HomeMy WebLinkAbout99-06 RDA ResolutionRESOLUTION NO. RDA 99-06
A RESOLUTION OF THE BOARD OF DIRECTORS OF THE
REDEVELOPMENT AGENCY OF THE CITY OF TEMECULA
APPROVING THAT CERTAIN AGREEMENT ENTITLED
"DISPOSITION AND DEVELOPMENT AGREEMENT
BETWEEN THE REDEVELOPMENT AGENCY OF THE CITY
OF TEMECULA AND INLAND VALLEY HABITAT FOR
HUMANITY" DATED AS OF APRIL 20, 1999 FOR THE
REDEVELOPMENT OF CERTAIN PROPERTY WITHIN
REDEVELOPMENT PROJECT NO. 1--1988
THE BOARD OF DIRECTORS OF THE REDEVELOPMENT AGENCY OF THE CITY
OF TEMECULA DOES HEREBY RESOLVE AS FOLLOWS:
Section 1. The Board of Directors of the Redevelopment Agency of the City of
Temecula hereby finds, determines and declares that:
a. The Redevelopment Agency of the City of Temecula ("Agency") is a
community redevelopment agency duly organized and existing under the Community
Redevelopment Law, Health and Safety Code Sections 33000 et seq. and has been
authorized to transact business and exercise the powers of a redevelopment agency
pursuant to action of the City Council of the City of Temecula,
b. On June 12, 1988, the Board of Supervisors of the County of Riverside
adopted Ordinance No. 658 adopting and approving the "Redevelopment Plan for
Riverside County Redevelopment Project No. 1-1988" (hereafter the "Plan") in
accordance with the provisions of the CRL. On December 1, 1989, the City of
Temecula was incorporated. The boundaries of the Project Area described in the Plan
are entirely within the boundaries of the City of Temecula. On June 14, 1991, the City
Council of the City of Temecula adopted Ordinances Nos. 91-08, 91-11, 91-14, and 91-
15 establishing the Redevelopment Agency of the City of Temecula and transferring
jurisdiction over the Plan from the County to the City. Pursuant to Ordinance Nos. 91-11
and 91-15, the City of Temecula and the Redevelopment Agency of the City of
Temecula assumed jurisdiction over the Plan as of July 1, 1991.
c. The project proposed by Inland Valley Habitat for Humanity ("Developer")
pertains to property located at 42220 Sixth Street in the City of Temecula ("Site"), which
is within the Project Area.
d. The project to be constructed on the Site pursuant to this Agreement will
be a two unit housing project with the sale of the units limited by a recorded agreement
to persons of low income as defined in Health and Safety Code Section 50093.
e. Pursuant to the provisions of Health & Safety Code Sections 33430 and
33431, the Agency duly noticed and held a joint public hearing before the Board of
Directors of the Redevelopment Agency of the City of Temecula and the City Council of
the City of Temecula concerning the approval of the proposed Disposition and
Development Agreement with Developer.
R:Resos. RDA99-06 I
f. The Project is a "small housing project" as defined in Health and Safety
Code Section 33013. Therefore the report and the findings conceming the market value
and reuse value of the Site normally required by Health and Safety Code Section
33433(a) and (b) is not required for this Project as the Agency has adopted a resolution
authorizing the sale of the property pursuant to Section 33433(c).
g. The Agreement is consistent with the Implementation Plan adopted by
the Agency on November 29, 1994.
h. The Agency is specifically authorized by Health & Safety Code Sections
33430, 33431 and 33433, and other applicable law, to enter into this Disposition and
Development Agreement.
i. With respect to the public facilities and improvements to be constructed
by or for the Agency and City, said improvements are of benefit to the Project Area and
the immediate neighborhood in which the Site is located and no other reasonable means
of financing such facilities and improvements are available to the community.
j. The Agency Board has duly considered all terms and conditions of the
proposed Agreement and believes that such agreement is in the best interests of the
Agency and City and the health, safety, and welfare of its residents, and in accord with
the public purposes and provisions of applicable State and local law requirements.
k. This Agreement pertains to and affects the ability of all parties to finance
and carry out their statutory purposes and to accomplish the goals of the Plan and is
intended to be a contract within the meaning of Government Code Section 53511.
Section 2. The Board of Directors of the Redevelopment Agency of the City of
Temecula hereby further finds, determines and declares that:
a. Section 33334.2, et seq. of the CRL authorizes and directs the Agency to
expend a certain percentage of all taxes which are allocated to the Agency pursuant to
the CRL Section 33670 for the purposes of increasing, improving and preserving the
community's supply of housing available at affordable housing costs to persons and
families of low to moderate income, including lower income and very low income
households.
b. Pursuant to the CRL, the Agency has established a Low and Moderate
Income Housing Fund (the "Housing Fund").
c. Pursuant to the CRL Section 33334.2(e), in carrying out its affordable
housing activities, the Agency is authorized to provide subsidies to or for the benefit of
very low and lower income households, or persons and families of low or moderate
income to the extent those households cannot obtain housing at affordable costs on the
open market.
R:Resos RDA99-06 2
d. Pursuant to the CRL Section 33413(b), the Agency is required to ensure
at least fifteen percent (15%) of all new and substantially rehabilitated dwelling units
developed within the Project Area by private of public entities or persons other than the
Agency shall be available at affordable housing cost to persons and families of low or
moderate income, and such inclusionary units may be provided outside the boundaries
of the Project Area in conformity with the requirements of CRL Section
33413(b)(2)(A)(ii).
e. Developer proposes, with the assistance of the Agency, to develop the
Project and upon completion to make available for the longest feasible period of time all
of the housing units in the Project at affordable rents to low income households.
f. Pursuant to Sections 33132, 33133, and 33600 of the CRL, the Agency
may accept financial or other assistance from any public or private source, for the
Agency's activities, powers, and duties, and expend any funds so received for any of the
purposes of the CRL.
g. The expenditures from the Housing Fund as contemplated by the
Agreement approved by this Resolution will directly and specifically increase, improve,
and preserve the community's supply of low and moderate income housing within the
meaning of Health and Safety Code Section 33334.2 and will be of benefit to the Project
Area by providing new affordable restricted for occupancy by very low income, lower
income and median income households.
h. The California Legislature declares in Health and Safety Code Section
36000, et seq., that new forms of cooperation with the private sector, such as leased
housing, disposition of real property acquired through redevelopment, development
approvals, and other forms of housing assistance may involve close participation with
the private sector in meeting housing needs, without amounting to development,
construction or acquisition of low rent housing projects as contemplated under Article
XXXIV of the State Constitution and that the Agreement approved hereby is not subject
to the provisions of said Article XXXIV.
Section 3. The Board of Directors of the Redevelopment Agency of the City of
Temecula hereby further finds, determines and declares that:
a. This action is being undertaken pursuant to the Plan for which a full and
complete Environmental Impact Report was prepared and certified prior to adoption of
the Plan. Additionally an environment review was completed and certified in 1994 for
the adoption of the Old Town Specific Plan. Since the preparation and certification of
that Environmental Impact Report, subsequent changes have not been proposed in the
subject project or in the Redevelopment Plan which will require important revisions of
the previous EIR due to the involvement of new significant environmental impacts which
were not considered in the previous EIR. Additionally, substantial changes have not
occurred with respect to the circumstances under which the Redevelopment Plan has
been undertaken which would require important provisions in the previous EIR due to
the involvement of significant environmental impacts not covered in the previous EIR.
Finally, no new information of substantial importance to the project area and the
Environmental Impact Report prepared for that area has become available. Moreover,
the mitigation measures proposed as part of the Environmental Impact Report for the
R:Resos RDA99-06 3
Redevelopment Plan have been included, where applicable, in the Project, and such
mitigation measures are feasible and further mitigation measures are not required to
address concerns raised in the Environmental Impact Report for the Redevelopment
Plan. Therefore, pursuant to the provisions of CEQA and, specifically, 14 CaI.Admin.
15162 and 15180, a subsequent Environmental Impact Report for the subject project is
not required and the Initial Study of Environmental Impact and the Negative Declaration
are sufficient to comply with the provisions of CEQA.
b. Notwithstanding the environmental analysis set forth in subsection a. of
this section, the Project is exempt from environmental review pursuant to 14 Cal. Admin.
Code Section 15303 as a Class 3 categorical exemption because the Project consists of
new construction of a small housing projects of four or fewer units.
Section 4. While the Agency determines participation in the feasibility analysis,
financing, and development of the Project does not constitute development, construction or
acquisition of a low-rent housing project within the meaning of Article XXXIV of the State
Constitution, this Resolution is hereby deemed to constitute approval within the meaning of
Health and Safety Code Section 36005 of a proposal which may result in housing assistance
benefiting persons of low income.
Section 5. The Agency hereby finds and determines that the lien of the covenants
required pursuant to the Agreement may be subordinated to financing for the Project because
an economically feasible alternative method of financing the Project on substantially
comparable terms and conditions, but without subordination, is not reasonably available.
Section 6. The Board of Directors of the Redevelopment Agency of the City of
Temecula hereby approves that certain Disposition and Development Agreement entitled
"Disposition and Development Agreement Between the Redevelopment Agency of the City of
Temecula, a public body corporate and politic, and Inland Valley Habitat for Humanity" dated as
of April 20, 1999, with such changes mutually agreed upon by the Developer and the Agency
Executive Director as are minor and in substantial conformance with the form of such
Agreement as have been submitted herewith. The Chairperson of the Agency and the
Secretary of the Agency are hereby authorized to execute and attest, respectively, the
Agreement, including related exhibits and attachments, on behalf of the Agency. In such regard
the Executive Director is authorized to cause the Chairperson and Secretary to execute the final
version of the Agreement after completion of any such non-substantive, minor revisions to said
Agreement has been completed. A copy of the final Agreement when by the Agency
Chairperson and attested by the Agency Secretary shall be place on file in the Office of the
Secretary of the Agency.
Section 7. The Executive Director of the Agency (or his designee), is hereby
authorized, on behalf of the Agency, to take all actions necessary and appropriate to carry out
and implement the Agreement and to administer the Agency's obligations, responsibilities and
duties to be performed under the Agreement and related documents, including but not limited
to, escrow instructions, Regulatory Agreement, certificates of acceptance, and implementing
agreements.
PASSED, APPROVED AND ADOPTED by the Board of Directors of the
IRedevelopment Agency of the City of Temecula this 20th day of Apdl, 1999.
