Item HA 03 - Subordination Agreement and Lease Rider for FX Residences

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EXHIBIT 3 which a certificate of occupancy is issued for the Development and will end on the 99t" anniversary of the date of the commencement of the Lease, subject to options described in the Lease. All conditions precedent to the effectiveness of the Lease and/or the exercise of any of Lessee's rights thereunder has been fully satisfied. Notwithstanding anything in the Lease to the contrary, Lease shall not expire prior to payment in full of the Department's Loan and fulfillment of Lessee's obligations under the Regulatory Agreement. g. Development. To Landlord's actual knowledge, the Development constructed, or to be constructed, by Lessee on the Property satisfies all requirements affecting the design, use or characteristics of such Development imposed by Landlord under the Lease or otherwise, any and all applicable provisions of federal, state and local laws, and all agreements with any public entities concerning the Development, as amended from time to time. h. Insurance. All notices, certificates, binders, endorsements, copies of policies, and receipts required under the Lease have been delivered and approved by Landlord. 3. Cancellation, Transfer of Interest. a. Landlord and Lessee agree that so long as the Department, its successor or assigns holds the Trust Deed and Regulatory Agreement encumbering the Property, no termination of the Lease by Lessee, and no subordination, cancellation, surrender, amendment or modification of the Lease shall be effective without the prior written consent of the Department, which consent shall be in the Department's sole and absolute discretion, and may be conditioned upon the satisfaction of such terms and conditions as the Department may prescribe. Any attempt by Lessee to take such action shall be void without the Department's prior written consent. b. Landlord agrees that it shall not transfer, convey, sell, hypothecate, assign, encumber or permit any liens against its interest, or any portion thereof, in the Property or the Development without the prior written approval of the Department, which consent shall be in the Department's sole and absolute discretion, and may be conditioned upon the satisfaction of such terms and conditions as the Department may prescribe. If the Department approves any such transfer, conveyance, sale, hypothecation, assignment or other encumbrance of its interest, or any portion thereof, in the Property or the Development, Landlord will require that any purchaser, assignee or transferee expressly assume all of the obligations of Landlord under the Lease and this Agreement by a written instrument recordable in the Official Records. c. Bankruptcy. Neither the Landlord nor the Lessee, in the event of bankruptcy by either, will take the benefit of any provisions in the United States Bankruptcy Code NPLH Lease Rider Page 4 of 17 Rev:7/16/2024 Prep: 6/1/2026 Dev: Francis Xavier Residence Assessor's Identification Number:398-303-04,398-303-05,398-303-06 and 398-303-07 Loan No.: 18-NPLH-12673