effective date of the policy and any prior endorsements, nor does it increase the face amount thereof. IN WITNESS WHEREOF, the Company has caused this endorsement to be signed and sealed as of the date set forth below, to be valid when countersigned by an authorized officer or agent of the Company all in accordance with its By -Laws. Late: 05/22/97 Issued at: Irvine, California Countersigned by: 1.uthorized Officer or Agent LAWYERS TITLE INSURANCE CORPORATION Janet A. Alpert - President John M. Carter - Secretary CONDOMINIUM PLANS FOR SHEET 10 Of 32 LOT 1 OF TRACT 1025, IN THE CITY OF HUNTINGTON BEACH. COLIHTY Of ORANM STATE OF CALIFORNIA. AS SHOVR4 ON A MAP RECORDED IN MAP B00K 706. PACES 27 THROUGH 29. INCLUSIVE. OF MISCELLANEOUS MAPS, IN THE OFf1C1r OF THE RECORDER OF SAID COUNTY. PHASE ONE OF PACIFIC PARK VILLAS CURVE DATA CURVE DELTA RADIUS LENGTH TANGENT ! 15 3'30' 327.00' a3.60' 44.67' 2 15 34'28' 273.00' 74.21' 37.33' 3 69'53'10* 2100' 36.08' 22.95' 4 05'32'36' 327.00' U54' 16.78' s 15*34.15" 300.00• a1.53' 41.02' 6 15'33'30' 300.00' a1.46' 40.98' 08'31'01' 327.00' 4a61' 24.35' 09'40'54' 327,00' 55.26' 27.69' MONUMENT NOTES 1, 0 INDICATES FOUND L40RUMENTS AS NOTED 2. X INDICATES FOUND SPIKE AND WASHER NO TAG. NO REF. HELD TO ESTABLISH THE CENTERLINES OF JOLLY LANE. HAPPY DRIVE. AND JOYFUL LANE REPLACED VATH SPIKE AND WASHER TAGCED L.S. 5749. 3. Cl INDICATES 2' IP TA=O LS. 5749 OR SPIKE AND WASHER TACCED L.S. 5749 OR LEAD AND TACK TAGGED LS 5749 TO BE SET SUORE THE RECORDATION OF THIS IJAP. �. n 1NDIcATEs a' sPIxE wASNE^ .....�� . VAT141H 90 DAYS AFTER ACCE gi f'. CONDOMINIUM PLANS FOR SHEET 11 OF 32 LOT I OF TRACT 14528. 1N THE CITY OF HUA+INCTON BEACH. COUNTY Or ORANCE. SLATE Or CALIFORNIA. AS SHORN ON A MAP RECORDED IN AIAP DOOK 705. PACES 27 THROUGH 29. INCLUSIVE. OF UISCELLANEOUS UAPS. IN THE OFFICE OF THE RECORDER OF SAID COUNTY. PHASE ONE OF PACIFIC PARK VILLAS do 17 C1212019 18 16 6 1.00' (TrsoC.$) KTwccm vmTS 4 wi 5 1!9'40'27' E 9 11 12 13 14 10 15 n 0 +4 5 3 6 WW 1 7 2 t.prppp,. 8 60.41' 25.W 57.64' SCALE: 1"=40' W&AM NWKR 90C nS WE" UWL Wft HCH" MA4" NOWAnS %RM U%'M uf+t ASSOCIATION PROPERTY, tto � n *•ter_ UNI; NUMBERS & TIES ASWM"""'°""""m"°s L"rl *4vK JOS NO. 4235 HALL do FOREMAN. tNC. CONDOMINIUM PLANS FOR SHEET 13 OF 32 LOT 1 OF TRACT 16c7e. 114 THE CITY OF AUNTINGTON BEACH. COUNTY OF ORANGE, STATE OF CALIFORNIA. AS SHOWN ON A VAP RECORDED IN MAP 800K 706. PAGES 27 THROUGm 29. INCLUSIVE. OF V SCELLANEOUS DAPS. IN THE OFFICE OF THE RECORDER Or SAID COUNTY PHASE ONE OF PACIFIC PARK VILLAS GARAGE LEVEL cs A 4 UNIT 2 UNIT 6, —UNIT �5 UNIT 22 SCALE 1 "=10• SEE S41ETS 26-31 FOR SEC11 "s ANp ELEVATIONS 14.2- $ i R j( i4+Q4, t! a I] 1a4• N II UNIT 1 UNIT UNIT 5 14 UNIT 21 �•w _ RdCAI[s Ulan OF "TICAL VAMAMNS IER SECTKRS J013 NO. 42e HALL ✓jr FOREMAN, IN 41 11 CONDOMINIUM PLANS FOR SHEET 23 OF LOT I OF TRACT 1452C, M THE OTT OF HUNTINGTON BEACH. COUNTY OF ORANGE. STATE OF CALJFORNIA, AS SHOWN ON A LIAP RECORDED IN LIAP BOOK 708. PACES 27 THROUCH 29. INCLUSIVE, OF MISCELLANEOUS WAPS. W TmE OFFICE Of THE RECORDER OF SAID COUNTY. PHASE ONE OF PACIFIC PARK VILLAS 2Na LEVEL UNIT 2 UNIT 6 UNIT a 15�`'q UNIT 22 Ir' o:r 12.T 4' BALCONY I � a �7i, 1..r ! { O I 1 Q. 0.1 ! t.2• i I! N I14 41 4i I a I d II { L ___217- B�StL�I MdCATCS WITS Cr VCRTKA4 SCALE 1"-10' VAMA130" PER SECTIONS SEE SHEETS 26-31 fOR SECTIONS AMO fuYATIONS. HALL & FFOORCUAN;ZN "ONDITIONS AND STIPULATIONS—CONTINII 1 examine, inspect and copy all records, b( ledgers, checks, cor- 8. LIMITATION OI, BILITY. respondence and memoranda in the custody or control of a third party, which (a) If the Company establishes the title, or removes the alleged defect, reasonably pertain to the loss or damage. All information designated as con- lien or encumbrance, or cures the lack of a right of access to or from the land, fidential by the insured claimant provided to the Company pursuant to this or cures the claim of unmarketability of title, or otherwise establishes the lien Section shall not be disclosed to others unless, in the reasonable judgment of the insured mortgage, all as insured, in a reasonably diligent manner by of the Company, it is necessary in the administration of the claim. Failure of any method, including litigation and the completion of any appeals therefrom, the insured claimant to submit for examination under oath, produce other it shall have fully performed its obligations with respect to that matter and reasonably requested information or grant permission to secure reasonably shall not be liable for any loss or damage caused thereby. necessary information from third parties as required in this paragraph, unless (b) In the event of any litigation, including litigation by the Company prohibited by law or governmental regulation, shall terminate any liability of or with the Company's consent, the Company shall have no liability for loss