HomeMy WebLinkAboutA9020 - VISTA SUNRISE IICommonweaftif
r� LAND TITLE COMPANY
Date: February 14, 2022
City of Palm Springs
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92262
Attn: Office of the City Clerk
Customer Ref. Number: Vacant Land, Palms Springs, CA
Our File No: 09196612-09
601 S. Figueroa St. Suite 4000
Los Angeles, CA. 90017
Telephone: 213-330-3100
Telecopier: 213-330-3104
4100 Newport Place Drive, Ste.120
Newport Beach, CA 92660
Telephone: (949) 724-3140
Telecopier: (949) 258-5740
Please find enclosed the following items as they relate to the above title order:
® Original Recorded document(s) returned to us by the County Recorder.
❑ Policy (ies)
❑ Other
If there is anything that you should require, in addition to the items enclosed, please contact
the undersigned immediately.
Sincerely,
Kathy Religioso TeamReligioso@cltic.com
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03/2022 04:32 PM Fees: $0.00
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Recorded in Official Records
County of Riverside
Peter Aldana
Assessor -County Clerk -Recorder
Recording Requested By:
**This document was electronically submitted
Commonwealth Land Title Comoan
to the County of Riverside for recording"
When recorded mail to: Receipted by: KIYOMI #289
City of Palm Springs
3200 East Tahquitz Canyon Way
Palm Springs, CA 92262
DEED OF TRUST WITH ASSIGNMENT OF RENTS
Recording Requested By:
Commonwealth Land Title Company
When recorded mail to:
City of Palm Springs
3200 East Tahquitz Canyon Way
Palm Springs, CA 92262
DEED OF TRUST WITH ASSIGNMENT OF RENTS
DEED OF TRUST WITH ASSIGNMENT OF RENTS
(This Deed of Trust Contains an Acceleration Clause)
THIS DEED OF TRUST is made this 13 day of s�g.,,x- , 201Z, between
Vista Sunrise Il, L.P., a California limited partnership ("Trustor"), whose address is 45-701
Monroe Street, Suite G, Indio, CA 92201, Commonwealth Land Title Insurance Company
("Trustee"), and the CITY OF PALM SPRINGS, a California charter city and municipal
corporation ("Beneficiary").
1. Grant In Trust. For the purposes and upon the terms and conditions in this Deed
of Trust, Trustor grants, transfers, and assigns to Trustee, in trust, with power of sale and right of
entry and possession, the following property and any interest therein (collectively, the "Trust
Estate"): (i) Trustor's leasehold interest in the real property located in the City of Palm Springs,
County of Riverside, State of California described in Exhibit "A" attached hereto and incorporated
herein by this reference ("Real Property"); (ii) all buildings and other improvements and structures
now or hereafter located on the Real Property (collectively, the "Improvements" and together with
the Real Property shall sometimes be referred to as the "Property"); (iii) all existing and future
leases, subleases, subtenancies, licenses, agreements and incentives relating to the use, occupancy
or enjoyment of all or any part of the Property, together with any and all guaranties and other
agreements relating to or made in connection with any of the foregoing (individually, a "Lease,"
and collectively, the "Leases"); and (iv) all rents, issues, income, revenues, royalties, profits,
proceeds and earnings now or hereafter payable with respect to or otherwise derived from the
ownership, use, management, operation, leasing or occupancy of the Property, including, without
limitation, cash or security deposited under any of the Leases to secure the performance by the
lessees of their obligations thereunder (collectively, the "Rents").
2. Obligations Secured. Trustor makes this grant and assignment for the purpose of
securing the following: (i) payment of the sum of Three Million Six Hundred Thousand Dollars
($3,600,000.00), with interest thereon according to the terms of a Promissory Note secured by
Deed of Trust of even date herewith made to Trustor, payable to the order of Beneficiary, and any
extensions or renewals thereof (the "Note"), and all other amounts due under the Note; (ii) and
payment of additional sums and interest thereon which may hereafter be loaned to Trustor, or its
successors or assigns, when evidenced by a promissory note or notes reciting that they are secured
by this Deed of Trust.
3. Right of Acceleration upon Sale/Encumbrance, Default. In the event Trustor
shall: (i) directly or indirectly, voluntarily or involuntarily, sell, assign, transfer, dispose of,
alienate, encumber, lease, or agree to sell, assign, transfer, dispose of, alienate, encumber, or lease
all or any portion of any interest in the Property (excluding the lease of the units on the Property
in accordance with that certain Regulatory Agreement and Declaration of Covenants and
Restrictions between Trustor and Beneficiary dated on or about the date hereof and recorded
against the Real Property ("Regulatory Agreement"), any transfer permitted by the terms of the
Affordable Housing and Loan Agreement between Trustor and Beneficiary, Palm Springs, dated
-* , 20 Lz , the lien of the Permitted Encumbrances, and any other assignment, transfer, or
encumbrance approved in writing by Beneficiary; or (ii) refinance any lien or encumbrance which
has priority over this Deed of Trust for a loan amount in excess of the then outstanding sum secured
* �ac�-, 13120ZL
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55575.18175\34589761.5
by such lien or encumbrance or further encumber the Property except as permitted in the
Affordable Housing and Loan Agreement; or (iii) default on any of its obligations set forth in the
Loan Documents or on any obligations under any documents relating to any other financing that
is secured by the Property and fail to cure the default within any applicable cure period (or such
longer period as reasonably necessary up to 90 days if the default is not capable of being cured
within the applicable cure period) or within thirty (30) days of receipt of notice from Beneficiary
if there is no cure period (or such longer period as reasonably necessary up to 90 days if the default
is not capable of being cured within thirty (30) days), then, or at any time thereafter, Beneficiary,
at its option, may declare the entire indebtedness evidenced by the Note secured by this Deed of
Trust immediately due and payable. This term "Loan Documents" shall mean this Deed of Trust,
the Note, the Affordable Housing and Loan Agreement between Trustor and Beneficiary dated
Jah 13 "Loan Agreement"), and the Regulatory Agreement, as such agreements may be
amended from time to time. Any capitalized terms contained in this Deed of Trust which are not
defined herein shall have the meaning given in the Loan Agreement, unless expressly provided to
the contrary.
4. Assignment of Rents and Performance of Leases.
4.1 Assignment of Rents and Leases. Trustor hereby irrevocably absolutely
and unconditionally assigns and transfers to Beneficiary all of Trustor's right, title and interest in
and to the Leases and the Rents; provided, however, that so long as no Event of Default (as defined
in Section 5.1 below) has occurred and is continuing, Trustor shall have the right under a license
granted hereby to collect and receive all Rents as trustee for the benefit of Beneficiary and to apply
the amounts so collected first to the payment of costs and expenses associated with the ownership,
maintenance, operation and leasing of the Property, including, principal, interest and all other
amounts required to be paid under the Loan Documents, before using or applying such Rents for
any other purpose. No Rents or such other income shall be distributed or paid to Trustor, unless
such costs and expenses which are then due have been paid in full. Thereafter, so long as no Event
of Default has occurred and is continuing, the balance may be distributed to Trustor. If an Event
of Default has occurred and is continuing, Trustor's right to collect and receive the Rents under
the license granted hereby shall cease and the license shall be revoked automatically and, pursuant
to Section 5.2.1 hereof, Beneficiary shall have the right, with or without taking possession of the
Property, to collect all Rents; provided, however, if such Event of Default is cured, then such
license shall be automatically reinstated. This is an absolute assignment and not an assignment for
security only.
4.2 Covenants Regarding Leases. Trustor shall not, without the prior written
consent of Beneficiary, (i) collect any rent from any lessee for a period of more than one (1) month
in advance, or (ii) execute any further assignment of any of its right, title and interest in the Leases
and the Rents, except in connection with financing otherwise approved by the Beneficiary. Trustor
shall (i) observe, perform and discharge each and every obligation, term, covenant, condition and
agreement of Trustor under the Leases in all material respects, (ii) enforce the performance of each
and every obligation, term, covenant, condition and agreement in the Leases to be performed by
any lessee or guarantor thereof in all material respects, (iii) use good faith commercially reasonable
efforts to keep the Property leased at a good and sufficient rental (but at affordable rents in
accordance with the Regulatory Agreement) and on such other terms and conditions as are
reasonably acceptable to Beneficiary, and (iv) execute and deliver to Beneficiary upon demand, at
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55575.18175\34589761.5
any time and from time to time, any and all assignments and other instruments which Beneficiary
may deem reasonably advisable to carry out the true purposes and intent of the assignment set
forth in Section 4.1 above.
5. Events of Default and Remedies.
5.1 Events of Default. Any of the following events shall, at Beneficiary's
option, constitute an event of default (an "Event of Default") hereunder:
5.1.1 Failure to Pay. The failure of Trustor to pay (i) within ten (10) days of its
due date, any installment of principal or interest under the Note (except at maturity, by acceleration
or as part of a prepayment hereunder); (ii) all outstanding principal and accrued interest under the
Note at maturity, by acceleration or as part of a prepayment thereunder; or (ii) within ten (10) days
after written notice that same is due, any sum as provided in this Deed of Trust or any other Loan
Document or any other instrument or agreement secured hereby (other than as described in the
foregoing (i) and (ii)).
5.1.2 Failure to Perform. The failure of Trustor to promptly and completely
observe or perform any term, condition, covenant, agreement or obligation contained in this Deed
of Trust, any other Loan Document or any other instrument or agreement secured hereby, and the
continuation of such failure following the expiration of any applicable notice, cure or grace period,
if any, provided for therein or herein; provided, however, that in the event no cure or grace period
is otherwise provided for herein or therein, such failure shall not be an Event of Default hereunder
if Trustor observes or performs such term, condition, covenant, agreement or obligation within
thirty (30) days of receipt of written notice from Beneficiary of Trustor's failure to observe or
perform any such term, condition, covenant, agreement or obligation (or if not reasonably
susceptible of cure within thirty (30) days, then for a reasonable time thereafter provided the cure
is commenced in thirty (30) days and diligently and continuously prosecuted to a cure within sixty
(60) additional days thereafter).
5.1.3 Other Defaults. The occurrence of any "default" or "Event of Default"
under any of the other Loan Documents (as defined therein) or any other instrument or agreement
secured hereby and the continuation of such "default" or "Event of Default" following the
expiration of any applicable notice, cure or grace period, if any, provided for in such other Loan
Document or such other instrument or agreement secured hereby.
5.2 Remedies. During the existence of any Event of Default which continues
beyond expiration of applicable notice and cure periods, and subject to the rights of senior lenders
and the notice and cure rights of Trustor's limited partner pursuant to the Affordable Housing and
Loan Agreement, Beneficiary may, at its option, declare all indebtedness secured hereby, and the
same shall thereupon become, immediately due and payable without any presentment, demand,
protest or notice of any kind. Thereafter, Beneficiary may, at its option:
5.2.1 Termination of License. Subject to the provisions of Section 5.1 hereof,
terminate Trustor's right and license to collect the Rents, and either in person or by agent, with or
without bringing any action or proceeding, or by a receiver appointed by a court and without regard
to the adequacy of its security, enter upon and take possession of the Trust Estate or any part
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55575.18175\34589761.5
thereof, in its own name or in the name of Trustee, and do any acts which it deems necessary or
desirable to preserve the value, marketability or rentability of the Trust Estate, or any part thereof
or interest therein, make, modify, enforce, cancel or accept the surrender of any Lease, increase
the income therefrom or protect the security hereof and, with or without taking possession of the
Trust Estate, sue for or otherwise collect the Rents, including those past due and unpaid, and apply
the same, less reasonable, actual, out-of-pocket costs and expenses of operation and collection,
including, without limitation, reasonable, actual, out-of-pocket attorneys' fees, upon any
indebtedness secured hereby, all in such order as Beneficiary may determine. The entering upon
and taking possession of all or any portion of the Trust Estate, the collection of such Rents and the
application thereof as aforesaid, or any of such acts, shall not cure or waive any Event of Default
or recorded notice of default hereunder or invalidate any notice or act done in response to such
Event of Default or pursuant to such notice of default and, notwithstanding the continuance in
possession of all or any portion of the Trust Estate or the collection, receipt and application of
Rents, Trustee or Beneficiary shall be entitled to exercise every right provided for in any of the
Loan Documents or by law during the existence of any Event of Default, including the right to
exercise the power of sale. Failure of Beneficiary at any time, or from time to time, to collect the
Rents shall not in any manner affect the subsequent enforcement of Beneficiary of the right to
collect the same.
5.2.2 Appointment of Receiver. As a matter of right and without notice to
Trustor or anyone claiming under Trustor, and without regard to the then value of the Trust Estate
or the interest of Trustor therein, to apply to any court having jurisdiction to appoint a receiver or
receivers of the Trust Estate, and Trustor hereby irrevocably consents to such appointment and
waives notice of any application therefor. Any such receiver or receivers shall have all the usual
powers and duties of receivers in like or similar cases and all the powers and duties of Beneficiary
in case of entry as provided in this Deed of Trust and shall continue as such and exercise all such
powers until the later of (i) the date of confirmation of sale of the Trust Estate, (ii) the disbursement
of all proceeds of the Trust Estate collected by such receiver and the payment of all expenses
incurred in connection therewith, and (iii) the termination of such receivership with the consent of
Beneficiary or pursuant to an order by a court of competent jurisdiction.
5.2.3 Judicial Foreclosure of Deed of Trust. Commence an action to foreclose
this Deed of Trust as a mortgage, or specifically enforce any of the covenants hereof.
5.2.4 Power of Sale. Deliver to Trustee a written declaration of default and
demand for sale, and a written notice of default and election to cause Trustor's interest in the Trust
Estate or any portion thereof to be sold, which notice Trustee or Beneficiary shall cause to be
transmitted and recorded, if applicable, in accordance with governing law. Upon receipt of such
notice from Beneficiary, Trustee shall cause to be recorded, published and delivered to Trustor
such Notice of Default and Election to Sell as then required by law and by this Deed of Trust.
Trustee shall, without demand on Trustor, after lapse of such time as may then be required by law
and after recordation of such Notice of Default and after Notice of Sale having been given as
required by law, sell the Trust Estate at the time and place of sale fixed by it in said Notice of Sale,
either as a whole, or in separate lots or parcels or items as Beneficiary shall deem expedient, and
in such order as it may determine, at public auction to the highest bidder for cash in lawful money
of the United States payable at the time of sale. Trustor hereby expressly waives any right which
it may have to direct the order in which any of the Trust Estate may be sold when it consists of
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55575.18175\34589761.5
more than one lot or parcel, and such order of sale, whether in a single sale or in multiple sales
held on different days or at different times, shall be at the sole discretion of Beneficiary. Trustee
shall deliver to such purchaser or purchasers thereof its good and sufficient deed or deeds
conveying the property so sold, but without any covenant or warranty, express or implied. The
recitals in such deed of any matters or facts shall be conclusive proof of the truthfulness thereof.
Any person, including, without limitation, Trustor, Trustee or Beneficiary, may purchase at such
sale to the extent permitted by law. After deducting all costs, fees and expenses of Trustee and of
this Deed of Trust and all reasonable, actual out-of-pocket costs, fees and expenses of Beneficiary,
including reasonable, actual, out-of-pocket costs of evidence of title, and attorneys' fees of Trustee
and Beneficiary, in connection with such sale, and subject to applicable law, Trustee shall apply,
in the following priority, the proceeds of sale to payment of: (i) first, all sums expended under the
terms hereof, not then repaid, with interest thereon according to the terms of the Debt Instrument,
(ii) second, all other sums then secured hereby, in such order of priority and in such proportion as
Beneficiary in its sole discretion may elect, and (iii) the remainder, if any, to the person or persons
legally entitled thereto. Subject to applicable law, Trustee may postpone the sale of all or any
portion of the Trust Estate by public announcement at the time and place of such sale, and from
time to time thereafter may postpone such sale by public announcement at the time fixed by the
preceding postponement or subsequently noticed sale, and without further notice make such sale
at the time fixed by the last postponement, or may, in its discretion, give a new notice of sale.
5.2.5 Other Remedies. Exercise all other rights and remedies provided herein,
in any Loan Document or other document or agreement now or hereafter securing all or any portion
of the obligations secured hereby, or provided by law. During the existence of an Event of Default
hereunder, Beneficiary may proceed in any sequence to exercise its rights hereunder with respect
to all or any portion of the Trust Estate.
5.2.6 Non -Recourse. The obligations of Trustor under the Note and this Deed of
Trust are non -recourse to the extent provided in paragraph 12 of the Note.
5.3 Remedies Not Exclusive; Waiver. No remedy herein conferred upon or
reserved to Trustee or Beneficiary is intended to be exclusive of any other remedy herein or by
law provided or permitted, but each shall be cumulative and shall be in addition to every other
remedy given hereunder or now or hereafter existing at law or in equity or by statute. Every power
or remedy given by any of the Loan Documents to Trustee or Beneficiary, or to which either of
them may be otherwise entitled, may be exercised concurrently or independently, from time to
time and as often as may be deemed expedient by Trustee or Beneficiary. If there exists additional
security for the obligations secured hereby, Beneficiary, at its sole option, and without limiting or
affecting any of the rights or remedies hereunder, may exercise any of the rights or remedies to
which it may be entitled hereunder either concurrently with whatever rights it may have in
connection with such other security or in such order and in such manner as Beneficiary may deem
fit without waiving any rights with respect to such other security.
6. Incorporation of Fictitious Deed of Trust. To protect the security of this Deed
of Trust, and with respect to the Property above described, Trustor expressly makes each and all
of the agreements, and adopts and agrees to perform and be bound by each and all of the terms and
provisions set forth in subdivision A, and it is mutually agreed that each and all of the terms and
provisions set forth in subdivision B of the fictitious deed of trust recorded in the book and at the
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55575.18175\34589761.5
page of Official Records in the office of the county recorder of the county where said property is
located, noted below opposite the name of such county, namely:
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55575.18175\34589761.5
COUNTY
BOOK
PAGE
COUNTY
BOOK
PAGE
COUNTY
BOOK
PAGE
COUNTY
BO
PAGE
OK
Alameda
1288
556
Kings
858
713
Placer
1028
379
Siena
38
187
Alpine
3
130-31
Lake
437
110
Plumas
166
1307
Siskiyou
506
762
Amador
133
438
Lassen
192
367
Riverside
3778
347
Solano
128
621
7
Butte
1330
513
Los Angeles
T-3878
874
Sacramento
5039
124
Sonoma
206
427
7
Calaveras
185
338
Madera
911
136
San Benito
300
405
Stanislaus
197
56
0
Colusa
323
391
Marin
1849
122
San Bernardino
6213
768
Sutter
655
585
Contra Costa
4684
1
Mariposa
90
453
San Francisco
A-804
596
Tehama
457
183
Del Norte
101
549
Mendocino
667
99
San Joaquin
2855
283
Trinity
108
595
El Dorado
704
635
Merced
1660
753
San Luis Obispo
1311
137
Tulare
253
108
0
Fresno
5052
623
Modoc
191
93
San Mateo
4778
175
Tuolumne
177
160
Glenn
469
76
Mono
69
302
Santa Barbara
2065
881
Ventura
260
237
7
Humboldt
801
83
Monterey
357
239
Santa Clara
6626
664
Yolo
769
16
Imperial
1189
701
Napa
704
742
Santa Cruz
1638
607
Yuba
398
693
Inyo
165
672
Nevada
363
94
Shasta
800
633
Kern
3756
690
Orange
7182
18
San Diego
SERIES 5
Book 1964, Page 149774
shall inure to and bind the parties hereto, with respect to the Property. Said agreements, terms and
provisions contained in said subdivision A and B are by the within reference thereto, incorporated
herein and made a part of this Deed of Trust for all purposes as fully as if set forth at length herein.
OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could
prevent fraudulent reattachment of this form.
CAPACITY CLAIMED BY SIGNER
❑ Individual
❑ Corporate Officer
Title(s)
❑ Partner(s) ❑ Limited
❑ General
❑ Attorney -In -Fact
❑ Trustee(s)
❑ Guardian/Conservator
❑ Other:
Signer is representing:
Name Of Person(s) Or Entity(ies)
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55575.18175\34589761.5
DESCRIPTION OF ATTACHED DOCUMENT
Title or Type of Document
Number Of Pages
August 12, 2020
Date Of Document
Signer(s) Other Than Named Above
Trustor has caused this Deed of Trust to be executed as of the date set forth above.
lounterpart
S+9ned 0n
55575.18175\34589761.5
"TRUSTOR"
Vista Sunrise II, L.P.,
a California limited partnership
By: CVHC Sunrise Vista LLC,
a California limited liability company,
its general partner
By: Coachella Valley Housing Coalition,
a California nonprofit public benefit
corporAW, its sole/me ber/manager
By. Aar-'Q�
Pedro S.G. R drig
Interim Execfitive Director/CFO
By: Sunrise DAP LLC,
a California limited liability company,
its administrative general partner
By: Desert AIDS Project,
a California nonprofit public benefit
corporation,
its sole/member/manager
By:
David rinkman,
Chi xecutive Officer
-8-
IN WITNESS WHEREOF, Borrower has executed this Note as of the date first above
written.
Signed in Counterpart
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55575.18175\34589761.5
"Borrower"
Vista Sunrise II, L.P.,
a California limited partnership
By: CVHC Sunrise Vista LLC,
a California limited liability company,
its general partner
By: Coachella Valley Housing Coalition,
a California nonprofit pub ' benefit
corporation, its sole/member/ma ger
Pedro S. Rodriguez,
InterirrrfExecutive Director/CFO
By: Sunrise DAP LLC,
a California limited liability company,
its administrative general partner
By: Desert AIDS Project,
a California nonprofit public benefit
corporation, its sole/member/manager
By:
rm man,
Chief Executive Officer
DO NOT RECORD
The following is a copy of Subdivisions A and B of the fictitious Deed of Trust recorded in each county in California as stated in the
foregoing Deed of Trust and incorporated by reference in said Deed of Trust as being a part thereof as if set forth at length therein.
