HomeMy WebLinkAboutContracts & Agreements_10-1992_CCv0001.pdf SETTLEMENT AGREEMENT AND RELEASE
This Settlement Agreement and Release is made and entered
into this 10th day of March, 1992 by and between Metropolis
Construction Company, Inc. , a California Corporation; Mader
Investors, Ltd. ; and Mader Special Situation Investment Fund, a
Florida Limited Partnership (hereinafter collectively referred to
as "Mader") and the City of Redlands, a municipal corporation
(hereinafter referred to as "City") .
RECITALS
WHEREAS, Mader received City approval of a conditional
use permit ("CUP 46011} for the construction of a 152 unit
multifamily development project located at 1151 West Wabash Avenue
in Redlands, California (hereinafter the "Project") ; and
WHEREAS, in connection with the processing of CUP 460 and
development of the Project, Mader paid to City the sum of One
Million Three Hundred Eighty-Eight Thousand Dollars ($1,388,000.00)
towards certain processing, plan-checking, capital improvement,
building permit and other fees required by City (hereinafter the
"Fees") ; and
WHEREAS, the Fees do not include any amounts paid by
Mader to the Redlands Unified School District (the "School
i
DJM98851
District") for school impaction fees, which have since been
returned by the School District to Mader; and
WHEREAS, in addition to payment of the Fees, City also
required Mader to pledge to City a Certificate of Deposit ("CD") in
the amount of $103 , 000.00 which City has since held as security for
improvements associated with the Project; and
WHEREAS, Mader alleges that in the event development of
the Project was terminated by Mader, that the Fees and the CD
should then be returned by City to Mader; and
WHEREAS, on or about September 4, 1991 Mader notified
City that it considered its Project terminated and demanded a
return of the Fees and the CD; and
WHEREAS, on or about December 12, 1991, Mader filed a
Writ of Mandate with the San Bernardino County superior Court as
Civil Action Number 268286 (the "Lawsuit") and, subsequently, a
Preemptory Writ was issued on January 13 , 1992 ordering the return
of the Fees and the CD as well as issuing an accounting thereof
(the "First Order") ; and
WHEREAS, on or about February 13 , 1992, the Court vacated
the First Order and issued an Alternative Writ of Mandate (the
"Alternative Writ of Mandate") stating:
DJM98851 -2-
"NOW, THEREFORE, the City of Redlands is
commanded immediately on the receipt of this
writ to (1) account of the petitioners' fees,
permit payments and collateral and (2) return
to the petitioners 1.388 million dollars in
fees, permit payments and collateral.
IN THE ALTERNATIVE, the City of Redlands must
show cause before this court at the Department
11611 of the Superior Court of California, San
Bernardino County, Central District, 351 N.
Arrowhead Avenue, San Bernardino, California
92415-0240 on March 20, 1992 , at 8:30 a.m. ,
why it has not (1) accounted for the
petitioners' 1.388 million dollars in fees,
permit payments and collateral; and (2)
returned the 1.388 million dollars in the
fees, permit payments and collateral.
A peremptory writ shall be issued in the Court
finds that the City of Redlands has no cause
to hold the petitioners' fees, permit payments
and collateral. "
WHEREAS, because USA Property Fund, Inc. , a general
partner for Wabash Apartments, L.P. (hereinafter collectively
referred to as "Buyer") proposes to enter into an agreement to
purchase the Project and the real property which is the subject of
the Project (the "Purchase Agreement") , Mader and City have entered
into this Agreement to settle the Lawsuit and avoid further court
action regarding return of the CD and the Fees for the Project; and
WHEREAS, Mader and City acknowledge that the four
following agreements must be executed to complete the purchase of
the Project by Buyer and carry out the terms of this settlement:
(1) this Settlement Agreement; (2) the Waiver Agreement attached
hereto as Exhibit "A;" (3) the Tri-Party Agreement attached hereto
DJM98851 -3-
and attorneys' fees involved in the prosecution or defense of the
Lawsuit.
4. Payment of Fees. City and Mader agree that City's
reimbursement of the Fees to Mader shall be made in accordance with
the terms and provisions of the Tri Party Agreement attached hereto
as Exhibit 11B, 11 provided, however, in the event that Buyer fails to
obtain City approval for construction of its proposed development
project or otherwise fails to construct its development project by
December 31, 1992, City shall reimburse the Fee to Mader on
January 2, 1993.
