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Home My WebLink AboutWONG, WESLEY CHI - 1995-01-03RECORDWG REQUESTED BY AND WHEN RECORDED RETURN TO: City of Huntington Beach Ecoi-,omic Development Department PO Box 190 2000 Main Street Huntington Beach, CA 92648 Recorded in Official Records, County of Orange Gary Granville, Clerk -Recorder IIIIII III II I II I I I IIIII I I II I I II 11110. o0 2001024828212:21 pm 04/24/01 102 48 R01 3 0.00 0.00 0.00 0.00 4.00 0.00 0.00 0.00 SPACE ABOVE THIS LINE FOR RECORDER'S USE FULL RECONVEYANCE The City of Huntington Beach, a municipal corporation 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 Trust and the note or notes secured thereby having been surrendered to said Trustee for cancellation, does hereby RECONVEY, f� without warranty, to -the person or persons legally entitled thereto, the estate now held by it thereunder. (� Said Deed of Trust was executed by Wesley Wong, Trustor, and recorded in the official records of Orange County, California, on March 2, 1995 AS INSTRUMENT NO. 95-0084768. DESCRIPTION: See Exhibit A. C; David C. Biggs Director of Economic Development The City of Huntington Beach Date: �% OZ U. R RECEIVED APR 3 0 2001 DEPARTMENT OF ECONOMIC DEVELOPMENT DEELOPMENT Exhibit A ` Legal Description �: r_ •- •i •a, • .� • • • :.�•. • a• PdWkLa a• •• •• 1 a• A , as defined in Section 783 of the California Civil Code, in fee Title to said estate or interest at the date hereof is vested in: Sassounian Capital ventures, Inc., a California Corporation An undivided one twenty second (1/22) fee simple interest as a tenant in Comm in and to all of the Ccmm Area defined in Declaration referred to below and described in the OrAc ninium Plan ("plan") for Lot 1 of Tract No. 14828, which Plan was recorded on August 25, 1994 as Instrunent No. 94-0525335 of Official Records of Orange County, over Lot 1 of Tract No. 14828, in the City of Huntington Bead, County of orange, Stage of Cal ifornia, as per map filed in Bode 706, Pages 27 to 29 of Miscellaneous Maps, in the office of the Camty Recorder of said County. Ewxpting thereff = all oil, puler, asphalt, gas, minerals s and erd-er hydrec i n substances, as reserved in deed recorded August 16, 1921 in Book 401, Page 356 of Deeds, and in various other deeds of record. PAFC EL 2: PAFCEL 3: I cn�usive easaiients for access, ;Esc, ems, use, enjoyment, drainage, enCr0acnment, support, maintenarx::e, repaaxs and for other purposes, all as described in that certain Declaration of Covenants, Conditions and Restrictions and Reservaticti of Easements for Pacific Park Villas, recorded August w -nt No. • • • of Official. Records. • '•r91 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT State of California ss. County of Orange On r� A W� , before me, --------- Laura A. Nelson, Notary Public - Date ---- Name and Title of Officer (e.g., "Jane Doe, Notary Public") personally appeared ------------------------ David C. Biggs ----------------------------------------- Name(s) of Signer(s) LAURAA. NH50N C0Mff.Azm,�* ion # 1226066 NotCry PLA6c—CclftrriO orange county M Comrr. 6q*w Jul 23, 2DM L/ personally known to me ❑ proved to me on the basis of satisfactory evidence to be the person(c) whose name(s) is/aoe subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/l4e*/t4eir authorized capacity(ios), and that by his/her/t*eir signature(s) on the instrument the person(s), or the entity upon behalf of which the person(,@) acted, executed the instrument. WITNESS hand and official seal. -- Place Notary Seal Above Signature of Notary Public OPT NAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document: Full Reconveyance— Wesley Wong Document Date: April 2, 2001 Number of Pages: Signer(e4 Other Than Named Above: None Capacity(is®) Claimed by Signer Signer's Name: David C. Biggs 2 0 Individual 1111111=6 Top of thumb here 0 Corporate Officer — Title(s): 0 Partner — 0 Limited 0 General `o 0 Attorney in Fact 0 Trustee 0 Guardian or Conservator Director of Economic Development% d Other:i��,(�(`,, Signer Is Representing: City of Huntington Beach O 19W National Notary Association - 9350 De Soto Ave., P.O. Box 2402 • Chatsworth, CA 91313-2402 - www.nationelrotary.org Prod. No. 5907 Reorder: Call Tou-Free 1-80"76-M7 G:\LAURA\FORMS\ACKNOWLEDGEMENT CITY.DOC This document w-- electronically recorded by FIRSI %..,1ERICAN TITLE RECORDING RECUESTED UY FIASTAMERICAN TITLE INSURANCE C0h,,pAh'Y RECORDING REQUESTED BY AND WHEN RECORDED RETURN TO: The Redevelopment Agency of the City of Huntington Beach 2000 Main Street Huntington Beach, CA 92648 Attn: Agency Clerk . Recorded in Official Records,County of Orange Ga . L. Granville Clerk -Recorder �l��l� NO FEE � 20010020068 03:54pm 01111101 105 59 DI A36 20 po 0.00 0.00 0.00 0.00 0.00 0.00 0.00 — � ,,� I [Space above this line for Recorder's use.] This document is exempt from recording fees pursuant to Government Code Section 6103. DEED OF TRUST WITH ASSIGNMENT OF RENTS THIS DEED OF TRUST is made this 16th day of November , 2000, by and among STEPHEN J. HUGHES, whose address is 7861 Happy Dr., #202 (the "Trustor") and THE CITY OF HUNTINGTON BEACH, a municipal corporation (the "Trustee') and THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH, a public body corporate and politic (the "Beneficiary"), whose address is 2000 Main Street, Huntington Beach, California 92648. WITNESSETH: That Trustor Irrevocably Grants, Transfers and Assigns, to Trustee, in Trust, with Power of Sale, that property in the City of Huntington Beach, County of Orange, State of California, described Iegally 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 hereinailer given to and conferred upon Beneficiary to collect and apply such rents, issues, profits, and all sums of money payable on the purchase price of said property secured by a lien thereon or payable under any agreement. Page 1 of 16 4•'s:4-2000 Agree:llughes: Deed of Trust RLs 0a-945 11-8-00 A. FOR THE PURPOSE OF SECURING: 1. Payment of the stem of Thirty-five Thousand and no/l00 Dollars (535,000.00) with interest thereon according to the terms of a Promissory Note of even date herewith, made by Trustor, payable to the order of the Beneficiary and extensions or renewals thereof. 2. Payment of such additional sums with interest thereon as: (a) may be hereafter borrowed from the Beneficiary by the then record owner or owners of said property when evidenced by another Promissory Note or Notes, or (b) as may be added to the indebtedness secured hereby in accordance with the provision of this Deed of Trust. 3. Performance of each and every obligation, covenant, promise or agreement of Trustor contained herein in the Loan Agreement between Beneficiary and Trustor dated November is , 2000, and in that certain Affordable Housing Agreement currently recorded on the property, 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 with 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, furnishing 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 character or use of said property may be reasonably n.%-essary; to promptly pay all amounts due Page 2 or 16 410-200o AgrecAughes: Dccd of Trust RLS 00.945 11-8-00 others upon agreements of lease or conditional sale of all fixtures, furnishing 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 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 (1 S) 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 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 famished 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 maybe 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 Dced of Trust specifically requests Beneficiary to obtain such insurance and Beneficiary, without obligation to do so, without notice to or demand upon Trustor and without releasing Trustor from any obligation hereof, may obtain such insurance through or from any insurance agency or company acceptable to it, pay the premium thereof, and may add the amount thereof to the indebtedness secured hereby, which amount shall bear alike rate of interest. Beneficiary may furnish to any insurance agency or company, or any other person, any information contained in or extracted from any insurance policy delivered to Beneficiary pursuant hereto and any information concerning the loan secured hereby. Neither Trustee nor Beneficiary shall be responsible for such insurance or for the collection of any insurance monies, or for any insolvency of any insurer or insurance undernvriter. 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 Page 3 of l6 4.'s:4-2000 Agrm llughcs: Dccd of Trust RLS 00-045 11-8-00 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 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 to 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, (f) for any statement regarding the obligation secured hereby any amount demanded by Beneficiary not to exceed the maximum allowed by law thereof at the time when such request is made, (g) such other charges for services rendered by Beneficiary and furnished at 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 pays such tax in the manner required by such law. Should Trustor fail to make any 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 Page 4 of 16 4/s:4-2000 Agree:l lughm: Deed of Trust RI.S 00-945 11-8-00 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 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 Decd 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 is 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, or 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. 8. 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. Page 5 of 16 4.'s:4-2000 Agree:llughes: Deed of Trust R1-S 00-945 11-9-00 10. That at any time, or from time to time, without liability of the Beneficiary or Trustee thereof, and whether notice, upon written request of Beneficiary and presentation of this Deed of Trust and any Note secured hereby for endorsement, and without affecting the personal liability of any person for payment of the indebtedness secured hereby, or the lien of the Deed of Trust upon the remainder of said property for the full amount of the indebtedness then or thereafter secured hereby, or the rights or powers of Beneficiary or the Trustee with respect to the remainder of said property, Trustee may: (a) reconvey any part of said property, (b) consent to the making of any map or plat thereof, (c) join in granting any easement thereon, (d) join in any agreement subordinating the lien or charge hereof. 11. That the lien hereof shall remain in full force and effect during any postponement or extension of time of payment of the indebtedness secured hereby, or any part thereof. 12. That, upon written request of Beneficiary stating that all sums secured hereby have been paid, and upon surrender of this Deed of Trust and said Note or Notes to Trustee for cancellation and retention, and upon payment of its fees, Trustee shall reconvey, without warranty, the property then held hereunder. The recitals in such reconveyance of any matters of fact shall be conclusive of the truthfulness thereof. The grantee in such reconveyance may be described as "the person or persons legally entitled thereto." Such request and reconveyance shall operate as re -assignment of the rents, issues, royalties and profits assigned to Beneficiary. Five (5) years after issuance of such full reconveyance, Trustee may destroy said Note and his 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, Page 6 of 15 4AA-2000 Agrce:llughm peed of Trust RLS 00-945 11-8.00 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&fault has been delivered to Trustee and without regard to the adequacy of the security for the indebtedness secured hereby, either personally or by attorney or agent without bringing any action or proceeding, or by receiver to be appointed by the Court, enter into possession and hold, occupy, possess and enjoy the said property, make, cancel, enforce and modify leases, obtain and eject tenants, and set and modify rents and terms of rents, and to sue, and to take, receive and collect all or any part of the said rents, issues, and profits of the property affected hereby, and after paying such costs of maintenance, operation of said property, and of collection including reasonable attorneys' fees, as in its judgment it may deem proper, to apply the balance upon any indebtedness then secured hereby, the rents, issues, royalties and profits of said property being hereby assigned to Beneficiary for said purposes. The acceptance of such rents, issues, royalties and profits shall not constitute a waiver of any other right which Trustee or Beneficiary may enjoy under this Deed of Trust or under the laws of California. Failure of or discontinuance by Beneficiary at anytime, 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, %;-hen received by Beneficiary, shall be applied in reduction of the indebtedness secured hereby, from time to time, in such order as Beneficiary may determine. Nothing contained herein, nor the exercise of the right by Beneficiary to collect, shall be, or be construed to be, an affirmation by Beneficiary of any tenancy, lease or option, nor an assumption of liability under, nor subordination of the lien or charge of this Deed of Trust to, any such tenancy, lease or option. 14. That if the security of this Deed of Trust is a leasehold estate, the Trustor agrees that: (a) the term "Lease" as used herein shall mean the lease creating the "leasehold estate"; (b) Trustor shall not amend, change or modify his leasehold interest, or the Lease, or agree to do so, without the written consent of the Beneficiary; (c) Trustor will promptly advise Beneficiary regarding any notice, request or demand received by him from the lessor under the Lease and promptly furnish Beneficiary with a copy of any such notice, request or demand; (d) as long as any of the indebtedness secured hereby shall remain unpaid, unless the Beneficiary shall otherwise consent thereto in writing, the leasehold estate shall not merge with the fee title but shall always be kept separate and distinct, notwithstanding the union of said estates in any party; (e) Trustor agrees that it will promptly, strictly, and faithfully perform, fulfill, and comply with all covenants, agreements, terms, conditions and provisions under any lease affecting the premises and to neither do anything, nor to permit anything to be done which may cause modification or termination of any such lease or of the obligations of any lessee or person claiming through such lease or the rents provided for therein or the interest of the lessor or the Beneficiary therein or thereunder. Trustor further agrees he will not execute a Deed of Trust or mortgage which may be or become superior to any leasehold estate that is security for this Deed of Trust. In the event of a violation of any of the covenants set forth in this paragraph, Page 7 of 16 4:s:4-2000 Agrm l lughm. Deed of Trust RLS 00-945 11-8-00 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 Vote, if applicable, hereunder, and upon default by Trustor under the terms of any encumbrance, charge or lien which is or appears to be prior to 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 Iapse 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.) Afler 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 Iimitations 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 Page 8 of 16 4.'s:4.2000 Agree:llughes: Deed of Trust RLS 00-445 11-9-00 Trust. Such instrument must contain the name of the original Trustor, Trustee and Beneficiary hereunder, the book and page where this Deed of Trust is recorded. If notice of default shall have been recorded, this power of substitution cannot be exercised until after the costs, fees and expenses of the then acting Trustee shall have been paid to such Trustee, who shall endorse receipt thereof upon such instrument. The procedures herein provided for substitution of Trustee shall not be exclusive of other provisions for substitution provided by law. 18. That this Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. The term Beneficiary' shall mean the owner and holder, including pledge, of the Note secured hereby, whether or not names 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, at Beneficiary's request, monthly, on or before the 15th day of each month, a written operational report. Such operational report shall contain a brief but complete statement of the month'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 change, 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 lire 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 Vote 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 Tnlstor 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. Page 9 of 16 4.'s:4-2000 Agrec:Flughes: Deed or Trust R1S 00-945 1I-8.00 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. 24. Except as provided herein, the Loan and all interest accrued thereon shall be due and payable upon (1) sale or transfer to a Buyer not qualified to participate in the Beneficiary's Affordable Housing Loan Program or not approved by the Beneficiary ("Qualified Buyer"), or other disposition of the Property, including, without limitation, Iease, exchange or rent of any part of the Property, (ii) the refinancing of the First Mortgage for a loan amount in excess of the then current loan balance or for any authorization period longer than the Loan secured by the First Mortgage, or (iii) Trustor being in material default of any other obligation contained in this Agreement or any provision of the Affordable Housing Agreement or Covenant, as defined herein, recorded on the Property, or (iv) Trustor violates any condition of the Deed of Trust or Promissory Note, or (v) the death of Trustor (unless the Trustor's household, occupying the Property, contains more than one qualified participant in the affordable housing program pursuant to which this Loan is being made, and at least one qualified participant survives). At the request of Trustor, the Beneficiary may, in its sol: discretion, extend the term of the Loan. 25. The Property shall be used as the personal residence of Trustor and Trustor's immediate family and for no other purpose. Trustor shall not enter into an agreement for the rental or lease of the Property. 