A. To protect the security of this Deed of Trust, Trustor agrees:
1) To keep said property in good condition and repair, not to remove or demolish any building thereon; to complete or restore
promptly and in a good and workmanlike manner any building which may be constructed, damaged or destroyed thereon and to pay when
due all claims for labor performed and materials furnished therefor, to comply with all laws affecting said property or requiring any
alterations or improvements to be made thereon; not to commit or permit waste thereof; not to commit, suffer or permit any act upon said
property in violation of law; to cultivate, irrigate, fertilize, fumigate, prune and do all other acts which from the character or use of said
property may be reasonably necessary, the specific enumerations herein not excluding the general.
2) To provide, maintain and deliver to Beneficiary fire insurance satisfactory to and with loss payable to Beneficiary. The
amount collected under any fire or other insurance policy may be applied by Beneficiary upon any indebtedness secured hereby and in
such order as Beneficiary may determine, or at the option of Beneficiary the entire amount so collected or any part thereof may be released
to Trustor. Such application or release shall not cure or waive any default or notice of default hereunder or invalidate any act done pursuant
to such notice.
3) To appear in and defend any action or proceeding purporting to affect the security hereof or the rights or powers of Beneficiary
or Trustee; and to pay all costs and expenses, including cost of evidence of title and attorney's fees in a reasonable sum, in any such action
or proceeding in which Beneficiary or Trustee may appear, and in any suit brought by Beneficiary to foreclose this Deed.
4) To pay: at least ten days before delinquency all taxes and assessments affecting said property, including assessments on
appurtenant water stock; when due, all encumbrances, charges and liens, with interest, on said property or any part thereof, which appear
to be prior or superior hereto; all costs, fees and expenses of this Trust.
Should Trustor fail to make any payment or to do any act as herein provided, then Beneficiary of Trustee, but without obligation
so to do and without notice to or demand upon Trustor and without releasing Trustor from any obligation hereof, may: make or do the
same is such manner and to such extent as either may deem necessary to protect the security hereof, Beneficiary or Trustee being authorized
to enter upon said property for such purposes; appear in and defend any action or proceeding purporting to affect the security hereof or the
rights or powers of Beneficiary or Trustee; pay, purchase, contest or compromise any encumbrance, charge or lien which in the judgment
of either appears to be prior or superior hereto; and, in exercising any such powers, pay necessary expenses, employ counsel and pay his
reasonable fees.
5) To pay immediately and without demand all sums so expended by Beneficiary or Trustee, with interest from the date of
expenditure at the amount allowed by law in effect at the date hereof, and to pay for any statement provided for by law in effect at the date
hereof regarding the obligation secured hereby any amount demanded by the Beneficiary not to exceed the maximum allowed by law at
the time when said statement is demanded.
B. It is mutually agreed:
1) That any award in connection with any condemnation for public use of or injury to said property or any part thereof is hereby
assigned and shall be paid to Beneficiary who may apply or release such moneys received by him in the same manner and with the same
effect as above provided for disposition of proceeds of fire or other insurance.
2) That by accepting payment of any sum secured hereby after its due date, Beneficiary does not waive his right either to require
prompt payment when due of all other sums so secured or to declare default for failure so to pay.
3) That at any time or from time to time, without liability therefor and without notice, upon written request of Beneficiary and
presentation of this Deed and said note for endorsement, and without affecting the personal liability of any person for payment of the
indebtedness secured hereby, Trustee may: reconvey any part of said property; consent to the making of any map or plat thereof, join in
granting any easement thereon, or join in any extension agreement or any agreement subordinating the lien or charge hereof.
4) That upon written request of Beneficiary stating that all sums secured hereby have been paid, and upon surrender of this
Deed and said note to Trustee for cancellation and retention or other disposition as Trustee in its sole discretion may choose and upon
payment of its fees, Trustee shall reconvey, without warranty, the property then held hereunder. The recitals in such reconveyance of any
matters or facts shall be conclusive proof of the truthfulness thereof. The Grantee in such reconveyance may be described as "the person
or persons legally entitled thereto."
5) That as additional security, Trustor hereby gives to and confers upon Beneficiary the right, power and authority, during the
continuance of these Trusts, to collect the rents, issues and profits of said property, reserving unto Trustor the right, prior to any default by
Trustor in payment of any indebtedness secured hereby or in the performance of any agreement hereunder, to collect and retain such rents,
issues and profits as they become due and payable. Upon any such default, Beneficiary may at any time without notice, either in person,
by agent, or be a receiver to be appointed by a court, and without regard to the adequacy of any security for the indebtedness hereby
secured, enter upon and take possession of said property or any part thereof, in his own name sue for or otherwise collect such rents, issues,
and profits, including those past due and unpaid, and apply the same, less costs and expenses of operation and collection, including
reasonable attorney's fees, upon any indebtedness secured hereby, and in such order as Beneficiary may determine. The entering upon
and taking possession of said property, the collecting of such rents, issues and profits and the application thereof as aforesaid, shall not
cure or waive any default or notice of default hereunder or invalidate any act done pursuant to such notice.
6) That upon default by Trustor in payment of any indebtedness secured hereby or in the performance of any agreement
hereunder, Beneficiary may declare all sums secured hereby immediately due and payable by delivery to Trustee of written declaration of
default and demand for sale and of written notice of default and of election to cause to be sold said property, which notice Trustee shall
cause to be filed for record. Beneficiary also shall deposit with Trustee this Deed, said note and all documents evidencing expenditures
secured hereby.
After the lapse of such time as may then be required by law following the recordation of said notice of default, and notice of
sale having been given as then required by law, Trustee, without demand on Trustor, shall sell said property at the time and place fixed by
it in said notice of sale, either as a whole or in separate parcels, and in such order as it may determine, at public auction to the highest
-9-
55575.18175\34589761.5
bidder for cash in lawful money of the United States, payable at time of sale. Trustee may postpone sale of all or any portion of said
property by public announcement at such time and place of sale, and from time to time thereafter may postpone such sale by public
announcement at the time fixed by the preceding postponement. Trustee shall deliver to such purchaser its deed conveying the property
so sold, but without any covenant or warranty, express or implied. The recitals in such deed of any matters or facts shall be conclusive
proof of the truthfulness thereof. Any person, including Trustor, Trustee, or Beneficiary as hereinafter defined, may purchase at such sale.
After deducting all costs, fees and expenses of Trustee and of this Trust, including cost of evidence of title in connection with
sale, Trustee shall apply the proceeds of sale to payment of. all sums expended under the terms hereof, not then repaid, with accrued interest
at the amount allowed by law in effect at the date hereof; all other sums then secured hereby; and the remainder, if any, to the person or
persons legally entitled thereto.
7) Beneficiary, or any successor in ownership of any indebtedness secured hereby, may from time to time, by instrument in
writing, substitute a successor or successors to any Trustee named herein or acting hereunder, which instrument, executed by the
Beneficiary and duly acknowledged and recorded in the office of the recorder of the county or counties where said property is situated
shall be conclusive proof of proper substitution of such successor Trustee or Trustees, who shall, without conveyance from the Trustee
predecessor, succeed to all its title, estate, rights, powers and duties. Said instrument must contain the name of the original Trustor, Trustee
and Beneficiary hereunder, the book and page where this Deed is recorded and the name and address of the new Trustee.
8) That this Deed applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators,
executors, successors and assigns. The term Beneficiary shall mean the owner and holder, including pledgees, of the note secured hereby,
whether or not named as Beneficiary herein. In this Deed, whenever the context so requires, the masculine gender includes the feminine
and/or neuter, and the singular number includes the plural.
9) That Trustee accepts this Trust when this Deed, duly executed and acknowledged, is made a public record as provided by
law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or of any action or proceeding in
which Trustor, Beneficiary or Trustee shall be a party unless brought by Trustee.
-1�-
55575.18175\34589761.5
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual
who signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or
validity of that document.
State of California
County of Riverside
On "�ec��..beL 23.7.cazt before me, MaryAnn Ybarra
(insert name and title of the officer)
personally appeared Pedro S.G. Rodriguez
who proved to me on the basis of satisfactory evidence to be the person(g) whose names,) is/are
subscribed to the within instrument and acknowledged to me that he/s4e/411ey executed the same in
his/her/# ia4 authorized capacity(ies), and that by his/h$r/thair signatures) on the instrument the
person(z), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
91MY
MARY ANN YBARRA
WITNESS my hand and official seal. Comm.#2306765U)WTAWPUBLIC-MIMIARIVERSIDE COUNTY
COMM. EXP. OCT. ......223. 2
Signatu
(Seal)
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual
who signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or
validity of that document.
State of California
County of Riverside
` Mary Ann Ybarra p,} �G
On aerr.1oat.- 23 202 l before me, , N h
(insert name and title of thee fficer)
personally appeared _ David Brinkman
who proved to me on the basis of satisfactory evidence to be the person(A) whose name($) is/are
subscribed to the within instrument and acknowledged to me that he/may executed the same in
his/hefA4e+r-authorized capacity(ies), and that by his/he44heW signature(a) on the instrument the
person(,), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
0,Vy
MARY ANN YBARRA�C01012305765
WITNESS my hand and official seal.xow�rPueuc•c�wwrtYu Comm. D. .a
Signature G LG� (Seal)
Order No: 09196612-917-CG8-KRE
EXHIBIT "A"
ALL THAT CERTAIN REAL PROPERTY SITUATED IN THE COUNTY OF RIVERSIDE, STATE OF CALIFORNIA,
DESCRIBED AS FOLLOWS:
PARCEL]:
PARCEL A OF LOT LINE ADJUSTMENT NO. LLA 21-03-1537, AS SHOWN ON THE LOT LINE ADJUSTMENT
GRANT DEED RECORDED JANUARY 18, 2022, AS INSTRUMENT NO. 2022-0025331, OF OFFICIAL RECORDS OF
RIVERSIDE COUNTY, CALIFORNIA, MORE PARTICULARLY DESCRIBED AS FOLLOWS:
IN THE CITY OF PALM SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, BEING PARCEL 2 OF LOT
LINE ADJUSTMENT NO. 01-01, RECORDED APRIL 26, 2001 AS INSTRUMENT NO. 2001-168548 OF OFFICIAL
RECORDS IN THE OFFICE OF THE COUNTY RECORDER OF SAID RIVERSIDE COUNTY, LYING WITHIN THE
NORTHEAST QUARTER OF THE NORTHEAST QUARTER OF SECTION 11, TOWNSHIP 4 SOUTH, RANGE 4 EAST,
SAN BERNARDINO MERIDIAN, TOGETHER WITH A PORTION OF PARCEL A OF LOT LINE ADJUSTMENT NO.
05-13, RECORDED SEPTEMBER 13, 2005 AS INSTRUMENT NO. 2005-0756184 OF OFFICIAL RECORDS IN THE
OFFICE OF THE COUNTY RECORDER OF SAID RIVERSIDE COUNTY, MORE PARTICULARLY DESCRIBED AS
FOLLOWS:
BEGINNING AT THE NORTHWESTERLY CORNER OF PARCEL 2 OF SAID LOT LINE ADJUSTMENT NO. 01-01;
THENCE ALONG THE WESTERLY LINE OF SAID PARCEL 2 OF SAID LOT LINE ADJUSTMENT NO.01-01 SOUTH
0002149" WEST 13.46 FEET;
THENCE LEAVING SAID WESTERLY LINE NORTH 89046'13" WEST 21.75 FEET;
THENCE SOUTH 00013'47" WEST 154.54 FEET TO THE SOUTHERLY LINE OF PARCEL A OF SAID LOT LINE
ADJUSTMENT NO. 05-13;
THENCE ALONG SAID SOUTHERLY LINE SOUTH 89046'13" EAST 21.39 FEET TO THE SOUTHWESTERLY
CORNER OF SAID PARCEL 2 OF SAID LOT LINE ADJUSTMENT NO 01-01;
THENCE CONTINUING ALONG SAID SOUTHERLY LINE SOUTH 89046'13" EAST 295.00 FEET TO THE
SOUTHEAST CORNER OF SAID PARCEL 2 OF SAID LOT LINE ADJUSTMENT NO. 01-01, SAID POINT BEING ON
THE WESTERLY RIGHT-OF-WAY LINE OF SUNRISE WAY (50.00 FOOT HALF WIDTH);
THENCE ALONG SAID WESTERLY RIGHT-OF-WAY LINE NORTH 00021'49" EAST 168.00 FEET TO THE
NORTHEAST CORNER OF SAID PARCEL 2;
THENCE ALONG THE NORTHERLY LINE OF SAID PARCEL 2 OF SAID LOT LINE ADJUSTMENT NO. 01-01
NORTH 89046'13" WEST 295.00 FEET TO THE POINT OF BEGINNING.
EXCEPT ALL MINERALS, OILS, GASES, AND OTHER HYDROCARBONS, BY WHATSOEVER NAME KNOWN,
THAT MAY BE WITHIN OR UNDER LAND, WITHOUT, HOWEVER, THE RIGHT TO DRILL, DIG OR MINE
THROUGH THE SURFACE THEREOF, AS CONTAINED IN DEED FROM THE STATE OF CALIFORNIA, RECORDED
APRIL 28, 1964 AS INSTRUMENT NO. 52476 AND MARCH 6, 1975 AS INSTRUMENT NO. 1975-026565, BOTH OF
OFFICIAL RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
PARCEL 2:
NON-EXCLUSIVE EASEMENTS FOR VEHICULAR AND PEDESTRIAN INGRESS, EGRESS, SHARED DRIVEWAY,
PARKING, MAINTENANCE, DRAINAGE, STORMWATER, UTILITIES, INCLUDING INSTALLING, REPAIRING,
MAINTAINING AND REPLACING SOLAR EQUIPMENT AND RELATED ELECTRICAL TRANSMISSION LINES,
AND USE OF PARK IMPROVEMENTS, AS GRANTED IN THE JOINT USE AND MAINTENANCE AGREEMENT
RECORDED CONCURRENTLY HEREWITH. SUBJECT TO THE TERMS AND CONDITIONS CONTAINED THEREIN.
Order No: 09196612-917-CG8-KRE
APN: 507-100-041-0, 507-100-044-0 (portions)
H
Recording Requested L, .
Commonwealth Land Title Comaany
WHEN RECORDED MAIL TO:
City of Palm Springs
Office of the City Clerk
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92262
UUk; ;; zuzz-UU5yUU4
13/2022 04:32 PM Fees: $0.00
r �e 1 of 8
Recorded in Official Records
County of Riverside
Peter Aldana
Assessor -County Clerk -Recorder
"This document was electronically submitted
to the County of Riverside for recording—
Receipted by: KIYOMI #289
ASSIGNMENT AND ASSUMPTION OF DEVELOPMENT AGREEMENT
This Assignment and Assumption Agreement of Development Agreement (the "Assignment") is
dated for reference purposes as of this l st day of February 2022, and is entered into by and among The
Coachella Valley Housing Coalition, a California nonprofit public benefit corporation, and Desert AIDS
Project, a California nonprofit public benefit corporation (collectively, the "Assignor"), and Vista
Sunrise II, L.P., a California limited partnership (the "Assignee"), with reference to the following facts:
A. The City of Palm Springs ("City") and the Assignor have entered into that certain
Development Agreement dated as of January 14, 2021 (the "Development Agreement") with respect to
certain real property located in the City of Palm Springs, County of Riverside, State of California as
more particularly described in the attached Exhibit A (the "Land"), recorded in the Official Records of
the County --r-1w -- 04pa - a)S-3V6(d
B. The Assignor desires to assign to the Assignee and the Assignee desires to accept the
assignment from the Assignor of all of the Assignor's rights and obligations with respect to the
Development Agreement.
C. Pursuant to Section 9.01 of the Development Agreement, the consent of the City to the
assignment of the Partnership's rights and obligations under the Development Agreement is not
required.
NOW, THEREFORE, in consideration of the foregoing and the mutual promises of the parties
hereto and for other good and valuable consideration the receipt and sufficiency of which are hereby
acknowledged, the parties mutually agree as follows:
1. Assignment by the Assignor. The Assignor hereby assigns and delegates to the Assignee
all of the Assignor's rights, title, interest and obligations under the Development Agreement.
2. Acceptance of Assignment. The Assignee hereby accepts the foregoing assignment and
delegation and hereby assumes and agrees to perform each and every of the Assignor's duties,
obligations, covenants, and agreements under or pursuant to the Development Agreement, and further
agrees to be bound by the terms and provisions of the Development Agreement.
3. Representations. The Assignor hereby represents and warrants that it has not previously
assigned, pledged, hypothecated or otherwise transferred any of its rights under the Development
Agreement.
5. No Other Modifications. Except as modified by this Assignment, the Development
Agreement shall continue unmodified and in full force and effect.
Exempt from fee per GC 27388.1(a) (1);
fee cap of $225.00 reached.
Recording Requested Bj .
Commonwealth land Title Comoany
WHEN RECORDED MAIL TO:
City of Palm Springs
Office of the City Clerk
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92262
ASSIGNMENT AND ASSUMPTION OF DEVELOPMENT AGREEMENT
This Assignment and Assumption Agreement of Development Agreement (the "Assignment") is
dated for reference purposes as of this Is' day of February 2022, and is entered into by and among The
Coachella Valley Housing Coalition, a California nonprofit public benefit corporation, and Desert AIDS
Project, a California nonprofit public benefit corporation (collectively, the "Assignor"), and Vista
Sunrise II, L.P., a California limited partnership (the "Assignee"), with reference to the following facts:
A. The City of Palm Springs ("City") and the Assignor have entered into that certain
Development Agreement dated as of January 14, 2021 (the "Development Agreement") with respect to
certain real property located in the City of Palm Springs, County of Riverside, State of California as
more particularly described in the attached Exhibit A (the "Land"), recorded in the Official Records of
the County vZ—/-3.,f
B. The Assignor desires to assign tc the Assignee and the Assignee desires to accept the
assignment from the Assignor of all of the Assignor's rights and obligations with respect to the
Development Agreement.
C. Pursuant to Section 9.01 of the Development Agreement, the consent of the City to the
assignment of the Partnership's rights and obligations under the Development Agreement is not
required.
NOW, THEREFORE, in consideration of the foregoing and the mutual promises of the parties
hereto and for other good and valuable consideration the receipt and sufficiency of which are hereby
acknowledged, the parties mutually agree as follows:
1. Assignment by the Assignor. The Assignor hereby assigns and delegates to the Assignee
all of the Assignor's rights, title, interest and obligations under the Development Agreement.
2. Acceptance of Assignment. The Assignee hereby accepts the foregoing assignment and
delegation and hereby assumes and agrees to perform each and every of the Assignor's duties,
obligations, covenants, and agreements under or pursuant to the Development Agreement, and further
agrees to be bound by the terms and provisions of the Development Agreement.
3. Representations. The Assignor hereby represents and warrants that it has not previously
assigned, pledged, hypothecated or otherwise transferred any of its rights under the Development
Agreement.
5. No Other Modifications. Except as modified by this Assignment, the Development
Agreement shall continue unmodified and in full force and effect.
Exempt from fee per GC 27388.1(a) (1);
fee cap of $225.00 reached.
M
rl�
6. Effective Date. The assignment set forth above shall be effective as of the date first
written above.
7. Counterparts. This Assignment may be signed by different parties hereto in counterparts
with the same effect as if the signatures to each counterpart were upon a single instrument. All
counterparts shall be deemed an original of this Assignment.
[Remainder of page left intentionally blank.]
0)
o
IN WITNESS WHEREOF, the parties have executed this Assignment as of the date first written
above.
ASSIGNOR:
THE COACHELLA VALLEY HOUSING COALITION,
a California nonprofit public benefit corporation
Pedro S.G. Rodriguez
Executive Director
DESERT AIDS PROJECT,
a California nonprofit public benefit corporation
By:
David Bri ,
Chief Exe tive Officer
ASSIGNEE:
Vista Sunrise II, L.P.,
a California limited partnership
By: CVHC Sunrise Vista LLC,
a California limited liability company,
its managing general partner
By: The Coachella Valley Housing Coalition,
a California nonprofit public benefit corporation,
its sole member/manager
Pedro S.G. Rodriguez,
Executive Director
By: Sunrise DAP, LLC,
a California limited liability company,
its administrative general partner
By: Desert AIDS Project,
a California nonprofit public benefit corporation,
its sole member/mana r
By:
David Br
JAman,
Chief FKecutive Officer
S'grk?d in Counter
Part
Signed in Counterpart
IN WITNESS WHEREOF, the parties have, executed this Assignment as of the date first written
above.
ASSIGNOR:
THE COACHELLA VALLEY HOUSING COALITION,
a California nonprofit public benefit corporation
By:
Pedro S.G. Ro guez
Executive 'rector
DESERT AIDS PROJECT,
a Califo onprofit public benefit corporation
By:
Da Brinkman,
Chief Executive Officer
ASSIGNEE:
Vista Sunrise II, L.P.,
a California limited partnership
By: CVHC Sunrise Vista LLC,
a California limited liability company,
its managing general partner
By: The Coachella Valley Housing Coalition,
a California nonprofit public benefit corporation,
its sole member/m er
By:
Pedro S. . Rodriguez,
Executive Director
By: Sunrise DAP, LLC,
a California limited liability company,
its administrative general partner
By: Desert AIDS Project,
a California nonprofit public benefit corporation,
its sole ber/manager
By: 7
Davi Brinkman,
Chief Executive Officer
A notary public or other officer completing this certificate verifies only the identity of
the individual who signed the document to which this certificate is attached, and
not the truthfulness, accuracy, or validity of that document.
State of California
County of�Je�si
On 1 f 31190.;La before me, +dpioL _\ A6-S'LZUtkG , Notary Public, personally appeared,
o s Gam. who proved to me on
the basis of satisfactory evidence to b the person(eywhose namej&yis/peas subscribed to the within instrument
and acknowledged to me that heh�he/they executed the same in his1W their authorized capacityWs), and that by
his/,heP/their signatureKon the instrument the personk , or the entity upon behalf of which the personLs� acted,
executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is
true and correct.