R:Resos RDA99-06 4
ATTEST:
/
indemans
rperson
k.,,.,... ~
Susa ~ W. Jo es, CMC
' erk/A etary
[SEAL]
STATE OF CALIFORNIA )
COUNTY OF RIVERSIDE )
CITY OF TEMECULA )
S$
I, Susan Jones, CMC, Secretary of the Redevelopment Agency of the City of Temecula,
do hereby certify that the Resolution No. RDA 99-06 was duly and regularly adopted by the
Board of Directors of the Redevelopment Agency of the City of Temecula at a regular meeting
thereof, held this 20t" day of April, 1999, by the following vote, to wit:
AYES:
5 AGENCY MEMBERS:
Comerchero, Ford, Roberts, Stone, Lindemans
NOES: 0
AGENCY MEMBERS: None
ABSENT: 0
AGENCY MEMBERS: None
R:Resos RDA99-06 5
EXHIBIT A
RESOLUTION RDA 99-06
DISPOSITION AND DEVELOPMENT AGREEMENT BY
AND BETWEEN REDEVELOPMENT AGENCY OF THE
CITY OF TEMECULA AND INLAND VALLEY HABITAT
FOR HUMANITY, INC.
THIS DISPOSITION AND DEVELOPMENT AGREEMENT is entered into by
and between the REDEVELOPMENT AGENCY OF THE CITY OF TEMECULA, a
public body, corporate and politic (the "Agency") and INLAND VALLEY HABITAT FOR
HUMANITY, INC., a California Non-Profit Corporation (the "Habitat") and is dated and
effective as of April 20, 1999. In consideration of the mutual covenants and agreements
contained herein, the Agency and the Habitat hereby agree as follows:
ARTICLE I.
SUBJECT OF AGREEMENT
Section 1.1 Recitals.
This Agreement is made with respect to the following facts and for the following
purposes, which each of the parties acknowledge to be true and correct:
A. The purpose of this Agreement is to effectuate the Redevelopmerit Plan
(hereinafter "Plan") for Redevelopment Project No. 1--1988 (hereafter "Project Area") by
providing for the development of certain property, hereafter described, for very low income
housing in accordance with the Community Redevelopment Law (Health and Safety Code
Sections 33000 et seq.) and the Plan.
B. The real property to be developed pursuant to this Agreement (the "Site") is
located at 42220 6th Street, Temecula, California, and is specifically described and depicted
on Exhibit No. 1.
C. The project to be developed on the Site pursuant to this Agreement consists of
the construction of two (2) homes on the Site affordable to persons of very low income as is
more particularly defined in the Section 4.1 of this Agreement ("Project").
D. This Agreement is entered into for the purpose of developing the Site for very
low income housing purposes and not for speculation in land holding.
E. Completing the development on the Site pursuant to this Agreement is in the
vital and best interest of the City of Temecula, California (the "City") and the health, safety,
and, welfare of its residents, and in accord with the public purposes and provisions of
applicable state and local laws.
F. Completing the development of this Site pursuant to this Agreement will assist
the Agency with increasing and improving the supply of very low income housing in the
community. Development of the Site pursuant to this Agreement will assist in accomplishing
4/7/99 1480879.
the statutory and Agency goal of increasing the supply of low and moderate income housing
within the community.
G. The Agency acknowledges that Habitat's purpose in entering into this
Agreement is to further its mission to provide simple, decent ownership housing at a cost that
is affordable to very low income households. Habitat's program is to build homes, providing
home ownership to families of very low income on a no-profit, no-interest basis. It is
understood that Habitat is able to serve families of very low income through its unique
combination of program components, based on the operational experience of Habitat
International and other Habitat Affiliates, including the following: Habitat maintains a low-o-
verhead operation, using dedicated volunteers wherever possible, in lieu of paid staff: design
and construction are accomplished by volunteers who provide labor, including professional
skills and services; donated or reduced-price building materials; and financial donations and
no-interest loans from the private sector. The families selected for home ownership become
"partners" in the project, providing their own labors in the construction of the homes and
assisting in other project-related activities. Before construction begins, the families are
carefully selected, on an equal-opportunity basis, for their willingness to fully participate in
the project and their potential to become stable, long-term homeowners (plus other criteria).
The families are an important part of Habitat's program -- through personal contact with the
selected families, volunteers and donors gain a better understanding of habitat's purpose and
an increased dedication to the project. Habitat's management program is primarily one of
training, which enables the homeowners to maintain and manage their own property, with
periodic monitoring and participation, as needed, by Habitat. Because all design and
construction costs are Habitat's responsibility, fund-raising, publicity and community
outreach activities are normal components of the project, and the timing of project phasing is
generally tied to completion of fund-raising goals. Habitat becomes the mortgage loan
holder, providing fixed-term, no-interest loans to the Purchasers, and all loan payments are
dedicated to the construction of homes for other families of very low income.
H. This Agreement is entered into with the express understanding that Habitat is a
nonprofit corporation organized and existing under the laws of the State of California and is
501(c)(3) corporation under the Internal Revenue Code.
I. This Agreement pertains to and affects the ability of the Agency to finance its
statutory obligations and for all parties to finance and carry out the purposes of this
Agreement and the goals of the Plan and is intended to be a Contract within the meaning of
Government Code Section 53511.
Section 1.2 The Redevelopment Plan
On June 12, 1988, the Board of Supervisors of the County of Riverside adopted
Ordinance No. 658 adopting and approving the "Redevelopment Plan for Riverside County
Redevelopment Project No. 1-1988" (hereafter the "Plan") in accordance with the provisions
of the Community Redevelopment Law. On December 1, 1989, the City of Temecula was
incorporated. The boundaries of the Project Area described in the Plan are entirely within
the boundaries of the City of Temecula. On April 9, 1991, the City Council of the City of
4/7/99 1480879.1 - 22 -
Temecula adopted Ordinance Nos. 91-08, 91-11, 91-14, and 91-15 establishing the
Redevelopment Agency of the City of Temecula and transferring jurisdiction over the Plan
from the County to the City. Pursuant to Ordinance Nos. 91-11 and 91-15, the City of
Temecula and the Redevelopment Agency of the City of Temecula assumed jurisdiction over
the Plan as of July 1, 1991.
Section 1.3 The Site
The Site is located at 42220 6th Street, Temecula, California and is more specifically
depicted and described on Exhibit 1, Site Map and Legal Description.
Section 1.4 Parties to the Aereement
A. The A~ency
The Agency is a public body, corporate and politic, exercising governmental functions
and powers and organized and existing under the Community Redevelopment Law of the
State of California (Section 33000, et seq.,, Health and Safety Code; hereafter "Act"). The
principal office of the Agency is 43200 Business Park Drive, Post Office Box 9033,
Temecula, California 92589-9033.
B. Habitat
Habitat represents and warrants that it is a California non-profit corporation duly
organized and existing under the laws of the State of California and that it is also a tax
exempt corporation pursuant to Section 501(c)(3) of the United States Internal Revenue Code.
Habitat has been formed and continues to exist for the primary purpose of developing very
low income housing. The principal office and mailing address of the Habitat is: Inland
Valley Habitat for Humanity, Inc., Post Office Box 0765, Murietta, California 92564-0765.
Section 1.5 Prohibition At, ainst ChanCe in Ownership, Manaeement and
Control of Habitat
A. The qualifications and identity of Habitat is of particular concern to the
Agency. It is because of its qualifications and identity that the Agency has entered into this
Agreement with the Habitat. Therefore, no voluntary or involuntary successor in interest of
the Habitat shall acquire any rights or powers under this Agreement except as expressly set
forth herein.
B. The Habitat shall not assign all or any of its rights or duties under this
Agreement nor convey the Site, except as expressly provided in this Agreement, without the
prior written approval of the Agency, which consent the Agency shall not unreasonably
withhold provided the Agency determines that the successor is similarly qualified in terms of
its development experience and financial capabilities and has specifically agreed in writing to
be bound by the provisions of this Agreement.
4/7/99 t480879.1 - 3 -
C. All of the terms, covenants and conditions of this Agreement shall be binding
upon .and shall inure to the benefit of the Habitat and the permitted successors and assigns of
the Habitat. Whenever the term "Habitat" is used herein, such term shall include any other
lawful successors in interest of Habitat.
Section 1.6 Contract Documents
The Contract Documents which are part of this Agreement, and each of which are
incorporated herein by this reference, are as follows:
Exhibit No. 1
Site Map and Legal Description of the Site
Exhibit No. 2
Schedule of Performance
Exhibit No. 3
Regulatory Agreement to be Recorded on Behalf of Habitat
Section 1.7 Evidence of Ability to Complete Project
Within the time provided in the Schedule of Performance, Exhibit 2., Habitat shall
submit to Agency written evidence that Habitat has sufficient funds and/or financing and
volunteer labor to complete the Project.
ARTICLE II.
CONVEYANCE OF SITE TO HABITAT AND ESCROW INSTRUCTIONS
Section 2.1 At, ency Ownership of Site
Agency is the owner in fee simple of the Site.
Section 2.2 Purchase and Sale. On the Close of Escrow (as herein defined),
Agency agrees to sell the Site to Habitat, and Habitat agrees to buy the Site from Agency, on
the terms and conditions hereinafter set forth.
Section 2.3 Purchase Price. The total purchase price for the Site to be paid by
Habitat is the sum of ten dollars ($10.00) (the "Purchase Price"), which sum shall be paid in
full in cash on the Close of Escrow.
Section 2.4 Title and Title Insurance. Upon the Opening of Escrow, Escrow
Holder shall order from First American Title Company ("Title Company") a title
commitment for the Site. Escrow Holder shall also request two copies each of all
instruments identified as exceptions on said title commitment. Upon receipt of the foregoing,
Escrow Holder shall deliver these instruments and the title commitment to Habitat and
Agency. Habitat's fee title to the Site shall be insured at the Close of Escrow by a CLTA
Owner's Standard Coverage Policy of Title Insurance in the amount of eighty thousand
dollars ($80,000.00), which each of the parties hereto acknowledge and agree to the be value
417199 1480879.1 - 4 -
of the Site without the restrictions of this Agreement (the "Policy"). The Policy of title
insurance provided for pursuant to this Section shall insure Habitat's fee interest in the Site
free and clear of all liens, encumbrances, restrictions, and rights-of-way of record, subject
only to the following permitted conditions of title ("Permitted Title Exceptions"):
A. The applicable zoning, building and development regulations of any
municipality, county, state or federal jurisdiction affecting the Site: and
B. Those non-monetary exceptions approved by Habitat within fifteen (15)
business days after the date Habitat receives the title commitment and legible copies of all
instruments noted as exceptions therein. If Habitat unconditionally disapproves any such
exceptions, Escrow shall thereupon terminate, all funds deposited therein shall be refunded to
Habitat (less Habitat's share of escrow cancellation charges), and this Agreement shall be of
no further force or effect. If Habitat conditionally disapproves any such exceptions, then
Agency shall use Agency's best efforts to cause such exceptions to be removed by the Close
of Escrow. If such conditionally disapproved non-monetary exceptions are not removed by
the Close of Escrow, Habitat may, at Habitat's option, either accept the Site subject to such
encumbrances, or terminate the Escrow and receive a refund of all funds deposited into
Escrow (less Habitat's share of one-half of escrow cancellation charges), if any, and this
Agreement shall thereupon be of no further force or effect. At the Close of Escrow,
Habitat's fee title to the Site shall be free and clear of all monetary encumbrances.
