Loading...
HomeMy WebLinkAboutD-1606B 1799 Tonini Drive - Rancho Obispo Residential Development Recorded 04/08/20041 2 3 4 5 6 7 8 9 10 11 12 13 14 15 1.6 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47 48 u RECORDING REQUEST BY: FIRST AMERICAN TITLE 1257631 -DS WHEN RECORDED RETURN TO: City of San Luis Obispo 990 Palm Street. San Luis Obispo, Ca. 93401 Attn: City Clerk I San JULIE- RODEWA Obispo ty Clerk/Recorder Recorded at the request of First American Title Company DOC #: 2004028416 The undersigned declare that there is no documentary transfer tax on this matter. SR 4/08/2004 8:00 AM Titles: 4 Pages: 21 Fees 0.00 Taxes 0.00 Others 0.00 PAID $0.00 Recorded for the Benefit of the City of San Luis Obispo at No Fee Under Section 27383 of the Government Code PURCHASE MONEY DEED OF TRUST, DEED OF TRUST COVENANTS, ASSIGNMENT OF RENTS, SECURITY AGREEMENT AND FIXTURE FILING THIS PURCHASE MONEY DEED. OF TRUST, DEED OF TRUST COVENANTS, ASSIGNMENT OF RENTS, SECURITY AGREEMENT AND FIXTURE FILING (this "Deed of Trust ") is made as of this 30th day of March, 2004 by Gregory Roldan and Sarah Roldan, Husband and Wife, ( "Trustor "), the owner of the real property described herein below, whose address is: 1799 TONINI DRIVE, SAN LUIS OBISPO, CALIFORNIA To First American Title Company ( "Trustee ") in favor of the CITY OF SAN LUIS OBISPO, a municipal corporation, whose address is 990 Palm Street, San Luis Obispo, California 93401 ('Beneficiary"). WHEREAS, on May 21, 2002, Beneficiary and LOVR -SLO, LLC, entered into an Affordable Housing Agreement ( "Affordability Agreement ") to implement Council Resolution No. 9169, approving the Rancho Obispo residential development; and WHEREAS, to implement said Affordability Agreement, Beneficiary and Trustor entered into that certain Promissory Note ( "Note ") dated April 1, 2004 pursuant to which Trustor agreed to certain restrictions on the sale or transfer of that certain real property located in the County of San Luis Obispo, State of California, which is further described in Exhibit A (the "Real Property"); and WHEREAS, Beneficiary and Trustor desire to ensure that the Real Property remain affordable to moderate- income persons for a period of not less than 30 years following the property's initial date of sale, pursuant to the Affordability Agreement. IV P1606 & Deed of Trust, Page 2 1 NOW, THEREFORE, THIS DEED OF TRUST WITNESSETH: 2 3 Trustor, in consideration of the indebtedness referred to below and the trust herein created, 4 irrevocably grants, conveys, transfers and as to Trustee, and its successors and assigns, in 5 trust, with power of sale and right of entry and possession, all of Trustor's estate, right, title and 6 interest in, to and under the Real Property; 7 8 TOGETHER WITH all structures and improvements now existing or hereafter erected on the 9 Real Property, all easements, rights and appurtenances thereto or used in connection therewith, 10 all rents, royalties, issues, profits, revenues, income and other benefits thereof or arising from the 11 use or enjoyment of all or any portion thereof (subject, however, to the right, power and authority 12 given herein to Trustor to collect and apply such rents, royalties, issues, profits, revenues, income 13 and other benefits prior to an Event of Default hereunder), all interest's in and rights, royalties and 14 profits in connection with all minerals, oil and gas and other hydrocarbon substances thereon. or 15 therein, development rights or credits, air rights, water, water rights (whether riparian, 16 appropriative or otherwise and whether or not appurtenant) and water stock, all intangible 17 property and rights relating to the Real Property or the operation thereof or used in connection 18 therewith, including, without limitation, trade names and trademarks and all furniture and 19 fixtures, now or hereafter located in, or on, or attached or affixed to, or used or intended to be 20 used in connection with, the Real Property, including, but without limitation, all heating, 21 lighting, laundry, incinerating, gas, electric and power equipment, pipes, plumbing, fire 22 prevention and fire extinguishing, refrigerating, ventilating and communication apparatus, air 23 cooling and air conditioning apparatus, shades, awnings, blinds, curtains, drapes, attached floor 24 coverings, including rugs and carpeting and other installed appliances, attached cabinets, trees, 25 plants and other items of landscaping, shall, to the fullest extent permitted by law and for the 26 purposes of this Deed of Trust, be deemed to be part and parcel of, and appropriated to the use 27 of, the Real Property and, whether or not affixed or annexed thereto, be deemed conclusively to 28 be real property and.conveyed by this Deed of Trust, and Trustor agrees to execute and deliver, 29 from time to time, such further instruments and documents as may be required by Beneficiary to 30 confirm the lien of this Deed of Trust on any of the foregoing; 31 32 TOGETHER WITH all of the estate, interest, right, title, other claim or demand which Trustor 33 now has or may hereafter acquire in any and all awards made for the taking by eminent domain, 34 or by any proceeding or purchase in lieu the of the whole or any part of the Property (as 35 hereinafter defined), including, without limitation, any awards resulting from a change of grade 36 of streets and awards for severance damages; 37 38 TOGETHER WITH all of the estate, interest, right, title and other claim or demand which 39 Trustor now has or may hereafter acquire with respect to the unearned premiums accrued, 40 accruing or to accrue and the proceeds of insurance in effect with respect to all or any part of the 41 foregoing. All of the foregoing property referred to in this Deed of Trust, together with the Real 42 Property, is herein referred to as the "Property." 43 Deed of Trust, Page 3 1 ARTICLE 1. PURPOSE AND CONSIDERATION. This trust deed is established for the 2 purpose of securing, in such order of priority as Beneficiary may elect: 3 4 (a) The repayment of the indebtedness evidenced by Trustor's Promissory Note (the 5 "Note ") of even date herewith payable to the order of Beneficiary, in the principal sum of 6 Dollars ($193,925.00) ( "Principal "), and any and all late charges, interest costs or fees 7 required thereunder and all extensions, renewals, modifications, amendments and 8 replacements thereof. The amount of the Note is the monetary difference between said 9 property's initial sales price, as allowed by the City's Affordable Housing Standards and 10 its initial market value, as determined by City's Community Development Director based 11 on sales information for comparable market rate units provided by Trustee. 12 13 (b) The payment of all other sums which may be advanced by or otherwise be due to 14 Trustee or Beneficiary under any provision of this Deed of Trust with interest (if any) 15 thereon at the rate provided herein or therein. 16 17 (c) Performance of all covenants of Trustor made in this Deed of Trust.. 18 19 (d) Performance of all obligations and conditions of the Housing Agreement. 20 21 ARTICLE 2. DEED COVENANTS. To protect the security of this Deed of Trust, Trustor and 22 Trustee hereby covenant and agree as follows: 23 24 SECTION 2.01. Restrictions on Use and Occupancy. The Real Property shall be used solely 25 for owner - occupied housing. 26 27 SECTION 2.02. Restrictions on Sale. The Real Property shall be sold or otherwise transferred 28 only to eligible households, as defined herein, or to the City, the Housing Authority of the City of 29 San Luis Obispo, or to a non - profit housing agency designated by City. Sales prices shall be 30 based on and consistent with the Affordable Housing Standards published by the City's 31 Community Development Department. 32 33 SECTION 2.03. Term of Use, Occupancy and Sale Restrictions. Trustor agrees that the 34 above restrictions to the use, occupancy and sale of the Real Property shall remain in effect for a 35 period of not less than thirty (30) years from the date of the property's initial sale, or until 36 2034 Further, Trustor agrees that all future grant deeds for or transfers of interest in 37 the properties shall contain a restriction providing that for the period of time specified in this 38 deed of trust, there shall be no sale, lease, rental, or other transfer of the properties except for the 39 sale to eligible low or moderate income households. Any sale, lease, rental, or other transfer of 40 the property in violation of this covenant shall be void, as provided below. 41 42 SECTION 2.04. Determination of Eligibility. Trustor and Trustee agree to retain the Housing 43 Authority of the City of San Luis Obispo, or other qualified entity acceptable to the City, to 3 t }. Deed of Trust, Page 4 1 determine whether prospective buyers qualify as eligible households as defined in the Affordable 2 Housing Standards. 3 4 SECTION 2.05. Covenants Binding. These affordability requirements shall be covenants 5 running with the land as defined in California Civil Code Section 1460, and shall apply to the 6 Real Property as further described on Exhibit A. Pursuant to Civil Code Section 1468, which 7 governs such covenants, the provisions of this Agreement shall be binding upon all parties 8 having any right,. title, or interest in any of the properties described herein, or any portion thereof 9 and on their heirs, successors in interest and assigns for a period of 30 years from the initial date 10 of sale of the property. The parties agree that all future deeds or transfers of interest regarding 11 the properties shall show the restrictions of this Agreement for as long as the Agreement is in 12 effect. 13 14 SECTION 2.06. First Right of Refusal. Upon resale, Trustor and Trustee agree that the City or 15 the Housing Authority of the City of San Luis Obispo shall have the first right of refusal to 16 purchase the property or properties at the then current appraised value, as further described in the 17 Note. 18 19 SECTION 2.07. Performance of Obligations Secured. Trustor shall promptly pay when due 20 the indebtedness evidenced by the Note and any late charges, costs and/or fees provided for in the 21 Note and shall further perform fully and in a timely manner all other obligations of Trustor 22 contained herein or in the Note. 23 24 ARTICLE 3 — INSURANCE REQUIREMENTS 25 26 SECTION 3.01. Trustor shall keep the Property and all improvements thereon insured against 27 loss or damage by fire with extended all -risk coverage clauses, including vandalism and 28 malicious mischief clauses, in an amount not less than one hundred percent (100 %) of the full 29 replacement cost of such improvements with a company or companies and in such form and with 30 such endorsements as may be approved or required by Beneficiary. 