5. Return of Q. The CD shall be returned to Mader in
accordance with the terms and provisions of the Waiver Agreement
attached hereto as Exhibit IIC.11
6. Further Acts. Mader and City agree that at any time, or
from time to time, after the effective date of this Agreement, each
will execute and deliver such further documents and do such further
acts and things as the other party may reasonably request in order
to carry out the purposes of this Agreement.
7. Effort of Agreement. The representations, negotiations,
statements or any other facts associated with the process leading
up to the execution of this Agreement shall not be used by Mader or
City in any subsequent litigation should this Agreement terminate.
DJM98851 -5-
as Exhibit IIBII and (4) the Purchase Agreement attached hereto as
Exhibit 1IC;II and
WHEREAS, Mader and City have further entered into this
Agreement to unequivocally establish the amount of Fees in
controversy in the Lawsuit at One Million Three Hundred Eighty-
Eight Thousand Dollars;
NOW, THEREFORE, in consideration of the mutual covenants
contained herein, Mader and City agree as follows:
AGREEMENT
1. Recitals. The foregoing recitals are true and correct
and are hereby incorporated into this Agreement.
2. Effective Date. This Agreement shall become effective on
the date the Purchase Agreement is executed by Buyer and Mader.
3 . Dismissal of Lawsgit. Within three (3) days after the
effective date of this Agreement, Mader shall file with the
Superior Court of San Bernardino a dismissal of San Bernardino
Superior Court Case No. 268286 in the form attached hereto as
Exhibit I'D." A true and correct copy of such dismissal shall
concurrently be delivered to City in accordance with the provisions
of paragraph 11 hereof. The parties agree to bear their own costs
DJM98851 -4
8. Binding Effect. This Agreement shall be binding upon and
inure to the benefit of each of the parties hereto and to their
respective successors and assigns.
9. Time. Time is of the essence in this Agreement.
10. Counterparts. This Agreement may be executed in any
number of counterparts, all of which taken together shall
constitute one and the same instrument.
11. Notice. Any approval, disapproval, demand or other
notice which either party may desire to give to the other party or
the Escrow Holder shall be in writing and may be given by personal
delivery, or by mailing the same by registered or certified mail,
return receipt requested (or by telecopy if followed by one of the
aforementioned methods) to the person to whom the notice is
directed at the address of such party hereinafter such forth, or
such other address as the parties may hereafter designate:
TO CITY: City of Redlands
c/o City Manager
30 Cajon Street
Redlands, CA 92373
COPY TO: Best, Best & Krieger
400 Mission Square
3750 University Avenue
Riverside, CA 92501
Attn: Daniel J. McHugh
DJM98851 -6-
TO MADER: Mader Special situation Investment Fund
c/o Reger Capital, Inc.
2730 Transit Road
West Seneca, NY 14424
COPY TO: Kritzer, Blankenship & Weil
650 E. Hospitality Lane, Suite 560
San Bernardino, CA 92408
Attn: Mark I. Blankenship
TO BUYER: Wabash Apartment, L.P.
3179 Temple Avenue
Suite 170
Pomona, CA 91768-3241
COPY TO: Aubert & Hanna
1888 Century Park East, Suite 908
Los Angeles, CA 90068
Attn: Ronald D. Aubert
All notices are deemed received only upon the earlier of actual
receipt by the party to which the notice was intended, or 48 hours
after deposit in the United States Mail.
12. Modification. This Agreement shall not be modified
except by written document signed by each of the parties hereto.
13. Authority. Each person executing this Agreement does
hereby personally represent and warrant to the other signatories
that he/she has the authority necessary to execute this Agreement
and that no other consent or approvals of anyone are required or
necessary for this Agreement to be so binding.
DJM98851 -7-
14. Governing Law. This Agreement shall in all respects be
interpreted, enforced and governed by and under the laws of the
State of California.
15. Fair Meaning. This Agreement has been jointly negotiated
and drafted. The language of this Agreement shall be construed as
a whole according to its fair meaning, and not strictly for or
against any of the parties.
