Cities Index.
Exhibit 3

Santa Ana City Council
June 16, 2026

Document
Exhibit 3
Meeting
June 16, 2026
Body
Santa Ana City Council
Pages
14
Original file
1.1 MB
Text extracted from the city's file for reading and search. Open the original on santa-ana.primegov.com. That file is the official record.

NPLH Lease Rider Page 1 of 17
Rev: 7/16/2024
Prep: 6/1/2026
Dev: Francis Xavier Residence
Assessor’s Identification Number: 398-303-04, 398-303-05, 398-303-06 and 398-303-07 Loan No.: 18-NPLH-12673
Free recording in accordance with
California Government Code
section 27383 and 27388.1.

RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:

State of California
Department of Housing and
Community Development
P.O. Box 952054
Sacramento, CA 94252-2054
Attn: Legal Affairs Division
No Place Like Home Program
18-NPLH-12673
_____________________________________________________________________

LEASE RIDER
(Ground Lease)
This Lease Rider ( the “Agreement”) is made and ent ered into as of June 16, 2026, for reference purposes only, by and among the Housing Authority of the City of Santa Ana, a public body, corporate and politic ( the “Landlord"), and Shelter Providers of Southern California, Inc. DBA HomeAid Orange County Los Angeles, a California nonprofit public benefit corporation ( the "Lessee"), and the Department of Housing and Community Development, a public agency of the State of California (the "Department") in consideration of the following facts and circumstances:

A. Landlord is the fee simple owner of that certain real property described in Exhibit A attached hereto and incorporated herein (the "Property"); B. Landlord and Shelter Providers of Southern California, Inc. DBA HomeAid Orange County Los Angeles, a California nonprofit public benefit corporation entered into the following ground lease of the Property: that certain Ground Lease dated December 7, 2021 and recorded in the official records of Orange County, California (the “Official Records”), that certain Memorandum of Lease dated December 30 , 2022, and recorded in the Official Records on January 4, 2023, as instrument No. 2023000001781 of Official Records (the “Lease”);
C. Pursuant to the Lease, Lessee has agreed to develop, construct, own, operate and manage a rental housing development on the Property consisting of not less than 17 residential rental units. Lessee is the owner of the fee interest in all of those certain buildings, improvements and fixtures now or hereafter erected thereon, and all EXHIBIT 3
NPLH Lease Rider Page 2 of 17
Rev: 7/16/2024
Prep: 6/1/2026
Dev: Francis Xavier Residence
Assessor’s Identification Number: 398-303-04, 398-303-05, 398-303-06 and 398-303-07 Loan No.: 18-NPLH-12673
appurtenances, easements, and articles of property now or hereafter affixed to, placed upon or used in connection with such real property and owned by Lessee or in which Lessee has an interest, together with all additions to, substitutions for, changes in our replacements of the whole or any part of said articles of property (collectively, the “Improvements.”).

Collectively, the Property and the Improvements are hereinafter sometimes referred to as the Development (the "Development");
D. The Department has agreed to loan an amount not to exceed Three Million Six Thousand Five Hundred Sixty Seven and No/100 Dollars ($3,006,567.00) (the "Loan") to Lessee to finance the Development, in part, pursuant to the No Place Like Home Program ("NPLH"). The Loan is subject to numerous terms and conditions, including without limitation, the execution and delivery of this Agreement; E. As a further condition of the Loan and pursuant to the requirements of the Program, Lessee and the Department have entered into a Regulatory Agreement , including any amendments thereto ( the "Regulatory Agreement"), governing the use, occupancy, operation, management and ownership of the Development. Landlord and Lessee hereby waive any such provisions of the Lease in conflict with or which would frustrate Lessee’s compliance with the Regulatory Agreement in favor of the terms of the Regulatory Agreement.

F. The Loan will be evidenced by the Promissory Note (the “Note”) from Lessee and secured by a Deed of Trust, Assignment of Rents, Security Agreement and Fixture Filing (the "Trust Deed") on Lessee's interests in the Property; and G. Lessee and Landlord have requested that the Department accept the Lease as security for the Loan. In order to induce the Department to make the Loan, Landlord and Lessee have agreed to enter into and record this Agreement for the benefit of the Department, its successors, and assigns.

H. This Agreement amends, and is made part of, the Lease. As a result, this Agreement encumbers the Development and must be recorded on the Property.

NOW THEREFORE, in consideration of the foregoing recitals and the mutual covenants hereinafter contained, the Department, Lessee and Landlord hereby agree as follows:

1. Leasehold. As used herein, "Leasehold" means all of Lessee's interest in the Property described in Exhibit A, in the Development, in the Improvements now or hereafter located on the Property, all options contained in the Lease or granted in connection with the Lease, all other rights of Lessee under the Lease, and all subleases entered into in connection with the Lease (the “Subleases”).

2. Representations and Warranties of Landlord . Landlord hereby represents and EXHIBIT 3
NPLH Lease Rider Page 3 of 17
Rev: 7/16/2024
Prep: 6/1/2026
Dev: Francis Xavier Residence
Assessor’s Identification Number: 398-303-04, 398-303-05, 398-303-06 and 398-303-07 Loan No.: 18-NPLH-12673
warrants to the Department as follows:
a. Title. Landlord’s interest in the Development is free and clear of all liens, encumbrances, covenants, easements, licenses, judgments, or other matters of record except those shown as affecting the fee interest of the Property in that certain Preliminary Report regarding the Property dated April 30, 2026, and revised on May 11, 2026, issued by First American Title Company, for Escrow No. 7361217, Order No. NHSC-7361217 (the “Report”). The Report is attached hereto as Exhibit B.

Landlord has not required or permitted and has no knowledge of any other matters of record to be recorded that are not contained in the Report. b. Priority. The Lease is superior to any and all mortgage liens on the Property. c. Transfers by Landlord. Landlord has not assigned, mortgaged, or otherwise hypothecated or transferred, or agreed to assign, mortgage or otherwise hypothecate or transfer, its interest in the Property and the Development in whole or in part, except as shown in the Report and except as security for loans to Lessee approved in writing by the Department.
d. Status of Lease.
(1) Landlord is the current Lessor under the Lease. The Lease is in full force, the Lease is not void, voidable or terminable at the option of any party thereto or of any other person or entity claiming an interest in or to such Lease or the Development, and there has been no default thereunder on the part of Lessee, nor has any event occurred which, with the giving of notice or the passage of time, or both, would be an event of default thereunder. Landlord has not been informed of and has not otherwise received notice from Lessee or from any other person or entity concerning any alleged default on the part of Landlord under the Lease. (2) Any consent or approval of any third party (including any lender) that is required to deliver this Agreement has been obtained.
(3) To Landlord’s actual knowledge, no alterations, improvements or additions now exist on the Property that have not been approved by the Landlord. e. Other Agreements. All terms and conditions of the Lessee's tenancy under the Lease are set forth in the Lease and there have been no further or other supplements, amendments, modifications or extensions thereof except those submitted to and approved by the Department. No thing in this Lease Rider is intended to waive, supercede, modify or terminate any provision of the Lease granting rights to the Department as a Mortgage Lender.
f. Lease Term. The date of the commencement of the Lease term is the date on EXHIBIT 3
NPLH Lease Rider Page 4 of 17
Rev: 7/16/2024
Prep: 6/1/2026
Dev: Francis Xavier Residence
Assessor’s Identification Number: 398-303-04, 398-303-05, 398-303-06 and 398-303-07 Loan No.: 18-NPLH-12673
which a certificate of occupancy is issued for the Development and will end on the 99th anniversary of the date of the commencement of the Lease, subject to options described in the Lease. All conditions precedent to the effectiveness of the Lease and/or the exercise of any of Lessee's rights thereunder has been fully satisfied.