WITNES
Signatun
FABIOLA VALENZUELA
Wes: Notary Public - California
Riverside County
T Commission # 2138471
. •� My Comm. Expires Nov 24, 2024
A notary public or other officer completing this certificate verifies only the identity of
the individual who signed the document to which this certificate is attached, and
not the truthfulness, accuracy, or validity of that document.
State of California
County of )
On before me, Notary Public, personally appeared,
, who 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.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is
true and correct.
WITNESS my hand and official seal.
Signature
4
A notary public or other officer completing this certificate verifies only the identity of
the individual who signed the document to which this certificate is attached, and
not the truthfulness, accuracy, or validity of that document.
State of California
County of
On (9 ! Icy before me, i'Z[ l l(v IOaY-rlC+ Notary Public, personally appeared,
L'lj11� $ r►n k mil} who proved to me on
the basis of satisfactory evidence to be the persfts�whose name>-} /gce subscribed to the within instrument
and acknowledged to me that he/sJae/tbey executed the same in his/b> r!• it authorized capacity(, and that by
his/baHth(signature(,-;}on the instrument the person(,}; or the entity upon behalf of which the perso*) acted,
executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is
true and correct.
WITNESS my h d and official seal.
SHELIA is - NM
41if
Notary Public - Cplifornia
Si at *my
Riverside County
Commission # 2342594
Comm. Expires Jan 20, 2025
A notary public or other officer completing this certificate verifies only the identity of
the individual who signed the document to which this certificate is attached, and
not the truthfulness, accuracy, or validity of that document.
State of California
County of C' )
Ond ► I as before me, S\ 1C 4jk &rACA+ , Notary Public, personally appeared,
, who proved to me on
the basis of satisfactory evidence to be the person(owhose name(.-4 is/atesubscribed to the within instrument
and acknowledged to me that he/sal of 4ey executed the same in his/l;er.t>k authorized capacity( es), and that by
his/ fir/their signature(p" on the instrument the person{<, or the entity upon behalf of which the persorgj4 acted,
executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is
true and correct.
WITNESS my hand d official seal.
*my
SHELIA BARNETr
Notary Public - California
Riverside CgUnty
Signat Commission # 2342594
Comm. Expires Jan 20, 2025
4
Order No: 09196612-917-CG8-KRE
EXHIBIT "A"
ALL THAT CERTAIN REAL PROPERTY SITUATED IN THE COUNTY OF RIVERSIDE, STATE OF CALIFORNIA,
DESCRIBED AS FOLLOWS:
PARCEL]:
PARCEL A OF LOT LINE ADJUSTMENT NO. LLA 21-03-1537, AS SHOWN ON THE LOT LINE ADJUSTMENT
GRANT DEED RECORDED JANUARY 18, 2022, AS INSTRUMENT NO. 2022-0025331, OF OFFICIAL RECORDS OF
RIVERSIDE COUNTY, CALIFORNIA, MORE PARTICULARLY DESCRIBED AS FOLLOWS:
IN THE CITY OF PALM SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, BEING PARCEL 2 OF LOT
LINE ADJUSTMENT NO. 01-01, RECORDED APRIL 26, 2001 AS INSTRUMENT NO. 2001-168548 OF OFFICIAL
RECORDS IN THE OFFICE OF THE COUNTY RECORDER OF SAID RIVERSIDE COUNTY, LYING WITHIN THE
NORTHEAST QUARTER OF THE NORTHEAST QUARTER OF SECTION 11, TOWNSHIP 4 SOUTH, RANGE 4 EAST,
SAN BERNARDINO MERIDIAN, TOGETHER WITH A PORTION OF PARCEL A OF LOT LINE ADJUSTMENT NO.
05-13, RECORDED SEPTEMBER 13, 2005 AS INSTRUMENT NO. 2005-0756184 OF OFFICIAL RECORDS IN THE
OFFICE OF THE COUNTY RECORDER OF SAID RIVERSIDE COUNTY, MORE PARTICULARLY DESCRIBED AS
FOLLOWS:
BEGINNING AT THE NORTHWESTERLY CORNER OF PARCEL 2 OF SAID LOT LINE ADJUSTMENT NO. 01-01;
THENCE ALONG THE WESTERLY LINE OF SAID PARCEL 2 OF SAID LOT LINE ADJUSTMENT NO. 0 1 -0 1 SOUTH
00021'49" WEST 13.46 FEET;
THENCE LEAVING SAID WESTERLY LINE NORTH 89046'13" WEST 21.75 FEET;
THENCE SOUTH 0001347" WEST 154.54 FEET TO THE SOUTHERLY LINE OF PARCEL A OF SAID LOT LINE
ADJUSTMENT NO. 05-13;
THENCE ALONG SAID SOUTHERLY LINE SOUTH 89046'13" EAST 21.39 FEET TO THE SOUTHWESTERLY
CORNER OF SAID PARCEL 2 OF SAID LOT LINE ADJUSTMENT NO 01-01;
THENCE CONTINUING ALONG SAID SOUTHERLY LINE SOUTH 89'46'13" EAST 295.00 FEET TO THE
SOUTHEAST CORNER OF SAID PARCEL 2 OF SAID LOT LINE ADJUSTMENT NO. 01-01, SAID POINT BEING ON
THE WESTERLY RIGHT-OF-WAY LINE OF SUNRISE WAY (50.00 FOOT HALF WIDTH);
THENCE ALONG SAID WESTERLY RIGHT-OF-WAY LINE NORTH 00021'49" EAST 168.00 FEET TO THE
NORTHEAST CORNER OF SAID PARCEL 2;
THENCE ALONG THE NORTHERLY LINE OF SAID PARCEL 2 OF SAID LOT LINE ADJUSTMENT NO. 01-01
NORTH 89046'13" WEST 295.00 FEET TO THE POINT OF BEGINNING.
EXCEPT ALL MINERALS, OILS, GASES, AND OTHER HYDROCARBONS, BY WHATSOEVER NAME KNOWN,
THAT MAY BE WITHIN OR UNDER LAND, WITHOUT, HOWEVER, THE RIGHT TO DRILL, DIG OR MINE
THROUGH THE SURFACE THEREOF, AS CONTAINED IN DEED FROM THE STATE OF CALIFORNIA, RECORDED
APRIL 28, 1964 AS INSTRUMENT NO. 52476 AND MARCH 6, 1975 AS INSTRUMENT NO. 1975-026565, BOTH OF
OFFICIAL RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
PARCEL 2:
NON-EXCLUSIVE EASEMENTS FOR VEHICULAR AND PEDESTRIAN INGRESS, EGRESS, SHARED DRIVEWAY,
PARKING, MAINTENANCE, DRAINAGE, STORMWATER, UTILITIES, INCLUDING INSTALLING, REPAIRING,
MAINTAINING AND REPLACING SOLAR EQUIPMENT AND RELATED ELECTRICAL TRANSMISSION LINES,
AND USE OF PARK IMPROVEMENTS, AS GRANTED IN THE JOINT USE AND MAINTENANCE AGREEMENT
RECORDED CONCURRENTLY HEREWITH. SUBJECT TO THE TERMS AND CONDITIONS CONTAINED THEREIN.
Order No: 09196612-917-CG8-KRE
APN: 507-100-041-0, 507-100-044-0 (portions)
y�
uv%.. ff cucc-w00yy 1
13/2022 04:20 PM Fees: $0.00
je 1 of 28
Recorded in Official Records
RECORDING REQUESTED BY:
County of Riverside
COMMONWEALTH LAND TITLE
Peter Aldana
Assessor -County Clerk -Recorder
WHEN RECORDED MAIL TO:
CITY CLERK
CITY OF PALM SPRINGS
**This document was electronically submitted
3200 EAST TAHQUITZ CANYON WAY
to the County of Riverside for recording —
PALM SPRINGS, CA 92262
Receipted by: KIYOMI #289
09196612
FEE PROGRAM PARTICIPATION AGREEMENT
v
G
RECORDING REQUESTED BY:
COMMONWEALTH LAND TITLE
WHEN RECORDED MAIL TO:
CITY CLERK
CITY OF PALM SPRINGS
3200 EAST TAHQUITZ CANYON WAY
PALM SPRINGS, CA 92262
09196612
FEE PROGRAM PARTICIPATION AGREEMENT
Recording Requested By:
Commonwealth Land Title Comaany
AND WHEN RECORDED MAIL TO:
City Clerk
City of Palm Springs
3200 East Tahquitz Canyon Way
Palm Springs, CA 92262
Space above this line is for Recorder's use
Fee Program Participation Agreement
This Fee Program Participation Agreement ("Agreement"), effective as of January 1, 2022,
("Effective Date"), is between the City of Palm Springs, a California charter city ("City"), and
Vista Sunrise II, L.P. ("Developer"), collectively, the "Parties."
RECITALS
A. Concurrently herewith Developer is entering into a Ground Lease for that real property
known as 1527 Vista Sunrise Way and 507-100-041-0 and more specifically described by
Exhibit A (the "Property"). The Property is owned by Desert AIDS Project, a California
nonprofit public benefit corporation ("DAP").
B. Developer desires to develop the Property with a 61-unit, three-story, affordable -housing
complex for individuals with chronic illness with 31 parking spaces (the "Project"). The
Project is more specifically described by Exhibit B.
C. The City lawfully imposes development -impact fees and developer fees on new
development, but the City also desires to further encourage the creation of affordable
housing. To that end, the City has established an Affordable and Multi -Family Housing
Incentive Program ("Program"), through which it allows for waiver of some or all of the
development -impact and developer fees that the City would normally impose on a
development project (a "Fee Waiver"). A copy of the City resolution that establishes and
describes the Program is included as Exhibit
D. Developer desires to receive a Fee Waiver for the Project in accordance with the Program.
E. The Parties therefore agree as follows:
TERMS AND CONDITIONS
1. Fee Waiver and Deferral.
1.1 The City hereby waives 100 percent of the development -impact and developer fees
for the Project ("Waived Fees") in accordance with the Program.
55575.18175\34782790.3
O1/31/22
Page 2 of 9
1.2 Before the City may issue a Certificate of Occupancy for a dwelling unit in the
Project, Developer must pay any development -impact and developer fee that is not
a Waived Fee under paragraph 1.1 above.
2. Regulatory Agreement and Affordability Covenant.
2.1 Within 24 months after the date that the City approves all discretionary land -use
entitlements associated with the Project, Developer will do each of the following:
(A) Enter into a regulatory agreement with the City ("Regulatory Agreement")
in a form that is satisfactory to and approved by the City Attorney and
approved by the City Manager.
(B) Record the Regulatory Agreement and an affordability covenant that
implements the Regulatory Agreement.
(C) Obtain a building permit from the City to construct all of the affordable
dwelling units that are required by the Regulatory Agreement ("Affordable
Units").
2.2 If the City grants an extension or extensions of time for any of the land -use
entitlements for the Project, the 24-month deadline in paragraph 2.1 above is
extended by a time equal to the longest extension of the entitlements.
2.3 The City hereby acknowledges and agrees that the regulatory agreement recorded
in connection with the loan made by City to Developer to finance, in part, the
construction of the Project, executed on or about January 13, 2022 ("Loan
Agreement") satisfies the requirement in Section 2.1(A) and (B) to record a
Regulatory Agreement and affordability covenant, notwithstanding any foreclosure
rights of the senior lender to the Project.
3. Construction of Affordable Units. In order to ensure the requirement(s) of the Program
do not conflict with any rights and obligations that have been conferred or imposed by the
City upon Developer by the Loan Agreement, Developer will be required to complete
construction of and obtain a certificate of occupancy for each Affordable Unit in
accordance with that certain Loan Agreement, delineating that said requirement be met by
June 30, 2025.
4. Affordability Requirements for Participation in the Program. It is acknowledged that
the Developer requested and the City approved a fee waiver of 100% based, in part, on the
determination that, in agreeing to restrict the maximum number of affordable housing units
the City may require be restricted under Article 34 of the California Constitution (by way
of clarification, here, 49% of 60 units or 29 units), Developer has complied with the
requirement set out by Section 4(d) of Section 2 of the Resolution, as contained in Exhibit
C.
5. Liability for Waived Fees. If Developer fails to comply with each of its obligations under
paragraph 2.1 and paragraph 2.2 above by the respective deadlines set forth therein,
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Page 3 of 9
Developer is in default under this Agreement and immediately becomes liable for and must
pay all Waived Fees, plus a penalty equal to 10 percent of the Waived Fees applied annually
from the date of building -permit issuance ("Default Penalty").
6. Enforcement. If Developer is in default, the City may do any or all of the following:
6.1 Withhold all City approvals for the Project until the default is cured.
6.2 [INTENTIONALLY OMITTED].
6.3 [INTENTIONALLY OMITTED].
6.4 Obtain a personal judgment against Developer or its successor for the amount of
the Waived Fees and Default Penalty.
6.5 Enjoin rental or sale of any of the Affordable Units at an amount that is higher than
that which is permitted by the Regulatory Agreement and affordability covenants.
6.6 Impose the following fines:
(A) $500 a day for each day that an Affordable Unit is not built after the deadline
in paragraph 3.
(B) $500 a day for each day that a constructed Affordable Unit is rented in
violation of the Regulatory Agreement and affordability covenant.
6.7 Take any other administrative-, civil-, or criminal -enforcement action that is
available to the City at law or in equity.
7. Hold Harmless. Developer will defend, indemnify, and hold the City and its officials and
employees harmless from all damages, claims, and actions related to this Agreement,
including but not limited to all costs and liabilities arising from Developer's failure to
comply with prevailing -wage or other state or federal laws and regulations. The City makes
no representation as to the applicability of prevailing -wage laws to the Project. Developer
will determine whether prevailing -wage laws apply to its Project and is solely responsible
for its compliance. The City may direct its own defense from any claim of damage related
this Agreement, with counsel of the City's choosing, and Developer will reimburse the City
for all associated fees and costs.
8. General.
8.1 Successors. This Agreement binds the Parties' successors.
8.2 Assignment. This Agreement may be assigned, but an assigning Party is not relieved
of any of its obligations or liability under this Agreement unless the assignment is
approved in writing by the other Party, which assignment may be approved, or not,
by the approving Parry's reasonable discretion.
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Page 4 of 9
8.3 Recording. This Agreement must be recorded by Developer on Developer's
leasehold interest in the Property within fifteen business days after full execution
by the Parties. If Developer fails to record this Agreement within that time,
Developer is in default, subject to enforcement under paragraph 6 above. Developer
will pay all fees associated with recording this Agreement.
In the event that any fees, fines, penalties or other financial obligations are imposed
on Developer by the City in connection with this Agreement, Developer shall
immediately pay such obligations, and upon payment in full, the City shall issue a
written confirmation of payment in full, a copy of which shall be provided to DAP
in recordable form.
8.4 Severability. If any part of this Agreement is held by a court to be invalid, all other
parts of the Agreement remain in effect.
8.5 Choice of Law and Venue. This Agreement, its construction and any and all disputes
arising out of or relating to it, shall be interpreted in accordance with the substantive
laws of the State of California without regard to its conflict -of -law principles.
Venue lies exclusively in state and federal courts in Riverside County, California.
8.6 Modification. No modification, amendment, or waiver of any provision of this
Agreement is effective unless made in writing and signed by both Parties.
8.7 Merger and Integration. This Agreement contains the entire agreement of the
Parties with respect to the subject matter of this Agreement and supersedes all prior
negotiations, agreements, and understandings with respect thereto.
8.8 Counterparts. This Agreement may be executed in any number of counterparts,
each of which is deemed an original, and all of which, when taken together,
constitute one and the same instrument. The Agreement becomes effective as of
the Effective Date when each Parry signs a counterpart and delivers it to the other
Party, in its original form or by electronic mail, facsimile or other electronic means.
The Parties hereby consent to the use of electronic signatures in connection with
the execution of this Agreement and further agree that electronic signatures to this
Agreement are legally binding with the same force and effect as manually executed
signatures.
8.9 Relationship of the Parties. The Parties are entering into an arm's-length
transaction and do not have any relationship, employment or otherwise. This
Agreement does not create nor is it intended to create, a partnership, franchise, joint
venture, agency, or employment relationship between the Parties. There are no
third -party beneficiaries to this Agreement.
8.10 Waiver and Cumulative Remedies. No failure or delay by either Party in exercising
any right under this Agreement may be deemed to waive that right or any other
right. Other than as expressly stated herein, the remedies provided herein are in
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Page 5 of 9
addition to, and not exclusive of, any other remedy that a Party might have at law
or in equity.
8.11 Force Majeure. Neither Parry is liable for any failure or delay in performance under
this Agreement due to causes beyond that Party's reasonable control and that occurs
without that Party's fault or negligence, including, but not limited to, any act of
God, act of government, flood, fire, civil unrest, acts of terror, strike or other labor
problem (other than those involving Developer employees), computer attacks or
malicious acts, such as attacks on or through the Internet, any Internet service
provider, telecommunications or hosting facility. Dates by which performance
obligations are scheduled to be met will be extended for a period of time equal to
the time lost due to any delay so caused.
(Signatures on following page)
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Page 6 of 9
IN WITNESS WHEREOF, the City and Developer have executed this Agreement as set forth
below.
DEVELOPER
Vista Sunrise II, L.P.,
a California limited partnership
By: CVHC Sunrise Vista LLC,
a California limited liability company,
its managing general partner
By: Coachella Valley Housing Coalition,
a California nonprofit public benefit corporation,
its sole member/manag
B.I.
Pedro S.G. Rodriguez,
Executive Director
By: Sunrise DAP LLC, `
a California limited liability company,
its administrative general partner
By: Desert AIDS Project,
a California nonprofit public benefit corporation,
its sole member/man er Pa 1'n
By.
David BI an,
Chief Ex cutive Officer
CITY OF PALM SPRINGS
By:
Justin (Aifton, City ager
55575.18175\34782790.3
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e,911(k
�p�
C
Page 7 of 9
A notary public or other officer completing this certificate
verifies only the identity of the individual who signed the
document to which this certificate is attached, and not the
truthfulness, accuracy, or validity of that document.
State of California
County of RIVERSIDE
On T / , 2922 before me, / e//-/ �Z , Notary Public,
personally appeared L JUG, 7`7 n L' // M n „ _ , who 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.
I certify under PENALTY OF PERJURY under the laws of the State of California that the
foregoing paragraph is true and correct.
WI Smyh d w ss 1.,
Signature:
55575.18175\34782790.3
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�• r TERRI HINTZ
Notary Public . California
seal'~ Riverside County
(seal) i Commission # 2359495
.'My Comm. Expires Jun 26, 2025
Page 8 of 9
notary public or other officer completing this certificate
verifies only the identity of the individual who signed the
document to which this certificate is attached, and not the
truthfulness, accuracy, or validity of that document.
State of California
County of RIVERSIDE
On February 1 , 2022 before me, Mary Ann Ybarra , Notary Public,
personally appeared Pedro S.G. Rodriguez , who proved to me on the
basis of satisfactory evidence to be the person(i) whose name(t) is/are-subscribed to the within
instrument and acknowledged to me that he/slotkey executed the same in his/hen4heir
authorized capacity(its), and that by his/hentheir- signature(g) on the instrument the person(d), or
the entity upon behalf of which the personal acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the
foregoing paragraph is true and correct.
I919y
MARY AMI YBARRA
WITNESS m hand and o cial seal. - CoMill2306765
NM Y= PUBW-CAUFOWAR Canm
Signature: (seal) Cm. E v. ocT. 23. 2023
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Page 6 of 9
IN WITNESS WHEREOF, the City and Developer have executed this Agreement as set forth
below.
DEVELOPER
Vista Sunrise II, L.P.,
a California limited partnership
By: CVHC Sunrise Vista LLC,
a California limited liability company,
its managing general partner
By: Coachella Valley Housing Coalition,
a California nonprofit public benefit corporation,
its sole member/manage
By:Pled i17
Pedro S.G. Rofriguez,
Executive Di ctor
By: Sunrise DAP LLC,
a California limited liability company,
its administrative general partner
By: Desert AIDS Project,
a California nonprofit public benefit corporation,
its solenber/manager
By:
Davik4rinkman,
Chief txecutive Officer
CITY OF PALM SPRINGS
By:
Justin Wifton, City ager
5 5575.18175\34782790.3
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CC)Lr J'x
0
notary public or other officer completing this certificate
verifies only the identity of the individual who signed the
document to which this certificate is attached, and not the
truthfulness, accuracy, or validity of that document.
State of California
County of RIVERSIDE
Page 9 of 9
On tb Jr LLc 0,1 2022 before me, , k)' PWl� b (.4 -- L4 , Notary Public,
personally appeared k rn&l) , who proved to me on the
basis of satisfactory evidence to be the person*whose name is/arm subscribed to the within
instrument and acknowledged to me that he/fie/thy executed the same in his/her/their
authorized capacity(*), and that by his/her/their signatur*) on the instrument the person(4), or
the entity upon behalf of which the person(is) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my d official seal.
Sign ure: ��`" (seal)
r SHELIA BARNM
r` ....w" L
Notary Public CaliforniaRiverside Cqunty
Commission p 234259omm. Expires Jan 20, 2025
55575.18175\34782790.3
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Order No: 09196612-917-CG8-KRE
EXHIBIT "A"
ALL THAT CERTAIN REAL PROPERTY SITUATED IN THE COUNTY OF RIVERSIDE, STATE OF CALIFORNIA,
DESCRIBED AS FOLLOWS:
PARCELI:
PARCEL A OF LOT LINE ADJUSTMENT NO. LLA 21-03-1537, AS SHOWN ON THE LOT LINE ADJUSTMENT
GRANT DEED RECORDED JANUARY 18, 2022, AS INSTRUMENT NO. 2022-0025331 OF OFFICIAL RECORDS OF
RIVERSIDE COUNTY, CALIFORNIA, MORE PARTICULARLY DESCRIBED AS FOLLOWS:
IN THE CITY OF PALM SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, BEING PARCEL 2 OF LOT
LINE ADJUSTMENT NO. 01-01, RECORDED APRIL 26, 2001 AS INSTRUMENT NO. 2001-168548 OF OFFICIAL
RECORDS IN THE OFFICE OF THE COUNTY RECORDER OF SAID RIVERSIDE COUNTY, LYING WITHIN THE
NORTHEAST QUARTER OF THE NORTHEAST QUARTER OF SECTION 11, TOWNSHIP 4 SOUTH, RANGE 4 EAST,
SAN BERNARDINO MERIDIAN, TOGETHER WITH A PORTION OF PARCEL A OF LOT LINE ADJUSTMENT NO.
