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200002624 <br />Real Estate Lien first above mentioned and provided that Secured Party will specifically and <br />unconditionally subordinate the lien or charge of the Real Estate Lien first above mentioned to <br />the lien or charge of the Deed of Trust in favor of Lender, and <br />WHEREAS, it is to the mutual benefit of the parties hereto that Lender make such loan to <br />Owner; and Secured Party is willing that the Deed of Trust securing the same shall, when <br />recorded, constitute a lien or charge upon said land which is unconditionally prior and superior to <br />the lien or charge of the Real Estate Lien first above mentioned. <br />NOW, THEREFORE, in consideration of the mutual benefits accruing to the parties hereto and <br />other valuable consideration, the receipt and sufficiency of which consideration is hereby <br />acknowledged, and in order to induce Lender to make the loan above referred to, it is hereby <br />declared, understood and agreed as follows: <br />(1) That said Deed of Trust securing said Note in favor of Lender, and any renewals <br />or extensions thereof, shall unconditionally be and remain at all times a lien or <br />charge on the property therein described, prior and superior to the lien or charge <br />of the Real Estate Lien first above mentioned. <br />(2) That Lender would not make its loan above described without this Subordination <br />Agreement. <br />(3) That this agreement shall be the whole and only agreement with regard to the <br />subordination of the lien or charge of the Real Estate Lien first above mentioned <br />to the lien or charge of the Deed of Trust in favor of lender above referred to and <br />shall supersede and cancel, but only insofar as would affect the priority between <br />the Deed of Trust hereinbefore specifically described, any prior agreement as to <br />such subordination including, but not limited to, those provisions, if any, <br />contained in the Real Estate Lien first above mentioned, which provide for the <br />subordination of the lien or charge thereof to another Deed or Deeds of Trust or to <br />another mortgage or mortgages. <br />Secured Party declares, agrees and acknowledges that: <br />(a) It consents to and approves (I) all provisions of the Note and Deed of Trust in <br />favor of Lender above referred to, and (ii) all agreements, including but not <br />limited to any loan or escrow agreements, between Owner and Lender for the <br />disbursement of the proceeds of Lender's loan; <br />(b) Lender in making disbursements pursuant to any such agreement is under no <br />obligation or duty to, nor has Lender represented that it will, see to the application <br />of such proceeds by the person or persons to whom Lender disburses such <br />proceeds and any application or use of such proceeds for purposes other than <br />those provided for in such agreement or agreements shall not defeat the <br />subordination herein made in whole or in part; <br />2 <br />