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HomeMy WebLinkAboutLAWRENCE, JAMES & JEANETTE - 1995-01-03RECORDING REQUESTED BY: City of Huntington Beach Economic Development 2000 Main Street Huntington Beach, CA 92648 AND WHEN RECORDED MAIL TO: James and Jeanette Lawrence 18051 Joyful Lane No,. 101 Huntington Beach, CA 92648 Recorded in the County of Orange, California Oar. L Granville; Clerk/Recorder II�I��ili�llll��U16�1lI� 1 � � �� 2001113`1112 6,16AM 03/14/00 004 00162633 11e 04 01.9 83 0 0.00 10.00 0.00 6.00.0.00 0:00 0.00 9.00 Doc,Types: 019 SPACE ABOVE THIS LINE FOR RECORDER'S USE FULL RECONVEYANCE The City of Huntington Beach as duly appointed Trustee under Deed of Trust hereinafter referred to, 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 Trustand the note or notes secured thereby having been surrendered to said Trustee for cancellation, does hereby RECONVEY, without warranty, to the person or persons ,legally entitled thereto, the estate now held by it thereunder. Said Deed:of Trust was executed by James and Jeanette Lawrence, Trustor, and recorded in the official records of Orange County, California, on March 31,,1995 AS INSTRUMENT NO. 95-0136046. DESCRIPTION: See Exhibit A (Legal) 9 2 Ray Silvefr City Administrator The City of Huntington Beach, California Date: P-C ez p n to Document Number: 20000131112 Page: 1 of 4 EXHTBIT-.A (LEGAL) A Condominium comprised of: PARCEL 1: ORDER NO.: 5462216-04 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. 9.4-0525335 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. 16 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, 19944 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. Document Number: 20000131112 Page: 2 of 4 State of Californj,� County of orange On-Nt( � 24 before me, Laura A. Nelsons Not Public Oats Name andTft Of gftkar.(Mg.;'Jam Poo. Notary Pubacl personally appeared Ray silver. Namo(oj d slpn qn) 51 personally known tome — prsvg" 'Uabobw4oalouidence to be the person( whose name(a)&r"ubscribed to the within instrument and acknowledged to me that I""xecuted the same In i 'hem-Aheir authorized capacity(im), and that by i ltbair signatures) on the instrument the person(sj, 7the entity upon behalf of whichthe person(s) acted, executed the instrument. uut�xar�satd n+yt-ca8t�ttlo _ WITNESS my hand and official seal. my corm 9tgnstwe or. Notary. Puo k ® IONAL Ttrough the Information below is, not required by law, it may prove valuable to persona relying on the document and could prevent fraudulent removal and reattachment of this io m to another document. Description of Attached Document Tile or Type of Document- a1 UY-)11 t 3t Cc " C,G� Document Date: ? I tv 1. U,yy) 0 Number of.Pages: Signer(s).Other Than Named Above: r"-k-cl Capacity(ies) Claimed by Signer(s) Signer's Name: Ray Silver IN Individual Corporate Officer Title(s): ❑ Partner — ❑ limited ❑ General Attomey-in-Fact ❑ Trustee ❑ Guardian or Conservator ® Other: Top or thumb here City kdministrator Signer is Representing: City of Hunting Beach Signer's Name: Individual ❑ Corporate Officer Title(s): ❑ Partner — 0 limited 0 Aftomey-in-Fact 11 Trustee ❑ Guardian or Con ❑ Other: Signer • o - ---- �. aso. its xteo. oar, ca Document Number: 20000131112 image:-3-of 4 Top of thumb hW6 0 i THIS IS'A:'TRUE dmrinim 66py 6yM REcoM, IF IT BEARS,TBE SEAL AND%ATURE "C OF THE ORANGE COUNTY CLXRK -REC ER, DATE' 4123/2013 CEWIFICATIONFEE: .4.00 COUNTY ASSISTANT CLERK RECORDER ORANGE COUNTY S . TATE OF-CALIFORNIA Document Number: 200001:31112 Page: 4 of 4 -1t5 ORDING REQUESTED BY: Zity of Huntington Beach economic Development 2000 Main Street 'luntington Beach, CA 92648 AND WHEN RECORDED MAIL TO: James and Jeanette Lawrence L8051. Joyful Lane No. 101 iuntington Beach, CA 92648 Q SPACE ABOVE THIS LINE FOR RECORDER'S USE FULL RECONVEYANCE The City of Huntington Beach as duly appointed Trustee under Deed of Trust hereinafter referred to, having recBived 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, to the person or persons legally entitled thereto, the estate now field by it thereunder. Said Deed of Trust was executed by Jaynes and Jeanette Lawrence, Trustor, and recorded in the official records of Orange County, California, on March 31, 1995 AS INSTRUMENT NO.95-01136046. DESCRIPTION: See Exhibit A (Legal) Ray Silvef' City Administrator The City of Huntington Beach, California Date: 2-C : 2 e a n t,pM tt�n. A� 9VA�r �4863) CITY OF HUNTINGTON BEACH A."r) Inter -Office Communication Economic Development Department DATE June 12, 2000 TO Gus Duran, Housing/Redevelopment Manager FROM Joyce DeKreek, Housing/Redevelopment Consultan SUBJECT Research on Loan Forgiveness, 1st Time Home -Buyers Program Redevelopment Set -Aside, $400,000 and Redevelopment Set -Aside, $750,000 I have reviewed our records regarding funding of 1st 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 lst 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 1st 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/Umack, Ojeda, Rene/White, Stratton), previously approved by RDA were not funded G /Joyce/Intermemo Recon my doe • i -• • - `. �+crt t wry L�� n ':x.*r_t ti� � �C%r ���:�= •�-±��� .�,'`i �� r ,r-r tiv _ gas . • pry:-L. ,i- �'%~"� y° '?� •`; �- - - - - ` 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 loan on 12/21/1999 in the amount of $47,208.80. A check in the amount of $4,116.57 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 Itireek, Economic Development Steve Holtz, Development Specialist GfjoyceAntenw= 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, 9102 Lawrence, James and Jeanette $ 35,000 18051 Joyful Lane, #16 Wong, Wesley Chi $ 35,000 7681 Happy Drive, #202 Hocker, ChnstopherNandereb, 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 Murch, Gregory Krueck, Deborah Osterhoudt, Robert and Kathy $ 35,000 18051 Joyful Lane, #104 $ 35,000 18061 Joyful Lane, #205 $ 35,000 7871 Happy Drive, 9201 $ 35,000 18051 Joyful Lane, #205 $ 35,000 18051 Joyful Lane, #102 $ 35,000 18061 Joyful Lane, #101 $ 35,000 18061 Joyful Lane #102 G /Joyce/Intermemo Reconvey doc �3 i :•T'-. S� t ( pr(Cwy�+'iP 1:..• lc'l��_ '�U .t1~S.1 •? 'E.. !.'�+` • •' �45;- -�.. •r f.••.i ,- ��'y ,'.. 97-03 (5-14-97) H6sseinali, Faroukh $ 35,000 18061 Joyful Lane, #201 RDA - 97-04 (7-23-97) Forchine, Richard $ 35,000 18051 Joyful Lane, #201 RDA 7-21-97 1" TIME BUYER ASSISTANCE (5400,000 RDA) 944 (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 $ 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, Taira $ 23,000 409 Utica Avenue #D-37 (RDA 2 22-94) 94-11 (5-18-94) Bastou, Valerie S 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 $ 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 (104-94) Grifl'en, Olga Christina S_25 000 409 Utica Avenue #C-23 (RDA 9-19-94) S 2439717 GtoyceAntennemo Reconvey.doc �- Goo • 3a °�� CITY OF HUNTINGTON BEACH: Inter-Offiice Communication Economic Development Department C TO: Connie Brockway, City Clerk D FROM: Gus Duran, Housing and Redevelopment Manager DATE: J.tnuary 6, 2000 SUBJECT: James & Jeanette Lawrence _ Loan No. 95-02 (Set Aside) 18051 Joyful Lane, No.101, Huntington Beach, CA 92648 Attached please find a copy of the check that evidences payoff of the first time homebuyer loan previously owed by Mr. and Mrs. La«rence to the Redevelopment Agency of the City of Huntington Beach. This check was deposited into the Agency's Housing Set Aside Fund. The borrower's note and deed of trust will now be reconveyed. 1f you have any questions please feel free to contact me at Ext. 1529. CC: Anabelle Richards Hank Reveles Luang Brunson 719/Mus Duran: Rcdcv:Launnce.Doc 09 ORANGE COAST TITLE COMPANY OF LOS ANGELES _ 41917C SUB ESCROW TRUST ACCOUNT 14320 FIRESTONE BLVD., STE.300 (714) 522-1515 y ' - LA MIRADA, CA 90633 SOUTHERN CAUFORN,A BANK NEWPORT BEACK CA VW = Order No: R370812=2 9assaa,izz x PAY FIFTY-FIVE THOUSAND THREE HUNDRED FORTY-SIX AND 22/ ^ TO THE _ AYE AMOUNT s oR3EROF :. Jan 04 00 , 55,346.72 T REDEVELOPMENT AGENCY OF -THE CITY OF Huntingtnn Beach VOID AFTER 90DAYS 2000 MAIN ST. 025-61 HUNTINfTON BEACH CA_9264$ - Attn: DEPT.OF ECONOMIC DEVELOP. Loan No. - 95-02 -LAWRENCE I 1 iI'04i91?B' i:122239800: v52000256lite ORANGE COAST TITLE COMPANY OF LOS ANGELES SUB ESCROW TRUST ACCOUNT 41917 01/04/00 Record Title Order No. - R320812-2 PRESENT OWNER: LAWRENCE, 3A+ES PAYOFF ON LOAN NO.: 95-02 LAWRENCE Principal: $35,000.00 RECEIVED Interest from 12/17/99 thru 01/05/00: $97.20 Interest from thru 12/17/99: $8,249.02 JAN 0 5 2000 Reconveyance Fee $0.00 Per Diem 4.8600 Forwarding Fee $0.00 Interest 0 - 0.0009 DEPARTMENTOF Impound Balance $D.00 ECONOMIC DEVELOPMENT Prepayment Penalty $0.00 Property: 18051 JOYFUL LANE _/ Late Charge(s) $0.00 HUNTINGTON BEACH, CA Foreclosure Fee $0.00 $0.00 50% EAUITY SHARE'99: $12,000.00 $0.00 IAt HUNTINGTON $EACH TO: OFFICE OF THE CITY CLERK CITY OF HUNTINGTON BEACH INTER -DEPARTMENT COMMUNICATION Future City Clerks and Deputy City Clerks FROM. Janelle Case, Deputy City Clerk 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 Parr Villas �._ 'CouncilfAgcncy Loan No. _ Name Property Address : Amount Date 95-01 Carillo. Ana _ 7861 Happy Drive #102 92648 35,000 _ 113/95 95-02 Lawrence, James/Jeanette 18051 Joyful Lane #101A 92648 7861 Happry Drive #202 92648 _ - 35,000 35,000' 1/3195 95-03 Wong, Wesley ^'119195 95-04 95.06 96-01 Hocker, Christopher & Vandereb, Gayle Rivera, Victor &Burgess, Debra Heckethome, Sean/Jacquelyn 7861 Happy Drive #101 92648 18061 Joyful Lane #1044 92648 7871 Happy Drive #102 92648 _ 35,000 35,000 _35,000 35,000 35.000 _ _ 1/3195 413l95 _ 1/16/96 ---�_— ^' 314196 96-02 Margolis, Peter .� 18051 Joyful Lane #104 92648- 96-03 Wienfeid, Julie 18061 Joyful Lane #205 92648 '_-411196 96-04 _ _ 96-05 ,/ 96-06 _ . - _- . .._ .. 97-01 Peltier, Edward _ - __ _ - Wallace, Barbara Jo - Nivrch, _ gory s. Gre....._ ... _ _ ....._ ......._ Krueck, Deborah J. 7871 Happy Drive #201 92648 18051 .?oyful Lane #205 92648 18051 . -. _ Joyful_. Lane #1102 92__ ._.. 648 18061 Joyful Lane #103 92648 18061 Joyful Lane #102 92648 18061 Joyful Lane #201 92648 _ 18051 Joyful Lane #201 92648 - — 35,000 35,000 35,000 _35.000 - 35,000 7/15/96 8/5196 _ _ 815196 _ 11_21/97 r �_4130197 97-02 Osterhauelt, Robert/Kathy 97-03 Hosseinall, Faroukh _ 35,000 _ T - 515/97 97-04 Torchione, Richard - 35.000 -- . 711197 11 a 11 CITY OF HUNTINGTON BEACH Tinter -Department Communication TO: Gus Duran, Economic Development FR01I: Gail Button, 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 rune loans forgivable? I:1`l,`�W—ZT0 Yes, if they were funded with the first S 100,000 appropriated 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: 10l25193: The City Council approved sample loan documents and four participants: Diane Culaciati, Michele Tullock, Osman Taban, and Caroline Sutherland in the total amount of $40,475. (RCA attached hereto as Attachment 1). 1 4,'s:4-99titcnws:Duran527 �N` 1 I/15/93: The City Council was requested to approve and additional S 100,000 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 510,000, and increased the amount for participant Nicholas Kormeluk from S8,600 to 510,600. (RCA attached hereto as Attachment 4.) 12/20/93, Item F-2: The City Council approved an additional 5100,000 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 2 The second important document attached to this RCA is the Iist 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. 1/3/94: 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 $104,952. 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 $5,000. (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 Ioan_s 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 $31,000. Thus, a small portion of the funds used for these 1 Note that an attachment to this RCA lists ten approved participants. Since the dates listed are after the Council meeting of 1216193, we believe that this list has been erroneously added to the 1216/93 RCA. 2 Please note that earlier during the same meeting. the Council had also approved David DNson for 510,000, and an additional $2000 for Kormeluk. Thus the amount committed from the original 5100,000 was actually S73,952. 2 4/s:4-99%1nvs:Duran527 F 4. M participants must have come from the second 5100,000, %vhich 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 O.nmondson were from the second appropriation of funds, which included a repayment condition. Therefore, the recommend that the Council clarify this conflict by approval of an RCA that forgives the loans made to Young, Love and Ornmondson. a&e--er Gail Hutton City Attorney M 41SA-99Memos: Duran527 3 r Council/Agency Meeting Held:. 5%17-9 Deferred/Continued to: �ctc gApproved Cl Conditionall Approved ❑ Denied City Clerk's ignature C-13-006 k; 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 AGENC_Y__ MEMBERS SUBMITTED BY: RAY SILVER, Executive Directo�� � PREPARED BY: DAVID C. BIGGS, Economic Development Director 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). C5 ; k..i MA REQUEST FOR REDEVELOPMENT AGENCY ACTION MEETING DATE: May 17, 1999 DEPARTMENT ID NUMBER: ED 99 29 Alternative Actions : The Redevelopment Agency can retain the authority to approve the transferability of each and every Down Payment Assistance Loan made on this project. The numbe, 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 a'so 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 fail out of escrow. Analysis: In 1996, the Redevelopment Agency made 15 Down Payment Assistance Loans to low- and moderate -income homebuyers purchasing dwellings at the Pacific Park Villas residential project located near Talbert and 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 ►ttachmentfst: 1. City Attorney's Office Memorandum. 