HomeMy WebLinkAboutCC Resolution 8198 (95 Medway Rd)I A
RESOLUTION NO. 8198
RESOLUTION AUTHORIZING THE MAKING OF AN ACQUISITION
LOAN TO THE MARIN HOUSING DEVELOPMENT CORPORATION IN
CONNECTION WITH PROPERTY LOCATED AT 95 MEDWAY ROAD
IN SAN RAFAEL, CA A.P. #14-193-03 (In amount of $50,000)
WHEREAS, the San Rafael City Council has established
a housing fund; and
WHEREAS, the Marin Housing Development Corporation
has requested that a $100,000 loan be made available from
this fund to help fund the acquisition of rental property
in East San Rafael; and
WHEREAS, Implementing Program H -r, entitled Acquisi-
tion of Rental Housing in the City's Housing Goals and
Policies, of the San Rafael General Plan strongly encour-
ages the acquisition by non-profit organizations including
the use of the City's Housing Fund to implement this pro-
gram; and
WHEREAS, $50,000 of the $100,000 has already been loaned
to the Marin Housing Development Corporation.
NOW, THEREFORE, IT IS HEREBY ORDERED AND RESOLVED that
the City Council authorizes the City Manager to execute all
necessary documents to make the second phase loan in the
amount of $50,000 (bringing the total loan to $100,000) to
the Marin Housing Development Corporation for the purchase
of a 28 unit apartment located at 95 Medway Road in San
Rafael, CA.
I, JEANNE M. LEONCINI, Clerk of the City of San Rafael,
hereby certify that the foregoing resolution was duly and
regularly introduced and adopted at a regular meeting of
the Council of said City on MONDAY , the 2nd
day of JULY , 1990, by the following vote, to wit:
AYES: COUNCILMEMBERS: Boro, Brei ner, Shippey, Thayer & Mayor Mul ryan
NOES: COUNCILMEMBERS: None
ABSENT: COUNCILMEMBERS: None
JEAN*LEONCINI, City Clerk
RE:ORDED AT REOUES-
/� OF CAL _AND TITLE
' I Recording Requested By:
CLTC 216525 -PH
When Recorded Mail To:
CITY OF SAN RAFAEL
1313 5th Avenue
San Rafael, CA 94901
Attn: Jack Ours, Director
-!�-3 W�4- 1L( -1q3 -c,,3
1 998-0 052 1 59
Recorded
Official Records
County Of
Marin
JOAN C. THAYER
Recorder
08:00AM 83 -Jul -1998
REC FEE .00
6-t
Page 1 of 4
(Space above this line for Recorder's Use)
SUBORDINATION AGREEMENT
NOTICE: THIS SUBORDINATION AGREEMENT 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.
THIS AGREEMENT, made this 14th day of May , 1998 , by
MARIN HOUSING DEVELOPMENT CORPORATION, A CALIFORNIA NON PROFIT CORPORATION
owner of the land hereinafter described and hereinafter referred to as "Owner", and
THE CITY OF SAN RAFAEL, CALIFORNIA, A PUBLIC ENTITY
present owner and holder of the Deed of Trust and note first hereinafter described and hereinafter referred to as "Beneficiary";
WITNESSETH
THAT WHEREAS, MARIN HOUSING DEVELOPMENT CORPORATION, A CALIFORNIA NON PROFIT CORPORATION
did execute a Deed of Trust, dated July 14, 1989 to FIRST AMERICAN TITLE INSURANCE COMPANY,
A CALIFORNIA CORPORATION as trustee, covering:
Lot 21,22,23 and 24 in Block 7, as shown upon that certain Map entitled, "Map of East
San Rafael, Marin Co., Cal.", filed for record January 21, 1908 in Volume 2 of Maps,
at page 109, Marin County Records.
to secure a note in the sum of $ 50, 000.00 , dated July 14, 1989 , in favor of
THE CITY OF SAN RAFAEL, CALIFORNIA, A PUBLIC ENTITY
which Deed of Trust was recorded July 25, 1989 in Marin at 89-42515 , Official Records
of said county; and
WHEREAS, Owner has executed, or is about to execute, a Deed of Trust and note in the sum of $1, 362,100.00
dated .j -UL,,( ; I ICj9 , in favor of Westamerica Bank
hereinafter referred to as "Lender", payable with interest and upon the terns and
conditions described therein, which Deed of Trust is to be recorded concurrently herewith; and
WHEREAS, it is a condition precedent to obtaining said loan that said Deed of Trust last above mentioned shall unconditionally be
and remain at all times a lien or charge upon the land hereinbefore described, prior and superior to the lien or charge of the Deed
of Trust first above mentioned; and
WHEREAS, Lender is willing to make said loan provided the Deed of Trust securing the same is a lien or charge upon the above
described property prior and superior to the lien or charge of the Deed of Trust fust above mentioned and provided that Beneficiary
will specifically and unconditionally subordinate the lien or charge of the Deed of Trust first above mentioned to the lien or charge
of the Deed of Trust in favor of Lender; and
WHEREAS, it is to the mutual benefit of the parties hereto that Lender make such loan to Owner; and Beneficiary is willing that the
Deed of Trust securing the same shall, when recorded, constitute a lien or charge upon said land which is unconditional prior and
superior to the lien or charge of the Deed of Trust first above mentioned.
