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MORTGAGE LOAN SALE AGREEMENT
This MORTGAGE LOAN SALE AGREEMENT (“Agreement”) is dated as of July 15, 2025, by and between the ANAHEIM HOUSING AUTHORITY, a public body, corporate and politic of the State of California (“Purchaser”) and CALIFORNIA COMMUNITY REINVESTMENT CORPORATION, a California nonprofit public benefit corporation (“Seller”).
W I T N E S S E T H :
WHEREAS, Seller is the sole owner and holder of the Mortgage Loan, as defined in this Agreement, and wishes to sell to Purchaser such Mortgage Loan; WHEREAS, Seller is presently pursuing the foreclosure of the collateral securing the Mortgage Loan;
WHEREAS, Purchaser holds subordinate interests in the collateral securing the Mortgage Loan;
WHEREAS, Seller has full right and authority to sell, assign and transfer the Mortgage Loan; and
WHEREAS, Purchaser wishes to purchase the Mortgage Loan.
NOW, THEREFORE, in consideration of the premises and the mutual agreements herein contained, Seller and Purchaser agree as follows:
ARTICLE I
Definitions
For purposes of this Agreement, the following terms have the meanings indicated:
“Agreement” means this Mortgage Loan Sale Agreement, including all Exhibits and Schedules hereto.
“Allonge” means the Allonge to be delivered to Purchaser within five Business Days of the Closing Date in the form attached hereto as Exhibit A.
“Assignment of Deed of Trust” means the Assignment of Deed of Trust for the Property to be delivered to one of the Purchaser within five Business Days of the Closing Date in the form attached hereto as Exhibit B.
“Assignment of Loan Documents” means the Assignment of Loan Documents in the form attached hereto as Exhibit C.
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“Borrower” means the borrower identified on the Mortgage Note. “Business Day” means any day other than a Saturday, Sunday or a legal holiday on which Purchaser or Seller are not open for business.
“Certification and Receipt” means the Certification and Receipt to be delivered to Purchaser within five Business Days of the Closing Date in the form attached hereto as Exhibit D. “Claim” means any claim, demand or legal proceeding.
“Closing” means the sale of the Mortgage Loan and the payment of the Mortgage Loan Purchase Price pursuant to Article VI. The parties agree that the Closing Date shall be on or before August 31, 2025.
“Closing Date” means the date Seller is paid the Mortgage Loan Purchase Price by Purchaser in good funds and no later than August 31, 2025. “Closing Documents” means all documents that under the terms of this Agreement are required to be delivered by Seller or Purchaser within five Business Days of the Closing. “Loan Documents” means the documents listed in Schedule 1. “Mortgage” means the Deed of Trust executed by the Borrower for the Loan, described in Exhibit E.
“Mortgage Loan” means the Mortgage Note secured by the Mortgage together with all of Seller’s interest in and to any of the Borrower’s property held by Seller, all collateral and any guarantees obtained in connection with the Mortgage Loan. “Mortgage Note” means the original executed Promissory Note executed by the Borrower, as described in Exhibit F.
“Mortgage File” means Seller’s legal file for the Mortgage Loan, which contains:
(a) originals of each of the documents listed in Schedule 1, including, but not limited to, the original Mortgage Note bearing all intervening endorsements and allonges evidencing Seller’s ownership of the Note;
(b) originals or true and correct copies of all assumption, modification and substitution agreements in those instances where the terms or provisions of the Mortgage or Mortgage Note have been modified or the Mortgage or Mortgage Note has been assumed;
(c) a copy of the Seller’s title insurance policy issued on the date of the origination of the Mortgage Loan and any endorsements thereto (as applicable); and
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(d) any other material documentation relating to the purchased asset which is in Seller’s possession or reasonable control.
