HomeMy WebLinkAboutA8613 - WEST HOLLYWOOD COMMUNITY DEVELOPMENT CORP (WHCHC)F- n
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Contract CIT Y Ur r "
Company Name: West ftIT =26;oar 6hikbevelopment Corportation(WHCHC)
Company Contact: Jesse-S"�y, -Pte 'e_' At CEO
Summary of Services: Exclusive Negotiating Agreement —Amendment No.1
For 1.75 acres at W. Stevens Road and N. Palm Canyon Drive.
(Agave at Palm Springs)
Contract Price: No Funds Required. Agreement to negotiate only.
Funding Source: N/A
Contract Term: Negotiating Period Extended By 180 Days until October 28, 2021
Contract Approvals
City Manager Approval Date:
Agenda Item No./ Resolution Number:
Agreement No: A8613
Contract Administration
Lead Department: Community & Economic Development
Contract Administrator: Jay Virata, Director
Contract Compliance
Exhibits:
N/A
Signatures:
Yes
Insurance:
N/A
Bonds:
N/A
CONTRACT ABSTRACT
Contract prepared by: Jay Virata
Submitted on: April 28, 2021 By: Annie Rodriguez, Housing Program Assistant
EXCLUSIVE NEGOTIATING AGREEMENT
AMENDMENT NO. 1
WEST HOLLYWOOD COMMUNITY HOUSING CORPORATION
This Amendment No. 1 to Agreement A8613, an Exclusive Negotiating
Agreement by and between the CITY OF PALM SPRINGS, a California charter city and
municipal corporation ("City"), acting in its capacity as Housing Successor Agency, and
WEST HOLLYWOOD COMMUNITY HOUSING CORPORATION, a California non-profit
community development corporation (the "Developer" or "WHCHC") for the properties
located at the southwest corner of W. Stevens Road and N. Palm Canyon Drive,
consisting of approximately one and seventy-five one hundredths (1.75) acres and
currently owned by City (the "Site"). The site consists of two (2) parcels: 1) parcel with
Assessor's Parcel Number (APN) 505-182-010 known as the "Reservoir Property",
owned by the City of Palm Springs and 2) parcel with APN 505-182-004 known as the
"Casa del Camino Property" owned by the City of Palm Springs acting as Successor
Agency to the former Community Redevelopment Agency of the City of Palm Springs.
RECITALS
WHEREAS, the City and Developer entered into an Exclusive Negotiating
Agreement on November 2, 2020, for properties located the Site ("ENA"); and
WHEREAS, the ENA establishes a Negotiating Period of 180 days for the City
and Developer to diligently and in good faith negotiate the terms of a DDA for the
development of an affordable housing project at the Site;
WHEREAS, the Negotiating Period of 180 days will expire on May 1, 2021,
unless extended;
WHEREAS, Developer's application for No Place Like Home funds from the
State of California requires Developer to demonstrate site control through the award of
funding which is anticipated by Summer 2021.
WHEREAS, Section1.2 of the ENA allows the City Manager to extend the
Negotiating Period for two (2) additional, ninety (90) day periods, totaling 180 days, by
written amendment to the ENA; and;
WHEREAS, Developer has requested the City Manager extend the Negotiating
Period for 180 days to comply with the No Place Like Home funding requirements.
NOW, THEREFORE, the City and Developer do hereby mutually agree as
follows:
AGREEMENT
The Negotiating Period is hereby extended by 180 days until October 28,
2021.
2. All other terms and conditions of the ENA shall remain unchanged and in
full force and effect.
[SIGNATURES ON FOLLOWING PAGE]
IN WITNESS THEREFORE, these parties have executed this Amendment No. 1
as of the dates stated below.
CITY OF PALM SPRINGS
\ - �Ak� Date: "t �c
Justin C ' n, City MaVager C�)
APPROVED AS TO FORM:
N.
Jef Key- 9 EiallirwjVr-, City Attorney
ATTEST:
West Hollywood Community Development Corporation
7530 Santa Monica Boulevard
West Hollywood, CA 90046
Date: IZA° -'•4
Jesse Slansky, President and CEO
Contract
Company Name
Company Contact:
Summary of Services
Contract Price:
Funding Source:
Contract Term:
Contract Administration
Lead Department:
I Contract Administrator:
CONTRACT ABSTRACT
Exclusive Negotiating Agreement
West Hollywood Community Housing Corporation (WHCHC)
Matt Mason
Exclusive Negotiating Agreement —1.75 acres at
W. Stevens & North Palm Canyon Dr. (Agave at Palm Springs)
n/a Agreement to Negotiate only
n/a
Six months with two 90 day extension options
Community & Economic Development
Diana Shay
Contract Approvals
Council/ Community
Redevelopment Agency
Approval Date:
Minute Order/ Resolution Number:
Agreement No:
n/a
Res NO.
�
Contract Compliance ✓GLrd - ��tu, .
Exhibits: Included
Signatures: Included OC
Insurance: Included �� �� f ni
Bonds: n/a
Contract prepared by: Community & Economic Development Department
Submitted on: 10-14-20 By: Diana Shay
IT
EXCLUSIVE NEGOTIATING AGREEMENT
BY AND BETWEEN
CITY OF PALM SPRINGS, CALIFORNIA
AND
WEST HOLLYWOOD COMMUNITY HOUSING CORPORATION
This Exclusive Negotiating Agreement (the "Agreement") is entered into
as of this 2AJ day of Il oo&,,�r , 2020, by and between the CITY OF
PALM SPRINGS, a California charter city and municipal corporation ("City"),
acting in its capacity as Housing Successor Agency, and WEST HOLLYWOOD
COMMUNITY HOUSING CORPORATION, a California non-profit community
development corporation (the "Developer' or "WHCHC"). City and the
Developer may sometimes hereinafter be referred to individually as a "Party" and
collectively as the "Parties," with reference to the following facts:
RECITALS
A. City is a charter city, corporate and politic, exercising governmental
functions and powers.
B. In January, 2020, City issued that certain Request for Proposals
("RFP") seeking a purchaser and a developer for the property located at the
southwest corner of W. Stevens Road and N. Palm Canyon Drive, consisting of
approximately one and seventy-five one hundredths (1.75) acres and currently
owned by City (the "Site"). The Site is described on "Exhibit Al" and depicted
on "Exhibit A2.': each of which is attached hereto and incorporated herein by this
reference. The site consists of two (2) parcels: 1) parcel with Assessor's Parcel
Number (APN) 505-182-010 known as the "Reservoir Property", owned by the
City of Palm Springs and 2) parcel with APN 505-182-004 known as the "Casa
del Camino Property" owned by the City of Palm Springs acting as Successor
Agency to the former Community Redevelopment Agency of the City of Palm
Springs.
C. As part of the Developer selection process for the Site, City issued
a Request for Proposals ("RFP") in January 2020, and received two (2)
responses. The Palm Springs City Council (the "City Council") selected
WHCHC to be the Site's developer.
D. The Developer responded to the RFP with a submittal dated
February 27, 2020 (the "Developer's Proposal"). The City Council selected the
Developer as the developer for the Site in reliance on the Developer's Proposal.