31 32 SECTION 3.02. Trustor shall also maintain in full force and effect a policy of homeowners' 33 general liability insurance insuring Trustor against liability for bodily injury, property damage 34 and personal injury arising out of the operation, use or occupancy of the Property. The initial 35 amount of such insurance shall be One Hundred Thousand Dollars ($100,000.00) per occurrence 36 and not in the aggregate and shall be subject to periodic increase based upon increased liability 37 awards or the reasonable. recommendation of Trustor's professional insurance advisor. Trustor 38 shall name Beneficiary as an additional insured under such policy. Such insurance shall be 39 primary with respect to any insurance maintained by Beneficiary and shall not call on 40 Beneficiary's insurance for contributions. 41 42 SECTION 3.03. Trustor shall pay all premiums for the insurance policies required to be 43 maintained under this Deed of Trust within fifteen (15) days after Trustor's receipt of a copy of 4 Deed of Trust, Page 5 1 the premium statement or other evidence of the amount due. At least thirty (30) days prior to the 2 expiration of such policy, Trustor shall deliver to Beneficiary a renewal of such policy. 3 4 SECTION 3.04. Any insurance which Trustor is required to maintain under this Deed of Trust 5 shall include a provision requiring that the insurance carrier give Beneficiary not less than thirty 6 (30) days written notice prior to any cancellation or modification of such coverage. If Trustor (i) 7 fails to deliver any policy or renewal to Beneficiary required under this Deed of Trust within the 8 prescribed time period or (ii) if any such policy is canceled or modified to reduce the amount or 9 type of coverage without Beneficiary's consent and no substituted comparable coverage is to obtained by Trustor prior to such cancellation or modification, Beneficiary may obtain such 11 insurance. In such case, Trustor shall reimburse Beneficiary for the cost of such insurance within 12 fifteen (15) days after receipt of a statement that indicates the cost of such insurance and upon 13 proof that Beneficiary has paid said statement. 14 15 SECTION 3.05. Trustor shall maintain all insurance required under this Deed of Trust with 16 companies holding a "general policy rating" of A -8 or better, as set forth in the most current issue 17 of "Best Key Rating Guide." Trustor acknowledges that the insurance described in this Section is 18 for the primary benefit of Beneficiary. Beneficiary makes no representation as to the adequacy of 19 such insurance to protect Trustor's or Beneficiary's interests. Therefore, Trustor shall obtain any 20 additional property or liability insurance that Trustor deems necessary to protect Beneficiary and 21 Trustor, in the exercise of reasonable judgment. 22 23 SECTION 3.06. Notwithstanding anything to the contrary contained herein, Trustor's obligation 24 to carry the insurance provided for herein may be brought within the coverage of a so- called 25 blanket policy or policies of insurance carried and maintained by Trustor; provided, however, 26 that Beneficiary shall be named as an additional insured thereunder and that the coverage 27 afforded Beneficiary will not be reduced or diminished by reason of the use of such blanket 28 policy of insurance and provided further that the requirements set forth herein are otherwise 29 satisfied. 30 31 SECTION 3.07. All of the above - mentioned insurance policies or certificates of insurance must 32 be satisfactory to Beneficiary. Beneficiary shall not by the fact of approving, disapproving, 33 accepting, preventing, obtaining or failing to obtain any insurance, incur any liability for or with 34 respect to the amount of insurance carried, the form or legal sufficiency of insurance contracts, 35 insolvency of insurance companies or payment or defense of lawsuits and Trustor hereby 36 expressly assumes full responsibility therefor and all liability, if any, with respect thereto. 37 38 SECTION 3.08. Condemnation and Insurance Proceeds. 39 40 SUBSECTION 3.08(a). Any award of damages in connection with any taking or condemnation, 41 or for injury to the Property by reason of public use, or for damages for private trespass or entry 42 onto the Property is hereby assigned and shall be paid to Beneficiary as further security for all 43 obligations secured by this Deed of Trust. Upon receipt of such proceeds, Beneficiary may hold 5 Deed of Trust, Page 6 1 the proceeds as further security or apply or release them in the same manner and with the same 2 effect as provided in this Deed of Trust for the disposition of proceeds of fire or other insurance. 3 4 SUBSECTION 3.08(b). Any insurance proceeds or awards in connection with any casualty or 5 damage or injury to the Property covered by insurance ( "Insurance Proceeds ") are hereby 6 assigned to Beneficiary to be held and applied by Beneficiary in the manner hereinafter provided. 7 Beneficiary may, at its option, and at its own expense, appear in and prosecute in its own name 8 any action or proceeding to enforce any cause of action for such Insurance Proceeds. All 9 Insurance Proceeds shall be applied by Beneficiary upon any indebtedness secured by this Deed 10 of Trust and in any order determined by Beneficiary or, at the option of Beneficiary, the entire 11 amount so collected or any part of that amount may be released to Trustor. This application or 12 release shall not cure or waive any default or notice of default under this Deed of Trust or 13 invalidate any act done pursuant to such notice. 14 15 SUBSECTION 3.08(c). Trustor, immediately upon obtaining knowledge of the institution of any 16 proceedings relating to condemnation or other taking of or damage or injury to the Property or 17 any portion thereof, or knowledge of any casualty damage to the Property or damage in any other 18 manner, shall immediately notify Beneficiary in writing. Beneficiary may participate, at its own 19 expense, in any such proceedings and may join Trustor in adjusting any loss covered by 20 insurance. 21 22 ARTICLE 4. TAXES, LIENS AND OTHER ITEMS. Trustor shall pay, when due, all taxes, 23 bonds, assessments, fees, liens (including prior trust deed liens), charges, fines, impositions and 24 any and all other items which are attributable to or affect the Property and which may attain a 25 priority over this Deed of Trust or the indebtedness or evidence of indebtedness secured hereby, 26 by making payment prior to delinquency directly to the payee thereof. Trustor may initiate 27 proceedings to contest any such taxes, bonds, assessments, fees, liens, charges, fines, impositions 28 or other items so long as Trustor takes steps to ensure that Beneficiary's security is not threatened 29 in any manner. Trustor shall pay all costs of the proceedings, including any costs or fees incurred 30 by Beneficiary. Upon the final determination of any proceeding or contest, Trustor shall 31 immediately pay the amounts due, together with all costs, charges, interest and penalties 32 incidental to the proceedings. 33 34 ARTICLE 5. RENTS AND PROFITS. Trustor acknowledges and agrees that the Property 35 shall at all times be occupied by the Trustor as the Trustor's primary residence and shall not be 36 leased or rented during the term of the Note and this Deed of Trust. Notwithstanding the 37 foregoing, any rents, royalties, issues, profits, revenue, income and other benefits of the Property 38 arising from the use and enjoyment of all or any portion thereof or from any lease or agreement 39 pertaining thereto (the "Rents and Profits "), whether now due, past due, or to become due, and 40 including all prepaid rents and security deposits, are hereby absolutely, presently and 41 unconditionally assigned, transferred, conveyed and set over to Beneficiary to be applied by 42 Beneficiary in the payment of the principal and all other sums payable on the Note and of all 43 other sums payable under this Deed of Trust. It is understood and agreed that neither the 44 foregoing assignment of Rents and Profits to Beneficiary nor the exercise by Beneficiary of any 6 • r • Deed of Trust, Page 7 1 of its rights or remedies under Article 5 hereof shall be deemed to defeat the owner- occupied 2 restriction set forth in the Agreement or to make Beneficiary a mortgagee -in- possession or 3 otherwise responsible or liable in any manner with respect to the Property or the use, occupancy, 4 enjoyment or operation of all or any portion thereof, unless and until Beneficiary, in person or by 5 agent, assumes actual possession thereof. Further, the appointment of a receiver for the Property 6 by any court at the request of Beneficiary or by agreement with Trustor, or the entering into 7 possession of the Property or any part thereof by such receiver, shall not be deemed to make 8 Beneficiary a mortgagee -in- possession or otherwise responsible or liable in any manner with 9 respect to the Property or the use, occupancy, enjoyment or operation of all or any portion 10 thereof. 11 12 ARTICLE 6. PRESERVATION AND MAINTENANCE OF PROPERTY. Trustor shall 13 keep the Property and every part thereof in good condition and repair and shall not permit or 14 commit any waste, impairment or deterioration of the Property nor commit, suffer or permit any 15 act upon or use of the Property in violation of law or applicable order of any governmental 16 authority, whether now existing or hereafter enacted and whether foreseen or unforeseen, 17 including, without limitation, violation of any zoning, building or. environmental protection 18 statutes, ordinances, regulations, orders and restrictions or in violation of any covenants, 19 conditions or restrictions affecting the Property or bring or keep any article upon any of the 20 Property or cause or permit any condition to exist thereon which would be prohibited by or could 21 invalidate any insurance coverage maintained or required hereunder to be maintained by Trustor 22 on or with respect to any part of the Property and further shall do all other acts which from the 23 character or use of the Property may be reasonably necessary to protect the security hereof, the 24 specific enumerations herein not excluding the general. Trustor shall completely restore and 25 repair promptly and in a good and workmanlike manner any building, structure or improvement 26 thereon which may be damaged or destroyed and pay, when due, all claims for labor performed 27 and materials famished therefor, whether or not insurance or other proceeds are available to 28 cover, in whole or in part, the costs of any such restoration or repair. Trustor shall notify 29 Beneficiary immediately in writing of any damage to the Property in excess of Ten Thousand 30 Dollars ($10,000.00). 