16. Attorneys' Fees. Should any party hereto reasonably
retain counsel for the purpose of enforcing or preventing the
breach of any provision hereof, including but not limited to
instituting or defending any action or proceeding to enforce any
provision hereof, the prevailing party shall be entitled to be
reimbursed by the losing party for all costs and expenses incurred
thereby, including but not limited to reasonable attorneys' fees.
17. Entire Agreement. This Agreement, and the exhibits
attached hereto, constitutes the entire agreement of the parties
hereto as to the matters contained herein.
18. Mader Release. Mader, on its own behalf and on behalf of
its agents, attorneys, heirs, representatives, executors,
successors and assigns, hereby releases and forever discharges
city, its councilmembers, employees, attorneys, agents and
representatives of and from any and all claims, causes of action,
actions, damages, losses, demands, accounts, reckonings, rights,
Dim98851 -8-
debts, liabilities, obligations, disputes and controversies of
every character and kind, known or unknown, suspected or
unsuspected, existing or contingent, latent or patent, asserted or
not yet asserted, which Mader may now own or hold or at any time
owned or held, or shall or may hereafter own or hold arising out of
or in any way connected with any fact, matter or thing whatsoever
occurring that is in any way related to the subject matter of this
Agreement.
19. City Release. City on its own behalf and on behalf of
its councilmembers, employees, attorneys, agents and
representatives hereby releases and forever discharges Mader, its
agents, attorneys, and representatives, of and from any and all
claims, causes of action, actions, damages, losses, demands,
accounts, reckonings, rights, debts, liabilities, obligations,
disputes and controversies, of every character and kind, known and
unknown, suspected or unsuspected, existing or contingent, latent
or patent, asserted or not yet asserted, which City may now own or
hold or at any time owned or held, or shall or may hereafter own or
hold arising out of or in any way connected with any fact, matter
or thing whatsoever occurring that is in any way related to the
subject matter of this Agreement.
20. Advice of Counsel. Mader represents and warrants that it
has sought the advice and counsel of its attorneys and it is
relying solely on such advice in entering into this Agreement.
DJM98851 -9-
21. venue. Any action commenced to enforce or interpret the
terms or provisions of this Agreement shall be commenced and
maintained in the courts of the State of California.
METROPOLIS CONSTRUCTION COMPANY,
INC.
ATTEST:
By:
Clerk of the Board President of the Board
of Directors
MADER SPECIAL SITUATION
INVESTMENT FUND
By:
General Partner
MADER INVESTORS, LTD.
By:
General Partner
CITY OF REDLANDS
ATTEST:
By:
City Clerk, City of Mayor, City of Redlands
Redlands
4JM98851 -10-
f
• i
w
TRa PARTY AGREEMENT
i
1"his Tri Party Rgrarsment { g
"h' '- "A reempt�t" ) is mada by and between
the City of Redlands, California ( the "City" ) , Mader Special
Situation I vast~e^t Fund, a Florida limitad part-nership ( the
"C";ner" ) and Wabash ; Apart-mGntsf L.P. ( "Suyerl ) .
R E C I T A L S
A. The purpose of this Agreement is to provide affordable
housing apartment-, rental units in the City to affOCtuate the
General Plan Cf the City. This Agreement is entered into for the
pity p sa of developing the P+oparty, as hereinafter identified, to
a 152 unit apartment protect and not for speCulat;on in lard
holding and to settle certain contested matters between the City
and C:»nar. This Agreement ie int the vital and the bast .interests
of the City and the health, safety and welfare of its residents,
and in accordance with the public purposes and provisions of
applicable state and local laws and rcquirer+^.ents .
a . Owner is the owner of that certain real property locat(d
on the no,thwest Corner of Wabash and Brockton Streets in the City
which real. property ( the "Property" ) is more particularly described
in Exhibit A attachod hereto and incorporated herein by reference.
C. Owner has obtained an Alternative Writ of Mandate ( th'a
"Writ" ) againSt tha City issued by the Superior Court of the County
of San Bernardino.
D. Owner and Buyer will enter into an agreeman4
( the
"Purchase Agreement" ) wherein Owner will agree to $all and BuYer
will nreo to buy the Property on the terms and conditions therein
E. Buyer desiras to construct a 152 unit affordable housing
apartment project ( "Buyer ' s F+olect" ) on, the Property. The City
desires to have the Buyer's Project constructed to Yelp meet the
needs for providing affordable housing within the City.