the Company under this policy as to that claim. or damage until there has been a final determination by a court of competent 6. OPTIONS TO PAY OR OTHERWISE SETTLE CLAIMS; jurisdiction, and disposition of all appeals therefrom, adverse to the title or TERMINATION OF LIABILITY. • to the lien of the insured mortgage, as insured. In case of a claim under this policy, the Company shall have the follow- (c) The Company shall not be liable for loss or damage to any insured ing additional options: (a) To Pay or Tender Payment of the Amount of Insurance or to for liability voluntarily assumed by the insured in settling any claim or suit without the prior written consent of the Company. Purchase the Indebtedness. (d) The Company shall not be liable for: (i) any indebtedness created (i) to pay or tender payment of the amount of insurance under subsequent to Date of Policy except for advances made to protect the lien this policy together with any costs, attorneys' fees and expenses incurred of the insured mortgage and secured thereby and reasonable amounts ex - by the insured claimant, which were authorized by the Company, up to the pended to prevent deterioration of improvements; or (ii) construction loan time of payment or tender of payment and which the Company is obligated advances made subsequent to Date of Policy, except construction loan ad - to pay; or (ii) to purchase the indebtedness secured by the insured mortgage vances made subsequent to Date of Policy for the purpose of financing in for the amount owing thereon together with any costs, attorneys' fees and whole or in part the construction of an improvement to the land which at Date of Policy were secured by the insured mortgage and which the insured was expenses incurred bythe insured claimant which were authorized bythe Com- pany up to the time of purchase and which the Company is obligated to pay. and continued to be obligated to advance at and after Date of Policy. If the Company offers to purchase the indebtedness as herein provided, 9. REDUCTION OF INSURANCE; REDUCTION OR TERMINATION the owner of the indebtedness shall transfer, assign, and convey the in- OF LIABILITY. debtedness and the insured mortgage, together with any collateral security, (a) All payments under this policy, except payments made for costs, to the Company upon payment therefor. attorneys' fees and expenses, shall reduce the amount of the insurance pro Upon the exercise by the Company of either of the options provided tanto. However, any payments made prior to the acquisition of title to the estate for in paragraphs a(i) or (ii), all liability and obligations to the insured under or interest as provided in Section 2(a) of these Conditions and Stipulations this policy, other than to make the payment required in those paragraphs, shall not reduce pro tanto the amount of the insurance afforded under this shall terminate, including any liability or obligation to defend, prosecute, or policy except to the extent that the payments reduce the amount of the in - continue any litigation, and the policy shall be surrendered to the Company debtedness secured by the insured mortgage. for cancellation. (b) Payment in part by any person of the principal of the indebtedness, (b) To Pay or Otherwise Settle With Parties Other than the Insured or any other obligation secured by the insured mortgage, or any voluntary or With the Insured Claimant. partial satisfaction or release of the insured mortgage, to the extent of the (i) to pay or otherwise settle with other parties for or in the name payment, satisfaction or release, shall reduce the amount of insurance pro of an insured claimant any claim insured against under this policy, together tanto. The amount of insurance may thereafter be increased by accruing in - with any costs, attorneys' fees and expenses incurred by the insured clai- terest and advances made to protect the lien of the insured mortgage and mant which were authorized by the Company up to the time of payment and secured thereby, with interest thereon, -provided in no event shall the amount which the Company is obligated to pay; or of insurance be greater than the Amount of Insurance stated in Schedule A. (ii) to pay or otherwise settle with the insured claimant the loss or (c) Payment in full by any person or the voluntary satisfaction or release damage provided for under this policy, together with any costs, attorneys' of the insured mortgage shall terminate all liability of the Company except fees and expenses incurred by the insured claimant which were authorized as provided in Section 2(a) of these Conditions and Stipulations. by the Company uptothetime ofpayment and which the Companyisobligated 10. LIABILITY NONCUMULATIVE. to pay. If the insured acquires title to the estate or interest in satisfaction of the Upon the exercise by the Company of either of the options provided indebtedness