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15-0701_MILLENNIUM HOUSING, LLC._UCC Fin. Statement_Rec No. 2015000396763 I '- Recorded in Official Records, Orange County Hugh Nguyen, Clerk-Recorder NJIIIII III I I IIII II Ill IIII illi 11111 IIII 1111111111Illlllll IIII24.00 * $ R 0 0 0 7 7 2 5 4 2 8 $ 201500039676312:35 pm 07130/15 48 401 U04 F13 6 UCC FINANCING STATEMENT 0.00 0.00 0.00 0.00 15.00 0.00 0.00 0.00 FOLLOW INSTRUCTIONS A.NAME B PHONE OF CONTACT AT FILER(o;Wonal) B_E-MAIL CONTACT AT FILER(optional G.SEND ACKNOWLEDGMENT TO: (Name and Addread) r"TEPHEN M.KANE CHARLES,KANE&DYE,LLP 1920 MAIN STREET,SUITE 1070 IRVINE,CA 92814 L THE ABOVE SPACE IS FOR FILING OFFICE USE ONLY 1.DEBTOR'S NAME: Provide"we Debtor nuns(to or 1 b)(use exact,fun name;do not onvl,modfh,or abbWale arry Pert or the Daatore Rime):If eny parl of the Individual CWMW e name rrll mos M In hrm 1 b,leans aX o1 Xem 1 Wank,tltetk halo ❑and provide Ihe Individual Debior Infannatlan In Item 10 of the FlnPAOIng StalemeM Addendum(Fern UCCIAdj 1a ORGANIZATION'SNAME MILLENNIUM HOUSING,LLC,A CALIFORNIA LIMITED LIABILITY COMPANY DR 1b.iNONrDUA6'SSURNAME FIRST PUMONAL NAME ADDITIONAL NAME(G)ANITIAL(S) SUFFIX 1a.m—ZwD ADDRESS CITY &TATE POSTAI CODE COUNTRY 20 PACIFICA,SUITE 1470 IRVINE CA 92618 USA 2.DEBTOR'S NAME: Parordae any ma Deblar name(7a er 2b)juts asap.Nn name;do nal amlL modify.or abbreviate any Pan of the Deblere name);N any aan of the d rAoual otinera mama wfX not no in nne 2b.leave ed a)ham 2 Musk,check hue []And provide the IRdlvldual Power Information In Item 10 of the Finanong Statement Addendum(Form UCC1Ad) 2a.ORGAN2ATtON'S NAMO OR 2b lNON1DUAL'S SURNAMEr FIRST PERSONAL NAME ADDITIONAL NAME(5)nNrnAL(5) SUFM 2t,MAILINGADDRESS CITY STATE 1POSTALCOVE COUNTRY 3,SECURED PARTY'S NAME(Dr NAME of ASSIGNEE of ASSIGNOR SECURED PARTY);Provide on Sae Segued Pe nano pa or 3b 3a.0R0ANIZATION'9 NAME MUFG UNION BANK,NA„AS TRUSTEE OR 3b,INDIVIDUAL'S SURNAME FIRST PERSONAL NAME ADDITIONAL NAME(S)ANITIAL(S) 6UFFt1( 3c.MAILINGADORESS CITY STATE POSTAL CODE COUNTRY 120 S.SAN PEDRO STREET,4TH FLOOR LOS ANGELES CA 80012 USA 4 L 1ff Thta fur n ee alai 1 w the loaong wnaletal:- .� See Exh ''Aabed.ren rd 5.Chins jigh If appdwble and Check ab one box:Caaaterei is held Ina Trual(see UCC1Ad,nem 47 and tmtrnctlena) ❑bafng admintetared bar a Demderrt'e Persmml Repreeanfative 60.Chedt gout If aPPlkaate And Check 20M one box: Gb.CherA gab(N 4PPtkabla and check loco dna bac Publ"lnanca Tnnsadlan 13 Manufadured-HDrrre Trapsadian ❑A Debtor Is e Transmi"U011y Agricultural Um ❑Korb-UCC Fling 7.ALTERNATNE DESIGNATION(N epPPcebb): OLVISORALIMICT LiCanatgneelCamlgrrar S.UetfflWer 8811eelB611or jj UCanaaaJUesnsa S.OPTIONAL FILER REFERENCE DATA: UCC FINANCING STATEMENT(Form UCCI)(Rev.OW0111) UCC FINANCING STATEMENT ADDENDUM FOLLOW INSTRUCTIONS 9.NAME OF FIRST DEBTOR: Same as Ina In or tb on Financing Statement.If Ire 1b was left Wank because 4nifMclual Debtor name did not M,check Hero 0 4a ORGANSZATION'S NAME Millennium Housing,LLC,a Calfomia limited liability Company OR gb INDNIDUAVS SURNAME FIRST PERSONAL NAME ADDITIONAL NAME(S)/1NITlAL(S) 1771 THE ABOVE SPACE IS FOR FILING OFFICE USE ONLY 10.DEBTOR'S NAME Provide(10a or 10b)only 42m additional Deblor name or Debtor name that did not M In Ins 1b or 2b of the Financing Statement(Form UCC1)(use exact,full name., do not omit.modlty.or abbreviate any part of Ow Debtors name)and solar the mailing address In line 10c 10a,ORGANIZATION'S NAME OR i0b.INDIVIDUAL'S SURNAME INDIVIDUAL'S FIRST PERSONAL NAME INDMOUAL'S ADDITIONAL NAME(Sj1lNITIAL(S) SUFFIX 10c. MAILING ADDRESS CITY STATE I POSTAL CODE COUNTRY 11.JADDITIONAL SECURED PARTY'S NAME gt jj ASSIGNOR SECURED PARTY'S NAME' Provide only 202 name(11e or t lb) 11a,ORGANIZATION'S NAME OR 1111.INDIVIDUAL'S SURNAME FIRST PERSONAL NAME ADDITIONAL NAME(SAWTIAL(S) SUFFLX Ile. MAILING ADDRESS CITY