HomeMy WebLinkAbout23891AGREEMENT INFORMATION
AGREEMENT NUMBER
23891
NAME/TYPE OF AGREEMENT
FLORIDA HOUSING FINANCE CORPORATION, CARRFOUR
SUPPORTIVE HOUSING, INC., CITY OF MIAMI BEACH, MIAMI-
DADE COUNTY & HARDING VILLAGE, LTD
DESCRIPTION
SUBORDINATION & CONSENT AGREEMENT/HARDING
VILLAGE APARTMENTS/SAIL/HOUSING CREDITS 2003-
016CS/MATTER ID: 17-2695/#99
EFFECTIVE DATE
ATTESTED BY
TODD B. HANNON
ATTESTED DATE
2/2/2018
DATE RECEIVED FROM ISSUING
DEPT.
5/9/2022
NOTE
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CITY OF MIAMI
DOCUMENT ROUTING F
ORIGINATING DEPARTMENT: Community & Economic Development
DEPARTMENT CONTACT PERSON: Maria T. Ason
NAME OF OTHER CONTRACTUAL PARTY/ENTITY: Harding Village, Ltd.
IS THIS AGREEMENT AS A RESULT OF A COMPETITIVE PROCUREMENT PROCESS?
TOTAL CONTRACT AMOUNT: N/A FUNDING INVOLVED?
TYPE OF AGREEMENT:
MANAGEMENT AGREEMENT
PROFESSIONAL SERVICES AGREEMENT
GRANT AGREEMENT
EXPERT CONSULTANT AGREEMENT
LICENSE AGREEMENT
OTHER: (PLEASE SPECIFY)
PUBLIC WORKS AGREEMENT
MAINTENANCE AGREEMENT
INTER -LOCAL AGREEMENT
LEASE AGREEMENT
PURCHASE OR SALE AGREEMENT
Subordination and Consent Agreement
A35a�
YES
YES
X
X
NO
NO
PURPOSE OF ITEM (BRIEF SUMMARY) Execute original Subordination and Consent Agreements
COMMISSION APPROVAL DATE: N/A
IF THIS DOES NOT REQUIRE COMMISSION APPROVAL, PLEASE EXPLAIN:
Housing & Commercial Loan Committee approval (attached).
FILE ID:
ENACTMENT NUMBER:
ROUTING INFORMATION
Date
Signature/Print
APPROVAL BY DEPARTMENTAL DIRECTOR
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SUBMITTED TO RISK MANAGEMENT
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SUBMITTED TO CITY ATTORNEY
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APPROVAL BY CHIEF
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RECEIVED BY CITY MANAGER
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SUBMITTED TO AND ATTESTED BY CITY CLERK
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ONE ORIGINAL TO CITY CLERK, ONE COPY TO CITY ATTORNEY S OFFICE, REMAINING ORIGINAL(S) TO DEPARTMENT
PLEASE ATTACH THIS ROUTING FORM TO ALL DOCUMENTS THAT REQUIRE
EXECUTION BY THE CITY MANAGER
THIS INSTRUMENT PREPARED BY
AND RETURN TO:
Shahrzad Emami, Esq
Legal Services of Greater Miami, Inc.
4343 West Flagler Street, Suite 100
Miami, Florida 33134
SUBORDINATION AND CONSENT AGREEMENT
(Harding Village Apartments / SAIL / Housing Credits / 2003-016CS)
THIS SUBORDINATION AGREEMENT (this "Agreement") is made and entered into
as of , 2017, by FLORIDA HOUSING FINANCE CORPORATION, a public
corporation and a public body corporate and politic duly created and existing under the laws of
the State of Florida (the "Senior Mortgagee" or "Florida Housing") (which term as used in every
instance shall include Senior Mortgagee's successors and assigns); CARRFOUR SUPPORTIVE
HOUSING, INC., a Florida nonprofit corporation, CITY OF MIAMI, a municipal corporation of
the State of Florida, CITY OF MIAMI BEACH, a municipal corporation of the State of Florida,
MIAMI-DADE COUNTY, a political subdivision of the State of Florida (collectively, the
"Subordinate Mortgagees"); and HARDING VILLAGE, LTD., a Florida limited partnership (the
"Borrower").
RECITALS
A. Senior Mortgagee is the holder and owner of a Promissory Note in the original
principal amount of $2,000,000 (the "Senior Note") evidencing a loan under the State Apartment
Incentive Loan ("SAIL") Program (the "Senior Loan") secured by that certain Mortgage and
Security Agreement dated as of May 18, 2005 and recorded on May 24, 2005 in Official Records
Book 23404, Page 3067, of the Public Records of Miami -Dade County, Florida. Hereinafter the
aforesaid Senior Note, the Mortgage and Security Agreement in favor of Senior Mortgagee, the
Land Use Restriction Agreement and all other loan documents executed in connection with the
Senior Loan, together with that certain Extended Low -Income Housing Agreement between
Florida Housing and Borrower dated January 4, 2008, and recorded January 18, 2008, in Official
Records Book 26168, Page 2299, of the Public Records of Miami -Dade County, Florida, as all
such documents have been or may be amended or modified from time to time, are collectively
referred to as the "Senior Mortgage."
B. Florida Housing requires that its Senior Loan remains secured by a first mortgage
upon and security interest in the Development.
Subord Agt (all lenders)
Harding Village (SAILJHC/2003-016CS)
C. The following Subordinate Mortgagees are the owners and holders of one or more
mortgages or other security instruments or covenants (collectively, whether one or more in
number and whether now or hereafter in effect, the "Subordinate Security Instruments")
encumbering the property described in Exhibit "A" attached hereto:
(i) The Carrfour Supportive Housing, Inc. Subordinate Security Instrument is
a promissory note in the original principal amount of $1,400,000 dated February 17,
2005, as amended by an amended promissory note in the principal amount of $1,427,633
dated March 16, 2009, for a total principal sum of $2,827,633.00 from Borrower as
maker to Carrfour Supportive Housing, Inc. as payee (the "Carrfour Subordinate Notes").
(ii) The City of Miami Subordinate Security Instrument is to secure a
promissory note in the original principal amount of $296,492 dated January 7, 2005, from
Borrower as maker to City of Miami as payee ("City of Miami Subordinate Note").
(iii) The Carrfour Supportive Housing, Inc. Subordinate Security Instrument is
to secure a promissory note in the original principal amount of $1,070,456 dated April
20, 2005, from Borrower as maker to Carrfour Supportive Housing, Inc. as payee (the
"Second Carrfour Subordinate Note").
(iv) The City of Miami Beach Subordinate Security Instruments are to secure
two promissory notes in the original principal amounts of $228,667, dated September 26,
2014 and $92,885 dated October 27, 2016 from Borrower as maker to City of Miami
Beach as payee (the "Miami Beach Subordinate Note").
(v) The Miami -Dade County Subordinate Security Instrument is to secure a
promissory note in the original principal amount of $180,518 dated of even date hereof
from Borrower as maker to Miami -Dade County as payee (the "Miami -Dade County
Subordinate Note").
AGREEMENT
NOW, THEREFORE, in consideration of the sum of TEN AND NO/100 DOLLARS
($10.00) and other good and valuable consideration, from one to the other paid, the receipt and
sufficiency whereof is hereby acknowledged, and to induce Senior Mortgagee to make the Senior
Loan, the parties do hereby agree:
1. Recitals. The Recitals are true and correct and are made a part hereof. The parties agree
to the priority of their respective mortgages, as set forth in Paragraph 4 below above.