Notwithstanding anything in the Lease to the contrary, Lease shall not expire prior to payment in full of the Department’s Loan and fulfillment of Lessee’s obligations under the Regulatory Agreement.
g. Development. To Landlord’s actual knowledge, the Development constructed, or to be constructed, by Lessee on the Property satisfies all requirements affecting the design, use or characteristics of such Development imposed by Landlord under the Lease or otherwise, any and all applicable provisions of federal, state and local laws, and all agreements with any public entities concerning the Development, as amended from time to time.
h. Insurance. All notices, certificates, binders, endorsements, copies of policies, and receipts required under the Lease have been delivered and approved by Landlord.

3. Cancellation, Transfer of Interest.
a. Landlord and Lessee agree that so long as the Department, its successor or assigns holds the Trust Deed and Regulatory Agreement encumbering the Property, no termination of the Lease by Lessee, and no subordination, cancellation, surrender, amendment or modification of the Lease shall be effective without the prior written consent of the Department, which consent shall be in the Department’s sole and absolute discretion, and may be conditioned upon the satisfaction of such terms and conditions as the Department may prescribe. Any attempt by Lessee to take such action shall be void without the Department’s prior written consent. b. Landlord agrees that it shall not transfer, convey, sell, hypothecate, assign, encumber or permit any liens against its interest, or any portion thereof, in the Property or the Development without the prior written approval of the Department, which consent shall be in the Department’s sole and absolute discretion, and may be conditioned upon the satisfaction of such terms and conditions as the Department may prescribe. If the Department approves any such transfer, conveyance, sale, hypothecation, assign ment or other encumbrance of its interest, or any portion thereof, in the Property or the Development, Landlord will require that any purchaser, assignee or transferee expressly assume all of the obligations of Landlord under the Lease and this Agreement by a written instrument recordable in the Official Records. c. Bankruptcy. Neither the Landlord nor the Lessee, in the event of bankruptcy by either, will take the benefit of any provisions in the United States Bankruptcy Code EXHIBIT 3
NPLH Lease Rider Page 5 of 17
Rev: 7/16/2024
Prep: 6/1/2026
Dev: Francis Xavier Residence
Assessor’s Identification Number: 398-303-04, 398-303-05, 398-303-06 and 398-303-07 Loan No.: 18-NPLH-12673
that would cause the termination of the Lease or otherwise render it unenforceable in accordance with its terms.
d. No Merger. There shall be no merger of the Lease or any interest in the Lease, nor of the Leasehold interest, with the fee estate in the Property if the Lease or such interest therein, or such Leasehold estate may be directly or indirectly held by or for the account of any person who shall hold the fee estate in the Property, or any interest in such fee estate, nor shall there be such a merger by reason of the fact that all or any part of the Leasehold estate created thereby may be conveyed or mortgaged in a leasehold mortgage, deed of trust, or other security instrument to a leasehold mortgagee that shall hold the fee estate in the Development or any interest of the Landlord under the Lease.

4. Consent to Assignment, Payment of Rent.
a. Landlord hereby consents to and approves the following to the extent such consents or approvals are required under the Lease:
(1) Lessee's encumbering the Lease, the Leasehold and the Development by the Trust Deed and the Regulatory Agreement; possession of the Property and any Development thereon by the Department or by a receiver under the Trust Deed or the Regulatory Agreement ; and sale of the Leasehold and the Development by foreclosure under the Trust Deed or transfer by deed in lieu of foreclosure;
(2) Assignments to the Department or its designee of any subleases and any and all rents from such subleases; and
(3) Sale or assignment of all or any part of any interest in the Leasehold to any purchaser at a foreclosure sale under the Trust Deed or to any transferee of a deed in lieu of foreclosure ( such purchaser or transferee , including the Department, is collectively referred to as the "Transferee"), and to subsequent transfers without restriction (all such assignments, transfers, and subsequent transfers referred to in this Agreement as the "Transfer"). Any such Transferee, upon the Transfer of all its interest in the Development and the Leasehold, shall be relieved of all liability under the Lease accruing after date of such Transfer. b. Nothing in this Agreement, in the Trust Deed or in the Lease shall impose on the Department the obligations of Lessee under the Lease or require the Department to assume the Lease unless the Department forecloses on the Leasehold under the Trust Deed or accepts an assignment or deed in lieu of foreclose.

5. Notice of Defaults; Termination Notice.

EXHIBIT 3
NPLH Lease Rider Page 6 of 17
Rev: 7/16/2024
Prep: 6/1/2026
Dev: Francis Xavier Residence
Assessor’s Identification Number: 398-303-04, 398-303-05, 398-303-06 and 398-303-07 Loan No.: 18-NPLH-12673
a. Notice and Cure. Landlord shall provide simultaneously to the Department a written copy of all notices and demands , including, without limitation, notices of default or breach which Landlord has given, delivered or sent to Lessee under the Lease. No notice or demand under the Lease shall be effective unless and until a copy of such notice is provided to the Department as provided herein. Any notice of default under the Lease or this Agreement shall describe the default(s) with reasonable detail. The Department shall have the right, but not the obligation, to cure any breach or default within the time period given in the Lease; provided that, if such notice to the Department is not given or is delayed for any reason, the period of time within which the Department may cure any such breach or default shall commence upon receipt by the Department of such notice. Landlord and Lessee authorize the Department to enter the Development for the purpose of preventing defaults or exercising its right to cure and any other powers given the Department under the Trust Deed, this Agreement or the Lease.
b. Termination Notice. After the expiration of the grace period given Lessee under the Lease to cure the default, Landlord shall not terminate the Lease on account of such default but shall give the Department a written notice (the "Termination Notice") that Lessee has failed to cure the default within the grace period and that, on account thereof, Landlord intends to terminate the Lease, which notice shall set a termination date not earlier than ninety (90) days after the Department's receipt of the Termination Notice, provided that Landlord agrees to extend such termination date if the Department reasonably requires additional time to accommodate the Department’s taking possession of the Development where possession is necessary to cure Lessee’s default. No Termination Notice shall be effective to terminate the Lease if:
(1) Except as provided in section 5.c., within ninety (90) days after receipt of the Termination Notice, the Department cures any default which can be cured by payment or expenditure of money or without possession of the Development; or provides reasonable assurance and undertakings for the cure of such default.

To effect a cure of Lessee’s default, the Department may make any repair of improvement, do any other act or thing required of Lessee under the Lease, or do any act or thing which may be necessary or proper to prevent termination of the Lease. The Department and its agents and contractors will have full access to the Development for purposes of accomplishing the curing of defaults under the Lease. Any of the foregoing done by the Department shall be as effective to prevent a termination of the Lease as the same would have been if done by Lessee; or
(2) The Department commences and diligently pursues to completion proceedings for foreclosure and sale under the Trust Deed or assignment or EXHIBIT 3
NPLH Lease Rider Page 7 of 17
Rev: 7/16/2024
Prep: 6/1/2026
Dev: Francis Xavier Residence
Assessor’s Identification Number: 398-303-04, 398-303-05, 398-303-06 and 398-303-07 Loan No.: 18-NPLH-12673
transfer in lieu of foreclosure.
c. Defaults Not Susceptible to Department Cure . The Department shall not be required to perform any act which is not susceptible to performance by the Department, such as to cure a filing or condition of bankruptcy or insolvency or to cure or commence the cure of any default which is Lessee's failure to pay any lien, charge or encumbrance which is junior in priority to the Trust Deed, or to pay any amount owed under an indemnity of Landlord by Lessee based on an event occurring prior to the Department’s possession of the Development. d. Landlord's Payment of Loan Payments. Landlord agrees that if Landlord cures Lessee's failure to make any payment due under the Loan, it shall seek reimbursement of amounts so paid solely from Lessee and the Department shall have no obligation to pay such amounts to Landlord.
e. Waiver of Breach or Default. On transfer of the Leasehold at any foreclosure sale under the Trust Deed or by acceptance of a deed in lieu of foreclosure, all violations, defaults and breaches by Lessee under the Lease, including, without limitation, nonpayment of rent or other amounts payable under the Lease, shall be deemed personal obligations of Lessee, and the Department or other Transferee shall be entitled to the New Lease as described in section 6 below without incurring or assuming any liability or obligation of, or claim against, Lessee under the Lease.

