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18-0808_26755 VERDUGO LLC_Subordination of Deed of Trust15"7693 3 RECORDATION REQUESTED BY: North American Title WHEN RECORDED MAIL TO: Bank of Southern California, N.A. 12265 EI Camino Real, Suite 100 San Diego, CA 92130 Recorded in Official Records, Orange County Hugh Nguyen, Clerk -Recorder IIII I 111111111111111111111 I 1111111111 I I I 11111111111111111111111111 111 24.00 *$ R 0 0 1 0 2 7 3 1 5 5$* 2018000290735 2:37 pm 08108118 276 404 S12 6 0.00 0.00 0.00 0.00 15.00 0.00 0.000.000.00 3.00 SEND TAX NOTICES TO: 26765 Verduge, LLC 26765 Verdugo St., Suite 200 FM RFCORESRR'S USE ONLY San Juan Cs 1� CA 92675 NOTICE: THIS SUBORDINATION OF OF -ED OF TRUST RESULTS IN YOUR SECURITY INTEREST -IN THE PROPERTY BECOMING.SUBJECI' TO ANO OF LOWER PRIORITY THAN THE LIEN OF SOME OTHER OR LATER SECURITY INSTRUMENT. SUBORDINATION OF DEED OF TRUST THIS SUBORDINATION OF DEED OF TRUST dated July 26, 2018, Is made and executed among Successor Agency to the San Juan Capistrano Community Redevelopment Agency ("Beneficiary"); 26765 Vetrdugo, LLC ("Borrower"); and Bank of Southern California, N.A. ("Lender"). SUBORDINATED INDEBTEDNESS. Beneficiary has extended the following described finenclal accommodations, secured by the Real Property (the "Subordinated Indebtedness'): Promissory Note dated February 20, 2009 In the principal sum of $950,000.00. SUBORDINATED DEED OF TRUST. The Subordinated Indebtedness Is or will be seared by the Real Property and evidenced by a deed of trust dated Fabruary 20, 2009 from 26755 Verduge, LLC (" Tnrstoe') to Title Company ('Tr»atee") In favor of Suwsasor Agency to the San Juan Capistrano Community Radevelopmenl Agency ("Beneficiary") (the "Subordlnated Deed of "trust") and recorded In Orange County, State of Callfomle as follows: Recorded March 05, 2009 as Instrument No. 2009000103451. REAL PROPERTY DESCRIPTION. The Subordinated Deed of Trust covers the following described real property (the "Real Property") located In Orange County, State of California. Lot 4 of Tract No. 134, as shown on a Map Recorded In Book 11, Page 23 of Miscellaneous Maps, Records of Orange County, California. The Rval Property or Its address Is commonly known as 26765 Verdugo St, San Juan Capistrano, CA 92675. The Assessor's Parcel Number for the Real Property is 121-141-11. SUPERIOR INDEBTEDNESS, Lender has extended or has agreed to extend the following described flnandal accommodations to Borrower, secured by the Real Property (the "Superior Indebtedness"): Pmmissory-Note-dated-duly-28,-2018in-the-oriylnai-amountof•591%00D.00.----- LENDHR'8 LIeN. The Superior Indebladness Is or will be secured by the Real Property and evidenced by a mortgage, deed of tnrat, orather lien Instrument, dated July 26, 2418, from Borrower to Lender (the "Lender's Llan") and retorted in Orange County, Stats of Callfamils as follows: Recorded concurrently herewith. As a condition to the granting of the requested financial accommodations, Lender hes required that the Lender's Lien be and remain superior to the Subordinated Deed of Trust, REQUESTED FINANCIAL ACCOMMODATIONS. Truster, Who may or may not be the same person or entity as Borrower, and Beneficiary each want Lender to provide financial accommodallons to Borrower In the form of the Superior Indebtedness. Trwtar and Beneficiary each represent and acknowledge to Lender that Benalldary will benefit as a result or these finandal wzommodatlona from Lender to 8offower, and Beneficiary acknowledges mcaipt of valuable ccnsdderatlon for entering Into this 8 ubo rdin sit on, NOW THEREFORE THE PARTIES TO THIS SUBORDINATION HEREBY AGREE AS FOLLOWS: SUBORDINATION. the Subordinated Deed of Trust and the Subordinated Indebtedness secured by the Subordinated Deed of Trust Is and shall be subordinated In all respects to Lender's Lien and the Superiae Indeblednoss, and It Is agreed that Lesrdera lien shall be and remain, at all times, prior and superlor to the lien of the Subordinated Deed of Trust. Beneficiary also subordinates to Landees Lion all other Security Interesis In the Real Property held by Beneficiary. whether now existing or hereafter acquired. The words "Security Interest" mean and include without [Irritation any type of collateral security, whether In the form of a lien, clsarge, mortgage, deed of trust, assignment, pledge, chattel mortgaga, chattel trust, factor's lien, equipment trust, canditional sale, trust fecelpt, lien or Hila retention contract, [case or constgnmeni Intended as a security device, or any ether security or Ileo Interest whatsoever, whether Granted by law, contract, or otherwise. Exempt fiom he