HomeMy WebLinkAboutContracts & Agreements_3-07 RDA_CCv0001.pdf +t NER PARTICIPATION AGREEMENT
By and Between the
REDEVELOPMENT AGENCY OF THE CITY OF REDLANDS
and
HABITAT FOR HUMANI'T'Y, SAN BERNARDINO AREA, INC.
DOCSOC="12l 0856Q/200079-0001
Table of Contents
Page
100. DEFINITIONS .......................__._ ..................... .......... ~~........... ~.°~°~~.~,.~~^...~_--.~.,~~~,-~^-~ K
200` Ap+E^N"_" LOAN ^^__'.^^^=---~+_~^-~^-.~^^^^~--~..~_.......................'--~~~-'~-_~~_~~__^,^^^^`-'~~^_^�~"^--~°
201, Agency ............................. ...................................... ________..-_ ...... .................._...........°~__`et
202. Conditions ofDisbursement ~,~~~^=^".--~-~~-~,....~~^.-^._........................^.°~=-~-~--.--.-.._~-.'4
203. Representations and .._.~^~~^~~.~.^~~~_-°~~,~^^~~^,~^^-._..~.°.__^,~~~~_.^^._~, 5
300, THE SITE ........................... .........
301Scope ................................ ............__..... _......5
302. ~'~~.g~~~~,,~. ^.....-,.---~,.^^-^^^^.~,.^^^..~-^^.^-~^ ....................................................~ ........~^............ 5
302. ................ ........... ' .................~-................. ........_-................... 5
_^ City and Agency ^`^""~- and.Approval-^=-`"--~-=^-^~~^^-"~--.-~_-°°~... ........................°
302.3 Revisions~~.,-~-~~~.~~~~~~,~~~.~~~~~..-~-_~'.-~-.~^.~~..`~,,.°~.__. ._~__,..._-_`~^-6
�302.4 Defects inPlans �~^ ............................-................. .........---e,^~........ ..................."......6
303= Land Use Approvals ~"-"^._.~~-~=~ ............._~-_~~°.~-...^=^..~^ ......-........_'_,...............................6
304. Schedule of Performance.............. .^....... ....~~........~~................----..........................................6
305Cost of Construction .............^.....................~~'.^_..............---............~_,............................-....... ~
306. - ................. _~-_ ......................... _ ........ 6
307. Indemnity^..... °---°~.°.........~°~"...... .......~_~~~.°~~"..~.~^~~,..-- ......... .^..........=........... ............ _~=7
308. Rights ofAcmems. .... -......._...-......... ,......... ........................... ............................. ....................._.".7
309~ Compliance
Wit-- -h ____,__`,~____,__~_,,_~~,~°__,_~__,,__,__,^,__,~_~__ ~~,~,,,,,,^,_,7
310� Certificate of Completion...... .----�......`........ . -.~-~ _. .........~_^~_.__^_._........ .......... 7
3[l, 8
311.2 No Encumbrances Except Mortgages, Deeds offrust. or Sale and Lease-Back
311.3 Holder Not Obligated toConstruct ..... ^........_~............ 9
311.4 Notice of Default to Mortgagee or Deed of Trust Right toCore,........~__^°^~_,.~.9
312. Environmental Condition of the Site.. ....._--_-.__~--~-~° ......._. _^.......... .......^... ... .......`'~.,,^ -
312^1 Developer Precautions.........._...... _____.___,^._,~,...... ....... __`........._........ ,~,_.__..__9
3 l2�' 9
312.3 Developer Indemnity� ' ~~-~~-^-------~^~^~~~^^^~-^----^-^^~~-~.~---~`-^-~-~-`-~-`--^~@Q
Table of Contents
Page
-- AND`RESTRICTIONS.............................. ...........................,...................................._...... 10
401Use in Accordance with Municipal Code..............................................................................
402" Provision w[Affordable Ownership' H ^-".~^~=.~=~"~.~....~~.~,--~=-.~-."^"^°^.~~~.~~".^"~~.� 10
-- 1 Affordable
- 'Sales .'-^^^~-^`,`-~-^-^-^~-~°-^'~~^^^-~-'"--.---.-~°--^---^--`~--^ 10
-
402.5 Resale Restriction and]Option toPurchase Agreement..... ....... ...............~.-..... ....-...._ &K
402.6 DeveloperLoan .....^_,e~,................ ............ ................... -�,__~^�°_~__-^.,-_,__°__.._, 11
402.7 Habitat|Rega\e Restriction ..-.._._.= .....~~-,--__~=_..=.-~~..........,~=". .\/
402.8 Assumption of Note andDeed ,~~,~-..... ......_-......................................~~~~ [Z
403. ..............................................
404" ........................................... 12
_
405^ Effect of Violation of the Termsand Provisions of this Agreement After Completion of
Construction...................................................................................................................__........... m'
�500^ DEFAULTS AND REMEDIES__=~-°_=__~~,_~.______~~~,~~=,,^~_~_"_,__,_-_°___,_^^_=__^__,~_,"~.- 14
500. Default Remedies"""....~."_."^°`^..".-~~~_~"-'.~-~..=.`~...^.=_..~_"~=..-~~-^^"_~~~...."-,=--^.".. 14
5Q2^ Institution wfLegal Actions.........................^_—....'..~..,^.~^~~.^~^°~..,~~^.^^..............................~~ 14
503 ' y theDeveloper ^~.~~_.^,~~~_^.... ............................ _-...........---......................... ]4
504` Termination by the ____^_^___^ __-_^__-_,=-_,-___..................
505. Acceptanceof Service of Process_.~-=^~........... ............._ ............. ^.~-"~~~~"-°~-~~°-_~~ ......,~ is
506and Remedies Are Cumulative.~~~~-^-__^_°_~_-`~~_^____--__.~.-`~.'..--~.,~^.~~~_~. 15
07, Inaction Not a Waiver of -........... ............ ...... 1'5
508. Law'.____^_v_................__.......... ......................-_~��,-_^_.__......... ..............~.-�_ 1S
509� Non-Liability of Officials and Employees of the Agency..........._~~~~_.."-°~~=~"._~__^~- ._.~,-° 15
510.. Fees-__~_~.--...................~°,_,~~~-_^--.__~~---~ ....—.........--,~....~.......--- .....--~.-..l5
____,,~~,*_~____^__^_,__,_~,~ ~___,_ 15
60D. Notices, Demands and Communications Between the ~~~.-............ ~_~~,~___F5
602 ........... ............. ... ......._ ....._........ ...l6
603. Transfers of Interest in Site or Agreement .""_-_^~~~,-°_-,-~_._,.~"_="~~.~-~~_--°-=~~~~.._°-_^~ 16
Table of Contents
Page
603.2 ............... 16
603.3 Agency Consideration of Requested Transfer............ ............ ^....... ....[7
3»4 ,..___....... -............. ..........._ ... ... .... ........--_,...... ,.......K7
603.5 AssignmentbvAgency..........°^."^^-'=~°=--"._=--=',--~............................................^~~."^ 18
604. Relationship Between Agency and Developer ..... ............. ............... ............................................ 18
.605. Agency Approvals and ................................... ..................................... .............................
'-
]006. Memorandum .....---,................ .....--`-~"~-.......-~~_~~_~.~-~~-^-...... '~ ............ 18
607' Project ................... -~.................. .......... ............ ..................... .............. .............................. 18
- ^ andCompletion ~-~^_............ ........ ................................................ 18
609.� - Counterparts ...... ....... .......~'` .......... ..................................
--
6K0. ~_'^---......._ ........ ~............................................... ........... - ... |0
�611_ Real EmfateBrokerage _-~~-_~°"".~"^~~-^~~
-2, Titles
^- andCaptions..................~....................................................................................................... 19�
613Interpretation_,~,^^~~,,___,_~,°___^~~,,_`,___~__~__~~_,_~`__,^^,,_~_`_,,_~..__~~~~,_~_~,__,__ 19
-'
614No 19
_
615. ~......^.... '..~....^....'........."^,.... .......`����������......,.. 19
616. Sewerabi[it�..........----~ .........---......~-_.~...~... ........._.___... ........__ ....... ................................ l9
61TComputation of Time-~~- ^..............--.............---~._.~................ ......... -`,.......... .........~.......~-~~_~~~ n9
618" LegalAdvice........................................... ..........,_........ .............. _ ........................... ................... w9
619. Time ofEssence............. ....................... ................ -_-.-.-~"............ ^ ,_==__,__'20
620" Cooperation........................................................... .........................."................._.......^".----- ........ "20
671_ Conflicts ufInterest.........~`~'`~ ........... ~~~~~_.`._ ..................... ~^~~^~`~~^~~~~~~~—~~'~~'`............20
22. Time for Acceptance of Agreement by _~__~_____.__~ ^____°.,~____,,__..........
&�
__ _
A TTA CHMEN TS
Attachment No. I Site Map
Attachment No. 2 Site Le al Description
Attachment No. 3 Promissor�v'Note
Attachment No. 4 Deed of Trust
Attachment No. 5 Schedule of Performance
Attachment No. 6 Scope of Development
Attachment No. 7 Certificate of Completion
Attachment No. 8 Calculation of Affordable Housing Cost
Attachment No. 9 Resale Restriction and.Option to Purchase Agreement
Attachment No. 10 Memorandum of Agreement
D0CS(,')C','I 210856v2,'200079-000 I
OWNER PARTICIPATION A IM:ANT
THIS OWNER PARTICIPATION AGREEMENT(this, -Agreement") is entered into as
of Marchi 20 200, by and between the REDEVELOPMENT AGENCY OF THE CITV
F REDLANDS,a public holy, eor(aorate and politic Me"A ney"),and HABITAT FOR
HUMANITY,SAN BERNARDINOAREA,, N *.a California nonprofit corporation (t1
"l e eloper").
RE C I TA
The following recitals are s substantive part of this Agreement.
A. The Developerdesires to redevelop an approximately .12 acre parcel of real property
which is located at 830 Tribune Street in the City of Redlands (the":Site"). The Developer
entered into an agreement topurchase the Site.
B. The Agency and the Developer desire by this Agreement for the. Developer to acquire
the Site and to construct a single family detached house(the-House") the Site as a self-help,
`my at quo"project,and sell the douse to a"fiery Lmk Income 'Household at an AtTordable
Housing `ost. The Agency would provide a loan to the Developer er(th -Agency Loan") tot°
portion of the costs of the acquisition or the Site,and the development of the blouse,
C. The Developer's acquisition of the Site and the construction and sale ofthe louse
thereon pursuant to the terms ofthis Agreement. are in the vital and best interest ofthe City and the
health:, safety"and welfare ofit residents. The Site is located outside ofthe Agency's redevelopment
projec=t areas",but will be of benefit to the redevelopment projects,
NOW,,T ' AFORE,the Agency and the ev loper hereby agree as follows.
100. DEFINITIONS
"'AffardableHausing Cost'shall mean that purchase price which wvould result in a monthly
housing cast which does not exceed the product twf thirty=,percent ( 0%) tuner fifty percent ( 01)'of
an'Bernardino County median income adjusted for family size appropriate for the House.
11.4 e y" means the Redcvtlopm,ent,Agency of the City of Redlands.a public body.
,
corporate and politic"exercising governowntal functions and powers and organized and existing
under the Community Redevelopment Law.and any assignee refcar stteeessor°to its rights" powers and
responsibi lities.
'" eltr Latin"means the loan to be made by the Agency to the Developer for a portion of
the costs of the acquisition ofthe Site and tltc development of the Improvements, ars+set forth in
Section, 01 hereof".
"' r; enient"means this Owner Participation Agreement howwfeen the Agency and the
Developer'.
"Certificate of Completion"means the document Nvhieh evidences the Developer'
satisfactory completion wf"the Improvements,as scat forth in Section 3 1 lacmeof in the fann of
Attachment No. 7 lwreto which is incorporated herein.
1
ti()Cs( ,, 2t0X56v.)�!(KK) 9»r,4 t
"City"means the City of Redlands, a California municipal corporation.
"Community Redevelopment Law"means California Health and Safety Code Section 33000,
et seq., as the same now exists or may hereinafter be amended.
"Conditions Precedent"means the conditions precedent to the disbursement of the Agency
Loan, as set forth in Section 202 hereof.
"County"means San Bernardino County,-
"Date of this Agreement"means the date set forth in the first paragraph hereof
"Deed of Trust"means the deed of trust substantially in the form of Attachment No. 4
hereof, which is incorporated herein, which shall be recorded as an encumbrance to the Site as
security for the payment of the Promissory Note.
"Default"means the failure of a party to perform any action or covenant required by this
Agreement within the time periods provided herein following notice and opportunity to cure, as set
forth in Section 501 hereof.
"Design Development Drawings1l,means those plans and drawings to be submitted to City
and Agency for their approval, pursuant to Section 302 hereof
"Developer,"means Habitat for Humanity, San Bernardino Area, Inc., a California nonprofit
corporation,and its successors and assigns.
"Escrow"means the escrow established for the Developer's acquisition of the Site.
"Governmental Requirements"means all laws,ordinances, statutes, codes, rules,
regulations, orders and decrees of the United States.the State,the County,the City, or any other
political subdivision in which the Site is located, and of any other political subdivision, agency or
instrumentality exercising jurisdiction over the Agency,the Developer or the Site.
"'Habitat Loan"means the thirty year, zero-interest, fully amortized loan to be made to
Developer by the parent organization of Developer.
"Hazardous,Vaterials"means any substance.material, or waste which is or becomes.
regulated by any local governmental authority,the State,or the United States Government, including,
but not limited to,any material or substance which is (i)defined as a"hazardous waste," "extremely
hazardous waste," or"restricted hazardous waste** under Section 25115. 25117 or 25122.7, or listed
pursuant to Section 25 140 of the California Health and Safety Code, Division 20. Chapter 6.5
(Hazardous Waste Control Law), (1i) defined as a "hazardous substance" under Section 25351+ of the
California Health and Safety=Code, Division 20, Chapter 6.8 (Carpenter-Presley Janner Hazardous
Substance Account Act), (iii)defined as a"hazardous material,'*"hazardous Substance.'* or
"hazardous waste" under Section 25501 of the California Health and Safety Code, Division 20,
Chapter 6.95 (Hazardous Materials Release Response Plans and Inventory),
(iv)defined as a
*'hazardous substance" under Section 25281 of the California 1-lealth and Safety Code, Division 20.,
Chapter 6.7 (Underground Storage of Hazardous Substances), (v) petrolcurn. (vi) friable asbestos,
(vii) polychlorinated byphenyls, (viii) methyl tertiaty,, butyl ether, (ix) listed under Article 9 or
defined as-hazardous" or*'extremely hazardous" pursuant to Article I I of Title 22 of the California
Code of Regulation,,, Division 4. Chapter 20. (x)designated as"hazardous substances" pursuant to
1:7OCSOC/1 210856Q/200079-0001
Section 311 of the Clean Water Act(33 U.S.C. §1317), (xi) defined as a"hazardous waste" pursuant
to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S.C. §§690 1.et seq. (42
US:C. §6903) or(xii)defined as"hazardous substances" pursuant to Section 101 of the
Comprehensive Environmental Response,Compensation, and Liability Act, 42 U,S.C. §§9601,et
seq.
"House"means the single family detached house to be constructed by the Developer upon
the Site,all as more particularly described in Section 301 hereof and in the Scope of Development,
"Improvements"means the House and the other improvements to be constructed by the
Developer upon the Site,all as more particularly described in Section 301 hereof and in the Scope of
Development.
"Notice"shall mean a notice in the form prescribed by Section 601 hereof.
"Promissory Note"means the promissory note to be executed by Developer in favor of the
Agency for the payment of the Purchase Price and the Agency Loan, substantially in the form of
Attachment No. 3, which is incorporated herein.
"Resale Restriction Agreement,"means the agreement to be recorded as an encumbrance to
the House in connection with the 'Habitat Loan.
"RROPA"'means the Resale Restriction and Option to Purchase Agreement to be executed
by the buyer of the House, substantially in the forth of Attachment No. 9 hereto,
"Schedule ofPerformance"means the Schedule of Performance attached hereto as
Attachment No. 5 and incorporated herein, setting out the dates and/or time periods by which certain
obligations set forth in this Agreement must be accomplished. The Schedule of Performance is
subject to revision from time to time as mutually agreed upon in writing between the Developer and
the Agency's Executive Director, or designee, and the Agency's Executive Director, or designee is
authorized to make such revisions as he or she deems reasonably necessary.
