3003/034716-0035
21620573.4 a05/18/25
RECORDING REQUESTED BY AND
WHEN RECORDED MAIL TO:
HOUSING TRUST SILICON VALLEY
75 E. Santa Clara Street, Suite 1350
San Jose, CA 95113
Attn: Multifamily Housing Dept.
Ref: 2000 Delaware
San Mateo, California
SUBORDINATION AGREEMENT
THIS SUBORDINATION AGREEMENT (this “Agreement”) is dated as of May 22, 2025, by and among HOUSING TRUST SILICON VALLEY, a California nonprofit public benefit corporation (“ Lender”), CITY OF SAN MATEO , a California charter city (“Subordinate Lender ”), and MP 2000 DELAWARE LLC , a California limited liability company (“Borrower”).
RECITALS:
A. Lender has previously made a loan in the amount of $17,600,000.00 (the “Senior Loan”) to the Borrower, as evidenced by that certain Promissory Note Secured by Deed of Trust dated September 13, 2024 (the “Senior Note”), executed by Borrower and payable to the order of Lender, and secured by, among other things, that certain Leasehold Deed of Trust with Assignment of Rents, Security Agreement, and Fixture Filing dated September 13, 2024 and recorded on September 30, 2024 as Instrument No. 2024-051499 in the Official Records of the County of San Mateo (the “Senior Deed of Trust”), covering the property described in Exhibit A attached hereto and incorporated herein by this reference, together with all improvements thereon and personal property used relative thereto, all as more particularly des cribed in the Senior Deed of Trust ( the “Collateral”). The Senior Note, the Senior Deed of Trust and any and all other documents evidencing or securing the Senior Loan as the same may be from time to time amended, extended, restated, replaced, supplemented, increased, consolidated, decreased, renewed or otherwi se modified are hereinafter collectively referred to as the “Senior Loan Documents”.
B. Contemporaneously herewith, Subordinate Lender has made a loan in the aggregate amount of $500,000.00 (the “Subordinate Loan” ) to Borrower, as evidenced by that certain Promissory Note dated of even date herewith (the “Subordinate Note”), executed by Borrower and payable to the order of Subordinate Lender, and secured by, among other things, that certain Deed of Trust with Assignment of Rents, Security Agreement , and Fixture Filling of even date herewith (the “ Subordinate Deed of Trust ”), covering the property described in Exhibit A attached hereto and incorporated herein by this reference, together with the Collateral.
C. In addition to the Subordinate Deed of Trust, Subordinate Lender recorded a Regulatory Agreement and Declaration of Restrictive Covenants on December 20, 2024 as Instrument No. 2024- 068650 in the Official Records of the County of San Mateo (the “Subordinate Regulatory Agreement”). The Subordinate Deed of Trust, the Subordinate Note, 3003/034716-0035
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the Subordinate Regulatory Agreement and together with the unrecorded loan documents executed by Borrower in connection with the Subordinate Loan, shall be collectively referred to herein as the “Subordinate Loan Documents .” Notwithstanding the foregoing, Sections 1.1(a),
1.1(b), 1.1(c), 1.1(h), 1.1(i), 1.1(l), 1.1(m), 1.1(n), 1.1(p), 1.1(q), 1.1(r), 1.1(s), 1.1(t), 1.1(x),
1.1(y), 1.1(z), 1.1(bb), 2.1, 2.2, 2.3, 2.4, 2.6, 2.7, 3.1 and 3.2 of the Subordinate Regulatory Agreement set forth certain affordabi lity provisions regarding residential units of the Collateral , which shall be senior to the Senior Loan Documents (the “Senior Regulatory Provisions”).
D. It is a condition precedent to making the Senior Loan, that the Senior Loan Documents and Lender ’s rights to payments under the Senior Loan Documents shall unconditionally be and remain at all times a lien or charge upon the Collateral, prior and superior to the Subordinate Loan Documents and any and all rights, restrictions, agreements, liens and charges in favor of Subordinate Lender and the Subordinate Lender’s right to payments under the Subordinate Loan Documents.
E. Lender is willing to make its Senior Loan, provided the condition precedent described above is satisfied and that Subordinate Lender will specifically and unconditionally subordinate the Subordinate Loan Documents, the Subordinate Lender ’s right to payments under the Subordinate Loan Documents, and any and all other rights, restrictions, agreements, liens and charges in favor of Subordinate Lender to the liens and charges of the Senior Loan Documents and Lender’s right to payments under the Senior Loan Documents.