pe► (1C 27388.1 h) (1)i fee cap of $225.00 rwehed, 5"703 3 RECORDATION REQUESTED BY: North Amedcan Title WHEN RECORDED MAIL TO: Bank of Southern California, N.A. 12266 EI Camino Real, Suite 100 San Diego, CA 92130 SEND TAX NOTICES TO: 26755 Verdugo, LLC 26755 Verdugo St, Suite 200 San Jumn C lslrlreo, CA 92574 _ FOR USE ONLY NOTICE: THIS SUBORDINATION OF DEED OF TRUST RESULTS IN YOUR SECURITY INTEREST IN THE PROPERTY BECOMING SUBJECT TO AND OF LOWER PRIORITY THAN THE LIEN OF SOME OTHER OR LATER SECURITY INSTRUMENT. SUBORDINATION OF DEED OF TRUST THIS SUBORDINATION OF DEED OF TRUST dated July 26, 2018, Is made and executed among Successor Agency to the San Juan Capistrano Community Redevelopment Agency ("Beneficiary"); 26766 Verdugo, LLC ('Borrower"); and Bank of Southern California, N.A. ("Lender"). SUBORDINATED INDEBTEDNESS. Beneficiary has extended the following described financial accommodetlons, secured by the Real Property (the "Subordinated Indebtedness"): Promissory Note dated February 20, 2009 In the principal sum of $950,000.00. SU SORDI NATE 0 DEED OF TRUST. The Subordinated Indebtedness Is or will be secured by ttie Real Property and evidenced by a deed of trust dated February 20, 2009 from 26755 Verdugo, LLC ('Truslor') to Title Company ('Trustee") in favor of Successor Agency to the San Juan Caplstrano Community Redevelopment Agency ("Beneficiary") (the "Subordinated deed of Trust") and recorded In Orange County, State of California as follows: Recorded March 05, 2009 as Instrument No. 2009000103451. REAL PROPERTY DESCRIPTION. The Subordinated Deed of Trust covers the following described real property (the "Real Property") located in Orange County, State of California: Lot 4 of Tract No. 134, as shown on a Map Recorded In Book 11, Page 23 of Miscellaneous Maps, Records of Orange County, California. The Real Property or its address is commonly known as 26755 Verdugo St, San Juan Capistrano, CA 92675. The Assessor's Parcel Number for the Real Property Is 121-141-11. SUPERIOR INDEBTEDNESS, Lender has extended or has agreed to extend the following described financial accommodations to Borrower, secured by the Real Property (the "Superior Indebtedness"): Promissory -Note -dated July-26,-2018in-tho-odginal-amount-cf-$912;000 0. LENDER'S LIEN. The Superior Indebtedness Is or will be secured by the Real Properly and evidenced by a mortgage, deed of trust, or other lien Instmment, dated July 26, 2018, from Borrower to Lendcr (the "Lenders Lien") and recorded In Orange County, Slate of Callfomia as follows: Recorded concurrently herewith. As a condition to the granting of the requested financial accommodations, Lender has required that the Lenders Lien be and remain superior to the Subordinated Deed of Trust. REQUESTED FINANCIAL ACCOMMODATIONS. Trustor, who may or may not be the same person or entity as Borrower, and Beneficiary each want Lender to provide finandal awommodations to Borrower In the form of the Superior indebtedness. Trustor and Beneficiary each represent and acknowledge to Lender that Beneficiary will benefit as a result of these financial a=mmodations from Lender to Borrower, and Beneficiary acknowledges receipt of valuable consideration for entering into this Subordination, NOW THEREFORE THE PARTIES TO THIS SUBORDINATION HEREBY AGREE AS FOLLOWS: SUBORDINATION. The Subordinated Deed of Trust and the Subordinated Indebtedness secured by the Subordinated Reed of Trust Is and shell be subordinated In all respects to Lender's Llan and the Superior Indebtedness, and 11 Is agreed that Lenders Lien shall be and remain, at alt times, prior and superior to the lien of the Subordinated Deed of Trust. Benefclary also subordinates to Lenders Lien all other Security Interests in the Real Property hold by Beneficiary, whether new existing or hereafter acquired, The wards "Security Interesr' mean and Include without limitation any type of collateral security, whether In the form of a lien. Charge, mortgage, deed Of trust, assignment, pledge, chattel mortgage, chattel trust, factor's Ilan, equipment trust, condkionat sate, trust receipt, lien or little retention contract, lease or consignment Intended as a security device, or any other security or lien Interest whatsoever, whether created by law, contract, or otherwise. Exempt from fee per GC 27388.1 to) (1); fee cap of $225.00 reached, SUBORDINATION OF DEED OF TRUST Loan No: 20 (Continued) Page 2 BENEFICIARY'S REPRESENTATIONS AND WARRANTIES, Beneficiary represents and warrants to tender that: (A) no repmuen-tatlons or agreements of any kind have been made to Benenclary which would limlt or qualify In any way the terms of this