Backup Documents 09/08/2020 Item #16D12 ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO 1 6 D 1. 2
THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATURE
Print on pink paper. Attach to original document. The completed routing slip and original documents are to be forwarded to the County Attorney Office
at the time the item is placed on the agenda. All completed routing slips and original documents must be received in the County Attorney Office no later
than Monday preceding the Board meeting.
**NEW** ROUTING SLIP
Complete routing lines#1 through#2 as appropriate for additional signatures,dates,and/or information needed. If the document is already complete with the
exception of the Chairman's signature,draw a line through routing lines#1 through#2,complete the checklist,and forward to the County Attorney Office.
Route to Addressee(s) (List in routing order) Office Initials Date
1. Carolyn Noble Community & Human �,�n Services (CHS) DivisionV�' _ 442d
2. Jennifer Belpedio County Attorney Office
3. BCC Office Board of County
Commissioners Jt3S1 10-15-010,Minutes and Records Clerk of Court's Office fbl��ID 01' °1"--
PRIMARY CONTACT INFORMATION �I
Normally the primary contact is the person who created/prepared the Executive Summary. Primary contact information is needed in the event one of the addressees
above,may need to contact staff for additional or missing information.
Name of Primary Staff Carolyn Noble Phone Number 239-450-5186
Contact/ Depal lment
Agenda Date Item was Agenda Item Number 16.D.12
Approved by the BCC S \ 8\ao ao
Type of Document Number of Original 3
Attached Documents Attached
PO number or account N/A
number if document is
to be recorded
INSTRUCTIONS & CHECKLIST
Initial the Yes column or mark"N/A" in the Not Applicable column,wh' Yes N/A(Not
appropriate. (Initial) Applicable)
1. Does the document require the chairman's original signature? amped signature ok 1 (OVA
2. Does the document need to be sent to another agency for addition . es, N/A
provide the Contact Information(Name;Agency;Address;Phone)on an attached sheet.
3. Original document has been signed/initialed for legal sufficiency. (All documents to be CN
signed by the Chairman,with the exception of most letters,must be reviewed and signed Pj
by the Office of the County Attorney. "��'
4. All handwritten strike-through and revisions have been initialed by the County Attorney's N/A
Office and all other parties except the BCC Chauinan and the Clerk to the Board
5. The Chairman's signature line date has been entered as the date of BCC approval of the CN
document or the fmal negotiated contract date whichever is applicable.
6. "Sign here"tabs are placed on the appropriate pages indicating where the Chairman's CN
signature and initials are required.
7. In most cases(some contracts are an exception),the original document and this routing slip N/A
should be provided to the County Attorney Office at the time the item is input into SIRE. (?�
Some documents are time sensitive and require forwarding to Tallahassee within a certain �•J��
time frame or the BCC's actions are nullified. Be aware of your deadlines!
8. The document was approved by the BCC on and all changes made during the N/A is not
meeting have been incorporated in the attached document. The County Attorney's (1� an option for
Office has reviewed the changes,if applicable. D this line
9. Initials of attorney verifying that the attached document is the version approved by the (� N/A is not
BCC,all changes directed by the BCC have been made, and the document is ready for the ' 0y`'� an option for
Chairman's signature. this line
I:Forms/County Forms/BCC Forms/Original Documents Routing Slip WWS Original 9.03.04,Revised 1.26.05,Revised 2.24.05;Revised 11/30/12
16Dz
Cotter County
Public Services Department
Community & Human Services Division
TO: BCC Minutes and Records
FM: Carolyn Noble, Grants Coordinator
DATE: fb-j3 Zv
SUBJECT: Document for Routing/Signature
The attached document, Subordination Agreement, was submitted and approved in Minute Track for the
September 8,2020 Board meeting,however the document did not get routed for signature following the
Board Meeting. The Agenda item is 16.D.12. All approvals have been met. Please route for signature of
three(3)originals to be signed and notarized. Please return the signed originals to me.
If there are any questions,please feel free to contact me. 7 IfVtR. C Leek .`
Carolyn Noble .
Grants Coordinator Ca SV
239-450-5186
w►0."4
y ewe v.a. Ire c�J�
S
Community&Human Services Division•3339 Tamiami Trail East,Suite 211•Naples,Florida 34112-5361
239-252-CARE(2273)•239-252-CAFE(2233)•239-252-4230(RSVP)•www.colliergov.netthumanservices
16D12
MEMORANDUM
Date: October 20, 2020
To: Carolyn Noble, Grants Coordinator
Community & Human Services
From: Ann Jennejohn, Deputy Clerk
Minutes & Records Department
Re: HOME grant-related Subordination Agreement between Collier
County, Community Housing Capital, Inc., and Oak Marsh,
LLC, for the Timber Ridge and Sanders Pine Developments
Attached for further processing are the documents referenced above, approved
by the Board of County Commissioners (Item #16D12) on September 8, 2020.
As discussed, after the agreements have been finalized and recorded, please email a
copy of the documents to ann.jennejohn@collierclerk.com, so we have a complete
record for the Board.
If you have any questions, please feel free to contact me at 252-8406.
Thank you
Attachments (3)
I6Q1 2
THIS,INSTRUMENT PREPARED BY
AND AFTER RECORDING TO BE
RETURNED TO:
Robert.Cheng,Esq.