“Mortgage Loan Purchase Price” means $2,881,430.20, based on a hypothetical closing date of August 31, 2025, less $495.59 for each day before August 31, 2025 that Seller receives unrestricted access to the Mortgage Loan Purchase Price paid in good funds. Purchaser shall pay the entire Mortgage Loan Purchase Price in cash.
“Mortgaged Property” means the Property.
“Property” means the property securing the Mortgage Note located at the address commonly known as 111-125 West Elm Street, Anaheim, California 92805.
ARTICLE II
Sale and Purchase of the Mortgage Loan
Section 2.1 Agreement to Sell and Purchase Mortgage Loan. Subject to Purchaser obtaining all governmental approvals (including the approval of the Anaheim Housing Authority), on or before July 15, 2025, Seller agrees to sell and assign, and Purchaser agrees to purchase and assume, the Mortgage Loan, without recourse or warranty, (except as expressly set forth herein), for the Mortgage Loan Purchase Price, pursuant to the terms of this Agreement. As Purchaser is fully aware, the Mortgage Loan is in default. Notwithstanding the foregoing, Seller makes no representation regarding any implied waivers, releases or similar defenses regarding the Mortgage Loan nor does Seller make any representations as to assessments or real property taxes. Purchaser agrees that, no representations by or on behalf of Seller have been made to Purchaser as to the condition of the Mortgaged Property, any restrictions related to the rehabilitation of the Mortgaged Property, the applicability of or compliance with any governmental requirements, including but not limited to environmental requirements, pertaining to the Mortgaged Property, or the suitability of the Mortgaged Property for any purpose whatsoever. Purchaser represents to Seller that Purchaser has made its own independent investigations of the Mortgaged Property.
Should the Purchaser not timely obtain all governmental approvals, Seller in its sole and absolute discretion may terminate this Agreement and proceed with Seller’s non-judicial foreclosure sale of the Property currently scheduled for July 17, 2025.
Section 2.2 Delivery of the Mortgage File. No later than ten Business Days after the sale of the Mortgage Loan to Purchaser, Seller will deliver to Purchaser the Mortgage File with respect to the Mortgage Loan to be conveyed to Purchaser. Conveyance of the Mortgage File to the Purchaser is deemed to occur at the later of (i) delivery of the Mortgage File to the Purchaser or (ii) such time as Seller has received payment of the Mortgage Loan Purchase Price in accordance with Article V. From and after such conveyance of the Mortgage File to Purchaser, Seller has no responsibility or risk of loss or damage with respect to such Mortgage File.
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Section 2.3 Conveyance of the Mortgage Loan.
(a) On the Closing Date, Seller sells, transfers, assigns, sets over and conveys to Purchaser, without any recourse, warranty, or representation (except as expressly set forth herein), all of its right, title and interest in and to the Mortgage Loan. (b) No later than five Business Days after the sale of the Mortgage Loan to Purchaser and the Closing Date, Seller will deliver the original Mortgage Note, accompanied by an original, executed Certification and Receipt, and an original, executed Allonge, and an Assignment of Deed of Trust, in recordable form, to the Purchaser. (c) Purchaser is solely responsible for recording the Assignment of Deed of Trust at Purchaser’s sole cost and expense, including, without limitation, all transfer taxes, recording fees and costs, broker commissions, finders fees, fees for title policy endorsements and continuations and other similar charges. (d) Purchaser shall pay and be solely responsible for all costs and expenses associated with the conveyance of the Mortgage Loan, including, but not limited to, any and all transfer, escrow, title, recording costs and expenses, and any fees associated with its execution, delivery and performance of this Agreement. Seller shall only be responsible for payment of its attorney fees and notary fees.
ARTICLE III
Section 3.1 Representations and Warranties of Seller. Seller hereby represents and warrants to Purchaser that:
(a) Seller has taken all necessary action to authorize the execution, delivery and performance of this Agreement by it, and has the power and authority to execute, deliver and perform this Agreement and all the transactions contemplated hereby, including, but not limited to, the power and authority to sell, assign and transfer the Mortgage Loan in accordance with this Agreement.