Subordination; (S) this Subordination Is executed at Borrower's request and not at the request of Lender; (C) Lender has made no representation to Beneficiary as to the credltWorihiness of Borrower; and (U) Beneflolary has established adequate means of obtaining from Borrower on a continuing basis Irsformation regarding Borrower's financial condition. Benr:ficlary agrees to keep adequately informed from such means of any facts, events. or tarcumstances which might In any way affect Beneficiary's risks under this Subordination, and Senefficlary further agrees that Lender shall have no obligation to disclose to Beneficiary information or material acquired by Lender in the course of Its relationship with Beneficiary. BENEFICIARY WAIVERS. Beneficiary waives any right to require Lender; (A) to make, extend, renew, or modify any loan to Borrower or to grant any other financial accommodallons to Borrower whatsoever, (B) to make any presentment, protest, demand, air notice of any kind, including notice of any nonpayment of any Superior Indebtedness secured by Lenders Lien, or notiw of any action or nonaction on the part of Borrower, tender, arty surety, endorser, or other guarantor In ran nectlon with the Superior Indebtedness, or in connection wltli the creation of new or additional indebtedness; (C) to resort for payment or to proceed directly or at once against any person, including Borrower; (D) to proceed directly against or exhaust any collateral hell by Lender from Borrower, any other guarantor, or any other person; fE) to pursue any other remedy within Lender's power; or (F) to commit any act or omission of any kind, at any time, with respect to any matter whatsoever. LENDER'S RIGHTS. Lender may take or omit any and all actions with respect to Lender's Lien without affecting whatsoever any of Lender's rights under this Subordination. In particular, without limitation, Lender may, without notice of any klnd to Beneficiary, (A) make one or more additional secured or unsecured loans to Borrower; (B) repeatedly alter, compromise, renew, extend, accelerate, or otherwise change the time for payment or other terms of the Superior Indebtedness or any part of it, Including Increases and decreases of the rate of tntrirest on the Supartor Indebtedness; extensions may be repealed ami may be for longer than the original loan term; (C) take and hold collateral for the payment of the Superior Indebtedness, and exchange, enforce, walve, and release any such collateral, with or without the substltutlon of new collateral; (0) release, substitute, agree not to sue, or deal with any one or more of Borrower's sureties, endorsers, or guarantors on any terms or manner Lender chooses; (E) determine how, when and what application of payments and credits, shall be made on the Superior Indebtedness; (F) apply such security and direct the order or manner of sale of the security, as Lender In its discretion may determine; and (G) transfer this Subordination to another party. DEFAULT BY BORROWER. If Borrower becomes Insolvent or bankrupt, this Subordination shall remain In full force and effect. In the event of a corporate reorganization or corporate arrangement or Borrower under the provisions of the Bankruptcy Code. as amended, this Subgrdination shall remain In full force and effect and the court having Jurisdiction over the reorganization or arrangement Is hereby authorized to preserve such priority and subordination provided under this Subordination in approving any such plan of reorganization or arrangement. MISCELLANEOUS PROVISIONS. The following miscellaneous provisions are a part of this Subordination: Amendments. This Subordlnatlon constitutes the entire understanding and agreement of the parties as to the matters set forth in this Subordination. No alteration of or amendment to this Subordination shall be effealive unless given In writing artid signed by the party or parties sought to be charged or bound by the alteration or amendment. Arbitration, Barrovrer and Boneficisry and Lender agree that all disputes, claims and controvemlos betwean them wliether individual, jolnt, or class In nature. arising from this Subordination or otherwise, Including without limitation contract and tort disputes, shall be arbitrated pursuant to the Rut as of the American Arbitration Association In affect at the Uma the claim is filed, upon request of either party. No act to take or dispose of any Property shall constitute a waiver of tills arbitration agreement or be prohibited by this arbitration agreoment This Includes, without limitation, obtaining Injunctive rallof or a tatnporary restralning order; invoking a power of sale under