2. Sample Loan Documents. 3. 1 List of Down Payment Assistance Borrowers at Pacific Park Villas. RCA Author: Gus Duran X1529 RCAPPV.DOC -2- 05105/99 9:34 AM City Attornev's Office Memorandum ATTACHMENT #1 CITY OF HUNTINGTON BEACH Inter -Department Communication TO: David Biggs, Director of Economic Development FRO',N1: Gail Hutton, City Attorney DATE: April 26, 1999 SUBJECT: Wallace 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 Iimits 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. 4. Is the Equity Share payable if the buyer qualifies under the CC&Rs? 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. PIease contact me if you have any further questions. r Gail Hutton City Attorney 4/j:4-99tlem0$- Biggs426 LIR M 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 NVallace 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 their.concems regarding First Time Homebuyer loans made to them by the Redevelopment Agency. As you may recall, at a previous City Council meeting, Mr. Bob Osterhdudt 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 -*Kith 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 rnade 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 ov ner 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? 4120199:Gus Duran:Houdev:WALLACE JI � 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 faese 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 CC&R'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 4120199.Gus DuranAloudev:iVALLACE Sample Loan Documents ATTACHMENT #2 LOAN AGREEMENT THIS LOAN AGREEMENT (the "Agreement") is made this Sji. day of 192,_ by and between BARBARA JO 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 , _19051 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°l0 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. NOW, 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 TIMVO ESCROW, INC., A CALIFORNIA O0[;,''L71=ION (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 I ors 41sl(7:4.96-Abrcc:wallace:luanapjee ItiS 96-523 MGM 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 Propert . 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 (t) 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 ShaLng- 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: 1. 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%) 4,e(;:4-9G-Agrcc: W allace:loanag= R S 9G-323 7126196 L� S. 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: S. 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: 15. 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. After 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°,/0) 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 (I8%) sixteen percent (16%) fourteen percent (14%) 4'4kG:4-96-Agrcc: WIlacc:loanagm RI.S 96-523 MGM r� 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%) 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 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 fie 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, brokefs commissions, loan fees or any other closing or transaction costs. Loan Agreement Page 4 of 8 4'.SX;:4-96-Agree:W ailace:loanagrce It IS 96-523 7126196 A. Eguity 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 n 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 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 svvraisal of the Property, at Participant's ex ense and PA-Melpant agrees t at iri 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. S. Occupancy Standards. 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. G. 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 hive entered this Agreement if Participant's income exceeded 120% of the area median income. 7. Loan Servicing. The Agency may contract with a private lender to originate and service the Agency Loan. S. Participant Financin . 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 8 4W.GA -96-Agret;Wailacc:lomagrcc Rf S 96-523 7/260% V 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%310.4.96-Agrcc: W attacc:toanagrcc R US 96-523 7126/96 (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. AgencyAgengy 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 Pr hibited. 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's'ii:4.96-Agrcc: Wai lace:Ioanagrce k! S 9G-323 MGM 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. Date: AUGUST 13, 1996 , 1 g Date: - , 19 Date: D. / ATTEST: Agency Clerk "PARTICIPANT" J / .f By. `7. �L��il �cYoWMLACE Printed Name: iM Printed Name: 19 By: REVIEWED AND APPROVED: rr 4 Executi e irector Printed Name: THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH, a public body corporate and politic Chairman APPROVED AS TO FORM: ?712r/,z- Agency Counsel INITIATED AND APPROVED: Abw C'_ Director of Economic evelopment Loan Agreement Page 8 of 8 4\AG:4.9 G-Agrce: W al l accaoanagree RIS 9G-523 MGM EXHIBIT A ~ L•EGAL DESCRIP110N OF P110PERTY 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 tile 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 Miscellaneous Haps, 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 Ito. 22 consisting of certain airspace and surface elements, as shown and described in I 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 Zhat certain Declaration of Covenants, conditions and Restrictions and Reservation of Easements for Pacific Park villas, recorded August 25, 1994 as Instrument Ito. 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. P. Exhibit A to Loan Agreement Page 1 of 1 4'sVAgrea: Ltargol is:4xhib;tA107l26M6 EXHIBIT B PROMISSORY NOTE $ 35,000 00 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 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 all sums shall be credited first to interest then due and the balance to principal 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 2 Maturity Date The balance of all unpaid principal and accrued interest shall be due and payable on AUGUST 5TH 20 26 (thirtieth (30th) anniversary date of this Promissory Note) 3 Acceleration 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\s14 96Agrcc Wallacc CxhibiU3 RIDS 96 523 7126/96 4. Security for Note This Promissory Note shall be secured by a second deed of trust encumbering the Property (tile "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 any 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 Agreement entered by an3 between the Holder and the Maker dated AUGUST 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 definitions of terms have been expressly set out at length herein, each term shall have the same definition zs set forth in the Agreement. 7. Molder 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. B. 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 C 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. Non -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 Loaa Agreement Page 2of3 4h14.96Agrcc. W III uc: Exhibit1J R S 9G-S23 7126PM I. Successors Bound' This Promissory Note shall be binding upon the parties hereto and their respective heirs, successors and assigns. "MAKER" By: -rCZAt. z!c s• Cc:4c. �t.• r . Printed Name: BARBARA Jo VMLAI By: Printed Frame: By: Printed Name: ''Exhibit B" to Loan Agreement Page 3 of 3 4\M-96Agree:WatlaceTxhibUD RLS 9G-527 7/2GMG N RECORDING REQUESTED BY } AND WHEN RECORDED RETURN TO: j } Redevelopment Agency of the City of ) Huntington Beach ) 2000 Main Street ) Huntington Beach, California 92648 _ ) Attn: Agency Clerk ) (5pxe Above Tha Lute For Recorders Use.I This document is exempt from recording fees pursuant to Government Code Section 6103. DEED OF TRUST NNgTH SSIGNMENTS OF RENTS THIS DEED OF TRUST is made this ST11 day of AUG., 19 96 by and among BAR13ARA JO WALLACE, whose address is 18051 Joyful Lane, *205, Huntington Beach, California (the "Trustor") and THE CITY OF HUti'TINGTON 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 4is1Ci:4-9UaVee;W altaceMWNtC RLS 96-323 TfiWX 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 liereafter 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 19 96 , 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, sutler 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 4\s10:4.96 agrec: W allacc:CxhibitC lti S 96-523 9l26l96 (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 (15) 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 ofa 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 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 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 o: 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 4'4ko:4.96sgrce; W apace: CxhibitC RL.S 96-523 7f26r9G 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 Trustor's 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 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 io 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, B eneficiary 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 4\&%G:4.96agrcc: W gliace:L• xhibitC R S 96-523 Tl26►96 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 Ws 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 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 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 indebtedne3s 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 "Exhibit C" to Loan Agreement Page 5 of 15 41 -G-.4-96igrceMa:lace:Exhib4C RLS 96-523 7126M6 r 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 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, 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 "Exhibit C" to Loan Agreement Page 6 of 15 41SIG:4.9Gagrcc: Wallacc:txliibitC ILLS 96.523 W2606 to be appointed by the Court enter Into posse�,slon and hold occupy, possess and enjoy the said property make cancel enforce and modify leabes 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, isbues, 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 lest 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 ma} determine Nothing contained herein nor the exercise of the right by Beneficiary to collect shall be or be construed to be, an affirmation by BeneficiarS 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\G 4 96agrcc Wallacc 1 xhibdC RU 96 523 7/26/96 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 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 4hlG 4 96agrce Wallacc rxlubitC RLs 96 523 7/20/96 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 tHs Deed of Trust, whenever the context so requires, the masculine gender includes the feminin. 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 3anuary 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 Benef ziary 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 ofTrust or otany 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 Loan Agreement Page 9 of 15 41 %C.4.9Gagree:%Valtace:Lxhibi(C RLS 96.323 712606 V 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 thereofrnust 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: 1 j BARBAM JO WALLACE By: By: APPROVED AS TO FORM: r Agency Counsel .EJc- 07-19!j6 "Exhibit C" to Loan Agreement Page 10 of 15 4%sNG:4.96agrcc: Wallace:t)diibitC RLS 9G-52] 7/2619G RIDER TO DEED OF TRUST FIRST TIME HONI EBUYER D WN PAYMENT ASSISTANCE PROGRAM This Deed of Trusts 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 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, 1n 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: 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 (42°,a) 6. After ninth anniversary but prior to tenth anniversary: forty percent (400A) 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 (36%) 9. After twelfth anniversary but prior to thirteenth anniversary: thirty-four percent (34%) "Exhibit C" to Loan Agreement Page 11 of 15 44'.0*96agree Mallace: GxhibitC RLS 96-523 712M 10. After thirteenth anniversary but 4leG:4.963Lstcc:W allacc:r•.xht%;IC RI S 96-323 7n6M prior to fourteenth anniversary: thirty-two percent (32%) 1 I . 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 (I8%) 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 25. After twenty-eighth anniversary but prior to twenty-ninth anniversary: 26. After twenty-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 peed of trust or any lien 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 IS 4's%G:4.96agrcc: Wa11ace:Cxhibi[C IMS 96-523 7126196 Property as of the time of such transfer or refinancing. Dated: AUGUST 13, 1996 APPROVED AS TO FORM: Agency Attorney 1— 2 /�k P-. 41s10:4.96xgrcc: Wstlacc: i:AibitC RLS 96.323 712W96 TRUSTOR -4 At � lam 9--C7 M./�, -.0 0, BARIIARA j6 WALLACE "Exhibit C" to Loan Agreement Page 14 of 15 RIDER TO DYED OF TRUST SCIPERIORITY OF FIRST_I,ENDER D, CUNIENTS (if required by tFe First Lender) This Deed of Trust is subject to the terms and conditions of that certain Loan Agreement dated AUGUST 5 , 1996 (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, shad 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 tender 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: AUGUST 13, 1996 APPROVED AS TO FORM: Agency Attorney 7-,4 TRUSTOR: BUMM JO LACE "Exhibit C" to Loan Agreement Page 15 of 15 4'stG:4.96agrec: waTlace:litchibitC RI.S 96.523 712W96 f, . CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT STATE OF CALIEMM SS. COUNTY OF ORANGE Oil AIItUST 13, 1996 before pre, tine undersigned, personally sppeared BARBARA JO WALLACE personally known to Cite (or proved to me on the basis of satisfactory evidence) to be the persons) whose name(s) islare subscribed to the willim instrument and acknowledged to me that l:elshelthey executed the satire In hisllierlllteir autisorized capacity(ies), and that by iris/lrerltheir signalure(s) on the instrument the person(s) or the entity upon beftalf or wlricir tine person(s) acted, executed the Instrument. WITNESS my (rand acid official seal. Vhis area for official notarial seal] LiNDAJ.CAkAPBE+LL = COMM. # 1045344 m y. (NOTARY pllBLtC • CALIFORNIA OFIANGC COWITY .