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06-10-2026 Council Packet
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06-10-2026 Council Packet
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<br />2 <br />Subordination Agreement <br />4917-4736-5298 <br />WHEREAS, the rights of the Governmental Lender under the Borrower Loan Agreement, the <br />Senior Mortgage, the Borrower Note and the other Funding Loan Documents are being assigned <br />contemporaneously with the execution and delivery hereof to the Fiscal Agent for the benefit of the Funding <br />Lender; <br />WHEREAS, the Property is being acquired and constructed, in part, with the proceeds of a certain <br />loan to the Borrower made by Subordinate Lender pursuant to a Loan Agreement dated as of [June __], <br />2026 (as amended, modified or supplemented from time to time, the “Subordinate Loan Agreement”) <br />and evidenced by a promissory note dated [June __], 2026 in the original face amount of $922,500 (as <br />amended, modified or supplemented from time to time, the “Subordinate Note”); <br />WHEREAS, the Borrower’s obligations to Subordinate Lender under the Subordinate Loan <br />Agreement and the Subordinate Note (the “Subordinate Indebtedness”) are secured by a Combination <br />Mortgage, Assignment of Leases and Rents, Security Agreement and Fixture Financing Statement dated <br />[June __], 2026 (as amended, modified or supplemented from time to time, the “Subordinate Mortgage”) <br />(the Subordinate Loan Agreement, the Subordinate Note, the Subordinate Mortgage and all other <br />agreements contemplated therein or evidencing or securing the Subordinate Indebtedness are hereinafter <br />referred to as the “Subordinate Loan Documents”); and <br />WHEREAS, it is a requirement of the Senior Loan Documents that the Senior Mortgage shall be <br />and remain liens or charges upon the Property prior and superior to the lien or charge of the Subordinate <br />Loan Documents, that the Subordinate Indebtedness be subordinated in right of payment to the Senior <br />Indebtedness and that the Subordinate Indebtedness be payable solely from cash available after payment of <br />operating expenses of the Property and amounts due and owing in respect of the Senior Indebtedness. <br />NOW, THEREFORE, in consideration of the foregoing and the mutual benefits accruing to the <br />parties hereto and for other good and valuable consideration, the receipt and sufficiency of which <br />consideration is hereby acknowledged and intending to be legally bound hereby, it is hereby declared, <br />understood and agreed by the parties as follows: <br />1. Subordination of Subordinate Loan Documents. Subordinate Lender declares, agrees and <br />acknowledges that the Senior Mortgage, and any renewals or extensions thereof, and any modifications <br />thereof or substitutions therefor which do not increase the principal balance secured thereby (except <br />increases by reason of protective advances or payment of Senior Lender’s costs or increases to which <br />Subordinate Lender has consented in accordance with Section 4(c) hereof) and all advances made pursuant <br />to the Senior Mortgage, all costs and expenses secured thereby and interest on the foregoing, shall <br />unconditionally be and remain at all times liens or charges on the Property prior and superior to the lien or <br />charge of the Subordinate Loan Documents (including the Subordinate Mortgage) and any other lien <br />obtained to secure the Subordinate Indebtedness by way of attachment or otherwise on the Property. <br />2. Subordination of Subordinate Indebtedness; Remitting Subordinate Loan Payments to <br />Senior Lender; Reinstatement. <br />(a) The Subordinate Indebtedness is hereby subordinated in right of payment to any <br />and all of the Senior Indebtedness and shall be payable only from and to the extent of revenues of the <br />Property available after payment of all amounts then due and owing under the Senior Loan Documents and <br />all current operating expenses of the Property. Notwithstanding the foregoing, unless and until the Senior <br />Lender gives Subordinate Lender notice of the occurrence of a default , an event of default or any event <br />which, with the giving of notice or the passage of time (or both) will constitute a default or an event of <br />default, under the Senior Loan Documents, Subordinate Lender may receive and accept regularly scheduled <br />payments on account of principal and interest payable under the Subordinate Loan Documents to the extent
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