LOAN ASSUMPTION AGREEMENT
THIS LOAN ASSUMPTION AGREEMENT (hereinafter "Senior Loan" and/or
"Agreement") dated this 2nd day of October, 2006 (hereinafter "Effective Date")
by, between, and among
1) THE XXXXXXXX FAMILY TRUST (hereinafter "New Borrower"),
2) XXXXXXXXXX REALTY GROUP, INC., a Nevada corporation (hereinafter
"Existing Borrower"),
3) XX. XXXXXX XXXXXX (hereinafter "Guarantor"), and
4) CALIFORNIA MORTGAGE & REALTY, INC. as trustee and agent for, and on
behalf of the beneficiaries of the Loan as defined herein (collectively
"Lender").
R E C I T A L S
WHEREAS, Lender is the current owner and holder of the following loan
documents evidencing a mortgage loan (hereinafter the "Loan") initially made to
Existing Borrower ("Maker") and personally guarantied by Guarantor, on the one
hand and Lender:
(a) a Promissory Note (as amended by Loan Modification
Agreements extending the maturity date thereof, dated effective
December 31, 2005 and June 30, 2006, and as may have been further
amended from time to time) (hereinafter the "Note") dated June 21,
2005, being loan number 05--034, in the original principal amount of
One Million Three Hundred Thousand Dollars ($1,300,000),
(b) a Deed of Trust and Security Agreement (as amended by the
Modification Agreement, and as may have been further amended from time
to time (hereinafter the "Deed of Trust") of even date therewith
recorded as document no. 2005115263 of the official records of Xxxxxx
County, Texas (hereinafter the "Records"), granting a first mortgage
lien on the property more fully described therein (hereinafter the
"Property"), including the land described in Exhibit "A" attached
hereto and made a part hereof, which Deed of Trust secures the Note. In
addition to the Note and Deed of Trust, an Environmental Certificate
and Indemnity was executed by Borrower and Guarantor, a General
Guaranty and Indemnity Agreement was executed by Guarantor, a Loan
Agreement was executed by Borrower, together with various other
documents concerning said loan, all of which were executed on even date
with the Note and Deed of Trust. The Note, Deed of Trust and other
instruments executed in connection with said loan are herein,
collectively, the "Loan Documents").
WHEREAS, the Loan Documents provide that the indebtedness secured
thereby may, at the option of the holder thereof, be accelerated if Maker or any
assignee of Maker sells or conveys any or all of the Property without the
consent of Lender;
WHEREAS, Existing Borrower is the current owner of the legal and
equitable title to the Property.
WHEREAS, Existing Borrower and New Borrower have entered into a
purchase and sale agreement dated as of August 3, 2006 (as may have been
Loan 05-034 Assumption Agreement
Page 1 of 12
amended, the "Purchase Agreement"), pursuant to which Existing Borrower shall
sell the Property to New Borrower upon the terms and conditions set forth
therein;
WHEREAS, Existing Borrower and New Borrower have requested Lender to
consent to the conveyance of the Property by Existing Borrower to New Borrower
and the assumption of the Loan by New Borrower, and Lender is willing so to
consent upon compliance with the terms and provisions of this Agreement;
WHEREAS, Guarantor has agreed to continue his personal guaranty of the
Loan Documents, as set forth in said Loan Documents; and
NOW, THEREFORE, for and in consideration of the mutual covenants
contained herein and for other valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties hereto agree as
follows:
AGREEMENT
1. Consent to Transfer. Lender hereby consents to the above described
conveyance of the Property pursuant to and in accordance with the Purchase
Agreement and waives its option to accelerate as provided in the Loan Documents,
without prejudice to its rights with respect to any future conveyance of said
property or any interest therein, subject, however, to the performance and
satisfaction of the terms and conditions set forth in this Agreement.