any dead of trust or mortgage; obtaining a writ of attachment or Imposition of a receiver; a axarcisIng any rights relating to personal property, including taking or disposing of such property with or without ludlclnl process pursuant to Article S of the Uniform Commercial Code. Any disputes, ctalma, or controversies concerning the lawfulness or reasonableness of any act, or exorcise of any right, aonoeming any Proporty,-Including-any-claim to reselndFfoform, or otherwise -modify any a9feamerot relating to the property, shal) also be arbitrated, provided however that no arbitrator shall have the right or the power to enjoin or restrain any act of any party. Borrower and i3onof lery and Lender agree that In the event of in action for judicial foreclosure pursuant to California Code of Civil Procedure Section 725, or any almllar provision In any other state, the commencement of such an action will not con siituto a walvor of tha right to aroll rate and the caart shall retor to arhl[fat Ian as much of such action, Incl uciing counterclaims, as lawfully may be referred to arbitration. Judgment upon any award rendered by any arbitrator may be entered In any court having jurisdiction. Nothing In this Subordination shall preclude any party from seeking equitable roller from a court of competent jurisdiction. The statute of Ilmitatlons, estoppel, wakvor, laches, and similar doctrines which would otherwise be applicable In ah action brought by a party shall be applicable In any arbitration proceeding, and the comtnencament of an arbltratton procoading shall be deemed the commencement of an action for these purposes. The Federal Arbltratlon Act shall apply to the construction, Interpretation, and enforcement of this arbitration provision. Attomeys' Fees; Expenses. If Lender Institutes any suit or action to enforce any of the terms of this Subordination, Lender shall be entitled to recover such sum as the court may adjudge reasonable as attorneys' fees at trial and upon any appeal- Whether or not any court action is Involved, and to the extent not prohibited by law, all reasonable expenses Lender Incurs that In Lender's optnion are neosssafy at any Ilma for the protectlon of Its Intarreat or the enforcement or its rtg his shall become a part of the Indebtedness payable on demand and shall bear Interest at the Note rate frpm the dale of the expenditure until repaid- Expenses covered by this paragraph Include, without limitation, however sublerl to any limits under applicable law, Lender's attorneys' fees and Lendees legal expenses, whether or not there Is a lawsuit, Including attorneys' fees and expenses for bankruptcy proceedings (including efforts to modify or vacate any automatic stay or Injunction), appeals, and any anticipated postjudgment collection services, the coat of searching records, obtaining title reports (Including foreclosure reports), surveyors' reports, and appraisal fees, title Insurance. end fees for the Trustee, to the extent permitted by applicable law. Beneficiary also will pay any court costs, in addition to all other sums provided by law. Authority, The person who signs this Subordination as or on behalf of Beneficiary represents and warrants that he or she has authority to execute this Subordination and to subordinate the Subordinated Indebtedness and the Beneficiary's security interests In SUBORDINATION OF DEED OF TRUST Loan No: 20 (Continued) Page 3 Beneficiary's property, If any. Caption Headings. Caption headings in this Subordination are for convenience purposes only and are not to be used to Interpret or define the provisions of this Subordination. Goveming Law. This Subordination will be governed by federal law applicable to Lender and, to the extant not preompted by federal law, the laws of the State of California without regard to Its conflicts of law provisions. This Subordination has been accepted by Lender In the State of California. Choice of Venue. If there Is a lawsuit, Beneficiary agrees upon Lender's request to submit to the jurisdiction of the courts of Sen Diego County, State of California. Successors. This Subordination shall extend to and bind the respective heirs, personal representatives, successors and assigns of the partles to this Subordination, and the covenants of Beneficiary herein in favor of Lender shall extend to, include, and be enforceable by any transferee or endorsee to whom Lender may transfer any or all of the Superior Indebtedness. No Waiver by Lender. Lender shall not be deemed to have waived any rights unser skis Subordination unless such waiver is given in writing and signed by Lender. No delay or omission an the part of Lender in