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HomeMy WebLinkAboutContracts & Agreements_142-2023RECORDING REQUESTED BY: City of Redlands AND WHEN RECORDED MAIL DOCUMENT TO: NAME City of Redlands City Clerk's Office STREET 35 Cajon Street Suite 4 ADDRESS CITY, STATE & Redlands, CA 92373 ZIP CODE Electronically Recorded in Official Records San Bernardino County Assessor -Recorder -County Clerk DOC# 2023-0182495 07/26/2023 Titles: 1 Pages: 12 01:43 PM SAN Fees $0.00 Taxes $0.00 14311 CA SB2 Fee $0.00 Total $0.00 FEES NOT REQUIRED Per Government Code Section 6103 SPACE ABOVE FOR RECORDER'S USE ONLY SENIOR HOUSING DENSITY BONUS AGREEMENT Title of Document THIS AREA FOR RECORDER'S USE ONLY THIS COVER SHEET ADDED TO PROVIDE ADEQUATE SPACE FOR RECORDING INFORMATION ($3.00 Additional Recording Fee Applies) DOC #2023-0182495 Page 2 of 12 RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: City Clerk City of Redlands P. O. Box 3005 Redlands, CA 92373 SPACE ABOVE LINE FOR RECORDER'S USE ONLY EXEMPT FROM RECORDING FEES PURSUANT TO GOVT. CODE § 27383 CITY OF REDLANDS SENIOR HOUSING DENSITY BONUS AGREEMENT This Senior Housing Density Bonus Agreement ("Agreement") is entered into as of this 25th day of July, 2023, by and between the City of Redlands, a California municipal corporation ("City"), and Orange Blossom by Invision LLC, a Limited Liability Company ("Developer"). City and Developer are each sometimes individually referred to herein as a "Party" and, together, as the "Parties." RECITALS A. Developer is the owner of approximately 3.49 acres of real property located south of the Orange Blossom Trail between Grove Street and Judson Street, (APNs: 0170-221-53-0000 and 0170-221-55-0000) in Redlands, California, which is more particularly described in the legal description attached hereto as Exhibit "A" and incorporated herein by reference ("Property"). B. On or about 3 U iE 13, 2023 the Planning Commission approved development of the Property for senior housing that would include 108 dwelling units, a 1,842 square -foot leasing/community building, a 1,035 square -foot fitness building, and related on -site improvements including driveways, parking lot, landscaping, and lighting on a 3.49 acre site ("Project"). The Project is subject to the Conditions of Approval as specified in the approved entitlements Commission Review and Approval No. 964 and Lot Line Adjustment No. 674. C. On or about May 5, 2022, Developer submitted a request for a density bonus for the Project. The base density for the Project under the City's zoning ordinance would be ninety- four (94) units. The Developer is requesting a density bonus because the Project will be a Senior Citizen Housing Development, as defined herein, and one -hundred percent (100%) of the dwelling units (collectively, the "Senior Units") shall only be made available to senior citizens who are fifty-five (55) years of age or older and other qualified residents, in accordance with California Civil Code § 51.3, for a minimum time period of fifty-five (55) years. 1 I:\cmo\Agreements\Senior Housing Density Bonus Agreement FY22-0207.docx-jm DOC #2023-0182495 Page 3 of 12 D. Provided that Developer complies with all of the requirements of the California Density Bonus Law (Government Code section 65915 et seq.), Developer is eligible to obtain a density bonus and certain incentives and/or concessions, including a waiver or reduction of City development standards, and City desires to enter into this Density Bonus Agreement in accordance with California law. E. For purposes of complying with the Density Bonus Law and the Redlands Municipal Code, and facilitating development of senior housing within the City, City and Developer agree to the terms and conditions of this Agreement to establish Developer's rights to construct and operate the Senior Citizen Housing Development described herein. NOW, THEREFORE, in consideration of the mutual promises contained herein, the Parties agree as follows: AGREEMENT 1. Recitals. The foregoing recitals are true and correct, and are incorporated herein as a substantive part of this Agreement. 2. Definitions. The following terms when used in this Agreement shall have the meanings ascribed to them: (a) "Senior Citizen" means a person 55 years of age or older. (b) "Senior Citizen Housing Development" means a property that is developed for occupancy by persons who qualify as a Senior Citizen in accordance with California Civil Code § 51.3. (c) "Senior Unit(s)" means a unit in the Project to be occupied or made available for occupancy exclusively by persons who qualify for occupancy in a Senior Citizen Housing Development. (d) "Density Bonus Law" means California Government Code section 65915 et seq. (e) "Density Bonus" means the additional fourteen units requested by Developer under the Density Bonus Law in exchange for agreement to develop the Senior Units. 