Nothing in this section shall be deemed a waiver of any claim by Landlord against Lessee under the Lease.
f. Enforcement Not a Breach. No action taken by the Department to enforce its rights under any of the documents governing the Loan against either the Landlord or the Lessee, or both, including, without limitation, any actions taken to collect any amounts due and owing to the Department or any action to appoint a receiver for the Development or to otherwise protect the security of the Loan, shall constitute or result in a breach or violation of the Lease.
g. Status Quo Ante. Any default by Lessee shall not prejudice the Department if the Department chooses to cure such default within the applicable grace period, and Landlord acknowledges and agrees that upon the Department’s cure of any such default, the Lease shall be restored status quo ante.

6. New Lease.
a. Conditions. Section 5 hereof notwithstanding, Landlord agrees to comply with the requirements of subsection 6.b., if the following conditions specified in this subsection 6.a. apply:

EXHIBIT 3
NPLH Lease Rider Page 8 of 17
Rev: 7/16/2024
Prep: 6/1/2026
Dev: Francis Xavier Residence
Assessor’s Identification Number: 398-303-04, 398-303-05, 398-303-06 and 398-303-07 Loan No.: 18-NPLH-12673
(1) The Lease is terminated for any reason whatsoever or if the Department forecloses under the Trust Deed or accepts a deed in lieu of foreclosure; and (2) Department or other Transferee, whether or not such party has assumed the Lease, requests Landlord in writing to enter into a new lease of the Property within ninety (90) days after (a) the Department completes a foreclosure under the Trust Deed, or (b) the Department accepts a deed in lieu of foreclosure, or the end of the cure period provided to the Department in the Termination Notice (the “New Lease”).
b. Obligations. If the conditions specified in section 6.a. have been satisfied, Landlord shall:
(1) upon receipt of the request for New Lease described in subsection 6.a.(2) above, enter into a New Lease of the Property with the Department, its nominee, or its successor-in-interest or other Transferee, for the remainder of the term of the Lease, effective as of the date of the termination or conveyance pursuant to a foreclosure sale or of a deed-in-lieu of foreclosure. The New Lease shall be at the rent of, and consistent with the terms, provisions, covenants, options and agreements contained in the terminated or foreclosed Lease, or granted by the Landlord in connection with the Lease, all as modified or supplemented by this Agreement;
(2) convey by grant deed to the Department, its nominee or its successor-in-interest or other Transferee, all title and interest to the Improvements, if any, which may become vested in Landlord as a result of any termination of the Lease or foreclosure of the Trust Deed or conveyance of Lessee's interest by deed in lieu of foreclosure, provided, however, this paragraph does not require conveyance of the Property;
(3) assign to the Department, its nominee, or its successor-in-interest or other Transferee, all of Landlord's interest, if any, in all existing subleases of all or any part of the Development and all attornments given by the sublessees. c. Priority. The Leasehold estate and the title (if any) in the Development granted to the Department, its nominee or its successor-in-interest under this section 6 shall be prior to any mortgage or other lien, charge or encumbrance on the Development, except as approved in writing by the Department or as shown in the Report

7. Successors to Department. Subject to section 4 hereof, if the Leasehold is transferred by a foreclosure sale under the Trust Deed or by a deed in lieu of foreclosure, Landlord shall recognize the Transferee as the tenant under the Lease. Anything in the Lease EXHIBIT 3
NPLH Lease Rider Page 9 of 17
Rev: 7/16/2024
Prep: 6/1/2026
Dev: Francis Xavier Residence
Assessor’s Identification Number: 398-303-04, 398-303-05, 398-303-06 and 398-303-07 Loan No.: 18-NPLH-12673
notwithstanding, the rights and benefits of the Department under this Agreement shall benefit and may be exercised by any Transferee or by the holder of any mortgage or deed of trust which may be given to secure a portion of the purchase price in any sale by the Department or its successor(s) after the Department acquires the Leasehold or enters into a New Lease under this Agreement.

8. Diligence of Department. So long as the Department is prevented by any process or injunction issued by any court or by any statutory stay, or by reason of any action by any court having jurisdiction of any bankruptcy or insolvency proceeding involving Landlord or Lessee, from commencing or prosecuting foreclosure or other appropriate proceedings in the nature thereof, the Department shall not be deemed for that reason to have failed to commence such proceedings or to have failed to prosecute diligently such proceedings, provided, however, that the Department shall use reasonable efforts to contest and appeal the issuance or continuance of any such process, stay or injunction.

9. Condemnation and Insurance Proceeds.
a. Anything in the Lease notwithstanding, all fire and other hazard or casualty insurance proceeds shall be paid to the Department to the extent required by the Regulatory Agreement and subject to the rights of senior mortgage holders. In addition, in the event of any condemnation or partial condemnation, all condemnation award proceeds payable on account of such condemnation or partial condemnation shall be paid to the Department to the extent required by the Regulatory Agreement, subject to the rights of holders of senior mortgages, if any. b. During the term of the Loan, the Department shall have the right to participate in any settlement or stipulation of judgment with respect to any condemnation proceeding entered into with the condemnation authority affecting all or any portion of the Development or any agreement to sell all or any portion of the Development in lieu of condemnation, and no such settlement, stipulation or agreement shall be made or entered into without the Department's prior written consent, which consent shall be in the Department’s sole and absolute discretion and may be conditioned upon the satisfaction of such terms and conditions as the Department may prescribe.

Department shall also have the right (but not the obligation) to participate in any settlement, discussion, and/or arbitration proceeding between Landlord and Lessee with respect to the apportionment or application of any condemnation award.

10. Certificate by Landlord. Within fifteen (15) calendar days after written request by the Department, Landlord shall execute and deliver to the Department or to any proposed purchaser or encumbrancer of Lessee's estate a certificate declaring (i) the existence and validity of the Lease, or New Lease as the case may be, and amendments thereto, if any, remains in full force and effect; (ii) that all conditions under the Lease, or New Lease, have been satisfied, and that there are no defaults under the Lease or New Lease, or if there has EXHIBIT 3
NPLH Lease Rider Page 10 of 17
Rev: 7/16/2024
Prep: 6/1/2026
Dev: Francis Xavier Residence
Assessor’s Identification Number: 398-303-04, 398-303-05, 398-303-06 and 398-303-07 Loan No.: 18-NPLH-12673
been a default under the Lease or New Lease, a description of the nature of such default; (iii) any other information relating to the condition of the Lease, the Property or the Development reasonably requested by the Department; and (iv) that Landlord understands the recipient will rely on the certificate and that the Landlord will describe in reasonable detail any exceptions to the foregoing statements.

11. Notices. Notices and other communications required by this Agreement shall be delivered by messenger to the addresses provided below or sent by U.S Postal Service certified mail, return receipt requested, postage prepaid, addressed as follows:

To Department: Department of Housing and Community Development No Place Like Home (NPLH) Program
P.O. Box 952054
Sacramento, CA 94252-2054
Attn. Closings Manager
or:
651 Bannon Street, Suite 400
Sacramento, CA 95811
Attn: Closings Manager
To Landlord: Housing Authority of the City of Santa Ana 20 Civic Center Plaza,
Santa Ana, California 92702
Attn: Executive Director
To Lessee: Shelter Providers of Southern California, Inc.

DBA HomeAid Orange County Los Angeles
17821 17th Street Suite 120,
Tustin, California 92780
These addresses may be changed by a notice given in the same manne r provided that Landlord acknowledges and agrees that it shall have a duty to verify the addresses provided herein. Notices shall be effective on receipt.

12. Department's Rights Against Lessee. Nothing in this Agreement shall limit or restrict the Department's rights and remedies under the Note, the Trust Deed, the Regulatory Agreement, or any other agreement between the Department and Lessee.

