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EXHIBIT 3 <br />JUNIOR LIENHOLDER'S CONSENT AND SUBORDINATION AGREEMENT <br />(City Loan) <br />NOTICE: THIS JUNIOR LIENHOLDER CONSENT AND SUBORDINATION AGREEMENT <br />RESULTS IN YOUR SECURITY INTEREST IN THE PROPERTY REMAINING SUBJECT TO <br />AND OF A LOWER PRIORITY THAN THE LIEN OF THE DEED OF TRUST AS MODIFIED <br />BY THE FOREGOING MODIFICATION AGREEMENT. <br />The undersigned ("Junior Lienholder") is the owner and holder of a security interest and other interests <br />("Junior Security Interest") evidenced by that certain City Deed of Trust and Assignment of Rents (923 N. <br />Santiago Street, Santa Ana, California) dated July 11, 2013, recorded on August 9, 2013, as Instrument <br />No. 2013000476764 in the Official Records of Orange County, California (the "Official Records"), together <br />with the other loan documents executed in connection with the Junior Security Interest, which is junior, <br />subordinate and subject to the terms, covenants, conditions and restrictions of the Deed of Trust, other than <br />the Senior Affordability Restrictions (collectively, the "Junior Loan Documents"). <br />Junior Lienholder hereby (a) acknowledges the receipt of the Modification Agreement, (b) consents to the terms <br />and provisions of the Modification Agreement and the transactions described therein, and (c) confirms and <br />acknowledges that the Deed of Trust, as amended by the terms of the Modification Agreement, unconditionally <br />remains a lien or charge on the Property prior and superior to the lien or charge of each of the Junior Loan <br />Documents, other than the Senior Affordability Restrictions, respectively. Junior Lienholder reaffirms that the <br />terms of that certain Subordination Agreement dated March 1, 2016 and recorded March 16, 2016 as <br />Instrument No. 2016000109374 in the Official Records, executed by and among Junior Lienholder, Bank and <br />Borrower (the "City Subordination'), as amended by the Modification Agreement, are in full force and effect <br />with respect to the Loan, Deed of Trust and Loan Documents, as amended to date, which Loan, Deed of Trust <br />and Loan Documents are being assigned to CCRC concurrently herewith pursuant to the terms of the Loan <br />Purchase Agreement. <br />Agreed and Acknowledged: <br />Dated as of: 2018 "JUNIOR LIENHOLDER" <br />ATTEST: <br />Clerk of the Council <br />APPROVED AS TO FORM: <br />CITY OF SANTA ANA, a charter city and municipal <br />corporation <br />0 <br />Name: <br />Its: <br />Consent to Modification Agreement <br />C-1 <br />25C-32 <br />