Section 2.5 Grant Deed. Agency covenants and agrees to deposit with Escrow
Holder prior to the Close of Escrow a Grant Deed duly executed and acknowledged by
Agency, granting and conveying to Habitat the Site. The Grant Deed shall be in a form
satisfactory to Habitat and Habitat's counsel and shall be accepted by Habitat prior to
recording.
Section 2.6 Authorization to Record Documents and Disburse Funds. Escrow
Holder is hereby authorized to record the documents and disburse the funds and documents
called for hereunder upon the Close of Escrow, provided each of the following conditions
has then been fulfilled:
A. Title Company can issue in favor of Habitat the Policy, showing the Site
vested in Habitat subject only to the Permitted Title Exceptions.
B. Escrow Holder shall have received Agency's notice of approval or satisfaction
or waiver of all of the contingencies to Habitat's obligations hereunder, as provided for in
Section 2.10;
C. Agency shall have deposited in Escrow the Grant Deed for the Site.
D. Habitat shall provide Agency with evidence that Habitat has sufficient funds
and/or financing and volunteer labor to complete the Project pursuant to Section 1.7 of the
Agreement
4/7199 1480879.1 - 5 -
E. Habitat shall have deposited in Escrow the duly approved and executed
Regulatory Agreement in substantially the form set forth on Exhibit 3., Regulatory
Agreement.
Unless otherwise instructed in writing, Escrow Holder is authorized to record at the Close of
Escrow any instrument delivered through this Escrow if necessary or proper for issuance of
the Policy, including the Grant Deed.
Section 2.7 Escrow. The parties hereby establish an escrow ("Escrow") to
accommodate the transaction contemplated by this Agreement. For purposes of this
Agreement, Opening of Escrow shall mean the date on which Escrow Holder shall have
received a fully executed original of this Agreement from Habitat and Agency. Close of
Escrow shall be the date upon which the Grant Deed to Habitat is delivered and recorded in
the Official Records of the County of Riverside. The Close of Escrow shall be on the date
which is not later than the first business day occurring sixty (60) days after the date of this
Agreement. Before the Close of Escrow, all risk of loss and damage to the Site from any
source whatsoever shall be solely that of Agency. Agency shall pay all escrow costs.
Section 2.8 Escrow Charf,es and Prorations. Agency shall pay for the cost of the
CLTA Owner's Standard Coverage Policy of Title Insurance, the Escrow fees and Escrow
Holder's customary out-of-pocket expenses for messenger services, long distance telephone,
etc. Agency shall pay for recording the Grant Deed and any documentary or other local
transfer taxes, and any other recording fees. If the Escrow shall fail to close through no
fault of either party, Agency and Habitat shall each pay one-half of all Escrow cancellation
charges.
Section 2.9 License to Enter. Agency hereby grants to Habitat and Habitat's
authorized agents, contractors, consultants, assigns, attorneys, accountants and other
representatives an irrevocable license to enter upon the Site for the purpose of making
inspections and other examinations of the Site, including, but not limited to, the right to
perform soil and geological tests of the Site and an environmental site assessment thereof.
Habitat shall give Agency reasonable notice before going on the Site. Habitat does hereby
indemnify and forever save Agency, Agency's heirs, successors and assigns, and the Site,
free and harmless from and against any and all liability, loss, damages and costs and
expenses, demands, causes of action, claims or judgments, whether or not arising from or
occurring out of any damage to the Site as a result of any accident or other occurrence at the
Site which is in any way connected with Habitat's inspections or non-permanent
improvements involving entrance onto the Site pursuant to this Section. If Habitat fails to
acquire the Site due to Habitat's default, this license shall terminate upon the termination of
Habitat's right to purchase the Site. In such event, Habitat shall remove or cause to be
removed all Habitat's personal property, facilities, tools and equipment from the Site.
Section 2.10 Warranties and Representations of A~encv. Agency hereby
represents and warrants to Habitat the following, it being expressly understood and agreed
that all such representations and warranties are to be true and correct as of the Close of
Escrow and shall survive the Close of Escrow:
417199 1480879.1 - 6 -
A. That (i) on the Close of Escrow the Site shall be free and clear of any and all
hazardous or toxic substances, materials, and waste, including, but not limited to, asbestos;
(ii) the Site is in compliance with all applicable statutes and regulations, including
environmental, health and safety requirements; and (iii) Agency has no notice of any pending
or threatened action or proceeding arising out of the condition of the Site or alleged violation
of environmental. health or safety statutes, ordinance or regulations To this end. it is agreed
that notwithstanding the conveyance of the Site to Habitat, Agency shall indemnify, protect,
defend and hold harmless Habitat from and against any and all claims. liabilities, suits.
losses, costs, expenses and damages, including but not limited to attorneys' fees and costs,
arising out of any claim for loss or damage to any property, including the Site, injuries to or
death of persons, or for the cost of cleaning up the Site and removing hazardous or toxic
substances, materials and waste therefrom, by reason of contamination or adverse effects on
the environment, or by reason of any statutes, ordinances, orders, rules or regulations of any
governmental entity or agency requiring the clean-up of the Site, caused by or resulting from
any hazardous material, substance or waste existing on, under or about the Site on the Close
of Escrow.
B. That Agency is the sole owner of the Site free and clear of all liens, claims,
encumbrances, easements, encroachments from adjacent properties, encroachments by
improvements or vegetation on the Site onto adjacent property, or fights of way of any
nature, other than those that may appear on the title commitment. Agency shall not further
encumber the Site or allow the Site or to be further encumbered prior to the Close of
Escrow.
C. Neither this Agreement nor anything provided to be done hereunder including
the transfer of the Site to Habitat, violates or shall violate any contract,' agreement or
instrument to which Agency is a party, or which affects the Site, and the sale of the Site
herein contemplated does not require the consent of any party not a signatory hereto.
D. There are no mechanics', materialmen's or similar claims or liens presently
claimed or which will be claimed against the Site for work performed or commenced prior to
the date of this Agreement. Agency agrees to hold Habitat harmless from all costs,
expenses, liabilities, losses, charges, fees, including attorney fees, arising from or relating to
any such lien or any similar lien claimed against the Site and arising from work performed or
commenced prior to the Close of Escrow.
E. There are no written or oral leases or contractual right or option to lease.
purchase, or otherwise enjoy possession, rights or interest of any nature in and to the Site or
any part thereof, and no persons have any right of possession to the Site or any part thereof.
F. Agency has no knowledge of any pending, threatened or potential litigation,
action or proceeding against Agency or any other Party before any court or administrative
tribunal which is in any way related to the Site.
Section 2.11 Ateencv Conditions Precedent to the Sale of Site to Habitat
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Habitat hereby represents and warrants to Agency the following, it being expressly
understood and agreed that all such representations and warranties are to be true and correct
as of the Close of Escrow and shall survive the Close of Escrow:
A. Habitat continues to be a non-profit corporation in good standing with the State
of California and a 501(c)(3) corporation under the Internal Revenue Code;
B. Habitat has submitted evidence of Habitat's funds or has binding commitments
for funds sufficient to pay all costs of development which Habitat will be required to pay to
complete the development of the Site.
C. Habitat has submitted and the City has approved final construction plans
satisfactory for obtaining all necessary building permits exclusive of payment of permit fees:
and
D. Habitat has obtained all permits from all governmental entities necessary for
commencement of construction except for City issuance of the building permit.
Section 2.12 Certification of Non-Foreit, n Status. Agency covenants to deliver to
Escrow a certification of Non-Foreign Status in accordance with I.R.C. Section 1445, and a
similar notice pursuant to California Revenue and Taxation Code Sections 18805 and 26131,
prior to the Close of Escrow.
Section 2.13 Further Instructions. Each party agrees to execute such other and
further escrow instructions as may be necessary or proper in order to consummate the
transaction contemplated by this Agreement.
A. Executive Director 's Authority. The Executive Director of the Agency is
hereby directed and authorized to execute such other documents, including without limitation.
escrow instructions and amendments thereto, certificates of acceptance, the Regulatory
Agreement, agreements for payments of lost rent, or certifications, as may be necessary or
convenient to implement the terms of this Agreement.
B. Escrow Holder Need Not Be Concerned. Escrow Holder is not to be
concerned with Sections 2.8 and 2.10 hereof, and Habitat and Agency release Escrow Holder
from liability or obligation as to Sections 2.8 and 2.10 hereof.
ARTICLE III.
DEVELOPMENT OF THE SITE
Section 3.1 Scope of Development
The Site shall be developed with two (2) single family homes with minimum home
size of one thousand (1000) square feet within the general controls established in the
Temecula Municipal Code, and related laws governing municipal planning, zoning and
417199 1480879.1 - 8 -
subdivision. The architectural style of the homes shall be consistent with the architectural
styles required by the Old Town Specific Plan, Temecula, California.
Section 3.2 Cost of Construction
The cost of developing the Site and constructing all improvements on the Site shall be
borne by the Habitat, except for work expressly set forth in the Agreement to be performed
by the Agency or others.
Section 3.3 Construction Schedule
After the conveyance of title to the Site, the Habitat shall promptly begin and
thereafter diligently prosecute to completion the construction of the improvements and the
development upon the Site in accordance with the Schedule of Performance, Exhibit 3. The
Habitat shall begin and complete all construction and development within the times specified
in the Schedule of Performance or such reasonable extension of said dates as may be granted
by the Agency. The Schedule of Performance is subject to revision from time-to-time as
mutually agreed upon in writing between the Habitat and the Agency.