� LUMA J . CAMPBELL - ::; IN Comm. EWves DEC. 20,1906 flffifiifi[ifiilfil[fill liiiifflllMil. OPTION L ifllifltliflfiiiliilfiif ffifi(f(illl( Though the data below are not required by law, they may prove valuable to persons relying on lire document and could prevent the fraudulent reattachment of this form. Capacity Claimed By Signer Windividual D Corporate Officer lllles(s) 13 Vartner(s) tJ Limited ❑. General 0 Attorney -in -Fact io 'rruslee(s) 0 Guardian/Conservator 0 Other: Signer is representing: Marne or Person(s) or Entlly(les) Description of Attachod Docunrcrrt A.:.c-o or wzla-5-r litlo of lype of Uocuilleilt Humber of Pages Uale of Document 8lyrrel(s) Other Than Harped Above EXHIBIT A TO AGENCY DEED OF TRUST LEGAL DES PJPTIO;`I PARCEL Is An undivided one twenty second (1f22) fee simple interest as a tenant in comr,on in and to all of the Corr -non Area defined in Declaration referred to below and described in the.• Condominium Plan ("Plan") for Lot I of Tract ro. 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 Ho. 14828, in the city of Huntington Beach, county of orange, State of .California, T 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 needs, and in various other deeds of record. PARCEL 2: unit tto. 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: non-exclusive easements for access, ingress, egress, use, enjoyment, drainage, uncroaciiment, support, maintenance, r6pairs 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 Ito. 94-0525336 Of Official Records. rarce1 4t 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 <'ski:A�ce:A{ugalis:LxhCdcecRQ7R61hG RIS 9G-121 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 follows "Exhibit D" to Loan Agreement Pagel of 9 MAG 4 9GAgree Wallace ExhibttD RLS 96 523 7/29/96 I. 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 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) Tt a Property shall be kept available at Affordable Housing Cost (as defined below) to the Covenantor or other persons or fanf lies of moderate income. Affordable Housing Cost shalt 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 leading 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 (I 10°/a) 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 mare 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 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 sliall 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 shalt submit to the Agency an executed disclosure staterrent 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 theAgency 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\s%0.4.96Agrce:waliace:£xhibitU ILLS 96.523 7129196 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 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 rN 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 AFFORDABLE HOUSING COST � 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%G 4 96Agrce Wallacc Cxlubal) RLS 96 523 7/29/96 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." W 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 pra-.tices 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. ' Covenants D 'ot Impair Uen. 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. S. Covenants For Benefit of City and AgencX. 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 or 9 a1s'.G:4 9GAgree:Wsllacc:Lxhibito RLS 96-323 7129196 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 eed on their behalf bytheir respective officers hereunto duly authorized this 13 day of AUGUST COVENANTOR 7&J�� Lzag&�� - BARBARA JO WALLACE APPROVED AS TO FORM Agency Counsel]fLs��,��f� "Exhibit D" to Loan Agreement Page 5 of 9 4\s\G 4 9GAgree Wallace Cxhtbttll RLS 96 523 7/29/96 STATE OF CALIFORNIA } } ss COUNTY OF ORANGE On AUGUST 13, 1996 before me, LINDiI J. CIMBELL (name, title; e.g., "Jane Doe, Notary Public"), personally appeared BARBARA JO WALLACE (name(s) of signer(s)), personally known to be -- OR -- xx proved tome 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 helshelthey executed the same in his/liedtlicir authorized capacity(ies), and that by Iiislhcr/their signatures) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. W'tn ss m r hand and official seal. . LINDUXAMPBELL m :` Q �{ :. ho AOY PuEIL9ic3 CAALjFo& ja y oRANCE coutrrr (Signal c of Notary) (� My Comm. Ewpi ] DEC.20.1898 LINDA J. t.A."iPBEx,L CAPACITY CLAWED BY IGNE : XX Individual Corporate Officer(s): TitIe(s) Partner(s): Limited GcneraI Attorney -in -Fact Trustees) GuardiwVConservator Other SIGNER IS REPRESENTING: Name of Persons) or Entity(ies) ' ATTENTION NOTARY: Although the information requested below is OPTIONAL, IT COULD PREVENT FRAUDULENT ATTACFIMENT OF'I'I-IiS CERTIFICATE TO ANOTHER DOCUMENT. THIS CERTIFJCATE Title or Type ofDocumert DECLARATIOU OF CONDITIONS, COVaMrS MUST BE ATTACHED AND FZMIGTIM EtR FROMUY TO THE DOCUMENT Number of Pages pESCRISED Date of Document AUGUST 5, 1996 T RIGHT: Signer(s) Other Than Named Above: "Exhibit D" to Loan Agreement Page 6 of 9 *40:4.96Agree:Wallace:ExhibitA ttl.5 96.5217129196 r STATE OF CALIFORNIA ss COUNTY OF An (name, title personally appeared (name(s) of signer(s)), before me, e g "Jane Doe, Notary Public") 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 CAPACITY CLAIMED BY SIGNER Individual Corporate Officer(s) Partner(s) Limited Attorney -in -Fact Trustee(s) Guardian/Conservator Other SIGNER IS REPRESENTING Name of Person(s) or Entity(ies) Title(s) General (Signature of Notar} ) 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 AT 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 4\s\G 4 96Agrcc Wallace CxhibitD RLS 96 523 7/29/96 STATE OF CALIFORNIA ) ss COUINlY OF ) On before me, (name, title, e.g., "Jan: Doe, Notary Public"), personally appeared (name(s) of signcr(s)), personally known to be -- OR -- proved to me on the basis of satisfactory evidence to be the person(s) wbose namc(s) is/are subscribed to 6e within instrument and acknowledged to me that hclslie/they executed the same in his/licr/tlicir 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 Officer(s): Title(s) Partner(s): Limited General Attorney -in -Fact Trustee(s) Guardian/Conservator other SIGNER 1S REPRESENTING: Namc 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 CERTIFICATE IviUST BE ATTACHED TO THE DOCUMENT DESCRIBED T RIGHT: Title or Type of Document Number of Pages Date of Document Signcr(s) Other Than Named Above: "Exhibit D" to Loan Agreement Page 8 of 9 4UIG:4.96Agree: Waltacc:ExliibiED RtS 96•523 7129/96 4 EXHIBIT A LEGAL DESCRIPTION OF PROPERTY (To Be Inserted] LEML DESCRIPTYorr EXHIBIT "A" PARCEL 1: F� An undivided one twenty second (1/22) fee simple interest as a tenant in cor,=on 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 Nd. 94-0525335 of official Records of orange County, over Lot 1 of Tract tto. 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 flaps, 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 l;a. 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 Xnstrument No. 94-052533f of official Records. i Parcel 4: Exclusive easements appurtenant to Parcels 1 and 2 referred to above, purposes, over the areaslEdefined, depicted and assigned on the Plan. "Exhibit W to'Loan Agreement Page 9 of 9 for balcony or patio 4`s\G:4-96Agrcc:W allace:EWtbitD RLS 96-523 7179/96 i List of Down Payment Assistance Borrowers at Pacific Park Villas ATTACHMENT #3 0 �i 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 (w/exhibits & legislative draft if applicable) Not Applicable Resolution wlexhibits & legislative draft if applicable) Not Applicable Tract Map, Location Map and/or other Exhibits Not Applicable Contract/Agreement (wlexhibits if applicable) (Signed in full by the Cif Attome Not Applicable Subleases, Third Party Agreements, etc. (Approved as to form by Cif Aftome Not Applicable Certificates of Insurance (Approved by the Cif Atfome 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 A22licable Findings/Conditions for Approval and/or Denial Not Applicable EXPLANATION FOR MISSING ATTACHMENTS REVIEWED RETURNED FOR RDED Administrative Staff Assistant City Administrator f Initial City Administrator Initial City Clerk EXPLANATION FOR RETURN OF ITEM: RCAAuthor: Duran at extensiont529 REQUEST FOR REDEVELOPMENT i4GeVCY ACTION APPROVED BY CITY COUNCIL 19? SUBMITTED BY: PREPARED BY: SUBJECT: ED 95-02 Date: January 3, 1995 Hbri6rable Chairman and Redevelopment Agency Members Michael T. Uberuaga, Executive Director Barbara A. Kaiser, Redevelopment Director ; Down PaymentAssislant Program - Participant Approval Pacific Park Villas Project, Talbert -Beach Redevelopment Project Area -- (Loan Agreements, Amendment to Loan Proposed, Fannie Mae Provisions Re: Accrued Interest Consistent with Council Policy? p Yes I X I New Policy or Exception Statement of Issue, Recommendation, Analysis, Funding Source, Alternative Actions, Attachments: 1/3 9s STATEMENT OF ISSUE: Documents 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. This project is open for sales and the first four borrowers have requested Agency approval. RECOMMENDED AGENCY ACTION: 1 a Approve the attached " sample" loan documents for the Pacific Park Villas Project as prepared by the City Attorney and direct the City Attorney to add a provision which forgives accrued interest if the value of the home does not appreciate at least 5% annually (such provision is already embodied in the loan documents regarding equity participation). AYZ> ZLk 1 b Subject to Fannie Mae rejection of the compromise recomendation of 1 a, approve the attached loan documents as above but direct the City Attorney to remove the provision requiring the accrual of five percent interest on the Agency loans. AND 2. Approve the borrowers listed on the attached by name, the amount of the loan and the specific property subject to trust deed and the individualized Down Payment Assistance loan documents for each. 3. Approve and Authorize Chairperson and Agency Clerk to execute the four loan documents between the Agency and the participants (attached). ,A RAA ED-95-02 January 3, 1995 Page 2 4. ReIease funds for Down Payment Assistance Program participants. 5. Waive the program requirement that borrowers not have more than $5,000 in assets after loan closing. 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 twenty-five moderate -income buyers in the Pacific Park Villas Condominium project. Fannie Mae approval of this program is important to its success because first Trust Deed lenders will wish to sell loans to this federal agency to gain funds to make new loans. Fannie Mae has expressed concern that any program that permits interest accrual without periodic payments may place the borrower in the position of owing more than the unit is worth. Therefore, to accommodate this concern, staff has proposed an amendment to the loan documents to forgive accrued interest if the value of the home does not increase by at least the rate of interest accrual. However, Fannie Mae has not approved this compromise proposal and may insist that interest not be charged if its approval is to be granted. Because the attached borrowers are committed to the purchase of these homes and their approval by the first lender is contingent upon Fannie Mae approval of the Agency's program, two alternative recommendations (1 a and 1 b) are included above. It is important to note that the prohibition on accrued interest is a nation-wide rule change by Fannie Mae which was not a requirement in previous Agency programs and could not be foreseen when the Pacific Park Villas program was designed. Lastly, the project developer has requested that the normal program requirement that a borrower not have more than $5,000 in assets after loan closing be waived. This rule was devised to assure that low-income borrowers were using their own funds to the extent possible. Pacific Park Villas is targeted to moderate income borrowers and it is reasonable to expect that they would have a higher level of assets and greater post - closing expenses. With approval of the attached borrowers loan documents wilt be provided to the escrow agent. Additional borrowers will be recommended up to the maximum level of assistance required by the DDA. FUNDING SOURCE: Redevelopment Agency Housing Set -Aside Funds Account Number E-TX-ED 751-7-75-00. RAA ED 95-02 January 3, 1995 Page 3 ALTERNATIVE ACTIONS: Do not approve the participants. ATTACHMENTS: List of Prospective Borrowers. Program Loan Documents MTUIBAKISVKIdw DOWN PAYMENT ASSISTANCE PROGRAM Location of Property Loan Name Amount Subiect to Trust Deed 95-01 Ana Carillo $35,000 7861 Happy Drive, #102 95-02 James/Jeanette Lawrence $35,000 18051 Joyful Lane, #101 95-03 Wesley Chi Wong $35,000 7681 Happy Drive, #202 95-04 Christopher Hocker & $35,000 7681 Happy Drive, #101 Gayle Vandereb Ste: 1. Borrowers 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. LOAN AGREEMENT THIS LOAN AGREEMENT (the "Agreemepe) is made this 24th day of March , 19 95by and between JANIES & JEANETTE LAWRENCE ("Participant") and the REDEVELOPiMNT 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 9101, 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° o 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. NOW, THEREFORE, for good and valuable consideration the parties agree as follows: 1. AP ,en Loan. The Agency shall loan to Participant (the "Agency Loan") the amount of Thirty-five Thousand Dollars ($35,000) 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 (the "Escrow Agent") (Escrow No. 7860-L). 