Complaint,Petition: Athene Annuity and Life Company vs. Sharon Pace, Et Al

On May 22, 2024 a Complaint,Petition was filed involving a dispute between Athene Annuity And Life Company, and Pace, Brayden, Pace, Kaitlyn, Pace, Sharon, The Unknown Heirs At Law Of Larry Pace, Deceased, for Real Property - Other Real Property - Ownership/Title in the District Court of Galveston County.

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Filed: 5/22/2024 7:22 AM
J OHN D. KINARD - District Clerk
Galveston County, Texas
Envelope No. 87998545
By: Lisa Kelly
24-CV-0847 5/22/2024 2:22 PM

Cause No.

ATHENE ANNUITY AND LIFE IN THE DISTRICT COURT
COMPANY,
Plaintiff,
Vv.

SHARON PACE, KAITLYN PACE, OF GALVESTON COUNTY, TEXAS
BRAYDEN PACE, AND THE
UNKNOWN HEIRS AT LAW OF
LARRY PACE, DECEASED, Galveston County - 122nd District Court
Defendants.

In Re: 3616 AVENUE L,
GALVESTON, TEXAS 77550 JUDICIAL DISTRICT

PLAINTIFF'S ORIGINAL PETITION

Synopsis: Plaintiff seeks a declaratory judgment that: (1) all of Decedent’s heirs-at-law made

parties to this suit and were vested with all of Decedent's right, title and interest in the Property; (2)

the vendor’s lien against the Property is rescinded; (3) the statutory lien against the Property be

enforced by non-judicial foreclosure; and (4) divests the Decedent’s putative estate and heirs of all

right, title and interest in the Property.

I
DISCOVERY

1 Plaintiff intends to conduct discovery under Level 3 of TEX. R. CIV. P. 190.

Il.
PROPERTY

2. This proceeding concerns a loan agreement, as that term is defined in TEX. BUS. &

COM. CODE § 26.02, (“Loan Agreement”) secured by real property and improvements commonly

known as 3616 Avenue L, Galveston, Texas 77550 (“Property”), and legally described as:

Status Conference set 8-22-24

Plaintiff's Original Petition Page 1 of 11
RASC File No. 24-187164
A TRACT OF LAND OUT OF THE SOUTHWEST 1/4 OF BLOCK 96, IN
THE CITY OF GALVESTON, GALVESTON COUNTY, TEXAS,
ACCORDING TO THE PLAT, INCOMMON USE, "PLAN OF THE CITY
OF GALVESTON BY WILLIAM SANDUSKY, 1845", CONTAINING 0.116
ACRE (5,030 SQUARE FEET) OF LAND AND BEING FURTHER
DESCRIBED BY METES AND BOUNDS AS FOLLOWS:

BEGINNING AT A SET 1/2 INCH DIAMETER STEEL
REINFORCEMENT BAR (1/2" IR) FOR THE SOUTHWEST CORNER
OF THE SOUTHWEST OF BLOCK, FROM WHICH THE SOUTHEAST
CORNER OF BLOCK 96 BEARS N 73° 45' E, 150.00 FEET, ALSO BEING
INTERSECTION OF THE WEST LINE OF 36TH STREET (80 FOOT
WIDTH) AND THE NORTH LINE OF AVENUE L (70 FOOT WIDTH);

THEN N 16° 15' W, 130.00 FEET TO A CHAIN LINK FENCE POST;

THEN S 72° 38' W (CALL S 73° 45' W), 30.00 FEET TO A FOUND 5/8" IR;

THEN S 17° 09' W, 30.47 FEET (CALL S 16° 15' E, 30.00 FEET) TO A
FOUND 5/8" IR;

THEN S 73° 45' W, 5.49 (CALL 5.00) FEET TO A SET /2" IR;

THEN N 16° 15' W, 9.63 (CALL 8.58) FEET TO AN "X" CHISELED ON A
CONCRETE FENCE BASE;

THEN S 73° 45' W, 6.00 FEET TO THE CORNER OF THE CONCRETE
FENCE BASE;

THEN S§ 16° 15' E, 108.58 FEET TO A SET NAIL IN AVENUE L;

THEN N 73° 45' E ALONG AVENUE L, 41.00 FEET TO THE POINT OF
BEGINNING, CONTAINING 0.116 ACRE (5,030 SQUARE FEET) OF
LAND.

Il.
PARTIES

3. Plaintiff, Athene Annuity and Life Company, c/o Select Portfolio Servicing, Inc., 3217

S. Decker Lake Drive, Salt Lake City, Utah 84119, acquires loan agreements secured by real property

in the State of Texas and, when necessary, enforces such security instruments. With respect to the

Plaintiff's Original Petition Page 2 of11
RASC File No. 24-187164
Property and Loan Agreement made subject of this proceeding, Athene Annuity and Life Company

is the beneficiary of the security instrament and Select Portfolio Servicing, Inc., is the mortgage

servicer, as the term “mortgage servicer” is defined in the TEX. PROP. CODE §51.0001(3) and is

entitled to enforce the debt pursuant to TEX. BUS. & COMM. CODE § 3.301.