Section 3.4 Indemnity and Insurance
A. The Habitat shall defend, indemnify, assume all responsibility for and hold the
Agency and the City, and their respective elected and appointed officers and employees,
harmless from all costs (including attorneys fees and costs), claims, demands or liabilities
judgments for injury or damage to property and injuries to persons, including death, which
may be caused by any of the Habitat's activities under this Agreement, whether such
Activities or performance thereof be by the Habitat or anyone directly or indirectly employed
or contracted with by the Habitat and whether such damage shall accrue or be discovered
before or after termination of this Agreement. This indemnity includes, but is not limited to,
any repair, cleanup, remedialion, detoxification, or preparation and implementation of any
removal, remedial, response, closure or other plan (regardless of whether undertaken due to
governmental action) concerning any hazardous substance or hazardous wastes including
petroleum and its fractions as defined in the Comprehensive Environmental Response
Compensation and Liability Act CCERCLA"; 42 U.S.C. Section 9601, et seq.], the
Resource Conservation and Recovery Act ["RCRA "; 42 U. S. C. Section 6901 et seq.] and
California Health and Safety Code Section Code Section 25280 et seq. at any place where
Habitat owns or has control of real property pursuant to any of Habitat's activities under this
Agreement. The foregoing indemnity is intended to operate as an agreement pursuant to
Section 107(e) of CERCLA and California Health and Safety Code Section 25364 to assure,
protect, hold harmless and indemnify Agency from liability.
B. Not in derogation of the indemnity provisions of subsection A of this Section,
the Habitat shall take out and maintain during the period set forth in Subsection E, a
comprehensive liability policy in the amount of at least One Million Dollars ($1,000,000) for
417199 1480879.1 ' 9 -
any person, Two Million Dollars ($2,000,000) for any occurrence, and One Million Dollars
($1,000,000) property damage naming the City and Agency as additional insureds.
C. Habitat shall also provide and maintain insurance against loss or damage to the
project and all property of an insurable nature located upon the Site. resulting from fire,
lightning, vandalism, malicious mischief, riot and civil commotion, and such other perils
ordinarily included in extended coverage fire insurance policies. Such insurance shall be
maintained in an amount not less than one hundred percent (100%) of the full insurable value
of the Project, as defined below. The term "full insurable value" as used in this Section
shall mean the actual replacement cost (excluding the cost of land, excavation, foundation
and footings below the lowest floor and without deduction for depreciation) of the
Improvements immediately before such Casualty or other loss. including the cost of
construction of the Improvements. architecture and engineering fees. and inspection and
supervision.
D. The Habitat shall furnish a certificate of insurance signed by an authorized
agent of the insurance carrier setting forth the general provisions of the insurance coverage.
Except for property damage insurance, the certificate of insurance shall name the City and
the Agency and their respective officers, agents, and employees as additional insureds under
the policy. The certificate of insurance shall contain a statement of obligation on the part of
the carrier to notify the Agency by certified mail of any modification, cancellation or
termination of the coverage at least thirty (30) days in advance of the effective date of any
such modification, cancellation or termination. Coverage provided hereunder by the Habitat
shall be primary insurance and not contributing with any insurance maintained by the Agency
or City, and the policy shall contain such an endorsement. The required certificate shall
filed with the Agency prior to commencement of construction.
E. The Habitat shall also furnish or cause to be furnished to the Agency evidence
satisfactory to the Agency that Habitat 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 and that such workers' compensation
insurance covers Habitat's volunteers.
F. The insurance obligations set forth in this Section shall remain in effect only
until a final Certificate of Completion has been furnished for all of the improvements as
hereafter provided in this Agreement.
Section 3.5 City and Other Governmental Aeencv Permits
A. Before commencement of construction or development of any buildings,
structures or other work of improvement the Habitat shall, at its own expense, secure or
cause to be secured any and all permits which may be required by the City and any other
Governmental agency having jurisdiction as to such construction, development or work.
Agency shall pay on behalf of Habitat all City permit fees.
4/7/99 1480879.1 - 10-
B. The Habitat assumes all responsibility for taking all actions necessary to
comply with the Subdivision Map Act (Government Code § 66410, et seq.) and local
Subdivision enactments related thereto in order to comply with the scope of development.
Section 3.6 Local, State and Federal laws
The Habitat shall carry out the provisions of this Agreement in conformity with all
applicable local, state and federal laws and regulations.
Section 3.7 Antidiscrimination During, Construction
The Habitat, for itself and its successors and assigns, agrees that in the construction
of the improvements provided for in this Agreement, the Habitat shall not discriminate
against any employee or applicant for employment because of race, color, creed, religion.
age, sex, marital status, handicap, national origin or ancestry.
Section 3.8 Taxes, Assessments, Encumbrances and Liens
The Habitat shall pay when due all real estate taxes and assessments on the Site and
levied subsequent to a conveyance of title to the Site. Prior to issuance of a Certificate of
Completion pursuant to this Agreement, the Habitat shall not place or allow to be placed on
the Site or any part thereof any mortgage, trust deed, encumbrance or lien other than as
expressly allowed by this Agreement. The Habitat shall remove or have removed any levy
or attachment made on any of the Site or any part thereof, or assure the satisfaction thereof
within a reasonable time but in any event prior to a sale thereunder.
Section 3.9 Prohibition Apainst Transfer of the Site, the Bulldines or Structures
and Assienment of A~reement
Prior to the issuance of a Certificate of Completion pursuant to this Agreement as to
any building or structure, the Habitat shall not, except as permitted by this Agreement,
without prior approval of the Agency, make any total or partial sale, transfer, conveyance,
assignment or lease of the whole or any part of the Site or of the buildings or structures on
the Site except as permitted by this Agreement. This prohibition shall not be deemed to
prevent the granting of temporary or permanent easements or permits to facilitate the
development of the Site.
Section 3.10 No Encumbrances Except Deeds of Trust for Development
Notwithstanding any other provision of this Agreement, deeds of trust are permitted
before completion of the construction of the improvements, but only for the purpose of
securing loans of funds to be used for financing the acquisition of the Site, the construction
of improvements on the Site, and any other purposes in connection with development under
this Agreement. The Habitat shall notify the Agency in advance of any mortgage, deed of
trust or sale and leaseback financing, if the Habitat proposes to enter into the same before
4/7/99 1480879.1 1 I -
completion of the construction of the improvements on the Site. Agency approval shall be
required for any other financing.
Section 3.11 Certificate of Completion.
Upon the Agency's determination that the Project has been completed in accordance
with the terms of this Agreement, Agency shall approve and record a Certificate of
Completion, in substantially the form attached hereto as Exhibit 4., Certificate of
Completion. Agency shall issue said Certificate of Completion within thirty (30) days of
being requested to do so by Habitat.
ARTICLE IV.
USE OF THE SITE
Section 4.1 Uses
Habitat covenants and agrees for itself, its successors, its assigns, and every successor
in interest to the Site or any part thereof, that during construction and Hereafter, the Habitat,
and such successors and such assignees, shall devote,the Site to use as two (2) units of very
low income housing, as defined in Section 4.2 of this Agreement.
Section 4.2 Ouali~cations of Purchasers of Units of the Project
A. The units of the Project shall be maintained as Very low Income Housing and
each unit shall be conveyed to persons of Very Low Income as such terms are defined in this
Section in accordance with a Regulatory Agreement which shall be recorded concurrently
with the Grant Deed in substantially the form of Exhibit 3.
B. For purposes of this Agreement, the following definitions shall apply:
1. "Persons or families of very low income" means persons whose income
do not exceed the amounts set forth in California Health and Safety Code Sections
50105 (very low income) for persons and families who have incomes not greater than
the applicable percentage of the area median income (adjusted for family size as
appropriate for the Unit) for the very low income category.
2. "Area median income" shall mean the area median income for
Riverside County as published by the Department of Housing and Community
Development pursuant to California Health and Safety Code Section 50093, or the
most closely related successor thereto.
3. "Adjusted for family size appropriate to the unit" shall mean for a
household of one person in the case of a studio unit, two persons in the case of a one-
bedroom unit, three persons in the case of a two-bedroom unit, four persons in the
case of a three-bedroom unit, and five persons in the case of a four-bedroom unit;
4/7/99 1480879. [ - 12 -
Section 4.3 Prioritv in the Selection of Purchasers to Temecula Residents
Habitat shall provide priority in the selection of purchasers who have lived in the City
of Temecula for a continuous period of one (1) year prior to submitting an application for
ownership CTemecula Residents"). Habitat shall cooperate with the Agency prior to the
initial sale of any units to effectuate this provision. To implement this provision, Habitat
agrees to provide notice to the Agency, in writing, prior to beginning to market units.
Section 4.4 Covenants for Non-Discrimination
A. The Habitat covenants by and for itself and any successors in interest that no
discrimination against or segregation of any person or group of persons on account of color,
creed, religion. sex, marital status, age, handicap, national origin or sale, lease, sublease,
transfer, use, occupancy, tenure or enjoyment of the Habitat itself or any person claiming
under or through it 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, subtenants, sublessees or vendees of the Site.
B. The Habitat shall refrain from restricting the rental, sale or lease of the Site on
the basis of race, color, creed, religion, sex, marital status, handicap, national origin or
ancestry of any person. All such deeds, leases or contracts shall contain or be subject to
substantially the following nondiscrimination or nonsegregation clauses:
1. 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 race, color, creed, religion, sex, marital
status, handicap, national origin or ancestry in the sale, lease, sublease, transfer, use,
occupancy, tenure or enjoyment of the land herein conveyed, nor shall the grantee
himself or herself or any person claiming under or through him or her establish or
pennit any such 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 land herein conveyed. The foregoing covenants shall run
with the land.
2. 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:
"There shall be no discrimination against or segregation of any person or
group of persons on account of race, color, creed, religion, sex, marital status.
handicap, ancestry or national origin 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
4/7/99 1480879. I 13 -
segregation with reference to the selection, location, number, use or occupancy
of tenants, lessees, sublessees, subtenants or vendees in the premises herein
leased.
3. In contracts: "There shall be no discrimination against or segregation
of, any person, or group of persons on account of race, color, creed, religion, sex,
marital status, handicap, ancestry or national origin, in the sale, lease, sublease,
transfer, use, occupancy, tenure or enjoyment of the premises, nor shall the transferee
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, subtenants,
sublessees or vendees of the premises.
C. The covenants established in this Section and the deeds shall, without regard to
technical classification and designation, be binding for the benefit and in favor of the
Agency, its successors and assigns, the City and any successor in interest to the Site or any
part thereof. The covenants, contained in this Section and the Grant Deed shall remain in
perpetuity.
Section 4.5 Maintenance Covenants
Subsequent to the issuance of a Certificate of Completion, the Habitat, and all
successors and assigns in interest to the Site, shall be obligated to maintain the Site, and all
improvements and landscaping situated thereon, in a clean and neat condition and in a
continuous state of good repair. In the event the Habitat, or a duly approved successor of
Habitat, fails to maintain the Site as required by this Agreement, Agency shall notify Habitat
in writing of such failure and specify the work necessary to meet the maintenance obligation.