Shutts&Bowen I,LP
200 South Biscayne Boulevard
Suite 41.00
Miami, Florida 33131
ABOVE SPACE RESERVED FOR
RECORDING PURPOSES ONLY
SUBORDINATION.AGREEMENT
THIS SUBORDINATION AGREEMENT (this "Agreement") is made as of the 8
day of v 2020, by and among COMMUNITY HOUSING CAPITAL, INC.,
a nonprofit pablic benefit corporation organized under the laws of the State of California (the
"Lender"), whose address is 402 East Howard Avenue, Decatur, Georgia 30030, COLLIER
COUNTY, a political subdivision of the. State of Florida (the "County"), whose address is
County Manager's Office, 3299 Tamiami Trail East, Suite 202, Naples Florida 34112-5746 and
OAK MARSH,LLC, a Florida limited liability company ("Borrower"),whose address is 193.08.
S.W.380th Street, Florida City,Florida 33034.
RECITALS
A. Borrower executed and delivered to Lender a promissory note (the "Note") dated
October 21, 2016 in the original principal amount of $1,500,000.00, evidencing a loan
(the "Loan") secured by a mortgage dated October 21, 2016, from Borrower in favor of Lender
and:recorded on November 1,2016, in.Official Records Book 5329, at Page 279, of the Public
Records of Collier County, Florida, (the "Mortgage"). The Mortgage encumbers the real
property described in Exhibit "A" attached hereto and made a part hereof, the improvements
thereon, and certain personal property relating thereto (collectively,the "Property"). Hereinafter
the Note, the Mortgage, and any and all other documents securing the Loan are collectively
referred to as the "Loan Documents".
B. The County has provided to Borrower a HOME grant in the amount of Three
Hundred Thousand and No/100 ($300,000.00) (the "Original HOME Grant") in connection with
Borrower's rehabilitation of Timber Ridge at Sanders Pine Reserve, Immokalee,:Florida, which
is located within the Property (the "Project''), for the purpose of enhancing tenant life and
preserve affordable rental housing for very low and low income persons therein.
C. The. County has provided to.Borrower an additional HOME grant in the arnount
of Seventy Five Thousand and No/10Q ($75,000.00) (the "Additional HOME Grant") for•an
aggregate amount to Borrower of Three Hundred Seventy Five Thousand and No/100
($375,000.00) in connection with Borrower's rehabilitation of the Project. Hereinafter the
Original HOME Grant and the Additional HOME Grant ate collectively referred to herein as the
"HOME Grant").
MIADOCS 199390873
I 6 1 2
D. In connection with the Original HOME Grant, the County requires Borrower to
execute and deliver to the County a Land Use Restriction Agreement (the "Land Use Restriction
Agreement"). In connection with the Additional HOME Grant, the County requires Borrower to
execute and deliver to the County an Amended and Restated Land Use Restriction Agreement
("Amended and Restated Land Use Restriction Agreement", and together with the Land Use
Restriction Agreement,the "LURA"). The County requires Borrower to execute the LURA to
ensure that eleven (1 1)housing units within the Project shall be leased, rented or made available
on a continuous basis for rental to extremely low,. very low, and low.-income persons, in
accordance with the terms and pro-visions of the LURA.
E. Lender requires that the Loan DoCuments be a lien on the Property superior to the
encumbrances of the LURA and that the rights of Lender under the Loan Documents be superior
to the rights of the County and Borrower under the LURA. Lender Will not approve of the
LURA unless the County and Borrower agree to subordinate their rights and obligations under
the LURA.
F. Borrower and the County hereby agree to subordinate the LURA to the Loan
Documents, on and subject to the terms, conditions and requirements set forth in this Agreement.
AGREEMENT
NOW, THEREFORE, in consideration of the sum of TEN AND NO/100 DOLLARS
($10.00) and other good and valuable consideration, from one to the other paid, the receipt and
sufficiency whereof is hereby acknowledged, the parties agree as follows:
1. Recitals The Recitals are true and correct and are made a part hereof• .
2. Subordination.
(a) The LURA and the right to repayment of the HOME Grant are now and
forever hereafter made subordinate and inferior to the Loan Documents and to all debt evidenced
or secured by the Loan Documents including principal, interest, costs and expenses, and to any
and all, extensions, modifications, amendments, enlargements or renewals thereof or future
advances Made thereunder. Further,the County hereby covenants and agrees that the LURA and
the right to repayment of the HOME Grant are and shall at all times continue to be subordinate,
subject, and inferior to the rights of Lender under the Loan.Documents, and that the liens, rights
(including approval and consent rights), remedies, 'payment interests, priority interests, and
security interests granted to the County pursuant to or in connection with the LURA, are hereby
expressly acknowledged to be in all respects and at all times, subjeet, subordinate and inferior in
all respects to the liens, rights (including approval and consent rights), remedies, payment,
priority and security interests granted to Lender pursuant to the Loan Documents and the terms,
covenants, conditions, operations and effects thereof.
3. Conditions Precedent to Remedial Action. If a default occurs under the LURA
and is continuing (a "LURA Default"), the County agrees that, without Lender's prior written
consent, it will not exercise any rights or remedies it may have under the LURA unless and
until it has given Lender at least thirty (30) days' prior written notice. Lender shall have the
right,but not the obligation, to cure any LURA Default within the same time period for curing,a
CANRPor1bIlMIADOCSNAS21199390V 3,doc
16D12
default which is given to the Borrower under the LURA, except that Lender's time period for
cure shall begin on the date on which it receives notice of the LURA Default. All amounts
advanced or expended by Lender to cure.':a LURA Default shall be deemed to have been.
advanced by Lender pursuant to, and shall be secured by the lien of, the Mortgage.