2. Assumption of Loan. New Borrower hereby (i) assumes and promises to
pay and perform all of the indebtedness, liabilities, covenants, agreements,
duties and obligations of Existing Borrower and Maker under the Note and the
other Loan Documents (including, without limitation, those arising prior to the
Effective Date), and (ii) agrees to be bound by all of the terms, conditions and
provisions of the Note and the Loan Documents, as any of the foregoing may be
modified as provided in this Agreement, as if it were the maker thereunder. From
and after the Effective Date, any reference in the Loan Documents to "Borrower",
"Maker", "Grantor" or other similar references shall mean and refer to New
Borrower. Notwithstanding anything to the contrary contained in any of the Loan
Documents or this Agreement, the Loan shall be fully recourse to New Borrower,
and New Borrower shall be fully and personally liable for the repayment of all
outstanding principal, accrued interest and all other sums outstanding under the
Loan Documents and the performance of all obligations of Maker and/or Existing
Borrower under the Loan Documents, without any limitation of liability
whatsoever. Accordingly, and without limiting the foregoing in any manner,
Section 1.05 of the Note, Section 5.27 of the Deed of Trust, Section 24 of the
Assignment of Leases and Rents and all similar non-recourse provisions of the
Loan Documents are hereby deleted in their entirety and shall be of no further
force and effect.
3. Conditions to Assumption. The following are conditions precedent to
Lender's obligations to consent to the assumption of the Loan by New Borrower:
(a) Loan Assumption Agreement. New Borrower shall execute and
deliver this Loan Assumption Agreement to Lender at the close of
escrow.
(b) Continuing Guaranty. Guarantor shall execute and deliver
such further guaranties of the Loan Documents as may be necessary or
appropriate so as to continue his guaranty of the Loan Documents, as
set forth in the Loan Documents, and not assert any waiver or defense
to such guaranty by reason of this Loan Assumption Agreement.
Loan 05-034 Assumption Agreement
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(c) Environmental Indemnity. New Borrower shall execute an
Environmental Indemnity Agreement in the form required by Lender. In
addition, Existing Borrower and Guarantor (hereinafter "Existing
Environmental Guarantors") shall remain liable under the Loan Documents
for all obligations under the Loan Documents pertaining to the
environmental condition of the Property, and such parties shall not be
released from any liability or obligations on account of the
transactions evidenced by this Agreement.
(d) Organizational Documents. New Borrower shall provide
Lender with its organizational documents and financial statements for
the period ended December 31, 2005, including both financial statements
and federal income tax return within ten (10) days of the Closing, as
that term is defined in the Purchase and Sale Agreement.
(e) Title Policy Endorsement. See paragraph 12 hereinbelow.
4. Outstanding Balance of Loan; Modifications to Loan.
(a) Outstanding Balances. Existing Borrower, New Borrower and
Lender hereby acknowledge that the unpaid principal balance of the Note
as of the Effective Date is One Million Three Hundred Thousand Dollars
($1,300,000.00), with interest paid up to and including August 31,
2006.
(b) Maturity Date. Existing Borrower, New Borrower and Lender
hereby acknowledge that the maturity date of the Note is December 31,
2006.
(c) No Modification. The Loan Documents are in no way modified
by this Agreement, except to the extent that the assumption by New
Borrower of Old Borrower's obligations under the Loan Documents may be
interpreted to be a modification.
5. Release of Existing Borrower. At such time as (i) the transactions
evidenced by the Purchase Agreement have been fully closed and consummated, (ii)
the Deed has been executed by Existing Borrower and recorded in the Records,
(iii) Existing Borrower and New Borrower have executed all other closing
documents required by the Purchase Agreement, (iv) New Borrower has executed all
documents required by Lender under this Agreement and all other conditions to
the assumption of the Loan in Section 3 above have been satisfied, and (v)
provided that no default is then existing under this Agreement or any of the
Loan Documents (all of the foregoing are herein, collectively, the "Release
Conditions"), Lender agrees that Existing Borrower shall be released and
discharged from, and shall not be responsible to Lender, for the discharge or
performance of the Existing Borrower's obligations (including any obligations to
make any payment or perform any duty or obligation) pursuant to or in connection
with the Note or any of the Loan Documents; provided, however, that the
foregoing shall not affect, diminish, release or impair any of Existing
Borrower's or Existing Guarantor's obligations under any indemnification
provisions contained in the Loan Documents for any matters occurring or existing
prior to the Effective Date, it being agreed that Existing Borrower and Existing
Guarantor shall continue to remain liable for such indemnification obligations
from and after the Effective Date.