(b) Seller is the current owner of the Mortgage Loan and has not transferred, assigned, or hypothecated the Mortgage Loan or its interest therein, or in the Loan Documents, or all or any part of its interest in the Loan or the Loan Documents which transfer, assignment or hypothecation has not been released or reconveyed, and there are no presently effective agreements to transfer, assign or hypothecate all or any part of Seller’s interest in the Mortgage Loan or the Loan Documents.
(c) The Loan Documents listed on Schedule 1 are the only Loan Documents evidencing the Mortgage Loan, and Seller has not modified or otherwise amended the Loan Documents, except as disclosed on Schedule 1.
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(d) Seller is not a person or entity described by Section 1 of the Executive Order (No. 13224) Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism, 66 Fed. Reg. 49,079 (September 24, 2001), or whose name appears on the United States Treasury Department’s Office of Foreign Assets Control most current list of “Specifically Designated National and Blocked Persons”, and does not engage in any dealings or transactions, and is not otherwise associated, with any such persons or entities.
ARTICLE IV
Representations, Warranties and Covenants of Purchaser
Purchaser hereby represents, warrants and agrees that:
(a) Purchaser is duly and legally authorized to execute, deliver and perform this Agreement, has complied with all laws, rules, regulations and charter provisions to which it may be subject, and the undersigned representatives are authorized to act on behalf of Purchaser and to bind Purchaser to the terms of this Agreement;
(b) Purchaser is a governmental entity familiar with real estate purchase and sale transactions. Purchaser is purchasing the Mortgage Loan for its own account in respect of a commercial transaction and maintaining affordable housing made in the ordinary course of business and not with a view to or in connection with any subdivision, resale, or distribution thereof. Purchaser is authorized to engage in the business of entering into commercial transactions (including transactions of the nature contemplated herein), can bear the economic risk related to the purchase of the Mortgage Loan, and has had access to all information deemed necessary by it to make the decision of whether or not to purchase the Mortgage Loan;
(c) Purchaser’s offer to purchase the Mortgage Loan and its decisions to purchase the Mortgage Loan are based upon its own independent evaluation of the Mortgage Loan, the documents evidencing the Mortgage Loan, the Mortgaged Property, the risks and discussion with its counsel. In entering into this Agreement, Purchaser has not relied upon any oral or written information provided by Seller, other than the representations and covenants of Seller set forth herein. Purchaser acknowledges that no employee or representative of Seller has been authorized to make, and that Purchaser has not relied upon, any statements or representations other than those specifically contained in this Agreement; (d) Purchaser agrees that it will not institute any legal action in the name of Seller nor will Purchaser intentionally or unintentionally, through misrepresentation or nondisclosure, mislead any person as to, or conceal from any person, the identity of Purchaser of the Mortgage Loan; and
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(e) PURCHASER UNDERSTANDS THAT THE SALE OF THE MORTGAGE LOAN IS BEING MADE ON AN “AS IS, WHERE IS AND WITH ALL FAULTS” BASIS, AND PURCHASER
EXPRESSLY ACKNOWLEDGES THAT, IN CONSIDERATION OF THE AGREEMENTS OF
SELLER HEREIN, SELLER MAKES AND HAS MADE NO WARRANTY OR
REPRESENTATION, EXPRESS OR IMPLIED, OR ARISING BY OPERATION OF LAW AND
SPECIFICALLY DISCLAIMS ANY SUCH WARRANTY AND REPRESENTATION,
INCLUDING, BUT NOT LIMITED TO, ANY WARRANTY OF OWNERSHIP OF THE
MORTGAGED PROPERTY, EXISTENCE, QUALITY, QUANTITY, VALUE, CONDITION,
HABITABILITY, MERCHANTABILITY, OR FITNESS OF THE BORROWER, THE
MORTGAGED PROPERTY, OTHER COLLATERAL, AND/OR THE LOAN DOCUMENTS FOR ANY PARTICULAR PURPOSE. THE PROVISIONS OF THIS SECTION SHALL SURVIVE THE CONSUMMATION OF THE TRANSACTIONS HEREIN PROVIDED.