F. Buyer ' s Project will not be economically feasible without
the City's o:ttering into this Agreement, and the, City is willing
to enter into this Agreement for the benefit to be derived by the
Cit; from Buyera Prcl ec t.
WE*F0RE, i.i Con3.'...de. ation of the premises, the parties agree
as fc,Llo s: i
I
A v R E E iv E N T `
t
1 . The City shall pay to B,uyar as a subsidy t,:w rd BFjyafi' b
Froject the surf of S250, OOC of March 11, 1992, provided that Buye
and owner have entered into the Purchase Agreement. If Buyer and
RVT-rXUSA.CUR
---------- ik------ - - - - -
1
$aller have not entered into the FurchIse Agreement on or befoJe
9, 1992, this Agreement shall thereupon terminato witho
further liability of the parties . lZir the City pays said $250,000
to =-,,;yer as hazeinabove pro-vided, Buyer Shall deposit Said funds
in the EsCrC-d PtOvided for in. the Purchase Acreament within ens
tusina23 day after recaipt by Buyer of said funda whiCh the Escro'w
Poider
—4 shall release to Owner upon receint thereof in a:cOrdanc14
l
with the tefir- S 046 the Purchase Agreement. In no event shall Buyer
tI
i� ilabie for the return of said $250, 000 to the City or any other
Pa r i-y-
2 . V*e City ack7cwjed3e5, represents and warrants to BluYe'r
thathe total fees ( "Buybr ' s Fees" ) shown on Exhibit B attac.^.e
hereto and incor-orat-ed herein by reference are all of the fecs or
charges payable by Buyer to the City for tha developin-ant end
ci��nstructlf.on, of Euyer I s Project. Said Buyer' s Feel inclvda but ara
not limited to, fees or charges for sewer or water Service, except
for the actual COnsunmrj-,tion charges for water or service fees fol
sewer, but, :not including Connection fees which have been paid . V,4
City further acknowledges that in order to make Buyer' s proJGA
economically feaiibla, Buyer plans to revise the floor plans of tll".si
Prb.Ject to provide a mix of one and two bedroom units together wit3
a mini'llum of forty eight ( 48 ) three (3 ) bedrocm apartment units`,
provided that tho revision of the floor plans and mix will not
enlarGo tho footprint of the buildings from that provided for ipl.
Owner' s Project. Said chango in units, M4.X and addition of thre0
( 3 ) bedroom apartment units constitutes a change from the Ownar's
3 , Buyer shall, 1-11)0n tha close of tha Escrow provided for
In the P�irctlasa Agreement and the recordation of a dead of trust
securing ,Yer's CCnStruCtioa Loan in the Official Records of Sari
Bernardino County, California, pay to the City in immediately
available funds Buyer' s Fe0s, The City upon receipt of Buyor'4
Fees shall pay $1, 118, 000 to Cwner pursuant to an agrooment ( tho
"settlement AgFreef,-,on+.-" ) tatween Owner and City made on even dat4
hereof a copy of which is attachad hereto as Exhibit C'
Notwithstanding anything contoined in this Agreement to tho
cont-6-y, if the City rias riot paid to the Owner $1, 138,000 p-ursv4nfi
to t"G terms Of the Settloment- Agreement on or before December 31,,,
1992, then this Aarae,-,ent shall thereupon automatically terminat4
and, ha no further forco or affect. "Construction Loan" as used
n
herein shall mean a loan to 81.Iyer in an amount not ies3 than;
$e, 250,000, having a term of not less than ona ( 1 ) year, bearing
interest On the Unpaid prinoipal balance of not mora than two (2)
points over the sander' s prime rate of ip.terest, and being secured
by a first deed of trust on the Property and AnU76-r' O Project.
4 . INOtwithstand-Irig anything to the contrary herein, tnJ
P3rt' e'j ackriCwledge and agree that Buyer' s obligation to
construct the Buyer' s Project is expressly Conditioned on:
RVT?KUSA.CUR
030,992
2
a the economic feasibility of BuYarts PrOJect as
dete.-7n-drod by B%;ye-- in its reasonable distr0tiOn;
I MIS
b. Buyer' s Obtaining the Ccn$.,-ruction Loan or, tar !
it;
C . R1,yer s obtaining a ICan Cf at least
the State of California Departmant C44 and Community
-6 program which loan
Devel.opment Rental Housing Construction p1b.
r, _I -ordinate to t?la
.,,all be SeC,'�red by Buya a pro4eCt and siit
J - -y to i*-
Lcr.StCzraction Loan or, teres reaScnab' Y Sati,$fa
d. puyarls obtaining at least $12, 500,000 in ax
credits pursuant to section 42 c= the ate=nal Ravariue Coda
from the California Tax Credit Nilscaticr" CCMon�-4ttGO tOr m s
reasonably ,satisfactory to it.