4 Larty Pace (“Decedent”) was an obligor and died on or about February 19, 2024. No

probate proceeding has been opened for Decedent in the County where the Property is located.

Therefore, there is no executor or administrator to be made a party in this proceeding as the personal

representative of the Decedent’s Probate Estate. Consequently, Plaintiff files this suit against the

Decedent’s heirs-at-law.
.
5. According to TEX. ESTATES CODE § 101, et seq., the heirs-at-law of Decedent

(“Heir” or “Defendant” as the context implies), whether known or unknown, acquired Decedent’s

undivided interest in the Property immediately upon Decedent’s death. Each Heir who acquired an

interest in the Property securing the loan agreement made the subject of this proceeding is made a

party to this suit pursuant to TEX. ESTATES CODE § 101; TEX. CIV. PRAC. & REM. CODE §

17.003/17.005; as well as TEX. R. CIV. PROC. 112/113.

6. Defendant, Sharon Pace, is the surviving Spouse of Decedent and may be served with

process at 5740 Emerald Brook Lane, League City, Texas 77573. No personal liability sought against

this Defendant.

7. Defendant, Kaitlyn Pace, is an Heir of Decedent and may be setved with process at

4150 Belt Line Road, Apt. 13047, Addison, Texas 75001. No personal liability sought against this

Defendant.

Plaintiff's Original Petition Page 3 of 11
RASC File No. 24-187164
8. Defendant, Brayden Pace, is an Heit of Decedent and may be served with process at

5740 Emerald Brook Lane, League City, Texas 77573. No personal liability sought against this

Defendant.

9. If Decedent had other heirs-at-law who have an interest in the Property, but whose

identity and whereabouts are unknown, according to TEX. CIV. PRAC. & REM. CODE § 17.004,

Plaintiff will seek service of process by citation by publication and appointment of an attorney ad litem

to represent the Defendants’ interests.

Iv.
JURISDICTION

10. This Court has subject matter jurisdiction over the controversy because Plaintiff seeks

only title, possession, or foreclosure of the Property secured by the Loan Agreement debt. TEX. CIV.

PRAC. & REM. CODE § 17.002 and TEX. ESTATES CODE § 101.001. Plaintiff seeks an amount

of less than $250,000 and non-monetary relief.

Vv.
VENUE

11. Venue is property in this county because the Property is located in this county.

VI.
FACTS

12. Larty Pace executed a note dated August 21, 2023, in the original principal sum of

$532,000.00, (“Note”) to acquire money loan against the Property. The Note is secured by a deed of

trust encumbering the Property, (“Deed of Trust”). (See a true and correct copy of the Note marked

Exhibit “A” and a true and correct copy of the Deed of Trust marked Exhibit “B”). Plaintiff is the

beneficiary of the Deed of Trust and holder of the express Vendot’s Lien of record. (See Exhibit “C”).

13. The documents attached to this petition are made a part of this proceeding for all

purposes and are true and correct copies of pertinent original Loan Agreement documents related to

Plaintiff's Original Petition Page 4 of 11
RASC File No. 24-187164
the debt secured by the Loan Agreement and the Property made the subject of this proceeding. Subject

Documents includes:

A Note marked as Exhibit “A”;

B. Deed of Trust marked as Exhibit “B”;

Cc Assignment of Deed of Trust marked as Exhibit “C”;

D Warranty Deed with Vendor’s Lien marked as Exhibit “D.”

E. Notice of Default marked as Exhibit “E.”

14, Larty Pace is the person obligated to pay the loan agreement. The obligor of the debt

evidenced by the Loan Agreement used funds advanced by the original mortgagee to purchase or

assume the Property. The Property secured the debt created under the terms of the Loan Agreement.

15. According to the Plaintiffs records, payments have not been made according to the

terms of the Loan Agreement and the Note is currently due for the November 1, 2023 payment. Prior

to the filing of this Petition, Plaintiff has sent the notice to cure the default as is required under the

terms of the Loan Agreement (See true and correct copies of the notice of default attached hereto as

Exhibit “E”). The default has not been cured and therefore, there has been a material breach of the

Loan Agreement.

16. As a consequence of the failure to cure the default and material breach of the Loan

Agreement, Plaintiff, hereby accelerates the maturity of the debt evidenced by the Loan Agreement.

17. As of May 31, 2024, the Loan Agreement payoff, as defined in TEX. PROP. CODE

§ 12.017, was at least $582,202.18. However, this sum increases daily under the terms of the Loan

Agreement to include, but not limited to, earned interest, collection costs to include attorney fees,

taxes, insurance and other legally authorized expenses.