AGREEMENT
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Lender and Subordinate Lender do herein and hereby agree as follows:
1. Certification by Subordinate Lender. Subordinate Lender hereby certifies and warrants to Lender that the following information is true and complete as of the date hereof:
(a) The Subordinate Deed of Trust (any UCC-1 financing statements recorded and filed in connection therewith) are the only document s securing the Subordinate Loan and the Subordinate Regulatory Agreement is the only document restricting the use of the Collateral; (b) Subordinate Lender has never assigned any interest (whether collateral or otherwise) in or to the Subordinate Deed of Trust and/or the Subordinate Regulatory Agreement; (c) No default or event of default has been declared by Subordinate Lender under the Subordinate Deed of Trust;
(d) The term of the Subordinate Loan does not end before the stated term of the Senior Loan; and
(e) The Subordinate Loan Documents ha ve not been amended, modified, assigned or superseded.
2. Reliance. Lender would not make the Senior Loan to the Borrower without this Agreement. Accordingly, Subordinate Lender intentionally and unconditionally enters into the 3003/034716-0035
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covenants and agreements as set forth herein, and understands that, in reliance upon and in consideration of such covenants and agreements, the Senior Loan shall be made and, as part and parcel thereof, specific monetary and other obligations have been, are being and shall be entered into which would not be made or entered into but for such reliance.
3. Priority of Senior Note and Senior Deed of Trust. Notwithstanding the time of the recording of the Senior Deed of Trust, and notwithstanding anything to the contrary whatsoever contained in the Subordinate Deed of Tru st and the Subordinate Regulatory Agreement , all of Subordinate Lender’s rights and remedies under the Subordinat e Deed of Trust and Subordinate Regulatory Agreement (excluding the Senior Regulatory Provisions) are hereby expressly made subject and subordinate in all respects including, without limitation, subordinate in lien, operation, and distribution, and subordinate in payment to the Senior Note and the Senior Deed of Trust (including, without limitation, any future advances by Lender to protect the Collateral or Lender’s lien thereon or rights thereto), and to all of Lender ’s rights and remedies under the Senior Loan Documents and to the Collateral. In addition, in furtherance of and without limiting the foregoing, Subordinate Lender agrees that:
(a) All rights of Subordinate Lender under the Subordinate Deed of Trust and under any of the other Subordinate Loan Documents in and to the Collateral and the proceeds thereof (including, without limitation, any rights with respect to leases, rents, insurance proceeds and condemnation awards) shall be expressly subject and subordinate to the rights of Lender in and to the Collateral and the proceeds thereof (including, without limitation, any rights with respect to leases, rents, insurance proceeds and condemnation), and to any other expenses incurred under and as permitted in the Senior Loan Documents.
(b) Subordinate Lender declares, agrees and acknowledges that Subordinate Lender consents to and approves all provisions of the Senior Note, the Senior Deed of Trust and each of the other Senior Loan Documents.
(c) Subordinate Lender hereby expressly consents to and authorizes, at the option of Lender and without any further consent of or notice to Subordinate Lender , the amendment, extension, restatement, refinance, or other modification, in whole or in part, of all or any of the Senior Loan Documents, including without limitation, increasing or decreasing the stated principal amount of the Senior Note, increasing or decreasing the interest rate payable under the Senior Note or altering any other payment terms under the Senior Note. Notwithstanding any provision of this Agreement to the contrary, any reference herein to the “ Senior Deed of Trust,” “Senior Loan Documents ” or “Senior Note” is deemed to include and refer to any renewal, replacement, amendment, modification, refinancing, extension, substitution or consolidation thereof whether by Lender, any successor or assign of Lender, or any other person or entity. (d) Subordinate Lender hereby agrees that Subordinate Lender shall not agree to, and the Subordinate Deed of Trust and the Subordinate Regulatory Agreement shall not be deemed to be evidence of approval by Lender of, any encumbrance on the Collateral or any increases in the amount evidenced by the Subordinate Deed of Trust. No further advances shall be provided by Subordinate Lender to the Borrower whether pursuant to the Subordinate Deed of Trust or otherwise.