05-13, RECORDED SEPTEMBER 13, 2005 AS INSTRUMENT NO. 2005-0756184 OF OFFICIAL RECORDS IN THE
OFFICE OF THE COUNTY RECORDER OF SAID RIVERSIDE COUNTY, MORE PARTICULARLY DESCRIBED AS
FOLLOWS:
BEGINNING AT THE NORTHWESTERLY CORNER OF PARCEL 2 OF SAID LOT LINE ADJUSTMENT NO. 01-01;
THENCE ALONG THE WESTERLY LINE OF SAID PARCEL 2 OF SAID LOT LINE ADJUSTMENT NO.01-01 SOUTH
00021'49" WEST 13.46 FEET;
THENCE LEAVING SAID WESTERLY LINE NORTH 89'46'13" WEST 21.75 FEET;
THENCE SOUTH 00013'47" WEST 154.54 FEET TO THE SOUTHERLY LINE OF PARCEL A OF SAID LOT LINE
ADJUSTMENT NO.05-13;
THENCE ALONG SAID SOUTHERLY LINE SOUTH 89046'13" EAST 21.39 FEET TO THE SOUTHWESTERLY
CORNER OF SAID PARCEL 2 OF SAID LOT LINE ADJUSTMENT NO 01-01;
THENCE CONTINUING ALONG SAID SOUTHERLY LINE SOUTH 8904613" EAST 295.00 FEET TO THE
SOUTHEAST CORNER OF SAID PARCEL 2 OF SAID LOT LINE ADJUSTMENT NO. 01-01, SAID POINT BEING ON
THE WESTERLY RIGHT-OF-WAY LINE OF SUNRISE WAY (50.00 FOOT HALF WIDTH);
THENCE ALONG SAID WESTERLY RIGHT-OF-WAY LINE NORTH 00021'49" EAST 168.00 FEET TO THE
NORTHEAST CORNER OF SAID PARCEL 2;
THENCE ALONG THE NORTHERLY LINE OF SAID PARCEL 2 OF SAID LOT LINE ADJUSTMENT NO. 01-01
NORTH 89046'13" WEST 295.00 FEET TO THE POINT OF BEGINNING.
EXCEPT ALL MINERALS, OILS, GASES, AND OTHER HYDROCARBONS, BY WHATSOEVER NAME KNOWN,
THAT MAY BE WITHIN OR UNDER LAND, WITHOUT, HOWEVER, THE RIGHT TO DRILL, DIG OR MINE
THROUGH THE SURFACE THEREOF, AS CONTAINED IN DEED FROM THE STATE OF CALIFORNIA, RECORDED
APRIL 28, 1964 AS INSTRUMENT NO. 52476 AND MARCH 6, 1975 AS INSTRUMENT NO. 1975-026565, BOTH OF
OFFICIAL RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
PARCEL 2:
NON-EXCLUSIVE EASEMENTS FOR VEHICULAR AND PEDESTRIAN INGRESS, EGRESS, SHARED DRIVEWAY,
PARKING, MAINTENANCE, DRAINAGE, STORMWATER, UTILITIES, INCLUDING INSTALLING, REPAIRING,
MAINTAINING AND REPLACING SOLAR EQUIPMENT AND RELATED ELECTRICAL TRANSMISSION LINES,
AND USE OF PARK IMPROVEMENTS, AS GRANTED IN THE JOINT USE AND MAINTENANCE AGREEMENT
RECORDED CONCURRENTLY HEREWITH. SUBJECT TO THE TERMS AND CONDITIONS CONTAINED THEREIN.
Order No: 09196612-917-CG8-KRE
APN: 507-100-041-0, 507-100-044-0 (portions)
EXHIBIT B
DESCRIPTION OF PROJECT
Located to the south of the DAP healthcare facilities, the Vista Sunrise II development will be
situated on roughly 1.14 acres of what is now vacant land which rectangular shaped in site plan
view, elongated in the west -east direction and is relatively flat -lying.
The property is located in a fully developed urban area of Palm Springs, surrounded by a mixture
of residential and commercial properties. The site has two bus routes approximately 250 feet
from the development. Adjacent to the subject site to the north is the Palm Springs Family Care
Center, the Morris & Lila Linsky Annex Food Depot, and the Desert AIDS Project office
buildings with associated parking. Further north is Vista Chino Road. Adjacent to the site to the
west is a small stormwater detention basin. The Sunrise Business Medical Center and the Ranch
Club apartments are located to the south of the site. Across Sunrise Way to the east and northeast
is the Sagewood condo complex and the Stater Bros. shopping center, respectively.
Approximately 500 feet to the northeast of the site at the southeast corner of Vista Chino and
Sunrise Way is an Arco fueling station.
The apartment homes will consist of 60-units of affordable housing and one manager's unit. The
building is International Style with a slight Art Deco influence with light wood framing
construction. The construction type for the project is V-B, with a slab on grade foundation. The
main exterior skin material is stucco. Metal is used for exterior corridor posts, decks, and
guardrails. Interior courtyard decorative walls are finished with mosaic pattern ceramic tiles.
All residents have access to the 1600 square foot community building. The Community Room
includes a computer station, to be completed with laptop computers, educational software, and
Internet access. The community room will be equipped with a demonstration kitchen where
residents can participate in the presentation and demonstration of healthy food and/or the
presentation and explanation of domestic healthy cooking recipes or techniques. The community
room also provide access for resident social gatherings or meetings.
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EXHIBIT C
RESOLUTION NO.24654
THE AFFORDABLE AND MULTI -FAMILY
HOUSING INCENTIVE PROGRAM
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exbit-�tc
RESOLUTION NO.24654
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
PALM SPRINGS, CALIFORNIA, ESTABLISHING THE
"AFFORDABLE AND MULTI -FAMILY HOUSING INCENTIVE
PROGRAM," A PROGRAM TO ESTABLISH REDUCED
DEVELOPMENT IMPACT FEES AND DEVELOPER FEES
RELATED TO RESIDENTIAL PROJECTS CONSTRUCTING
NEW AFFORDABLE DWELLING UNITS, OR
CONSTRUCTING NEW MULTI -FAMILY RESIDENTIAL
UNITS.
WHEREAS, on June 19, 2019, the City Council of the City of Palm Springs,
(hereinafter "City Council"), directed staff to develop a policy to establish reduced
development impact fees, application fees, and permit fees related to residential projects
that construct new affordable residential dwelling units; and
WHEREAS, development impact fees are monetary exactions established and
imposed according to various sections of the Palm Springs Municipal Code and the
California Government Code, and collected as fees at rates established by Resolution to
finance the design, construction, installation, and acquisition of public infrastructure or to
recover the costs of adding capacity in existing public infrastructure; and
WHEREAS, the City has established the following development Impact fees
applicable to residential projects: a Drainage Fee to Implement the City's Master Plan of
Drainage; the Public Art Fee to establish public art throughout the City; the Park Fee in
accordance with Ordinance No. 1632 pursuant to the Quimby Act; and the Sewer
Connection Fee, (the "Development Impact Fees"); and
WHEREAS, developer fees are specific fees imposed on certain applications or
permits associated with the Building, Engineering, Fire, and Planning Services
Departments (the "Developer Fees"), established and imposed according to various
sections of the Palm Springs Municipal Code and the California Government Code, and
collected as fees at rates established by Resolution to adequately recover the City's costs
to provide services in those Departments; and
WHEREAS, funding for the construction of new affordable dwelling units has
significantly decreased since the state of California's decision to completely dissolve and
eliminate all of the Redevelopment Agencies existing throughout the state, including the
City of Palm Springs Redevelopment Agency; and
WHEREAS, production of new affordable dwelling units has stalled due to
Increased construction costs and an overall decline in Federal and State funding for
affordable housing; and
ResoluWn No. 24654
Page 2
WHEREAS, on March 6, 2019, the City Council adopted Ordinance No. 1981, as
a means of creating Accessory Dwelling Units ("ADUsl in accordance with California
Government Code (CGC) Section 65852.2, recognizing ADUs as an important source of
housing that contributes to the character and diversity of housing opportunities In the City,
and as providing workforce housing, housing for family members, students, elderly, in -
home health care providers, the disabled, and others; and
WHEREAS, Section 93.23.14(D)(4)(a) of the Palm Springs Zoning Code adopted
by Ordinance No. 1981 set forth a requirement that the owner of an ADU may live within
the primary dwelling unit or the ADU, and may rent the other unit, provided rentals shall
be for periods of twenty-eight (28) days or more, or may rent both the primary dwelling
unit and ADU concurrently for periods of twenty-eight (28) days or more; and
WHEREAS, in accordance with Section 93.23.14(0)(4)(a) of the Palm Springs
Zoning Code, new ADUs may not be constructed with the intent purpose of being
operated as a "Vacation Rental" as that term Is defined in and pursuant to Chapter 5.25
of the Palm Springs Municipal Code; and
WHEREAS, the City Council's adoption of Ordinance No. 1981 was in compliance
with the State's mandate regarding ADUs wet forth in CGC Sections 65852.1 and
65852.2, as a response to the State's severe housing crisis, with the intention of providing
for the creation of more ADUs; and
WHEREAS, payment of Development Impact Fees and Developer Fees
constitutes a barrier for the construction of affordable dwelling units and ADUs; and
WHEREAS, the City Council desires to establish a policy of Incentivizing the
construction of new affordable dwelling units, multiple -unit and ADUs through the
establishment of lower Development Impact Fees and/or Developer Fees, as a way of
addressing the City's and State's housing crisis; and
WHEREAS, nothing herein constitutes the City's approval of any applications,
development project entitlements and/or permits, and such, to the extent required in the
future, are subject to and contingent upon City Council approval following, to the extent
applicable, environmental review In compliance with the California Environmental Quality
Act ("CEW).
THE CITY COUNCIL OF THE CITY OF PALM SPRINGS, CALIFORNIA, HEREBY
RESOLVES, DETERMINES AND APPROVES AF FOLLOWS:
SECTIQN 1. Factual Findings:
A. The true and correct recitals above are incorporated by this reference herein as the
basis and foundation for the City's adoption of this Resolution.
B. The City Council has determined that waiving or reducing certain Development Impact
Fees and Developer Fees established by previous Resolutions for new residential
Resoludon No. 24654
Page 3
projects that construct affordable and/or multi -family residential dwelling units orADUs
would not significantly alter the City's ability to finance the design, construction,
installation, and acquisition of public infrastructure or significantly impact existing
finance plans.
C. The establishment of lower Development Impact Fees and Developer Fees to
incentivize construction of new affordable and/or multi -family residential dwelling units
and ADUs Is consistent with the City of Palm Springs General Plan Housing Element,
In furtherance of:
Goal HS1: Facilitate a broad range of housing types, prices, and opportunities to
address current and future housing needs; and
Action HS1.3: Continue to Offer Financial Incentives. Whereas the City of Palm
Springs has designated sufficient vacant land to support the production of housing
affordable to all economic segments of the community, affordable housing typically
requires publicly and privately funded financial assistance to make projects feasible.
To that end, the City grants financial Incentives (e.g., fee waivers for parks), to support
the production of affordable housing to be built during the present housing element
planning period. The continuation of financial Incentives will further City housing goals.
5-Year Objectives:
Continue to approve fee reductions and waivers, General funds, and make
available other financial assistance, where possible, for extremely low, very low
and low income housing projects.
• Consider waiving the Multiple Species Habitat Conservation Plan fee (e.g., fee to
acquire sensitive habitat) for extremely low, very low and low income affordable
housing projects.
• Promote financial and development assistance programs to the building
community on an annual basis.
D. The City Council has considered the effects of the reduced Development Impact Fees
and Developer Fees to incentivize construction of new affordable and/or multRamily
residential dwelling units and ADUs with respect to the City's and region's housing
needs.
SECTION 2. Affordable and Mufti -Family Housing Incentive Program
Established.
1) The City Council hereby establishes the "Affordable and Multi-Famlly Housing
Incentive Program" applicable to new residential projects that construct affordable
dwelling units for sale or rent, or for construction of new multi -family dwelling units for
sale or rent, or construction of new ADUs, (hereafter the "Program"). The Program
shall provide relief from payment of applicable Development Impact Fees and/or
Developer Fees, or deferral of the payment of these fees, as further specified herein.
Resolution No. 24654
Page 4
2) Purpose: The City Council hereby establishes the Program to encourage the
construction of residential projects that will provide units with affordable rents or
affordable housing costs for low and very low-income households in the City of Palm
Springs. Additionally, the City Council establishes the Program to encourage
construction of new housing affordable to middle income households. The City
Council finds that payment of certain fees for residential development may create a
barrier to such development and desires, by the adoption of this Resolution, to ease
such barrier by eliminating the requirement to pay the full cost of certain fees, or to
allow deferral of the payment of certain fees. To create further Incentive to construct
residential projects with affordable dwelling units, the City Council also desires to
reduce certain Developer Fees or a portion of such fees as set forth in this Resolution.
The City Council finds that this Program is consistent with the policies and goals of
the Housing Element of the General Plan of the City of Palm Springs, and necessary
for the health and welfare of the City's residents.
3) Definitions
a) "Affordability covenant" means a covenant restricting all low income and very low-
income units to remain affordable to low income and very low-income households
for not less than 55 years for rental units and not {ess than 45 years for owner -
occupied units.
b) "Affordable dwelling units" means a residential unit (single family home or multi-
family condominium unit) for sale, or a residential apartment unit for rent, that are
restricted for occupancy by low-income and very low-income households.
c) "Affordable housing cost" refers to the definition contained in California Health &
Safety Code section 50052.5, including, but not limited to, cost limits for low and
very low-income households in owner -occupied housing, as further defined in
Volume 25 of the California Code of Regulations.
d) "Affordable housing projecC means new residential projects that include
construction of affordable dwelling units for sale at an affordable housing cost, or
for rent at an affordable rent.
e) °Affordable rent" refers to the definition contained in California Health & Safety
Code section 50023, including but not limited to cost limits for low and very low-
income households In rental housing, as further defined in Volume 25 of the
California Code of Regulations.
f) "Applicant" means the owner or owners of record of the real property who request
a reduced fee amount pursuant to the Program.
g) "Area Median Income" means the median household income as provided in
Section 50093(c) of the California Government Code, as it is currently enacted or
hereinafter amended.
Resoludon No. 246M
Page 6
h) "Developer Fees" refers to development processing and administrative fees
including, but not limited to, application, processing, plan check and inspection
fees required by code, ordinance, resolution or other law to be paid as a condition
of, or prerequisite to, development of residential uses, as those codes, ordinances,
resolutions or other laws may be amended from time to time.
i) 'Development Impact Fees" refers to city fees imposed for the purpose of defraying
all or a portion of the cost of public facilities related to a development project as
required by code, ordinance, resolution or other law to be paid as a condition of,
or prerequisite to, development of residential uses, as those codes, ordinances,
resolutions or other laws may be amended from time to time. Only Development
Impact Fees Imposed by the City are subject to this Program. All Development
Impact Fees imposed by other entities or agencies are excluded from the Program,
and shall be paid by the applicant in accordance with applicable statutes,
resolutions, ordinances, and regulations.
1) "Director" means the Director of Planning Services, or his or her designee.
k) "Fee Program Participation Agreement" refers to the agreement by and between
the applicant and the City of Palm Springs that is required for approval of
participation in this Program.
"Household" means one person living alone or two or more persons sharing
residency whose Income is considered for housing payments.
m) "Inclusionary Unit" means a new multi -family residential condominium unit offered
for purchase to middle -income households at a sales price according to
requirements specified in the Program.
n) "Low-income households" refers to the definition contained in California Health &
Safety Code section 50079.5, including but not limited to an income limit of 80
percent of area median income, adjusted for family size and revised annually.
o) "Middle -income households" refers to household whose income is between 120
percent and 160 percent of the Area Median Income, adjusted for household size.
p) "Penalties" means an amount equal to one hundred dollars ($100) per unit per
month computed from the date deferred fees are due and payable or the date units
are required to be constructed.
q) "Very low-income households" refers to the definition contained in California Health
& Safety Code section 50105, Including but not limited to an income limit of 50%
of area median income, adjusted for family size and revised annually.
4) Affordable Housing Projects:
Resolution No. 24664
Page 6
Affordable housing projects shall be eligible for reduced Development Impact Fees
and Developer Fees as follows:
a) For affordable housing projects proposing construction of 100% affordable
dwelling units, the applicable Development Impact Fees and Developer Fees are
hereby established at a rate that is reduced by 100%.
b) For affordable housing projects proposing construction of less than 100%
affordable dwelling units, the applicable Development Impact Fees and Developer
Fees are hereby established as follows:
i) 90% -100% affordable dwelling units = reduced by 90%
iD 80% - 89% affordable dwelling units = reduced by 80%
Ili) 70% - 79% affordable dwelling units = reduced by 70%
iv) 60% - 69% affordable dwelling units = reduced by 60%
v) 500/a - 59% affordable dwelling units = reduced by 60%
vi) 40% - 49% affordable dwelling units = reduced by 40%
vii) 30% - 39% affordable dwelling units = reduced by 30%
viii) 20% - 29% affordable dwelling units = reduced by 20%
ix) 10% -19% affordable dwelling units = reduced by 10%
x) 5% - 9% affordable dwelling units = reduced by 5%
xi) 1 % - 4% affordable dwelling units = reduced by 1 %
c) An applicant proposing an affordable housing project may file a request with the
Director at the time the applicant files applications for related land use entitlements
or other approvals with the City. The request shall clearly identify the nature of the
request, the type of affordable housing project, the number of units, and the
requested reduction of applicable Development Impact Fees and Developer Fees
pursuant to the Program.
d) As a condition of the City's acceptance of an applicant's land use entitlement
applications, the applicant shall be required to enter into a Fee Program
Participation Agreement in a legal form satisfactory to the City Attorney and
approved by the City Manager. The Fee Program Participation Agreement shall:
Be site and project specific;
11) Require applicant to enter into required affordability covenants for proposed
affordable dwelling units as a condition of receiving the benefit of the Program
pursuant to the Fee Program Participation Agreement.
Ili) Allow for the deferral of payment of required Developer Fees and
Development Impact Fees until, and immediately prior to, the City's issuance
of a Certificate of Occupancy for the affordable dwelling units subject to the
Fee Program Participation Agreement. If construction of the affordable
Resolution No. 24654
Page 7
dwelling units Is phased, or consolidated Into separate buildings, the payment
of required Developer Fees and Development Impact Fees will be required
at the time a final inspection and Certificate of Occupancy is requested by the
applicant for each phase of the affordable housing project, or each building
constructed with affordable dwelling units.
iv) Provide for reimbursement to the City of all applicable Developer Fee
reductions provided by the Program if, following twenty-four (24) months from
the City's approval of all discretionary land use entitlements associated with
the affordable housing project, the applicant fails to: (1) enter into required
affordability covenants, or (2) obtain a building permit from the City to
construct the affordable dwelling units. Extensions of time associated with
land use entitlements granted by the City shall automatically extend the time
limit required herein.
v) Provide for reimbursement to the City of a portion of applicable Developer
Fees and/or Development Impact Fees reduced by the Program if the
applicant fails to construct the number or percentage of affordable units
specified in the Fee Program Participation Agreement.
vi) Provide for the enforcement of the provisions of the Program;
vii) Bind applicant's successors in Interest;
vili) Provide that the project applicant shall defend, indemnify and hold harmless
the City and its officials and employees for any claim or action arising from
the Agreement, including, without limitation, any claim or action regarding the
applicability of prevailing wages; and
ix) Be recorded with the Riverside County Recorder's Office.
e) The applicant shall be responsible for any recording fees of the Fee Program
Participation Agreement.
5) Mufti -Family Apartment Projects:
Mulfi-family apartment projects not constructing affordable dwelling units shall be
eligible for reduced Developer Fees and Development Impact Fees as follows:
a) An applicant constructing a multi -family apartment project with new apartment
units for lease to the public at market rental rates shall be eligible for a 50%
reduction of applicable Developer Fees and Development Impact Fees.
b) As a condition of the City's acceptance of an applicant's land use entitlement or
building permit applications, the applicant shall be required to enter Into Fee
Program Participation Agreement in a legal form satisfactory to the City Attorney
and approved by the City Manager. The Fee Program Participation Agreement
shall:
1) Be site and project specific;
Resolution No. 24654
Page 8
11) Allow for the deferral of payment of required Developer Fees and
Development Impact Fees until, and immediately prior to, the City's issuance
of a Certificate of Occupancy for the apartment units subject to the Fee
Program Participation Agreement. If construction of apartment units is
phased, or consolidated into separate buildings, the deferral of payment of
required Developer Fees and Development Impact Fees will be required at
the time a final inspection and Certificate of Occupancy is requested by the
applicant for each phase of the multi -family apartment project, or each
building constructed with apartment units.
iii) Provide for reimbursement to the City of all applicable Developer Fees
reduced by the City pursuant to the Program if, following twenty-four (24)
months from the City's approval of all discretionary land use entitlements
associated with the multi -family apartment project, the applicant falls to obtain
a building permit from the City to construct the apartment units. Extensions
of time associated with land use entitlements granted by the City shall
automatically extend the time limit required herein.
Iv) Provide for reimbursement to the City of a portion of applicable Developer
Fees and Development Impact Fees reduced by the City pursuant to the
Program if the applicant fails to construct the total number of apartment units
specified in the Fee Program Participation Agreement.
v) Provide for reimbursement to the City of all applicable Developer Fees and
Development impact Fees reduced by the City pursuant to the Program if any
or all of the apartment units are converted to another use, or cease to be
made available for lease to the public;
vi) Bind applicant's successors in Interest;
vii) Provide that the project applicant shall defend, indemnify and hold harmless
the City and its officials and employees for any claim or action arising from
the Agreement, including, without limitation, any claim or action regarding the
applicability of prevailing wages; and
vill) Be recorded with the Riverside County Recorder's Office.
c) The applicant shall be responsible for any recording fees of the Fee Program
Participation Agreement.