NOW, THEREFORE, in consideration of the mutual benefits accruing to the parties hereto and other valuable consideration, the
receipt and sufficiency of which consideration is hereby acknowledged, and in order to induce Lender to make the loan above referred
to, it is hereby declared, understood and agreed as follows:
(1) That said Deed of Trust securing said note in favor Lender, and any renewals or extensions thereof, shall
unconditionally be and remain at all times a lien or charge on the property therein described, prior and superior to
the lien or charge of the Deed of Trust first above mentioned.
(2) That Lender would not make its loan above described without this subordination agreement.
(3) That this agreement shall be the whole and only agreement with regard to the subordination of the lien or charge
of the Deed of Trust first above mentioned to the lien or charge of the Deed of Trust in favor of lender above
referred to and shall supersede and cancel, but only insofar as would affect the priority between the Deeds of Trust
hereinbefore specifically described, any prior agreement as to such subordination including, but not limited, those
provisions, if any, contained in the Deed of Trust first above mentioned, which provide for the subordination of
the lien or charge thereof to another Deed or Deeds of Trust or to another mortgage or mortgages.
Beneficiary declares, agrees and acknowledges that
(a) He consents to and approves (i) all provisions of the note and Deed of Trust in favor of Lender above referred to,
and (ii) all agreements, including but not limited to any loan or escrow agreements, between Owner and Lender for
the disbursement of the proceeds of Lender's loan;
(b) Lender in making disbursements pursuant to any such agreement is under no obligation or duty to, nor has Lender
represented that it will, see to the application of such proceeds by the person or persons to whom Lender disburses
such proceeds and any application or use of such proceeds for purposes other than those provided for in such
agreement or agreements shall not defeat the subordination herein made in whole or in part;
(c) He intentionally and unconditionally waives, relinquishes and subordinates the lien or charge of the Deed of Trust
first above mentioned in favor of the lien or charge upon said land of the Deed of Trust in favor of Lender above
referred to and understands that in reliance upon, and in consideration of, this waiver, relinquishment and
subordination specific loans and advances are being and will be made and, as pan and parcel thereof, specific
monetary and other obligations are being and will be entered into which would not be trade or entered into but for
said reliance upon this waiver, relinquishment and subordination; and
(d) An endorsement has been placed upon the note secured by the Deed of Trust first above mentioned that said Deed
of Trust has by this instrument been subordinated to the lien or charge of the Deed of Trust in favor of Lender
above referred to.
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 EXPENDED FOR OTHER PURPOSES THAN IMPROVEMENT OF THE LAND.
THE CITY OF SAN RAFAEL, CALIFORNIA, A PUBLIC ENTITY
MARIN HOUSING DEVELOPMENT CORPORATION
BY: (;;��0—e�, �- 1 A& (,kus
BY: A -n M C- C- LCA D
(Beneficiary) (Owner)
ALL SIGNATURES MUST BE ACKNOWLEDGED
IT IS RECOMMENDED THAT PRIOR TO THE EXECUTION OF THIS SUBORDINATION AGREEMENT, THE PARTIES CONSULT
WTIII THEIR ATTORNEYS WITH RESPECT THERETO.
(CLIA SUBORDINATION FORM "A")
STATE OF C �) 14 )
COUNTY OF T-� A-\2-) jJ )
On -J-U )--'� I % tC- -18 before me,
personally appeamdl�I A C L E5 U C)
a Notary Public in and for said County and State,
personally known to me (or proved on the basis of
satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that
he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the
person(s), or the entity upon behalf of which the person(s) acted, executed the same.
WITNESS my hand and official seal
Signature: J
STATE OF
COUNTY OF
On before me,
personally appeared
0
j.
0
Comm #1090779
•�
NOTARMAFIINIC CALIFORNIAW'
C
NTY
1 r
Comm, Exp. March 29, 2000i
y
(Affix Notary Seal in the space provided)
J. E. ALLYN
�VsComm
Comm. #1090779 ^^9
VNOTARY PUBLIC CALIFORNIAD
CGMARIN COUNTY (�
�.ryVWEvp March 29V2000�
a Notary Public in and for said County and State,
personally known to me (or proved on the basis of
satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that
he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the
person(s), or the entity upon behalf of which the person(s) acted, executed the same.
WITNESS my hand and official seal
Signature:
(Affix Notary Seal in the space provided)
3. The land referred to in this report is situate in the City of San Rafael
County of Marin, State of California, and is described as follows:
Lot 21,22,23 and 24 in Block 7, as shown upon that certain Map
entitled "Map of East San Rafael, Marin Co., Cal.", filed for record
January 21, 1908 in Volume 2 of Maps, at Page 109, Marin County
Records.
AMENDMENT TO CITY LOAN AGREEMENT
This Amendment is entered into as of this 2nd day of JULY , 1990,
by and between the City of San Rafael, California, a public entity ("City") and
Marin Housing Development Corporation, a California nonprofit corporation
("Borrower").
Whereas the parties entered into that City Loan Agreement dated July 14,
1989, providing for a loan of $50,000.00 (the "City Loan") to Borrower to be
used to acquire the Property (described in Exhibit A to the original Loan
Agreement). The City Loan is to be repaid in accordance with the terms and
conditions stated therein and in that Promissory Note secured by a Deed of
Trust dated July 14, 1989, evidencing the City Loan;
Whereas, Medway Property Investors, the seller of the Property, took back
a $350,000.00 note from Borrower (the "seller's loan"), secured by a second
deed of trust on the Property, which the Borrower intends to repay on or about
July 24, 1990;
Whereas, the Borrower has obtained financing from the Marin Community
Foundation to repay $300,000.00 of the seller's loan, which financing is in the
form of a $100,000.00 grant and a $200,000.00 loan to be secured by a second
deed of trust on the Property;
Whereas, the Borrower has requested an additional loan of $50,000.00 from
the City to pay the balance due on the seller's loan;
Whereas, the City has agreed to increase its loan to Borrower from
$50,000.00 to $100,000.00 with the additional $50,000.00 to be used to repay
the seller's loan; and
Whereas, the parties now desire to amend the loan amount and the repayment
terms of the City Loan set forth in the City Loan Agreement.