In the event the work specified is not completed within thirty (30) days of the date of said
notice, Agency may, but shall not be obligated to, enter the Site, complete the work, and bill
Habitat for the cost of said work.
ARTICLE V.
GENERAL PROVISIONS
Section 5.1 Notices. Demands and Communications Among, the Parties
Written notices, demands and communications among the Agency and the Habitat,
shall be sufficiently given by personal service or dispatched by registered or certified mail,
postage prepaid, return receipt requested, to the principal offices of the Agency or the
Habitat described in this Section. Such written notices, demands and communications may be
sent in the same manner to such other addresses as either party may from time to time
designate by mail as provided in this Section. Notwithstanding anything to the contrary
contained herein, notice personally served shall be deemed to have been received as of the
date of personal service and notice sent by mail shall be deemed serve three (3) business
4/7/99 1480879. t - 14-
days following deposit in the mail. For the purposes of this Section, the addresses to which
notices shall be sent are:
Agency:
Redevelopment Agency of the City of Temecula
43200 Business Park Drive
Post Office Box 9033
Temecula. California 92589-9033
Attention: Executive Director
Habitat:
Inland Valley Habitat for Humanity, Inc.
Post Office Box 0765
Murietta, California 92564-0765
Attention: President
Section 5.2 Conflicts of Interest
The Habitat warrants that it has not paid or given and will not pay or give any
officer, employee or agent of the City or Agency any money or other consideration for
obtaining this Agreement.
Section 5.3 Enforced Delay: Extension of Times of Performance
A. In addition to specific provisions of this Agreement, performance by either
party hereunder shall not be deemed to be in default, and all performance and other dates
specified in this Agreement shall be extended, where party seeking the extension has acted
diligently and delays or defaults are due to events beyond the reasonably control of the party
such as but not limited to: war; insurrection; strikes; lockouts; riots; floods; earthquakes;
fires; casualties; acts of God; acts of the public enemy; epidemics; quarantine restrictions;
freight embargoes; intergalactic invasion, lack of transportation; litigation; unusually severe
weather; or any other causes beyond the control or without the fault of the party claiming an
extension of time to perform.
B. 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 (30) days of the commencement of the cause.
C. Times of performance under this Agreement may also be extended in writing
by the mutual agreement of the Executive Director of the Agency and Habitat.
4/7/99 1480879.1 - 15-
Section 5.4 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 Habitat, or any successor in interest, pursuant to the provisions of this Agreement, not
by any default or breach by the Agency (or the City).
Section 5.5 Inspection of Books and Records
Each party has the right to inspect, at reasonable times, the books and records of the
other pertaining to the Site as pertinent to the purposes of this Agreement.
ARTICLE VI.
DEFAULTS AND REEMBODIES
Section 6.1 Defaults - General
A. Subject to the extensions of time set forth in Section 5.3, failure or delay by
(either party to perform any term or provision of this Agreement constitutes a default under
this Agreement. A party claiming a default (claimant) shall give written notice of default to
the other party, specifying the default complained of.
B. The claimant shall not terminate this Agreement pursuant to Section 6.7,
institute proceedings against the other party nor be entitled to damages if the other party
within fourteen (14) days from receipt of such notice immediately, with due diligence,
commences to cure, correct or remedy such failure or delay and shall complete such cure,
correction or remedy within thirty (30) days from the date of receipt of such notice or if such
cure, correction or remedy by its nature cannot be effected within such thirty (30) day
period, such cure, correction or remedy is diligently and continuously prosecuted until
completion thereof. Such cure, correction and remedy shall include payment of any costs,
expenses (including attorney fees) or damages incurred by the non-defaulting party resulting
from the default or during the period of default.
Section 6.2 Le$,al Actions
A. Institution of Legal Actions
Any legal actions related to or arising out of this Agreement must be instituted in the
superior Court of the County of Los Angeles, State of California, in an appropriate
Municipal court in that county, or, if federal jurisdiction exists, in the Federal District Court
in the Central District of California. In the event such litigation is filed by one party against
the other to enforce its rights under this Agreement, the prevailing party, as determined by
the Court's judgment, shall be entitled to reasonable attorney fees and litigation expenses for
the relief granted.
B. Applicable Law
4/7199 1480879.1 - 16 -
The laws of the State of California shall govern the interpretation and enforcement of
this Agreement.
C. Acceptance of Service of Process
1. In the event that any legal action is commenced by the Habitat against
the Agency, service of process on the Agency shall be made by personal service upon
the Executive Director or in such other manner as may be provided by law.
2. In the event that any legal action is commenced by the Agency against
the Habitat, service of process on the Habitat shall be made by personal service upon
a corporate officer of the Habitat and shall be valid whether made within or without
the State of Califorma or in such other manner as may be provided by law.
Section 6.3 Rit, hts 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.
Section 6.4 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.
Section 6.5 Damares
If a default is not fully cured by the defaulting party as provided in Section 6.1, the
Defaulting party shall be liable to the other party for any damages caused by such default,
and the nondefaulting party may thereafter (but not before) commence an action for damages
against the defaulting party with respect to such default.
Section 6.6 Specific Performance
If a default under this Agreement is not fully cured by the defaulting party as
provided in Section 6.1, the nondefaulting party at its option may thereafter (but not before)
commence an action for specific performance of terms of this Agreement.
Section 6.7 Remedies and Ri~,hts Prior to the Aeency Conveyance
A,
Termination by the Habitat
4/7/99 1480879.1 - 17-
Prior to the conveyance of the Site to Habitat, the Habitat may terminate this
Agreement and its obligations thereunder (subject to Paragraph D below) for any of the
following reasons:
1. the Agency does not convey title and possession of Site in the manner
and condition and by the date provided in this Agreement;
2. the Agency defaults in the performance of any material obligation
hereunder and such failure is not cured within the time required by this Agreement;
or
Agency does not agree to remove title exceptions as provided in Section
2.4;
4. Habitat disapproves the results of the environmental investigation as
provided in Section 2.9; or
5. Habitat is unable to raise sufficient funds by donation or financing to
construct the Project.
B. Termination by the Agency
Prior to the conveyance of the Site to Habitat, the Agency may terminate this
Agreement and its obligations thereunder (subject to Paragraph D below) for any of the
following reasons:
1. prior to the conveyance of the Site the Habitat (or any successor in
interest) assigns or attempts to assign the Agreement or any rights therein or in the
Site in violation of this Agreement; or
2. Agency disapproves the results of the environmental investigation as
provided in Section 2.9;
3. the Habitat does not submit certificates of insurance and related
documents as required by this Agreement, in the manner and by the dates respectively
provided in this Agreement therefor; or
4. the Habitat does not take title to Site under tender of conveyance by the
Agency pursuant to this Agreement.
5. Agency determines, in its sole discretion, that Habitat does not have
sufficient funds or financing to construct the Project.
~/7/99 148os79.~ 18-
C. Procedure for Termination
In order to terminate this Agreement prior to conveyance of the Site to Habitat for
any reason set forth in Paragraph A or B above, the party proposing to terminate shall
deliver written notice of its intent to do at least fifteen (15) days prior to the proposed date of
termination and stating the reasons for termination. The party proposing to terminate the
Agreement may withdraw the proposed termination or extend the effective date at any time
prior to the effective date of the termination.
D. Consequences of Termination
In the event of termination of this Agreement in accordance with this Section, neither
party shall have any rights or recourse against the other, except in the case of termination
pursuant to Paragraph A. 1., A.2., B. 1, B.3, or B.4, in which event the terminating party
shall be entitled to any damages or other relief in law or equity to which it may be entitled.
ARTICLE VII.
POWER OF TERMINATION AND
RIGHT OF AGENCY TO REENTER SITE
Section 7.1
Power of Termination and Rieht to Reenter and Revest Title in the
Agency After Agency Conveyance
A. The Agency has the additional right of termination, at its option, to reenter
and take possession of the Site, with all improvements thereon, and terminate and revest in
the Agency the estate conveyed to the Habitat if prior to the issuance of the Certificate Of
Completion. the Habitat shall:
1. Fail to start the construction of the improvements as required by this
Agreement within the times set forth in Exhibit 2, Schedule of Performance;
2. Abandon or substantially suspend construction of the improvements
required by this Agreement for a period of sixty (60) days; or
3. Transfer or suffer any involuntary transfer of the Site or any part
thereof in violation of this Agreement; or
4. Commit any other material default pursuant to this Agreement.
4/7/99 1480879.1 - 19-
B. Such power of termination and right to reenter, terminate and revest shall not
be exercised with respect to the Site when a Certificate of Completion has issued for all
improvements to be constructed on the Site pursuant to this Agreement.
C. Such power of termination and right to reenter, terminate and revest shall
further be subject to and be limited by and shall not defeat, render invalid or limit:
1. Any mortgage or deed of trust permitted by this Agreement; or
2. Any rights or interests provided in this Agreement for the protection of
the holders of such mortgages or deed of trust.
D. The Grant Deed shall contain appropriate reference and provision to give
effect to the Agency's power of termination and right of reentry as set forth in this Section,
under specified circumstances prior to recordation of the Certificate of Completion. to
reenter and take possession of the Site, with all improvements thereon, and to terminate and
revest in the Agency the estate conveyed to the Habitat.
E. Upon the revesting in the Agency of title to the Site as provided in this
Section, the Agency shall, pursuant to its responsibilities under state law, use its best efforts
to resell the Site as soon and in such manner as the Agency shall find feasible and consistent
with the objectives of such law and of the Redevelopment Plan, as it may be amended, to a
qualified and responsible party or parties (as determined by the Agency) who will assume the
obligation or making or completing the improvements, or such other improvements in their
stead as shall be satisfactory to the Agency and in accordance with the uses specified for
such Site or part thereof in the Redevelopment Plan. Upon such resale of the Site, the
proceeds thereof, if any, shall be applied:
1. First, to the value of the Site as of the date of conveyance to Habitat
shall be paid to the Agency;
2. Second, the Agency's expenses in maintaining the property upon
revesting and the Agency's costs and expenses in recapturing and reselling the Site
shall be paid to the Agency; and
3. Third, any mortgage or deed of trust permitted by this Agreement shall
be paid in order of priority.
ARTICLE VIII.
SPECIAL PROVISIONS
Section 8.1
Real Estate Commission
4/7/99 1480879.1 - 20 -
Neither party to this Agreement has had any contact or dealing regarding the sale of
the Site to Habitat through any licensed real estate broker or any other person who may
claim a right to commission or finder's fee as a procuring cause of the sale.of the Site. In
the event that any broker or a finder presents a claim for a commission or a finder's fee
which is based either on this Agreement or upon the broker's or finder's dealings or
communications with any party, then the party through whom the broker or finder bases his
claim shall indemnify, save hamless and defend the other party from said claim. including
but not limited to all costs and expenses incurred by the other party in defending said claim.