13. Successors and Assigns. This Agreement shall inure to the benefit of and bind the successors and assigns of the Department, Landlord and Lessee.

14. Uninsured Hazard. Landlord agrees that neither the Department nor any person acquiring the Property or a portion of the Leasehold pursuant to a foreclosure under the EXHIBIT 3
NPLH Lease Rider Page 11 of 17
Rev: 7/16/2024
Prep: 6/1/2026
Dev: Francis Xavier Residence
Assessor’s Identification Number: 398-303-04, 398-303-05, 398-303-06 and 398-303-07 Loan No.: 18-NPLH-12673
Trust Deed, or deed in lieu of foreclosure, nor the lessee under a New Lease pursuant to section 6 hereof, nor any successive owner of a portion of the Leasehold after such foreclosure or New Lease shall have any obligation hereunder or under the Lease or New Lease to repair or reconstruct any damage or loss to the Development which is due to a hazard not required to be covered by insurance under the Lease or New Lease.

15. Duty to Repair . Landlord agrees that if the Department, its nominee, or its successor-in-interest succeeds to Lessee's leasehold interest in the Property and if the Development on the Property shall have been or becomes materially damaged before or after the date of such acquisition, the Department's, its nominee's, or its successor-in-interest's obligation, if any, to repair, replace or reconstruct the Development shall in any such event be limited to the greater of: i) the amount of the net insurance proceeds received by the Department by reason of that damage or ii) the amount the Department would be entitled to if in compliance with the minimum insurance requirements of Lessee under the Lease.

16. Options. Landlord and Lessee agree that the Department may exercise any option to extend the term of the Lease or to purchase any interest in the Property which is granted to Lessee under or in connection with the Lease.

17. Limitation on Liability . If the Department agrees to be bound by the terms of the Lease, or in the event of any Transfer to a Transferee, neither the Department nor Transferee shall have any obligation under the Lease with respect to any liabilities, obligations, losses, damages, fines, penalties, claims, demands, suits, actions, causes of actions, charges, judgments, costs, and expenses (including architects' and attorneys' fees and court costs) arising out of or resulting from acts, omissions, circumstances or events occurring before or existing at the time of such Transfer or the Department's agreement to be bound by the Lease. Nothing in this Agreement or in the Lease shall impose on the Department any liability to perform the obligations of Lessee under the Lease or require the Department to assume the Lease unless and until the Department acquires Lessee’s rights by foreclosure or deed in lieu of foreclosure. After acquiring Lessee’s rights by foreclosure or deed in lieu of foreclosure, the Department shall be liable to perform Lessee’s obligations only until the Department assigns or transfers the Leasehold. The Department shall not, however, be required to cure Lessee’s defaults occurring before the Department’s acquisition of Lessee’s rights by foreclosure.

18. Conflict With Lease. The provisions herein are intended to be supplementary to, and not in derogation of, the parties' rights and obligations contained in the Lease (including all of the Department's rights under the Lease as a leasehold mortgagee), but in the event of any conflict or inconsistency between the terms of the Lease and the terms of this Agreement, the terms of this Agreement shall govern and control, and the Lease shall be deemed to be modified hereby.

EXHIBIT 3
NPLH Lease Rider Page 12 of 17
Rev: 7/16/2024
Prep: 6/1/2026
Dev: Francis Xavier Residence
Assessor’s Identification Number: 398-303-04, 398-303-05, 398-303-06 and 398-303-07 Loan No.: 18-NPLH-12673

19. Attorney Fees, Costs. In any action to enforce or relating to any provision of this Agreement, the prevailing party shall be entitled to recover from the other party, its costs and expenses. The term “costs and expenses” as used herein shall include all costs and expenses actually and reasonably incurred, including by not limited to attorney’s fees; filing, motion, and jury fees; juror food and lodging; taping, videotaping, and transcribing depositions and travel expenses to attend depositions; service of process by a public officer, registered process server, or other means; expenses of attachment including keeper’s fees; premiums on surety bonds; ordinary witness fees pursuant to section 68093 of the California Government Code; fees of expert witnesses whether or not ordered by the court; transcripts of court proceedings whether or not ordered by the court; court reporters fees as established by statute; investigation expenses in preparing the case for trial; postage, telephone, and photocopying charges; costs in investigation of jurors or in preparation for voir dire; models, blowups and photocopies of exhibits, and any other item that is required to be awarded to the prevailing party pursuant to statute as an incident to prevailing in the action at trial or on appeal. Such costs and expenses shall be recoverable whether the services were rendered by a salaried employee of the party or by an independent contractor.

20. Acknowledgment. Landlord and Lessee acknowledge that the Department is relying on the foregoing representations, warranties, covenants and agreements of the undersigned in making the Loan to Lessee, and warrants and affirms to and for the benefit of the Department that each of those representations is true, correct and complete as of this date. [Signatures follow on page 13 of this Lease Rider. The remainder of this page is blank.]
EXHIBIT 3
NPLH Lease Rider Page 13 of 17
Rev: 7/16/2024
Prep: 6/1/2026
Dev: Francis Xavier Residence
Assessor’s Identification Number: 398-303-04, 398-303-05, 398-303-06 and 398-303-07 Loan No.: 18-NPLH-12673
LANDLORD:

Housing Authority of the City of Santa Ana,
a public body, corporate and politic
ATTEST: HOUSING AUTHORITY OF THE CITY

OF SANTA ANA
Jennifer L. Hall Michael L. Garcia
Recording Secretary Secretary/Executive Director
APPROVED AS TO FORM:

SONIA R. CARVALHO
General Counsel
By:

Matthew R. Cody
Special Counsel
Best, Best & Krieger
[Signatures must be acknowledged.]
[Signatures continue on page 14. Remainder of this page is blank.] EXHIBIT 3

LESSEE:

Shelter Providers of Southern California, Inc. DBA HomeAid Orange County Los Angeles,
a Califo�r
....
• �~
By: "-tJ!f/(1
Gina R. Cunni �· a
Executive Director
rporation
[Signatures must be acknowledged.]
[Signatures continue on page 15. Remainder of this page is blank.] NPLH Lease Rider
Rev: 7/16/2024
Prep: 6/1/2026
Dev: Francis Xavier Residence
Assessor's Identification Number: 398-303-04, 398-303-05, 398-303-06 and 398-303-07 Loan No.: 18-NPLH-12673

Page 14 of 17 ends

EXHIBIT 3
NPLH Lease Rider Page 15 of 17
Rev: 7/16/2024
Prep: 6/1/2026
Dev: Francis Xavier Residence
Assessor’s Identification Number: 398-303-04, 398-303-05, 398-303-06 and 398-303-07 Loan No.: 18-NPLH-12673
SENIOR LENDER:

The Department of Housing and Community
Development, a public agency of the State of California By:

Sanjeewa Devanarayana, Closing Manager
[Signatures must be acknowledged.]
EXHIBIT 3
NPLH Lease Rider Page 16 of 17
Rev: 7/16/2024
Prep: 6/1/2026
Dev: Francis Xavier Residence
Assessor’s Identification Number: 398-303-04, 398-303-05, 398-303-06 and 398-303-07 Loan No.: 18-NPLH-12673

EXHIBIT A

LEGAL DESCRIPTION OF THE PROPERTY
Real property in the City of Santa Ana, County of Orange, State of California, described as follows:

Being portions of Lots 13, 14, 15, and 16 in Block 66 of SANTA ANA EAST, as shown on a map recorded in Book 10, Pages 43 and 44 of miscellaneous records of Los Angeles County, California, more particularly described as follows:

Beginning at the intersection of the centerline of Garfield Street and Santa Ana Boulevard as shown on said map; thence North 25°32'22" West along said Garfield Street centerline, a distance of 39.91 feet; thence at right Angles North 64°27'38" East a dist ance of 40.00 feet to the Easterly right of way line of said Garfield Street, Garfield Street being 80 feet in width, said point being the Southwest corner of said lot 16 and the true Point of Beginning; thence North 25°32'22" West along said Easterly right of way line, a distance of 100.00 feet, to the Northwest corner of said lot 13; thence North 64°35'19" East, along the Northerly line of said Lot 13, a distance of 150.00 feet to the Northeast corner of said Lot 13, said corner being on the Westerly right of way line of a public alley, 20 feet in width; thence South 25°32'22" east, along said Westerly right of way line, a distance of 100.00 feet to the Northerly right of way line of said Santa Ana Boulevard, Santa Ana Boulevard being 80.00 feet in width, said point also being the Southeast corner of said Lot 16; thence South 64°35'19" West, along said Northerly right of way of said Santa Ana Boulevard, said line also being the Southerly line of said Lot 16, a distance of 150.00 feet, to the Southwest corner of said Lot 16, said corner also being the intersection of the Easterly right of way line of Garfield Street and Northerly right of way line of Santa Ana Boulevard and the true Point of Beginning.