Plaintiff's Original Petition Page 5 of 11
RASC File No. 24-187164
18. Under the terms of the Loan Agreement, Plaint ff has advanced funds for the payment

of taxes, insurance, and property preservation expenses, in an attempt to preserve and protect the

Property from becoming a wasting asset and subject to vandalism.

19. But for the death of the Decedent, Plaint ff would have exercised its right to enforce

its security instrument against the Property because of the material breach of the Loan Agreement.

The most practical, efficient, and effective means to enforce Plaintiff's security interest in the Property

would be a public auction of the Property.

A. The rights, responsibilities, and duties of Plaintiff and the trustee of the

security instrument are well known under TEX. PROP. CODE § 51.002 and

Texas case law; therefore, a public auction conducted in the same manner as a

non-judicial foreclosure sale would meet all the constitutional standards of due

process.

B. In addition, a public auction of the Property would also be the most

expedient means to put the Property back into the stream of commerce, as

well as into the housing stock of the community. Otherwise, the property will

continue to be a wasting asset that is subject to vandalism and deterioration.

20. All conditions precedent have been performed or have occurred, as required by TEX.

R. CIV. P. §54, for Plaintiff to enforce its security interest against the Property.

21. If the Loan Agreement was created under TEX. CONST. ART. XVI, § 50a(6), Plaintiff

seeks no personal liability against any defendant.

Plaintiff's Original Petition Page 6 of 11
RASC File No. 24-187164
VII.
CAUSES OF ACTION

A Rescission of Vendor’s Lien

22. According to the Uniform Declaratory Judgments Act, TEX. CIV. PRAC. & REM.

CODE § 37.001, ev. seq., Plaintiff respectfully requests this Court declare and enter judgment as to all

Defendants that Plaintiff has superior title to the Property secured by a vendot’s lien as evidenced by

the reservations in the Loan Agreement documents.(S¢ee Exhibits “B” and “D”).

23. Plaintiff seeks to exercise its right of title and possession to the Property against all

Defendants by rescission of the vendor’s lien due to the material breach of the Loan Agreement. As

the Texas Supreme Court held in Estes ». Browning, 11 Tex. 237 (1853), “no man shall claim title to the land

of another without payment of the price agreed upon.”

24. Until the Loan Agreement debt used to acquire the Property is paid, the obligors have

only equitable title to the Property, which is the use, benefit and enjoyment of the Property — not legal

title which is held by Plaintiff.

25. By exercising its right to rescind the vendotr’s lien, Plaintiff is not making a claim for

money against Decedent of Decedent’s putative Estate; therefore, there is no necessity of

administration of Plaintiffs claim under the Texas Estates Code. Lusk v. Mintz, 625 S.W.2d 774

(Tex.App—Houston [14th Dist.] 1981) and Walton v. First Nat'l Bank of Trenton, 956 S.W. 2d 647, 652

(Tex. App.—Texarkana, 1997).

26. For due process purposes, Plaintiff seeks to rescind the vendor’s lien by using the

provisions of the Loan Agreement and TEX. PROP. CODE § 51.002 to conduct a non-judicial

foreclosure of the Property.

B. Enforcement of Statutory Lien

Plaintiff's Original Petition Page 7 of 11
RASC File No. 24-187164
27. According to the Uniform Declaratory Judgments Act, TEX. CIV. PRAC. & REM.

CODE § 37.001, et. seq., Plaintiff seeks a declaration that Plaintiff has an in-rem lien against the

Property under the terms of the Loan Agreement and the following statutory authority:

a. TEX. ESTATES CODE § 101.0001, which states in pertinent
part:

“Subject to Section 101.051, the estate of a person who dies
Intestate vests immediately in the person’s heirs at law.”

b TEX. ESTATES CODE § 101.051, which states in pertinent
part:

“A decedent's estate vested in accordance with Section 101.001 Subject to
the payment of, and is still liable for the debts of the decedent, except as
exempted by law...”

Also see:

TEXAS TITLE EXAMINATION STANDARDS § 11.10,
which states in pertinent part:

“A_ decedent’s Property passes to his or her heirs at law or devisees
immediately upon death, subject in each instance, except for exempt
property, To payment of debts, including estate and inheritance taxes,”
and

TEXAS TITLE EXAMINATION STANDARDS § 11.60,
which states in pertinent part:

“A decedent's Property passes to his or her heirs at law or Devisees
immediately upon death, subject in each instance, Except for exempt
property, to payment of debts, including estate and inheritance
taxes...Property of a decedent passes subject to unpaid debts and taxes of
the estate.”

28. Plaintiff's statutory lien gives Plaintiff an enforceable and superior in rem lien against

the Property. Because of a material breach of the Loan Agreement, Plaintiff seeks to enforce its

statutory lien against the Property according to the terms of the Loan Agreement and TEX. PROP.

CODE § 51.002 or TEX. R. CIV. P. 309.