4. Insurance, Condemnation. In the event of partial or total destruction of the
Property, which results in the payment of insurance proceeds, or in the event of a condemnation
or similar proceeding which results in the payment of an award, the proceeds or award shall be
applied in accordance with the relevant provisions of the Mortgage.
5. Notices. All notices hereunder shall be in writing and shall be deemed to have
been sufficiently given or served for all purposes when presented personally or three (3) days
after mailing when sent by registered or certified mail, return receipt requested, postage prepaid,.
to the addresses set forth above, or at such other address of which a party shall have notified the
party giving such notice in writing.
6. No Waiver. The giving of consent by Lender to the execution and recording of
the LURA is not and shall not be deemed a waiver of Lender's rights to prohibit any other junior
mortgage or encumbrance on the Property. No delay on the part of Lender or the County in the
exercise of any right or remedy hereunder or under the Mortgage or the LURA, respectively,
shall operate as a waiver of any right hereunder.
7. Counterparts. The parties hereto agree that this Agreement may be executed in
multiple counterparts,each of which shall be an original,but all of which shall constitute one and
the same instrument;
8. Costs of Enforcement. Should suit be brought to enforce the provisions of this
Agreement,the prevailing party shall be entitled to recover its reasonable attorneys'fees incurred
both at trial and on appeal.
9. Paragraph Headings. The headings of the various paragraphs of this.Agreement
have been inserted only for the purposes of convenience, and are not part of this Agreement and
shall not be deemed in any manner to modify, explain or restrict any of the provisions of this
Agreement.
10. Choice of Law. This Agreement shall be construed, interpreted, enforced and
governed by and in accordance with the laws of the State of Florida, excluding the principles
thereof governing conflicts of law. If any provision shall be held prohibited or invalid under
applicable law, such provision shall be ineffective to the extent of such prohibition or invalidity
without invalidating any other provision of this Agreement.
11. Binding Effect. This Agreement shall be binding upon the Borrower and the
County and their respective heirs, successors and assigns and shall inure to the benefit of Lender,
its successors and assigns.
•
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[SIGNATURE PAGES TO FOLLOW]
C:\NRPoftb1\MIADOCS\AS2\19939087 3.doc
16012
EXECUTED the day and year above mentioned.
LENDER:
COMMUNITY HOUSING CAPITAL,
INC., a nonprofit public benefit corporation
organized under the laws of the State of
California
•h ,x(f),
Print Name: c�,L ,•�,
By:
•� ) ,,� (.Vsst �� , i Name: Alvin Saaiir..
Print am e: 4L)1 ,a; Title: Chief Credit Officer
STATE OF GEORGIA
COUNTY OF DEKALB
The foregoing instrument was acknowledged before me by means of X physical presence or
❑ online notarization, this 24th day of April, 2020, by Alvin Saafir, as Chief Credit Officer
of COMMUNITY HOUSING CAPITAL, INC., a nonprofit public benefit corporation
organized under the laws of the State of California, on behalf of the corporation, who X is
personally known to me or ❑ has produced as identification.
�� at
®p &ARV.%° DA Notary Public, State of Georgia
® e Name: to r.1 6Ltaiq
e •Y `Z* ® ®�ra <e Commission No.:
.
0 0® CJ;�
4 4 kl ,,, My Commission Expires: u• 2 12- 1
4 44
p:.0°•of v
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14\
COLLIER COUNTY,
Print Name: a political subdivision of the State of Florida
By:
Print Name: Name: Igor* L. 5a 0.derS
Title: C.Ha4ty ,J
STATE OF FLORIDA
COUNTY OF -t
The foregoing instrument was acknowledged before me by means of ❑ physical pr once•or
❑ online notarization, this day of 2020, by , as
of COLLIER COUNTY, a political subdivision of the State of Florida, on
behalf of the county, who ❑ is personally known toy or ❑ has produced
as identification.
Notary Public, State of Florida
Name:
Commission No.:
My Commission Expires:
A I'ES 1 O
CRYSTAL.K. KINZEL.CLERK: Approved as to form and legality ��
B Y•& L.I .s C • \�
Mististi��'i,(t.ha, €ass Assistant County A rite)/ �`a`
,.�1.
signature only.
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1 6 1 2
BORROWER:
OAK MARSH,LLC,
a Florida limited liability company
/
Print Name: 4-13 A f rve-e.-S'
By:
Sieve LL Vic, resident
Print Name: -17:7-7":%.6,-0\c\ V L.4 ix:2,S
STATE OF FLORr A
COUNTY OF A1/
_ "-
The foregoing instrument was acknowledged before rile by means Of E1 physical presence or
0 online notarization, this el day of (9'1// , 2020,by Steve Kirk,,as President of
OAK MARSH, LLC, a Florida limited liability company, on behalf of the company, who
is personally known to me or 1=1 has produced as identification.