3. Senior Citizen Housing Requirements. (a) Project. As part of the Project, Developer shall develop, or cause to be developed, the Property as a Senior Citizen Housing Development, with a total of 108 rental units on the Property that will be rented as Senior Units. 2 I:\cmo\Agreements\Senior Housing Density Bonus Agreement FY22-0207.docx-jm DOC #2023-0182495 Page 4 of 12 (b) Senior Units. Developer covenants and agrees that it shall rent not less than one -hundred percent (100%) of the units on the Property as Senior Units. The rental restrictions and conditions described in this Agreement shall run with the land and shall be binding on all successor owners of the Property. City is given the express authority by Developer to enforce the restrictions and conditions described in this Agreement. (c) Federal Law Requirements. The Senior Units are intended to qualify as "housing for older persons" exempt from the age restriction prohibition contained in the Federal Fair Housing Amendments Act of 1988 as amended by the Housing for Old Persons Act of 1995 (the "Acts"). In order to satisfy the requirements of the Acts, at least 80% of the units in the buildings in which the Senior Units are located must be occupied by at least one person fifty- five (55) years of age or older; and Developer shall: (i) publish and adhere to policies and procedures that demonstrate the intent to provide housing for persons fifty-five (55) years of age or older for the buildings in which the Senior Units are located; and (ii) comply with rules issued by the Secretary of Housing and Urban Development for verification of occupancy, including (a) developing procedures for routinely determining the occupancy of each Senior Unit; (b) providing for regular updates through surveys or other means and no less than once every two years; and (c) establishing and maintaining appropriate policies to require that occupants comply with the age verification procedures. (d) Applicable Law and Amendment Requirements. The provisions in this Agreement are intended to comply with the housing for Senior Citizen requirements in Civil Code section 51.3 and the housing for older persons exemption under the Acts of 1988 and 1995 in effect as of the date this Agreement (collectively, the "State and Federal Acts"). To the extent of any conflict between the provisions of this Agreement and the State and Federal Acts, the State and Federal Acts shall control notwithstanding that said State and Federal Acts may be more permissive than the restrictions set forth herein. If the State and Federal Acts are subsequently modified or amended in any manner, the provisions of this Agreement shall be considered modified and amended in a like manner if necessary in order to remain in compliance with applicable laws. Nothing in this Agreement shall prohibit Developer from imposing additional age and/or income requirements to the Senior Units to the extent said additional requirements are consistent with the State and Federal Acts. (e) Prohibition Against Discrimination. Developer shall not discriminate against any tenant or potential tenant on the basis of sex, color, race, religion, ancestry, national origin, age, pregnancy, marital status, family composition, sexual orientation, source of income, or the potential or actual occupancy of minor children. Developer further agrees to take affirmative action to ensure that no such person is discriminated against for any of the above mentioned reasons. 3 L:\cmo\Agreements\Senior Housing Density Bonus Agreement FY22-0207.docx-jm DOC #2023-0182495 Page 5 of 12 4. Density Bonus; Concessions; Waivers. In exchange for the agreement to the construct the Senior Units on the terms and conditions set forth herein, the City has agreed to density bonus of fifteen percent (15%) for the proposed ninety-four base units, resulting in a density bonus of fourteen (14) additional units. Accordingly, this density bonus agreement provides for the development of 108 Senior Units on the Property. 