E. The Developer has proposed development of an affordable housing
project named Agave at Palm Canyon (the "Project"). The Project will be
consistent with the land use designation for the Site under the General Plan,
City's zoning ordinance. and applicable specific plans, as may be amended from
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time to time. The Site is located within a split C11R-2 zone, which allows for the
construction of up to fifteen units per acre or twenty-six (26) residential units on
the Site. The addition of a density bonus for affordable housing under California
statutes and regulations permits a density increase of 35% for a total of nine (9)
additional units. Developer's plan is for seventy-one (71) residential units to be
accomplished through application under a Planned Development District (PDD)
with the public benefit of providing affordable housing.
F. The Project shall be located upon the Site, which is currently
unimproved.
G. City desires to fulfill its objectives under the Housing Element of
City's General Plan by providing additional affordable housing units in City. The
development of the Project will further City's goals of creating affordable housing
units.
H. The purpose of this Agreement is to establish procedures and
standards for the negotiation by City and the Developer of a Disposition and
Development Agreement (a "DDA") for development of the Project on the City
owned property. Additionally, it is anticipated that the Successor Agency and
Developer will enter into a Purchase and Sale Agreement for the Successor
Agency owned Property. As more fully set forth in Section 3.1, below, this
Agreement in itself does not grant the Developer or any successor the right to
develop the Project or the Site.
WITH REFERENCE TO THE FACTS RECITED ABOVE, City and the
Developer agree as follows:
ARTICLE 1: EXCLUSIVE NEGOTIATIONS RIGHT
Section 1.1 Good Faith Negotiations.
a. During the Negotiating Period described in Section 1.2, below, City
and the Developer shall diligently and in good faith negotiate the
terms of a DDA for the development of the Project on the Site, and
shall cooperate in conducting such Project feasibility activities as
each Party deems appropriate. During the Negotiating Period, the
Parties shall use good faith efforts to accomplish the respective
tasks outlined in the Schedule of Performance attached as "Exhibit
B" to this Agreement to facilitate the negotiation of a mutually
satisfactory DDA. Thereafter, the Parties shall use their best efforts
to negotiate in good faith the final terms of the DDA.
b. Among the issues to be addressed in the negotiations for
provisions to be included in the DDA are the total development
costs of the Project, the nature and amount of financial investment
in the Project by the Developer and City, if any, remediation of any
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adverse Site conditions, the Developer's responsibility to obtain
entitlements and any environmental clearances, the development
schedule for the Project, financing of the Project, marketing and
management of the Project, design and aesthetic considerations of
the Project, Site layout, preliminary design and architectural
concepts and plans, the quality and type of construction, and the
provision of public improvements related to the Project.
C. As part of the negotiations under this Agreement, the Developer
shall make reasonably available such additional staffing,
consultants and other resources as may be required for the timely
resolution of issues that may arise during negotiations and for the
expeditious review of documents to be prepared by or on behalf of
City. It is anticipated that, except as City may otherwise determine,
negotiations and other meetings between the Parties during the
Negotiating Period of this Agreement will take place at City's
offices, other locations in Palm Springs or by electronic means, and
draft documents will be prepared by City or its attorneys and
consultants and provided to the Developer and its attorneys and
consultants for review and comment. During the Negotiating Period
of this Agreement, the Developer agrees to participate in monthly
community information meetings, as requested and hosted by City.
These meetings will update the community on the progress of
negotiations, and will seek community input on Project design,
environmental and traffic issues.
d. Each Party acknowledges and agrees that the other party shall be
deemed to be acting in good faith so long as it makes reasonable
efforts to attend scheduled meetings, directs its consultants to
cooperate with the other Party, provides information necessary to
the negotiations to the other Party, and uses commercially
reasonable efforts to review and return with comments all
correspondence, reports, documents, or agreements received from
the other Party that require such comments.
Section 1.2 Negotiating Period.
a. The negotiating period under this Agreement (the "Negotiating
Period) shall be one hundred eighty (180) days from the date of
this Agreement. If a DDA has not been executed by the Parties (or
by City and a party related to the Developer and approved by City)
by the expiration of the Negotiating Period, then this Agreement
shall terminate and neither Party shall have any further rights or
obligations under this Agreement, except as set forth in Sections
1.4, 3.2, 3.3, and 3.6. However, if requested by the Developer, the
City Manager may extend the Negotiating Period for two (2)
additional, ninety (90) day periods. The Negotiating Period may be
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extended only by written amendment to this Agreement, and no
other act or failure to act by City or any of its representatives shall
result in an extension of the Negotiating Period. If such extension
is not granted, this Agreement shall automatically terminate.
b. Notwithstanding the foregoing, if the Developer signs and submits
to City a DDA approved as to form and content by City Manager
within the Negotiating Period, the Negotiating Period will
automatically be extended by a period of 30 days to permit the City
Council to consider the proposed DDA.
C. If a DDA is executed by both Parties, then upon such execution this
Agreement shall terminate, and all rights and obligations of the
Parties shall be as set forth in the executed DDA.
d. This Agreement may also be terminated if the Parties agree in
writing that a successful consummation of the negotiations is
impossible.
Section 1.3 Exclusive Negotiations. During the Negotiating Period, City
shall not negotiate with any person or entity, other than the Developer or a party
affiliated with Developer and approved by City, regarding development of the Site
or any portion thereof, or solicit or entertain bids or proposals to do so. The
Developer acknowledges, however, that City may, from time to time, be
contacted by other developers and interested parties regarding the Site and that
such contact is permitted so long as City does not initiate the contact and
indicates to such other parties that City has executed this Agreement with the
Developer and that City is unable to discuss anything concerning these
negotiations with such other parties, to entertain any offer or proposals, or to
negotiate with any such parties until this Agreement expires or is terminated.
Section 1.4 Good Faith and City Consultant Costs Deposit.
a. The Developer acknowledges that City shall expend substantial
resources in the negotiation and performance of the tasks in the
DDA. Concurrently with the full execution of this Agreement by City
and the Developer, the Developer shall submit to City as a good
faith and consultant cost reimbursement deposit the amount of
Fifteen Thousand Dollars ($15,000) (the "Deposit") to ensure that
the Developer will proceed diligently and in good faith to negotiate
and perform all of the Developer's obligations under this Agreement
and to pay for City's costs and expenses in negotiating and
preparing the DDA and complying with planning and environmental
review. Such costs may include but are not limited to fees and
services of economic consultants and attorneys, selected by City,
relating to the Project and the preparation of the DDA ("Consultant
Costs"). At City's election, the Developer may provide the Deposit
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in the form of cash, a pledged certificate of deposit, an interest
bearing account that is controlled by City, or such other form of
security acceptable to City in its sole discretion. If the balance in the
deposit falls below $5,000 City may request an additional deposit
from Developer. City shall not proceed with City's obligations under
this ENA until the deposit is replenished.
b. To the extent funds remain in the deposit account by the end of the
term of this Agreement and a DDA has not been entered into (or a
City Manager approved DDA has not been executed and submitted
to City by the Developer), and the Developer has negotiated in
good faith and is not in breach of this Agreement, City shall return
the unexpended balance of the Deposit to the Developer along with
an accounting of the Consultant Costs incurred by City.
C. If performance of this Agreement results in execution of a DDA, any
remaining funds in the Good Faith Deposit shall be applied to the
Developer's purchase price of the Site or shall be returned to
Developer, at Developer's option.