Now therefore, for valuable consideration, the receipt and sufficiency of
which is hereby acknowledged, the parties agree as follows:
1. The City Loan Agreement is hereby amended by deleting that part of
Section One, starting with Section 1.01 through Section 1.01(b) and inserting
in lieu thereof the following:
1.01 City Loan. Subject to the terms and conditions of this
Agreement, City agrees to lend Borrower a total of One Hundred
Thousand and No/100th Dollars ($100,000.00). The first advance of
$50,000.00 shall be used to acquire the Property and the second
advance of $50,000.00 shall be used to repay the seller's loan secured
by a second deed of trust on the Property. The $100,000.00 loan (the
"City Loan") to Borrower shall be evidenced by an amended and restated
Promissory Note which shall include the following terms:
34a:AmendLA.CSR 1 ���y
R
(a) Payments of principal and Contingent Interest shall be
equal to thirty percent (30%) of the Net Cash Flow (defined below)
from that 28 -unit project known as Sundance Apartments located at 95
Medway, San kafael, California (the "Project"). The Net Cash Flow
from the Project shall be computed by Borrower on a semi-annual basis,
which shall end on each June 30 and December 31. No payments of
principal or Contingent Interest shall be due or payable before June
30, 1997. Within thirty (30) days after the end of the semi-annual
period ending on June 30, 1997, Borrower shall pay to City thirty
percent (30%) of the Net Cash Flow from the Project, if any, for the
preceding semi-annual period. Thereafter, within thirty (30) days of
each and every succeeding semi-annual period, Borrower shall pay to
City thirty percent (30%) of the Net Cash Flow from the Project, if
any, for the preceding semi-annual period, until the semi-annual
period ending on December 31, 2004. The maturity date of this Note
shall be thirty (30) days after December 31, 2004, at which time the
$100,000 original principal amount plus an additional amount of
Contingent Interest should have been paid to City. If, however, on
the maturity date, at least $100,000.00 of principal and Contingent
Interest has not been paid to City, the difference between (i) the
$100,000 original principal amount, less (ii) the actual amount paid
to City, shall be due and payable.
(b) As used herein, Net Cash Flow shall mean all gross
income generated by the Project less all operating expenses and debt
service requirements for Savings Associations Mortgage Company, Inc.'s
loan in the amount of $1,450,000.00 secured by the first deed of trust
on the Project and the Marin Community Foundation's loan in the amount
of $200,000.00 secured by the second deed of trust on the Project.
Operating expenses shall include reasonable expenses actually
incurred by Borrower in connection with the ownership, operation,
leasing and occupancy of the Project, determined on the basis of
generally accepted accounting principles, including, but not limited
to: real estate taxes and assessments; personal property taxes;
property, flood and general liability insurance premiums; costs of
utilities; a three percent (3%) reserve for replacements; maintenance,
repair and replacement costs; management agent expenses and fees;
resident manager salary and expenses; accounting and audit fees and
costs; attorneys' fees; and other administrative and general expenses
and disbursements.
Net Cash Flow from the Project shall be divided and
disbursed as follows: Thirty percent (30%) to City to debt service
Borrower's obligations under this Note, 30% to the County of Marin to
debt service Borrower's obligations under the County's note secured by
the fourth deed of trust on the Project, and 30% to the Marin Housing
Authority to debt service Borrower's obligations under the Marin
Housing Authority's note secured by the fifth deed of trust on the
Project. The remaining 10% of Net Cash Flow may be retained by the
Borrower.
2. The parties agree to execute an amended and restated Promissory Note
which shall reflect the increased City Loan Amount and the amended repayment
provisions set forth above. The parties shall also execute and record a
34a:AmendLA.CSR 2 (6/4/90)
Modification to Deed of Trust in order that the amended and restated
$100,000.00 Promissory Note shall be secured by the City's Deed of Trust dated
July 14, 1989, executed by Borrower in favor of First American Title Insurance
Company, as Trustee, for the benefit of the City, as Beneficiary, recorded July
25, 1989, as Recorder's Serial No. 89-42515, Marin County Records.
3. The parties agree to execute and record a Subordination Agreement,
subordinating the City's Deed of Trust, as modified, to Marin Community
Foundation's $200,000.00 second deed of trust.
4. Except as herein amended, the terms and conditions of the City Loan
Agreement remain unchanged and in full force and effect.
Whereas the parties have executed this Amendment as of the date first
above written.
Approved as to form:
City Attorney
Attest:
C)EM N EM. LEO C I
City Clerk
BORROWER: MARIN HOUSING DEVELOPMENT CORPORATION,
a California nonprofit corporation
By:Ff,�d� '
ard A ams, resident
CITY: CITY OF SAN RAFAEL, CALIFORNIA,
a public entity
A n
BY: i
PAMFI A ,1_ NTf.(11 AT, rity ManagEr
(Type name and title)
34a:AmendLA.CSR 3 (6/4/90)
AMENDED AND RESTATED PROMISSORY NOTE
SECURED BY DEED OF TRUST
$100,000.00 July 14, 1989
San Rafael, California Amended July 2 , 1990
For valuable consideration, Marin Housing Development Corporation, a
California nonprofit corporation, as the Borrower, and the City of San Rafael,
California, a public entity, as the holder, hereby agree to amend that certain
Promissory Note dated July 14, 1989. This Promissory Note, which shall be
effective as of Julv 2 , 1990, is restated below.