"Seope of Development"means the Scope of Development attached hereto as Attachment
No. 6 and incorporated here-in,which describes the scope, amount and quality of development of the
Improvements to be constructed by the Developer pursuant to the terms and conditions of this
Agreement.
"Site,"means the approximately 0.12 acre parcel of real property which is located at 830
Tribune Street in the City of Redlands. The Site is legally described in the Site Legal Description
and depicted on the Site Map.
"Site Legal Description"means the description of the Site which is attached hereto as
Attachment No. 2 and incorporated herein.
"Site.ffap"means the map of the Site which is attached hereto as Attachment No. I and
incorporated herein.
"State"means the State of California.
"Vet:y Low Income Household"shall mean a household earning not greater than the
applicable percentage of San Bernardino County median Income, adjusted for household size, as
3
DOC SOCi 12108 56v21'200079-0001
determined by the United States Department of Housing and Urban Development and as set forth by
regulation of the California Department of Housing and Community Development., pursuant to
Health and Safety Code Section 50105.
200. AGENCY LOAN
2041" Agency Loan. The Agency hereby agrees to loan to Developer the amount of One
Hundred Twelve Thousand Dollars($112,000) (thee -Agency Loan")to be used for the payment of
the purchase price of the Site. and certain soft development costs. The Agency Loan shall be
provided from the Agency's Low and Moderate Income Housing Fund. and from no other funds.
The proceeds of the Agency Loan shall be disbursed into the Escrow established for the Developer's
acquisition of the Site. The Developer's obligation to repay the Agency Loan shall be set forth in a
promissory note to be executed by the Developer(the"Promissory Note"), in, the form attached
hereto as Attachment No. 3 and incorporated herein. The Developer's obligations under the
Promissory Note shall be secured by a deed of trust to be executed by the Developer and recorded as
an encumbrance to the Site (the"Deed of Trust"), in the form of the "Deed of Trust" attached hereto
as Attachment No. 4 and incorporated herein. The Promissory Note steal I be assumed by the
purchaser of the House upon the initial sale of the House. The Promissory Note shall not accrue
interest. The to of the Promissory Note shall be the earlier of the sale or transfer of the House, or
fifty (50) years. The Promissory Note shall be assumable by subsequent purchasers of the House
who meet the income requirements for the purchase of the House.
202. Conditions of Disbursement. The Disbursement of the Agency Loan is conditioned
upon the satisfaction of the following terms and conditions within the times designated below:
(a) Execution of Documents. The Developer shall have executed the
Promissory Note, the Deed of Trust and any other documents required hereunder and delivered such
documents into Escrow.
(b) Closing. The Developer shall be acquiring fee title to the Site.
(c) Land Use Approvals. The Developer shall have received all land
use approvals and entitlements required pursuant to Section 303 hereof.
(d) Plans and Permits. The Developer shall have obtained City
approval of its final grading and building plans for all of the Improvements, and grading and building
permits for the House shall be ready to be issued (upon payment of necessary fees, posting of
required security
and similar items).
(e) Insurance. The Developer shall have provided proof of insurance as
required by Section 3)06 hereof.
(f) Financing. 'The Ag
,ency shall have approved finaticing of the
Improvements as provided in Section 311.1 hereof, and such financing shall have closed and funded
or be ready to close and fund concurrently with the Closing,
(g) Evidence of Soft Costs. The Developer shall have submitted to the
Agency invoices and contracts reasonably acceptable to the Agency evidencing the soft costs for
which reimbursement is requested.
(h) No Default. Prior to the disbursement of the Agency Loan.,
4
DOCSOCA 210856v2,1200079-0001
Developer shall not be in default in any of its obligations under the terms of this Agreement and all
representations and warranties of Developer contained herein shall be true and correct in all material
respects.
203. Representations and Warranties. The Developer represents and warrants to
Agency as follows:
(a) Authority. Developer is a duly organized nonprofit;corporation
organized within and in good standing under the laws of the State of California. The Developer has
full right, power and lawful authority to purchase the Site and undertake all obligations as provided
herein and the execution, performance and delivery of this Agreement by Developer has been fully
authorized by a]I requisite actions on the part of the Developer.
(b) No Conflict. To the best of Developer's knowledge. Developer's
execution,delivery and performance of its obligations under this Agreement will not constitute a
default or a breach under any contract,agreement or order to which the Developer is a party or by
which it is bound.
(c) NoDeveloper Bankruptcy. The Developer is not the subject of a
current or pending bankruptcy proceeding.
The Developer shall,upon learning of any fact or condition which would cause any
of the warranties and representations in this Section 203 not to be true, immediately give written
notice of such fact or condition to the Agency. The representations and warranties set forth in this
Section 203 shall survive the Closing and disbursement of the Agency Loan,
300. DEVELOPMENT OF THE SITE
301. Scope of Development. The Developer shall develop or cause the development of
the Improvements in accordance with the Scope of Development, the City's Municipal Code, and the
plans,drawings and documents submitted by the Developer and approved by the Agency as set forth
herein. The Improvements shall generally consist of a single family detached house approximately
1,200 square feet in size(the "House") and associated landscaping, driveway, concrete flat work,
fencing and/or walls, and onsite and offsite public improvements required as a condition of project
approval (collectively,the"Improvements"). At least 500 hours of volunteer labor from the
purchaser of the House, and other volunteers, shall be provided towards the construction of the
Improvements,
302. Design Review.
302.1 Developer Submissions. Before commencement of construction of the
Improvements or other works of improvement upon the Site,and as a Condition Precedent to the
disbursement of the Agency Loan. and at or prior to the times set forth herein, the Developer shall
submit to the City any plans and drawings (collectively,the -Design Development Drawings") which
may, be required by the City with respect to any permits and entitlements which are required to be
obtained to develop the Improvements, and shall submit a copy thereof to the Agency. Developer, on
or prior to the date set forth in the Schedule of Performance, shall further submit to the City such
plans for the Improvement,,;as required by the City in order for Developer to obtain building permits
for the Improvements. Within thirty (30) days after the City's disapproval or conditional approval of
such plans, Developer shall revise the portions of such plans identified by the City as requiring
revisions and resubmit the revised plans to the City
5
DOCSOC/1 210856v2/200079-0001
302.2 City and Agency Review and Approval. The City and Agency shall have
all rights to review and approve or disapprove all Design Development Drawings and other required
submittals in accordance with the City Municipal Code, and nothing set forth in this Agreement shall
be construed as the City's or Agency's approval of any or all of the Design Development Drawings.
302.3 Revisions. Any,and all change orders or revisions required by the City and
its inspectors which are required under the Municipal Code and al I other applicable Uniform Codes
(e.g. Building, Plumbing. Fire, Electrical, etc.) and under other applicable laws and regulations shall
be included by the Developer in its Design Development Drawings and other required submittals and
shall be completed during the construction of the Improvements.
302.4 Defects in Plans. The Agency and the City shall not be responsible either to
the Developer or to third pat-ties in any way for any defects in the Design Development Drawings,
nor for any structural or other defects in any work done according to the approved Design
Development Drawings, nor for any delays reasonably caused by the review and approval processes
established by this Section 302.
303. Land Use Approvals. Before commencement of construction of the Improvements
or other works of improvement upon the Site and as a Condition Precedent to disbursement of the
Agency Loan. the Developer shall, at its own expense, secure or cause to be secured any and all land
use and other entitlements, permits and approvals which may be required for the Improvements by
the City or any other governmental agency affected by such construction or work.
304. Schedule of Performance. The Developer shall submit all Design Development
Drawings,commence and complete all construction of the Improvements,and both parties shall
satisfy all other obligations and conditions of this Agreement, within the times established therefor in
the Schedule of Performance.
305. Cost of Construction. Except to the extent otherwise expressly set forth in this
Agreement. all of the cost of planning, designing,developing and constructing all of the
Improvements, site preparation and grading shall be home solely by the Developer. The Developer
currently estimates that the total cost will be approximately Two Hundred Eighty-Four Thousand
Dollars ($284,000).
306. Insurance Requirements. The Developer shall take out and maintain or shall cause
its contractor to take out and maintain until the issuance of the Certificate of Completion pursuant to
Section 310 of this Agreement, a comprehensive general liability policy in the amount of not less
than One Million Dollars($1,000,000)combined single limit policy., and a comprehensive
automobile liability policy in the amount of One Million Dollars ($1.000.000) combined single limit;
including contractual liability. as shall protect the Developer, City and Agency from claims for such
damages,and which policy shall be issued by an insurance carrier qualified to do business in the
State of California, which carrier is reasonably satisfactory to the Agency, with an A.M. Best's rating
reasonably approved by the Agency's risk manager. Such Policy or Policies shall be written on an
occurrence form. The Developer shall also furnish or cause to be furnished to the Agency evidence
satisfactory to the Agency that Developer and any contractor with whom it has contracted for the
performance of work on the Site or otherwise pursuant to this Agreement carries workers'
compensation insurance as required by law. The Developer shall furnish a certificate of insurance
countersigned by an authorized agent of the insurance carrier on a form approved by the Agency
setting forth the general provisions of the insurance coverage. This countersigned certificate shall
name the City and the Agency and their respective officers, agents, and employees as additionally
6
DOCSOC/1 210856v2/200079-0001
insured parties under the policy, and the certificate shall be accompanied by a duly executed
endorsement evidencing such additional insured status. The certificate and endorsement by the-
insurance
heinsurance carrier shall contain a statement of obligation on the part of the carrier to notify City and
the Agency of any material change, cancellation or termination of the coverage at least thirty(30)
days in advance of the effective date of any such material change, cancellation or termination.
Coverage provided hereunder by the Developer shall be primary insurance and not be contributing
with any insurance maintained by the Agency or City,and the policy shall contain such an
endorsement. The insurance policy or the endorsement shall contain a waiver of subrogation for the
benefit of the City and the Agency. The required certificate shall be furnished by the Developer prior
to and as a Condition Precedent to the Closing.
307. Indemnity. The Developer shall defend. indemnify, assume all responsibility for,
and hold the Agency and the City,and their representatives, volunteers, officers, employee',and
agents,harrilless from all clairns, demands,damages, defense costs or liability of any kind or nature
relating to the subject matter of this Agreement or the implementation thereof and for any damages to
property or injuries to persons, including accidental death(including attorneys fees and costs),which
may be caused by any acts or omissions of the Developer under this Agreement,whether such
activities or performance thereof be by the Developer or by Developer's volunteers or anyone
directly or indirectly employed or contracted with by the Developer and whether such damage shall
accrue or be discovered before or after termination of this Agreement. The Developer shall not be
liable for property damage or bodily injIury to the extent occasioned by the negligence of the Agency
I t7
or its agents or employees.
308. Rights of Access. Prior to the issuance of a Certificate of Completion (as specified
in Section 310 of this Agreement), for purposes of assuring compliance with this Agreement,
representatives of the Agency shall have the right of access to the Site, without charges or fees, at
normal construction hours during the period of construction for the purposes of this Agreement,
including but not limited to, the inspection of the work being performed in constructing the
Improvements so long as Agency representatives comply with all safety rules. The Agency (or its
representatives) shall,except in emergency situations, notify the Developer prior to exercising its
rights pursuant to this Section 308.
309. Compliance With Laws. Developer shall carry out the design and construction of
the Improvements,and all other obligations hereunder, in conformity with all applicable laws,
including all applicable state labor standards, the City zoning and development standards, building,
plumbing, mechanical and electrical codes,. and all other provisions of the City Municipal Code, and
all applicable disabled and handicapped access requirements, including without limitation the
Americans With Disabilities Act, 42 U.S.C. Section 1210 1. et seq.,Government Code Section 4450,
et seq., Government Code Section 11'135,el seq., the Unruh Civil Rights Act. Civil Code Section 51;
et seq.,and the California Building Standards Code, Flealth and Safety Code Section 18900,el seq.
The Developer shall be responsible for compliance with State prevailing wage laws, Labor Code
Section 1720,, to the extent applicable.
310. Certificate of Completion. Promptly after completion of the House in conformity
with this Agreement. the Agency shall furnish the Developer with a"Certificate of Completion" for
the House, substantially in the form of Attachment No. 7 hereto which is incorporated herein by
reference. 'rhe Agency shall not unreasonably withhold such.Certificates of Completion. Each
Certificate of Completion shall be a conclusive determination of satisfactory completion of the
applicable Improvements and the Certificate of Completion shall so state. Any party then owning or
thereafter purchasing, leasing or otherwise acquiring any interest in the Site shall not (because of
7
DOC SOCII I 210856v2/2OOO79-0001
such ownership, purchase, lease or acquisition) incur any obligation or liability under this Agreement
except for those continuing covenants as described in Section 405 ofthis Agreement.
If the Agency refuses or tails:to furnish a Certificate of Completion,after written
request from the Developer,the Agency shall, within fifteen(1 5)days of written request therefor,
provide the Developer with a written statement of the reasons the Agency refused or failed to furnish
the Certificate of Completion. The statement shall also contain the Agency's opinion of the actions
the Developer must tale to obtain the Certificate of Completion. Even if the Agency shall have:
failed to provide such written statement within such fifteen (15) day period,the Developer shall not
e deemedentitled to the Certificate of Completion. The Certificate of Completion shall not
constitute evidence of compliance with or satisfaction of any obligation of the Developer to any
holder of any mortgage or any insurer of a mortgage securing money loaned to finance the
Improvements, or any pert thereof: The Certificate of Completion is not a notice of completion as
referred to in Section 3093 of the California Civil Code.
311. Financing of the Improvements.
31.1.1 Approval of Financing. As required herein and as an Agency Condition
Precedent to the Closing, Developer shall submit to Agency evidence that Developer has obtained
sufficient equity capital and/or has obtained firm and binding commitments for construction
financing necessary to undertake the acquisition and development of the Site and the construction of
at least the first phase of the Improvements in accordancewith this Agreement, The Developer
currently contemplates that construction financing will be provided by funds from grants and
donations,and a thirty year, zero-interest, fully amortized loan from the parent organization of
Developer(the"Habitat Loan"). The Habitat Loan shall be subordinate to the Agency Loam. The
Agency shall approve or disapprove such evidence of financing commitments within thirty(30)days
of receipt of a complete submission. Approval shall not be unreasonably withheld or conditioned. If
Agency shall disapprove any such evidence of financing, Agency shall do so by Notice to Developer
stating the reasons for such disapproval and Developer shall promptly obtain and submit to Agency
new evidence of financing. Agency shall approve or disapprove such new evidence of financing in
the same manner and within the same tunes established in this Section 311.1 for the approval or
disapproval of the evidence of financing as initially submitted to Agency. Developer shall close the
approved construction financing prior to or concurrently with the Closing. Such evidence'of
financing shall include the following:: (a)a copy of loan commitment(s)obtained by Developer
from one or more financial institutions for the mortgage: loan or loans for financing to fund the
construction of the Improvements, subject to such lenders' reasonable, customary and normal
conditions and terms, and (b)documentation satisfactory to the Agency as evidence of'other sources
of"capital sufficient to demonstrate that Developer has adequate funds to cover the difference
between the total cast of"the construction and completion of the Improvements. less financing
authorized by those loans set forth in subparagraph (a)above.
311.2 No Encumbrances Except Mortgages,:deeds of Trust,or Sale and Lease-
Back for Development. ;\4ortgages deeds of trust and sales and leasebacks shall be permitted prior
to the issuance of the Certificate of Completion only with the Agency's prior written approval. which
shall not be unreasonably withheld or delayed, but only for the purpose of securing loans of funds to
be used for financing the acquisition of the Site, construction of the Improvements (including
architecture, engineering. legal, and related direct costs as well as indirect costs)on or in connection
with the Site, pen-nanent financing obtained by homebuyers for the completed House, and any other
purposes necessary and appropriate in connection with development under this Agreement. The
Developer shall notify the Agency in advance of any mortgage.deed of trust or sale and lease-back:
financing, if the Developer proposes to enter into the same before completion of the construction of
the Improvements. The words'-mortgage" and -trust deed" as used hereinafter shall include sale and
lease-back. The Developer shall not enter into any such conveyance for financing without the prior
written approval of the Agency, which approval shall not be unreasonable withheld,conditioned or
delayed.