c.-
4 FABIOLA ViDALES tar Public State of Floridallotary Publ.ic-State of Florida
Commission GG 126429 ame: V—(4
\0,4* My Comm.Expires Jul 26,2021 ,._,;
Bordecl through National Notary A1/4-,ssn issionNo.: G1.71L2t-1 Cl
lrowiwir Commission Expires: 0 7 I I.7.A01A
CANRPortbl MIADOCS1AS2119939087_3.doc
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EXHIBIT "A"
Property
All that real property situate,lying and being in Collier County,Florida more particularly described
as follows:
Parcel 1:
Lots 25 to 59,inclusive, TIMBER.RIDGE UNIT TWO,according to the plat thereof recorded in
Plat Book 25,pages 40.and 41,of the public records of Collier County,Florida,
AND
Tract A of TIMBER RIDGE UNIT TWO,according to the plat thereof recorded in Plat Book 25,
pages 40 and 41•,of the public records of Collier County,Florida,
Parcel 1 A;
Non-exclusive easement for drainage and utility installation, maintenance and management
purposes created in Grant of Non-Exclusive Cross Easement recorded in Official Records Book
2048, page 606, of the public records of Collier'County, Florida, over, upon and.across the
following described property:
The Westerly 15 feet of Lot 24,and the Southerly 7,5 feet of Lots 18 Through 24, TIMBER
RIDGE UNIT ONE,according to the plat thereof recorded in Plat Book 24, pages l and 2,
of the public records of Collier County,Florida.
Parcel 2:
The North one-half of the West one-Half of the North one-half of the Southeast one-quarter of the
Northwest one-quarter of Section.32,Township 46 South,Range 29 East,Collier County,Florida
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'THIS INSTRUMENT PREPARED BY
AND AFTER RECORDING TO BE
'RETURNED TO:
Robert.Cheng,Esq.
Shutts 84 Be*en
200 South Bit'ayiie BciulOard
Suite 4100
Miariii, Florida 33111
ABOVE SPACE RESERVED FOR
RECORDING PURPOSESONLY.
SUBORDINATION AGREEMENT
THIS SUBORDINATION AGREEMENT (this."Agreement") is made as of the et,,
day of p-Ite 0104-c, 2020, by and among. COMMUNITY HOUSING CAPITAL,
a nonprofit Alio benefit corporation organized under the laws of the State of California (the
"Lender"), Whose address is 402 East Howard Avenue, Decatur, Georgia 30030, COLLIER
COUNTY, a political subdivision of the State of Florida (the "County"); whose address is
County Manager's.Office; 3299 Tamiami Trail East, Suite 202;N'aples,Florida. 34112,-5746 and
OAK MARSH,LLC, a Florida limited liability company ,"Borrower"),whose address is 19308
S.W.380th Street,Florida City,Florida 33034.
RECITALS
A. Borrower executed and delivered to Lender a promissory note (the "Note") dated.
October 21, 2016 in the original principal amount Of $1,500,000.00, evidencing a loan
(the "Loan") secured by a mortgage dated October 21, 2016, from Borrower in favor of Lender
and recorded on November 1, 2016, in Official Records Book 532,9, at Page 279, of the.Public
Records of Collier :County, Florida, (the "Mortgage"). The Mortgage encumbers the real
property described in Exhibit "A" attached hereto and made a part hereof, the Improvements
thereon, and certain personal property relating thereto (Collectively,the "Pronertv"),.'Hereinafter
the Note, the mortgage, and any and. all other documents. secuiing the Loan"are collectively
referred to as the "Loan Doettments".
B. The County has provided to Borrower a HOME grant in the amount of Three
Hundred Thousand and No/100 ($300,00.00) (the "Original HOME Grant")in connection with
Borrower's rehabilitation of Timber Ridge at Sanders Pine Reserve, linniokalee, Florida, which
,is located within the Property (the "Project"), fox. the purpose of enhancing tenant life and
preserve affordable rental housing.for very low and low incomepersons thetein.
C: The County has provided to Borrower an additional HOME grant in the.amount
of Seventy Five Thousand and No/100 ($75,000.0) (the "Additional HOME Grant") for,an
aggtegate amount to Borrower of Three Hundred Seventy Five Thousand and No/100
(075;000,00) 'in connection with Borrower's rehabilitation Of the. Project. Hereinafter the
Original HOME Grant and the Additional HOME Giant ate collectively referred to herein as the
"HOME Grant").
J4IADOCS I9939087 3
1 6 D 2
D. In:conrieetitin with the,Original, HOME Grit, the County,requires Borrower to
execute and deliver to:the County a Land Use Restriction Agreement (the "Land Use.Restriction
Agreement"). In connection with the Additional HOME Grant, the County requires Borrower to
execute and deliver to.the County an Amended•and Restated Land Use Restriction Agreement
("Amended and Restated Land Use Restriction Agreement", and-together.with the Land Use
Restriction Agreement,the 'TURN): The County requires Borrower to execute the LURA to
ensure that eleven(1 1)housing.units within the Project shalt be leased, rented or made available
on a continuous. basis for rental. to extremely low, very low;. arid low-income persons, in
accordahce with the tarns and.prOvis ion f the LURA.
E. Lender:requires that the Loan DoCurnents'be sa.lien on the Property superior to the
encumbrances of.thesLIIRA and that the rights of Lender under the:Loan Documents be superior
to the rights of the County and.Borrower -under the LURA, Lender Will not approve of the
LURA unless the..County:and Borrower:agree.to subordinate their rights and abligatibris-Under
the LURA.
F:, Borrower.and the County hereby agree to subordinate the LURA to• the Loan
Documents,on arid:subject tp the terms, conditions and requirements set forth in this-Agreement,
• AGREEMENT
NOW:,THEREFORE; in consideration of the sum of TEN AND.N0/100 DOLLARS
($-10:0.0) and other good and valuable consideration,.from one to the other paid,the receipt and
safieleney Whereof is hereby aoloowledged,.the parties agree as follows:
I. Recitals,- The RecitalS.are:true and correct and are made apart:hereof.
;2. Subordination.