Resoludon No. 24654
Page 9,
6) Accessory Dwelling Units (ADUs):
ADUs shall be eligible for reduced Developer Fees as follows:
a) The applicable Developer Fees for an ADU that is constructed for the purpose of
providing a rental unit to a third party, at an affordable rent pursuant to an
affordability covenant, is hereby established at a rate that is reduced by 100% of
the otherwise applicable amount of the subject Developer Fee(s).
b) The applicable Developer Fees for an ADU constructed for the purpose of
providing a rental unit to a third party, at market rental rates, or for use by a member
of the applicant's family, is hereby established at a rate that is reduced by 50% of
the otherwise applicable amount of the subject Developer Fee(s).
c) As a condition of the City's acceptance of an applicant's land use entitlement or
building permit applications, the applicant shall be required to enter into Fee
Program Participation Agreement in a legal form satisfactory to the City Attorney
and approved by the City Manager. When required, the Fee Program Participation
Agreement shall require execution of an affordability covenant.
7) Multi -Family Residential Condominium Protects:
Multi -family residential condominium projects not constructing affordable dwelling
units shall be eligible for reduced Developer Fees and Development Impact Fees as
follows:
a) Developer Fees for new multi -family residential condominium projects where
100% of the units will be spld as Inclusionary Units are hereby established at a
rate that is reduced by 100% of the otherwise applicable amount of such Developer
Fee(s).
b) An applicant proposing a new residential condominium project where less than
100% of the units will be sold as Inclusionary Units shall be eligible for a reduction
of applicable Developer Fees as follows:
1) 90% -100% Inclusionary Units = reduced by 90%
ii) 80% - 89% Inclusionary Units = reduced by 80%
ill) 70% - 79% Inclusionary Units = reduced by 70%
iv) 60% - 69% Inclusionary Units = reduced by 60%
v) 50% - 59% Inclusionary Units = reduced by 50%
vi) 40% - 49% Inclusionary Units = reduced by 40%
vii) 30% - 39% Inclusionary Units = reduced by 30%
viii) 20% - 29% Inclusionary Units = reduced by 20%
Ix) 10% -19% Inclusionary Units = reduced by 10%
x) 5% - 9% Inclusionary Units = reduced by 5%
Resolution No. 24654
Page 10
A) 1 % - 4°/a InclusionaryUnits = reduced by 1 %
c) Price limits established for Inclusionary Units: Inclusionary Units must be restricted
to and sold at prices at which middle -income households can qualify for the
purchase. Qualification shall be based on not more than 35% of median family
Income being applied to housing expenses (mortgage principal and Interest taxes,
Insurance, and assessments). The determination of an acceptable sales price
shall be determined in accordance with the following methodology:
1. Determine Current Median Family Income
(a) Obtain most recent Mean Household Income for a family (pMHI") for
Riverside -Ontario -San Bernardino found in the Census ACS 1-Year Survey
CSurvey") published by the U.S. Census Bureau (or if such survey is no
longer published, a comparable source). The Survey can currently be
obtained using the following link:
https:/Iwww.census.gov/programs-surveys/acs/
(b) Increase the MHI by the change in the California Consumer Price Index
("CCPI") since the date of the Survey using information obtained from the
State of Califomia Department of Industrial Relations CCPI calculator for
California, Urban Wage Earners and Clerical Workers (or Riverside if
available), currently found at:
https:/Mww.dir.co.gov/OPRUCAPdceindex.htm.
2. Determine Affordable Safes Price
(a) Divide MHI by 12
(b) Multiply result of (a) by 35%
(c) Divide result of (b) by 0.005 (0.005 represents mortgage Interest rate of 6%)
3. Determine Maximum Sales Price
The maximum home price for any residential unit proposed by the applicpnt
cannot exceed 120% of the Affordable Condominium Price determined in
Step 2.
Exam
2017 Survey = $76,530
CCPI Change between December 2017 and June 2019 = 5.8%
MHI = $76,530 x 1.058 = $80,969
Resolution No. 24654
Page I I
MHI / 12 = $80,969 / 12 = $6,747
Affordable Mortgage = $6,747 x 35% _ $2,362
Affordable Sales Price = $2,362 / 0.005 = $472,319
Maximum Sales Price = $472,319 x 120% = $566,783
The City Manager Is authorized to modify the method of calculating price limits
for Inclusionary Units, as may be required to update the effects of changing
interest rates on home affordability. The City Manager shall publish any
modification of this policy in an administrative regulation approved by the City
Manager and filed with the City Cleric. Further, the City Council, in its sole
discretion, may authorize participation in the Program for a multi -family
residential condominium project with sales prices that exceed the maximum
sales price determined above dependent upon other direct benefits provided to
the community by the multi -family residential project, or if the applicant sets
aside a specified amount of the condominium units as affordable dwelling units,
as required by the City Council.
d) As a condition of the City's acceptance of an applicant's land use entitlement
applications, the applicant shall be required to enter into Fee Program Participation
Agreement in a legal form satisfactory to the City Attorney and approved by the
City Manager. The Fee Program Participation Agreement shall:
Be site and project specific.
In Restrict the sales price for the proposed Inclusionary Units as a condition of
receiving the benefit of the Program pursuant to the Fee Program
Participation Agreement.
,,to Allow for the deferral of payment of required Developer Fees and
Development Impact Fees until, and immediately prior to, the City's issuance
of a Certificate of Occupancy for the Inclusionary Units subject to the Fee
Program Participation Agreement If construction of Inclusionary Units is
phased, or consolidated into separate buildings, the payment of required
Developer Fees and Development Impact Fees will be required at the time a
final inspection and Certificate of Occupancy Is requested by the applicant for
each phase of the multi -family residential condominium project, or each
building constructed with Inclusionary Units.
iv) Provide for reimbursement to the City of all applicable Developer Fees
reduced by the City pursuant to the Program if, following twenty-four (24)
months from the City's approval of all discretionary land use entitlements
associated with the multi -family residential condominium project, the
applicant fails to obtain a building permit from the City to construct the
Inclusionary units. Extensions of time associated with land use entitlements
granted by the City shall automatically extend the time limit required herein.
Resolution No. 24654
Page 12
v) Provide for reimbursement to the City of a portion of applicable Developer
Fees reduced by the City pursuant to the Program if the applicant fails to
construct the number or percentage of Inclusionary Units specified in the Fee
Program Participation Agreement.
vi) Provide for the enforcement of the provisions of the Program;
vii) Bind applicant's successors In interest;
viii) Provide that the project applicant shall defend, indemnify and hold harmless
the City and its officials and employees for any claim or action arising from
the Agreement, including, without limitation, any claim of action regarding the
applicability of prevailing wages; and
ix) Be recorded with the Riverside County Recorder's Office.
e) The applicant shall be responsible for any recording fees of the Fee Program
Participation Agreement.
SECTION 3__ Severability.
Each component of the fees and all portions of this Resolution are severable. Should any
individual component of the fee or other provision of this Resolution be adjudicated to be
invalid and unenforceable, the remaining provisions shall be and continue to be fully
effective, and the fee shall be fully effective except as to that portion that has been judged
to be Invalid.
SECTION 4. Effective Date.
This Resolution will become effective Immediately upon adoption and remain effective
unless superseded by a subsequent resolution.
SECTION 5. CEQA.
Adoption of this Resolution is not considered a "Project" as defined by the California
Environmental Quality Act (CEQA). Pursuant to Section 15378(a), a "Project' means the
whole of an action, which has a potential for resulting in either a direct physical change in
the environment, or a reasonably foreseeable indirect physical change in the
environment. Adoption of this Resolution establishes a policy to establish reduced City
fees, and is considered exempt from CEQA pursuant to Section 15378(b), in that a
Project does not include: (5) Organizational or administrative acfivibes of governments
that will not result In direct or indirect physical changes in the environment.
Resolution No. 24654
Page 13
PASSED, APPROVED, AND ADOPTED BY THE PALM SPRINGS CITY
COUNCIL THIS 2nd DAY OF OCTOBER, 2019,
DAVID H. READY, ESQ .
CITY MANAGER
ATTEST:
HONY M
CITY CLERK
CERTIFICATION
STATE OF CALIFORNIA )
COUNTY OF RIVERSIDE ) ss.
CITY OF PALM SPRINGS)
I, ANTHONY J. MEJIA, MMC, City Clerk of the City of Palm Springs, hereby certify
that Resolution No. 24654 is a full, true and correct copy as was duly adopted at a regular
meeting of the City Council of the City of Palm Springs on the 2nd day of October, 2019,
by the following vote:
AYES: Councilmembers Holstege, Middleton, Roberts, Mayor Pro Tern Kors, and
Mayor Moon
NOES: None
ABSENT: None
ABSTAIN: None
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the
City of Palm Springs, California, this l u t- day of c c 4 t v,F , ?<- , �x
0NT
3% iHON MEJ A C
CITY CL K
n I ti �I'11��7 �c� �
LAND TITLE COMPANY
Date: February 14, 2022
City of Palm Springs
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92262
Attn: City Manager
Customer Ref. Number: Vacant Land, Palms Springs, CA
Our File No: 09196612-09
601 S. Figueroa St. Suite 4000
Los Angeles, CA. 90017
Telephone: 213-330-3100
Telec o pier: 213-330-3104
4100 Newport Place Drive, Ste.120
Newport Beach, CA 92660
Telephone: (949) 724-3140
Telecopier: (949) 258-5740
Please find enclosed the following items as they relate to the above title order:
® Original Recorded document(s) returned to us by the County Recorder.
❑ Policy (ies)
❑ Other
If there is anything that you should require, in addition to the items enclosed, please contact
the undersigned immediately.
Sincerely,
Kathy Religioso TeamReligioso@cltic.com
L/VLr ff CVLC-VVaavv 1
4
02/03/2022 04:32 PM Fees: $0.00
Page 1 of 101
RECORDING REQUESTED BY:
Recorded in Official Records
COMMONWEALTH LAND TITLE
County of Riverside
Peter Aldana
Assessor -County Clerk -Recorder
WHEN RECORDED MAIL TO:
CITY OF PALM SPRINGS
3200 E. TAHQUITZ CANYON WAY
**This document was electronically submitted
PALM SPRINGS, CA 92262
to the County of Riverside for recording"
ATTN: CITY MANAGER
Receipted by: KIYOMI #289
09I96612
REGULATORY AGREEMENT
(VISTA SUNRISE II)
RECORDING REQUESTED BY:
COMMONWEALTH LAND TITLE
WHEN RECORDED MAIL TO:
CITY OF PALM SPRINGS
3200 E. TAHQUITZ CANYON WAY
PALM SPRINGS, CA 92262
ATTN: CITY MANAGER
09196612
REGULATORY AGREEMENT
(VISTA SUNRISE II)
RECORDING REQUESTED BY AND
WHEN RECORDED MAIL TO:
City of Palm Springs
3200 E Tahquitz Canyon Way
[Palm Springs, CA 92262
Attn: City Manager
SPACE ABOVE FOR RECORDER'S USE ONLY
EXEMPT FROM RECORDING FEE PER
GOVERNMENT CODE §27383
REGULATORY AGREEMENT
(Vista Sunrise II)
by and between
THE CITY OF PALM SPRINGS,
a California charter city and municipal corporation,
and
VISTA SUNRISE II, L.P. ,
a California limited partnership
[Dated as of January 13, 2022 for reference purposes only]
55575.181751345897615
REGULATORY AGREEMENT
(Vista Sunrise II)
This REGULATORY AGREEMENT (Vista Sunrise II) ("Regulatory Agreement') is
made and entered into as of January 13, 2022, by and between THE CITY OF PALM SPRINGS,
a California charter city and municipal corporation ("City") and Vista Sunrise II, L.P., a California
limited partnership ("Owner").
RECITALS
A. The City and the Owner entered into that certain Affordable Housing and Loan
Agreement (Vista Sunrise II) dated as of January 13, 2022 (the "Affordable Housing
Agreement'), which provides that the City will loan certain funds to the Owner subject to the
terms and conditions of the Affordable Housing Agreement. Under the Affordable Housing
Agreement, the City has agreed to provide financial assistance to the Owner for acquisition of the
Property and the construction thereon by the Owner of 61 new residential units, of which 60 units
will constitute new permanent supportive housing units (1 unit will be manager -occupied), that
assist City in meeting its Very Low Income Regional Housing Needs Allocation (RHNA) goals
(the "Project'). Project includes forty-eight (48) studio units, twelve (12) one -bedroom units and
1 two -bedroom Manager Unit.
B. The City and the Owner desire that the Project be operated as a multifamily
residential community on the Property with the residential units made available to Qualified
Households at an Affordable Rent as more specifically defined herein. This Regulatory
Agreement establishes terms and conditions which govern the operation of the Property. The
Project anticipates the following unit mix for twenty-nine (29) of the sixty (60) new permanent
supportive housing units:
Studio Units
21 @ 30% AMI
1-Bedroom Units
8 @ 30% AMI
C. The terms of the Affordable Housing Agreement require that certain covenants and
affordability restrictions remain in full force and effect on the Project for a term commencing on
the date of recordation of this Regulatory Agreement and continuing for fifty-five (55) years
following the recordation of Certificate of Completion as defined herein ("Term").
D. A maximum of forty-nine percent (49%) of units in the housing complex on the
Site shall be rented to income -qualified tenants at Affordable Rents pursuant to this Agreement,
as that term is defined herein and in the Affordable Housing Agreement, for Term.
NOW, THEREFORE, IN CONSIDERATION OF THE MUTUAL COVENANTS AND
UNDERTAKINGS SET FORTH HEREIN, AND FOR OTHER GOOD AND VALUABLE
CONSIDERATION, THE RECEIPT AND SUFFICIENCY OF WHICH IS HEREBY
55575.3 8175\34757694.1
ACKNOWLEDGED, THE OWNER AND THE CITY DO HEREBY COVENANT AND
AGREE FOR THEMSELVES, THEIR SUCCESSORS AND ASSIGNS AS FOLLOWS:
1. Definitions of Certain Terms. as used in this Regulatory Agreement, the following
words and terms shall have the meaning as provided in the recitals or in this Section 1, unless the
specific context of usage of a particular word or term may otherwise require. all initially
capitalized terms used and not otherwise defined in the recitals or in this Section shall have the
meaning ascribed to such term by the AFFORDABLE HOUSING AGREEMENT.
1.1 30% Household. An individual or household that has a household income
equal to or less than thirty percent (30%) of then current AMI for Riverside County adjusted for
household size, as published by TCAC annually.
1.2 Affordable Rent. In reference to each Qualifying Unit, the maximum rent,
with allowance for utilities, for the applicable household income as published by TCAC annually.
1.3 AMI. The Area Median Family Income or AMI for Riverside County
means the most recent applicable county median family income published by HUD.
1.4 Annual Report. The Certification of Continuing Program Compliance
attached to this Regulatory Agreement as Attachment No. 3 and incorporated by this reference or
comparable report filed annually by the Owner with TCAC, HCD or other governmental agencies.
1.5 Automobile Liability Insurance. Insurance coverage against claims of
personal injury (including bodily injury and death) and property damage covering all the Owner
owned, leased, hired and non -owned vehicles, with minimum limits for bodily injury and property
damage of One Million Dollars ($1,000,000). Such insurance shall be provided by a business or
commercial vehicle policy and may be provided through a combination of primary and excess or
umbrella policies, all of which shall be subject to pre -approval by the City, which approval shall
not be unreasonably withheld, delayed or conditioned.
1.6 Certificate of Completion. The written certification of the City, in
substantially the form of Attachment No. 8 attached to the Affordable Housing Agreement,
certifying that the Project has been completed in compliance with the terms and conditions of this
Regulatory Agreement.
y, -1 4-r, 9,xK&iA-t 9
1.7 City Parties. Collectively, the City and its commissions, agents, attorneys,
officers, employees, and authorized representatives.
1.8 Income Certification Form. The Certification of Tenant Eligibility attached
to this Regulatory Agreement as Attachment No. 2 and incorporated by this reference, or
comparable income certification form required by HCD or other governmental agencies.
1.9 Liability Insurance. Commercial general liability insurance against claims
for bodily injury, personal injury, death, or property damage occurring upon, in, or about the
Property, the Project or adjoining streets or passageways, at least as broad as Insurance Services
Office Occurrence Form CG0001, with a minimum liability limit of Two Million Dollars
($2,000,000) for any one occurrence and which may be provided through a combination of primary
and excess or umbrella insurance policies. If commercial general liability insurance or other form
with a general aggregate limit is used, either the general aggregate limit shall apply separately to
the Project or the general aggregate limit shall be twice the required minimum liability limit for
any one occurrence.
1.10 Manager Unit. The one (1) Two Bedroom Unit within the Project reserved
exclusively for use by the on -site manager employed by the Owner or the Property Manager, as
applicable.
1.11 One Bedroom Unit. Any one of the one bedroom residential
accommodations within the Project.
1.12 Permanent Supportive Housing Permanent housing with no limit on the
length of stay that is occupied by the target population (Very Low -Income Households) and that
is linked to onsite or offsite services that assist the supportive housing residents in retaining the
housing, improving his or her health status, and maximizing his or her ability to live and, when
possible, work in the community, pursuant to Health and Safety Code Section 50490.
1.13 Project. The operation of a multi -family rental housing project which shall
include not less than 61 new residential units, of which 29 units will constitute new permanent
supportive housing units (1 unit will be manager -occupied), which shall be rented to Qualified
Households at Affordable Rents, and all related on- and off -site improvements, as more
particularly described in the Affordable Housing Agreement. Project includes forty-eight (48)
studio units, twelve (12) one -bedroom units and 1 two -bedroom manager unit.
1.14 Property. The Vista Sunrise II, located at 1527 N. Sunrise Way Palm
Springs, California, 92262 (APN: 507-100-041-0), more particularly described in the legal
description attached hereto as Attachment No. 1.
1.15 Property Insurance. Insurance providing coverage for the Property and all
improvements on or to the Property against loss, damage, or destruction by fire and other hazards
encompassed under the broadest form of property insurance coverage then customarily used for
like properties in the County of Riverside, excluding earthquake coverage, in an amount equal to
one hundred percent (100%) of the replacement value (without deduction for depreciation) of all
improvements comprising the Project (excluding excavations and foundations) and in any event
sufficient to avoid co-insurance and with no co-insurance penalty provision, with "ordinance or
law" coverage. To the extent customary for like properties in the County of Riverside at the time,
such insurance shall include coverage for explosion of steam and pressure boilers and similar
apparatus located on the Property; an "increased cost of construction" endorsement; and an
endorsement covering demolition and cost of debris removal, all subject to policy sublimits.
Property Insurance shall also include rental or business interruption insurance in an amount, at
least, equal to the average annual gross income from the Project for the preceding three (3) calendar
years and providing for a 12-month extended period of indemnity.
1.16 Qualified Households. A household that (1) intends to reside in the
Qualifying Unit; and (2) whose income does not exceed the maximum income allowable for the
subject Qualifying Unit.
3
55575.3 8175\34757694.1
1.17 Qualifyin Units. The twenty-nine (29) of sixty (60) residential units
comprised of:
Studio Units
21 @ 30% AMI
1-Bedroom Units
8 @ 30% AMI
All within the Project restricted to occupancy by Qualified Households as set forth in Section 6.
1.18 Studio Unit. Any one of the one bedroom residential accommodations
within the Project.
1.19 Term. The period of time following the date of recordation of this
Regulatory Agreement, and ending on the fifty-fifth (55th) anniversary of recordation of the
Certificate of Completion.
1.20 Very -low Income Household. An individual or family whose income does
not exceed the qualifying limits for very low income families, meaning households earning
between 30% and 50% of the Riverside County Area Median Income, pursuant to TCAC.
1.21 Workers Compensation Insurance. Workers compensation insurance
complying with the provisions of California law and an employer's liability insurance policy or
endorsement to a liability insurance policy, with a minimum liability limit of One Million Dollars
($1,000,000) per accident for bodily injury or disease, covering all employees of the Owner.
2. Reservation of Property for Affordable Housing. The Owner covenants and agrees
to reserve and restrict the Property for construction of the Project and, thereafter, reserve and
restrict use and residential occupancy of the Qualifying Units by households who, at the time of
initial occupancy of a Qualifying Unit and continuously thereafter (subject to the other provisions
of this Regulatory Agreement), until the end of the Term, are members of a Qualifying Household.
3. Affordable Multi -Family Residential Rental Property Restrictive Covenant. The
Owner covenants to and for the benefit of the City that the Owner shall develop, own, manage and
operate, or cause the management and operation of, the Project to provide multi -family residential
rental housing in the Qualifying Units only to Qualifying Households at an Affordable Rent. The
Owner hereby affirms its covenant set forth in Sections 4 and 5 of the Affordable Housing
Agreement to develop the Property with the Project and such covenant is incorporated into this
Regulatory Agreement in its entirety by this reference. The Owner will not knowingly permit any
Qualifying Unit to be used on a transient basis and will not lease or rent any Qualifying Unit for
an initial period of less than twelve (12) months. No Qualifying Unit will, at any time, be leased
4
55575.38175\34757694.1
or rented for use as a hotel, motel, time share, dormitory, fraternity house, sorority house, rooming
house, hospital, nursing home, sanitary or rest home.
4. Continuous Operation Covenant. The Owner covenants to and for the benefit of
the City to cause the Project to be continuously operated, in accordance with the other provisions
of this Regulatory Agreement, throughout the Term.
5. Abandonment. The Owner shall not abandon or surrender the operation of all or
any part of the Project during the Term, except due to material casualty or condemnation.
