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Home My WebLink AboutHOCKER, CHRISTOPHER & VANDEREB, GAYLE - 1995-01-03' RECORDING REQUESTED BY: City of Huntington Beach 2000 \lain Street Huntington Beach, CA 92648 AND WHEN RECORDED MAIL TO: Christopher Hocker & Gayle Vandereb 7861 Happy Dr., #101 Huntington Beach, CA 92648 � W 1kApl-I 7 #- I U I Fdt C(nS-ed � /1 b l Zad 0 SPACE ABOVE THIS LINE FOR RECORDER'S USE FULL RECONVEYANCE The Redevelopment Agency of the City of Huntington Beach as duly appointed Covenantee under Declaration of Conditions, Covenants and Restrictions (CC&R's) hereinafter referred to, having received from holder of the obligations thereunder a written request to reconvey, reciting that all agreements secured by said Declaration of Conditions, Covenants and Restrictions (CC&R's) for Property have been fully satisfied, and said Declaration of Conditions, Covenants and Restrictions (CC&R's) secured thereby having been surrendered to said Covenantee for cancellation, does hereby RECONVEY, without warranty, to the person or persons legally entitled thereto, the estate now held by it thereunder. Said Declaration of Conditions and Restrictions (CC&R's) was executed by Christopher Hocker and Gayle Vandereb, Covenantor, and recorded in the official records of Orange County, California, on March 6, 1995 AS INSTRUMENT NO. 95-0091744. DESCRIPTION: 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 describe din the Condominium Plan ("Plan") for Lot 1 of Tract No. 14828, which Plan was recorded on August 25, 1994 as Instrument no. 94-0525335 of Official Records of Orange County, over Lot 1 of Tract No. 14828, in the City of Huntington Beach, County of Orange, State of California, as per map filed in Book 706, Pages 27 through 29 of Miscellaneous Maps, in the office of the County Recorder of said County. Excepting therefrom all oil, petroleum, asphaltum, gas, minerals and other hydrocarbon substances, as reserved in deed recorded August 16, 1921 in Book 401, Page 356 of Deeds, and in various other deeds of record. G:joyce:hocker reconveyance cc&r.doc PARCEL 2: Unit No. 1 consisting of certain airspace and surface elements, as shown and described in the Condominium Plan referred to in Parcel 1 above. PARCEL 3: Non-exclusive easements for access, ingress, egress, use, enjoyment, drainage, encroachment, support, maintenance, repairs, and for other purposes, all as described in that certain Declaration of Covenants, Conditions and Restrictions and Reservation of Easements for Pacific Park Villas, recorded August 25, 1994 as Instrument No. 94-0525336 of Official Records. PARCEL 4: Exclusive easements appurtenant to Parcels 1 and 2 referred to above, for balcony or patio purposes, over the areas defined, depicted and assigned on the Plan. (Also known as 7681 Happy Drive, #101, Huntington Beach, CA ) Date: ( (a/ zZ� Ray Silas Executive Director The Redevelopment Agency of the City of Huntington Beach, California G:joyce:hocker reconveyance cc&r.doc CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT State of 01 r wtCk_.� County of 0 rat r\q_ On 0_Ltzi2(t lG� �� before me, U Date ^ Name and Title of Officer (e.g., "Jane Doe, Notary Publi personally appeared 1� Iy'f 4— , Name(s) of Signer(s) 1,Apersonally known to me — — sfactory-evidence to be the person(), whose names) is are -subscribed to the within instrument and acknowledged to me thayieei'sbel r executed the er- same in hi/h4& authorized capacity(i&s), and that by his h&44e4signatur*) on the instrument the person(, LAU!2A A. NELSON or the entity upon behalf of which the person(s)- acted, Commission # 1226066 Z executed the instrument. z �; Notary Public - California Z Orange County My Comm. Expires Jul 23, 2003 WITNESS my hand and official seal. Signature of Notary Public OPTIONAL 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: Document Date: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: ❑ Individual ❑ Corporate Officer Title(s): ❑ Partner — ❑ Limited ❑ General ❑ Attorney -in -Fact ❑ Trustee ❑ Guardian or Conservator Other: Top of thumb here Signer Is Representing: Signer's Name: n El Ei El El El Number of Pages: :__z Individual Corporate Officer Title(s): Partner — ❑ Limited ❑ General Attorney -in -Fact Trustee Guardian or Conservator Other: Signer Is Representing RIGHT:THUMBPRINT %'AF.SIGNER'e .p of thumb here © 1995 National Notary Association • 8236 Remmet Ave., P.O. Box 7184 • Canoga Park, CA 91309-7164 Prod. No. 5907 Reorder: Call Toll -Free 1-600-676-6627 CITY OF HUNTINGTON BEACH Inter -Office Communication Economic Development Department DATE June 12, 2000 TO Gus Duran, Housing/Redevelopment Manager FROM Joyce DeKreek, Housing/Redevelopment Consultan SUBJECT Research on Loan Forgiveness, 1" 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" Time Home -Buyers Program and one additional applicant for the RDA Ism Time Home -Buyers Program only The RDA portion of these loans are Bastou ($25,000), Dmeckmeyer ($23,000), Gnffen ($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 lst Time Buyer Program The names and amounts are (Carrillo ($35,000), Forchione ($35,000), Heckethom ($35,000), Hossemah ($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 rey doc One loan (Wallace) was assumed by another qualified buyer (Stay). Two applicants have paid their loans: Melvin, paid off his RDA loan 10/21/199.7 in the amount of $40,794.31 and Hoang, paid off his 12DA loan on 12/21/1999 in the amount of $47,208.80. A check in the amount of $4,116.57 was issued to Mr. Hoang for overpayment, reducing the loan repayment to $43,092.23. These loans accrue simple interest at S%, due and payable upon sale to a non qualified buyer and has shared equity. Cc: Connie Brockway, City Clerk Paul D'Alessandro, Deputy City Attorney David Biggs, Director, Economic Development John Reekstin, Director of Administrative Services Dan Villella, Director of Finance Jake Rahn, Administrative Services _ - Hank Reveles, Sr. Accountant Joyce de Kreek, Economic Developmen: Steve Holtz, Development Specialist Gloyce!latenne no Reconveytw 95-01 (2-1-95) RDA 12-19-94 95-02 (2-1-95) RDA 12-19-94 95-03 (2-1-95) RDA 12-19-94 95-04 (2-1-95) RDA 12-19-94 95-06 (4-12-95) RDA 4-3-95 96-01 (1-24-96) RDA 1-16-96 96-02 (3-7-96) RDA 3-4-96 96-03 ( RDA 4-1-96 96-04 (7-17-96) RDA 7-15-96 96-05 (8-7-96) RDA 8-5-96 96-06 (8-7-96) RDA 8-5-96 97-01 (1-29-97) RDA 1-21-97 97-02 (4-30-97) RDA PACIFIC PARK VILLAS ($750,000 — RDA) Carillo, Ann $ 35,000 7861 Happy Drive, #102 Lawrence, James and Jeanette $ 35,000 18051 Joyful Lane #16 Wong, Wesley Chi $ 35,000 7681 Happy Drive, #202 Hocker, ChnstopherNandereb, Gayle$ 35,000 7681 Happy Drive, #101 Rivera, Victor/Burgess, Debra $ 35,000 18061 Joyful Lane, #104 Heckethorne, Sean & Jacquelyn $ 35,000 7871 Happy Drive, #102 Margolis, Peter Weinfeld, Julie Peltier, Edward Wallace, Barbara Jo Murch, Gregory Krueck, Deborah Osterhoudt, Robert and Kathy $ 35,000 18051 Joyful Lane, #104 $ 35,000 18061 Joyful Lane, #205 $ 35,000 7871 Happy Drive, #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 .`; .0r. 4� _w.11� r-1`a:ti ;�.{{ -_ ��'t't" ', �y ti�•ti�•-�i.t'�.f • - �� 97-03 (5-14-97) RDA 97-04 (7-23-97) RDA 7-21-97 Hosseinali, Faroukh Forchine, Richard $ 35,000 18061 Joyful Lane, 9201 $ 35,000 18051 Joyful Lane, 9201 I" TIME BUYER ASSISTANCE ($400,000 RDA) 94-4 (2-11-94) Lawson, Sally $ 23,000 409 Utica Avenue #A-1 (RDA 1-18-94) 94-5 (2-11-94) Quick, Shauna $ 16,717 (RDA 1-18-94) 94-6 (2-11-94) Dieck neyer, Barbara 5 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 (RDA 2-22-94) 94-11 (5-18-94) Bastou, Valerie (RDA 5-18-94 94-12 (5-18-94) Quick La Reine, Teresa (RDA 5-18-94) 94-13 (6-23-94) Melvin, Patrick (RDA 6-20-94) S 23,000 $ 25,000 409 Utica Avenue #C-32 409 Utica Avenue#B-21 409 Utica Avenue #A-7 409 Utica Avenue #D-37 409 Utica Avenue 4D-43 $ 25,000 409. Utica Avenue #A-9 $ 35,000 409 Utica Avenue #D-39 94-14 (7-27-94) Rivera, Hector & Iciar $ 25,000 (RDA 7-18-94) 94-17 (10-4-94) Grifl'en, OIga Christina S 25,000 (RDA 9-19-94) $ 243,717 409 Utica Avenue #A5 - 409 Utica Avenue 4C-23 GloyceAntermemo Reconvcy.doc .1 OFFICE OF THE CITY CLERK _ CITY OF HUNTINGTON BEACH INTER -DEPARTMENT COMMUNICATION NVNMCTO� $EACH TO: 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 Park Villas ,/ -• Loan No. ----• ----- Name •-•-------------�.._._.. Property Address : .. _.,_...--- Amount Coe,rtcillAgcncy Date 95-01 Carillo, Ana 7861 Happy Drive #102 92648 35,000 _ _ W 1/3195 95-02—� Lawrence, James/Jeanette 18051 Joyful Lane #101A 92648 7861 Hap_pry Drive #202 92648 _ 35,000 35.000 _ _ 1/3/9_5 � 113/95 95-03 Wong, Wesley / 95-04 95-06 Hocker, Christopher & Vandereb, Gayle — Rivera, Victor 8_,r'gess, Debra Heckethame, SeanlJacquelyn 7861 Happy Drive #101 92648 18061 Joyful Lane #104 92648 7871 Happy Drive #102 92648 18051 Joyful Lane #104 92648 _ 35,000 35,000 35_,000 35,000 _ 1/3195 413195 1116/96 _ 3/4196 96-02 Margolis, Peter 96-03 Wienfeld, Julie 18061 Joyful Lane #205 92648 35,000 96-04 96-6S 96-06 97-01 Peltier, Edward Wallace, Barbara Jo Murch, Gregory s_. _ Krueck, Deborah J. 7871 Happy Drive #201 92648 18051 Joyful Lane #205 92648 18051 Joyful Lane #102.92648 18061 Joyful Lane #103 92648 _ 18061 Joyful Lane #102 92648 35,000 35,000 35.000 _35,000 r 35,000 �— 7/15196 815196 _ 815196 _ _ 1/21/97 -a130/97 97-02 Osterhauelt, RoberUKathy 97-03 Hosseinali, Faroukh _ 18061 Joyful Lane #201 92648 _ T� 35,000 rW 35,000 T 5/5197 _— r-—711197 97-04 Torchione, Richard 18051 Joyful Lane #201 92648 _ C I Fe je n CITY OF HUNTINGTON BEACH Inter -Department Communication TO: Gus Duran, Economic Development FROtiI: Gail Hutton, City Attorney DATE: Jane 1, A999 SUBJECT: Determination of Loan Forgiveness ILLS 99-359 INDEX: BACKGROUND You have asked for a determination of whether several loans made by the City of Community Development Block Grant funds, for the first time home buyer down payment assistance program, are forgivable. ISSUE Are the nine loans forgivable? 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 $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 attached hereto as Attachment 1). 41s:4-99,%1c=s: Duran527 0 11/15/93 The City Council «as requested to appro� a and additional S100,000 in CDBG funds for the program The Council deferred the item to December 6, 1993 (RCA attached hereto as Attachment 2) 12/6/93 The City Council approved three more participants in the original program Michelle Schmaderer, Carol Kanarski, and Nicholas Kormeluk The amounts of their loans are not listed (RCA attached hereto as Attachment 3 ) 12/20/93, Item E-17 The City Council approved an additional participant in the program, David Dixson, for the amount of S 10,000, and increased the amount for participant Nicholas Kormeluk from S8,600 to $10,600 (RCA attached hereto as Attachment 4 ) 12/20/93, Item F-2 The City Council approved an additional S 100,000 for the program, but changed the program to require repayment of these additional funds There are hvo 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 2 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 1/3/94 The City Council approved three more participants in the original, non -repayment program Judy Young, Treva Love, and Ellen Ommondson, in the total amount of S31,000 When added to the previously committed amount of $73,952, the total amount of funds committed is $104,952 This exceeds the original $100,000 appropriated for the original, non - repayment program The analysis portion of this RCA states that "the approvals herein will be the first funded with the new appropriation," which implies that at least a portion of the funds used for these participants were part of the funds that were conditioned for repayment, as opposed to the original, non -repayment funds However, the total numbers listed are roughly consistent with the original S 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 Ioans made to Culiaciati, Taban, Sutherland, Schmaderer, Kanarski, Dixson and Kormeluk are forgivable, because they were funded using $73,952 of the first $100,000 appropriation The problem is presented by the transactions with Young, Love, and Ommondson We believe that the Council's intent was to not require repayment from these participants Unfortunately, there was only $26,048 of the original, non -repayment funds available to these participants, and collectively, they received $31,000 Thus, a small portion of the funds used for these i Note that an attachment to this RCA lists ten approved participants Since the dates listed are after the Council meeting of 12/6/93 we believe that this list has been erroneously added to the 12/6/93 RCA z Please note that earlier during the same meeting the Council had also approved David Dixson for S 10 000 and an additional S2000 for Kormeluk Thus the amount committed from the original $100 000 was actually S73 952 2 4/s 4 991Memos Duran527 participants must have come from the second S100,000, which the Council appropriated with the condition that the loans be repaid, not forgiven. CONCLUSION There are two conflicting Council actions. The Council's intent was to include participants Young, Love and Ommondson in the original, forgivable loan program. However, it appears that a portion of the funds actually used for the loans to Young, Love and Oinmondson were from the second appropriation of funds, which included a repayment condition. Therefore, we recommend that the Council clarify this conflict by approval of an RCA that forgives the loans made to Young, Love and Ommondson. Gail Hutton .JO City Attorney 3 41s:4-99 Merms-.Mran527 Council/Agency Meeting Held: 5-12-49 Deferred/Continued to: Approved Cl Conditionally Approved ❑ Denied Council Meeting Date: May 17,1999 ;:'7z eZ9, City Clerk's ignature C-1340c Department ID Number: ED 99-29 CITY OF HUNTINGTON BEACH REQUEST FOR REDEVELOPMENT AGENCY ACTION SUBMITTED TO: HONORABLE CHAIRMAN AND REDEVELOPMENT AGENCY MEMBERS � �•� r C7 r SUBMITTED BY: RAY SILVER, Executive Director PREPARED BY: DAVID C. BIGGS, Economic Development Director r- p , SUBJECT: Authorize the Transferability of 15 Pacific Park Villas Down Payment Assistance Loans —Approve and Authorize Execution of Documents Statemen! 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). Y 6", 5 09 REQUEST FOR REDEVELOPMENT AGENCY ACTION MEETING DATE: May 17, 1999 DEPARTMENT ID NUMBER: ED 99-29 Alternative Actions : The Redevelopment Agency can retain the authority to approve the transferability of each and every Down Payment Assistance Loan made on this project. The 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 low and moderate income persons with 20% Set Aside Funds, as required by Redevelopment Law. The loans made to these homebuyers were meant to be transferable to other low and moderate -income families. The City Attorney's Office has been requested to make a determination of the transferability and has rendered a decision indicating that the loans are transferable to other homebuyers that meet the income qualification of having incomes below 120% of the median income for Orange County. (See attached memorandum from the City Attorneys 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 ttach_ment�s : 1. City Attorney's Office Memorandum. 2. Sample Loan Documents. 3. List of Down Payment Assistance_ Borrowers at Pacific Park Villas. RCA Author: Gus Duran X1529 RCAPPV.DOC -2- 05105199 9:34 AM Citv Attornev's Office Memorandum ATTACHMENT #1 Lim kell) T T T T CITE. OF HUI`TIh GTOh BEACH Inter -Department Communication TO: David Biggs, Director of Economic Development FROM: Gnil 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 IS of the Loan Agreement. 2. What are the income limits for purchasers? A. No greater than 120% of median income (moderate income) pursuant to Section 9 of the Loan Agreement. 3. Does the new buyer need to meet the income requirements of the CC&Rs? A. Yes. 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. 4 i Gail Hutton City Attorney 41s:4-99.%1emos:8 iggs426 CITY OF HUNTINGTON BEACH Inter -Office Communication Economic De-, elopment Department TO Gail Hutton, CAN 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 b) the Redevelopment Agency As you may recall at a previous City Council meeting, NIr Bob Osterhoudt made a plea to the City Council requesting assistance for the property owners of this complex In addition, Ms Wallace has written to the Mayor and the City Attorney (April 2, 1999) requesting the Redevelopment Agency's assistance in resolving her needs to sell her property with the Agency's assistance The Economic Development Department is ready and willing to help Ms Wallace and the other property owners sell their homes, as they need to move on with their lives when they desire, but we are in need of a legal opinion regarding the following issues 1 Is the loan made to Ms Wallace, which is similar to those made to the other buyers of Pacific Park Villas, transferable'? 2 What are the income limit requirements for the purchasers of these homes when a property ov,ner 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 in the CC & R's9 4/20/99 Gus Duran Houdev WALLACE 4. Is the "Equity" payable if the sellers sell their home to a buyer that meets the incofne requirements established in the Note and the CC&R's? 5. Can the interest be forgiven if the property's "fair market value' does not exceed 5% per year? 6. Should the "Equity" be calculated minus the selling expenses (See Section 4A of Loan Agreement)? We are requesting an immediate opinion on these issues, as Ms. Wallace has already purchased a home in the State of Washington and has a pending sale of her property in Huntington Beach in the works, subject to the Agency's determination on these issues. At the moment, her pending sale is being held up because neither the seller, nor the buyer knows tivhat to do with the information on the note and deed of trust, or the CC&R's. Attached are copies of Ms. Wallace's documen*ation. These are the following: 1. Loan Agreement to Ms. Wallace from the Redevelopment Agency. 2. Promissory Note 3. Deed of Trust with Assignment of Rents 4. Lending Instructions 5. Certificate of Proposed Transferee 6. Declaration of Conditions, Covenants and Restrictions for Property 4120199:0us DuranMoudmWALLACE Sample Loan Documents ATTACHMENT #2 V LOAN AGREEMENT THIS LOAN AGREEMENT (the "Agreement") is made this 5tF-_ day of �.. 