26. A. If Trustor fails to perform the covenants and agreements contained in this Deed of Trust, or there is a legal proceeding that may significantly affect Beneficiary's rights in the Property (such as a proceeding in bankruptcy, probate, for condemnation or forfeiture or to enforce laws or regulations), then Beneficiary may do and pay for whatever is necessary to protect the value of the Property and Beneficiary's rights in the Property. Beneficiary's actions may include paying any sums secured by a lien which has priority over this Deed of Trust, appearing in court, paying reasonable attorney's fees and entering on the Property to make repairs. Although Beneficiary may take action under this Section, Beneficiary does not have to do so. B. Any amount disbursed by Beneficiary under this section, shall become additional debt of Trustor secured by the Deed of Trust. Unless Trustor and Beneficiary agree to other terms of payment, these amounts shall bear interest from the date of disbursement at the highest rate permitted by low and shall be payable, with interest, upon notice from Beneficiary to TruStOr requesting payment. Page 10 of 16 4.'s:4-2000 Agreellughes: Deed of Trusl RLS 00-945 11-8.00 27. In the event that the Agency Loan becomes clue and payable prior to the thirtieth anniversary of the date of the Loan Agreement, Trustor shall pay to Beneficiary concurrent with the principal and accrued interest, 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 Sale Price and the Purchase Price (defined below) as follows: 1. Prior to fifth anniversary fifty percent (50%) of the Agency Deed of Trust: 2. After fifth anniversary but forty-eight percent prior to sixth anniversary: (48%) 3. After sixth anniversary but forty-six percent (46%) prior to seventh anniversary: 4. After seventh anniversary but forty-four percent (44°la) prior to eighth anniversary: 5. After eighth anniversary but forty-two percent (42%) prior to ninth anniversary 6. After ninth anniversary but forty percent (40%) prior to tenth anniversary: 7. After tenth anniversary but thirty-eight percent (38%) prior to eleventh anniversary: 8. After eleventh anniversary but thirty-six percent (36%) prior to twelfth anniversary: 9. Auer twelfth anniversary but thirty-four percent (34%) prior to thirteenth anniversary: 10. After thirteenth anniversary but thirty-two percent (32%) prior to fourteenth anniversary: 11. Alter fourteenth anniversary but thirty percent (30%) prior to fifteenth anniversary: 12. After fifteenth anniversary but twenty-eight percent (28%) prior to sixteenth anniversary: 13. After sixteenth anniversary but twenty-six percent (26%) prior to seventeenth anniversary: Page 11 of 10 41s:4-2000 Agree:I lughes: Deed of Trust RLS 40 945 11-M 14. After seventeenth anniversary but twenty-four percent (24%) prior to eighteenth anniversary 15. Aber eighteenth anniversary but twenty-two (22%) prior to nineteenth anniversary: 16. Auer nineteenth anniversary but twenty percent (20%) prior to twentieth anniversary: 17. After twentieth anniversary but eighteen percent (I S%) prior to twenty-first anniversary: IS. After twenty-first anniversary but sixteen percent (16%) prior to twenty-second anniversary: 19. After twenty-second anniversary but fourteen percent (14%) prior to twenty-third anniversary: 20. After twenty-third anniversary but twelve percent (12%) prior to twenty-fourth anniversary: 21. After twenty-fourth anniversary but ten percent (10%) prior to twenty-fifth anniversary: 22. After twenty-fifth anniversary but eight percent (8%) prior to twenty-sixth anniversary: 23. After twenty-sixth anniversary but six percent (6%) prior to twenty-seventh anniversary: 24. After twenty-seventh anniversary but four percent (4%) prior to twenty-eighth anniversary: 25. After twenty-eighth anniversary but hvo percent (2%) prior to twenty-ninth anniversary: 26. After ri%-enty-ninth anniversary btrt one percent (I%) prior to thirtieth anniversary: 27. After thirtieth anniversary: zero percent (01/o) The "Purchase Price" is the original purchase price paid by the Trustor to the Seller for Seller's interest in the Property, exclusive of escrow fees, title insurance costs, broker's commission, loan fees or any other closing or transaction costs. Page 12 of 16 4's:4-20D0 AgreeAughes: Used of Trust ILLS 00-945 11-8.00 The "Sales Price" is the price to be paid by the buyer of the Property (the "Buyer") 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. In the event of sale of the Property and at the election of the Beneficiary, the Beneficiary may appoint a certified, independent appraiser to conduct any appraisal of the Property, at Trustor's expense to assist the Beneficiary in determining if the Sales Price is at or near the fair market value of the Property at such time. If the Sales Price is determined by the appraisal to be three percent (3%) or more below the fair market value of the Property as estimated in said appraisal, then the "Sales Price" for purposes of determining the Equity Share Amount shall be the fair market value of the Property established in said appraisal. TRUSTOR ACKNOWLEDGES AND AGREES THAT IN THE EVENT THAT THE LOAN WHICH THE DEED OF TRUST SECURES BECOMES DUE AND PAYABLE PRIOR TO THE 30TH ANNIVERSARY OF THE LOAN AGREEMENT, TRUSTOR SHALL PAY TO BENEFICIARY AN EQUITY SHARE AMOUNT EQUAL TO A PERCENTAGE SHARE OF THE APPRECIATION OF THE PROPERTY AS CALCULATED PURSUANT TO THIS SECTION. THE BENEFICIARY ACKNOWLEDGES AND AGREES THAT TRUSTOR SHALL ONLY PAY THE EQUITY SHARE AMOUNT TO THE BENEFICIARY IF, AND ONLY IF, TRUSTOR FAILS TO ABIDE BY COVENANTS OR OTHERWISE FAILS TO COMPLY WITH THE PROVISIONS OF THIS AGREEMENT OR TRUSTOR SELLS THE PROPERTY TO A BUYER NOT QUALIFIED BY THE BENEFICIARY IN ACCORDANCE WITH PARAGRAPH "C" BELOW. TRUSTOR IfENEFICIARY The value of all capital improvements to the Property made while Trustor owned and occupied the Property shall be deducted from the Sales Price when calculating the Equity Share Amount, if Trustor complies with the following: The costs incurred by the Trustor for capital improvements shall be deducted from the Sales Price only if Trustor submits the following to the Beneficiary: (i) an itemized list of the improvements, (ii) reliable proof of completion of the improvements (as evidenced e.g., by final building permits or certificate of completion), and (iii) reliable evidence of the cost of the improvements and that Trustor paid those costs (as evidenced e.g., by an itemized invoice or receipt). Notwithstanding the foregoing, Trustor's obligation to pay the Equity Share Amount is subject to a superior right of Trustor, upon termination of the Beneficiary Loan, to receive repayment of money paid by the Trustor without Beneficiary assistance for purchase of the Property (including dot�m payment, installment payments of mortgage principal pursuant to the First Lien, escrow fees, transfer taxes, recording fees, brokerage commissions, and similar costs Page 13 of 16 41s:4-2000 Agm1fughes_ Deed of Trust RLS 00-945 11-" actually paid by the Trustor) and money paid by the Trustor for capital improvements to the Property. 28. Notwithstanding the provisions herein above, if the Property is sold by the Trustor to a Buyer of low or moderate income, as defined by Section 50093 of the California Health and Safety Code, or any provision of law which may be enacted in the future, replacing Section 50093 or the laNN which defines "low or moderate" income for the purposes of affordable housing, and approved by Beneficiary ("Eligible Person or Family"), and the Sales Price does not exceed an "affordable housing cost," as defined by Section 50052.5 of the California Health and Safety Code, to such Buyer, and the Buyer assumes the Trustor's loan, then no Equity Share Amount is due to the Beneficiary upon such sale. In order to verify the Buyer's status as an Eligible Person or Family, Trustor shall submit to the Beneficiary, together with the notice of proposed sale pursuant to the Loan Agreement, the identity of the proposed Buyer and adequate information evidencing the income of the proposed Buyer. Said income information shall include original or true copies of pay stubs, income tax records or other financial documents in order that the Beneficiary may determine and verify the household income of the proposed Buyer to determine Eligible Person or Family status and whether the Property is available to such Buyer at affordable housing cost. If the Beneficiary is unable to verify the Buyer's income as provided herein, then the Buyer's income shall be deemed to exceed the maximum allowable income limit for Eligible Persons and Families and the Equity Share Amount shall be due and payable concurrent with the repayment of the Note Amount plus interest. In the event that sale or transfer is made to an Eligible Person or Family, interest which has accrued at the time of the sale (upon close of escro«,) shall be due and payable. 29. The Beneficiary has found and declared that an economically feasible method of financing, refinancing or assisting first time homebuyers pursuant to the Program or substantially comparable terms and conditions without subordination is not reasonably available. Any first lien on the Property ("First Lien") held by an institutional lender or investor (the "Lender") shall be prior and superior to the Declaration of this Deed of Trust. Thus, in the event of foreclosure or deed in lieu of foreclosure of the First Deed of Trust, any provisions herein or any provisions in any other collateral agreement restricting the use of the Property shall have no further force or effect on subsequent owners or purchasers of the Property. Any person, including his successors or assigns (other than the Trustor or a related entity of the Trustor), receiving title to the Property through a foreclosure or deed in lieu of foreclosure of the First Deed of Trust shall receive title to the Property free and clear from such restrictions. 30. There shall be no discrimination against or segregation of any person, or group of persons, on account of race, color, creed, religion, sex, marital status, national origin, or ancestry, in the sale, lease, sublease, transfer, use, occupancy, tenure, or enjoyment of the Property, nor shall the Beneficiary itself or any person claiming under or through it establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees, or vendees of the City or any portion thereof. Page 14 of 16 4: s:4-2000 ASmcJ lughcs: Deed or Trust RLS 00-945 11-8-00 Trustor agrees it shall instruct the escrow holder for the acquisition of the Property by the Trustor that the order of recording in the escrow for the purchase of the Property by the Trustor shall occur as follows: I) the First Lien; 2) the Declaration of Covenants, Conditions & Restrictions for Affordable Housing; and 3) the Agency Deed of Trust. The Trustor shall cause a Request for Notice to be recorded on the Property subsequent to the recordation of the First and Second Liens, deeds of trust, or mortgages, requesting a statutory notice of default as set forth in the California Civil Code. Any notice which any party hereto may desire or be required to give 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 other such place as such parties hereto may designate in %%-riting. THE UNDERSIGNED TRUSTOR REQUESTS that a copy of any notice of default and of any notice of sale hereunder be mailed to himlhcr at his/her address hereinbefore set forth. TRUSTOR: Y/Wlen J. Hughes BENEFICIARY: The Redevelopment Agency of the City of Huntington Beach By Its Executive Director TRUSTEE: The City of Huntington Beach Its: City- Administrator APPROVED AS TO FORM: p r Agency Counsel r 246D Ir/L vW Page 15 of 10 4:s:4-2000 Ag=:I lughes: Deed of Trust M 00-945 11-8-00 CALIFORNIA ALL-PURP01 ACKNOWLEDGMENT State of County of'I On Ko 30t M"D before me, Uu- , A r N eJ S ev, r Dare rL Marne mnd Tme ofOffew (m g.. -Jane Dom. Wary Publ C) personally appeared . tit -s _ _ _ _ r iurne(s) of sgrb.m kao -proved to me on the basis of satisfactory evidence to be the person( whose name(�)dafe subscribed to the within instrument and acknowledged to me tharl0e Ww,hey executed the Uiame in , eir authorize capacityoesj, and that by 'kireir signatureN on the instrument the person(, or the entity upon behalf of which the person(ty acted, executed the instrument. Llorrnri.if>rf t 12ta0d6 ter ruo�—c�rom�o � Ossp Gang► CeSf+rn. JlA A �3 WITNESS my hand and official seal. LIX 5VWIure d Notary Putyc OPTIONAL Though the Information below is not required by law, it may prove vahmbfe to persons retying on the document and could prevent fraudulent removal and reattachment of this form to another document Description of Attached Document Title or Type of Document: buj_ el —A v- w-' AS�tS�nrno+ ''oC Document Date: 1� U t uo Number of Pages: Signer(s) Other Than Named Above:—rrL.b1 _ Capacity(ies) Claimed by Signer(s) Signer's Name: s e �-•� Individual ❑ Corporate Officer Title(s): ❑ Partner — ❑ Limited ❑ General ❑ Attomey-in-Fact ❑ Trustee _ ❑ Guardian or Conservator ❑ Other. Tcp of inumo here Signer Is Representing: vu ,V%4 Signer's Name: Individual Corporate Officer Title(s): Partner -- ❑ Limited Attomey-in-Fact Trustee Guardian or Co Xe Other Signer IyHepresenting: General TIP OT M nC here 0 IM Nabcod Notary Associabm. WW P*mrnM Ave-. P.O. Box 718A • Canoga Pads. CA 9t300-718/ Prod, Na. 5907 Ftwmor. Cal TOFFnm 1.100-876-W7 CALIFORNIA ALL-PURPO6 ACKNOWLEDGMENT A4--) State of County of On b�G before me, A • Udsgn j -�JQ _ _ L Date Name and Tots d Off-w je g..'Ja-e Dos, Ndary P%Owc personally appeared 1 t L!u r Planets) of srgnerjp PQersonally known to me - ^ pm3terl M z.,11slactozy evideme to be the person( whose ramem) c re subscribed to the within instrument and acknowledged to me that ►5sheAhQ executed the same in oeiA� authorized capacity(k4 and that by i r "ir signature($) on the instrument the person(! -kb or the entity upon behalf of which the person(4acted, executed the instrument. tax NnSON �i s t� WITNESS my hand and official seal. Otx>.tj�e �+tM carom. 6apYtss 1W xL x43 (.. yam- /� / sgnatu*s d Wo,ay PuCtrC OPTIONAL Though the information below is not required by law, it may prove valuible to persons reVng on the document and could prevent fraudulent removal and reattachment of Phis form to another document Description of Attached Document Title or Type of Document: bad. IY, fntS " wt)lt Document Date: (` 1 �-G`� -� Number of Pages: Signer(s) Other Than Named Above: -t hevr , •S Capacity(ies) Claimed by Slgner(s) Signer's Name: ❑ Individual ❑ Corporate Officer Ttle(s): ❑ Partner — ❑ Limited ❑ Attomey-in-Fact ❑ Trustee ❑ Guardian or Consery `;-' Other. - 0,&- AA ❑ General Signer Is Representing: {'f d 4u.wt,,► Top of thutllb ftere Signer's Name: Individual Corporate Officer Title(s): Partner — ❑ Limited Attomey-in-Fact Trustee Guardian or Consery Other; i Signer Is Representing: ❑G WN C:iglii . TOP of M Mhb here 0 1995 NaWat Notary Associs ion • 8236 Reawnet Ave.. P.O.6ox 7164 • Canoga Park. CA 913D9 M4 Prod. Na 5907 Reorder Cam To4f ree 1-B048764W CALIF,ORNiA ALL-PURPO ACKNOWLEDGMENT State of County of lYY� + On g �� 2UtN before me, _ A • Ndsm Iua C., , Dale r} r, Name u+a rme a 0ltrar ce 4-. "re Doe, 01C) personally appeared Itamnls; 01 s +"s) >$ersonally known to me — OR — ^ proved In m n on th&basiseffitis to be the person(} whose ramejsawe subscribeq to the within instrument and acknowledged to me thatch /s33crtfzey executed the same in ahark eifauthorized capacity(ierr}, and that by 1 si hemI . signature (s} on the instrument the person(a4, or the entity upon behalf of which the person(t; acted, executed the instrument. uuloAtiNVLSM CpHMUlart# T WITNESS my hand and official seal. Nolayt ftdMC—CCjVrjo orome_ I�. � ca�� r S"twe d Notary Pt#c OPTIONAL Though the information below is not required by law, it may prove va.uible to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document: PS§i.��'Yti►�^} �- e&V_ '3 16 Document Date: 1(I V 1 "L�U Number of Pages: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: _e: t� t, e ❑ Individual ❑ Corporate Officer Title(s): ❑ Partner — ❑ limited ❑ General ❑ Attorney -in -Fact ❑ Trustee ❑ Guardian or Conservator, -` ?9 Other: FXeULAk1=C6L' TOP a thumb here W,. Signer Is Representing: �\ S:cner's Name: Individual Corporate Officer Title(s): Partner — ❑ Limited Attorney -in -Fact Trustee Guardian or Co /ery Other: Signer TOP 01 thumb here Im 1995 National Notary Association - UM P& rnet Ave., P.O. Box 7184 • Canoga Parts. CA 91309-71 B4 Prat. No. 5907 Reorw Cal Tol Fr" 1400-97&W7 AltaP" �✓ k�.) oR-2006591 language Commimmi TLTLE OFFICER — RIZ.Z.A WALKER ALL THATCERTAIN LAND SITUATED IN TILE STATE OF CALIFORNIA, COUNTY OF ORANGE, CITY OF HUNTINGTON BEACI1, DESCRIBED AS FOLLOWS: A CONDOMINIUM COMPRISED OF PARCELI: AN UNDIVIDED ONE/nVENTY-SECOND (1/22) FEE SaIPLE INTEREST AS A TENANT IN CO�i.NION IN AND TO THE COMMON AREA DEFINED IN TIIE DECLARATION REFERRED TO BELOW AND DESCRIBED IN TIIE CONDOMINILW PLAN ("PLAN'), UTIICII PLAN WAS RECORDED AUGUST 25, 1994 AS INSTRUMENT NO. 94-0525335 OF OFFICIAL RECORDS OF ORANGE COUNTY, CALIFOFNIA, OVER LOT l OF TRACT NO. 14828, AS SIIOWN ON A AIAP RECORDED 1N BOOK 706, PAGES 27, 2S AND 29 OF MISCELLANEOUS MAPS, RECORDS OF SAID ORANGE COUNTY. _. PARCEL 2: LNIT NO. 4, CONSISTING OF CERTAIN AIRSPACE AND SURFACE ELEMENTS, AS SHOWN AND DESCRIBED IN THE PLAN. PARCEL 3: NON-EXCLUSIVE EASEMENTS FOR ACCESS, INGRESS, EGRESS, USE, EN10Yi`IENT, DRAINAGE, ENCROACHMENT, MAINTENANCE AND REPAIRS, ALL AS DESCRIBED IN THAT CERTAIN DECLARATION OF COVENANTS, CONDITION'S AND RESTRICTIONS AND RESERVATION OF EASEMENTS FOR PACIFIC PARK VILLAS RECORDED AUGUST 25, 1994 AS INSTRUMENT NO. 94-0525336 OF OFFICIAL RECORDS OF ORANGE COUNTY, CALIFORNIA. PARCEL 4: EXCLUSIVE USE EASEMENTS APPURTENANT TO PARCELS 1 AND 2 ABOVE, FOR BALCONY OR PATIO PURPOSES, AS APPLICABLE, AS DEPICTED AND ASSIGNED ON THE PLAN. PAGE e rfff) CITY OF HUNTINGTON BEACH LJInter -Office Communication Economic Development Department DATE June 12, 2000 TO Gus Duran, HousingMedevelopment 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 1" Tune Home -Buyers Program and one additional applicant for the RDA 1st 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 Tune 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 ey doc to One loan OVallace) 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 F:DA 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. Ho_ang for overpayment, reducing the loan repayment to $,13,092.23. These loans accrue simple interest at 5%, due acid 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 Kreek, Economic Development Steve Holtz, Development Specialist GloyceAntermemo Reconvey.doe a 4T 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) Canllo, Ann $ 35,000 7861 Happy Drive, #102 Lawrence, James and Jeanette $ 35,000 18051 Joyful Lane, #16 Wong, Wesley Chi $ 35,000 7681 Happy Drive, #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 $ 35,000 18051 Joyful Lane, #104 Weinfeld, Julie Peltier, Edward Wallace, Barbara Jo Murch, Gregory Krueck, Deborah Osterhoudt, Robert and Kathy $ 35,000 18061 Joyful Lane, #205 $ 35,000 7871 Happy Drive, #201 $ 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 97-03 (5-14-97) RDA 97-04 (7-23-97) RDA 7-21-97 Vk Hosseinali, Faroukh $ 35,000 18061 Joyful Lane, #201 Forchine, Richard $ 35,000 l ft TIME BUYER ASSISTANCE ($400,000 RDA) 1805I Joyful Lane, #201 944 (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 (RDA 1-18-94) 94-6 (2-11-94) Dieckmeyer, Barbara $ 23,000 (RDA 2-22-94) 94-8 (2-11-94) Otto, TJShorb R. $ 23,000 (RDA 1-18-94) 94-10 (2-11-94) Hoang, Tam $ 23,000 (RDA 2-22-94) 94-11 (5-18-94) Bastou, Valerie $ 25,000 (RDA 5-18-94 94-12 (5-18-94) Quick La Reine, Teresa $ 25,000 (RDA 5-18-94) 94-13 (6-23-94) Melvin, Patrick $ 35,000 (RDA 6-20-94) 94-14 (7-27-94) Rivera, Hector &: War - $ 25,000 (RDA 7-18-94) 94-17 (10-4-94) Griffen, Olga Christina $225,000 _ (RDA 9-19-94) S 243,717 409 Utica Avenue #C-32 409 Utica Avenue'NB-21 409 Utica Avenue #A 7 409 Utica Avenue #D-37 409 Utica Avenue #D43 409.Utica Avenue #A-9 409 Utica Avenue #D-39 409 Utica Avenue #A5 409 Utica Avenue #C-23 Groycellntemxmo Reconvey.doc 0 J. e" O' MUWINCTON #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 Pacific Para Villas- —.._. — __� _-.---._..__�.�.. _..., ._.- CoUnciilAgency Loan No. _ Name Property Address . Amount Date 195-01 Carillo, Ana 7861 Happy Drive #102 92648 35,000 _ r 11319� 95-02 Lawrence, James/Jeanette 18051 Joyful Lane #101A 92648 - 35,000 _ 113195 Wong, Wesley 35,000 _ — 113195 95-03 7861 Happry Drive #202 92648 / 95-04 Hocker, Christopher & Vandereb. Gayle 7861 Happy Drive #101 92648 35,000 113195 95-06 . .. ...._............._ - _ Rivera, Victor & Burgess, Debra ., ...... ._ 18061 Joyful Lane #104 92648 35.000 4/3195 96-01 �/ ..._..._ ....__ .._.. ..... _.....7871.. Heckethome, SeanlJacquefyn _H..__ .. Drive_ ._._ .... .. app._y #102_.92648.. 1/16196 Margolis, Peter 96-02 1805l Joyful Lane #104 92648-_� _35.000_ 35.000 _ _ — 314/96 - 96-03 �� -� Wenfeld, Julie ^ 18061 Joyful Lane #205 92648 _ _ 35,000 _ .� _ �411196 96-04 35,000 7115196 Peltier, Edward 7871 Happy Drive #201 92648_ 96-05 ,% _ _ _ _ Wallace, Barbara Jo 18051 Joyful Lane #205 92648 35,000 8/5196 OG _ 96-06 Murch, Gr egory s. __._._._. 18051 Joyful ne #102 9264 La 35,000 815196 _. 97-01 _. .._..,_...._. _ ..... ._.. Krueck, Deborah J. _ .. _._.. _ ...._a 18061 Joyful Lane #103 92648 35.000 _ 97-02 Osterhauelt, Robert/Kathy 18061 Joyful Lane #102 92648 _ _ 35,000 _11_21197 r 4130197 97-03 _ _ 18061 Joyful Lane #201 92648 Hosseinali, Faroukh _r 35,000 _ 515197 97-04 35,000 _ 711197 Torchione. Richard 18051 Joyful Lane #201 92648 0 e N . Q J� CITY OF HUNTINGTON BEACH Inter -Department Communication TO: Gus Duran, Economic Development FROM: Gail Hutton, City Attorney DATE: June 1,1999 SUBJECT: Determination of Loan Forgiveness RLS 99-359 INDEX: BACKGROUND You have asked for a determination of whether several loans made by the City of Community Development Block Grant funds, for the first tune home buyer do%Nli payment assistance program, are forgivable. ISSUE Are the nine loans forgivable? ANSWER Yes, if they were funded with the first $100,000 appropriated for this program. ANALYSIS As part of the 1993-94 CDBG program the City Council approved S 100,000 as a pilot program to provide down payment assistance to moderate income households. We have reviewed several RCAs submitted by your department to the City Council for implementation of this program. The RCAs we reviewed were the originals in the City Clerk's office. From our review of these documents, we have developed the following chronology: 10/25/93: 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 attachedhereto as Attachment 1). Vs-4.99%lemos:auran527 11/15/93: The City Council was requested to approve and additional S100,000 in CDBG funds for the program. The Council deferred the item to December 6, 1993. (RCA attached hereto as Attachment 2). - 1216/93: 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 S10,000, and increased the amount for participant Nicholas Kormeluk from $8,600 to S 10,600. (RCA attached hereto as Attachment 4.) 