secured by the insured mortgage, or any part thereof, it is for in paragraphs b(i) or (ii), the Company's obligations to the insured under expressly understood that the amount of insurance under this policy shall this policy for the claimed loss or damage, other than the payments required be reduced by any amount the Company may pay under any policy insuring to be made, shall terminate, including any liability or obligation to defend, a mortgage to which exception is taken in Schedule B or to which the insured prosecute or continue any litigation. has agreed, assumed, or taken subject, of which is hereafter executed by 7. DETERMINATION AND EXTENT OF LIABILITY. an insured and which is a charge or lien on the estate or interest described or referred to in Schedule A, and the amount so paid shall be deemed a pay - This policy is a contract of indemnity against actual monetary loss or ment under this policy. damage sustained or incurred by the insured claimant who has suffered loss 11. PAYMENT OF LOSS. or damage by reason of matters insured against by this policy and only to the extent herein described. (a). No payment shall be made without producing this policy for endorse - (a) The liability of the Company under this policy shall not exceed the ment of the payment unless the policy has been lost or destroyed, in which least of: case proof of loss or destruction shall be furnished to the satisfaction of the (i) the Amount of Insurance stated in Schedule A, or, if applicable, Company. (b) When liability and the extent of loss or damage has been definitely the amount of insurance as defined in Section 2 (c) of these Conditions and fixed in accordance with these Conditions and Stipulations, the loss or damage Stipulations; (ii) the amount of the unpaid principal indebtedness secured by shall be payable within 30 days thereafter. the insured mortgage as limited or provided under Section 8 of these Condi- 12. SUBROGATION UPON PAYMENT OR SETTLEMENT. (a) The Company's Right of Subrogation. tions and Stipulations or as reduced under Section 9 of these Conditions and Stipulations, at the time the loss or damage insured against by this policy Whenever the Company shall have settled and paid a claim under this occurs, together with interest thereon; or policy, all right of subrogation shall vest in the Company unaffected by any act of the insured claimant. ui the difference between the value of the insured estate or () The Company shall be subrogated'to and be entitled to all rights and interest as insured and the value of the insured estate or interest subject to remedies which the insured claimant would have had against any person the defect, lien or encumbrance insured against by this policy. or property in respecttothe claim had this policy not been issued. If requested (b) In the event the insured has acquired the estate or interest in the by the Company, the insured claimant shall transfer to the Company all rights manner described in Section 2(a) of these Conditions and Stipulations or has and remedies against any person or property necessary in order to perfect conveyed the title, then the liability of the Company shall continue as set forth this right of subrogation. The insured claimant shall permit the Company to in Section 7(a) of these Conditions and Stipulations. sue, compromise or settle in the name of the insured claimant and to use (c) The Company will pay only those costs, attorneys' fees and expenses the name of the insured claimant in any transaction or litigation involving these incurred in accordance with Section 4 of these Conditions and Stipulations. rights or remedies. If a payment on account of a claim does not fully cover the loss of the continued on remainder or cover sheet CONDITIONS AND STIPULATIONS —CONTINUED insured claimant, the Company shall be subrogated to allrightsand remedies or less shall be arbitrated at the option of either the Company or the insured. of the insured claimant after the insured claimant shalt have recovered its prin- All arbitrable matters when the Amount of Insurance is in excess of $1,000.000 c3pal, interest, and costs of collection. shall be arbitrated only when agreed to by both the Company and the in. (b) The Insured's Rights and Limitations. sured. Arbitration pursuant to this policy and under the Rules in effect on the Notwithstanding the foregoing, the owner of the indebtedness secured date the demand for arbitration is made or, at the option of the insured, the by the insured mortgage, provided the priority of the lien of the insured mor- Rules in effect at Date of Policy shall be binding upon the parties. The award tgage or its enforceability is not affected, may release or substitute the per- may include attorneys' fees only rf the laws of the state in which the land is.. sonar liabitay of any debtor or guarantor, or extend or otherwise modify the located permit a court to award attorneys fees to a prevailing party. 