FOR VALUE RECEIVED, Marin Housing Development Corporation, a California
nonprofit corporation ("Borrower"), hereby promises to pay the City of San
Rafael, California, a public entity ("City"), the principal amount of One
Hundred Thousand and No/100th Dollars ($100,000.00), together with Contingent
Interest (defined below) on the outstanding principal balance from the date of
disbursement until paid in full. Principal and Contingent Interest payments
shall be calculated and paid as set forth below.
(a) Payments of principal and Contingent Interest shall be equal to
thirty percent (30%) of the Net Cash Flow (defined below) from that 28 -unit
project known as Sundance Apartments located at 95 Medway, San Rafael,
California (the "Project"). The Net Cash Flow from the Project shall be
computed by Borrower on a semi-annual basis, which shall end on each June 30
and December 31. No payments of principal or Contingent Interest shall be due
or payable before June 30, 1997. Within thirty (30) days after the end of the
semi-annual period ending on June 30, 1997, Borrower shall pay to City thirty
percent (30%) of the Net Cash Flow from the Project, if any, for the preceding
semi-annual period. Thereafter, within thirty (30) days of each and every
succeeding semi-annual period, Borrower shall pay to City thirty percent (30%)
of the Net Cash Flow from the Project, if any, for the preceding semi-annual
period, until the semi-annual period ending on December 31, 2004. The maturity
date of this Note shall be thirty (30) days after December 31, 2004, at which
time the $100,000 original principal amou,it plus an additional amount of
Contingent Interest should have been paid to City. If, however, on the
maturity date, at least $100,000.00 )f principal and Contingent Interest has
not been paid to City, the difference between (i) the $100,000 principal loan
amount, less (ii) the actual amount paid to City, shall be due and payable.
(b) As used herein, Net Cash Flow shall mean all gross income
generated by the Project less all operating expenses and debt service
requirements for Savings Associations Mortgage Company, Inc.'s loan in the
amount of $1,450,000.00 secured by the first deed of trust on the Project and
the Marin Community Foundation's loan in the amount of $200,000.00 secured by
the second deed of trust on the Project. Operating expenses shall include
reasonable expenses actually incurred by Borrower in connection with the
ownership, operation, leasing and occupancy of the Project, determined on the
basis of generally accepted accounting principles, including, but not limited
to: real estate taxes and assessments; personal property taxes; property,
flood and general liability insurance premiums; costs of utilities; a three
34a:AmendNot.CSR 1 (6/4/90)
percent (3%) reserve for replacements; maintenance, repair and replacement
costs; management agent expenses and fees; resident manager salary and
expenses; accounting and audit fees and costs; attorneys' fees; and other
administrative and general expenses and disbursements.
Net Cash Flow from the Project shall be divided and disbursed as
follows: Thirty percent (30%) to City to debt service Borrower's obligations
under this Note, 30% to the County of Marin to debt service Borrower's
obligations under the County's note secured by the fourth deed of trust on the
Project, and 30% to the Marin Housing Authority to debt service Borrower's
obligations under the Marin Housing Authority's note secured by the fifth deed
of trust on the Project. The remaining 10% of Net Cash Flow may be retained by
the Borrower.
(c) With each payment of principal and Contingent Interest and in
any event within thirty (30) days after the end of each semi-annual period,
Borrower shall furnish to City a written report certified by one of its
Directors or Officers which report shall indicate the gross income, operating
expenses, debt service requirements, Net Cash Flow, and principal and
Contingent Interest payments for such semi-annual period.
(d) Borrower acknowledges that Borrower and City have conferred
specifically concerning the contingent and uncertain nature of the Contingent
Interest and that Borrower and City understand and agree that the Contingent
Interest payable under this Note is speculative in nature, and both the payment
and amount, if any, of the Contingent Interest are dependent on a number of
contingencies which are not within City's or Borrower's control. City has not
been guaranteed by Borrower (or by any other party) of the receipt of any part
of the Contingent Interest, and City has not required that any fixed amount of
interest or Contingent Interest be paid to City in connection with this Note.
Payments on this Note shall be made at the principal office of the City of
San Rafael, 1400 Fifth Avenue, San Rafael, California 94901 or at such other
place as the holder hereof may inform the Borrower in writing, in lawful money
of the United States.
Privilege is reserved to pay the debt in whole or in part without
prepayment charge or penalty, on any day prior to maturity upon at least five
(5) days prior written notice to the holder.
If default be made in the payment of any installment under this Note, and
if the default is not made good within sixty (60) days from the date due, the
entire principal sum shall at once become due and payable without notice at the
option of the holder of this Note. Failure to exercise this option shall not
constitute a waiver of the right to exercise the same in the event of any
subsequent default.
Upon the failure of the Borrower to perform or observe any term or
provision of this Note or upon the occurrence of any event of default under the
terms of the Deed of Trust, the holder may exercise its rights or remedies
hereunder or thereunder.