ARTICLE V
Certain Obligations of Purchaser
Section 5.1 Collection Practices. Purchaser will not violate any laws relating to unfair credit collection practices in connection with the Mortgage Loan. Purchaser hereby agrees to indemnify Seller and to hold it harmless from and against any and all claims, demands, losses, damages, penalties, fines, forfeitures, judgments, legal fees and any other costs, fees, and expenses incurred by Seller as a result of (1) a breach by Purchaser of the aforesaid warranty or (2) any claim, demand, or assertion that, after the Closing Date, Seller was in any way involved in or had in any way authorized any unlawful collection practices in connection with the Mortgage Loan transferred to Purchaser pursuant to this Agreement. Purchaser agrees to notify Seller within five (5) Business Days of receiving written notice of any such claim or demand.
Section 5.2 Reporting to or for the Internal Revenue Service. Purchaser agrees to submit all Internal Revenue Service Forms and Information Returns for the Mortgage Loan for the period during which it owns the Mortgage Loan.
Section 5.3 Purchaser Obligations with Respect to Taxes and Insurance. Purchaser hereby acknowledges that, as of the Closing Date: (a) Purchaser shall be the holder of the Mortgage Note and the beneficiary of the Mortgage, (b) Seller cannot demand, mandate or request that the Borrower of the Mortgage Loan pay property taxes or maintain the appropriate insurance (including hazard or flood insurance), (c) Purchaser shall be responsible for monitoring the status of property taxes and insurance, and (d) Seller shall not be held liable for any loss associated with the failure by the Borrower of the Mortgage Loan to pay any and all property taxes when due or maintain the appropriate insurance (including hazard or flood insurance).
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ARTICLE VI
Closing
Purchaser must pay the Mortgage Loan Purchase Price on or before the Closing Date no later than 11:00 a.m. Pacific Time. Purchaser will pay to Seller or its designee, by wire transfer in immediately available funds to the account specified by Seller, the Mortgage Loan Purchase Price.
Delivery of the Closing Documents required to be delivered by Seller will be made against delivery of the Mortgage Loan Purchase Price and the Closing Documents required to be delivered by Purchaser. The Closing will, at Seller’s option, be either by telephone, confirmed by letter or wire or conducted in person at the place designated by Seller.
ARTICLE VII
Servicing of the Mortgage Loan
The Mortgage Loan is sold and conveyed to Purchaser on a servicing-released basis. All rights, obligations, liabilities and responsibilities with respect to the servicing of the Mortgage Loan pass to Purchaser on the Closing Date and Seller will be discharged from all liability therefor. However, Seller agrees to reasonably cooperate in sending any required notices concerning the servicing transfer to Borrower and any other individuals or entities entitled to notice.
ARTICLE VIII
Notices
Unless otherwise provided for herein, all notices and other communications required or permitted hereunder must be in writing and will be deemed to have been duly given (a) on the 3rd following Business Day, if sent by registered or certified mail (return receipt requested), (b) when delivered, if delivered personally or by facsimile, or (c) on the following Business Day, if sent by overnight mail or overnight courier, in each case to the parties at the following addresses (or at such other addresses as are specified by like notice):
If to Purchaser:
ANAHEIM HOUSING AUTHORITY
201 South Anaheim Blvd
Anaheim, California 92805
Attn: Grace Ruiz-Stepter, Executive Director
If to Seller:
CALIFORNIA COMMUNITY REINVESTMENT CORPORATION
100 W Broadway, Suite 1000
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Glendale, California 91210
Attn: Tia Boatman Patterson, President
ARTICLE IX
Miscellaneous Provisions
Section 9.1 Severability. Each part of this Agreement is intended to be severable. If any term, covenant, condition or provision hereof is unlawful, invalid, or unenforceable for any reason whatsoever, and such illegality, invalidity, or unenforceability does not affect the remaining parts of this Agreement, then all such remaining parts hereof will be valid and enforceable and have full force and effect as if the invalid or unenforceable part had not been included.