5. The partial hereto agree that at any time or from time
to time after the execution of this Agreement they will , Up8n
req,-,asIC. of the ether, execute and daliver such further docu-mantg
and do such further acts and things as such party may roasonabill
req,-;est in order to effect fully the p�irposai Of this Agreement:
6 . This Agreement shall be bindinc upon and inure to t)a
benefit of each of the parties hereto and to their raspective
successors and aisiGns ,
7. This Agreement may be executed in any nuMb,0 r of
counterparts, but all of which taken tcga�I-ersha3 Z constitute orie
and the same inztrumant .
8 . ,rime is of the essence in this At-fe6m0nt.
9 . Any approval, disapproval, demand or ether notice which,
eithar party may d*sire to give to tli"G Other Party Or to E$cr6w
Folder must be in writing and may be given by Petsonal delivery,
air courier or by mailing the same by re3ilst4rad or certified mail,
return receipt req,,;estad (or by telecopy if followed by one Of t�lie
aforementioned methods) to the party to whom the notice is directed
at the address of such, :arty hereinafter set fcr-'-.-.h, or such oth4r
address as the parties may hereafter desll.,�natel
TO CITY; City of pedlands
c/o City YanaSa.-
30 Cajon Straet
Redlanda, CA 92373
WITH A COPY TO: Best/ Best 9, yriavr
400 Mis4ion squara
3760 university Avenue
Riverside, California 92502
Attn: Daniel J. McHugh
RVTPKUSA.C'OR
030992
- --------- -
To GWN---R: Bader Special situation Invest-..ant FvnC,
a Florida limited partnarship
C/o Regar Capital, Inc.
:2730 Trans.-it Road
West Sene,~a, re 14424
Mark Bilanke.-ship
6150 E. Hospitality Lane
Suite 5519
San Bernardino, California 92408
TO 5 U-i EIR Apart:r.ar�ts, L . P.
Pomona, CA 91768-3241-
WITH A COPY TO: Aubert a Hanna, P, C.
1388 Century Park East, Ste. 908
Los Angeles, CA 90067
Attn:
Ronald D . Aubert, Esq.
Telecopy No. ( 213 ) 556-8799
TO E$C,,R'-"W FGJLDER: Chicago Title Insurance COM.Oar-Y
1717 Walnut Grove Avenue
RcsemeaO, CA 91770
All notices are deemed received only upon the earlier of actual
receipt by the party to which the notice was inte.nded or 48 houra
from deposit in mail or with courier.
jo. The laws of California shall govern the interpretation,
and effec-C of this Agreement.
11 , No provision of Vii$ A�reemant Is to be interpreted for
or against any party be"Vaosa that party or that party' s legal
representative drafted the provision, No provision or breach of.
any provision of this Agreement can be waived unless in writing.;
Waiver of any breach of any provision is not a waiver of any other.
breach of the sane provision oA- any other provision,
12, in tho event of any action or preceeding by any party�
hereto for breach of or to enforce the Provisions of . thij;'
Agreement, the prevailing party in such action or proceeding shall;
be 9,-,1-1 fled d to recover reasonable attorneys' fees and Coate as the
court may de*qr-mine . The pa-etiia!j agree that the vonue for Gvlch',
action or P,Cc94dirLg shail be the state of California .
13 . The Reolitalg set fcrtj% ejoo.,pe are hereby incorporated into,
the body of this• Agreement; by this reference and made a part!
RVTP,KUSA-CUR
030992
IN WITNESS WHEREOF, the parties herolCo have duly executed thi,4
XgrGemant as of 1992 .
CITY Cv. REDLASOS :
XADZER SFCCIAL SITVATION INWESTMENT FUND,
a Florida limited Vartner4hip
By:
CQneral Partner
WABASH APARTMENTS, LvF .