(a) The LURA.and the right to repayment of the HOME 'Grant•are now and.
forever hereafter made•sithOrdinate Mid inferior:to the.Loan DoCtinierits and to all debt evidenced
or secured by the Loan Documents including principal, interest, coSts.and expenses, and to any
and all extensions, modifications, amendments, .enlargements or renewals thereof or future
advances made Further,the County hereby covenants and agrees that the Lt.)11A.and •
the right to repayment ate HOME Grant.are•and shall at all times continue to be subordinate„;
subject, and inferior to the rights of Lender under the Loari,Documents, and that:the liens,lights'
approval And. consent rights), remedies, 'payment interests, priority. interests, .and
security interests granted to the'County pursuant to.or.in connection with the LURA are hereby
expressly acknowledged to be in all.respects: times, stibjett„ subordinate and inferior in.
all ..respects to the liens, rights (including approval and cOnSent rights), remedies, payment,.
priority and security interests granted to Lender pursuant to the Loan Documents and the terms,.
covenants, conditiOns, operations and effects thereof:
3 .Conditions Precedent to Remedial Action. If a default occurs under the LURA
and.is continuing (a "LURA Default"), the County agrees that, without Lender's.prior written.
consent, it will not exercise any rights or remedies it may have under the LURA unless and
Until it has -given Lender..at least thirty (30) days' prim-written tiotipe. Lender shall have the
right;but not the obligation, to cure any,LURA Default within the same time period for curing
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1 6 D 1 2
default which is given to,the BorroWer under the LURA, except that Lender's time period 'for
cure shall begin on the date on which it receives notice of the ',URA. Default. All amounts
advanced or expended by Lender to cure a LURA Default shall be deemed to have 'been
advanced by Lender pursuant to, and shall be securedby the lien of,.the Mortgage.
4. Insurance; Condemnation. In the event of partial or total destruction of the
Property, which results in the payment of insurance proceeds, Oin the event of a condemnation
or similar proceeding which results in the payment of an award, the proceeds or award shall be
applied:in accordance with the relevant provisions of the Mortgage.
5. Notices. All notices hereunder shall be in writing and shall be deemed to have
been sufficiently given or served for all purposes when presented personally or three (3) days
after mailing when sent by registered or certified.mail, return receipt requeSted„ postage prepaid,
to the addresses set forth above, or at such other adolteSs of which a party shall.haye notified the
patty giVing such notice in,writing;
6. No Waiver. The giving of consent by Lender to the execution and recording of
the LURA is not and Shall not be deemed:a waiver Of Lendet's rights to:prohibit any other junior
Mortgage or encumbrance on the Property, No delay on the part of Lenderr or the County in the
exercise of any right or remedy hereunder or under the Mortgage or the LURA, respectively,
shalt operate as a Wai.y0 of any right hereunder.
7. Counterparts, The parties hereto agree that this Agreement may be ekeented in
Multiple COunterpatts,each of which shall be an original, but all of which shall constitute one and
the sane instrutnent;
'8. Costs of Enforcement. ShoUld suit be brought to enforce the provisions of this
Agreement,the prevailing party shall be entitled to recover its reasonable attorneys'fees incurred
both at trial and on apPeal.
9. Paragraph Headings. The headings of The various paragraphs of this Agreement
have been inserted only for the purposes of convenience, and are not part of this Agreement and
shall not be deemed in any manner to modify, explain:or Testrict any of the, provisions of this
Agreement.
IQ, Choice of Law. This Agreement shall be construed, interpreted, enforced and
governed by and in accordance With the laws 'of the State of Florida, excluding the principles
thereof governing conflicts of law. If any provision shall be held prohibited or invalid under
applicable law such provision shall be ineffective to the extent of such prohibition or invalidity
without invalidating any other provision Of,this.Agreement.
11. Binding:Effect. This Agreement shall be binding .upon the.Borrower and. the
County and their respective heirs, successors and assigns and shall inure to the benefit of Lender,
its successors and assigns.
•
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[SIGNATURE PAGES TO FOLLQW11
•CANRPciftbIlMIADOMAS2\19939087 3.doa
I CI 12
EXECUTED the day and year above mentioned.
LENDER:
COMMUNITY HOUSING CAPITAL,
INC., a nonprofit public benefit corporation
organized under the laws of the State of
California
Print Name: 5...3)
By:
• , �. C Name: Alvin Saatm _\)
Print'tame: (--}- ..�..; I Title: Chief Credit Officer
STATE OF GEORGIA
COUNTY OF DEKALB
The foregoing instrument was acknowledged before me by means of X physical presence or
LI online notarization, this 24t1i day of April, 2020, by Alvin Saafir, as Chief Credit Officer
of COMMUNITY HOUSING CAPITAL, INC., 'a nonprofit public benefit corporation
organized under the laws of the State of California, on behalf of the corporation, who X is
personally known to me or O has produced as identification.
���uRrvs leitrri A
. y
eo � M�h t
¢p4'' -\ add Notary Public, State of Georgia
„_Qs a -0, Name: C Q t I,La..N 5
o �i 4 Commission No.:
10 PUS ti;�;�; My Commission Expires: 4(. 2..1. 2. 1
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/7 COLLIER COUNTY,
Print Name: a political subdivision:of the State.of Florida
By:
"e"..40/40.4—'
Print Name: Name: '13 c♦ L, S.n.v, de. f S
Title: CA" r evk ogrJ
STATE OF FLORIDA
COUNTY OF
The foregoing instrument was acknowledged before me by means of ❑ physical presence or
❑ online notarization, this day of 2020, by as
of COLLIER COUNTY; a political subdivision of the State of Florida, on
behalf of the county; who ❑ is personally known to me or. ❑ has produced
as identification.