Section 8.2 Entire Agreement, Waivers & General
A. This Agreement integrates all of the terms and conditions mentioned herein or
incidental hereto, and supersedes all negotiations or previous agreements between the parties
or their predecessors in interest with respect to all or any part of the subject matter hereof.
B. Amendments hereto must be in writing executed by the appropriate authorities
of the Agency and the Habitat.
C. The parties agree that each party has reviewed and revised this Agreement and
have had the opportunity to have their counsel and real estate advisors review and revise this
agreement and that any rule of construction to the effect that ambiguities are to be resolved
against the drafting party shall not apply in the interpretation of this Agreement or any
amendments or exhibits thereto.
D. In this Agreement the neuter gender includes the feminine and masculine, and
singular number includes the plural, and the words "person" and "party" include corporation,
partnership, firm, trust, or association where ever the context so requires.
E. The recitals and captions of the sections and subsections of this Agreement are
for convenience and reference only, and the words contained therein shall in no way be held
to explain, modify, amplify or aid in the interpretation, construction or meaning of the pro-
visions of this Agreement.
Section 8.3 Time of Essence. The parties acknowledge that time is of the essence
in this Agreement, notwithstanding anything to the contrary in the Escrow company's general
Escrow instructions.
4/7/99 1480879.1 ' 2 1 -
IN WITNESS WHEREOF, the Agency and the Habitat have signed this
agreement as of the date first written above.
REDEVELOPMENT AGENCY OF THE CITY OF TEMECULA
Karel Lindemans
Chairperson
ATTEST:
Susan Jones
Secretary
APPROVED AS TO FORM:
Peter M. Thorson
Counsel to the Agency
INLAND VALLEY HABITAT FOR HUMANITY, a
California Non-Profit Corporation
By:
Name:
Title:
By:
Name:
Title:
417199 1480879.1 - 22 -
State of California
County of Riverside
ALL-PURPOSE ACKNOWLEDGMENT
)
)
On
, 1999, before me,
, personally appeared
[1
[1
personally known to me -OR-
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 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 person(s), or the entity upon behalf of which the
person(s) acted, executed the instrument.
Witness my hand and official seal.
SIGNATURE OF NOTARY
State of California
County of Riverside
ALL-PURPOSE ACKNOWLEDGMENT
)
)
On
, 1999, before me,
, personally appeared
[1
[1
personally known to me -OR-
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 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 person(s), or the entity upon behalf of which the
person(s) acted, executed the instrument.
Witness my hand and official seal.
417/99 1480879.1 - 23 -
EXHIBIT NO. 1
SITE MAP AND LEGAL DESCRIPTION OF SITE
LEGAL DESCRIPTION
THE NORTHEASTERLY 120 FEET OF THE SOUTHWESTERLY 240 FEET OF THE
NORTHWESTERLY 70 FEET OF THE FOLLOWING DESCRIBED PARCEL:
THE NORTHWESTERLY HALF OF THAT TRACT QF LAND FORMERLY USED AS A RAILROAD
RIGHT OF WAY AND STATION GROUNDS OF THE ATCHISON, TOPEKA AND SANTA FE RAILROAD
COMPANY, CONVEYED TO N. R. VAIL, ET AL. BY DEED RECORDED JUNE 11, 1940 IN BOOK 464
PAGE 505 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY, CALIFORNIA, SAID PROPERTY
BEING DESCRIBED AS FOLLOWS:
Approved by:
AGENCY:
By
BEGINNING AT THE MOST SOUTHERLY CORNER OF LOT 1, BLOCK 27, AS SHOWN BY MAP OF
TEMECULA ON FILE IN BOOK 15 PAGE 726 OF MAPS, RECORDS OF SAN DIEGO COUNTY,
CALIFORNIA;
THENCE SOUTHWESTERLY IN A STRAIGHT LINE TO THE MOST EASTERLY CORNER OF LOT 1,
BLOCK 36, AS SHOWN BY SAID MAP;
THENCE NORTHWESTERLY IN A STRAIGHT LINE TO THE MOST NORTHERLY CORNER OF LOT
10, BLOCK 37, AS SHOWN ON SAID MAP;
THENCE NORTHEASTERLY IN A STRAIGHT LINE TO THE MOST WESTERLY CORNER OF LOT 22
IN BLOCK 25, AS SHOWN ON SAID MAP;
THENCE SOUTHEASTERLY IN A STRAIGHT LINE TO THE POINT OF BEGINNING.
:"", ~.o "," %".i' IF~-'5"'~'*'::L.j ..,: ~ .L~
+ o,,;'~ ,' , . ,,.,,,, ,,",.c.~, ~[,,,,.
I~.,~ ~ o.¢ ¢t ~.~ ~' : ~ . .~ o.~ . o ! ,~ I · ~' .
"--F~®,,'~~'z*~*' I " - -:-"}"~'~'q:P¢ ~r. - -
. ;:..-%/"',lE.:i'f .9i!: !!;... t" I-
;,, ' ," ",17d,. I
Habitat:
By
-24-
EXHIBIT NO. 2
SCHEDULE OF PERFORmlANCE
1. Evidence of Ability to Complete Project. Habitat shall provide Agency with
evidence that Habitat has sufficient funds and/or financing and volunteer labor to complete
the Project pursuant to Section 1.7 of the Agreement: On or before the Close of Escrow.
2. Openina of Escrow. Agency and Participant shall open escrow for the
purchase of the Acquisition Parcel by Participant: Within 5 calendar days of approval of this
Agreement by Agency.
3. Preliminary Title Report Approval. Habitat shall approve those non-monetary
exceptions to title to the Site: Within fifteen (15) business days after the date Habitat
receives the title commitment and legible copies of all instruments noted as exceptions there-
in.
4. Evidence of Insurance. Habitat shall furnish to the Agency a certificate of
insurance as set forth in Section 3.7 of the Agreement: Prior to the Habitat or its agents
entering the Site, performing any environmental testing or investigation, or commencement
of demolition, whichever occurs first.
5. Conveyance of Title. Subject to Section 2.6 of this Agreement, the Agency
shall convey title to Participant, and Participant shall accept conveyance, and the escrow
pertaining thereto shall close: Within 60 calendar days after execution of this Agreement
unless an extension of time is authorized by Agency.
6. Commencement of Construction. Participant shall commence construction of
the improvements on the Site: No later than 60 calendar days after conveyance of title.
7. Completion of Construction.
on-site and off-site improvements for the Site:
commencement of construction
Habitat shall complete construction of the
No later than six (6) months following
4m99 ~48os79. t - 25 -
EXHIBIT 3.
REGULATORY AGREEMENT TO BE RECORDED ON BEHALF OF HABITAT
Recording Requested By
and when recorded return to:
Redevelopment Agency of
the City of Temecula
Post Office Box 9033
Temecula, California 92589-9033
Attention: City Clerk/Secretary
Exempt from recording
fees pursuant to Government
Code Sec. 6103
REGULATORY AGREEMENT CONTAINING
COVENANTS AFFECTING REAL PROPERTY
THIS REGULATORY AGREEMENT (this "Agreement"), entered into as of
, 1999, by and between INLAND VALLEY HABITAT
FOR HUMANITY, INC., a California Non-Profit Corporation (hereinafter "Habitat"),
and the REDEVELOPMENT AGENCY OF THE CITY OF TEMECULA, a public body,
corporate and politic (hereinafter the "Agency") is made with reference to the following:
RECITALS
A. On June 12, 1988, the Board of Supervisors of the County of Riverside
adopted Ordinance No. 658 adopting and approving the "Redevelopment Plan for Riverside
County Redevelopment Project No. 1-1988" (hereafter the "Plan") in accordance with the
provisions of the Community Redevelopment Law. On December 1, 1989, the City of
Temecula was incorporated. The boundaries of the Project Area described in the Plan are
entirely within the boundaries of the City of Temecula. On April 9, 1991, the City Council
of the City of Temecula adopted Ordinance Nos. 91-08, 91-11, 91-14, and 91-15 establishing
the Redevelopment Agency of the City of Temecula and transferring jurisdiction over the
Plan from the County to the City. Pursuant to Ordinance Nos. 91-11 and 91-15, the City of
Temecula and the Redevelopment Agency of the City of Temecuta assumed jurisdiction over
the Plan as of July 1, 1991.
B. Habitat for Humanity is the fee owner of certain real property (the
"Property") described in Exhibit A, attached hereto and incorporated by reference herein.
Pursuant to that certain Disposition and Development Agreement dated as of April 20, 1999
(the "DDA"), Agency agreed to convey the Property to the Habitat and the Habitat agreed to
4/7/99 1480879.1 - 26 -
construct two homes on the Property for sale to persons of very low income as further set
forth in the DDA.
C. Completing the development of this Property pursuant to the Disposition
and DDA between the parties and this Agreement will assist the Agency with increasing and
improving the supply of very low income housing in the community. Development of the
Site pursuant to the DDA and this Agreement will assist in accomplishing the statutory and
Agency goal of increasing the supply of low and moderate income housing within the
community and implementing the Housing Element of the General Plan.
D. The Agency acknowledges that Habitat's purpose in entering into this
Agreement is to further its mission to provide simple, decent ownership housing at a cost that
is affordable to very low income households. Habitat's program is to build homes, providing
home ownership to families of very low income on a no-profit, no-interest basis. It is
understood that Habitat is able to serve families of very low income through its unique
combination of program components, based on the operational experience of Habitat
International and other Habitat Affiliates, including the following: Habitat maintains a low-o-
verhead operation, using dedicated volunteers wherever possible, in lieu of paid staff; design
and construction are accomplished by volunteers who provide labor, including professional
skills and services; donated or reduced-price building materials; and financial donations and
no-interest loans from the private sector. The families selected for home ownership become
"partners" in the project, providing their own labors in the construction of the homes and
assisting in other project-related activities. Before construction begins, the families are
carefully selected, on an equal-opportunity basis, for their willingness to fully participate in
the project and their potential to become stable, long-term homeowners (plus other criteria).
The families are an important part of Habitat's program -- through personal contact with the
selected families, volunteers and donors gain a better understanding of habitat's purpose and
an increased dedication to the project. Habitat's management program is primarily one of
training, which enables the homeowners and the new homeowner's Association to maintain
and manage their own property, with periodic monitoring and participation, as needed, by
Habitat. Because all design and construction costs are Habitat's responsibility, fund-raising,
publicity and community outreach activities are normal components of the project, and the
timing of project phasing is generally tied to completion of fund-raising goals. Habitat
becomes the mortgage loan holder, providing fixed-term, no-interest loans to the Purchasers,
and all loan payments are dedicated to the construction of homes for other families of very
low income.