The above legal description is pursuant to that Lot Merger No. 2022 -01, recorded April 18, 2023 as Instrument No. 2023000088045 of Official Records.

APN: 398-303-04, 398-303-05, 398-303-06 and 398-303-07
EXHIBIT 3
NPLH Lease Rider Page 17 of 17
Rev: 7/16/2024
Prep: 6/1/2026
Dev: Francis Xavier Residence
Assessor’s Identification Number: 398-303-04, 398-303-05, 398-303-06 and 398-303-07 Loan No.: 18-NPLH-12673

EXHIBIT B
The Report
EXHIBIT 3
CLTA Preliminary Report Form Order Number: 5850714-A (tc) (Rev. 11/06) Page Number: 1
First American Title
Post Closing Report
First American Title Company
4140 Temescal Canyon Rd, Ste 301
Corona, CA 92883
Customer Reference: 801, 807, 809 & 809 ½ E. Santa Ana Blvd Order Number: 5850714-A (tc)
Title Officer: Terrell Crutchfield
Phone: (951)256-5879
Fax No.: (866)558-2872
E-Mail: [email protected]
Escrow Officer: Sheri Keene
Phone: (858)410-1305
Fax No.: (866)898-0113
E-Mail: [email protected]
Buyer:
.

Property:

Santa Ana, CA

PRELIMINARY REPORT
In response to the above referenced application for a policy of title insurance, this company hereby reports that it is prepared to issue, or cause to be issued, as of the date hereof, a Policy or Policies of Title Insurance describing the land and the estate or interest therein hereinafter set forth, insuring against loss which may be sustained by reason of any defect, lien or encumbrance not shown or referred to as an Exception below or not excluded from coverage pursuant to the printed Schedules, Conditions and Stipulations of said Policy forms.

The printed Exceptions and Exclusions from the coverage and Limitations on Covered Risks of said policy or policies are set forth in Exhibit A attached. The policy to be issued may contain an arbitration clause. When the Amount of Insurance is less than that set forth in the arbitration clause, all arbitrable matters shall be arbitrated at the option of either the Company or the Insured as the exclusive remedy of the parties. Limitations on Covered Risks applicable to the CLTA and ALTA Homeowner's Policies of Title Insurance which establish a Deductible Amount and a Maximum Dollar Limit of Liability for certain coverages are also set forth in Exhibit A. Copies of the policy forms should be read. They are available from the office which issued this report.

Please read the exceptions shown or referred to below and the exceptions and exclusions set forth in Exhibit A of this report carefully. The exceptions and exclusions are meant to provide you with notice of matters which are not covered under the terms of the title insurance policy and should be carefully considered.

It is important to note that this preliminary report is not a written representation as to the condition of title and may not list all liens, defects, and encumbrances affecting title to the land.

Please be advised that any provision contained in this document, or in a document that is attached, linked or referenced in this document, that under applicable law illegally discriminates against a class of individuals based EXHIBIT 3
Order Number: 5850714-A (tc)
Page Number: 2
First American Title
upon personal characteristics such as race, color, religion, sex, sexual orientation, gender identity, familial status, disability, national origin, or any other legally protected class, is illegal and unenforceable by law.

This report (and any supplements or amendments hereto) is issued solely for the purpose of facilitating the issuance of a policy of title insurance and no liability is assumed hereby. If it is desired that liability be assumed prior to the issuance of a policy of title insurance, a Binder or Commitment should be requested.

EXHIBIT 3
Order Number: 5850714-A (tc)
Page Number: 3
First American Title
Dated as of April 16, 2026 at 7:30 A.M.

The form of Policy of title insurance contemplated by this report is:

ALTA Extended Loan Policy of Title Ins (7-1-21)(1)-CA
To Be Determined
A specific request should be made if another form or additional coverage is desired.

Title to said estate or interest at the date hereof is vested in:

THE HOUSING AUTHORITY OF THE CITY OF SANTA ANA, A PUBLIC BODY, CORPORATE AND POLITIC The estate or interest in the land hereinafter described or referred to covered by this Report is:

Fee
The Land referred to herein is described as follows:
(See attached Legal Description)
At the date hereof exceptions to coverage in addition to the printed Exceptions and Exclusions in said policy form would be as follows:

1. General and special taxes and assessments for the fiscal year 2026-2027, a lien not yet due or payable.

2. Intentionally Deleted

3. General and special taxes and assessments for the fiscal year 2025-2026 are exempt. (Affects Parcels 1, 2 and 3)

4. The lien of supplemental taxes, if any, assessed pursuant to Chapter 3.5 commencing with Section 75 of the California Revenue and Taxation Code.

5. The terms and provisions contained in the document entitled "Agreement" recorded July 11, 1991 as Instrument No. 91-357846 of Official Records.
(Affects Parcel 2)
EXHIBIT 3
Order Number: 5850714-A (tc)
Page Number: 4
First American Title

6. The condition that the property shall be used for the sole purpose of providing, constructing and maintaining Affordable Housing, as more fully defined therein, and upon the terms, covenants and conditions in that certain document recorded January 14, 2022 as Instrument No. 2022000020116 of Official Records.

Note: A written consent or waiver may be necessary from the public agency for any sale or refinance.

A document recorded April 24, 2023 as Instrument No. 2023000092686 of Official Records provides that the above document was subordinated to the document recorded January 4, 2023 as Instrument No. 2023000001784 of Official Records.

7. The condition that the property shall be used for the sole purpose of providing, constructing and maintaining Affordable Housing, as more fully defined therein, and upon the terms, covenants and conditions in that certain document recorded January 14, 2022 as Instrument No. 2022000020117 of Official Records.

Note: A written consent or waiver may be necessary from the public agency for any sale or refinance.

A document recorded April 24, 2023 as Instrument No. 2023000092686 of Official Records provides that the above document was subordinated to the document recorded January 4, 2023 as Instrument No. 2023000001784 of Official Records.

8. A deed of trust to secure an original indebtedness of $1,656,947.00 recorded JANUARY 14, 2022 as INSTRUMENT NO. 2022000020118 OF OFFICIAL RECORDS.

Dated: DECEMBER 7, 2021
Trustor: SHELTER PROVIDERS OF ORANGE COUNTY, INC., DBA

HOMEAID ORANGE COUNTY
Trustee: COMMONWEALTH LAND TITLE COMPANY, A CALIFORNIA

CORPORATION
Beneficiary: THE HOUSING AUTHORITY OF THE CITY OF SANTA ANA (CA093), ACTING AS THE HOUSING SUCCESSOR AGENCY,

A PUBLIC BODY, CORPORATE AND POLITIC
A document recorded April 24, 2023 as Instrument No. 2023000092684 of Official Records provides that the lien or charge of the deed of trust was subordinated to the lien or charge of the deed of trust recorded April 24, 2023 as Instrument No. 2023000092682 of Official Records.