Subord Agt (all lenders)
Harding Village (SAIUHC/2003-016CS)
2. Subordination and Consent.
(a) The Senior Mortgagee and the Subordinate Mortgagees do hereby consent and agree
to the Borrower obtaining a loan from Miami -Dade County in the amount of $180,518 to be
secured by that certain Mortgage and Security Agreement and/or other security instruments or
covenants (collectively, whether one or more in number and whether now or hereafter in effect,
the "Miami -Dade Subordinate Security Instruments") as further described in Paragraph 4 below.
(b) The Subordinate Mortgages are now and forever hereafter made subordinate and
inferior to the Senior Mortgage and to all debt evidenced or secured thereby including principal,
interest, costs and expenses, and to any and all extensions, modifications, amendments,
enlargements or renewals thereof or future advances made thereunder. Further, the terms of the
Subordinate Mortgages and all rights and remedies of the Subordinate Mortgagees available to
the Subordinate Mortgagees pursuant to the Subordinate Mortgages, including but not limited to
the right to claim or receive any insurance or condemnation awards or proceeds, are hereby
expressly subordinate to the terms of the Senior Mortgage and the rights and remedies of Senior
Mortgagee under the Senior Mortgage. The priority among the Subordinate Mortgages is further
described in Paragraph 4 below.
(c) The indebtedness of Borrower, and any other obligor pursuant to the Subordinate
Notes, and any and all other indebtedness and other obligations of Borrower to Subordinate
Mortgagees, and the Subordinate Mortgages and all other liens, encumbrances and security
interests given to secure the payment of the Subordinate Notes and any other obligations of
payment or performance of Borrower to Subordinate Mortgagees, whether now existing or
hereafter created or acquired, shall be and hereby are subordinated in lien, priority and payment
of principal and interest and all other charges and fees, including, without limitation, taxes and
insurance premiums paid by Senior Mortgagee and interest accruing after any default or petition
in bankruptcy, to the indebtedness of Borrower pursuant to the Senior Note, and all liens,
encumbrances and security interests given to secure' the payment thereof, whether now existing
or hereafter created or acquired, 'including, without limitation, the Senior Mortgage and to any
and all other loans, advances, extensions of credit, or other accommodations to or for the account
of Borrower as Senior Mortgagee may elect to make from time to time, and any and all other
indebtedness of Borrower to Senior Mortgagee, whether now existing or hereafter created or
acquired, and any and all liens, encumbrances, and security interests given to secure the
repayment or payment thereof, whether now existing or hereafter created or acquired, and to
such renewals and extensions thereof as Senior Mortgagee may elect to make from time to time.
3
Subord Agt (all lenders)
Harding Village (SAIL./HC/2003-016CS)
3. Conditions Precedent to Remedial Action. If a default occurs under any Subordinate
Mortgage (a "Subordinate Loan Default") and is continuing, each Subordinate Mortgagee agrees
that, without the Senior Mortgagee's prior written consent, it will not commence foreclosure
proceedings with respect to the Development under the Subordinate Mortgage or exercise any
other rights or remedies it may have under the Subordinate Mortgage, including but not limited
to accelerating the Subordinate Loan (and enforcing any "due on sale" provision included in the
Subordinate Mortgage), collecting rents, appointing (or seeking the appointment of) a receiver or
exercising any other rights or remedies thereunder unless and until it has given the Senior
Mortgagee at least thirty (30) days' prior written notice. The Senior Mortgagee shall have the
right, but not the obligation, to cure any Subordinate Loan Default within the same time period
for curing a default which is given to the Borrower under the Subordinate Loan Documents,
except that the Senior Mortgagee's time period for cure shall begin on the date on which it
receives notice of the Subordinate Loan Default. All amounts advanced or expended by the
Senior Mortgagee to cure a Subordinate Loan Default shall be deemed to have been advanced by
the Senior Mortgagee pursuant to, and shall be secured by the lien of, the Senior Mortgage.
4. Lien Priorities; Lien Subordination. Borrower, Subordinate Mortgagees, and Senior
Mortgagee acknowledge and agree, notwithstanding the actual order of recording, that the
relative priority of the following instruments and related liens and encumbrances shall be in the
order set forth below, and Subordinate Mortgagees and Senior Mortgagee consent to the
Borrower's encumbrance of the Property by such liens and encumbrances:
a) first, the Senior Loan Documents, Senior Security Instruments, and mortgage
securing the Senior Loan in the original principal amount of $2,000,000 from the Florida
Housing Finance Corporation, dated May 18, 2005, and recorded May 24, 2005, in Official
Records Book 23404, at Page 3067, as affected by the Subordination Agreement recorded in
Official Records Book 23404, at Page 3118, the Assignment of Leases, Rents and Contract
Rights recorded in Official Records Book 23404, at Page 3095, the Land Use Restriction
Agreement recorded in Official Records Book 23404, at Page 3049, as amended by the First
Amendment to Land Use Restriction Agreement recorded in Official Records Book 26149, at
Page 1864, as further amended by that Second Amendment Land Use Restriction Agreement
recorded in Official Records Book 26803, at Page 1642, the UCC Financing Statement recorded
in Official Records Book 23404, at Page 3109, as amended in UCC Financing Statement
Amendment recorded in Official Records Book, 29376, at Page 2355, as continued in UCC
Financing Statement Amendment recorded in Official Records Book 29405, at Page 4958, as
amended in UCC Financing Statement Amendment recorded in Official Records Book 27239, at
Page 3140, the Extended Low Income Housing Agreement recorded in Official Records Book
26168, at Page 2299, as amended by the First Amendment to the Extended Low -Income Housing
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Subord Agt (all lenders)
Harding Village (SAIIJHC/2003-016CS)
Agreement recorded in Official Records Book 26838, at Page 3271, all in the Public Records of
Miami -Dade County, Florida.
b) second, the Mortgage and Security Agreement and Assignment of Leases,
Rents and Profits, in the original principal amount of $1,400,000 in favor of Carrfour Supportive
Housing, Inc., dated February 17, 2005, and recorded May 24, 2005, in the Official Records
Book 23404, at Page 3124, as amended by an amended promissory note in the principal amount
of $1,427,633, for a total principal sum of $2,827,633.00, secured by that certain Mortgage
Modification And Notice And Receipt of Future Advance Agreement executed March 26, 2009,
and recorded in Official Records Book 26803, at Page 1660, as affected by that certain
Subordination Agreement recorded in Official Records Book 26803, at Page 1667, the Collateral
Assignment of Leases, Rents and Contract Rights recorded in Official Records Book 23404, at
Page 3148, the Miami -Dade Housing Agency Rent Regulatory Agreement recorded in Official
Records Book 23404, at Page 3160, as amended by the Amendment to Rent Regulation
Agreement recorded in Official Records Book 26803, at Page 1649, the Miami -Dade Housing
Agency Rental Regulatory Agreement recorded in Official Records Book 23417, at Page 1680,
the Collateral Assignment of Note, Mortgage and Other Loan Documents recorded in Official
Records Book 23404, at Page 3175, the UCC Financing Statement recorded in Official Records
Book 23404, at Page 3170, all in the Public Records of Miami -Dade County, Florida.
c) third, Mortgage and Security Agreement in the original principal amount of
$296,492 in favor of the City of Miami, dated January 7, 2005 and recorded May 24, 2005 in the
Official Records Book 23404, at Page 3180, the Rent Regulatory Agreement recorded in Official
Records Book 23404, at Page 3195, and the Declaration of Restrictive Covenant recorded in
Official Records. Book 23404, at Page 3203, along with any applicable affordability periods
stated therein, all in the Public Records of Miami -Dade County, Florida.
d) fourth, the Mortgage in the original principal amount of $1,070,456 in favor of
Carrfour Supportive Housing, Inc., dated April 20th, 2005, and recorded May 24, 2005 in Official
Record Book 23404, at Page 3208, in the Public Records of Miami -Dade County, Florida.
d) fifth, Mortgage and Security Agreement in the original principal amount of
$228,667 in favor of the City of Miami Beach, dated September 26, 2014, and recorded on
October 1, 2014 in the Official Records Book 29332, at Page 1209, as affected by that certain
Subordination Agreement recorded in Official Records Book 29332, at Page 1221, all in the
Public Records of Miami -Dade County, Florida.
e) sixth, Mortgage and Security Agreement in the original principal amount of
$92,885 in favor of the City of Miami Beach, dated October 27, 2016, and recorded on January
5
Subord Agt (all lenders)
Harding Village (SAI JHC/2003-016CS)
11, 2017, in the Official Records Book 30380, at Page 3179, as affected by that certain
Subordination Agreement recorded in Official Records Book 30380, at Page 3194, all in the
Public Records of Miami -Dade County, Florida.
f) seventh, Mortgage and Security Instruments in the original principal amount of
$180,518 in favor of Miami -Dade County dated the date hereof, and/or other security
instruments or covenants (collectively, whether one or more in number and whether now or
hereafter in effect) to be recorded in the Public Records of Miami -Dade County, Florida.
