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Home My WebLink AboutAssignment and Assumption Agreementr JULIE RQDEWALD �( /� /J Q p San Luis Obispo County—Clerk/Recorder �0� -(— `► �� ` o (LZ) Recorded at the request of KECO� nC REQUESTED BY: ' st American Title Company FIRST A- NIERIC_A_ TITLE CO_ - RECE;I Np 8 X, t,,,r,OYA X2014028064 Titles: 1 Pages: CAT 7/17/2014 8:00 AM NO FEE DOCUMENT 14 AUG 12 Y AND WHEN RECORDED MAIL TO: City of Arroyo Grande 300 E. Branch Street Arroyo Grande, CA 93420 Attention: City Clerk No fee for recording pursuant to Government Code Section 27383 ASSIGNMENT AND ASSUMPTION AGREEMENT Fees 0.00 Taxes 0.00 Others 0.00 PAID -$0.00 This Assignment and Assumption Agreement (the "Agreement ") is entered into as of this /? t4day of \%Gt y e, 2014, by and among C -Court Limited Partnership, a California limited partnership ( "Assignor "), Peoples' Self -Help Housing Corporation, a California nonprofit public benefit corporation (the "Assignee "), and the City of Arroyo Grande (the "City ") with reference to the following facts: A. Concurrently herewith, Assignor will transfer to the Assignee the fee ownership of the real property and improvements located at 351 So. Elm Street, Arroyo Grande, California as more particularly described in the attached Exhibit A (the "Property ") B. Under the terms of conditions of the Community Development Block Grant #93- STBG -94, the City provided a grant in the amount of $344,040 to South Bay Improvement Association, a California nonprofit corporation which was assumed by the Assignor (the "CDBG Grant ") in connection with the acquisition and development of a low income housing project on the Property. C. In accordance with the CDBG Grant, Assignor executed an Amended and Restated Promissory Note (the "Note "), which is secured by a Short-Form Deed of Trust with 1 Assignment of Rents recorded in the Official Records of San Luis Obispo County (the "Official Records ") on October 28, 1994 as Instrument No. 1994- 063083, as modified by an agreement recorded in the Official Records on December 6, 1996, as Instrument No. 1996 - 062213 (collectively, the "Deed of Trust "). In addition, in connection with the CDBG Grant, the Assignor and the City have entered into (1) a Regulatory Agreement recorded in the Official Records on May 1, 1992 as Instrument No. 29492, in Book 3878, Page 944, as modified by an agreement recorded in the Official Records on December 6, 1996, as Instrument No. 1996- 062211 and (2) a Regulatory Agreement recorded in the Official Records on March 7, 1995, as Instrument No. 1995- 009707, as amended by an agreement recorded in the Official Records on December 6, 1996, as Instrument No. 1996 - 062210 (collectively, the "Regulatory Agreements "). D. The Note, the Deed of Trust, and the Regulatory Agreements, and any other } documents, as amended from time to time, evidencing or securing the CDBG Grant shall be referred to herein collectively as the "City Documents." Capitalized terms used in this Agreement and not defined shall have the meanings set forth in the City Documents. C E. Assignor, with the consent of the City, will assign to the Assignee and the Assignee will accept the assignment from Assignor of all of Assignor's rights, title, interest and obligations with respect to the City Documents. Following the assignment of the City Documents from Assignor to the Assignee, the Assignee desires to release Assignor from all obligations in connection with the City Documents. NOW, THEREFORE, in consideration of the foregoing, of the mutual promises of the parties hereto and for other good and valuable consideration the receipt and sufficiency of which are hereby acknowledged, the parties mutually agree as follows: 2 i t s t I t _ Assignment of Rents recorded in the Official Records of San Luis Obispo County (the "Official Records ") on October 28, 1994 as Instrument No. 1994- 063083, as modified by an agreement recorded in the Official Records on December 6, 1996, as Instrument No. 1996 - 062213 (collectively, the "Deed of Trust "). In addition, in connection with the CDBG Grant, the Assignor and the City have entered into (1) a Regulatory Agreement recorded in the Official Records on May 1, 1992 as Instrument No. 29492, in Book 3878, Page 944, as modified by an agreement recorded in the Official Records on December 6, 1996, as Instrument No. 1996- 062211 and (2) a Regulatory Agreement recorded in the Official Records on March 7, 1995, as Instrument No. 1995- 009707, as amended by an agreement recorded in the Official Records on December 6, 1996, as Instrument No. 1996 - 062210 (collectively, the "Regulatory Agreements "). D. The Note, the Deed of Trust, and the Regulatory Agreements, and any other } documents, as