HomeMy WebLinkAboutAD06-226 - Original - Centurion Financial Group, LLC - Project Springboard Subordination Agreement - 09/14/2006 Records Management�
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Wa„,„�ro„ Document
CONTRACT COVER SHEET
This is to be completed by the Contract Manager prior to submission to City Clerks Office. All
portions are to be completed, if you have questions, please contact City Clerks Office.
Vendor Name: ��'�/lL021�1� Vendor Number:
JD Edwards Number
Contract Number: oolco — Z
This is assigned by Deputy City Clerk
Description: I, bi &Zl�
Detail:
Project Name: Y 2® i �&-L-Z1kft1e0z
Contract Effective Date: Termination Date:
Contract Renewal Notice (Days):
Number of days required notice for termination or renewal or amendment
Contract Manager: bal uwk4s Department:
Abstract:
S Pubhc\RecordsManagemenf\Forms\ConlractCover\ADCL7832 07/02
After Recording Return To:
City of Kent
Kent,
, WaFourtshington Avenue 20061006002471
Kent, Washington 98030 PgCIFIC NW TIT SUB
PAGEeat OF 014 46.00
Attn: City Attorney KING6co TTY, WA2
SUBORDINATION AGREEMENT
Q(�5-
GRANTOR: CENTURION FINANCIAL GROUP, LLC, a Washington limited
liability company
GRANTEE: CITY OF KENT, a Washington municipal corporation
Said documen(s)were Algid for
reCprd by Pacific Northwest TWS ss
8010mrrtodatfon only.It has not been
e>ftaigsd as to proper execuoon or
ato ft affect apan Live
Legal Description:
Abbreviated form. Lots A, B and C of Kent Lot Line Adj.No. LL-2005-37
920060110002592
Additional legal on Exhibit A of document
Assessor's Property Tax Parcel Account Number(s): 982570-0505, 0515, 0520
Reference number(s) of Related Document(s): 20060110002606
20060110002605
20060728002541
20060728002540
Project: Project Springboard
SUBORDINATION AGREEMENT
SUBORDINATION AGREEMENT ("Agreement's entered into this /`/'Nday of
1Gw a r^ 2006 by and between CITY OF KENT, a Washington municipal
corporation ("City") and CENTURION FINANCIAL GROUP, LLC, a Washington
limited liability company ("Junior Lender")with reference to the following facts:
RECITALS
A. City and Springboard Holdings, L.L.C., a Washington limited liability
company ("Developer") entered into that certain Replacement Parking Agreement dated as
of October 12, 2005 (the "Replacement Parking Agreement') whereby among other things,
City agreed to convey certain real property located in the City of Kent, Washington on the
express condition that Developer redevelop the Replacement Parking Site as described
therein and other property acquired by Developer from Second Avenue Real Estate LLC
("Second Avenue") (the "Project Springboard Property") with a privately owned mixed-
use condominium development (hereinafter referred to as "Project Springboard")
consisting of (a) an approximately 24-room hotel including reception area, lobby,
conference center, spa and indoor water park (collectively, the "Hotel Improvements"),
(b) approximately 120 units of market rate residential condominiums (some of which may
be for senior housing), (c) approximately 23,000 square feet of restaurant and retail space,
and (d) on-site parking for approximately 400 (but not less than 350) multi-passenger
motor vehicles to be located within an above-ground structured parking garage ("Parking
Garage"), and grant the City a perpetual parking easement to provide public parking for
not less than 70 motor vehicles at all times and in addition grant members of the public the
right to park in any open parking stall in the Parking Garage on a first-come, first-serve
basis at all times on the terms and conditions set forth in that certain Public Parking
Easement which is annexed to the Replacement Parking Agreement as Exhibit F thereto
(the"Public Parking Easement'). A Memorandum of the Replacement Parking Agreement
was recorded January 10, 2006 in the official records of King County, Washington under
King County Recording No. 20060110002606 (the"Memorandum").
