HomeMy WebLinkAboutAGR-7157.01.13.1 - SHELTER PROVIDERS OF SOUTHERN CALIFORNIA, INC. - SUBSTITUTION OF TRUSTEE & DEED OF FULL RECONVEYANCE12/16/25, 1:38 PM Batch 20342381 Confirmation
Recorded in Official Records, Orange County
Hugh Nguyen, Clerk-Recorder
A61K-- ' I 7. O. IS. 1 11111111111 111 11111111 $18.00
RECORDING REQUESTED BY R 0 0 1 5 9 5 6 7 9 7 $ *
AND WHEN RECORDED MAIL TO: 2025000348272 01:02 pm 12/16/25
872 Ex19A S15 R01 2
City of Orange 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
300 East Chapman Avenue
Orange,CA 92866
Attn: Jessica Herrera
SPACE ABOVE THIS LINE FOR RECORDER'S USE
Exempt from Recording Fees per Gov. Code§ 6103,27361.3&27383)
SUBSTITUTION OF TRUSTEE AND DEED OF FULL RECONVEYANCE
WHEREAS, the Shelter Providers of Southern California, Inc., dba HomeAid Orange County Los Angeles, a California
nonprofit corporation were the original Trustors,FIDELITY NATIONAL TITLE INSURANCE COMPANY,a California corporation,
was the original Trustee,and the CITY OF ORANGE,a municipal corporation,was the Beneficiary,under that certain City Acquisition
Loan Deed of Trust and Assignment of Rents dated April 23,2025 and recorded on May 5,2025 as Instrument No.2025000129411 in
the Official Records of the County of Orange,State of California(herein,the"Deed of Trust"),and affecting the land described in said
Deed of Trust;and
WHEREAS, the undersigned is the present Beneficiary under the Deed of Trust and desires to substitute itself as the new
Trustee under said Deed of Trust in the place and stead of the original Trustee thereunder,and desires to reconvey,without warranty,to
the person or persons legally entitled thereto,all of the estate held by it under said Deed of Trust in and to the property described in the
Deed of Trust.
NOW, THEREFORE, the undersigned hereby substitutes itself, the CITY OF ORANGE, a municipal corporation, whose
address is 300 East Chapman Avenue,Orange,CA 92866,as the Trustee under said Deed of Trust,and,as such present Trustee of the
Deed of Trust,does hereby reconvey,without warranty,to the person or persons legally entitled thereto,all of the estate and interest
derived to the Trustee under said Deed of Trust in and to the property situated in the County of Orange, State of California,described
in said Deed of Trust.
SUBSTITUTE TRUSTEE/BENEFICIARY"
CITY OF O
DATED: 121 t 2 ,2025 By:
Jarad L. rand,Ci anager
am la Coleman,City Clerk
APPROVED AS TO FORM:
OJ{LQ
Nat alie Adourian, tey
https://gs.secure-erds.com/Batch/Confirmation/20342381 1/2
AeK— f21 9. b . . t
RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:
City of Orange
300 East Chapman Avenue
Orange,CA 92866
Attn: Jessica Herrera
SPACE ABOVE THIS LINE FOR RECORDER'S USE
Exempt from Recording Fees per Gov. Code§ 6103,27361.3&27383)
SUBSTITUTION OF TRUSTEE AND DEED OF FULL RECONVEYANCE
WHEREAS, the Shelter Providers of Southern California, Inc., dba HomeAid Orange County I Los Angeles, a California
nonprofit corporation were the original Trustors,FIDELITY NATIONAL TITLE INSURANCE COMPANY,a California corporation,
was the original Trustee,and the CITY OF ORANGE,a municipal corporation,was the Beneficiary,under that certain City Acquisition
Loan Deed of Trust and Assignment of Rents dated April 23,2025 and recorded on May 5,2025 as Instrument No.2025000129411 in
the Official Records of the County of Orange,State of California(herein,the"Deed of Trust"),and affecting the land described in said
Deed of Trust;and
WHEREAS, the undersigned is the present Beneficiary under the Deed of Trust and desires to substitute itself as the new
Trustee under said Deed of Trust in the place and stead of the original Trustee thereunder,and desires to reconvey,without warranty,to
the person or persons legally entitled thereto,all of the estate held by it under said Deed of Trust in and to the property described in the
Deed of Trust.