31 32 ARTICLE 7. PROTECTION OF SECURITY: COSTS AND EXPENSES. Trustor shall 33 appear in and defend any action or proceeding purporting to affect the security hereof or the 34 rights or powers of Beneficiary or Trustee and shall pay all reasonable costs and expenses, 35 including, without limitation, costs of evidence of title and reasonable attorney's fees, in any such 36 action or proceeding in which Beneficiary or Trustee may appear and in any suit brought by 37 Beneficiary to foreclose this Deed of Trust or to enforce or establish any other rights or remedies 38 of Beneficiary hereunder. If Trustor fails to perform any of the covenants or agreements in this 39 Deed of Trust or if any action or proceeding is commenced which affects Beneficiary's interest in 40 the Property or any part thereof, including, but not limited to, eminent domain, code enforcement 41 or proceedings of any nature whatsoever under any federal or state law, whether now existing or 42 hereafter enacted or amended, relating to bankruptcy, insolvency, arrangement, reorganization or 43 other form of debtor relief, or to a decedent, then Beneficiary or Trustee may, but without 44 obligation to do so and upon ten (10) days' prior written notice to and demand upon Trustor 7 P Deed of Trust, Page 8 1 (unless a shorter notice period is necessary to protect Beneficiary's interest in the security hereof, 2 in which case only reasonable notice and demand under the circumstances shall be required) and 3 without releasing Trustor from any obligation hereunder, make such appearances, disburse such 4 sums and take such action as Beneficiary or Trustee deems necessary or appropriate to protect 5 Beneficiary's interest, including, but not limited to, disbursement of reasonable attorney's fees, 6 entry upon the Property to make repairs or otherwise protect the security hereof, and payment, 7 purchase, contest or compromise of any encumbrance, charge or lien which in the judgment of 8 either Beneficiary or Trustee appear to be prior or superior hereto. Trustor further agrees to pay 9 all reasonable expenses of Beneficiary (including fees and disbursements of counsel) reasonably 10 related to the protection of the rights of Beneficiary hereunder, and enforcement or collection of 11 payment of the Note, whether by judicial or non judicial proceedings, or in connection with any 12 bankruptcy, insolvency, arrangement, reorganization or other debtor relief proceeding of Trustor, 13 or otherwise. Beneficiary shall give Trustor ten (10) days' prior written notice before disbursing 14 any amounts pursuant to this Article. Any amounts disbursed by Beneficiary or Trustee pursuant 15 to this Section shall be additional indebtedness of Trustor secured by this Deed of Trust as of the 16 date of disbursement. All such amounts shall be payable by Trustor immediately without 17 demand. Nothing contained herein shall be construed to require Beneficiary or Trustee to incur 18 any expense, make any appearance or take any other action. 19 20 ARTICLE 8. ENFORCEMENT. 21 22 Section 8.01. Acknowledgement of Enforceability. Trustor represents, warrants, covenants 23 and agrees that it is the lawful owner of the Real Property and that it has good right and lawful 24 authority to encumber the same as provided herein; that the Real Property is free from any and all 25 liens and encumbrances excepting only such as have been approved by Beneficiary and that 26 Trustor warrants and will defend the title to the Property against all claims and demands 27 whatsoever not specifically excepted herein (and except for claims and demands arising from 28 acts or omissions of Beneficiary or any predecessor -in- interest to Beneficiary not previously 29 disclosed to Trustor), and Trustor will execute, acknowledge and deliver all and every such 30 further assurances unto Beneficiary of the title to the Property hereby conveyed and intended so 31 to be or that Trustor may be or shall become hereinafter bound so to do. Trustor covenants and 32 warrants that the Note and this Deed of Trust are valid and enforceable obligations of Trustor in 33 accordance with the terms thereof and hereof; and that this Deed of Trust does not, nor does the 34 Note, nor does the performance or observance by Trustor of any of the matters or things in the 35 Note or this Deed of Trust, contravene any covenant in any indenture or agreement affecting 36 Trustor. 37 38 Section 8.02. Due on Sale and Other Enforcement Provisions. Trustor's agreement to ensure 39 the continued owner occupancy of the Real Property is a substantial material consideration to 40 Beneficiary and Beneficiary's agreement to accept the Note and to accept this Deed of Trust. In 41 accordance with California Civil Code Section 711.5 and in order to induce Beneficiary to accept 42 this Deed of Trust and the Note, Trustor agrees that Trustor shall not Transfer all or any part of 43 the Property without the prior written consent of Beneficiary. Except for a Transfer to a Eligible 44 Household (as defined in the City of San Luis Obispo's Affordable Housing Standards), 8 • Deed of Trust, Page 9 • 1 Beneficiary may grant or deny such consent in its sole and absolute discretion and as a condition 2 to such consent may require any transferee to assume all obligations hereunder and to agree to be 3 bound by all provisions contained herein. In the event of any proposed Transfer, Trustor shall 4 provide Beneficiary with all financial and other information pertaining to the intended transferee 5 reasonably requested by Beneficiary. In the event of any Transfer without the prior written 6 consent of Beneficiary, Beneficiary shall have the absolute right, at its option, without demand or 7 notice, to declare all outstanding Principal and all other sums due hereunder and under the Note 8 to be immediately due and payable. Further, Beneficiary may bring an action at law or in equity 9 to require Trustor and the proposed transferee to terminate and/or rescind any sales contract or 10 purchase and sale transaction between them and/or to declare the transfer void, notwithstanding 11 that the transfer may have closed and become final as between Trustor and the transferee. 12 Further, Beneficiary may pursue any other remedy available under this Deed of Trust or the Note 13 or at law or in equity or under any other agreement, instrument or document entered into by 14 Trustor and Beneficiary. Beneficiary's consent to one Transfer shall not be deemed to be a 15 waiver of the right to require consent to a future or successive Transfer. As used herein, 16 "Transfer" includes any sale, agreement to sell, assignment, exchange or other conveyance of the 17 Property or any portion thereof or any interest therein, whether voluntary or involuntary, by 18 operation of law or otherwise, except that a Transfer by gift, devise or inheritance to a spouse or 19 to a spouse as a part of a dissolution proceeding shall not be considered a Transfer for purposes 20 of this Section. 21 22 ARTICLE 9. EVENTS OF DEFAULT. Each of the following shall constitute an event of 23 default ( "Event of Default ") hereunder (including, if Trustor and Trustee consists of more than 24 one person or entity, the occurrence of any of such events with respect to any one or more of such 25 persons or entities): 26 27 SECTION 9.01. Breach of Covenants. Default by Trustor in the performance of any of the 28 covenants or agreements of Trustor contained herein, in the Note, in the Housing Agreement or 29 any other note or instrument, trust deed or other obligation of Trustor relating to the Property 30 secured by any part of or all of the Property, whether junior or senior to this Deed of Trust. 31 32 SECTION 9.02. Appointment of Trustee. The appointment pursuant to an order of a court of 33 competent jurisdiction, of a trustee, receiver or liquidator of the Property or any part thereof, or 34 of Trustor, or any termination or voluntary suspension of the transaction of business of Trustor, 35 or any attachment, execution or, other judicial seizure of all or any substantial portion of Trustor's 36 assets; provided, however, that if such attachment, execution or seizure is involuntary, Trustor 37 shall not be deemed in default unless the same is not discharged within sixty (60) days. 38 39 SECTION 9.03. Bankruptcy Filing. The filing by or against Trustor of a petition in bankruptcy 40 or for an arrangement or for reorganization or for other form of debtor relief pursuant to the 41 federal Bankruptcy Act, as the same may be amended or replaced from time to time, or any other 42 law, federal or state, whether now existing or hereafter amended or enacted relating to insolvency 43 or debtor relief (except that in the case of a filing against Trustor, an Event of Default shall not 44 exist unless Trustor fails to have the proceeding discharged within sixty (60) days after such 9 Deed of Trust, Page 10 1 filing), or the adjudication of Trustor as a bankrupt or an insolvent by a decree of a court of 2 competent jurisdiction, or the making of an assignment for the benefit of creditors, or the 3 admission by Trustor in writing of its inability to pay its debts generally as they become due, or 4 the giving of consent by Trustor to the appointment of a receiver or receivers of all or 5 substantially all of its property. 6 7 SECTION 9.04. Misrepresentations. Any representation or disclosure made to Beneficiary by 8 Trustor as an inducement to the making of the loan evidenced by the Note that proves to be false 9 or misleading in any material respect as of the time the same was made, whether or not any such 10 representation or disclosure appears as part of this Deed of Trust. 11 12 SECTION 9.05. Other Events. Any other event which, under this Deed of Trust, or under the 13 Note or the Agreement, constitutes an Event of Default by Trustor hereunder or thereunder or 14 gives Beneficiary the right to accelerate the maturity of the indebtedness, or any part thereof, 15 secured hereby. 16 17 ARTICLE 10. REMEIDIES. Upon the occurrence of any Event of Default and the expiration 18 of any applicable period within which to cure the same, Trustee and Beneficiary shall have the 19 following rights and remedies: 20 21 SECTION 10.01. Acceleration. Beneficiary may declare the entire outstanding Principal and all 22 other sums or payments required hereunder to be due and payable immediately and 23 notwithstanding the date such sums would otherwise be due in accordance with the Note and the 24 Agreement. 