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Resolution No. 76861 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 RESOLUTION NO. 7686 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF VERNON APPROVING AND AUTHORIZING THE EXECUTION OF A MEMORANDUM OF UNDERSTANDING BETWEEN THE CITY OF VERNON AND SHU CHIN KOU AND SHAN CHUN KOU REGARDING THE CITY OF VERNON'S PARKING REQUIREMENTS (1912 EAST VERNON AVENUE AND 4510 SOUTH ALAMEDA STREET) WHEREAS, Shu Chin Kou and Shan Chun Kou (collectively referred to as "Kou") are owners of the property located at 4510 South Alameda Street (the "Alameda Property") which is occupied by Neptune Foods; and WHEREAS, R.C.C.I., a California general partnership, composed of the Kou family, specifically, Shu Chin Kou, Shan Chun Kou, Ming Bin Kou and Ming Shin Kou, (collectively referred to as "RCCI") are the owners of the property located at 1912 East Vernon Avenue (the "Vernon Property"); and WHEREAS, on December 8, 1998, Kou and RCCI recorded a Covenant and Agreement that provided for parking, exit access to a public way, surface water drainage to the street as required by Section 24.10 of the Vernon City Code, the City's Zoning Ordinance and the 1994 Edition of the Uniform Building Code; and WHEREAS, the Covenant and Agreement requires Kou and RCCI as the owners of the Alameda and Vernon Properties to hold their respective properties as one parcel with no portion permitted to be sold separately; and WHEREAS, on January 3, 2001, the City Council of the City of Vernon adopted Resolution No. 7679 approving a Subordination Agreement with RCCI, the owners of the Vernon Property, and Merrill Lynch Business Financial Services, Inc. ("Merrill Lynch") wherein the City l agreed to place Merrill Lynch as the new lender, in the same position 2 as the previous lender, American International Bank, thereby allowing 3 RCCI, to refinance its loan on the Vernon Property; and 4 WHEREAS, the City's willingness to subordinate the Covenant 5 and Agreement is based upon the representations and assurances by Kou 6 that they will continue to provide the required parking, exit access to 7 a public way, and surface water drainage to the street as required by 8 the Vernon City Code; and 9 WHEREAS, the Director of Community Services & Water has been 10 provided with a copy of a recorded easement that shows that 4510 South 11 Alameda Street has an easement for ingress and egress, building 12 maintenance and access to a drainage pipe through 1912 East Vernon 13 Avenue; and 14 WHEREAS, by letter dated December 27, 2000, Bruce V. 15 Malkenhorst, City Administrator/City Clerk recommended the approval and 16 execution of the Memorandum of Understanding. 17 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY 18 OF VERNON AS FOLLOWS: 19 SECTION 1: The City Council of the City of Vernon hereby finds 20 and determines that the recitals contained hereinabove are true'and 21 SECTION 2: The City Council of the City of Vernon hereby 22 approves the Memorandum of Understanding with Kou, a copy of which is 23 attached hereto as Exhibit "A" and made a part hereof. 24 SECTION 3: The City Council of the City of Vernon hereby 25 authorizes the Mayor and the City Clerk to execute said Memorandum of 26 Understanding for, and on behalf of, the City of Vernon. 27 28 I I 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 SECTION 4: The City Council of the City of Vernon hereby directs the City Clerk, or his designee, to transmit one fully executed original Memorandum of Understanding to the following: Shu Chin Kou and Shan Chun Kou Attn. David L. Prince, Esq. 1912 East Vernon Avenue, Suite 100 Vernon, CA 90058 SECTION 5: The City Clerk of the City of Vernon shall certify to the passage of this resolution, and thereupon and thereafter the same shall be in full force and effect. APPROVED AND ADOPTED this 3rd day of January, 2001. ATTEST: BRUCE V. MALKENHORST, City Clerk } LEONIS C. MALB G, Ma or - 3 - i s a 1 STATE OF CALIFORNIA ) ss 2 COUNTY OF LOS ANGELES ) 3 4 I, BRUCE V. MALKENHORST, City Clerk of the City of Vernon, do 5 hereby certify that the foregoing Resolution, being Resolution No. 6 7686, was duly adopted by the City Council of the City of Vernon at an 7 adjourned regular meeting of the City Council duly held on Wednesday, 8 January 3, 2001, and thereafter was duly signed by the Mayor of the 9 City of Vernon. 