B. Pursuant to the Replacement Parking Agreement, and in order to secure the
obligations of Developer to, among other things, construct the Parking Garage and grant
City the Public Parking Easement, City conveyed the Replacement Parking Site to
Developer and Developer granted City a first lien Deed of Trust, Security Agreement,
Assignment of Leases and Rents and Fixture Filing on the Project Springboard Property
and certain other real and personal property described therein (the "City Deed of Trust'),
which City Deed of Trust was recorded January 10, 2006 in the official records of King
County, Washington under King County Recording No. 20060110002605. The Deed of
Trust encumbers the real property described on Exhibit A attached hereto and made a part
hereof, and all building and other improvements now or hereafter located thereon and all
appurtenances thereto (the "Property"). The Replacement Parking Agreement required
that Developer commence construction of the Parking Garage on or before March 30, 2006
and achieve Substantial Completion of the Parking Garage on or before September 30,
2006. Pursuant to the terms of that certain forbearance agreement dated July 21, 2006, as
amended, and upon satisfaction of all of the terms and conditions set forth therein on or
before September 18, 2006, City will agree to extend the date for commencement of utility
work necessary for construction of the Parking Garage to September 20, 2006, the date for
commencement of "pre-loading" of the Project Springboard Property required as a
prerequisite to construction of the Parking Garage to September 30, 2006, the date for
Substantial Completion of the Parking Garage to May 12, 2007, and the Outside
Completion Date for the Parking Garage to November 12, 2007.
C. Developer has granted City an easement to use the surface of the Project
Springboard Property for public parking, which easement was recorded July 28, 2006 in
the official records of King County, Washington under Recording No 20060728002541
(the "Surface Parking Easement"). Developer has also granted City an easement for
mechanical rooms and related easements agreement, which easement was recorded July
28, 2006 in the official records of King County, Washington under Recording
No. 20060728002540 (the "Mechanical Room Easement') The Replacement Parking
Agreement,the Public Parking Easement, the City Deed of Trust, related UCC-1 financing
statement, the Surface Parking Easement and the Mechanical Room Easement are
hereinafter referred to collectively as the "City Documents").
D. Pursuant to the terms, provisions and conditions set forth in that certain
Commercial Promissory Note dated as of September 14, 2006, between Developer and
Junior Lender (the "Note), Junior Lender has committed to make a construction loan to
Developer in the original principal amount of $11,413,000.00 (the "Junior Loan") The
Junior Loan will be secured by, among other things, a second lien priority Deed of Trust,
Security Agreement, Assignment of Leases and Rents and Fixture Filing (the "Junior
Mortgage"),which Junior Mortgage will also encumber the Property. The Junior Note,the
Junior Mortgage together with all documents and instruments described on Exhibit B
hereto as the same may be modified, amended, extended, supplemented, restated or
replaced from time to time are hereinafter referred to as the Junior Loan Documents."
F. City and Junior Lender desire to enter into this Agreement to confine the
absolute and unconditional subordination of the Junior Loan Documents, including but not
limited to the Junior Mortgage, to the City Documents including, but not limited to the
Replacement Parking Agreement and the City Deed of Trust, and to evidence certain
agreements with respect to the relationship between the Junior Loan and the Junior Loan
Documents, on the one hand, and the Replacement Parking Agreement and the City
Documents,on the other hand.
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NOW, THEREFORE, in consideration of the foregoing recitals,the parties agree as
follows:
AGREEMENT
1. Recitals Incorporated; Definitions. Each recital set forth above is
incorporated into this Agreement as though fully set forth herein. All capitalized terms not
otherwise defined herein shall have the same meaning as set forth in the Replacement
Parking Agreement or, if not defined therein, as defined in the Public Parking Easement.
2. Subordination.
(a) Junior Lender acknowledges and agrees that: (a)the Junior Loan, the
Junior Mortgage and the other Junior Loan Documents and the liens and security interests
created thereby, and all rights, remedies, terms, covenants and conditions contained in the
Junior Loan Documents are and shall at all times be expressly subject and subordinate to:
(i)the terms and conditions of the Replacement Parking Agreement, (ii)the lien of the City
Deed of Trust (until the City Deed of Trust is reconveyed in accordance with the terms of
the Replacement Parking Agreement), (in)the easement granted by, and all other rights of
the City under, the Surface Parking Easement, (iv) the easement granted by, and other
rights of the City under,the Mechanical Room Easement, (v)the easement granted by, and
all other rights of the City under, the Public Parking Easement, and (vi) any and all
advances (whether or not obligatory) advanced or incurred by the City under any of the
City Documents; and (b) all amounts due the Junior Lender under the Junior Loan
Documents (including interest and/or principal payments or prepayments, assignments of
leases and rents, rights with respect to insurance proceeds and condemnation awards,
advances and expenses with interest) are and shall at all times be expressly subject and
subordinate in right of payment to the indebtedness and obligations of the Developer to the
City under any and all of the City Documents and any and all advances (whether or not
obligatory) advanced or incurred in connection therewith. Junior Lender acknowledges
that any amounts which the City may advance or incur pursuant to the terms of the City
Documents may increase the amount of the indebtedness and obligations owed to the City
under the City Documents, from the amount of the indebtedness and obligations
outstanding under the City Documents as of the date of this Agreement.