NOW, THEREFORE, the undersigned hereby substitutes itself, the CITY OF ORANGE, a municipal corporation, whose
address is 300 East Chapman Avenue,Orange,CA 92866,as the Trustee under said Deed of Trust,and,as such present Trustee of the
Deed of Trust,does hereby reconvey,without warranty,to the person or persons legally entitled thereto,all of the estate and interest
derived to the Trustee under said Deed of Trust in and to the property situated in the County of Orange, State of California,described
in said Deed of Trust.
SUBSTITUTE TRUSTEE/BENEFICIARY"
CITY OF 0
DATED: r2(t 2_ ,2025 By:
Jarad L. rand,Ci anager
T:
la Coleman,City Clerk
APPROVED AS TO FORM:
O `
Q
Nat alie Adourian, ey
Recorded in Official Records,Orange County
Hugh Nguyen,Clerk-Recorder
11111111111111111111 1111111 III I II II II NO FEE
71 —1 V. 13 E R 0 0 1 5 5 5 9 1 7 4 $ *
JJ
2025000129411 10:40 am 05/05125
CITY ACQUISITION 90 CR-SCO6 D11 A36 12
0.00 0.00 0.00 0.00 33.00 0.00 0.00 0.00 0.00 0.00
FREE RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:
THE CITY OF ORANGE
300 E. Chapman Avenue
Orange, CA 92866
Attn:
SPACE ABOVE THIS LINE FOR RECORDER'S USE
OFFICIAL BUSINESS
APNs: 041-141-12, 04 l-141-11, and 041-141-10 Document entitled to free
recording per Government Code
Section 27383
CITY ACQUISITION LOAN DEED OF TRUST
AND ASSIGNMENT OF RENTS
This CITY ACQUISITION LOAN DEED OF TRUST AND ASSIGNMENT OF RENTS
Deed of Trust"), dated as of this
4/$
171 day of pn I , 202 , is made by SHELTER
PROVIDERS OF ORANGE COUNTY,INC.,a California nonprofit corporation doing business as
Homeaid Orange County, whose address is 1130 North Citrus Street, Orange, California 92679
Trustor"),in favor of 6. d 11A fU f 1-ID Title Company,a California corporation("Trustee"),and the
CITY OF ORANGE, CALIFORNIA, a municipal corporation of the State of California,whose
address is 300 E.Chapman Avenue,Orange,California 92866("Beneficiary"),and is executed to
secure that certain City Acquisition Loan Note dated about the date hereof in a principal amount not
to exceed SEVEN HUNDRED THOUSAND DOLLARS($700,000)executed by Trustor in favor of
Beneficiary (such City Acquisition Loan Note, as it may from time to time be supplemented,
amended,extended,renewed or otherwise modified from time to time being referred to in this Deed
of Trust as the"Promissory Note"),the provisions of which are incorporated in this Deed of Trust by
reference.
1. Grant in Trust and Security Agreement. For valuable consideration, Trustor irrevocably
grants,transfers and assigns to Trustee,in trust,with power of sale,for the benefit of Beneficiary,the
following property(the"Trust Estate"):
a) the real property described in Exhibit"A"attached to this Deed of Trust and
incorporated in this Deed of Trust by reference(the"Land");and
b) all buildings,structures and other improvements now or in the future located
or to be rehabilitated or constructed on the Land(the"Improvements");and
c) all tenements,hereditaments,appurtenances,privileges and other rights and
interests now or in the future benefitting or otherwise relating to the Land or
the Improvements,including easements,rights-of-way,development rights,
mineral rights,water rights and water stock(the"Appurtenances,"together
with the Land and the Improvements,the"Property").