Section 9.2 Headings. The headings of the Articles and Sections contained in this Agreement are inserted for convenience only and do not affect the meaning or interpretation of this Agreement or any provision hereof.
Section 9.3 Construction. Unless the context otherwise requires, singular nouns and pronouns, when used herein, are deemed to include the plural of such noun or pronoun and pronouns of one gender are deemed to include the equivalent pronoun of the other gender.
Section 9.4 Assignment. This Agreement and the terms, covenants, conditions, provisions, obligations, undertakings, rights and benefits hereof, including the Exhibits hereto, are binding upon, and inure to the benefit of, the undersigned parties and their respective heirs, executors, administrators, representatives, successors, and assigns.
Section 9.5 No Merger. By entering into this Agreement, the Parties do not intend any merger of title between the interest held and assigned under the Mortgage Loan and this Agreement, on the one hand, and any title held by Purchaser pursuant to any subordinate interests or liens it may have as to the Property
Section 9.6 Prior Understandings. This Agreement supersedes any and all prior discussions and agreements between Seller and Purchaser with respect to the purchase of the Mortgage Loan and other matters contained herein, and this Agreement contains the sole and entire understanding between the parties hereto with respect to the transactions contemplated herein.
Section 9.7 Integrated Agreement. This Agreement and all Exhibits hereto constitute the final complete expression of the intent and understanding of Purchaser and Seller. This Agreement may not be altered or modified except by a subsequent writing, signed by Purchaser and Seller.
Section 9.8 Counterparts. This Agreement may be executed in any number of counterparts, each of which constitutes one and the same instrument, and either party hereto may execute this Agreement by signing any such counterpart.
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Section 9.9 Governing Law. This Agreement is governed by and will be construed in accordance with the laws of the State of California, without giving effect to its choice of law doctrine.
Section 9.10 Survival. Each and every representation and covenant hereinabove made by Purchaser or Seller survives the Closing and does not merge into the Closing Documents, but instead is independently enforceable.
Section 9.11 No Broker. Seller and Purchaser each represent and warrant to the other that it has not dealt with any person that may be entitled to any commission or compensation in connection with the sale of the Mortgage Loan by Seller to Purchaser.
Section 9.12 No Forbearance or Postponement, etc. Nothing contained in this Agreement shall constitute an agreement by Seller to forbear from foreclosing or to postpone any pending foreclosure proceedings relating to the Property. There are no intended or unintended third party beneficiaries of this Agreement including, by way of example and not limitation, the Borrower or any prospective purchaser of the Property or of interests in the Borrower.
Section 9.13 Controlling Agreement. PURCHASER AGREES TO ACCEPT THE MORTGAGE
LOAN IN ITS PRESENT CONDITION AND ACKNOWLEDGES AND AGREES THAT SELLER HAS NOT
MADE AND DOES NOT HEREBY MAKE ANY REPRESENTATIONS, WARRANTIES, OR COVENANTS OF
ANY KIND OR CHARACTER WHATSOEVER WITH RESPECT TO THE MORTGAGE LOAN, WHETHER EXPRESS OR IMPLIED, EXCEPT AS SET FORTH IN THIS AGREEMENT. FURTHERMORE, WITHOUT
LIMITING THE GENERALITY OF THE FOREGOING, PURCHASER ACKNOWLEDGES AND AGREES
THAT SELLER HAS NOT MADE AND DOES NOT MAKE, AND PURCHASER HEREBY DISCLAIMS THE
EXISTENCE OF OR RELIANCE UPON, ANY IMPLIED WARRANTY, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, MARKETABILITY, OR FITNESS FOR A PARTICULAR USE.