6. [omitted]
7. USA Patriot Act Notice. Lender hereby notifies New Borrower that
pursuant to the requirements of the USA Patriot Act (Title III of Pub. L. 107-56
Loan 05-034 Assumption Agreement
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(signed into law October 26, 2001)) (hereinafter the "Act"), it is required to
obtain, verify and record information that identifies New Borrower, which
information includes the name and address of New Borrower and other information
that will allow Lender to identify New Borrower in accordance with the Act."
8. Representations and Warranties of New Borrower. New Borrower hereby
represents and warrants to Lender that New Borrower has fully reviewed,
understands, and will comply with all provisions set forth in the Loan
Documents, and that:
(a) upon the consummation of the transactions contemplated by
this Agreement and the Purchase Agreement (including the recordation of
the Deed), New Borrower will be the sole legal and equitable owner of
the Property;
(b) the execution and delivery of, and performance under the
Purchase Agreement and this Agreement are within New Borrower's power
and authority without the joinder or consent of any other party;
(c) the Purchase Agreement and this Agreement constitute the
legal, valid and binding obligations of New Borrower enforceable in
accordance with their respective terms;
(d) the execution and delivery of the Purchase Agreement and
this Agreement by New Borrower do not contravene, result in a breach of
or constitute a default under any mortgage, loan agreement, indenture
or other contract, agreement or undertaking to which New Borrower is a
party or by which New Borrower or any of its properties may be bound
(nor would such execution and delivery constitute such a default with
the passage of time or the giving of notice or both) and do not violate
or contravene any law, order, decree, rule or regulation to which New
Borrower is subject;
(e) the Purchase Agreement is an arm's length agreement
between Existing Borrower, as seller, and New Borrower, as purchaser,
and there are no other agreements (whether written or unwritten)
between Existing Borrower and New Borrower or any of their affiliates
concerning the Property; and
(f) to the best of New Borrower's knowledge, there exists no
uncured default under the Purchase Agreement, the Note or any of the
Loan Documents. New Borrower agrees to indemnify and hold Lender
harmless against any loss, claim, damage, liability or expense
(including, without limitation, reasonable attorneys' fees) incurred as
a result of any representation or warranty made by it herein proving to
be untrue in any material respect.
9. Representations and Warranties of Existing Borrower. Existing
Borrower hereby represents and warrants to Lender that:
(a) as of the Effective Date and conveyance of the Property to
New Borrower, Existing Borrower is the sole legal and equitable owner
of the Property;
(b) Existing Borrower is a Nevada corporation duly organized
and legally existing under the laws of the State of Nevada and is duly
qualified to do business in the State of Texas;
(c) the execution and delivery of, and performance under the
Purchase Agreement and this Agreement are within Existing Borrower's
Loan 05-034 Assumption Agreement
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power and authority without the joinder or consent of any other party
and have been duly authorized by all requisite action and are not in
contravention of law or the powers of Existing Borrower's limited
partnership agreement or certificate of limited partnership;
(d) the Purchase Agreement and this Agreement constitute the
legal, valid and binding obligations of Existing Borrower enforceable
in accordance with their respective terms;
(e) the execution and delivery of the Purchase Agreement and
this Agreement by Existing Borrower do not contravene, result in a
breach of or constitute a default under any mortgage, deed of trust,
loan agreement, indenture or other contract, agreement or undertaking
to which Existing Borrower is a party or by which Existing Borrower or
any of its properties may be bound (nor would such execution and
delivery constitute such a default with the passage of time or the
giving of notice or both) and do not violate or contravene any law,
order, decree, rule or regulation to which Existing Borrower is
subject;
(f) the Purchase Agreement is an arm's length agreement
between Existing Borrower, as seller, and New Borrower, as purchaser,
and there are no other agreements (whether written or unwritten)
between Existing Borrower and New Borrower or any of their affiliates
concerning the Property; and
(g) to the best of Existing Borrower's knowledge, there exists
no uncured default under the Purchase Agreement, the Note or any of the
Loan Documents. Existing Borrower agrees to indemnify and hold Lender
harmless against any loss, claim, damage, liability or expense
(including, without limitation, reasonable attorneys' fees) incurred as
a result of any representation or warranty made by it herein proving to
be untrue in any material respect.