amended from time to time, evidencing or securing the CDBG Grant shall be referred to herein collectively as the "City Documents." Capitalized terms used in this Agreement and not defined shall have the meanings set forth in the City Documents. C E. Assignor, with the consent of the City, will assign to the Assignee and the Assignee will accept the assignment from Assignor of all of Assignor's rights, title, interest and obligations with respect to the City Documents. Following the assignment of the City Documents from Assignor to the Assignee, the Assignee desires to release Assignor from all obligations in connection with the City Documents. NOW, THEREFORE, in consideration of the foregoing, of the mutual promises of the parties hereto and for other good and valuable consideration the receipt and sufficiency of which are hereby acknowledged, the parties mutually agree as follows: 2 i t s t S 1. Assignment by Assi nor. Assignor hereby assigns to the Assignee all of Assignor's respective rights, title, interest and obligations under the City Documents. 2. Acceptance of Assignment. The Assignee hereby accepts the above assignment and hereby assumes all of the rights, title, interest and obligations of Assignor under the City Documents. Any reference to Assignor in the City Documents described above shall be deemed a reference to the Assignee. 3. Release of Assignor. The Assignee hereby releases Assignor from all obligations 3 imposed under the City Documents. 4. Payment of Obligations. The Assignee agrees that all amounts due from Assignor pursuant to the City Documents shall be assumed by the Assignee. 5. Consent to Assignment. The City hereby consents to the assignment of the City Documents from Assignor to the Assignee. 6. Representations. Assignor hereby represents and .warrants that it has not previously assigned, pledged, hypothecated or otherwise transferred any of its rights under the City Documents. 7. Effective Date. The assignment set forth above shall be effective as of the date of recordation of this Agreement. 3 ' 8. Counterparts. This Agreement may be signed by different parties hereto in counterparts with the same effect as if the signatures to each counterpart were upon a single instrument. All counterparts shall be deemed an original of this Agreement. 3 r 3 IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above. ASSIGNOR: i C -Court Limited Partnership, a California limited partnership By: C -Court, Inc., a California nonprofit public benefit corporation, its general partner By: - - -- - - Its: ASSIGNEE: Peoples' Self -Help Housing Corporation, a California nonprofit public benefit corporation By: J4 Fo ler Ex utiv Vice President/Chief Financial Officer 4 S � � State of California, County of San Luis Obispo ACKNOWLEDGMENT I Ss. On June 30. 2014 , before me, Inigo F. Garate, Notary Public for said State, personally appeared John Fowler who proved to me on the basis of satisfactory evidence to be the person(s)i whose name f s} Oaf& subscribed to the within instrument and acknowledged to me that he IR-y executed the same in &Xwr 4heir authorized capacity}, and that by is signature(4 on the instrument the person(es , or the entity upon behalf of which the person(s)-acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. ,� � Mas-r.. & 6/ Signature of Notary INIGO F. GARATE Commission # 1923462 = -m Notary Public - California z Z San Luis Obispo County D My Comm Expires Feb 20, 2015 Place Notary Seal Above State of California, County of San Luis Obispo ACKNOWLEDGMENT I SS. On June 30, 2014 , before me, Inigo F. Garate, Notary Public for said State, personally appeared John Fowler who proved to me on the basis of satisfactory evidence to be the personks-} -whose name(&) subscribed to the within instrument and acknowledged to me thatP,+ executed the same in (ED/hen4heir authorized capacity4w4, and that by 4�� signature+(sj- on the instrument the person(}, or the entity upon behalf of which the person(§*acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal INIGO F. GARATE Commission # 1923462 a • •o Notary Public - California i Z �' San Luis Obispo County D My Comm. Expires Feb 20, 2015 Signature of Notary Place Notary Seal Above CITY: City of Arroyo Grande By: APPROVED AS TO FORM: OFFICE OF THE CITY ATTORNEY /Ity Attorney ATTEST: d By: �, 7 Dtf+7�f lty rk 5 EXHIBIT A LEGAL DESCRIPTION Real property in the City of Arroyo Grande, County of San Luis Obispo, State of California, described as follows: Parcel 1 of Parcel Map AG -94 -053 in the City of Arroyo Grande, County of San Luis Obispo, State of California according to map recorded May 8, 1995 in Book 51, Page 47 of Parcel Maps in the Office of the County Recorder of said County. APN: 077 - 182 -063 C END OF ®OCUMF-NT