Section 1.5 DDA Terms and Conditions. The essential terms and
conditions of the DDA to be negotiated and drafted pursuant to this Negotiation
Agreement shall be guided by the following requirements and conditions:
a. The negotiations shall be based on and guided by, and the DDA
shall incorporate, the objectives, parameters, development
requirements, terms and conditions and other requirements set
forth in the RFP and the Developer's proposal.
b. The DDA shall be subject to the policies and requirements of City
and State of California:
i. Payment of Prevailing Wages, as that term is customarily used
in similar agreements with similar parties, in accordance with
applicable State and/or federal law;
Equal Opportunity and Nondiscrimination, as those terms are
customarily used in similar agreements with similar parties;
iii. City Standard Insurance Requirements;
iv. Any and all other applicable and customary City policies.
55575.38175UA 156496.6
C. The DDA shall contain a scope of development setting forth design
parameters for the Site and a requirement for the submission of
plans to City for approval.
d. The DDA shall contain a schedule of performance setting forth the
respective times in which City and the Developer are obligated to
perform their respective obligations.
e. The DDA shall include a detailed development budget, sources and
uses budget, and a feasible method of financing, reasonably
demonstrating to City the availability of all funds needed to
complete the Project. The DDA shall require the submittal of
documentation of all proposed construction loans and the
Developer equity needed to carry out the proposed method of
financing. The Developer agrees to make continuing full disclosure
to City of its proposed methods of financing the Project.
f. The DDA may contain details of City financial assistance and may
include, but not be limited to, consideration for land assembly,
affordable housing, public parking and off -site public improvements.
To the extent City provides financial assistance for the Project, the
terms of repayment, shall be negotiated during the Negotiating
Period and shall be set forth in the applicable DDA.
g. The DDA shall set forth conditions precedent to the conveyance of
any interest in property to be conveyed by City to the Developer,
and to the disbursement of any funds by City or funds to be
advanced by the Developer and reimbursed by City in accordance
with the terms of the DDA, to ensure that the Project will be
developed and used as required by the DDA.
h. Subject to Section 3.9, below, the DDA shall prohibit, without
written City consent, which consent shall not be unreasonably
withheld, conditioned or delayed, any assignments or transfers by
the Developer until completion of any construction required by the
DDA, including any assignment of a security interest in the Site for
financing purposes. Provided, however, City hereby consents to a
transfer from Developer to an affiliated limited partnership of which
Developer is the sole member of the general partner for purposes
of obtaining low income housing tax credit proceeds.
The DDA shall set forth use restrictions relating to the Project,
which use restrictions may be set forth in a covenant to be recorded
against the Site. If necessary and appropriate to secure financing,
any such use restrictions may be subordinated to the liens of
Developer's conventional lenders executed in connection with the
financing approved by the City..
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Section 1.6 Identification of Negotiating Representatives. The
Developer's representative to negotiate the DDA with City is Matt Mason,
Director of Real Estate Development. The Developer's key consultants are
Sarah Perez, Esq. and others that will be identified by the Developer throughout
the term of this Agreement. City's representative to negotiate the DDA with the
Developer are David Ready, City Manager, Marcus Fuller, Assistant City
Manager, Jay Virata, Director of Community and Economic Development, or
Jeffrey S. Ballinger, City Attorney. Either Party may designate a substitute
representative and consultants by giving written notice to the other Party of the
name of such substitute representative.
ARTICLE 2: NEGOTIATION TASKS
Section 2.1 Overview. To facilitate negotiation of the DDA, the Parties
shall use reasonable good faith efforts to accomplish the tasks set forth in the
Schedule of Performance in the timeframe set forth therein so as to support
negotiation and execution of a mutually acceptable DDA before the expiration of
the Negotiating Period. The dates set forth in the Schedule of Performance for
the performance of various tasks by the Developer may be extended by City in its
sole discretion.
Section 2.2 Reports.
a. The Developer shall provide City with copies of all final reports,
studies, analyses, correspondence, schematic design drawings,
and similar documents, prepared or commissioned by the
Developer with respect to this Agreement and the Project, promptly
upon their completion. City shall provide the Developer with copies
of all reports, studies, analyses, correspondence, and similar
documents prepared or commissioned by City with respect to this
Agreement and the Project, promptly upon their completion. City
shall exercise good faith efforts to provide to the Developer within a
reasonable period after the execution and delivery of this
Agreement all reports it has caused to be made, both internally or
through consultants, and that it possesses respecting the Site. By
way of example, City shall provide to the Developer civil
engineering reports including, without limitation, boundary and
topographical surveys, environmental reports, soils reports and
appraisals in the possession of City on the date of this Agreement.
The Developer has obtained all the public reports reasonably
available to it that were created before the date of this Agreement
Nothing in this Section 2.2 obligates City to undertake any studies
or analyses. Any document provided to any party pursuant to this
section shall be without warranty.
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b. While desiring to preserve its rights with respect to treatment of
certain information on a confidential or proprietary basis, the
Developer acknowledges that City will need sufficient, detailed
information about the proposed Project to make informed decisions
about the content and approval of the DDA.
C. Unless otherwise provided by law, all documents and reports
submitted to City pursuant to this Agreement shall become the
property of City, and will be subject to the California Public Records
Act (Government Code Section 6250 et seq.). Developer
understands and agrees that all documents submitted to City are
presumed to be "public records," and may be subject to public
disclosure. If an exemption to the California Public Records Act or
a limitation upon reproduction of documents (e.g., building plans)
applies, the Developer may seek to shield certain portions of its
documents and reports from disclosure by justifiably marking such
documents as "Confidential," "Trade Secrets" or "Proprietary."
d. City shall notify the Developer of any requests for documents
marked "Confidential," "Trade Secrets" or "Proprietary" by the
Developer. In the event City is required to defend an action under
the California Public Records Act with regard to a request for
disclosure of any of the documents or reports marked
"Confidential," "Trade Secrets" or "Proprietary" by the Developer,
the Developer agrees to defend and indemnify City and City from
all costs and expenses of such defense, including reasonable
attorney's fees of City and City or attorney's fees awarded by a
court arising out of such action.
Section 2.3 Test and Surveys. Insurance. For City -owned property, City
shall provide to the Developer, its agents, and its representatives the right to
enter onto the Site and to conduct such tests, surveys, and other procedures (the
"Tests") as set forth below in Section 2.11. The Developer shall indemnify and
hold harmless City from any loss, cost, or damage (including, without limitation,
reasonable attorney's fees) arising out of any such entry on the Site (whether
owned by City or any third party) by the Developer, its agents, or its
representatives. The Developer shall present City with evidence of a general
liability insurance policy with limits of at least two million dollars ($2,000,000)
combined single limit coverage per occurrence and two million dollars
($2,000,000) general aggregate, naming City and City's officials, employees, and
agents as additional insured parties. In addition, Developer shall maintain
workers' compensation insurance in the statutory amount as required by the
State of California and employer's liability insurance with limits of at least one
million dollars ($1,000,000) per occurrence, and shall provide to City evidence of
Developer's insurer's waiver of subrogation in favor of City, its elected officials,
officers, employees, agents, and volunteers. All Developer insurance coverage
shall be primary and non-contributory over any insurance or self-insurance of the
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City. The Parties intend that Developer's insurance policies shall cover all liability
and property damage, and/or any injury to any person, arising from the presence
on the Site, whether during Tests and/or pursuant to the "Right of Entry," defined
below in Section 2.11, of Developer, its contractors and sub -contractors, its
agents, and/or its representatives.