Plaintiff's Original Petition Page 8 of 11
RASC File No. 24-187164
29. Plaintiff seeks no personal liability against the heirs. Plaintiff seeks only the in-rem

interest in the property acquired by the heirs upon the death of the Decedent.

C. Non-Judicial Foreclosure

30. Because of a material breach of the Loan Agreement, Plaintiff seeks to enforce the

rescission of its vendor’s lien by non-judicial foreclosure with respect to all Defendants who are

obligors of the Loan Agreement or acquire the Property subject to Decedent’s debts according to the

terms of the Loan Agreement and TEX. PROP. CODE § 51.002.

31. In addition, Plaintiff seeks to enforce its statutory probate lien by non-judicial

foreclosure against the Defendants under the terms of the Loan Agreement and TEX. PROP. CODE

§ 51.002.
D. Quiet Title

32. Pursuant to the Texas Uniform Declaratory Judgment Act, TEX. CIV. PRAC. &

REM. § 37.001, e¢ seqg., Plaintiff requests this Court declare and enter judgment that after enforcing its

security interest, Plaintiff has all right to and interest in the Property and that all of Decedent’s and

Defendants’ interest in the Property be vested in the Plaintiff. Brainard v. State, 12 SW.3d 6, 29 (Tex.

1999).
33. Upon Decedent’s death, the Heirs of the Decedent became vested with an interest in

the Property, adverse to the Plaintiff. All claims to the Property by the Heirs are subject to Plaintiffs

superior security instrument in the Property.

34. The heirs cannot hold greater rights in the property than the Decedent, who was the

obligor under the Loan Agreement. The heirs take their interest in the property subject to the Loan

Agreement. Though not personally liable on the debt, the heirs have failed to make payments and/or

payoff the loan, while still enjoying the use and benefit of the property. Therefore, any and all interest

Plaintiff's Original Petition Page 9 of 11
RASC File No. 24-187164
in the Property the heirs maintain its extinguished when the Plaintiff enforces its security interest

against the Property.

35. Because of a material breach of the Loan Agreement, Plaintiff seeks to enforce its

security interest in the Property against the Heirs and Defendants in accordance with the terms of the

Loan Agreement and TEX. PROP. CODE § 51.002 or TEX. R. CIV. P. 309.

E. Writ of Possession

36. If any person, whether one or more, occupies or claims possession of the Property

after transfer of all right, title, and interest in the Property as a result of foreclosure Plaintiff or its

successor in interest requests a Writ of Possession from this Court according to TEX. R. CIV. P. 310.

F. Attorney Fees

37. Plaintiffis entitled to recover reasonable and necessary attorney fees under TEX. CIV.

PRAC. & REM. CODE § 38.001, et. seq., due to the material breach of the Loan Agreement as a

charge against the Property.

PRAYER

Plaintiff respectfully requests that upon final hearing, that Defendants be cited to appear and

answer, and the Court enter judgment granting:

1 A declaration that all of Decedent’s heirs-at-law have been made parties to this suit
and are vested with all of the Decedent’s right, title and interest in the Property; and

A declaration that Plaintiffs vendor’s lien against the Property be rescinded and that
the Defendants be divested and Plaintiff vested with all of Decedent’s and Defendant’s
right, title and interest to the Property; or

A declaration that Plaintiffs statutory lien against the Property be enforced by a
foreclosure, and that through foreclosure the Defendants be divested and Plaintiff
vested with all of Decedent’s and Defendant's right, title and interest to the Property;
and

A declaration that Plaintiff is vested with all right, title and interest in the Property in
order to remove any cloud on title that the Heirs interests may have created; and

Plaintiff's Original Petition Page 10 of 11
RASC File No. 24-187164
A writ of possession against any occupant of the Property if the Occupant fails or
refuses to leave the Property after foreclosure, and

6. Attorney fees and costs of suit, and

All other relief both general and specific, in law and in equity, to which plaintiff may
be justly entitled.

Respectfully submitted,

ROBERTSON, ANSCHUTZ,
SCHNEID, CRANE & PARTNERS,
PLLC

By: Ls/ Joseph M. Vacek
Joseph M. Vacek
TSBN: 24039948
jvacek@raslg.com
5601 Executive Drive, Suite 400
Irving, TX 75038
Tel: (817) 873-3080
Fax: (817) 796-6079
Attorneys for PLAINTIFF

Plaintiff's Original Petition Page 11 of 11
RASC File No. 24-187164
MIN
NOTE
August 21, 2023 irvine, California
[Date [city] [State]
3616 AVENUE L, GALVESTON, TX 77550
roperty Address]

1 BORROWER'S PROMISETO PAY
in return for a Joan in the amount of U.S. $532,000.00 (the “Principal’) that | have received from
OCMBC, INC., a California Corporation

(the “Lender’), | promise to pay the Principal, plus interest, to the order of the Lender. | will make all payments under this
Note in U.S. currency in the form of cash, check, money order, or other payment method accepted by Lender.
| understand that the Lender may transfer this Note. The Lender or anyone who takes this Note by transfer and who
is entitled to receive payments under this Note is called the “Note Holder.”