6. Rental of Qualifying Units. The Owner covenants that each of the twenty-nine
Qualifying Units shall be occupied or available for occupancy by a Qualifying Household at an
Affordable Rent on a continuous basis throughout the Term, at 30% AMI
7. Affordable Rent. The monthly rent charged to a Qualifying Household for the
occupancy of a Qualifying Unit shall never exceed an Affordable Rent for such Qualifying Unit
set forth in Section 1.18.
7.1 Rent for Qualifying Units may be increased only once per calendar year,
based on changes in Area Median Income; provided that the rent for each Qualifying Unit must
never exceed an Affordable Rent for the Qualifying Unit as necessary to maintain the tenant
income level specified in Section 6.
7.2 Determination of Qualifying Household income shall be made by the
Owner at the time of initial application by an individual or family for occupancy of a Qualifying
Unit. At the time of initial application, the Owner shall require an applicant to complete the
Income Certification Form and certify the accuracy of the information provided on such form.
Each calendar year during the Term, the Owner shall require each Qualifying Household
occupying a Qualifying Unit to recertify the Qualifying Household's income on the Income
Certification Form. The Owner shall make a good faith effort to verify the accuracy of income
information provided in any Income Certification Form by an applicant for occupancy of a
Qualifying Unit or by a Qualifying Household occupying a Qualifying Unit, by taking one or more
of the following steps, as reasonably required or indicated: (1) obtain an income tax return and
copy of each W2 Wage and Earnings Statement for the most recently concluded income tax year;
(2) conduct a credit reporting agency or similar search; (3) obtain an income verification form
from the applicant's or the Qualifying Household's current employer(s); (4) obtain an income
verification form from the United States Social Security Administration and/or the California
Department of Social Services, if the applicant or the Qualifying Household receives assistance
from either of such agencies; or (5) if the applicant or an adult member of a Qualifying Household
is unemployed and has no such income tax return, obtain another form of independent verification.
For purposes of this Section 7.2, the Owner may conclusively rely upon the evidence of the age of
the occupant(s) of a Qualifying Unit as presented in a valid California Driver's License, other form
of identification issued by the State of California or the United States Government, which includes
a date of birth. All such verification information shall only be obtained by the Owner after
obtaining the applicant's or the Qualifying Household's written consent for the release of such
information to the Owner. Failure to consent in writing to the release of such income verification
information to the Owner may disqualify an applicant for occupancy of a Qualifying Unit or be
grounds for termination of Qualifying Household's occupancy of a Qualifying Unit.
7.3 The restricted income level of each Qualifying Unit may change as
Qualifying Units become vacant (to the extent necessary to satisfy the "next available unit rule"
or other similar requirements imposed by Project financing sources. In all circumstances, though,
the rent for each Qualifying Unit shall be an Affordable Rent for the Qualifying Unit as necessary
to maintain the restricted income tenant mix required under Section 6. If, upon any recertification,
the income of a previously Qualifying Household exceeds one hundred forty percent (140%) of
the qualifying income for a Qualifying Household, then, subject to applicable law and the
requirements of any financing source, the Owner or Property Manager shall notify such household
that its lease for its Qualifying Unit will not be renewed upon the expiration of its lease, unless the
household again becomes a Qualifying Household upon recertification prior to the expiration of
its lease. In any event, if the income category of a Qualifying Household upon recertification
exceeds the qualifying income of the Qualifying Unit, then such Qualifying Household shall be
permitted to continue to occupy the Qualifying Unit and the Affordable Rent may be increased to
one -twelfth of thirty percent (30%) of the Qualifying Household's actual income, adjusted for
household size, upon thirty (30) days written notice to the Qualifying Household, and the
Qualifying Unit shall continue to be classified as a Qualifying Unit at the existing income level,
but the Owner or Property Manager shall rent the next available Unit to a Qualifying Household
with an income level that will maintain the tenant income level mix set forth in Section 6. To the
extent the federal low-income housing tax credit requirements conflict with the requirements in
this Section 7.3 relative to the continued occupancy by households that do not qualify as Qualifying
Households, the federal low-income housing tax credit requirements shall apply in place of the
provisions in this Section 7.3.
7.4 The Owner shall maintain on file all Income Certification Forms completed
by applicants for occupancy of Qualifying Units and by Qualifying Households that occupied or
are occupying Qualifying Units in accordance with Section 6 and shall provide copies of the rent
roll and Income Certification Forms to the City for its review and approval within fifteen (15) days
following Notice to the Owner.
7.5 The Owner and each Qualifying Household occupying a Qualifying Unit
shall permit the City to conduct inspections of the Property, the Project and each Qualifying Unit,
from time -to -time, for purposes of verifying compliance with this Regulatory Agreement, upon
fifteen (15) days prior written notice to the Owner.
7.6 The Owner shall submit its first Annual Report to the City on the April 30th
immediately following the issuance of the final Certificate of Occupancy for the Project by the
City. Thereafter, on each April 30 during the Term, the Owner shall submit an Annual Report to
the City. The City shall maintain the confidentiality of the information contained in any Annual
Report specifically relating to any particular Qualifying Household occupying a Qualifying Unit,
to the extent reasonably allowed by Law, as determined by the City's general or special counsel.
7.7 City warrants that it will provide Owner with reasonable notice of any
unauthorized, unlawful disclosure of Income Certification Forms or related Tenant records
provided to City by Owner in conformance with this Section 7.7. Under such circumstances, City
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holds Owner harmless from any and all damages resulting from any such unauthorized and illegal
disclosure contemplated by this Section 7.7 for Income Certification Forms or related Tenant
records while in City's possession. Owner warrants and acknowledges that City is a California
public agency subject to State open government laws, including the California Public Records Act
(Gov. Code § 6250, et. seq.).
7.8 It is anticipated that certain Qualifying Units (the "Subsidy Units") may
receive Project -Based Section 8 or other rental or operating subsidies including a COSR (the
"Rental Subsidy") throughout the Term. If any change in federal law occurs, or any action (or
inaction) by Congress or any federal or state agency occurs, which results in a material reduction,
termination or nonrenewal of the Rental Subsidy through no fault of Borrower, such that the Rental
Subsidy shown on the budget for the Project approved by the City is no longer available, Borrower
shall, in anticipation of such loss in Rental Subsidy, use good faith efforts for a period of sixty (60)
days, to obtain alternative sources of rental subsidies and shall provide the City weekly progress
reports on Borrower's efforts to obtain alternative sources of rental subsidies. If at the end of such
sixty (60) day period Borrower is unable to secure an alternate source of rental subsidy,
notwithstanding the requirements of this Section 7, Borrower may increase the Affordable Rent
on one or more of the Qualifying Units that overlap with a Subsidy Unit, to the TCAC 60% Rent,
subject to the following requirements:
(a) Any such Affordable Rent increase must be pursuant to a transition plan
approved by the City showing how the Affordable Rent increase will be phased -in, and which
Qualifying Units will be subject to the increase, and, if applicable, be consistent with remedial
measures set forth in California Code of Regulations Title 4, Division 17, Chapter 1, Section
10337(a)(3) or successor regulation applicable to California's Federal and State Low Income
Housing Tax Credit Program;
(b) At the time Borrower requests an increase in the Affordable Rent, Borrower
shall provide the City with a copy of the proposed Annual Budget showing the impact of the loss
or reduction of the Rental Subsidy;
(c) Any subsequent Affordable Rent increases remain subject to Section 7; and
(d) The number of Qualifying Units subject to the Affordable Rent increase and
the level of rent increase may not be greater than the amount required to ensure that the Project
generates sufficient income to cover its operating costs and debt service as shown on the Annual
Budget, and as is necessary to maintain the financial stability of the Project.
(e) Borrower shall continue to use good faith efforts to obtain alternative
sources of rental subsidies and shall provide the City with annual progress reports on efforts to
obtain alternative sources of rental subsidies that would allow the rents on the Qualifying Units to
be reduced back to the Affordable Rents set out in Section 7 above. Upon receipt of any alternative
rental subsidies, Borrower shall reduce the rents on the Qualifying Units back to the Affordable
Rents set out in Section 7, to the extent that the alternative rental subsidies provide sufficient
income to cover the operating costs and debt service of the Project as shown on the Annual Budget.
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8. The Owner Covenant Regarding Lease of Qualifying Units. The Owner, for itself,
its successors and assigns, covenants and agrees that, if any Qualifying Unit is rented or leased
during the Term, the rental or lease of the Qualifying Unit shall be accomplished through a written
lease agreement and all of the following restrictions shall apply:
8.1 A Qualifying Household shall be the record tenant and only occupant of the
Qualifying Unit.
8.2 The lease for each Qualifying Unit shall be for an initial term of not less
than twelve (12) months.
8.3 Each lease for a Qualifying Unit shall contain all of the following
provisions:
8.3.1 An agreement authorizing the Owner to immediately terminate the tenancy
of a Qualifying Household occupying a Qualifying Unit, where one or more members of that
Qualifying Household misrepresented any fact material to the qualification of such household as
a Qualifying Household;
8.3.2 An agreement providing that each Qualifying Household occupying a
Qualifying Unit shall be subject to annual certification or recertification of income as a condition
to continued occupancy of the Qualifying Unit;
8.3.3 An agreement providing that each Qualifying Household occupying a
Qualifying Unit may be subject to rental increases in accordance with this Regulatory Agreement;
8.3.4 Each tenant of a Qualifying Unit shall be required to execute a "crime free
addendum" as part of the rental agreement or lease;
8.3.5 An agreement providing that the Owner will not discriminate on the basis
of race, color, creed, religion, sex, gender, gender identity, gender expression, sexual orientation,
marital status, national origin, ancestry, familial status, source of income, disability, genetic
information or receipt of public assistance or housing assistance in connection with rental of a
Qualifying Unit, or in connection with the employment or application for employment of persons
for operation and management of the Project, and all contracts, applications and leases entered into
for such purposes shall contain similar non-discrimination clauses to such effect; and
8.3.6 . [Intentionally Deleted]
8.4 The Owner shall not terminate the tenancy or refuse to renew the lease or
rental agreement of a Qualifying Household except for: (i) serious or repeated violations of the
terms and conditions of the lease; (ii) because the previously Qualifying Household is no longer a
Qualifying Household (subject to the provisions of Section 7); (iii) for violation of applicable
Federal, State, or local law; or (iv) for other good cause. The Owner shall follow all applicable
laws, rules and regulations in connection with termination of the tenancy of a Qualifying
Household or a refusal to renew the lease or rental agreement of a Qualifying Household.
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8.5 Tenant Selection Policies and Criteria. The Owner shall adopt written
tenant selection policies and criteria that:
8.5.1 are consistent with the purpose of providing affordable rental housing for
Qualifying Households at an Affordable Rent;
8.5.2 are reasonably related to tenant eligibility and ability to perform the
obligations of the lease for a Qualifying Unit;
8.5.3 subject to applicable fair housing laws, give reasonable preference and
consideration to the housing needs of households residing in the City of Palm Springs, including
those that are involuntarily displaced by natural disaster, or by activities of the City, including but
not limited to priority placement on a written waiting list of available units;
8.5.4 subject to applicable fair housing laws, give reasonable preference and
consideration to the housing needs of households residing in, employed in, or offered employment
in the City of Palm Springs, including but not limited to priority placement on a written waiting
list of available units;
8.5.5 provide for the selection of tenants from a written waiting list in the
chronological order of their application subject to Sections 8.5.3 and 8.5.4, insofar as is practicable;
8.5.6 give prompt written notice to any rejected applicant of the grounds for
rejection;
8.5.7 provide for all of the Qualifying Units to be available for occupancy on a
continuous basis to Qualifying Households at an Affordable Rent; and
8.5.8 do not give preference to any particular class or group of persons in leasing
or renting the Qualifying Units, except as provided in Sections 8.5.3 and 8.5.4 and to the extent
that a tenant must be a Qualifying Household.
9. Non -Discrimination. All units in the Project shall be available at an Affordable
Rent for occupancy on a continuous basis to Qualified Households. Except as provided in Sections
8.5.3 and 8.5.4, the Owner shall not give preference to any particular class or group of persons in
renting the units in the Project. There shall be no discrimination against or segregation of any
person or group of persons, on account of race, color, creed, religion, sex, gender, gender identity,
gender expression, sexual orientation, marital status, national origin, ancestry, familial status,
source of income, disability, or genetic information in the leasing, subleasing, transferring, use,
occupancy, tenure, or enjoyment of any Unit. Neither the Owner nor any person claiming under
or through the Owner, shall 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 any Unit or in connection with the employment of
persons for the operation and management of any Unit, the Project or the Property. All deeds,
leases or contracts made or entered into by the Owner as to the units, the Project or the Property
or any portion thereof, shall contain covenants prohibiting discrimination, as prescribed by this
Regulatory Agreement. The Owner shall include a statement in all advertisements, notices and
signs for the availability of units in the Project for rent to the effect that the Owner is an Equal
Housing Opportunity Provider.
10. Equal Housing Notice. Provide for a statement in all advertisements, notices and
signs for the availability of Qualifying Units for lease or rent to the effect that the Owner is an
equal housing opportunity provider, and include an equal housing opportunity logotype in all
notices, signs and advertisements in print media for the Qualifying Units.
11. Development and Management of the Project.
11.1 Management of Project, Property Manager. Owner shall manage or cause
the Project, and all appurtenances thereto that are a part of the Project, to be managed in a prudent
and business -like manner, consistent with good property management standards for other
comparable first quality, well -managed affordable rental housing projects in the County of
Riverside. Owner may contract with a property management company or property manager, to
operate and maintain the Project; provided, however, the selection and hiring of the Property
Manager (and each successor or assignee), including any Affiliate, is and shall be subject to prior
written approval of the City Manager (or designee) in his or her discretion. The Property Manager
shall manage the Project in accordance with the definitions of Affordable Rent, the tenant selection
requirements, and the definitions relating to income contained herein and in the Affordable
Housing Agreement. The Property Manager shall be responsible for management of the Project,
including, without limitation, the selection of Qualified Households, certification and
recertification of household size, income, gender and the age of the head of household and relation
of head of household to the household, of all Qualified Households, evictions, collection of rents
and deposits, maintenance, landscaping, routine and extraordinary repairs, replacement of capital
items, and security. The City shall have bear no responsibility for the management or operation
of the Project or the Property. Owner shall conduct due diligence and background evaluation of
any potential third -party property manager or property management company to evaluate
experience, references, credit worthiness, and related qualifications as a property manager. Any
proposed property manager shall have significant and relevant prior experience with affordable
housing projects and properties comparable to the Project and the references and credit record of
such property manager/company shall be investigated (or caused to be investigated) by Owner
prior to submitting the name and qualifications of such proposed property manager to the City
Manager for review and approval. A complete and true copy of the results of such background
evaluation shall be provided to the City Manager. Approval of a Property Manager by the City
Manager shall not be unreasonably delayed but shall be in his/her sole reasonable discretion, and
the City Manager shall use good faith efforts to respond as promptly as practicable in order to
facilitate effective and ongoing property management of the Project on either a temporary or
permanent basis. The replacement of a Property Manager by Owner and/or the selection by Owner
of any new or different Property Manager during the Term shall also be subject to the foregoing
requirements, except in the case of temporary management by a lender or limited partner of Owner,
which shall be immediately submitted to City for approval and will not last longer than 30 days.
11.2 Property Management Plan. Within the time set forth in the Affordable
Housing Agreement, Owner shall prepare and submit to the City Manager for review and approval,
a management plan for the Project which must include a detailed plan and strategy for long term
marketing, operation, maintenance, repair and security of the Project, inclusive of social services
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for the residents of the units, on -site parking policies, and the method of selection of tenants, rules
and regulations for tenants, and other rental policies for the Project ("Property Management Plan").
The City Manager shall review and shall act reasonably to approve or disapprove the Property
Management Plan within a reasonable time. The approval of the Property Management Plan is a
necessary condition precedent to approval by City of Project building plans. Subsequent to
approval of the Property Management Plan by the City Manager the ongoing management and
operation of the Project shall be in compliance with the approved Property Management Plan.
During the Term, Borrower and its Property Manager may from time to time submit to the City
Manager proposed amendments to the Property Management Plan, the implementation of which
shall also be subject to the prior written approval of the City Manager.
11.3 Gross Mismanagement. During the Term, and in the event of "Gross
Mismanagement" (as defined below) of the Project, the City Manager and/or the City shall have
and retain the authority to direct and require any condition(s), acts, or inactions of Gross
Mismanagement to cease and/or be corrected immediately, and further to direct and require the
immediate removal of the Property Manager and replacement with a new qualified and approved
Property Manager, if such condition(s) is/are not ceased and/or corrected after expiration of thirty
(30) days from the date of written notice from the City Manager. If Owner or Property Manager
has commenced to cure such Gross Mismanagement condition(s) on or before the 20th day from
the date of written notice (with evidence of such submitted to the City Manager), but has failed to
complete such cure by the 30th day (or such longer period if the cure cannot reasonably be
accomplished in thirty (30) days as reasonably determined by the non -defaulting party), then
Owner and its Property Manager shall have an additional ten (10) days to complete the cure of
Gross Mismanagement condition(s). In no event shall any condition of Gross Mismanagement
continue uncured for a period exceeding forty-five (45) days from the date of the initial written
notice of such condition(s), except that the conditions described in subdivisions 11.3.4 and 11.3.5
below may exist for up to, but no longer than, seventy-five (75) days without triggering the City's
right to remove the Property Manager as described in the immediately following sentence as long
as Owner is diligently working to cure such conditions of Gross Mismanagement. If such
condition(s) do persist beyond such period, the City Manager shall have the sole and absolute right
to immediately and without further notice to Owner (or to Property Manager or any other
person/entity) to remove the Property Manager and replace the Property Manager with a new
property manager of the City Manager's selection at the sole cost and expense of Owner. If Owner
takes steps to select a new Property Manager that selection is subject to the requirements set forth
above for selection of a Property Manager.
For purposes of this Regulatory Agreement, the term "Gross Mismanagement" shall mean
management of the Project in a manner which knowlingly violates the terms and/or intention of
this Agreement to operate a first quality affordable housing complex, and shall include, but is not
limited to, any one or more of the following:
11.3.1 Leasing of a unit to tenants who exceed or households that do not qualify
under the Qualifying Unit thresholds (except if such action was based on fraudulent documents
submitted by such tenant in the course of application for occupancy of a unit, which could not be
discovered by the Property Manager initially through the exercise of ordinary and customary due
diligence);
11.3.2 Allowing tenants to exceed the prescribed occupancy levels without taking
immediate action to stop such overcrowding consistent with applicable laws;
11.3.3 Under -funding required reserve accounts;
11.3.4 Failing to timely maintain the Project in accordance with the Property
Management Plan;
11.3.5 Failing to submit timely and/or complete annual reports to the City as
required herein;
11.3.6 Fraud or embezzlement of Project funds, including without limitation funds
in the reserve accounts;
11.3.7 Failing to fully cooperate with the Palm Springs Police Department or other
local law enforcement agency(ies) with jurisdiction over the Project, in maintaining a crime -free
environment within the Project;
11.3.8 Failing to fully cooperate with the Palm Springs Fire Department or other
local public safety agency(ies) with jurisdiction over the Project, in maintaining a safe and
accessible environment within the Project; and
11.3.9 Failing to fully cooperate with local health and safety enforcement
agency(ies) with jurisdiction over the Project, in maintaining a decent, safe and sanitary
environment within the Project.
Notwithstanding the requirements of the Property Manager to correct any condition of Gross
Mismanagement as described above, Owner is obligated and shall use its best efforts to correct
any defects in property management or operations at the earliest feasible time and, if necessary, to
replace the Property Manager as provided above. Owner shall include advisement and provisions
of the foregoing requirements and requirements of this Agreement within any contract between
Owner and its Property Manager for the Project.
11.4 Code Enforcement. Owner acknowledges and agrees that the City, and
their employees and authorized agents, shall have the right to conduct code compliance and/or
code enforcement inspections of the Project and the units, both exterior and interior, at reasonable
times and upon reasonable notice (not less than forty-eight (48) hours' prior notice, except in an
emergency) to Owner and/or an individual tenant. If such notice is provided by City
representative(s) to Owner, then Owner (or its Property Manager) shall immediately and directly
advise any affected tenant of such upcoming inspection and cause access to the area(s) and/or
unit(s) at the Project to be made available and open for inspection. Owner shall include express
advisement of such inspection rights within the lease/rental agreements for each unit in the Project
in order for each and every tenant and tenant household to be aware of this inspection right.
11.5 Onsite Services. Owner shall provide a variety of social services at the
Project. Owner shall use its best efforts to create a comprehensive social service program that is
targeted to the needs of the residents of the Project which, in addition to including all of the services
mandated by the HHAP Agreement, may include the following services: after school programs of
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an ongoing nature for school age children, and the availability of a bona fide services coordinator
or social worker to the tenants. Owner shall ensure that all personnel providing or coordinating
all social services shall be adequately trained and counseled. Within thirty (30) days after Owner
has initially leased fifty percent (50%) of the units, Owner shall provide City with a list and
summary of the social services Owner will provide at the Project. Owner shall promptly notify
the City, in writing, whenever Owner anticipates making any changes to Owner's social services
program, which notification shall set forth, with specificity, the anticipated changes. Borrower
shall also provide to the City, an annual an Economic Mobility Report ("Report"). This Report
will summarize program activities designed to encourage self-sufficiency and promotion to
market -rate housing. The Report will include information regarding the programs offered, the
attendance, and number of residents that successfully transitioned to market -rate housing.