25 26 SECTION 10.02. Entry. Whether or not Beneficiary exercises the right provided in Section 27 10.01 above, Beneficiary, in person or by agent or court- appointed receiver, may enter upon, take 28 possession of, manage and operate the Property or any part thereof and do all things necessary or 29 appropriate in Beneficiary's sole discretion in connection therewith, including, without limitation, 30 making and enforcing, and if the same be subject to modification or cancellation, modifying or 31 canceling leases upon such terms or conditions as Beneficiary deems proper, obtaining and 32 evicting tenants, and fixing or modifying rents, contracting for and making repairs and 33 alterations, and doing any and all other acts which Beneficiary deems proper to protect the 34 security hereof, and either with or without so taking possession, in its own name, in the name of 35 Trustor or by court- appointed receiver (which may be appointed on notice or on ex parte 36 application without notice), suing for or otherwise collecting and receiving the rents and profits, 37 including those past due and unpaid, and applying the same less costs and expenses of operation 38 and collection, including reasonable attorney's fees, upon any indebtedness secured hereby and in 39 such order as Beneficiary may determine. Upon request of Beneficiary, Trustor shall assemble 40 and make available to Beneficiary at the site of the Real Property any of the Property which has 41 been removed therefrom. The entering upon and taking possession of the Property, or any part 42 thereof, the collection of any rents and profits and the application thereof as aforesaid shall not 43 cure or waive any Event of Default theretofore or thereafter occurring or affect any notice or 44 Event of Default or notice, and, notwithstanding continuance in possession of the Property or any 10 • Deed of Trust, Page 11 • 1 part thereof by Beneficiary, Trustor or a receiver, and the collection, receipt and application of 2 the rents and profits, Beneficiary shall be entitled to exercise every right provided for in this 3 Deed of Trust or by law or in equity upon or after the occurrence of an Event of Default, 4 including, without limitation, the right to exercise the power of sale. Any of the actions referred 5 to in this Section may be taken by Beneficiary irrespective of whether any notice of an Event of 6 Default or election to sell has been given hereunder and without regard to the adequacy of the 7 security for the indebtedness hereby secured. 8 9 SECTION 10.03. Judicial Action. Beneficiary may bring an action in any court of competent 10 jurisdiction to foreclose this Deed of Trust or to enforce any of the covenants and agreements of 11 this Deed of Trust, or the Note and the Housing Agreement. 12 13 SECTION 10.04. Power of Sale. 14 15 SUBSECTION 10.04(a). Beneficiary may elect to cause the Property or any part thereof to be 16 sold under the power of sale herein granted in any manner permitted by applicable law. In 17 connection with any sale or sales hereunder, Beneficiary may elect to treat any of the Property 18 that consists of a right in action or that is property that can be severed from the Real Property or 19 any improvements thereon without causing structural damage thereto as if the same were 20 personal property and dispose of the same in accordance with applicable law, separate and apart 21 from the sale of the Real Property. 22 23 SUBSECTION 10.04(b). Trustee may, and upon request of Beneficiary shall, from time to time, 24 postpone any sale hereunder by public announcement thereof at the time and place noticed 25 therefor. If the Property consists of several items of property, Beneficiary may designate the order 26 in which such items shall be offered for sale or sold. Any person, including Trustor, Trustee or 27 Beneficiary, may purchase at any sale hereunder, and Beneficiary shall have the right to purchase 28 at any sale hereunder by crediting upon the bid price the amount of all or any part of the 29 indebtedness hereby secured. 30 31 SUBSECTION 10.04(c). Should Beneficiary desire that more than one sale or other disposition 32 of the Property be conducted, Beneficiary may, at its option, cause the same to be conducted 33 simultaneously, or successively, on the same day, or at such different days or times and in such 34 order as Beneficiary may deem to be in its best interests, and no such sale shall terminate or 35 otherwise affect the lien of this Deed of Trust on any part of the Property not sold until all 36 indebtedness secured hereby has been fully paid. Upon any sale hereunder, Trustee shall execute 37 and deliver to the purchaser or purchasers a deed or deeds conveying the Property so sold, but 38 without any covenant or warranty whatsoever, express or implied, whereupon such purchaser or 39 purchasers shall be let into immediate possession; and the recitals in any such deed or deeds of 40 facts, such as default, the giving of notice of default and notice of sale and other facts affecting 41 the regularity or validity of such sale or disposition, shall be conclusive proof of the truth of such 42 facts and any such deed or deeds shall be conclusive against all persons as to such facts recited 43 therein. 44 I 11 ' 0 V Deed of Trust, Page 12 • 1 SUBSECTION 10.04(d). In case of any sale of the Property pursuant to any judgment or decree 2 of any court or at public auction or otherwise in connection with the enforcement of any of the 3 terms of this Deed of Trust, Beneficiary, its successors or assigns, may become the purchaser, 4 and for the purpose of making settlement for or payment of the purchase price, shall be entitled to 5 deliver over and use the Note, together with all other sums, with interest, advanced and unpaid 6 hereunder, in order that there may be credited as paid on the purchase price the sum then due 7 under the Note, including principal thereon and all other sums, with interest, advanced and 8 unpaid hereunder. 9 10 SECTION 10.05. Proceeds of Sale. The proceeds of any sale made under or by virtue of this 11 Article, together with all other sums that then may be held by Trustee or Beneficiary under this 12 Deed of Trust, whether under the provisions of this Article or otherwise, shall be applied as 13 follows: 14 15 (a) First, to the payment of the costs and expenses of sale and of any judicial proceedings 16 wherein the same may be made, including reasonable compensation to Trustee and Beneficiary, 17 their agents and counsel, and to the payment of all expenses, liabilities and advances made or 18 incurred by Trustee under this Deed of Trust, together with interest on all advances made by 19 Trustee at the maximum rate permitted by law to be charged by Trustee. 20 21 (b) Second, to the payment of any and all sums expended by Beneficiary under the terms hereof 22 (including, but not limited to, sums paid by Beneficiary on the prior trust deed) not then repaid 23 and all other sums required to be paid by Trustor pursuant to any provisions of this Deed of Trust 24 or the Note, including, without limitation, all expenses, liabilities and advances made or incurred 25 by Beneficiary under this Deed of Trust or in connection with the enforcement hereof, together 26 with interest thereon as herein provided. 27 28 (c) Third, to the payment of the entire amount then due, owing or unpaid upon the Note, 29 including attorney's fees and costs. 30 31 (d) Fourth, all amounts otherwise due Beneficiary. 32 33 (e) The remainder, if any, to the person or persons legally entitled thereto. 34 35 SECTION 10.06. Waiver of Marshaling. Trustor, for itself and for all persons hereafter 36 claiming through or under it or who may at any time hereafter become holders of liens junior to 37 the lien of this Deed of Trust, hereby expressly waives and releases all rights to direct the order in 38 which any of the Property shall be sold in the event of any sale or sales pursuant hereto, and to 39 have any of the Property and/or other property now or hereafter constituted security for any of the 40 indebtedness secured hereby, marshaled upon any foreclosure of this Deed of Trust or for any 41 other security for any of said indebtedness. 42 43 SECTION 10.07. Remedies Cumulative. No remedy herein conferred upon or reserved to 44 Trustee or Beneficiary is intended to be exclusive of any other remedy herein or by law provided 12 E-] 1 0 Deed of Trust, Page 13 • 1 but each shall be cumulative and shall be in addition to every other remedy given hereunder 'or 2 now or hereafter existing at law or in equity or by statute. No delay or omission of Trustee or 3 Beneficiary to exercise any right or power accruing upon any Event of Default shall impair any 4 right or power or shall be construed to be a waiver of any Event of Default or any acquiescence 5 therein; and every power and remedy given by this Deed of Trust to Trustee or Beneficiary may 6 be exercised from time to time as often as may be deemed expedient by Trustee or Beneficiary. If 7 there exists additional security for the performance of the obligations secured hereby, the holder 8 of the Note, at its sole option, and without limiting or affecting any of its rights or remedies 9 hereunder, may exercise any of the rights and remedies to which it may be entitled hereunder 10 either concurrently with whatever rights and remedies it may have in connection with such other 11 security or in such order as it may determine. Any application of any amounts or any portion 12 thereof held by Beneficiary at any item as additional security hereunder, whether pursuant to this 13 deed of trust or otherwise, to any indebtedness secured hereby shall not extend or postpone the 14 due dates of any payments due from Trustor to Beneficiary hereunder or under the Note, or 15 change the amounts of any such payments or otherwise be construed to cure or waive any default 16 or notice of default hereunder or invalidate any act done pursuant to any such default or notice. In 17 the event that Beneficiary shall have proceeded to enforce any right under this Deed of Trust by 18 foreclosure, sale, entry or otherwise, and such proceedings shall have been discontinued or 19 abandoned for any reason or shall have been determined adversely, then, and in every such case, 20 Trustor and Beneficiary shall be restored to their former positions and rights hereunder with 21 respect to the Property subject to the lien hereof. 22 23 ARTICLE 11. MISCELLANEOUS 24 25 SECTION 11.01. Severability. In the event that any one or more of the provisions contained in 26 this Deed of Trust shall for any reason be held to be invalid, illegal or unenforceable in any 27 respect, such invalidity, illegality or unenforceability shall not affect any other provision of this 28 Deed of Trust, and this Deed of Trust shall be construed as if such invalid, illegal or 29 unenforceable provision had never been contained herein. 