Notary Public, State of Florida
Name:
Commission No.:
My Commission Expires:
ATTEST r„�
CRYSTAL K.KINZEL,CLERK Approved as to form and legality
\4
BY: tin e.-• a.�
i Assistant County Attorney �\
Attest as'to al 's
s&ana±ure only.
C:\NRPortbl\MIADOCS\AS2\I9939087_3.doc111)
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BORROWER:
OAK MARSH,LLC,
Floridaa limited liability company
C t.
Print Name: 4.-f 5 /0 S ( 7
Steve r resident
Print Name: —17—e_ Jo\c‘ v cte,S
STATE OF-1'1,017A
COUNTY OP
The foregoing instfurnent Was acknowledged before rile.by meansof physiCat presence or
0 online notarization, this /// day of jai/ K , 2020,by Steve Kirk,:as President of
(p.ac.MARSH, LLC, a Florida limited liability company,on behalf of the company, who
is personlly known to tile or 0 has produced as identification.
.4;;c1:; ''''' VsltDatAeLoEfSnor Ida tar Pnblie,State Florida
(.? "°`ar GG 126429 C: 6 t d.c t
CommissionS
..%:;;;--1.,,de My Comm.Expires Jul 26,20,2sin
C mmission-No.: G
Boded through National Notary A ,
Commission Expires: c).-1 t Io (
CAN RPorttil MIADOCS\AS21i 95.3908'Otdoc
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EXHIBIT ".A!'
Property
All that zeal property situate,lying and being irk Collier Courity,.Ficrida More particularly described
Parcel I:
Lots 25 to 59,inclusive, TIMBER.RIDGE UNIT TWO;according to the:01a!thereofmet:06d In
Platliciek:25.,pages 40 and 41,of the ptiblie recorcIS:of Collier County,Florida:
A .
Tract A of TIMBER RIDGE.UNIT TWO,according to the plat thereof recorded h PlatEook 25,
pigo 40 end 4i,ot,a)d-put?lic Tobragoteollier Coutq,Florida;
Parcel IA;
Non-exclusive easement for drainage and utility installation, maintenance and management
purposes created in Grant of Non-Exclush,e Cross Easement recorded in Official Records Book
2048, page 606, of the public records of Collier County, Florida, over, upon and across the
following described property:
'The Westerly.15'feet of Lot 24,and the Southerly 7.5 feet of Lets 18 through 24,TIMBER
RIDGE UNIT ONE,according to.the plat thereof recorded in flit Book 14,pages and 2,
Of the public records ef Collier County,Florida.
Parcel 2:
The North one-half of the.West one-half of the North one half of the Southeast one:.quarter of the
Northwest ort-quarter of Section 32,Township 46 South,'Range 20 East,Collier County,Florida
..\NROortifkl\MiADOCS1A2c19939087 Idcic OYD
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THIS INSTRUMENT PREPARED BY
AND AFTER RECORDING TO BE
RETURNED TO:
Robert ChOng,Egii.
Shut&&Bowen 141;P
200 South Bi4cItyliaBciuleVard
Suite,4100
Florida 33131
ABOVE SPACE'RESERfrED FOR
RECORDING PURPOSESONLY
SUBORDINATION AGREEMENT
THIS SUBORDINATION AGREEMENT (this: "Agreement ) is made as of the 8-4-•
day of ..a...f,Acra.r-t 202Q, by and among COMMUNITY HOUSING CAPITAL, INC.,
a nonprofit public benefit corporation organized under the laws of the State of California (the
"Lender"), Whose address is 402 East Howard Avenue, Decatur, Georgia 3003Q, COLLIER
COUNTY, a political subdivision of the State of Florida (the "County"), whose address is
County Manager's.Office, 3299 Tamiami Trail East, Suite 202, Naples•Florida 34112,5746 and
OAK MARSH,LLC, a Florida limited liability company ("Berrowet"),.whose address is 19308
S.W.380th Street; Florida city,Florida 33034.
RECITALS
A. Borrower executed and delivered to Lender a promissory note (the "Note") dated
October 21, 2016 in the original principal :amount Of $1,500,000.00, evidencing a loan
(the "Loan") secured by a mortgage dated October 21, 2016, from Borrower in favor of Lenders
and recorded on November 1, 2016,. In Official Records Book 5329, at Page 279, of the Public
Records of Collier County, Florida, (the "Mortgage"). The Mortgage encumbers the real
property described in Exhibit "A" attached hereto and made a part hereof, the:improvements
thereon, and certain personal property relating thereto (Collectively, the "Pitinertv").:'llereinafter
•the Note, the Mortgage, and any and all other do:cuments. securing the Loan 'are collectively
referred to as the "Loan.DoCintents".
B. The Comity has proyicled to Borrower a HOME grant in the amount of Three
Hundred Thousand and No/I 00 ($300,000.00) (the"Original HOME Grant") in connection with
Borrower's rehabilitation of Timber Ridge at Sanders Pine Reserve, Immokalee,Florida, which
is located withiti the Property (the "Proiect"), for the purpose of enhancing tenant life and
preserve affordable rental housing for very low and IOW income:persons Iheitein.