2. INTEREST
Interest will be charged on unpaid Principal until the full amount of the Principal has been paid. | will pay interest at
a yearly rate of 8.499 %.
The interest rate required by this Section 2 is the rate | will pay both before and after any default described in Section 6(8)
of this Note.
3. PAYMENTS:
(A) Time and Place of Payments
I will pay principal and interest by making a payment every month. This amount is called my “Monthly Payment.”
| will make my Monthly Payment on the 1st day of each month beginning on October 1, 2023. | will make
these payments every month until | have paid ail of the Principal and interest and any other charges described below
that | may owe under this Note. Each Monthly Payment will be applied as of its scheduled due date and will be applied to
interest before the Principal. If, on September 1, 2053, | still owe amounts under this Note, | will pay those amounts
‘on that date, which is called the “Maturity Date.”
{ will make my Monthly Payments at 19000 MacArthur Blvd., Ste. 200
Irvine, CA 92612

or ata different place if requited by the Note Holder.
(8) Amount of Monthly Payments
My Monthly Payment will be in the amount of U.S. $4,090.24. This payment amount does not include any
property taxes, insurance, or other charges that I may be requited to pay each month,
4. BORROWER'S RIGHTTO PREPAY
Ihave the right to make payments of principal at any time before they are due. A payment of principal only is known as
“Prepayment.” When I make a Prepayment, | will notify the Note Holder in writing that ! am doing so. | may not designate
a payment as a Prepayment if | have not made all the Monthly Payments then due under this Note.
{may make a full Prepayment or partial Prepayments without paying a Prepayment charge. The Note Holder will use
my Prepayments to reduce the amount of Principal that 1 owe under this Note. However, the Note Holder may apply my
Prepayment to the accrued and unpaid interest on the Prepayment amount, before applying my Prepayment to reduce the
Principal amount of the Note. If | make a partial Prepayment, there will be no changes in the due date or in the amount
of my Monthly Payment unless the Note Holder agrees in writing to those changes. SEE PREPAYMENT ADDENDUM
ATTACHED TO THIS NOTE.

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5, LOAN CHARGES
oo
If applicable law sets maximum loan charges, and that law is finally interpreted so that the interest or other loan charges
collected or to be collected in connection with the loan exceed the permitted limits, then (a) any such loan charge will be
reduced by the amount necessaryto reduce the charge to the permitted limit, and (b) any sums already collected from
me that exceeded permitted limits will be refunded to me. The Note Holder may choose to make this refund by reducing
the Principal ! owe under this Note or by making a direct payment to me. If a refund reduces Principal, the reduction will
be treated as a partial Prepayment.
6. BORROWER'S FAILURETO PAY AS REQUIRED
(A) Late Charges for Overdue Payments
If the Note Holder has not received the full amount of any Monthly Payment by the end of 15 calendar days after
the date it is due, | will pay 2 late charge to the Note Holder. The amount of the charge will be 5.000 % of my overdue
Monthly Payment. | will pay this late charge promptly but only once on each late payment.
(8) Default
If I do not pay the full amount of each Monthly Payment on the date it is due, | will be in default.
(C) Notice of Default
If | am in default, the Note Holder may send me a written notice telling me that if 1 do not pay the overdue amount
by a certain date, the Note Holder may require me to pay immediately the full amount of unpaid Principal, alll the interest
that | owe on that amount, and other charges due under this Note (the “Default Balance”). That date must be at least 30
days after the date on which the notice is mailed to me or delivered by other means.
(D) No Waiver By Note Holder
If | am in default and the Note Holder does not require me to pay the Default Balance immediately as described
above, the Note Holder will still have the right to do so if | continue to be in default or if | am in default at a later time.
{E) Payment of Note Holder's Costs and Expenses
Ifthe Note Holder has required me to pay the Default Balance immediately as described above, the Note Holder will
have the right to be paid back by me for all of its costs and expenses in enforcing this Note to the extent not prohibited
by applicable law. Those expenses include, for example, reasonable attorneys’ fees and costs.

7% GIVING OF NOTICES
(A) Notice to Borrower
Unless applicable law requires a different method, any notice that must be given to me under this Note will be given
by delivering it, or by mailing it by first class mail, to me at the Property Address above or at a different address if I give
the Note Holder a notice of my different address. | will promptly notify the Note Holder of any change to my physical
address and of any change to my mailing address. Unless applicable law requires otherwise, notice may instead be sent
by e-mail or other electronic communication if agreed to by me and the Note Holder in writing and if | have provided the
Note Holder with my current e-mail address or other electronic address. If | have agreed with the Note Holder that notice
may be given by e-mail or other electronic communication, | will promptiy notify the Note Holder of any changes to my
e-mail address or other electronic address.
{B) Notice to Note Holder
Any notice that | must give to the Note Holder under this Note will be delivered by first class mail to the Note Holder
at the address stated in Section 3(A) above or at a different address if ! am given a notice of that different address.