3udg- terms of payment, or release a portion of the estate or interest from the lien ment upon the award rendered by the Arbitrator(s) may be entered in any of the insured mortgage, or release arryeollateralsecurity for the indebtedness. court having jurisdiction thereof. When the permitted acts of the insured claimant occur and the insured The law of the situs of the land shall apply to an arbitration under the has knowledge of any claim of title or interest adverse to the title to the estate Title Insurance Arbitration Rules. or interest or the priority or enforceability of the lien of the insured mortgage, A copy of the Rules may be obtained from the Company upon request. as insured, the Company shall be required to pay only that part of any losses 14. LIABILITY LIMITED TO THIS POLICY, POLICY ENTIRE CONTRACT. insured against by this policy which shall exceed the amount, it any, lost to (a) This policy together with all endorsements. if any, attached hereto the Company by reason of the impairment by the insured claimant of the Com- by the Compary is the entire policy and contract between the insured and parry's right of subrogation, the Comparry. In interpreting any provision of this policy, this policy shalt be (c) The Company's Rights Against Non-insured Obligors. construed as a whole The Company's right of subrogation against non-insured obligors shall (b) Any claim of loss or damage, whether or not based on negligence. exist and shall include, without limitation, the rights of the insured to indem- and which arises out of the status of the lien of the insured mortgage or of nities, guaranties, other policies of insurance or bonds, notwithstanding any the title to the estate or interest covered hereby or by arty action asserting terms or conditions contained in those instrumentswhich provide for subroga- such claim, shall be restricted to this policy. Lion rights by reason of this policy. (c) No amendment of or endorsement to this policy can be made ex - The Company's right of subrogation shall not be avoided by acquisition cept by a writing endorsed hereon or attached hereto signed by either the of the insured mortgage by an obligor (except an obligor described in Sec- President, a Vice President, the Secretary, an Assistant Secretary, or validating tion 1(aXii) of these Conditions and Stipulations) who acquires the insured officer or authorized signatory of the Company. mortgage as a result of an indemnity, guarantee, other policy of insurance, 15. SEVERABILITY. or bond and the obligor will not be an insured under this policy, notwithstan- ding Section 1(a)() of these Conditions and Stipulations, In the event any provision of this policy is held invalid or unenforceable under applicable taw, the policy shall be deemed not to include that provi• 13, ARBITRATION sion and all other provisions shall remain in full force and effect. Unless prohibited by applicable law, either the Company or the insured 16. NOTICES, WHERE SENT. may demand arbitration pursuant to the Title Insurance Arbitration Rules of AM notices required to be given the Company and any statement in writing the American Arbitration Association. Arbitrable matters may include, but are required to be furnished the Company shag include the number of this policy not limited to, any controversy or claim between the Company and the in- and shag be addressed to the Company at its Corporate Headquarters sured arising out of or relating to this policy, any service of the Company in 6630 West Broad Street. Richmond, Virginia 23230. Mailing Address: P. Q connection with its issuance or the breach of a policy provision or other obliga• Box 27567, Richmond Virginia 23261. or to the Company at its Pacific States tion. AI arbitrable matters when the Amount of Insurance is $000.000 Office, 10 Universal City Plaza, 23rd Floor, Universal City, CA 91608. IN WITNESS WHEREOF, the Company has caused this policy to be signed and sealed, to be valid when countersigned by an authorized officer or agent of the Company, all in accordance with its By-laws. Attest: -- Secretary Countersigned by: auja , Q' 0 � Authorized Officer or Agent ,wsuwy�r lwyersTifle Insurance Corporation By: k President POLICY OF TITLE INSURANCE A WORD OF THANKS... As we make your policy a part of our permanent records, we want to express our appreciation of this evidence of your faith in Lawyers Title Insurance Corporation. There is no recurring premium. This policy provides valuable title protection and we suggest you keep it in a safe place where it will be readily available for future reference. If you have any questions about the protection provided by this policy, contact the office that issued your policy or you may write to: Consumer Affairs Department �u�y ens ide Insurance (`}a poration POOL Box 27567 r� Richmond. Virginia 23261