19� by and between BA.RBARA JO WALLACE ("Participant") and the RED VELD WENT 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 ptrchase that certain real property commonly known as 18051 Joyful Lane, 9205 .Huntington Beach, California, and more particularly described in Exh:Eit 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 12014o of the current annual median income for the Orange County area, as those terms are defined by California Health and Safety Code Section 50093. C. Participant has represented to the Agency that Participant and Participant's immediate family intend to reside in the Property at all times throughout the term of this Agreement. D. The Agency desires to assist persons of low and moderate income to purchase residential property to increase, improve, and preserve low and moderate income housing available at an affordable housing cost within the City of Huntington Beach (the "City"). E: The Agency wishes to lend, and Participant wishes to borrow, Program funds to assist Participant to purchase the Property upon the terms and conditions set forth herein. NOW, THEREFORE, for good and valuable consideration the parties agree as follows: 1. 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 or the Agency Loan proceeds into escrow with TICIPO ESCRal, INC., A CALIFORNIA CORPORATION (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 1 of 8 4Ssi(;:4.96-Agrcc: Wallacc:fosnsgrcc RLS 96.523 7176/96 promissory note in favor of the Agency as holder in the amount of the Agency Loan with simple Interest at fiN a percent (5%) per annum due in thirty (30) years and payable upon the earlier sale refinancing or transfer of the Property substantially in the form of the "Promissory Note" attached hereto as Exhibit B and Incorporated herein Participant shall also execute and deliver to the Agency a second deed of trust encumbering the Property which shall secure the Promissory Note (the 'Agency Deed of Trust") in the form of Exhibit C attached hereto and incorporated herein 2 Maintenance of Property Participant shall maintain the improvements on the property in a manner consistent with community standards and in a manner which will uphold the value of the Property, and shall keep the Property free from any accumulation of debris and waste materials Participant agrees to comply with any and all covenants and agreements established by any homeowner's association or other regulatory entity recognized by area property owners and comply with all applicable federal, state and local laws 3 Due on Sale Transfer or Refinancing Participant agrees to notify the Agency not less than thirty (30) days prior to (i) the sale or transfer of the Property or (it) 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, (it) 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 (m) Participant is no longer an occupant of the Property pursuant to Section 5 of this Agreement or is in material default of any other obligation pursuant to this Agreement At the request of Participant the Agency may in its sole discretion, waive the requirements of this Section 3 and extend the term of the Agency Loan 4 Equity Sharing In the event that the Agency Loan becomes due and payable prior to the thirtieth anniversary of the date of this Agreement, Participant shall pay to Agency concurrently with such sale, transfer or refinancing, an amount equal to the "Equity Share Amount " The Equity Share Amount shall be determined by applying a percentage factor (the "Applicable Factor") to the difference between the Sales Price and the Purchase Price (defined below) as follows Prior to fifth anniversary of the Agency Deed of Trust 2 After fifth anniversary but prior to sixth anniversary 3 After sixth anniversary but prior to seventh anniversary 4 After seventh anniversary but 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\ti1< 4 96 Agrcc Walhcc loamgrcc R S 96 523 7/24/9G 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: S. After eleventh anniversary but prior to twelfth anniversary: 9. After twelfth anniversary but prior to thirteenth anniversary: I0. 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: U. After twentieth anniversary but prior to twenty-first anniversary: 18. After twenty-first anniversary but prior to twenty-second anniversary: 19. After twenty-second anniversary but prior to twenty-third anniversary: Loan Agreement Page 3 of 8 forty two percent (42%) forty percent (40%) thirty-eight percent (38%) thirty-six percent (36%) thirty-four percent (34%) thirty-two percent (32%) thirty percent (30%) twenty-eight percent (28%) twenty-six percent (26%) twenty-four percent (24%) twenty-two percent (22%) twenty percent (20%) eighteen percent (I8%) sixteen percent (16%) fourteen percent (14%) 4's%0:4.96-Agrte: Wallacc:loanagree RLS 96.523 WXM6 V � V 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 (40/9) 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 (l%) 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 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`4Wi-.4-96-Agrce:Wallacc:loan3grec IMS 96-323 7176/96 A. Ejuity Share j1pon Sale or Transfer. The Equity Share Amount shall be payable to the Agency upon sale or transfer of the Property to a person or persons (the "Buyer") whose income exceeds 120% of the current annual median income for the Orange Count)' area. If the Buyer does not submit an income verification s.atement 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 Refinar.cingor Failure to Occga. 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 AQ� ency shall appoint a certified, independent,�appraiser to conduct an appraisal of the Pro ertat Participant's expense. and Par�i'icipant agees t at in such event the Equity Share Amount shall be the Applicable Faztor 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 hare bli ati n. In the event the Participant does not sell or transfer the Property, does not fail to occupy the Property, does not refinance, or is not in material breach of any other provision of this Agreement before the Thirtieth anniversary of the date of this Agreement, the Participant shall have no obligation to pay the Equity Share Amount to Agency upon any later sale, transfer or refinancing. 5. Occupancy Standards. The Property shall be used as the personal residence of Participant and Participant's immediate family and for no other purpose. Participant shall not enter into an agreement for the rental or lease of the Property. 6. Income Irformation. 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 incorre does not exceed 120% of the area median income and would not have entered this Agreement if Participant's income exceeded 120°/a of the area median income. 7. Loan Servigin& The Agency may contract with a private lender to originate and service the Agency Loan. 8. Participant Financing. Participant shall obtain financing for the purchase of the Property from the Southern California Home Financing Authority or a reputable institutional lender approved by the Agency (the "Lender"). The lien secured by the Agency Deed of Trust Loan Agreement Page 5 of 8 elstt;:4 �G-A�cc:Waflacc:loanagtce Rt S 96.523 7126M shall only be subordinated to a first lien on the Property held by the Lender or Lender's assigns. In addition, not less than three percent (3%) of the Purchase Price of the Property shall be paid in cash from Participant's own resources and not from the proceeds of a loan. 9. Covenants. Participant and the Agency shall execute and have recorded in tiie Official Records of Orange County, California, a "Declaration of Conditions, Covenants and Restrictions for Property," substantially in the form of Exhibit D attached hereto and incorporated herein, in which Participant agrees that the Property shall only be owned by Participant or other persons or families of low or moderate income available at an affordable housing cost, as those terms are defined in California Health & Safety Code Sections 50093 and 50052.5, and that Participant shall not discriminate against any person or group of persons on the basis of race, color, religion, sex, marital status, national origin or ancestry. Such covenants shall run with the land, in favor of the Agency and the City. 10. ion -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. l 1. 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 ors 41s%0:4 96-Agrec:Wallacc:loanagrea rirS 96-323 7/26196 �i (a). Disclosure Statement; (b) Promissory Note; (c) Agency Deed of Trust; and (d) Declaration of Conditions, Covenants and Restrictions of Property: Participant agrees and acknowledges that the Agency Deed of Trust and the Declaration of Conditions, Covenants and Restrictions of Property shall be recorded with the County Recorder of the County of Orange and shall appear of record with respect to and as encumbrances to the Property. 14. Further Assurances. The Participant shall execute any further documents consistent with the terms of this Agreement, including documents in recordable form, as the Agency shall'from time to time find necessary or appropriate to effectuate its purposes in entering into this Agreement and making the Agency Loan. 15. Governing Law. This Agreement shall be governed by the laws of the State of California. Any legal action brought under this Agreement must be instituted in the Superior Court of the County of Orange, State of California, in an appropriate municipal court in that county, or in the Federal District Court in the Central District of California. 16. Amendment of Agreement. No modification, rescission, waiver, release or amendment of any provision of this Agreement shall be made except by a written agreement executed by the Participant and Agency. 17. Agency May Assign. Agency may, at its option, assign its right to receive repayment of the loan proceeds without obtaining the consent of the Participant_ 18. Participant Assignment Frobibited. In no event shall Participant assign or transfer any portion of this Agreement without the prior express written consent of the Agency, which consent may be given or withheld in the Agency's sole discretion. No assumption of the Agency Loan shall be permitted at any time. This section shall not prohibit the Agency's right to assign all or any portion of its rights to the loan proceeds hereunder. 19. Entire Agreement. This Agreement constitutes the entire understanding and agreement of the parties. This Agreement integrates all of the terms and conditions mentioned herein or incidental thereto, and supersedes all prior negotiations, discussions and previous Loan Agreement Page 7 of S 4 •s'ti:4.96.Agrce: W al l ace:loanagrec R 5 96-523 712611% 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" J Date AUGUST 13, 1996 19 By �._..Z�'��LJY-0 LG �•,�c L— BARBARA JO WALLACE Printed Name Date , 19 By Printed Name Date 19 By ATTEST Agency Clerk REVIEWED AND APPROVED r Execute e irector 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\(r 4 96 Agrce Wallacc loanagrcc RLS 96 523 7/26/96 %W) , EXHIBIT A LEGAL DIS-_R_1PTI0\' OF PRQ!'ERTY PARCEL is 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 belva and described in the Condominium Plan ("Plan") for Lot I of Tract tto. 14828, which Plan was recorded on August 25, 1994 as Instrument No. 94-0525335 of official Records of orange County, over Lot 1 of'� Tract No. 14828, in the City of Huntington Beach, County of Orange, state of California, as per map filed in Book 706, Pages 27 to.29 of Miscellaneous Itaps, in the office of the County Recorder of said County. Excepting therefrom all oil, petroleum, asphaltum, gas, minerals and other hydrocarbon , substances, as reserved in deed recorded August 16, 1921 in Hook 401, Page 356 of Deeds, and in various other deeds of record. PARCEL 2% Unit No. 22 consisting of certain airspace and surface elements, as shown and described in 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 t;o. 94-0525336 of official Records. Parcel 4: Exclusive easements appurtenant to Parcels 1 and 2 referred to above, for balcony or patio purposes, over the areas:defined, depicted and assigned on the Plan. Exhibit A to Loan Agreement Page 1 of I 4'eAgrcc:hturol is:tixliibitAW/26/96 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 4\s\4 96Agrcc Wallacc CxhibiLB RM 96 523 7/26/96 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 AUC UST 5, , 19 gent "Agreement"), a copy of which is on file as a public record with the Holder and is incorporated herein by reference. The Maker acknowledges that but for the execution of this Promissory Note, the Holder would not enter into the Agreement or make the loan contemplated therein. Unless definitions of terms have been expressly set out at length herein, each term shall have the same definition as set forth in the Agreement. 7. Holder May Assign Holder may, at its option, assign its right to receive payment under this Promissory Note without necessity of obtaining the consent of the Maker. S. Maker Assignment Prohibited In no event shall Maker assign or transfer any portion of this Agreement without the prior express written consent of the Holder, which consent may be given or withheld in the Holder's sole discretion. Likewise, no assumption of the Agency Loan shall be permitted at any time. This Section shall not prohibit the Holder's right to assign all or any portion of its rights to the loan proceeds hereunder. 9. Attorneys' Fees and C In the event that any action is instituted to enforce payment under this Promissory Note, the Maker promises to pay such sums as a court may fix for court costs and reasonable attorneys' fees. 10. Non -Waiver Failure or delay ir. 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 Loa->. Agreement Page 2 of 3 4`s14.96Agrcc:Wallacc:t xhibttl3 RI S 96-523 W20%s H. Successors Bound' This Promissory Note shall be binding upon the parties hereto and their respective heirs, successors and assigns. "MAKER" GO . Printed Name: BAPS R.A JO WALLA' By: Printed Name: By: Printed Name; "Exhibit B" to Loan Agreement Page 3 of 3 4U"-96Agrca: WaII&ccExhibRD RLS 96-523 7t26M6 RECORDING REQUESTED BY } AND WHEN RECORDED RETURN TO: } Redevelopment Agency of the City of ) Huntington Beach ) 2000 Main Street ) Huntington Beach, California 92648 ) Attn: Agency Clerk } [Space Above This Line For Recardees Use t This document is exempt from' recording fees pursuant to Govenmient Code Section 6103. DEED OF TRUST WITH ASSIGNMENTS OF RENTS THIS DEED OF TRUST is made this 5T11 day of AUG., 19 96. by and among BARBARA 10 WALLACE, whose address is 18051 Joyful Lane, 19205, Huntington Beach, California (the "Trustor") and THE CITY OF HUNTI:NGTON 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) ail 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 fights and/or stock are appurtenant or pertain to said land, and (d) all sums of money payable on the purchase price of said property secured by a lien thereon or payable under any agreement for the sale thereof, SUBJECT, HOWEVER, to the right, power and authority hereinafter given to and conferred upon Beneficiary to collect and apply such rents, issues and profits, and all sums of money payable on the purchase price of said property secured by a lien thereon or payable under any agreement. "Exhibit C" to Loan Agreement Page 1 of 15 4\31C:4-96agree: Wallacc:CxllibltC RLS 96.323 7/ZW6 A FOR THE PURPOSE OF SECURING I 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 herev ith made by Trustor payable to the order of the Beneficiary and extensions or renewals thereof 2 Payment of such additional sums with interest thereon as (a) may be hereafter borrowed from the Beneficiary by the then record owner or owners of said property when evidenced by another Promissory Note or Notes or (b) as may be added to the indebtedness secured hereby in accordance with the provision of this Deed of Trust 3 Performance of each and every obligation, covenant, promise or agreement of Trustor contained herein in the Loan Agreement between Beneficiary and Trustor dated AUGUST 5 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 4\s\G 4 96agrec Wallacc ExhlbaC M S 96 523 7/26/96 (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 wort: or materials unsatisfactory to Beneficiary within fifteen (IS) 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 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 filed of record against the property; (0 not to permit any stop notice claims to be presented to Beneficiary. If said property is part of 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 maybe satisfactory to Beneficiary, and the policies therefor shall be delivered to and remain in possession of Beneficiary as further security for the faithful performance of these trusts. At least thirty (30) days prior to the expiration of any insurance policy, a policy or policies renewing or extending such expiring insurance shall be delivered to Beneficiary together with written evidence showing payment of the premium therefor and, in the event any such insurance policy and evidence of the payment of the premium therefor are not so delivered by Trustor to Beneficiary, Trustor by executing this Deed of Trust specifically requests Beneficiary to obtain such insurance and Beneficiary, without obligation to do so, without notice to or demand upon Trustor and without releasing Trustor from any obligation hereof, may obtain such insurance through or from any insurance agency or company acceptable to it, pay the premium thereof, and may add the amount thereof to the indebtedness secured hereby, which amount shall bear a like rate of interest. Beneficiary may furnish to any insurance agency or company, or any other person, any information contained in or extracted from any insurance policy delivered to Beneficiary pursuant hereto and any information concerning the loan secured hereby. Neither Trustee nor Beneficiary shall be responsible for such insurance or for the collection of any insurance monies, or for any insolvency of any insurer or insurance underwriter. In case of insurance loss, Beneficiary is hereby authorized either (a) to settle and adjust any claim under the insurance policies provided for in this document without the consent of the Trustor, or (b) to allow Trustor to agree with the insurance company or companies on the amount to be paid upon the loss. In either case, the Beneficiary is authorized to collect and make receipt of any such insurance money. If Trustor is obligated to restore or replace the damaged or destroyed buildings or improvements under the terms of any lease or leases which are or may be prior to the lien of this Deed of Trust and such damage or destruction does not result in cancellation or termination "Exhibit C" to Lozr. Agreement Page 3 of 15 4'4kG:4-9Gagrcc: Watlace:L• xhibitC RLS 9G-S23 7RG.'96 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 (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 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 41s\G 4 96agree W411ace UhcbitC RI S 96 523 7/26/96 expended may be added by Beneficiary to the indebtedness secured hereby and shall bear a life rate of interest. 5. To appear in and defend any action or proceeding purporting to affect the security hereof or the property which is covered by this Deed of Trust, or the rights or powers of Beneficiary or Trustee, and whether or not Trustor so appears or defends, to pay all costs and expenses, including cost of evidence of title and attorney's fees in a reasonable sum, in any such action or proceeding in which Beneficiary or Trustee may appear by virtue of being made a party defendant or otherwise irrespective of whether tht 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- G. 