30 31 SECTION 11.02. Certain Charges. Trustor agrees to pay the charges of Beneficiary for any 32 service rendered Trustor, or on its behalf, connected with this Deed of Trust or the indebtedness 33 secured hereby, including, without limitation, delivering to an escrow holder a request for full or 34 partial reconveyance of this Deed of Trust, transmitting to an escrow holder moneys secured 35 hereby, changing the records pertaining to this Deed of Trust and indebtedness secured hereby, 36 showing a new owner of the Property and replacing an existing policy of insurance held 37 hereunder with another such policy. 38 39 SECTION 11.03. Notices. All notices expressly provided hereunder to be given by Beneficiary 40 to Trustor and all notices and demands of any kind or nature whatsoever that Trustor may be 41 required or may desire to give to or serve on Beneficiary shall be in writing and shall be served 42 by first class or registered or certified mail, return receipt requested. Any such notice or demand 43 so served shall be deposited in the United States mail, with postage thereon fully prepaid and 44 addressed to the party so to be served at its address above stated or at such other address of which 13 Deed of Trust, Page 14 1 said party shall have theretofore notified in writing, as provided above, the party giving such 2 notice. Service of any such notice or demand so made shall be deemed effective on the date of .3 actual delivery as shown by the addressee's return receipt or the expiration of forty-eight (48) 4 hours after the date of mailing, whichever is the earlier in time, except that service of any notice 5 of default or notice of sale provided or required by law shall, if mailed, be deemed effective on 6 the date of mailing. 7 8 SECTION 11.04. Trustor Not Released. Extension of the time for payment or modification of 9 the terms of payment of any sums secured by this Deed of Trust granted by Beneficiary to any 10 successor -in- interest of Trustor shall not operate to release, in any manner, the liability of the 11 original Trustor. Beneficiary shall not be required to commence proceedings against such 12 successor or refuse to extend time for payment or otherwise modify the terms of the payment of 13 the sums secured by this Deed of Trust by reason of any demand made by the original Trustor. 14 Without affecting the liability of any person, including Trustor, for the payment of any 15 indebtedness secured hereby, or the lien of this Deed of Trust on the remainder of the Property 16 for the full amount of any such indebtedness and liability unpaid, Beneficiary and Trustee are 17 respectively empowered as follows: Beneficiary may from time to time and without notice (a) 18 release any person liable for the payment of any of the indebtedness, (b) extend the time or 19 otherwise alter the terms of payment of any of the indebtedness, (c) accept additional real or 20 personal property of an kind as security therefor, whether evidenced by deeds of trust, mortgages, 21 security agreements or any other instruments of security, or (d) alter, substitute or release any 22 property securing the indebtedness; Trustee may, at any time and from time to time, upon the 23 written request of Beneficiary (a) consent to the making of any map or plat of the Property or any 24 part thereof, (b) join in granting any easement or creating any restriction thereon, (c) join in any 25 subordination agreement or other agreement affecting this Deed of Trust or the lien or charge 26 hereof, or (d) reconvey, without any warranty, all or part of the Property. 27 28 SECTION 11.05. Inspection. Beneficiary may at any reasonable time or times make or cause to 29 be made entry upon and inspections of the Property or any part thereof in person or by agent. 30 31 SECTION 11.06. Reconveyance. Upon the payment in full of all sums secured by this Deed of 32 Trust or upon forgiveness of such payment in accordance with the Note, Beneficiary shall request 33 that Trustee reconvey the Property and shall surrender this Deed of Trust and Note evidencing 34 indebtedness secured by this Deed of Trust to Trustee. Upon payment of its fees and any other 35 sums owing to it under this Deed of Trust, Trustee shall reconvey the Property without warranty 36 to the person or persons legally entitled thereto. Such person or persons shall pay all costs of 37 recordation, if any. The recitals in such reconveyance of any matters of facts shall be conclusive 38 proof of the truthfulness thereof. The grantee in such reconveyance may be described as "the 39 person or persons legally entitled thereto." Five (5) years after issuance of such full 40 reconveyance, Trustee may destroy the Note and this Deed of Trust unless otherwise directed by 41 Beneficiary. 42 43 SECTION 11.07. Interpretation. Wherever used in this Deed of Trust, unless the context 44 indicates a contrary intent, or unless otherwise specifically provided herein, the word "Trustor" 14 Deed of Trust, Page 15 1 shall mean and include both Trustor and any subsequent owner or owners of the Property, and 2 the word 'Beneficiary" shall mean and include not only the original Beneficiary hereunder but 3 also any future owner and holder, including pledgees, of the Note secured hereby. In this Deed of 4 Trust wherever the context so requires, the masculine gender includes the feminine and/or neuter, 5 and the neuter includes the feminine and/or masculine, and the singular number includes the 6 plural and conversely. In this Deed of Trust, the use of the word "including" shall not be deemed 7 to limit the generality of the term or clause to which it has reference, whether or not non - limiting 8 language (such as "without limitation," or "but not limited to" or words of similar import) is used 9 with reference thereto. The captions and headings of the Articles and Sections of this Deed of 10 Trust are for convenience only and are not to be used to interpret, define or limit the provisions 11 hereof. 12 13 SECTION 11.08. Consent. The granting or withholding of consent by Beneficiary to any 14 transaction as required by the terms hereof shall not be deemed a waiver of the right to require 15 consent to future or successive transactions. 16 17 SECTION 11.09. Successors and Assigns. All of the grants, obligations, covenants, 18 agreements, terms, provisions and conditions herein shall run with the land and shall apply to, 19 bind, and inure to the benefit of the heirs, administrators, executors, legal representatives, 20 successors and assigns of Trustor and the successors -in -trust of Trustee and the endorsees, 2.1 transferees, successors and assigns of Beneficiary. In the event that Trustor is composed of more 22 than one party, the obligations, covenants, agreements and warranties contained herein as well as 23 the obligations arising therefrom are and shall be joint and several as to each such party. 24 25 SECTION 11.10. Governing Law. This Deed of Trust shall be governed by and construed under 26 the laws of the State of California. 27 28 SECTION 11.11. Trustor Waivers. Trustor waives the benefit of all laws now existing or that 29 hereafter may be enacted with respect to any statute of limitations for the filing of any action or 30 claims by Beneficiary. 31 32 SECTION 11.12. Superiority of First Lender Documents. 33 34 SUBSECTION 11.12(a). This Deed of Trust shall not diminish or affect the rights of the First 35 Lender under that certain deed of trust dated 5 , executed by the 36 Trustor in favor of the First Lender and recorded in the County of San Luis Obispo on 37 , and assigned Instrument No. or any subsequent 38 First Lender deeds of trust hereafter recorded against the Security (the "First Deed of Trust "), 39 except as provided in Subsection 12.13(b) below. Beneficiary and Trustor acknowledge and 40 agree that this Deed of Trust is subject and subordinate in all respects to the liens, terms, 41 covenants and conditions of the First Deed of Trust and to all advances heretofore made or which 42 may hereafter be made pursuant to the First Deed of Trust including all sums advanced for the 43 purpose of (i) protecting or further securing the lien of the First Deed of Trust, curing defaults by 44 the Trustor under the First Deed of Trust or for any other purpose expressly permitted by the First 15 Deed of Trust, Page 16 1 Deed of Trust or (ii) constructing, renovating, repairing, furnishing, fixturing or equipping the 2 Property. The terms and provisions of the First Deed of Trust are paramount and controlling, and 3 they supersede any other terms and provisions hereof in conflict therewith. 4 5 SUBSECTION 11.12(b). In the event of default, the First Lender may take the following actions 6 to cure the default, provided first that: (i) the Beneficiary has been given written notice of a 7 default under the First Deed of Trust, and (ii) the Beneficiary shall not have cured the default 8 under the First Deed of Trust, or diligently pursued curing the default as determined by the First. 9 Lender; within the 60 -day period provided in such notice sent to the Beneficiary: 10 11 1) Foreclose on the subject property pursuant to the remedies permitted by law and written 12 in a recorded contract or deed of trust; or 13 14 2) Accept a deed of trust or assignment to the extent of the value of the unpaid first 15 mortgage to the current market value in lieu of foreclosure in the event of default by a 16 trustor; or 17 18 3) Sell the property to any person at a fair market value price subsequent to exercising its 19 rights under the deed of trust. Any value in excess of the unpaid mortgage and costs of 20 sale administration shall be used to satisfy the City .loan. In no case may a first mortgage 21 lender, exercising foreclosure assignment in -lieu of foreclosure or sale, obtain value or 22 rights to value greater than the value of the outstanding indebtedness on the first 23 mortgage at the time of the debt clearing action. 24 25 The following types of transfers shall remain subject to the requirements of the City's loan and 26 right of first refusal: transfer by gift, devise, or inheritance to the owner's spouse; transfer to a 27 surviving joint tenant; transfer to a spouse as part of divorce or dissolution proceedings; or 28 acquisition in conjunction with a marriage. 29 30 SECTION 11.13. Request for Notices of Default and Sale. 31 32 SUBSECTION 11.13(a). Trustor hereby requests that a copy of any notice of default and notice 33 of sale as may be required by law or by this Deed of Trust be mailed to Trustor at its address 34 above stated. 35 36 SUBSECTION 11.13(b). In accordance with Section 2924b of the California Civil Code, request 37 is hereby made that a copy of any notice of default and a copy of any notice of sale under that 38 deed trust recorded concurrently herewith, be mailed to: Community Development Director, 39 City of San Luis Obispo, 990 Palm Street, San Luis Obispo, California. 93401. 