5. Insurance, Condemnation. In the event of partial or total destruction of the
Development which results in the payment of insurance proceeds, or in the event of a
condemnation or similar proceeding which results in the payment of an award, the proceeds or
award shall be applied in accordance with the relevant provisions of the Senior Mortgage. The
insurance provisions of the Senior Loan shall be modified as of the date hereof, as follows:
The Borrower will keep and maintain the Development insured against loss or damage by
fire, general liability insurance, all-risk insurance, extended coverage and other perils, as
provided in the Construction Loan Agreement, the rules of Florida Housing Finance
Corporation, as codified at Chapter 67-48, Fla. Admin. Code, in effect as of May 24,
2017, and at Chapter 67-53, Fla. Admin Code, in effect as of August 20, 2009 (the
"Rule") and the Florida Housing Finance Corporation Insurance Guide dated August 30,
2016, as amended from time to time (the "Florida Housing Insurance Guide"). Such
policy or policies of insurance shall have affixed thereto a clause substantially similar to
the standard New York Mortgagee Clause, making all loss or losses under such policy or
policies payable to Senior Mortgagee as its interest may appear, and to deliver certificates
of insurance to the Senior Mortgagee, naming the Senior Mortgagee as an additional
insured, when issued with the receipts for the payment of the premium therefor; and in
the event any sum of money becomes payable under such policy or policies, provided
Borrower is not in default under the Senior Loan, Borrower shall have the right to use
such proceeds to restore or rebuild the Development and the Senior Mortgagee shall have
the right to review the construction budget for the rebuilding or restoration of the
Development. If the amount of the insurance proceeds exceeds the amount necessary to
complete such restoration or rebuilding, Senior Mortgagee shall have the option to
receive and apply the excess proceeds on account of the indebtedness secured hereby
without thereby waiving or impairing any equity, lien or right under or by virtue of the
Senior Mortgage.
In the event that the Borrower fails to comply with the requirements of this
Paragraph 5, then Senior Mortgagee, if it deems necessary, may place and pay for such
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Subord Agt (all lenders)
Harding Village (SAIUHC/2003-016CS)
insurance, or any part thereof, without losing, waiving or affecting Senior Mortgagee's
option to foreclose for breach of this covenant, or any part thereof, or any right or option
under the Senior Mortgage, and every such payment shall bear interest from date thereof
until paid at the Default Interest Rate (as said term is defined in the Senior Note), and all
such payments with interest as aforesaid shall be secured by the lien hereof. In the event
any loss or damage greater than Fifteen Thousand Dollars ($15,000) is suffered,
Borrower shall notify Senior Mortgagee of such loss or damage within two (2) business
days after the happening thereof; the failure to give such notice shall constitute an Event
of Default and the Senior Mortgagee shall have the rights herein given for all Events of
Default.
Notwithstanding the foregoing, the following provisions apply during the term of
the Senior Loan. Borrower shall, at all times, comply with the Florida Housing Insurance
Guide. For so long as the Senior Loan is not in the first lien priority position (i.e., there
are one or more loans senior to the loan), the Borrower shall comply with all insurance
requirements of the then first mortgagee, for minimum amounts, types of coverage,
cancellation clauses, deductibles, insurance carrier ratings and terms. During the term of
the Senior Mortgage, Borrower shall comply with such insurance requirements of the
then first mortgagee, and such policy or policies of insurance shall include Florida
Housing as additional insured, making all loss or losses under such policy or policies
payable to the Senior Mortgagee as its interest may appear (subject to the rights of the
first mortgagee, if any). The Borrower shall notify Florida Housing and the Servicer
(defined in the Construction Loan Agreement), at least sixty (60) days prior to the date
when the Senior Loan is anticipated to become the first lien mortgage, and provide
evidence that all insurance policies satisfy (or will satisfy on the date the Senior Loan
becomes the first lien on the Development), all of the requirements of Florida Housing.
Borrower acknowledges and agrees that Senior Lender's insurance requirements may
change from time to time throughout the term of the Senior Loan.
6. Modifications to Subordinate Mortgage. Borrower and Subordinate Mortgagees agree
that it will not modify any of the Subordinate Mortgages without the prior written consent of the
Senior Mortgagee.
7. Notices. All notices and other communications to be made or permitted to be made
hereunder shall be in writing and shall be delivered to the addresses shown below or to such
other addresses that the parties may provide to one another in accordance herewith. Such notices
and other communications shall be given by any of the following means: (a) personal service; or
(b) national express air courier, provided such courier maintains written verification of actual
7
Subord Agt (all lenders)
Harding Village (SAIL/HC/2003-016CS)
delivery. Any notice or other communication given by the means described in subsection (a) or
(b) above shall be deemed effective upon the date of receipt or the date of refusal to accept
delivery by the party to whom such notice or other communication has been sent.
Senior Mortgagee:
with a copy to:
Florida Housing Finance Corporation
227 North Bronough Street, Suite 5000
Tallahassee, Florida 32301-1329
Attention: Executive Director
Latham, Shuker, Eden & Beaudine, LLP
111 North Magnolia Ave., Suite 1400
Orlando, Florida 32801
Attention: Jan Albanese Carpenter, Esq.
Subordinate Mortgagee: Carrfour Supportive Housing, Inc.
1398 S.W. 1st Street, 12th Floor
Attention: Stephanie Berman, President
Miami, Florida 33135
With a copy to: Legal Services of Greater Miami, Inc.
4343 West Flagler Street, Suite 100
Miami, Florida 33134
Attention: Shahrzad Emami, Esq.
Subordinate Mortgagee: City of Miami
444 SW 2nd Avenue, 2nd Floor
Miami, Florida 33130
Attention: Director of Community and Economic Development
With a copy to: City of Miami Office of the City Attorney
444 SW 2nd Avenue
Miami, FL 33130
Attention: City Attorney
Subordinate Mortgagee: City of Miami Beach
Office of Housing and Community Services
1700 Convention Center Drive
Miami Beach, Florida 33139
8
Subord Agt (all lenders)
Harding Village (SAIL/HC/2003-016CS)
With a copy to:
With a copy to:
Subordinate Mortgagee:
with a copy to:
Borrower:
With a copy to:
Subord Agt (all lenders)
Harding Village (SAIIJHC/2003-016CS)
Attention: Director
City of Miami Beach Office of the City Attorney
1700 Convention Center Drive, Fourth Floor
Miami Beach, Florida 33139
Attention: City Attorney
City of Miami Beach
1700 Convention Center Drive
Miami Beach Florida 33139
Attention: City Manager
Miami -Dade County
Office of County Attorney
Miami -Dade County
Harding Village, Ltd.
c/o Carrfour Supportive Housing, Inc.