311.3 Holder Not Obligated to Construct Improvements. The holder of any
mortgage or deed of trust authorized by this Agreement shall not be obligated by the provisions of
this Agreement to construct or complete the Improvements or any portion thereof,-, or to guarantee
such construction or completion; nor shall any covenant or any other provision in this Agreement be
construed so to obligate such holder. Nothing in this Agreement shall be deemed to construe, permit
or authorize any such holder to devote the Site to any uses or,to construct any improvements thereon,
other than those uses or improvements provided for or authorized by this Agreement.
311.4 Notice of Default to Mortgagee or Deed of Trust Holders; Right to Cure.
With respect to any mortgage or deed of trust granted by Developer as provided herein,whenever the
Agency shall deliver any notice or demand to Developer with respect to any breach or default by the
Developer in completion of construction of the Improvements,the Agency may at the same time
deliver to each holder of record of any mortgage or deed of trust authorized by this Agreement a
copy of such notice or demand. Each such holder shall (insofar as the rights granted by the Agency
are concerned)have the right, at its option, within thirty(30) days after the receipt of the notice,to
cure or remedy or commence to cure or remedy and thereafter to pursue with due diligence the cure
or remedy of any such default and to add the cost thereof to the mortgage debt and the lien of its
mortgage. Nothing contained in this Agreement shall be deemed to permit or authorize such holder
to undertake or continue the construction or completion of the improvements,or any portion thereof
(beyond the extent necessary to conserve or protect the improvements or construction already made)
without first having expressly assumed the Developer's obligations to the Agency by written
agreement reasonably satisfactory to the Agency. The holder., in that event, must agree to complete,
in the manner provided in this Agreement, the improvements to which the lien or title of such holder
relates. Any such holder property completing such improvement shall be entitled, upon compliance
with the requirements of Section _3)10 of this Agreement, to a Certificate of Completion. It tis
understood that a holder shall be deemed to have satisfied the thirty (30)daytime limit set forth
above for commencing to cure or remedy a Developer default which requires title and/or possession
of the Site (or portion thereof) if and to the extent any such holder has within such thirty(30)day
period commenced proceedings to obtain title and/or possession and thereafter the holder diligently
pursues such proceedings to completion and cures or remedies the default.
312. Environmental Condition of the Site.
312.1 Developer Precautions. During the period of Developer"s ownership of
the Site. Developer shall take all necessary and reasonable precautions to prevent the release into the
environment of any Hazardous Materials which are, located in, on or under the Site. Such
precautions shall include compliance with all Governmental Requirements with respect to Hazardous
Materials. In addition, Developer shall install and utilize such equipment and implement and adhere
to such procedures as are consistent with commercially reasonable standards as respects the
disclosure, storage, use, removal and disposal of Hazardous Materials.
312.2 Required Disclosures. During the period of Developer's ownership of the
Site:; Developer shall notify the Agency, and provide to the Agency a copy, or copies, oral[
notices of violation,notices to comply, citations, inquiries., clean-up or abatement orders, cease and
9
DOCSOCI I 210856v2/200079-(K)O I
desist orders, reports filed pursuant to self-reporting requirements and reports filed or applications
made pursuant to any Governmental Requirement relating to Hazardous Materials on the Site. Upon
request,the Developer shall furnish to the Agency'a copy or copies of any and all other
environmental entitlements or inquiries relating to or affecting the Site including, but not limited to,
all permit applications, permits and reports including,without limitation, those reports and other
matters which may be characterized as confidential.
312.3 Developer Indemnity. Following the Closing., Developer agrees to
indemnifv, defend and hold harmless the Agency and its officers, employees,agents,representatives
and volunteers, from and against any claim,action. suit,proceeding, damage, liability, deficiency,
fine, penalty, or punitive damage (including, without limitation, reasonable attorneys' fees), resulting
from, arising out of, or based upon (i) the release, use, generation, discharge, storage or disposal of
any Hazardous Materials on, under, in or about, or the transportation of any such Hazardous
Materials to or from, the Site which occurs during the period of Developer's ownership of the Site
and is not caused by Agency, City or their employees,officers,agents or representatives,or(ii)the
violation, or alleged violation by anyone other than Agency or City or their employees, officers,
agents or representatives, of any statute, ordinance, order, rule, regulation, permit,judg"ent or
license relating to the use, generation, release, discharge, storage. disposal or transportation of
Hazardous Materials on, under, in or about,to or from, the Site which occurs During the period of
Developer's ownership of the Site. At the request of the Developer, the Agency shall cooperate with
and assist the Developer in its defense of any such claim,action, suit, proceeding, loss, cost, damage,
liability, deficiency, fine, penalty, punitive damage,or expense, provided that the Agency shall not
be obligated to incur any expense in connection with such cooperation or assistance.
400. COVENANTS AND RESTRICTIONS
401. Use in Accordance with Municipal Code. The Developer covenants and agrees for
itself, its successors, assigns, and every successor in interest to the Site or any part thereof, that upon
the Closing and during construction of the Improvements,the Developer shall devote the Site to the
uses specified in this Agreement for the periods of time specified therein. All uses conducted on the
Site, including, without limitation, all activities undertaken by the Developer pursuant to this
Agreement, shall conform to all applicable provisions of the City Municipal Code.
402. Provision of Affordable Ownership Housing.
402.1 Affordable Sales Requirement. The House shall be sold only to Very Low
Income Households at the prices set,forth in Section 402.2 hereof, for the period set forth in Section
402,5 hereof.
402.2 Maximum Sales Price. Developer covenants and agrees that the House shall
be sold at an Affordable Housing Cost. An example of the calculation of Affordable Housing Cost
for the House is attached hereto as Attachment No. 8 and incorporated herein.
402.3 Selection of Buyer. Developer shall be responsible for the selection of the
buyer for the House in compliance with the criteria set forth in Section 402.4 of this Agreement.
Developer has selected a proposed buyer prior to the date of this Agreement. fhe Agency's approval
of such buyer is subject to verification of the income of the buyer pursuant to Section 402.4 hereof
prior to the completion of the House.
10
DOCSOC"1210 .5r6v2.'200079-(]003
402.4 Income of Buyer. Prior to each sale of a House,the Developer shall submit
to Agency a completed income computation and certification form, in such form as may be provided
by Agency. Gross income shall be determined in accordance with Health and Safety Code Section
50093. Developer shall obtain a certification FTom each buyer purchasing the Affordable Unit
demonstrating that such buyer is a Lower or Very Low Income Household and meets the eligibility
requirements established for the House. Developer shall verify the income certification of the
proposed buyer as set forth below.
(1) obtain two (2) paycheck stubs from the person's two(2) most recent pay
periods.
(2) obtain a true copy of an income tax return from the person for the most recent
tax year in which a return was filed.
(3) obtain an incorne verification certification from the employer of the person.
(4) obtain an income verification certification from the Social Security
Administration and/or the California Department of Social Services if the person receives assistance
from such agencies.
(5) obtain an alternate form of income verification reasonably requested by
Agency, if none of the above forrm;of verification is available to the Developer.
402.5 Resale Restriction and Option to Purchase Agreement. The purchaser of
the House shall assume the Promissory Note, and shall execute a Resale Restriction and Option to
Purchase AgreementRROPA*' substantially in the forrn of Attachment No. 9 hereto, and such other
documentation as the Agency reasonably requires. The RROPA requires that the House shall either
be sold to Very Low Income Households. at an Affordable Housing Cost, or an equity,sharing
amount shall be paid to the Agency. The Agency shall have a right of first refusal to purchase the
House prior to the sale of the House to a buyer which is not a Very Low Income Household, or at a
price which is not an Affordable Housing Cost. The RROPA shall be in effect for a fifty (50) year
term.
402.6 Developer Loan. The Developer shall provide a purchase money mortgage
loan to each purchaser of the House for a period of up to fifty(5(I)years, secured by a second trust
deed encumbering the House. The terms of such loans shall be reasonably acceptable to the Agency,
and shall enable the purchase of each House at an AfTordable Housing Cost, The length of the to
of such loans shall be within the discretion of the Developer and the homebuyers. and do not need to
extend through the.entire of period.
402.7 Habitat Resale Restriction Agreement. In connection with the Habitat
Loan, Developer will record a"Resale Restriction AgreemenC with respect it)the I-louse. The
Resale Restriction Agreement shall (i) restrict the resale of the House to a Very Low Income
Household, or (ii) require the payment of an equity sharing amount often less than twenty-five
percent(25%)of the appreciation of the House, if the subsequent buyer is not a Very, Low Income
Household or the purchase price exceeds ail Affordable Housing Cost. The Resale Restriction
Agreement and the RROPA shall both contain a cross-default provision,which provides that a default
under one agreement is a default under the other agreement. The form of the Resale Restriction
Agreement shall be reasonably acceptable to the Agency.
II
DOCSOC,1210856v2e'200079-0001
40 .8 Assumption of Note and Deed of Trust. Each purchaser of a House shall
agree to assume the Promissory to and Deed of Trust.
403. Maintenance. The Developer shall maintain or cause to be maintained the exterior
and landscaping of the House and the Site in a decent, safe and sanitary manner, and in accordance
with the standard of maintenance of similar houses within the City. If at any time the Developer fails
to maintain the House and Site in accordance with this Agreement and suchcondition is not
Corrected within five days after written notice from the Agency with respect to graffiti., debris, and
waste material (or such longer period as may be reasonably necessary to remedy the condition), or
thirty days after written notice from the Agency with respect to general maintenance, landscaping
and building improvements (or such longer period as may be reasonably necessary to remedy the
condition),then the Agency, in addition to whatever remedy it may have at law or at equity. shall
have the right to enter upon the Site and perform all acts and work necessary to protect, maintain, and
preserve the House and Site, and to attach a lien upon the Site, or to assess the owner of the House in
the amount of the expenditures arising from such acts and work of protection, maintenance.and
preservation by the Agency and/or costs of such cure, which amount shall be promptly paid by the
Developer to the Agency upon demand.
404. Nondiscrimination Covenants. Developer herein covenants by and for itself. its
successors and assigns, that there shall be no discrimination against or segregation of, any person or
group of persons on account of any basis listed in subdivision (a)or(d) of Section 12955 of the
Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (in)and
paragraph (1) of subdivision(p) of Section 12955, and Section 12955.2 of the Government Code, in
the sale, lease, sublease, transfer, use, occupancy,tenure, or enjoyment of the premises herein
conveyed, nor shall the grantee or any person claiming under or through him or her, establish or
permit any practice or practices of discrimination or segregation with reference to the selection,
location, number, use or occupancy of tenants, lessees. subtenants, sublessees, or vendees in the
premises herein conveyed. The foregoing covenants shall run with the land.
Notwithstanding the immediately preceding paragraph, with respect to familial status,
the immediately preceding paragraph shall not be construed to apply to housing for older persons, as
defined in Section 12955.9 of the Government Code. With respect to familial status, nothing in the
immediately preceding paragraph shall be construed to affect Sections 5 1.2, 51.3, 51A, 5 1, 10. 51,1 1,
and 799.5 of the Civil Code, relating to housing for senior citizens. Subdivision (d)of Section 51
and Section 1360 of the Civil Code and subdivisions(n), (o), and (p)of Section 12955 of the
Government Code shall apply to the immediately preceding paragraph.
All deeds, leases or contracts entered into by Developer relating to the House shall
contain or be subject to substantially the following nondiscrimination or nonsegregation clauses;
(a) In deeds: "The grantee herein covenants by and for himself or
herself, his or her heirs,executors. administrators,and assigns,and all persons claiming under or
through them,that there shall be no discrimination against or segregation of, any person or group of
persons on account of any basis listed in subdivision (a) or(d)of Section 12955 of the Government
Code,as those bases are defined in Sections 12926, 12926.1. subdivision (m)and paragraph (1)of
Subdivision (p)of Section 12955.1 and Section 12955.2 Of the Government Code, in the sale, lease,
sublease,transfer, use, occupancy,tenure, or enjoyment of the premises herein conveyed,not shall
the grantee or any person claiming under or through him or her, establish or permit any practice or
practices of discrimination or segregation with reference to the -,election., location, number, use or
occupancy of tenants, lessees, subteriants, sublessees,or vendees in the premises herein conveyed.
12
DOCSOG,I 210856v2/1-00079-0001
The foregoing covenants shall run with the land.
-Not%xithstanding the immediately preceding paragraph, with respect to
.familial status, the immediately preceding paragraph shall not be construed to apply to housing for
older persons, as defined in Section 12955.9 of the Government Code. With respect to familial
status, nothing in the immediately preceding paragraph shall be construed to affect Sections 51.2;
513, 51.4, 51.10, 51.11, and 799.5 of the Civil Code, relating to housing for senior citizens.
Subdivision (d) of Section 51 and Section 1360 of the Civil Code and subdivisions(n), (o). and(p)of
Section 12955 of the Government Code shall apply to the immediately preceding paragraph."
(b) In leases: "The lessee herein covenants by and for himself or herself,
his or her heirs, executors, administrators, and assigns, and all persons claiming under or through him
or her, and this lease is made and accepted upon and subject to the following conditions:
"That there shall be no discrimination against or segregation of any person or
group of persons,on account of any basis listed in subdivision (a) or(d)of Section 12955 of the
Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (in) and
paragraph (1)of subdivision (p)of Section 12955,and Section 12955.2 of the Government Code, in
the leasing, subleasing,transferring, use, occupancy, tenure,or enjoyment of the premises herein
leased nor shall the lessee himself or herself, or any person claiming under or through him or her.
establish or permit any such practice or practices of discrimination or segregation with reference to
the selection,location, number, use,or occupancy,of tenants. lessees, sublessees, subtenants, or
vendees in the premises herein leased.
"Notwithstanding the immediately preceding paragraph, with respect to
familial status,the immediately preceding paragraph shall not be construed to apply to housing for
older persons, as defined in Section 12955.9 of the Government Code. With respect to familial
status, nothing in the immediately preceding paragraph shall be construed to affect Sections 5 1,2,
513, 51.4, 51.10, .51.1 1. and 799.5 of the Civil Code, relating to housing for senior citizens.
Subdivision (d) of Section 51 and Section 1360 of the Civil Code and subdivisions (n), (o), and(p) of
Section 12955 of the Government Code shall apply to the immediately preceding paragraph."
(e) In contracts-, "There shall be no discrimination against or segregation
of, any person or group of persons on account of any basis listed in subdivision(a)or(d) of Section
12955 of the Government Code.as those bases are defined in Sections 12926, 12926.1, subdivision
(in) and paragraph (1)of subdivision(p)of Section 12955, and Section 12955.2 of the Government
Code, in the sale, lease, sublease, transfer, use, occupancy, tenure., or enjoyment of the premises
which are the subject of this Agreement, nor shall the grantee or any person claiming under or
through him or her, establish or permit any practice or practices of discrimination or segregation with
reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants,
sublessees, or vendees in the premises herein conveyed. The foregoing covenants shall run with the
land."
"Notwithstanding the immediately preceding paragraph,with respect to
familial status,the immediately preceding paragraph shall not be construed to apply to housing for
older persons, as defined in Section 12955.9 of the Government Code. With respect to familial
status, nothing in the immediately preceding paragraph shall be construed to affect Sections 51.2.,
51.3. 51.4, 51.10, 51.11, and 799.5 of the Civil Code, relating to housing for senior citizens.
Subdivision (d) of Section 51 and Section 1360 of the Civil Code and subdivisions(n), (o), and (p)of
Section 12955 of the Government Code shall apply to the immediately preceding paragraph."
DOCSOG'I 210856v2/200079-000 I
I`he foregoing covenants shall, without regard to technical classification and
designation, be binding for the benefit and in favor of Agency, its successors and assigns, any
occupants of the House;and any successor in interest to the (louse. "I"he covenants against
discrimination shall remain in effect in perpetuity. Nothing in this Section 40shall give Developer
any additional rights to convey a fee or leasehold interest in the House except as otherwise
authorized by this Agreement.
405. Effect of Violation of the Terms and Provisions of this Agreement After
Completion of Construction. 'rhe Agency is deemed the beneficiary of the terms and provisions of
this Agreement and of the covenants running with the land, for and in its own right and for the
purposes of protecting the interests of the community and other parties; public or private, in whose
favor and for whose benefit this Agreement and the covenants running,with the land have been
provided,without regard to whether the Agency has been, remains or is an owner ofany lana or
interest therein in the Site or in the Redevelopment Pr(�jectf After issuance of a Certificateof
Completion for the Improvements, all of the terms,covenants,agreements and conditions set forth in
this Agreement relating to the construction and development of the Site shallcease and terminate.
Such ten-nination shall not affect the requirements ot`the Grant:Deed or RRDPA, which shall remain
in effect according to its terms.