The Borrower waives presentment for payment, demand, protest, notices of
dishonor and of protest, and all defenses and pleas on the ground of any
extension or extensions of the time of payment or of any due date under this
34a:AmendNot.CSR 2 (6/4/90)
Note, in whole or in part, whether before or after maturity and with or without
notice. The Borrower hereby agrees to pay court costs and expenses, which may
be incurred by the holder hereof, in the enforcement of this Note, the Deed of
Trust in favor of City securing this Note or any term or provision of either.
This Note is secured by a Deed of Trust dated July 14, 1989, as modified
by that Modification to Deed of Trust, to First American Title Company of
Marin, a California corporation, as Trustee, on real estate in the City of San
Rafael, County of Marin, California.
The Deed of Trust securing this Note provides the following:
One of the inducements to Beneficiary for making the Loan
is the identity of Trustor. Trustor shall not sell, convey, assign,
transfer, alienate or otherwise dispose of its interest in the
Property, or any part thereof, either voluntarily or by operation of
law, or agree to do so, without the prior written consent of
Beneficiary, which consent shall not be unreasonably withheld.
Consent to one such transaction by Beneficiary shall not be deemed a
waiver of the right to require such consent to further or successive
transactions.
The unpaid principal balance hereunder and all accrued and unpaid
Contingent Interest shall be due and payable in the event of a sale or transfer
of the Project by Borrower, provided that unpaid Contingent Interest shall only
be payable to the extent that sufficient cash proceeds are available to pay
such Contingent Interest or to the extent that the Net Cash flow is available
to pay such unpaid principal balance and Contingent Interest.
City and Borrower intend that the relationship between them shall be
solely that of creditor and debtor. Nothing contained in this Note or in any
other document or instrument made in connection with the loan, including
without limitation City's right to receive thirty percent (30%) of the Net Cash
Flow shall be deemed or construed to create a partnership, tenancy - in -common,
joint tenancy, joint venture or co -ownership by or between City and Borrower.
City shall not be in any way responsible or liable for the debts, losses,
obligations or duties of Borrower with respect to the Project or otherwise.
This Note and all agreements between Borrower and City are expressly
limited so that in no contingency'or event whatsoever, shall the amount paid or
agreed to be paid to the holder hereof for the use, forbearance or detention
of the money to be advanced hereunder exceed the highest lawful rate
permissible under the applicable usury law. If any provision of this Note or
the Deed of Trust securing this Note shall exceed the limit prescribed by law
which a court of competent jurisdiction may deem applicable, then, the
Borrower's obligations hereunder shall be reduced to such limit, and if City
has received as interest an amount which would exceed the highest lawful rate,
such amount which would be excessive interest shall be applied to the reduction
of the unpaid principal balance due hereunder as of the date such amount is
received or deemed to be received by City and not to the payment of interest.
This provision shall control every other provision of all agreements between
Borrower and City.
34a:AmendNot.CSR 3 (6/4/90)
Notwithstanding anything to the contrary in this Note, in the Deed of
Trust or in any other instrument evidencing or securing the obligations of the
undersigned under this Note, the holder hereof expressly agrees that there
shall be no personal liability of the undersigned under this Note, under the
Deed of Trust and under any other instrument given to evidence or secure the
obligations of the undersigned under this Note. The liability of the
undersigned shall be strictly and absolutely limited to the property conveyed
by the Deed of Trust and the rents, profits, issues, products and proceeds
thereof. In the event a default shall occur under this Note or with respect to
the indebtedness evidenced by this Note, the holder hereof shall not seek any
judgement for a deficiency against the undersigned or the legal
representatives, successors or assigns of the undersigned.
MARIN HOUSING DEVELOPMENT CORPORATION,
a California nonprofit corporation
Richard Adams
President
The City of San Rafael acknowledges that this Amended and Restated
Promissory Note is intended to replace the Promissory Note dated July 14, 1989
in the original principal amount of $50,000.00 payable to the City. In no
event will the City attempt to hold Marin Housing Development Corporation or
the Borrower's successors in interest liable on both this Amended and Restated
Promissory Note and the original Promissory Note dated July 14, 1989.
CIT1 OF SAN RAFAEL, CALIFORNIA,
a public entity
By: ,
City Manager
Approved as to form (print name and title)
1 _ �
, U1
Cit Attorney
Y
Attest:
a!E`i��NNE b P•1. LE CINI
City Clerk
34a:AmendNot.CSR 4 (6/4/90)
MARIN COUNTY HC'JSING DEVELOPMENT CORPORATION
BOARD OF DIRECTORS
MINUTES OF SPECIAL MEETING
June 21, 1990
A special meeting of the Board of Directors of the Marin
Housing Development Corporation was held on Thursday, June 21,
1990. The meeting was called to order at 10:30 P.M. by Director
Joan Lundstrom for the President, who was absent. The meeting
was held by conference call and was duly noticed on June 18,
1990.
Directors Joan Lundstrom and Lynn Sedway were present at the
opening of the meeting. Director Ian MacLeod later joined the
meeting, constituting a quorum under the By-laws of the
Corporation. Also present were: Maurice Wolohan from the Marin
Housing Authority and Joyce Glatt, attorney for the Corporation.
Absent were President Dick Adams and Director Tom Callinan.
At the opening of the meeting, discussion of McInnis Park
Apartments was deferred until the next meeting of the Board,
because there was not a quorum.
Director MacLeod then joined the meeting and the Board
discussed the proposed $50,000 increase in the loan to the
Corporation from the City of San Rafael for Sundance Apartments.