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(e) If, notwithstanding the provisions of this Agreement, any payment, distribution or security of any character (whether in cash, securities or other property) shall be received by the Subordinate Lender out of or in connection with the Subordinate Deed of Trust or the Subordinate Regulatory Agreement before all of the Senior Loan shall have been paid in full, such payment, distribution or security, as applicable, shall not be commingled with any asset of Subordinate Lender, shall be held in trust for the benefit of, and shall be delivered over or delivered and transferred to, Lender or its representative, for application to the payment of the Senior Loan remaining unpaid, until all of the Senior Loan shall have been paid in full. Subordinate Lender is not and shall not be permitted to receive or apply payments against the Subordinate Deed of Trust or the Subordinate Regulatory Agreement until such time as all obligations under the Senior Loan Documents have been fully satisfied and the Senior Loan has been paid in full (the “Release Event”). Anything hereinabove to the contrary notwithstanding, Subordinate Lender shall be entitled to any regular installments of principal and interest under the Subordinate Note in accordance with the terms of the Subordinate Note. Subordinate Lender agrees that from and after such time as it has received from either Lender or Borrower written notice that a default or Event of Default (as defined under the Senior Loan Documents) then exists (which has not been expressly waived in writing by Lender) or otherwise has actual knowledge of such a default or Event of Default, Subordinate Lender shall not receive or accept any payments under the Subordinate Loan. (f) Subordinate Lender shall be bound by any consents or waivers made by Lender, and Subordinate Lender, hereby waives any and all rights of consent or approval with regard to any matters covered by or under the terms of the Senior Loan Documents. (g) In the event of an extension of the term of the Senior Loan, Subordinate Lender hereby agrees to extend the term of the Subordinate Loan for a corresponding or greater period of time.
(h) Subordinate Lender hereby agrees to deliver to Lender copies of any and all notices received by it or its agents in connection with the Subordinate Deed of Trust. Subordinate Lender hereby grants to Lender the right, but not the obligation, to cure any default under the Subordinate Deed of Trust, and the Subordinate Lender also accepts all such performance by Lender.
4. Certain Actions Regarding Subordinate Deed of Trust. Until the Release Event has occurred, Subordinate Lender shall not take any of the following actions with respect to the Subordinate Deed of Trust, without the prior written consent of Lender:
(a) Declare a default under the Subordinate Deed of Trust or the other Subordinate Loan Documents , accelerate all or any portion of any monies due pursuant to the Subordinate Deed of Trust or the other Subordinate Loan Documents , or exercise any of its remedies under the Subordinate Deed of Trust;
(b) Commence any legal proceedings against the Borrower; (c) Consent to any amendment, extension, restatement, replacement, supplement, increase, consolidation, renewal or modification of the Subordinate Deed of Trust; 3003/034716-0035
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(d) Assign, convey, sell, hypothecate or transfer any interest whatsoever in the Subordinate Deed of Trust directly or indirectly (including, without limitation, by means of a transfer of ownership interests in Subordinate Lender), whether such interest be collateral in nature (e.g., pledges or grants of security interests) or absolute; (e) Commence or consent to any bankruptcy, insolvency, reorganization or similar proceeding by or against the Borrower; or
(f) Except as set forth in Section 3(e) above, accept any payments under the Subordinate Deed of Trust.
Any consent required of Lender in this Agreement may be given or withheld in the sole and absolute discretion of Lender. The Subordinate Lender shall have no rights to any proceeds of a refinancing of the Senior Loan in which rights under the Senior Loan Documents are sold or transferred or the Senior Loan is replaced, until such time as the entire indebtedness evidenced or secured by the Senior Loan Documents and all other sums evidenced or secured by the Senior Loan Documents have been paid in full. The Subordinate Lender acknowledges and agrees that any assignment or assignments of the Senior Loan and/or the Senior Loan Documents in connection with a sale by Lender of the Senior Loan (by itself or with other loans) shall not be deemed to be a repayment of the Senior Loan for purposes of this Agreement.