PURCHASER HEREBY UNCONDITIONALLY AND IRREVOCABLY WAIVES ANY AND ALL CLAIMS
AGAINST SELLER ARISING IN CONNECTION WITH THE MORTGAGE LOAN AND PURCHASER
AGREES TO LOOK SOLELY TO THE BORROWER AND ANY GUARANTOR OF THE MORTGAGE NOTE
AND MORTGAGED PROPERTY REGARDING ANY CLAIMS ARISING IN CONNECTION WITH THE MORTGAGE LOAN.
[Remainder of Page Intentionally left Blank; Signature Page Follows]
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement. “PURCHASER”
ANAHEIM HOUSING AUTHORITY,
a public body, corporate and politic
By:
Grace Ruiz-Stepter, Executive Director
or Authorized Designee
ATTEST:
THERESA BASS
AUTHORITY SECRETARY
Authority Secretary
or Authorized Designee
APPROVED AS TO FORM:
OFFICE OF THE CITY ATTORNEY
Ryan O. Hodge, Esq.
Deputy City Attorney IV
or Authorized Designee
“SELLER”
CALIFORNIA COMMUNITY REINVESTMENT CORPORATION,
a California nonprofit public benefit corporation
By: _______________________
Name: Tia Boatman Patterson
Title: President
[SIGNATURE PAGE TO MORTGAGE LOAN SALE AGREEMENT]
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Exhibit A: Form of Allonge
Exhibit B: Form of Assignment of Deed of Trust
Exhibit C: Assignment of Loan Documents
Exhibit D: Certification and Receipt
Exhibit E: Description of Mortgage
Exhibit F: Description of Mortgage Note
Schedule 1 - Page 1
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SCHEDULE 1
LOAN DOCUMENTS
1) Loan Agreement dated as of June 25, 2009, executed by Elm Street Commons, a California limited partnership as Borrower in favor of Seller;
2) Promissory Note dated as of June 25, 2009 made by Borrower in the original principal amount of US $3,617,800.00 for the benefit of Seller;
3) Deed of Trust with Assignment of Rents dated as of June 25, 2009, made by Borrower for the benefit of Seller, as beneficiary and recorded August 12, 2009, as Document No. 2009- 000433413 in the Official Records of Orange County, California;
4) Environmental Indemnity (Unsecured) dated as of June 25, 2009, executed by Borrower in favor of Seller;
5) UCC Financing Statement filed with the California Secretary of State’s Office; and
6) All other instruments and agreements executed in connection with any of the foregoing in or under which Assignor has any right, title or interest.
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ALLONGE
FOR VALUE RECEIVED, the undersigned, an original and successor payee under that certain Promissory Note dated as of June 25, 2009, in the original amount of $3,617,800.00, made by Elm Street Commons, a California limited partnership (“Borrower”), and payable to the order of CALIFORNIA COMMUNITY REINVESTMENT CORPORATION, a California nonprofit public benefit corporation, as amended and modified from time to time (collectively, the “Note”), to which this endorsement is affixed, absolutely assigns, transfers, endorses, negotiates, and sets over to and makes payable to the order of ANAHEIM HOUSING AUTHORITY, a public body, corporate and politic of the State of California the Note, without recourse, representation or warranty of any kind, direct or indirect. This assignment includes the Note, all interest, principal, and other sums due or to become due under the Note, and all other rights of any nature accrued or to accrue under the Note.