exercising any right shall operate as a waiver of such right or any other right. A waiver by Lender of a provision of this Subordination shall not prejudice of constitute a waiver of Lenders right otherwise to demand strict compliance vAlh that provision or any other provision of this Subordination. No prior waiver by Lender, nor any course of dealing between Lender and Beneficiary, shall constitute a waiver of any of Lender's rights or of any of Reneficlory's obhgationa as to any future transactions. Whenever the consent of Lender Fs required under this Subordination, the granting of sucli conaent by Lender in arty instance shall not constitute continuing consent to subsequent instances where such consent Is required and In all cases such consent may W 9ranled or withheld in the sole discretion of Lender. NOTICE: THIS SUBORDINATION AGREEMENT CONTAINS A PROVISION WHICH ALLOWS THE PERSON OBLIGATED ON YOUR REAL PROPERTY SECURITY TO OBTAIN A LOAN, A PORTION OF WHICH MAY BE 9XPENDED FOR OTHER PEIRROSES THAN IMPROVEMENT OF THE LAND. EACH PARTY TO THIS SUBORDINATION ACKNOWLEDGES HAVING READ ALL THE PROVISIONS OF THIS SUBORDINATION, AND EACH PARTY AGREES TO ITS TERMS. THIS SUBORDINATION IS DATED JULY 26, 2018. 1 I7a3�1.1� 26755 VERDUGO . Eric a Ift$Xlarnlier of 26786 Verdugo, LLC Bich fd Altman, Managing Mem6or 61 2876 ardugo, LLC BENEFICIARY: SUCCESSOR AGENCY TO THE N JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY�' Capistrano Community rrceaevnro r gamy crin 'v Siegel By;_ & Authadmif Signer for 5uccossor Agency to the San Juni) Capistrano Community Rodevelopment Agency LENDER: BANK OF S riir~RH CALIFORNIA, N.A. fr E ��At two i l SUBORDINATION OF DEED OF TRUST Loan No: 20 (Continued) CERTIFICATE OF ACKNOWLEDGMENT Page 4 A notary public or other officer completing this certificate verifies only the identity of the Individual who signed the document to which this certificate Is attached, and not the truthfulness, accuracy or validity of that document. STATE OF ) SS COUNTY OF iti11r,.Yst7� 1 On. 20 i �_ , before moi tl� Li7i-� -- --' {hare i rt name tied tltto of th offlrerl personally aypearad Eric Altman and Richard Altman, who proved to me on the basis of satisfactory evidence to bo the parson(al whose namals)A faro aubsaribed to the within instrument and acknowledged to me that hs o"Ithay executed the sama In+A!{FltheIf aulhorizod capecityilasl. and that by.h r/tItelr sIgnaIuralsl on rho Inatrvmant tho parson(a), or the entity upon behalf of which ilia paracnisl acted. executed the Instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. JQ N "AN' W @CLO w Comm_ 021+ 0998 x NQTARY PU9L1C + CALIFORNIA RIVERSIDE COUNTY Coll maw moa Fvir" Feb. 25, Ml ARRAAAAAAAAAA&MW MAI (Seall SUBORDINATION OF DEED OF TRUST Loan No: 20 (Continued) Page 5 CERTIFICATE OF ACKNOWLEDGMENT A notary public or otner officer completing this certificate verifies only the Identity of the Individual who signed the document to which this cartlflcate Is attached, and not the truthfulness, accuracy or validity of that document. STATE OFIL COUNTY OF }C�1J.3.rslp } On T lo_, , 20 b before m c�_N ._ u r_ id �1 there ert name attd tis of a officer} personally appearedrlQ _ itr� UUU -- -- who proved to me on the basis of satisfactory uvidon o to bot parsontal whose nomatal lajaw%ubaor�had %c the within instrument and acknowledged to me thaL4*1shgjzhej executed the same in AWhorfXAW nuthorirod capacity(les4 and that byjtAVhorlthefr"stgnatursfsl on the Instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I cortlfy under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. 0I LL WITNESS my hand and official seal. COMM. 0214090 ae NOTARY PUBLIC ■ CALIFORNIA RrVER(� IDE COUNTY Cotlron gt:xpire Feb.2S, 2026 (Beall PUBLIC AGENCY FORM OF ACKNOWLEDGEMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document, to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California ) County of Orange ) ss. City of San Juan Capistrano ) (Gov't Code 40814 & Civil Code 118 1) On Aucust 2, 2018, before me, Maria Morris Successor Agency Secretary, personally appeared Bcn iamiii Sigel, Executive Directpr, who proved tome on the basis of satisfactory evidence to the be person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity (ies), and that by his/her/there signature on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. (SEAL) Maria OPTIONAL Capacity Claimed by Signers Executive Director Title Signer is Representing Successor Agency to the San Juan Capistrano Community Redevelopment Agency and official seal. 11 Agency Description of Attached Document Title or Type of Document Subordination of Deed of Trust 26755 Verdudo, LLC