Section 2.4 Environmental Review. Within the time set forth in the
Schedule of Performance Developer shall identify and provide to City such plans,
specifications, drawings, and other information, and shall take such reasonable
actions in relation thereto, as specified by City, that are reasonably necessary to
perform the environmental review process, if any, required by the California
Environmental Quality Act ("CEQA') and, if applicable, the National
Environmental Policy Act ("NEPA") for the Project, and to prepare all
environmental documentation required by CEQA and, as applicable, NEPA.
During the ENA term and subject to the Developer providing the
necessary information to City, City shall undertake the necessary steps, if any, to
conduct the required level of environmental review process determined by City
pursuant to CEQA requirements. City will coordinate with other departments of
City to conduct the required environmental review. City may contract with
consultants for such work and may draw upon the Deposit to pay for the
Consultant Costs in accordance with Section 1.4, above.
Section 2.5 Conceptual Site Plans and Preliminary Designs. The
Developer acknowledges that the Project requires approvals and entitlements
from City. Within the time set forth in the Schedule of Performance Developer
shall submit conceptual site plans and preliminary designs for the Project to the
appropriate City departments for their informal review.
Section 2.6 Financial Pro forma Analysis. Within the time set forth in the
Schedule of Performance Developer shall provide to City a preliminary financial
pro forma analysis for the Project containing matters typically contained in such
analyses, including without limitation, a development cost budget and an
operating income and expense estimate. The preliminary financial pro forma will
be used to evidence the financial feasibility of the Project and to assist in the
negotiation of terms regarding the financing of the Project. The preliminary pro
forma shall describe the proposed amount and uses of any financial assistance
requested to be provided by City.
Section 2.7 Financing Commitments. Within the timeframes set forth in
the schedule of performance attached to the DDA, the Developer shall exercise
good faith efforts to provide to City executed written commitments (containing
usual and customary conditions) for construction and permanent financing for the
Project.
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Section 2.8 Community and City Council Meetings. The Developer may
be required to participate in public community meetings with City staff and/or City
Council and agrees to participate in such meetings as deemed necessary by City
staff.
Section 2.9 DDA Schedule of Performance. The Developer and City
agree to negotiate a detailed schedule of performance to be incorporated into the
DDA for the Project, which shall include but not be limited to: the date for the
submittal of construction plans to City, the date for the commencement of
construction of the Project, and the date for completion of construction and the
opening of the Project.
Section 2.10 Progress Reports. Upon reasonable notice, as from time to
time requested by City, the Developer shall make and provide to City progress
reports including financing and leasing activities, advising City on studies being
made, and matters being evaluated by the Developer with respect to this
Agreement and the Project. Such progress reports shall be in writing, if so
requested by City. City shall not request written reports more frequently than
once each month. City shall exercise good faith efforts to provide to the
Developer all written or electronically transmitted comments City receives from
neighbors, the community and others so that the Developer can promptly
respond to them.
Section 2.11 Right of Entrv.
a. Right of Entry. City hereby grants to the Developer and its authorized
agents and contractors the nonexclusive right to enter upon the Site
(the "Right of Entry') to undertake the Approved Uses, defined below,
only, and expressly for no other purposes without the prior written
approval of City's Director of Community and Economic Development
or his or her designee (the "Authorized Agent"), which approval the
Authorized Agent may grant or deny in good faith to meet the
objectives of this Agreement. "Approved Uses" shall mean that the
Developer and its contractors, employees, agents, assigns, experts
and vendors have the right to enter onto the Site for the purposes of
(i) inspecting the Site, (fi) performing initial civil engineering studies
including performing topographical and boundary surveys (iii)
obtaining soil samples, and (iv) performing environmental studies.
b. Term of Right of Entry. This Right of Entry shall automatically
terminate and expire on the first to occur of the following: (i) the end of
the term of the DDA, or (ii) upon the termination of the Agreement.
C. No Property Rights Granted. It is expressly understood this Right of
Entry does not in any way whatsoever grant or convey any rights of
possession, easement or other interest in the Site to the Developer, at
this point in time, or through this Right of Entry.
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d. Conditions Precedent to Continued Right of Entry:
i. Termination of Right of Entry for Use beyond the
Scope of the Approved Uses. Under the terms of this Right of
Entry, in no event shall the Developer use the Site in any manner
beyond the scope of the Approved Uses. In the event the
Developer undertakes any other use at the Site outside the scope
of the described Approved Uses, this Right of Entry shall
automatically terminate and the Developer shall immediately vacate
the Site, shall have no further rights to enter the Site for the
Approved Uses and shall be liable and responsible to City for any
and all damages, claims, and mechanics liens, if any, relating to the
Site.
ii. Compliance With All Applicable Governmental
Requirements. All acts and things done by the Developer on the
Site will be done in a careful and reasonable manner, in
accordance with all applicable Federal, state and local laws.
iii. The Developer At Own Risk. The Developer enters
the Site entirely at its own cost, risk and expense, and the
Developer acknowledges that City and its officers, employees,
agents or contractors, have made no warranty or representation to
the Developer that the Site, or any part thereof is safe or suitable
for the intended purposes of the Approved Uses.
iv. Insurance. Before the Developer's entry upon the
Site and during the period of this Right of Entry, there shall be in
effect policies of insurance in the amount set forth as required
under Section 2.3, above.
V. No Mechanics' Liens. The Developer shall not permit
any mechanics', materialmen's or other liens of any kind or nature
to be filed or enforced against the Site.
vi. General Maintenance and Cleanup. During the term
of this Right of Entry, the Developer shall maintain the Site in a safe
and good condition. Developer is not responsible to address any
condition at the Site entirely created from the action of one or more
third parties not affiliated with Developer, or having access to the
Site with Developer's consent.
e. Except for the aross nealiaence or willful misconduct of City. the
Developer hereby agrees to defend, indemnify and hold City, harmless,
with respect to Developer's actions arising from or related to Developer's
right of entry pursuant to Section 3.2 of this Agreement.
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ARTICLE 3: GENERAL PROVISIONS
Section 3.1 Limitation on Effect of A reement. This Agreement shall not
obligate either Party to enter into a DDA, or to enter into any particular DDA or
other agreement. City and the Developer do not intend this Agreement to be a
purchase agreement, ground lease, license, option or similar contract or to be
bound in any way by this Agreement. By execution of this Agreement, City is not
committing itself or agreeing to undertake acquisition, disposition, or exercise of
control over any property nor is the Developer committing itself to undertake the
acquisition of any property. Execution of this Agreement by City and the
Developer is merely an agreement to conduct a period of exclusive negotiations
and preparing recommendations to City Council in accordance with the terms
hereof, reserving for subsequent City action the final discretion and approval
regarding the execution of a DDA and all proceedings and decisions in
connection therewith. Any DDA resulting from negotiations pursuant to this
Agreement shall become effective only if and after such DDA has been
considered and approved by City Council following conduct of all legally required
procedures. Each party assumes the risk that, notwithstanding this Agreement
and good faith negotiations, the Parties may not enter into a DDA due to the
Parties' failure to agree upon essential terms of a transaction. Except as
expressly provided in this Agreement, the Developer agrees that City shall have
no obligations or duties hereunder and no liability whatsoever in the event the
Parties fail to execute a DDA.