Dated: August __, 2025
CALIFORNIA COMMUNITY REINVESTMENT
CORPORATION,
a California nonprofit public benefit
corporation
By: _______________________
Name: Tia Boatman Patterson
Title: President
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Recording Requested By And
When Recorded Mail To:
ANAHEIM HOUSING AUTHORITY ,
a public body, corporate and poliƟc
201 South Anaheim Boulevard
Anaheim, California 92805
AƩn: Grace Ruiz-Stepter, ExecuƟve Director
ASSIGNMENT OF DEED OF TRUST
The undersigned, CALIFORNIA COMMUNITY REINVESTMENT CORPORATION, a California nonprofit public benefit corporation (“Assignor”), assigns, transfers and sets over to ANAHEIM HOUSING AUTHORITY, a public body, corporate and politic of the State of California (“Assignee”), the beneficial interest under that certain Deed of Trust with Assignment of Leases and Rents, Security Agreement and Fixture Filing dated as of June 25, 2009, made by Elm Street Commons, a California limited partnership (“Borrower”) for the benefit of Assignor, and recorded August 12, 2009 as Document No. 2009-000433413 in the Official Records of Orange County, California (the “Deed of Trust”). The Deed of Trust secures a lien on the Property more specifically described on Exhibit A attached hereto. This assignment of the Deed of Trust is made together with that certain Promissory Note dated as of June 25, 2009, in the original amount of $3,617,800.00, made by Borrower, payable to the order of Assignor; as modified from time to time (the “Note”), which the Deed of Trust secures and all other loan documents executed in connection with the loan evidenced by the Note.
Date: August __, 2025
[SIGNATURE ON NEXT PAGE]
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CALIFORNIA COMMUNITY REINVESTMENT
CORPORATION,
a California nonprofit public benefit
corporation
By: _______________________
Name: Tia Boatman Patterson
Title: President
State of California }
County of Los Angeles }SS
On August ___, 2025 before me, ________________, Notary Public, personally appeared Tia Boatman Patterson, who 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 she executed the same in her authorized capacity(ies), and that by her signature(s) 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.
WITNESS my hand and official seal.
Signature: ___________________________________
(Seal)
Exhibit A - Page 1
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EXHIBIT A
PROPERTY DESCRIPTION
THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF ANAHEIM, IN THE COUNTY OF ORANGE, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS:
LOT 1 AS SHOWN ON LOT LINE ADJUSTMENT NO. 617 AS EVIDENCED BY DOCUMENT RECORDED ON MARCH 30, 2007 AS INSTRUMENT NO. 2007000206302 OF OFFICIAL RECORDS, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:
THE SOUTHERLY 150 FEET OF LOT 54 OF THE ORIGINAL TOWN OF ANAHEIM, IN THE CITY OF ANAHEIM, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 4, PAGES 629 AND 630 OF DEEDS, IN THE OFFICE OF THE COUNTY RECORDER OF LOS ANGELES COUNTY, CALIFORNIA, TOGETHER WITH THE EASTERLY ONE HALF OF LOT 55 OF THE ORIGINAL
TOWN OF ANAHEIM, IN THE CITY OF ANAHEIM, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 4, PAGES 629 AND 630 OF DEEDS, IN THE OFFICE OF THE COUNTY RECORDER OF LOS ANGELES COUNTY, CALIFORNIA.
APN: 037-021-12 and 037-021-13
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ASSIGNMENT OF LOAN DOCUMENTS
FOR GOOD AND VALUABLE CONSIDERATION, the receipt and sufficiency of which are hereby acknowledged, CALIFORNIA COMMUNITY REINVESTMENT CORPORATION, a California nonprofit public benefit corporation (“Assignor”), does hereby sell, transfer and assign to ANAHEIM HOUSING AUTHORITY, a public body, corporate and politic (“Assignee”), without recourse, representation or warranty, whether express or implied, all of Assignor’s right, title and interest in and to the documents, instruments and agreements listed on Exhibit “A”, attached hereto and incorporated herein by this reference (collectively, the “Loan Documents”), in accordance with and subject to the terms of that certain Mortgage Loan Sale Agreement between Assignor and Assignee dated as of July 15, 2025 (“Loan Sale Agreement”). It is the intention of Assignor to transfer and assign to Assignee all of the rights, title and interest, benefits and obligations and duties held by Assignor in, to and under the Loan Documents and the loan evidenced thereby. The assignment made by Assignor hereby is “AS-IS”, “WHERE IS” and WITHOUT ANY WARRANTIES EXPRESS OR IMPLIED. All such terms and conditions of the Loan Sale Agreement are incorporated herein by this reference as if set forth in full.