8. OBLIGATIONS OF PERSONS UNDER THIS NOTE
If more than one person signs this Note, each person is fully and personally obligated to keep all of the promises
made in this Note, including the promise to pay the full ammount owed. Any person who is a guarantor, surety, or endorser
of this Note is also obligated to do these things. Any person who takes over these obligations, including the obligations
of a guarantor, surety, or endorser of this Note, is also obligated to keep all of the promises made in this Note. The Note
Holder may enforce its rights under this Note against each person individually or against all of us together. This means
that any one of us may be required to pay all of the amounts owed under this Note.
9. WAIVERS
{ and any other person who has obligations under this Note waive the rights of Presentment and Notice of Dishonor.
“Presentment” means the right to require the Note Holder to demand payment of amounts due. “Notice of Dishonor”
means the right to require the Note Holderto give notice to other persons that amounts due have not been paid.

MULTISTATE FIXED RATE NOTE - Single Family
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10. UNIFORM SECURED NOTE
This Note is a uniform instrument with limited variations in some jurisdictions. In addition to the protections given to
the Note Holder under this Note, a Morigage, Mortgage Deed, Deed of Trust, or Security Deed (the “Security Instrument’),
dated the same date as this Note, protects the Note Holder from possible losses that might result if | do not keep the prom-
ises that | make in this Note. That Security Instrument also describes how and under what conditions | may be required
to make immediate payment of all amounts | owe under this Note. Some of those conditions are described as follows:

If all or any part of the Property or any Interest in the Property is sold or transferred (or if Borrower is not a
natural person and a beneficial interest in Borrower is sold or transferred) without Lender's prior written consent,
Lender may require immediate payment in full of all sums secured by this Security Instrument. However, Lender
will not exercise this option if such exercise is prohibited by Applicable Law.
If Lender exercises this option, Lender will give Borrower notice of acceleration. The notice will provide a period
of not less than 30 days from the date the notice is given in accordance with Section 16 within which Borrower
must pay all sums secured by this Security Instrument, If Borrower fails to pay these sums prior to, or upon, the
expiration of this period, Lender may invoke any remedies permitted by this Security Instrument without further
notice or demand on Borrower and will be entitled to collect all expenses incurred in pursuing such remedies,
including, but not limited to: (a) reasonable attorneys’ fees and costs; (b) property inspection and valuation fees;
and (c) other fees incurred to protect Lender's Interest in the Property and/or rights under this Security Instrument.

WITNESS THE HAND(S) AND SEAL(S) OF THE UNDERSIGNED.

LL
CEBRY PAGE
L. (Seal)

[Sign Original Only}

Lend OCMBC, INC.
NMLS ID: 2125
Broker: Heritage Mtg Inc
NMLS ID: 237342
Loan Originator: Paige Taylor Hernandez
NMLS ID: 1572769

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MIN

PREPAYMENT ADDENDUM TO NOTE
(Multi-State)

This Prepayment Addendum to Note (‘Addendum’) is made this 21st day of August, 2023
and is incorporated into and shall be deemed to amend and supplement the Note of the same date (the “Note’) given
by the undersigned (the “Borrower”) to evidence Borrower's indebtedness to OCMBC, INC., a California Corporation

(the “Lender’), which indebtedness is secured by a Mortgage, Deed of Trust or Security Deed (the “Security Instrument’)
of the same date and covering the property described in the Security Instrument and located at 3616 AVENUE L,
GALVESTON, TX 77550

(the “Property’).

ADDITIONAL COVENANTS. Notwithstanding anything to the contrary set forth in the Note or Security Instrument,
Borrower and Lender further covenant, and agree, that the provisions of the section of the Note titled BORROWER'S
RIGHT TO PREPAY are amended to read as follows:

Subject to the prepayment charge provided below, | have the right to make payments of principal at any
time before they are due. A payment of principal only is known as a “prepayment.” A “full prepayment’ is the
prepayment of the entire unpaid principal due under the Note. A payment of only part of the unpaid principal is
known as a ‘partial prepayment.” When | make a prepayment, I will tell the Note Holder in writing that Fam doing
so. | may not designate a payment as a prepayment if | have not made all the monthly payments due under the
Note.

If, within the first 36 month(s) beginning with the date | execute the Note (the “Penalty Period”), |
make a full prepayment, or partial prepayment in any twelve (12)-month period that exceeds 20% of the
original principal loan amount, | will pay a prepayment charge as consideration for the Note Holder’s
acceptance of such prepayment. The prepayment charge will equal the amount of interest that would accrue
during a six (6)-month period on the amount prepaid that exceeds 20% of the original principal balance of
the Note, calculated at the rate of interest in effect under the terms of the Note at the time of the prepayment,
unless otherwise prohibited by applicable law or regulation. No prepayment charge will be assessed for any
prepayment occurring after the Penalty Period.