12/20/93, Item F-2: The City Council approved an additional S 100,000 for the program, but changed the program to require repayrrient 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 $61,952? The second important document attached to this RCA is the list of "Pending Participants." It shows eight more participants in the total amount of$59,100. 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. 1/3194: The City Council approved three more participants in the original, non -repayment program: Judy Young, Treva Love, and EIlen Ommondson, in the total amount of S31,000. When added to the previously committed amount of $73,952, the total amount of funds committed is S 104,952. This exceeds the original S 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 $100,000 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 $100,000 appropriation. Clearly, then, the loans made to Culiaciati, Taban, Sutherland, Schmaderer Kanarski, Dixson and Kormeluk are forgivable, because they were funded using $73,952 of the first S100,000 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 S31,000. Thus, a small portion of the funds used for these Note that an attachment to this RCA lists ten approved participants. Since the dates listed are after the Council meeting of 1216/93, 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 Dixson for 510,000, and an additional S2000 for Kormeluk. Thus the amount committed from the original S 100,000 was actually 573,952. 2 4/s:4-99%1mws:Duran327 participants must have come from the second 5100,000, which the Council appropriated with the condition that the loans be repaid, not forgiven. CONCLUSION There are two conflicting Council actions. The Council's intent was to include participants Young, Love and Omrnondson in the original, forgivable loan program. However, it appears that a portion of the funds actually used for the loans to Young, Love and Ommondson were from the second appropriation of funds, which included a repayment condition. Therefore, we recommend that the Council clarify this conflict by approval of an RCA that forgives the loans made to Young, Love and Ommondson. al�� Gail Hutton . City Attorney 3 4's:4-99,%temos:Duran327 V Council/Agency Meeting Held:..S-17-g2 Deterred/Continued to: �«< gApproved ❑ Conditionally Approved O Denied City Clerk's ignature C. 8,0 ,, r Council Meeting Date: May 17. 1999 Department ID Number: ED 99-29 IAr CITY OF HUNTINGTON BEACH REQUEST FOR REDEVELOPMENT AGENCY ACTION SUBMITTED TO: HONORABLE CHAIRMAN AND REDEVELOPMENT AGENCY MEMBERS -..ryr SUBMITTED BY: RAY SILVER, Executive Directo PREPARED BY: DAVID C. BIGGS, Economic Development Director V > 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). REQUEST FOR REDEVELOPMENT AGENCY ACTION MEETING DATE: May 17,1999 DEPARTMENT ID NUMBER: ED 99-29 Alternative Action(st: The Redevelopment Agency can retain the authority to approve the transferability of each and every Down Payment Assistance Loan made on this project. The number of loans originated for this project was 16 loans. This means that each and every time, Agency staff will have to prepare a Request for Agency Action, thereby increasing staff time and costs. It will also delay the ability the sellers and buyers to close escrow quickly. In some cases the delays could cause undue hardship and cause the sale of properties to fall out of escrow. Analysis: In 1996, the Redevelopment Agency made 15 Down Payment Assistance Loans to 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 lo-ry 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 Attachment(s): 1. J City Attorney's Office Memorandum. 2. I Sample Loan Documents. 3. List of Down Payment Assistance at Pacific Park Villas. RCA Author: Gus Duran X1529 RCAPPV.DDC -2- 05105199 9:34 AM uliv Hiivrnev 5 uIllue iviernuranuum ATTACHMENT #1 FOB CITY OF HUNTINGTON BEACH Inter -Department Communication TO: David Biggs, Director of Economic Development FR041: 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 I8 of the Loan Agreement. 2. What are the income limits for purchasers? A. No greater than 120% of median income (moderate income) pursuant to'Section 9 of the Loan Agreement. 3. Does the ne►v 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. Please contact me if you have any further questions. Gail Hutton City Attorney 41sA-9'Mcff o-..SjS&S426 CITY OF HUNTINGTON BEACH Inter -Office Communication Economic Development Department TO Gail Hutton, Cih Attorney Paul D'Alessandro, Deputy City Attorney FROM David C Biggs, Director of Economic Development DATE April 20, 1999 SUBJECT First Time Home Buy er Loan for Barbara Jo Wallace Yesterday, April 19, 1999, Gus Duran, the Department's Housing and Redevelopment Manager met with Ms Barbara Jo Wallace, her real estate agent and other property owners of the Pacific Park Villas project to discuss their concerns regarding First Time Homebuyer loans made to them by the Redevelopment Agency As you may recall, at a previous City Council meeting, fir Bob Osterhoudt made a plea to the City Council requesting assistance for the property owners of this complex In addition, Ms Wallace has written to the Mayor and the City Attorney (April 2, 1999) requesting the Redevelopment Agency's assistance in resolving her needs to sell her property with the Agency's assistance The Economic Development Department is ready and willing to help Ms Wallace and the other property owners sell their homes, as they need to move on with their lives when they desire, but we are in need of a legal opinion regarding the following issues Is the loan made to Ms Wallace, which is sumlar to those made to the other buyers of Pacific Park Villas, transferable? 2 What are the income limit requirements for the purchasers of these homes when a property owner sells his/her home? (See attached 1999 Orange County Affordable Housing Worksheet issued by the law firm of Stradling, Yocca, Carlson & Rauth ) 3 Does a new buyer need to meet the income requirements established m the CC & R's? 420/99 Gus Duran Houdev WALLACE 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 ,alue" does not exceed 5% per year9 6 Should the "Equity" be calculated minus the selling expenses (See Section 4A of Loan Agreement)9 We are requesting an immediate opinion on these issues, as Ms Wallace has already purchased a home in the State of Washington and has a pending sale of her property in Huntington Beach in the works, subject to the Agency's determination on these issues At the moment, her pending sale is being held up because neither the seller, nor the buyer knows what to do with the information on the note and deed of trust, or the 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 4120/99 Gus Duran Houdev WALLACE Sample Loan Documents ATTACHMENT #2 LOAN AGREEMENT THIS LOAN AGREEMENT (the "Agreement") is made this 5-tf,_ day of 19 _ 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 120S/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 (tile "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 TIDIPO FSCRM, INC., A CALIFORNIA CCRPa=ICN (the "Escrow Agent") (Escrow No. 9442—e . 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 of 8 4�s'(i:4-9G-Abscc:W allacc:lusnsgrec RU 96-323 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 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'ail applicable federal, state and local laws. 3. Due on Sale Transfer or Refinancing. Participant agrees to notify the Agency not less than thirty (30) days prior to (i) the sale or transfer of the Property or (ii) any refinancing of the lien of the Agency Deed of Trust or any lien to which the lien of the Agency Deed of Trust is subordinate (the "First Mortgage"). The Agency Loan and all interest accrued thereon shall be due and payable upon (i) such sale or transfer, (ii) the refinancing of the First Mortgage for a loan amount in excess of the then current loan balance or for an amortization period longer than the loan secured by the First Mortgage, or (iii) Participant is no longer an occupant of the Property pursuant to Section 5 of this Agreement or is in material default of any other obligation pursuant to this Agreement. At the request'of Participant, the Agency may, in its sole discretion, waive the requirements of this Section 3 and extend the term of the Agency Loan. 4. Equity Sharing. In the event that the Agency Loan becomes due and payable prior to the thirtieth anniversary of the date of this Agreement, Participant shall pay to Agency concurrently with such sale, transfer or refinancing, an amount equal to the "Equity Share Amount." The Equity Share Amount shall be determined by applying a percentage factor (the "Applicable Factor") to the difference between the Sates 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�s�CF:4.9G-Agrcc: W ailaec:foanagnc R1S 9G-523 MUM S. Amer eighth anniversary but prior to ninth anniversary: G. After ninth anniversary but prior to tenth anniversary: 7. After tenth anniversary but prior to eleventh anniversary: B. 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: 19. 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 4`3.0:4 9G-Agtee:Wallace:loanagree R L i 96-521 T12OG forty two percent (42%) forty percent (40%) thirty-eight percent (38016) thirty-six percent (36%) thirty-four percent (34%) thirty-two percent (32%) thirty percent (30°/a) twenty-eight percent (28%) twenty-six percent (26%) twenty-four percent (24%) twenty-two percent (22%) twenty percent (20%) eighteen percent (18%) sixteen percent (16%) fourteen percent (14%) 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 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 (m) 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 4\s\C, 4 96 Agrcc Wallacc loanagrcc 111,S96523 7/26/96 A. Equity Share Up -on -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 I20% 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 bare Up -on Refinancing or Failure to Occu . 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. Tbe_!ASency shall appoint a certified, independent,'appraiser to conduct an a raisal of the Pro ert at Partici ant's ex erase and Par`�'i`eipant ag'r""des t at in such event the Equity Share Amount shall be the Applicable Factor multiplied by the difference between the Purchase Price and the appraised value of the Property as of the time of such refinancing. This Agreement shall be terminated upon the Participant's repayment of the Agency Loan and payment of the Equity Share Amount as provided in this Agreement. C. Expiration of Equity Share Obligation. In the event the Participant does not sell or transfer the Property, does not fail to occupy the Property, does not refinance, or is not in material breach of any other provision ofth:s 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 x4'ill be true, correct and complete. Participant acknowledges that the Agency is relying upon Participant's representations that Participant's income does not exceed I20% of the area median income and would not have entered this Agreement if Participant's income exceeded I20% of the area median 'income. 7. Lpan Servicing. The Agency may contract with a private lender to originate and service the Agency Loan. S. 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 Loan Agreement Page 5 of 8 ,V4'4.4.96-Agrcc:Watizcc:laanagrcc IMS 96-323 7/26196 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 (31/4) 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. Qovenants. Participant and the Agency shall execute and have recorded in the Official Records of Orange County, California, a "D.-claration 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 diligencd. 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 41sNG',4 -9G-Agrcc:Wallacc:loanagrcc RI S 9G-323 7126196 (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 Restri.-:ions 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. Governinq Law. This Agreement shall be governed by the laws of the State of California. Any legal action brought under this Agreement must be instituted in the Superior Court of the County of Orange, State of California, in an appropriate municipal court in that county, or in the Federal District Court in the Central District of California. 16. Amendment of Agreement. No modification, rescission, waiver, release or amendment of any provision of this Agreement shall be made except by a written agreement executed by the Participant and Agency. 17. Agency May_Assignn. 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 maybe 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 A reement. 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 & <s'C's:4-7G-Agjcc:W aRltcc:4osaagscc k! S 76-523 7/2G.'9G agreements between the Agency and the Participant concerning all or any part of the subject matter of this Agreement IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year written below PARTICIPANT" Date AUGUST 13, 1996 19 By BARBARA JO WALLACE Date Date i ATTEST Printed Name 19 By 19 FOR 1� �� •'WA '/ Agency Clerk REVIEWED AND APPROVED r Execute a erector Printed Name By Printed Name THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH, a public body corporate and politic By Chairman APPROVED AS TO FORM Agency Counsel INITIATED AND APPROVED Aodc W Direcof Economic evelopment Loan Agreement Page 8 of 8 4\s\G 4 96 Agree Wallace loanagrcc RI.S 96 523 7/26196 EXHIBIT A LEGAL DESCRIPTION OF PROPERTY PARCEL 1: ` An undivided one twenty second (1l22) fee simple interest as a tenant in coirnon in and to i 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 Flan 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 t1aps, in the office of the county Recorder of said County. Excepting therefrom all oil, petroleum, asphaltum, gas, minerals and other hydrocarbon , substances, as reserved in deed recorded August 16, 1921 in Book 401, Page 356 of Deeds, and in various other deeds of record. PARCEL 2: Unit tto, 22 consisting of certain airspace and surface elements, as shown and described in i the condominium Plan referred to in Parcel 1 above. Parcel 3t 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 tto. 94-0525336 Of official Records. Farcel 4: Exclusive easements appurtenant to Parcels 1 and 2 referred to above, for balcony or patio purposes, over the areas:defined, depicted and assigned on the Plan. Exhibit A to Loan Agreement page i of I 4%s%Agcc:Ntu6oii::ridtibitAa7ncr')c 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 0 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 4ks%4 96Agrcc Wallacc Cxhibiti3 RLS 96 523 7/26/96 r 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. C. Loan_ meement 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 AUGUST 5, , 19 9+; (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 mote, 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. 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. $. Maker Assignment Prohibited In no event shall Maker assign or transfer any portion of this Agreement without the prior express written consent orthe 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' Fee and Costs In the event that any action is instituted to enforce payment under this Promissory Note, the Maker promises to pay such sums as a court may fix for court costs and reasonable attorneys' fees. 10. 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 Loan Agreement Page 2 of 3 4VA-96AgrmW allace:L• xhibitil R[ 4 94421 712GPJ(P 11. Successors Bound' This Promissory Note shall be binding upon the parties hereto and their respective heirs, successors and assigns. By: /t r (" 'CL{GLC t!' Printed Name: BARBARA Jo WALLA, By: Printed Name: By: Printed Name: "Exhibit B" to Loan Agreement Page 3 of 3 41s'v4-96Agrcc:W altace:r xhibitl3 RL4 96-323 71206 RECORDING REQUESTER BY } AND WHEN RECORDED RETURN TO: ) Redevelopment Agency of the City of ) Huntington Beach ) 2000 Main Street ) Huntington Beach, California 92648 ) Attn: Agency Clerk ) [Space AW%-e This Line For Recorde s Uze.1 This document is exempt from' recording fees pursuant to Government Code Section 6103. DEED OF TRUST WITH ASSI NMENTS QF RENTS THIS DEED OF TRUST is made this spi day of AUG. , 19 96, by and among BARBARA JO WALLACE, whose address is I905I Joyful Lane, f,205, Huntington Beach, California (the "Trustor") and THE CITY OF HUNTINGTON BEACH, a municipal corporation (the "Trustee") and THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH, a public body corporate and politic (the "BENEFICIARY"), whose address is 2000 Main Street, Huntington Beach, California 92648. WITNESSETH: That Trustor Irrevocably Grants, Transfers and Assigns, to Trustee, in Trust, with Power of Sale, that property in the City of Huntington Beach, County of Orange, State of California, described legally in the Legal Description attached hereto as Exhibit "A" and incorporated herein. TOGETHER WITH: (a) all buildings, improvements and fixtures, now or hereafter placed thereon, it being understood and agreed that all classes of property attached or unattached used in connection herewith shall be deemed fixtures, (b) rents, issues and profits thereof, (c) any water rights and/or stock are appurtenant or pertain to said land, and (d) all sums of money payable on the purchase price of said property secured by a lien thereon or payable under any agreement for the sale thereof, SUBJECT, HOWEVER, to the right, power and authority her6hafter 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 �Cs%GA-96agrmWat{acc:ExS WIC RLS 9G-S21 7126M6 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) maybe hereafter borrowed from the Beneficiary by the then record owner or owners of said property when evidenced by another Promissory Note or Notes, or (b) as may be added to the indebtedness secured hereby in accordance with the provision of this Deed of Trust. 3. Performance of each and every obligation, covenant, promise or agreement of Trustor contained herein in the Loan Agreement between Beneficiary and Trustor dated AUWST 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, suffer or permit any act upon such property in violation of the law; and to paint, cultivate, irrigate, fertilize, fumigate, prune, and do all other acts that from the character or use of said property may be reasonably necessary; to promptly pay all amounts due others upon agreements of lease or conditional sale of all fixtures, furnishings and equipment located thereon. If the loan secured hereby or any part thereof is being obtained or should any additional loan be made hereafter for the purpose of financing rehabilitation improvements on said property, Trustor further agrees, anything in this Deed of Trust to the contrary notwithstanding; "Exhibit C" to Loan Agreement Page 2 of 15 41s%G:4-9G3gree:Wallacc:L• xliibitC ltl S 96-313 7l2G19G (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 en the rehabilitation of sucF 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 al: 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 Bled of record against the property; (0 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 sliall 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 ror 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 sNG:4.9Gagree: Wallace: CxhibitC R1S 9G-523 712Gr7G 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 to or demand upon Trustor and without releasing Trustor from any obligation hereof, may (a) make or do the same in such manner and to such extent as either may deem necessary to protect the security hereof, Beneficiary or Trustee being authorized to enter upon said property for such purposes (b) commence, appear in, or defend any action or proceeding purporting to affect the security hereof or the property covered by this Deed of Trust, or the rights or powers of Beneficiary or Trustee (c) pay, purchase contest or compromise any encumbrance, charge or lien which in the judgment of either is or appears to be prior or superior hereto and (d) in exercising any such powers, pay necessary expenses, employ counsel and pay his reasonable fees Trustor agrees to repay any amount so expended on demand of Beneficiary, and any amount so "Exhibit C" to Loan Agreement Page 4 of 15 4's%G 4 96agrcc Wallace CxhibaC lil S 96 521 7/26/96 expended may be added by Beneficiary to the indebtedness secured hereby and shall bear a like rate of interest, S. 