Section 3.2 The Develo er to Indemnify Cit . Except for the gross
negligence or willful misconduct of City, the Developer undertakes and agrees to
defend, indemnify, and hold harmless City from and against all suits and causes
of action, claims, losses, demands and expenses, including, but not limited to,
reasonable attorney's fees and costs of litigation, damage or liability of any
nature whatsoever, arising in any manner by reason of or incident to the
performance of this Agreement on the part of the Developer or any contractor or
subcontractor of Developer, whether or not contributed to by an act or omission
of City. The Developer shall further indemnify, defend, and hold City, its directors,
officers, employees, agents, and successors and assigns harmless against all
suits and causes of action, claims, costs, and liability, including, but not limited to,
reasonable attorney's fees and costs of any litigation, or arbitration or mediation,
if any, brought by a third party (1) challenging the validity, legality or
enforceability of this Agreement or (2) seeking damages which may arise directly
or indirectly from the negotiation, formation, execution, enforcement or
termination of this Agreement, or which are incident to the performance of the
activities contemplated in this Agreement. Nothing in this Section shall be
construed to mean that Developer shall hold the City harmless and/or defend
them to the extent of any claims arising from, or alleged to arise from the sole
negligence, willful misconduct or illegal acts of any of the City, the failure of the
City to follow any rule, procedure or law applicable to the City or Agency, and/or
any claims that this Agreement violates any current agreement to which the City
-12-
55575 3617A331564".6
is subject. The City agrees that City and Agency shall cooperate with Developer
in the defense of any matter in which Developer is defending and/or holding the
City harmless. The Developer shall pay immediately upon City's demand any
amounts owing under this indemnity. The duty of the Developer to indemnify
includes the duty to defend City or, at City's choosing, to pay City's costs of its
defense in any court action, administrative action, or other proceeding brought by
any third party arising from the development of the Site. City shall have the right
to approve any attorneys retained by the Developer to defend City pursuant to
this Section 3.2 and shall have the right to approve any settlement or
compromise. The Developer's duty to indemnify City shall survive the
termination of this Agreement.
Section 3.3 Notices. Formal notices, demands and communications
between the Parties shall be sufficiently given if, and shall not be deemed given
unless, dispatched by certified mail, postage prepaid, return receipt requested, or
sent by express delivery or overnight courier service, to the office of the Parties
shown as follows, or such other addresses as the Parties may designate in
writing from time to time:
City: City of Palm Springs
3200 E. Tahquitz Canyon Way
Palm Springs, CA, 92263
Attn: City Manager
Phone No.: (760) 323-8350
Fax No.: (760) 323-8207
With copy to: City Attorney
3200 E. Tahquitz Canyon Way
Palm Springs, CA, 92263
Attn: City Attorney
Phone No.: (760) 323-8205
Fax No.: (760) 322-8332
The Developer: West Hollywood Community Housing Corporation
7530 Santa Monica Boulevard
West Hollywood, CA 90046
Attn: Mr. Matt Mason,
Director of Real Estate Development
Phone: (323) 650-8771 x 126
Email: matt(&-whchc.org
Website: www.whchc.org
-i3-
55575 38175\33156498.6
With copy to:
Gubb & Barsahy LLP
505 14th Street, Suite 450
Oakland, CA 94612Attention: Sarah Perez
Phone No.: (415) 781-6600 ext. 4
Cell No.: (415) 813-7101
Fax No.: (415) 781-6967
Email: sperezCcD-gubbandbarshay.com
Such written notices, demands and communications shall be effective on the
date shown on the delivery receipt as the date delivered or the date on which
delivery was refused.
Section 3.4 Costs and Expenses. The Developer shall be responsible
for its own costs and expenses in connection with any activities and negotiations
undertaken in connection with this Agreement, and the performance of its
obligations under this Agreement, except as specifically provided in this
Agreement.
Section 3.5 No Commissions. City shall not be liable for any real estate
commissions or brokerage fees that may arise from this Agreement or any DDA
that may result from this Agreement. City represents that it has engaged no
broker, agent, or finder in connection with this transaction. The Developer shall
defend and hold City harmless from any claims by any broker, agent, or finder
retained by the Developer.
Section 3.6 Use of Proiect Images. The Developer hereby consents to
and approves the use by City of images of the Project, its models, plans and
other graphical representations of the Project and its various elements ("Project
Images") in connection with marketing, public relations, and special events,
websites, presentations, and other uses required by City in connection with the
Project. The Developer shall obtain any rights and/or consents from any third
parties necessary to provide these Project Image use rights to City. In the event
that the Parties enter into a DDA, City's right to use the Project Images shall be
as set forth in the DDA.
Section 3.7 Default and Remedies.
a. Default. Failure by either Party to negotiate in good faith or failure by
the Developer to accomplish the tasks listed in the Schedule of
Performance within the time set forth therein, as provided in this
Agreement shall constitute an event of default hereunder. The non -
defaulting Party shall give written notice of a default to the defaulting
Party, specifying the nature of the default and the required action to
cure the default. If a default remains uncured fifteen (15) days after
receipt by the defaulting Party of such notice, the non -defaulting
-14-
55575,38175\33156498.6
Party may exercise the remedies set forth in subsection (b); provided,
however, that if the default is not reasonably susceptible to cure
within this fifteen (15) day period, then, provided that the Party in
default shall commence to cure such default upon receipt of such
written notice and shall continue to diligently pursue such cure to
completion, the cure period shall be extended by the amount of time
reasonably necessary to cure such default.
b. Remedies.
In the event of an uncured default by City, the Developer's sole
remedy shall be to terminate this Agreement, upon which the
Developer shall be entitled to the return of the remaining balance
of the Deposit and any interest earned thereon. Following such
termination and the return of the balance of the Deposit and any
interest earned thereon, neither Party shall have any further
right, remedy or obligation under this Agreement, except that the
Developer's indemnification obligation pursuant to Section 3.2
shall survive such termination.
ii. In the event of an uncured default by the Developer, City's sole
remedy shall be to terminate this Agreement and to retain the
Deposit, and any interest earned thereon. Following such
termination, neither Party shall have any right, remedy or
obligation under this Agreement, except that the Developer's
indemnification obligation pursuant to Section 3.2 shall survive
such termination.
c. Waiver and Release. Except as expressly provided in this
Agreement, neither Party shall have any liability to the other for
damages or otherwise for any default, nor shall either Party have any
other claims with respect to performance under this Agreement.
Each Party specifically waives and releases any such rights or claims
it may otherwise have at law or in equity and expressly waives any
rights to consequential damages or specific performance from the
other Party under this Agreement.
Section 3.8 Waiver of Default. Except as otherwise expressly provided
in this Agreement, any failure or delay by either Party in asserting any of its rights
or remedies as to any Default shall not operate as a waiver of said Default or of
any rights or remedies in connection therewith or of any subsequent Default or
any rights or remedies in connection therewith, or deprive 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 3.9 Assi__. n�. This Agreement may not be assigned nor may
there by any material change in the management or ownership of the Developer
-15-
55575.38175M 156498 6
without the prior written approval of City, which may withhold approval in its sole
and absolute discretion. Notwithstanding the foregoing or any provision to the
contrary in this Agreement, City acknowledges and agrees that Developer may
assign its rights and delegate its duties under this Agreement and/or the DDA to
a single asset legal entity in which Developer or a limited liability company owned
and controlled by Developer acts as the general partner.