00. DEFAULTS AND REMEDIES
01. Default Remedies. Subject to the extensions of time set forth in Section 602 of this
Agreement, failure by either party to perform any action or covenant required by this.Agreement
within the time periods provided herein following notice and failure to cure as described hereafter,
constitutes a"Default" under this Agreement. A party claiming a Default shall give>written notice of
Default to the other party specifying the Default complained of: Except as otherwise expressly
provided in this-Agreement, the claimant shall not institute any preceeding against any other party,
and the ether party shall not be in Default if such party cures such failure within thirty f30 days from
receipt of such notice, or if the nature of such Default is such that more than thirty (30) days is
reasonable required to cure such deficiency, if such party immediately,with due diligence:
commences to cure,correct or remedy such failure or delay and shall complete such cure,correction
or remedy with diligence, but in no event later than ninety(90)clays from the date of such°notice-
fl . Institution of Legal Actions. In addition to any other rights or remedies and subject
to the restrictions otherwise set forth in this Agreement, either party may institute an action at law or
equity to seek specific performance of the terms of°this Agreement, or to cure, correct or remedy any
Default, to recover damages for any Default, or to obtain any other remedy consistent with the
purpose of this Agreement. Such actions shall be instituted in the Superior Court of State of
California, San Bernardino County.
503. Termination by the Developer. In the event that prier to the disbursement of the
Agency loan the:agency is in default of its obligations hereunder, and such default of the Agency is
not cured within the time set forth in Section 501 hereof.after written demand by the Developer,then
this Agreement may. at the option attire Developer. be terminated by written Notice thereof to the
Agency. From the date ofthe`written Notice of termination of this Agreement by the Developer to
the Agency and thereafter this Agreement shall be deemed tenninated, and there shall be no further`
rights or obligations between the parties with respect to the Site by virtue of or with respect to this
Agreement.
1
504. Termination by the Agency. In the event that prior to the disbursement of the
Agency Loan to one or more of the Conditions Precedent to the disbursement of the Agency Loan is
not fulfilled on or before the date set forth in the Schedule of Performance; or(b) the Developer is
otherwise in default of this Agreement and fails to cure such default within the time set forth in
Section 501 here-of, then this Agreement and any rights of the Developer or any assignee or
transferee with respect to or arising out of this Agreement, shall, at the option of the Agency, be
terminated by the Agency by written Notice thereof to the Developer. From the date of the written
Notice of termination of this Agreement by the Agency to the Developer and thereafter this
Agreement shall be deemed terminated, and there shall be no further rights or obligations between
the parties.
505. Acceptance of Service of Process. In the event that any legal action is commenced
by the Developer against the Agency, service of process on the Agency shall be made by personal
service upon the Agency's Executive Director, or designee or Secretary or in such other manner as
may be provided by law. In the event that any legal action is commenced by the Agency against the
Developer, service of process on the Developer shall be made by personal service in sueh manner as
may be provided by law.
506. Rights and Remedies Are Cumulative. Except as otherwise expressly stated in this
Agreement,the rights and remedies of the parties are cumulative, and the exercise by either party of
one or more of such rights or remedies shall not preclude the exercise by it, at the same or different
times, of any other rights or remedies for the same default or any other default by the other party.
507. Inaction Not a Waiver of Default. Any failures or delays by either party in
asserting any of its rights and remedies as to any Default shall not operate as a waiver of any Default
or of any such rights or remedies, or deprive either such party of its right to institute and maintain
any actions or proceedings which it may deem necessary to protect,assert or enforce any such rights
or remedies.
508. Applicable Law. The laws of the State of California shall govern the interpretation
and enforcement of this Agreement.
509. Non-Liability of Officials and Employees of the Agency. No member, official or
employee of the Agency or the City shall be personally liable to the Developer,or any successor in
interest, in the event of any Default or breach by the Agency or for any amount which may become
due to the Developer or its successors,or on any obligations under the terms of this Agreement.
510. Attorneys' Fees. In any action between the parties to interpret, enforce, reform,
modi l"y, rescind, or othemvise in connection with any of the terms or provisions of this Agreement,
the prevailing party in the action shall be entitled, in addition to damages, injunctive relief, or any
other relief to which it might be entitled, reasonable costs and expenses including., without limitation',
litigation costs and reasonable attorneys' fees.
600. GENERAL PROVISIONS
601. Notices, Demands and Communications Between the Parties. Any approval,
disapproval,demand, document or other notice ("Notice")which either party may desire to give to
the other party under this Agreement must be in writing and may be given by first class mail, postage
prepaid, or reputable overnight delivery service,addressed to the party to whorn the Notice is
directed as set forth below. or at any other address as that party may later designate, by Notice.
15
DOCSOC111 210856v2i'200079-0001
To Agency. Redevelopment Agency of the City of Redlands
35 Cajon Street, Suite 20
Redlands,California 92373-1505
Attention. Executive Director
To [developer: Habitat for Humanity, San Bernardino Area,Inc:.
1235 Indiana Court, Suite 1 I I (P. 0. Box 1550)
Redlands, California 92373
Attention: Executive Director
,Any written notice, demand or communication shall be deemed received immediately
if delivered by hand and shall be deemed received€gra the third day from the date it is postmarked, if
delivered by registered or certified mail.
602. Enforced Delay; Extension of Times of Performance. in addition to specific
provisions of this Agreement. performance by either party hereunder shall not he deemed to he i
Default, and all performance and other dates specified in this Agreement shall be extended,where
delays or Defaults are due to events which are outside of reasonable control of the party claiming
an extension,which may include, without limitation: rear; insurrection, strikes; lockouts, riots;
floods; earthquakes, fires, casualties; acts of God; acts of terrorism, acts of the public enemy
epidemics; quarantine restrictions; freight embargoes; lack of transportation; governmental
restrictions or priority; litigation; unusually severe weather, inability to secure necessary labor.,
materials or tools, delays of any contractor, subcontractor or supplier;acts or omissions of the other
party; acts or failures to act of the City or any other public or governmental agency or entity (other
than the acts or failures to act of the Agency which shall not excuse performance by the Agency), or
any other causes beyond the control or without the fault of the party claiming an extension of time to
perform. Notwithstanding anything to the contrary in this Agreement{an extension of time for any
such cause shall be for the period of the enforced delay and shall commence to run from the time of
the commencement of the cause, if notice by the party claiming such extension is sent to the other
party within thirty(3 0)days of the commencement of the cause. Times of'performance under this
Agreement may also be extended in writing by the mutual agreement of Agency and Developer.
Notwithstanding any provision of this Agreement to the contrary, the lack of funding to construct or
complete the Improvements shall not constitute grounds of enforced delay pursuant to this Section
.
603. Transfers of Interest in Site or Agreement.
603.1 Prohibitions. The qualifications and identity of the Developer are of
particular concern to the Agency. It is because of those qualifications and identity that the Agency°`
has entered into this.Agreement with the Developer. Accordingly, for the period commencing upon
the date of this Agreement and until the issuance of the Certificate of Completion ( no voluntary or
involuntary successor in interest of the Developer;shall acquire any rights or powers under this
Agreement, (b)nor shall the Developer snake any total or partial sale,transfer, conveyance,
assignment, subdivision, refinancing or lease of the whole or any part of the Site or the
Improvements thereon (collectively referred to herein as>:a ""Transfer"), without the prior written
approval of the Agency, except as expressly,. set firth herein,
603.2 Permitted Transfers. Notwithstanding any other provision of this
Agreement to the contrary, Agency approval ofa Transfer shall not be required in connection with
any of the following:
16s
(a) Any`Transfer to a limited liability company. partnership, corporation,
or other entity or entities in which Habitat for Humanity, San Bernardino Area, Inc. retains a
minimum of fifty-one percent (5 1%)of the ownership or beneficial interest and retains management
and control of the transferee entity or entities.
(b) The conveyance or dedication of any portion of the Site to the City or
other appropriate governmental agency, or the granting of easements or permits to facilitate
construction of the Improvements.
(c) Any requested assignment for financing purposes (subject to such
financing being considered and approved by the Agency pursuant to Section _3)I I herein), including
the grant of a deed of trust to secure the funds necessary for land acquisition and construction of the
Improvements.
(d) Any conveyance of the completed House to an individual hornebuyer
in the manner provided herein.
In the event of a Transfer by Developer under subparagraph(a) above not requiring
the Agency's prior approval, Developer nevertheless agrees that at least thirty(30) days prior to such
Transfer it shall give written notice to Agency of such assignment and satisfactory evidence that the
assignee has assumed in writing through an assignment and assumption agreement of all of the
obligations of this Agreement. Such assignment shall release the assigning Developer from any
obligations to the Agency hereunder.
603.3 Agency Consideration of Requested Transfer. The Agency agrees that it
will not unreasonably withhold approval of a request for approval of a Transfer made pursuant to this
Section 603, provided the Developer delivers written notice to the Agency requesting such approval.
Such notice shall be accompanied by evidence regarding the proposed transferee's development
and/or operational qualifications and experience, and its financial commitments and resources, in
sufficient detail to enable the Agency to evaluate the proposed assignee or purchaser pursuant to the
criteria set forth in this Section 603 and as reasonably deten-tined by the Agency. The Agency may,
in considering any such request,take into consideration such factors as(i)the quality of any new
and/or replacement developer(ii) the transferee's past performance as a developer of single family,
detached residences, (iii)the current financial condition of the transferee,and similar factors. The
Agency agrees not to unreasonably withhold its approval of any,such requested Transfer, taking into
consideration the foregoing factors.
An assignment and assumption agreement in form satisfactory to the Agency*s legal counsel
shall also be required for all proposed Transfers. Within thirty(30) days after the receipt of the
Developer's written notice requesting Agency approval of a Transfer pursuant to this Section 603.
the Agency shall either approve or disapprove such proposed assignment or shall respond in writing
by stating what further information, if any,the Agency reasonably requires in order to determine the
request complete and determine whether or not to grant the requested approval. Upon receipt of such
a response, the Developer shall promptly furnish to the Ag
zency such further information as may be
reasonably requested.
603.4 Successors and Assigns. All of the terms, covenants and conditions of thi's
Agreement shall be binding upon the Developer and its permitted successors and assigns. Whenever
the term "Developer" is used in thisg Acement, such term shall include any other permitted
L-r
successors and assigns as herein provided.
17
DOCS OGI 210856v2,'200079-0001
60 3.5 Assignment b-
y Agency. The Agency may assign or transfer any of its rights
or obligations under this Agreement with the approval of the Developer, which approval shall not be
unreasonably withheld; provided, however, that the Agency may assign or transfer any of its interests
hereunder to the City at any time without the consent of the Developer.
604. Relationship Between Agency and Developer. It is hereby acknowledged that the
relationship between the Agency and the Developer is not that of a partnership or joint venture and
that the Agency and the Developer shall not be deemed or construed for any purpose to be the agent
of the other. Accordingly,except as expressly provided herein or in the Attachments hereto, the
Agency shall have no rights,powers, duties or obligations with respect to the development,
operation, maintenance or management of the Improvements.
605. Agency Approvals and Actions. The Agency shall maintain authority of this
Agreement and the authority to implement this Agreement through the Agency's Executive Director
(or his duty authorized representative). The Agency's Executive Director, or designee shall have the
authority to make approvals, issue interpretations, execute documents,waive provisions,and/or enter
into certain amendments of this Agreement on behalf of the Agency so long as such actions do not
materially or substantially change the uses or development permitted on the Site,or add to the costs
incurred or to be incurred by the Agency as specified herein, and such approvals, interpretations,
waivers and/or amendments may include extensions of time to perform as specified in the Schedule
of Performance. All other material and/or substantive interpretations, waivers, or amendments shall
require the consideration,action and written consent of the Agency Board.
606. Memorandum of Agreement. Developer and Agency shall execute, and Agency
shall cause to be recorded concurrently with Developer's acquisition of the Site, a Memorandum of
Agreement, in the form included herewith as Attachment No. 10, referencing this Agreement and
serving as notice of its existence and contents.
607. Project Sign. Developer agrees to permit the Agency to maintain upon the Site
during construction and until the issuance of a Certificate of Completion. a sign which identifies the
subject project as an Agency assisted activity; provided, however, that the design,content, size and
location of such sign shall be subject to the reasonable approval of Developer. Developer shall have
the right to relocate such sign from time to time.
608. Groundbreaking and Completion Ceremonies. To ensure proper protocol and
recognition of Agency BoardYCity Council members, Developer shall cooperate (without any
additional costs or expense, to Developer)with Agency/city staff in the organization of any project-
related groundbreakings,completion ceremony or any other such inaugural events/ceremonies
sponsored by Developer celebrating the development which is the subject of this Agreement,
provided such events do not unreasonably interfere with Developer's construction,of the
Improvements.
609. Counterparts. This Agreement may be signed in multiple counterparts which, when
signed by all parties, shall constitute a binding agreement. This Agreement is executed in three (3)
originals, each of Which is deemed to be an original.
610. Integration, This Agreement contains the entire understanding, between the parties
relating to the transaction contemplated by this Agreement.. notwithstanding any previous
negotiations or agreements between the parties or their predecessors in interest with respect to all or
any part of the subjectmatter hereof. Alt prior or contemporaneous agreements, understandings,
18
DOCSOCI 210856VI"20W79-0001
representations and statements, oral or written, are merged in this Agreement and shall be of no
further force or effect. Each party is entering this Agreement based solely upon the representations
set forth herein and upon each party's ownn independent investigation of any and all facts such party
deems material. This Agreement includes Attachment Nos. I through 10,which are incorporated
herein.
611. Real Estate Brokerage Commission. Each of the Agency and the Developer
represents to the other party that it has not engaged the services of any finder or broker and that it is
not liable for any real estate commissions, broker's fees,or finder's fees which may accrue by means
of the acquisition of all or part of the Site, and agrees to hold harmless the other party from such
commissions or fees as are alleged to be due from the party making such representations.
612. Titles and Captions. Titles and captions are for convenience of reference only and
do not define, describe or limit the scope or the intent of this Agreement or of any of its terms.
Reference to section numbers are to sections in this Agreement, unless expressly stated otherwise.
613. Interpretation. As used in this Agreement, masculine, feminine or neuter gender
and the singular or plural number shall each be deemed to include the others where and when the
context so dictates. The word"including" shall be construed as if followed by the words ``without
limitation." This Agreement shall be interpreted as though prepared jointly by both parties.
614. No Waiver. A waiver by° either party of a breach of any of the covenants,conditions
or agreements under this Agreement to be performed by the other party shall not be construed as a
waiver of any succeeding breach of the same or other covenants, agreements,restrictions or
conditions of this Agreement,
615. Modifications. Any alteration, change or modification of or to this Agreement, in
order to become effective, shall be made in writing and in each instance signed on behalf of each
party,
616. Severability. If any terrn,provision, condition or covenant of this Agreement or its-
application
tsapplication to any party or circumstances shall be held,to any extent, invalid or unenforceable,the
remainder of this Agreement,or the application of the term. provision,condition or covenant to
persons or circumstances other than those as to whom or which it is held invalid or unenforceable,
shall not be affected, and shall be valid and enforceable to the fullest extent permitted by law.
617. Computation of Time. The time in which any act is to be done under this
Agreement is computed by excluding the first day (such as the day escrow opens), and including the
last day, unless the last day is a holiday or Saturday or Sunday. and then that day is also excluded.
The term "holiday", shall mean all holidays as specified in Section 6700 and 6701 of the California
Government Code. If any act is to be done by a particular time during a day'. that time shall be
Pacific Time Zone time.
618. 'Legal Advice. Each party represents and warrants to the other the following: they
have carefully read this Agreement, and in signing this Agreement. they do so with full knowledge of
any right which they may have: they have received independent legal advice from their respective
legal counsel as to the matters set forth in A,this
I greement, or have knowingly chosen not to consult
legal counsel as to the matters set forth in this Agreement; and, they have freely signed this
Agreement without any reliance upon any agreement, promise, statement or representation by or on
19
taut'SO(I'll�121085OY2,'20()()79-0(,)OI
behalf of the other party, or their respective agents, employees, or attorneys, except as specifically set
forth in this Agreement, and without duress cvr coercion, whether economic or otherwise.
619. Time of Essence. Time is expressly made Of the essence with respect to the
performance by the Agency and the Developer of each and every obligation and condition of this
Agreement.