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 Herein, or be divested of his title or any interest therein in any manner or way, whether voluntarily or involuntarily, Beneficiary sh311 have the right, at its option, to declare any indebtedness or obligations secured hereby irrespective of the maturity date specified in any Mote 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 shaII be paid to Beneficiary, who may apply or release such monies received by it in such manner and with the same effe.-t 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 tirne, 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 Lozr. Agreement Page 5 of 15 4`s`•0:4 9Gagorce:V4 atlacc:LuhibitC 7126l7G thereafter secured liereb} or the rights or powers of Beneficiar} 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 anv map or plat thereof (c) join in granting am easement thereon, (d) join in any agreement subordinating the lien or charge hereof l 1 That the lien hereof shall remain in full force and effect during any postponement or extension of time of pa} ment 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 propert) 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 an} lease or (c) responsible for any waste committed by lessees or any other parties for any dangerous or defective condition of the property affected by this Trust Deed or for any negligence in the management, upkeep or control of such rights to rents, issues and profits is not contingent upon, and may be exercised without possession of, the property affected by this Trust Deed Beneficiary confers upon Trustor a license ("License") to collect and retain the rents issues and profits of the property affected by this Trust Deed as they become due and payable, until the occurrence of a default hereunder Upon such default, the License shall be automatically revoked and Beneficiary may collect and retain the rents, issues and profits without notice and without taking possessions of the property affected by this Trust Deed This right to collect rents issues and profits shall not grant to Beneficiary or Trustee the right to possession, except as otherwise provided herein and neither said right, nor termination of the License shall impose upon Beneficiary or Trustee the duty to produce rents, issues or profits or maintain all or any part of the property affected by this Trust Deed If Trustor shall default as aforesaid Trustor's right to collect any such money shall cease and Beneficiary shall have the right, with or without taking possession of the property affected hereby, to collect all rents issues royalties and profits and shall be authorized to, and may, without notice and irrespective of whether declaration of default has been delivered to Trustee and without regard to declaration of default has been delivered to Trustee and without regard to the adequacy of the security for the indebtedness secured hereby either personally or by attorney or agent without bringing any action or proceeding or by receiver "Exhibit C" to Loan Agreement Page G of 15 4\s\G 4 96agrcc Wallace LAtbaC. R S 96 523 7/26/96 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 end collect all or any part of the said rents, issues, and profits of the property affected f.ereby, 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 o-'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 prc,:eedings, or any sale made pursuant thereto, but such rents, issues, royalties and profits, less all costs of operation, maintenance, collection and reasonable attorneys' fees, when received by Beneficiary, shall be applied in reduction of the indebtedness secured hereby, from time to time, in such order as Beneficiary may determine. Nothing contained herein, nor the exercise of the right by Beneficiary to collect, shall be, or be construed to be, an affirmation by Beneficiary of any tenancy, lease or option, nor an assumption of liability under, nor subordination of the.lien or charge of this Deed of Trust to, any such tenancy, lease or option. 14. That if the security of this Deed of Trust is a leasehold estate, the Trustor agrees that: (a) the term "Lease" as used herein shall mean the lease creating the "leasehold estate"; (b) Trustor shall not amend, change or modify his leasehold interest, or the Lease, or agree to do so, without the written consent of the Beneficiary; (c) Trustor will promptly advise Beneficiary regarding any notice, request or demand received by him from the lessor under the Lease and promptly furnish Beneficiary with a copy of any such notice, request or demand; (d) as long as any of the indebtedness secured hereby shall remairunpaid, 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 wHch may cause modification or termination of any such lease or of the obligations of any lessee er person claiming through such lease or the rents provided for therein or the interest of the lessor or the Beneficiary therein or thereunder. Trustor further agrees he will not execute a Deed of Trust or mortgage which may be or become superior to any leasehold estate that is security for this Deed of Trust. In the event of a violation of any of the covenants set forth in this paragraph, Beneficiary shall have the right, at its option, to declare all sums secured hereby immediately due and payable. Consent to or waiver of one of said violations shall not be deemed to be a consent to or waiver or any other violation. If the security for this Deed of Trust is a leasehold estate, the term "property" as used in this Deed of "Exhibit C" to Loan Agreement Page 7 of 15 4WG:4.96 a srocMal Iace:UxhibitC RLS 9G323 7176196 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 'Ahlch is or appears to be prior or superior hereto, Beneficiary may declare all sums secured hereby immediately due and payable by delivery to Trustee of written declaration of default and demand for sale of written notice of default and of election to cause to be sold said property which notice Trustee shall cause to be filed for record Beneficiary shall also deposit with Trustee this Deed of Trust and any Notes and all documents evidencing expenditures secured hereby After the lapse of such time as then may be required by law following recordation of such notice of default, and notice of sale having been given as then required by law, Trustee without demand on Trustor, shall sell said property at the time and place fixed by it in such notice of sale whether as a whole or In separate parcels, and In such order as it may determine, at public auction to the highest bidder for case In lawful money of the United States, payable at time of sale Trustee may postpone sale of all or any portion of said property by public announcement at such time and place of sale, and from time to time thereafter may postpone such sale by public announcement at the time fixed by the preceding postponement Trustee shall deliver to such purchaser its Deed conveying the property so sold but without any covenant or warranty express or implied The recital in such Deed of any matters of fact shall be conclusive of the truthfulness thereof Any person, including Trustor, Trustee, or Beneficiary as hereinafter defined, may purchase at such sale Trustee may also sell at any such sale and as part thereof any shares of corporate stock securing the obligations secured hereby, and Trustor waives demand and notice of such sale (Beneficiary at Its option may also foreclose on such shares by independent pledge sale, and Trustor waives demand and notice of such sale) After deducting all costs fees and expenses of Trustee, and of this Trust, including cost of evidence of title In connection with this sale, Trustee shall apply the proceeds of sale to payment, first, all sums expended under the terms hereof, not then repaid, with accrued interest at the rate then payable under the Note or Notes secured hereby and then of all other sums secured hereby, and If there are any proceeds remaining shall distribute them to the person or persons legally entitled thereto 16 To waive, to the fullest extent permissible by law the right to plead any statute of limitations as a defense to any demand secured hereby 17 That Beneficiary may, from time to time by Instrument In writing substitute a successor or successors to any Trustee named herein or acting hereunder, which instrument, executed and acknowledged by Beneficiary and recorded in the office of the recorder of the county or counties where such property Is situated shall be conclusive proof of property substitution of such successor Trustee or Trustees, who shall, without conveyances from the Trustee predecessor, succeed to all its title estate, rights powers and duties Including but not limited to the power to reconvey the whole or any part of the property covered by this Deed of Trust Such instrument must contain the name of the original Trustor, Trustee and Beneficiary hereunder, the book and page where this Deed of Trust Is recorded If notice of default shall have "Exhibit C" to Loan Agreement Page 8 of 15 4\s\G 4 96agrcc Wallacc rAubdC RCS 96 523 7/26/96 been recorded, this power of substitution cannot be exercised until after the costs, fees and expenses of the then actitig Trustee shall have been paid to such Trustee, 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. I S. That this Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. The term "Beneficiary" shall mean the owner and holder, including pledge, of the Note secured hereby, whether or not named as Beneficiary herein. In this Deed of Trust, whenever the context so requires, the masculine gender includes the femin:r-e 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 or,rrust 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 fhereof, shall have declared all sums secured hereby immediately due and payable. 23. That Trustor has made certain representations and disclosures in order to induce Beneficiary to make the loan evidenced by the Promissory Note or Notes which this Deed of Trust secures, and in the event that Trustor has made any material misrepresentation or failed to "Exhibit C" to Loan Agreement Page 9 of 15 4VG:4.9Gagrec-. allacc:E cbibitC RLS 9G-523 7/2519L 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 mall 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 BARBARA JO LACE By APPROVED AS TO FORM Agency Counsel 4c- M 7 Z`l 9 6 "Exhibit C" to Loan Agreement Page 10 of 15 4\s\G 4 96agrcc Wallacc LAubitC RLS 96 523 7/26/96 RIDER TO DEED -OF TRUST FIRST TIME HONI MBUYER DOVnN1 PAYMENT ASSISTANCE PROGRANI This Deed of Trust is subject to the terms and conditions of that certain Loan Agreement dated AUGUST 5M , 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, Trustor shall pay to Beneficiary concurrent with such sale, transfer or refinancing, an amount equal to the "Equity Share Amount." The Equity Share Amount shall be determined by applying a percentage factor (the "Applicable Factor") to the difference between the Sales Price and the Purchase Price (defined below) as follows: 1. Prior to fifth anniversary of the Agency Deed of Trust: fifty percent (50%) 2. After fifth anniversary but) prior to sixth anniversary: forty-eight percent (48%) 3. Ater sixth anniversary but prior to seventh anniversary forty-six percent (46%) 4. After seventh anniversary but prior to eighth anniversary: forty-four percent (44%) 5. After eighth anniversary but prior to ninth anniversary: forty two percent (42%) 6. After ninth anniversary but Prior to tenth anniversary: forty percent (40%) 7. After tenth anniversary but Prior to eleventh anniversary: thirty-eight percent (3S11/o) 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 (3401o) "Exhibit C" to Loan Agreement Page I I of 15 4-*G*9d&wft:waRu -.CYJ% tC RLS 96-523 116196 10. After thirteenth anniversary but prior to fourteenth anniversary: thirty-two percent (32%) 11. After fourteenth anniversary but prior to fifteenth anniversary: thirty percent (30%) 12. After fifteenth anniversary but ' prior to sixteenth anniversary: twenty-eight percent (28%) 13. After sixteenth anniversary but prior to seventeenth anniversary: twenty-six percent (26%) 14. After seventeenth anniversary but " prior to eighteenth anniversary: twenty-four percent (24%) 15. After eighteenth anniversary but prior to nineteenth anniversary: twenty-two percent (22%) 16. After nineteenth anniversary but prior to twentieth anniversary: twenty percent (20%) 17. After twentieth anniversary but prior to twenty-first anniversary: eighteen percent (18%) 18. After twenty-first anniversary but prior to twenty-second anniversary: sixteen percent (16%) 19. After twenty-second anniversary but ' prior to twenty-third anniversary: fourteen percent (14%) . 20. After twenty-third anniversary but prior to twenty-fourth anniversary: twelve percent (12%) 21. After twenty-fourth anniversary but ' . prior to twenty-fifth anniversary: ten percent (10%) 22. After twenty-fifth anniversary but prior to twenty-sixth anniversary: eight percent (8%) 23. .After twenty-sixth anniversary but prior to twenty-seventh anniversary: six percent (6%) 24. After twenty-seventh anniversary but Prior to twenty-eighth anniversary: four percent (41/1o) ' "Exhibit C" to Loan Agreement Page 12 of 15 41s%A-9dagrca:W RIS 96-523 aIIacC:r•.xhjVtC 7126196 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 Seiler for Seder'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 (52,500) 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: W 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 (S2,500) 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, brokees commissions, loan fees or any other closing or transaction costs. The percentage factor so determined is the "Applicable Factor." if the Property is sold, an amount equal to the Applicable Factor multiplied by the difference between (i) the original Property purchase price and (ii) the amount received by Trustor as the Property sale price (as - reduced by costs of sale paid by the Trustor) shall constitute the Equity Share Amount. If the Property is transferred or the lien of this Deed of truss 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 G" to Loan Agreement Page 13 of 15 4Vt 0:4.9Gagrcc:Wallace:Cx'iibi1C R tS 96.321 Tf2519C Property as of the time of such transfer or refinancing. Dated: AUGUST 13, 1996 APPROVED AS TO FORM: Agency Attorney 7- 2 !j _ y (, TRUSTOR Yi C &1 9'10 M-1eK•II-E!!•t to.1 BARSARA J6 WALLACE "Exhibit C' to Loan Agreement Page 14 of 15 41a1G:4-96agrec:W aiiacc: ExhibitC R LS 96-523 712606 V RIDER TO DEED OF TRUST UPERIORITY 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"). AiI 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 D=ed of Trust shall not diminish or affect the rights of the First Lender finder the deed of trust executed by Trustor in favor of the First Lender as security for the First Lender Note, or any subsequent First Lender deeds of trust hereafter recorded against the property described herein. Notwithstanding any provision in this Deed of Trust to the contrary, all of the provisions of this Deed of Trust shall terminate and have no further force and effect upon the occurrence of one of the following events: I ) Title is acquired by the First Lender o- another party upon foreclosure of a deed of trust by the First Lender. 2) Title is acquired by the First Lender or another party by a deed in lieu of foreclosure of the First Lender deed of trust. Dated: AUGUST 13, 1996 APPROVED AS TO FORM: ,Ac�_f 4,t-a -.. Agency Attorney *)-k 1 b AA TRUSTOR: l��li4fcQ. n l�J� t MUMM sv LACE "Exhibit C" to Loan Agreement Page 15 of 15 4ls'.G:4 -96a grc c: W a H a cc: rrxh ib i t C RU 96.523 712W94 V STATE OF COUNTY OF CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CALIFOMIA - OPANGE 011 AUCXJST 13, 1996 I Ss. before me, the undersigned, (personally appeared BARBARA JO WALLACE -- - (personally known to rite (or probed to rile oil life basis of satisfactory evidence) to be fire person(s) whose name(s) Islare subscribed 4o [Ile within instrument and acknowledged to me that lielsllE?Alley executed the same in Iris/her/their nuthor(zed c-clpacity(ies), and that by hislllerltheir sigrlatwe(s) on the instrument the persoil(s) or the entity ul)ozi behalf of wirlciti tile person(s) acted, executed the Instrument. WITNESS my Band and official seal. Siy I a I u r LINDA J. CAMPBELL (I Ills area for ofliclal notarial seal) LINDA J. CAMPBELL _ COMM. # 1045344 Co NOTARY PUBLIC - CALIFORMA X _ • t' ORANGC COUNTY :off My Comm.Erp+rst DEC.20, lWfa OPTION L 1ffifflffifllfffffltffff Iflffiffllfft Though [lie data below are not required by law, they may prove valuable to parsons relying oil [lie document and could prevent (lie fraudulent reattachment of (Ills form. Capacity Claimed fay Signer Windividual L7 Corporate Officer Tilles(s) IJ Partner(s) [J Limited El. General [] Attorney -in -Fact D Trustee(s) 0 GuardianlConservator d Other: Signer Is Representing: Narn9 of Persons) or Enlily(les) Descrlptiori of Attached Vocument A.:,c-o or T illo or Type or Uocumeld Nwnber of Pages Uale or Document Slyner(s) Other Than Named Above f EXHIBIT A TO AGENCY DEED OF TRUST LEGAL DESCRIPTION PARCEL l: An undivided one twenty se=ond (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 tic. 14828, which Plan was recorded on August 25, 1994 as Instrument tic. 94-0525335 of official Records of orange county, over Lot 1 of:: Tract Mo. 14e2B, in the City of Huntington Beach, County of orange, state of .California, as per map filed in Book 706, Pages 27 to 29 of Miscellaneous Maps, in the office of the County Recorder of said County. Excepting therefrom all oil, petroleum, asphaltum, gas, minerals and other~ hydrocarbon , nubstances, as reserved in deed recorded August 16, 1921 in Book 401, Page 356 of Deeds, and in various other deeds of record. PARCEL 21 , Unit mo. 22 consisting of certain airspace and surface elements, as shown and described in i the Condominium Plan referred to in Parcel 1 above. s 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 tio. 94-•0525336 of Official Records. Farcel 4t Exclusive easements appurtenant to Parcels 1 and 2 referred to above, for balcony or patio purposes, over the areas:defined, depicted and assigned on the Plati. "Exhibit A" to Agency Deed of Trust page I of I �sIC:A�cc:biargoli::GxhCDccd`,07R6�S6 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\G 4 96Agree Wallace Exhibal) RLS 96 523 7129/96 1. Affordability Covenants. Covenantor agrees for itself, and its successors and assigns, and every successor to Covenantoes interest in the Property, or any part thereof that for thirty (30) years from the date of recording of the Deed of Trust in favor of the Agency regarding the Property (the "Expiration Date"): (a) The Property shall only be owned and occupied by Convenantor or by other persons or families of "Moderate Income." "Moderate Income" shall mean persons or families earning One Hundred Twenty Percent (120%) or less of Orange County median income, adjusted for appropriate family size. (b) The Property shall be kept available at Affordable Housing Cost (as defined below) to the Covenantor or other persons or families of moderate income. Affordable Housing Cost shall mean, as to each person or family of low or moderate income, that purchase price which would result in monthly housing payments which do not exceed an amount under any currently prevailing conventional home mortgage lending rates applied by any reputable institutional home mortgage lender, or the lending rates of any government -subsidized or special mortgage program for which such person or family qualifies and has obtained a first trust deed loan, which do not exceed thirty-five percent (35%) of One Hundred Ten Percent (110%) of the Orange County monthly median income for those persons and families of moderate income (as determined by the United States Department of Housing and Urban Development) earning; between Eighty Percent (8o%) and One Hundred Ten Percent (I MIA) of the Orange County monthly median income, and Thirty -Five Percent (35%) of the monthly median income of any person or family of moderate income which earns more than One Hundred Ten Percent (110%) and not more than One Hundred Twenty Percent (120%) of the Orange County median income. (c) The covenant contained in this Section 1 shall run with the land and shall automatically terminate and be of no further force or effect upon the Expiration Date. 2_ Transfer of Property. No transfer of the Property shall occur until the Agency determines (a) that the proposed purchaser intends to occupy the Property as the proposed purchaser's principal residence, (b) that the proposed purchaser is a person or family of moderate income and (c) that the proposed transfer occurs at an Affordable Housing Cost. The Agency shall not be obligated to approve a transfer until and unless the proposed purchaser has submitted to the Agency such information and completed such forms as the Agency shall request to certify the proposed purchaser's intent with respect to its residency of the Property and its gross income, and the proposed purchaser has submitted an affidavit disclosing and certifying the amount of the proposed purchase price. Prior to conveyance of the Property, each approved purchaser shall submit to the Agency an executed disclosure statement which certifies that the purchaser is aware that the purchaser buying may only sell the unit at Tr. 