9. The condition that the property shall be used for the sole purpose of providing, constructing and maintaining Affordable Housing, as more fully defined therein, and upon the terms, covenants and conditions in that certain document recorded January 14, 2022 as Instrument No. 2022000020119 of Official Records.

Note: A written consent or waiver may be necessary from the public agency for any sale or refinance.

10. The terms and provisions contained in the document entitled "Development Impact Fee Deferral Agreement" recorded January 14, 2022 as Instrument No. 2022000020120 of Official Records.

EXHIBIT 3
Order Number: 5850714-A (tc)
Page Number: 5
First American Title

11. An unrecorded lease dated DECEMBER 30, 2022, executed by THE HOUSING AUTHORITY OF THE CITY OF SANTA ANA, A PUBLIC BODY, CORPORATE AND POLITIC as lessor and SHELTER PROVIDERS OF ORANGE COUNTY, INC., DBA HOMEAID ORANGE COUNTY as lessee, as disclosed by a MEMORANDUM OF LEASE recorded JANUARY 04, 2023 as INSTRUMENT NO. 2023000001781 of Official Records.

Defects, liens, encumbrances or other matters affecting the leasehold estate, whether or not shown by the public records.

12. The terms and provisions contained in the document entitled "Lease Rider Agreement CalHFA Development No. 19-049-M" recorded January 04, 2023 as Instrument No. 2023000001782 of Official Records.

13. The terms and provisions contained in the document entitled "California Housing Finance Agency SNHP Regulatory Agreement CalHFA Development No. 19-049-M" recorded January 04, 2023 as Instrument No. 2023000001783 of Official Records.

14. A deed of trust to secure an original indebtedness of $1,259,848.00 recorded JANUARY 04, 2023 as INSTRUMENT NO. 2023000001784 OF OFFICIAL RECORDS.

Dated: DECEMBER 01, 2022
Trustor: SHELTER PROVIDERS OF ORANGE COUNTY, INC., DBA
HOMEAID ORANGE COUNTY, INC., A CALIFORNIA

NONPROFIT PUBLIC BENEFIT CORPORATION
Trustee: FIRST AMERICAN TITLE COMPANY
Beneficiary: THE CALIFORNIA HOUSING FINANCE AGENCY, A PUBLIC

INSTRUMENTALITY AND POLITICAL SUBDIVISION OF THE

STATE OF CALIFORNIA
A document recorded April 24, 2023 as Instrument No. 2023000092685 of Official Records provides that the lien or charge of the deed of trust was subordinated to the lien or charge of the deed of trust recorded April 24, 2023 as Instrument No. 2023000092682 of Official Records.

15. The terms and provisions contained in the document entitled Lot Merger No. 2022-01 recorded April 18,2023 as Instrument No. 2023000088045 of Official Records.

16. A deed of trust to secure an original indebtedness of $1,194,375.00 recorded April 24, 2023 as 2023000092682 OF OFFICIAL RECORDS.

Dated: April 17, 2023
Trustor: Shelter Providers of Orange County, Inc. DBA HomeAid Orange County, a California Non-Profit Corporation
Trustee: Pacific Western Bank
Beneficiary: Pacific Western Bank

17. A document entitled Assignment of Leases and Rents recorded April 24, 2023 as Instrument No. 2023000092683 of Official Records, as additional security for the payment of the indebtedness secured by the deed of trust recorded April 24, 2023 as Instrument No. 2023000092682 of Official Records.

EXHIBIT 3
Order Number: 5850714-A (tc)
Page Number: 6
First American Title

18. A Deed of Trust to secure an original indebtedness of $832,051.28 recorded November 9, 2023 as Instrument No. 2023000275032 of Official Records.

Dated: November 9, 2023
Trustor: Shelter Providers of Orange County, Inc., a California Non-Profit Corporation D/B/A HomeAid Orange County
Trustee: First American Title Company
Beneficiary: Orange County Housing Finance Trust, a California public agency formed pursuant to California Government Code section 6500 et. seq.

A document entitled " Assignment of Lessor's Interest in Leases, Rents and Profits " recorded November 9, 2023 as Instrument No. 2023000275034 of Official Record s, as additional security for the payment of the indebtedness secured by the deed of trust recorded November 9, 2023 as Instrument No. 2023000275032 of Official Records.

19. The terms and provisions contained in the document entitled "Regulatory Agreement and Declaration of Restrictive Covenants" recorded November 9, 2023 as Instrument No. 2023000275033 of Official Records.

20. A financing statement recorded November 9, 2023 as Instrument No. 2023000275035 of Official Records.

Debtor: Shelter Providers of Orange County, Inc.

Secured party: Orange County Housing Finance Trust

21. Water rights, claims or title to water, whether or not shown by the Public Records.

22. Rights of parties in possession.

23. The following matters disclosed by an ALTA/NSPS survey made by DS Commercial Due Diligence Services on October 14, 2021, designated Job No. 21-09-0661:
a. A Wood Fence within the Northerly boundary of the property. b. An Iron Fence within the Northerly boundary of the property. c. Chain Link Fences within the Easterly, Westerly, and Southerly boundaries of the property. d. Gates within the Southerly and Westerly boundaries of the property.

EXHIBIT 3
Order Number: 5850714-A (tc)
Page Number: 7
First American Title

INFORMATIONAL NOTES
Note: The policy to be issued may contain an arbitration clause. When the Amount of Insurance is less than the certain dollar amount set forth in any applicable arbitration clause, all arbitrable matters shall be arbitrated at the option of either the Company or the Insured as the exclusive remedy of the parties. If you desire to review the terms of the policy, including any arbitration clause that may be included, contact the office that issued this Commitment or Report to obtain a sample of the policy jacket for the policy that is to be issued in connection with your transaction.

1. General and special taxes and assessments for the fiscal year 2025-2026.

First Installment: $192.00, PAID
Penalty: $0.00
Second Installment: $192.00, PAID
Penalty: $0.00
Tax Rate Area: 11-003
A. P. No.: 398-303-07
(Affects Parcel 4)

2. The property covered by this report is vacant land.

3. According to the public records, there has been no conveyance of the land within a period of twenty- four months prior to the date of this report, except as follows:

None

4. We are informed that a work of improvement is contemplated on the land referred to in this report/commitment. The land will be inspected on the day documents are intended to be recorded for the purpose of determining whether the commencement of work has occurred. (Commencement of the work includes but is not limited to grading, staking and delivery of equipment or materials.) Should commencement of work occur prior to the close of escrow and recordation of documents, the Company will require various documents and information, including but not limited to a completed mechanics' lien risk analysis, construction contract(s), lien waivers, loan agreement, disbursement information, executed indemnity agreement and current financial information from proposed indemnitors, in order to determine whether mechanics' lien insurance can be issued. Other requirements may be made following the review of such documents and information.

The map attached, if any, may or may not be a survey of the land depicted hereon. First American expressly disclaims any liability for loss or damage which may result from reliance on this map except to the extent coverage for such loss or damage is expressly provided by the terms and provisions of the title insurance policy, if any, to which this map is attached.

EXHIBIT 3
Order Number: 5850714-A (tc)
Page Number: 8
First American Title

LEGAL DESCRIPTION
Real property in the City of Santa Ana, County of Orange, State of California, described as follows:

PARCEL 1: (APN: 398-303-04)
THE SOUTHWESTERLY 50.00 FEET OF LOTS 13, 14, 15 AND 16 IN BLOCK 66 OF SANTA ANA EAST, AS SHOWN ON A MAP RECORDED IN BOOK 10, PAGES 43 AND 44 OF MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY, CALIFORNIA.

PARCEL 2: (APN: 398-303-05)
THE NORTHEASTERLY 50.00 FEET OF THE SOUTHWESTERLY 100.00 FEET OF LOTS 13, 14, 15 AND 16 IN BLOCK 66 OF SANTA ANA EAST, AS SHOWN ON A MAP RECORDED IN BOOK 10, PAGES 43 AND 44 OF MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY, CALIFORNIA.