(b) In the event that the Project Springboard improvements are damaged or
destroyed in whole or in part, or in the event of a partial condemnation of the Project
Springboard improvements prior to Final Completion of the Parking Garage (as defined in
the Replacement Parking Agreement), or in the event that the Parking Garage is damaged,
destroyed or condemned, whether before or after recordation of the Public Parking
Easement, Junior Lender will agree to permit the use of insurance or condemnation
proceeds to rebuild the portion of the Project Springboard improvements or the Parking
Garage, as applicable, so damaged, destroyed or condemned to substantially the condition
-3- P ORSORS30H O6109118
required under the Replacement Parking Agreement or the Public Parking Easement, as
applicable. In the event of damage or destruction, the insurance or condemnation proceeds
shall be held by an insurance trustee mutually acceptable to City and the Senior Lender
and disbursed as construction progresses in accordance with the provisions set forth in the
City Deed of Trust or the construction loan disbursement procedures set forth in the Senior
Loan Documents.
(c) Until Final Completion of the Parking Garage and recording of the Public
Parking Easement pursuant to the provisions of the Replacement Parking Agreement,
neither the Junior Loan nor the Junior Loan Documents shall be cross defaulted with or
cross collateralized with any other loan which Junior Lender may now or hereafter make to
Developer,or any affiliate of Developer or its members
(d) If Junior Lender acquires by right of subrogation or otherwise a lien on the
Property which would be senior to the lien of the City Deed of Trust and the rights of the
City under the Replacement Parking Agreement. the Surface Parking Easement, the
Mechanical Room Easement and/or the Public Parking Easement, Junior Lender agrees
such lien and subrogation rights shall be subject and subordinate to the lien of the City
Deed of Trust and the rights of the City under the Replacement Parking Agreement, the
Surface Parking Easement, the Mechanical Room Easement and the Public Parking
Easement.
(e) Junior Lender acknowledges that the Replacement Parking Agreement
restricts changes in the Parking Garage or any substantial change in the elements
constituting Project Springboard without the prior written consent of the City.
(0 Upon Final Completion of the Parking Garage and satisfaction of the other
terms and conditions set forth in the Replacement Parking Agreement, Junior Lender shall
expressly consent to, and subordinate all of its right, title and interest in and to the Parking
Garage (and the real property on which the Parking Garage is located), to the rights of the
City under the Public Parking Easement.
(g) The proceeds of the Junior Loan shall be used solely to pay for the cost of
design, development and construction of Phase I of Project Springboard until Phase 1 of
the Parking Garage has been completed, all conditions set forth in Section 19 and 20 of the
Replacement Parking Agreement have been met, the Parking Garage has achieved Final
Completion, and the Public Parking Easement has been recorded in the real property
records and the Title Company is in a position to insure the City's first lien priority
position as the benefited party under the Public Parking Easement. Junior Lender shall
monitor the disbursement of the proceeds of the Junior Loan in accordance with Junior
Lender's customary procedures for monitoring the disbursement of construction loans set
forth in the Junior Loan Documents. Any application or use of the proceeds of the Junior
Loan for purposes other than payment of the tcost of design, development and construction
-4- P OWDRS30H OW9119
of Phase I of Project Springboard (and payment of loan fees, legal fees, costs of appraisals,
environmental reports, title insurance, escrow fees and other customary construction loan
fees and costs) shall constitute a default under the City Documents but shall not affect,
impair or defeat the terns and provisions of this Agreement.
3. Default under Replacement Parking Agreement or any of the City
Documents. City upon serving Developer any notice or demand with respect to any breach
or default by Developer of its obligations or covenants under the Replacement Parking
Agreement or other City Documents shall at the same time forward a copy of such notice
or demand to Junior Lender at the address set forth in this Agreement. Junior Lender shall
have the right, but not the obligation, to remedy such default or cause the same to be
remedied within the same period of time, if any, provided to the Developer to cure defaults
under the Replacement Parking Agreement or other City Documents and City shall accept
any cure made by or at the instance of Junior Lender as if the same had been made by
Developer.