620. Cooperation. Each party agrees to cooperate with the other in this transaction and,
in that regard, to sign any and all documents which may be reasonably necessary,helpful, or
appropriate to carry out the purposes and intent of this Agreement including, but not limited to,
releases or additional agreements.
621. Conflicts of Interest. No mernber,official or employee of the Agency shall have
any personal interest,direct or indirect, in this Agreement, nor shall any such member, official or
employee participate in any decision relating to the Agreement which affects his personal interests or
the interests of any corporation,partnership or association in which he is directly or indirectly
interested.
622. Time for Acceptance of Agreement by Agency. This Agreement,when executed
by the Developer and delivered to the Agency, must be authorized, executed and delivered by the
Agency on or before thirty(30) days after signing and delivery of this Agreement by the Developer
or this Agreement shall be void, except to the extent that the Developer shall consent in writing to a
further extension of time for the authorization,execution and delivery of this Agreement.
IN WITNESS WHEREOF, the Agency and the Developer have executed this Owner
Participation Agreement as of the date set forth above.
AGENCY:
REDEVELOPMENT AGENCY OF THE CITY
OF;REDLA NDS, a public body, corporate and politic
By:
L
Jon Harrison.,fhairrm�an
A'TEST:
13y:
4 411
Loi* Poyzer, Ag c y cretaty
APPROVE S TO F9RNI:
By:
Jon Goe� , A�e cial Counsel
Stradli11 coca Carim&Rauth
, ,
20
DOCSOC/1210856QI200079-0001
DEVELOPER:
HABITAT FOR HUMANITY, SAl'+i
BERNARDINO AREA, INC.. a Call fornia nonprofit
corporation
Brvr
Paula Akompon , Executive Director
21
ATTACHMENT NO. 1
SITE MAP
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11131 151.41 1111.45 0o
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51 4l.14 •' ""° a 13.1E 511 3l.yt 14
w y�
SITE
Attachment No. z-I
ATTACHMENT NO.
SITE LEGAL DESCRIPTION
That certain real property located in the City of Redlands,County of San Bernardino, Stat:of`
California, and described as follows:
Lot 35 of Casa I oma Addition. in the City of Redlands, County of San Bernardino, State of
California.as shown by map on file in Book 15, Page 33 of Maps, in of the offices of the Count
Recorder of said County.
Assessor's Parcel No. 0 169-106-08
Attachment No. 2-1
ATTACHMENT NO.3
PROMISSORY NOTE
$112,000
200 Redlands. California
FOR VALUE RECEIVED,HABITAT FOR HUMANITY;SAN BERNARDINO
AREA, INC.,a California nonprofit corporation ("Borrower"),er"), promises to pad=to the
REDEVELOPMENT AGENCY OF THE CITY OF REDLANDS,a public body, corporate and
politic (the "Agency"), or order, at the Agency's office at 35 Cajon Street. Suite 200, Redlands;
California- 92373-1505.or such other place as the Agency may designate in writing, One Hundred
Twelve Thousand Dollars($112.000) (the "dote Amount"), in currency of the United Mates of
America,which at the time of payment is lawful for the payment of public and private debts.
1. Agreement. This Promissory Note(the "Note") is given in accordance with that
certain Owner Participation Agreement executed by the Agency and Borrower, dated as of
2007 (the "Agreement"). Thin Note is made by Borrower for the repayment of
the Agency Loan provided by Agency to the Borrower(as defined in the Agreement).
2. Borrower Assignment. Borrower shall assign this Note to the Very Low income
purchaser ofthe'House in accordance with, Section 402 of the Agreement. Subsequent Very Low
Income purchasers of the House shall also assume this Note upon their purchase of the Neuse. In no
event shall Borrower assign or transfer any portion of this Note except to a transferee which is
approved by the Agency or otherwise pe fitted pursuant to Section 63 of the Agreement.
3. Interest. The Note Amount shall not accrue interest.
4. Repayment of Note Amount. In the event that Borrower and its assignees remain in
compliance with their obligations tinder the Agreement and the Resale Restriction and Option to
Purchase Agreement(`,- OP ") executed pursuant to the Agreement, the full Note Amount shall b
payable in full on the fiftieth(500 )anniversary of the date of this Note. Notwithstanding the
foregoing; the repay=ment of the full Note Amount may be earlier accelerated by notice from the
Agency to the Borrower or its assignee upon the default of the Borrower or its assignee of any of its
obligations under the Agreement and/or the RROP'A, which default is not cured after notice thereof
and an opportunity to cure as provided in the applicable document or documents.
5. Security,. This Note is secured by a Deed of Trust dated concurrently herewith. The
Deed of gust shall be senior and superior to the construction financing approved by the Agency
pursuant to Section 311 of the Agreement. This Note shall be senior to the mortgage loan obtained
by the purchaser ofthe,House in accordance with Section 02 ofthe Agreement.
6 Waivers,
a. Borrower expressly agrees that this Note or any payment hereunder may be
extended from time to time at the Agency's sole discretion and that the.. Agency may accept security
in consideration for any such extension or release any security for this Note at its sale discretion all
without in any way affecting the liability of Borrower.
Attachment No. 3-1
DO `SO .t?I0856v2/200079-0001
b. leo extension of time for payment of this Dote made: by agreement by the
Agency with any person now or hereafter liable for the payment of this Note shall operate to release;
discharge; modify, change or affect the original liability of Borrower under this dote,either in whole
or in part.
C. The obligations of Borrower under this Dote ,shall be absolute and Borrower
waives any and all rights to offset, deduct or withhold any payments or charges due Linder this Note
for any reasons whatsoever.
d. Borrower waives presentment, demand, notice of protest and nonpayment
notice of defaulter delinquency, notice of acceleration, notice of cost, expenses or leases or interest
thereon, notice of dishonor,diligence in collection or in proceeding against any of the rights of
interests in or to properties securing of this Note, and the benefit of any exemption under any
homestead exemption laws, if applicable.
e o previous waiver and no failure or delay by Agency in acting with respect
to the terms of this`,dote or the Deed of Trust shall constitute a waiver of any breach, default,or
failure or condition under this Note,the Deed of Trust or the obligations secured thereby., A waiver
of any term of this Note, the Deed of Trust or of any of the obligations secured thereby must be made
in writing and shall be limited to the express written terms of such waiver;
7.. Attorneys' Fees and Casts. Borrower agrees that if any amounts due under this
Note are not paid when due,to pay in addition,all costs and expenses of collection and reasonable
attorneys, fees paid or incurred in connection with the collection or enforcement of this Note,
whether or not suit is filed.
8 Joint and Several Obligation. 'Phis Note is the Joint and several obligation of all;
makers, sureties, guarantors and endorsers, and shall be binding upon them and their heirs,
successors and assigns.
9. Amendments and Modifications This Note may not be changed orally,but only by
an amendment in writing signed by Borrower and by the, Agency.
10. Agency Assignment. Agency may, at its option, assign its right to receive payment
under this Dote without necessity of obtaining theconsentof the Borrower.
It. Terms. Any terms not separately defined herein shall,have the same meanings as set
forth in the Agreement.
12. remedies. All costs of collection: including, but not limited to. reasonable attorneys'
fees and all expenses incurred in connection with protection of,or realization on, the security for this
Note, may be added to the principal Hereunder,and shall accrue interest as provided herein. Agency
shall at all tines have the right to proceed against any portion ofthe security for this Note;in such
order and in such manner as such Agency may consider appropriate, without waiving any rights with
respect to any of the security.: Any delay or ormssion on the part of the agency in exercising any
right hereunder, or under the =agreement, shall not operate as a waiver of such right.; or of any other
right. No single or partial exercise of any right or remedy hereunder or under the Agreement or any
Cather document or agreement shall preclude other or further exercises thereof, or the exercise of any
other right or remedy. 'The acceptance of payment of any sum payable hereunder. or part thereof,
after the due date of such payment shall not be a waiver of Agency's right to either require prompt
Attachment No. 3-2
payment when due of all other sums payable hereunder or to declare an Event of Default for failure
to make prompt or complete payment.
13. Consents. Borrower hereby consents,to: (a)any renewal, extension or modification
(whether one or more) of the terms of the Agreement or the terrns or time of payment under this
Note, (b) the release or surrender or exchange or substitution of all or any part of the security,
whether real or personal, or direct or indirect, for the payment hereof, (c)the granting of any other
indulgences to Borrower, and (d)the taking or releasing of other or additional parties primarily or
contingently liable hereunder. Any such renewal, extension, modification,release, surrender.
exchange or substitution may be made without notice to Borrower or to any endorser.
, guarantor or
surety hereof, and without affecting the liability of said parties hereunder.,
14. Successors and Assigns. All covenants, provisions and agreements by or on behalf
of Borrower,and on behalf of any makers, endorsers, guarantors and sureties hereof which are
contained herein shall inure to the benefit of the Agency and Agency's successors and assigns.
15. Miscellaneous. Time is of the essence hereof. This Note shall be governed by and
construed under the laws of the State of California.
HABITAT FOR HUMANITY, SAN
BERNARDINO AREA, INC.,a California nonprofit
corporation
By:
By:
No. 3-3
DOCSOCII 2)J0856v2L100079-0001
ATTACHMENT NO. 4
RECORDING REQUESTED BY AND
WHENRECORDED MAIL TO:
Redevelopment Agency of the City of Redlands j
35 Cajon Street, Suite 200
Redlands, CA 92373-1505 �
Attn: Executive Director
Exempt from recording fee pursuant to Government Code Section 27333
DEED OF TRUST
This DEED OF TRUST(this"Deed of Trust"), is made as of
200 , by HABITAT FOR HUMANITY,SAN BERNARDINO AREA,INC., a California
nonprofit corporation ("Trustor"), whose address is ,to
(and in such capacity
herein called the "Trustee"), for the benefit of the REDEVELOPMENT AGENCY OF THE CITY
OF REDLANDS, a public body, corporate and politic (and in such capacity herein called the
"Beneficiary"),), having an office located at 35 Cajon Street, Suite 200, Redlands,California 92373-
1505.
The Trustor, in consideration of the promises herein recited and the trust herein
created, irrevocably grants,transfers, conveys and assigns to Trustee. in trust,with power of sale,the
property located in the City of Redlands, State of California, described in the attached Exhibit"A" and.;
in part, more commonly known as: Redlands, California (APP
� -_)(the "Property")
TOGETHER with all the improvements now or hereafter erected on the Property, and
all easements, rights, appurtenances,and all fixtures now or hereafter attached to the Property, all of
which" including replacements and additions thereto, shall be deemed to be and remain a part of the
Property covered by this Deed of Trust. All of the foregoing, together with the property. is herein
referred to as the "Security°"
TO SECU,RE to the beneficiary°the repayment of the suns evidenced d b a Promissory
Dote and performance of the terms and conditions established therein" executed by Trustor dated
® —. in the amount of"One Hundred Twelve Thousand Dollars (S112,000.00)
("Note");and
TO SECURE the payment of all other sums and performance of all other covenants
and agreements offrustor herein contained.
TRUSTOR COVENANTS AND AGREES AS FOLLOWS:
1. Trustor"s Estate. That Trustor is lawfully seized of the estate hereby conveyed and:
has the right to grant and convey the Security. Trustor agrees to warrant and defend generally the title
Attachment leo. 4.1
DOC.St)C"t'1210856v2/200079-0001
to the Security against all claims and demands, subject to any declarations. easements, or restrictions
listed in a schedule of exceptions to coverage in any title insurance policy insuring the Beneficiary's
interest in the Security.
2. Renayrnerit of Loan. Trustor will promptly repay. when due. the principal required
by the Note.
3. ALreeinent. Trustor will observe and perform all of the covenants and agreements
. _
of the Owner Participation Agreement between Trustor and Beneficiary, dated . 2007,
4. Chases: Liens. Trustor will pay all taxes, assessments, and other charges, fines,
and, impositions attributable to the Security which may attain a priority over this Deed of Trust, by
Trustor making any payment, when due,directly to the payee thereof. Trustor will promptly furnish to
the Beneficiary all notices of amounts due under this paragraph, and in the event Trustor makes
payment directly,Trustor will promptly discharge any lien which has actual or claimed priority over
this Deed of Trust and will in good faith, contest such lien by,or defend enforcement of such lien., in
legal proceedings which operate to prevent the enforcement of the lienor forfeiture of the Security or
any part thereof.
5. Protection of the Beneficiary:s Security. Trustor shall keep said Property in
good condition and repair which shall include, but not be limited to; not removing or demolishing any
building thereon; completing or restoring promptly and in good workmanlike manner any building
which may be constructed,damaged or destroyed thereon and to pay when due all claims for labor
performed and materials furnished therefor; complying with all laws affecting said Property,or
requiring any alterations or improvements to be made thereon; not committing or permitting waste
thereof-, not committing, suffering or permitting any act upon said Property in violation of law; and
cultivating, irrigating, fertilizing, fumigating, pruning and doing all other acts which form the character
or use of said Property as may be reasonably necessary. If Trustor fails to perform the covenants and
agreements contained in this Deed of Trust or if any action or proceeding is commenced which
materially affects the Beneficiary's interest in the Security, including, but not limited to,eminent
domain, insolvency, code enforcement,or arrangements or proceedings involving a bankrupt or
decedent, then the Beneficiary,at the Beneficiary's option, upon notice to Trustor,may make such
appearances,disburse such sums and take such action as it determines necessary to protect the
Beneficiary's interest, including but not limited to,disbursement of reasonable attorney's fees and entry
upon the Security to make repairs. Any amounts disbursed by the Beneficiary pursuant to this
paragraph,with interest thereon, will become an indebtedness of Trustor secured by this Deed of Trust.
Unless Trustor and Beneficiary agree in writing to other terms of payment. such amount will be
payable upon notice from the Beneficiary to Trustor requesting payment thereof, and will bear interest
from the date of disbursement at the, rate, payable from time to time on the outstanding principal under
the Note unless payment of interest at such rate would be contrary to applicable law, in which event
such amounts will bear interest at the highest rate permissible under applicable law. Nothing
contained in this paragraph will require the Beneficiary to insure any expense or take any action
hereunder.
6Inspection. The Beneficiary may make or cause to be made, reasonable entries
upon and inspections of the Security; provided that the Beneficiary will give Trustor reasonable notice
of inspection.
Attachment No.4-2
DOCSOCIA 210856,v2,'200079-0(X)1
7. Forbearance by the Beneficiary Not a Waiver. Any forbearance by the
Beneficiary in exercising any right or remedy will not be a waiver of the exercise of any such right or
remedy. The procurement of insurance or the payment of taxes or other liens or charges by the
Beneficiary will not be a waiver of the Beneficiary's rightI
to accelerate the maturity of the
indebtedness secured by this Deed of Trust.
8Insurance. Trustor shall keep the improvements now existing or hereafter
erected on the Property insured against loss by fire, hazards included within the term "extended
coverage" and any other hazards, including floods or flooding, for which Beneficiary requires
insurance. This insurance shall be maintained in the amounts and for the periods that Beneficiary
requires. The insurance carrier providing Trustor said insurance shall choose the insurance subject to
Beneficiary's approval, which shall not be unreasonably withheld. If Trustor fails to maintain
coverage described above, Beneficiary may at Beneficiary's option, obtain coverage to protect
Beneficiary's rights in the Property in accordance with this paragraph 8. All insurance policies and
renewals shall be acceptable to Beneficiary and shall include a standard mortgage clause.
Beneficiary shall have the right to hold the policies and renewals, If Beneficiary requires, Truster
shall promptly give Beneficiary all receipts of paid premiums and renewal notices. In the event of
loss, Beneficiary shall give prompt notice to the insurance carrier and Beneficiary. Beneficiary may
make proof of loss if not made promptly by Trustor. Unless Beneficiary and Trustor otherwise agree
in writing, insurance proceeds shall be applied to restoration or repair of the Property damaged, if the
restoration or repair is economically feasible and Beneficiary's security is not lessened. If the
restoration or repair is not economically feasible or Beneficiary's security would be lessened,the
insurance proceeds shall be applied to the sums secured by this Deed of Trust, whether or not then
due,with any excess paid to Trustor. If Trustor abandons the Property,or does not answer within 30
days a notice from Beneficiary that the insurance carrier has offered to settle a claim,then
Beneficiary may collect the insurance proceeds. Beneficiary may use the proceeds to repair or
restore the Property or to pay sums secured by this Deed of Trust, whether or not then due. The 30-
day period will begin when the notice is given. Unless Beneficiary and Trustor otherwise agree in
writing, any application of proceeds to principal shall not extend or postpone the due date of the
payments referred to in the Note or change the amount of the payments. If pursuant to this Deed of
Trust the Property is acquired by the Beneficiary, Trustor's right to any insurance policies and
proceeds resulting from damage to the Property prior to the acquisition shall pass to Beneficiary to
the extent of the sums secured by this Deed of Trust immediately prior to the acquisition.