2. Obligations Secured. This Deed of Trust is given for the purpose of securing payment and
performance of the following(the"Secured Obligations"): (a)all present and future indebtedness
evidenced by the Promissory Note,including principal and all other amounts payable under the terms
of the Promissory Note),the provisions of which are incorporated in this Deed of Trust by reference;
b)all present and future obligations of Trustor to Beneficiary under this Deed of Trust;and(c)all
additional present and future obligations of Trustor to Beneficiary under any other agreement or
instrument(whether existing now or in the future)which states that it is,or such obligations are,
secured by this Deed of Trust;in each case as such indebtedness and other obligations may from
time to time be supplemented,modified, amended,renewed and extended,whether evidenced by
new or additional documents or otherwise.
3. Trustor's Covenants. To protect the security of this Deed of Trust,Trustor agrees as follows:
a) Payment and Performance of Secured Obligations. Trustor will pay and
perform all Secured Obligations in accordance with the respective terms of such Secured
Obligations,whether evidenced by or arising under this Deed of Trust or the Promissory Note.
b) Liens and Taxes. Trustor will pay, prior to delinquency, all taxes, if any,
which are or may become a lien affecting any part of the Trust Estate and Trustor will pay and
perform when due all other obligations secured by or constituting a lien affecting any part of the
Trust Estate,provided that Trustor will not be in violation of this provision if Trustor is protesting or
contesting such taxes in good faith and by legal means.
4. Obligations With Respect to Trust Estate. Neither Beneficiary nor Trustee will be under any
obligation to preserve,maintain or protect the Trust Estate or any of Trustor's rights or interests in
the Trust Estate,or make or give any presentments,demands for performance,protests,notices of
nonperformance,protest or dishonor or other notices of any kind in connection with any rights,or
take any other action with respect to any other matters relating to the Trust Estate. Beneficiary and
Trustee do not assume and shall have no liability for,and will not be obligated to perform,any of
Trustor's obligations with respect to any rights or any other matters relating to the Trust Estate,and
nothing contained in this Deed of Trust will release Trustor from any such obligations.
5. Assignment of Rents and Profits. Trustor irrevocably grants, transfers and assigns to
Beneficiary,during the continuance of this Deed of Trust,all of Trustor's right,title and interest in
and to the rents, issues, income, revenues, royalties and profits from any lease of the Property
Rents"). Notwithstanding such assignment, so long as no Event of Default has occurred and is
continuing,Trustor will have the right to collect,receive,hold and dispose of the Rents as the same
become due and payable,provided that unless Beneficiary otherwise consents in writing: (a) any
such Rents paid more than 30 days in advance of the date when due will be delivered to Beneficiary
and held by Beneficiary in a cash collateral account(over which Beneficiary will have sole and
executive control and right of withdrawal),to be released and applied on the date when due(or,if an
Event of Default has occurred and is continuing,at such other time or times and in such manner as
Beneficiary may determine),and(b)if an Event of Default has occurred and is continuing,Trustor's
right to collect and receive the Rents will cease and Beneficiary will have the sole right, with or
without taking possession of the Property,to collect all Rents,including those past due and unpaid.
Any such collection of Rents by Beneficiary will not cure or waive any Event of Default or notice of
default or invalidate any act done pursuant to such notice. Failure or discontinuance of Beneficiary
at any time,or from time to time,to collect the Rents will not in any manner affect the subsequent
enforcement by Beneficiary of the right to collect the same. Nothing contained in this Deed of Trust,
nor the exercise of the right by Beneficiary to collect the Rents,will be deemed to make Beneficiary
a"mortgagee in possession"or will be,or be construed to be,an affirmation by Beneficiary of,or an
assumption of liability by Beneficiary under,or a subordination of the lien of this Deed of Trust to
any tenancy, lease or option.