Section 3.10 Conflict of Interests. No member, official or employee of City
shall have any personal interest, direct or indirect, in this Agreement nor shall
any such member, official or employee participate in any decision relating to the
Agreement which affects his or her personal interests or the interests of any
corporation, partnership or association in which he, or she is directly or indirectly,
interested.
Section 3.11 Warranty against Payment of Consideration for Agreement.
The Developer warrants that it has not paid or given, and will not pay or give, any
third party any money or other consideration for obtaining this Agreement. The
parties understand and agree that the Developer has retained legal counsel and
consultants in connection with this Agreement, and that such is not a violation of
this Section 3.11.
Section 3.12 Non -liability of Officials, Officers, Members. and Employees.
No member, official, officer, or employee of City or City shall be personally liable
to the Developer, or any successor in interest, in the event of any default or
breach by City or for any amount which may become due to the Developer or to
his successor, or on any obligations under the terms of this Agreement.
Section 3.13 Covenant Against Discrimination. In connection with its
performance under this Agreement, the Developer shall not discriminate against
any employee or applicant for employment because of actual or perceived race,
religion, color, sex, age, marital status, ancestry, national origin (i.e., place of
origin, immigration status, cultural or linguistic characteristics, or ethnicity),
sexual orientation, gender identity, gender expression, physical or mental
disability, or medical condition (each a "prohibited basis"). The Developer shall
ensure that applicants are employed, and that employees are treated during their
employment, without regard to any prohibited basis. As a condition precedent to
City's lawful capacity to enter this Agreement, and in executing this Agreement,
the Developer certifies that its actions and omissions hereunder shall not
incorporate any discrimination arising from or related to any prohibited basis in
any the Developer activity, including but not limited to the following: employment,
upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or
termination; rates of pay or other forms of compensation; and selection for
training, including apprenticeship; selection, location, number, use or occupancy
of tenants, lessees, subtenants, subleases, or venders of the Site; and further,
that the Developer is in full compliance with the provisions of Palm Springs
Municipal Code Section 7.09.040, including without limitation the provision of
benefits, relating to non-discrimination in city contracting.
-16-
55575.38175W 156498.E
Section 3.14 The Developer's Obligation Toward Equal Opportunity. The
Developer will not discriminate against any employees or applicant for
employment because of race, color, religion, creed, national origin, ancestry, sex,
sexual orientation, age, disability, medical condition, or marital status. The
Developer will conform to City's Equal Opportunity Policies regarding fairness in
hiring.
Section 3.15 Attorney's Fees. If any Party should bring any legal action or
proceeding relating to this Agreement (including, without limitation, any action or
proceeding to interpret or enforce any provision hereof), then the Party in whose
favor a judgment or decision is rendered shall be entitled to recover reasonable
attorneys' fees and expenses from the other Party to the controversy.
Section 3.16 Governing Law. This Agreement shall be governed by and
construed in accordance with the laws of the State of California.
Section 3.17 Neutral _interpretation. This Agreement is the product of the
negotiations between the parties, and in the interpretation and/or enforcement
hereof is not to be interpreted more strongly in favor of one party or the other.
Section 3.18 Entire A reement• Incorporation of Recitals. This
Agreement constitutes the entire agreement of the Parties regarding the Project.
The Recitals, above, are hereby incorporated into the Agreement.
Section 3.19 Counterparts. This Agreement may be executed in
counterparts, each of which shall be deemed an original but all of which together
shall constitute one and the same agreement.
SIGNATURES FOLLOW
-1 7-
55575.38175N33156498.6
SIGNATURE PAGE TO
EXCLUSIVE NEGOTIATING AGREEMENT
BY AND BETWEEN
CITY OF PALM SPRINGS, CALIFORNIA
AND
WEST HOLLYWOOD COMMUNITY HOUSING CORPORATION
AS OF THE DATE FIRST WRITTEN ABOVE, the Parties evidence their
agreement to the terms of this Agreement by signing below:
Executed at Palm Springs, California.
APPROVED AS TO FORM: CITY:
r �
By-
- By.
1ty ttrney City Manager
'j
A SM
Clerk
55575.38175\33156498.6
DEVELOPER:
WEST HOLLYWOOD COMMUNITY
HOUSING CORPORATION
By.
Name: Jesse Slansk
Its: President and CEO
As-
APPROVED EY COY mmAGER
A13
EXHIBIT Al
SITE DESCRIPTION
APN 505-182-004 known as the "Casa del Camino Property" owned by the City of Palm
Springs acting as Successor Agency to the former Community Redevelopment Agency
of the City of Palm Springs (Gross and net parcel size: 33,215 square feet)
APN 505-182-010 known as the "Reservoir Property", owned by the City of Palm
Springs (Gross parcel size is 43,560 square feet and net parcel size is 39,384 square
feet) This lot is the comer lot at the southwest comer of W. Stevens Rd. and N. Palm
Canyon Drive.
LEGAL DESCRIPTION
APN 505-182-004: POR LOTS 5 & 6 BLK A AND LOT 12 BLK A MB 015/015
LAS PALMAS ESTATES
APN 505-182-010: 1.0 ACRES MIL IN POR NE '/4 OF SEC 10 T4S R4E
ASSESSOR'S PARCEL MAP
Subject Property: Riverside County Assessor's Parcel -Map
S.W.-W ®e of me � et Sur. U.4 =44W& t� Caoym Dm* tAlm spug, CA
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ay nu'aec. +o ua ruE TM 5 18
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North Direction towards top of page
£NA-WHCHC-Stevens North Palm Canyon Exhibit A 1
55575.38175\33156498.6
EXHIBIT B
SCHEDULE OF PERFORMANCE
Scheduled Item
Outside Date
First Section
Reference
Payment of Deposit
Execution of Agreement
1.4
Delivery by City to the
10 business days after
2.2
Developer of Reports
execution of ENA
Delivery by City of draft
30 days after execution 1.1
DDA to the Developer
of ENA
Delivery by Developer to
60 days after execution
2.6
City of Financial Pro
of ENA
forma Analysis
Delivery by Developer to
_
90 days after execution
2.5
City of Conceptual Site
of ENA
Plans and Preliminary
Designs
Delivery by Developer to
120 days after execution
2.4
City of Environmental
of ENA
Review Documents
1.2
Consideration of DDA
180 days after execution
of ENA
FNA-WHCHC-Stevens North Palm Canyon Exhibit B
55575.38175W 156498.E
A� o® CERTIFICATE OF LIABILITY INSURANCE
DATE 2'oY"'
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES
BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING 1NSURER(S), AUTHORIZED
REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
IMPORTANT: fF the certificate holder Is an ADDITIONAL INSURED, the pollcyl les) must have ADDITIONAL INSURED provisions or be endorsed.
If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement A statement on
this certificate does not confer rights to the certificate holder in lieu of such endorsements .
PRODUCER
Arthur J, Gallagher 8r Co.