5. Bankruptcy Issues.
(a) This Agreement shall be applicable both before and after commencement, whether voluntary or involuntary, of any case by or against the Borrower under the United States Bankruptcy Code (as amended from time to time, the “Bankruptcy Code”) and all references herein to the Borrower shall be deemed to apply to the Borrower as a debtor-in-possession and to any trustee in bankruptcy for the estate of the Borrower. (b) In the event Lender is required under any bankruptcy or other law to return to the Borrower, Borrower’s bankrupt estate, any third party or any trustee, receiver or other similar representative of the Borrower any payment or distribution of assets, whether in cash, property or securities, including, without limitation any Collateral or any proceeds of the Collateral previously received by Lender on account of the Senior Loan Documents (a “Reinstatement Distribution”), then to the maximum extent permitted by law, this Agreement and the subordination of the Subordinate Note shall be reinstated with respect to any such Reinstatement Distribution. Lender shall not be required to contest its obligation to return such Reinstatement Distribution. (c) The Subordinate Lender hereby agrees that the Subordinate Lender shall not make any election, give any consent, commence any action or file any motion or take any other action in any case by or against Borrower under the Bankruptcy Code without the prior written consent of Lender . The Subordinate Lender hereby appoints Lender as its agent, and grants to Lender an irrevocable power of attorney coupled with an interest, and its proxy, for the purpose of exercising any and all rights and taking any and all actions available to the Subordinate Lender in connection with any case by or against Borrower under the Bankruptcy Code, including without limitation, the right to vote to accept or reject a plan, to file a claim, to make any election under Section 1111(b) of the Bankruptcy Code with respect to the Subordinate Deed of Trust or the Subordinate Regulatory Agreement and to file a motion to modify the automatic stay with respect 3003/034716-0035
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to the Subordinate Loan. The Subordinate Lender hereby agrees that, upon the request of Lender, the Subordinate Lender shall do, execute, acknowledge and deliver to Lender all and every such further acts, deeds, conveyances and instruments as Lender may request for the better assuring and evidencing of the foregoing appointment and grant.
6. Subordinate Lender Notice and Cure . Lender hereby agrees to deliver to the Subordinate Lender copies of any default notice given by it or its agents in connection with the Senior Deed of Trust. Lender hereby grants to the Subordinate Lender the right, but not the obligation, to cure any default under the Senior Deed of Trust within thirty (30) days of Lender ’s delivery of a default notice to the Subordinate Lender, and the Lender also accepts all such performance by the Subordinate Lender.
7. Lender Notice and Cure. Subordinate Lender hereby agrees to concurrently deliver to Lender at the address set forth above copies of any default notice given by it or its agents to Borrower in connection with the Subordinate Deed of Trust. Subordinate Lender hereby grants to Lender the right, but not the obligation, to cure any default under the Subordinate Deed of Trust within sixty (60) days of Subordinate Lender’s delivery of a default notice to Lender (the “ Cure Period”), and the Subordinate Lender also accepts all such perfor mance by Lender. If the cure is completed within the Cure Period, Subordinate Lender will rescind any notice of default and accept all payments and acts done by Lender on behalf of Borrower within the Cure Period as though the same had been timely done and performed by Borrower, so that such acts and payments shall fully and totally cure and correct all such defaults, breaches, failures or refusals for all purposes.
8. Survival of the Senior Regulatory Provisions . Lender and Subordinate Lender hereby expressly agree that, notwithstanding anything to the contrary set forth elsewhere herein, the Senior Regulatory Provisions are senior in priority to and not subordinated to the Senior Deed of Trust and that following a foreclosure under the Senior Deed of Trust (a “Foreclosure Action”), the Senior Regulatory Provisions shall survive and the successor owner of the Collateral shall acquire the Collateral subject to all of the terms and conditions of the Senior Regulatory Provisions, except as otherwise expressly provided below:
(a) No successor owner shall be obligated under the Senior Regulatory Provisions to make any payment under, or to otherwise comply with, any of the Subordinate Loan Documents;
(b) No successor owner would be obligated to pay, or otherwise have any liability for or in connection with, any claim by Subordinate Lender for liquidated damages, for indemnification or for damages in connection with any breach of any term or provision of the Senior Regulatory Provisions f irst occurring prior to the date upon which such successor owner acquired title to the Collateral, except to the extent such breach continues after such successor owner acquires title to the Collateral subject to such succes sor owner having a reasonable period of time to comply with the Senior Regulatory Provisions and subject further to any applicable notice and cure periods under the Senior Regulatory Provisions or such longer notice and cure period consented to by the Subordinate Lender in writing; (c) No successor owner shall be required to cure any default under the Senior Regulatory Provisions first occurring prior to the date upon which such successor owner acquired title to the Collateral, except to the extent such default continues after such successor owner 3003/034716-0035
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acquires title to the Collateral subject to such successor owner having a reasonable period of time to comply with the Senior Regulatory Provisions and subject further to any applicable notice and cure periods under the Senior Regulatory Provisions or such longer notice and cure period consented to by the Subordinate Lender in writing; and
(d) The Subordinate Lender, after a Foreclosure Action, shall not unreasonably withhold, delay or condition any consent or approval contemplated hereunder.
9. Miscellaneous Provisions:
(a) Entire Agreement; Amendment; Severability. This Agreement contains the entire agreement between the parties respecting the matters herein set forth and supersedes all prior agreements, whether written or oral, between the parties respecting such matters. Any amendments or modifications hereto, in order to be effective, shall be in writing and executed by the parties hereto. A determination that any provision of this Agreement is unenforceable or invalid shall not affect the enforceability or validity of such provision as it may apply to any other persons or circumstances.