6. Remedies Upon Event of Default. Upon the occurrence of any Event of Default(defined in
Section 7 below): (a)Trustor will be in default under this Deed of Trust, and upon acceleration of
the payment of any Secured Obligations in accordance with the terms of the Promissory Note,all
Secured Obligations will immediately become due and payable without further notice to Trustor;
b)upon demand by Beneficiary,Trustor will pay to Beneficiary,in addition to all other payments
specifically required under the Promissory Note, at the times and in the amounts required by
Beneficiary from time to time,sums which when cumulated will be sufficient to pay one month prior
to the time the same become delinquent,all taxes which are or may become a lien affecting the Trust
Estate and the premiums for any policies of insurance to be obtained hereunder(all such payments to
be held in a cash collateral account as additional security for the Secured Obligations over which
Beneficiary will have sole and exclusive control and right of withdrawal);and(c)Beneficiary may,
without notice to or demand upon Trustor,which are expressly waived by Trustor(except for notices
or demands otherwise required by applicable laws to the extent not effectively waived by Trustor and
any notices or demands specified below), and without releasing Trustor from any of its Secured
Obligations,exercise any one or more of the following remedies as Beneficiary may determine.
Beneficiary may,either directly or through an agent or court-appointed receiver,and
without regard to the adequacy of any security for the Secured Obligations:
i) enter, take possession of, manage, operate, protect, preserve and
maintain,and exercise any other rights of an owner of the Trust Estate,and use any other properties
or facilities of Trustor relating to the Trust Estate,all without payment of rent or other compensation
to Trustor;
ii) enter into such contracts and take such other action as Beneficiary
deems appropriate to complete all or any part of any construction which may have commenced on
the Land,subject to such modifications and other changes in the plan of development as Beneficiary
may deem appropriate;
iii)make,cancel,enforce or modify leases,obtain and evict tenants, fix or
modify rents and, in its own name or in the name of Trustor, otherwise conduct any business of
Trustor in relation to the Trust Estate and deal with Trustor's creditors,debtors,tenants,agents and
employees and any other persons having any relationship with Trustor in relation to the Trust Estate,
and amend any contracts between them,in any manner Beneficiary may determine;
iv) endorse,in the name of Trustor,all checks,drafts and other evidences
of payment relating to the Trust Estate, and receive, open and dispose of all mail addressed to
Trustor and notify the postal authorities to change the address for delivery of such mail to such
address as Beneficiary may designate;and
iv) take such other action as Beneficiary deems appropriate to protect the
security of this Deed of Trust.
Beneficiary's agent or court-appointed receiver will hold all monies and proceeds,
including,without limitation,proceeds from the sale of the Property or any portion thereof,for the
benefit of the Trustor and will not disburse the monies or proceeds for the satisfaction of the Secured
Obligations without the prior written consent of Beneficiary. The Beneficiary's agent or court-
appointed receiver may,but without any obligation to do so and without notice to or demand upon
Trustor and without releasing Trustor from any Secured Obligations under this Deed of Trust,and at
the expense of Trustor, follow the written instruction of Beneficiary under this Section 6.
Beneficiary may execute and deliver to Trustee written declaration of default and
demand for sale and written notice of default and of election to cause all or any part of the Trust
Estate to be sold,which notice Trustee will cause to be filed for record;and after the lapse of such
time as may then be required by law following the recordation of such notice of default,and notice
of sale having been given as then required by law,Trustee,without demand on Trustor,will sell such
Property at the time and place fixed by it in such notice of sale, either as a whole or in separate
parcels and in such order as Beneficiary may direct(Trustor waiving any right to direct the order of
sale),at public auction to the highest bidder for cash in lawful money of the United States(or cash
equivalents acceptable to Trustee to the extent permitted by applicable law),payable at the time of
sale. Trustee may postpone the sale of all or any part of the Trust Estate by public announcement at
such time and place of sale,and from time to time after any such postponement may postpone such
sale by public announcement at the time fixed by the preceding postponement. Trustee will deliver
to the purchaser at such sale its deed conveying the property so sold,but without any covenant or
warranty,express or implied,and the recitals in such deed of any matters or facts will be conclusive
proof of the truthfulness thereof. Any person,including Trustee or Beneficiary,may purchase at
such sale,and any bid by Beneficiary maybe,in whole or in part,in the form of cancellation of all or
any part of the Secured Obligations. Any such sale will be free and clear of any interest of Trustor
and any lease, encumbrance or other matter affecting the property so sold which is subject or
subordinate to this Deed of Trust,except that any such sale will not result in the termination of any
such lease(i)if and to the extent otherwise provided in any estoppel or other agreement executed by
the tenant and Beneficiary(or executed by the tenant in favor of,and accepted by,Beneficiary),or
ii)if the purchaser at such sale gives written notice to the tenant,within 30 days after date of sale,
that the lease will continue in effect.
