2009 Corporate Fund for Housing - Assignment & Assumption AgmtRecording Requested By And
When Recorded Mail To:
LA QUINTA REDEVELOPMENT
78-495 Calle Tampico
La Quinta, California 92253
Attention: Executive Director
DOC # 2009-0666173
12/29/2009 08:00A Fee:NC
Page 1 of 7
Recorded in Official Records
County of Riverside
Larry W. Ward
Assessor, County Clerk & Recorder
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This Assignment and Assumption is recorded at the
request and for the benefit of the La Quinta
Redevelopment Agency and is exempt from the
payment of a recording fee pursuant to Government
Code Section 27383.
ASSIGNMENT AND ASSUMPTION AGREEMENT
This ASSIGNMENT AND ASSUMPTION AGREEMENT (the "Agreement") is entered
into as of thiA'S day of T L , 2009 ("Effective Date"), by and between LA QUINTA
REDEVELOPMENT AGENCY, a public body, corporate and politic ("Agency") and
CORPORATE FUND FOR HOUSING, a California nonprofit public benefit corporation
("Assignee"), and with reference to the following facts:
RECITALS
A. Mira Flores, L.P., a California limited partnership, is the fee owner of that certain
real property located in the City of La Quinta, County of Riverside, State of California, legally
described in Exhibit "A", which is attached hereto and incorporated herein by this reference (the
"Property"). The Property is developed with a senior affordable housing rental development (the
"Project").
B. Agency and Developer are parties to that certain Affordable Housing Agreement
dated December 20, 2000 (the "AHA"), as amended and assigned by that certain Assignment and
Assumption of Affordable Housing Agreement (Senior Apartments Development), dated
June 11, 2001 (the "Assignment"), and as further amended by that certain First Amendment to
Affordable Housing Agreement (Senior Apartments Development) (the "First Amendment").
The AHA, as amended and assigned by the Assignment and as further amended by the First
Amendment, is hereinafter referred to as the "AHA."
C. Pursuant to the AHA, the Agency provided "Agency Assistance" (as defined in
the AHA), in the amount of Nine Million Five Hundred Thousand Dollars ($9,500,000) towards
development of the Project. The AHA requires Developer to repay the Agency Assistance
pursuant to that certain Replacement Promissory Note, dated April 1, 2002 (the "Existing Note").
Repayment under the Existing Note is secured by that certain Replacement Deed of Trust and
Security Agreement with Assignment of Rents and Agreements, executed by Developer as
Trustor, and recorded on April 3, 2002, as Instrument No. 2002-171478, in the Official Records
of Riverside County (the "Existing Deed of Trust").
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D. Concurrently with the execution hereof, Agency, Developer, and Assignee
entered into that certain Affordable Housing Implementation Agreement (Senior Apartments
Development), pursuant to which they (i) clarified that the Agency Assistance was intended to be
provided in the form of a grant from the Agency rather than in the form of a loan, and (ii) agreed
to restructure the AHA and related documents to effect the same. In connection with such
restructuring, Developer directed the Agency to restructure the transaction as a grant to the
Assignee instead of as a grant to the Developer, such that the Assignee could then loan the
Agency Assistance to the Developer. To simplify the documentation involved in the transaction
and avoid the processing of additional loan documentation, Developer requested that Agency
assign the Existing Note and Existing Deed of Trust to the Assignee.
E. Agency now desires to assign to Assignee, and Assignee desires to accept from
Agency, all of the rights and related obligations of Agency under the Existing Note and Existing
Deed of Trust (collectively, the "Agency Documents").
AGREEMENT
NOW, THEREFORE, in consideration of the foregoing Recitals, which are incorporated
herein by this reference, and 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:
1. Assi ng ment. Agency hereby assigns and delegates to Assignee all of Agency's
right, title, and interest in and obligations under the Agency Documents.
2. Acceptance of Assignment. Assignee hereby accepts the above assignments and
hereby assumes, agrees, and undertakes to perform all of the obligations, covenants, and
agreements of Agency pursuant to the Agency Documents. Any reference to Agency in the
Agency Documents shall be deemed a reference to Assignee.
3. Release of Agency. As of the Effective Date, Agency shall be released from all
obligations imposed under the Agency Documents.
4. Effective Date. This Agreement shall be effective as of the Effective Date listed
in the preavnble hereof.