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 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, Loan Agreement Page 1 of 8 4'slAS=:Lawrence %1212&94 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 Refinancing. Participant agrees to notify the Agency not less than thirty (30) days prior to (i) the sale or transfer of the Property or Cd) 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 tHs 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 deterruned 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: 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 (440,o) s:MSree:LA11212&94 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 (3 8%) 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-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%) Loan Agreement Page 3 of 8 4VAgree:lawrencm 112'Z8194 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 (61/6) 24. After twenty-seventh anniversary but prior to twenty-eighth anniversary: four percent (41/o) 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 (I%) 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 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 v"lthin 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 4 of 8 4s'Agrec:Lwmiwe UU 94 5 A. Equity Share j1pon_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 Y _non 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 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 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 Standards. 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 120% of the area median income. 7. Loan Servicing_ 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. Loan Agreement Page 5 of 8 41jlAgm:Lawra=112.1&94 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 grid 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 convenants shall run with the land, in favor of the Agency and the City. 10. Non -Waiver. Failure to exercise arty 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 an), 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, ror 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 b of 8 COAS=Iawrerwe 11212&94 (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. I6. 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 A1ay Assign. Agency may, at its option, assign its right to receive repayment of the Ioan 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 Agent'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':a1A w:1A%Tcnce %12,2&'94 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: March 24th .19 95 B Date: March 24th .19 95 Printed Name: James G. Lawrence By: r, s� Printed Name: Jeanette Lawrence Date: 19 By: Date: ' %�'� --,I I9j;T ATTEST: Agency Clerk r REVIEWED AND APPROVED: Printed Name: THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH, a public body corporate and politic By: Chairma APPROVED AS TO FORM: 04Z6:z-:. . A �.�--� Agency Counsel INITIATED AND APPROVED: Director of EdZhonuic Development Loan Agreement Page 8 of 8 ,f:VLUft:1A u2/2&'94 EXHIBIT A LEGAL DESCRIPTION (LA%TENCE) OLU low• • Wo - -..- ♦. • -*a -A* nwm, Z: Wit No. lb c= AtLrq of Certain airgme and v=fays sionmts, as damn and dw=-IbW in t3B aairtiva Flan refam d to in Parml i abom. FRRCM 3: @IT 74.0.6b i Mfta.,: F-DU 67"A I b 16 0 a 0 L -1 i'. -1 F1 I i —q- i 4, 7; N : T i 4 o = FO-7 7 T =0 . a • ti C •. 4• .. _� .•a.,c 4: Z0'd Wd8j:�0 466E-9C-Z? 1 � • � tau. ! 9d42ii6-Q! A OIiD �, an reftrv+ed 1n deed ramOul 1LQugt 16, 1921 in Bxk 401, Pa(p 356 of Dee& eM in Variaw othw deeds of r000rd. Unit rb. 16 comietim of carMin eirspaoe and airfaon e1awta, as abo�m w d &o=IW the dniuA Plan referred to in Poroel 1 above. pm;c L 31 NmrawAusive easwwt a foot ems, ice, earew, use, ft-dW nt, drainage, wcrow nam tt, AAVOrt, mninter w=, rgxiirs, and for other puxpoeas, *U as described i that Ceartnin Usolmtion of Covamtei, Corditions and Pwatricticria " Aoaar ttcri of t= Peaifia PaxR V4U&e, recor&d hVust 25, 1994 to Insert Nu. 9t-m2=- ! fieo�. ,FAR , 4: E=LwiiVQ eSSm*nta uppmrWant to Parcels 1 end 2 raferr d to abovs, it balca y or rt p xpcaae, over the areas def3rwd, deQimid mmigned on t3-a Plan. EXHMrr B PROMISSORY NOTE 35,000 March 24th ,19 95 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 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 ($35,000) (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 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. 2. Maturity Date The balance of all unpaid principal and accrued interest shall be due and payable on March 24th , 20 25 (thirtieth (30th) anniversary date of this Promissory Note). 3. Acceleration 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 Page] of 3 4`,eftr e: Rocker. PromiawryNote101=193 ME 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 any time prior to the due date of the Note Amount. b. Loan Agreement 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 March 24th I9 95 (the "Agreement"), a copy of which is on Be 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 definitions 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. S. 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 shah 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 Maher promises to pay such sums as a court may fix for court costs and reasonable attorneys' fees. 10. Non-%Vaiver 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 Loan Agreement Page 2 of 3 4%s'Agee: Rocker. PromissoryNote 01J12'9S 11. Successors Bound This Promissory Note shall be binding upon the parties hereto and their respective heirs, successors and assigns. ,MAKER" Printed Name: James Lawrence G. Printed Name: Jeanette Lawrence 18051 Joyful Lane, # 101 By. Printed Name: "Exhibit B" to Loan Agreement Page 3 of 3 -CAAgree: Clocker. FromissosyNW01112195 V EXHIBIT F NOTICE OF RIGHT OF RESCISSION G. Participant(s): ___3AMES &, EANETTE LAWRENCE Loan Amount: $35,000 Address of Residence: , _18051 joyful Lane, #101. Huntington Beach_ CA Notice to Participant Required by Federal Law: You have entered into a transaction on March 24th [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 within 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 March 28th ► 1995 (Date) You may also use any other form of written notice identifying the transaction if it is delivered to the above address not later 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 Pagel of 2 *slAgroc:Ltwren=rNoGce of Righ'.U212t94 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. 3/24/95 3/24/95 �-rtjcipant's Slignat6re Date P icipant's Signature Date James G. Lawrence Jeanette Lawrence Participant's Signature Date Participant's Signature "Exhibit F" to Loan Agreement Page 2 of 2 Date 4's Vft:Ltwrencer:NoUceofRighM2,12 '94 M M5 EXHIBIT G EXPIRATION OF RESCISSION PERIODS (Truth in Lending - Real Estate and Home Improvement Loans) G. Participant(s):JAMES & JEEANETTE LAXVRE\TCE Loan Amount: S 35.000 Address of Residence: 18051 Joyful Lane. 9101, Huntington Beach. CA 92648 In connection with the agreement of The Redevelopment Agency of the City of Huntington Beach to make the Loan, which will be secured by a deed of trust on the residence at the above address, each of the undersigned hereby represents as follows: 1. The undersigned understands the terms of this Expiration of Rescission Periods Agreement and its attachments. 2. The Redevelopment Agency of the City of Huntington Beach has agreed, subject only to the occurrence of certain conditions, to make the Loan and has delivered to each undersigned a Disclosure Statement setting, forth the terms of the Loan and a Notice of Right of Rescission advising each undersigned of their right to rescind and cancel said transaction in accordance with the Truth in Lending Act on or before the date the undersigned has executed this document. 3. Prior to the date shown above, no proceeds of the Loan have been disbursed to or for the benefit of any of the undersigned. 4. None of the undersigned have canceled or rescinded the Loan nor have any of the undersigned notified The Redevelopment Agency of the City of Huntington Beach of any intention to cancel or rescind the Loan. The undersigned request the Redevelopment Agency of the City of Huntington Beach to proceed with the Loan in reliance upon the foregoing representations. �icipa�ntfs�igndre Pa�Sft�i`=ipanf�s e5� Date Signature Date James G. Lawrence Jeanette Lawrence Participant's Signature Date Participant's Signature Date "Exhibit G" to Loan Agreement Page 1 of I 4's\Agw: Law"nee: Exp iration\ l 2t2 $94 �1 EXHIBIT E DISCLOSURE STATEMENT G. I\We JAMES & JEANETTE LAWRENCE ("Applicant") understand and agree 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: • IAVe must qualify for a home loan from an institutional lender acceptable to the Agency. • IAVe must pay at least 5% of the home purchase price from our own funds. • ]AVlie must qualify for assistance under the guidelines of the Agency's Program. • IAVe as owners of the unit must occupy it for the entire term of the loan. If IIWe rent the unit to others, IAVe will be in default of the Loan Agreement. LVe further understand and agree that: • IAVe will be responsible for repaying the lean with five percent (5%) simple interest per year at the time Uwe 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 Uwe receive the Agency financial assistance, Uwe sell or transfer the home Uwe 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 mylur lender, Uwe will be obligated to pay the Agency a percentage share of the difference between the price Uwe 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. • IAVe 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 4's\Ag=:LAwrenoe:Disdos= Statementl12r2"4 The Agency will not require me/us 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 premiums, 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 mytour house. The Agency shall not be held responsible for any costs associated with the home Uwe 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 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. Uwe assume all responsibility for determining whether Uwe desire to be considered for the Program, and I/we 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 Uwe 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: March 24th , 19 95 Dated: March 24th , 19 95 Dated: , 19 �ignature o�p�li t . James G. Lawrence SiJAature of applicant Jeanette Lawrence Signature of applicant "Exhibit E" to Loan Agreement Page 2 of 2 4's1AVee:I, wTm":Disclvsure statcmcntM128194 Q i V O i �iuH N a-V�rlZT---E A PATE P.O. NUMt3ER MOSS 05 NT VIkVUNT _ + �1=1 r nn J�JI # I' i 02-01-95 045443 LAWR,ENCE 35000.00 � 0.00 35000.00 i I 1 TOTALS i > PAY TO THE ORDER OF TIEKPO ESCROW INC 19993 BEACH OL j HUNTINGTON BEACH CA 92648-0000 vil rkiln W MS Fe1OIA DATE OF GSUE e SwR�a JJAN15 CALIF011MA 1 kfl:Tr #c: r0M Isr, A H Of h IC'E at3y1 vAff., :fl AvEroUE 1B-�5VI2?G q-07so5i *3500.0,00,;_3t*+�35000.aD j Gi; Y OF VjN NNO i ON BEAT: f i HU14I Y H3''• 1tV 13b$-14• CA iJ21347 11130790511' 1:1220035161: 2094111002091i* ' T d� F~CyP CITY OF 1-1UNTINGTON BEACH P.O. pox too 'HL TINGTON BEACH, CAI.IFORNtA 02�-01-95 307905 C C R�ECGQ-cLCING C067, EET.TAL LAWYERS RECORDRiG REQUESTED BY } AND WHEN RECORDED RETURN TO: ) Redevi'opment Agency of the City of } Huntington Beach ) 2000 Main Street ) Huntington Beach, California 92648 ) Attn: Agency Clerk ) 95-0136046 08:00 Fiif Recorded in Gfficial Record: of Orange County, California Garr L. Gra'raille, Clerk;-Reca I of IS Fens: r Pas¢ !i Car ezr T9 is i G'CA [Spwc Above This Lim For Rscordees Use.] This document is exempt from recording fees pursuant to Government Code Section 6103. 0 DEED OF TRUST WITH ASSIGNMENTS OF RENTS 15 f`{ r,, THIS DEED OF TRUST is made this 24t:h day of March 19 95, by and among n JAMES & JEANETTE LAWRENCE, whose address is 19051 Joyful Lane, #101 (the "Trustor") and THE CITY OF HUNTINGTON BEACH, a municipal corporation (the "Trustee") and THE I 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. NVITNESSETH: 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 alien thereon or payable under any agreement for the sale thereof, SUBJECT, HOWEVEF, 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 Loa.- Agreement Page 1 of 15 ,Vz%Ag=:Lwrence:Uee& 12/2&'94 I a � A. FOR THE PURPOSE OF SECURING: 1. Payment of the sum of Thirty-five Thousand Dollars ($35,000) 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 obbgation, covenant, promise or agreement of Trustor contained herein in the Loan Agreement between Beneficiary and Trustor dated March 24t;h , I9 95 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; (a) to complete the same in accordance with City approved plans and specifications satisfactory to "Exhibit C" to Loan Agreement Page 2 of I5 amvAg=:r& :nmizns94 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 mall, 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, without the written permission of the Beneficiary, (e) to pay when due all claims of labor and materials f irmshed 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 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 hen 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 "Exhibit C" to Loan Agreement Page 3 of 15 4\AA,Wee Lawrence Dcc&12/28/94 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 issuance 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 or demand of Beneficiary, and any amount so expended may be added by Beneficiary to the indebtedness secured hereby and shall bear alike rate of interest. "Exhibit C" to Loan Agreement Page 4 of 15 41,0 AC=:Lswrcnce:Dw&-1212&94 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 waorney'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 othenvise 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 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 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 hen 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. "Exhibit C" to Loan Agreement Page 5 of 15 -ViAVw-. swTemm:D= I2/2&'94 4.