1398 S.W. 1st Street, 12th Floor
Attention: Stephanie Berman, President
Miami, Florida 33135
Legal Services of Greater Miami, Inc.
4343 West Flagler Street, Suite 100
Miami, Florida 33134
Attention: Shahrzad Emami, Esq.
9
Either party may, by notice given pursuant to this Section, change the person or persons and/or
address or addresses, or designate an additional person or persons or an additional address or
addresses for its notices, but notice of a change of address shall only be effective upon receipt.
8. No Waiver. The giving of consent by Senior Mortgagee to the giving of the Subordinate
Mortgages is not and shall not be deemed a waiver of the Senior Mortgagee's rights to prohibit
any other junior mortgage of the Development. No delay on the part of Senior Mortgagee or
Subordinate Mortgagees in the exercise of any right or remedy hereunder or under the Senior
Mortgage or Subordinate Mortgage, respectively, shall operate as a waiver of any right
hereunder.
9. Counterparts. The parties hereto agree that this Subordination Agreement may be
executed in two or more counterparts, each of which shall be an original, but all of which shall
constitute one and the same instrument.
10. Costs of Enforcement. Should suit be brought to enforce the provisions of this
Agreement, the prevailing party shall be entitled to recover its reasonable attorneys' fees incurred
both at trial and on appeal.
11. Paragraph Headings. The headings of the various paragraphs of this Subordination
Agreement have been inserted only for the purposes of convenience, and are not part of this
Subordination Agreement and shall not be deemed in any manner to modify, explain or restrict
any of the provisions of this Subordination Agreement.
12. Choice of Law. This Agreement shall be construed, interpreted, enforced and governed
by and in accordance with the laws of the State of Florida, excluding the principles thereof
governing conflicts of law. If any provision shall be held prohibited or invalid under applicable
law, such provision shall be ineffective to the extent of such prohibition or invalidity without
invalidating any other provision of this Agreement.
13. Binding Effect. This Agreement shall be binding upon the Borrower and the Subordinate
Mortgagee and their respective successors and assigns and shall inure to the benefit of the Senior
Mortgagee, its successors and assigns.
[COUNTERPART SIGNATURE PAGES TO FOLLOW]
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Subord Agt (all lenders)
Harding Village (SAIL/HC/2003-016CS)
COUNTERPART SIGNATURE PAGE TO
SUBORDINATION AND CONSENT AGREEMENT
(Harding Village Apartments / SAIL / Housing Credits / 2003-016CS)
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the
day and year first written above.
SENIOR MORTGAGEE:
WITNESSES: FLORIDA HOUSING FINANCE
CORPORATION
Print:
Print:
STATE OF FLORIDA
COUNTY OF LEON
By:
Hugh R. Brown
General Counsel
[SEAL]
The foregoing instrument was acknowledged before me this day of
, 2017, by HUGH R. BROWN, as General Counsel of the FLORIDA
HOUSING FINANCE CORPORATION, a public, corporation and a public body corporate and
politic duly created and existing under the laws of the State of Florida, on behalf of Florida
Housing. Said person is personally known to me or has produced a valid driver's license as
identification.
Notary Public; State of Florida
Print Name:
My Commission Expires:
My Commission No.:
S-11
Subord Agt (all lenders)
Harding Village (SAILJHC/2003-016CS)
COUNTERPART SIGNATURE PAGE TO
SUBORDINATION AND CONSENT AGREEMENT
(Harding Village Apartments / SAIL / Housing Credits / 2003-016CS)
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the
day and year first written above.
WITNESSES: SUBORDINATE MORTGAGEE:
MIAMI-DADE COUNTY
Print:
Print:
Approved as to form and legal sufficiency:
By
County Attorney
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
By:
Print:
Title:
The foregoing instrument was acknowledged before me this day of
2017, by , as of MIAMI-DADE COUNTY, a political
subdivision of the State of Florida. Said person is personally known to me or has produced a
valid driver's license as identification.
Notary Public; State of Florida
Print Name
My Commission Expires:
My Commission No:
S-12
Subord Agt (all lenders)
Harding Village (SAIL/HC/2003-016CS)
COUNTERPART SIGNATURE PAGE TO
SUBORDINATION AND CONSENT AGREEMENT
(Harding Village Apartments / SAIL / Housing Credits / 2003-016CS)
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and
year first written above.
WITNESSES:
Print:
Print:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
SUBORDINATE MORTGAGEE:
CARRFOUR SUPPORTIVE HOUSING,
INC.
By:
Print: Stephanie Berman
Title: President
The foregoing instrument was acknowledged before me this day of
2017, by Stephanie Berman, as President of CARRFOUR SUPPORTIVE HOUSING, INC., a
political subdivision of the State of Florida. Said person is personally known to me or has
produced a valid driver's license as identification.
Notary Public; State of Florida
Print Name
My Commission Expires:
My Commission No:
S-13
Subord Agt (all lenders)
Harding Village (SAIIJHC/2003-016CS)
COUNTERPART SIGNATURE PAGE TO
SUBORDINATION AND CONSENT AGREEMENT
(Harding Village Apartments / SAIL / Housing Credits / 2003-016CS)
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and
year first written above.
A
Print:
dal t(er_
Print:
4?1.1ioahwon , Crty Ctock
APPROVED • . • ORM AND
LEGAL S
By:
Victoria iendez, j�"Attorney
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
•
SUBORDINATE MORTGAGEE:
CITY O • MI, a munici . al le rporation
of the 0., . f Florida
.41,
LAS
By:
Print: Emilio T. Gonzale
Title: City Manager
The foregoing instrument was acknowledged before me this 3o day ofjin. ,
2018, byirw �,��• (►°", as City Manager of City of Miami, a municipal corporation of the State of
Florida. Said person is personally known to me or has produced a valid driver's license as
identification.
OFELIA E. PEREZ
MY COMMISSION it F, 900503
EXPIRES: August 2. 2019
Bonded Thru Notary Public Underwntert
Not Public; State of Flori
Prin Name
My Commission Expires:
S-14
Subord Agt (all lenders)
Harding Village (SAIUHC/2003-016CS)
COUNTERPART SIGNATURE PAGE TO
SUBORDINATION AND CONSENT AGREEMENT
(Harding Village Apartments / SAIL / Housing Credits / 2003-016CS)
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and
year first written above.
WITNESSES: SUBORDINATE MORTGAGEE:
CITY .OF MIAMI BEACH
Print:
Print:
Approved as to form and legal sufficiency:
By
City Attorney
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
By:
Print:
Title:
The foregoing instrument was acknowledged before me this day of
2017, by , as of City of Miami Beach, a municipal corporation
of the State of Florida. Said person is personally known to me or has produced a valid driver's
license as identification.
Notary Public; State of Florida
Print Name
My Commission Expires:
My Commission No:
S-15
Subord Agt (all lenders)
Harding Village (SAI JHC/2003-016CS)
COUNTERPART SIGNATURE PAGE TO
SUBORDINATION AND CONSENT AGREEMENT
(Harding Village Apartments / SAIL / Housing Credits / 2003-016CS)
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the
day and year first written above.
WITNESSES:
Print:
Print:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
BORROWER:
HARDING VILLAGE, LTD.
A Florida limited partnership
By: HARDING VILLAGE, INC.,
a Florida non-profit corporation, its
general partner
By:
Stephanie Berman
President
The foregoing instrument was acknowledged before me this day of , 2017, by
STEPHANIE BERMAN as President of HARDING VILLAGE, INC. a Florida nonprofit
corporation, as general partner of VILLAGE HARDING, LTD., a Florida limited partnership, on
behalf of the corporation and the limited partnership. Said person is personally known to me or
has produced a valid driver's license as identification.