C. The COurity has provided to Borrower an additional HOME:'grant in the amount
of Seventy Five Thousand and NO/100 ($75,000.00) (the "Additional HOME Grant") for,an
aggregate amount to Borrower of Three Hundred Severity give Thousand and No/100
($375,000,00) in connection with Borrower's rehabilitation of the. Project.. Hereinafter the
Original HOME Grant and the Additional HOME Giant are collectively referred to herein as the
"HOME Grant").
MIADOCS I99390873
12)
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D. In cortieCtiOn with the Original FlOIVI:8 Grant, the County requires Borrower to
execute and deliver-to the'County a Land Use Restriction Agreement (the. "Land Use.Restriction
Aareemerit"). In connection with the Additional I-IOW.Grant, the-County requires Borrower to
execute and deliver to.the County.an Amended and Restated Land Use Restriction Agreement
("Amended and Restated Land Use Restriction Agreement", and-together.with.the Land Use
Restriction Agreement,the `TURA.-"). The:County requires i Borrower to execute the LURA to
ensure that eleven (1 1)housing units within the Project shall be leased,rented.or.made available
on a continuous. basis for rental. to extremely low, very low, and low-income persOnS,, in
accordance with the terns.arid.prOVis ions of the LURA.
E.:, Lender:requires that the Loan Documents be.a.lien On the Property superior to the
encumbrances of the and that the rights of Lender under the..Loan Documents bee superior
to the rights of the County and.Borrower under L.I.JRA, Lender Will not approve of the
LURA unless the,County:and Borrower.agree.to subordinate their rights and obligations Under
the LURA.
Borrower-and the County hereby agree to subordinate the LURA to. the Loan
Documents,;on and subject tp the terns, conditions-and requirements set fOrth.in this-Agreement.
AGREEMENT
NOW,.THEREFORE, in consideration of-the sum of TEN AND.N0/100 DOLLARS
($1 0:04 and other good and valuable consideration, from one to the other paid,'the receipt and
:sufficiency whereof is hereby ackriowledged„the parties agree as follows:
1. Recitals,- The Recitals.are.true and correct and are made apart hereof.
Subordination..
W. The LURA.and the right-to repaymerit of the-HOME 'Giant tie now and
forever-hereafter inade subordinate and inferior.to.the Loan DoCtiments and to all debt evidenced
or Secured-by Loan Documents including principal, interest,,coSts.and expenses, and to any
and all,. extensions, modifications, amendments, .0rilargements or renewals thereof or future
advances made Further,the:County:thereby covenants and agrees that the TJIZ=6,and
the right to repayment ate HOME.Grant.are-and shall at all times continue to.be subordinate;,
subject, and-inferior to the.rights-of Lender Under the.Loan,Documents, and that the liens,lights.
(including .approval and. consent rights), remedies, `payment interests, priority, interests, .and
security interests..granted to the'County Piars.uant,to.or in connection with the IPRA,.are hereby
expressly acknowledged to be in.all-TespectS and at-all times, sttbjett,subordinate and inferior In.
all .respects to the liens, rights (including approval and cOns.ent rights), remedies, payment,.
priority and security interests granted to Lender pursuant to the Loan Documents and the terms,.
covenants, conditiOns,operations and effects thereof:
3 ,CoriditiOris.Precedent to Remedial Action. If a default occurs under the'LIMA
and.is continuing (a "LURA Default"), the County agrees that,Without Lender's.prior written:
consent, it will not exercise any rights or remedies it may have under the LURA unless and
Until it has given Lender at least thirty (30) days' prior written notice Lender.014 have the
right,but not the obligation,.to cure any LURA Default within the seine tune period for curing a
CAN tiP.orttlicNI IADo.CSNAS: 19090131 .doc:
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default which is given to the BOrtoWer under the LURA, except that.Lender's time period for
cure shall begin on the date on which it receives notice of the LURA Default. All amounts
advanced or expended by Lender to cure s a ,TAIM Default shall be deemed to have 'been
sadvanced by Lender pursuant to, and shalt be secured:by the lien of„the MOrtgage.
4. Insurance; Condemnation. In the event of partial or tOtal destruction of the
Property, which results in the payment of insurance proceeds? Orin the event of a condemnation
or similar proceeding which results in the payment of an award, the proceeds or award shall be
applied in accordance with the relevant provisions of the Mortgage.
5. Nottces. All notices hereunder shall be in writing and shall he deemed to have
been sufficiently given or served for all purposes when presented personally or three (3) days
,after mailing when sent by registered or certified mail„return receipt requested„ postage ptepaid,
to the addresses set forth above, or at such other address o which a party shall have notified the
pattygiVing such notice in,writing;
6. No Waiver. The giving of'consent by Lender to the execution and recording of
the LURA is not and shall not:be deemed:a waiver bf Lendeftrights to prOhibit any other juniOr
mortgage or encumbrance on the Property, No delay on the part of Lender or the County in the
exercise of any right or remedy hereunder or under the Mortgage or the LURA, respectively,
shall ppoate as a waiver of any right hereunder.
7. Counterparts, The parties hereto agree that this Agreement may be executed in
Multiple Counterparts:,each of which shall be an original, but all of which shall constitute one and
the same ingtrnindnt:
8. Costs of Enforcement. Shotild suit be brought to enforce the provisions of this
Agreement,the prevailing party shall be entitled to recover its reasonable attorneys'fees incurred
both at trial and on ditdal.