10. Further Assurances. Existing Borrower, Existing Guarantor, or New
Borrower, as appropriate, upon request from Lender, agree to execute such other
and further documents as may be necessary or appropriate to consummate the
transactions contemplated herein or to perfect the liens and security interests
intended to secure the payment of the loan evidenced by the Note.
11. Default. If Existing Borrower or New Borrower fails to keep or
perform any of the covenants or agreements contained herein and such default is
not cured within ten (10) days after written notice from Lender, or if any
statement, representation or warranty contained herein by Existing Borrower or
New Borrower is false, misleading or erroneous in any material respect, it shall
constitute a default under the Loan Documents and Lender shall be entitled at
its option to exercise any and all of the rights and remedies granted pursuant
to the Loan Documents or which Lender may otherwise be entitled, whether at law
or in equity.
12. Endorsement to Mortgagee Title Policy. Contemporaneously with the
execution and delivery hereof, New Borrower shall, at its sole cost and expense,
obtain and deliver to Lender an Endorsement of the Mortgagee Title Policy
insuring the lien of the Deed of Trust, under the applicable title insurance
rules and regulations, and otherwise reasonably acceptable to Lender, stating
that the company issuing said Mortgagee Title Policy will not claim that policy
coverage has terminated or that policy coverage has been reduced, solely by
reason of the execution of this Agreement.
13. Ratification of Loan Documents. Except as provided herein, the
terms and provisions of the Loan Documents shall remain unchanged and shall
remain in full force and effect. Any modification herein of the Loan Documents
Loan 05-034 Assumption Agreement
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shall in no way affect the security of the Loan Documents for the payment of the
Note. The promissory note described in the Loan Documents as the note secured
thereby shall hereafter mean the Note as modified by this Agreement. The Loan
Documents as modified and amended hereby are hereby ratified and confirmed in
all respects. All liens, security interests, mortgages and assignments granted
or created by or existing under the Loan Documents remain unchanged and
continue, unabated, in full force and effect, to secure New Borrower's
obligation to repay the Note.
14. No Offsets or Claims. New Borrower, Existing Borrower or Existing
Guarantor each hereby acknowledges that the liens, security interests and
assignments created and evidenced by the Loan Documents are valid and subsisting
and further acknowledges and agrees that as of the Effective Date, there are no
offsets, claims or defenses to the Loan Documents.
15. No Waiver. Lender acknowledges that Lender and its agents in the
past may have accepted, without exercising the remedies to which Lender was
entitled, payments and performance by Maker or Existing Borrower or other
parties that constituted defaults under the Loan Documents. Existing Borrower
and New Borrower each acknowledges that no such acceptance or grace granted by
Lender or its agents in the past, or Lender's agreement to the modifications
evidenced hereby, has in any manner diminished Lender's right in the future to
insist that New Borrower strictly comply with the terms of the Loan Documents,
as modified by the terms hereof. Furthermore, New Borrower and Existing Borrower
each hereby specifically acknowledges that any future grace or forgiveness of
default by Lender shall not constitute a waiver or diminishment of any right of
Lender with respect to any future default of New Borrower and/or Existing
Borrower, whether or not similar to any default with respect to which Lender has
in the past chosen, or may in the future choose, not to exercise all of the
rights and remedies granted to it under the Loan Documents.
16. Merger. This Agreement supersedes and merges all prior and
contemporaneous promises, representations and agreements with respect to the
assumption contemplated hereby. No modification of this Agreement or the Loan
Documents, or any waiver of rights under any of the foregoing, shall be
effective unless made by supplemental agreement, in writing, executed by Lender
and New Borrower. This Agreement may not in any way be explained or supplemented
by a prior, existing or future course of dealings between the parties or by any
prior, existing, or future performance between the parties pursuant to this
Agreement or otherwise.