� V 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 perforating 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 Iicense ("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 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 ail 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 "Exhibit C" to Loan Agreement Page 6 of 15 R,O Agree:taurenm:UeedJ 2/2& 94 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 Califorrua 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 claming 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 "Exhibit C" to Loan Agreement Page 7 of 15 4ls\Agree Lawrence Deed\12/28/94 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. lb. 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 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, i:iures 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, "Exhibit C" to Loan Agreement Page 8 of 15 41s+Agmc:lA wrence: Doody t 2f2 8,'9a NE 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. 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. "Exhibit C" to Loan Agreement Page 9 of 15 dtuugree:ta.+m+oc:ncee,12/2a,94 �J 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: By. ., James G. a .ce -besy: � anette Lawrence By: APPROVED AS TO FORM: en c Counsel "Exhibit C" to Loan Agreement Page 10 of 15 4`,s\A M:Lawrence:beed1I212&94 � AMER � S� I C, } STATE OF CALIFORNIA }ss. COUNTY OF OR IGE _ On MARCH 24TH, 1995 , before me, LRMA J. CAMPBELL personally appeared JAMES G. LAWRENCE AND JEAN= LAWRENCE , 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. LINDA I CAfdPBELL = WITNESS my hand and official seal. CONIM. # 1045344 to 2 �. t40TAR1f toOMNGECOUNW �] 11C! 4AW/,� FAY Comm. E�pxas DEC.2Q. t948 Sianatur ,/ � LUMA J. 'CAM?BELL ZAvTa'?Y�ln'..:; MY Comm. ExxP3 GcC.20. tz",D (This area for official notarial seal) Title of Document Date of Document No. of Pages Other signatures not acknowledged 3008 (1,194) (General) First Amencan TMe Insurance Company RIDER TO DEED OF TRUST FIRST TIME HOMEBUYER DOWN PAYMENT ASSISTANCE PROGRAM This Deed of Trust is subject to the terms and conditions of that certain Loan Agreement dated March 24th , 19 95 (the "Loan Agreement"), pursuant to which Beneficiary has agreed to loan Trustor the sum of Thirty-five Thousand Dollars ($35,000) (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 (461%) 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 (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 (340/6) "Exhibit C" to Loan Agreement Page 11 of 15 NtAAgree:Laurence:Dee&12.129,'94 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 (260/*) 14. After seventeenth anniversary but prior to eighteenth anniversary: twenty-four percent (241/o) 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 (I6%) 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 (I0%) 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 Loin Agreement Page 12 of 15 4WAgee:Lawrence: Ucedk i 212 W 4 V 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 Seller's interest in the Property, exclusive of escrow fees, title insurance costs, brokefs 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 lien 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 (H) the appraised value of the "Exhibit C" to Loan Agreement Page 13 of 15 -V4ag«:L&. :nK(M2f2&Va Property as of the time of such transfer or refinancing. Dated: March 24th, 1995 TRUSTOR James G.-La nce v� J45iiette Lawrence APPROVED AS TO FORM: -jL4 Ltc:: �ten Attorney "Exhibit C" to Loan Agreement Page 14 of 15 4\z%A m:LwTence:Dmdv12R8194 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 znd conditions of that certain Loan Agreement dated March 24th _ , 19 95 (the "Loan Agreement"), pursuant to which Beneficiary has agreed to loan Trustor the sum of Thirty-five Thousand Dollars ($35,000) (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 ffirther 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: March 24th, 3995 APPROVED AS TO FORM: LI Agenpy Attorney of U i�fz� jK t1,.LS. t TRUSTOR: t Je ette Lawrence "Exhibit C" to Loan Agreement Page 15 of 15 41s1Ag+ec-.IAwm%ce:Deed l2l2&'94 V EXHIBIT A (LEGAL,) A Condominium comprised of: !"11 4@*RDIF ORDER NO.: 9402216-04 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. 16 consisting of certain airspace and surface elements, as shown and described in the Condominium Plan referred to in Parcel 1 above. PARCEL 3: lion -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. L-1I Mw 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 March 24, 1995 from .lames & Jeanette Lawrence to the REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH, a governmental agency, is hereby accepted by the undersigned officer or agent on behalf of the Agency pursuant to the authority conferred by Resotution No. 76 of the Agency and the grantee consents to the recordation thereof by its duly authorized officer. Dated: March 29, 1995 CITY OF HUNTINGTON BEACH CONNIE BROCKWAY, CMC CLERK By: �, ^� Deputy Clerk g-CC%&edCed JTelsphone: 7 t 4-536-5227 i V.. Z)- ft AECO DING Ff-H) U 7-S TI _0 6 T CONTNE, I rat LAWYERS 'ULE Co DECLARATION OF CONDITIONS COVENANTS AND RESTRICTIONS- FOR PROPERTY RECORDING REQUESTED BY ) AND WHEN RECORDED MAIL TO: ) } Connie Brockway, City Clerk ) Office of the City Clerk ) City of Huntington Beach 2000 Main Street } Huntington Beach, CA 92649 } } DCC # 95-0136047 �t --MAR—I9g - OB = 00 AM frecord2d in Official Records of Cral3e caurty, California Gary L. GtzTville, CIerk-)<aeordrr Pace 1 o; 4 FeP;: I 29.v Ta�:3 0.00 (Space aoove Tor rLmul Uzi , THIS DECLARATION OF CONDITIONS, COVEN AND RESTRICTIONS FOR PROPERTY (the "Declaration") is made by and between JAMES JEANETTE LAWRENCE (the "Covenantor") and THE REDEVELOPMENT AGENCY OF THE CITY OF I-iUNTINGTON 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 March 24th , 19 95 , (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 follows: "Exhibit D" to Loan Agreement Pagel of 8 41&kAgee:L&Wre=:Dec13M6on of Cwditionsll 2r2 V94 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 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 persons and families of moderate income (as determined by the United States Department of Housing and Urban Development) earning between Eighty Percent (801/1o) 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 (110%) and not more than One Hundred 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 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 Covenantor's original sale of the Affordable Unit, provided that "Exhibit D" to Loan Agreement Page 2 of 8 drsV4=:Lawrence:Dcd&ra1ion oreondiaons112R&94 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 HOUSING COST CAN BE MADE ONLY AT THE TWE 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 NWU= VALUE OF THE PROPERTY AND MAY NOT INCREASE OR DECREASE IN THE SAME MANNER AS OTHER SIMILAR REAL PROPERTY WHICH IS NOT ENCUTMERED 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 AFFORDABLE HOUSING COST. C venantor`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 _ ovenants. 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 persor 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, ror 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 8 4'.s\Ag m:Lawrence:Dcclaration orConditiomk1212&94 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 convenarts 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 othenaYse permitted. The convenants in this paragraph 3 shall run with the land in perpetuity. 4. Covenants 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 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 8 ,rj%Agrce:lsure=:Declaration of Condi6omkl1 94 Wj 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. N NVITNESS WHEREOF, the Covenantee and Covenantor have caused this instrument to be executed on their behalf by their respective officers hereunto duly authorized, this 24 t8ay of March 1995 COVENANTOR James G. a ce Jednette Lawrence APPROVED AS TO FORM: . t~ ency Counsel "Exhibit D" to Lozn Agreement Page 5 of S a eAget:i..wmwe:neciatalioe orConditionAll28,194 STATE OF CALIFORNIA } ss COUNTY OF Orange } On March 24th, 1995 , before me, Linda J. Campbell (name, title, e.g., "Jane Doe, Notary Public"), personally appeared James G. Lawrence and Jeanette Lawrence (name(s) of signer(s)), personally known to be — OR — X proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the «ithin instrument and acknowledged to me that helshelthey executed the same in hislher/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 persons) acted, executed the instrument. Witness my hand and official seal. LINDA J. CAMP EI.t z C CO�MM. # 1045344 M NOTARY PUe= • WkWORMA ORANGE COUNW ,-. (Si ture of N( 1AYCcrnm.EspirasDEC.20.1M Linda J. tamrbell Individual Corporate Officer(s)- Tide(s) Partner(s): Limited General Attorney -in -Fact Trustee(s) Guardian/Conservator Other SIGNER IS REPRESENTING: Name of Pcrson(s) or Entity(ics) ATTENTION NOTARY: Although the iebrmation requested below is OPTIONAL, IT COULD PREVENT FRAUDULENT ATTACH3'N4ENT OF TIES CERTIFICATE TO ANOTHER DOCUMENT. TMS CERTIFICATE MUST BE_ ATTACHED TO THE DOCUNIFNT DESCRIBED AT RIGHT: Title or Type of Document Number of Pages Date of Document Signers) Other Than Named Above: "Exhibit D" to Loan Agreement Page 6 of 8 4UAUee:L%unce:DcdazationofConditionsN1212M STATE OF CALIFORNIA ) ) COUNTY OF ) ss On , before me, (name, title, e.g., "Jane Doe, Notary Public"), personally appeared (namc(s) of signer(s)), personally known to be — OR — proved to me on the basis of satisfactory evidence to be the person(s) whose narmc(s) islare subscribed to the «nthin instrument and acknowledged to me that helshclthey executed the same in his/herithcir authorized capacity(ies), and that by his/herMeir signatures) 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 Oflicer(s): Titles) 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 ATTACITMENT OF THIS CERTIFICATE TO ANOTHER DOCUMENT. THIS CERTIFICATE MUST BE ATTACHED TO TIM 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 8 4`s%ASm:Iiwrew:Dedaration ofCwWidonM21Z&94 STATE OF CALIFORNIA } COUNTY OF ) ss On , before nic, (name, title, e.g., "1ar_e Doc, Notary Public"), personally appeared (namc(s) of signer(s)), personally knov-m to be -- OR -- proved to me on the basis of satisfactory evidence to be the person(s) whose na mc(s) is/are subscribed to the within instrument and acknowledged to me that helshe/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signatures) 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 Ofliccr(s): Titic(s) Partner(s): Limited General Attomey-in-Fact Trustec(s) Guardian/Conservator Y Other SIGNER IS REPRESENTING: Name of Pcrson(s) or Entity(ies) ATTENTION NOTARY: Although the information requested below is OPTIONAL, IT COULD PREVENT FRAUDULENT ATTACI-WENT OF T1 HS CERTIFICATE TO ANOTHER DOCUMENT. US CERTIFICATE MUST BE ATTACHED TO THE DOCUMENT DESCRIBED AT RIGHT - Title or Type of Docu-rcnt Number of Pages Date of Document Signer(s) Other Than Named Above: "Exhibit D" to Loan Agreement Page 8 of 8 4%Mgm:LA%%Tence:Dec1&mtion of ConditionsA 1211'94 41 EXHIBIT A (LEGAL) A Condominium comprised of: PARCEL 1: ORDER NO.:- 9402216-04 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. 16 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. fa �: � LAalwyers)Tide � Insurance Corporation NATIONAL II&tNVARTERS 1992 ALTA RICHMOND. V R NIA Loan Policy Loan Polity Number 135-00- 5 8, 0 SUBJECT TO THE EXCLUSIONS FROM COVERAGE. THE EXCEPTIONS FROM COVERAGE CONTAINED IN SCHEDULE B AND THE CONDITIONS AND STIPULATIONS, LAWYERS TITLE INSURAtiCE CORPORATION, a Virginia corporation, herein called the Company, Insures, as of Date of Policy shown in Schedule A. against loss or damage, not exceeding the Amount of Insurance stated in Schedule A. sustained or incurred by the insured by reason of: 1. Title to the estate or interest described in Schedule A being vested other than as stated therein. 2. Any defect in or lien or encumbrance on the title; 3. Unmarketabiiity of the title; 4. Lack of a right of access to and from the land; 5. The invalidity or unenforceability of the lien of the insured mortgage upon the title; - 6. The priority of any lien or encumbrance over the lien of the insured mortgage; 7. Lack of priority of the lien of the insured mortgage over any statutory lien for services, labor or material: (a) -arising from an improvement or work related to the land which is contracted for or commenced prior to Date of Policy; or (b) arising from an improvement or work related to the [and which is contracted for or commenced subsequent to Date of Policy and which is financed in whole or in part by proceeds of the indebtedness secured by the insured mortgage -which at Date of Policy the insured has advanced or is obligated to advance; & The imalidity or unenforceability of any assignment of the insured mortgage, provided the assignment is shown in Schedule A, or the failure of the assignment shown in Schedule A to vest title to the insured 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 FRO31 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) the 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 arty 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 recorded 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 resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy. 2. Rights of eminent domain unless notice of the exercise thereof has been recarded in the public records at Date of Policy, but not excluding from eoverrge any taking which has occurred prior to Date of Policy which would be binding on the rights of a purchaser for value without knowledge. 