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 CiNGA •96A&r=W atlace.-EYJ4LitU RLS 96-523 712906 the Covenantor shall not be obligated to incur any out-of-pocket costs In connection therewith other than employee time dedicated to providing such assistance THE COVENANTOR AND EACH SUCCESSOR, HEIR OR ASSIGN OF COVENANTOR UNDERSTANDS THAT THE DETERMINATION OF THE AFFORDABLE HOUSING COST CAN BE MADE ONLY AT THE TIME OF THE PROPOSED TRANSFER TAKING INTO CONSIDERATION INTEREST RATES, THE TERMS OF SALE OFFERED TO AND THE ECONOMIC CIRCUMSTANCES OF THE PROPOSED PURCHASER AND OTHER FACTORS THAT CANNOT BE ACCURATELY PREDICTED, AND THAT THE TRANSFER PRICE PERMITTED HEREUNDER MAY BE LESS THAN THE FAIR MARKET VALUE OF THE PROPERTY AND MAY NOT INCREASE OR DECREASE 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 Wailacc CxhabaD RLS 96 523 7/29/96 nor shall the grantee himself or herself or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessee or vendees in the land herein conveyed. The foregoing convenants shall run with the land." (b) In leases: "The lessee herein covenants by and for himself or herself, his or her heirs, executors, administrators and assigns, and all persons claiming under or through him or her, and this lease is made and accepted uper, 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, cr any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection; location, number, use or occupancy of tenants, lessees, sublessees, subtenants or vendees in the premises herein leased." (c) In contracts: "There shall be no discrimination against or segregation of, any person, or group of persons on account of race, color, religion, sex, marital status, ancestry or national origin, in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the premises, nor shall the transferee himself or herself or any person claiming under or through hinn 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. ' Cov pants 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. S. Covenants For Benefit ofCity-and Ag.ency. All covenants without regard to technical classification or designation shall be binding for the benefit of the Covenantee and the City of Huntington Beach (the "City") and such covenants shall run in favor of the Covenantee and the City for the entire period during which such covenants shall be in force and effect, without regard to whether the Covenantee or the City is or remains an owner of any land or interest therein to which such covenants relate. The Covenantee and the City, in the event of any breach of any such covenants, shall have the right to exercise all the rights and remedies and to maintain any actions at law or suits in equity or other proper legal proceedings to enforce and to cure such "Exhibit D" to Loan Agreement Page 4 of 9 41,04:4.96Agrcc:Wiliace:CxhibitD RlS 96-523 7l29t915 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 of be Aexeeccustred on their behalf by9 therm respective officers hereunto duly authorized, this 13 day 96 COVENANTOR `AJ41-� IV G�aazxc - SARBARA JO WALLACE APPROVED AS TO FORM -ef— Agency Counsel I-0, "Exlubit D" to Loan Agreement Page 5 of 9 4\s%G 4 96Agree Wallace CxhtbtED RLS 96 523 7/29/96 STATE OF CALIFORNIA ) ss COUNTY OF CRANCE ) On AUGUST 13, 1990 before me, Ll= J. CA."PBELL (name, title; e.g., "Jane Die, Notary Public"), personally appeared BARBARA JO WALLACE (namc(s) of signer(s)), personally kr:o%-vm to be -- OR -- XX proved tome 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 helshehhey executed the same in his/her/their autiiorizcd capacity(ics), and that by his/her/their signature(s) on the instrument the personas), or the entity upon behalf of which the person(s) acted, executed the instrument. Witness_mv hand and official seal. c LINDA J. CAMPBELL s _ ;�� C0,1%1M.91045344 03 - NOTARY PUBLIC - CALIFORNIA ORANGE COUNTY �. W Comm. EYpua s DEC.20,19U (? .CAPACITY CLAIMED BY SIGNER: Xx Individual Corporate Officer(s): • Title(s) Partner(s): Limited Gcneral Attorney -in -Fact Trustee(s) Guardian/Conservator Other SIGNER IS REPRESENTING: Name of Persons) or Entity(ies) (Signat c of Notary) LINDA J. MKIPBELL ATTENTION NOTARY: Although the information requested below is OPTIONAL, IT COULD PREVENT FRAUDULENT ATTACHMENT OF THIS CERTIFICATE TO ANOTHER DOCUMENT. THIS CERTIFICATE Title or Type of Document DECLARATICN OF OMMITIONS, COY&IA.WS U T BE ATTACHED AND 12ESMICTIM FOR FR TY TO THE DOCUMENT Number of Pages D_ ESCRIBED Date of Document AUG= S, 1996 T RI HT: Signer(s) Other Than Named Above: "Exhibit D" to Loan Agreement Page 6 of 9 41,9.e;4.96A&ree;U'attace:EWtbitD 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 signer(s)) personally known to be -- OR -- proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ics) and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted executed the instrument Witness my hand and official seal (Signature of NotaD ) 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 4\s\G 4 96Agree Wallace Exhibit!) RLS 96 523 7129/96 STATE OF CALIFORNIA ) ss COUNTY OF ) On before m.-, (name, title, e.g., "Jane Doe, Notary Public"), personally appeared (nanic(s) of signer(s)), personally kno►%m to be -- OR -- proved to me on the basis of satisfactory evidence to be the person(s) whose mune(s) istare subscribed to the within instrument and acknowledged to me that he/slic/they executed the sane in his/licr/tlicir authorized capacity(ics), and that by liis/her/their signature(s) on the instrument the person(s), or the entity upon behalf of wNch the person(s) acted, executed the instrument. ' Witness my hand and official seal. (Signature of Notary) CAPACITY CLAIMED BY SIGNER: Individual Corporate Ofiiccr(s): Title(s) Partner(s): Limited General Attorney -in -Fact Trustee(s) - G uardian/Conservato Other SIGNER IS REPRESENTING: Name of Pcrson(s) or Entity(ies) ATTENTION NOTARY: Although the information requested below is OPTIONAL, IT COULD PREVENT FRAUDULENT ATTACHMENT OF THIS CERTIFICATE TO ANOTHER DOCUMENT, ' 11-11SZERTIFICATE UST BE ATTACHED TO THE DOCUMENT DESCRIBED T Ri HT: Title or Type of Document Number of Pages - Date of Document Signers) Other Than Named Above: "Exhibit D" to Loan Agreement Page 8 of 9 4%&'.o:4-96Agree:W aliacc:E%IiibitD RtS 96-323 7129/96 r EXHIBIT A LEGAL DESUIPTION OF PROPERTY [To Be Inserted] LEGAL DESCRIPTION EXHIBIT "A" PARCEL l: , 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 Ho. 14828, which Plan was recorded on August 25, 1994 as Instrument Nd. 94-0525335 of Official Records of Orange County, over Lot 1 of Tract No. 14628,,in the -city of Huntington Beach, County of orange, state of California, as per map filed in Book 706, Pages 27 to 29 of Miscellaneous Maps, in the office of the County Recorder of said County. Excepting therefrom all oil, petroleum, asphaltum, gas, minerals and other hydrocarbon substances, as reserved in deed recorded August 16, 1921 in Book 401, Page 356 of Deeds, and in various other deeds of record. PARCEL 2: unit t;o. 22 consisting of certain airspace and surface elements, as shown and described in the Condominium plan referred to in Parcel 1 above. Parcel 3: i non-exclusive easements for access, ingress, egress, use, enjoyment, drainage, encroachment, support, maintenance, repairs and for other purposes, all as described in that certain Declaration of Covenants, Conditions and Restrictions and Reservation of Easements for Pacific Park villas, recorded August 25, 1994 as Xnstrument No, 94-0525336 Of official Records. i Parcel 4: Exclusive easements appurtenant to Parcels 1 and 2 referred to above, for balcony or patio purposes, over the areas;defin_ed, depicted and assigned on the Plan. "Exhibit W toloan Agreement Page 9 of 9 4`e-G:4-96Agree: W allace:Exhib,tD RtLS 96-523 7129196 List of Down Payment Assistance Borrowers at Pacific Park Villas � ATTACHMENT #3 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 ►rrlexhibits & legislative draft if applicable Not Applicable Resolution (w/exhibits & legislative draft if applicable) Not Applicable Tract Map, Location Ma andlor other Exhibits Not Applicable Contract/Agreement (wlexhibits if applicable) (Signed in full by the gt Attorney) Not Applicable Subleases, Third Party Agreements, etc. (Approved as to form by Cif Attorney) Not Applicable Certificates of Insurance LApproved by the City Attorney) Not Applicable Financial Impact Statement Unbud et, over $5,000 Not Applicable Bonds if applicable) Not Applicable Staff Report if applicable) Not Applicable Commission, Board or Committee Report if applicable) Not Applicable Finding s/Conditions for Approval and/or Denial Not Applicable EXPLANATION FOR MISSING ATTACHMENTS REVIEWED RETURNED F05YffiRDED Administrative Staff Awa Assistant Cit Administrator Initial Cit Administrator Initial City Clerk EXPLANATION FOR RETURN OF ITEM: RCA Author. Doran at extension9529 REQUEST F�)R REDEVELOPMENT AGENCY ACTION APPROVED BY CITY COUNCIL /— —f 19k_ ED 95-02 Date: January 3,1995 SUBMITTED I Oe Mbn6rable Chairman and Redevelopment Agency Members r� SUBMITTED BY: Michael T. Uberuaga, Executive Director PREPARED BY: Barbara A. Kaiser, Redevelopment Director; Ids r t',�,�r c1 SUBJECT: Down Payment Ass�s�aat Program - Participant Approval 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? n Yes [ X j New Policy or Exception Statement of Issue, Recommendation, Analysis. Funding source, Alternative Actions, Attachments: 1/3 �sSTATEMENTOF 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: I Approve the attached' sample' loan documents for the Pacific Park Villas Project as prepared by the City Attorney and direct the City Attorney to add a provision which forgives accrued interest if the value of the home does not appreciate at least 5% annually (such provision is already embodied in the loan documents regarding equity participation). Yb bk 1 b Subject to Fannie Mae rejection of the compromise recomendation of 1 a, approve the attached loan documents as above but direct the City Attorney to remove the provision requiring the accrual of five percent interest on the Agency loans. AND 2. Approve the borrowers listed on the attached by name, the amount of the loan and the specific property subject to trust deed and the individualized Down Payment Assistance loan documents for each. 3. Approve and Authorize Chairperson and Agency Clerk to execute the four loan documents between the Agency and the participants (attached). ZA V 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. 6NALYSIS: 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 borraver in the position of owing more than the unit is worth. Therefore, to accommodate this concern, staff has proposed an amendment to the loan documents to forgive accrued interest if the value of the home does not increase by at least the rate of interest accrual. However, Fannie Mae has not approved this compromise proposal and may insist that interest not be charged if its approval is to be granted. Because the attached borrowers are committed to the purchase of these homes and their approval by the first lender is contingent upon Fannie Mae approval of the Agency's program, two alternative recommendations (1 a and 1 b) are included above. It is important to note that the prohibition on accrued interest is a nation-wide rule change by Fannie Mae which was not a requirement in previous Agency programs and could not be foreseen when the Pacific Park Villas program was designed. Lastly, the project developer has requested that the normal program requirement that a borrower not have more than $5,000 in assets after loan closing be waived. This rule was devised to assure that low-income borrowers were using their own funds to the extent possible. Pacific Park Villas is targeted to moderate income borrowers and it is reasonable to expect that they would have a higher level of assets and greater post - closing expenses. With approval of the attached borrowers loan documents will be provided to the escrow agent. Additional borrowers will be recommended up to the maximum level of assistance required by the DDA. FUNDING SOURCE: Redevelopment Agency Housing Set -Aside Funds Account Number E-TX-ED-751-7-75-00. RAA ED 95-02 January 3, 1995 Page 3 ALTERNATIVE ACTIONS: Do not approve the participants. ATTACHMENTS: List of Prospective Borrowers. Program Loan Documents MTUIBAKISVKIdw 8t&$,w,AtC 1,7tAAMM DOWN PAYMENT ASSISTANCE PROGRAM Location of Property Loan Name Amount Sub ect to Trust Deed 95-01 Ana Carillo $351000 7861 Happy Drive, #102 95-02 James/Jeanette Lawrence $35,000 18051 Joyful Lane, #101 95-03 Wesley Chi Wong $35,000 7681 Happy Drive, #202 95-04 Christopher Hocker & $35,000 7681 Happy Drive, #101 Gayle Vandereb 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 23RD day of FEBRUARY 19 95 by and between CHRISTOPHER HOCKER & GAYLE VANDEREB ("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 Drive, #101, Huntington Beach, -. California, and more particularly described in Exhibit A attached hereto and incorporated herein (the "Property"). B. Participant requires assistance to purchase the Property and would not be able to purchase the Property without such assistance. Participant is a person or family of low or moderate income and currently earns less than 120% of the current annual median income for the Orange County area, as those terms are defined by California Health and Safety Code Section 50093. C. Participant has represented to the Agency that Participant and Participant's immediate family intend to reside in the Property at all times throughout the term of this Agreement. D. The Agency desires to assist persons of low and moderate income to purchase residential property to increase, improve, and preserve low and moderate income housing available at an affordable housing cost within the City of Huntington Beach (the "City"). E. The Agency wishes to lend, and Participant wishes to borrow, Program funds to assist Participant to purchase the Property upon the terms and conditions set forth herein. NOW, THEREFORE, for good and valuable consideration the parties agree as follows: 1. AgencyAgengy Loan. The Agency shall loan to Participant (the "Agency Loan") the amount of Thirty-five Thousand Dollars ($35,000) subject to the conditions and restrictions set forth herein and those set forth in the Promissory Note and the Disclosure Statement for the Program. The Agency Loan shall be paid to the seller of the Property (the "Seller") by the Agency through deposit of the Agency Loan proceeds into escrow with Tiempo Escrow (the "Escrow Agent") (Escrow No. 7872-L). The Agency shall direct the Escrow Agent to apply the proceeds of the Agency Loan on behalf of Participant to the purchase price of the Property, and, at Participant's election, to the costs of closing, escrow fees, recording fees, loan points and fees, and/or document fees. At such time, Participant shall execute and deliver to the Agency a promissory note in favor of the Agency as holder, in the amount of the Agency Loan, with simple interest at five percent (5%) per annum, due in thirty (30) years and payable upon the earlier sale, Loan Agreement Page 1 of 3 ftAgree:Hocker %11'2&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 star:dards 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 laves. 3. Due on Sale- Transfer or_Ref nan ft. Participant agrees to notify the Agency not less than thirty (30) days prior to (i) the sale or transfer of the Property or (H) 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, a.