9. Defense of Security: To appear in and defend any action or proceeding
purporting to aff-ect the security hereof or the rights or powers of Beneficiary or Trustee; and to pay
all costs and expenses, including cost of evidence of title and attorney's fees in a reasonable sum, in
any such action or proceeding in which Beneficiary or Trustee may appear, and in any suit brought
by Beneficiary to foreclose this Deed of Trust.
10, Pavmcnt of Taxes arid assessments_ To pay at least ten days before
delinquency: all taxes and assessments affecting said property, including assessments on appurtenant
water stock; when due, all encumbrances, charges and liens. with interest, on said property or any
part thereof, which appear to be prior or superior hereto; all costs, fees and expenses of this Trust.
Should Trustor fail to make any payment or to do any act as herein provided, then Beneficiary or
Trustee, but without obligation so to do and without notice to or demand upon Trustor and without
releasing Trustor from any obligation hereof, may: make or do the same in such mariner and to such
extent as either may deem necessary to protect the security hereof. Beneficiary or Trustee being
authorized to enter upon said property for such purposes: appear in and defend any action or
Attachment No. 4-3
DOCSOC!I 210856v2l,,200079-0004
proceeding purporting to affect the security hereof or the rights or powers of`Beneficiary or Trustee;
pay, purchase, contest or compromise any encumbrance,charge or lien which in the judgment of
either appears to be prior or superior hereto;and, in exercising any such powers, pay necessary
expenses, employ counsel and pay his reasonable fees. To pay immediately and without demand all
sums so expended by Beneficiary or Trustee, with interest from date coupe ditureat the amount
allowed by law in effect at the date hereof,and to pay for any statement provided for by law in effect
at the date hereof regarding the obligation secured hereby any amount demanded by the Beneficiary
not to exceed the maximum allowed by law at the time when said statement is demanded.
11, Condemnation. That any compensation or award of damages in connection
with any condemnation, including the threat thereof., for public use of or injury to said property or
any part thereof is hereby assigned and shall be paid to Beneficiary who may apply or release such
moneys received by it in the sarne manner and with the same effect as above provided for disposition
of proceeds of fire or other insurance.
12. Non-Waiver. That by accepting payment of any sum secured hereby after its
due date, Beneficiary does not waive its right either to require prompt payment when due of all other
sums so secured or to declare default for failure so to pay.
13. Trustee's Actions. That at any time or from time to time,without liability
therefor and without notice,upon written request of Beneficiary and presentation of this Deed of
Trust and said note for endorsement,and without affecting the personal liability of any person for
payment of the indebtedness secured hereby, Trustee may: reconvey any part of said property;
consent to the making of any map or plat thereof;join in granting any easement thereon; or join in
any extension agreement or any agreement subordinating the lien or charge hereof.
14. Payment QfLSuperror Obligations. That Trustor shall promptly pay when due
the payments of interest, principal, and all other charges accruing under any superior trust deed,
mortgage, or other instrument encumbering the Property, as provided for in the Note. Beneficiary
shall have the right, but not the obligation, to cure any defaults on any superior deed of trust or
promissory note secured thereby and upon curing such default Trustor shall immediately reimburse
Beneficiary for all costs and expenses incurred thereby, together with interest thereon at the
maximum legal rate permitted to he charged by non-exempt lenders under the State of California,
and Trustor's failure to pay such amount on demand shall be a breach hereof. Trustor's breach or
default of any covenant or condition of any superior trust deed, mortgage or other instrument
encumbering the property shall be a defatt It under this Deed of Trust,
15. Limitations on Transfer. If the Trustor shall die or sell,convey,transfer,
hypothecate or alienate the real property described herein,or any part thereof, or any interest therein,
or shall be divested of title or any interest therein in any manner or way, whether voluntarily or
involuntarily. without the written consent of the Beneficiary being first had and obtained, or if Trustor
shall fail to make any payments due under the Note secured by this Deed of Trust, or fail to perform
any other obligation under this Deed of Trust or Note secured hereby, or any other deed of trust
encumbering the Property,then Beneficiary shall have the right,at its option., to declare any
indebtedness or obligations secured hereby, irrespective of the maturity date specified in any note
evidencing the sarne, immediately due and payable.
Attachment No, 4-4
DOCSOG I 210856Q/200079-0001
..........
16. Remedies Cumulative. All remedies provided in this Deed of Trust are distinct
and cumulative to any other right or remedy under this Deed of Trust or any other document, or
afforded by law or equity, and may be exercised concurrently, independently or successively.
17. Successors and Assigns Bound. The covenants and agreements herein
contained shall bind,and the rights hereunder shall inure to,the representative successors and assi,g-
ns
of the Beneficiary and Trustor subject to the provisions of this Deed of Trust.
18. Joint and Several Liability. All covenants and agreements of Trustor shall be
joint and several.
19, Notice. Except for any notice required under applicable law to be given in
another manner, (a) any notice to Trustor provided for in this Deed of Trust will be given by certified
mail, addressed to Trustor at the address shown in the first page of this Deed of Trust or such other
address as Trustor may designate by notice to the Beneficiary as provided herein,and(b)any notice to
the Beneficiary will be given by express delivery, return receipt requested,to the Beneficiary at: the
Redevelopment Agency of the City of Redlands, 35 Cajon Street, Redlands California 92373.,
Attention: Redevelopment Director, or to such other address as the Beneficiary may designate by
notice to Trustor as provided above. Notice shall be effective as of the date received by Beneficiary as
shown on the return receipt.
M Governing Law. The laws of the State of California shall govern this Deed of
Trust.
21. Captions. The captions and headings in this Deed of Trust are for convenience
only and are not to be used to interpret or define the provisions hereof.
22. Acceleration: Remedies. Upon Trustor's breach of any covenant or agreement
of Trustor in this Deed of Trust or the Note including, but not limited to,the covenants to pay, when
due, any sums secured by, this Deed of Trust,the Beneficiary, prior to acceleration, will mail by
certified mail.return receipt requested notice to Trustor specifying; (1)the breach; (2)the, action
required to cure such breach; (3)a date, not less than thirty(30)days from the date the notice is
received by Trustor as shown on the return receipt, by which such breach is to be cured; and (4)that
failure to cure such breach on or before the date specified in the notice may result in acceleration of the
sums secured by this Deed of Trust and sale of the Security. The notice will also inform Trustor of
Trustor's right to reinstate after acceleration and the right to bring a court action to assert the
nonexistence of default or any other defense of Borrower to acceleration and sale. If the breach is not
cured on or before the date specified in the notice,the Trustee, at the Beneficiary's option, may: (a)
declare all of the sums secured by this Deed of Trust to be immediately due and payable without
further demand and may invoke the power of sale and any other remedies permitted by California law:
(b) either in person or by agent, with or without bringing any action or proceeding, or by a receiver
appointed by a court, and without regard to the adequacy of its security,enter upon the Security and
take possession thereof(or any part thereof) and of any of the Security, in its own name or in the name
of Trustee, and do any acts which it deems necessary or desirable to preserve the value or
marketability of the Security,or part thereof or interest therein, increase the income therefrom or
protect the security thereof. The entering upon and taking possession of the Security shall not cure or
waive any breach hereunder or invalidate any act done in response to such breach and, notwithstanding
the continuance in possession of the Security,the Beneficiary shall be entitled to exercise every right
provided for in this Deed of Trust. or by law upon occurrence of any uncured breach, including the
Attachment No.4-5
DOCSOCA 210856Q/200079-0001
right to exercise the power of sale; (c)commence an action to foreclose this Deed of Trust as a
mortgage., appoint a receiver,or specifically enforce any of the covenants hereof, (d) deliver to Trustee
a written declaration of default and demand for sale, pursuant to the provisions for notice of sale found
at California Civil Code Sections 2924,"se , as amended from time to time; or(d) exercise all other
rights and remedies provided herein, in the instruments by which the Trustor acquires title to any
Security, or in any other document or agreement now or hereafter evidencing, creating or securing all
or any portion of the obligations secured hereby, or provided by law. The Beneficiary shall be entitled
to collect all reasonable costs and expenses incurred in pursuing the remedies provided in this
paragraph, including,but not limited to, reasonable attorney's fees.
23. Trustor's lei ht to Reinstate. Notwithstanding the Beneficiary's acceleration of
the sums secured,by this Deed of Trust, Trustor will have the right to have any proceedings begun by
the Benef is iary to enforce this Deed of Trust discontinued at any time prior to five (5)days before sale
of the Security pursuant to the power of sale contained in this Deed of Trust or at any time prior to
entry of a judgment enforcing this Deed of Trust if: (a)Trustor pays Beneficiary all sums which would
be then due under this Deed of Trust and the Note and no acceleration under the Note has occurred; (b)
Trustor cures all breaches of any other covenants or agreements of Trustor contained in this Deed of
Trust and the Note; (c)Trustor pays all reasonable expenses incurred by Beneficiary and Trustee in
enforcing the covenants and agreements of Trustor contained in this Deed of Trust and the Note and in
enforcing the Beneficiary's and Trustee's remedies, including,but not limited to, reasonable attorney's
fees; and (d)Trustor takes such action as Beneficiary may reasonably require to assure that the lien of
this Deed of Trust, Beneficiary's interest in the Security and Trustor's obligation to pay the sums
secured by this Deed of Trust shall continue unimpaired. Upon such payment and cure by Trustor,this
Deed of Trust and the obligations secured hereby will remain in full force and effect as if no
acceleration had occurred.
24. Reconveyance. Upon Trustor's payment of all sums secured by this Deed of
Trust,the Beneficiary will request the Trustee to reconvey the Security and will surrender this Deed of
Trust and the Note to Trustee. Trustee will reconvey the Security without warranty and without charge
to the person or persons legally entitled thereto. Such person or persons will pay all costs of
recordation, if any.
25. Assummion. The Note and this Deed of Trust and the terms and conditions
hereof are personal to Trustor. Trustor acknowledges that this Note may not be assumed by or
transferred to anyone without the express written consent of the Beneficiary.
26. 'Substitute Trustee. The Beneficiary, at the Beneficiary's option, may from time
to time remove Trustee and appoint a successor trustee to any Trustee appointed hereunder. The
successor trustee will succeed to all the title, power and duties conferred upon the Trustee herein and
by applicable law.
27. Request for Notice. Trustor requests that copies of the notice of default and
notice of sale be sent to Trustor at the address set forth above. Beneficiary requests that copies of the
notice of default and notice of sale be sent to Beneficiary at the address set forth above.
28. Subordination. Except as specifically authorized by this Deed offrust and the
'Note,this Deed of Trust shall not be subordinate to any other encumbrances on the Property.
Attachment No.4-6
DOCSOCIA 210856v2l,'200079-0001
29, Conforinance. By this reflerence, the text of the Note is incorporated within
this Deed of Trust, as though they were fully set forth herein.
30. Severability. If any term or provision of this Deed of Trust shall to any extent
be found by a court of competent jurisdiction to be invalid or unenl'orceable, the remainder of this
Deed of Trust shall be valid and enforced to the fullest extent permitted by law.
IN WITNESS WHEREOF, Borrower has executed this Deed of Trust as of the data
first written above.
HABITAT FOR HUMANITY, SAN
BEH NARDINN AREA, INC.,a California nonprofit
corporation
By:--
Byx—,--_
Attachment No. 4-7
DOCSOCI121085 6v2,1200079-0001
EXHIBIT"A"
LEGAL DESCRIPTION
That real property located in the State of California., County of San Bernardino, City of Redlands,
and described as follows:
[To Be Inserted]
Exhibit A-I
DOCSOU I 210856v2/200079-0001
A" TACIWENT NO.
SCHEDULE OF PERFORMANCE
From the effective date of the Agreement, the Developer will obtain all necessary permits to develop the
House within 150 days, will initiate construction within 180 days and complete the development of the
House within 365 days;.
Attachment No. 5-1
wne
ATTACHMENT T . 6
SCOPE OF DEVELOPMENT
The developer will develop one single family 3 bedroom unit of approximately 1200 square
feet in size (the "House") on the Site. The terra "House" shall also include all Site
improvements that are a condition of development, to include, but not be limited to
landscaping, concrete flat work, drive wags and fencing and/or walls. The Developer must
obtain the Agency's approval of the design of the House prior to the issuance of a
construction permit.
Attachment No. 6-1
ATTACHMENT NO.
RECORDING REQUESTED BY
AND WHEN RE;CORI ED MAIL TO
Habitat for llumanity, San Bernardino Area, Inc.
Attn::
This document is exempt trent the payment of a recording tee
pursuant to Government Code Section 27383:
CERTIFICATE OF COMPLETION
THIS CERTIFICATE OF COMPLETION(the "Certificate") is trade by the
DEVELOPMENT AGENCY OF THE CITY OF REDLANDS,a public body, corporate and
politic (the"Agency,), in favor of HABITAT FOR HUMANITY, SAN BERNARDINO AREA,
INC.,a California nonprofit corporation(the"Developer"), as of , 200_.
RECITALS
A. The Agency and the Developer have entered into that certain Owner Participation
Agreement(the "OPA")dated 2007, concerning the redevelopment of certain real
property situated in the City of Redlands, California as more fully described in Exhibit"A"attached
hereto and made a part hereof;
B. As referenced in Section 310 of the OPA,the Agency is required to furmish the
Developer or its successors with a Certificate of Completion upon completion ofconstruction of the
House (as defined in Section 100 of the CEPA). which Certificate of Completion is required to be in
such form>as to permit it to be recorded in the Recorder's office of San Bernardino County. This
Certificate of Completion is conclusive determination of satisfactory completion of the construction
anddevelopmentof the I-louse required by the OPA.
C The Agency has conclusively determined that such construction and development of
the (louse has been satisfactorily,completed..
NOW, THEREFORE,the Agency hereby certifies as follows:'
The (louse to be constructed by the Developer has leen fully and satisfactorily completed in
conformance with the OPA. The other documents executed and recorded pursuant to the OPA shall
remain in effect and enforceable according to their terms.
Attachment No. 7-1
IN WITNESS WHEREOF,, the Agency has executed this Certificate of Completion as o
the date set forth above.
REDEVELOPMENT AGENCY OF THE CITY
OF REDLANDS, a public body, corporate and politic
By:
It
ATTEST:
Agency Secretary
APPROVED BY DEVELOPER
HABITAT FOR HUMANITY,SAN
BERNARDINO AREA, INC., a Californianonprofit
corporation
By:
By
Attachment No. 7-2
EXHIBIT 6fA99
SITE DESCRIPTION
[TO BE ATTACHED]
Exhibit A
DOCSOC/1210856v2/200079-0001
ATTR CH I `T NO. 8,
CALCULATION OF AFFORDA-BLE HOUSING COST
-Affordable Housing Cost" for the purposes of the Owner Participation ,agreement is that
purchase price which would result in a monthly housing cost which does not exceed the product of
thirty percent(30%) tunes fifty percent (50%) of San Bernardino County median income adjusted for
family size appropriate for the Blouse:
The following is a worksheet of how:to calculate Affordable Housing Cost.
For a three bedroom Neuse, Monthly housing costs for Very Law Income Household
purchasers may not exceed 1/]2 of 30%x 0%of San Bernardino County Median Income for a
family of 4 (currently $57,500). or$718.75.
Monthly Housing Costs include:
a. Mortgage Principal and Interest
b. Private portage Insurance
C. Property Taxes
d.- Fire/Casualty Insurance
Property Maintenance
f. UtiIities_Allowance
Homeowner's Association Dees
Attachment No. -1
[Revise numbers as appropriate]
For example, in the following situation, for a 3) bedroom House sold to a Very Low Income
Household, assuming a 30 year loan with a 7% interest rate., and assuming a down payment of
$5,000,the maximum loan amount would be $79,009, and the maximurn purchase price would be
S83,009- The foregoing is based upon the following monthly housing costs:
a. Mortgage Principal and Interest $519
b. Private Mortgage Insurance so
C. Property'Faxes $85
d. Fire/Casualty Insurance $40
e. Property Maintenance so
f Utilities Allowance $75
9. Homeowner's Association $0
TOTAL: $719
The foregoing is intended to be an example of how to calculate affordable housing cost, and
the actual numbers will vary depending upon such factors as changes in median income, interest
rates, amount of down payment,etc.
