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<br />Subordination Agreement (City of Santa Ana) Form 6456 Page 2
<br />Fannie Mae 08-13 © 2013 Fannie Mae
<br /> [Westview House]
<br />4883-3835-3436v.3 0113877-000026
<br />B. To secure Borrower’s obligations under the Senior Loan Agreement, the
<br />Construction Funding Agreement and the Senior Note, the Borrower is executing and delivering a
<br />deed of trust for the benefit of Governmental Lender (as amended from time to time, the “Senior
<br />Security Instrument”) dated as of even date herewith, encumbering, among other things,
<br />Borrower’s fee simple interest in the Land and certain personal property described in the Mortgage
<br />(collectively, the “Mortgaged Property”).
<br />C. Governmental Lender, in order to obtain the funds necessary to enable it to make
<br />the Senior Loan to the Borrower, has determined to obtain a loan (the “Funding Loan”) from
<br />Initial Funding Lender in the maximum aggregate principal amount of $_______________. The
<br />Funding Loan will be made by Initial Funding Lender to Governmental Lender pursuant to that
<br />certain Funding Loan Agreement (as amended from time to time, the “Funding Loan
<br />Agreement”), by and between Initial Funding Lender, as lender, and Governmental Lender, as
<br />borrower. The Funding Loan will be evidenced by, among other things, that certain California
<br />Statewide Communities Development Authority Multifamily Housing Revenue Note (Westview
<br />House) 2022 Series I-1 in the amount of $________________, and that certain California
<br />Statewide Communities Development Authority Multifamily Housing Revenue Taxable Note
<br />(Westview House) 2022 Series I-2 in the amount of $______________ (collectively, as amended
<br />from time to time, the “Funding Loan Note”) dated as of the Closing Date (as defined in the
<br />Senior Loan Agreement), each, made by Governmental Lender to the order of Initial Funding
<br />Lender. The Initial Funding Lender, pursuant to the terms and subject to the conditions of the
<br />Funding Loan Agreement, has agreed to fund the proceeds of the Funding Loan to Governmental
<br />Lender on a draw-down basis, which proceeds of the Funding Loan will in turn be used by
<br />Governmental Lender to fund the Senior Loan to the Borrower. In order to secure the repayment
<br />of the Funding Loan, Governmental Lender has pledged to Initial Funding Lender, pursuant to the
<br />terms and conditions of the Funding Loan Agreement, all of Governmental Lender’s right, title
<br />and interest in, to and under the Senior Loan, the Senior Loan Agreement, the Senior Note, the
<br />Senior Security Instrument and all of the other “Borrower Loan Documents” (as defined in the
<br />Senior Loan Agreement) (collectively, the “Senior Loan Documents”). To further evidence and
<br />perfect such pledge, Governmental Lender, substantially concurrently herewith, has duly endorsed
<br />the Senior Note to the order of Initial Funding Lender and executed and delivered to Initial Funding
<br />Lender, that certain Assignment of Deed of Trust and Related Documents (“Assignment”) dated
<br />as of even date herewith, assigning to Initial Funding Lender, among other items, all of
<br />Governmental Lender’s right, title and interest under the Senior Security Instrument. The
<br />Assignment is being recorded in the Official Records of the County of Orange, State of California
<br />(the “Official Records”), substantially concurrently herewith.
<br />D. Borrower has requested Senior Lender to permit Subordinate Lender to loan to
<br />Borrower (1) a subordinate loan in the amount of ///[$2,003,705]/// (the “HOME Loan”), (2) a
<br />subordinate loan in the amount of ///[$___________]/// (the “Inclusionary Loan”), and (3) a
<br />subordinate loan in the amount of ///[$___________]/// (the “Rehabilitation Loan”, and together
<br />with the HOME Loan and the Inclusionary Loan, the “Subordinate Loans”), and to allow the
<br />Subordinate Loans to be secured by mortgage liens against the Mortgaged Property.
<br />E. Upon satisfaction of all Conditions to Conversion (as defined in the Forward
<br />Purchase Agreement), the Senior Loan will convert from a construction loan to a permanent term
<br />EXHIBIT 6
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