•1 amount equal to the "Equity Share Amount." The Equity Share Amount shall be determined by applying a percentage factor (the "Applicable Factor") to the difference between the Sales Price and the Purchase Price (defined below) as follows: 1. Prior to fifth anniversary of the Agency Deed of Trust: 2. After fifth anniversary but prior to sixth anniversary: 3. After sixth anniversary but prior to seventh anniversary 4. After seventh anniversary but prior to eighth anniversary: Loan Agreement Page 2 of 8 4WA gwIlocker11212&94 fifty percent (50%) forty-eight percent (48%) forty-six percent (46%) forty-four percent (44%) 5. After eighth anniversary but prior to ninth anniversary: forty two percent (42%) 6. After ninth anniversary but prior to tenth anniversary: forty percent (40%) 7. After tenth anniversary but prior to eleventh anniversary: thirty-eight percent (38%) 8. After eleventh anniversary but prior to twelfth anniversary: thirty-six percent (36%) 9. After twelfth anniversary but prior to thirteenth anniversary: thirty-four percent (340,f'a) 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 (281/1o) 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 (221/o) I6. After nineteenth anniversary but prior to twentieth anniversary: twenty percent (20%) 17. After twentieth anniversary but prior to twenty-first anniversary: eighteen percent (I8%) 18. After twenty-first anniversary but prior to twenty-second anniversary: sixteen percent (161%) 19. After twenty-second anniversary but prior to twenty-third anniversary: fourteen percent (14%) Loan Agreement Page 3 of 8 41,OAV JIodcer%12r2&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 (101/16) 22. After twenty-fifth anniversary but prior to twenty-sixth anniversary: eight percent (81/o) 23. After twenty-sixth anniversary but prior to twenty-seventh anniversary: six percent (6%) 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. Alter thirtieth anniversary: zero percent (0°/a) The "Purchase Price" is the price paid by the Participant to the Seller for Seller's interest in the Property, exclusive of escrow fees, title insurance costs, broker's commissions, loan fees or any other closing or transaction costs. The actual cost to Participant of all capital improvements to the Property made while Participant owned the Property may be added to the Purchase Price if Participant complies with the following: No capital improvements which cost more than two thousand five hundred dollars ($2,500) shall be added to the Purchase Price unless within sixty (60) days following completion of such capital improvements to the Property Participant shall send the following to the Agency: (i) an itemized list of the improvements, (ii) proof of completion of the improvements, and (iii) evidence of the cost of the improvements. The costs incurred by the Participant for capital improvements which cost less than two thousand five hundred dollars ($2,500) shall be added to the Purchase Price upon Participant's submission of evidence of such costs to the Agency, in a form reasonably satisfactory to the Agency, prior to the due date of the Agency Loan. The "Sales Price" is the price paid by the Buyer of the Property to 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 Vivkgree:llocker 112.r2V94 A. Eguit har n ale r Transfer. The Equity Share Amount shall be payable to the Agency upon sale or transfer of the Property to a person or persons (the "Buyer") whose income exceeds 120% of the current annual median income for the Orange County area. If the Buyer does not submit an income verification statement to the Agency, the Buyer shall be deemed to exceed such income limit. If the Buyer does not exceed the aforesaid income limit, the Equity Share Amount shall not become payable. B. Equity Share Upon Refinancing or Fgilurg to Occunv. The Equity Share Amount shall be payable to the Agency upon a, refinancing, failure to occupy the Property or material breach of any other provision of this Agreement which causes the Agency Loan to become due and payable. The Sales Price for purposes of determining the Equity Share Amount shall be determined by an appraisal of the Property. The Agency shall appoint a certified, independent, appraiser to conduct an appraisal of the Property, at Participant's expense, and Participant agrees that in such event the Equity Share Amount shall be the Applicable Factor multiplied by the difference between the Purchase Price and the appraised value of the Property as of the time of such refinancing. This Agreement shall be terminated upon the Participant's repayment of the Agency Loan and payment of the Equity Share Amount as provided in this Agreement. C. Expiration of Equity Share Qbli ation. In the event the Participant does not sell or transfer the Property,does not fail to occupy the Property, does not refinance, or is not in material breach of any other provision of this Agreement before the Thirtieth anniversary of the date of this Agreement, the Participant shall have no obligation to pay the Equity Share Amount to Agency upon any later sale, transfer or refinancing. 5. , ccupancv 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 s.nd A ill pro-- ide in the future is and will be true, correct and complete. Participant acknowledges that the Agency is relying upon Participant's representations that Participant's income does not exceed 120% of the area median income and would not have entered this Agreement if Participant's income exceeded 120% of the area median income. 7. Loan Servicing. The Agency may contract with a private lender to originate and service the Agency Loan. 8. Participant Financing. Participant shall obtain financing for the purchase of the Property from the Southern California Home Financing Authority or a reputable institutional lender approved by the Agency (the "Lender"). The lien secured by the Agency Deed of Trust shall only be subordinated to a first lien on the Property held by the Lender or Lender's assigns. Loan Agreement Page 5 of 8 441"ModcerU2129'94 In addition, not less than three percent (3°/o) of the Purchase Price of the Property shall be paid in cash from Participant's own resources and not from the proceeds of a loan. 9, Covenants. Participant and the Agency shall execute and have recorded in the Official Records of Orange County, California, a "Declaration of Conditions, Covenants and Restrictions for Property," substantially in the form of Exhibit D attached hereto and incorporated herein, in which Participant agrees that the Property shall only be owned by Participant or other persons or families of low or moderate income available at an affordable housing cost, as those terms are defined in California Health & Safety Code Sections 50093 and 50052.5, and that Participant shall not discriminate against any person or group of persons on the basis of race, color, religion, sex, marital status, national origin or ancestry. Such covenants shall run with the land, in favor of the Agency and the City. 10. Non -Waiver. Failure to exercise any right the Agency may have or be entitled to, in the event of default hereunder, shall not constitute a waiver of such right or any other right in the event of a subsequent default. 11. Indemnification. The Participant shall defend, indemnify and hold harmless the Agency and the City of Huntington Beach and their respective officers, agents, employees, representatives and volunteers from and against any foss, Iiability, 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; proArided, 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 faV,Vae:1locker 11212&94 (a) Disclosure Statement; (b) Promissory Note; (c) Agency Deed of Trust; and (d) Declaration of Conditions, Covenants and Restrictions of Property. Participant agrees and acknowledges that the Agency Deed of Trust and the Declaration of Conditions, Covenants and Restrictions of Property shall be recorded with the County Recorder of the County of Orange and shall appear of record with respect to and as encumbrances to the Property. 14. Further Assurances. The Participant shall execute any further documents consistent with the terms of this Agreement, including documents in recordable form, as the Agency shall from time to time find necessary or appropriate to effectuate its purposes in entering into this Agreement and making the Agency Loan. 15. GoverningLaw. This Agreement shall be governed by the laws of the State of California. Any legal action brought under this Agreement must be instituted in the Superior Court of the County of Orange, State of California, in an appropriate municipal court in that county, or in the Federal District Court in the Central District of California. I6. Amendment of Agreement. No modification, rescission, waiver, release or amendment of any provision of this Agreement shall be made except by a written agreement executed by the Participant and Agency. 17. Agenq May Assign. Agency may, at its option, assign its right to receive repayment of the loan proceeds without obtaining the consent of the Participant. 18. Participant Assignment Prohibited, In no event shall Participant assign or transfer any portion of this Agreement without the prior express written consent of the Agency, which consent may be given or withheld in the Agency's sole discretion. No assumption of the Agency Loan shall be permitted at any time. This section shall not prohibit the Agency's right to assign all or any portion of its rights to the loan proceeds hereunder. 19. Entire Agreement. This Agreement constitutes the entire understanding and agreement of the parties. This Agreement integrates all of the terms and conditions mentioned herein or incidental thereto, and supersedes all prior negotiations, discussions and previous Loan Agreement Page 7 of 8 41&V 4pft:11ocher 112f2&'9a agreements between the Agency and the Participant concerning all or any part of the subject matter of this Agreement IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year written below Date February 23 , 19q,; Date February 23 , 19 95 Date IV Date DECEMBER 28 , 19 99 ATTEST r �&"ttv-a= Agency Clerk REVIEWED AND APPROVED "PARTICIPANT" Printed Name DOCKER B Printed NamEG QYLE VANDEREB LM Printed Name THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH, a public body corporate and politic By G/ Chairman APPROVED AS TO FORM ,S Agency Counsel INITIATED AND APPROVED 4:z�� G..n � . Executive Director Director conomlc Development Loan Agreement Page 8 of 8 4\s\Agree Hocker \12/28/94 WOM NO.: 9402201-N sQ�_)X A @nm estate ar interest in t3_�e land hereinafte`' descc-ibed or referred to cvvered by t5is report is: A MINIUM, as defined in Secticn 783 of the California Civil Ccde, in fee Title to said estate or interest at the date hereof is vested in: stir IM-5 WMA"'M . Cr--. - 'T .- .. 4731 The land referred to in this xt*vm is situated in the State of C alifamia, County of Qrange, and is described as foll airs: A Cond =ini= canprsed of: PAMM 1: An undivided one twenty second (1/22) fee simple interest as a tenant -in marxx In and to all. of the C=M Area defined in DeCl$ration referred to below and described in the Plan (-Plan") for Iat 1 of Tract No. 1.48M, vbIch Pian was =ecnrded cn August 25, 1994 as Instrumerrt No. 94-0525335 of Official rlxx ds of Orange Comity, over Iat 1 of Tract No. 14M, in the City of iamtington Peach, County of Orange, State of Califarnia, as per map filed in D=k 706, Pages 27 through 29 of Miscel I areals Maps, in the office of the Cunt y Fbcorder of said Q=ty. e=epVJV therefr= all oil, get`oletan, as,.ha.Ltt�n, ems, mine_�ls a -xi other in��. r as resen�ed in deed recorded August 16, 1921 in Book 401, Page 356 of Deeds, and in various other deeds of rrcl. RA= 2: Unit No. 1 ccnsistirxj cf certain airspace and su fam elements, as she w-n and des=ibed in the Comkrdnium Plan referred to in Pazoel 1 above. PAR= 3: (A= -,:I aat, support, mainter-once, repairs, and for otber purposes, aU as described In naset w fccc Pacif:Lca=• e• Augast• ' as Instrummt. No. 94-0525336 cxf OfflaLal Records. IWOM 4: TOW IN M 35,000 EXHIBIT B PRQMISSORY NOTE FEBRUARY_23 __ 3119__ Huntington Beach, California FOR VALUE RECEIVED, the undersigned ("Maker") promises to pay to The Redevelopment Agency of the City of Huntington Beach ("Bolder") at 2000 Main Street, P.O. Box 190, Huntington Beach, California 92648, or at such other address as Holder may direct from time to time in writing, Thirty-five Thousand ($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 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 (5.000/0) 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 23 , 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 Pagel of 3 4's\Agree: Lwrcnce:ProrrissoryNotclpL l l 95 "W 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°l0) per annum, at any time prior to the due date of the Note Amount. b. Loan Agreement This Promissory Tote is made and delivered pursuant to and in implementation of Loan Agreement entered by and between the Holder and the Maker dated - 19 95 (the "Agreement"), a copy of which is on file as a public record with the Holder and is incorporated herein by reference. The Maker acknowledges that but for the execution of this Promissory Note, the Holder would not enter into the Agreement or make the loan contemplated therein. Unless definitions of terms have been expressly set out at length herein, each term shall have the same definition as set forth in the Agreement. 7. Holder MAy Assi 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. 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 W4%ft oe: L+wrertice:Promissmy NoteOl f l l95 I ]. Successors Bound This Promissory Note shall be binding upon the parties hereto and their respective heirs, successors and assigns. "MAKER" Bye e� Printed Name: Christopher Hocker By: Printed Name: Gayle Vandereb 7681 Happy Drive, or-� By: Printed Name: "Exhibit B" to Loan Agreement Page 3 of 3 44VkgmL&wrrnce:ProFrd wYNote4I112/95 LJ EXHIBIT E DISCLOSURE STATEMENT AlVe CHRISTOPHER HOCKER & GAYLE VANDEREB ("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: • Me must qualify for a home loan from an institutional lender acceptable to the Agency. • I/We must pay at least JY—o of the home purchase price from our own funds. • Me must qualify for assistance under the guidelines of the Agency's Program. • I/We as owners of the unit must occupy it for the entire term of the loan. If IAVe rent the unit to others, I/We will be in default of the Loan Agreement. IAVe further understand and agree that: IAVe will be responsible for repaying the loan with five percent (5%) simple interest per year at the time I/we sell, transfer, refinance, or no longer occupy my/our home, or breach any part of the Loan Agreement. The Annual Percentage Rate for this loan is five percent (5°lo). The simple interest shall accrue each year, but is not required to be paid except as described in the Loan Agreement. • If within thirty (30) years from the date Uwe receive the Agency financial assistance, Uwe sell or transfer the home Uwe purchased under this Program to persons who are not persons of low or moderate income or refinance the lien of the deed of trust held by mylur lender, I/we will be obligated to pay the Agent' a percentage share of the difference between the price I/we 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. • Me 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 mylour decision to The Redevelopment Agency of the City of Huntington Beach 2000 Nfain Street P.O. Box 190 Huntington Beach, California 92648 "Exhibit E" to Loan Agreement Page I of 2 ViAgree: o&cr.Disclos=StatanentX111 94 • The Agency will not require me/us to make payments of principal or interest during the term of the loan. The full balance of principal and interest will be due and payable when the term of the loan expires. There are no loan closing costs, prepayment penalties or charges, points, fees, finance charges, service charges, investigation fees, credit report fees, insurance premiums, notary or escrow fees, late payment charges or other fees payable pursuant to this loan. An appraisal fee may be payable upon the refinancing of my/our house. • The Agency shall not be held responsible for any costs associated with the home I/we purchase with such assistance including, but not limited to, any loan fees or charges, any charges for appraisals, or any escrow costs or other costs relating to the transfer of property. • The Agency cannot ensure that information provided by or on behalf of Applicant will be kept confidential. The Agency shall not be responsible for the selection of a home by the Applicant, the selection of a lender providing funds assisting in the purchase of the home, providing information concerning other public or private sources of loans, or the competitiveness of the terms of the Program. I/we assume all responsibility for determining whether Uwe desire to be considered for the Program, and I/we will inform myselflourselves as to the availability and terms of other public or private loans. • The Agency shall rot be charged with knowledge of the contents of the documents of the primary lender. • The Agency financial assistance Uwe receive tinder this Program may be considered to be income for purposes of federal or state income taxes and the Agency shall not be held responsible for the payment of any taxes which Uwe may incur by virtue of the receipt of such financial assistance. Dated: _February 23, 19._0 Dated: February 23 , 19 95 Dated: .19 Signature of applicant "Exhibit E" to Loan Agreement Page 2 of 2 41AA&rar:lioder.Disciowm 5talemenAl2t28.94 EXHIBIT F NOTICE OF RIGHT OF RESCISSION Participant(s): CHRISTOPHER HOCKER R GAYLE VANDEREB Loan Amount: $35.000 Address of Residence: 7861 Happy Dr.. # 101 Notice to Participant Required by Federal Law: You have entered into a transaction on . 2-23-95 [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 2-27-95 (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 J7S _� (Date) P "Exhibit F" to Loan Agreement Page 1 of 2 -V,zV4 =-.11odcer.No6oe of RiSM12R8/94 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. ignature ;kz.js Date Participant's Signature 923.95'- Date Participant's Signature "Exhibit F" to Loan Agreement Page 2 of 2 Date Date Ce Agree:l locker.Notice of RigM11 MV94 u EXHIBIT G EXPIRATION OF RESCISSION PERIODS (Truth in Lending - Real Estate and Home Improvement Loans) Participant(s): CHRISTOPHER HOCKER R GAYLE VANDEREB Loan Amount: S 35,000 Address of Residence: 7861 Happy Dr.. #101 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 The undersigned understands the terms of *13 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 ferth 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. 