11.6 Insurance.
11.6.1 Required Insurance. Owner shall procure and maintain, at its sole cost and
expense, in a form and content satisfactory to City, during the entire term of this Agreement,
duplicate originals or appropriate endorsements of commercial general liability insurance policies
in the amount of at least Two Million Dollars ($2,000,000) combined single limits, naming City
and its officers, employees, and agents as additional insureds or co -insureds. Owner shall also
furnish or cause to be furnished to City evidence of builder's risk coverage written on a completed
value basis in an amount equal to the full replacement cost of the improvements with coverage
available on the so-called non -reporting "all risk" form of policy, including coverage against
collapse, fire, and water damage, with such insurance to be in such amounts and form and written
by such companies as shall be approved by City. Such policy shall name City as a loss payee. The
foregoing insurance policies:
11.6.1.1 shall be primary insurance and not contributory with
any other insurance which City may have;
11.6.1.2 shall contain no special limitations on the scope of
protection afforded to City and its officers, employees, agents, and representatives;
11.6.1.3 shall be "date of occurrence" and not "claims made"
insurance;
11.6.1.4 shall apply separately to each insured against whom
claim is made or suit is brought, except with respect to the limits of the insurer's liability;
11.6.1.5 shall provide that the policy will not be cancelled by
the insurer or Borrower unless there is a minimum of thirty (30) days prior written notice to City;
11.6.1.6 shall be written by a good and solvent insurer
admitted in California and registered with the California State Department of Insurance; and
11.6.1.7 shall be endorsed to state that any failure to comply
with the reporting provisions of the policies shall not affect coverage provided to City.
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Owner shall also furnish or cause to be furnished to City evidence reasonably satisfactory to City
that Owner's Contractor carries workers' compensation insurance as required by law.
Owner agrees that the provisions of this Section 11.6 shall not be construed as limiting in any way
the extent to which Owner may be held responsible for the payment of damages to any persons or
property resulting from Owner's activities or the activities of any person or persons for which
Owner is otherwise responsible. No later than five (5) days after the Effective Date, Owner shall
provide evidence of the above -required insurance (such as Certificates of Insurance of appropriate
insurance binders) and obtain approval thereof from City, which approval shall not be
unreasonably withheld or delayed and may be waived in City's sole and absolute discretion.
Evidence of builder's risk coverage may be provided after Owner receives all necessary
construction financing.
11.6.2 Deliveries to the City. The Owner shall deliver to the City evidence of all
insurance policies required by this Regulatory Agreement. No later than three (3) days before any
insurance required by this Regulatory Agreement expires, is cancelled or its liability limits are
reduced or exhausted, the Owner shall deliver to the City evidence of the Owner's maintenance of
all insurance this Regulatory Agreement requires. Each insurance policy required by this
Regulatory Agreement shall be endorsed to state that coverage shall not be cancelled, suspended,
voided, reduced in coverage or in limits, except after thirty (30) calendar days' advance written
notice of such action has been given to the City by certified mail, return receipt requested; provided
that if a thirty (30) days' notice of cancellation endorsement is not available the Owner shall notify
the City of this unavailability in writing and shall forward any notice of cancellation to the City
within two (2) business days from date of receipt by the Owner; and further provided, however,
that only ten (10) days' advance written notice shall be required for any such action arising from
non-payment of the premium for the insurance. Phrases such as "endeavor to" and "but failure to
mail such Notice shall impose no obligation or liability of any kind upon the company" shall not
be included, to the extent commercially available, in the cancellation wording of any certificates
or policies of insurance applicable to the City Parties pursuant to this Regulatory Agreement.
11.6.3 Waiver of Certain Claims. The Owner shall cause each insurance carrier
providing insurance coverage under this Regulatory Agreement to endorse their applicable
policy(ies) with a Waiver of Subrogation with respect to the City Parties, if not already in the
policy. To the extent that the Owner obtains insurance with a Waiver of Subrogation, the parties
release each other, and their respective authorized representatives, from any claims for damage to
any person or property to the extent such claims are paid by such insurance policies obtained
pursuant to and in satisfaction of the provisions of this Regulatory Agreement.
11.6.4 No Claims Made Coverage. None of the insurance coverage required under
this Regulatory Agreement may be written on a claims -made basis.
11.6.5 Fully Paid and Non -Assessable. All insurance obtained and maintained by
the Owner pursuant to this Section 11.6 shall be fully paid for and non -assessable. However, such
insurance policies may be subject to insurer audits.
11.6.6 City Option to Obtain Coverage. During the continuance of an Event of
Default arising from the failure of the Owner to carry any insurance required by this Regulatory
14
Agreement, the City may, at its option, purchase any such required insurance coverage and the
City shall be entitled to immediate payment from the Owner of any premiums and associated
reasonable costs paid by the City for such insurance coverage. Any amount becoming due and
payable to the City under this Section 11.6.6 that is not paid within fifteen (15) calendar days after
written demand from the City for payment of such amount, within an explanation of the amounts
demanded, will bear interest from the date of the demand at the rate of eight percent (8%) per
annum or the maximum interest rate allowed by applicable law, whichever is less. Any election
by the City to purchase or not to purchase insurance otherwise required by the terms of this
Regulatory Agreement to be carried by the Owner shall not relieve the Owner of its obligation to
obtain and maintain any insurance coverage required by this Regulatory Agreement.
11.6.7 Deductibles and Self -Insured Retentions. Any deductibles or self -insured
retentions under insurance policies required by this Regulatory Agreement shall be declared to and
approved by the City. The Owner shall pay all such deductibles or self -insured retentions
regarding the City Parties or, alternatively, the insurer under each insurance policy required by this
Section 11.6 shall eliminate such deductibles or self -insured retentions with respect to the City
Parties.
11.6.8 No Separate Insurance. The Owner shall not carry separate or additional
insurance concurrent in form or contributing in the event of loss with that required under this
Regulatory Agreement, unless the City is made an additional insured thereon, as required by this
Regulatory Agreement.
11.6.9 Insurance Independent of Indemnification. The Owner's Liability
Insurance policy shall contain contractual liability coverage for the Owner's indemnity obligations
under this Regulatory Agreement. The Owner's obtaining or failure to obtain such contractual
liability coverage shall not relieve the Owner from nor satisfy any indemnity obligation of the
Owner under this Regulatory Agreement. The insurance requirements of this Regulatory
Agreement are independent of the Owner indemnification and other obligations under this
Regulatory Agreement and shall not be construed or interpreted in any way to satisfy, restrict,
limit, or modify the Owner's indemnification or other obligations or to limit the Owner's liability
under this Regulatory Agreement, whether within, outside, or in excess of such coverage, and
regardless of solvency or insolvency of the insurer that issues the coverage; nor shall the provision
of such insurance preclude the City from taking such other actions as are available to it under any
other provision of this Regulatory Agreement or otherwise at law or in equity.
11.6.10 Nature of Insurance. The policies of insurance required by this
Regulatory Agreement shall be issued by carriers that: (a) are listed in the current `Best's Key
Rating Guide—Property/Casualty—United States & Canada" publication (or its equivalent, if
such publication ceases to be published) with a minimum financial strength rating of "A-" and a
minimum financial size category of "XI" (exception may be made for the California Compensation
Insurance Fund when not specifically rated); and (b) are authorized to do business in California.
The Owner may provide any insurance under a "blanket" or "umbrella" insurance policy, provided
that: (i) such policy or a certificate of such policy shall specify the amount(s) of the total insurance
allocated to the Property and the Project, which amount(s) shall equal or exceed the amount(s)
required by this Regulatory Agreement; and (ii) such policy otherwise complies with this
Regulatory Agreement.
15
12. Maintenance of the Project. The Owner, for itself, its successors and assigns,
hereby covenants and agrees that the exterior areas of the Project which are subject to public view
(e.g.: all improvements, paving, walkways, landscaping, and ornamentation) shall be maintained
in good repair and in a neat, clean and orderly condition, ordinary wear and tear excepted. In the
event that at any time during the Term, there is an occurrence of an adverse condition on any area
of the Project which is subject to public view in contravention of the general maintenance standard
described above ("Maintenance Deficiency"), then the City shall notify the Owner in writing of
the Maintenance Deficiency and give the Owner thirty (30) calendar days from the date of such
notice to cure the Maintenance Deficiency as identified in the notice. "Maintenance Deficiency"
includes, without limitation, the following inadequate or non -conforming property maintenance
conditions and/or breaches of residential property use restrictions: (i) failure to properly maintain
the windows, structural elements, and painted exterior surface areas of the units in a clean and
presentable manner; (ii) failure to keep the common areas of the Project free of accumulated debris,
appliances, inoperable motor vehicles or motor vehicle parts, or free of storage of lumber, building
materials or equipment not regularly in use on the Property; (iii) failure to regularly maintain,
replace and renew the landscaping in a reasonable condition free of weed and debris; and (iv) the
use of garage areas on the Project for purposes other than the parking of motor vehicles and the
storage of personal possessions and mechanical equipment of persons residing in the Project.
12.1 In the event the Owner fails to cure or commence to cure the Maintenance
Deficiency within the time allowed, the City may thereafter conduct a public hearing following
transmittal of written notice thereof to the Owner ten (10) calendar days prior to the scheduled date
of such public hearing in order to verify whether a Maintenance Deficiency exists and whether the
Owner has failed to comply with the provision of this Section 12. If, upon the conclusion of a
public hearing, the City makes a finding that a Maintenance Deficiency exists and that there
appears to be non-compliance with the general maintenance standard, as described above, then the
City shall have the right to enter the Project (exterior areas of the Project which are subject to
public view only) and perform all acts necessary to cure the Maintenance Deficiency, or to take
other action at law or equity that the City may then have to accomplish the abatement of the
Maintenance Deficiency. Any sum expended by the City for the abatement of a Maintenance
Deficiency as authorized by this Section 12.1 shall become a lien on the Project. If the amount of
the lien is not paid within thirty (30) calendar days after written demand for payment by the City
to the Owner, the City shall have the right to enforce the lien in the manner as provided in Section
12.3.
12.2 Graffiti which is visible from any public right-of-way which is adjacent or
contiguous to the Project shall be removed by the Owner from any exterior surface of a structure
or improvement on the Project by either painting over the evidence of such vandalism with a paint
which has been color -matched to the surface on which the paint is applied, or graffiti may be
removed with solvents, detergents or water as appropriate. In the event that graffiti is placed on
the Project (exterior areas only) and such graffiti is visible from an adjacent or contiguous public
right-of-way and thereafter such graffiti is not removed within seventy-two (72) hours following
the time of its application, or the Owner's actual knowledge of its existence, whichever occurs
later; then in such event and without notice to the Owner, the City shall have the right to enter the
Project and remove the graffiti. Notwithstanding any provision of the Regulatory Agreement to
the contrary, any sum expended by the City for the removal of graffiti from the Project as
authorized by this Section 12.2 shall become a lien on the Project. If the amount of the lien is not
16
paid within thirty (30) calendar days after written demand for payment by the City to the Owner,
the City shall have the right to enforce its lien in the manner as provided in Section 12.3.
12.3 The parties hereto further mutually understand and agree that the rights
conferred upon the City under this Section 12 expressly include the power to establish and enforce
a lien or other encumbrance against the Property in the manner provided under California Civil
Code Sections 2924, 2924b and 2924c, as such sections may be amended or superseded, in the
amount as reasonably necessary to restore the Project to the maintenance standards required under
this Section 12, including attorneys' fees and costs of the City associated with the abatement of
the Maintenance Deficiency or removal of graffiti and the collection of the costs of the City in
connection with such action. In any legal proceeding for enforcing such a lien against the Project,
the prevailing party shall be entitled to recover its attorneys' fees and costs of suit. The provisions
of this Section 12 shall be a covenant running with the land for the Term and shall be enforceable
by the City in its discretion, cumulative with any other rights or powers granted to the City under
applicable law. Nothing in the foregoing provisions of this Section 12 shall be deemed to preclude
the Owner from making any alterations, additions, or other changes to any structure or
improvement or landscaping on the Project, provided that such changes comply with the zoning
and development regulations of the City and other applicable law.
12.4 Capital Replacement Reserve Account. The Owner shall establish an
account for the payment of repair and replacement of capital items ("Capital Replacement
Reserve Account") in an initial amount as required by the Institutional Lenders for the Project or
the investor limited partner of the Owner. Each year thereafter, the Owner shall deposit into the
Capital Reserve Replacement Account additional amounts as required by the Institutional Lenders
for the Project or the investor limited partner of the Owner, but not less than Two Hundred Fifty
Dollars ($250) per Unit per year.
12.4.1 Capital Repairs and Replacements. Capital repairs and replacements shall
include, but not be limited to, the following: wet and dry utilities; roof repair and replacement as
necessary; repair and replacement of boilers and the major operating components thereof; stucco
repair and replacement; exterior painting; replacement of carpeting and vinyl or other hard surface
flooring; replacement of drapes; replacement of dishwashers, garbage disposals and other interior
appliances; repair and replacement of heating, ventilating and air conditioning systems, equipment
and components; and installation of solar panels. All of the foregoing and other similar
expenditures on the Project shall be considered to be qualifying capital repair and replacement
expenses. Interior painting and servicing, repair or replacement of interior hardware shall not be
considered to be a capital repair, but shall be ordinary operating expenses for the Project. The
Owner shall withdraw funds from the Capital Replacement Reserve Account to pay such capital
repair and replacement expenses as the Owner may deem necessary for the purposes of meeting
the maintenance and replacement obligations described herein.
12.4.2 Insured Depository. The Capital Replacement Reserve Account shall be
maintained in a depository insured by an agency of the federal government.
12.4.3 Documentation. Annually, or more frequently at the City's, the Owner shall
document the level of capital repairs and replacements for the preceding period. The Owner shall
maintain and shall provide as requested documentation showing the quantity and price of items
17
purchased, price of materials and the cost of contracted labor or other services incurred in
connection with such capital repair and replacement, and such other items as the City may
reasonably request.
12.4.4 Withdrawals from Reserve Account. On an annual basis, the Owner shall
notify the City of the anticipated cash requirements which will need to be withdrawn from the
Capital Replacement Reserve Account. Amounts so budgeted and approved by the City may be
withdrawn by the Owner from the indicated Capital Replacement Reserve Account without further
the City approval. Other withdrawals for unbudgeted, unanticipated or emergency Project
expenditures may be withdrawn by the Owner without prior the City approval, but the Owner shall
notify the City in writing within ten (10) calendar days after withdrawal. All amounts so
withdrawn by the Owner shall be expended on the Project and in accordance with this Regulatory
Agreement. Withdrawals in excess of Twenty -Five Thousand Dollars ($25,000) in any one
calendar month shall be pre -approved by the City in its reasonable discretion, subject to the rights
of any Senior Lenders or the investor limited partner of the Owner.
12.4.5 Interest Earned on Funds in the Capital Replacement Reserve Account.
Any interest or other earnings from sums deposited into the Capital Replacement Reserve Account
shall be retained in and added to the balance in said account.
12.4.6 Capital Needs Assessment. If requested in writing by the City, the Owner
shall deliver to the City, for the City's reasonable review and approval, a capital needs assessment
("CNA") no more often than every ten (10) years after the date of the Certificate of Completion
for the Project. The CNA shall include an analysis of the Owner's actual expenditures for capital
needs compared to the most recently approved CNA, the Owner's original operating budget and
its then -current operating budget. Each CNA shall include a ten (10) year capital needs assessment
or analysis of replacement reserve requirements prepared by a qualified third party in accordance
with reasonable and customary standards for similar residential rental projects.
12.4.7 Displacement of Residents and Relocation. The Owner shall make best
efforts to conduct capital repairs and replacements and ordinary repair and maintenance
(collectively, "Repairs") in good faith and in a manner that does not result in the displacement of
any of the residents of the Units. If any of the Owner's actions to conduct Repairs result in
displacement of any of the Units' residents, the Owner shall notify the City in writing, prior to
conducting such Repairs, of the identities of the residents to be displaced, the Units they will be
displaced from, and the estimated length of time such residents shall be displaced. If the
displacement of the residents triggers relocation obligations, the Owner shall be responsible, at its
sole cost and expense, for any and all such relocation obligations and related expenses. The Owner
shall comply with all applicable federal, state and local laws, rules and regulations regarding such
relocation obligations and related expenses, including any relocation requirements set forth by the
City, including as set forth in the Affordable Housing Agreement. The Owner shall defend,
indemnify and hold harmless the City Parties from and against all liability for any relocation
obligations and related expenses attributable to any Repairs.
13. Covenants to Run With the Land. The Owner and the City hereby declare their
specific intent that the covenants, reservations and restrictions set forth herein are part of a plan
for the promotion and preservation of affordable housing within the territorial jurisdiction(s) of the
18
City and that each shall be deemed covenants running with the land and shall pass to and be binding
upon the Property and each successor -in -interest of the Owner in the Property for the Tenn. The
Owner hereby expressly assumes the duty and obligation to perform each of the covenants and to
honor each of the reservations and restrictions set forth in this Regulatory Agreement. Each and
every contract, deed or other instrument hereafter executed covering or conveying the Property or
any interest therein 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 contract, deed or other instrument.
14. Burden and Benefit. The City and the Owner hereby declare their understanding
and intent that the burden of the covenants set forth herein touch and concern the land in that the
Owner's legal interest in the Property is affected by the affordable dwelling use and occupancy
covenants hereunder. The City and the Owner hereby further declare their understanding and
intent that the benefit of such covenants touch and concern the land by enhancing and increasing
the enjoyment and use of the Property by the intended beneficiaries of such covenants, reservations
and restrictions, and by furthering the affordable housing goals and objectives of the City and in
order to make the Property available for acquisition by the Owner.
15. Defaults.
15.1 Events of Default. The occurrence of any of the following is a default and
shall constitute a material breach of this Regulatory Agreement and, if not corrected, cured or
remedied in the time period set forth in Section 15.2, shall constitute an "Event of Default"
hereunder:
15.1.1 failure of the Owner or any person under its direction or control to comply
with or perform when due any material term, obligation, covenant or condition contained in this
Regulatory Agreement;
15.1.2 any warranty, representation or statement made or furnished to the City by
the Owner under this Regulatory Agreement that is false or misleading in any material respect at
the time made or furnished;
15.1.3 any assignment for the benefit of creditors, any type of creditor workout or
the commencement of any proceeding under any bankruptcy or insolvency laws by or against the
Owner; or
15.1.4 an Event of Default pursuant to the Affordable Housing Agreement.
15.2 Notice of Default. The City shall give written notice of default to the
Owner, in accordance with Section 22, stating that such notice is a "Notice of Default", specifying
the default complained of by the City and requiring the default to be remedied within thirty (30)
calendar days of the date of the Notice of Default. A copy of any such notice sent to Owner shall
be delivered to the investor limited partner of Owner. Except as required to protect against further
material damage, the City may not institute legal proceedings against the Owner until thirty (30)
calendar days after providing the Notice of Default. Failure or delay in giving a Notice of Default
shall not constitute a waiver of any default, nor shall it change the time of occurrence of the default.
If the default specified in the Notice of Default is such that it is not reasonably capable of being
19
cured within thirty (30) calendar days, and if the Owner initiates corrective action within said thirty
(30) calendar day period and diligently works to effect a cure as soon as possible, then the Owner
may have such additional time as authorized in writing by the City as reasonably necessary to
complete the cure of the default prior to exercise of any other remedy for the occurrence of an
Event of Default. Such authorization for additional time to cure shall not be unreasonably
withheld, conditioned or delayed. Owner's limited partner shall have the right to cure any default
on behalf of Owner and any cure tendered by Owner's limited partner shall be accepted or rejected
on the same basis as if tendered by Owner.
If the Owner fails to take corrective action relating to a default within thirty (30) calendar
days following the date of Notice of Default (or to complete the cure within the additional time as
may be authorized by the City or as set forth above), an Event of Default shall be deemed to have
occurred.
15.3 Inaction Not a Waiver of Default. Any failure or delays by the City 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. Delays by the City in asserting any of its rights and remedies
shall not deprive the City 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.
16. Remedies. Upon the occurrence of an Event of Default which continues beyond
applicable notice and cure periods, the City shall, in addition to the remedial provisions of Section
12 as related to a Maintenance Deficiency at the Property, be entitled to seek any appropriate
remedy by initiating legal proceedings as follows: (i) by mandamus or other suit, action or
proceeding at law or in equity, to require the Owner to perform its obligations and covenants
hereunder, or enjoin any acts or things which may be unlawful or in violation of the rights of the
City; or (ii) by other action at law or in equity as necessary or convenient to enforce the obligations,
covenants and Agreements of the Owner to the City.
16.1 Rights and Remedies are Cumulative. The rights and remedies of the City
as set forth in this Section 16 are cumulative and the exercise by the City 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 Owner.
16.2 Enforcement by Third Parties. No third party shall have any right or power
to enforce any provision of this Regulatory Agreement on behalf of the City or to compel the City
to enforce any provision of this Regulatory Agreement against the Owner or the Project.
17. Governing Law. This Regulatory Agreement shall be governed by the laws of the
State of California and applicable federal laws, without regard to its conflicts of laws principles.
18. Amendment. This Regulatory Agreement may be amended after its recordation
only by a written instrument executed by the Owner and the City.
19. Attorneys' Fees. In the event that a party to this Regulatory Agreement brings an
action to enforce any condition or covenant, representation or warranty in this Regulatory
Agreement or otherwise arising out of this Regulatory Agreement, the prevailing party(ies) in such
action shall be entitled to recover from the other party reasonable attorneys' fees to be fixed by the
20
court in which a judgment is entered, as well as the costs of such suit for the purposes of this
Section 19, the words "reasonable attorneys' fees," in the case of the City, shall include the salaries,
costs and overhead of the City Attorney as well as any other legal counsel hired by the City in such
action, as allocated on an hourly basis.
20. Severability. If any provision of this Regulatory Agreement shall be declared
invalid, inoperative or unenforceable by a final judgment or decree of a court of competent
jurisdiction such invalidity or unenforceability of such provision shall not affect the remaining
parts of this Regulatory Agreement which are hereby declared by the parties to be severable from
any other part which is found by a court to be invalid or unenforceable.
21. Time is of the Essence. For each provision of this Regulatory Agreement which
states a specific amount of time within which the requirements thereof are to be satisfied, time
shall be deemed to be of the essence.
22. Notices. Demands and Communications Between the Parties. Any and all notices
submitted by any party to another party pursuant to or as required by this Regulatory Agreement
shall be dispatched by personally delivery; delivery through the United States mail, by registered
or certified mail, postage prepaid; by means of prepaid overnight delivery service; or by email.