The Board also discussed the proposed $200,000 loan and $100,000
grant from Marin Community Foundation to the Corporation for
Sundance Apartments. If the Corporation accepts the increased
City loan and the Foundation's loan and grant, the combined total
of $350,000 will be used to repay the seller's outstanding
$350,000 loan to the Corporation secured by a second deed of
trust on Sundance Apartments.
As outlined in the material distributed to the Board for its
March 28, 1990 annual meeting, Marin Community Foundation's
$200,000 loan, if accepted, will be secured by a second deed of
trust on Sundance Apartments, and the repayment schedules of the
outstanding loans to the Corporation from the City of San Rafael,
the Marin Housing Authority and the County of Marin will have to
be amended to conform with the repayment schedule of the
Foundation's loan. Thus, the documents for the amended City,
Housing Authority and County loans, which Joyce Glatt had
distributed to the Board prior to the meeting, were then
discussed.
Since the Foundation's loan documents had not yet been
prepared by the Foundation, the question was asked whether or not
the loan from the Foundation will be a nonrecourse loan.
34b:minutes4.mhd 1
After appropriate discussion, and upon motion duly made by
Director Sedway, seconded by Director MacLeod and unanimously
carried, the following resolutions were adopted:
Be it resolved that the Corporation hereby approves the
following documents in connection with the City of San Rafael's
increased loan to the Corporation in the total amount of
$100,000.00: (a) Amended Loan Agreement, (b) Amended and Restated
Promissory Note, (c) Modification to Deed of Trust, and (d)
Subordination Aqreement relating to the Marin Community
Foundation Loan.
Be it further resolved that the Corporation hereby approves
the following documents in connection with the County of Marin's
amended loan to the Corporation in the amount of $100,000.00:
(a) Amended Lcan Agreement, (b) Amended and Restated Promissory
Note, (c) Subordination Agreement relating to the Marin Community
Foundation Loan, and (d) Subordination Agreement relating to the
increased City of San Rafael loan.
Be it further resolved that the Corporation hereby approves
the following documents in connection with the Housing Authority
of the County of Marin's amended loan to the Corporation in the
amount of $100,000.00: (a,' Amended Loan Agreement, (b) Amended
and Restated Promissory Note, (c) Subordination Agreement
relating to the Marin Community Foundation Loan, and (d)
Subordination Agreement relating to the increased City of San
Rafael loan.
Be it further resolved that the Corporation hereby approves
the execution of Marin Community Foundation's Grant Agreement for
its $100,000.00 grant to the Corporation.
Be it further resolved that the Corporation hereby approves
Marin Community Foundation's loan to the Corporation in the
amount of $200,000.00, provided that the loan is a nonrecourse
loan. If the loan is not a nonrecourse loan, then all of the
above resolutions, approving the City, Housing Authority and
County loan documents and the Marin Community Foundation's Grant
Agreement shall be automatically voided.
Be it further resolved that the Corporation authorizes
President Dick Adams and/or Assistant Secretary Janet Miller
Shoder to sign the above -approved Grant Agreement and loan
documents, subject to Marin Community Foundation's loan being a
nonrecourse loan.
There being no further business, the meeting was adjourned
at 10:45 P.M.
MARI/N HOUSING DEVELOPMEMf.CORPORATION
,.JANET.'MILLER SCHODER, Assistant Secretary
34b:minutes4.mhd 2
RECORDING REQUESTED BY &
WHEN RECORDED RETURN TO:
City of San Rafael
1400 Fifth Street
San Rafael, CA 94901
Attn: City Manager
r_
►cLC'3 cDEO AT � EC�,rST vt
FIRST AMERICAN
A. r
fa- !,
MODIFICATION TO DEED OF TRUST
THIS MODIFICATION AGREEMENT is made and entered into as of this 2nd 7ay of
July , 1990, by and between Marin Housing Development Corporation, a
California nonprofit corporation (the "Trustor") and the City of San Rafael,
California, a public entity (the "Beneficiary"), which designations shall include
their respective successors and assigns.
WHEREAS, the Beneficiary loaned fifty thousand and no/100th dollars
($50,000.00) to the Trustor, evidenced by a Promissory Note dated July 14, 1989,
secured by a Deed of Trust of even date therewith and recorded July 25, 1989, as
Instrument No. 89-42515 of the Official Records of the County of Marin; and
WHEREAS, the Beneficiary has advanced an additional fifty thousand and
no/100 dollars ($50,000.00) to the Trustor, evidenced by an Amended and Restated
Promissory Note of even date herewith to be secured by the above -referenced Deed
of Trust as modified by this Modification to Deed of Trust.
NOW, THEREFORE, for valuable consideration, the receipt of which is hereby
acknowledged, the Trustor and the Beneficiary agree as follows:
1. The amount of indebtedness of fifty thousand and no/100th dollars
($50,000.00) as sta',ed in the Deed of Trust first referenced above is hereby
deleted and the new amount of one hundred thousand and no/100th dollars
($100,000.00) is inserted therein.
2. Except as herein modified, the terms of the Deed of Trust remain
unchanged and in full force and effect.
IN WITNESS WHEREOF, the Tr-istor and the Beneficiary have caused this
instrument to be duly executed by their duly authorized officers, all as of the
date first above written.