2�95 ico s Signature Date Participant's Signature Date ant Date Participant's Signature Date "Exhibit G" to Loan Agreement Page 1 of I ,(aV4;nm:l todcer:ExpiruioW.12R994 V STATE OF CALIFORNIA ) COUNTY OF • M� 5S On 2 before me, �,1Jwi— personallytitle, , ., "1 a Doc,Public") appeared Piin S4sAa, {name(s) of signer(s)), personally known to be -- OR — proved to me on the basis of satisfactory eridcnce �'w to be the person(s) ,;hose namc(s) islarc subscribed to the v%ithin instrument and acknowledged to me that he/shelthcy executed the same in his/her/their authorized capacity(ics), and that by his/her/their signature(s) on the ins ncnt the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. Witness my han a d o c' l c ME E. LUNT J. 0 978764 f i:.ly muc - CALlF04L*PJI orarge Mrlty } 6y CMM DOM Floe. s2. t996 i 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 Pcrson(s) or Entity(ics) "(Signature of Notary) ATTENTION NOTARY: Although the infcrmation requested below is OPTIONAL, IT COULD PREVENT FRAUDULENT A ITACHIMENT 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 Lon Agreement Page 8 of B 4`alAgree:11ockeri cdarationofConditiomkIZ'2&94 rrurrrrrrirnerrrrrnunirunurrriru�rrririrrririririurrnntrruiriuunrrrrtrrrurruruutrnnnrrruuuuuuuiruuuuuriurrr�erru 19093 Beach Boulevard • Huntington Beach, CA 92648 • (714) 843-0101 • FAX (714) 843-9949 R=DEVELOPMENT AGENCY OF THE CITY Dates March 8, 1995 O_' HUNTINGTON BEACH Escrow Vo.: 7872-L 2000 MAIN STREET HUNTINGTON BEACH CA 92648 Property Address: 7861 HAPPY LANE 4101, HUNTINGTON BEACH, CA 92648 In connection with the above -numbered escrow, we are enclosing herewith the following: LOAN AGREEMENT EXHIBIT B EXHIBIT E EXHIBIT F EXHIBIT G If'you should have any questions regarding the above, please do not hesitate to contact the undersigned. Thank you for your cooperation in this matter. sincerely, D.J. LUNT ESCROW OFFICER RECEIVED DBFARlFNT OF ECO ,,O lC D 4 BLOF1 !ENT 19093 Beach Boulevard • Huntington Beach, CA 92648 a (714) 843-0101 • FAX (714) 18-41--� __ Redevelopment Agency of the city Date: February 24, 1995 at Huntington Beach Escrow No.: 7872-L 2000 Main Street Huntington Beach, Ca 92648 Property Address: 7861 HAPPY LANE #101, HUNTINGTON BEACH, CA 92648 In connection with the above -numbered escrow, we are enclosing herewith the following: Note and need of Trust with Recitals if you should have any questions regarding the above, please do not hesitate to contact the undersigned. Thank you for your cooperation in this matter. sincerely, j5UVT ESCROW OFFICER boc-ckm e Received Dated re -bur n A • r Ft trtrrrrrutrtiturrrrtrtttrnrurnttrtrttttrtrrrnrirrirttrrrrrtnrrnrtrttrtrrrttrrrtrurtrtrrrrrrrrtrrtrrtrrrrrrtrtrnrrrrrrrtrnrrrrrntr:rrrrrr, 19093 Beach Boulevard • Huntington Beach, CA 92648 • (714) 843-0101 • FAX (714) 843-9949 CITY OF HUNTINGTION BEACH Date: May 1, 1995 ATTN LIZ TALBOTT Escrow No.: 7872-L 2000 MAIN STREET HUNTINGTON BEACH CA Property Address: 7861 HAPPY LANE #101, HUNTIi:GTON BEACH, CA 92648 In connection with the above -numbered escrow, we are enclosing herewith the following: FINAL TITLE POLICY PER YOUR REQUEST. If you should have any questions regarding the above, please do not hesitate to contact the undersigned. Thank you for your cooperation in this matter. Sincerely, fIG� I.V.11 LUNT ESCROW OFFICER LOW -L1fi tTtf ITIC LUC ITH! I.TIC LTIC LUC L K' LTIC tTIC t1rIC tTIC LTIC LUC 11W LTNf tTIC tnc LTLC LTIC L Ic ET1C* tF -tTtc LTIC 4"C ITIC LTK=l11C Lat4w )Tid _, yers le insurance 1 1ration NATIONAL HEADCUARTERS RICHMOND. VIRGINIA 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 Ics3 or damage, not exceed ng the Amount of Insurance stated in Schedule A, sustained or incurred by the insured by reason of: 1. Title to the estate or interest described In Schedule A being vested other than as stated therein; 2. Any defect in or lien or encumbrance on the title; 3. 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: 5. The invalidity or unenforceability of the lien of the incured 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 8 in the order of its priority; T. The invalidity or unenforceabi lily of any assignment of the insured mortgage, provided the assignment is shown in Schedule S. or the failure of the assignment shown In Schedule B 10 vest title to the insured mortgage in the named insured assignee free and clear of all liens. The Company will also pay the costs, attorneys' fees and expenses incurred In defense of the title or the lien of the insured mortgage, as insured, but only to the extent provided in the Conditions and Stipulations. IN WiTNESS WHEREOF the Company has caused this policy to be signed and sealed, to be valid when countersigred by an authorized officer or agent of the Company, all in accordance with its By -Laws. latuyrers'jldejrisurance Corporation Attest. ,,li...., Dy. i !SEAU Secretary ��:` President Counlersigned. Copy of policy, no additional POLICY NUMBER COPY By liability assumed Authorized Officer or Agent EXCLUSIONS FROM COVERAGE The following matters are expressly excluded from the coverage of this policy and the Company will not pay loss or damage, costs, attorneys' fees or expenses which arise by reason ol: 1. (a) A-Ny lair, ordinance or govenmental regulation fincluding but not limited to buil-7ing or toning lams, ordinances, or regulations) restricting, regula'Ing, pro- hibiting or retating to li) the occupancy, use, or enjoyment of the land; (ii) the character, drmenSlonS or location of any improvement now or hereafter erected on the land; (iii) a separation In ownership or a change in the dimensions or area of the land or any parcel of which the land is or was a part; or (iv)environmen- tal protection, or the effect of any violation of these laws, ordinances or governmental regulations, except to the extent that a notice of the enforcement thereof or a notice of a detect, lien or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records aI Dale of Policy. fb) Aly governmental police power not excluded byia) above, except to the extent that a notice of the exercise thereof or a notice of a detect, lien or encum- brance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy. 2. Rights of eminent domain unless notice of the exercise thereof has been recorded in the public records at Date of Policy, but not excluding from coverage any taking which has occurred prior to Date of Policy which would be binding on the rights of a purchaser for value without knowledge. 3. Defects, liens, encumbrances, adverse claims or other matters: (a) wliether or not recorded in the public records at Cate of Policy, but created, siffered, assumed or agreed to by the insured claimart; (bi not known to the Company, not recorded ii the public records at Date of Policy, but known to the insured claimant and not disclosed in writing to the Com- pany by the insured claimant prior to the date the insured claimant became an insured under this policy; (c) resulting in no loss or damage to the insured claimant; Id) attaching or created subsequent to Date of Policy; or fe) resulting in loss or damage which would not have been sustained if the Insured claimant had paid value for the insured mortgage or for the estate or interest insured by this policy. 4. Unenforceability of the lien of the insured mortgage because of the inability of failure of the insured at Date of Policy, or the inability or failu•e of arty subsequent owner of the indebtediess, to comply with the applicatle doing business laws of 'he state in which the land Is situated. S. Inva'idity or unenlofceability of the lien of the insured mortgage, or claim thereof, which arises out of the transaction evidenced by the irsured mortgage and Is based upon usury or any consumer credit protection or truth In lending law. 6. Any c'aim, which arises out of the transaction vesting in the insured the estate or interest irsured by this policy or the transaction creating the interest of the insured lender, by reason of the operation of federal bankrup'cy, state Insolvency or similar creditors' rights laws. IQ ' Pslwy 75 L*v in U 5 A. C*"Wwet CLTA Standwd Covraps Poicy — 19W 031-0-075-0101 CONDITIONS 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 againstAhe 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 obligor under the provisions of Section 12(c) of these Conditions 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); (ii) 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 E3 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. (q "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 shalt modify or limit the extent to which a right of access to and from the land is insured by this policy. (g) "mortgage": mortgage, deed of trust, trust deed, or other securi- ty instrument. (h) -public records": records established under state statutes at Date of Policy for the purpose of imparting constructive notice of matters relating to real property to purchasers for value and without knowledge. (i) "unmarketability of the title": an alleged or apparent matter af- 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 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 favorof (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; (ii) a transferee of the estate or interest so acquired from an insured corporation, provided the transferee is the parent or wholly -owned subsidiary of the insured corporation, and their corporate successors by operation of law and not by purchase, subject to any rights or defenses the Company may have against any predecessor insureds; and (iii) any 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 transferor 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 (h) 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: (i) The amount of insurance stated in Schedule A; (ii) The amount of the principal of the indebtedness secured by the insured mortgage as of Date of Policy, interest thereon, expenses of foreclosure, amounts advanced pursuant to the insured mortgage to assure compliance with laws or to protect the lienof 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. tat 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) below, (ii) in case knowledge shall come to an insured hereunder of any claim of title or Interest which is adverse to the title to the estate or interest or the lien of the insured mortgage, as insured, and which might cause loss or damage for which the Company may be liable by virtue of this policy, or (iii) if title to the estate or interest orlhe lien of the insured mortgage, as insured, is re- jected as unmarketable. It 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- pany 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 10 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 causesof 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. It 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. S. 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 1� continued on next peps of cover sheaf Y ANDITIONS ARID STIPULATIONS — CONT" IED on the title or other matter insured agains, "Jy this policy which con 7 DETERMINATIO ND EXTENT OF LIABILITY statutes the basis of loss 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 orobliga 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 (it) 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(ii) 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 With 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 (it) 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 provid ed for in paragraphs b(i) or b(ii) the Company 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 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 ordamage 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 (it) 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 (ii) 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 the 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 partial 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 no event shall the amount of insurance be greater than the Amount of Insurance stated in Schedule A continued on next page of cover sheet CONDITIONS AND STIPULATIONS — CONTINUER Payment in full by any person or the voluntary satisfaction or ^`+ho insured mortgage shalt terminate all liability of the Com- fy an insured lender except as provided in Section 2(a) of these and Stipulations. ,Tv NONCUMULATIVE. --��•ossly understood that The amount of insurance under this -*z!s he reduced by any amount the Company may pay under any a mortgage to which exception is taken in Schedule S k:lh the insured has agreed, assumed, or taken subject, or which -- fle-r executed by an insured and which is a charge or lien on ce►zra or interest described or referred to in Schedule A, and the —► ors paid shall be deemed a payment under tnis policy to the in• - • ^`ynPC The provisions of this Section shall not apply to an insured lender, . such insured acquires title to said estate or interest in satisfac- - ^+ the indebtedness securest by an insured mortgage. PAYMENT Of LOSS. (a) No payment shall be made without producing this policy for en- ' n? of the payment unless the policy has been lost or destroyed, which case proof of loss or destruction shalt be furnished to the +rt;4n of the Company. (b) When liability and the extent of loss or damage has been definitely ;;xz1 in accordance with these Conditions and Stipulations, the toss or damage shall be payable within 30 days thereafter. 12, SUBROGATION UPON PAYMENT OR SETTLEMENT. (a) The Company's Flight of Subrogation Whenever the Company shall have settled and paid a claim under thig 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 clairn- ant shalt permit the Company to sue, COmprgmi$e 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 (ii) as to an insured tender, to all rights and remedies of the insured claimant after the insured claimant shaff have recovered its principal, interest, and costs of collection. It 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 shalt 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 Flights and Limitations. Notw0standing the foregoing, the owner of the indebtedness secured by an insured mortgagor provided the priority at the lien of the insured mortgage or its enforceability is not attested, 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. Wtten the permitted acts of the insured claimant occur and the in- sured has knowledge of any claim of title at interest adverse to the ti- tle 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, it any, lost to the Company by ,eason of the im airment by the insured claimant of the Company's right of (c) The Company's Rights Against Non-insured Obligors. The Company's right of subrogation against non-insured obligors shall exist and shall include, without limitation, the rights of the insured to indem- nities, guarantees, other poticies of insurance or bonds, notwithdstanding any terms or editions 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• lion of an insured mortgage by an obligor (except an obligor described in Section 1(a)(ii) of these Conditions and Stipulations) who acquires the insured mortgage as a result of an indemnity, guarantee, other policy of insurance, or bond and the obligor wilt not be an Insured under this policy, notwithstanding Section 1(a)(i) of these Conditions and Stipulations. 13. ARBITRATION. Unless prohibited by applicable law, either 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 issuance or the breach Of a policy provision or other obligation. All arbitrable matters when the Amount of Insurance is $1,000.00 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 $1,C00,0W shalt be arbitrated only when agreed to by both the Company and the insured. Arbitration pursuant to this policy ansx under the Soles in effect on the date the demand for arbitration is shade or at the option of the insured, the Rules in effect at Date of Policy shall be binding upon the parties. The award may include attorneys' tees only if the laws of the state in which the land is located permit a court to award attorneys' fees to a prevailing party. Judgment upon the award rendered by the Arbifrator(st may be entered in any court having Jurisdiction thereof. The law of the situs of the land shall apply to an arbitration under the Title Insurance Arbitration Rules. A copy of the Rules may be obtained from the Company upon request. 14. LIABILITY LIMITED TO THIS POLICY; POLICY ENTIRE CONTRACT. (a) This policy together with all endorsements, if any, attached hereto by the Company is the entire policy and contract between the insured and the Company. In interpreting any provision of this policy, this policy shalt be construed as a whole. (b) Any claim of loss or damage, whether or not based on negligence, and which arises out of the Status of the title to the estate or interest covered hereby OF by any action asserting such claim, shalt be restricted to tttis policy. (c) No amendment of or endorsement to this policy can be made except by a writing endorsed hereon at attached hereto signed by either the President, a vice President, the Secretary, an Assistant Secretary, or validating officer or authorized signatory of the Company. 15. SEVERASILITY, In the event any provision of the policy is held invalid or unen- forceable under applicable law, The policy shall be deemed not to in. ciude that provision and all other provisions shall remain in full force and effect. 1$, 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 275$7, Richmond, Virginia 23261, or to the Company at its Pacific States Office, 55 South Lake Avenue, Suite 6DO, Pasadena, CA 91101. h 1 I.lt. MC C 1 1 n" 1 1 N E i rc 1 11t s 1 k 1 i it' MC lC 1 I K' lilt- 11-C (C I.ric' (flu 1.1 tc tl w tot It 13"1C I7 tc tIlc isk' i yk. IxH' s-T-W I -Tic (I -IC s7st' r 1C POLICY OF TITLE INSURANCE A iVORD OF THANKS... As we make your policy a part of our permanent records, we want to express our appreciation of Ihis 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 sate place where it will be readily available for future reference. It 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 Lowers Itie Insurance Crpordtson puma, 75 Lm* in USA. PQ Box 27567 � CaYstal" GLTA 51W+dud Covrbp Po»c7 ^�tA-075-0061a r ) Aishmond, Virginia 23261 4 r' LAWYERS 7�„ rLE INSURANCE C4,„)PORATION Natianai Haadgiy-�rters R4 1=ond, Vind.a CLTA STANDARD COVERAGE POLICY 1990 Issued At: Continental Lawyers Title Cdupwyy 1015 Nardi Main Street, Santa Ana, California 9=1 • .ra- •• • • •-�� r• •r •• 94022A1-04 75-00-755-553 / $35,000.00 $150.00 03/06/95 at 3:59 Pn 1. NAIL Or : 2. THE ESTATE OR IIdMMST iN THE LAM MU01 IS COVED BY THIS F=CY IS: A 02MCM NUM, as defined in Section 783 of the California Civil Gb3e, in fee 3. TnIZ TO THE ESTATE OR IN ER ST IN THE LAND IS VEST D XK: Christopher Michael Hooker, a single man and Gayle Diane Vandereb, a single wanart as joint its PAR= 1: An tr divided am twerty second (1/22) fee :Wimple intarest as a tenant in - in and to all of the Camma Area defined in DEclaratim referrred to below and described in the Condaminiun Plan ("Plan") for Lot 1 of Tract No. 14828, which Plan was reoordod an August 25, 1994 as Instnverrt No. 94-0525335 of Official Records of Orange County, avw Lot 1 of Tract No. 14828, in the City of Huntington Heads. County of Orange, State of California, as per map filed in Bade 706, Pages 27 through 29 of Maps, in the office of the C=rty fkeao *w of said County. ►S a� CE t NO.: 9402201-N ?.ram• r • therefzxn all oil, petroleum, asphalttn, gas, minerals • other •� .v •• awbSt. -; , as reserved in deed xecardW Augurt, 16, 1921 in Book 401, Page 356 of Deed and in various • . :a • - of e..r• lM71 the 03•• i Plan referred to in Parcelabove. XRr91 Non-exclusive easements far access, ingress, egam, use, enjoyment, drainage, suppar't, mainbenarce, repairs, and for other purposes, all as described in that certain Declaration of Oa w=-xts, Conditions and Fbstdcticm and Feswiration of Easements for Pacific Paris Villas, rear-ded August 25, 1994 as Irsttim No. 94-MZ5336 of Official Records. PA= 4: y CLTA STANk...