(b) Governing Law; Jurisdiction. This Agreement shall be governed by and construed in accordance with the laws of the State of California, except to the extent that the applicability of any of such laws may now or hereafter be preempted by federal law, in which case such federal law shall so govern and be controlling. Subordinate Lender, to the full extent permitted by law, hereby knowingly, intentionally and voluntarily, with and upon the advice of competent counsel, (i) submits to personal jurisdiction in t he State of California over any suit, action or proceeding by any person arising from or relating to this Agreement, (ii) agrees that any such action, suit or proceeding may be brought in any state or federal court of competent jurisdiction sitting in Santa Clara County, California, (iii) submits to the jurisdiction of such courts, and (iv) to the fullest extent permitted by law, agree s that it will not bring any action, suit or proceeding in any other forum (but nothing herein shall affect the right of lender to bring any action, suit or proceeding in any other forum). Subordinate Lender hereby further irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection which it may now or hereafter have to the laying of venue of any of the aforesaid actions, suits or proceedings arising out of or in connection with this agreement sitting in Santa Clara County, California, and hereby further irrevocably and unconditionally waives and agrees not to plead or claim in any such court that any such action, suit or proceeding brought in any such court has been brought in an inconvenient forum. Subordinate Lender absolutely and unconditionally waives and relinquishes, for the benefit and reliance of Lender, any and all rights or claims that Subordinate Lender might have to require the marshalling of assets under the Senior Deed of Trust or to assert any and all principles of equitable subordination or alteration of priorities of the Senior Deed of Trust. (c) Assigns. The terms, provisions and conditions of this Agreement shall be binding upon Subordinate Lender, Lender and the successors and assigns of either; provided, however, nothing in this Section 9(c) shall be deemed to waive or diminish in any respect Subordinate Lender’s obligations pursuant to Section 4(d) above. (d) Further Assurances. Subordinate Lender agrees, within te n (10) business days after request by Lender , to execute such other documents (whether in recordable form or otherwise) as may be requested by Lender to further evidence the subordination and other 3003/034716-0035
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agreements effectuated hereby. The Subordinate Lender hereby appoints Lender as its agent, and grants to Lender an irrevocable power-of-attorney coupled with an interest, and its proxy, for the purpose of exercising any and all rights and taking any and all actions in respect of the Subordinate Deed of Trust and/or the Subordinate Regulatory Agreement and in furtherance of this Agreement, in the name of the Subordinate Lender, with the same force and effect as the Subordinate Lender could do if this Agreement had not been made.
(e) No Third Party Beneficiaries; Securitization . It is expressly agreed and understood that each and every certificate and agreement of Subordinate Lender in this Agreement are for the benefit of Lender and subsequent owners or holder of the Senior Loan Documents. No third party shall be entitled to rely on any agreements or certifications provided herein to any extent whatsoever.
(f) Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be effective only upon delivery and thereafter shall be deemed an original, and all of which shall be taken to be one and the same instrument, for the same effect as if all parties hereto had signed the same signature page. Any signature of this Agreement may be detached from any counterpart of this Agreement without impairing the legal effect of any signatures thereon and may be attached to another counterpart of this Agreement identical in form hereto but having attached to it one or more additional signature pages. (g) WAIVER OF JURY TRIAL. SUBORDINATE LENDER, TO THE FULL
EXTENT PERMITTED BY LAW, HEREBY KNOWINGLY, INTENTIONALLY AND
VOLUNTARILY, WITH AND UPON THE ADVICE OF COMPETENT COUNSEL, WAIVES
AND RELINQUISHES THE RIGHT TO A TRIAL BY JURY IN ANY ACTION OR
PROCEEDING BASED UPON, ARISING OUT OF, OR IN ANY WAY RELATING TO THIS
AGREEMENT OR ANY CONDUCT, ACT OR OMISSION OF LENDER OR SUBORDINATE
LENDER OR ANY OF THEIR DIRECTORS, OFFICERS, PARTNERS, MEMBERS,
EMPLOYEES, AGENTS OR ATTORNEYS, OF ANY OTHER PERSONS AFFILIATED WITH
LENDER OR SUBORDINATE LENDER IN EACH OR THE FOREGOING CASES, WHETHER SOUNDING IN CONTRACT, TORT OR OTHERWISE.