E. As an inducement to Agency to enter into the DDA, Habitat has agreed to
enter into this Agreement and has consented thereby to be regulated and restricted by Agency
as provided herein and in the DDA which, inter alia, contains on-going "use" restrictions
which are incorporated herein.
NOW, THEREFORE, Agency and Habitat mutually agree as follows:
417199 1480879.1 - 27 -
1. Recitals. The foregoing recitals are a part of this Agreement and are
incorporated herein.
2. Term. The term of this Agreement (the "Term") shall commence on the
dam of recordation of this Agreement, and shall continue in full force and effect until the
thirtieth (30th) anniversary of the recordation hereof in the Official Records of the Riverside
County Recorder (the "Expiration Date").
3. Nature of Covenants. Reservations and Restrictions.
(a) Habitat hereby subjects the Property to the covenants, reservations
and restrictions set forth in this Agreement. During construction and thereafter for the Term
set forth in Section 2 hereof, Habitat, its successors and assigns, shall devote the Property
only to the uses specified in the DDA and this Agreement. Each and every contract, deed or
other instrument hereafter executed covering or conveying Owner's interest in the Property,
or any portion thereof, shall conclusively be held to have been executed, delivered and
accepted subject to such covenants, reservations and restrictions. regardless of whether such
covenants, reservations and restrictions are set forth in such lease, assignment, contract, deed
or other instruments.
(b) Habitat covenants and agrees by and for itself, its representatives,
its successors and assigns and every successor in interest to the Property or any part thereof,
that during construction of the improvements on the Property and thereafter Habitat shall not
use or permit the use of the Property in violation of the Redevelopment Plan. Habitat further
covenants and agrees to comply in all respects with the terms, provisions, and obligations of
Habitat set forth in the DDA. Habitat further covenants and agrees that Habitat shall use the
Property and every part thereof only for the construction and operation of a very low income
housing project affordable to persons of very low income, as further provided herein.
Habitat further covenants and agrees that upon completion of the two very low income homes
on the Site as described in the DDA (the "Project"), Habitat shall maintain the Property
(including landscaping) in the manner of first class residential planned developments, as
further described herein and in the DDA.
4. Use of the Property. Habitat covenants and agrees by and for itself, its
representatives, its successors and assigns and every successor in interest to the Property or
any part thereof, that the units comprising the Project (the "Units") and the Property shall be
restricted as provided in this Section 4 for the Term set forth in Section 2 hereof.
(a) Units Restricted to Persons or Families of Very low Income.
The units of the Project shall be maintained as Very Low Income Housing and each unit
shall be conveyed to persons of Very Low Income as such terms are defined in this
Section and state law. A transfer of the Property to the heirs or devisees of a qualified
owner shall not be deemed to be a conveyance under this section and the heir or devisee
shall not be required to qualify as a person of Very Low Income; provided, however, that
any sale or further conveyance by such heir or devisee shall comply with the requirements
of this section.
4/7199 1480879.1 ' 28 -
(b) Definitions.
definitions shall apply:
For purposes of this Agreement, the following
(i) "Persons or families of very low income" means persons whose
income do not exceed the amounts set forth in California Health and Safety Code
Section 50105 (very low income) for persons and families who have incomes not
greater than the applicable percentage of the area median income (adjusted for
family size as appropriate for the Unit) for the very low income category.
(ii) "Area median income" shall mean the area median income for
Riverside County as published by the Department of Housing and Community
Development pursuant to California Health and Safety Code Section 50093, or the
most closely related successor thereto.
(iii) "Adjusted for family size appropriate to the unit" shall
mean for a household of one person in the case of a studio unit, two persons in the
case of a one-bedroom unit, three persons in the case of a two-bedroom unit. four
persons in the case of a three-bedroom unit, and five persons in the case of a four-
bedroom unit;
(c) Priority to Very low Income Temecula Residents. Habitat shall
provide priority in the selection of purchasers who have lived in the City of Temecula for
a continuous period of one (1) year prior to submitting an application for ownership
("Temecula Residents"). Habitat shall cooperate with the Agency prior to the initial sale
of any units to effectuate this provision. To implement this provision, Habitat agrees to
provide notice to the Agency, in writing, prior to beginning to market units. Habitat must
accept any Temecula Residents who meets Habitat's selection criteria.
5. Rights of Agency. Prior to the sale of any Unit, Habitat shall obtain from
the proposed buyer a completed income computation and certification form, in such form as
may be approved by the Executive Director of the Agency, and shall verify the income of the
proposed buyer. Habitat shall verify the proposed buyer's income by standard and
customary income verification procedures and practices used for determining eligibility for
income qualifying housing. Agency shall have the continuing right during the Term hereof
to verify that the restrictions, limitations and requirements of this Section are being complied
with and to establish and/or continue a very low income (as defined in California Health and
Safety Code Section 50093) housing program at the Property.
6. Covenants and Obligations.
(a) Compliance with Buildin~ and Health and Safety Codes. Habitat
covenants that the Property shall be maintained in substantial conformance with applicable
health, building, and safety codes and regulations. Habitat further covenants that any
construction, renovation, repair or rehabilitation of the improvements shall be undertaken in
compliance with all building codes of the City of Temecula applicable at the time of such
construction, renovation, repair or rehabilitation.
4/7199 1480879.1 - 29 -
(b) Oblieation to Refrain from Discrimination. Habitat covenants that
there shall be no discrimination against any person, or group of persons, on account of sex,
marital status, race, color, religion, creed, national origin or ancestry in the sale, lease,
sublease, transfer, use, occupancy, tenure or enjoyment of the Property, or any part thereof,
and Habitat (or any person or entity claiming under or through Owner) covenants and agrees
not to establish or permit any such practice or practices of discrimination with reference to
the selection, location, number, use or occupancy of tenants, lessees, subtenants or
sublessees of the Property or any part thereof. Habitat also agrees to refrain from any form
of discrimination as set forth above pertaining to deeds, leases or contracts.
(c) Form of Nondiscrimination and Non-segregation Clauses. Habitat
covenants that Owner, its successors and assigns, shall refrain from restricting the rental,
sale or lease of the Property, or any portion thereof, in any deed, lease or contract of sale,
on the basis of sex, marital status, race, color, religion. creed, ancestry or national origin of
any person. Any such deed, lease or contract shall contain or be subject to substantially the
following. nondiscrimination or nonsegregation clauses:
1. In deeds: "The grantee herein covenants by and for itself, his 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 sex, marital status, race, color, religion, creed, national origin, or ancestry in
the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the land herein
conveyed or the improvements thereon or to be constructed thereon, nor shall the grantee
itself or any person claiming under or through the grantee, 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, subtenants, sublessees or vendees
in the land herein conveyed or such improvements. The foregoing covenants shall run
with the land."
2. In leases: "The lessee herein covenants by and for himself, his heirs, executors,
administrators and assigns, and all persons claiming under or through him, 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 sex, marital status, race, color, religion, creed, national origin or
ancestry, in the leasing, subleasing, transferring, use, or enjoyment of the land herein
leased or the improvements thereon or to be constructed thereon, nor shall the lessee
himself, or any person claiming under or through the lessee, 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
of the land herein leased or such improvements."
3. In contracts of sale: "There shall be no discrimination against or segregation of,
any person, or group of persons on account of sex, marital status, race, color, religion,
creed, national origin or ancestry in the sale, lease, sublease, transfer, use, occupancy,
tenure or enjoyment of the land or the improvements thereon or to be constructed thereon,
4/7/99 1480879.1 - 30 -
nor shall the transferee himself or any person claiming under or through the transferee.
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,
subtenants, sublessees or vendees of the land or such improvements."
7. Operation, Maintenance and Repair. Habitat shall have full
responsibility for the operation and maintenance of all improvements on the Property
throughout the duration of the Term. Habitat shall, upon completion of the Project maintain
in the manner of first class residential projects, in a first class, neat, clean, safe and sanitary
condition and repair, the improvements comprising the Project and all landscaping within the
public rights of way which may abut the Property throughout the Term of this Agreement
without expense to Agency, and shall perform all repairs and replacements necessary to
maintain and preserve said improvements and landscaping in a first class, neat. clean, safe,
sanitary and healthy condition in a manner reasonably satisfactory to Agency and in
compliance with all applicable laws, and in compliance with all applicable laws and the
DDA.
8. Violation of Regulatorv At, reement.
(a)
Habitat shall perform each and every obligation set forth in this
Ag~ement.
(b) In the event of the violation by Habitat of any of the provisions of
this Agreement, then Agency shall give written notice thereof to Habitat and the successor
owner of the Property at the time of the violation by registered mail addressed to Habitat and
the successor owner at the addresses stated in this Agreement, or to such other address as
may have been designated by Habitat. Any such violation shall be cured to the satisfaction
of Agency within the 30 days after the date such notice is received, or if such violation is a
non-monetary obligation that cannot reasonably be cured within such 30 day period, then
Habitat fails to cure or to commence to cure such violation within said 30 day period and
fails diligently to prosecute such cure to completion as soon as reasonably possible but, in
not event, no later than three (3) months after notice of such violation. After conveyance of
the Property by Habitat, Habitat shall have the right, but not the duty, to cure such
violations. If the Habitat fails to cure of commence to cure the violations within said
periods, then Agency may without further notice, declare in writing a default under this
Agreement effective on the date of such declaration of default, and upon any such declaration
of default Agency may apply to any court, State or Federal, for specific performance of this
Agreement, for an injunction against any violation by Habitat of this Agreement, or for such
other relief as may be appropriate, including without limitation damages, and the cost to
Agency in enforcing the terms of this Agreement (including the reasonable time expended by
Agency staff, consultants, auditors, attorneys and other personnel involved in such
enforcement).
(c) The remedies of Agency herein, or under any other instrument
providing for or evidencing the financial assistance provided herein, are cumulative, and the
417/99 1480879.1 ' 3 1 -
exercise of one or more of such remedies shall not be deemed an election of all remedies and
shall not preclude the exercise by Agency of any one or more of its other remedies.
(d) Agency shall provide by mail copies of any notice of any violation
to all other lien holders who have delivered a request therefor to the Agency and have also
recorded a Request for Special Notice in accordance with California Civil Code Section
2924e (as amended), at the address for notices most recently provided by Habitat or such lien
holders for such notices, and such parties shall have the same right to cure Owner's defaults
hereunder on behalf of Owner.