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 tray appear by virtue of being made a party defendant or otherwise irrespective of whether the interest of Benefiziary 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. b. 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. T. That, should the Trustor or any successor in interest to Trustor in such property drift 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_ 8. 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 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 5of15 4\P.G:4-96agrcc:wallacc: L• xhibilC itt.s 96.52) Tr2M V 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, 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 ofdefault has been delivered to Trustee and without regard to declaration of default has been delivered to Trustee and without regard to the adequacy of the security for the indebtedness secured hereby, either personally or by attorney or agent without bringing any action or proceeding, or by receiver "Exhibit C" to Loan Agreement Page G of 15 4h%0:4.96agrce:w211acc:l:xltibilC RUS 9L-323 W W96 to be appointed by the Court, enter into possession and hold, occupy, possess and enjoy the said property, make cancel, dnforce and modify leases, obtain and eject tenants, and set and modify rents and terms of rents, and to sue, and to 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 la%vs of California. Failure of or discontinuance by Beneficiary at any time, or from time to time, to collect any such rents, issues, royalties or profits shall not in any manner affect the subsequent enforcement by Beneficiary of the right, power and authority to collect the same. The receipt and application by said Beneficiary of all such rents, issues, royalties and profits pursuant hereto, after execution and delivery of declaration of default and demand for sale as hereinafter provided; or during the pendency of Trustee's sale proceedings hereunder, shall not cure such breach or default not affect said sale proceedings, or any sale made pursuant thereto, but such rents, issues, royalties and profits, less a![ 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, i--i 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 cf 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 scch 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 wYch 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 wiII not execute a Deed of Trust or mortgage which may be or become superior to any leasehold estate that is security fb- 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 4'4`0:4-96agrcc:Wall3cc:F hibiLC RLS 96-323 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, all, 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 4W-G-.4.96agrcc; W allace:E)dkibilC RLS 94-323 W26196 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. Is. That this Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administratcrs, executors, successors and assigns. The term "Beneficiary" shall mean the owner and holder, including pledge, of the Note secured hereby, whether or not named as Beneficiary herein. In this Deed of Trust, whenever the context so requires, the masculine gender includes the feminine and/or neuter, and the singular number includes the plural. 19. That in the event the property secured by this Deed of Trust is income producing property consisting of four units or more, Trustor agrees to file with Beneficiary, annually on January 1, a ;written operational report. Such operational report shall contain a brief but complete statement of the year's income and expenses of such property, a list of all vacancies, and a statement of any material change in the property or business carried on therein for such period. 20. That in the event of a demand for, and the preparation and delivery of a written statement regarding the obligations secured by this Deed of Trust pursuant to Sections 2943 and 2954 of the Civil Code of California, Beneficiary shall be entitled to make a reasonable charge, not exceeding the maximum amount which is permitted by law at the time the statement is furnished. Beneficiary may also charge Trustor a reasonable fee for any other services rendered to Trustor or rendered in Trustor's behalf in connection with said property of this Deed of Trust, including changing Beneficiary's records pertaining to this Deed of Trust and the loan secured hereby in connection with the transfer of said property, or releasing an existing policy of fire insurance or other casualty insurance held by Beneficiary and replacing the same with another such policy. 21. That Trustee accepts this Trust whet 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 ofpending sale under any other Deed of'frust or of any action or proceeding ill 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 IS 4U%G:4.963g; ee:wsllacc:CxhibitC R SSG•S23 7126196 U disclose any material fact, Beneficiary at its option and without notice, shall have the right to declare the indebtedness secured hereby, irrespective of the maturity date specified in such Note or Notes, immediately due and payable, and on failure to so pay Beneficiary may make a written declaration of default and demand for sale as in paragraph No. 15 herein set forth. Trustee, upon presentation to it of an affidavit signed by Beneficiary setting forth facts showing a default by Trustor under this paragraph, is authorized to accept as true and conclusive all facts and statements therein, and to act thereon hereunder. Any notice which any party hereto may desire or be required to give to the other party shall be in writing. The mailing thereof must be certified mail addressed to the Trustor at his address hereinabove set forth or to the Beneficiary at his office or at such other place as such parties hereto may designate in writing. THE UNDERSIGNED TRUSTOR REQUESTS that a copy of any notice of default and of any notice of sale hereunder be mailed to him at his address herein before set forth. TRUSTOR: By-� 16415'4-1 a/c, BAMkM Jo WALLACE By: By: APPROVED AS TO FORKS: ��-mil Agency Counsel lie, r7 ,.1! rf 6 "Exhibit C" to Loan Agreement Page 10 of 15 4L XjA-96a&-=Ws11&cc:UcibhC RLS 96.523 7/2606 Q RIDER TO DEED 4F TRUST IR T TIME HOMEB YER D WN PAYMENT ASSISTANCE PROGRAM This Deed of Trust is subject to the terms and conditions of that certain Loan Agreement dated _ AUGUST 5TH , 19 96 (the "Loan Agreement"), pursuant to which Beneficiary has agreed to loan Trustor the sum of Thirty-five Thousand Dollars ($35,000.00) (the "Loan Amount"). All terms in this Rider to Deed of Trust, if not separately defined herein, shall have the meanings as defined in the Loan Agreement. In the event that the Agency Loan becomes due and payable prior to the thirtieth - anniversary of the date of this Agreement, Truster shalt pay to Beneficiary concurrent tivith such sale, transfer or refinancing, an amount equal to the "Equity Share Amount." The Equity Share Amount shall be determined by applying a percentage factor (the "Applicable Factor") to the difference between the Sales Price and the 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: 5. After eighth anniversary but prior to ninth anniversary: 6. After ninth anniversary but prior to tenth anniversary: 7. After tenth anniversary but prior to eleventh anniversary: 8. After eleventh anniversary but prior to twelfth anniversary: 9. After twelfth anniversary but prior to thirteenth anniversary: fifty percent (50%) forty-eight percent (48%) forty-six percent (46%) forty-four percent (44%) forty two percent (42%) . forty percent (40%) "Exhibit C" to Loan Agreement Page II of15 thirty-eight percent (38%) thirty-six percent (36%) thirty-four percent (340,44) 4"s�0:4.96 agrcc: W allacc:CxhibitC RLS 96-523 71206 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 (I8%) 19. 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 (100/0) 22. After twenty-fifth anniversary but prior to twenty-sixth anniversary: eight percent (8%) 23. "After twenty-sixth anniversary but prior to twenty-seventh anniversary: six percent (6%) 24. After twenty-seventh anniversary but prior to twenty-eighth anniversary- four percent (4%) "Exhibit C" to Loan Agreement Page 12 of 15 4'skC:4-96agcc: W attace:ExhibitC RI S 9G-523 712W9G 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 Seiler for Seller's interest in the Property, exclusive of escrow fees, title insurance costs, brokers 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 cos: 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 seasonably satisfactory to the Agency, prior to the due date of the Agency Loan. The "Sales Price" is the price paid by the Buyer of the Property to Trustor for Trustoes interest in the Property, exclusive of escrow fees, title insurance costs, broker's commissions, loan fees or any other closing or transaction costs. The percentage factor so determined is the "Applicable Factor." lithe Property is sold, an amount equal to the Applicable Factor multiplied by the difrerence 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 (ii) the appraised value of the "Exhibit C" to Loan Agreement Page 13 of 15 4's1G:4-96agree: Wailace:ExhibitC RLS 96-523 7l26►96 Property as of the time of such transfer or refinancing Dated AUGUST 13, 1996 TRUSTOR Bmumm j6 WALLACE APPROVED AS TO FORM Agency Attorney 7 _ z 2 A /f "Exhibit C" to Loan Agreement Page 14 of 15 JINAG 4 96agree Wallace UlubAG RLS 96 523 7/26/96 14. k..0I RIDER TQ DEE12 OF TRUST 5UPERJORITY OF FIRST LENDER DOCUMENTS (if required by the First Lender) This Deed of Trust is subject to the terms and conditions of that certain Loan Agreement dated AUGUST 5 , 19 96 (the "Loan Agreement"), pursuant to which Beneficiary has agreed to loan Trustor the sum of Thirty-five Thousand dollars ($35,000.00) (the "Loan Amount"). All terms in this Rider to Deed of Trust, if not separately defined herein, shall have the meanings as defined in the Loan Agreement. Notwithstanding any provision herein, this Deed of Trust shall not diminish or affect the rights of the First Lender 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 shalt 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 tryst 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: AUGUSr 13, 1996 APPROVED AS TO FORM: CC,) Agency Attorney 7-1y _ L A TRUSTOR: � JO I.P►C'� "Exhibit C" to Loan Agreement Page 15of15 4WGA•94Gagrcc'waHax: XIAbitc MIS 9G•323 7/26M6 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT STATE OF CA.LIFMTA SS. COUNTY OF CPANGE On AUGUST 13, 1996 before lire, [Ire urtdersigned, personally Appeared BARBARA JO WALLACE personally known to rise (or proved to rile oil [Ile basis of satisfactory evidence) to be lire persorl(s) whose name(s) Isfare subscribed to the within instrument and acknowledged to rile (flat f lelsheltf fey executed the same In Itislherltheir muthorized capacity(ies), and (flat by liisllrerltheir sigrlature(s) on the Instrument the person(s) or tile entity upon behalf of wl rlcl r ti to person(s) acted, exeWled tile Instrument. WITNESS my Band and official seal. e Signatur .• C1 fJ � ,•C�— LINDA J. CAMPBELL (fins area for official notarial seal) LINDAJ.CAIJIPBELL COMM. # 1045344 CT] HOTAr1Y PU8UC • CALIFORNIA :0 ORANGE COUNTY .� IN Comm. With MC. 20.19U OPTION L ffflffrfffffffffffllfrff frifIt1111111 Though [he data below are not required by law, they may prove valuable to persons relying all tine document and could prevent the fraudulent reattachment of this form. Capacity Claimed By Signer Windividual L7 Corporate Officer '1 rtlQs(s) 1.J Partner(s) [J Limited U. General L7 Attorney -In -Fact 0 Trustee(s) iJ Guardian/Conservator 0 Other: Signer Is Representing: Haena of Persons) or Enllty(les) Uescrilmorl of Attached Document &.c'oor litro or Type or Document (dumber of Pages Uate or Document Slgner(s) Other lrran P4amed Above i EXHIBIT A TO AGENCY DEED OF TRUST EGAL DESUIRTIQN, PARCEL 1: An undivided one twenty second (1/22) fee simple interest as a tenant in common in and to ? all of the common Area defined in Declaration referred to below and described in the condominium Plan („plan") for Lot 1 of Tract 11o. 14828, which Plan was recorded on August ; 25, 1994 as Instrument No. 94-0525335 of official Records of orange County, over Lot I of :1 Tract No. 14828, in the City of Huntington Beach, County of orange, State of .California, as per clap filed in Book 706, Pages 27 to 29 of Miscellaneous ?laps, in the office of the County Recorder of said county. Excepting therefrom all oil, petroleum, asphaltum, gas, minerals and otheK hydrocarbon substances, as reserved in deed recorded August 16, 1921 in Hook 401, Page 356 of Deeds, and in various other deeds of record. PARVL 2: Unit No. 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 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. rarcel 4: Exclusive easements appurtenant to Parcels 1 and 2 referred to above, for balcony or patio tu:rpoees, over the areas:defined, depicted and assigned on the plat:. "Exhibit A" to Agency Deed of Trust Page I of I 41slG:Agrea:NWgnl is:L• xhCDce&.07126n6 RIS 96-127 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 4\s\(, 4 96Agree Wallace Exhibal) 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) 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 Iending 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 (I 10%) of the Orange County monthly median income for those persons and families of moderate income (as determined by the United States Department of Housing and Urban Development) earning between Eighty Percent (80%) and One Hundred Ten Percent (I 100/0) of the Orange County monthly median income, and Thirty -Five Percent (35°/a) 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 Proert . 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 (lie proposed purchaser has submitted an affidavit disclosing and certifying the amount of the proposed purchase price. Prior to conveyance of the Property, each approved purchaser shall submit to the Agency an executed disclosure statement which certifies that the purchaser is aware that the purchaser buying may only sell the unit at an Affordable Housing Cost to a moderate income person or family, that the maximum permitted sales price may be less than fair market value and that the unit must be owner -occupied at all times and cannot be rented or leased. Covenantor shall cooperate with the Agency in providing such forms to proposed purchasers and in assisting proposed purchasers to prepare such forms and to provide any required information to the Agency in connection with the Covenantoes original sale of the Affordable Unit, provided that "Exhibit D" to Loan Agreement Page 2 of 9 41 Vj-.4-96Agree:Wsllxce:Exliibitt) RLS 95-523 7/29/9G 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 ANNI) OTHER FACTORS THAT CANNOT BE ACCURATELY PREDICTED AND THAT THE TRANSFER PRICE PERMITTED HEREUNDER MAY BE LESS THAN THE FAIR MARKET VALUE OF THE PROPERTY AND MAY NOT INCREASE OR DECREASE IN THE SAME MANNER AS OTHER SIMILAR REAL PROPERTY 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 96Agrcc Wallacc Cxhibdll 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 hereii 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 pra-:ices 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 claming under or through huts or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessee or vendees of the premises." Nothing in this Section 3 shall be construed to authorize the rental or lease of the Property if such rental or lease is not otherwise permitted. The convenants in this paragraph 3 shall run with the land in perpetuity. 4. Covenants Do N t 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 enc 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 We.G:4.96Agree: W tlIace:CxhibitD RLS 96-323 7/29.'96 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 executed on their behalf byST 9 their respective officers hereunto duly authorized, this 13 day o COVENANTOR SARWM JO WALLME APPROVED AS TO FORM: Agency Counsel� ,6 ,,,j,:& "Exhibit D" to Loan Agreement Page 5 of 9 41s!0:4.96Agtee: W allace:ExhibitD RLS 96-523 7/29196 STATE OF CALIFORNIA ) ss COUNTY OF ORMGE ) On AUGUST 13, 1996 , before me, LIMN J. CAMPBELL (name, title; e.g., "Jane Doe, Notary Public"), personally appeared BARf3AM JO VMLACE (narne(s) of s'sgner(s)), personally L-town to be -- OR -- XX proved to me on the basis of satisfactory evidence to be the persons) whose namc(s) is/are subscribed to the within instrument and acknowledged to me that helshelthey executed the same in his/her/their authorized capacity(ies), and that by his/Iicrltlicir signature(s) on the instrument the persor(s), or the entity upon behalf of which the person(s) acted, executed the instrument. W'tn ss my hand and official seal. r- ' '�'•• LINDUCAMPBELL CC _ COMM. # 1045344 W ' NOTARY PUBLIC • CALIFORNIA �] ORANGE COUYrY MY Comm. Ei*es DEC, 20,1 M p CAPACITY CLAIMED BY SIG VLER: (Signal a of Notar)) L.iNDA J. CAMPBELL X4G Individual Corporate Officer(s):' Title(s) Partner(s): Limited Gcneral Attorney -in -Fact Trustee(s) G uardian/Conservator Other - SIGNER IS REPRESENTING: Name of Persons) or Entity(ies) ATTENTION NOTARY: Although the information requested below is OPTIONAL, IT COULD PREVENT FRAUDULENT ATTACMiENT OF THIS CERTIFICATE TO ANOTHER DOCUMENT. THIS CERTII ^SATE Title or Type of Document DEC1Ja=1CV OF CMDITICVS r OOVENAMS LIUST BE ATTACHED WM RFSTRICPIM FOR PRO EF= TO THE D C�UMENT Number of Pages DESCRIBED Date of Document AtKXT 5, 1996 T RIGHT: Signer(s) Other Than Named Above: "Exhibit D" to Loan Agreement Page 6 of 9 4's%0:4-96A&rce: W allace: ExhibitD RLS 96-323 7/29/96 STATE OF CALIFORNIA ) ss COUNTY OF „ ) On , before me (name title e g "Jane Doe, Notary Public") personally appeared (name(s) of slgner(s)), personally known to be -- OR -- proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capaclty(lcs) and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted executed the instrument Witness my hand and official seal (Signature of Notary) CAPACITY CLAIMED BY SIGNER Individual Corporate Officer(s) Title(s) Partner(s) Limited General Attorney -in -Fact Trustee(s) Guardian/Conservator Other SIGNER IS REPRESENTING Name of Person(s) or Entity(ies) ATTENTION NOTARY Although the information requested below is OPTIONAL, IT COULD PREVENT FRAUDULENT ATTACHMENT OF THIS CERTIFICATE TO ANOTHER DOCUMENT 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 4ls%G 4 96Agree Wallace CxhabdD RLS 96 523 7/29196 STATE OF CALIFORNIA ) ss COUNTY OF ) On before me, (name, title, e.g., "Jane Doe, Notary Public"), personally appeared (name(s) of signer(s)), personally knot%m to be -- OR -- proved to me on the basis of satisfactory evidence to be the persons) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/slic/they executed the same in his/her/tiicir authorized capacity(ies), and that by liis/her/their signature(s) an the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed tht instrument. Witness my hand and official seal. (Signature of Notary) CAPACIT Y' CLAIMED BY SIGNER: Individual Corporate OfTtcer(s): Titles) Partner(s): Limited General Attomey-in-Fact Trustee(s) G uardian/Conservator Other SIGNER IS REPRESENTING: Namc of Person(s) or Entity(ies) ATTENTION NOTARY: Although the information requested below is OPTIONAL, IT COULD PREVENT FRAUDULENT ATTACHMENT OF THIS CERTIFICATE TO ANOTHER DOCUMENT. TMS CERTIFICATE IU T BE ATTACHED TO THE DOCUMENT IMSCRIBED LT-WGHT- Title or Type of Document Number of Pages Date of Document S'tgaer(s) Other Than Named Above: "Exhibit D" to Loan Agreement Page 8 of 9 4U\G:4-96Agree:Watlac¢:ExitibitD ILLS 96-323 7129196 7 EXHIBIT A LEGAL DESCRIPTION OF PROPERTY [To Be Inserted] LEC.aI, DESCRIPTION EXHIBIT "A" PARCEL 1: An undivided one twenty second (1/22) fee simple interest as a tenant in common in and t= all of the Common Area defined in Declaration referred to below and described in tho Condominium Plan ("Plan") for Lot 1 of Tract No. 14828, which Plan was recorded an Aunuet.. 