STATE POSTAL CODE COUNTRY 12.ADDITIONAL SPACE FOR ITEM 4(Collateral)- 13 0 This FINANCING STATEMENT is to be Iled[for record)(or recorded)in the 14.This FINANCING STATEMENT: REAL ESTATE RECORDS (It applicable) moven timber to be t:ttl ED rmare aa-axtraGed eetlaterel ❑k(lied as a flxtereaing 15,Name and addreta of s RECORD OWNER or real estate described In Ham 16 16.Description of real estate: (if Debtor does not have a record lntareal): 17.MISCELLANEOUS'. UCC FINANCING STATEMENT ADDENDUM(Form UCC1Ad)(Rev.04120/11) EXHIBIT A DESCRIPTION OF THE COLLATERAL As used in this Exhibit A, the term"Real Property"means that certain land,together with all improvements now or hereafter located thereon, more particularly described in Exhibit B attached hereto. (a) All personal property, including, without limitation, all goods, supplies, equipment, work in progress, furniture, furnishings, fixtures, machinery, inventory and construction materials which Debtor now or hereafter owns or in which Debtor nor or hereafter acquires an interest or right, including,without limitation,those which are now or hereafter located on or affixed to the Real Property or used or useful in the operation, use or occupancy thereof or the construction of any improvements thereon, including, without limitation, any interest of Debtor in and to personal property which is leased or subject to any superior security interest,or which is being manufactured or assembled for later installation into the improvements to be located or constructed at the Real Property, wherever located, and all books, records, leases and other documents, of whatever kind or character,relating to the Real Property; (b) All fees, income, rents, issues, profits, earnings, receipts, royalties and revenues which, after the date hereof and while any portion of the indebtedness secured hereby remains unpaid, may accrue from said goods, fixtures, furnishings, equipment and building materials or any part thereof or from the Real Property or any part thereof, or which may be received or receivable by Debtor from any hiring, using, letting, leasing, subhiring, subletting, or subleasing there for; (c) All of Debtor's present and future rights to receive payments of money,services or property including, without limitation, rights to all deposits from tenants of the Real Property, accounts receivable, deposit accounts, chattel paper, documents, letters of credit, notes, drafts, contract rights (including, without limitation, all rights under any interest rate hedging or similar agreement), instruments, general intangibles and principal, interest and payments due on account of goods sold, services rendered, loans made or credit extended,together with title or interest in all documents evidencing or securing the same; (d) All other intangible property and rights relating to the Real Property or the operation thereof, or used in connection therewith, including but not limited to all governmental permits relating to construction or other activities on the Real Property, all names under or by which the Real Property may at any time be operated or known, all rights to carry on business under any such names or any variant thereof,all trade names and trademarks relating in any way to the Real Property, good will in any way relating to the Real Property,and all licenses and permits relating in any way to, or to the operation of, the Real Property; (e) All proceeds from sale or disposition of the aforesaid collateral; (f) Debtor's rights under all insurance policies covering the Real Property or any of the aforesaid collateral (whether or not required by the Loan Documents), and all proceeds, loss payments and premium refunds payable regarding the same; (g) All reserves, deferred payments, deposits, refunds, cost savings and payments of any kind relating to the construction of any improvements on the land described in