4. Modifications and Amendments to the City Documents. City shall have the
right, without the consent of the Junior Lender in each instance and without affecting the
rights, obligations or priorities of the parties set forth in this Agreement, to enter into any
amendment, modification, deferral, forbearance agreement, extension or waiver of the
terms of the City Documents, including without limitation, the right to release its lien in
the Property, obtain additional collateral to secure the performance of the Developer's
obligations under the City Documents, or obtain other assurances of performance from the
Developer or third parties as the City may determine in its sole and absolute discretion to
be in the best interests of the City. Notwithstanding the foregoing and so long as the
Junior Loan is outstanding, the City will punctually provide Junior Lender with copies of
all modifications and amendments to the City Documents. The City shall have the right,
without the consent of the Junior Lender and without affecting the rights, obligations or
priority of the parties set forth in this Agreement to declare a default under the
Replacement Parking Agreement, the Deed of Trust, and the other City Documents, to
make advances under the City Documents as may be necessary or desirable to protect the
City's interests under the City Documents, and to foreclose the lien of the City Deed of
Trust in the event there is an event of default under the Replacement Parking Agreement,
the Deed of Trust, or any of the other City Documents. Junior Lender expressly
acknowledges that time is of the essence under each of the provisions of the City
Documents.
5. Exercise of City Rights and Remedies, Bankruptcy. In the event of a
foreclosure sale under the City Deed of Trust or any liquidation or dissolution of
Developer or of any execution sale, receivership, insolvency, bankruptcy, liquidation,
readjustment, reorganization or other similar proceeding relating to the Developer or its
property, including, but not limited to the Property, Junior Lender agrees as follows:
'S' P ORSIDRS30H 06M18
(a) In any action to foreclose the City Deed of Trust, Junior Lender agrees that
the City shall have the right to credit bid, at foreclosure sale, the amount which in the
reasonable judgment of the City is then required to perform the obligations of the
Developer under the Replacement Parking Agreement for construction of Phase I of
Project Springboard which the parties agree may exceed the current estimated project
budget of $9,919,000, together with the amount of any unreimbursed advances made by
the City under the Replacement Parking Agreement or the City Deed of Trust, the value of
that portion of the Property necessary to support the Parking Garage (together with access
and utility easements), and interest thereon at the statutory rate of twelve percent (12%)
per annum from the date advanced.
(b) Junior Lender shall not be entitled to receive or retain any payment made
under the Junior Loan (other than payments of interest to the extent payable solely out of
the interest reserve held by Junior Lender), until the Developer has performed all of its
obligations under the Replacement Parking Agreement and the other City Documents in
full and the Public Parking Easement has been recorded in a first lien priority position
against the Property. Any payment or distribution of any kind, whether in cash, rents
profits, property or security which is made to the Junior Lender prior to Final Completion
of the Parking Garage, payment and performance of all other obligations of the Developer
under the City Documents and recording of the Public Parking Easement in a first lien
priority position against the Property shall be held in trust by the Junior Lender for the
benefit of City and shall be paid over to City in kind for application against the payment
and performance of the Developer's obligations to the City under the City Documents.
(c) For as long as the Replacement Parking Agreement and City Deed of Trust
shall remain outstanding, Junior Lender shall not, and shall not solicit any person or entity
to, and shall not direct or cause Developer to direct or cause either Developer or any entity
which owns or controls any portion of Developer (the "Developer Group") to:
(i) commence any bankruptcy, insolvency or other proceeding for the relief of debtors,
whether voluntary or involuntary, under any federal or state statute; (ii) institute
proceedings to have Developer adjudicated a bankrupt or insolvent; (iii) consent to, or
acquiesce in, the institution of bankruptcy or insolvency proceedings against Developer;
(iv) file a petition or consent to the filing of a petition seeking reorganization, arrangement,
adjustment, winding-up, dissolution, composition, liquidation or other relief by or on
behalf of Developer; (v) seek or consent to the appointment of a receiver, liquidator,
assignee, trustee, sequestrator, custodian or any similar official for Developer, the Property
(or any portion thereof) or any other collateral securing the City Deed of Trust or any other
City Document, (vi) make an assignment for the benefit of any creditor of Developer;
(vii) seek to consolidate the Property or any other assets of the Developer with the assets
of the Developer or any member of the Developer Group in any proceeding relating to
bankruptcy, insolvency, reorganization or relief of debtors; or (viii)take any action in
furtherance of any of the foregoing
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(d) If Junior Lender is deemed to be a creditor of Developer in any bankruptcy
or other insolvency proceeding prior to the date that all obligations of the Developer under
the Replacement Parking Agreement have been performed in full and the Public Parking
Easement has been recorded to a first lien priority position against the Property, Junior
Lender agrees that it shall not make any election, give any consent, commence any action
or file any motion, claim, obligation, notice or application or take any other action in any
proceeding by or against the Developer without the prior consent of City. Junior Lender
shall not challenge the validity or amount of any claim submitted in such bankruptcy or
insolvency proceeding by City in good faith.