Beneficiary may proceed to protect,exercise and enforce any and all other remedies
provided under the Agreement,Regulatory Agreement,Promissory Note,this Deed of Trust or by
applicable laws.
All proceeds of collection,sale or other liquidation of the Trust Estate will be applied
first to all costs,fees,expenses and other amounts payable by Trustor under this Deed of Trust and to
all other Secured Obligations not otherwise repaid in such order and manner as Beneficiary may
determine,and the remainder,if any,to the person or persons legally entitled thereto.
Each of the remedies provided in this Deed of Trust is cumulative and not exclusive
of, and will not prejudice,any other remedy provided in this Deed of Trust or by applicable laws.
Each remedy may be exercised from time to time as often as deemed necessary by Trustee and
Beneficiary, and in such order and manner as Beneficiary may determine. This Deed of Trust is
independent of any other security for the Secured Obligations,and upon the occurrence of an Event
of Default, Trustee or Beneficiary may proceed in the enforcement of this Deed of Trust
independently of any other remedy that Trustee or Beneficiary may at any time hold with respect to
the Trust Estate or the Secured Obligations or any other security. Trustor,for itself and for any other
person claiming by or through Trustor,waives,to the fullest extent permitted by applicable laws,all
rights to require a marshaling of assets by Trustee or Beneficiary or to require Trustee or Beneficiary
to first resort to any particular portion of the Trust Estate or any other security(whether such portion
shall have been retained or conveyed by Trustor)before resorting to any other portion,and all rights
of redemption,stay and appraisal.
7. Event of Default. An"Event of Default"will be deemed to occur if:
a) Trustor is in default of any provision of the DDA or the Regulatory
Agreement and fails to cure such default subject to the notice and cure provisions thereof;or
b) Trustor is in default of any provision of the Promissory Note or this Deed of
Trust and fails to cure such default within thirty(30)days after receiving notice.
8. Costs.Fees and Expenses. Trustor will pay,on demand,all reasonable costs,fees,expenses,
advances,charges,losses and liabilities of Trustee and Beneficiary under or in connection with this
Deed of Trust or the enforcement of, or the exercise of, any remedy or any other action taken by
Trustee or Beneficiary under this Deed of Trust or the collection of the Secured Obligations,in each
case including,without limitation,(a)reconveyance and foreclosure fees of Trustee,(b)costs and
expenses of Beneficiary or Trustee or any receiver appointed under this Deed of Trust in connection
with the operation, maintenance, management, protection, preservation, collection, sale or other
liquidation of the Trust Estate or foreclosure of this Deed of Trust,(c)advances made by Beneficiary
to complete or partially construct all or any part of any construction which may have commenced on
the Land or otherwise to protect the security of this Deed of Trust,(d)cost of evidence of title,and
e)the reasonable fees and disbursements of Trustee's and Beneficiary's legal counsel and other out-
of-pocket expenses,and the reasonable charges of Beneficiary's legal counsel.
9. Late Payments. By accepting payment of any part of the Secured Obligations after its due
date,Beneficiary does not waive its right either to require prompt payment when due of all other
Secured Obligations or to declare a default for failure to so pay.