5. No Incentives, Concessions or Waivers. Developer acknowledges and agrees that no incentives, concessions, waivers or reductions have been requested, and that, as of the date of this Agreement, the City has fully satisfied any duty City may have under the Redlands Municipal Code, the Density Bonus Law, or any other law or regulation applicable to the Project, to provide any development incentive or concession to Developer, including the waiver or reduction of any building, zoning, or other requirement. By this Agreement, Developer releases any and all known claims Developer may have against the City related to or arising from, in any way, City's obligation to waive requirements of or provide development incentives or concessions pursuant to any state, federal, or local law, rule, or regulation applicable to the Project. 6. Permits and Processing; Compliance with Laws. (a) Developer, at its sole cost and expense, shall secure or cause to be secured any and all permits that may be required by City or any other federal, state, or local government entity having or claiming jurisdiction over the Property or Project. Upon securing any and all permits, Developer shall carry out and perform the development of the Project in conformity with all applicable federal, state, and local laws and regulations, and all conditions of approval issued for the Project. (b) City shall have no responsibility for the construction, installation, management, operation or maintenance of the Project. 7. Term. The Term of this Agreement shall be fifty-five (55) years commencing upon the date of the City's issuance of the first certificate of occupancy for a Senior Unit for the Project. 8. Agreement to be Recorded; Priority. This Agreement shall be recorded, prior to the issuance of building permits for the Project, in the Official Records of San Bernardino County, California as senior, non -subordinate covenants and as an encumbrance running with the land for the full Term of this Agreement. In no event shall this Agreement be made junior or subordinate to any deed of trust or other document providing financing for the construction or operation of the Project or any other lien or encumbrance whatsoever for the entire fifty-five (55) year Term of this Agreement. Notwithstanding anything to the contrary herein, the City shall have the discretion to subordinate this Agreement to regulatory restrictions of public lender(s) restricting occupancy of units in the Project to persons eligible to occupy Senior Units. Upon a determination by the City Manager that the conditions in this Section have been satisfied, the City 4 I:\cmo\Agreements\Senior Housing Density Bonus Agreement FY22-0207.docx-jm DOC #2023-0182495 Page 6 of 12 Manager or the City Manager's designee will be authorized to execute the approved subordination agreement without the necessity of any further action or approval by the City Council. 9. Indemnification. Developer shall defend, indemnify and hold harmless City and its officers, agents, employees, representatives, and volunteers (collectively, "Indemnitees") from and against any loss, liability, claim or judgment arising from any act or omission of Developer in connection with its obligations under this Agreement, except to the extent caused by the negligence or misconduct of the Indemnitees. . 10. City's Right to Inspect Senior Units and Documents. City may inspect the Senior Units at any reasonable time for so long as this Agreement remains in effect, to determine Developer's compliance with this Agreement. 11. Defaults and Remedies. City shall have the right to specifically enforce each and every covenant, condition, restriction, and provision in this Agreement and Developer hereby agrees and acknowledges that money damages are an inadequate remedy for any default under this Agreement. 11.1 Default. Failure or delay by any Party to perform any term or provision of this Agreement which is not cured within thirty (30) days after receipt of notice from the other Party specifying the default (or such other period specifically provided herein) constitutes a default under this agreement; provided, however, if such default is of the nature requiring more than thirty (30) days to cure, the defaulting Party shall avoid default hereunder by commencing to cure within such thirty (30) day period, and thereafter diligently pursuing such cure to completion within an additional sixty (60) days following the conclusion of such thirty (30) day period (for a total of ninety (90) days). Except as required to protect against further damages, the injured Party may not institute proceedings against the Party in default until the time to cure has expired. Failure or delay in giving such notice shall not constitute a waiver of any default, nor shall it change the time of default. City hereby agrees to accept any cure offer by any limited partner of or lender to Developer on the same basis as if such cure were offered by Developer. 