10 11 BRUCE V. MALKENHORST, City Clerk 12 13 (SEAL) 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 - 4 - EXHIBIT JAN-02-2001 TUE 10:45 AM EDUARDO OLIVO FAX NO. 1 P. 01 1 2 3 4 5 °r 9 3,0 11 12 13 14 15 16 17 1,8 19 20 21 22 23 24 25 26 27 28 MEMORANDUM OF UNDERSTANDING BETWEEN TH9 CITY OF VERNON AND SHU CHIN K©U AND SHAN CHUN KOU REGARDING THE CITY OF VERNON'S PARKING REQUIREMENTS THIS MEMORANDUM OF UNDERSTANDING REGARDING THE CITY OY VERNON'S PARKING REQUIREMENTS (this "MOU") is made, entered into and executed in duplicate originals, either copy of which may be considered and used as the original hereof for all purposes, as of this day of January, 2001 BY AND .E32TWEEN M001 RECITALS THE CITY OF VERNON, A Municipal Corporation (horeinafter referred to as "the City") ) 4305 Santa Fe Avenue Vernon, CA 90058-0805 Shu Chin Kou and Shari Chun Kou (hereinafter referred to as "the Property Owners") 4510 South Alameda Street Los Angeles, CA 90058 WHEREAS, on December 8, 1998, a Covenant and Agreement (hereinafter referred to as, "the Covenant and Agreement") was recorded by the owner: of the real property located at 4510 South Alarneda Street and 1912 East Vernon Avenue for the benefit of the City;,and WHEREAS, the owners of the property located at 4510 South Alameda Streot are Shu Chin Kou and Shan Chun Kou; and - 1 - JAN-02-2001 TUE 10;45 AM EDUARDO OLIVO FAX NO. 1 ,P. 0? 1 2 3 4 5 7 8 9 10 11 12 13 14 15 16 19 20 21 22 23 24 25 26 27 28 WHEREAS, Neptune foods is situated on the property locatod at 4510 South Alameda street; and WHEREAS, the owners of the property located at 1912 East Vernon Avenue R.C.C,I,, a California general partnership which is made up of the Kou Family, specifically, Shu Chin Kcu, Shan Chun Kou, Ming Bin Kou and Ming Shin Kou; and WHEREAS, the purpose of the Covenant and Agreement is to provide parking, exit access to a public way, and surface water drainage to the street as required by Section 24.3.0 of L•he City's Code, the City's zoning ordinance, and the 1994 Edition of the Uniform Building Code; and WHEREAS, the Covenant and Agreement requires the property owric:rs of 4510 South. Alameda Street and 1912 Fast Vernon Avenue to hold their respective properties as one parcel and that no portion shall be sold separately; and WHEREAS, the property owners of these two properties agreed that the Covenant and Agreement shall run with the land described thorein and be binding upon themselves, and future owners, encumbran,cers, their successor's, heirs or assignees and shall continue in effect until released by the authority of the Director of Community Services or if no longer required by law, WIIEREAS, R.C.C.I, is attempting to refinance its Mor.'tgagoc on the property located at 1912 East Vernon Avenue and - 2 - JAN-02-2001 TUE 10:45 AM EDUARDO OLIVO FAX NO. 1 'P. 03 1 2 3 4 S 6 7 8 9 10 11 12 13 14 18 16 17 18 19 20 21 22 23 24 2S 26 27 28 has requested that Lhe City execute a Subordination Agreement to place the new lender in the same position as the existing lender; . and WHERLIAS, the City has expressed a willingness to execute such all agreement with R . C . C .1 so long as the City can be assured that the parking, exit access to a P13b is way, and surface water drainage to the street as required by the City's Code can be mainLained in the event that parcels should be held and/or sold separately; and