+RD COVERAGE POL�.o'.Y-1990 POLICY NO. 75-00--755-553 NO.: 9402201•-M PART I �:i -ias• -�r. 3. FASEM NIS, LIES OR MCUMMAMM, CR CZAIM33 TMM;', WHICH ARE NOT SHOW BY THE PUBLIC Rom. Maul; lgiag" S. (A) IMATkNTED In= CLADS; (B) MATICi►S OR CM IN PATFNIS CR IN ACTS •AUiHWZZ= THE ISSUANCE THEREOF'; (C) WATER RIGHM, CLADS CR TITLE TO WATER, WHE nER CR NOT THE MA71EM E7CMnM UMER (A) , (B) OR (C) ARE MM BY THE PUBLIC RECORDS. +. CLTA STANRD COVERAGE POLICY NO. 75-00-755-553 POL%.S?CY-1990 PART II A.0 Property taxes, including general and spacial taxies, Personal property taxes, if any, and any q P Im collected with taxes, to be levied for the f1.9c al year 1995-1996 which are a lien rx t yet payable. 2. The fact that the cmersbip of said land does not include rights of access to or from the street or highway abutting said lard, such rights having been relinquished fifhed by► the mm of said Tract. Affects: Talbert Avenue; Joyful Tam and happy Drive Matters3. _which, eitag other things, corrtain or provide for 'sSs - K Liens arxl the bordinatLon ■ er a. p"wisions relating to Ltions and Fastrictions, a provisim that no violation thereof and no •r •�amt of any - .r • ♦ e• for txzein shall dethaet or - • .I invalid. . - TA • a MartgaWor read of Trust m2de in •••• faith and •r value, but ecc • Gf Februaryr .% w w • C.- •• r •• S•• •r •:.•:•.•c s•r rww e•erd - . •••,• •- • rri:t•• t :•� • •••r••• • • ••••r�••- ,• we • - •:+ • • • • _ 5. The matbu contained in a d=mmlt entitled "Cmgnon Facilities Use and Maint eraarne Agreement For Pacific Park Villas" recorded August 25, 1994 as Instrument No. 94-0525337 of Official Racards. ••r6y• 4 •• shoo ME!] ► 1yt r •4 t i;0t S. An easementfor the purpoaa shownbelow C+ • rijhts incidental thereto as set North in a document • ••:: Public utilities 3••r •_•: October 27, 2994 Instrument • 94-0632B40 of Official Records wc The Southerly • feet of the •Crpr 4 feet of Lot /7. A Covenant and Agree Bent favorExecuted by: Chrristpqpohher Michael. lkxker and Gayle Diane Vandarredb In of: s r • • - • i of the of Huntington Beach, public body corporate ; .e :r • politic Mdrch 6, 1995 ti w _ •. 95-0091743 of Off icial••rid - $. A Dead of Trutt to cease an in the amount shown below, and any other obligations SeQasd ttmety Amount: $145, 400.00 Dated: February 22, 1995 Truster: Christopher Michael Booker, a single man and Gayla Diane Vandareb, a single taQaan Trustee: Cbntinental Lawyers Title Cb perry Beneficiary: Commerce Security Baal:, its successors and/or assigns Recorded: Mardi 6, 1995 Instrument No. 95-0091742 of Official Peaor ds 9. An assignment of all the mantes due or to become due as rental, as additional security far the secured by dead of trust Regarded: Mardi 6, 1995 Instrument No. 95-0091742 of Official Records �;.� s: .! Iry � •, W Date typed: 03/13/95 Plats enclosed .. _L CONDOMINIUM PLANS FOR Smtr-1 9 OF 32 LOT 1 OF TRACT 1482a. IN NC CITY OF HUNTINCTON BEACH. COUNTY OF ORANGE. STATE OF CAUFORNIA, AS SHO" ON A MAP RECORDED IN MAP BOOK 706. PACES 27 THROUCH 29. INCLUSIVE. OF MISCELLANEOUS NAPS. IN THE OFFICE OF 7HE RECORDER OF SArO COUNTY. PHASE ONE OF PACIFIC PARK VILLAS BOUNDARY MAP TALBERT AVENUE! SCALE: 1 "= 60' T 172.94•1 C'1 g InzNa9.4S'04'W 0 a � o $ n • sa•o6.1 a' a Q, � C' � � i �• 33.05' � r► L 51.91 z C � rrr �-- 1\10. V9a n Sf NI.M. 1/ 1 ?. 7 7 s p$ D d N89'43•04'W 2W.01' 4 pp S N a LOTco RQ Ain O r a m totN I J r :� z N74.44'42-� �� .. }„ ae �R�r �� 2 u t� av 3 N N89.4r40-Mr 203.05, (PCt) 4 S I Poo, 14305*62.04• %Co' ro 7'�• t1'.off 2E00• HAPPY2s4"S, � "' NX COR. LOT 107. BLx. ESTA9, BY INTERSECTION •a• N69.47.40-W DRIVE SEE PAGE 10 FOR CURVE DATA A MONUMENT kOTES. HALL FOREMAN INC 01 N CONDOMINIUM PLANS FOR SHEET TI OF 32 LOT ! OF TRACT .02a. IN TIE CITY Cr HL%TINGTON BEACH. COUNTY OF ORANGE. STATE OF CALWORNIA. AS SHOWN ON A MAP RECORDED IN MAP COOK 706. PACES 27 THROUGH 29. INCLUSIVE. OF MISC:LLANEOUS MAPS. IN THE OFFICE OF THE R_COROEA OF SAIO COUNTY. PHASE ONE OF PACIFIC PARK VILLAS Q r 2019 18 17 1B 1.00' ("K)4) KTKCN UNITS 8 67,9• S 89'4V27• E 9 11 12 13 14 10 15 opt 4 5 3 6 WW 1 7 n .zzl 6Q.�,' 23.00• S7.ea' SCALE: 1"=40' LCWX MwUM 90CAn! tOw" LML wT. No,cm Ww% Lm .o"Tt>, wftna uvm w,. ASSOCIATION PROPERTY, 10 nZ K'� U0n A' �': � "%°'% UN I NUMBERS & Tl ES "�SmAn°' "'°'`"r' `mmums `w� JOB N0. 4285 HALL & FOREMAN. INC. r, - RECdr"Df h'G REG�TED BY MITMENTAL RECORDING REQUESTED BY ) OD�OrC 4 95-0O 1 f 43 AND WHEN RECORDED RETURN TO: } f ` 95 03:59 pM Pecorded in Cfficial Reccrds Redevelopment Agency of the City of ) of Oranse County, California Huntington Beach ) G3ry L. Granville, Clerk-"ft'e-,:crder 2000 Main Street ) Pa9e I of 19 Fees: S q,C-a Huntington Beach, California 92648 ) Tax: f 4,0v Attn: Agency Clerk ) (sue nbme 11us Lme Fa Recorder's Um.) zl-- This document is exempt from Q recording fees pursuant to I Government Code Section 6103. O r ( DEED OF TRUST WITH ASSIGNMENTS OF RENTS O 1 THIS DEED OF TRUST is made this 23PD day of FEB , 19 95 , by and among CHRISTOPHER HOCKER & GAYLE VANDEREB, whose address is 7861 Happy Dr., 4101 (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. NVITNESSETH: That Trustor Irrevocably Grants, Transfers and Assigns, to Trustee, in Trust, with Power of Sale, that property in the City of Huntington Beach, County of Orange, State of California, described legally in the Legal Description attached hereto as Exhibit "A" and incorporated herein. TOGETHER WITH: (a) all buildings, improvements and fixtures, now or hereafter placed thereon, it being understood and agreed that all classes of property attached or unattached used in connection herewith shall be deemed fixtures, (b) rents, issues and profits thereof, (c) any water rights and/or stock are appurtenant or pertain to said land, and (d) all sums of money payable on the purchase price of said property secured by a lien thereon or payable under any agreement for the sale thereof, SUBJECT, HOWEVER, to the right, power and authority hereinafter given to and conferred upon Beneficiary to collect and apply such rents, issues and profits, and all sums of money payable on the purchase price of said property secured by a lien thereon or payable under any agreement. "Exhibit C" to Loan Agreement Page 1 of 15 4V1AV -11oatr. ea12r28.'9a A. FOR THE PURPOSE OF SECURING: I. Payment of the sum of Thirty-five Thousand Dollars ($35,000) with interest thereon according to the terms of a Promissory Note of even date herewith, made by Trustor, payable to the order of the Beneficiary and extensions or renewals thereof. 2. Payment of such additional sums with interest thereon as: (a) may be hereafter borrowed from the Beneficiary by the then record ovmer 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 FEB 23RD , I9 95 insofar as the terms and conditions of that agreement may apply to Trustor. 4. Payment, with interest thereon, future indebtedness or obligation of the Trustor (or of any successor -in -interest of the Trustor to said property) to the Beneficiary, whether created directly or acquired by assignment, whether absolute or contingent, whether due or not, whether otherwise secured or not, or whether existing at the time of the execution of the Deed of Trust, or arising thereafter. B. TO PROTECT THE SECURITY OF THIS DEED OF TRUST, TRUSTOR AGREES: 1. To keep said property in good condition and repair; to allow Beneficiary or its representatives to enter and inspect the premises at all reasonable times and access thereto, shall be permitted for that purpose; not to remove or demolish any building thereon; not to make alterations thereto without the consent of the Beneficiary; to suffer or permit no change in the general nature of the occupancy of the premises without Beneficiary's written consent; to complete or restore promptly and in good workmanlike manner any building which may be constructed, damaged or destroyed thereon, including, without restricting the generality of the foregoing, damage from termites and dry -rot; to pay when due all claims for labor performed and materials furnished in connection with such property and not to permit any mechanic's lien against such property; to comply with all laws affecting such property or requiring any alterations or improvements to be made thereon; not to initiate or acquiesce in any zoning reclassification without Beneficiary's written consent; not to commit or permit waste thereon; not to commit, suffer or permit any act upon such property in violation of the law; and to paint, cultivate, irrigate, fertilize, fumigate, prune, and do all other acts that from the character or use of said property may be reasonably necessary; to promptly pay all amounts due others upon agreements of lease or conditional sale of all fixtures, furnishings and equipment located thereon. If the loan secured hereby or any part thereof is being obtained or should any additional loan be made hereafter for the purpose of financing rehabilitation improvements on said property, Trustor further agrees, anything in this Deed of Trust to the contrary notwithstanding; (a) to complete the same in accordance with City approved plans and specifications satisfactory to "Exhibit C" to Loan Agreement Page 2 of 15 41sV4:rce:I1ocker.Dced I712&94 5 Beneficiary; (b) to allow Beneficiary to inspect such property at all times during rehabilitation; (c) to replace any work or materials unsatisfactory to Beneficiary within fifteen (15) calendar days after written notice from Beneficiary of such fact, which notice may be given to Trustor by registered or certified mail, sent to his last known address, or by personal service of the same; (d) that work shall not cease on the rehabilitation of such improvements for any reason whatsoever for a period of fifteen (15) calendar days, whether consecutive or not, without the written permission of the Beneficiary; (e) to pay when due all claims of labor and materials furnished in connection with the said rehabilitation and not to permit any claims of lien for said work or material to be fled 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 shoving a default by Trustor under this paragraph, is authorized to accept as true and conclusive all facts and statements therein, and to act thereon hereunder. 2. To provide, and maintain in force at all times with respect to said property, fire and other types of insurance as may be required by Beneficiary. All of such insurance shall have a loss payable endorsement in favor of Beneficiary, shall be for a term and in form, content, amount and in such companies as may be satisfactory to Beneficiary, and the policies therefor shall be delivered to and remain in possession of Beneficiary as further security for the faithful performance of these trusts. At least thirty (30) days prior to the expiration of any insurance policy, a policy or policies renewing or extending such expiring insurance shall be delivered to Beneficiary together with written evidence showing payment of the premium therefor and, in the event any such insurance policy and evidence of the payment of the premium therefor are not so delivered by Trustor to Beneficiary, Trustor by executing this Deed of Trust specifically requests Beneficiary to obtain such insurance and Beneficiary, without obligation to do so, without notice to or demand upon Trustor and without releasing Trustor from any obligation hereof, may obtain such insurance through or from any insurance agency or company acceptable to it, pay the premium thereof, and may add the amount thereof to the indebtedness secured hereby, which amount shall bear a like rate of interest. Beneficiary may furnish to any insurance agency or company, or any other person, any information contained in or extracted from any insurance policy delivered to Beneficiary pursuant hereto and any information concerning the loan secured hereby. Neither Trustee nor Beneficiary shall be responsible for such insurance or for the collection of any insurance monies, or for any insolvency of any insurer or insurance underwriter. In case of insurance loss, Beneficiary is hereby authorized either (a) to settle and adjust any claim under the insurance policies provided for in this document without the consent of the Trustor, or (b) to allow Trustor to agree with the insurance company or companies on the amount to be paid upon the loss. In either case, the Beneficiary is authorized to collect and make receipt of any such insurance money. If Trustor is obligated to restore or replace the damaged or destroyed buildings or improvements under the terms of any lease or leases which are or may be prior to the 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 C" to Loan Agreement Page 3 of 15 CAAgree:xocker.Dce& 1 ZZ &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 in%zlidate any act done pursuant to such notice. Any and all unexpired insurance shall inure to the benefit of, and pass to the purchaser of, the property conveyed at any Trustee sale held hereunder. 3. To pay: (a) at least ten (10) days before delinquency, all general and special City and County taxes, and all assessments on appurtenant water stock, affecting such property, (b) when done, all special assessments for public improvements, without permitting any improvement bond to issue for any special assessment (c) when done, all encumbrances, charges and lines, with interest, on said property, or any part thereof, which are or appears to be prior to superior hereto, (d) if the security of this Deed of Trust is leasehold estate, to make any payment or do any act required of the Lessee or its successor in interest under the terms of the instrument or instruments creating said leasehold, (e) all costs, fees and expenses of this trust, (0 for any statement regarding the obligation secured hereby any amount demanded by Beneficiary not to exceed the maximum allowed by law thereof at the time when such request is made, (g) such other charges for services rendered by Beneficiary and furnished at Trustoes request or that of any successor in interest to Trustor as the Beneficiary may deem reasonable. If, by the laws of the United States of America, or of any state having jurisdiction over the Trustor, any tax is due or becomes due in respect to the issuance of the Note hereby secured, the Trustor covenants and agrees to pay such tax in the planner 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 expended may be added by Beneficiary to the indebtedness secured hereby and shall bear alike rate of interest. "Exhibit C" to Loan Agreement Page 4 of 15 *s%Ag=:11ockcr:Doed: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 attomey's fees in a reasonable sum, in any such action or proceeding in which Beneficiary or Trustee may appear by virtue of being made a party defendant or otherwise irrespective of whether the interest of Beneficiary or Trustee in such property id directly questioned by such action, including any action for the condemnation or partition of said premises, and in any suit brought by Beneficiary to foreclose this Deed of Trust. 6. To pay immediately and without demand, all sums expended under the terms of this Deed of Trust by Beneficiary or Trustee, with interest from the date of expenditure at the rate which the principal obligation secured hereby bears at the time such payment is made, and the repayment of such sums shall be secured hereby. 7. That, should the Trustor or any successor in interest to Trustor in such property drill or extract, or enter into a lease for drilling or extraction of oil, gas or other hydrocarbon substances or any mineral of any kind or character, or sell, convey, further encumber, or alienate said property, or any party thereof, or any interest therein, or be divested of his title or any interest therein in any manner or way, whether voluntarily or involuntarily, Beneficiary shall have the right, at its option, to declare any indebtedness or obligations secured hereby irrespective of the maturity date specified in any Note evidencing the same, immediately due and payable, and no waiver of this right shall be effective unless in writing. 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 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 \Agr+ee:llockker.Da&.1I'l&'94 1 I . 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 Truster shall default as aforesaid, Trustoes right to collect any such money shall cease and Beneficiary shall have the right, with or without taking possession of the property affected hereby, to collect all rents, issues, royalties and profits and shall be authorized to, and may, without notice and irrespective of whether declaration of default has been delivered to Trustee and without regard to declaration of default has been delivered to Trustee and without regard to the adequacy of the security for the indebtedness secured hereby, either personally or by attorney or agent without bringing any action or proceeding, or by receiver to be appointed by the Court, enter into possession end 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 "Exhibit C" to Loan Agreement Page 6 of 15 -CMgm:F iocke:Deed.1 a2s.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 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 uni3n 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 maybe or become superior to any leasehold estate that is security for this Deed of Trust. In the event of a violation of any of the covenants set forth in this paragraph, Beneficiary shall have the right, at its option, to declare all sums secured hereby immediately due and payable. Consent to or waiver of one of said violations shall not be deemed to be a consent to or waiver or any other violation. If the security for this Deed of Trust is a leasehold estate, tlwe term "property" as used in this Deed of Trust shall be deemed to mean the leasehold estate whenever the context so requires for the protection of the Beneficiary. 