25, 1994 as Instrument Nd. 94-0525335 of official Records of orange County, over Lot 1~ of Tract No. 14828,.in the•City of Huntington Beach, county of orange, State of California, as per map filed in Book 706, Pages 27 to 29 of Miscellaneous Maps, in the office of the County Recorder of said county. Excepting therefrom all oil, petroleum, asphaltum, gas, minerals and other hvarnnAvl- n substances, as reserved in deed recorded August 16, 1921 in Book 401, Page 356 of Heeds, and in various other deeds of :record. PARCEL 2: Unit go. 22 consisting of certain airspace and surface elements, as shown and described it 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 it that certain Declaration of covenants, conditions and Restrigtions and Reservation -i Easements for Pacific Park Villas, recorded August 25, 1994 as Instrument No. 94-0525.119 of official Records. i Parcel 4: Exclusive easements appurtenant to parcels 1 and 2 referred to above, for balcony or pats, purposes, over the areas defined, depicted and assigned on the Plan. "Exhibit D" toloan Agreement Page 9 of 9 4's%G:4-9 GAgree: W allace:Exl,ibitD RIS 96-523 7129196 List of Down Payment Assistance Borrowers at Pacific Park Villas ATTACHMENT #3 iIM A RCA ROUTING SHEET INITIATING DEPARTMENT: Economic Development SUBJECT: Transferability of Pacific Park Villas Down Payment Assistance Loans COUNCIL MEETING DATE: May 17, 1999 RCA ATTACHMENTS STATUS Ordinance wlexhibits & legislative draft if applicable) Not Applicable Resolution (w/exhibits & legislative draft if applicable) Not Applicable Tract Map, Location Map and/or other Exhibits Not Applicable Contract/Agreement (wlexhibits if applicable) Si ned in full by the City Attorney) Not Applicable Subleases, Third Party Agreements, etc. (Approved as to form by City Attome Not Applicable Certificates of Insurance LApproved Y the Cif Atfome Not Applicable Financial lm act Statement Unbudget, over $5,000 Not Applicable Bonds if applicable) NotApplicable Staff Report If applicable) Not Applicable Commission, Board or Committee Report If applicable) Not Applicable Findin slconditions for Approval and/or Denial Not Applicable EXPLANATION FOR MISSING ATTACHMENTS REVIEWED RETURNED FOR RDED Administrative Staff Assistant City Administrator Initial City Administrator Initial City Clerk EXPLANATION FOR RETURN OF ITEM: RCA Author. Duran at extension1529 REQUEST FOR REDEVELOPMENT AGENCY ACTION APPROVED BY CITY COUNCIL �! 19k �p SUB i MITTED ED 95-02 Date: January 3,1995 rable Chairman and Redevelopment Agency Members SUBMITTED BY: Michael T. Uberuaga, Executive Director PREPARED BY: Barbara A. Kaiser, Redevelopment Director s; Down Payment A�ss�sia' , rogram - Participant Approval SUBJECT: pacific Park Villas Project, Talbert -Beach Redevelopment Project Area -- (Loan Agreements, Amendment to Loan Documents Proposed, Fannie Mae Provisions Re: Accrued Interest Consistent with Council Policy? a Yes [ X j New Policy or Exception Statement of Issue, Recommendation, Analysis, Funding Source, Alternative Actions, Attachments: STATEMENT OF ISSUE: The Agency is committed by a Disposition and Development Agreement to provide second trust deed loans to moderate income buyers in the Pacific Park Villas located in the Talbert -Beach Redevelopment Project Area. 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 feast 5% annually (such provision is already embodied in the loan documents regarding equity participation). AAvZ> bLk 9 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 Authcrize Chairperson and Agency Clerk to execute the four loan documents between the Agency and the participants (attached). ZA L RAA ED-95-02 January 3, 1995 Page 2 4. Release 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 st 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 (1a and 1b) are included above. It is important to note that the prohibition on accrued interest is a nation-wide rule change by Fannie Mae which %%as 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 will 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. IM RAA ED 95-02 January 3, 1995 Page 3 ALTERNATIVE ACTIONS: Do not approve the participants. ATTACHMENTS: List of Prospective Borrowers. Program Loan Documents MTU/BAKISVKIdw SWOwACARW as DOWN PAYMENT ASSISTANCE PROGRAM Location of Property Loan Name Amount Sublect to Trust Deed 95-01 Ana Carillo $35,000 7861 Happy Drive, #102 95-02 James/Jeanette Lawrence $35,000 18051 Joyfut Lane, #101 95-03 Wesley Chi Wong $35.003 7681 Happy Drive, #202 95-04 Christopher Hacker & $35,000 7681 Happy Drive, #101 Gayle Vandereb Note: 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 "Agreement") is made this 24th day of Februa 19 95 by and between NNTSLEY «'ONG ("Participant") and the REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH, a public body corporate and politic (the "Agency"). RECITALS A. Participant has entered into an agreement (the "Purchase Agreement") to purchase that certain real property commonly known as 7861 Happy Dr., 4202, 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"/6 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 valuab?e consideration the parties agree as follows: 1. AQencyLoan. 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. 7871•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 amnum, due in thirty (30) years and payable upon the earlier sale, Loan Agreement Page 1 of 8 V4%Agree:Wong V 2r2&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 Re6nandng. 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 alI interest accrued thereon shall be due and payable upon (i) such sale or transfer, (ii) the refinancing of the First Mortgage for a loan amount in excess of the then current loan balance or for an amortization period longer than the loan secured by the First Mortgage, or (iii) Participant is no longer an occupant of the Property pursuant to Section 5 of this Agreement or is in material default of any other obligation pursuant to this Agreement. At the request of Participant, the Agency may, in its sole discretion, waive the requirements of this Section 3 and extend the term of the Agency Loan. 4. Equity Sharing. In the event that the Agency Loan becomes due and payable prior to the thirtieth anniversary of the date of this Agreement, Participant shall pay to Agency concurrently ,vAth such sale, transfer or refinancing, an amount equal to the "Equity Share Amount." The Equity Share Amount shall be determined by applying a percentage factor (the "Applicable Factor") to the difference between the Sales Price and. the Purchase Price (defined below) as follows: 1. Prior to fifth anniversary of the Agency Deed of Trust: fifty percent (50%) 2. After fifth anniversary but prior to sixth anniversary: forty-eight percent (48%) 3. After sixth anniversary but prior to seventh anniversary forty-six percent (46%) 4. Amer seventh anniversary but prior to eighth anniversary: forty-four percent (44%) Loan Agreement Page 2 of 3 *Aftree.' ong%1212&'94 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 (34%) 10. After thirteenth anniversary but prior to fourteenth anniversary: thirty-two percent (325/6) 11. After fourteenth anniversary but prior to fifteenth anniversary: thirty percent (30%) 12. After fifteenth anniversary but prior to sixteenth anniversary: twenty-eight percent (280/*) 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 4`s1Ag ". ong11212$.'94 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 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 Partic'spant'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 4f.e AgreeMong 11211&94 k-.1j L.} A. Equity 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°l0 of the current annual median income for the Orange County area. If the Buyer does not submit an income verification statement to the Agency, the Buyer shall be deemed to exceed such income limit. If the Buyer does not exceed the aforesaid income limit, the Equity Share Amount shall not become payable. B. Equity Share Upon Refinancing or Failure to Occupy. The Equity Share Amount shall be payable to the Agency upon a refinancing, failure to occupy the Property or material breach of any other provision of this Agreement which causes the Agency Loan to become due and payable. The 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 ofthe 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. 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. 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 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 shall only be subordinated to a first lien on the Property held by the Lender or Lender's assigns. Loan Agreement Page 5 of S 4ri Agee:Wong 11212&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 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 Cade 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 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 aiy 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 ofresponsibi:ity 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 (3 0) 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 41s%Agree-.Wong N12r2E,'sa V (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. Meng _May _Assign. Agency may, at its option, assign its right to receive repayment of the loan proceeds without obtaining the consent of the Participant. 19. Participant Assignment Prohibited. In no event shall Participant assign or transfer any portion of this Agreement without the prior express written consent of the Agency, which consent may be given or withheld in the Agency's sole discretion. No assumption of the Agency Loan shall be permitted at any time. This section shall not prohibit the Agency's right to assign all or any portion of its rights to the loan proceeds hereunder. 19. Entire Mrsement. 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'alA I%long ll2.104 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: —February 24 , 19 95 ByY i► Printed Namef'ESLEY WM IX Date: -_ _ _ - _ _P 19 By: Date: , 19 Date: , 19 ATTEST: s Agency Clerk REVIEWED AND APPROVED: Printed Name: Printed Name: THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON, BEACH, a public body corporate and politic By: Chairman ow"f APPROVED AS TO FORM: 4.i—J4Agency Counsel P--9- ,L(LSJq-f INITIATED AND APPROVED. Executive Dire or DirectorcdfEconomic Development Loan Agreement Page 8 of 8 4\sV47ft:Wong 112r1&R4 GfMM NO.: 9402204-04 ,. I., OoL4to A 0.'Y`ZOfiMM, as defined in Section 783 of the California Civil arx3e, in fee Title to said estate or interest at the date beraof is vested in: The lamd referred to In this repor is situated in the State of Califa=ia, Couaty of ar-azVe,r is described as fallows: um r• • 'as • • • '•Mr01 An undivided • - twenty ^mow• • 22 fee sinvleinterest •e••iin• in a • to all of the Cdmmm Area defined in Dec3araticn xaferzed to bejow and •x•. •a•in the mdriitn Plan:n-) for Lot I of Tract No. 14828, uhich Man uas xe==ded on • • • • as InstrumentNo. 94-0525335 of Official e=•. • - of Orange Comty, over rntof •. 148M, in tha City of :r• 706, Pages 27 to 29 of scel I arxxxmthe office of the C• R0=M3F-1- Of said Qxrity. W" �'ool ar._• w • trmefrm all oU, petralem, aqlmltm•.s mhvzals and •. _. •• .r ••. • in variousother • SG• of _..r PPECFL 2: -�i • •• w • • .' R. t- .: • • •:.� •�• PAi7= 3: s �r . �- :� w •t : mow- •/ w� �./ �1 - • tt = •• .. - • .� r is - or- w• • •. -0-19tw #• • A• ti :@ ♦ �w w• :i • -:.r M-C PAR= 4: STATE OF CALIFORNIA ) } 5s COUNTY OF Orange On February 24, 1935 , before rne, Ojive E. Lunt (name, title, e.g., "Jane Doe, Notary Public"), personally appeared Wesley—Cbj orQ (name(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 rame(s) is/are subscribed to the %%ithin instrument and acknowledged to me that helshelthey 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 %%Ech the persons) acted, executed the instrument. r—N�` "AE UW t caffm t 978761 ""W"JOIX-iam A cropQm q ti4r0o $Irallor.!2,19H a (Signature CAPACITY CLAIMED BY SIGNER: Individual Corporate Officer(s): Titic(s) Partner(s): Limited General Attorney -in -Fact Trustee(s) Guardian/Conservator Other SIGNER IS REPRESENTING: Name of Person(s) or Entity(ies) A ITEM ION, NOTARY: Although the information requested below is OPTIONAL, IT COULD PREVENT FRAUDULENT ATTACI-MIENT OF THIS CERTIFICATE TO ANOTHER DOCUMENT. THI ERTIFICATE Title or Type of Document MST BE ATTACHED M3M DOCUMENT , Number of Pages DESCRIBED Date of Document AT RIGHT: Signers) Other Than Named Above: "Exhibit D" to Loan Agreement Page 6 of 8 4WAgreeMong Declaration omConditionsM212&94 EXHIBIT E DISCLOSURE STATEMENT Me NVESLEY WO;`iG ("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. • UWe must pay at least 5% of the home purchase price from our own funds. • IAN'e 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 IAVe rent the unit to others, JAVe will be in default of the Loan Agreement. UWe further understand and agree that: • Me will be responsible for repaying the loan with five percent (5°l0) simple interest per year at the time I/we sell, transfer, refinance, or no longer occupy mylour home, or breach any part of the Loan Agreement. The Annual Percentage Rate for this loan is five percent (5%). The simple interest shall accrue each year, but is not required to be paid except as described in the Loan Agreement. • If within thirty (30) years from the date I/we receive the Agency financial assistance, Uwe sell or transfer the home I/we purchased under this Program to persons who are not persons of low or moderate income or refinance the lien of the deed of trust held by mylur lender, I/we 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. • I/We have a right to cancel or rescind this loan at any time prior to midnight on the third business day after the loan agreement is signed by sending a notice of my/our decision to The Redevelopment Agency of the City of Huntington Beach 2000 AN4ain Street P.O. Box 190 Huntington Beach, California 92648 "Exhibit E" to Loan Agreement Page 1 of 2 4141Agr«wong-Disc1osure StstemenM2.1204 • The Agency wiII not require metus 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 my/our house. • The Agency shall not be held responsible for any costs associated with the home I/we purchase with suzh assistance including, but not limited to, any loan fees or charges, any charges for appraisals, or any escrow costs or other costs relating to the transfer of property. • The Agency cannot ensure that information provided by or on behalf of Applicant will be kept confidential. The Agency shall not be responsible for the selection of a home by the Applicant, the selection of a lender providing funds assisting in the purchase of the home, providing information concerning other public or private sources of loans, or the competitiveness of the terms of the Program. Uwe assume all responsibility for determining whether Uwe desire to be considered for the Program, and Uwe AilI inform myself'ourselves as to the availability and terms of other public or private loans. • The Agency shall not be charged with knowledge of the contents of the documents of the primary lender. • The Agency financial assistance I/we receive under this Program maybe 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 wHch Uwe may incur by virtue of the receipt of such financial assistance. Dated: - 6 I 19E� Dated: , 19 Dated: 19 IA Li-1— Signature of applicant Signature of applicant Signature of applicant "Exhibit E" to Loan Agreement Page 2 of 2 4VVkWm%'ong7Qisclosure Staumentll 1l2 &'94 EXHIBIT F NOTICE OF RIGHT OF RESCIS510 Participant(s): AVESLFY WONG Loan Amount: $� 3_ Sy00 Address of Residence: 7861 Happy Drive. #202, Huntington Beach. CA Notice to Participant Required by Federal Law: You have entered into a transaction on !Z--Z[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 2-2�'"t S (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. Z-24-C1 - (Date) (Participant's ign ure) "Exhibit F" to Loan Agreement Page 1 of 2 41s1Agee: Wong:Notice of Righffi 9 94 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. I A LA) z�= — g. 9, q, 95 Participant's Signature Date Participant's Signature -0s\AVee:Wong:No6ce ofR1&W12l2&94 Date Participant's Signature Participant's Signature "Exhibit F" to Loan Agreement Page 2 of 2 Date Date EXHIBIT G EXPIRATION OF RESCISSION PERIODS (Truth in Lending - Real Estate and Home Improvement Loans) Participant(s): NVESLEY WONG Loan Amount: S 35.000 Address of Residence: 7861 Happy Drive, 420 2, 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: I. 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. Participant's ignature Date Participant's Signature Date Participant's Signature Date 4WAgreeMong Expimdon1I2R&94 Participant's Signature "Exhibit G" to Loan Agreement Page 1 of 1 Date a Q RECORDING AEOUEE,,,� 3Y L� CONTINENTAL UMEFU TITLE CO. Tr U Ly`£; O�f`it, , RECORDING REQUESTED BY } , F . ,f 02--hAR-1 ? 9 J 08 : 00 j-- ip ArrD WHEN RECORDED RETURN TO: \) Redevelopment Agency of the City of ) of a"l% s^ L': :tr=1LT_rt,o Huntington Beach ) CIS L. <<. "--- -- 2000 Main Street ?22!! f of H F= i%; I Huntington Beach, California 92648 ) Attn: Agency Clerk } IS}w o Above Thu Lino for Recorder Um] This document is exempt from recording fees pursuant to Government Code Section 6103. DEED OF TRUST WITH AS, iGIVN?ENTSOF RENTS THIS DEED OF TRUST is made this day of e2. , 19 9�by and among WESLEY WONG, whose address is 7861 Happy Drive, #202 (the "Trustor") and THE CITY OF HUNTINGTON BEACH, a municipal corporation (the "Trustee") and THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH, a public body corporate and politic (the "BENEFICIARY"), whose address is 2000 Main Street, Huntington Beach, California 92648. WITNESSETH: That Trustor Irrevocably Grants, Transfers and Assigns, to Trustee, in Trust, with Power of Sale, that property in the City of Huntington Beach, County of Orange, State of California, described legally in the Legal Description attached hereto as Exhibit "A" and incorporated herein. TOGETHER WITH: (a) all buildings, improvements and fixtures, now or hereafter placed thereon, it being understood and agreed that all classes of property attached or unattached used in connection herewith shall be deemed fixtures, (b) rents, issues and profits thereof, (c) any water rights and/or stock are appurtenant or pertain to said land, and (d) all sums of money payable on the purchase price of said property secured by a lien thereon or payable under any agreement for the sale thereof, SUBJECT, HOWEVER, to the right, power and authority hereinafter given to and conferred upon Beneficiary to collect and apply such rents, issues and profits, and all sums of money payable on the purchase price of said property secured by a lien thereon or payable under any agreement. 41,:w«naocc4A1112&94 "Exhibit C" to Loan Agreement Page 1 of 15 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 here%kith, made by Trustor, payable to the order of the Beneficiary and extensions or renewals thereof. 2. Payment of such additional sums with interest thereon as: (a) may be hereafter borrowed from the Beneficiary by the then record owner or owners of said property when evidenced by another Promissory Note or Notes, or (b) as may be added to the indebtedness secured hereby in accordance with the provision of this Deed of Trust. 3. Performance of each and every obligation, covenant, promise or agreement of Trustor contained herein in the Loan Agreement between Beneficiary and Trustor dated a - a_1 , 19'?5 -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 15 fs%Agree: Wong-tkedl I1'Z &'44 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 furnished in connection with the said rehabilitation and not to permit any claims of lien for said work or material to be filed of record against the property, (f) not to permit any stop notice claims to be presented to Beneficiary If said property is part of a larger tract upon which improvements will be constructed, Trustor shall make separate contracts and subcontracts for said construction which shall pertain to the said property only and shall keep separate, full and complete records of all work and materials furnished to the said property Trustee upon presentation to it of an affidavit signed by the Beneficiary setting forth facts showing a default by Trustor under this paragraph, is authorized to accept as true and conclusive all facts and statements therein, and to act thereon hereunder 2 To provide, and maintain in force at all times with respect to said property, fire and other types of insurance as may be required by Beneficiary All of such insurance shall have a loss payable endorsement in favor of Beneficiary, shall be for a term and in form, content, amount and in such companies as may be satisfactory to Beneficiary, and the policies therefor shall be delivered to and remain in possession of Beneficiary as further security for the faithful performance of these trusts At least thirty (30) days prior to the expiration of any insurance policy, a policy or policies renewing or extending such expiring insurance shall be delivered to Beneficiary together with 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 momes, 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 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 U to Loan Agreement Page 3 of 15 4\s\Agree Wong Deed\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 her. -under. 