PARCEL 3: (APN: 398-303-06)
THE EASTERLY 47 FEET OF THE SOUTHERLY 15 FEET OF LOT 14 AND THE EASTERLY 47 FEET OF LOTS 15 AND 16, ALL IN BLOCK 66 OF "SANTA ANA EAST", CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP THEREOF RECORDED IN BOOK 10 PAGES 43 AND 44 OF MISCELLANEOUS MAPS RECORDS OF LOS ANGELES, CALIFORNIA.

PARCEL 4: (APN: 398-303-07)
THE EASTERLY 50 FEET OF LOT 13, THE NORTHERLY 10 FEET OF THE EASTERLY 50 FEET OF LOT 14, THE WESTERLY 3 FEET OF THE EASTERLY 50 FEET OF THE SOUTHERLY 15 FEET OF LOT 14, AND THE WESTERLY 3 FEET OF THE EASTERLY 50 FEET OF LOTS 15 AND 16 IN BLOCK 66 OF SANTA ANA EAST,

IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 10, PAGES 43 AND 44 OF MISCELLANEOUS MAPS, OF LOS ANGELES COUNTY.

EXHIBIT 3
Order Number: 5850714-A (tc)
Page Number: 9
First American Title
EXHIBIT 3
Order Number: 5850714-A (tc)
Page Number: 10
First American Title
NOTICE
Section 12413.1 of the California Insurance Code, effective January 1, 1990, requires that any title insurance company, underwritten title company, or controlled escrow company handling funds in an escrow or sub- escrow capacity, wait a specified number of days after depositing funds, before recording any documents in connection with the transaction or disbursing funds. This statute allows for funds deposited by wire transfer to be disbursed the same day as deposit. In the case of cashier's checks or certified checks, funds may be disbursed the next day after deposit. In order to avoid unnecessary delays of three to seven days, or more, please use wire transfer, cashier's checks, or certified checks whenever possible.

EXHIBIT 3
Order Number: 5850714-A (tc)
Page Number: 11
First American Title

EXHIBIT A

LIST OF PRINTED EXCEPTIONS AND EXCLUSIONS (BY POLICY TYPE) CLTA/ALTA HOMEOWNER'S POLICY OF TITLE INSURANCE [(07-01-2021) v. 01.00]

EXCLUSIONS FROM COVERAGE
The following matters are excluded from the coverage of this policy and We will not pay loss or damage, costs, attorneys' fees, or expenses that arise by reason of:

1. a. any law, ordinance, permit, or governmental regulation (including those relating to building and zoning) that restricts, regulates, prohibits, or relates to:
i. the occupancy, use, or enjoyment of the Land;
ii. the character, dimensions, or location of any improvement on the Land; iii. the subdivision of land; or
iv. environmental remediation or protection.
b. any governmental forfeiture, police, or regulatory, or national security power. c. the effect of a violation or enforcement of any matter excluded under Exclusion 1.a. or 1.b.

Exclusion 1 does not modify or limit the coverage provided under Covered Risk 8.a., 14, 15, 16, 18, 19, 20, 23, or 27.

2. Any power to take the Land by condemnation. Exclusion 2 does not modify or limit the coverage provided under Covered Risk 17.

3. Any defect, lien, encumbrance, adverse claim, or other matter:
a. created, suffered, assumed, or agreed to by You;
b. not Known to Us, not recorded in the Public Records at the Date of Policy, but Known to You and not disclosed in writing to Us by You prior to the date You became an Insured under this policy; c. resulting in no loss or damage to You;
d. attaching or created subsequent to the Date of Policy (Exclusion 3.d. does not modify or limit the coverage provided under Covered Risk 5, 8.f., 25, 26, 27, 28, or 32); or
e. resulting in loss or damage that would not have been sustained if You paid consideration sufficient to qualify You as a bona fide purchaser of the Title at the Date of Policy.

4. Lack of a right:
a. to any land outside the area specifically described and referred to in Item 3 of Schedule A; and b. in any street, road, avenue, alley, lane, right-of-way, body of water, or waterway that abut the Land.

Exclusion 4 does not modify or limit the coverage provided under Covered Risk 11 or 21.

5. The failure of Your existing structures, or any portion of Your existing structures, to have been constructed before, on, or after the Date of Policy in accordance with applicable building codes. Exclusion 5 does not modify or limit the coverage provided under Covered Risk 14 or 15.

6. Any claim, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors’ rights law, that the transfer of the Title to You is a:
a. fraudulent conveyance or fraudulent transfer;
b. voidable transfer under the Uniform Voidable Transactions Act; or c. preferential transfer:
i. to the extent the instrument of transfer vesting the Title as shown in Schedule A is not a transfer made as a contemporaneous exchange for new value; or
ii. for any other reason not stated in Covered Risk 30.

7. Contamination, explosion, fire, flooding, vibration, fracturing, earthquake, or subsidence.

8. Negligence by a person or an entity exercising a right to extract or develop oil, gas, minerals, groundwater, or any other subsurface substance.

9. Any lien on Your Title for real estate taxes or assessments imposed or collected by a governmental authority that becomes due and payable after the Date of Policy. Exclusion 9 does not modify or limit the coverage provided under Covered Risk 8.a. or 27.

10. Any discrepancy in the quantity of the area, square footage, or acreage of the Land or of any improvement to the Land.

LIMITATIONS ON COVERED RISKS
Your insurance for the following Covered Risks is limited on the Owner’s Coverage Statement as follows:

For Covered Risk 16, 18, 19, and 21 Your Deductible Amount and Our Maximum Dollar Limit of Liability shown in Schedule A.

The deductible amounts and maximum dollar limits shown on Schedule A are as follows:

Your Deductible Amount Our Maximum Dollar Limit of Liability Covered Risk 16: 1% of Policy Amount Shown in Schedule A or $2,500 $10,000 (whichever is less)
Covered Risk 18: 1% of Policy Amount Shown in Schedule A or $5,000 $25,000 (whichever is less)
Covered Risk 19: 1% of Policy Amount Shown on Schedule A or $5,000 $25,000 (whichever is less)
Covered Risk 21: 1% of Policy Amount Shown on Schedule A or $2,500 $5,000 (whichever is less)
EXHIBIT 3
Order Number: 5850714-A (tc)
Page Number: 12
First American Title
ALTA OWNER'S POLICY [(07-01-2021) V. 01.00]
CLTA STANDARD COVERAGE OWNER'S POLICY [(02-04-22) V. 01.00]

EXCLUSIONS FROM COVERAGE
The following matters are excluded from the coverage of this policy, and the Company will not pay loss or damage, costs, attorneys’ fees, or expenses that arise by reason of:

1. a. any law, ordinance, permit, or governmental regulation (including those relating to building and zoning) that restricts, regulates, prohibits, or relates to:
i. the occupancy, use, or enjoyment of the Land;
ii. the character, dimensions, or location of any improvement on the Land; iii. the subdivision of land; or
iv. environmental remediation or protection.
b. any governmental forfeiture, police, regulatory, or national security power. c. the effect of a violation or enforcement of any matter excluded under Exclusion 1.a. or 1.b.

Exclusion 1 does not modify or limit the coverage provided under Covered Risk 5 or 6.

2. Any power of eminent domain. Exclusion 2 does not modify or limit the coverage provided under Covered Risk 7.

3. Any defect, lien, encumbrance, adverse claim, or other matter:
a. created, suffered, assumed, or agreed to by the Insured Claimant; b. not Known to the Company, not recorded in the Public Records at the Date of Policy, but Known to the Insured Claimant and not disclosed in writing to the Company by the Insured Claimant prior to the date the Insured Claimant became an Insured under this policy;
c. resulting in no loss or damage to the Insured Claimant; d. attaching or created subsequent to the Date of Policy (Exclusion 3.d. does not modify or limit the coverage provided under Covered Risk 9 or 10); or
e. resulting in loss or damage that would not have been sustained if consideration sufficient to qualify the Insured named in Schedule A as a bona fide purchaser had been given for the Title at the Date of Policy.