Attachment No. 8-2
DOCSOC/1 210856v2,'200079-0001
ATTACHMENT NO.
Recording Requested By And
When Recorded,Mail To.
The Redevelopment Agency of the
City of Redlands
5 Cajon Street
Redlands, California 92373
Attn: Agency Secretary
FTHB 9: � This c#cacutnent is exempt, r•c>rn the payin nt
TITL E##:� c�o 'a r r tngftepursuant to Governnient
APIA: _ (lode Section 2738.3
RESALE RESTRICTION AND OPTION TO PURCHASE AGREEMENT
(First-Time Home Buyer Program)
THIS RESALE RESTRICTION and OPTION 'ro PURCHASE AGREEMENT
(the "Agreement") is entered into as of: this _ day of �m- by and
between the Redevelopment Agency of the City of Redlands, a public body, corporate and. politic
(the "Agency"')and� _� : .� (the "Participant").
RECITALS
A. The Participant has entered into an agreement (the "Purchase Agreement")
to purchase a single family home, condominium, or townhorne located in Redlands. California,
and as said certain real property is more particularly described in Exhibit"A" attached hereto and
incorporated herein (the "Residence"or"Property").
B. The Participant requires financial assistance to purchase the Property and
would not he able to purchase the Property without such assistance. The Participant is a low- to
moderate income household who currently earns 120% or less of the current annual median
income for the San Bernardino County area, adjusted for family Size, as that term is defined by
California health and Safety, Code Section.50079.5.
C. The Participant has represented to the Agency that Participant and
Participant's immediate family intend to reside in the Residence as the family°ls principal,
residence at all time throughout the term of this Agreement,
D. The Agency desires to assist low- and moderate-income households to
purchase residential property and to increase, improve and preserve low- to moderate-income
housing available le at an affordable housing cost as that term is defined in Heattli and-Safety"Code
Section 511352.5.
E 1"o promote these goals the Agency has established:the Redlands first Time
Home Buyer Program (the "Program"), under which the Agency ntay provide tinaricial assistance
Attachment leo. 9-1
DOC SOC/C 210856Q/200079-0001
not exceeding Seventy-Five Thousand Dollars and Fifty Cents ($75,000.00) from Program funds
to Eligible Purchasers toward the purchase price of a single family home, condominium, or
townhome.
F. The Agency wishes to lend, and the Participant wishes to borrow, Program
funds in the form of a downpayment assistance purchase money loan secured by a second lien
Gleed of trust ("Note") to assist the Participant to purchase the Residence pursuant to the Program
and subject to the terms and conditions set forth herein.
G The Agency"s Note and Deed of Trust is subordinate to a fixed rate Loan of
($____) (the "First Lender Loan") or the
successor of assigns of such Lender (the "First Lender") and evidenced by a promissory note and
deed of trust ("First Lender's Deed of Trust").
NOW, THEREFORE, in consideration of the benefits received by the Participant
and the Agency,the Participant and the Agency agree, as follows:
I. Definitions. The following terms are specially defined for this Agreement
and their definitions can be found in the sections indicated below:
A. "Agency"-First sentence of the Agreement on page 1.
B. "Agreement"-First sentence of the Agreement on page 1.
C, "Eligible Purchaser"-Section 12B.
D. "Eligible Transfer"-Section 12.
E. "Excess Amount". - Section 11 A.
F. "Fair Market Value"- Section 8.
G. "First Lender's Deed of Trust"- Recital G.
H. "First Lender's Loan--Recital G.
L "First Time Homebuyer"-Section 121 .
.1. "IlUD" -Section 1, B.
K. -Increased Base Price 4*-- Section 13A.
L. "Ineligible Transfer"-Section I IA.
Attachment No. 9-2
DOCSOGI I 210K56v2/200079-0001
M. "Maximum Sales Price"- Section 13.
N. "Median Income"T--Section 12 iii).
t. : ``Note"-Recital F.
P. -Option"- Section 7.
Q. "Participant"-First sentence of the Agreement on page 1.
R. "Program"- recital E.
S. "Proposed Purchaser''- Section 11,
T: "Purchase Agreement'-Recital A.
L.i. "Residence"or"Property" _Recital A.
V, "Sellable Condition"- Section 13 .
W. "Transfer"-Section
2. Qg§se tion of Prop, This Agreement concerns the Residence located as
more fully described in Exhibit A attached hereto and incorporated herein.
3: Participant Certifications. The Participant certifies that {a) the financial and
ether information previously provided in order to qualify to purchase the Residence is trete and
correct as of the date first written above, (b) the Participant is a First Time Homebuyer, and ('c} the
Participant shall occupy the Residence as the Participant's principal place of residence. The
Participant shall be considered to be occupying the Residence if the Participant is living in the unit
for at least ten. 10) months out of each calendar year. The Agency may grant a temporary waiver
of this occupancy requirement for good cause in its sole discretion.
4. Laeasiner of Residence. The Participant shall not lease the Residence for
more than two (2) months without the written consent of the Agency during any twelve (12)
month period and shall not lease the Residence without providing the Agency with a copy of the
lease. Any lease of the Residence in violation of this Agreement is prohibited and is void..
. `ale Restrictions.. Anv Transfer of the Residence will be subject to the
provisions of this Agreement. "Transfer" means any sale;: assignment or transfer, voluntary or
involuntary, of any interest in the: Residence, including, but not limited to, a fee simple interest, a
joint tenancy interest, a life estate, a leasehold interest of more than two 2) months in any helve
(12-) month period without the Agency`s consent pursuant to Section 4 above, or an interest;
evidenced by a land contract by which possession of the Residence is transferred and Participant
retains title. Any Transfer without satisfaction of the provisions of this Agreement is prohibited.
and is void. Transfers by gift, devise" or inheritance to an existing spouse, surviving joint tenant,
or a spouse as part of a dissolution proceeding, or in connection with marriage shall not be
Attachment No. 9-3
DOCSOC!:r 1210856v2/200079-000 I
considered a transfer for the purposes of this Agreement: provided, however, the provisions of this
Agreement shall remain in effect.
6. Notice of Intended Transfer. In the event the Participant intends to Transfer
or vacate the Residence, the Participant shall promptly notify the Agency in writing of such intent.
The written notice shall be given in accordance with Section 23 of this Agreement at least forty-
five (45) days prior to the actual date of the Transfer or vacation of the Residence. The notice
from the Participant shall be sent by certified mail, return receipt requested. Following receipt of
such notice,, the Agency may notify prospective Eligible Purchasers of the Residence that the
Residence is available for purchase, or the Agency may purchase the Residence.
7: Agenc_y-Purchase Qption,. The Participant agrees that the Agency shall
have the option to purchase the Residence for an amount equal to the lesser of the Fair Market
Value of the Residence or the Maximum Sales Price as calculated in the manner set forth in
Section 13 of this Agreement("Option"). If the Agency decides to exercise its Option to purchase
the Residence, it shall within thirty (30) days after receipt of the notice specified in Section 6
above, notify the. Participant in accordance with Section 23 of this Agreement that it chooses to
exercise the Option. If the Agency exercises the option to purchase, it shall purchase the
Residence within ninety (90) days after the date it receives the notice specified in Section 6 above
for an amount equal to the Fair Market Value or the Sales Price, whichever is lower. The Agency
may, instead of purchasing the Residence itself, assign its right to purchase the Residence to a
person who meets the criteria established by the Agency, or to another governmental agency or
nonprofit organiation< which is devoted to developing or operating housing for low- and
moderate-income persons.
8. Fair Market Value, If it is necessary to determine the fair market value of
the Residence, it shall be determined by an appraisal prepared by an independent residential
appraiser selected by the Participant from a list of appraisers provided by the Agency. Each
appraiser on the Agency's list shall have been previously approved by the Federal National
Mortgage Association or the Federal, Housing Administration and placed on their list of approved
single family housing appraisers. If possible, the appraisal shall be based upon the sales prices of
comparable properties sold in the market area during the preceding three-month period. The cost
of the appraisal shall be shared equally by the Agency and the Participant. In the event that the
Participant has made capital improvements to the Residence which have improved the value of the
Residence or if damage or deferred maintenance has occurred while the Participant owned the
Residence which has decreased the value of the Residence, the appraisal shall specifically ascribe
a value to these adjustment factors and state what the Fair Market Value of the Residence would
be without such adjustments. Nothing in this section shall preclude the Participant and the
Agency from establishing the Fair Market Value of the Residence by mutual agreement in lieu of
,,in appraisal pursuant to this section.
9. Repayment of.Agency_N`ote_Upc)n_Transfer by Par ticij)ant. If the Agency
exercises its option to purchase the Residence, the outstanding amount of principal and interest
due under the Note -shall be paid to the Agency in the form of a credit against the purchase price to
be paid by the Agency to the Participant. If the Agency does not exercise its Option to Purchase
the Residence, and the Participant Transfers the Residence, the Participant shall pay all principal
and interest due under the Note.
Attachment No. 9-4
DOCSOCI I 210856v2i20W79-0001
10. Assumotion of Note. At the Participant's request, the Agency will allow
the assumption of the principal and interest due under the Note if the Participant transfers the
Residence to an Eligible Purchaser in a transaction that meets the Eligible Transfer requirements
of Section 12. The Agency will allow the assumption of the principal and interest due under the
Note only after the Eligible Purchaser executes a new note, new deed of trust and new resale
restriction agreement, in forms acceptable to the Agency, pursuant to the provisions of Section 12
below and only to the extent necessary to allow the Residence to be affordable to the Eligible
Purchaser. Any assumption allowed by the Agency to the Participant pursuant to this Section
shall apply only to the Participant and only to the particular Transfer transaction relating to such
Eligible Purchaser, and shall not automatically apply to any subsequent owner,
11. Transfer by Participant. In the event the Agency does not exercise its
option to purchase pursuant to Section 7 above, the Participant may sell the Residence to an
Eligible Purchaser of the Participant's choosing (the "Proposed Purchaser') on the terms set forth
in this Section.
A. Transfer to heli giblePurchasers: If the Participant Transfers the
Residence in a transaction that does not meet the Eligible Transfer requirements of Section 12
below ("Ineligible Transfer"),, the Participant shall pay all of the principal and interest due to the
Agency on the Note plus an equity sharing fee equal to ten-percent (10%) of the difference
between the Participant's original purchase price of the Property and the actual sale price of the
Property.
B. Transfer to Eligible Purchaser: If the Participant Transfers the
Residence in a transaction that meets the Eligible Transfer requirements of Section 12, the
maximum amount that the Participant may receive for the Transfer shall be limited by the
Maximum Sales Price as defined in_Section 13.
12. Eligible Transfer. A Transfer that meets the requirements set forth in
this Section shall qualify as an approved Transfer to an Eligible Purchaser("Eligible Transfer"):
A. Disclosures and Submittals: The Participant and. the Proposed
Purchaser shall provide the following information and documents to the Agency:
i. The name, address and telephone number in 'writing of the
Proposed Purchaser.
ii. A copy ofthe loan application submitted by the Proposed
Purchaser to the proposed first mortgagee and a copy of the Proposed Purchaser's tax returns for
the last tAN-,o (2) years, along with any other supporting documentation requested by the Agency.
The financial information shall he used by the Agency to determine the income eligibility of the
Proposed Purchaser.
iii. The proposed sales contract and all other related documents
which shall set forth the terms of the sale of the Residence. Said documents shall include the
following terms:
Attachment No. 9-5
DOCSOC/I 210856v2/200079-000 I
(a) The sales price; and
(b) The price to be paid by the Proposed Purchaser for
the Participant's personal property, if any, and for the services of the Participant., if any.
iv. A written certification, from the Participant and the Proposed
Purchaser in a form acceptable to the Agency that the sale shall be closed in accordance with the
terms of the sales contract and other documents submitted to and approved by the Agency. The
certification shall also provide that the Proposed Purchaser or any other party has not paid and will
not pay to the Participant, and the Participant has not received and will not receive from the
Proposed Purchaser or any other party, money or other consideration, including personal property,
in addition to what is set for the in the sales contract and documents submitted to the Agency. The
written certification shall also include a provision that in the event a Transfer is made in violation
of the terms of this Agreement or false or misleading statements are made in any documents or
certification submitted to the Agency, the Agency shall have the right to file an action at law or in
equity to require the parties terminate and/or rescind the sales contract and/or declare the sale void,
notwithstanding the fact that the sale may have closed and become final as between the Participant
and the Proposed Purchaser. In any event, any costs, liabilities or obligations incurred by
Participant and/or the Proposed Purchaser for the return of any rnoneys paid or received in
violation hereunder or for any costs and legal expenses, shall be home by Participant and/or the
Proposed Purchaser and they shall hold the Agency and its designee harmless and reimburse their
expenses, legal fees and costs for any action it reasonably takes in good faith in enforcing the
terms of this Agreement.
V. An executed resale restriction agreement and option to
purchase, deed of trust, and promissory note from the Proposed Purchaser under which the
Proposed Purchaser shall agree to be bound by substantially the same obligations and duties as set
forth in this Agreement, the Note, and the Deed of Trust except that the principal amount of the
new note shall equal the principal amount plus accrued interest owed the Agency under the Note.
The recordation of the resale restriction agreement shall be a condition of the Agency.s or its
designee's approval of the proposed sale.
vi. An executed deed of trust and a promissory note from the
Proposed Purchaser with substantially the same terms as the terms of the Note executed by the
Participant in favor of the Agency except that the principal amount shall equal the principal.
amount plus accrued interest owed the Agency by the owner under the Note.
vii. Upon the close of the proposed sale, certified copies of the
recorded deed ol"trust, a copy of the recorded resale restriction agreement, a copy of the final sales
contract, settlement statement, escrow instructions, and any other document which the Agency
may reasonably request.
B. P
:li&nbility, of Purchaser: A Purchaser who meets the following
requirements shall be an Eligible Purchaser:
Attachment No, 9-6
DOCSOCIA 210856v2!200(,)79-0001
i. Each purchaser shall be a"First Time Homebuyer", defined
as. a homebuyer who has not owned a home during the year immediately previous to the
purchase of the Property, or ii) is a "displaced ho emakee', or iii) is a `-single parent" with
custody or joint custody of minor children; or iv) is the owner of a home that is not affixed to a
permanent foundation in accordance with the local and state regulations (i.e., mobilehome); or v)
is the owner of a horns;that clues not comply with the state or local building codes and: cannot be
brought into compliance with such codes for less than the cost of constructing a replacement'
permanent structure (ie., dilapidated structure).
ii. Each purchaser shall certify that he or she 'will occupy the
Residence as his or her principal residence.
iii. The combined maximum income for all household members
of the purchaser shall not exceed One-Hundred Twenty percent (120%) of the median yearly
income adjusted for family size, for a household in San Bernardino County as published by the
California Department of Housing and: Community Development (HCI ) from time to time
("Moderate Income"). In the event such income determination is no longer published, or has not
been updated for a period of at least eighteen (I8) months, the Agency may use or develop such
other reasonable method as it may choose in order to determine the Moderate Income for
households in San Bernardino County adjusted.for family size:
C. Administrative Fee: The Proposed Purchaser shall pay a transfer fee
to the Agency equal to one-percent (1%) of the outstanding principal and interest clue under the
Note in order to reimburse it for costs to cover the costs of administering its rights and obligations
under this Agreement.
13. Determination of Sales Price. With respect only to a transfer to an Eligible
Purchaser, the maximum sales price (the "Maximum Sales Price")that the Participant shall receive
for any type of Transfer of the Residence shall be the Increased Base Price, as adjusted by Section
1313, plus the amount of the Note and the accrued interest.