(e) Agency may terminate all or portions of this Agreement at any time,
for any reason. Any such termination or partial termination shall be effective upon notice of
such termination or partial termination being recorded in the Official Records of Riverside
County.
9. General Provisions.
(a) The covenants which have been established pursuant to this
Agreement shall be deemed to be covenants running with the land for the benefit of the
Project Area and Agency in carrying out its statutory responsibilities under California
Redevelopment Act (Health and Safety Code Sections 33000 et seq.) to implement the
Redevelopment Plan and to provide for the development of low and moderate income
housing in the community. The covenants hereof shall be binding upon the Property and run
for the benefit of the Project Area and Agency and its successors and assigns, and such
covenants shall run in favor of Agency for the entire period during which such covenants
shall be in force and effect, without regard to whether Agency is or remains an owner of any
land or interest therein to which such covenants relate. 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 rights 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. Only Agency and its successors in
interest may enforce this Agreement; nothing herein is intended to create any third party
beneficiaries to this Agreement, and no person or entity other than Agency or Owner, and
the permitted successors and assigns of either of them, shall be authorized to enforce the
provisions of this Agreement. Not by way of limitation of the foregoing, the tenants of the
Property are not intended to be third party beneficiaries hereunder.
(b) This Agreement and the covenants reservations, restrictions and
agreements contained herein shall be a burden upon the Property and shall bind Owner, its
successors and assigns with respect to the Property. Habitat may not assign any of the
benefits of this Agreement, or delegate any of Owner's obligations hereunder, voluntarily or
by operation of law, without the prior written approval of Agency.
(c) The covenants and obligations contained in Sections 3, 4, 5, 6, and
7 shall remain in effect until the expiration of the Term provided for in Section 2 hereof, and
417/99 1480879.1 - 32 -
the covenants against discrimination provided for in subsections 6(c) and 6(d) shall remain in
perpetuity.
(d) Agency and its successors and assigns, and Habitat and its
successors and assigns as holders of the ground leasehold interest in the Property, shall have
the right to consent and agree to changes in, or to eliminate in whole or in pan, any of the
covenants, reservations and restrictions contained in this Agreement.
(e) This Agreement represents the entire agreement of the parties hereto
with respect to the subject matter hereof and may not be altered or amended except by
writing executed between the parties to be charged.
(f) In any action between the parties to interpret, enforce, reform,
modify, rescind, or otherwise in connection with any of the terms or provisions of this
Agreement, the prevailing party in the action shall be entitled, in addition to any other relief
to which it may be entitled, reasonable costs and expenses including, without limitation,
litigation costs and reasonable attorneys' fees.
(g) If any term, covenant, condition or provision of this Agreement, or
the application thereof to any circumstance, shall, at any time or to any extent, be
determined by a court of competent jurisdiction to be invalid or unenforceable, then the
remainder of this Agreement, or the application thereof to circumstances other than those as
to which it is held invalid or unenforceable, shall not be affected thereby and each term,
covenant, condition and provision of this Agreement, shall be valid and enforceable, to the
fullest extent permitted by law.
(h) The use of the plural in this Agreement shall include the singular
and the singular shall include the plural, and the use of one gender shall be deemed to
include all genders.
(i) Time is of the essence hereof.
(j) No waiver by Agency of any breach of or default under this
Agreement shall be deemed to be a waiver of any other or subsequent breach thereof or
default hereunder.
(k) This Agreement and all related documents shall be deemed to be
contracts made and delivered in the State of California and shall be governed and construed
and interpreted in accordance with the laws of said State. Headings and titles herein are for
convenience only and shall not influence any construction or interpretation.
(1) Any notice required to be given hereunder shall be given by
personal service or by certified or registered mail, postage prepaid, return receipt requested,
at the addresses specified below, or at such other addresses as may be specified in writing by
the parties hereto as follows, and shall be effective on the third business day following
deposit in the mail or upon receipt if by personal delivery to the addresses set forth herein:
417199 1480879.1 - 33 -
If to Agency:
Redevelopment Agency of the City of Temecula
43200 Business Park Drive
Post Office Box 9033
Temecula, California 92589-9033
Attention: Executive Director
With a copy to:
Richards, Watson & Gershon
333 South Hope Street, 381h Floor
Los Angeles, California 90071
Attn.: Peter Thorson
If to Habitat:
Inland Valley Habitat for Humanity, Inc.
Post Office Box 0765
Murietta, California 92564-0765.
With a Copy to:
Owner
42220 6th St.
Temecula, California
92589
(m) This Agreement may be simultaneously executed in multiple
counterparts, all of which shall constitute one and the same instrument, and each of which
shall be deemed to be an original.
4/7199 1480879. l - 34 -
IN WITNESS WHEREOF, the parties hereto have entered into this Regulatory
Agreement as of the day and year first above written.
REDEVELOPMENT AGENCY OF THE CITY OF TEMECULA
Karel F. Lindemans
Chairperson
ATYEST:
Susan W. Jones, CMC
Agency Secretary
APPROVED AS TO FORM:
Peter M. Thorson
Agency Counsel
INLAND VALLEY HABITAT FOR HUMANITY, a
California Non-Profit Corporation
By:
Name:
Title:
By:
Name:
Title:
-35 -
4/7/99 1480879.1
State of California
County of Riverside
ALL-PURPOSE ACKNOWLEDGMENT
)
)
On , 1999, before me,
, personally appeared
[] personally known to me -OR-
B 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 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 person(s), or the entity upon behalf of which the person(s) acted, executed
the instrument.
Witness my hand and official seal.
SIGNATURE OF NOTARY
- 36 -
41719~ 1480879.1
State of California
County of Riverside
ALL-PURPOSE ACKNOWLEDGMENT
)
)
On
, 1999, before me,
, personally appeared
[] personally known to me -OR-
B proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are
subscribed to the within inskrument and acknowledged to me that he/she/they executed the
same in his/her/their authorized capacity(ies), and that by higher/their signature(s) on the
instrument the person(s), or the entity upon behalf of which the person(s) acted, executed
the instrument.
Witness my hand and official seal.
SIGNATURE OF NOTARY
- 37-
417199 1480879.1
EXHIBIT NO. I TO REGULATORY AGREEMENT
SITE MAP AND LEGAL DESCRIPTION OF SITE
LEGAL DESCRIPTION
THE NORTHEASTERLY ~ 20 FEET OF THE SOUTHxNESTERLY 240 FEET ,,OF THE
NORTHWESTERLY 70 FEET OF THE FOLLO~,NING DESCRIBED PARCEL:
THE NORTHWESTERLY HALF OF THAT TRACT OF LAND FORMERLY USED AS A RAILROAD
RIGHT OF WAY AND STATION GROUNDS OF THE ATCHISON, TOPEKA AND SANTA FE RAILROAD
COMPANY. CONVEYED TO N. R. VAIL, ET AL, BY DEED RECORDED JUNE 11, 1940 IN BOOK 464
PAGE 505 OF OFFICIAL RECORDS OF RIVERSIDE COUNTY. CALIFORNIA, SAID PROPERTY
BEING DESCRIBED AS FOLLOWS:
BEGINNING AT THE MOST SOUTHERLY CORNER OF LOT 1, BLOCK 27. AS SHOWN BY MAP OF
TEMECULA ON FILE IN BOOK !5 PAGE 726 OF blAPS, RECORDS OF SAN DIEGO COUNTY.
CALIFORNIA:
THENCE SOUTHWESTERLY IN A STRAIGHT LINE TO THE MOST EASTERLY CORNER OF LOT 1,
BLOCK 36, AS SHOWN BY SAID MAP;
THENCE NORTHWESTERLY IN A STRAIGHT LINE TO THE MOST NORTHERLY CORNER OF LOT
10, BLOCK 37. AS SHOWN ON SAID MAP;
THENCE NORTHEASTERLY IN A STRAIGHT LINE TO THE MOST WESTERLY CORNER OF LOT 22
IN BLOCK 25, AS SHOWN ON SAID MAP;
THENCE SOUTHEASTERLY IN A STRAIGHT LINE TO THE POINT OF BEGINNING.
Approved by:
AGENCY:
By
Habitat:
By
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EXHIBIT 4.
CERTIFICATE OF COMPLETION
RECORDING REQUESTED BY
AND WHEN RECORDED RETURN TO:
Re. development Agency of
the City of Temecula
Post Office Box 9033
Temecula, California 92589-9033
Attention: City Clerk/Secretary
Exempt from recording
fees pursuant to Government
Code Sec. 6103
CERTIFICATE OF COMPLETION OF PHYSICAL
IMPROVEMENTS TO REAL PROPERTY
THE REDEVELOPMENT AGENCY OF THE CITY OF TEMECULA DOES
HEREBY CERTIFY AS FOLLOWS:
Section 1. Recitals. The Redevelopment Agency of the City of Temecula ("Agency")
hereby finds, determines and declares as follows:
a. On ,1999 the Agency and Habitat for Humanity, a
California, a California Non-Profit Corporation ("Habitat"), entered into that certain
agreement entitled "DISPOSITION AND DEVELOPMENT AGREEMENT BY AND
BETWEEN REDEVELOPMENT AGENCY OF THE CITY OF TEMECULA AND
INLAND VALLEY HABITAT FOR HUMANITY, INC." CDDA") which agreement
provides for the conveyance of certain real property owned by the Agency to Habitat for the
development of very low income homes.
b. The DDA was recorded as Document No.
Records of Riverside County on , 1999.
in the Official
c. The real property which is the subject of the DDA and this Certificate of
Completion is located at , Temecula California and is legally
described on Exhibit A., Legal Description, attached hereto and incorporated herein as
though set forth in full ("Site").
d. The DDA provides that the Agency shall furnish Habitat with a Certificate of
Completion upon the completion of the physical improvements to the Site.
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4/7199 1480879.1
e. The Agency has inspected the Site and the physical improvements
constructed thereon.
Section 2. Certification of Completion of Physical Improvements. The Agency does
hereby certify that the physical improvements to the Site as required by the DDA have been
fully and satisfactorily performed and completed. Nothing herein shall amend or moclify the
obligations of Habitat or its successors with respect to the Regulatory Agreement Containing
Covenants Affecting Real Property, recorded with respect to the Site on
,1999 as Document No. in the Official
Records of Riverside County on , 1999.
IN WITNESS WHEREOF, the Agency has executed this certificate as of
REDEVELOPMENT AGENCY OF THE CITY OF TEMECULA
Karel F. Lindemans
Chairperson
ATTEST:
Susan W. Jones, CMC
Agency Secretary
APPROVED AS TO FORM:
Peter M. Thorson
Agency Counsel
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