3. Defects, 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 Comparry by the insured claimant prior to the date the insured claimant became an insured under this policy; (c) resulting in no loss or damage to the 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. Unenforctability 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 unenforceability 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. rx Any statutory lien for services, labor or materials (or the claim of priority of any statutory lien for services, labor or materials over 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 Date of Policy the insured has advanced or is obligated to advance. 7. Any 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 creditors' 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 preferential 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. RAwy t35 • Lnho in U.S.A. o61-tL135-M Corer Swd ALTA Loan %ficy 1*17.92f r•s.,r,,,r„•, nispect and copy all records, b , ledgers, checks. cor- rc,Ir)rKrtrrK:cand memoranda,nthe custodyo- � trolofath❑dparty,which on mas.ttflyfxJrtaIntothelossordamageA9fr.for nndesigna:edascon- rxter+t,:tl l,y [tie insured claimant provided to ['te any pursuant to this Section Shan not be disclosed to others unless. in 1 e reasonable judgment of the Company. ,t is necessary in the administration of the claim. Failure of •he ,nswed clamant to submit for examination under oath, produce other reasorutaly requested Information or grant permission to secure reasonably necessary rnlonnation from thud parties as required in this paragraph, unless pxoh+batd by taw or governmental regulation, shall terminate any liability of the Company under this policy as to that claim 6. OPTIONS TO PAY OR OTHERWISE SETTLE CLAIMS; TERMINATION OF LIABILITY. In case of a claim under this policy, the Company shall have the follow• tig additional options (a) To Pay or Tender Payment of the Amount of Insurance or to Purchase the Indebtedness. (,) to pay or lender payment 0 the amount of insurance under t-,is policy together with any costs, attorneys' fees and expenses incurred ty the insured claimant• which were authorized by the Company. up to the I,me of payment or tender cf payment and which the Company is obligated it) pay. o' (I,) to purchase the indebtedness secured by the insured mortgage for the ar-louni owing thereon together with any costs, attorneys' fees and expenses incurred by the insured claimant which were authorized by the Com- pany up lo the time of purchase and which the Company is obligated to pay. If the Company offers to purchase the indebtedness as herein provided, [t.e owner of the indebtedness shall transfer, assign, and convey the in- d:btedness and the insured mortgage, together with any collateral security. IC. the Company upon payment therefor. Upon the exercise by the Comparry of either of the options provided fcr in paragraphs a(I) or (i,)• all liability and obligations to the insured under it -IS policy, other than to make the payment required in those paragraphs, shall term nate, including any liability or obhgal.on to defend, prosecute, or continue any litigation, and the policy shall be surrendered to the Company for cancellation. (b) To Pay or Otherwise Settle With Parties Other than the Insured or With toe insured Claimant. (,) to pay or otherwise settle with other parties for or in the name of an insured claimant any claim insured against under this policy, together with any costs, atlorneys' fees and expenses incurred by the insured clai- m snt which were authorized by the Company up to the time of payment and which the Company is obligated to pay: or (I,) to pay or otherwise settle with the insured Claimant the loss or damage provided for under this policy, together with any costs, attorneys' lees and expenses incurred by the insured claimant which were authorized by the Company up 10 the time of payment and which the Company is obligated to pay Upon the exercise by the Company of either of the options provided for in paragraphs b(i) or (it), the Company's obligations to the insured under thr, policy for the claimed loss or damage, other than the payments required to be made, shall terminate, including any liabil ty or obligation to defend, prosecute or continue any litigation. T. DETERMINATION AND EXTENT OF LIABILITY This po►lCY is a contract of indemnity against actual monetary loss or damage sustained or incurred by the insured claimant who has suffered loss or damage by reason of matters insured against by this policy and only to the extent herein described (a) Tre liability of the Company under this policy shall not exceed the lea ;l Of: (I) the Amount of Insurance stated in Schedule A. or, it applicable, the amount of insurance as defined in Section 2 (c) of these Conditions and Stipulations: (n) the amount of the unpaid principal indebtedness secured by the nsured mortgage as limited or provided under Section 8 of these Condl- hors and Sepulalrons or as reduced under Section 9 of these Conditions and Stipulations. at the time the loss or damage insured against by this policy occurs. together with interest thereon; or (III) the difference between the value of the insured estate or rnte'est as insured and the value of the insured estate or interest subject to the defect. lien or encumbrance insured against by this policy. (b) In the event the insured has acquired the estate or interest in the manner des -robed in Section 2(a) of these Conditions and Stipulations or has Conveyed the title, then the liab!lrty of the Company shall continue as set forth In Section 7(a) of these Conditions and Stipulations (c) The Company will pay only those costs, a:larneys' lees and expenses rnCL rred in accordance with Section 4 of these Ccnditions and Stipulations. 8. LIMITATION Off BILITY (a) If the Comps. , establishes the title, or removes the alleged defect. hen or encumbrance. or C' '-%the lack of a right bl access to or from the land. or cures the claim of unnabd.ly of title. or otherwise establishes the ben of the insured mortgage, as insured, in a reasonably diligent manner by any method, including litigation and the comp!et,on of any appea°s therefrom, ,t shall have fully performed its obligations with respect to that matter and shall not be liable for any loss or damage caused thereby (b) In the event of any litigation• including litigation by the Company 0' with tieCompany's consent, the Company shalt have no liability for loss or damage until there has been a final determination by a court of competent jurisdiction, and disposition of all appeals therefrom, adverse to the title or tc the lien of the insured mortgage. as insured_ (c) The Company shall not be liable for loss or damage to arly insured br kabdity voluntarily assumed by the insured in settling any claim or suit witho L t ;he prior written consent of the Company (d) The Company shall not be liable for: (l) any indebtedness created subsequent to Date of Policy except for advances made to protect the hen of the insured mortgage and secured thereby and reasonable amounts ex. pended to prevent delerro,ation of improvements, or (a) construction loan advances made subsequent to Date of Potcr,'except construction ban ad- vances made subsequent to Dale of Policy for the purpose of financing in whole or in part the construction of an improvement to the land which at pate of Policy were secured by the insured mortgage and which the insured was and continued to be obligated to advance a; and after Da;e of Polity G. REDUCTION OF INSURANCE; REDUCTION OR TERMINATION OF LIABILITY. (a) A'1 payments under this policy, except payments made for costs. attorneys' fees and expenses, shall reduce the amount of the insurance pro Canto. However, any payments made prior to the acquisit on of We to the estate cr interest as provided in Section 2(a) of these Conditions and Stipulations shalt not reduce pro tanto the amount of the insurance afforded under this policy except to the extent that the payments reduce the amount of the in- dealedness secured by the insured mortgage. (b) Payment in part by any person of the principal of the indebtedness, or any other obligation secured by the insured mortgage, or any voluntary partial satisfaction or release of the insured mortgage, to the extent of the payment, satisfaction or release, shalt reduce the amount of insurance pro tanto The amount of insurance may thereat*er be increased by accruing in- terest and advances made to protect the lien of the insured mortgage and secured thereby, with interest thereon, provided in no event shall the amount of insurance be greater than the Amount of Insurance stated in Schedule A. (c) Payment in tug by any person or the voluntary satisfaction or release of Me insured mortgage shall terminate all liability of the Compary except as provided in Sec;ron 2(a) of these Conditions and Stipulations. 10. LIABILITY NONCUMULATIVE. If the insured acquires title to the estate or interest in satisfaction of the indebtedness secured by the insured mortgage, or any part thereof, 4 is expressly understood that the amount of insurance under this policy sha!1 be reduced by any amount the Company may pay under any policy insuring a mortgage to which exception is taken in Schedule B or towhich the insured has agreed• assumed• or taken subject, or which is hereafter executed by 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- ment under this policy. 11. PAYMENT OF LOSS. (a) No paymert Sha'I be made without producing this poky lor endorse- ment of the payment unless the policy has been lost or destroyed, in whim case proof of loss or destruction shall be furnished to We satisfaction of the Company (b) When liability and the extent of loss or damage has been definitely fixed in accordance with these Conditions and Stipulations. the loss or damage shal' be payable within 30 days thereafter. 12. SUBROGATION UPON PAYMENT OR SETTLEMENT. (a) The Company's Right of Subrogation. Whenever the Company shall have settled and paid a claim under this po';cy. all right of subrogation shall vest in the Company unaffected by any act of the insured Claimant. The Company sha!I be subrogated'to and be enirt'ed to a7 rights and remedies which the insured claimant would have had against any person or property in respect to the claim had this policy not been Issued. If requested by ;he Company, the insured claimant shall transfer to the Company all rights and •emed;es against any person or property necessary in order to perfect this right of subrogation. The insured claimant shall permit the Company to sue, compromise or settle in the name of the insured claimant and to use the name of the insured claimant in any transaction or litigation involving these rights or remedies. If a payment on account of a claim does not fully cover the loss of the confw"d on romed1cw Of co.e► sheer CONDITIONS AND STIPULATIONS 1. DEFINITION OF TERMS. The fallowing terms when used in this polccy�41: I NOTICE OF CLAIM E GIVEN BY INSURED CLAIMANT. The insured shall noi�we Company promptly in writing (i) in case o' (a) "insured". the insured named n Schedule A The term "insured'* any litigation as set forth in Section 4(a) below, (cc) in case knowledge shall also includes Come to an insured hereunder of any claim of title or interest which rsadverse (i) the owner of the indebtedness secured by the insured mortgage to tie title to the estate or rn;erest or the lien of the insured mortgage. as In- a rid each successor in ownership of the indebtedness except a successor sur?d, and which might cause loss or damage for which the Company may a ho is an obligor under the provisions of Section 12(c) of these Conditions be liable by virtue of this policy, or (w) it title to the es,a!e or interest or the a V Stipula�ors (reserving, however, all rights and defenses as to any suc- lien of the insured mortgage, as insured, is rejected as unmarketable If prompt c•assor that the Company would have had against any predecessor insured, notce shalt not be given to the Company. then as to t`+e insured all liability u mess the successor acquired the indebtedness as a purchaser for value of the Company shall terminate with regard to the mailer or mailers for which without knowledge of the asserted defect, lien, encumbrance, adverse clam prompt notice is required; provided, however, that failure to notify the Com- o' other matter insured against by this policy as affecting tale to the estate parry shall in no case prejudice the rights of any insured under this policy o- interes: in the land); urkss the Company shall be prejudiced by the failure and then only to the (ic) any governmental agency or governmental instrumentality which extent of the prejudice. is an insurer or guarantor under an insurance contract or guaranty insuring 4. DEFENSE AND PROSECUTION OF ACTIONS; DUTY OF INSURED o- guaranteeing the indebtedness secured by the insured mortgage, or any CLAIMANT TO COOPERATE. part thereof, whether named as an insured he.,ein or not; (a) Upon written request by the insured and scblect to the options (ii) the parties designated in Section 2,a) of these Conditions and Cortained in Section 6 of these Conditions and Stipulations, the Company. 