11.2 Rights and Remedies. The rights and remedies of the Parties are cumulative, and the exercise by either Party of one or more 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 any other Party. 12. Waiver. Failure by a Party to insist upon the strict performance of any of the provisions of this Agreement by the other Party, or the failure by a Party to exercise its rights upon the default of the other Party, shall not constitute a waiver of such Party's right to insist and demand strict compliance by the other Party with the terms of this Agreement thereafter. 5 I:\cmo\Agreements\Senior Housing Density Bonus Agreement FY22-0207.docx-jm DOC #2023-0182495 Page 7 of 12 13. Attorney's Fees. In the event any action is commenced to enforce or interpret the terms or conditions of this Agreement, the prevailing Party shall, in addition to any costs and other relief, be entitled to the recovery of its reasonable attorney's fees, including fees for use of in-house counsel by a Party. 14. Time. Time is of the essence in this Agreement. 15. Notices. 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 either by (i) personal service, (ii) delivery by reputable document delivery service such as Federal Express that provides a receipt showing date and time of delivery, or (iii) mailing in the United States mail, certified mail, postage prepaid, return receipt requested, addressed to the address of the party as set forth below, or at any other address as that party may later designate by Notice: Developer: Jim A. Ahmad Orange Blossom by Invision LLC 750 E. Green Street, Ste. 204 Pasadena, CA 91101 City: 35 Cajon Street Redlands, California 92373 Attention: City Clerk City of Redlands Such addresses may be changed by notice to the other party given in the same manner as provided above. 16. Third Party Beneficiaries. The Parties acknowledge and agree there are no third party beneficiaries of this Agreement. Each Party and its successor and assigns shall have full right and ability to enforce each and every covenant and restriction in this Agreement. No other person or entities shall have any right of action hereunder. Under no circumstances shall any individual, officer, or affiliate have any personal liability for any claims arising out of the Agreement unless it is proven by clear and convincing evidence that the individual, officer, or affiliate has been guilty of oppression, fraud, or malice. 17. Successors and Assigns. This Agreement shall run with the land, and all of the terms, covenants and conditions of this Agreement shall be binding upon Developer and City and the successors and assigns of Developer and City. Whenever the terms "Developer" or "City" are used in this Agreement, such terms shall include any other successors and assigns as herein provided. 6 I:\cmo\Agreements\Senior Housing Density Bonus Agreement FY22-0207.docx-jm DOC #2023-0182495 Page 8 of 12 18. Project as Private Undertaking. It is specifically understood and agreed by and between the Parties hereto that the development of the Project is a private development, that neither Party is acting as the agent of the other in any respect hereunder, and that each Party is an independent contracting entity with respect to the terms, covenants, and conditions contained in this Agreement. No partnership, joint venture, or other association of any kind is formed by this Agreement. The only relationship between City and Developer is that of a government entity regulating the development of private property and the Developer of such property. 19. Entire Agreement. This Agreement and all of its Exhibits set forth and contain the entire understanding and agreement of the Parties, and there are no oral or written representations, understandings or ancillary covenants, undertakings, or agreements which are not contained or expressly referred to herein. No testimony or evidence of an such representations, understandings, or covenants shall be admissible in any proceedings of any kind or nature to interpret or determine the terms or conditions of this Agreement. 20. Partial Invalidity. If any provision of this Agreement shall be declared invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions hereof shall not in any way be affected or impaired. 21. Interpretation and Governing Law. This Agreement shall be construed as a whole according to its fair language and common meaning to achieve the objectives and purpose of the Parties hereto, and the rule of construction that ambiguities are to be resolved against the drafting party shall not be employed in interpreting this Agreement. This Agreement and any dispute arising hereunder shall be governed and interpreted in accordance with the laws of the State of California. 