Insurance Brokers of CA Inc., LIC # 0726293
505 N. Brand Boulevard, Suite 600
CONTACT
NAME:
PHONE FAX
•818-539-230D Arc No:81&539-23D1
DRESS:
Glendale CA 91203
INSURERS AFFORDING COVERAGE
NAIL A
INSURER A: Great American Alliance Insurance Company
26832
INSURED VVESTHOL-W
West Hollywood Community Housing Corporation
7530 Santa Monica Blvd.
INSURERS:
INSURERC:
INSURER D:
West Hollywood, CA 90M
INSURER E :
INSURER F :
COVERAGES CERTIFICATE NUMBER:505023513 REVISION NUMBER:
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD
INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
INTBRR
TYPE OF INSURANCE
ADDLSUEIR
POLICY NUMBER
LILY YY
M LILY EXP
LIMITS
A
X
COMMERCIAL GENERAL LIABILITY
PAC3110542 01
6/1/2020
6/1/2021
EACH OCCURRENCE
$1,000.000
CLAIMS-MADE I X I OCCUR
DAMAGE TO RENTEff-
PREMISES Ea occurrerxml
S 1,000,ODO
MED EXP (Any one )
S 20,ODO
PERSONAL R ADV INJURY
s 1,000,000
GENT AGGREGATE LIMB APPLIES PER:
GENERAL AGGREGATE
$ 3,000,D00
HPOLICY ❑ JECT � LOC
PRODUCTS-COMPIOPAGG
$3,000.000
f
OTHER:
AUTOMOBILE
LIABILITY
COMBINED SINGLE LIMIT
Ea accident
=
BODILY INJURY (Per person)
$
ANY AUTO
OWNED SCHEDULED
AUTOSONLY AUTOS
BODILY INJURY (Per accident)
$
PROPERTY DAMAGE
Per acdtlenl
$
HIRED NON -OWNED
AUTOS ONLY AUTOS ONLY
S
UMBRELLALIAB
OCCUR
EACHOCCURRENCE
S
AGGREGATE
S
EXCESS LIAR
CLAIMS -MADE
DED RETENTION
S
WORKERS COMPENSATION
AND EMPLOYERS' LIABILITY Y r N
ANYPROPRIETORIPARTNERIEXECUTIVE ❑
OFFICERIMEMBER EXCLUDE D4
MIA
I PER Oil+
STATUTE ER
E.L. EACH ACCIDENT
$
(Mandatory in NH)
El DISEASE -EA EMPLOYEE
S
it Yes, describe under
DESCRIPTION OF OPERATIONS below
E.L DISEASE - POLICY LIMIT
i
DESCRIPTION OF OPERATIONS I LOCATIONS 1 VEHICLES (ACORD 101. Additional Remarks Schedule, may be altsehad IT more apace Is requked)
Certificate holder is named as an additional insured as defined in the policy form if required in a Written agreement.
Notice Of Cancellation per policy provisions.
RE: 1479 N. Palm Canyon Dr., Palm Springs, CA / Pre -Development Site
- Waiver of Subrogation and Primary Nan -Contributory Endorsements apply where required in a written agreement.
CERTIFICATE HOLDER CANCELLATION
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE POLICY PROVISIONS.
City of Palm Springs
3200 E. Tahquitz Canyon Way
Palm Springs CA 92262
I --
AUTHORIZED REPRESENTATIVE
- 1W-9Wt--
01988 2015 ACORD CORPORATION. All rights reserved.
ACORD 25 (2016103) The ACORD name and logo are registered marks of ACORD
* S1 * 10/13/2020 * PAC-3110642-01-04 GREAT AMERICAN ALLIANCE INS CO
*D/B* 249241894 178114
IL 70 02 (Ed. 10 07)
Policy No. PAC 311 -06-42 - 01
Effective Date of Change 10/02/2020
POLICY CHANGES
NAMED INSURED WEST HOLLYWOOD COMMUNITY
HOUSING CORPORATION
THIS ENDORSEMENT
CHANGES THE POLICY.
AND ADDRESS: 7530 SANTA MONICA BLVD PLEASE READ IT
WEST HOLLYWOOD CA 90046 CAREFULLY.
POLICY ALTERNATE MAILING ADDRESS:
AGENT'S NAME AND ADDRESS:
ARTHUR J GALLAGHER & COMPANY
505 N BRAND BLVD STE 600
GLENDALE CA 91203
Insurance is afforded by the Company named below, a Capital Stock Corporation:
GREAT AMERICAN ALLIANCE INSURANCE COMPANY
POLICY PERIOD: From 06 / 01 / 2020 To 06 / 01 / 2021
12:01 A.M. Standard Time at the address of the Named Insured
ADDITIONAL PREMIUM: WAIVED
IT IS HEREBY AGREED AND UNDERSTOOD THAT THIS POLICY IS AMENDED AS FOLLOWS:
AS PER THE ATTACHED REVISED FORM CP7201, LOCATION 022 IS ADDED
FOR GENERAL LIABILITY COVERAGE ONLY:
1479 N PALM CANYON DR
PALM SPRINGS CA 92262
CONTINUED ON PAGE 2...
FORMS AND ENDORSEMENTS hereby added:
FORMS AND ENDORSEMENTS hereby amended:
FORMS AND ENDORSEMENTS hereby deleted:
Agent Signature
Date
IL 70 02 (Ed. 10/07) PRO (Page 1 of 1)
* S1 * 10/13/2020 * PAC-3110642-01-04 GREAT AMERICAN ALLIANCE INS CO
*DIB' 249241894 178114
IL 70 02 (Ed. 10 07)
Policy No. PAC 311 -06-42 - 01
Effective Date of Change 10/02/2020
POLICY CHANGES
NAMED INSURED WEST HOLLYWOOD COMMUNITY
HOUSING CORPORATION
THIS ENDORSEMENT
CHANGES THE POLICY.
AND ADDRESS: 7530 SANTA MONICA BLVD PLEASE READ IT
WEST HOLLYWOOD CA 90046 CAREFULLY.
POLICY ALTERNATE MAILING ADDRESS:
AGENT'S NAME AND ADDRESS:
ARTHUR J GALLAGHER & COMPANY
505 N BRAND BLVD STE 600
GLENDALE CA 91203
Insurance is afforded by the Company named below, a Capital Stock Corporation:
GREAT AMERICAN ALLIANCE INSURANCE COMPANY
POLICY PERIOD: From 06 / 01 / 2020 To 06 / 01 12021
12:01 A.M. Standard Time at the address of the Named Insured
CONTINUED FROM PAGE 1:
AS PER THE ATTACHED FORMS CG2026 AND CG2404, IT IS FURTHER AGREED THAT
THE FOLLOWING IS AN ADDITIONAL INSURED WITH RESPECT TO LOCATION 022
(WAIVER OF SUBROGATION APPLIES):
CITY OF PALM SPRINGS
3200 E TAHQUITZ CANYON WAY
PALM SPRINGS CA 92262
ENDORSEMENT 1
FORMS AND ENDORSEMENTS hereby added: CG2026
FORMS AND ENDORSEMENTS hereby amended:
FORMS AND ENDORSEMENTS hereby deleted:
Agent Signature
Date
CG2404 CP7201
IL 70 02 (Ed. 10107) PRO (Page 1 of 1) 101320 LJL
* S1 * 10/13/2020 * PAC-3110642-01-04 GREAT AMERICAN ALLIANCE INS CO
*DIB* 249241894
178114
CP 72 01 (Ed. 111185)
SCHEDULE OF LOCATIONS
DESIGNATED PREMISES:
Prom.