5 iputations at a3Own Costand without unreasonable delay, shall provide for the defense (b) "insured claimant": an insured claiming toss or damage. of an insured in litigation in which any thud party asserts a claim adverse to (c) "knowledge" or "known": actual knowledge, not constructive the title or interest as insured, but only as to those stated causes of action knowledge or notice which may be imputed to an insured by reason of the areging a defect, den or encumbrance or other matter insured against by p•iblcc records as defined in this policy or any other records which impart this policy. The Company shall have the right to select counsel of its choice constructive notice of matters affecting the land. (subject to the right of the insured to object for reasonable cause) to repre- (d) "land": the land described or referred to in Schedule A. and sent the insured as to those stated causes of action and shall not be kable improvements affixed thereto which by law constitute real property. The term for and will not pay the fees of any other counsel. The Company will not pay "land" does not include any property beyond the lines of the area described any fees• costs or expenses incurred by the insured in the defense of those of referred to in Schedule A. nor any right, late, interest, estate or easement causes of action which allege matters not insured against by this policy in abutting streets, roads, avenues, atl-^lanes, ways or waterways, but nothing (b) The Company shall have the right, at as own cost, to insidute and herein shall modify or lima the extent to which a right of access to and from prosecute any action or proceeding or to do any other act whx:h n as opinion tl-e land is insured by this policy. may be necessary or desirable to establish the tale to the estate or interest (e) "mortgage-: mortgage, deed of trust, trust deed, or other security or the lien of the insured mortgage, as insured, or to prevent or reduce loss instrument. . (Q "public records": records established under state statutes at Date of or carnage to the insured. The Company may take any appropriate action under the terms of this policy, whether or not a shall be table hereunder, and R)Iccy for the purpose of imparting constructive notice of matters relating to sha I not thereby concede liability or waive any provision of this policy If the real property to purchasers for value and without knowledge- With respect Company shall exercise its rights under this paragraph, a shall do so diligently to Section 1(a)(cv) of the Exclusions From Coverage, "public records" shall (c) Whenever the Company shalt have brought an action or interposed 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 localed. defense as required or permitted by the provisions of this policy, the Com- (g) "unmarketabcicty of the title': an alleged or apparent matter pany may pursue any litigation to final determination by a court of competent jurisdiction and expressly reserves the right, in its sole d:scretcon, to appeal alecting the tale to the land, not excluded or excepted from coverage, which from any adverse judgment or order would ent.tle a purchaser of the estate or interest described in Schedule A or the insured mortgage to be released from the obligation to purchase by (d) In all cases where this policy permitsor requires the Company to pro - virtue of a contractual condition requiring the Cetivery of marketable tale. secute or provide for the defense of any action or proceeding, the insured sha I secure to the Company the right to so prosecute or provide defense 2. CONTINUATION OF INSURANCE. in the action or proceeding, and all appeals therein• and permit the Com- a) After Acquisition of Title. The coverage of this policy shall continue pang to use, at its option, the name of the insured for this purpose vownever in force as of Date of Policy in favor of (c) an insured who acquires all or any requested by the Company, the insured, at the Company's expense. shall part of the estate or interest in the land by foreclosure, trustees sale, Con- give the Company al reasonable aid @ in any action or proceeding, securing vEyance in lieu of foreclosure, or other legal manner which discharges the evidence. obtaining witnesses, prosecuting or defending the action or Pro - ben of the insured mortgage; (ii)a transferee of the estate or interest so acquired cee'jcng, or effecting settlement, and (n) in any other lawful act which in the from an insured corporation, provided the transferee is the parent or wholly- oFcr ion of the Company may be necessary or desirable to estabhsh the title ovrned subsidiary of the insured corporation, and their corporate successors to the estate or interest or the lien of the insured mortgage. as insuredlithe by operation of law and not by purchase. subject to any rights or defenses Company is prejudiced by the failure of the insured to furnish the regurred lh,i Company may have against any predecessor insureds; and (ii) any govern- cooperation, the Company's obligations to the insured under the policy shag mantal agency or governmental instrumentality which acquires all or any part terminate, including any liab lily or obligation to defend, prosecute, or con• of the esta a or interest pursuant to a contract of insurance or guaranty insur- tinun any litigation, with regard to the matter or matters requiring such 6) or guaranteeing the indebtedness secured by the insured mortgage. cooperation. (b) After Conveyance of Title. The coverage of this policy shall continue 5. PROOF OF LOSS OR DAMAGE. in force as of Dale of Policy in favor of an insured only so long as the insured . In add lion to and after the notices required under Section 3 of these Con - re airs an estate or interest in the land, or holds an indebtedness secured dawns and Stipulations have been provided the Company. a proof of loss by a purchase money mortgage given by a purchaser from the insured, or or damage signed and sworn to by the insured claimant shag be furnished or ly so lorg as the insured shall have liability by reason of covenants of war- to the Company within 90 days after the insured claimant shag ascertain the ratty made by the insured in any transfer or conveyance of the estate or in- facts giving rise to the loss or damage The proof of Icss or damage shall lei est. This policy Shall not continue in force in favor of any purchaser from describe the defect in, or lien or encumbrance on the title, or other mailer th-D insured of either (c) an estate or interest in the land, or (it) an indebtedness insured against by this policy which constitutes the basis of foss or damage secured b; a purchase money mortgage given to the insured. and shall slate, to the extent possible. the bans of calculating the amount (c) Amount of Insurance. The amount of insurance after the acquisition of the loss or damage. If the Company is prejudiced by the fa:lure of the in - of after the conveyance shaf in neither event e}Ceed the least of sured claimant to provide the required proof of loss or damage. the Com- (:) the Amount of Insurance staled in Schedule A. pa•ly'S obligations to the insured under the poly shall terminate. including (n) the amount of the principal of the incebtedness secured by the arry dabilay or oblcga'con to defend. prosecute, or continue any lacga7Jon, with in.-vred mcrtgageasof Date of Policy. interest thereon, expenses of foreclosure. regard to the matter or matters requiring such proof of loss or damage ariounls advanced pursuant to the insured mortgage to assure compliance In addition, the insured clamant may reasonably be required to subunit wc:h laws or to protect the lien of the insured mortgage prior to the time of to examinalcon under oath by any authorized representwive of the Comparty acquisition of the esta•.e or interest in the land and secured thereby and and shall produce for examrnwon, inspection and copying, at Such reasonable reasonable amounts expended to prevent delerco-atconofimprovements. but lcme3 and places as may be designated by arty authorized representative reduced by the amount of all payments made. or of the Company, all records, books, ledgers. Checks. correspondence and (tic) the amount paid by any governmental agency or governmental memoranda, whether bearing a date before or alter Dale of Policy. which InlarumentaNyAtheagencyorcnstrumentalaycsihensuredclaimani.inthe reasonably pertain tothe loss or damage Funher.dfequestedbyanyauthor- acqucsitbr. of the estate or interest in satisfactior• r+f as insurance contractor ized representative oft 1- Company, the insured claimant shag gfanl its per• guaranty 1 mission, in writing, f tv authorized representative of the Company to `W corx+r W On ~F p.pe Of CID— ~ 1992 ALTA Loan Policy L4aiwyers,Tit1e jnsurance cration NATIONAL READQUARTERS RICHMOtiD VIRGINIA Loan policy Number 135-00- } 31s-850 SUBJECT TO THE EXCLUSION'S FROM COVERAGE. THE EXCEPTION'S FROM COVERAGE CONTAINED IN SCHEDULE B AND THE CONDITIONS AND STIPULATIONS, LAWYERS TITLE INSURANCE CORPORATION, a Virginia corporation, herein called the Company. insures, as of Date of Policy shown in Schedule A, against loss or damage, not exceeding the Amount of Insurance stated in Schedule A. sustained or incurred by the insured by reason of: 1. Title to the estate or interest described in Schedule A being tested ether than as stated therein; (a) arising from an improvement or work related to the land which is contracted for or commenced prior to Date of Policy: or 2. Any defect in or lien or encumbrance on the title; (b) arising from an improvement or work related to the land which 3. Unmarketability of the title; is contracted for or commenced subsequent to Date of policy and 4. Lack of a right of access to and front the land; . which is financed in whole or in part by proceeds of the S. The invalidity or unenforceability of the lien of the insured mortgage 1 indebtedness secured by the insured mortgage which at Date of upon the title; Policy the insured has advanced or is obligated to advance; b. The priority of any lien or encumbrance over the lien of the. insured S The invalidity or unenforceability of any assignment of the insured mortgage; 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 mignmcnt shown in Schedule A to vest title to the imred lien for services, labor or material. 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 toning laws, ordinances or regulations) restricting, regulating, prohibiting or relating to (i) the occupancy, use or enjoyment of the land; (ii) the character. dimensions or location of arty 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 w hich 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 recorded 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 resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy. 2. Rights of eminent domain unless notice of the exercise thereof has been recorded in the public records at Date of Policy, but not excluding from coverage any taking which has occurred prior to Date of Policy which would be binding on the rights of a purchaser for value without knowledge. 3. Defects, liens, encumbrances, adverse claims or other [natters: (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 to the insured claimant; K, 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 ovrr 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 Oe 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 unenforceability 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. G Any statutory lien for services, labor or materials (or the claim of priority of any statutory lien for services, tabor or materials over 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 Date of Policy the insured has advanced or is obligated to advance. 7. Any 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 creditors' 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 preferential transfer results from the failure: (1) to timely record the instrument of transfer; or GO of such recordation to impart notice to a purchaser for value or a judgment or lien creditor. 1 Po y 135 a Litho in U.S.A. 061.0435.OD06 Co%er Sheet ALTA Loan FWicy (10.17•9_1 LAWYERS TITLE INSURANCE ' O R P O R A T I O N National Richmond, Virginia A M E R I C A N LAND TITLE ASSOCIATION LOAN POLICY 1992 Issued At: Continental Lawyers Title CogWT 1015 North Main Street, Santa Ana, California 92701 9402216-A 135-00-538-850 $35,000.00 $150.00 03/31/95 at 8:00 am 1. NAME OF INSURED: / The Redevelopment Agency of the City of Huntington Beach, a public body corporate and politic 2. THE ESTATE OR INTEREST IN THE LAND WHICH IS COVERED SY THE INSURED NDFMAGE IS: A CONDOMINIUM, as defined in Section 783 of the California Civil Code, in fee 3. TITLE TO THE ESTATE OR INTEREST IN THE LAND IS VESTED IN: Janes G. Lawrence and Jeanette Lawrence, husband and wife as joint tenants 4. THE INSURED M3MGAM AND ASSIMENTS TMMF, IF ANY, ARE DESCRI= AS FOLT.DWIS: A Deed of Trust to secure an indebtedness in the amount shown below, &-id any other obligations sacur-ed thereby Amount: $35,000.00 Dated: March 24, 1995 TYvstor: James G. Lawrence and Jeanette Lawzeioe Trustee: City of Huntingbon Beach, a municipal corporation Beneficiary: The Redevelopment Agency of the City of Huntington Beach, a public body corporate and politic Recorded: March 31, 1995 Instrument No. 93-0136046 of Official Records A L � LOAN POLICY - 1 S V Policy No.:135-M-53S-850 Order No.: 9402216-A • ray •• � a� 5. THE LAID RFFE= 70 IN 7iIS POLICY IS DE`XMID AS FOLLDWS: A Card ninium camprised of: PARCEL 1: An undivided one twenty second (1/22) fee simple interest as a tenant in oanron in and to all of the Comm Area defined in Declaration referred to below and described in the Ccndcminium Plan ("Plan") for Lot 1 of Tract No. 14828, which Plan was x�eo nx3ed 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 Boric 706, Pages 27 to 29 of Miscellaneous Maps, in the office of the County Recorder of said County. Excepting therefrom all oil, petroleum, a-phaltum, 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. 