WHEREAS, the Neptune's parking requirements are presently being satisfied by using approximately 60 parking spaces Coil the property located at 1912 Vernon Avenue; and WIIER�;AS, the Property Owners have expressed a desire to reaffirm thoir obligation to provide parking, as required by the City Code, in the event they should lose their parking on 1912 Vernon Avenue, if that property should be held and/or sold off separately; WHEREAS, the Property owners are making this representation in order to facilitate the execution of the Subordination Agreement for the benefit of R.C.C.r., and WHEREAS, based on this representation, the City agrees to enter into an acceptable Subordination Agreement. - 3 - JAN-02-2001 TUE 10:45 AM EDUARDO OLIVO FAX N0, 1 P. 04 a 1 2 3 4 S 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 74 25 26 27 2s NOW, THEREFORE, in consideration of the Recitals set for_•th above, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as set forth below. 1. Tho parties hereto agree that this MOU evidences the commitmont of the Property Owners to obtain parking, as required by the and consistent with the Vernon City Code, in the event that the property located at 1912 Vernon Avenue should be field and/or sold off separately, IN WITNESS WHEREOF, the panties hereto have executed this MOU, duly authorized, as of this date, month and year first above written. THE CITY OF VERNON By: _ .LEORIS C. MALBURG, Mayor ATTEST: 4510 SOUTH ALAMEDA STREET By: By: By: _ BRUC2 V. MALKENHORST, City Clerk APPROVED AS TO FORM: ]3y EDUARDO O-LIVO, City Attorney Shu Chin Kou Shan Chun Kou, .. 4 .. SUPPORTING DOCUMENTS OFFICE OF THE CITY ADMINISTRATOR/CITY CLERK 10 hM • �s • " �' �_0010� DATE: February 7, 2001 TO: Kevin Wilson Director f Community Services & Water FROM: Gloria rosco Chief Deputy City Clerk RE: Memorandum of Understanding Transmitted herewith is a fully executed copy of the Memorandum of Understanding between the City of Vernon and Shu Chin Kou and Shan Chun Kou, which was approved by City Council on January 3, 2001 through Resolution No.7686 (copy attached). I have also enclosed a copy of the transmittal letter that was sent to Mr. Prince, Esq. Thank you. GJO/mt L OFFICE OF THE CITY ADMINISTRATOR/CITY CLERK INTER -OFFICE MEMORANDUM DATE: February 7, 2001 TO: Judy Lehr Legal Secretary FROM: Gloria J. Oros Chief Deputy C' Clerk RE: Subordination Agreement & Memorandum of Understanding Transmitted herewith are fully executed.copies of the following, which were approved by City Council on January 3, 2001: • Memorandum of Understanding • Resolution No. 7686 • Subordination Agreement • Resolution No. 7679 I have also enclosed copies of all transmittal letters that were sent to Mr. David Prince, Esq. and Mr. Steve Bloom, Esq. Thank you. GJO/mt CITY COUNCIL LEONIS C. MALBURG Mayor THOMAS A. YBARRA Mayor Pro-Tem WM. 'BILL" DAVIS Councilman H. "LARRY" GONZALES Councilman W. MICHAEL MCCORMICK Councilman BRUCE V. MALKENHORST City Administrator / City Clerk FAX (323) 581-7924 CITY HALL 4305 SANTA FE AVENUE, VERNON, CALIFORNIA 90058 TELEPHONE (323) 583-8811 February 6, 2001 Mr. Steve Bloom, Esq. Merrill Lynch Business Financial Svcs, Inc. c/o Frandzel, Robins, Bloom & Csato, L.C. 6500 Wilshire Blvd., 17th Floor Los Angeles, CA 90048-4920 Dear Mr. Bloom: EDUARDO OLIVO City Attorney FAX: (562) 927-8722 KEVIN WILSON Director of community Services & Water FAX: (323) 588-2761 KENNETH J. DeDARIO Director of Municipal Utilities FAX: (323) 583-1983 DAVE TELFORD Fire Chief FAX: (323) 581-1385 BRUCE W. OLSON Police Chief FAX: (323) 583-5236 Enclosed is a fully executed duplicate original Subordination Agreement by R.C.C.I owner of the property, City of Vernon, beneficiary of the subordination agreement and Merrill Lynch Business Financial Services, as the lender, which was approved by City Council on January 3, 2001. If you have any questions, City Attorney at ext. 310. GJO:mt cc: Eduardo Olivo Agreement File #00-004 please refer them to Mr. Eduardo Olivo, Very�% truly yours, f' U�lor a J . 