6. No Waiver of Rights under Replacement Parking Agreement or City Deed
of Trust Nothing contained in this Agreement shall constitute a waiver of the City's rights
to consent to any further encumbrance of the Project Springboard Property or the City's
rights to consent to any transfer of interests in Developer or any transfer, conveyance or
encumbrance of Developer's rights under the Replacement Parking Agreement Nothing
contained in this Agreement is intended to waive any right City may have against
Developer under the Replacement Parking Agreement,the City Deed of Trust or any of the
other City Documents, all of which rights and remedies are expressly reserved by City.
This agreement is intended solely for the benefit of, and may only be enforced by City and
is not for the benefit of, any other person or party.
7. Notices. All notices, demands, requests, consents, approvals or other
communications required or desired to be given hereunder by any party (collectively,
"Notices") shall be in writing and shall be validly given or made if delivered either
personally, or by overnight delivery by a delivery service of recognized standing, or by
United States Mail, certified, registered or express mad with postage prepaid or by
facsimile transmission with electronic confirmation of receipt, at its address hereinafter set
forth or to such other address as such party may hereafter specify in accordance with the
provisions of this Section 7. Any such Notice shall be deemed to have been received:
(a) on the date of delivery if personally delivered or sent by facsimile during normal
business hours, (b) one (1) business day after receipt thereof if sent by facsimile
transmission after normal business hours or deposit thereof with a recognized overnight
delivery service or three (3) business days after deposit in the United States Mad, in each
case addressed to the parties as follows:
To City: City of Kent
220 Fourth Avenue
Kent, Washington 98030
Attn• City Clerk
Fax: (253) 856-6725
-7- P ORSORS30H 05=118
With a copy to: City of Kent
220 Fourth Avenue
Kent, Washington 98030
Attn: City Attorney
Fax: (253) 856-6770
To Junior Lender: Centurion Financial Group, LLC
10500 N E. g1h Street, #1825
Bellevue, Washington 98004
Attn: Eric deGooyer
Fax. (425) 638-0225
With a copy to: Lasher Holzapfel Sperry & Ebberson, PLLC
601 Union Street, #2600
Seattle, Washington 98101-4000
Attn: Eugene W Wong
Fax. (206) 340-2563
8. Miscellaneous.
(a) Attorneys' Fees. Each party shall be responsible for payment of the legal
fees of its counsel in the event of any litigation or other proceeding brought to enforce or
interpret or otherwise arising out of this Agreement.
(b) Entire Agreement; Modification. This Agreement constitutes the entire
understanding between the parties hereto with respect to the City's agreement to consent to
the further encumbrance of the Property by the Junior Deed of Trust on express condition
that Junior Lender confirm its absolute and unconditional subordination of the Junior Loan
Documents to the City Documents. Neither this Agreement nor any provision hereof may
be waived, modified, amended, discharged or terminated except as expressly provided
herein or by an instrument in writing signed by the party against which the enforcement of
such waiver, modification, amendment, discharge or termination is sought.
(c) Captions. The captions in this Agreement are inserted for convenience of
reference only and in no way define, limit or describe the scope or intent of this
Agreement.
(d) Time is of the Essence. Time is of the essence of this Agreement and of
each covenant and agreement that is to be performed at a particular time or within a
particular period of time. However, if the final date of any period which is set out in any
provision of this Agreement or the applicable closing date falls on a Saturday, Sunday or
legal holiday under the laws of the United States, or the State of Washington, then the time
of such period or the closing date, as the case may be, shall be extended to the next date
which is not a Saturday, Sunday or legal holiday.
-8- P%DRS1DRS30H 06/09/18
(e) Further Acts. Junior Lender shall execute and deliver such further
instruments and documents, and take such other further actions, as may be reasonably
necessary to carry out the intent and provisions of this Agreement and subordinate the
rights of Junior Lender under the Junior Loan Documents to the rights of the City under
the City Documents.