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 Iines, 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 Iaw. 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 Iien, which in the judgment of either is or appears to be prior or superior hereto, and (d) in exercising any such powers, pay necessary expenses, employ counsel and pay his reasonable fees. Trustor agrees to repay any amount so expended on demand of Beneficiary, and any amount so expended may be added by Beneficiary to the indebtedness secured hereby and shall bear a Eke rate of interest. "Exhibit C" to Loan. Agreement Page 4 of 15 4slAgree;Woog:Dft '12,1&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 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 parry defendant or otherwise irrespective of whether the interest of Beneficiary or Trustee in such property id directly questioned by such action, including any action for the condemnation or partition of said premises, and in any suit brought by Beneficiary to foreclose this Deed of Trust. 6. To pay immediately and without demand, all sums expended under the terms of this Deed of Trust by Beneficiary or Trustee, with interest from the date of expenditure at the rate which the principal obligation secured hereby bears at the time such payment is made, and the repayment of such sums shall be secured hereby. 7. That, should the Trustor or any successor in interest to Trustor in such property drill or extract, or enter into a lease for drilling or extraction of oil, gas or other hydrocarbon substances or any mineral of any kind or character, or sell, convey, further encumber, or alienate said property, or any party thereof, or any interest therein, or be divested of his title or any interest therein in any manner or way, whether voluntarily or involuntarily, Beneficiary shall have the right, at its option, to declare any indebtedness or obligations secured hereby irrespective of the maturity date specified in any Note evidencing the same, immediately due and payable, and no waiver of this right shall be effective unless in writing. S. That any award, settlement or damages for injury or damages to such property, or in construction 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 tna:uter and Mth 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 lien of the Deed of Trust upon the remainder of said property for the full amount of the indebtedness then or thereafter secured hereby, or the rights or powers of Beneficiary or the Trustee with respect to the remainder of said property, Trustee may: (a) reconvey any part of said property, (b) consent to the making of any map or plat thereof, (c) join in granting any easement thereon, (d) join in any agreement subordinating the lien or charge hereof. "Exhibit C" to Loan Agreement Page 5 of 15 4'a\AVee:W ang bee& l = V 94 IL 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 to be appointed by the Court, enter into possession and hold, occupy, possess and enjoy the said property, make cancel, enforce and modify leases, obtain and eject tenants, and set and modify rents and terms of rents, and to sue, and to take, receive and collect all or any part of the said rents, issues, and profits of the property affected hereby, and after paying such costs of maintenance, operation of said property, and of collection including reasonable attorneys' fees, as in its judgment it may deerl proper, to apply the balance upon any indebtedness then secured "Exhibit C" to Loan Agreement Page b of 15 T�'Ag ft:wong-Dta.12/2&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 California. Failure of or discontinuance by Beneficiary at any time, or from time to time, to collect any such rents, issues, royalties or profits shall not in any manner affect the subsequent enforcement by Beneficiary of the right, power and authority to collect the same. The receipt and application by said Beneficiary of all such rents, issues, royalties and profits pursuant hereto, after execution and delivery of declaration of default and demand for sale as hereinafter provided, or during the pendency of Trustee's sale proceedings hereunder, shall not cure such breach or default not affect said sale proceedings, or any sale made pursuant thereto, but such rents, issues, royalties and profits, less all costs of operation, maintenance, collection and reasonable attorneys' fees, when received by Beneficiary, shall be applied in reduction of the indebtedness secured hereby, from time to time, in such order as Beneficiary may determine. Nothing contained herein, nor the exercise of the right by Beneficiary to collect, shall be, or be construed to be, an affirmation by Beneficiary of any tenancy, lease or option, nor an assumption of liability under, nor subordination of the lien or charge of this Deed of Trust to, any such tenancy, lease or option. 14. That if the security of this Deed of Trust is a leasehold estate, the Trustor agrees that: (a) the term "Lease" as used herein shall mean the lease creating the "leasehold estate; (b) Trustor shall not amend, change or modify his leasehold interest, or the Lease, or agree to do so, without the A7itten 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, Mill, 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 Ieasehold 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 --iolation. 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. I5. 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 W,%%AVw:Wong7Deedl[ 2r2&93 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 We. 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 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. 19. 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, "Exhibit C" to Loan Agreement Page 8 of I5 44%AS=:Wong. Deed1111&94 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 44 A&=:Wong:D"&1712&94 1�4) 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: By: WESLEY WONG f: APPROVED AS TO FORT-s: /41.,-P Agency Counsel P-Z r 4-( L V- �a- "Exhibit C" to Loan agreement Page 10 of 15 4WAgrec w cngDee&,12M gs STATE OF CALL ORNTA ) ss COUNTY OF og&Nr.E ) On 2-24-95 before me, (name, title, e.g., "Jame Doe, Notary Public"), personally appeared WFSLEY WONG (name(s) of signer(s)), personally kno«n to be -- OR -- !, proved tonic on the basis of satisfactory v6dence to be the persons) 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 persen(s), or the entity upon behalf of which the person(s) acted, executed the instrument. 1—'N11 �-a ss14 MAN N T Cxrm. t 978754 3 W50 QaYe tbunlY * Comma Ez.es f1w. 22,1996 i ture of Notary) CAPACITY CLAIMED BY SIGNER: Indi-vidual Corporate Officer(s): Titic(s) Partncr(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 ATTACMIENT 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 Signers) Other Than Named Above: "Exhibit D" to Loan Agreement Page 8 of 8 �aWg�ee:Vdang rleclasat4on aCConditiona�t2tz&'4� RIDER TO DEED OF TRUST 1•RST TEME HONMEBUYER DOWN P& NT ASSISTANCE PROGRAM This Deed of Trust is subject to the terms and conditions of that certain Loan Agreement dated O9 - 0 y , I9 . (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: 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. Ater seventh anniversary but prior to eighth anniversary: 5. After eighth anniversary but prior to ninth anniversary: 6. After ninth anniversary but prior to tenth anniversary: 7. After tenth anniversary but prior to eleventh anniversary: 8. After eleventh anniversary but prior to twelfth anniversary: 9. After twelfth anniversary but prior to thirteenth anniversary: "Exhibit C" to Loan Agreement Page I 1 of 15 fifty percent (50%) forty-eight percent (48%) forty-six percent (46%) forty-four percent (440,'0) forty two percent (42%) forty percent (40%) thirty-eight percent (38%) thirty-six percent (36%) thirty-four percent (34%) 4'sV4Vw:Wong DcaAl2r1&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 (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. Auer twentieth anniversary but prior to twenty-first anniversary: eighteen percent (19%) 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. Ater 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 (811/o) 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 41&VLg w: Wong: Deed412/28-'94 V �.W) 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 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 itenuzed 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 Trustoes interest in the Property, exclusive of escrow fees, title insurance costs, broker's commissions, loan fees or any other closing or transaction costs. The percentage factor so determined is the "Applicable Factor." If the Property is sold, an amount equal to the Applicable Factor multiplied by the difference between (i) the original Property purchase price and (ii) the amount received by Trustor as the Property sale price (as reduced by costs of sale paid by the Trustor) shall corstitute 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 (ii) the appraised value of the "Exhibit C" to Loan Agreement Page 13 of 15 4's%Agne: W ong: Dca 1212 &94 tl.-) %..1 Property as of the time of such transfer or refinancing. Dated. 0a t4 - TRUSTOR WESLEY WONG APPROVED AS TO FORM: ZL J- 4L&��- Ag6 ncy Attorney "Exhibit C" to Loan Agreement Page 14 of I5 C &lA gree: W o n g. Dee& l %l2 &9 a �,Wj RIDER TO DEED OF TRUST SUPERIORITY OF FIRST LENDER DOCUMENTS (if required by the First Lender) This Deed of Trust is subject to the terms and conditions of that certain Loan Agreement dated — a.`-i I9,�y (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, aU of the provisions of this Deed of Trust shall temfinate 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: P.O,? I ' l 5—� _ APPROVED AS TO FORM: X Attorney TRUSTOR: "Exhibit C" to Loan Agreement Page 15 of 15 41.trlAgm:Wong7Dec& 1212&'94 �5xil I b I -r V� P. ]WAIRM CFEM NO.: 9402204-04 A,Cctmammm, as defined in Section 783 of the Cal ifamia Civil Code, in fee Title to said estate or inert at the date hoof is vested in: r.t. �• , i:;• M.1 r . •. r� •• •• • •• •. • •, .. • - _... • war • a• • • pilw4ce-90 a• • PAF=• 1: An undivided cm twerity sea d (1/22) fee sinrIe interest as a tenant in mtmon in and to all of the Cmmon Area defined in Declaration referred to belcw and descrJbed in the a d nium Plan (-Plan-) for Lot 1 of Tract No. 14828, Qftic h Plan was recorded on August 25, 1994 as Inst ur nt No. 94-0525335 of Official Fewrds of Orange County, over Lot 1 of Tiaat No. 148M, in the City of Ik=t ngtcn Beach, County of Orange, State of California, as per map filed in Boot 706, Pages 27 to 29 of Miscei I a=7 Mps, in the office of the Q=ty der of said Comity. wr/ L+ CEDER NO.: 9402204-04 Excepting therafrom all oll, petrcleum, asphaltum,• . - minerals • other •. • r r r • substances, as reserved In deed record1ed Auguot 16, 1921 In Book 47L, Page :356 of Deeds, :1 • in variousother deeds of :c•1 • PARCEL chit No. 4 conqisting of certain airspace and surface elements, as ANDRa and described in itshe aprx3c ninitan Plan xeferred to in Parcel 1 above. PAiRAM 3: M •'ice if r•/ 1 •' •� �� •i :i * •1 • • .'„/ • . ••��ti � . ��M •�. WROM 4: M 0-9 4*., ;lam CITY OF HUNTINGTON BEACH 2000 MAIN STREET CALIFORNIA 92648 OFFICE OF THE CITY CLERK CONNIE BROCKWAY CITY CLERK DEED CERTIFICATION This is to certify that the interest in real property conveyed by the Deed dated February 24, 1995 from Wesley Wong 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 Resolution No. 76 of the Agency and the grantee consents to the recordation thereof by its duly authorized officer. Dated: March 1, 1995 CITY OF HUNTINGTON BEACH CONNIE B_ ROCKWAY, CMG CLERK By: u cA Depu Clerk JUlephone: 714-s36-5227) PLEASE COMPLETE THIS INFORMATION RECORDING REOUESTED BY: Continental Lawyers Title Company AND WHEN RECORDED MAIL TO: Connie Brockway, City Clerk Office of the City Clerk City of Huntington Beach 2000 Main Street Huntington Beach, Calif. 92648 Order Vo. 94-02204-04 DOC c 95-0084769 022'—MAR--19oS Oe:Oo AM Reccrded i►1 Cfficiai RaCcrd; Of Gra^s? CO!"Ity, Califzm13 Gary L. Graeville, ClErk-2ecarker Pa3R 1 Of 9 Fs-as�: # ,n1.■:1 DECLARATION OF CONDITIONS, COVENANTS AND RESTRICTIONS FOR PROPERTY -Continental Lawyers Title Company Subsidiary of LauyyersTideInSUrdnce,COIPOI-dtiOn THIS PAGE ADDED TO PROVIDE ADEOUATE SPACE FOR RECORDING INFORMATION (AddltloRsl neardlnd tee IPPI140 •+ t 1192 J 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 } Runtington Beach, CA 92648 3— ) o t � 3- (Space above for Recorder's use.) �( THIS DECLARATION OF CONDITIONS, COVENANTS AND RESTRICTIONS FOR O PROPERTY (the "Declaration") is made byAeA#*bw*enWESLEY WONG (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. Q` RECITALS A. Covenantor and the Agency have entered into a certain Loan Agreement dated 2-ay _ , 19Q= (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 Cade § 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 Page 1 of 8 4WLl; e:WongDeclarationofConditional]YI&94 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 (1 10%) of the Orange County monthly median income for those persons and families of moderate income (as determined by the United States Department of Housing and Urban Development) earning between Eighty Percent (80%) and One Hundred Ten Percent (110%) of the Orange County monthly median income, and Thirty -Five Percent (35%) of the monthly median income of any person or family of moderate income which earns more than One Hundred Ten Percent (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. T ansfer pf Prol2cay. No transfer of the Property shall occur until the Agency determines (a) that the proposed purchaser intends to occupy the Property as the proposed purchasefs principal residence, (b) that the proposed purchaser is a person or family of moderate income and (c) that the proposed transfer occurs at an Affordable Housing Cost. The Agency shall not be obligated to approve a transfer until and unless the proposed purchaser has submitted to the Agency such information and completed such forms as the Agency shall request to certify the proposed purchaser's intent with respect to its residency of the Property and its gross income, and the proposed purchaser has submitted an affidavit disclosing and certifying the amount of the proposed purchase price. Prior to conveyance of the Property, each approved purchaser shall submit to the Agency an executed disclosure statement which certifies that the purchaser is aware that the purchaser buying may only sell the unit at an Affordable Housing Cost to a moderate income person or family, that the maximum permitted sales price may be less than fair market value and that the unit must be owner -occupied at all times and cannot be rented or leased. Covenantor shall cooperate with the Agency in providing such forms to proposed purchasers and in assisting proposed purchasers to prepare such forms and to provide any required information to the Agency in connection with the Covenantoes original sale of the Affordable Unit, provided that "Exhibit D" to Loan Agreement Page 2 of 8 4`a`Ag -.Wong Declaration of C Yr&ions112r2&93 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 DETEPWINATION 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 IN THE SAME MANNER AS OTHER SIMILAR REAL. PROPERTY WHICH IS NOT ENCUMBERED BY THIS RESTRICTION. COVENANTOR AND EACH SUCCESSOR, HEIR OR ASSIGN OF COVENANTOR FURTHER ACKNOWLEDGES THAT AT ALL TIMES IN SETTING THE TRANSFER PRICE T1IE PRIMARY OBJECTIVE OF THE AGENCY AND THIS DECLARATION IS TO PROVIDE HOUSING TO ELIGIBLE PERSONS OR FAMILIES AT AN AFFORDABLE HOUSING COST. 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 8 44kAV=:Wong Doclaration of Conditions1I2R894 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 Ieased." (c) In contracts: "There shall be no discrimination against or segregation of, any person, or group of persons on account of race, color, religion, sex, marital status, ancestry or national origin, in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the premises, nor shall the transferee himself or herself or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessee or vendees of the premises." Nothing in this Section 3 shall be construed to authorize the rental or lease of the Property if such rental or lease is not otherwise permitted_ The convenants in this paragraph 3 shall run with the land in perpetuity. 4. 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 Agee, 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, u ithout 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 *s"g Mang aoclaration of ConditionO12/204 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 WfffiREOF, the Covenantee and Covenantor have caused this instrument to be exe uted on their behalf by their espective officers hereunto duly authorized, thixWM day of f 9Z COVENANTOR WESLEY WONG APPROVED AS TO FORM: � Oency Counsel "Exhibit D" to Loan Agreement Page 5 of s A's'vk&w:Wong Declaration of ConditionsX1112M STATE OF CALIFORNIA ) } ss COUNTY OF own ) On 2-24-95 _ , before mc, Dj ive e, Lunt (name, title, e.g., "Jane Doc, Notary Public"), personally appeared � (name(s) of signer(s)), i ersonally knowm to be -- OR -- proved to me on the basis of satisfactory evidence to be the person(s) whose namc(s) Ware subscribed to the v ithin instrument and acknowledged to me that hc/she/they executed the same in his/her/their authorized capacity(ics), and that by his/hcrhheir signaturc(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. Witness my hated and official seal. DINE E. IUNT '0 Cwm i 978764 NMAM P.t"X - CAL FMW Orange Count' KiSnature of Notary) W Oorem. Fwres Nm. 22.1906 A CAPACITY CLAIMED BY SIGNER: Individual Corporate Ofliccr(s): Titic(s) Partner(s): Limited General Attorney -in -Fact Trustec(s) Guardian/Conservator Other SIGNER IS REPRESENTING: Name of Person(s) or Entity(ics) ATTENTION NOTARY: Although the information requested below is OPTIONAL, IT COULD PREVENT FRAUDULENT ATTACHMENT OF THIS CERTIFICATE TO ANOTHER DOCUMENT. THIS CERTIFICATE MUST BE ATTACHED TO THE DOCLINIEN7 DESCRIBED AT RIGHT: Title or Type of Document Number of Pages Date of Document Signcr(s) Other Than Namcd Above: "Exhibit D" to Loan Agreement Page 7 of 8 4WAgreeNong Dociaration of ConditiorskIM94 Exhlbrr R kv2m-& a cm No.: 9402204-N Title to said estate or intexvst at the date bereof is vested in: �. - ... • a• .. •• - �•..IF ilk: PQ . •-• so .f - r_ . •� .�• PA= 1: An undivided one twenty second (1/22) fee simple interest as a tenant in maim in and to all of the Camrn Area defined in referred to below and descxl bed in the CbrxImdnfum Plan ("Plan") for Lot 1 of Tract No. 14828, which Plan was recorded on August 25, 1994 as i t No. 94-052SM of Official Records of Orange Q=ty, over Ict 1 of Tract No. 14828, in the City of Huntingtm Beach, amity of Orange, state of California, as per cap f1jed in Book 706, Pages 27 to 29 of W SMI i aneous gaps, in the office of the cbcarty Reoarder of said County. omm ND.: 9402204-04 %'�' , as resacv9d in deed rec=Ied August 16, 1921 In Bxk 401, Page 356 of Deeds, • in varix-is iwr�yc r a: • of .�•ii• • -•�L11 FARM 3: M EXHIBIT B PROMISSORY NOTE S 35,000 000 February 24 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. Interest Rate Simple interest shA 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 February 24 9 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 1 of 3 a &vim: W ong.4ioneissory NOW0111293 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. 6. 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 B"bi„— 19 95 (the "Agreement"), a copy of which is on file as a public record with theHolder ider 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. 8. Maker Assignment Prohibited In no event shall Maker assign or transfer any portion of this Agreement without the prior express written consent of the Holder, which consent may be given or withheld in the Holder's sole discretion. Likewise, no assumption of the Agency Loan shall be permitted at any time. This Section shall not prohibit the Holder's right to assign all or any portion of its rights to the loan proceeds hereunder. 