By: USA Properties Fund, InC, ,
General P ler
.By.
RVTPKU$X. CUR
03M�2
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-----------------
LIST OF EXHIBITS
Exhibit A LeSitl Description
Approvals
it
Exhibit C
r(l;TPKvSA,CUR
0,3CS92
-------------------------------------- ------------------------------
order ZZ'o. 9200002 —01
Pada I
EXH134'T A - LEIGAL
SOU---* 651.2 7.ZV�17 OF EAST 6EO.7 F77- OF THE NCR,�*H 1322.5 rrr— 07 THE so".7-HZAS:
l f4 OF SECTION 24, TOwNSH-_? 1 SOUTHP-ANG-_ 3 Wr.ST, SAN BASE AN:) XZROIAN,
7
IN T6 C:':y OF RZOLA2,0S, ACCOR,�, '_�Sa TO THE FLAT OF SA-7D LAND APPROV--ml BY T'.-.E
SURVEYOR GrN-_-R.AL, DATE, rEBRUARy 19, 1869, DESCR:3rD AS FOLLOWS:
BEG.7NNiNG A-- A POINT IN TH-T M*_r0ZLE LINE OF WABASH Vvl:;UZ, SAID POINT BE"NG 50Uh C' 23 '
EA T 670.3 FEET FRCIM A-N IRON ROD AT THE I N T_TR S Z C-_:0 N O.`z' TLINES OF L" N:A
AND WASASH AVENUES!
THENCE FROM THIS POINT OF
_N _NG ALONG THE M--O:L:-: L:NE OF WABASH AVENUE,
25 ' EAST 652-2 FEET TO :H_v INTERSECTION OF THE X=CLS LINE OF WABASH AV :NUE AND N CE
AVENUE;
THENCE ALONG THE u_'rDDl _17_ LINE OF SAID NICE AVE-SUE, SOUTH 89* 30' WEST 660.7 FEZ
THZENCE NORTH 0* 25' WEST. 652.2 FE-v'.r'/
THENCE NORTH 893 30' EAST 660.7 FEET TO THE POINT OF BT-OINN'_rNG, BEING LOTS 15
AND PORTION OF LOTS 9, 10 AND 14 IN BLOCK I Or FUBBARD'S TWO AND CNE-HALV ACR.Is
ADDITION TO KENTONTZ AND PORT'.014 OF NICE AVENUE (NOW CLOSED) , AS RECORDED IN BOOK 5 OF
YAPS, PAGE 43, RECOR:S OF SAID COUNTY.
,Tvr-'E?T.ING THER-TFIROM. ANY PORTION Lv.T_NG W IT F I N WA it!ASH A VE N TIT E, 80 FS Ec T 1,1-4 W, 0 T H
ALSO EXCEPTING THEREFROX TFAT PORTION, IF ANY, LYING NORTHERLY 0.7 THE SOUTHERLY LT-N-7,
'
AND ITS EASTERLY PRi6LOONCATION THEREOF, OF PARCELFLAP NO. 6134, AS SH WN BY KA?-014 FILE
IN BOOK 61, PAGES 96 AND 97 OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY ?_-COR:ER OF
THE COUNTY OF SAN BERNAR.DINO, STATE OF CALIFORNIA.
EXH`.*31.T "S" 70 RT_-PARTY AGREEMENT
Ali ?Patton , permit , processing and inspection fees shall e
Said fees shall include but not be limited to
Tr-io=::t Fees ann 1 n(:z
. ............
S t r,e a-t ol i,-s t r u c t, r Conditional Use Review
, raT I IC t-a 11
ff - Signal Erv4ronment Assessment
S t c r r",, "rai ^ Cor mission Review Process
Fire Szzaticn Subsidized Financing
New Fire Stations peques,!-,
Ire Station #3
Pot ice Station
Ltrary
Ci t y 1- a1
City Yard
Public Works Fees
Water Source Acquisition.