Notary Public; State of Florida
Print Name
My Commission Expires:
My Commission No:
S-16
Subord Agt (all lenders)
Harding Village (SAIUHC/2003-016CS)
EXHIBIT "A"
LEGAL DESCRIPTION
(Harding Village Apartments)
Lots 10, 11, 12, 13, and 14, Block 4, BEACH BAY SUBDIVISION, according to the Plat
thereof, as recorded in Plat Book 44, at Page 25, of the Public Records of Miami -Dade County,
Florida, less the Easterly 2.5 feet for Right -of -Way
Subord Agt (all lenders)
Harding Village (SAIL/IC/2003-016CS)
Miami -Dade Official Records - Print Document Page 1 of 15
THIS INSTRUMENT PREPARED BY
AND RETURN TO:
Shahrzad Emami, Esq
Legal Services of Greater Miami, Inc.
4343 West Flagler Street, Suite 100
Miami, Florida 33134
111111111111111111111111111111111111111111111
CFI-4 2018R17147023
OR BK. 30893 Fss 2742-2758 (17Pss)
RECORDED 03/13/2018 11:32:58
HARVEY RUVIN, CLERK OF COURT
MIAMI-DADE COUNTYr FLORIDA
SUBORDINATION AND CONSENT AGREEMENT
(Harding Village Apartments / SAIL / Housing Credits / 2003-016CS)
THIS SUBORDINATION AGREEMENT (this "Agreement") is made and entered into
as of Vtarch 5-, 201gby FLORIDA HOUSING FINANCE CORPORATION, a public
corporation and a public body corporate and politic duly created and existing under the laws of the
State of Florida (the "Senior Mortgagee" or "Florida Housing") (which term as used in every
instance shall include Senior Mortgagee's successors and assigns); CARRFOUR SUPPORTIVE
HOUSING, INC., a Florida nonprofit corporation, CITY OF MIAMI, a municipal corporation of
the State of Florida, CITY OF MIAMI BEACH, a municipal corporation of the State of Florida,
MIAMI-DADE COUNTY, a political subdivision of the State of Florida (collectively, the
"Subordinate Mortgagees"); and HARDING VILLAGE, LTD., a Florida limited partnership (the
"Borrower").
RECITALS
A. Senior Mortgagee is the holder and owner of a Promissory Note in the original principal
amount of $2,000,000 (the "Senior Note") evidencing a loan under the State Apartment Incentive
Loan ("SAIL") Program (the "Senior Loan") secured by that certain Mortgage and Security
Agreement dated as of May 18, 2005 and recorded on May 24, 2005 in Official Records Book
23404, Page 3067, of the Public Records of Miami -Dade County, Florida. Hereinafter the aforesaid
Senior Note, the Mortgage and Security Agreement in favor of Senior Mortgagee, the Land Use
Restriction Agreement and all other loan documents executed in connection with the Senior Loan,
together with that certain Extended Low -Income Housing Agreement between Florida Housing
and Borrower dated January 4, 2008, and recorded January 18, 2008, in Official Records Book
26168, Page 2299, of the Public Records of Miami -Dade County, Florida, as all such documents
have been or may be amended or modified from time to time, are collectively referred to as the
"Senior Mortgage."
B. Florida Housing requires that its Senior Loan remains secured by a first mortgage
upon and security interest in the Development.
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C. The following Subordinate Mortgagees are the owners and holders of one or more
mortgages or other security instruments or covenants (collectively, whether one or more in number
and whether now or hereafter in effect, the "Subordinate Security Instruments") encumbering the
property described in Exhibit "A" attached hereto:
(i) The Carrfour Supportive Housing, Inc. Subordinate Security Instrument is
a promissory note in the original principal amount of $1,400,000 dated February 17, 2005,
as amended by an amended promissory note in the principal amount of $1,427,633 dated
March 16, 2009, for a total principal sum of $2,827,633.00 from Borrower as maker to
Carrfour Supportive Housing, Inc. as payee (the "Carrfour Subordinate Notes").
(ii) The City of Miami Subordinate Security Instrument is to secure a
promissory note in the original principal amount of $296,492 dated January 7, 2005, from
Borrower as maker to City of Miami as payee ("City of Miami Subordinate Note").
(iii) The Carrfour Supportive Housing, Inc. Subordinate Security Instrument is
to secure a promissory note in the original principal amount of $1,070,456 dated April 20,
2005, from Borrower as maker to Carrfour Supportive Housing, Inc. as payee (the "Second
Carrfour Subordinate Note").
(iv) The City of Miami Beach Subordinate Security Instruments are to secure
two promissory notes in the original principal amounts of $228,667, dated September 26,
2014 and $92,885 dated October 27, 2016 from Borrower as maker to City of Miami Beach
as payee (the "Miami Beach Subordinate Note").
(v) The Miami -Dade County Subordinate Security Instrument is to secure a
promissory note in the original principal amount of $180,518 dated of even date hereof
from Borrower as maker to Miami -Dade County as payee (the "Miami -Dade County
Subordinate Note").
AGREEMENT
NOW, THEREFORE, in consideration of the sum of TEN AND NO/100 DOLLARS
($10.00) and other good and valuable consideration, from one to the other paid, the receipt and
sufficiency whereof is hereby acknowledged, and to induce Senior Mortgagee to make the Senior
Loan, the parties do hereby agree:
1. Recitals. The Recitals are true and correct and are made a part hereof. The parties agree to
the priority of their respective mortgages, as set forth in Paragraph 4 below above.
2
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2. Subordination and Consent.
(a) The Senior Mortgagee and the Subordinate Mortgagees do hereby consent and agree to
the Borrower obtaining a loan from Miami -Dade County in the amount of $180,518 to be secured
by that certain Mortgage and Security Agreement and/or other security instruments or covenants
(collectively, whether one or more in number and whether now or hereafter in effect, the "Miami -
Dade Subordinate Security Instruments") as further described in Paragraph 4 below.
(b) The Subordinate Mortgages are now and forever hereafter made subordinate and
inferior to the Senior Mortgage and to all debt evidenced or secured thereby including principal,
interest, costs and expenses, and to any and all extensions, modifications, amendments,
enlargements or renewals thereof or future advances made thereunder. Further, the terms of the
Subordinate Mortgages and all rights and remedies of the Subordinate Mortgagees available to the
Subordinate Mortgagees pursuant to the Subordinate Mortgages, including but not limited to the
right to claim or receive any insurance or condemnation awards or proceeds, are hereby expressly
subordinate to the terms of the Senior Mortgage and the rights and remedies of Senior Mortgagee
under the Senior Mortgage. The priority among the Subordinate Mortgages is further described in
Paragraph 4 below.
(c) The indebtedness of Borrower, and any other obligor pursuant to the Subordinate Notes,
and any and all other indebtedness and other obligations of Borrower to Subordinate Mortgagees,
and the Subordinate Mortgages and all other liens, encumbrances and security interests given to
secure the payment of the Subordinate Notes and any other obligations of payment or performance
of Borrower to Subordinate Mortgagees, whether now existing or hereafter created or acquired,
shall be and hereby are subordinated in lien, priority and payment of principal and interest and all
other charges and fees, including, without limitation, taxes and insurance premiums paid by Senior
Mortgagee and interest accruing after any default or petition in bankruptcy, to the indebtedness of
Borrower pursuant to the Senior Note, and all liens, encumbrances and security interests given to
secure the payment thereof, whether now existing or hereafter created or acquired, including,
without limitation, the Senior Mortgage and to any and all other loans, advances, extensions of
credit, or other accommodations to or for the account of Borrower as Senior Mortgagee may elect
to make from time to time, and any and all other indebtedness of Borrower to Senior Mortgagee,
whether now existing or hereafter created or acquired, and any and all liens, encumbrances, and
security interests given to secure the repayment or payment thereof, whether now existing or
hereafter created or acquired, and to such renewals and extensions thereof as Senior Mortgagee
may elect to make from time to time.