9. Attorneys' Fees and Costs In the event that any action is instituted to enforce payment under this Promissory Note, the Maker promises to pay such sums as a court may fix for court costs and reasonable attorneys' fees. 10. Nan -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 Loan Agreement Page 2 of 3 4'slAgm: Wong:Pmmiamy IvoW I/1295 11. Successors Bound This Promissory Note shall be binding upon the parties hereto and their respective heirs, successors and assigns. WAI; ER" By: Printed Name: Wesley Chi Wong 7681 Happy Drive, f202 gd 1. / 1- li:!' Printed Name: By: Printed Name: "Exhibit B" to Loan Agreement Page 3 of 3 41s5A ft:WongTromissoryNotcT1/1V95 Contir,�tal IS LYNG OFFICE: Lawyers Title Cmpany 5u suaimy� �. lawy+egTide Insuiance Crporation 'ATE ESCRaNQR E:AN&MIR iT a a4az? ORDER 4/6j95 M= INN StN)P►Y MA CHLY NUMBER 94022044M r i VII ajou AGacy of THs my OF , H[NTINGICN B'iFAC% 2000 Main Street H mUngton Beach, CA 92648 AM L AGEWY aEW ENC CGX, E5: `4 f blicy of Tate insurance ❑ C.C. & R. ❑ Deed from ❑ Deed of Trust ❑ Maps ❑ Oher. T-02 REV. 10M9 ❑ Certified copy of ❑ Copy of Fbl cY of Tifle Insurance ❑ Fire Insurance Policy ❑ Tax [Nil ❑ Recorded document returned to us by the County Recorder. ❑ Preliminary Report UIFICA #Tic-!TK LTICITP11740C 1Ttc MI LTft? LTfC LTIC LTIC itic: #TrE LTac.ITIc:ITIC LTIC LTK=LTIC [TIC CTIC lnC 4TIC I.TiC LT11C lTW LTIC 11 • - - jamuoyers i e a �nsurance Crp ration NATIONAL HEADOUARTERS RICHMOND. YIRGtkiA SUBJECT TO THE EXCLUSIONS FROM COVERAGE, THE EXCEPTIONS 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 Inns or damage, not exceeding the Amount of Insurance stated in Schedule A, sustained or incurred by the insured by reason of: t. 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. Unmarketability of the title; 4. Lack of a right of access to and from the land; and in addition, as to an insured lender only: S. The invalidity or unenlorceability 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, said mortgage being shown in Schedule B In the order of Its priority; 7. The invalidity or unenlorceability of any assignment of the Insured mortgage, provided the assignment is shown in Schedule B. or the failure of the assignment shown I-v Schedule B 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 Co-iditions and Stipulations. IN WITNESS WHEREOF the Company has caused this policy to t-e signed and sealed, to be valid when countersigned by an authorized officer or agent of the Company, all in accordance w-llh its By -Laws. Secretary Counte'signed: By Authorized Officer or Agent [au�yers"jide jnsurance Corporation . ~y"••,, icy. C 7 President POLICY NUMBER 75-00 — 7 5 5— 5 4 4 EXCLUSIONS FROM COVERAGE The lollowing matters are expressly excluded from the coverage of this policy and Ine Company will not pay loss or damage, costs, attorneys' fees or expenses which arise by reason of: 1. (a) Aiy tam, ordinance or governmentat regulation (Including but not limited to building or zoning lams, ordinances, or regulations) restricting, regulating, pro- hibiting or relating to lit the occupancy, use, or enjoyment of the land; (ii) the character. dimensions or location of any improvement now or herea!ler erected on the land; (iii) a separation in ownership or a change in the dimensions or area of the land or any parcel of which the land is or was a part; or (iv) environmen• tal protection, or the effect of any violaticri 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 c r alleged violation affecting the land has been recorded to the public records at Date of Policy. jb) Any governmental police pow e? not excluded by {a) above, except to the extent That a notice of the exercise thereat or a notice of a defect, lien or encum- brance resulting from a violalion or alleged violation affecting the land has Lean 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 Irom coverage any taking which has occurred prior to Date of Policy which would be binding on the rigrts of a purchaser for value without knowledge.r ` 3. Defects, liens, encumbrances, adverse claims or other matters:---. (a) whether or not recorded In the public records at Date of Policy, but created, suffered, assumed or agree] to by the insured claimant; (b) no! known to the Company, not recorded in the public records at Date of Policy, tut known to the insured claimant and not disclosed in writing to the Com- -pa,y by the insured Claimant prior to the date the insured claimant became an insured under this policy; "(c) reSalliny in noioss or damage to the Insured claimant; - (d) attaching or created subsequent to Dale of Polity; or (e) resultingi in loss or damage which would not have been sustained it the Insured claimant had paid value [or the insured mortgage of for the estate or interest Insured by this policy- 4. Unenfo-ceability of the lien of the Insured mortgage because of the inability or taiture of the insured at Date of Policy, of the Inability or failure of any subsequent owner of the indebtedness, to comply with the applicable doing business laws of tte 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. 6. Any clai-I, which arises out of the transaction vesting in the insured the estate or interest insured by this policy or the transaction creating the interest of the insured lender, by reason of the operation of federal bankruptcy, state insolvency or similar creditors' rights laws. Pot cy 7s litho in USA. Coverahest CLTA $tanOarb Comps Policy — Im CONDMONS AND STIPULATIONS 1 DEFINITION OF TERMS The following terms when used in this policy mean (a) insured the insured named in Schedule A and subject to any rights or defenses the Company would have had against -the named in sured those who succeed to the interest of the named insured by opera tion of law as distinguished from purchase including but not limited to heirs distributees devisees survivors personal representatives next of kin or corporate or fiduciary successors The term insured also includes (i) the owner of the indebtedness secured by the insured mort gage and each successor in ownership of the indebtedness except a successor who is an oblig(X under the provisions of Section 12(c) of these Condipons and Stipulations (reserving however all rights and defenses as to any successor that the Company would have had against any predecessor insured unless the successor acquired the indebted ness as a purchaser for value without knowledge of the asserted defect lien encumbrance adverse claim or other matter insured against by this policy as affecting title to the estate or interest in the land) (n) any governmental agency or governmental instrumentality which is an insurer or guarantor under an insurance contractor guaranty insuring or guaranteeing the indebtedness secured by the insured mort gage or any part thereof whether named as an insured herein or not (iii) the parties designated in Section 2(a) of these Conditions and Stipulations (b) insured claimant an insured claiming loss or damage (c) insured lender the owner of an insured mortgage (d) insured mortgage a mortgage shown in Schedule B the owner of which is named as an insured in Schedule A (e) knowledge or known actual knowledge not constructive knowledge or notice which may be imputed to an insured by reason of the public records as defined in this policy or any other records which impart constructive notice of matters affecting the land (f) land the land described or referred to in Schedule A and improvements affixed thereto which by law constitute real property The term land does not include any property beyond the lines of the area described or referred to in Schedule A nor any right title interest estate or easement in abutting streets roads avenues alleys lanes ways or waterways but nothing herein shall modify or limit the extent to which a right of access to and from the land is insui-d by this policy (g) mortgage mortgage deed of trust trust deed or other secure ty instrument (h) public records records established understate statutes at Date of Policy for the purpose of imparting constructive notice of mat ers relating to real property to purchasers for value and without knowledge (i) unmarketability of the title an alleged or apparent matter of fecting the title to the land not excluded or excepted from coverage which would entitle a purchaser of the estate or interest described in Schedule A or the insured mortgage to be released from the obligation to purchase by virtue of a contractual condition requiring the delivery of marketable title 2 CONTINUATION OF INSURANCE (a) After Acquisition of Title by Insured Lender If this policy insures the owner of the indebtedness secured by the insured mortgage the coverage of this policy shall continue in force as of Date of Policy in favor of (i) such insured lender who acquires all or any part of the estate or interest in the land by foreclosure trustees sale conveyance in lieu of foreclosure or other legal manner which discharges the lien of the insured mortgage (it) a transferee of the estate or interest so acquired from an insured corporation provided the transferee is the parent or wholly -owned subsidiary of the insured corporation and their corporate successors by operation of law and not by purchase subject to any rights or defenses the Company may have against any predecessor insureds and (iii) any governmental agency or governmental instrumentality which acquires all or any part of the estate or interest pursuant to a contract of insurance or guaranty insuring or guaranteeing the indebtedness secured by the insured mortgage (b) After Conveyance of Title by an Insured The coverage of this policy shall continue in force as of Date of Policy in favor of an insured only so long as the insured retains an estate or interest in the land or holds an indebtedness secured by a purchase money mortgage given by a purchaser from the insured or only so long as the insured shall have liability by reason of covenants of warranty made by the insured in any transfer or conveyance of the estate or interest This policy shall not continue in force in favor of any purchaser from an insured of either (i) an estate or interest in the land or (ii) an indebtedness secured by a purchase money mortgage given to an insured (c) Amount of Insurance The amount of insurance after the acquisi tion or after the conveyance by an insured lender shall in neither event exceed the least of (1) The amount of insurance stated in Schedule A (it) The amount of the principal of the indebtedness secured by the insured mortgage as of Date of Policy interest thereon expenses of foreclosure amounts advanced pursuant to the insured mortgage to assure compliance with laws or to protect the lien of the insured mort gage prior to the time of acquisition of the estate or interest in the land and secured thereby and reasonable amounts expended to prevent deterioration of improvements but reduced by the amounts of all payments made or (iii) The amount paid by any governmental agency or governmen tal instrumentality if the agency or the instrumentality is the insured claimant in the acquisition of the estate or interest in satisfaction of its insurance contract or guaranty 3 NOTICE OF CLAIM TO BE GIVEN BY INSURED CLAIMANT An insured shall notify the Company promptly in writing (i) in case of any litigation as set forth in 4(a) "low (it) in case knowledge shall come to an insured hereunder of any claim of title or interest which is adverse to the title to the estate or interest or the lien of the insured mortgage as insured and which might cause loss or damage for which the Company may be liable by virtue of this policy or (m) if title to the estate or interest or'the lien of the insured mortgage as insured is re jected as unmarketable If prompt notice shall not be given to the Com pany then as to that insured all liability of the Company shall terminate with regard to the matter or matters for which prompt notice is required provided however that failure to notify the Company shall in no case prejudice the rights of any insured under this policy unless the Com party shall be prejudiced by the failure and then only to the extent of the prejudice 4 DEFENSE AND PROSECUTION OF ACTIONS DUTY OF INSURED CLAIMANT TO COOPERATE (a) Upon written request by an insured and subject to the options contained in Section 6 of these Conditions and Stipulations the Com pany at its own cost and without unreasonable delay shall provide for the defense of such insured in litigation in which any third party asserts a claim adverse to the title or interest as insured but only as to those stated causes of action alleging a defect lien or encumbrance or other matter insured against by this policy The Company shall have the right to select counsel of its choice (subject to the right of such insured to object for reasonable cause) to represent the insured as to those stated causes of action and shall not be liable for and will not pay the fees of any other counsel The Company will not pay any fees costs or ex penses incurred by an insured in the defense of those causes of action which allege matters not insured against by this policy (b) The Company shall have the right at its own cost to institute and prosecute any action or proceeding or to do any other act which in its opinion may be necessary or desirable to establish the title to the estate or interest or the lien of the insured mortgage as insured or to prevent or reduce loss or damage to an insured The Company may take any appropriate action under the terms of this policy whether or not it shall be liable hereunder and shall not thereby concede liability or waive any provision of this policy If the Company shall exercise its rights under this paragraph it shall do so diligently (c) Whenever the Company shall have brought an action or interposed a defense as required or permitted by the provisions of this policy the Company may pursue any litigation to final determination by a court of competent jurisdiction and expressly reserves the right in its sole discretion to appeal from any adverse judgment or order (d) In all cases where this policy permits or requires the Company to prosecute or provide for the defense of any action or proceeding an insured shall secure to the Company the right to so prosecute or pro vide defense in the action or proceeding and all appeals therein and permit the Company to use at its option the name of such insured for this purpose Whenever requested by the Company an insured at the Company s expense shall give the Company all reasonable aid (i) in any action or proceeding securing evidence, obtaining witnesses prosecuting or defending the action or proceeding or effecting settlement and (ii) in any other lawful act which in the opinion of the Company may be necessary or desirable to establish the title to the estate or interest or the lien of the insured mortgage as insured If the Company is prejudiced by the failure of an insured to furnish the required cooperation the Company s obligations to such insured under the policy shall terminate including any liability or obligation to defend prosecute or continue any litigation with regard to the matter or matters requiring such cooperation 5 PROOF OF LOSS OR DAMAGE In addition to and after the notices required under Section 3 of these Conditions and Stipulations have been provided the Company a proof of loss or damage signed and sworn to by each insured claimant shall be furnished to the Company within 90 days after the insured claimant shall ascertain the facts giving rise to the loss or damage The proof of loss or damage shall describe the defect in or lien or encumbrance continued on next page of cover sheet LAWYERS Tk;LE INSURANCE CO PORATION Nat Mal Headquarters \Woo uldm nd, Virginia ,CLTA STANDARD COVERAGE POLICY 1990 Ismied At: Cointinental Lawyers Tittle Company 1015 N=th Main Street, Santa Ana, California 92701 ma's- �'�' ��",; ��'• 940220444 75-00-755-544 $35,000.00 1. NAME OF MCMM: •• w $150.00 03/02/95 at 8:00 an � r a v• • • • y•�a. r r �- �r • • •• a•�ar r.r � • •� ` A CMDUMMIM, as defined in Section 783 of the Cal ifarnia Civil Code, in fee 3. 1I1 1E 70 = iS`I I OR 324TEMST 3N TM LM IS VESTM IN: ` Weelf-7 Chi Wang, a single man � i �r •��. a•,•�a. • . � � • •i M rya: �• r:�a• •i • PAFC, 1: An undivided acre testy seacxd (1/22) fee sh ple intemst as a tenant in caamn in and to all of the Comon Area defined in ti*atian referred to below and described in the Caro tiinium Plan ("Plan") for Lot 1 of Tract No. 14828, Mich Plan was recorded an August 25, 1994 as InstruTent No. 94-0525335 of official Feaords of orarpe County, over Lot 1 of Tract No. 1482B, in the City of Huntington B&-Xt, County of Orange, State of California, as per map filed 1n Hook 706, Pages 27 to 29 of Maps, in the office of the ❑ xnty Rmmder of said County. at-; a• zr �r a.sc•.r • . _� _• .� • •-. • - -v • n •.- a� . •• 7- •I q •W it a -�: •__ a =• res• �.a •z. ♦ . • '.•. • .•- . •� •z.rx Unit Na. 4 consisting of certain airspace and surface elements, as shown and des=ibad in the —ndaminitm Plan referred to in Parcel 1 above. PAFCM 3: Nm-a,,clusive asemwits for access, ingmss, egress, use, erxjc5Mmt, drainaW, e"MadarA31116, Sint, mainten-s=, repairs and for othw p=pcees, all as des=ibed in that cart in Declaration of its, Cm&ticns and and Fasexvati,an of Ease rents for Pacific Paris Villas, remwded August 25, 1994 as MWWM t No. 94-M25336 of Official Records. PAR= 4: C L T A STAND R D . FLICY•ND. 75-00-755-544 COVERAGE POL' 'Y-1990 JJti • ' J/ �' J �''Ih i ' •' ! f► `I • '1 ;Y• �• • Y.I_ it • i ' •'fFD?• iT-!. �f�1 T!� , { sz �. _ �1�2�i • �� f ` �'��.1 �i� f' f fib► •: � N '••1S}1 1 !� i E I}' • ` • '1 • � 7 I `19••'J. •' �' • • CS •' f '1?i1f'e•i + 1 • at •' + 90, a •' • I?` 1 lr ••'1'IB „ • • • �f>f s.*f '1 1 fr '1 • rONow4b 6fSIVA too`I'J••':•� 5. (A) iA1PA ENM MiN1W C LU4s; (B) FESERVATIMS CR E7 P'I'ICAS IN PATEMS CR IN ACIS AilBUMDI C THE LSSUMM THEEZ W; (C) WATER RICHrIS, CLAIM CR TITLE TO WATER, WHEMM CR NOT THE MMUS EXCEPM UNCM (A), (B) CR (C) ARE SHO4tiM BY THE FL13ZJC RCS. CLTA STANDZD COVERAGE POLY-1990 FO CY NO. •75-00-755-544 NO.: 9402204-M PART n A. Property taxes, including general and special takes, permonal Ply taxes, if my, and arry asseaeroer:I collected with taxes, to be levied for the fiscal year 1995-1996 which are alien not yet payable. r•• cnn v: •� -sr:u:• ----cti rc •r •r ••fir •: -- lz,z--.`:• 1 •ter •• ►: �• ••• M �• 1.1 •� rl •� �.•►� w • :1 • •r • nr•r • 2. The fact that the ownership of said land does not include rights of access to or from the street or higtway abutting said land, such rights having been rellrxplished by the map of said Tract. Affects: Talbert Avenue: Joyful Lane and Happy Drive a 07_• I :lLs. z_ - 1• :16•1 • G• • ••: M • 3. Covenants, conditions and w T'•i • (dAeting therefran :1 r Ulw • based on :r- •• •1 or creed) as set forththe document Recorded: a• _•r • • Instrument No. • • I of •• =rrr • _ r •- - r16 T71M'�' :rI Mr •rit••.•� •r •na• • w r :•- •rr• • t. Matter -in :1 Instrument which, amxg other things, contain or provide for Assessments, Liens and the na thereof, provisions relating to Partition, Restrictions on severability of Component Irdxxrests, Covenants, Conditions and RestrictLons, a provLsion that no violatim thereof and no enforoei of any Men provided for bexeJn shal I defeat or render invalid the Lim of a Mortgage or Dead of Trust made in good faith and for value, but which however, do not contain Reltions based on col or creed. i••r • a•: August 25, 1994 Instrunent No. • ` • of Official e•■r • 5. The matters Contained in a document entitled "Coar= Facilities Ube and Agreement Fbr Pacific Paris Villas" recorded August 25, 1994 as Instrument No. 94-0525337 of Official P000ids. Reference is made to said docxment for full . V • 131 1 1 o• q JDJJ 6. An easement for the purpose shown below and rights incidental thereto as eet forth :in a document Granted to: Southern CaZifonnia Edison CmpmT Purpose: Puhlic utilities Recorded: O=bober 27, 1994 Instrument No. 94-W32840 of Offinial Records Affects: the Southerly 50 feet of the Easterly 4 feet of tat 1 7. A Dead of Trust to secure an in the amount shoes below, and arty otber cbiigatians secured thereby Amoua t: $126,400.00 Dated: Flebrvaxy 22, 1995 Tnustor: Wesley Chi Wong, a single man Trustee: Equitable Deed Company, a Cal ifornta oorporstion Her ficiary: Bank of America National Trust and Savings Association Recorded: March 2, 1995 Instrument No. 95-0084767 of Official Regards S. An assigrment of all the acnies clue or to became due as mental, as additional security for the abligatiar>ws ex red by deed of trust Recorded: March 2, 1995 Instrument No. 95-0084767 of Official records • • ••• ••� ••� ■' Gi • on M ♦s Q . A C mmint and Agent mec .: • • - Chi WmV, a sirgleman In favor of: The Redemlopment Agercy of thB City of HmtLrxjtm Beach, a public ♦ • f corpomte and politic fc•E • of 1995 ENDORSEMENTS tb Date typed: 03/10/95 Plats enclosed CONDOMINIUM PLANS FOR SHEET 9 OF 32 LOT 1 OF TRACT 14828 IN ThE CITY OF HUNTINGTON BEACH COUNTY OF ORANGE STATE OF CALIFORNIA AS SHOWN ON A MAP RECORDED IN MAP BOOK 706 PACES 27 THROUGH 29 INCLUSIVE OF MISCELLANEOUS MAPS IN THE OFFICE OF THE RECORDER OF SAID COUNTY PHASE ONE OF PACIFIC PARK VILLAS BOUNDARY MAP TALBERT AVENUE SCALE 1 "=60' AIABERT AVENUE N89 48 04 W 172 94 L z$ r- = N I O $ A - 90106 18' O as c o R 33 00 i T s 33 06 -TiO N m ni L- 51 90 z C 4 �s - RAC __ NO 1 7 2 0 o r--. I on zD m m CA 8 , I 1\111\11 12/ Jr? / 2 rt + co — z co ( EDD °° � N N89 48 04"W 20601 D �p Iz Z v � OD m 4 N tp O Z ONv cc rn a �m LOT ca N O O .. m N e O � � t v r I J r .