Notwithstanding the foregoing, in the event of a full prepayment concurrent with a bona fide sale of the Property
to an unrelated third party, after the first 36 month(s) of the Note, no prepayment charge will be assessed.
In the event of a bona fide sale, | agree to provide the Note Holder with evidence acceptable to the Note Holder of
such sale.

The Note Holder will apply all prepayments to reduce the amount of principal that ! owe under the Note.
However, the Note Holder may apply my prepayment fo the accrued and unpaid interest on the prepayment
amount, before applying my prepayment to reduce the principal amount of the Note. if| make a partial prepayment,
there will be no change in the due dates of my monthly payments unless the Note Holder agrees in writing to those
changes.

if my Note is an Adjustable Rate Note, partial prepayments may reduce the amount of my monthly payment after
the first interest rate Change Date following the partial prepayment. However, any reduction due fo my partial
prepayment may be offset by an interest rate increase.

The Note Holder's failure to collect a prepayment charge at the time a prepayment is received shall not be
deemed a waiver of such charge. Any prepayment charge not collected at the time the prepayment is received shall
be payable on demand.

All other provisions of the Note are unchanged by this Addendum and remain in full force and effect.

MultiState Prepayment Addendum to Note
ICE Mortgage Technology, Inc. Page 1 of 2 GPPADNOT 0508
‘GP ADNOT (CLS)
08/18/2023 03:39 PM PST
NOTICE TO BORROWER
oon
Do not sign this Addendum before you read it. This Addendum provides for the payment of a prepayment
charge if you wish to repay the loan prior to the date provided for repayment in the Note.

WITNESS THE HAND(S) AND SEAL(S) OF THE UNDERSIGNED:

(Seal)
Oe

MuttiState Prepayment Addendum to Note
ICE Mortgage Technology, Inc. Page 2 of 2 GPPADNOT 0508
GPPADNOT (CLS)
08/18/2023 03:39 PM PST
ALLONGE TO NOTE

LOAN #:

LOAN AMOUNT: $532,000.00

PROPERTY ADDRESS: 3616 AVENUE L
GALVESTON, TX 77550

ALLONGE TO NOTE DATED: August 21, 2023

IN FAVOR OF OCMBG, INC., a California Corporation

AND EXECUTED BY LARRY PACE

PAY TO THE ORDER OF

WITHOUT RECOURSE OCMBC, INC.,a California Corporation

TITLE

Document #444 LFF305 G2N13 0311
ICE Mortgage Technology, Inc. G2N13 (CLS)
08/18/2023 03:39 PM PST
When recorded, mail to:
OCMBC, Inc.
C/O DocProbe
1133 Ocean Avenue
mail stop code: DP1949
Lakewood, NJ 08701

This document was prepared by:
JOSE HARO
OCMBG, Inc
19000 MacArthur Bivd, Suite 200
Irvine, CA 92612

Title O}
LOAN #

[Space Above This Line For Recording Data]
NOTICE-OF CONFIDENTIALITY RIGHTS: IF YOU ARE A NATURAL PERSON, YOU MAY
REMOVE OR STRIKE ANY OR ALL OF THE FOLLOWING INFORMATION FROM ANY
INSTRUMENT THAT TRANSFERS AN INTEREST IN REAL PROPERTY BEFORE IT IS FILED
FOR RECORD IN THE PUBLIC RECORDS: YOUR SOCIAL SECURITY NUMBER OR YOUR
DRIVER'S LICENSE NUMBER.

DEED OF TRUST

Mil
MERS PHONE #: 1-888-679-6377
DEFINITIONS
Words used in multiple sections of this document are defined below and other words are defined under the caption
TRANSFER OF RIGHTS IN THE PROPERTY and in Sections 3, 4, 10, 11, 12, 16, 19, 24, and 25. Certain rules regarding
the usage of words used in this document are also provided in Section 17
Parties

(A) “Borrower” is LARRY PACE, A MARRIED PERSON

currently residing at 5740 Emerald Brook, League City,TX 77573.

Borrower is the grantor under this Security Instrument.
(B) “Lender” is OCMBC, INC..

TEXAS
— Single Family — Fannie Mae/Freddie Mac UNIFORM INSTRUMENT (MERS) Form 3044 07/2021
ICE Mortgage Technology, ine. Page 1 of 12, TXO1EDEED 0322
‘TXEDEED (CLS)
(08/18/2023 03:39 PM PST
Lender is_a California Corporation,
oan +
organized and existing
under the laws of California. Lender's address is 19000 MacArthur Blvd., Ste. 200,
Irvine, CA 92612.
Lender includes any holder of the Note who is entitled to receive payments under the Note, The term “Lender” includes
any suocessors and assigns of Lender.
(C) “Trustee”is RobertK. Fowler.