0 sco Chief Deputy City Clerk CITY COUNCIL LEONIS C. MALBURG Mayor THOMAS A. YBARRA Mayor Pro-Tem WM. 'BILL" DAVIS Councilman H. "LARRY" GONZALES Councilman W. MICHAEL MCCORMICK Councilman BRUCE V. MALKENHORST City Administrator / City Clerk FAX (323) 581-7924 CITY HALL 4305 SANTA FE AVENUE, VERNON, CALIFORNIA 90058 TELEPHONE (323) 583-8811 February 6, 2001 Mr. David L. Prince, Esq. Shu Chin Kou and Shan Chun Kou 1912 East Vernon Avenue, Suite 100 Vernon, CA 90058 Dear Mr. Prince: EDUARDO OLIVO City Attorney FAX: (562) 927-8722 KEVIN WILSON Director of Community Services & Water FAX: (323) 588-2761 KENNETH J. DeDARIO Director of Municipal Utilities FAX: (323) 583-1983 DAVE TELFORD Fire Chief FAX: (323) 581-1385 BRUCE W. OLSON Police Chief FAX: (323) 583-5236 Enclosed is a fully executed duplicate original Memorandum of Understanding between the City of Vernon and Shu Chin Kou and Shan Chun Kou regarding the City of Vernon's Parking Requirements (1912 East Vernon Avenue and 4510 South Alameda Street), which was approved by City Council on January 3, 2001. If you have any questions, please refer them to Mr. S.. Kevin Wilson, Director of Community Services and Water at ext. 245. Very truly yours, (n Lluu G lciria J. rosco Chief Deputy City Clerk GJO:mt cc: S. Kevin Wilson Agreement File #00-005 fi RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: MERRILL LYNCH BUSINESS FINANCIAL SERVICES, INC. 222 No. LaSalle Street, 17th Floor Chicago, IL 60601 Attn: Sandy Savich Assessor's Parcel No. SPACE ABOVE THIS LINE RESERVED FOR RECORDER'S USE SUBORDINATION AGREEMENT NOTICE: THIS SUBORDINATION. AGREEMENT PROPERTY BECOMING SUBJECT TO AND OF LOWER PRIORITY THAN THE LIEN OF SOME OTHER OR LATER SECURITY INSTRUMENT. THIS SUBORDINATION AGREEMENT ("Subordination Agreement") is hereby asmade as of of this Cday of January, 2001, by R.C.C.L, a California general partnership enefi iary of the "Subordinated Property(as defined below), CITY OF VERNON, ("City" ), Agreement" (as defined below), and MERRILL LYNCH BUSINESS FINANCIAL SERVICES INC. ("Lender"), as lender under the "Senior Loan Documents" (as defined below). WITNESSETH: THAT WHEREAS, Owner did execute a Covenant and Agreement, covering the Property, in favor of City, which Covenant and Agreement was recorded December 8, 1998, as Document No. 982228326, Official Records of Los Angeles County, California (the "Subordinated Agreement"); and WHEREAS, Owner is the owner of certain real property (the "Property") located in the County of Los Angeles, State of California, as more particularly described on Exhibit attached hereto and incorporated herein by this reference; and WHEREAS, Owner is obtaining financing from Lender (the "Loan") which will be secured by a deed of trust covering the Property (the Senior Deed of Trust"), which Loan will be evidenced by a promissory note, (the "Note"), in the amount of One Million Five Hundred Thousand and nol100 Dollars ($1,500,000.00), payable with interest and upon the terms and conditions described in the Note, the Senior Deed of Trust, and such other customary loan documents necessary or appropriate to evidence and/or secure of Trust, as collectively referred to the Loan (which documents, together with the Note and Senior D eedherein as the "Senior Loan Documents"); and WHEREAS, it is a condition precedent to obtaining the Loan that the Senior Loan Documents shall be and remain at all times a lien or charge upon the Property, prior and superior to the lien or charge of the Subordinated Agreement; and 239952.2 WHEREAS, Lender is willing to make the Loan provided the Senior Loan Documents shall at all times be a lien or charge upon the Property, prior and superior to the lien or charge of the Subordinated