22. Amendment. This Agreement may not be changed orally, but only by an agreement in writing signed by Developer and City. The City Manager, or the City Manager's designee, may execute an amendment to this Agreement that is necessary to implement the provisions stated herein; provided, however, that any amendment relating to the term, number of Senior Units, any of the rental restrictions under this Agreement, or the number or type of any incentives or concessions given by the City, must be approved by the City Council. 23. Counterparts. This Agreement may be executed in two or more separate counterparts, each of which, when so executed, shall be deemed to be an original. Such counterparts shall, together, constitute and shall be one and the same instrument. This Agreement shall not be effective until the execution and delivery by the Parties of at least one set of counterparts. The Parties hereunder authorize each other to detach and combine original signature pages and consolidate them into a single identical original. Any one of such completely executed counterparts shall be sufficient proof of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first set forth above. [SIGNATURES ON NEXT PAGE] 7 I:\cmo\Agreements\Senior Housing Density Bonus Agreement FY22-0207.docx-jm DOC #2023-0182495 Page 9 of 12 DEVELOPER: Orange Blossom by Invision, LLC. By: "ANAL A,AffMAD Its: THE CITY OF REDLANDS, a California municipal corporation By: 17942.00155\41326992.1 EDDIE ! C GPA , 'Iayor DOC #2023-0182495 Page 10 of 12 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of 77Avl rlb On J "?- g ZpZ3 before me, SAivi4✓ 1✓Ir�rUaS Ward Date Here Insert Name and Title of the Officer personally appeared r e 1.--&&Li fl Y a 14 JV1 Name(s) of Signer(s) who proved to me on the basis of satisfactory evidence to be the person whose namej) -is/are subscribed to the within instrument and acknowledged to me that IRefshe/they executed the same in his/her/their authorized capacity(ies), and that bye/I tC1/their signatures) on the instrument the person, or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. JENNIFER MACIAS Notary Public - California San Bernardino County Commission # 2388813 My Comm. Expires Dec 31, 2025 Place Notary Seal Above WITNESS my hand and official seal. Signature OPTIONAL ature of Notary Public Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document. Description of Attached Document Title or Type of Document: Document Date: Numb = 'ages: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: ❑ Corporate Officer — Title(s): ❑ Partner — ❑ Limited ❑ Gen- - ❑ Individual ❑ Attor - in Fact ❑ Trustee ❑ Other: Signer Is Representing: ardian or Conservator Signer's Name: ❑ Corporate Officer — Title(s): ❑ Partner — ❑ Limited ❑ General ❑ Individual ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing: ©2016 National Notary Association • www.NationalNotary.org • 1-800-US NOTARY (1-800-876-6827) Item #5907 DOC #2023-0182495 Page 11 of 12 ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of Lc5 on JJ( C( 2.�YL3 before me, A. , Nola' -t Q o 4G (insert name and title of the officer) personally appeared k P. kevyva who proved to me on the basis of satisfactory evidence to be the person( ) whose name(j) ism subscribed to the within instrument and acknowledged to me that he/stre/they executed the same in his/herftheir authorized capacity(iks), and that by hilt eri:h ei signature(g4 on the instrument the person(, or the entity upon behalf of which the person() acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature '445;174-----(Seal) 0 i A. ANAYA 7 COMM. # 2432244 NOTARY PUBLIC -CALIFORNIA 0 LOS ANGELES COUNTY 0 COMM. EXPIRES DEC. 24, 2026" DOC #2023-0182495 Page 12 of 12 EXHIBIT A DESCRIPTION OF SUBJECT PROPERTY THE CERTAIN REAL PROPERTY IN THE CITY OF REDLANDS, COUNTY SAN BERNARDINO, STATE OF CALIFORNIA DESCRIBED AS FOLLOW: PARCEL 1: PARCEL B (APN: 0170-221-53) AS SHOWN BY RECORD OF SURVEY ON FILE IN BOOK 126, PAGE 62 THEREOF, IN THE OFFICE OF THE COUNTY RECORDED OF SAID COUNTY; TOGETHER WITH PARCEL A (APN: 0170-221-55) OF CITY OF REDLANDS PARCEL 1 CERTIFICATE OF COMPLIANCE FOR LOT LINE ADJUSTMENT NUMBER LLA-630, RECORDED JUNE 5, 2020 AS INSTRUMENT NUMBER 2020-0186141, IN THE OFFICE OF THE COUNTY RECORDED OF SAID COUNTY. THE ABOVE DESCRIBED PARCEL CONTAINS 152,059 SQUARE FEET (3.491 ACRES), MORE OR LESS.