(h) Estoppel Certificates. Subordinate Lender agrees that it shall, from time to time, upon the demand of Lender, furnish Lender with estoppel certificates pursuant to which the Subordinate Lender shall certify to Lender the matters set forth in Section 1 above remain true and correct and such other matters as Lender may reasonably require. (i) Costs and Expenses . As between Lender , on the one hand, and the Borrower and Subordinate Lender, on the other hand, the Borrower and Subordinate Lender shall be jointly and severally liable to pay any and all costs and expenses incurred by Lender in reviewing any matter requiring its approval hereunder (including, without limitation, the reasonable fees and expenses of counsel to Lender).
(j) No Partnership. This Agreement shall not in any respect be interpreted, deemed or construed as making Subordinate Lender a partner or joint venturer with any other person or entity, including, without limitation, Lender or Borrower, nor shall it be construed as making Subordinate Lender the agent or representative of Lender or Borrower nor Lender or Borrower the agent or representative of Subordinate Lender. 3003/034716-0035
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(k) Severability. In the event that any provision of this Agreement or the application hereof to any party hereto shall, to any extent, be invalid or unenforceable, under any applicable statute, regulation or rule of law, then such provision shall be deemed inoperative to the extent that it may conflict therewith and shall be deemed modified to conform to such statute, regulation or rule of law, and the remainder of this Agreement and the application of any such invalid or unenforceable provisions to parties, jurisdictions or circumstances other than to whom or to which it is held, invalid or unenforceable, shall not be affected thereby nor shall same affect the validity of enforceability of any other provision of this Agreement. (l) Conflict. In the event of any conflict between the provisions of this Agreement on the one hand, and the Subordinate Deed of Trust and/or Subordinate Regulatory Agreement on the other hand, the provisions of this Agreement shall control. [REMAINDER OF PAGE LEFT INTENTIONALLY BLANK –
SIGNATURES ON FOLLOWING PAGES]
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date hereinabove written.
SUBORDINATE LENDER:
CITY OF SAN MATEO,
a California charter city
By: ________________________________
Name: Alex Khojikian
Its: City Manager
APPROVED AS TO FORM:
By: ________________________________
Name: Prasanna W. Rasiah
Its: City Attorney
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 ______________________ )
On _________________________, before me, ,
(insert name and title of the officer)
Notary Public, personally appeared ,
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 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 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)
[signatures continue on following pages.]
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LENDER:
HOUSING TRUST SILICON VALLEY,
a California nonprofit public benefit corporation
By: _______________________
Name: _______________________
Title: _______________________
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 ______________________ )
On _________________________, before me, ,
(insert name and title of the officer)
Notary Public, personally appeared ,
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 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 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)
[signatures continue on following pages.]
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BORROWER:
MP 2000 DELAWARE, LLC,
a California limited liability company
By: Mid-Peninsula Greenridge, Inc.,
a California corporation,
its sole member/manager
By:
Name:
Its:
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 ______________________ )
On _________________________, before me, ,
(insert name and title of the officer)
Notary Public, personally appeared ,
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 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 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)
3003/034716-0035
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EXHIBIT A
(Legal Description)
Leasehold estate as created by that certain ground lease dated _______________, made by and between the CITY OF SAN MATEO, a municipal corporation, AS SUCCESSOR TO THE
HOUSING ASSETS OF THE FORMER REDEVELOPMENT AGENCY OF THE CITY OF SAN MATEO PURSUANT TO PART 1.85 OF DIVISION 24 OF THE HEALTH AND SAFETY CODE, IN PARTICULAR, SECTION 34176 OF THE HEALTH AND SAFETY CODE, as landlord, and MP 2000 DELAWARE, LLC, as tenant, upon the terms and conditions contained in said lease, as memorialized in that certain Memorandum of Lease thereof recorded ____________ under Instrument No. ________________ , in Official Records, more particularly described as follows:
Parcel One:
Parcel B as shown on the parcel map entitled, "PARCEL MAP 433" filed April 23, 2012, in Book 80 of Parcel Maps, Pages 30 and 31 , Official Records of San Mateo County.
Parcel Two:
A non-exclusive easement for access, ingress and egress, parking, utilities, and incidental purposes as more particularly described in that certain Joint Use, Easement and Maintenance Agreement for 1990-2000 South Delaware dated April l , 20 1 2, and recor ded May 2, 2012, as Instrument No. 2012-61779, in the Official Records of San Mateo County.
APN: 035-320-470
JPN: 035-032-320-12A (Affects the land and other property)