5. Representations. Agency hereby represents and warrants that it has not
previously assigned, pledged, hypothecated or otherwise transferred any of its rights under the
Agency Documents.
6. California Law. This Agreement shall be governed by and interpreted in
accordance with the internal laws of the State of California, without regard to conflict of law
principles.
7. Invalidity. Any provision of the Agreement which is determined by a court to be
invalid or unenforceable shall be deemed severed herefrom, and the remaining provisions shall
remain in full force and effect as if the invalid or unenforceable provision had not been a part
hereof.
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8. Headings. The headings used in this Agreement are for convenience only and
shall be disregarded in interpreting the substantive provisions of this Agreement.
9. Counterparts. This Agreement may be executed in any number of counterparts,
each of which shall be an original, but all of which together shall constitute one instrument.
[End — Signature page follows]
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IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first
written above.
"Agency"
LA QUINTA REDEVELOPMENT AGENCY, a
public body, corporate and pol, is
By:
Thomas P. Genovese
ST:
Executive Director
Agency Secret '
APPROVED AS TO FORM:
J,<,
RUT & TUCKER LLP
Attorneys for the La Quinta
Redevelopment Agency
"Assignee"
CORPORATE FUND FOR HOUSING, a
California nonp fit public benefit corporation
Title: Hunter L. Johnson
Presiden(and Chief 'cer
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State of California
County of Riverside
On I-"' ( 1 to I2-MCI , before me, � ,
(i ert tame and title of die
Notary Public, personally appeared I�Dt64%1&.1V if ]•
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they executed the salve
in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument
the person(s), 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.
Signa (Seal)
State of California
County of-Fai EciP—
prp-* • a
ConvaWk n #► 16977%
Notary P'ubUC - COWOR o
Riverside County
My Comm. Expires Oct 16,201
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(insert name and title of the officer)
Notary Public, personally appeared I. Ju "-S '-"-- ,
who proved to me on the basis of satisfactory evidence to be the person(s)whose name�gj is/ate
subscribed to the within instrument and acknowledged to me that heLskeAherexecuted the same
in his/LerWizq authorized capacity(iee `and that by his/herta-t6r signature, ej n the instrument
the persorAo, or the entity upon behalf of which the persoaKacted, 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. ELIZABETHA. DAVIS
COMMISSION # 1764282 O
Z%My
Notary Public - California
VORANGE COUNTY
Si ature (Seal) Comm. Expires Aug.28,2011'
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CONSENT TO RECORDATION
MIRA FLORES, L.P., a California limited partnership ("Owner"), owner of the fee interest in
the real property legally described in Attachment No. 1 hereto, hereby consents to the
recordation of the foregoing Assignment and Assumption Agreement against said real property.
MIRAFLORES, L.P., a California limited
partnership
By: LILAC HOUSING CORPORATION,
a4Califrnia no fi benefit
cion, it M a ing Ge eral Partner
unter L. Johnson, its
President
State of California
County of �er�i�ie 4-u'''—
ye -
On 7e c -e rv�.�oP.,� 15, 7 au 5 , before me, A` i zw16�4h .4 ba��S ,
(insert name and title of the officer)
Notary Public, personally appeared av " s cv . ,
who proved to me on the basis of satisfactory evidence to be the person(*) -whose namS, <is/ate
subscribed to the within instrument and acknowledged to me that he/sl q Xecuted the same
in his/der authorized capacity(aes), and that by his/herdtlreitrsignature.(s) on the instrument
the persorl( or the entity upon behalf of which the person4-sracted, 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. ELIZABETH A. DAVIS
d COMMISSIONS 1764282 C
WITNESS my hand and official seal. u "Ot�ryP"b1'�r0"'"
_ �� oRANCE couNTr
MY Comm. Expires Aug. 28.2011
Signature (Seal)
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EXHIBIT A
LEGAL DESCRIPTION OF THE PROPERTY
The land referred to herein is situated in the State of California, County of Riverside, City of
La Quinta, described as follows:
REMAINDER PARCEL, OF TRACT 28601-1, AS SHOWN BY MAP IN FILE IN
BOOK 278, PAGES 86 THROUGH 90, INCLUSIVE, OF MAPS, RECORDS OF RIVERSIDE
COUNTY, CALIFORNIA.
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