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<br /> <br />Subordination Agreement (City of Santa Ana) Form 6456 Page 2 <br />Fannie Mae 08-13 © 2013 Fannie Mae <br /> [Crossroads at Washington] <br />4870-7010-6914v.2 0017787-000542 <br />C. Borrower has requested Senior Lender to permit Subordinate Lender to loan to <br />Borrower (1) a subordinate loan in the amount of $3,007,489 (the “HOME Loan”), and (2) a <br />subordinate loan in the amount of $1,637,420 (the “NSP Loan”; and together with the HOME <br />Loan, the “Subordinate Loans”), and to allow the Subordinate Loans to be secured by mortgage <br />liens against the Mortgaged Property. <br />D. Upon satisfaction of all “Conditions to Conversion” described in that certain Loan <br />Purchase Agreement dated as of even date herewith, by and among Borrower, Senior Lender and <br />California Community Reinvestment Corporation, a California nonprofit public benefit <br />corporation (“Permanent Lender”), the Senior Loan will convert from a construction loan to a <br />permanent term loan. On the Conversion Date, Permanent Lender shall purchase the Senior Loan, <br />take an assignment from Senior Lender of its rights under the Senior Loan Documents, and become <br />the “Senior Lender” hereunder. <br />E. Senior Lender has agreed to permit the Subordinate Loans and to allow the <br />subordinate mortgage liens against the Mortgaged Property subject to all of the conditions <br />contained in this Agreement. <br />AGREEMENTS: <br />NOW, THEREFORE, in order to induce the Senior Lender to permit the Subordinate <br />Lender to make the Subordinate Loans to Borrower and to place a subordinate mortgage lien <br />against the Mortgaged Property, and in consideration thereof, Senior Lender, Subordinate Lender <br />and Borrower agree as follows: <br />1. Recitals. <br />The recitals set forth above are incorporated herein by reference. <br />2. Definitions. <br />In addition to the terms defined in the Recitals to this Agreement, for purposes of this <br />Agreement the following terms have the respective meanings set forth below: <br />“Affiliate” means, when used with respect to a Person, any corporation, partnership, joint venture, <br />limited liability company, limited liability partnership, trust or individual Controlled by, under <br />common Control with, or which Controls such Person, and in all cases any other Person that holds <br />fifty percent (50%) or more of the ownership interests in such Person. <br />“Borrower” means the Person named as such in the first paragraph on page 1 of this Agreement, <br />any successor or assign of Borrower, including without limitation, a receiver, trustee or debtor-in- <br />possession and any other Person (other than Senior Lender) who acquires title to the Mortgaged <br />Property after the date of this Agreement. <br />“Business Day” means any day other than (a) a Saturday, (b) a Sunday, (c) a day on which Senior <br />Lender or Subordinate Lender is not open for business, or (d) a day on which the Federal Reserve <br />Bank of New York is not open for business. <br />EXHIBIT 7