3
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3. Conditions Precedent to Remedial Action. If a default occurs under any Subordinate
Mortgage (a "Subordinate Loan Default") and is continuing, each Subordinate Mortgagee agrees
that, without the Senior Mortgagee's prior written consent, it will not commence foreclosure
proceedings with respect to the Development under the Subordinate Mortgage or exercise any
other rights or remedies it may have under the Subordinate Mortgage, including but not limited to
accelerating the Subordinate Loan (and enforcing any "due on sale" provision included in the
Subordinate Mortgage), collecting rents, appointing (or seeking the appointment of) a receiver or
exercising any other rights or remedies thereunder unless and until it has given the Senior
Mortgagee at least thirty (30) days' prior written notice. The Senior Mortgagee shall have the right,
but not the obligation, to cure any Subordinate Loan Default within the same time period for curing
a default which is given to the Borrower under the Subordinate Loan Documents, except that the
Senior Mortgagee's time period for cure shall begin on the date on which it receives notice of the
Subordinate Loan Default. All amounts advanced or expended by the Senior Mortgagee to cure a
Subordinate Loan Default shall be deemed to have been advanced by the Senior Mortgagee
pursuant to, and shall be secured by the lien of, the Senior Mortgage.
4. Lien Priorities; Lien Subordination. Borrower, Subordinate Mortgagees, and Senior
Mortgagee acknowledge and agree, notwithstanding the actual order of recording, that the relative
priority of the following instruments and related Liens and encumbrances shall be in the order set
forth below, and Subordinate Mortgagees and Senior Mortgagee consent to the Borrower's
encumbrance of the Property by such liens and encumbrances:
a) first, the Senior Loan Documents, Senior Security Instruments, and mortgage
securing the Senior Loan in the original principal amount of $2,000,000 from the Florida Housing
Finance Corporation, dated May 18, 2005, and recorded May 24, 2005, in Official Records Book
23404, at Page 3067, as affected by the Subordination Agreement recorded in Official Records
Book 23404, at Page 3118, the Assignment of Leases, Rents and Contract Rights recorded in
Official Records Book 23404, at Page 3095, the Land Use Restriction Agreement recorded in
Official Records Book 23404, at Page 3049, as amended by the First Amendment to Land Use
Restriction Agreement recorded in Official Records Book 26149, at Page 1864, as further amended
by that Second Amendment Land Use Restriction Agreement recorded in Official Records Book
26803, at Page 1642, the UCC Financing Statement recorded in Official Records Book 23404, at
Page 3109, as amended in UCC Financing Statement Amendment recorded in Official Records
Book, 29376, at Page 2355, as continued in UCC Financing Statement Amendment recorded in
Official Records Book 29405, at Page 4958, as amended in UCC Financing Statement Amendment
recorded in Official Records Book 27239, at Page 3140, the Extended Low Income Housing
Agreement recorded in Official Records Book 26168, at Page 2299, as amended by the First
4
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Amendment to the Extended Low -Income Housing Agreement recorded in Official Records Book
26838, at Page 3271, all in the Public Records of Miami -Dade County, Florida.
b) second, the Mortgage and Security Agreement and Assignment of Leases, Rents
and Profits, in the original principal amount of $1,400,000 in favor of Carrfour Supportive
Housing, Inc., dated February 17, 2005, and recorded May 24, 2005, in the Official Records Book
23404, at Page 3124, as amended by an amended promissory note in the principal amount of
$1,427,633, for a total principal sum of $2,827,633.00, secured by that certain Mortgage
Modification And Notice And Receipt of Future Advance Agreement executed March 26, 2009,
and recorded in Official Records Book 26803, at Page 1660, as affected by that certain
Subordination Agreement recorded in Official Records Book 26803, at Page 1667, the Collateral
Assignment of Leases, Rents and Contract Rights recorded in Official Records Book 23404, at
Page 3148, the Miami -Dade Housing Agency Rent Regulatory Agreement recorded in Official
Records Book 23404, at Page 3160, as amended by the Amendment to Rent Regulation
Agreement recorded in Official Records Book 26803, at Page 1649, the Miami -Dade Housing
Agency Rental Regulatory Agreement recorded in Official Records Book 23417, at Page 1680,
the Collateral Assignment of Note, Mortgage and Other Loan Documents recorded in Official
Records Book 23404, at Page 3175, the UCC Financing Statement recorded in Official Records
Book 23404, at Page 3170, all in the Public Records of Miami -Dade County, Florida.
c) third, Mortgage and Security Agreement in the original principal amount of
$296,492 in favor of the City of Miami, dated January 7, 2005 and recorded May 24, 2005 in the
Official Records Book 23404, at Page 3180, the Rent Regulatory Agreement recorded in Official
Records Book 23404, at Page 3195, and the Declaration of Restrictive Covenant recorded in
Official Records Book 23404, at Page 3203, along with any applicable affordability periods stated
therein, all in the Public Records of Miami -Dade County, Florida.
d) fourth, the Mortgage in the original principal amount of $1,070,456 in favor of
Carrfour Supportive Housing, Inc., dated April 20th, 2005, and recorded May 24, 2005 in Official
Record Book 23404, at Page 3208, in the Public Records of Miami -Dade County, Florida.
d) fifth, Mortgage and Security Agreement in the original principal amount of
$228,667 in favor of the City of Miami Beach, dated September 26, 2014, and recorded on October
1, 2014 in the Official Records Book 29332, at Page 1209, as affected by that certain Subordination
Agreement recorded in Official Records Book 29332, at Page 1221, all in the Public Records of
Miami -Dade County, Florida.
e) sixth, Mortgage and Security Agreement in the original principal amount of
$92,885 in favor of the City of Miami Beach, dated October 27, 2016, and recorded on January
5
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11, 2017, in the Official Records Book 30380, at Page 3179, as affected by that certain
Subordination Agreement recorded in Official Records Book 30380, at Page 3194, all in the Public
Records of Miami -Dade County, Florida.
f) seventh, Mortgage and Security Instruments in the original principal amount of
$180,518 in favor of Miami -Dade County dated the date hereof, and/or other security instruments
or covenants (collectively, whether one or more in number and whether now or hereafter in effect)
to be recorded in the Public Records of Miami -Dade County, Florida.
5. Insurance, Condemnation. In the event of partial or total destruction of the Development
which results in the payment of insurance proceeds, or in the event of a condemnation or similar
proceeding which results in the payment of an award, the proceeds or award shall be applied in
accordance with the relevant provisions of the Senior Mortgage. The insurance provisions of the
Senior Loan shall be modified as of the date hereof, as follows:
The Borrower will keep and maintain the Development insured against loss or damage by
fire, general liability insurance, all-risk insurance, extended coverage and other perils, as
provided in the Construction Loan Agreement, the rules of Florida Housing Finance
Corporation, as codified at Chapter 67-48, Fla. Admin. Code, in effect as of May 24, 2017,
and at Chapter 67-53, Fla. Admin Code, in effect as of August 20, 2009 (the "Rule") and
the Florida Housing Finance Corporation Insurance Guide dated August 30, 2016, as
amended from time to time (the "Florida Housing Insurance Guide"). Such policy or
policies of insurance shall have affixed thereto a clause substantially similar to the standard
New York Mortgagee Clause, making all loss or losses under such policy or policies
payable to Senior Mortgagee as its interest may appear, and to deliver certificates of
insurance to the Senior Mortgagee, naming the Senior Mortgagee as an additional insured,
when issued with the receipts for the payment of the premium therefor; and in the event
any sum of money becomes payable under such policy or policies, provided Borrower is
not in default under the Senior Loan, Borrower shall have the right to use such proceeds to
restore or rebuild the Development and the Senior Mortgagee shall have the right to review
the construction budget for the rebuilding or restoration of the Development. If the amount
of the insurance proceeds exceeds the amount necessary to complete such restoration or
rebuilding, Senior Mortgagee shall have the option to receive and apply the excess
proceeds on account of the indebtedness secured hereby without thereby waiving or
impairing any equity, lien or right under or by virtue of the Senior Mortgage.