40 41 SECTION 11.14. No Transfer. Trustor shall not voluntarily or involuntarily (except for a 42 transfer in accordance with the Housing Agreement) assign or otherwise transfer any of its rights, 43 duties, liabilities or obligations hereunder or under the Note without the prior written consent of 44 Beneficiary. 45 16 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 C •k Deed of Trust, Page 17 0 SECTION 11.15.. Attorney's Fees. In any action to interpret or enforce any provision of this Deed of Trust, the prevailing party shall be entitled to reasonable costs and attorney's fees. IN WITNESS WHEREOF, the undersigned have executed this Deed of Trust as of the day and year first above written. (attach notarization) Grego oldan Sarah Roldan 6S 17 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 • a } n Deed of Trust, Page 18 I' , . 1: LEGAL DESCRIPTION OF REAL PROPERTY • Real property in the City of SAN LUIS OBISPO, County of SAN LUIS OBISPO, State of California, described as follows: LOT 30 OF TRACT 2401, IN THE CITY OF SAN LUIS OBISPO, COUNTY OF SAN LUIS OBISPO, STATE OF CALIFORNIA, ACCORDING TO MAP RECORDED MAY 28, 2002 IN BOOK 20, PAGE 11 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. APN: 053 -514 -030 18 • y. r-V AMERI STATE OF CA ORNI } }ss. COUNTY OF •� QYj ��� On \ (�� , before me, 411a personally appeared personally known to me (or 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. WITNESS my hind and official sell Signat DENA L. HERNANDEZ N COMM. €1301614 < ` N Notary Public- Calrfomia County of San Luis Obispo N My Comm. Exp. April 20, 2005 Title of Document Date of Document 5 1 -V- /0 a, Other signatures not acknowledged (This area for official notarial seal) No. of Pages C Q 3008 (1/94) (General) First American Title Insurance Company 'M • • • 'IV AMERI -9 } STATE OF CALIF NIA / �> }ss. COUNTY OF �I� -�-4�5 C� S��b } Z On r� . �s07 ,before me, /��b�`� , personally appeared on-i- (or 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. WITNESS my hand and official seal. Signature Title of Document -pj DONNA LAU Comm. 61272763 r�pp N NOTARY PUBLIC • CALIFORNIA Uf Riverside County Ny Comm. Expires Aug. 29.2004 1 0011-11-11 (This area for official notarial seal) Date of of Document S!� �(��— v No. of Pages 1 Other signatures not acknowledged SI-1-f} i.- �,W_1 3008 (1/94) (General) First American Title Insurance Company CERTIFICATE This is to certify that the interest in the Property described in Exhibit A conveyed by the Deed of Trust/Deed. of Trust Covenants dated 4 -1 -2004 from Gregory Roldan and Sarah Roldan, Trustors, to the City of San Luis Obispo, a Charter Municipal Corporation, is hereby accepted by the undersigned officer or agent on behalf of the Council of the City of San Luis Obispo, pursuant to the authority granted by City Council Resolution No. 8886 (1998 Series), adopted December 15, 1998, and the grantee consents to recordation thereof by its duly authorized officer. CITY OF SAN LUIS OBISPO: Ken pian, City AdrKinistrative Officer Notary: STATE OF CALIFORNIA COUNTY OF SAN Luis OBISPO On before me, , appeared (Name and Title of If1who is personally known to me — OR — ❑ 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 signatures(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the agreement. WITNESS my hand and official seal. Signature of Notary LEE PRICE _ Commlubn #-1413258 911My Notary Public - California San Luis Oblspo County Comm. Exphes May 21, 2007 END OF DOCUMENT r RECORDING REQUESTED BY: - rs-I <OVR -SLO, LL(� WHEN RECORD//ED MAIL TO' City Clerk City of San Luis Obispo 990 Palm Street ' San Luis Obispo, CA 93401-3249 cx�t �,� b, 0 JULIE RODEWALD LO San Luis Obispo County - Clerk/Recorder 5/28/2002 Recorded at the request of 8:00 AM First American Title Company D O C #: 2002043598 Titles: 1 Pages: 11 Fees 0.00 Taxes 0.00 Others _ 0.00 PAID $6.00 FATCO Order No. SLO• `iq-327 - cT__ APN: Ptn 053-510-007 AFFORDABILITY AGREEMENT/DEED OF TRUST COVENANTS FOR TRACT 2401 / DEVAUL RANCH SOUTH THIS AGREEMENT (this "Agreement ") is made and entered into as of this _c,2/'5-'_ day of , 2002, by and between the CITY OF SAN LUIS OBISPO, a charter municipaArganization in the State of California (the "City ") and LOVR-SLO, a California limited liability company ( "Owner "), collectively referred to as "the parties." RECITALS A. On April 3, 2001, the City Council adopted Resolution No. 9169 (2001 Series), approving a 53-lot residential subdivision located on a portion of a 13.64 acre parcel of land located near the southerly corner of the intersection of Madonna Road and Los Osos Valley Road, in the City of San Luis Obispo, California, commonly described as the single-family lots behind the second multifamily property south of Madonna Road on the west side of Los Osos Valley Road, San Luis Obispo, California; and B. Pursuant to Section 3 of Council Resolution 9169, Tentative Map Conditions, paragraph 6 on page 4 requires the applicant (Owner herein) to provide affordable housing consistent with Policy 1.22.1 of the Housing Element and City's Inclusionary Housing Regulations (SLOMC Ch. 17.91); and C. The parties have agreed that the Owner shall construct and sell homes in conformance with the City's Affordable Housing Standards; and D. The City and Owner desire to assure that the affordable dwelling units subject C:\My Documents\Work \pDownlo do \10112959.WPD 1 to this Agreement remain affordable to moderate income households for a period of at least thirty (30) years, and are more particularly described as follows: Lots 8, 29, 30, 41, 42, 43 and 53 of Tract No. 2401, as per map recorded in Book a O , Pages // to , inclusive of Maps, in the office of the County Recorder of San Luis Obispo County, California. NOW, THEREFORE, the parties acknowledge and agree as follows:. I. DEFINITIONS A. "Effective Date" shall mean the date of the recordation of this Agreement in the Recorder's Office of the County of San Luis Obispo. B. "Eligible Households" mean the persons and households meeting the definition under the City's Housing Element and Affordable Housing Standards. C. "Houses" mean the duplex and single- family residential structures to be constructed on the Properties. D. "Moderate income" mean persons and households whose income does not exceed one hundred twenty percent (120 %) of the County of San Luis Obispo area median income, adjusted for family size, pursuant to the City of San Luis Obispo Affordable Housing Standards. E. "Properties" mean those seven (7) specific real properties in the Project described in Recital D hereinabove, and Exhibit A attached hereto, that are intended to be sold to and occupied exclusively by Eligible. Persons or Households during the Term of this Agreement. F. "Property Term" means for each Property the thirty (30) year period commencing on the date of the recordation of the Deed executed by the Owner or its successors and assigns conveying the Property to the first Eligible Household. II. .RESTRICTIONS A. During the Property Term for each Property, the House to be constructed on the Property shall be used exclusively for Owner - occupied housing purposes and shall be sold or transferred only to Eligible Households. For the initial sale of each Property to an Eligible Household, the sales price shall be determined at time of building occupancy release, in accordance with City of San Luis Obispo affordable housing standards. For subsequent sales of the Property, sales prices 2 shall be based on and consistent with then current City affordable housing standards. B. The Deeds for the transfers of interests in the Property by the Owner or its successors in interest and all future Deeds for transfers of interests in the Properties by all subsequent owners of the Properties shall contain a covenant and restriction providing that during the Property Term for each Property there shall.be no sale, lease, rental, or other transfer of the Property, except for the sale to an Eligible Household. Any sale, lease, rental, or other transfer of the Properties during their respective Property Terms in violation of this covenant shall be void. C. The Owner or its successors in interest agree to retain the services of the Housing Authority of the City of San Luis Obispo, or other qualified entity acceptable to the City, for screening potential buyers of the Properties to determine if they qualify as Eligible Households. D. These affordability requirements shall be covenants running with the land as defined in California Civil Code section 1460, and shall apply to the Properties.. Pursuant to Civil Code section 1468, which governs such covenants, the provisions of this Agreement shall be binding upon all parties having any right, title, or interest in any of the Properties described herein, or any portion thereof and on their heirs, successors in interest and assigns for their respective Property Terms. E. When a Property is first sold to a buyer qualifying as an Eligible Household the buyer and City shall enter into an Affordable Housing Agreement which shall be recorded as an encumbrance on the Property, and secured by a recorded deed of trust. Said. Agreement and deed of trust shall establish the monetary difference between the initial purchase price and the initial appraised value as a loan payable to the City. Said loan shall accrue interest, compounded annually, at an annual rate equal to four and one -half (4.5) points added to the Eleventh District Cost of Funds as currently published by the Federal Home Loan Bank Board, amortized over the Property Term, and the monthly payments of principal and interest shall be waived by the City as long as said buyer or subsequent buyers shall have been previously approved by the City Housing Authority or other entity approved by the City as an Eligible House,hold, continue to own and reside in the Property subject to the City loan as such buyer's principal residence. F. If a Property is sold, leased, or otherwise transferred to an entity, other than to an Eligible Household, in violation of this Agreement, the City's loan shall immediately become due and payable from the proceeds of the sale of the 3 0 0 Property. "Proceeds of sale" shall mean the value of any and all consideration, however denominated, received or to be received by the seller from the sale of the Property after the payment of all outstanding indebtedness owed to the holder of the first priority deed of trust and after all normal and customary broker's, escrow, title and closing fees, costs and expenses in connection with the sale. G. The City or the Housing. Authority of the City of San Luis Obispo shall have the first right of refusal to purchase the Property at its then current fair market value in accordance with the terms and conditions set forth in this Agreement. The consideration for the City's right of first refusal shall consist of one percent (1 %) of the remaining City loanbalance. The balance of the City loan remaining after deducting this one percent (1 %) of the loan balance shall be credited toward the purchase price if the City elects to exercise the right of first refusal. The provisions of this Section shall not impair the rights of a first priority mortgage lender secured by a recorded deed of trust. Said first priority purchase money lender shall be deemed to have a higher priority than the City's loan, irrespective of the time of recording. The City's security shall be prioritized as a second mortgage. This first priority applies to the purchase money lender's assignee and successors in interest, to: 1. Foreclose on the Property pursuant to the remedies permitted by law and written in a recorded contract, mortgage or deed of trust; or 2. Accept a Deed in Lieu of Foreclosure for the deed of trust or assignment to the extent of the value of the unpaid first mortgage to the current market value in the event of default by a trustor; or 3. Sell the Property to any person at a fair market value price subsequent to exercising its rights under the deed of trust. Any value in excess of the unpaid mortgage and costs of sale administration shall be used to satisfy the City loan. In no case may a first mortgage lender, exercising foreclosure or by accepting a deed in lieu of foreclosure or sale, obtain value or rights to value greater than the value of the outstanding indebtedness on the first mortgage at the time of the debt clearing action. H. In addition, the following types of transfers shall remain subject to the requirements of the City's loan and right of first refusal: transfer by gift, devise, or inheritance to the Owners spouse; transfer to a surviving joint tenant; transfer to a spouse as part of divorce or dissolution proceedings; or acquisition in conjunction with a marriage. M C r� I. For purposes of determining the amount of the City's loan and the purchase price of the Property for the City's right of first refusal, the fair market value of a Property shall be determined as follows: 1. The then current Owner of the Property and the City shall attempt to agree on the fair market value of the Property. If the parties agree upon the fair market value, during the Agreement Period, the fair market value of the Property for purposes of determining the amount of the City's loan or the purchase price payable for the purchase of the Property pursuant to the right of.first refusal shall be the agreed upon fair market value. If the parties are unable to agree upon the fair market value, they shall jointly select an independent MAI appraiser ( "Qualified Appraiser ") with at least five (5) years full time 'real estate appraisal experience for residential properties comparable to the Property in San Luis Obispo County, to appraise and set the fair market value. The parties shall share equally the fees, costs and expenses of said Qualified Appraiser. 2. If the parties fail to agree on the selection of a Qualified Appraiser within ten (10) days of notice to City ("Initial Appraiser Selection Period "), each party shall select their own Qualified Appraiser within ten (10) days following the Initial Appraiser. Selection Period and the two Qualified Appraisers shall determine and attempt to agree upon the fair market value within fifteen (15) days following the Initial Appraiser Selection Period ("Initial Appraisal Period "). Each party shall bear the expenses of their own Qualified Appraiser. In the event that either party fails to designate a Qualified Appraiser within five (5) days following the. expiration of the Initial Appraiser Selection Period and after written notice has been provided to the parties, then the determination of the fair market value by the Qualified Appraiser selected by the other party shall be final and binding upon the parties. If the two Qualified Appraisers are able to agree as to the fair market value of the Property within the Initial Appraisal Period, then the fair market value of the Property for purposes of determining the purchase price payable for the Property pursuant to the City's right of first refusal shall be shall be the determined by the two Qualified Appraisers. 3. If the two Qualified Appraisers are unable to agree on the fair market value of the Property within the Initial Appraisal Period, 5 1] • then said Qualified Appraisers shall, within five (5) days of the expiration of the Initial Appraisal Period, designate a third Qualified Appraiser. If a third Qualified Appraiser is appointed, then the fees and costs of the third appraiser shall be borne equally by the then current owner of the Property and prospective buyer. The third Qualified Appraiser shall determine the fair market value of the Property within the ten (10) -day period following his or her appointment ( "Final Appraisal Period "). The fair market value of the Property for purposes of determining the purchase price payable for the purchase of the Property pursuant to the City's right of first refusal shall be as follows: If the highest appraised fair market value is more than one hundred five percent (105 %) of the middle appraised.fair market value, then the highest appraised fair market value shall be disregarded. If the lowest appraised fair market value is less than ninety -five percent (95 %) of the middle appraised, fair market value, then the lowest appraised fair market value shall be disregarded. If there is then only one remaining appraised fair market value, that fair market value shall be the fair market value of the Property for purposes of determining the purchase price payable for the purchase of the Property pursuant to the City's right of first refusal. If there is then more than one remaining appraised fair market value, the remaining appraised fair market value shall be averaged, and the fair market value of the Property for purposes of determining the purchase price payable for the purchase of the Property pursuant to the City's right of first refusal shall be the average of such appraised fair market values. III. TIMING A. In the event the Owner has not completed the construction of the Houses and received a final building inspection on all Houses within two (2) years from the Effective Date, the Ownership and control of the Properties shall revert to the City. Extensions of this period of time may be granted at the discretion of the City if the Owner has demonstrated just cause and a "good faith" effort to develop the Properties. IV. GENERAL A. Unless otherwise provided, all notices herein required shall be in writing, and delivered in person or sent by United States first class mail, postage prepaid to the address of the respective parties as specified below or at other addresses that may be later specified by the parties hereto: 0 • • If to the City: City of San Luis Obispo Community Development Director 990 Palm Street San Luis Obispo, CA 93401 -3249 If to the Owner: LOVR -SLO, LLC Attn: Robert_ J.S. Fowler R.W. Hertel & Sons, Inc.. 5200 Telegraph Road Ventura, CA 93003 -4114 With a copy to: Nordman, Cormany, Hair & Compton Attn: Paul W. Kurzeka, Esq. 1000 Town Center Drive, 6th Floor Oxnard, CA 93031 -1132 B. The Owner hereby specifically acknowledges and agrees to be bound by the covenants and restrictions contained herein respecting affordability on the Properties. C. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument. IN WITNESS WHEREOF, this Agreement has been duly executed by the undersigned as of the date set forth below. Dated: 2002 LOVR -SLO, LLC, a California limited liability company By: R.W. Hertel & Sons, Inc., a California corporation, Manager Ronald W. Hertel, President Robert . Fowler, Vice President 7 • CITY: • Ken H pian, City Administrative Officer APPROVED AS TO FORM AND LEGALKFFECT: JO*nsg i, City Attorney STATE OF CALIFORNIA COUNTY OF VENTURA On go&6A 2002, before me, Carol J. Laufer, Notary Public, personally appeared RONALD W. HERTEL and ROBERT J.S. FOWLER, personally known to me ( ) to be the persons whose names are subscribed to the within instrument and acknowledged to me that they executed the same in their authorized capacities, and that by their signatures on the instrument the persons, or the entity upon behalf of which the persons act_ ed, executed the instrument. WITNESS my hand and official seal.. 7 Carl J. Laufer, Notary Public 93 r.0 CAROL J. LAUFER Commis icn • 1260131 Notary Pubic - C4111orrk Nbiftoa Cam* 1Q0#*C0ffma0wAW9.2M4 STATE OF CALIFORNIA ) ) COUNTY OF SAN LUIS OBISPO ) On 2002, before me, Notary Public, personally appeared KEN HAMPIAN, City Administrative Officer, personally known to me (or proved to me on the basis of satisfactory evidence) to be the person whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his authorized capacity, and that by his signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument. 1 2 3 4 5 6 1 20 1 22 p _ FAI R/la C0 Me r 1 23 ` • 1 I 24 25 N. 12 ll 10 9 8 7 i 26 e 1 1 27 13 14 15 16 17 18 28 1 1 29 � • 30 ' 31 32 33 34 35 36 37 38 39 40 41 1 53 52 51 50 49 4 8 4 7 46 45 44 43 42 i , • � 0 •- I_ ION/N/ OI/Y! 1 1 1 i54 � 1 1 1 1 1 1 � 1 I1 � � f 1 I 1 1 � LOTS OSOS VALLEY ROAD V AMERI STATE OF CA ORNI } COUNTY OF �� O }ss. On 'L'� 1 ( , before me, personally appeared — (� (or proved to me on the basis of satisfactory evidence) to be the personfPI whose name(gj is /em subscribed to the within instrument and acknowledged to me that 4:te /she /t4+eq executed the same in his/her /their' authorized capacity4ies), and that by h+sfherM*r signature(91 on the instrument the person(w) or the entity upon behalf of which the person(vj acted, executed the instrument. WITNESS my hand J 'and off ial seal. Signature Title of Document Date of Document 1D • 'ND - Ot,1 Other signatures not acknowledged DENA L. HERNANDEZ COMM. # 1301614 < Q� Notary Public- Calffornia ^` M County of San Luis Obispo N (This area for official notarial seal) y Comm. Exp. April 20, 2005 No. of Pages 3008 (1/94) (General) First American Title Insurance Company Z p'ME RI AOL r9 } STATE OF CALIFORNIA }ss. COUNTY OF -9,-. (�I:.S On ,4pn / , ��y , before me, personally appeared Ic-o 00 "bi-, � (or 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. WITNESS my hand and official seal. Signature Title of Document CfDyCk4=6 Date of Document 3 • *b() Other signatures not acknowledged DONNA LAU (� COMM. 91272763 NOTARY PUBLIC • CALIFORNIA V! Piver ide County �V Comm. (This area for official notarial seal) Wren Aug. 29, 2004 X4 No. of Pages 3008 (1/94) (General) First American Title Insurance Company Promissory Note Page 1 1 2 RETURN TO: 3 4 City Clerk 5 City of San Luis Obispo 6 990 Palm Street 7 San Luis Obispo, CA 93401 -3249 8 9 10 PROMISSORY NOTE 11 SECURED BY DEED OF TRUST 12 13 $238,950.00 Date: April 1, 2004 14 15 At San Luis Obispo, California 16 17 FOR VALUE RECEIVED, Gregory Roldan and Sarah Roldan, Husband and Wife, ( "Maker ") 18 promises to pay to the order of the City of San Luis Obispo ( "City") at 990 Palm Street, San Luis 19 Obispo, California 93401 or such other address as City may from time to time designate, the sum 20 of ($238,950.00 ) according to the terms set forth herein._ This Note shall accrue interest, 21 compounded monthly, at an annual rate of four and one -half (4.5) percentage points added to the 22 11 th District Cost of Funds, as published by the Federal Home Loan Bank Board, amortized over 23 30 years. The Loan shall be amortized over thirty years, with monthly payments of principal and 24 interest due and payable to the City on the first day of each month unless waived or forgiven, as 25 set forth below. 