No.
Bldg.
No.
Location
Occupancy
20
01
1250 WESTMORELAND AVE
LOS ANGELES CA 90006
93-UNIT
APT COMPLEX
21
01
1434 MIRAMAR ST
LOS ANGELES CA 90026
VACANT LAND
22
01
1479 N PALM CANYON DR
PALM SPRINGS CA 92262
VACANT LAND
At the locations specified below, insurance is provided only for those cover-
ages for which a Limit of Liability is shown:
PROPERTY COVERAGES
Prom.
No.
Bldg.
No.
Coverage
Coinsurance
%
Limits of
Liability
20
01
BUILDING
100
INCL IN BLKT
BUSINESS PERSONAL PROPERTY
100
INCL IN BLKT
BUSINESS INCOME WIEXTRA EXPENSE
100
INCL IN BLKT
21
01
GENERAL LIABILITY COVERAGE ONLY
------------
------------
22
01
GENERAL LIABILITY COVERAGE ONLY
------------
------------
CP 72 01 (Ed. 11185) (Page 6 of 6 }
* S1 * 10/13/2020 * PAC-3110642-01-04 GREAT AMERICAN ALLIANCE INS CO
*DIB* 249241894 178114
CG 20 26 (Ed. 04 13)
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
ADDITIONAL INSURED - DESIGNATED PERSON OR ORGANIZATION
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
Schedule
Name of Additional Insured Person(s) or Organ ization(s):
CITY OF PALM SPRINGS
3200 E TAHQUITZ CANYON WAY
PALM SPRINGS CA 92262-6959
RE: 1479 N PALM CANYON DR, PALM SPRINGS CA 92262
Information required to complete this Schedule, if not shown above, will be shown in the Declarations.
A. SECTION II - WHO IS AN INSURED is amended to include as an additional insured the person(s) or
organization(s) shown in the Schedule, but only with respect to liability for "bodily injury," "property damage"
or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or
omissions of those acting on your behalf:
1. in the performance of your ongoing operations; or
2. in connection with your premises owned by or rented to you.
However:
1. the insurance afforded to such additional insured only applies to the extent permitted by law; and
2. if coverage provided to the Additional Insured is required by a contract or agreement, the insurance
afforded to such additional insured will not be broader than that which you are required by the contract
or agreement to provide for such additional insured.
B. With respect to the insurance afforded to these Additional Insureds, the following is added to SECTION III -
LIMITS OF INSURANCE:
If coverage provided to the Additional Insured is required by a contract or agreement, the most we will pay
on behalf of the Additional Insured Is the amount of insurance:
1. required by the contract or agreement; or
Copyright, ISO Properties, Inc., 2012
CG 20 26 (Ed. 04113) (Page 1 of 2)
* S1 * 10/13/2020 * PAC-3110642-01-04 GREAT AMERICAN ALLIANCE INS CO
*DIB* 249241894 178114
2. available under the applicable Limits of Insurance shown in the Declarations;
whichever is less.
This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations.
Copyright, ISO Properties, Inc., 2012
CG 20 26 (Ed. 04113) (Page 2 of 2)
* S1 * 10/13/2020 * PAC-3110642-01-04 GREAT AMERICAN ALLIANCE INS CO
*DIB* 249241894 178114
CG 24 04
(Ed. 05 09)
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART
Schedule
Name of Person or Organization:
CITY OF PALM SPRINGS
3200 E TAHQUITZ CANYON WAY
PALM SPRINGS CA 92262-6959
RE: 1479 N PALM CANYON DR, PALM SPRINGS CA 92262
Information required to complete this Schedule, if not shown above, will be shown in the Declarations.
The following is added to paragraph S. Transfer of Rights of Recovery Against Others to Us of SECTION IV -
CONDITIONS:
We waive any right of recovery we may have against the person or organization shown in the Schedule above
because of payments we make for injury or damage arising out of your ongoing operations or "your work" done
under a contract with that person or organization and included in the "products -completed operations hazard." This
waiver applies only to the person or organization shown in the Schedule above.
Copyright, ISO Properties, Inc., 2008
CG 24 04 (Ed. 05109) PRO (Page 1 of 1)
* S1 * 10/13/2020 * PAC-3110642-01-04 GREAT AMERICAN ALLIANCE INS CO
*D/B* 249241894 178114
CG 20 26 (Ed. 04 13)
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
ADDITIONAL INSURED - DESIGNATED PERSON OR ORGANIZATION
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
Schedule
Name of Additional Insured Person(s) or Organization(s):
CITY OF PALM SPRINGS
3200 E TAHQUITZ CANYON WAY
PALM SPRINGS CA 92262-6959
RE: 1479 N PALM CANYON DR, PALM SPRINGS CA 92262
Information required to complete this Schedule, if not shown above, will be shown in the Declarations.
A. SECTION 11 - WHO IS AN INSURED is amended to include as an additional insured the person(s) or
organization(s) shown in the Schedule, but only with respect to liability for "bodily injury," "property damage"
or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or
omissions of those acting on your behalf:
1. in the performance of your ongoing operations; or
2. in connection with your premises owned by or rented to you.
However:
1. the insurance afforded to such additional insured only applies to the extent permitted by law; and
2. if coverage provided to the Additional Insured is required by a contract or agreement, the insurance
afforded to such additional insured will not be broader than that which you are required by the contract
or agreement to provide for such additional insured.
B. With respect to the insurance afforded to these Additional Insureds, the following is added to SECTION III -
LIMITS OF INSURANCE:
If coverage provided to the Additional Insured is required by a contract or agreement, the most we will pay
on behalf of the Additional Insured is the amount of insurance:
1. required by the contract or agreement; or
Copyright, ISO Properties. Inc., 2012
CG 20 26 (Ed. 04/13) (Page 1 of 2)
* S1 * 10/13/2020 * PAC-3110642-01-04 GREAT AMERICAN ALLIANCE INS CO
*D/B* 249241894 178114
2. available under the applicable Limits of Insurance shown in the Declarations;
whichever is less.
This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations.
Copyright, ISO Properties, Inc., 2012
CG 20 26 (Ed. 04/13) (Page 2 of 2)
* S1 * 10/13/2020 * PAC-3110642-01-04 GREAT AMERICAN ALLIANCE INS CO
*DIB* 249241894 178114
CG 24 04
(Ed. 05 09)
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
PRODUCT&COMPLETED OPERATIONS LIABILITY COVERAGE PART
Schedule
Name of Person or Organization:
CITY OF PALM SPRINGS
3200 E TAHQUITZ CANYON WAY
PALM SPRINGS CA 92262-6959
RE: 1479 N PALM CANYON DR, PALM SPRINGS CA 92262
Information required to complete this Schedule, if not shown above, will be shown in the Declarations.
The following is added to paragraph 8. Transfer of Rights of Recovery Against Others to Us of SECTION IV -
CONDITIONS:
We waive any right of recovery we may have against the person or organization shown in the Schedule above
because of payments we make for injury or damage arising out of your ongoing operations or "your work" done
under a contract with that person or organization and included in the "products -completed operations hazard." This
waiver applies only to the person or organization shown in the Schedule above.
Copyright, ISO Properties, Inc., 2008
CG 24 04 (Ed. 05109) PRO (Page 1 of 1)
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