A. Increased Base Price. The Increased Base Price of the Residence
means the original principal amount of the First Lender's Loan to the Participant in the amount of
}, and the original ai'nount or value of the
Participant's down payment in the amount of
increased by the percentage of increase in the Moderate Income. The increase shall be computed
from the date of the original purchase of the Residence by the Participant to the date of receipt of
notice to sell by the Agency or its assignee required by Section 6
B. Adusted Increased Base Price: The Increased Rase Price shall also
be increased by the value of any substantial structural or permanent filed improvements which
cannot be removed without substantial damage to the Residence or substantial or total logs of
value of the Residence or substantial or total loss of value of said improvements. No such
a(ijustmert shall be made except for improvements (i) trade or installed by or under the
direction of the Participant's (ii) approved in advance by the Agency== or its designee; and {iii)
whose initial costs w°ere.. Two Thousand annd Dollars ($2,000) or more. The value of: such
improvements by which the Sales Price shall be adjusted shall be the appraised market value of the
Attachment No. -';
D47c:"st7U1210856v2,,'2000 9-0001
improvements when considered as additions or fixtures to the Residence (i.e., the amount by
which said improvements enhance the market value of the Residence at the time of sale). The
adjustment to the Increased Base Price for such improvement shall be limited to increase in value,
not the cost of the improvements to the Residence. The Increased Base Price shall be decreased
by an amount necessary to repair any damages and to put the Residence into a "sellable
condition". Items necessary to put a Residence into sellable condition shall be determined by the
Agency, and may include cleaning, painting and making needed structural, mechanical, electrical,
plumbing and fixed appliance repairs and other deferred maintenance repairs. Notwithstanding
any other provision to the contrary., the increased Base Price shall not exceed the Affordable
Housing Cost as defined in California Health and Safety Code Section 50079.
14. Defaults and Remedies. Upon a violation of any of the provisions of this
Agreement or of any provision of a document related to the First Lender's Loan by the Participant,
or the Proposed Purchaser, the Agency may give written notice to the Participant specifying the
nature of the violation. If the violation is not corrected to the satisfaction of the Agency within a
reasonable period of time, not longer than thirty (30) days after the date the notice is delivered, or
within such further time as the Agency determines is necessary to correct the violation, the
Agency may declare a default under this Agreement.
The Agency shall notify First Lender in accordance with the mailing
procedure set forth in Section 23 of this Agreement if the Agency has declared a default under this
Agreement or upon a default under any Agency promissory note, deed of trust or other lien,
including a judgment lien recorded against the Residence. The notice to First lender shall indicate
that the Agency may exercise its option to purchase the Residence pursuant to Sections 7 and 8 of
this Agreement.
Upon the declaration of a default, or if the Participant or the Proposed
Purchaser makes any misrepresentation in connection with receiving any benefits under this
Agreement, the Agency may apply to a court of competent jurisdiction for specific performance of
this Agreement., for an injunction prohibiting a proposed Transfer in violation of this Agreement,
for a declaration that a Transfer in violation of this Agreement is void, or for an), such other relief
at law or in equity as may be appropriate.
15. Purchase Cyt tion Upon Default.
A. Purchase Option: Notwithstanding, and in addition to, the reiriedies
provided the Agency in Section 14, the Participant hereby grants to the Agency, the option to
purchase the Residence effective thirty (30) days after the Agency has given the Participant and
the First Lender notice of the declaration of a default. Said option to purchase is given in
consideration of the economic benefits received by the Participant resulting from ownership of the
Residence made possible by the financial assistance of the Agency in acquiring/developing the
Residence.
1 Exercise.of Option: The option to purchase may he exercised upon
a default under this Agreement or upon default under any promissory note, deed of trust or any
other lien, including a judgment lien, recorded against the Residence. The Agency shall have
thirty (30) days after a default is declared to notify the Participant and the First Lender of its
Attachment No. 9-8
DOC SOC/I 210856v2/200079-0001
decision to exercise its option to purchase. Not later than forty-five (45) days after the notice is
given in accordance with Section 23 below to exercise its option, the Agency shall purchase the
Residence for the Sales Price set forth in Section 13.
16. Nonliability of the Agency. In no event shall the Agency become in
any way liable or obligated to the Participant or any successor-in-interest to the Participant by
reason of its option to purchase under Sections 7 and 15 nor shall the Agency be in any way
obligated or liable to the Participant or any successor-in-interest to the Participan t for any
failure to exercise its option to purchase.
17. Restrictions on Foreclosure Proceeds. If a creditor acquires title to the
Residence through a deed in lieu of foreclosure, a trustee's deed upon sale, or otherwise, the
Participant shall not be entitled to the proceeds of sale to the extent that such proceeds otherwise
payable to the Participant when added to the proceeds paid or credited to the creditor exceed the
amount the Participant would have received by a sale in accordance with Section 13. The Owner
shall instruct the holder of such excess proceeds to pay such proceeds to the Agency as repayment
for, and in consideration of,the financial assistance provided in the acquisition of the Residence.
18. Binding on Successor and Assigns: This Agreement shall bind, and the
benefit shall inure to, the Participant, his or her heirs, legal representatives, executors, successors
in interest and assigns, and to the Agency and its successors, until the earlier of (a) fifty (50)
years after execution of this Agreement, or (b) the date the Sales Price is paid to the Participant
by the Agency, or (c) the date on which the new resale restriction agreement is recorded in
connection with an Eligible Transfer as provided in Section 12A above.
19. Sqperiority of Agreement. The Participant covenants that he or she has not.,
and will not, execute any other agreement with provisions contradictory to or in opposition to the
provisions of this Agreement hereof. and that, in any event, this Agreement is controlling as to the
rights and obligations between and among the Participant, the Agency and their respective
successors.
20. Rielits of Beneficiaries Under Deeds of Trusts. This Agreement shall not
diminish or affect the rights of the Agency under the Note and the Deed of Trust executed by the
Participant in favor of the Agency in connection with the purchase by the Participant of the
Residence. Agency and Participant acknowledge and agree that this Agreement is subject and
subordinate in all, respects to the liens, terms, covenants and conditions of the First Lender's Deed
of Trust and to all advances heretofore made or which may hereafter be made pursuant to the First
Lender's Deed of Trust including all surns advanced for the purpose of(a) protecting or further
securing the lien of the First Lender's Deed of Trust, curing defaults by the Participant under the
First Lender's Deed of Trust, or for any other purpose expressly permitted by the First Lender's
Deed of Trust or (b) constructing, removing, repairing, furnishing, fixturing or equipping the
Residence. The terms and provisions of the First Deed of'Trust are paramount and controlling,
and they supersede any other terms and provisions hereof in conflict therewith. Ill the event of a
foreclosure or deed in lieu of foreclosure of the First Lender's Deed of Trust, any provisions
herein or any provisions in any other collateral agreement restricting the use of the Residence to
low- or moderate-income households or otherwise restricting the Participant's ability to sell the
Residence shall have no further force or effect on subsequent owners or purchasers of the
Residence. Any person, including his successors or assigns (other than the Participant or a related
Attachment No. 9-9
DOC400 I 210856v2,,200079-0001
entity of the Participant), receiving title to the Residence through a foreclosure or deed in lieu of
foreclosure of the First Lender*s, Deed of Trust shall receive title to the residence free and clear
from such restrictions.
Further, if the First Lender acquires title to the Property pursuant to a deed
in lieu of foreclosure, the lien of this Agreement shall automatically terminate upon the First
Lender"s acquisition of title, provided that (i) the Agency has been given written notice of a
default under the First Lender's Deed of Trust and (ii) the Agency shall not have cured the
default under the First Lender's Deed of Trust, or diligently pursued curing the default as
determined by the First Lender, within the 60-day period provided in such notice sent to the
Agency.
This agreement shall not diminish or affect the rights of HUD, FHLMC,
FNMA, CHFA or the Veterans Administration ("VA"), as and if applicable, under the First
Lender's Deed of Trust. Notwithstanding any provision in this Agreement to the contrary, all of
the provisions of this Agreement shall terminate and have no further force and effect upon the
occurrence of one of the following events: (i) Title is acquired by BUD, VA, Fly LMC, FNMA,
CHFA or another party upon foreclosure of a deed of trust insured by BUD or guaranteed by VA;
(ii) Title is acquired by HUD, VA, FHLMC, FNMA, HFAor another party by a deed in lieu of
foreclosure of a deed of trust insured by HUD or guaranteed by VA; or(iii) a deed of trust insured
by HUD is assigned to HUD.
21. Severability..If any term or provision of this Agreement shall to any
extent be found by a court of competent jurisdiction to be invalid or unenforceable, the
remainder of this Agreement shall be valid and enforced to the fullest extent permitted by
law.
22. Controllina Law. The terms of this Agreement shall be interpreted under
the laws of the State of California.
23. Notices. All notices required herein shall be sent by certified mail,
return receipt requested or express delivery service with a delivery receipt and shall be
deemed to be effective as of the date received or the date delivery was refused as indicated on
the return receipt as follows:
To the Participant:
At the address of the Residence.
To the Agency:
The Redevelopment Agency of the City of Redlands
35 Cajon Street
Redlands, CA 92373
Attn: Redevelopment Director
The parties may subsequently change addresses by providing written notice of the change
in address to the other parties in accordance with this Section 23.
Attachment No. 9-10
17OCSOC/1 210856v-'1/200079-0001
24. HUD Forbearance Relief. Notwithstanding any other provisions of this
Agreement, the Agency Option shall not be exercised by the Agency when a deed of trust insured
by I-IUD is secured by the Property, and: i) The Participant is undergoing consideration by HUD
for assignment forbearance relief- or (ii) The Participant is undergoing consideration for relief
under HUD*s Temporary Mortgage Assistance Payment (TMAP) program.
25. Interpretation of Aareement. The terms of this Agreement shall be
interpreted so as to avoid speculation on the Residence and to insure to the extent possible that its
sales price and mortgage payment remain affordable to low- and moderate-income persons and
families.
26. Exhibits. Any exhibits referred to in this Agreement are incorporated in this
Agreement by such reference.
2T Conformance. By this reference, the text of the Note and the Deed of Trust
are incorporated within this Agreement, as though they were fully set forth herein.
Attachment No. 9-11,
DOCSOG 1210856v2,1200079-0001
IN WITNESS WHEREOF, parties have executed this Agreement on or as of the
date first written above.
PARTICIPANT:
By:
By:
AGENCY:
By:
Redevelopment Director
Attachment No. 9-12
DOCS00 1210856v2/200079-0001
EXHIBIT ("A"
LEGAL DESCRIPTION OF THE PROPERTY
Parcel --of Parcel Map in the Citv of Redlands, County of San Bernardino, State
of California, as per Parcel Map recorded in Bccs i
pages__ —inclusive ofmaps, in
the office of the County Recorder of said County.
APN:
FTHB#:
TITLE 4:
DOCSOCI I 210856Q)/200079-0001
State of California )
) ss
`jaunty=of` an Bernardino }
On before rite,
personally apartpersonally known to me or
proved to me on the basis of satisfactory evidence to be the persons 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 persons), or the entity upon behalf of which the pe son( acted executed the instrument.
'witness my hand and official seat,
Signature of Notary
DOCSOCIII 1086v2J200079-0 01
ATTACHMENT NO. 10
RECORDING REQtJEs,rFD BY AND
WHEN RECORDED MAIL TO:
Redevelopment Agency of the City of Redlands
3
35 Cajon Street, Suite 200
Redlands, CA 923 73-1505
Attn: Executive Director
Exempt fro recording tete pursuant to Goverruncrit Code Section 27 W
MEMORANDUM OF AGREEMENT
THIS MEMORANDUM OF AGREEMENT (-Memorandurn"), is entered into as of
2007,by and between the REDEVELOPMENT AGENCY OF THE CITY
OF REDLANDS,a public body,corporate and politic (the "Agency"), and HABITAT FOR
HUMANITY, SAN BERNARDINO AREA, INC., a California nonprofit corporation (the
"Developer").
I. Agreement. Agency and Developer have entered into an Owner Participation
Agreement('"Agreemenf), dated as of- '1 2007,which provides for Developer to
redevelop an approximately .12 acre parcel of realproperty which is located at 830 Tribune Street in
the City of Redlands (the "Site"), and described in Exhibit'-A'*attached hereto and incorporated
herein. The Developer is required to construct a single family detached house(the"House") on the
Site as a self-help,"sweat equity" project,and sell the House to a Very Low Income Household at an
Affordable Housing Cost. The Agency has provided a loan to the Developer(the"Agency Loan")
for a portion of the costs of the acquisition of the Site and the development of the House. The
Agreement is available for public inspection and copying at the office of the Buyer, 35 Cajon Street.,
Suite. 200, Redlands, California 92373-1505. All of the terms, conditions, provisions and covenants
of the Agreement are incorporated in this Memorandum by reference as though written out at length
herein, and the Agreement and this Memorandum shall be deemed to constitute a single instrument
or document.
2. Purpose of Memorandum. This Memorandum is prepared for recordation purposes
only and in no may modifies the terms, conditions,
provisions and covenants of the Agreement. In
the event of any inconsistency between the terms, conditions, provisions and covenants of this
Memorandum and the Agreement, the terms, conditions, provisions and covenants of the Agreement
shall prevail.
Attachment No. 101-1
DOCSOCA 210856v2/200079-0001
The parties have executed this Memorandum of Agreement as of the date set forth above.
AGENCY:
`
REDEVELOPMENT AGENCY OF THE CITY
OF`REDLAND ,a public body, corporate and politic
By
ATTEST:
Agency Secretary
APPROVED AS TO FORM-
Stradling Yocca Carlson & l auth,
Agency Special Counsel
DEVELOPER:
HABITAT FOR HUMANITY, SAN
BERNARDINO AREA, INC.,a California nonprofit
corporation
By:
By
Attachment No. 10-'
EXHIBIT "A"
SITE LEGAL DESCRIPTION
That certain real property located in the City of Redlands, County of San Bernardino, State of
California, and described as follows:
[Insert Description]
Assessor's Parcel No. 0169-106-08
Exhibit A
DOC SOC/1 2 10856v2/200079-0001
STATE OF CALIFORNIA
l ss..
COUNTY OF
On before me, Notary Public
(Print Name of Notan,Public
personally appeared
personally known to the
-tar-
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 tete that he/she/they executed the saute
in his/her/their authorized capacity(ies),and that by his/her/their signature(s)can the instrument the
person(s), or the entity upon behalf ofwhich the person(s) acted, executed the instrument.
WITNESS my hand and official seal;
Signature.Of Notary
OPTIONAL
Though gh the data below is not required by law, it may"prove valuable to persons relying on the document and could prevent
fraudulent reattachment of this form.
CAPACITY CLAIMED BY SIGNER DESCRIPTION Old<ATTACHED DOCUMENT
Individual
Corporate Officer
T"itl (si Title Or Type Of Document
El Partner(s) 0 Limited
D General
M Attorney-ln-Pact
0 Trustee{s)
0 Other:
Signer is representing:
tvt c()f Person(s)i (Entity(itis)
Daae Of Documents
Siper(s)Other Than Named Above "Oil
MINUTES of a regular meeting of the Board of Directors of the Redevelopment Agency of
the City of Redlands held in the Council Chambers, Civic Center, 35 Cajon
Street, at 4*12 P.M. on March 20, 2007,
PRESENT Jon Harrison, Chairperson
Pat Gilbreath, Vice Chairperson
Gilberto Gil, Boardmember
Mick Gallagher, Boardmember
Pete Aguilar, Boardmember
ABSENT None
STAFF Sam J. Racadjo, Acting Executive Director, Daniel J. McHugh, Agency
Attorney; Steven H. Dukett, Interim Redevelopment Agency Director; Michael
Reynolds, Agency Treasurer; and Lorrie Poyzer, Agency Secretary.
CONSENT CALENDAR
Minutes - On motion of Mr. Gilbreath, seconded by Mr. Gil, the minutes of the
regular meeting of March 6, 2007, were approved as submitted.
Owner Participation Agreement - Habitat for Humanity - On motion of
Mrs. Gilbreath, seconded by Mr. Gil, the Agency unanimously approved
an owner participation agreement with Habitat for Humanities, San
Bernardino Area, Inc. for the development of a new single-family
residence at 830 Tribune Street and authorized the Chairperson to
execute, and the Secretary to attest to, the document on behalf of the
Agency.
COMMUNICATIONS
Meetina Attendance, - No reports forthcoming.
PUBLIC COMMENTS
None forthcoming,
RECESS
The Board of Directors' meeting of the Redevelopment Agency recessed at
413 P.M, to a closed session to discuss the following:
a. Conference with real property negotiator - Government Code §54956.8
Properties: APNs 0169-141-01, 0169-141-20, 0169-141-22, 0169-151-16,
0169-151-173 0169-151-20, 0169-151-21, 0169-151-22, 0169-151-27,
0169-151-29, 0169-151-32, 0169-271-13, 0169-271-14, 0169-271-15,
0169-271-16, 0169-271-17, 0169-271-18, 0169271-19, 0169-271-20,
0169-271-21, 0169-271-44, 0169-271-47, and 0169-271-52
Redevelopment Agency
March 20,2007
Page I