17. Notices. Any notice or communication required or permitted
hereunder or under the Loan Document shall be given in writing, sent by (a)
personal delivery, or (b) expedited delivery service with proof of delivery, or
(c) United States mail, postage prepaid, registered or certified mail, addressed
as follows:
To Lender: California Mortgage and Realty, Inc.
00 Xxxxx Xxxxxx, Xxxxx 000
Xxx Xxxxxxxxx, XX 00000
Attention: Xx. Xxxxx Xxxxxxx
To Existing Borrower: Xxxxxxxxxx Realty Group, Inc.
000 Xxxxxx Xxxxx Xxxxxxxxx, Xxxxx 000
Xxxxx Xxx Xxxxxxxxx, XX 00000
Attention: Xxxxx X. Xxxxx, Esq.
Loan 05-034 Assumption Agreement
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To New Borrower: The Xxxxxxxx Family Trust
c/o Xx. Xxxxxx Xxxxxxxx
00 Xxxxxxxx Xxxxx
Xxx Xxxxxxxxx, XX 00000
or to such other address or to the attention of such other person as hereafter
shall be designated in writing by the applicable party sent in accordance
herewith. Any such notice or communication shall be deemed to have been given
either at the time of personal delivery or, in the case of delivery service or
mail, as of the date of first attempted delivery at the address and in the
manner provided herein, or in the case of telegram, telex or telecopy, upon
receipt; provided that, service of a notice required by Texas Property Code ss.
51.002 shall be considered complete when the requirements of that statute are
met.
18. Costs and Expenses. Contemporaneously with the execution and
delivery hereof, New Borrower shall pay, or cause to be paid, all costs and
expenses incident to the preparation hereof and the consummation of the
transactions specified herein, including without limitation title insurance
policy endorsement charges, recording fees and fees and expenses of legal
counsel to Lender.
19. No Waiver of Subsequent Defaults. New Borrower acknowledges that
the execution of this Agreement by Lender is not intended nor shall it be
construed as (i) an actual or implied waiver of any subsequent default under the
Loan Documents or (ii) an actual or implied waiver of any condition or
obligation imposed upon New Borrower pursuant to the Loan Documents, except to
the extent expressly set forth herein.
20. Counterparts. This Agreement may be executed in any number of
counterparts with the same effect as if all parties hereto had signed the same
document. All such counterparts shall be construed together and shall constitute
one instrument, but in making proof hereof it shall only be necessary to produce
one such counterpart.
21. Severability. If any covenant, condition, or provision herein
contained is held to be invalid by final judgment of any court of competent
jurisdiction, the invalidity of such covenant, condition, or provision shall not
in any way affect any other covenant, condition or provision herein contained.
22. Time of the Essence. It is expressly agreed by the parties hereto
that time is of the essence with respect to this Agreement.
23. Representation by Counsel. The parties acknowledge and confirm that
each of their respective attorneys have participated jointly in the review and
revision of this Agreement and that it has not been written solely by counsel
for one party. The parties hereto therefore stipulate and agree that the rule of
construction to the effect that any ambiguities are to or may be resolved
against the drafting party shall not be employed in the interpretation of this
Agreement to favor either party against the other.
24. Governing Law. This Agreement and the rights and duties of the
parties hereunder shall be governed for all purposes by the law of the State of
California and the law of the United States applicable to transactions within
said State.
25. Successors and Assigns. The terms and provisions hereof shall be
binding upon and inure to the benefit of the parties hereto and their successors
and assigns.