16 consisting of certain airspace and surface elements, as shown and described in the Cor0crninium Plan referred to in Panel 1 above. PARCEL 3: Non-exclusive easements for access, ingress, egress, use, enjoyment, drainage, ercroachrent, support, maintenance, repairs, and for other purposes, all as described in that certain Declaration of Covenants, Conditions and Restrictions and Resesvat.ion 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. AL LOAN POLICY - l S 7 POLICY N0.:135-00-538-850 CEMM NO.: 9402216-A A. Property taxes, including gene- -al, and special taxes, personal property taxes, if any, and any assessments collected with taxes, to be levied for the fiscal year 1995-1996 which are a lien not yet payable. B. Supplemental or escaped assessments of property tars, if any, assessed pursuant to the Peavenue and Taxation Code, of the State of California. 1. The matters contained in a document entitled "Waxman dum 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 larxl 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 Lary and Happy Drive Except at street intersections and approved driveway locations. 3. Q74ea ts, conditions and restrictions (deleting therefrom any restrictiais 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 dead of trust made in good faith and for value. 4. Matters in an Instruct which, wcrg other things, contain or p%wide for Assessments, Liens and the subordination thereof, provisions relating to Partition, Restrictions on severability of Component Interests, Covenants, Conditions and Restrictions, a provision that no violation thereof and no enforoonPnt of any Lien provided for herein shall defeat or render invalid the Lien of a Nbrtgage or Deed of Trust made in good faith and for value, but which however, do not contain Restrictions based on race, color or creed. Fdcgorded: August 25, 1994 Instrument No. 94-0525336 of Official Fecords OfM R NO.: 9402216-A (PART I oChvrlN m) 5. The matbers contained in a dram ent entitled "Co mon Facilities Use and MaintQsorm Agreement For Pacific Park Villas" reccrdod August 25, 1994 as Instrument No. 94-0525337 of official Regards. Reference is made to said document for full particulars. 6. An easement for the purpose sham below and rights incidental thereto as set forth in a document Granted to: Southern California Edison Company Purpose: Public utilities Recorded: October 27, 1994 Instnzrmt No. 94-0532840 of Official Records Affects: the Southerly 50 feet of the Easterly 4 feet of Lot I 7. A Oovenant and Agznt Executed by: James G. Lawrence arul Jearrtte Lawrerce In favor of: The Redevelopment Agmiy of the City of Huntington Beach, a public body corporate_ and politic Peaorded: March 31, 1995 Instrument No. 95-0136047 of Official Records S. A Deed of Trust to secure an indebtedrk,--,s in the amomt shown below, and arty other obligations secured the Amount: 5154,900.00 l Dated: March 23, 1995 Trustor: James G. Lawrerroe and Jeanette Lawrence, husband and wife Trustee: Continental Lawyers Title Company Beneficiary: Ctrzuerae Security Bank, its successors and/or assigns Recorded: March 31, 1995 Instrument No. 95-0136045 of Official Records ORDER NO.: 9402216-A � •*givILI)2-011 The following endorsements are attached to and made a part of this policy: 100 110.9 115 116.2 th Date typed: 04/05/95 Plats enclosed ALTA LOAN POLICY-1992 POLICY NO.: 135-00-538-850 ORDER NO.: 9402216-A P♦ A PART II IN ADDITION TO THE MATTERS SET FOM IN PART I OF THIS SCHEDULE, THE TITLE TO THE ESTATE OR INTEREST IN THE LAND DESCRIBED OR REFERRED TO IN SCHEDULE A IS SUBJSCr TO THE FOLLOWING RNTIEIZS, IF ANY BE SHOWN, BUT THE CCMPANY INSURES THAT THESE MATTERS ARE SUBORDINATE TO THE LIEN OR CHWE OF THE INSURED MORTGAGE U��ON THE ESTATE OR INTEREST: ENDORSEMENT I JYE�S TITLE INSUP-ANM OORPORATI�P CLTA FtM 100 Order No.: 9402216-A Attached to Policy No.: 135-00-5W-M nee Carparry hereby insures against: loss which said Insured shall sustain by reason of the following matters: I. Any incorrectness in the assurance which the Carpany gives: a. That there are no covenants, cor diticns, 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 said land of any enforceable covenants, conditions, or restrictions; c. That, except as shown in Schedule B, there are no of buildings, structures, or inparove ants located on said land onto ad joining lands, nor any ax=oachrmts onto said land of buildings, structures, or improvemn-ts located on adjoining lands. 2. a. Any future violations on said land of arty covenants, conditions, or re- s-trictiorLs occurring prior to acquisition of title to the estate or interest referred to in Schedule A by the Insured provided such violations result in impa.inTemt 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 Jule 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 arty violations on said land, occurring prior to acquisition of title to 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 went 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 saw was granted or reserved. b. resulting from the exercise of any right to use the surface of said land for the extraction or development of the minerals excepted from the description of said land or shown as a nervation in Schedule B. 4. Any final court order or judgment requiring removal from any land adjoining the land of any erx=oachment shown in Schedule B. V tierever in this endorserent any or all the words "covenants, conditions, or restrictions" appear, they shall not be deemed to refer to or Include the terms covenants and conditions contained in any lease referred to in Schedule A. For purposes Of this endorsment, the words "owenants" , "conditions" or "restrictions" shall not be deemed to refer to or inrli any covenants, conditions or restrictions relating to errviro mental protection, except to the extent that a notice of violation or alleged violatiin affecting the land has been reoonded in the public records at Date of Policy and is not excepted in Schedule B. This endorsement is trade a part of the policy and is subject to all of the terns 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 arty prior endorsements, nor does it increase the face amount thereof. IN WITH SS WHMMF, the Carnpany has caused this Endorsement to be signed, to be valid when countersigned by an authorized offices or agent of the Company, all in accordance with its By -Laws. Date: March 31, 1995 Issued at: Santa Ana, California LAWYERS TITLE INSLPANCE OORPQRATION G yraLgnck - r Janet A. Alpert - President Authorized Officer or Agent John M. Carter - Secretary ENDORSEMENT CLTA M" 110.9 Order No.: 9402216-A Attached to Policy No.: 135-00-538-850 The insurance afforded by this endorsement is only effective if the land is used or is to be used primarily for residential purposes. The Cmpany insures the insured against loss or damage sustained by reason of lack of priority of the lien of the insured mortg�e over: (a) any environmental protection lie.-i which, at Date of Policy is recorded in those records established tinder 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 erxkn-wnent is made a part of this polic-1 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 externs 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 ant to be signed, to be valid when countersigned by an authorized officer or agent of the CO parry, all in a000rx1ance with its By -Laws. Countersigned by: Our -La. P". Issued at: Santa Ana, California Janet A. Alpert - President John M. Carter - Secretary ENDORSEMENT CLTA FOR-1 115 Order No.: 9402216-A Attached to Policy No.: 135-00-538-850 The. redevelopment Agency -of -the City of Huntington Beach, a public body corporate and politic that the estate or interest described in Schedule A is a condominium as defined in Section: 783 of the California Civil Code, in fee, and as such is entitled to be assessed and taxed as a separate parcel. The Company hereby insures said Assured against lass, which said Assured shall sustain in the event that the assurances made herein shall prove to be incorrect. The total liability of the Company under said policy and any endorsements therein shall not exceed, in the acute, the face amount of said Policy and costs which the Company is obligated under the conditions and stipulations thereof to pay. This endorsement is made a part of said policy and is subject to the schedules, condi- tions and stipulations contained therein, except as modified by the provisions hereof. IN WITNESS WHEREOF, the Company has cause this endorsement to be signed, to be valid when countersigned. by an authorized officer or agent of the Ccrpany, all in accccrdanoe with its By -Laws. Vurkessigned by: LrIca. p...a. Issued at: Santa Ana, California Janet A. Alpert - President , Join M. Carter - Secretary E N D O R S E M E N T Z.etr:.. MYY IZ5 CLTA FBI 116.2 Order No.: M2216-A Attached to Policy No.: 135-00--538-850 The Oatpany assures the Irwired 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 bou-d-ary of the project, are correctly shown on that map recorded in hook 706, pages 27 to 29 of Naps in the office of the County R©corder of said County. The Company further assures the Insured that the estate in said land referred to in Schedule A incli es a residence within the project boundaries, which residence is designated as Unit 16, as shown on the map rreanded August 25, 1994 as Instrument No. 9 4-0525335, Official Records of Condcr.dnitms in the office of the County Facorder of said County, and known as: 18051 Joyful lane #101A Huntington Beach, California The ComPwT hereby insures the Insured against loss which said Insured shall sustain in the event that the assurance herein shall prove to be irKmxect. The total liability of the CaTpany under said policy and any errdoxsgrnnts therein skull not exceed, in the aggregate, the face amount of said Polity and costs which the Company is obligated tinder the conditions and stipulations thereof to pay. This endorsement is made a part of said policy and is subject to the schedules, aondi- tian s and stipulations therein contained. IN WITNESS WOOF, the Company has caused this endorsement to be signed, to be valid wfm countersigned by an authorized officer or agent of the Corttpany, all in accordance with its By -Laws. Countersigned by: Janet A. Alpert - President F ad= M. Carter - Secretary Isssued at: Santa Ana, California CONDOMINIUM PLANS FOR SHEET tp OF 32 LOT 1 OF TRACT 14828. IN THE CITY OF HUNTINCTON BEACH. C(XjNTY CIt' ORANCE. STATE OF CALIFORNIA. AS SHOWN ON A IJAP RECORDED IN MAP BOCK 706. PACES 27 THROUGH 29. INCLUSIVE. OF UISCELLANEOUS MAPS. 1N THE OFFICE OF THE RECORDER DF SA►D COUNTY. PHASE ONE OF PACIFIC PARK VILLAS CURVE DATA CURVE DELTA RADIUS LENGTH TANGENT 15'33'30- 327.00' a3.8O' 44.57' 2 15'34'250 273.00' 74.21' 37.33' PZ Zg.32 3'10' 23.00' 36.08' 22.95' 4 053'36. 327.00' 33.54' 16.7a' 3 15]4'13' 300.00' 81.33' 41.02' 5 W33'30' 300.00' a1.46' 40.91r 7 08'31'01' 327.00' 48.61' 24.35' 09'40`34' 327.W 33.26' 27.69' MONUMENT NOTES 1. • INOICATES FOUND UONUMENTS AS NOTED 2. r INDICATES f OUND SPIXE A.40 WASHER NO TAC. NO REF. HEL13 TO ESTABLISH TI1E CENTERUNES OF JOLLY LADE. HAPPY DRIVE. AND JOYFUL LANE REPLACED WITH SPIXZ AND WASHER TAt. O L.S. 5749. 3. ❑ MOICATES 2' IP TA=O L.S. 5749 OR SROCE AHO WASHER 7ACCED L.S. 5749 OR LEAD A.ND TACK TAGGED L.S. 5749 TO BE SET BEFORE THE RECOF20ATIOI4 OF THIS !.{AP. 4. d t NOICATES a" SPIKY & WASHER STAMPED L.S. 5749 TO BE SET 1MT►iIN 90 DAYS AFTER ACCEPTANCE OF IMPROVEIJENTS JOB NO. 4285 HALL & FOREMAN INC CONDOMINIUM PLANS FOR SHEET 11 CF 32 LOT 1 OF TRACT :4a28, IN THE CITY OF HLINTINGTON $EACH. COUNTY OF ORANGE. STATE OF CALIFORNIA. AS SHOA" CN A MAP RCCOROED IN 1JAP WXX 706. PACES 27 THROUGH 29. INCLUSIVE. OF MISCELLANEOUS MAPS. IN THE OFFICE OF THE RECORDER OF SA0 COUNTY. PHASE ONE OF PACIFIC PARK VILLAS 22="IE04 22 20 1.00' 6].19• s e9••o's7• f Cd 9 11 12 13 14 10 15 h O �n 4 5 3 6 WW 8L,7 8 150.41' 25.00• 57.64' SCALE: 1"=40' ►o.0 mm" .x.res ►o"al U%n ►..T. IgKR N^d" .nuns VIM UVM u.r. ASSOCIATION PROPERTY, So W Kn UmTS &' L'°'t UNI � NUMBERS & TIES msocArcm "'°""r' `OCLWS ""TS'.C"` JOB N0, 4255 HALL aI FOREMAN. INC. •..• . •r it .,� l`�wJ� CONDOMINIUM PLANS FOR SHEET 14 Of 32 LOT 1 OF TRACT 14E2r1. IN THE CITY OF HUNTINCTCH BEACH. COUNTY OF ORANC>. STATE OF CALIFORNIA. AS SHOWN ON A UAP RECORDED IN 1IAP BOOK 706. PACES 27 THROUGH 29, INCLUSIVi. OF' WISCELLANEWS DAPS, IN THE OMC E OF THE RECORDER OF SAID COUNTY. PHASE ONE OF PACIFIC PARK VILLAS GARAGE LEVEL d 11 L.r II n M4' 1-0— I1 !I �° I1 a {�•. it .:Ll]r Mr j �l � � aIN � III ' —..� 0.4• 1.4• II Ilzr o d I I II sas• sl.�' b I e•xuhr \ UNIT 4 UNIT 3 \ UNIT 8 UNIT 7 UNIT 10 UNIT 9 UNIT 17 SCALE 1'=10' SEE SHEE1S 25-31 FOR SECEOHS AND JUVATI0wl _ INOtCArES uari Or VCATKAL r" VAMATKNS PER SECDC"S JOB NO. 4285 HALL_& FOREMAN INC. 0 r r 3 I ta jti y� R� SHCET sa OF 32 CONDOMINIUM PLANS FOR LOT 1 OF TRACT 14820. IN THE CITY OF HUNTINGTON BEACH. C"TY OF 0RAH7, STATE OF CAUFORNtA, AS SHOWN ON A IIAP RECOROEO W NAP BOOK 706. PACES 27 THROUCH 29. tNCLUSIVE. OF MISCELLANEOUS NAM 3N THC OFFICE Of Tti1E RECORDER OF SJUO COUNTY. PHASE ONE OF PACIFIC PARK VILLAS 1ST LEVEL UNIT 3 UNIT 7 UNIT 9 UNIT 16 2gh 7 - F • u v u I! � Il a PATIO ,, PATIO . t I 4 '� I I! Tas• II n.r I � P ti•• rJ La s.r I II I! Il w� ( r-• ar I if I t.S• it I I jit I II C-z%r II ar as' ' 11 T-- �0.3• I II I� Q o I tl � IM I _.�.II T.a• � I r r sacxm wtn Or V00M AS[UhC 1 VA"Dows PCR secrA ri SCALE i"=10' SEt WEETS 20-31 FOR SECHONS ANO R[VA710 lL ice BALL !c fOR NO. 4285