10. Action by Trustee. At any time and from time to time upon written request of Beneficiary
and presentation of this Deed of Trust for endorsement,and without affecting the personal liability of
any person for payment of the Secured Obligations or the security of this Deed of Trust for the full
amount of the Secured Obligations on all Property remaining subject to this Deed of Trust,Trustee
may, without notice and without liability for such action, and notwithstanding the absence of any
payment on the Secured Obligations or any other consideration: (a)reconvey all or any part of the
Trust Estate, (b)consent to the making and recording, or either, of any map or plat of the Land,
c)join in granting any easement affecting the Land, or (d)join in or consent to any extension
agreement or any agreement subordinating the lien of this Deed of Trust. Trustee is not obligated to
notify Trustor or Beneficiary of any pending sale under any other deed of trust or of any action or
other proceeding in which Trustor,Beneficiary or Trustee is a party unless brought by Trustee.
11. Reconveyance. Upon written request of Beneficiary and surrender of this Deed of Trust and
the Promissory Note to Trustee for cancellation or endorsement,and upon payment of its fees and
charges,Trustee will reconvey,without warranty,all or any part of the Property then subject to this
Deed of Trust. Any reconveyance,whether full or partial,may be made in terms to"the person or
persons legally entitled thereto,"and the recitals in such reconveyance of any matters or facts will be
conclusive proof of the truthfulness thereof. Beneficiary will not be required to cause any Property
to be released from this Deed of Trust until fmal payment and performance in full of all Secured
Obligations and termination of all obligations of Beneficiary under or in connection with the
Promissory Note or until the Secured Obligations are forgiven.
12. Substitution of Trustee. Beneficiary may from time to time, by instrument in writing,
substitute a successor or successors to any Trustee named in or acting under this Deed of Trust,
which instrument,when executed by Beneficiary and duly acknowledged and recorded in the office
of the recorder of the county or counties where the Land is situated, will be conclusive proof of
proper substitution of such successor Trustee or Trustees who will,without conveyance from the
predecessor Trustee, succeed to all of its title,estate, rights,powers and duties. Such instrument
must contain the name of the original Trustor,Trustee and Beneficiary,the book and page where this
Deed of Trust is recorded(or the date of recording and instrument number)and the name and address
of the new Trustee.
13. Successors and Assigns. This Deed of Trust applies to and will be binding on and inure to
the benefit of all parties to this Deed of Trust and their respective successors and permitted assigns.
14. Acceptance. Notice of acceptance of this Deed of Trust by Beneficiary or Trustee is waived
by Trustor. Trustee accepts this Deed of Trust when this Deed of Trust, duly executed and
acknowledged,is made a public record as provided by law.
15. Beneficiary's Statements. For any statement regarding the Secured Obligations,Beneficiary
may charge the maximum amount permitted by law at the time of the request for such statement.
16. Governing Law. This Deed of Trust will be governed by, and construed and enforced in
accordance with,the Laws of California.
17. Recording. The Trustee will record this Deed of Trust in the official records of Orange
County, California.
Remainder of Page Intentionally Blank]
Signatures on Following Page]
TRUSTOR
SHELTER PROVIDERS OF ORANGE COUNTY,
INC., a California non-profit corporation doing
business as Homeaid Orange County
By:
TI M PA OI4 , r E51 rent-f
14--1By:
CHINA R-, CUM frJ11NA- 4)
exetviNE piR cfc -
EXHIBIT A TO DEED OF TRUST
LEGAL DESCRIPTION
to be inserted)
EXHIBIT A
LEGAL DESCRIPTION OF PROPERTY
The land referred to herein is situated in the City of Orange,.County of Orange, State of
California,and described as follows:
LOT'S 2, 3 AND 4 IN BLOCK"B" OF'TRACT NO.545, LA VETA HOME TRACT', IN THE CITY OF ORANGE,
COUNTY OF ORANGE,STATE OF CALIFORNIA,AS SHOWN ON A MAP RECORDED IN BOOK 18, PAGE 11
OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF ORANGE COUNTY,
CALIFORNIA.
APN: 041-141-12,041-141-10,041-141-11