26 27 1. Security for Note. This Note is secured by a deed of trust of even date herewith (the "Deed 28 of Trust ") executed by Maker, as Trustor, and naming City as Beneficiary, covering certain real 29 property ( "the Property") owned by Maker in the County of San Luis Obispo, State of California, 30 commonly knows as 1799 Tonini Drive, San Luis Obispo, CA, which Property is more 31 particularly described in Exhibit A, attached hereto. 32 33 2. Incorporation of Affordable Housing Agreement. This Note and the Deed of Trust are 34 executed and delivered pursuant to that certain "Affordable Housing Agreement" ( "Affordability 35 Agreement ") recorded in the County of San Luis Obispo on May 28, 2002 between City and 36 LOVR -SLO, LLC, regarding affordable housing requirements applying to the Rancho Obispo 37 Residential Development. Pursuant to the Affordability Agreement, Maker is to live at the 38 Property. Consequently, this Note is subject to section 711.5 of the California Civil Code, 39 which grants to City the authority to accelerate all amounts due under this Note if any subsequent 40 transfer of the Property at any time does not comply with the provisions of the Affordability Promissory Note Page 2 1 Agreement or Deed of Trust. The Affordability Agreement is incorporated herein by this 2 reference as though set fprth in its entirety and attached hereto as Exhibit B. 3 4 3. City's Right of First Refusal: Upon resale, the City or the Housing Authority of the City 5 of San Luis Obispo shall have the first right of refusal to purchase the property at then current 6 appraised value. The consideration for the City's right of first refusal shall consist of 1 percent of 7 the remaining City loan balance. The balance of the City loan remaining after deducting this 1 8 percent of the loan balance shall be credited toward the purchase price if the City chooses to 9 exercise the purchase option. The provisions of this section shall not impair the rights of a first 10 mortgage lender secured by a recorded deed of trust. The purchase money lender shall have a 11 higher priority than the City's loan. The City's security shall be prioritized as a second mortgage. 12 This first priority applies to the purchase money lender's assignee or successor in interest, to: 13 14 i. Foreclose on the subject property pursuant to the remedies permitted by law and written 1.5 in a recorded contract or deed of trust; or 16 17 ii. Accept a deed of trust or assignment to the extent of the value of the unpaid first 18 mortgage to the current market value in lieu of foreclosure in the event of default by a 1.9 trustor; or 20 21 iii. Sell the property to any person at a fair market value price subsequent to exercising its 22 rights under the deed of trust. Any value in excess of the unpaid mortgage and costs of 23 sale administration shall be used to satisfy the City loan. In no case may a first mortgage 24 lender, exercising foreclosure assignment in -lieu of foreclosure or sale, obtain value or 25 rights to value greater than the value of the outstanding indebtedness on the first 26 mortgage at the time of the debt clearing action. 27 28 The following types of transfers shall remain subject to the requirements of the City's loan 29 and right of first refusal: transfer by gift, devise, or inheritance to the owner's spouse; 30 transfer to a surviving joint tenant; transfer to a spouse as part of divorce or dissolution 31 proceedings; or acquisition in conjunction with a marriage. 32 33 4.. Due on Transfer. In the event Maker sells, leases, rents or otherwise transfers the 34 Property to any person or entity other than an "eligible household" (as such term is defined in the 35 Housing Agreement), then the Principal of and accrued interest on the Loan shall be immediately 36 due and payable to the City as set forth in the Deed of Trust in favor of City recorded 37 simultaneously herewith as a second deed of trust subordinate to the deed of trust of the first 38 mortgage lender on the Property. 39 i Promissory Note I Page 3 1 5. Waiver of Principal and Interest. City waives timely payment of the Principal of and 2 interest on the Loan for such time as Maker, who has been determined by City or its Housing 3 Authority to be an eligible buyer, remains as the owner and occupant of the Property as Maker's 4 principal residence until 2034. 5 6 6. ]Forgiveness of ]Loan. City will forgive the repayment of the outstanding Principal of the 7 Loan and all interest thereon as long as Maker, or subsequent buyer determined by City or its 8 Housing Authority to be an eligible household, remains as the owner and occupant of the 9 Property as Maker's principal residence until 2034. 10 11 7. Prepayment. This Note may not be prepaid in whole or' in part, unless called due by City. 12 1.3 8. Payment. The amount due under this Note shall be paid without the necessity for notice 14 or demand by City. 15 16 9. Payment Amount. The amount due under this Note shall be paid from the net proceeds 17 as a result of any transfer. Net proceeds is the sales price minus any loans or liens that are senior 18 to this Note and minus closing costs. 19 20 10. Default Defined. In addition to other defaults referred to in this Note and the Deed of 21 Trust, it shall be a default under this Note if Maker fails to make any payment or perform any 22 obligation under or in connection with (a) this Note, (b) the Deed of Trust, or (c) any other note, 23 trust deed or other obligation of Maker relating to the Property, including but not limited to the 24 Affordability Agreement, or secured by all or any part of the Property, whether junior or senior to 25 this Note, and if such failure is not cured within such time as may be permitted by the obligation 26 or the obligee: 27 28 11. Options of City upon Default. Upon the occurrence of a default, City shall have the 29 option, without further notice or demand: 30 3.1 (a) To declare the Note to be immediately due and payable; 32 3.3 (b) If the default relates to a transfer of the Property, to bring an action at law or in 34 equity to require Maker and the proposed transferee to terminate and/or rescind the sales 35 contract or lease and/or to declare the transfer void, notwithstanding that the transfer may 36 have closed and become final as between Maker and the transferee; or 37 O' C9 Promissory Note Page 4 1 (c) To pursue any other remedy available under this Note or the Deed of Trust, or 2 at law or in equity or under any other agreement, instrument or document entered into by 3 Maker and City, including but not limited to the Affordability Agreement. 4 5 12. Failure to Exercise Options. Failure to exercise any such option upon the occurrence of 6 one or more events of default shall not constitute a waiver of City's right to exercise any such 7 option at a later time. 8 9 13. Costs of Enforcement and Collection. If Maker defaults under this Note, Maker shall 10 pay all costs of enforcement and collection, including, but not limited to, costs and attorney's 11 fees, including reasonable attorney's fees, whether or not such enforcement or collection includes 12 filing a lawsuit or prosecution of a lawsuit, if filed. 13 14 14. City's Right to Transfer Interest in Note. City and any subsequent holder of this Note 15 may at any time, without consent of Maker, sell, assign, pledge, hypothecate, transfer and 16 negotiate or grant participation in any part of or any interest in City's rights and benefits under 17 this Note to another governmental body or nonprofit organization which is eligible to receive 18 such transfer under state and federal law. 19 20 15. Waiver of Notice and Statute of Limitations. Except for any notice expressly required 21 by this Note, Maker waives demand, notice of demand, presentation for payment, notice of non- 22 payment or dishonor, protest and notice of protest. To the fullest extent permitted by law, Maker 23 waives the defense of the statute of limitations in any action on this Note or to recover on the 24 security for this Note. 25 26 16. Liability. City's acceptance of any payment under this Note which is less than payment in 27 full of all amounts then due and payable, or the granting of any extension of time for payment of 28 any amount due under this Note or for the performance of any covenant, condition or agreement 29 entered into by Maker and City, or City's grant of any other indulgence to Maker, or City's taking 30 or release of other or additional security for the indebtedness evidenced hereby, or any other 31 modification or amendment of this Note shall. in no way release or discharge the liability of 32 Maker or any endorser, guarantor or other person secondarily liable for this Note. 33 34 17. Governing Law. This Note shall be governed by the laws of the State of California. 35 Maker agrees that the site of any hearing or action of whatever nature or kind regarding this Note 36 shall be conducted in the County of San Luis Obispo, State of California. 37 38 18. Severability. If any provision of this Note or any application of such provision be 39 declared by a court to be invalid or unenforceable, such invalidity or unenforceability shall not 1 2 3 Promissory Note Page 5 affect any other application of such provision or the balance of the provisions hereof, which shall, to the fullest extent possible, remain in full force and effect. 4 MAKER: 5 5 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 CITY: LAA Gregory ldan Sarah Roldan (attach notarization) 1 Ken H pan, ity AdKinistrative Officer APPROVED AS TO FORM AND LEGAL EFFECT: Jonath Lo 1, City Attorney Promissory Note Page 6 1 2 4 5 6 7 ATTACHMENTS: 9 - Exhibit A: Legal Description 10 - Exhibit B: Affordability Agreement 11 12 13 14 0 1 0 Promissory Note Page 7 Exhibit A LEGAL DESCRIPTION Real property in the City of SAN LUIS OBISPO, County of SAN LUIS OBISPO, State of California, described as follows: LOT 30 OF TRACT 2401, IN THE CITY OF SAN LUIS OBISPO, COUNTY OF SAN LUIS OBISPO, STATE OF CALIFORNIA, ACCORDING TO MAP RECORDED MAY 28, 2002 IN BOOK 20, PAGE 11 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. APN: 053 -514 -030