(f) No Joint Venture. City is not a joint venturer or partner of Junior Lender,
and neither party shall constitute an agent for the other party The parties intend that the
rights, obligations and covenants in this Agreement shall be enforceable only by the parties
hereto. No term or provision of this Agreement shall be for the benefit of any person, firm,
organization or corporation not a party hereto, and no such other person, firm, organization
or corporation shall have any right or cause of action hereunder.
(g) Fair Construction. Each of the provisions of this Agreement has been
reviewed and negotiated by, and represents the combined work product of, all parties. No
presumption or other rules of construction which would interpret the provisions of this
Agreement in favor of or against the party preparing the same shall be applicable in
connection with the construction or interpretation of any of the provisions of this
Agreement The provisions of this Agreement shall be construed as a whole according to
their common meaning and consistent with the other provisions contained herein in order
to achieve the objectives and purposes of this Agreement.
(h) Counterparts. This Agreement may be executed in one or more identical
counterparts, each of which shall constitute an original and all of which shall constitute but
one original and may be delivered by facsimile transmission.
(i) Successors and Assigns. This Agreement shall be binding upon the parties
hereto and their permitted successors and assigns. Nothing contained herein shall
constitute a waiver of any of the provisions of the Replacement Parking Agreement, the
City Deed of Trust or any of the other City Documents to consent to any transfers or
interests in Developer, any further encumbrance of the Project Springboard Property or the
assignment of Developer's rights under the Replacement Parking Agreement.
0) Governing Law; Venue. This Agreement shall be governed by and
construed in accordance with the internal laws of the State of Washington, and the parties
agree that venue shall lie exclusively in King County Superior Court. The parties hereto
consent to the jurisdiction of the King County Superior Court and waive the right to file
suit elsewhere.
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(k) Termination. This Agreement shall terminate upon Final Completion of the
Parking Garage, recordation of the Public Parking Easement, recovenyance of the City
Deed of Trust and confirmation and reaffirmation of Junior Lender's subordination of the
Junior Deed of Trust to the rights of the City under the Public Parking Easement.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the date
and year set forth above.
"JUNIOR LENDER"
CENTURION FINANCIAL GROUP,LLC,a
Washington limited liability company
By
4on+rie-d Yyer, M a er
5coit G. Sw;4W
"CITY"
APPROVED AS TO FORM: CITY OF KENT,a Washington Municipal
ccorporation
By � � �(� `�' By t �
Name T10M NW64XEM Nam (,o ke-
Title* City Attorney Title
-I�- PIDRSORS30H VOM9118
STATE OF WASHINGTON )
)ss.
COUNTY OF KING )
5.6,e/f & Su%�cr
I certify that I know or have satisfactory evidence that is the person who
appeared before me,and said person acknowledged that he signed this instrument,on oath stated that he
was authorized to execute the instrument and acknowledged it as the Manager of the Centurion
Financial Group,LLC, a Washington limited Lability company,to be the free and voluntary act of such
party for the uses and purposes
mentioned in the instrument.
Dated: Sys 6�✓ /� Zook
\,g\o\\!Sllltlli
�r Ws, 1l, Notary Public
GF'"'N\\W%' Np /!. Print Name I`0, m G 6v0. l✓i ty
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STATE OF WASHINGTON )
j ss.
COUNTY OF KING
I certify that I know or have satisfactory evidence tha .
is the person who appeared before me, and said person acknow` ged that he/shg signed this
instr ent, on oath stated that he/shg was authorized to execute the instrument and acknowledged it as
the of the City of Kent, a Washington municipal corporation to be
the free and volunt act of such party for the uses and purposes mentioned in the instrument
Dated- /'e-
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r �'� My commission expires
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—11- PORSORS30H 06W18
EXHIBIT A
Project Springboard Property
Certain real property located in King County, Washington, more particularly described as
follows.
New Lots A, B and C of Lot Line Adjustment No. LL-2005-37, recorded
January 10, 2006 under Recording No. 200601100002592
A-1 PORSORS30H 0=911a
EXHIBIT B
Description of Junior Loan Documents
1. Loan Agreement
2. Commercial Promissory Note
3. Deed of Trust—Developer
4. Certificate and Indemnity Agreement
5. Guaranty of Ben Errez and Plan B Development
6. Deed of Trust—Ben Errez
7. UCC Financing Statement
8. Borrower's Certificate
B-I PORSORS30H 06M/18