IN CONNECTION THEREWITH, Assignee hereby accepts the foregoing assignment and hereby assumes all of the duties, obligations and liabilities of Assignor under and with respect to the loan as evidenced by the Loan Documents.
IN WITNESS WHEREOF, Assignor and Assignee have duly executed this Assignment of Loan Documents to be effective as of the date set forth below.
Date: August __, 2025
ASSIGNOR:
CALIFORNIA COMMUNITY REINVESTMENT CORPORATION,
a California nonprofit public benefit corporation
By: _______________________
Name: Tia Boatman Patterson
Title: President
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ASSIGNEE:
ANAHEIM HOUSING AUTHORITY,
a public body, corporate and politic
By:
Grace Ruiz-Stepter, Executive Director
or Authorized Designee
ATTEST:
THERESA BASS
AUTHORITY SECRETARY
Authority Secretary
or Authorized Designee
APPROVED AS TO FORM:
OFFICE OF THE CITY ATTORNEY
Ryan O. Hodge, Esq.
Deputy City Attorney IV
or Authorized Designee
Exhibit A – Page 1
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EXHIBIT “A”
LOAN DOCUMENTS
1) Loan Agreement dated as of June 25, 2009, executed by Elm Street Commons, a California limited partnership as Borrower in favor of Seller;
2) Promissory Note dated as of June 25, 2009 made by Borrower in the original principal amount of US $3,617,800.00 for the benefit of Seller;
3) Deed of Trust with Assignment of Rents dated as of June 25, 2009, made by Borrower for the benefit of Seller, as beneficiary and recorded August 12, 2009, as Document No. 2009- 000433413 in the Official Records of Orange County, California;
4) Environmental Indemnity (Unsecured) dated as of June 25, 2009, executed by Borrower in favor of Seller;
5) UCC Financing Statement filed with the California Secretary of State’s Office; and
6) All other instruments and agreements executed in connection with any of the foregoing in or under which Assignor has any right, title or interest.
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CERTIFICATION AND RECEIPT
The undersigned, CALIFORNIA COMMUNITY REINVESTMENT CORPORATION, a California nonprofit public benefit corporation, hereby certifies to ANAHEIM HOUSING AUTHORITY, a public body, corporate and politic (“Purchaser”) that attached hereto is a true and correct copy of that certain Promissory Note as of June 25, 2009, in the original amount of $3,617,800.00, made by Elm Street Commons, a California limited partnership (“Note”).
Date: August __, 2025
CALIFORNIA COMMUNITY REINVESTMENT CORPORATION,
a California nonprofit public benefit corporation
By: _______________________
Name: Tia Boatman Patterson
Title: President
Exhibit E – Page 1
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EXHIBIT E
DESCRIPTION OF MORTGAGE
Deed of Trust with Assignment of Leases and Rents, Security Agreement and Fixture Filing, dated as of June 25, 2009, made by Elm Street Commons, a California limited partnership, for the benefit of CALIFORNIA COMMUNITY REINVESTMENT CORPORATION, a California nonprofit public benefit corporation, recorded August 12, 2009, as Document No. 2009-000433413 in the Official Records of Orange County, California.
Exhibit F – Page 1
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EXHIBIT F
MORTGAGE NOTE
Promissory Note dated as of June 25 , 2009 in the original principal amount of $3,617,800.00 made by Elm Street Commons, a California limited partnership, to CALIFORNIA COMMUNITY REINVESTMENT CORPORATION, a California nonprofit public benefit corporation.