TRUSTOR:
BENEFICIARY:
Approved as to form
Cit Attorney
34b:ModDT.CSR
Marin Housing Development Corporation,
a California nonprofit corporation
/(!?cand . Adams, President
City of San Rafael, California,
a public entity 4 '
PAMELA'J.�,NICOL-AI' ity Manaqer
(type, name, and. title)
Attest: 4 '
(6/4/90)
JEANV LEONCINI, City Clerk
90 45551
STATE OF CALIFORNIA I )ss.
COUNTY OF /V )
Q7
On- AUGUST 1, 1990
—before me, the undersigned, a Notary Public in and for
Ca said State, personally appeared RICHARD M. ADAPiS _ _and
—personally known tome (or proved tome on the
• E
a m basis of satisfactory evidence) to be the persons who executed the within instrument as
ii E President 'WQXXXXXXXXXXMXXXSaCKon behalf of MARIN
Eo
00 HOUSING DFVFT.OPMFNT CORPf)RATTnN
N U
o m the corporation therein named, and acknowledged to me that
M OFFIC:AL SEAL
0 w such corporation executed the within instrument pursuantto itsLWNC
�O 'i,A Kum�
I c by-laws or a resolution of its board of directors. TARY PUBIC -
Principal Office In MARIN CunylA
WITNESS my hand and official seal. C�pmmissian Expires April2Q0 19 3
N
O
O
•co Signatu _ _ (This area for official notarial seal)
STATE OF CALIFORNIA )
) ss.
COUNTY OF MARIN )
On this 10TH day of JULY , 1990, before me, JEANNE M. LEONCINI, a
Notary Public in and for the said County and State, residing therein, duly
commissioned and sworn, personally appeared PAMELA J. 1 COLAI
personally known to me (,oi, prover} t-agHe,-Dn-the_b>aSiS-ossa Luly, �) to
be the City Manager of the City of San Rafael that executed the within document and
acknowledged to me that said City of San Rafael did execute the same.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day
and year in this certificate first above written.
�._
OFFICIAL SEAL
1EANNE P0. LEONCINJ
r w � N'GTARY PUBLIC - CALIFORNIA
JEANN L ONCINI, N�pUBL Ryand for le - "t
z r� IYiAR1Pd COUNTY
said Count and State. °°„n MY G.mm. Expires Nov. z9, 199i
r, th ke-, P O. C,—,w
100 5th A1;., P.O. Cox 60, San Rafasl, CA 94915-0060
ni ��. v1`4-17J—vJ
RECORDING REQUESTED BY:
FATCO #35812-05
WHEN RECORDED MAIL TO:
City of San Rafael
1400 Fifth Avenue
San Rafael, CA 94901
Attn: City Manager
(1 !� !r i p RECORDED AT REq,IIEST OF
FIRST AMERICAN
(1 1 i�
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f6
SPACE ABOVE THIS LINE FOR RECORDER' USE
SUBORDINATION AGREEMENT
NOTICE: THIS SUBORDINATION AGREEMENT RESULTS IN YOUR SECURITY INTEREST IN THE PROPERTY BE—
COMING SUBJECT TO AND OF LOWER PRIORITY THAN THE LIEN OF SOME OTHER OR LATER SECURITY
INSTRUMENT.
i HIS AGREEMENT, made this 2nd day of July 119 90 by
Marin housing Development Corporation, a California nonprofit corporation
owner of the land hereinafter described and hereinafter referred to as "Owner," and
City of San Rafael, California, a public entity
present owner and holder of the deed of trust and note first hereinafter described and hereinafter referred to as "Beneficiary";
WITNESSETH
THATWHEREAS, Marin Housing Development Corporation
did execute adeed of trust, dated July 14, 1989 . to First American Title Insurance
Company, a California corporation, as trustee, covering:
that real property in the City of San Rafael, County of Marin, State of California,
described as follows:
LOTS 21, 2.2, 23 and 24, in Block 7, as shown on that certain map entitled,
"Map of East San Rafael, Marin Co., Cal.", filed for record January 21, 1908
in Volume 2 of Maps, at page 109, Marin County Records.
Lo secure a note in the sum of $100,000.00, amended and restated on July 2
1990, in favor of the �"i_ty of San Rafael, California, which deed of trust was recorded
July 25, 1989 as Instrument No. 89-42515, Marin County Records, and modified by that
Modification to Deed of Trust dated July 2 1990 and recorded on 4fZl sd "' ,
1990 as Instrument No. 9d Marin County Records (which deed of trust as
modified shall hereafter be referred to as the "deed of trust first above mentioned");
WHEREAS, Owner has executed, c r is about to execute, a deed of trust and note in the sum of $ 200 , 000 . 00
elated July 26, 1990 in favor of Marin Communityy Foundation
hereinafter referred to as "'Lender,"' payable with interest and upon the terms and conditions de-
scribed therein, which deed of trust is to be recorded concurrently herewith; and
WHEREAS, it is a condition precedent to obtaining said loan that said deed of trust last above mentioned shall unconditionally be and
remain at all times a lien or charge upon the land hereinbefore described, prior and superior to the lien or charge of the deed of trust
first above mentioned; and
WHEREAS, lender is willing to make said loan provided the deed of trust securing the same is alien or charge upon the above described
,)roperty prior and superior to the lien or charge of the deed of trust first above mentioned and provided that Beneficiary will specifi-
-ali / and uncrinditionally subordinate the lien or charge of the deed of trust first above mentioned to the lien or charge of the deed of
crust in favor of Lender; and
WHEREAS, it is to the mutual benefit of the parties hereto that Lender make such loan to Owner; and Beneficiary iswilling that the
LIred of trust securing the same shall, when recorded, constitute a lien or charge upon said land which is unconditionally prior and
superior to the hen or charge of the deed of trust first above mentioned.