15. That upon default by Trustor in payment of any indebtedness secured hereby or in performance of any agreement, and the Promissory Note, if applicable, hereunder, and upon default by Trustor under the terms of any encumbrance, charge or lien which is or appears to be prior or superior hereto, Beneficiary may declare all sums secured hereby immediately due and "Exhibit C" to Loan Agreement Page 7 of 15 fislAgt J1ockcnDcc&12R&94 payable by delivery to Trustee of written declaration of default and demand for sale of written notice of default and of election to cause to be sold said property, which notice Trustee shall cause to be filed for record. Beneficiary shall also deposit with Trustee this Deed of Trust and any Notes and all documents evidencing expenditures, secured hereby. After the lapse of such time as then may be required by law following recordation of such notice of default, and notice of sale having been given as then required by law, Trustee, without demand on Trustor, shall sell said property at the time and place fixed by it in such notice of sale, whether as a whole or in separate parcels, and in such order as it may determine, at public auction to the highest bidder for case in lawful money of the United States, payable at time of sale. Trustee may postpone sale of all or any portion of said property by public announcement at such time and place of sale, and from time to time thereafter may postpone such sale by public announcement at the time fixed by the preceding postponement. Trustee shall deliver to such purchaser its Deed conveying the property so sold, but without any covenant or warranty, express or implied. The recital in such Deed of any matters of fact shall be conclusive of the truthfulness thereof. Any person, including Trustor, Trustee, or Beneficiary as hereinafter defined, may purchase at such sale. Trustee may also sell at any such sale and as part thereof any shares of corporate stock securing the obligations secured hereby, and Trustor waives demand and notice of such sale. (Beneficiary at its option may also foreclose on such shares by independent pledge sale, and Trustor waives demand and notice of such sale). After deducting all costs, fees and expenses of Trustee, and of this Trust, including cost of evidence of title in connection with this sale, Trustee shall apply the proceeds of sale to payment, first; all sums expended under the terms hereof, not then repaid, with accrued interest at the rate then payable under the Note or Notes secured hereby, and then of all other sums secured hereby, and, if there are any proceeds remaining, shall distribute them to the person or persons legally entitled thereto. lb. To waive, to the fullest extent permissible by law, the right to plead any statute of limitations as a defense to any demand secured hereby. 17. That Beneficiary may, from time to time, by instrument in writing, substitute a successor or successors to any Trustee named herein or acting hereunder, which instrument, executed and acknowledged by Beneficiary and recorded in the office of the recorder of the county or counties where such property is situated, shall be conclusive proof of property substitution of such successor Trustee or Trustees, who shall, without conveyances from the Trustee predecessor, succeed to all its title, estate, rights, powers and duties, including but not limited to the power to reconvey the whole or any part of the property covered by this Deed of Trust. Such instrument must contain the name of the original Trustor, Trustee and Beneficiary hereunder, the book and page where this Deed of Trust is recorded. If notice of default shall have been recorded, this power of substitution cannot be exercised until after the costs, fees and expenses of the then acting Trustee shall have been paid to such Trustee, who shall endorse receipt thereof upon such instrument. The procedures herein provided for substitution of Trustee shall not be exclusive of other provisions for substitution provided by law. 18. That this Deed of Trust applies to, 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 15 4'alAg=:11ockerpce& 1 M94 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 4&V4V=:11ock r:t7eefl2r2&94 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: APPROVED AS TO FORM: e Counsel ti yv "Exhibit C" to Loan Agreement Page 14 of 15 4`j1Agm:11mker3 m&,12'2& 94 NJ RIDER TO DEED OF TRUST FIRST TIME HONIEBUYER DOWN PAYMENT ASSISTANCE PROGRAM This Deed of Trust is subject to the terms and conditions of that certain Loan Agreement dated FEB 23RD , 19_25_ (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: fifty percent (50%) 2. After fifth anniversary but) prior to sixth anniversary: forty-eight percent (48%) 3. After sixth anniversary but prior to seventh anniversary forty-six percent (46%) 4. After seventh anniversary but prior to eighth anniversary: forty-four percent (44%) 5. After eighth anniversary but prior to ninth anniversary: forty two percent (42%) 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° o) 8. After eleventh anniversary but prior to twelfth anniversary: thirty-six percent (36%) 9. After twelfth anniversary but prior to thirteenth anniversary: thirty-four percent (34%) "Exhibit C" to Loan Agreement Page 11 of 15 *,sV4MA1«&cr,12/2&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 (260io) 14. After seventeenth anniversary but prior to eighteenth anniversary: twenty-four percent (24%) 15. ARer eighteenth anniversary but prior to nineteenth anniversary: twenty-two percent (22%) I6. 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_ ARer twenty-first anniversary but prior to twenty-second anniversary: sixteen percent (16%) 19. After twenty-second anniversary but prior to twenty-third anniversary: fourteen percent (14%) 20. After twenty-third anniversary but prior to twenty-fourth anniversary: twelve percent (12%) 21. After twenty-fourth anniversary but prior to twenty-fifth anniversary: ten percent (10%) 22. After twenty-fifth anniversary but prior to twenty-sixth anniversary: eight percent (8%) 23. After twenty-sixth anniversary but prior to twenty-seventh anniversary: six percent (6%) 24. After twenty-seventh anniversary but prior to twenty-eighth anniversary: four percent (4%) "Exhibit C" to Loan Agreement Page 12 of 15 41s1Ag=:l locker.Dccd11212&'94 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°!o) 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, 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 cost less than two thousand five hundred dollars ($2,500) shall be added to the Purchase Price upon Participant's submission of evidence of such costs to the Agency, in a form reasonably satisfactory to the Agency, prior to the due date of the Agency Loan. The "Sales Price" is the price paid by the Buyer of the Property to Trustor for Trustoes interest in the Property, exclusive of escrow fees, title insurance costs, broker`s commissions, loan fees or any other closing or transaction costs. The percentage factor so determined is the "Applicable Factor." If the Property is sold, an amount equal to the Applicable Factor multiplied by the difference between (i) the original Property purchase price and (ii) the amount received by Trustor as the Property sale price (as reduced by costs of sale paid by the Trustor) shall constitute the Equity Share Amount. If the Property is transferred or the lien of this Deed of trust or any lien to 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 4V Ag=1locker:Deefl2/23, 94 V Property as of the time of such transfer or refinancing. Dated: February 23,1995 TRUSTOR APPROVED AS TO FORAM: ncAttorney �_x I Lr uqq l t��i �S "Exhibit C" to Loan Agreement Page 14 of IS 4 %Agw l locker.Dced-117"4 STATE OF CALIFORNIA } ss COUNTY OF —orange—__) On February 23,1995 _ , before mc, . D7 ive E. Lunt (name, title, e.g., "lane Doc, Notary Public"), personally appeared Christopher Michael Hocke_r A96 G YM d �"E l wceg.E3 (namc(s) of signer(s)), personally known to be -- OR -- x proved to me on the basis of satisfactory evidence to be the person(s) whose names) islare subscribed to the within instrument and acknowledged to me that helsheAhey executed the same in hislher/their authorized capacity(ics), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. r'1 10 �+ OMEAN oaM 8 978764 " 31 CAPACITY CLAIMED BY SIGNER: Individual Corporate Ofiiccr(s): Tidc(s) Partncr(s): Limited General Attorney -in -Fact Trustec(s) Guardian/Conservator Other SIGNER IS REPRESENTING: Name of Pcrson(s) or Entity(ics) M/ of Notary) ATTENTION NOTARY: Although the information requested below is OPTIONAL, IT COULD PREVENT FRAUDULENT ATfACHIMENT 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 I`Tamcd Above: "Exhibit D" to Loan Agreement Page 6 of H 4'%%Agrcellockcr.DocWation orConditicnal1212&94 RIDER TO DEED OF TRUST SUPERIORITY OF FIRST LENDER DOCU-,%W- TS (if required by the First Lender) This Deed of Trust is subject to the terms and conditions of that certain Loan Agreement dated FEB 23RD , 19 95 (the "Loan Agreement"), pursuant to which Beneficiary has agreed to loan Trustor the sum of Thirty-five Thousand Dollars ($3 5,000) (the "Loan Amount"). All terms in this Rider to Deed of Trust, if not separately defined herein, shall have the meanings as defined in the Loan Agreement. Notwithstanding any provision herein, this Deed of Trust shall not diminish or affect the rights of the First Lender under the deed of trust executed by Trustor in favor of the First Lender as security for the First Lender Note, or any subsequent First Lender deeds of trust hereafter recorded against the property described herein. Notwithstanding any provision in this Deed of Trust to the contrary, all of the provisions of this Deed of Trust shall terminate and have no 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: February 23,1995 . TRUSTOR: APPROVED AS TO FORM: Y ti~ DAttorney "Exhibit C" to Loar, Agreement Page 15 of 15 4aV,F :llocker.D"4,1312&94 • r No.: 9402201-04 The estate or interest in the ]and �rsafte±• ees=-Ibed ar referxr-3 to cnvered by this ;.epcx't is: A , as defined in Section 783 of the California Civil Code, in fee Titie to said estate or inert at the date hereof is vested in: Capital Ventures, Inc., a California -- W -- icn The land referried to in this report is situated in the State of Q 1 ifai a, Comity of Cramie, and is des=Ibed as follcws: PAFO, 1: An undivided one twenty second (1/22) fee simple interest as a taunt in coxmm in and to all of the Con= Area defined in Declaration referred to below and desacibed in the CoPlan ( "Plan") for Iat 1 of Tract No. 14828, which Plan was re=ded on August 25, 1994 as Instnaient No. 94-0525335 of official Fads of Orange County, over Lot 1 of Tract No. 14828, in the City of Fbm ingtah Beach, Cxnty of orange, State of Califarnia, as per map filed in Flock 706, gages 27 th urh 29 of Mi or al 1 arxx m Maps, in the office of the County Eac order of said Cu.=ty. a� No.: 9402201-(X Exh i brr A sew a�r.rm a=epti t±�aU ail, p-,=ole=, asrkzlt=, gas, mLmrals and or-�-- kd�rbcn as resmved in deed rec=xW August 16, 1921 in Bmk 401, Page 356 of Deeds, and in variaws other deeds of rid. PA= 2: Unit No. 1 of certain airspace and surface elam=, as sty-� and des=ibed in the brO miniva Plan refe-=ed to in Parcel 1 abme- PAMM 3: r •• ��•� LOUP PARCEL 4: .� • - - - .- ri;&jGvGKwwQi lot,S1 L• •• 3 •• - •r •. .• 01 •7 w • U ••M w • J • �1 - - • - �• • �• •:.• �t • - ti� •1 �• • • - .1 Ja 1& CITY OF HUNTINGTON BEACH 2000 MAIN STREET OFFICE OF THE CITY CLERK CONNIE BROCKWAY CRY CLERK DEED CERTIFICATION CALIFORNIA 92648 This is to certify that the interest in real property conveyed by the Deed dated February 23,1995 from Christopher Hocker and Gayle Vandereb 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 BROCKWAY, CMC CLERK - By: Dept4 Clerk gvejeedmd ITelephone: 7 t 4-536.5227) /r MCMDIN0 REQUESTED BIB CONTINENTAL LAWYERS TITLE CO. P�l a•� DECLARATION OFCONDITIONS. COVENANTS AND RESTRICTIONS FOR PROPERTY RECORDING REQUESTED BY ) AND WHEN RECORDED MAIL TO. ) REDEVELOPMENT AGENY OF THE ) CITY OF HUNTINGTON BEACH ) 2000 MAIN STREET ) HUNTINGTON BEACH, CA 92648 ) ATTN; AGENCY CLERK } DOC # 95-0091744 06—MAR-1995 03:59 Fri Recorded ir, Wicial Raccr..'s of Orame Eo:.nty, California Garr L. Granville, Clerk -Recorder Fase 1 of E flees: I 216.G� Tax: f 4.0-11 (Space above for Recorder's use.) THIS DECLARATION OF CONDITIONS, COVENANTS AND RESTRICTIONS FOR PROPERTY (the "Declaration") is made by mdAwoftn CIEUSTOPHER HOCKER & GAYLE VANDEREB (the "Covenantor") and THE REDEVELOPMENT AGENCY OF THE CITY OF FiUNTINGTON 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 FEBRUARY 23 , 19 95 , (the "Agreement," a copy of which is on file with the Agency at its offices and is a public record) pursuant to which the Covenantor has agreed to subject certain real property (referred to in the Agreement ar.d 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 Page 1 of 8 41s\Agreellocker.Dedantion of Conditional1117&94 1. Affordability Covenant . Covenantor agrees for itself, and its successors and assigns, and every successor to Covenantors 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 (1200,.Io) 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 Ioan, which do not exceed thirty-five percent (35%) of One Hundred Ten Percent (110%) of the Orange County monthly median income for those persons and families of moderate income (as determined by the United States Department of Housing and Urban Development) earning between Eighty Percent (W/o) and One Hundred Ten Percent (I 101/6) of the Orange County monthly median income, and Thirty -Five Percent (35%) of the monthly median income of any person or family of moderate income which earns more than One Hundred Ten Percent (110%) and not more than One Hundred Twenty Percent (1201/6) of the Orange County median income. (c) The covenant contained in this Section 1 shall run with the land and shall automatically terminate and be of no further force or effect upon the Expiration Date. 2. Transfer of Property. No transfer of the Property shall occur until the Agency determines (a) that the proposed purchaser intends to occupy the Property as the proposed purchaser's principal residence, (b) that the proposed purchaser is a person or family of moderate income and (c) that the proposed transfer occurs at an Affordable Housing Cost. The Agency shall not be obligated to approve a transfer until and unless the proposed purchaser has submitted to the Agency such information and completed such forms as the Agency shall request to certify the proposed purchaser's intent with respect to its residency of the Property and its gross income, and the proposed purchaser has submitted an affidavit disclosing and certifying the amount of the proposed purchase price. Prior to conveyance of the Property, each approved purchaser shall submit to the Agency an executed disclosure statement which certifies that the purchaser is aware that the purchaser buying may only sell the unit at an Affordable Housing Cost to a moderate income person or family, that the maximum permitted sales price may be less than fair market value and that the unit must be owner -occupied at all times and cannot be rented or leased. Covenantor shall cooperate with the Agency in providing such forms to proposed purchasers and in assisting proposed purchasers to prepare such forms and to provide any required information to the Agency in connection with the Covenantor's original sale of the Affordable Unit, provided that "Exhibit D" to Loan Agreement Page 2 of 3 "%":liocker.Dedam ion of Corx1W m11TJ26.°94 r 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 THI's 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 THE PPJN ARY 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 she 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 41s1Agree:Hocker.DecIm ion of Conditional12=94 4"• 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 hereir, conveyed. The foregoing con enants shall run with the Iand." (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 o„ cupancy 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 safe, 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 Da 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. S. Covenants For Benefit of City and A enn ►. 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 3 4V1AG=:11ocker.D=LvaGon of CmditicwN12=94 �f breach to which it or any other beneficiaries of these covenants may be entitled during the term specified for such covenants, except the covenants against discrimination which may be enforced at law or in equity at any time in perpetuity. IN WITNESS WHEREOF, the Covenantee and Covenantor have caused this instrument to be executed on their behalf by their respective officers hereunto duly authorized, this 23 day Of FEBRUARY pig 95 COVENANTOR APPROVED AS TO FORM: ! gency Counsel "Exhibit D" to Loan Agreement Page 5 of 8 41alAgm llockmDodaration of Cond;tions=128194 STATE OF CALIFORNIA ) ss COUNTY OF _ Orange ) On February 23,1995_ , before mc, D ' ' (name, title, e.g., "lane Doc, Notary Public"), personally appeared Gayle Diane VandeCeb AAJd (namc(s) of sig er(s)), personally kno%%m to be -- OR — x proved to me on the basis of satisfactory evidence f oCJCa �P_ to be the person(s) whose name(s) is/arc subscribed to the «7thin instrument and acknowledged to me that hclshelthey executed the same in hisnccrltheir authorized capacity(ics), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which tho.7on(s) acted, executed the instrument. I Witness my hand and official M E. W � Cam+. 1979764 "ORM FWjc . CNj 01M ormet 0Mq 9V OMW EMM NX. V,19% CAPACITY CLAIMED BY SIGNER: Individual Corporate Officcr(s): Partner(s): Attomcy-in-Fact Trustec(s) Guardi n%Conscrvator Other Title(s) Limited General SIGNER IS REPRESENTING: Name of Pcrson(s) or Entity(ics) of Notary) ATTENTION NOTARY: Although the irformation requested bclo%v is OPTIONAL, rr COULD PREVENT FRAUDULENT ATTACHMENT OF THIS CERTIFICATE TO ANOTHER DOCMIENT. THIS CERTIFICATE MUST BE ATTACHED TO THE DOCUMENT DESCRIBED AT RIGHT: Title or Type of Document Numbcr of Pages Date of Document Signcr(s) Other Than Tamed Above: "Exhibit D" to Loan Agreement Page 7 of 8 441A9reellocker.Dedam ion of Conditions` 12128'94 EX n r b r r' A CFEM No.: 9402201-04 The estate or interest in t� land fere-Imafter desacibed or referred to by this is: A CCNDMffNIiM, as defined in Sectim 783 of the California Civil Code, in fee Title to said estate or interest at the date hereof is vested in: S,3.ss =ian Capital Ventres, Inc., a Calfarnia t inn PARCEL 1: An undivided cm twenty second (1/22) fee simple interest as a tenant in C=Lertn in and to all of t be Cannm Area defined in eclaratfor: referred to below and described in the un Plan ("PIW) far Lot 1 of Tract No. 14828, rich Plan was recorded on August 25, 1994 as Imstruent No. 94-0525335 of Official Pe=mds of Oran- Canty, over Lot 1 of Tract No. 148M, in the City of Beach, Co mty of Orange, Stata of California, as per nop filed in Hook 706, Paces 27 thxuagh 29 of Maps, in the office of the Caazty ND.: 9402201-04 E-AtT CONM11= D�� tterefrun aU oil, petroleum, asr alv zn, gas, mIIIs and otixer k-d= r� , as reserved in deed rem August 16, 1921 in Book 401, Pace 356 of Deeds, and ;n variaus other deeds of remrd. P.N= 2: Unit No. I c==istirxj of min airspaoe and sur-farmelements, as shcwn and desoribed in the Plan xaferred to in Parcel 1 above. PAR=L 3: A -I IIIII, 1P - -t - - ame, repairs, and for other purposes, all. as described in that certain Dec3aration of CcIvenants, Cbrx1iticns and Fbastricticns and Reservation CIE of Official records. PARCEL 4: MOG