� (� Z N74 44 42-� � Tp-RC) 2 N �p N egg 40 50-E N89 47 40'W 20505 (PCB (u)r- 27 00 (27 00 H A P P Y25 28200 N W COB LOT TIO B 00 DRIVE N89 47 40 W ESTAB BY INTERSRS ECTION SEE PAGE 10 FOR CURVE DATA $ MONUMENT NOTES HALL & u . 4% m V z oI O c UU to CD toEJ1 Urn N If. OREMAN INC CONDOMINIUM PLANS FOR SHEET 10 OF 32 LOT I OF TRACT 14S26. IN THE CITY OF HUNTINGTON BEACH, COUNTY OF ORANCE. STATE OF CALIFOftmm. AS SHOWN ON A MAP RECORDED 1M MAP EOOK 706. PAGES 27 THROUCM 29. INCLUSIVE. OF utSCELLANEOUS MAPS. IN THE OFFICE OF THE RECORDER OF SAID COUNTY. PHASE ONE OF PACIFIC PARK VILLAS CURVE DATA CURVE DELTA RADIUS 1S'3SW 327.00' ? 133428' 273.00' J 89'S3'10' 2100' • 05'3236a 327.00' S 137413' 300.00' 5 13 33'30' 300.00' 08'31'01' 327.00' 09'40'54' 327.00' MONUMENT NOTES 1. 0 11401CAT£S FOUND Ir0WWrNTS AS NOTED 2. 111 INDICATES FOUND SPI%E AND WAS++ER NO TAG, NO RCF. HELD TO ESTASUS►i THE CENTERLINES OF JOLLY LANE. NAPPY DRIVE. AND JOYFUL LANE REPLACED WITH SPUT AND WASHER TACCED L.S. 5749. 3. 0 INDICATES 2' 1P TA=O LS. 3749 OR SPIKE AND WASHER TAGGED LS. 5749 OR LEAD AND TACK TAG"D L.S. 5749 TO BE SET BEFORE THE RECOFDAPON OF TMS LIAP, 4. G INDICATES 8' SPIKE do WASHER STAMPED LS. 5749 TO BE SET WTHIN 9D DAYS AFTER ACCEPTANCE OF IMPROVEMENTS I CONDOMINIUM PLANS FOR SHEET T1 OF 32 LOT 1 OF TRACT .4828. IN THE CITY Of HV INGTON BEACH. COUNTY CF ORANGE, STATE OF CALIFORNIA. AS SHOW" ON A MAP RECORDED IN MAP BOOK 706. PACES 27 THROUGH 29. INCLUSIVE. Of WSCE4LANEOUS MAPS. IN THE OFFICE OF THE RECORDER OF SAID COUNTY. PHASE ONE OF PACIFIC PARK VILLAS 4 ., 22 20=Kumrs 21 1.00' $ aa19• 6,112, `r S 89'4v27' E :!i H 9 11 f2 13 14 f0 15 0 4 F 3 �W 1 7 2 Trw�� 8 60.41' 25.00' 57.6r SCALE: 1"=40' Low" KNKN 80C.xs We" U4M UK?. NO" ft" " POCATZ7 U"" UIU w1. ASSOCIATION PROPERTY, ' LmoQ°SSCLWL UNIT NUMBERS & TIES Assm m"°"rr C*%msw,n9-cwL .SOB NO. 4285 HALL do FOREMAN. INC. CONDOMINIUM PLANS FOR SHEET 14 Of 32 LOT T OF TRACT 44626. IN THE CITY OF HUNTINGTON BCAC14, COUNTY OF ORANCE, STATE OF CALIFORNIA. AS SHOWN ON A MAP RECORDED IN MAP BOOK 70E. PACES 27 THROUGH 29. INCLUSIVE. Or MISCELLANEOUS MAM IN THE CMCE OF THE RECORDER OF SAID COUNTY. PHASE ONE OF PACIFIC PARK VILLAS t Ia.s' UNIT 3 UNIT 7 UNIT 9 UNIT 16 SCALE 1's10' SEE SHEETS 26-31 Fat SECTIONS AND ELEVATION& GARAGE LEVEL —1111 u u �A 7.a• I••- ..r s.o• .4U �x j 41 N of ! �ir 1 tt.3' `J UNIT 4 UNIT 8 UNIT 10 UNIT 17 "CATES LUTS Cr W;R rGiL VANATtpNS PER SECTICI+S JOB NO. 4265 HALE & FOREMAN INC. CONDOMINIUM PLANS FOR SHEET 24 OF LOT 1 OF TRACT 14828. IN TiE MY OF HUNTINCTON BEACH. COVNTY OF ORAkCE. STATE OF CAUFORKIA. AS SHC7 04 A UAP RECORDED SH LAP BOOK 705. PACES 27 NF.OUCH 29. INCUXSW— CIF wSCELLAMECUS MAaS W THE CFF1CV OF THE RECORCER OF' SAID CCMMdTX PHASE ONE OF PACIFIC PARK VILLAS u � a rBALCONY 2ND LEVEL UNIT 4 UNIT 8 UNIT 10 UNIT 17 II 4 ti.T {sue rJ II 1! li I+ ao a� II H II 4 I II « s.rra gar -['-7-7 i 1 1j II is tJI rl. � � S it Mr V 11 9.or BASiUMC VOCATM UUM Or SCALE 1'a a' VAMANNS PER C 2E sEE SKMlrS 7e-31 sCn SECnoHS AND tLrv*vm@M 14ALL & FORFw1AN IN rr `RIDITIOWS ARID STIPULATIONS — CONT ED on the title car other matter insured again- y this policy which con stitute� the basis of lass or damage and shall state to the extent posse ble the basis of calculating the amount of the loss or damage If the Company is prejudiced by the failure of an insured claimant to provide the required proof of loss or damage the Company s obligations to such insured under the policy shall terminate including any liability or obliga tion to defend prosecute or continue any litigation with regard to the matter or matters requiring such proof of loss or damage In addition an insured claimant may reasonably be required to sub mit to examination under oath by an authorized representative of the Company and shall produce for examination inspection and copying at such reasonable times and places as may be designated by any authorized representative of the Company all records books ledgers checks correspondence and memoranda whether bearing a date before or after Date of Policy which reasonably pertain to the loss or damage Further if requested by any authorized representative of the Company the insured claimant shall grant its permission in writing for any authorized representative of the Company to examine inspect and copy all records books ledgers checks correspondence and memoranda in the custody or control of a third party which reasonably pertain to the loss or damage All information designated as confidential by an insured claimant provided to the Company pursuant to this Section shall not be disclosed to others unless in the reasonable judgment of the Company it is necessary in the administration of the claim Failure of an insured claimant to submit for examination under oath produce other reasonably requested information or grant permission to secure reasonably necessary information from third parties as required in the above paragraph unless prohibited by law or governmental regulation shall terminate any liability of the Company under this policy as to that insured for 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 following additional options (a) To Pay or Tender Payment of the Amount of Insurance or to Pur chase the Indebtedness (i) to pay or tender payment of the amount of insurance under this policy together with any costs attorneys fees and expenses in curred by the insured claimant which were authorized by the Company up to the time of payment or tender of payment and which the Com pany is obligated to pay or (ii) in case loss or damage is claimed under this policy by the owner of the indebtedness secured by the insured mortgage, to purchase the indebtedness secured by the insured mortgage for the amount owing thereon together with any costs attorneys fees and expenses incurred by the insured claimant which were authorized by the Company up to the time of purchase and which the Company is obligated to pay If the Company offers to purchase the indebtedness as herein pro vided the owner of the indebtedness shall transfer assign and con vey the indebtedness and the insured mortgage together with any col lateral security to the Company upon payment therefor Upon the exercise by the Company of the option provided for in paragraph a(i) all liability and obligations to the insured under this policy other than to make the payment required in that paragraph shall ter minate including any liability or obligation to defend prosecute or con tinue any litigation and the policy shall be surrendered to the Company for cancellation Upon the exercise by the Company of the option provided for in paragraph a(u) the Company s obligation to an insured lender under this policy for the claimed loss or damage other than the payment required to be made shall terminate including any liability or obligation to defend prosecute or continue any litigation (b) To Pay or Otherwise Settle With Parties Other than the Insured or Wrth the Insured Claimant (i) 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 attorneys fees and expenses incurred by the insured claimant which were authorized by the Company up to the time of payment and which the Company is obligated to pay or (ii) to pay or otherwise settle with the insured claimant the loss or damage provided for under this policy together with any costs at torneys fees and expenses incurred by the insured claimant which were authorized by the Company up to the time of payment and which the Company is obligated to pay Upon the exercise by the Company of either of the options proved ed for in paragraphs b(i) or b(ii) the Company s obligations to the in sured under this policy for the claimed loss or damage other than the payments required to be made shall terminate including any liability or obligation to defend prosecute or continue any litigation 7 DETERMINATIOb AD EXTENT OF LIABILITY This policy is a contract of indemnity against actual monetary loss or damage sustained or incurred by the insured claimant who has suf fered loss or damage by reason of matters insured against by this policy and only to the extent herein described (a) The liability of the Company under this policy to an insured lender shall not exceed the least of (i) the Amount of Insurance stated in Schedule A or if applicable the amount of insurance as defined in Section 2 (c) of these Conditions and Stipulations (ii) the amount of the unpaid principal indebtedness secured by the insured mortgage as limited or provided under Section 8 of these Conditions and Stipulations or as reduced under Section 9 of these Con ditions and Stipulations at the time the loss or damage insured against by this policy occurs together with interest thereon or (m) the difference between the value of the insured estate or in terest 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 lender has acquired the estate or interest in the manner described in Section 2(a) of these Conditions and Stipula tions or has conveyed the title then the liability of the Company shall continue as set forth in Section 7(a) of these Conditions and Stipulations (c) The liability of the Company under this policy to an insured owner of the estate or interest in the land described in Schedule A shall not exceed the least of (i) the Amount of Insurance stated in Schedule A or (ii) the difference between the value of the insured estate or in terest as insured and the value of the insured estate or interest subject to the defect lien or encumbrance insured against by this policy (d) The Company will pay only those costs attorneys fees and ex penses incurred in accordance with Section 4 of these Conditions and Stipulations 8 LIMITATION OF LIABILITY (a) If the Company establishes the title or removes the alleged defect lien or encumbrance or cures the lack of a right of access to or from the land or cures the claim of unmarketability of title or other wise establishes the lien of the insured mortgage all as insured in a reasonably diligent manner by any method including litigation and the completion of any appeals therefrom it 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 or with the Company s consent the Company shall 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 if applicable to the lien of the insured mortgage as insured (c) The Company shall not be liable for loss or damage to any in sured for liability voluntarily assumed by the insured in settling any claim or suit without the prior written consent of the Company (d) The Company shall not be liable to an insured lender for (i) any indebtedness created subsequent to Date of Policy except for advances made to protect the lien of the insured mortgage and secured thereby and reasonable amounts expended to prevent deterioration of im provements or (h) construction loan advances made subsequent to Date of Policy except construction loan advances made subsequent to Date of Policy for the purpose of financing in whole or in part the construc tion of an improvement to the land which at Date of Policy were secured by the insured mortgage and which the insured was and continued to be obligated to advance at and after Date of Policy 9 REDUCTION OF INSURANCE REDUCTION OR TERMINATION OF LIABILITY (a) All payments under this policy except payments made for costs attorneys fees and expenses shall reduce the amount of insurance pro tanto However as to an insured lender any payments made prior to the acquisition of title to the estate or interest as provided in Section 2(a) of these Conditions and Stipulations shall not reduce pro tanto the amount of insurance afforded under this policy as to any such insured except to the extent that Oe payments reduce the amount of the in debtedness secured by the insured mortgage (b) Payment in part by any person of the principal of the in debtedness or any other obligation secured by the insured mortgage or any voluntary pairtial satisfaction or release of the insured mortgage to the extent of the payment satisfaction or release shall reduce the amount of insurance pro tanto The amount of insurance may thereafter be increased by accruing interest and advances made to protect the lien of the insured mortgage and secured thereby with interest thereon provided in o event shall the amount of insurance be greater than the Amount of lnsur Kce stated in Schedule A continued on next page of cover sheet CONDITIONS AND STIPULATIOft4 CONTINUED (c) Payment in full by any person or the voluntary satisfaction or release of the insured mortgage shall terminate all liability of the Com pany to an insured lender except as provided in Section 2(a) of these Conditions and Stipulations 10 LIABILITY NONCUMULATIVE It is expressly understood that the amount of insurance under this policy shall be reduced by any amount the Company may pay under any policy insuring a mortgage to which exception is taken in Schedule B or to which 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 payment under tnis policy to the in sured owner The provisions of this Section shall not apply to an insured lender unless such insured acquires title to said estate or interest in satisfac tion of the indebtedness secured by an insured mortgage 11 PAYMENT OF LOSS (a) No payment shall be made without producing this policy for en dorsement of the payment unless the policy has been lost or destroyed in which case proof of loss or destruction shall be furnished to the 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 shall 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 policy all right of subrogation shall vest in the Company unaffected by any act of the insured claimant The Company shall be subrogated to and be entitled to all 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 the Company the insured claimant shall transfer to the Company all rights and remedies against any person or property necessary in order to perfect this right of subrogation The insured claim ant 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 insured claimant the Company shall be subrogated (i) as to an in sured owner to all rights and remedies in the proportion which the Com pany s payment bears to the whole amount of the loss and (it) as to an insured lender to all rights and remedies of the insured claimant after the insured claimant shall have recovered its principal interest and costs of collection If loss should result from any act of the insured claimant as stated above that act shall not void this policy but the Company in that event shall be required to pay only that part of any losses insured against by this policy Which shall exceed the amount if any lost to the Company by reason of the impairment by the insured claimant of the Company s right of subrogation (b) The Insureds Rights and Limitations Notwithstanding the foregoing the owner of the indebtedness secured by an insured mortgage provided the priority of the lien of the insured mortgage or its enforceability is not affected may release or substitute the personal liability of any debtor or guarantor or extend or otherwise modify the terms of payment or release a portion of the estate or interest from the lien of the insured mortgage or release any collateral security for the indebtedness When the permitted acts of the insured .claimant occur and the in sured has knowledge of any claim of title or interest adverse to the ti tie to the estate or interest or the priority or enforceability of the lien of an insured mortgage as insured the Company shall be required to pay only that part of any losses insured against by this policy which shall exceed the amount if any lost to the Company by reason of the im airment bif the insured claimant of the ComLDanys right of ..: (c) The lQompany s Rights Against Non insured Obligors The Corppany s right of subrogation against non insured obligors shall exist and sh'alLirmlutia without limitation the rights of the insured to indem nitres guarantees 1�er policies of insurance or bonds notwithdstanding any terms or congitions contained in those instruments which provide for subrogation rights' by reason of this policy The Company s right of subrogation shall not be avoided by acquisi tion of an insured mortgage by an obligor (except an obligor described in Section 1(a)(ii) oftpese Conditions and Stipulations) who acquires the insured mortgage Ap q result of an indemnity guarantee other policy of insurance or bond and the obligor will not be an insured under this policy notwithstanding Section 1(a)(i) of these Conditions and Stipulations 13 ARBITRATION Unless prohibited by applicable law tither the Company or the in sured may demand arbitration pursuant to -the Title Insurance Arbitra tion Rules of the American Arbitration Association Arbitrable matters may include but are not limited to any controversy or claim between the Company and the insured arising out of or relating to this policy any service of the Company in connection with its issuancwor'the breach of a policy provision or other obligation All arbitrable matters when the Amount of Insurance is $1000 000 or less shall be arbitrated at the op tion of either the Company or the insured All arbitrable matters when the Amount of Insurance is in excess of $1000 000 shall be arbitrated only when agreed to by both the Company and the insured Arbitration pursuant to this policy and under the Rules in effect on the date the demand for arbitration is made or at the option of the insured the Rules in effect at Date of Policy shall be binding upon the parties The award may include attorneys fees only if the laws of the state in which the land is located permit a court to award attorneys fees to a prevailing party Judgment upon the award rendered by the Arbitrator(s) may be entered in any court having jurisdiction thereof The law of the situs of the land shall apply to an arbitration under the Title Insurance Arbitration Rules A copy of the Rules may be obtained from the Company upon request 14 LIABILITY LIMITED TO THIS POLICY POLICY ENTIRE CONTRACT (a) This policy together with all endorsements if any attached hereto by the Company is the entire policy and contract between the insured and the Company In interpreting any provision of this policy this policy shall be construed as a whole (b) Any claim of loss or damage whether or not based on negligence and which arises out of the status of the title to the estate or interest covered hereby or by any action asserting such claim shall be restricted to this policy (c) No amendment of or endorsement to this policy can be made except by a writing endorsed hereon or attached hereto signed by either the President a Vice President the Secretary an Assistant Secretary or validating officer or authorized signatory of the Company 15 SEVERABILITY In the event any provision of the policy is held invalid or unen forceable under applicable law the policy shall be deemed not to in clude that provision and all other provisions shall remain in full force and effect 16 NOTICES WHERE SENT All notices required to be given the Company and any statement in writing required to be furnished the Company shall include the number of this policy and shall be addressed to the Company at Corporate Headquarters 6630 West Broad Street Richmond Virginia 23230 Mailing address P O Box 27567 Richmond Virginia 23261 or to the Company at its Pacific States Office 55 South Lake Avenue Suite 600 Pasadena CA 91101 A WORD OF THANKS POLOCY OF TPTLE ONSMRQNCE As we make your policy a part of our permanent records we want to express our appreciation of this evidence of your faith in Lawyers Title Insurance Corporation There is no recurring premium This policy provides valuable title protection and we suggest you keep it in a safe place where it will be readily available for future reference If you have any questions about the protection provided by this policy contact the office that issued your policy or you may write to Consumer Affairs Department la—wyersTitleInsuranceCorporation Pol 75 Litho in USA Pb Box 27567 Coversheet CLTA Standard Coverage Polley — 1990 081-0-076.OM Richmond Virginia 23261