‘Trustee's address is 10333 Richmond Avenue, Suite 860, Houston, TX 77042.

The term “Trustee” includes any substitute/successor Trustee.
(D) “MERS” is Mortgage Electronic Registration Systems, Inc. MERS is a separate corporation that is acting solely as a
nominee for Lender and Lender's successors and assigns. MERS is the beneficiary under this Security Instrument.
MERS is organized and existing under the laws of Delaware, and has an address and telephone number of P.O. Box 2026,
Flint, MI 48501-2026, tel. (888) 679-MERS.

Documents

(E) “Note” means the promissory note dated August 21, 2023, and signed by each Borrower who is legally
obligated for the debt under that promissory note, that is in either (i) paper form, using Borrower's written pen and ink
signature, or (ii) electronic form, using Borrower's adopted Electronic Signature in accordance with the UETA or E-SIGN,
asFIVEapplicable. The Note evidences the legal obligation of each Borrower who signed the Note to pay Lender
HUNDRED THIRTY TWO THOUSAND AND NO/100* ***#* #888 eA RRR RHR EERE REE R ARR R REE REE
Sana ean aan eenneennnnennwynneeeanaeen® Dollars (U.S, $532,000.00 ) plus interest. Each
Borrower who signed the Note has promised to pay this debt in regular monthly payments and to pay the debt in full not
later than September 1, 2053.
(F) “Riders” means all Riders to this Security Instrument that are signed by Borrower. All such Riders are incorporated
into and deemed to be a part of this Security Instrument. The following Riders are to be signed by Borrower [check box
as applicable}
(J Adjustable Rate Rider (2 Condominium Rider [2 Second Home Rider
1-4 Family Rider Planned Unit Development Rider CVA. Rider
Other(s) [specify]
Prepayment Rider

(G) “Security Instrument” means this document, which is dated August 21, 2023, together with all Riders to
this document.
Additional Definitions
(H) “Applicable Law" means all controlling applicable federal, state, and local statutes, regulations, ordinances, and
administrative rules and orders (that have the effect of jaw) as well as all applicable final, non-appealable judicial opinions.
() “Community Association Dues, Fees, and Assessments” means all dues, fees, assessments, and other charges that
are imposed on Borrower or the Property by a condominium association, homeowners association, or similar organization,
(J) “Defauit” means: (i) the failure to pay any Periodic Payment or any other amount secured by this Security Instrument
‘on the date it is due; (ji) a breach of any representation, warranty, covenant, obligation, or agreement in this Security
Instrument; (ii) any materially faise, misleading, or inaccurate information or statement to Lender provided by Borrower
or any persons or entities acting at Borrower's direction or with Borrower's knowledge or consent, or failure to provide
Lender with material information in connection with the Loan, as described in Section 8; or (iv) any action or proceeding
described in Section 12(e).
(K) “Electronic Fund Transfer” means any transfer of funds, other than a transaction originated by check, draft, or
similar paper instrument, which is initiated through an electronic terminal, telephonic instrument, computer, or magnetic
tape so as to order, instruct, or authorize a financial institution to debit or credit an account. Such term includes, but is not
limited to, point-of-sale transfers, automated teller machine transactions, transfers initiated by telephone or other electronic
device capable of communicating with such financial institution, wire transfers, and automated clearinghouse transfers.
[L) “Electronic Signature” means an “Electronic Signature” as defined in the UETA or E-SIGN, as applicable.
(M) “E-SIGN” means the Electronic Signatures in Global and National CommerceAct (15 U.S.C. § 7001 ef seq.), as it may
be amended from time to time, or any applicable additional or successor legislation that governs the same subject matter.
(N) “Escrow tems” means: (i) taxes and assessments and other items that can attain priority over this Security Instrument
as a lien or encumbrance on the Property; (i) leasehold payments or ground rents on the Property, if any; (il) premiums
for any and all insurance required by Lender under Section §; (iv) Mortgage Insurance premiums, if any, or any sums
Payable by Borrower to Lender in lieu of the payment of Morigage Insurance premiums in accordance with the provisions
of Section 11; and (v) Community Association Dues, Fees, and Assessments if Lender requires that they be escrowed
beginning at Loan closing or at any time during the Loan term.
(0) “Loan” means the debt obligation evidenced by the Note, plus interest, any prepayment charges, costs, expenses,
and late charges due under the Note, and all sums due under this Security Instrument, plus interest.
(P) “Loan Servicer” means the entity that has the contractual right to receive Borrower's Periodic Payments and any
other payments made by Borrower, and administers the Loan on behalf of Lender. Loan Servicer does not include a
sub-servicer, which is an entity that may service the Loan on behalf of the Loan Servicer.
(Q) “Miscellaneous Proceeds” means any compensation, settlement, award of damages, or proce

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