Loan 05-034 Assumption Agreement
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26. Usury Savings. It is the intent of Lender and New Borrower in the
execution of this Agreement and of the all Loan Documents to contract in strict
compliance with applicable usury law. In furtherance thereof, Lender and New
Borrower stipulate and agree that none of the terms and provisions contained in
this Agreement or in any other Loan Document shall ever be construed to create a
contract to pay for the use, forbearance or detention of money, interest at a
rate in excess of the maximum interest rate permitted under applicable law
(hereinafter the "Maximum Rate"); neither New Borrower nor any guarantors or
other parties now or hereafter becoming liable for payment of the Note or any
obligations under the Loan Documents shall ever be obligated or required to pay
interest on the Note at a rate in excess of the Maximum Rate that may be
lawfully charged under applicable law, and the provisions of this paragraph
shall control over all other provisions of the Loan Documents which may be in
apparent conflict herewith. Lender expressly disavows any intention to charge or
collect excessive unearned interest or finance charges in the event the maturity
of the Note is accelerated. If the maturity of the Note shall be accelerated for
any reason or if the principal of the Note is paid prior to the Maturity Date,
and as a result thereof the interest received for the actual period of existence
of the Loan exceeds the amount of interest that would have accrued at the
Maximum Rate, the Lender shall, at its option, either refund to New Borrower the
amount of such excess or credit the amount of such excess against the principal
outstanding under the Loan Documents and thereby shall render inapplicable any
and all penalties of any kind provided by applicable law as a result of such
excess interest. In the event that Lender shall contract for, charge or receive
any amounts and/or any other thing of value which are determined to constitute
interest which would increase the effective interest rate on the Note to a rate
in excess of the Maximum Rate, all such sums determined to constitute interest
in excess of the Maximum Rate shall, upon such determination, at the option of
the Lender, be either immediately returned to New Borrower or credited against
the principal outstanding under the Loan Documents, in which event any and all
penalties of any kind under applicable law as a result of such excess interest
shall be inapplicable. In addition to the foregoing, all interest paid or agreed
to be paid by New Borrower to Lender under the Loan Documents shall, to the
extent permitted by applicable law, be amortized, prorated, allocated and spread
throughout the full term of the Loan until payment in full of the principal
(including the period of any renewal or extension hereof) so that the interest
for such full period shall not exceed the maximum amount permitted by applicable
law. By execution of this Agreement, New Borrower acknowledges that it believes
the Loan to be non-usurious and agrees that if, at any time, New Borrower should
have reason to believe that the Loan is in fact usurious, it will give the
Lender notice of such condition and New Borrower agrees that the Lender shall
have sixty (60) days in which to make appropriate refund or other adjustment in
order to correct such condition if in fact such exists.
SIGNATURE PAGES FOLLOW
Loan 05-034 Assumption Agreement
Page 8 of 12
IN WITNESS WHEREOF, this Agreement is executed on the respective dates
of acknowledgement below but is effective as of the date first above written.
EXISTING BORROWER:
XXXXXXXXXX REALTY GROUP, INC.,
a Nevada corporation
By: /s/ Xxxxxx Xxxxxx
-------------------------------------
Xxxxxx Xxxxxx
Its: President
NEW BORROWER:
THE XXXXXXXX FAMILY TRUST
/s/ Xxxxxx Xxxxxxxx
Xxxxxx Xxxxxxxx, M.D., Trustee
/s/ Xxx Xxxxxxxx
----------------------------------------
Xxx Xxxxxxxx, Trustee
LENDER:
CMR REALTY FUND, LLC,
a California limited liability company
By:
-------------------------------------
Its:
------------------------------------
Print Name:
-----------------------------
GUARANTOR:
/s/ Xxxxxx Xxxxxx
----------------------------------------
Xxxxxx Xxxxxx
CONSENT OF EXISTING GUARANTOR
Xx. Xxxxxx Xxxxxx (hereinafter the "Existing Guarantor"), the guarantor
of the Loan, hereby consents to and joins in the above Loan Assumption Agreement
(including without limitation, all provisions specifically applicable to
Existing Guarantor) and hereby declares to and agrees with Lender that Existing
Guarantor shall remain liable for the obligations of the Loan to the extent set
forth in Section 5 of the Assumption and Modification Agreement, subject to the
right to have New Guarantors take over such guaranties as set forth in Section
6.
Executed on the date of acknowledgement below but effective as of the
Effective Date.