In the event that the Borrower fails to comply with the requirements of this
Paragraph 5, then Senior Mortgagee, if it deems necessary, may place and pay for such
insurance, or any part thereof, without losing, waiving or affecting Senior Mortgagee's
6
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option to foreclose for breach of this covenant, or any part thereof, or any right or option
under the Senior Mortgage, and every such payment shall bear interest from date thereof
until paid at the Default Interest Rate (as said term is defined in the Senior Note), and all
such payments with interest as aforesaid shall be secured by the lien hereof. In the event
any loss or damage greater than Fifteen Thousand Dollars ($15,000) is suffered, Borrower
shall notify Senior Mortgagee of such loss or damage within two (2) business days after
the happening thereof; the failure to give such notice shall constitute an Event of Default
and the Senior Mortgagee shall have the rights herein given for all Events of Default.
Notwithstanding the foregoing, the following provisions apply during the term of
the Senior Loan. Borrower shall, at all times, comply with the Florida Housing Insurance
Guide. For so long as the Senior Loan is not in the first lien priority position (i.e., there
are one or more loans senior to the loan), the Borrower shall comply with all insurance
requirements of the then first mortgagee, for minimum amounts, types of coverage,
cancellation clauses, deductibles, insurance carrier ratings and terms. During the term of
the Senior Mortgage, Borrower shall comply with such insurance requirements of the then
first mortgagee, and such policy or policies of insurance shall include Florida Housing as
additional insured, making all loss or losses under such policy or policies payable to the
Senior Mortgagee as its interest may appear (subject to the rights of the first mortgagee, if
any). The Borrower shall notify Florida Housing and the Servicer (defined in the
Construction Loan Agreement), at least sixty (60) days prior to the date when the Senior
Loan is anticipated to become the first lien mortgage, and provide evidence that all
insurance policies satisfy (or will satisfy on the date the Senior Loan becomes the first lien
on the Development), all of the requirements of Florida Housing. Borrower acknowledges
and agrees that Senior Lender's insurance requirements may change from time to time
throughout the term of the Senior Loan.
6. Modifications to Subordinate Mortgage. Borrower and Subordinate Mortgagees agree
that it will not modify any of the Subordinate Mortgages without the prior written consent of the
Senior Mortgagee.
7. Notices. All notices and other communications to be made or permitted to be made
hereunder shall be in writing and shall be delivered to the addresses shown below or to such other
addresses that the parties may provide to one another in accordance herewith. Such notices and
other communications shall be given by any of the following means: (a) personal service; or (b)
national express air courier, provided such courier maintains written verification of actual delivery.
Any notice or other communication given by the means described in subsection (a) or (b) above
7
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shall be deemed effective upon the date of receipt or the date of refusal to accept delivery by the
party to whom such notice or other communication has been sent.
Senior Mortgagee:
with a copy to:
Subordinate Mortgagee:
With a copy to:
Subordinate Mortgagee:
With a copy to:
Subordinate Mortgagee:
Subord Agt (all lenders)
Harding Village (SAIUHC/2003-016CS)
Florida Housing Finance Corporation
227 North Bronough Street, Suite 5000
Tallahassee, Florida 32301-1329
Attention: Executive Director
Latham, Shuker, Eden & Beaudine, LLP
111 North Magnolia Ave., Suite 1400
Orlando, Florida 32801
Attention: Jan Albanese Carpenter, Esq.
Carrfour Supportive Housing, Inc.
1398 S.W. 1st Street, 12th Floor
Attention: Stephanie Berman, President
Miami, Florida 33135
Legal Services of Greater Miami, Inc.
4343 West Flagler Street, Suite 100
Miami, Florida 33134
Attention: Shahrzad Emami, Esq.
City of Miami
444 SW 2nd Avenue, 2nd Floor
Miami, Florida 33130
Attention: Director of Community and Economic Development
City of Miami Office of the City Attorney
444 SW 2nd Avenue
Miami, FL 33130
Attention: City Attorney
City of Miami Beach
Office of Housing and Community Services
1700 Convention Center Drive
Miami Beach, Florida 33139
8
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With a copy to:
With a copy to:
Subordinate Mortgagee:
With a copy to:
With a copy to:
Borrower:
With a copy to:
Subord Agt (all lenders)
Harding Village (SAIL/HC/2003-016CS)
Attention: Director
City of Miami Beach Office of the City Attorney
1700 Convention Center Drive, Fourth Floor
Miami Beach, Florida 33139
Attention: City Attorney
City of Miami Beach
1700 Convention Center Drive
Miami Beach Florida 33139
Attention: City Manager
Miami -Dade County
Miami -Dade County, Florida
111 N.W. 1st Street
Miami, Florida 33128
Attn: County Mayor
Miami -Dade County
Public Housing and Community Development Department
701 NW 1st Court, 16th Floor
Miami, Florida 33136
Attn: Director
Miami -Dade County Attorney's Office
111 NW 1st Street, Suite 2810
Miami, FL 33128
Attn: Brenda Kuhns Neuman, Esq.
Harding Village, Ltd.
c/o Carrfour Supportive Housing, Inc.
1398 S.W. 1st Street, 12th Floor
Attention: Stephanie Berman, President
Miami, Florida 33135
Legal Services of Greater Miami, Inc.
4343 West Flagler Street, Suite 100
Miami, Florida 33134
Attention: Shahrzad Emami, Esq.
9
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Either party may, by notice given pursuant to this Section, change the person or persons and/or
address or addresses, or designate an additional person or persons or an additional address or
addresses for its notices, but notice of a change of address shall only be effective upon receipt.
8. No Waiver. The giving of consent by Senior Mortgagee to the giving of the Subordinate
Mortgages is not and shall not be deemed a waiver of the Senior Mortgagee's rights to prohibit any
other junior mortgage of the Development. No delay on the part of Senior Mortgagee or
Subordinate Mortgagees in the exercise of any right or remedy hereunder or under the Senior
Mortgage or Subordinate Mortgage, respectively, shall operate as a waiver of any right hereunder.
9. Counterparts. The parties hereto agree that this Subordination Agreement may be
executed in two or more counterparts, each of which shall be an original, but all of which shall
constitute one and the same instrument.
10. Costs of Enforcement. Should suit be brought to enforce the provisions of this Agreement,
the prevailing party shall be entitled to recover its reasonable attorneys' fees incurred both at trial
and on appeal.
11. Paragraph Headings. The headings of the various paragraphs of this Subordination
Agreement have been inserted only for the purposes of convenience, and are not part of this
Subordination Agreement and shall not be deemed in any manner to modify, explain or restrict
any of the provisions of this Subordination Agreement.
12. Choice of Law. This Agreement shall be construed, interpreted, enforced and governed by
and in accordance with the laws of the State of Florida, excluding the principles thereof governing
conflicts of law. If any provision shall be held prohibited or invalid under applicable law, such
provision shall be ineffective to the extent of such prohibition or invalidity without invalidating
any other provision of this Agreement.
13. Binding Effect. This Agreement shall be binding upon the Borrower and the Subordinate
Mortgagee and their respective successors and assigns and shall inure to the benefit of the Senior
Mortgagee, its successors and assigns.