4. Any claim, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors’ rights law, that the transaction vesting the Title as shown in Schedule A is a:
a. fraudulent conveyance or fraudulent transfer;
b. voidable transfer under the Uniform Voidable Transactions Act; or c. preferential transfer:
i. to the extent the instrument of transfer vesting the Title as shown in Schedule A is not a transfer made as a contemporaneous exchange for new value; or
ii. for any other reason not stated in Covered Risk 9.b.

5. Any claim of a PACA-PSA Trust. Exclusion 5 does not modify or limit the coverage provided under Covered Risk 8.

6. Any lien on the Title for real estate taxes or assessments imposed or collected by a governmental authority that becomes due and payable after the Date of Policy. Exclusion 6 does not modify or limit the coverage provided under Covered Risk 2.b.

7. Any discrepancy in the quantity of the area, square footage, or acreage of the Land or of any improvement to the Land.

NOTE: The 2021 ALTA Owner’s Policy may be issued to afford either Standard Coverage or Extended Coverage. In addition to variable exceptions such as taxes, easements, CC&R’s, etc., the Exceptions from Coverage in a Standard Coverage policy will also include the Western Regional Standard Coverage Exceptions listed below as numbers 1 through 7. The 2021 CLTA Standard Coverage Owner’s Policy will include the Western Regional Standard Coverage Exceptions listed below as numbers 1 through 7.

EXCEPTIONS FROM COVERAGE
Some historical land records contain Discriminatory Covenants that are illegal and unenforceable by law. This policy treats any Discriminatory Covenant in a document referenced in Schedule B as if each Discriminatory Covenant is redacted, repudiated, removed, and not republished or recirculated. Only the remaining provisions of the document are excepted from coverage.

This policy does not insure against loss or damage and the Company will not pay costs, attorneys’ fees, or expenses resulting from the terms and conditions of any lease or easement identified in Schedule A, and the following matters:

1. (a) Taxes or assessments that are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the Public Records; (b) proceedings by a public agency that may result in taxes or assessments, or notices of such proceedings, whether or not shown by the records of such agency or by the Public Records.

2. Any facts, rights, interests, or claims that are not shown by the Public Records but that could be ascertained by an inspection of the Land or that may be asserted by persons in possession of the Land.

3. Easements, liens or encumbrances, or claims thereof, not shown by the Public Records.

4. Any encroachment, encumbrance, violation, variation, or adverse circumstance affecting the Title that would be disclosed by an accurate and complete land survey of the Land and not shown by the Public Records.

5. (a) Unpatented mining claims; (b) reservations or exceptions in patents or in Acts authorizing the issuance thereof; (c) water rights, claims or title to water, whether or not the matters excepted under (a), (b), or (c) are shown by the Public Records.

6. Any lien or right to a lien for services, labor or material unless such lien is shown by the Public Records at Date of Policy.

7. Any claim to (a) ownership of or rights to minerals and similar substances, including but not limited to ores, metals, coal, lignite, oil, gas, EXHIBIT 3
Order Number: 5850714-A (tc)
Page Number: 13
First American Title
uranium, clay, rock, sand, and gravel located in, on, or under the Land or produced from the Land, whether such ownership or rights arise by lease, grant, exception, conveyance, reservation, or otherwise; and (b) any rights, privileges, immunities, rights of way, and easements associated therewith or appurtenant thereto, whether or not the interests or rights excepted in (a) or (b) appear in the Public Records or are shown in Schedule B.
2006 ALTA OWNER'S POLICY (06-17-06)

EXCLUSIONS FROM COVERAGE
The following matters are expressly excluded from the coverage of this policy, and the Company will not pay loss or damage, costs, attorneys' fees, or expenses that arise by reason of:

1. (a) Any law, ordinance, permit, or governmental regulation (including those relating to building and zoning) restricting, regulating, prohibiting, or relating to
(i) the occupancy, use, or enjoyment of the Land;
(ii) the character, dimensions, or location of any improvement erected on the Land; (iii) the subdivision of land; or
(iv) environmental protection;
or the effect of any violation of these laws, ordinances, or governmental regulations. This Exclusion 1(a) does not modify or limit the coverage provided under Covered Risk 5.
(b) Any governmental police power. This Exclusion 1(b) does not modify or limit the coverage provided under Covered Risk 6.

2. Rights of eminent domain. This Exclusion does not modify or limit the coverage provided under Covered Risk 7 or 8.

3. Defects, liens, encumbrances, adverse claims, or other matters (a) created, suffered, assumed, or agreed to by the Insured Claimant; (b) not Known to the Company, not recorded in the Public Records at Date of Policy, but Known to the Insured Claimant and not disclosed in writing to the Company by the Insured Claimant prior to the date the Insured Claimant became an Insured under this policy;
(c) resulting in no loss or damage to the Insured Claimant; (d) attaching or created subsequent to Date of Policy (however, this does not modify or limit the coverage provided under Covered Risk 9 and 10); or
(e) resulting in loss or damage that would not have been sustained if the Insured Claimant had paid value for the Title.

4. Any claim, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors’ rights laws, that the transaction vesting the Title as shown in Schedule A, is
(a) a fraudulent conveyance or fraudulent transfer; or
(b) a preferential transfer for any reason not stated in Covered Risk 9 of this policy.

5. Any lien on the Title for real estate taxes or assessments imposed by governmental authority and created or attaching between Date of Policy and the date of recording of the deed or other instrument of transfer in the Public Records that vests Title as shown in Schedule A.

NOTE: The 2006 ALTA Owner’s Policy may be issued to afford either Standard Coverage or Extended Coverage. In addition to variable exceptions such as taxes, easements, CC&R’s, etc., the Exceptions from Coverage in a Standard Coverage policy will also include the Western Regional Standard Coverage Exceptions listed below as numbers 1 through 7.

EXCEPTIONS FROM COVERAGE
This policy does not insure against loss or damage, and the Company will not pay costs, attorneys’ fees or expenses, that arise by reason of:

The above policy form may be issued to afford either Standard Coverage or Extended Coverage. In addition to the above Exclusions from Coverage, the Exceptions from Coverage in a Standard Coverage policy will also include the following Exceptions from Coverage:

1. (a) Taxes or assessments that are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the Public Records; (b) proceedings by a public agency that may result in taxes or assessments, or notices of such proceedings, whether or not shown by the records of such agency or by the Public Records.

2. Any facts, rights, interests, or claims that are not shown in the Public Records but that could be ascertained by an inspection of the Land or that may be asserted by persons in possession of the Land.

3. Easements, liens or encumbrances, or claims thereof, not shown by the Public Records.

4. Any encroachment, encumbrance, violation, variation, or adverse circumstance affecting the Title that would be disclosed by an accurate and complete land survey of the Land and that are not shown by the Public Records.

5. (a) Unpatented mining claims; (b) reservations or exceptions in patents or in Acts authorizing the issuance thereof; (c) water rights, claims or title to water, whether or not the matters excepted under (a), (b), or (c) are shown by the Public Records.

6. Any lien or right to a lien for services, labor or material unless such lien is shown by the Public Records at Date of Policy.

7. Any claim to (a) ownership of or rights to minerals and similar substances, including but not limited to ores, metals, coal, lignite, oil, gas, uranium, clay, rock, sand, and gravel located in, on, or under the Land or produced from the Land, whether such ownership or rights arise by lease, grant, exception, conveyance, reservation, or otherwise; and (b) any rights, privileges, immunities, rights of way, and easements associated therewith or appurtenant thereto, whether or not the interests or rights excepted in (a) or (b) appear in the Public Records or are shown in Schedule B.

APN:

EXHIBIT 3

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