Water F r,:n tage
Water Capital Improvement
Sewer 'r"r-,*i n t A-g e
Sewer Ca;Dital Improvement
Solid Waste Capital Improvement
improvement Agreement Process
Trr,prove.ment Plan "heck
Buj1ding Department Fees
Plan Check Fee Valuation
Permit Valuation
CCIm"mer-c- a", SMT
Seismic Plan Check
Electric Permit Issue
Electric Square Footage Charge
P',,,.,mb4n- Permit issue
P ".1 b n g Square Footage Charge
Viecrani :al Permit Issue
Mechanical Square Footage Charge
Apartment Park/Open Fee
Chi S-o c s a I F e a
General Plan Review
Wcro-Filrr Charge
Electric Service >200A
Electric Service > 41 0 0,C)A
NE Plan Review
SE Plar Review
Additional Plan Check Fee Hourly
Fire Department Fee
Fire Department Plan Check Fee for sprinkler plans
Fire Department Site Inspection Fee
Parks and Recreation Fee
WAIVER AND RELEASE AGREEMENT
This agreement is made and entered into 10th_ day of March,
1992, by and between the City of Redlands, a municipal
corporation (hereinafter "City" ) and Mader Special Situation
Investment Fund, a Florida limited partnership (hereinafter
"Mader" ) -
RECITALS
A. Mader is the owner of certain real property located at
the northwest corner of Wabash and Brockton Streets in the City
of Redlands which is more particularly described in Exhibit "A"
attached hereto and incorporated herein by this reference (the
"Property" ) .
B. Mader is the successor in interest of Metropolis
Construction, Inc. and Mader Investors, Ltd. who, along with
Mader, proposed to construct a 152 unit multi-family housing
development project ( "the Project" ) on the Property.
C. In connection with its proposed development of the
Property, Mader's predecessor in interest (Mader Investors'Ltd. )
deposited with City a certificate of deposit in the amount of
$103,000.00 as security for the proper grading and construction
of the Project.
D. Mader has requested City release the Certificate of
Deposit to Mader, and City has agreed to do so in accordance with
the terms of this Waiver and Release Agreement.
AGREEMENT
NOW, THEREFORE, in consideration of the mutual promises
contained herein, and for other good and valuable consideration,
the receipt of which is hereby acknowledged, Mader Special
Situation Investment Fund and the City of Redlands agree as
follows:
1. Release of Certificate of Deposit. Upon Mader's
execution of this Agreement, City shall immediately release to
Mader the Certificate of Deposit in the sum of $103,000.00 which
was given to City by Mader Investments Ltd. as security for the
Project.
2 . Waiver and Release. Mader, on behalf of itself,
its predecessors in interest, successors in interest and assigns
hereby fully release City, it elected officials, officers,
agents, employees and attorneys from any and all claims and
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causes of action by reason of any damage which has been
sustained, or may be sustained, as a result of or arising out of
any work performed by Mader, it predecessors or successors
interests, agents and employees, on the Property, including, but
not limited to grading, and damages and loss resulting from storm
water flows across the Property. Mader acknowledges and agrees
that this waiver and release applies to all claims that Mader may
have against City for injuries, damages, or losses to Mader' s
person and property, real or personal, whether those injuries,
damages or losses are know or unknown, foreseen or unforeseen or
patent or latent. Mader expressly waives for itself and it
predecessors and successors in interest, any and all right it
other might have pursuant to California Civil Code section 1542 .
3 . Legal Authority Mader and its legal counsel have
represented to City that Mader is the owner of the Property, that
Mader has full authority to take receipt of the certificate of
deposit and the undersigned, on behalf of Mader, has the
authority to execute this Agreement. City has specifically
relied upon these representations in entering into this
Agreement.
4 . Indemnity. Mader shall defend, indemnify and hold
City, it elected officials, officers, employees and attorneys
free and harmless from and against any and all claims, losses,
damages and causes of action, including attorneys ' fees, arising
out of or in connection with City's performance of its
obligations under this Agreement.
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5 . Attorneys' Fees and Venue. In the event any action
is commenced to enforce or interpret the provisions of this
Agreement, the prevailing party shall, in addition to any costs
or other relief, be entitled to recover its reasonable attorneys '
fees . Any action related to the enforcement or interpretation of
this Agreement shall be brought and maintained in the Court of
California.
6. Governing Law. This Agreement shall be governed by
and construed in accordance with the laws of the State of
California.
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EXECUTED in San Bernardino County, California
MADER SPECIAL SITUATION CITY OF REDLANDS
INVESTMENT D
BY:
May r,, - t o an s
On Behalf of its General
Partner:
ATTEST:
Cay--c erk, Ct7f �edlands
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