Agreement and provided that the City will specifically subordinate theSubordinated r Loan Do m Agreement is mayto the lien or charge of the Senior Loan Documents in favor of Lender (as such Seniobe modified or amended from time to time); and WHEREAS, it is to the mutual benefit of the parties hereto that Lender makes such Loan to Owner; and City is willing that the Senior Loan Documents shall, when recorded, constitute a lien or charge upon the Property which is prior and superior to the lien or charge of the Subordinated Agreement. NOW THEREFORE, inconsideration of the mutual benefits accruing he parties hereto and other n order to induce valuable consideration, the receipt and sufficiency of which is hereby acknowledged,and Lender to make the Loan, it is hereby declared, understood and agreed as follows: 1. That the Senior Loan Documents securing the Loan in favor of Lender, and any renewals or extensions thereof, shall be and remain at all times a lien or charge on the property therein described, prior and superior to the lien or charge of the Subordinated Agreement. 2. That Lender would not make the Loan without this Subordination Agreement. 3. That this Subordination Agreement shall be the whole and only agreement with regard to the subordination of the lien or charge of the Subordinated Agreement to the lien or charge of the Senior Loan Documents and shall .supersede and cancel, but insofar as would affect the priority between the deeds of trust hereinbefore specifically described, any prior agreement as to such subordination including, but not limited to, those provisions, if any, contained in the Subordinated Agreement, which provide for the subordination of the lien or charge thereof to another deed or deeds of trust or to another mortgage or mortgages. 4. City declares, agrees and acknowledges that: a. City consents to the Senior Loan Documents being senior to the Subordinated Agreement. b. Lender in making disbursements pursuant to any such agreement is under no obligation or duty to, nor has Lender represented that it will, see to the application of such hose provided for or use of such proceeds for purposes other than in such agreement or agreements shall not defeat the subordination herein made in whole or in part; and C. City knowingly and voluntarily waives, relinquishes and subordinates the lien or charge of the Subordinated Agreement in favor of the lien or charge upon the Property of the Senior Loan Documents and understands that in reliance upon, and in consideration of, this waiver, relinquishment and subordination specific loans and advances are being and will be made and, as part and parcel thereof, specific monetary and other obligations are being and will be entered into which would not be made or entered 239952.2 -2- into but for said reliance upon this waiver, relinquishment and subordination. 5. City acknowledges and agrees that Owner and Lender may, from time to time, (i) enter into new documents to secure the existing Loan or, (ii) modify the Senior Loan Documents. With respect thereto, in the event that any additional documents evidencing. Lender's security interest in the Property, including, without limitation, any amendment or modification to any of the Senior Loan Documents (collectively, "Additional Security Documents") are recorded against the Property after the recordation of this Subordination Agreement in the Official Records of Los Angeles County, California, the lien or charge of the Subordinated Agreement shall be and remain subordinate to the lien or charge upon the Property of such Additional Security Documents. In furtherance of the foregoing, City agrees to execute, if requested by Owner or Lender, an additional agreement, in form and content reasonably similar to this Subordination Agreement, and containing terms and provisions similar to those set forth in this Subordination Agreement and otherwise in recordable form, to evidence the continuing subordination of the lien or charge of the Subordinated Agreement to the lien or charge of any Additional Security Documents. 