Exhibit B attached; (h) All water stock relating to the Real Property or any portion of it; (i) All causes of action, claims, compensation and recoveries for any damage to or condemnation or taking of the Real Property or the aforesaid collateral, or for any conveyance in lieu thereof, whether direct or consequential, or for any damage or injury to the Real Property or the aforesaid collateral, or for any loss or diminution in value of the Real Properly or the aforesaid collateral; 0) Al! architectural, structural, mechanical and engineering plans and specifications prepared for construction of improvements or extraction of minerals from the Real Property and all studies, data and drawings related thereto; and also all contracts and agreements of the Debtor relating to the aforesaid plans and specifications or to the aforesaid studies,data and drawings or to the construction of improvements on or extraction of minerals or gravel from the property; (k) All Debtor's rights in proceeds of the loan evidenced by that certain Secured Promissory Note of even date herewith executed by Debtor in favor of Secured Party. All terms used herein which are defined in the California Commercial Code shall have the same meanings when used herein, unless the context requires otherwise. EXHIBIT`B" LEGAL DESCRIPTION PARCEL 3 OF PARCEL MAPS, IN THE CITY OF SAN JUAN CAPISTRANO, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP FILED IN BOOK 62, PAGE 19 OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. SAID LAND IS ALSO BEING A PORTION OF THE FOLLOWING DESCRIBED PARCELS "A" AND`B" PARCEL A: BEING THOSE PORTIONS OF LOTS 60,61 AND 62 OF TRACT NO. 103, IN THE CITY OF SAN JUAN CAPISTRANO, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 11, PAGES 29 THROUGH 33 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT IN THE NORTHWESTERLY LINE OF SAID LOT 61, LYING NORTH 210 40' 07"EAST 4.78 FEET FROM THE WESTERLY CORNER OF SAID LOT 61; THENCE NORTH 890 58' 18" EAST 564.75 FEET TO THE WESTERLY LINE OF THE LAND DESCRIBED AS PARCEL 101, IN THE DEED TO THE ORANGE COUNTY FLOOD CONTROL DISTRICT, RECORDED JUNE 28, 1963 IN BOOK 6609, PAGE 371 OF OFFICIAL RECORDS OF SAID COUNTY; THENCE ALONG SAID WESTERLY LINE, SOUTH 3* 04' 46" WEST 1045.00 FEET TO A POINT LYING NORTH 3° 04' 46" EAST 583.39 FEET FROM THE SOUTHERLY LINE OF SAID LOT 62; THENCE SOUTH 89° 58' 18" WEST 548.34 FEET; THENCE NORTH 44° 01' 54" WEST 687.07 FEET TO THE NORTHWESTERLY LINE OF SAID LOT 62; THENCE ALONG SAID LAST MENTIONED NORTHWESTERLY LINE, NORTH 42° 14' 44" EAST 743.84 FEET TO THE NORTHEASTERLY LINE OF SAID LOT 62; THENCE ALONG SAID NORTHEASTERLY LINE, SOUTH 700 07' 46" EAST 16.40 FEET TO SAID NORTHWESTERLY LINE OF LOT 61; THENCE ALONG SAID LAST MENTIONED NORTHWESTERLY LINE, NORTH 21* 40' 07"EAST 4.78 FEET TO THE POINT OF BEGINNING. PARCEL B: BEING THOSE PORTIONS OF LOTS 60 AND 62 OF TRACT NO. 103, IN THE CITY OF SAN JUAN CAPISTRANO, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 11, PAGES 29 THROUGH 33 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS: BEGINNING AT THE INTERSECTION OF THE WESTERLY LINE OF THE LAND DESCRIBED AS PARCEL 101, IN THE DEED TO ORANGE COUNTY FLOOD CONTROL DISTRICT, RECORDED JUNE 28, 1963 IN BOOK 6609, PAGE 371 OF OFFICIAL RECORDS OF SAID COUNTY, WITH THE SOUTHERLY LINE OF SAID LOT 62; THENCE ALONG SAID WESTERLY LINE, NORTH 3° 04' 46" EAST 583.39 FEET; THENCE SOUTH 89* 58' 18" WEST 548.34 FEET; THENCE NORTH 44° 01' 54" WEST 687.07 FEET TO THE NORTHWESTERLY LINE OF SAID LOT 62; THENCE ALONG SAID NORTHWESTERLY LINE, SOUTH 420 14' 44" WEST 290.73 FEET AND SOUTH 360 58' 16"WEST 302.19 FEET TO THE SOUTHWESTERLY LINE OF SAID LOT 62;THENCE ALONG SAID SOUTHWESTERLY LINE, SOUTH 44° 01' 54" EAST 862.34 FEET TO SAID SOUTHERLY LINE; THENCE ALONG SAID SOUTHERLY LINE, NORTH 89° 58' 18" EAST 772.38 FEET TO THE POINT OF BEGINNING. APN: 121-171-29 and 121-171-30