NOW, THEREFORE, in consideration of the mutual benefits accruing to the parties hereto and other valuable consideration, the re-
ceipt and sufficiency of which consideration is hereby acknowledged, and in order to induce Lender to make the loan above referred
to, it is hereby declared, understood and agreed as follows:
0) That said deed of trust securing said note in favor of Lender, and any renewals or extensions thereof, shall unconditionally
be and remain at III times a lien or charge on the property therein described, prior and superior to the lien or charge of the
deed of trust first above mentioned.
(2) That Lender would not make its loan above described without this subordination agreement.
Form A
q0 4gb58
(3) That this agreement shall be the whole and only agreement with regard to the subordination of the lien or charge of the
deed of trust first above mentioned to the lien or charge of the deed of trust in favor of lender above referred to and shall
supersede and cancel, but only insofar as would affect the priority between the deeds of trust hereinbefore specifically de-
scribed, any prior agreement as to such subordination including, but not limited to, those provisions, if any, contained in
the deed of trust first above mentioned, which provide for the subordination of the lien or charge thereof to another deed
or deeds of trust or to another mortgage or mortgages.
eneficiary declares, agrees and acknowledges that
(a) He consents to and approves (i) all provisions of the note and deed of trust in favor of Lender above referred to, and
(ii) all agreements, including but not limited to any loan or escrow agreements, between Owner and Lender for the
disbursement of the proceeds of Lender's loan;
(b) Lender in making disbursements pursuant to any such agreement is under no obligation or duty to, nor has Lender
represented that it will, see to the application of such proceeds by the person or persons to whom Lender disburses
such proceeds and any application or use of such proceeds for purposes other than those provided for in such agree-
ment or agreements shall not defeat the subordination herein made in whole or in part;
(c) He intentionally and unconditionally waives, relinquishes and subordinates the lien or charge of the deed of trust
first above mentioned in favor of the lien or charge upon said land of the deed of trust in favor of Lender above re-
ferred to and understands that in reliance upon, and in consideration of, this waiver, relinquishment and subordination
specific loans and advances are being and will be made and, as part and parcel thereof, specific monetary and other
obligations are being and will be entered into which would not be made or entered into but for said reliance upon this
waiver, relinquishment and subordination; and
(d) An endorsement has been placed upon the note secured by the deed of trust first above mentioned that said deed of
trust has by this instrument been subordinated to the lien or charge of the deed of trust in favor of Lender above re-
ferred to.
'OTICE: THIS SUBORDINATION AGREEMENT CONTAINS A PROVISION WHICH ALLOWS THE PERSON OBLIGATED ON
YOUR REAL PROPERTY SECURITY TO OBTAIN A LOAN A PORTION OR WHICH MAY BE EXPENDED FOR
OTHER PURPOSES THAN IMPROVEMENT OF THE LAND.
'ity of San Rafael, California,
i uublic entitv
AHELA J.NICOLAI.' Citv Hanaaer
( type .name. incl -title)
Marin housing Development Corporation,
a California nonprofit corporation
Richard M. Adams
Pres irlent
(ALL SIGNATURES MUST BE ACKNOWLEDGED)
test:
EANNE . - EONCINI, liy Clerk
STATE OF CALIFORNIA )
) ss.
COUNTY OF NIARIN )
On this 10TH day of JULY , 199a, before me, JEANNE M. LEONCINI, a
Notary Public in and for the said County and State, residing therein, duly
commissioned and sworn, personally appeared PAMELA J. NICOLAI
personally known to me 4-orv-p-r&v-ed-t-a-me -eR- the- ba-sa-ri--af-_s-&-ti44ctar-y--ev depEe�
to be the City Manager of the City of San Rafael that executed the within
document and acknowledged to me that said City of San Rafael did execute the
same.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal
the day and year in +`lis certificate first above written.
JEA(� "YE
&gEQ
NC I, AA_R`�YIUB�LIC in and for
said County and tate.
(CLTA SUBORDINATION FORM "A")
O FICLAL SEAL )
0NNE M. LCW',JCINI
NOTARY PUDLIC - CALIFOaNIA
MAAt:JCCUNTY
My Comm. Expinas t1mv 29, 1991
1$00 - 5th Ave., P.O. Bax 60, San Rafael, CA 94915-0060
1266 (6/72)
1110 1151-58
STATE OF CALIFORNIA ►ss.
COUNTY OF MARIN _A _ N
On AUGUST 1, 1990
.. before me, the undersigned, a Notary Public in and for
said Slate, personally appeared RICHARD .M. ADAMS and
ro , personally known to me (or proved to me on the
E
a basis of satisfactory evidence) to be the persons who executed the within instrument aq
m
C1 MA_RIN
ii E __President arutxxxxxxxk xxy rya;;; tg(X on behalf of
o HOUSING DEVELOPMENT CORP.
CO
the corporation ' erein named, and acknowledged to me that12
GrF-C1AL �
U Cn suchcorporationaxecutedthewithininstrumentpursuanttoits SE.�
�i {� n.
-= ' NOTARY p 1 CA I
► by-laws or a resolution of its board of directors. • �� t_t3L1C-
N Princi CAL1FpRN1A ,
00 pa, O,flce in rGfartlN Count
WITNESS my hand and official seal. ; Y Com p;r N3ri1 193
O
N i7��iw3
M Signature.! (This area for official notarial seal)