6. This Subordination Agreement shall be binding upon and shall inure to the benefit of the respective successors and assigns of the parties hereto. 7. This Subordination Agreement may be executed in .counterparts which together shall constitute but one and the same original. NOTICE: THIS SUBORDINATION AGREEMENT CONTAINS A FULL PROVISION WHICH ALLOWS THE PERSON OBLIGATED PORTION YOUR REAL PROPERTY SECURITY To OBTAIN A LOAN A WHICH MAY BE EXTENDED FOR OTBER PURPOSES THAN IMPROVEMENT OF THE LAND. City: THE CITY OF VERNON, a Municipal Corporation By: e nis C. Malburg, /a or Attest. [/ Bruce V. Malkenhorst City Clerk Approved as to form: <� 7-10&A- - _ Eduardo Olivo City Attorney , [Signatures Continued on Next Page] 239952.2 -3- Borrower: R. C. C. I. a California general partnership By: Name Its . By: Name• Its•'z"�' Qjhh7n Lender• MERRILL LYNCH BUSINESS FINANCIAL SERVICES, INC. By: Name: Its: By: Name: Its• [ALL SIGNATURES MUST BE ACKNOWLEDGED] NOTICE: ITIS RECOMMENDED THAT, PRIORTO THE XECIEUT ATTORNEYS WITH RESPE OT AGREEMENT, THE PARTIES CONSULT WITH THERETO. 239952.2 -4- Borrower: R. C. C. I. a California general partnership By: Name: Its By: Name: Its: Lender: MERRILL LYNCH BUSINESS FINANCIAL SERVICES, INC. By: Name: j Ee. Its: v By: 4e: NamCs N / Its:- �'`r [ALL SIGNATURES MUST BE ACKNOWLEDGED] NOTICE: IT IS RECOMMENDED THAT, PRIOR TO THE EXECUTIONOOFTYS WITH RESPECT AGREEMENT, THE PARTIES CONSULT WITH THEIR THERETO. 239952.2 -4- STATE OF CALIFORNIA ) ) ss COUNTY OF LOS ANGELES ) On Jan . 3, 2001 before me, Howard D . Choi , allotary Public in and for said County and State, personally appearepersonally d Mi ^ Ri„ xo�� known to me (or proved to me on the basis of satisfactory evidence) to be the persons) whose name(s) is/fie subscribed to the within instrument, and acknowledged to me that �� (S executed the same in.his/k�a(iauthorized capacityfios, and that by his/1 g the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. HOWARD D. CHOI WITNESS my hand and official seal. canmtssion # 1225625 Notary Public - Califtr'nio -"` Los Angeles County ir "M My Comm. Expires Jul 19.2003 _s Public STATfi OF CALIFORNIA ) ) ss COUNTY OF LOS ANGELES ) Howard D . Choi a Notary Public in and , On Tan. 3 , 2001 ,before me, ,personally known for said County and State, personally appeared Mi n v Shin x�» to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/act subscribed to the within instrument, and acknowledged to me that hn/ason the insty executed the sa the e in t by his/bgoWwk person(s), or the entity upon be of which his/her/their authorized capaci yAt% and half athe person(s) d, executed the instrument. WITNESS my hand and official seal. HOWARD D. CHOI Commission # 1225625 Notary Public - Cdlt0(ni2 Los Angeles County ' ^ " my Cotnm.Ju119. 2003 239952.2 -5- STATE OF ILLINOIS ) )ss. COUNTY OF Codr ) On u Z too) before me, SaN SA v lcN , Notary Public in and for said County antate, personally appeared ,Ay i co, compf s ' personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted executed the instrument. WITNESS my hand and official s I. Signature (Seal) a�® V'OFFICIAL SEAL' PU" SANDY SAdICH Co�� Ms OU28M STATE OF ILLINOIS ) )ss. COUNTY OF _C_Qq):Z- ) before me, SP�v sfto 0 , Notary Public in and for said County and State, personally appeare 1 (,, ko,pc 21tJ ' personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted executed the instrument. WITNESS my hand and official seal. Signature (Seal) w ....................................' STATE OF CALIFORNIA ) ) ss a COUNTY OF LOS ANGELES ) On c / 2w, before me, Gloria J . Orosco , allotazy Public in and ersonall appeared Leo C . Malburg ________,)personally known for said Co ty and State, p Y pP le'e 'e) to be the person(s) whose name(s) is/are tome (Qrprovccl-tomeon-the tsi subscribed to the within instrument, and acknowledged to me that he/she their executed the same in his/her/their authorized capacity/ies, and that by his/4wAheif signatures-) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal ��.