9. Paragraph HeadingS. The headings of The various paragraphs of this Agreement
have been inserted only for the purposes of convenience, and.are not part of this Agreement and
Shall not be deemed in any mariner to modify, explain or restrict any of the, provisions of this
Agteement.
10, Choice of Law. This Agreement shall be construed, interpreted, enforced and
governed by and in accordance With the laws of the State Of Flbrida, excluding the principles
thereof governing conflicts of law. If any provision shall be held prohibited or'invalid under
applicable law, such provision shall be ineffeCtiye,to the extent of such prohibition or invalidity
without invalidating any other provision of this.Agreement.
11. Binding"Effeet. This Agreement shall be binding :upon the'borrower and the
County and their respective heirs, successors and assigns and shall inure to the benefit of Lender,
its successors and assigns.
[REMAINDER OF PAGE LEFT INTENTIONALLY BLANK].
[SIGNATURE PAGES TO FOLLOW]
cmaPortbiwiADocsm2\19939o87.,3,thk
16O12
EXECUTED the day and year above mentioned.
LENDER:
COMMUNITY HOUSING CAPITAL,
INC., a nonprofit public benefit corporation
organized under the laws of the State of
r\ = California
Print Name: E\ � ' ,er
f �.� I By: / '
Name: Alvin Saa ir....
Print'Name: .- - ,: ; Title: Chief Credit Officer
STATE OF GEORGIA
COUNTY OF DEKALB
The foregoing instrument was acknowledged before me by means of X physical presence or
❑ online notarization, this 24th day of April, 2020, by Alvin Saafir, as Chief Credit Officer
of COMMUNITY HOUSING CAPITAL, INC., 'a nonprofit public benefit corporation
organized under the laws of the State of California, on behalf of the corporation, who X is
personally known to me or ❑ has produced as identification.
Q' 'ti ed Notary Public, State of Georgia
s � kR , �d� Name: tort BLta.N 5
o i 73. <a Commission No.:
OA PO" ( ! UO My Commission Expires: .(. 2 I. 2 I
,jlli F 24 ,p��?�N. a
C:\NRPortbl\MIADOCS\A52119939087 2.doc
(1..
I6IJ1
coLLIER couNly,
Print Name: a political subdivisIgn of the State of Florida
By: ee-e0,104--
Print Name: Name:
Title:. C Lto r
V
STATE OF FLORIDA. N 1-A
COUNTY OF
The foregoing instrument was acknowledged before me by Means of 0 phy reeilce,or
online notarization; thf.s day of ,.2020; by, as
of COLLIER COUNTY, a political sabdiVigioia-of the State of Florida, on
behalf of the county; who 0 is personally , to me or D has produced
as identification.
Notary PUblic, State of Florida
Name:
Commission No.:
My Commission Expires:.
ATTEST
Approved as to form and legality
CRYSTAL K.KINZEL,CLERK
\
BY:
Attest as 41 hai7 Assistant County At ney (AV'
signature only.
C:\NRPortbI\MIADOCSXAS2\19939O873do
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BORROWER:
OAK MARki,ILC,
Floridaa limited liability company
9 I 0-4.
Print Name: r fi-e.
- _
T‘t\Plejtit r , resident
-1:•-LLA
Print Name: -17—ck 1c) \ v L-4 le:S
STATE OFIFLORIA
COUNTY OF MR/ c
The foregoing instrument was acknowledged before die by means of E physical presence or
O online notarization; this /0 day of dfl , 2020,bySteve Kirk,.as President of
OAK MARSH, LLC,A Florida limited liability company, on behalf of the company, who EI
is personally known tO the or 0 has produced as identification.
I ........ FABIOLA V1DALES $. 1 tate of Vlori4a
fO No ta:rn s ybst-05tGa t:io2f6F41o2r9ld a
gTle: (t—TA, V t O-cf, Le
c -S My Comm.Expires Jul 26,2021
C OMMiSgi011-NO G 1 LQLI
'';%,°F,r,\-0" Bonded through Nanonai Nola(y Assn.
Amirgynrgr-cumw.girmP"r"PTry Commission Expires: oi I, t.e Jo
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EXHIBIT e!A!"
Property
All ihatrOji ptopOny situate,lying and being in:Collier County,:Florida triore particularly described
follows:
Pared' 1:
Lots 25 to 59,inclusive,TIMBER..RIDGE UNIT TWO;according to the plat thereof'recorded in
:plBoOk:25 pages 40 and 4 t,Of the ptiblie Te.-COr4:0(Collig County,
Al4D
Tract A of TIMBER RIDGE.UNIT TWO,according to the plat thereof recorded in PlatBook 25,
pages 40 rind:41,of therpUblic records of Collier County,Florida.
Parcel IA; •
Non-exclusiveeasement for drainage and utility installation; maintenance and management
purposes created in drant.of Non-Exclusive Cross Easement,recorded in Official Records Book
2048, page 606;•of the public records of Collier!County, Florida, over, upon and across the •
following described property:
The Westerly15Teet of Lot 24,and the Southerly 7,5 feet of Lets 1:8 through 24,TIMBER
RIDGE UNIT ONE,according to;the plat thereof recorded in Plat Book 14,pages I.and 2,
of the public recordsOf Collier County,Florida.
Parcel
The North one-half of the.West one-half of the NOrth•one;balf of the Southeast one quarter of the
Northwest one-quarter of&teflon 32;Township 46.South,Range 29 East;Collier County.Florida
...\NRi'ortifil1M1ADOCS\A§219939087