/s/ Xxxxxx Xxxxxx
----------------------------
Xxxxxx Xxxxxx
Loan 05-034 Assumption Agreement
Page 9 of 12
STATE OF CALIFORNIA
ss.
COUNTY OF SAN MATEO
On October 2, 2006, before me, Xxxx X. Xxxxxx, Notary Public,
personally appeared Xxxxxx Xxxxxx, as guarantor, personally known to me (or
proved to me on the basis of satisfactory evidence) to be the person whose name
is subscribed to within the instrument and acknowledged to me that he executed
the same in his authorized capacity, and that by his signature on the instrument
the person, or the entity upon behalf of which the person acted, executed the
instrument.
WITNESS my hand and official seal.
[S E A L] /s/ Xxxx X. Xxxxxx
---------------------------------------
Notary Public, State of California
My Commission Expires: Dec. 24, 2008
Printed Name of Notary: Xxxx X. Xxxxxx
STATE OF CALIFORNIA
ss.
COUNTY OF SAN MATEO
On October 2, 2006, before me, Xxxx X. Xxxxxx, Notary Public,
personally appeared Xxxxxx Xxxxxx, President of Xxxxxxxxxx Realty Group, Inc.,
personally known to me (or proved to me on the basis of satisfactory evidence)
to be the person whose name is subscribed to within the instrument and
acknowledged to me that he executed the same in his authorized capacity, and
that by his signature on the instrument the person, or the entity upon behalf of
which the person acted, executed the instrument.
WITNESS my hand and official seal.
[S E A L] /s/ Xxxx X. Xxxxxx
---------------------------------------
Notary Public, State of California
My Commission Expires: Dec. 24, 2008
Printed Name of Notary: Xxxx X. Xxxxxx
STATE OF CALIFORNIA
ss.
COUNTY OF SAN MATEO
On October 2, 2006, before me, Xxxx X. Xxxxxx, Notary Public,
personally appeared Xxxxxx Xxxxxxxx, M.D., as trustee for The Xxxxxxxx Family
Trust, personally known to me (or proved to me on the basis of satisfactory
evidence) to be the person whose name is subscribed to within the instrument and
acknowledged to me that he executed the same in his authorized capacity, and
that by his signature on the instrument the person, or the entity upon behalf of
which the person acted, executed the instrument.
Loan 05-034 Assumption Agreement
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WITNESS my hand and official seal.
[S E A L] /s/ Xxxx X. Xxxxxx
---------------------------------------
Notary Public, State of California
My Commission Expires: Dec. 24, 2008
Printed Name of Notary: Xxxx X. Xxxxxx
STATE OF CALIFORNIA
ss.
COUNTY OF SAN MATEO
On October 2, 2006, before me, Xxxx X. Xxxxxx, Notary Public,
personally appeared Xxx Xxxxxxxx, as trustee for The Xxxxxxxx Family Trust,
personally known to me (or proved to me on the basis of satisfactory evidence)
to be the person whose name is subscribed to within the instrument and
acknowledged to me that he executed the same in his authorized capacity, and
that by his signature on the instrument the person, or the entity upon behalf of
which the person acted, executed the instrument.
WITNESS my hand and official seal.
[S E A L] /s/ Xxxx X. Xxxxxx
---------------------------------------
Notary Public, State of California
My Commission Expires: Dec. 24, 2008
Printed Name of Notary: Xxxx X. Xxxxxx
STATE OF CALIFORNIA
ss.
COUNTY OF __________
On October ___, 2006, before me, _______________________________,
Notary Public, personally appeared ____________________________________________,
personally known to me (or proved to me on the basis of satisfactory evidence)
to be the person whose name is subscribed to within the instrument and
acknowledged to me that he executed the same in his authorized capacity, and
that by his signature on the instrument the person, or the entity upon behalf of
which the person acted, executed the instrument.
WITNESS my hand and official seal.
[S E A L]
---------------------------------------
Notary Public, State of California
My Commission Expires:
Printed Name of Notary:
Loan 05-034 Assumption Agreement
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EXHIBIT A
LEGAL DESCRIPTION
Loan 05-034 Assumption Agreement
Page 12 of 12