� (�.1 GLORIA J. OROSCO Commission # 1194618 Notary pubtic - Cclitomb Lo MgeW County MvC0rTMe0wAug27,2M2 239952.2 -7- EXHIBIT A ATTACHED TO AND HEREBY MADE A PART OF SUBORDINATION AGREEMENT AMONG R.C.C.I., A CALIFORNIA GENERAL PARTNERSHIP, CITY OF VERNON, AND. MERRILL LYNCH BUSINESS FINANCIAL SERVICES INC. COMMON ADDRESS OF REAL PROPERTY: 1908-1912 East Vernon Avenue Vernon, CA 90068 RECORD OWNER: SHU CHIN KOU and SHAN CHUNM U BIN KOU,na wife as community property, married man as his sole and separate property, AND MING SHIN KOU, a married man as his sole and separate property, all as joint tenants. LEGAL DESCRIPTION: PARCELI: THOSE PORTION OF NEW VERNON, IN THE CITY OF VERNON, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 21, PAGES 25 AND 26, OF MISCELLANEOUS RECORDS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS: BEGINNING AT THE INTERSECTION OF THE CENTER LINES OF VERNON SAME IS AVENUE, 0 SHED FEET WIDE, ANDY HE EAST BRANCH OF ALAMEDA STREET, 30 FEET ENGINEER OF SAID CITY; THENCE ALONG SAID CENTER LINE OF VERNON AVENUE, NORTH 89 DEGREES 50 MINUTES 30 SECONDS EAST 235.56 FEET; THENCE AT RIGHT ANGLES TO SAID CENTER LINE, SOUTH 0 DEGREES 09 MINUTES 30 SECONDS EAST 30 FEET TO THE TRUE POINT OF BEGINNING IN THE SOUTH LIENE OF SAID AVENUE; THENCE CONTINUING SOUTH 0 DEGREES 09 MINUTES 30 SECONDS EAST 90.70 FEET; THENCE PARALLEL WITH SAID AVENUE, SOUTH 89 DEGREES 50 MINUTES 30 SECONDS WEST 144.83 FEET TO THE EAST LINE OF LAND DESCRIBED IN DEED TO SOUTHERN PACIFIC COMPANY, RECORDED IN BOOK 447, PAGE 184 OF DEEDS IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY; THENCE ALONG SAID EAST LINE, NORTH 2 DEGREES 45 MINUTES 44 SECONDS EAST 90.82 FEET TO SAID SOUTH LINE OF VERNON AVENUE; THENCE ALONG SAID AVENUE, NORTH 89 DEGREES 50 MINUTES 30 SECONDS EAST 140.20 FEET TO THE TRUE POINT OF BEGINNING PARCEL 2; EW VERNON, IN THE CITY OF VERNON, COUNTY OF LOS ANGELES, STATE OF THOSECALIFORNIA,AS PER MAP RECORDED IN BOOK 21, PAGES 25 AND 26, OF MISCELLANEOUS RECORDS, IN 'HE THOSE PORTIONS OF N OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS: BEGINNING AT THE NORTHEAST CORNER OF THE LAND DESCRIBED IN THE DEED TO DORTHY STRAWN, RECORDED FEBRUARY 28, 1942, AS INSTRUMENT NO. 671 OF OFFICIAL RECORDS OF SAID COUNTY; THENCE ALONG THE PROLONGATION OF THE NORTHERLY LINE OF SAID LAND, NORTH 89 DEGREES 50 MINUTES 30 SECONDS EAST 153.80 FEET TO THE NORTHWEST CORNER OF THE LAND DESCRIBED IN THE DEED TO THE ALAVERN CO., RECORDED JANUARY 30, 1975 AS INSTRUMENT NO. 382 OF OFFICIAL RECORDS OF SAID COUNTY; THENCE ALONG THE WESTERLY LINE OF THE LAND DESCRIBED IN SAID LAST MENTIONED DEED AND THE PROLONGATION THEREOF, SOUTH 0 DEGREES 41 MINUTES 30 SECONDS WEST 163.45 FEET TO THE MOST NORTHERLY CORNER OF THE LAND FIRST DESCRIBED IN THE DEED TO THE ARGOSY FUND, RECORDED NOVEMBER 28, 1951, AS INSTRUMENT N0.754, OF OFFICIAL RECORDS IN SAID LAST MENTIONED DEED, SOUTH 89 DEGREES 50 MINUTES 30 SECONDS WEST 299.55 FEET TO THE EASTERLY LINE 8 888 AS OF THE LAND FIRST DESCRIBED IN THE DEED TO THE SOUTHERN -PACIFIC COMPANY, RECORDED INSTRUMENT NO. 76 IN BOOK 447 PAGE 184 OF DEEDS, IN SAID RECORDERS OFFICE; THENCE ALONG SAID EASTERLY LINE, NORTH 2 DEGREES 45 MINUTES 44 SECONDS EAST TO THE SOUTHWEST CORNER OF THE LAND DESCRIBED IN SAID HEREINABOVE MENTIONED DEED TO DORTHY STRAWN; THENCE ALONG THE SOUTHERLY AND EASTERLY LINES OF SAID HEREINABOVE MENTIONED DEED TO DORTHY- STRAWN AS FOLLOWS: NORTH 89 DEGREES 50 MINUTES 30 SECONDS EAST 144.83 FEET, AND NORTH 0 DEGREES 09 MINUTES 30 SECONDS WEST TO THE POINT OF BEGINNING.