[COUNTERPART SIGNATURE PAGES TO FOLLOW]
10
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COUNTERPART SIGNATURE PAGE TO
SUBORDINATION AND CONSENT AGREEMENT
(Harding Village Apartments / SAIL / Housing Credits / 2003-016CS)
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the
day and year first written above.
WITNESSES:
i to
Pri : CAW 6
STATE OF FLORIDA
COUNTY OF LEON
SENIOR MORTGAGEE:
FLORIDA HOUSING FINANCE
CORPORATION
By: �O�!
Hugh R. Brown
General Counsel
[SEAL]
forcing instrument was acknowledged before me this `7 day of
, 2017, by HUGH R. BROWN, as General Counsel of the FLORIDA
HOUSING FINANCE CORPORATION, a public corporation and a public body corporate and
politic duly created and existing under the laws of the State of Florida, on behalf of Florida
Housing. Said person is personally known to me or has produced a valid driver's license as
identification.
JADE M. GRUBBS dNo •' ' u: 1c; Mate of Florida
Commla;lon # FF 179296 ,
t Expires December 15 2016 i. P Name:
fi' Baddfl T yFFinl M0396 0111 ' My Commission Expires:
maw
My Commission No.:
S-11
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Harding Village (SAIUHC/2003-016CS)
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COUNTERPART SIGNATURE PAGE TO
SUBORDINATION AND CONSENT AGREEMENT
(Harding Village Apartments / SAIL / Housing Credits / 2003-016CS)
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the
day and year first written above.
WITNESSES: SUBORDINATE MORTGAGEE:
MIAMI-DADS COI4NTY
Print: tit cJ o • By:
Print:
Title: .aP4 t.t;
Approved as t and legal suf#1 ciency:
By ZOLS
Coun Attorney
STATE OF FLORIDA
COUNTY OF M1A1VII-DADE
The foregoing^44ms ept was acknowledged before me this 5 day of
201'P1 by %JACK- O (Of MIAMI-DADE COUNTY, a political
subdivision of the State of Florid aid perso i is personally know. .. - or has produced a
valid driver's license as identification.
41.11 L4.1,4i..
.tary 'ublic; State of rj
Subord Agt (all lenders)
Harding Village (SAIIJHCI2003-016CS)
My Commission Expires:
My Co .__,: - .....
eVaiqk. . ..
.. MY COMMISSION # GG 154420
EXPIRES: February 21 2022
Z:fo:!NW Bonded Thru Notary Pubik0
S-12
Book30893/Page2753 CFN#20180147023
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2014g by Stephanie Berman, as President of CARRFOUR SUPPORT
political subdivision of the State of Florida. Said person is .e
produced a valid driver's license as identification.
• H ARA ORA5 DSTAETTER
0.1My COMASSEON i FF193300
IDCPMES Fahnu Py 12. 2019
µo7)312o113 FL-ktilictrytovIzexerx
Subord Agt (all lenders)
Harding Village (SAIIJHC/2003-016CS)
Notary Public; State of Florida
Print Name
COUNTERPART SIGNATURE PAGE TO
SUBORDINATION AND CONSENT AGREEMENT
(Harding Village Apartments / SAIL / Housing Credits / 2003-016CS)
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and
year first written above.
WITNESSES:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
SUBORDINATE MORTGAGEE:
CARRFOUR SUPPORTIVE HOUSING,
INC.
By:
Print Stephanie Berman
Titl : President
The foregoing instrument was aclmowledged before me this 2 0 +In day o
ING, INC.,
to me or has
My Commission Expires:
My Commission No:
S-13
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PA est:
COUNTERPART SIGNATURE PAGE TO
SUBORDINATION AND CONSENT AGREEMENT
(Harding Village Apartments / SAIL / Housing Credits / 2003-016CS)
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and
year first written above.
WITNESS OR ATTEST:
1a
Pnnt: %��r •,
Print: DM 23•
SUBORDINATE MORTGAGE
CITY O I, a mum. p.
of the S . . f Blorida
By:
annDn PiC Print: Emilio T. Gonza
Title: City Manager
APPROVED i ORM AND
LEGAL S % FICI 1 CY:
By:
Victori .iMen: ez, Ci ttomey
orporation
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
The foregoing instrument was acknowledged before me this 30 day ofn ,
2018, by f w,,:1 io1' 6oti?uds 'ty Manager of City of Miami, a municipal corporation of the State of
Florida. Said person is pers�l_ly k.nnizrn +tee or has produced a valid driver's license as
identification.
Notat'i'Public; State of Flori
Print Name
My Commission Expires:
S-14
Subord Agt (all lenders)
Harding Village (SAHJHC/2003-016CS)
Book30893/Page2755 CFN#20180147023
Page 14 of 17
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COUNTERPART SIGNATURE PAGE TO
SUBORDINATION AND CONSENT AGREEMENT
(Harding Village Apartments / SAIL / Housing Credits / 2003-016CS)
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and
year first written above.
WITNESSES:
P t: r:ck 1). Car."
/ 60
Appro - . as to f. and le • 3'sufficienc :
By
/30
ity Attorney
STATE OF FLORIDA
COUNTY OF NIIAMI-DADE
r
SUBO I�INATE MIS TGAGEE:
CITY O= MIAMI B CH
The foregoing instrument was acknowledged before me this 5 day of
201a by (fsa i'or4/!! as (,(1•[ 14144 Q,t of City of Miami Beach, a municipal corporation
of the State of Florida. Said person is personally known to me or has produced a valid driver's
license as identification.
Notary Public; State of Florida
Print Name
My Commission Expires:
My Commission No:
S-15
Suboxd Agt (all lenders)
Harding Village (SAIIJHC/2003-016CS)
Book30893/Page2756 CFN#20180147023
• " MMILLO
Y COMMON h 155322
EXPIRES: August 27, 2018
'Tu Bordadibru eVbfe Unkr.g as+
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Miami -Dade Official Records - Print Document Page 1 of 2
COUNTERPART SIGNATURE PAGE TO
SUBORDINATION AND CONSENT AGREEMENT
(Harding Village Apartments / SAIL / Housing Credits / 2003-016CS)
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the
day and year first written above.
WITNESSE
Print: t� 1 S C[ Il d �'bfl7 I Pc
Print:�
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
BORROWER:
HARDING VILLAGE, LTD.
A Florida limited partnership
By: HARDING VILLAGE, INC.,
a Florida non-profit corporation, its
general partner
By:
Stephanie Berman
President
The foregoing instrument was acknowledged before me this A 0/4 day of � 01r, by
STEPHANIE BERMAN as President of HARDING VILLAGE, INC. a Florida nonprofit
corporation, as general partner of VILLAGE HARDING, LTD., a Florida limited partnership, on
behalf of the corporation and the limited partnership. Said person is p- . l y kno to me or
has produced a valid driver's license as identification.
CWIARA @RANDSTAETTER
'At my COMMON 9 FF183308
EXPIRES February 12.2019
NOnissolta aa$ IMs.me
Subord Agt (all lenders)
Harding Village (SAIIJHC2003-OI6CS)
Notary Public; State of Florida
Print Name
My Commission Expires:
My Commission No:
S-16
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OR BK S0893 PG 2758
LAST PAGE
EXHIBIT "A"
LEGAL DESCRIPTION
(Harding Village Apartments)
Lots 10, 11, 12, 13, and 14, Block 4, BEACH BAY SUBDIVISION, according to the Plat
thereof, as recorded in Plat Book 44, at Page 25, of the Public Records of Miami -Dade County,
Florida, less the Easterly 2.5 feet for Right -of -Way
Subord Agt (all lenders)
Harding Village (SAUJHC/2003-016CS)
Book30893/Page2758 CFN#20180147023 Page 17 of 17
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