Notices shall be deemed given upon receipt in the case of personal delivery, two days after deposit
in the mail, or the next business day in the case of email or overnight delivery. Such written notices,
demands, and communications shall be sent in the same manner to such other addresses as any
Party may from time to time designate in writing. Rejection, other refusal to accept or the inability
to deliver any notice because of a changed address of which no notice was given or other action
by a person or entity to whom notice is sent, shall be deemed receipt of the notice.
The following are the authorized addresses for the submission of notices to the parties, as of the
date of this Regulatory Agreement:
21
To the Owner: Vista Sunrise II, L.P.
c/o Coachella Valley Housing Corporation
45701 Monroe Street, Suite G
Indio, CA 92201
Attn: Executive Director
c/o DAP Health
1695 N. Sunrise Way
Palm Springs, CA 92262
Attn: Chief Executive Officer
Gubb & Barshay LLP
595 141h Street, Suite 450
Oakland, CA 94612
Attn: Nicole Kline, Esq.
With copies to: Wells Fargo Affordable Housing
Community Development Corporation
550 S. Tryon Street
23rd Floor, D1086-239
Charlotte, NC 28202-4200
Attention: Director of Asset Management
Bina.M.Galal@wellsfar og com
Michael.Loosea,wellsfarszo.com
and
Craig A. de Ridder, Esq.
Pillsbury Winthrop Shaw Pittman LLP
1200 17`h Street, NW
Washington, D.C. 20036
crai g.deridder(&pil lsburylaw.com
22
To the City: City of Palm Springs
3200 E Tahquitz Canyon Way
Palm Springs, CA 92262
Attention: Justin Clifton, City Manager
Facsimile: aldm)322 4332
Email: Justin.Clifton@palmspringsca.gov
With copies to: Best Best & Krieger LLP
18101 Von Karman Avenue
Irvine, CA 92612
Attention: Elizabeth Hull, Esq.
Facsimile: (949) 260-0972
Email: elizabeth.hull(a,bbklaw.com
23. Recording. The parties hereto shall cause this Regulatory Agreement to be
recorded in the official records of the County of Riverside.
24. No Third Party Beneficiary. No claim as a third -party beneficiary under this
Regulatory Agreement by any person, corporation or any other entity, shall be made or be valid
against the City or the Owner.
25. Prohibition Aizainst Transfer.
25.1 Except as expressly provided in the Affordable Housing Agreement, the
Owner shall not, without prior written approval of the City, which may not be unreasonably
withheld, delayed or conditioned: (i) assign or attempt to assign this Regulatory Agreement or any
right herein; or (ii) make any total or partial sale, transfer, conveyance, lease, leaseback, or
assignment of the whole or any part of the Property or the improvements thereon, with the
exception of leases of the residential units as permitted by this Regulatory Agreement, or permit
to be placed on any of the Property any unauthorized mortgage, trust deed, deed of trust,
encumbrance or lien.
25.2 In the absence of specific written agreement or approval by the City, no
unauthorized sale, transfer, conveyance, lease, leaseback or assignment of the Property shall be
deemed to relieve the Owner or any other party from any obligations under this Regulatory
Agreement.
26. City Approvals and Actions. The City Manager shall have the authority to make
approvals, issue interpretations, waive provisions, grant extensions of time, approve amendments
to this Regulatory Agreement and execute documents on behalf of the City (to the extent not
provided otherwise in this Regulatory Agreement), including, without limitation, subordinations
and any documents necessary to implement any changes in the number or affordability of the
Qualifying Units, so long as such actions do not reduce the length of affordability of the Qualifying
Units or add to the costs incurred or to be incurred by the City as specified herein. The City
Manager reserves the right, in his or her sole and absolute discretion, to submit any requested
modification, interpretation, amendment or waiver to the City Council if the City Manager
23
determines or believes that such action could increase the risk, liability or costs to the City, or
reduce the length of affordability of the Project.
IN WITNESS WHEREOF, the Owner and the City have caused this Regulatory Agreement
to be signed, acknowledged and attested on their behalf by duly authorized representatives in
counterpart original copies which shall upon execution by all of the parties be deemed to be one
original document.
[Signatures on following pages]
24
IN WITNESS WHEREOF, City and Borrower have executed this Agreement as of the date
set forth above.
"CITY"
CITY OF PALM SPRINGS, a California
charter city and municipal corporation
By: Y
t, a&,
City t4knager
APPROVED AS TO FORM:
-24-
55575.18175\34589761.5
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
CIVIL CODE § 1189
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document
to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.
State of California County of �t� I
On JANUA" 15Wl-' before me, MOMMOMWE AA. LPWIS , RbfN�A1 NA 41V ,
Date Here Insert Name and Title of the Ofker
personally appeared ^CAA FJBO� k
Name(s) of Signer(s)
who proved to me on the basis of satisfactory evidence o be the person(s) whose name re subscribed
to the within instrument and acknowl ged to me that I l�she/they executed the same in ' her/their
authorized capacity{, and that by is her/their signaturet%,pn the instrument the person or the entity
upon behalf of which the person(s) a ed, executed the instrument.
*My
MONIQUEM.LOMELI
Notary Public • California
Riverside County >
Commission # 22b7330
Comm. Expires Nov 17, 2022
Place Notary Seal and/or Stamp Above
Description of Attached D
Title or Type of Document:
Document Date:
I certify under PENALTY OF PERJURY under the
laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal.
Signature w v Y "
Signa ure of Notary Public
OPTIONAL
this information can deter alteration of the document or
reattachment of this form to an unintended document.
Signer(s) Other Than Named Above:
Capacity(ies) Claimed by Signer(s)
Signer's Name:
❑ Corporate Officer — Title(s):
❑ Partner — ❑ Limited ❑ General
❑ Individual ❑ Attorney in Fact
❑ Trustee ❑ Guardian of Conservator
❑ Other:
Signer is Representing:
020117 National Notary Association
Number of Pages:
Signer's Name:
❑ Corporate Officer —
❑ Partner — ❑ Limited
❑ Individual
❑ Trustee
❑ Other:
Signer is Representing:
❑ G ral
❑ Attorn n Fact
❑ Guardian o ens(
OWNER SIGNATURE PAGE
TO
REGULATORY AGREEMENT
(Vista Sunrise II)
Vista Sunrise II, L.P.,
a California limited partnership
By: CVHC Sunrise Vista LLC,
a California limited liability company,
its general partner
By: Coachella Valley Housing Coalition,
a California nonprofit public benefit
corporation, its sole/member/manager
By: GI�L ,I a a�;�
Pedro S.G. Rodri u
Interim Executi Director/CFO
By: Sunrise DAP LLC, a California limited
liability company, its administrative general
partner
By: Desert AIDS Project, a alifornia
nonprofit public benefit co ration, its
sole/member/manager
Signed
on GovntoTatt By:
26
David B ' kman,
Chief Aecutive Officer
OWNER SIGNATURE PAGE
TO
REGULATORY AGREEMENT
(Vista Sunrise II)
OWNER:
S9ganed An Counterpart
26
Vista Sunrise II, L.P.,
a California limited partnership
By: CVHC Sunrise Vista LLC,
a California limited liability company,
its general partner
By: Coachella Valley Housing Coalition,
a California nonprofit public benefit
corporation, its sole/member/manager
By:
Pedro S . Rodriguez,
Interi Executive Director/CFO
By: Sunrise DAP LLC, a California limited
liability company, its administrative general
partner
By: Desert AIDS Project, a California
nonprofit public benefit corporation, its
sole/ ber/manager
By:
David Brinkman,
Chief Executive Officer
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual
who signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or
validity of that document.
State of California
County of Riverside )
On December 23, 2021 before me, Mary Ann Ybarra,
(insert name and title of the officer)
personally appeared Pedro S.G. Rodriguez
who proved to me on the basis of satisfactory evidence to be the person(X) whose name($) is/are
subscribed to the within instrument and acknowledged to me that he/sheLthey executed the same in
his/he Atteir authorized capacity(ies), and that by his/her/t#eir signature(s) on the instrument the
person($), or the entity upon behalf of which the person(%) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
MARY ANN YBARRA
65
WITNESS my hand and official seal. (�911Y
NOTAWPieuc �7 , (�
RIYE ea Cowin COMM. EV. OCT. 23, 20Y3r'
Signature
611- (Seal)
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual
who signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or
validity of that document.
State of California
County of Riverside
On s�. 23before me, Mary Ann Ybarra� Y� Wbi j�
�xce�.�.2�rs.
(insert name and title of the officer)
personally appeared David Brinkman
who proved to me on the basis of satisfactory evidence to be the person(g� whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/sueexecuted the same in
his/herltheir authorized capacity(ies), and that by his/hef-ttteif signature(t) on the instrument the
person(v), or the entity upon behalf of which the person(,8) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal.
Signature
jo?
r"` AIAR�� Y ANN YBA."v, �
rrnn Coma. # 2306765 'n
v! NOTARY PWUC•CAUFORNIA N
RnrMDE COWM
rve„oo' Mr Cow. EXP. OcT, 23, 2023''
a (Seal)
Order No: 09196612-917-CG8-KRE
ALL THAT CERTAIN REAL PROPERTY SITUATED IN THE COUNTY OF RIVERSIDE, STATE OF CALIFORNIA,
DESCRIBED AS FOLLOWS:
PARCELI:
PARCEL A OF LOT LINE ADJUSTMENT NO. LLA 21-03-1537, AS SHOWN ON THE LOT LINE ADJUSTMENT
GRANT DEED RECORDED JANUARY 18, 2022, AS INSTRUMENT NO. 2022-0025331, OF OFFICIAL RECORDS OF
RIVERSIDE COUNTY, CALIFORNIA, MORE PARTICULARLY DESCRIBED AS FOLLOWS:
IN THE CITY OF PALM SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, BEING PARCEL 2 OF LOT
LINE ADJUSTMENT NO. 01-01, RECORDED APRIL 26, 2001 AS INSTRUMENT NO. 2001-168548 OF OFFICIAL
RECORDS IN THE OFFICE OF THE COUNTY RECORDER OF SAID RIVERSIDE COUNTY, LYING WITHIN THE
NORTHEAST QUARTER OF THE NORTHEAST QUARTER OF SECTION 11, TOWNSHIP 4 SOUTH, RANGE 4 EAST,
SAN BERNARDINO MERIDIAN, TOGETHER WITH A PORTION OF PARCEL A OF LOT LINE ADJUSTMENT NO.
05-13, RECORDED SEPTEMBER 13, 2005 AS INSTRUMENT NO. 2005-0756184 OF OFFICIAL RECORDS IN THE
OFFICE OF THE COUNTY RECORDER OF SAID RIVERSIDE COUNTY, MORE PARTICULARLY DESCRIBED AS
FOLLOWS:
BEGINNING AT THE NORTHWESTERLY CORNER OF PARCEL 2 OF SAID LOT LINE ADJUSTMENT NO. 01-01;
THENCE ALONG THE WESTERLY LINE OF SAID PARCEL 2 OF SAID LOT LINE ADJUSTMENT NO.01-01 SOUTH
00021'49" WEST 13.46 FEET;
THENCE LEAVING SAID WESTERLY LINE NORTH 89°46'13" WEST 21.75 FEET;
THENCE SOUTH 00013'47" WEST 154.54 FEET TO THE SOUTHERLY LINE OF PARCEL A OF SAID LOT LINE
ADJUSTMENT NO.05-13;
THENCE ALONG SAID SOUTHERLY LINE SOUTH 89046'13" EAST 21.39 FEET TO THE SOUTHWESTERLY
CORNER OF SAID PARCEL 2 OF SAID LOT LINE ADJUSTMENT NO 01-01;
THENCE CONTINUING ALONG SAID SOUTHERLY LINE SOUTH 89046'13" EAST 295.00 FEET TO THE
SOUTHEAST CORNER OF SAID PARCEL 2 OF SAID LOT LINE ADJUSTMENT NO. 01-01, SAID POINT BEING ON
THE WESTERLY RIGHT-OF-WAY LINE OF SUNRISE WAY (50.00 FOOT HALF WIDTH);
THENCE ALONG SAID WESTERLY RIGHT-OF-WAY LINE NORTH 00021'49" EAST 168.00 FEET TO THE
NORTHEAST CORNER OF SAID PARCEL 2;
THENCE ALONG THE NORTHERLY LINE OF SAID PARCEL 2 OF SAID LOT LINE ADJUSTMENT NO. 01-01
NORTH 89046'13" WEST 295.00 FEET TO THE POINT OF BEGINNING.
EXCEPT ALL MINERALS, OILS, GASES, AND OTHER HYDROCARBONS, BY WHATSOEVER NAME KNOWN,
THAT MAY BE WITHIN OR UNDER LAND, WITHOUT, HOWEVER, THE RIGHT TO DRILL, DIG OR MINE
THROUGH THE SURFACE THEREOF, AS CONTAINED IN DEED FROM THE STATE OF CALIFORNIA, RECORDED
APRIL 28, 1964 AS INSTRUMENT NO. 52476 AND MARCH 6, 1975 AS INSTRUMENT NO. 1975-026565, BOTH OF
OFFICIAL RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
PARCEL 2:
NON-EXCLUSIVE EASEMENTS FOR VEHICULAR AND PEDESTRIAN INGRESS, EGRESS, SHARED DRIVEWAY,
PARKING, MAINTENANCE, DRAINAGE, STORMWATER, UTILITIES, INCLUDING INSTALLING, REPAIRING,
MAINTAINING AND REPLACING SOLAR EQUIPMENT AND RELATED ELECTRICAL TRANSMISSION LINES,
AND USE OF PARK IMPROVEMENTS, AS GRANTED IN THE JOINT USE AND MAINTENANCE AGREEMENT
RECORDED CONCURRENTLY HEREWITH. SUBJECT TO THE TERMS AND CONDITIONS CONTAINED THEREIN.
Order No: 09196612-917-CG8-KRE
APN: 507-100-041-0, 507-100-044-0 (portions)
ATTACHMENT NO. 2
TO
REGULATORY AGREEMENT
(Vista Sunrise II Affordable Housing Project)
Certification of Tenant Eligibility
NOTE TO PROPERTY OWNER: This form is designed to assist you in computing Annual
Income.
Re: Vista Sunrise II Project, Palm Springs, California
I/We, the undersigned, state that I/we have read and answered fully, frankly and personally each
of the following questions for all persons who are to occupy the unit being applied for in the
property listed above. Listed below are the names of all persons who intend to reside in the unit:
1. 2. 3. 4. 5.
Names of Relationship Social
Members of to Head of Security Place of
Household Household Age Number Employment
6. Head of Household (check one):
Mother:
Father:
Other: (specify relationship — i.e. legal guardian, sister, brother, etc.)
ATTACHMENT NO.2
-1-
Income Computation
7. The total anticipated income, calculated in accordance with the provisions of this
Section 7, of all persons over the age of 18 years listed above for the 12-month period beginning
the date that I/we plan to move into a unit is $
Included in the total anticipated income listed above are:
(a) all wages and salaries, overtime pay, commissions, fees, tips and bonuses and other
compensation for personal services, before payroll deductions;
(b) the net income from the operation of a business or profession or from the rental of
real or personal property (without deducting expenditures for business expansion or amortization
of capital indebtedness or any allowance for depreciation of capital assets);
(c) interest and dividends (including income from assets excluded below);
(d) the full amount of periodic payments received from social security, annuities,
insurance policies, retirement funds, pensions, disability or death benefits and other similar types
of period receipts, including any lump sum payment for the delayed start of a periodic payment;
(e) payments in lieu of earnings, such as unemployment and disability compensation,
workmen's compensation and severance pay;
(i) the maximum amount of public assistance available to the above persons other than
the amount of any assistance specifically designated for shelter and utilities;
(g) periodic and determinable allowances, such as alimony and child support payments
and regular contributions and gifts received from persons not residing in the dwelling;
(h) all regular pay, special pay and allowances of a member of the Armed Forces
(whether or not living in the dwelling) who is the head of the household or spouse; and
(i) any earned income tax credit to the extent that it exceeds income tax liability.
Excluded from such anticipated income are:
(a) casual, sporadic or irregular gifts;
(b) amounts which are specifically for or in reimbursement of medical expenses;
(c) lump sum additions to family assets, such as inheritances, insurance payments
(including payments under health and accident insurance and workmen's compensation), capital
gains and settlement for personal or property losses;
(d) amounts of educational scholarship paid directly to the student of the educational
institution, and amounts paid by the government to a veteran for use in meeting the costs of tuition,
fees, book and equipment. Any amounts of such scholarships, or payments to veterans not used
for the above purposes, are to be included in income;
ATTACHMENT NO.2
-2-
(e) pecial pay to a household member who is away from home and exposed to hostile
fire;
(f) relocation payments under Title 11 of the Uniform Relocation Assistance and Real
Property Acquisition Policies Act of 1970;
(g) foster child care payments;
(h) the value of coupon allotments for the purchase of food pursuant to the Food Stamp
Act of 1977;
(i) payments to volunteers under the Domestic Volunteer Service Act of 1973;
payments received under the Alaska Native Claims Settlement Act.
0) income derived from certain submarginal land of the United States that is held in
trust for certain Indian tribes;
(k) payments or allowances made under the Department of Health and Human
Services' Low -Income Home Energy Assistance Program;
(1) payments received from the Job Training Partnership Act;
(m) the first $2,000 of per capita shares received from judgment funds awarded by the
Indian Claims Commission or the Court of Claims.
8. Do the persons whose income or contributions are included in item 6 above:
(a) have savings, stocks, bonds, equity in real property or other form of capital
investment (excluding the values of necessary items of personal property such as furniture and
automobiles and interests in Indian trust land)? _ Yes No; or
(b) have they disposed of any assets (other than at a foreclosure or bankruptcy sale)
during the last two years at less than fair market value? _Yes No
(c) If the answer to (a) or (b) above is yes, does the combined total value of all such
assets owned or disposed of by all such persons total more than $5,000? _Yes No
(d) If the answer to (c) is yes, state:
(i) the amount of income expected to be derived from such assets in the 12-
month period beginning on the date of initial occupancy in the unit that you propose to rent:
$ ; and
(ii) the amount of such income, if any, that was included in item 6 above:
ATTACHMENT NO.2
-3-
9.
(a) Are all of the individuals who propose to reside in the unit full-time students*?
Yes No
*A full-time student is an individual enrolled as a full-time student during each of five calendar
months during the calendar year in which occupancy of the unit begins at an educational
organization which normally maintains a regular faculty and curriculum and normally has a
regularly enrolled body of students in attendance and is not an individual pursuing a full-time
course of institutional or farm training under the supervision of an accredited agent of such an
educational organization or of a state or political subdivision thereof.
(b) If the answer to 8(a) is yes, is at least one of the proposed occupants of the unit a
husband and wife entitled to file a joint federal income tax return? Yes No
10. Neither myself nor any other occupant of the unit I/we propose to rent is the Owner
of the property in which the unit is located (hereinafter the "Owner"), has any family relationship
to the Owner or owns, directly or indirectly, any interest in the Ownership. For purposes of this
section, indirect the Ownership by an individual shall mean the Ownership by a family member,
the Ownership by a corporation, partnership, estate or trust in proportion to the Ownership or
beneficial interest in such corporation, partnership, estate or trust held by the individual or a family
member, and the Ownership, direct or indirect, by a partner of the individual.
11. This certificate is made with the knowledge that it will be relied upon by the Owner
to determine maximum income for eligibility to occupy the unit; and I/we declare that all
information set forth herein is true, correct and complete and, based upon information I/we deem
reliable and that the statement of total anticipated income contained in Section 7 is reasonable and
based upon such investigation as the undersigned deemed necessary.
12. I/we will assist the Owner in obtaining any information or documents required to
verify the statements made herein, including either an income verification from my/our present
employer(s) or copies of federal tax returns for the immediately preceding calendar year.
13. I/we acknowledge that I/we have been advised that the making of any
misrepresentation or misstatement in this declaration will constitute a material breach of my/our
agreement with the Owner to lease the units and will entitle the Owner to prevent or terminate
my/our occupancy of the unit by institution of an action for eviction or other appropriate
proceedings.
ATTACHMENT NO. 2
-4-
14. Housing Issuer Statistical Information (Optional --will be used for reporting
purposes only):
Marital Status:
Race (Head of Household)
White Asian Hispanic
African -American Native American Other
Physical Disability: Yes No
I/we declare under penalty of perjury that the foregoing is true and correct.
Executed this day of in the County of Riverside, California.
Applicant
Applicant
[Signature of all persons over the age of 18 years listed in number 2 above required]
ATTACHMENT NO.2
-5-
FOR COMPLETION BY PROPERTY THE OWNER ONLY:
1. Calculation of eligible income:
(a)
Enter amount entered for entire household in 6 above: $
(b) (1) If answer to 7(c) above is yes, enter the total amount entered in 7(d)(1),
subtract from that figure the amount entered in 7(d)(2) and enter the remaining balance
(2) Multiply the amount entered in 7(c) times the current passbook savings rate
to determine what the total annual earnings on the amount in 7(c) would be if invested in passbook
savings ($�, subtract from that figure the amount entered in 7(d)(2) and enter the
remaining balance;
(3) Enter at right the greater of the amount calculated under (1) or (2) above:
(c) TOTAL ELIGIBLE INCOME
(Line 1(a) plus line I(b)(3): $
2. The amount entered in I(c):
Qualifies the applicant(s) as a Qualified Household.
Does not qualify the applicant(s) as Qualified Household.
3. Apartment unit assigned:
Bedroom Size: Rent: $
4. This apartment unit [was/was not] last occupied for a period of 31 consecutive days by
persons whose aggregate anticipated annual income, as certified in the above manner upon their
initial occupancy of the apartment unit, qualified them as a Qualified Household.
5. Method used to verify applicant(s) income:
Employer income verification.
Copies of tax returns.
Other
Manager
The undersigned employee has applied for a rental unit located in a project financed in part by the
City of Palm Springs for persons of very low income. Every income statement of a prospective
ATTACHMENT NO. 2
-6-
tenant must be stringently verified. Please indicate below the employee's current annual income
from wages, overtime, bonuses, commissions or any other form of compensation received on a
regular basis.
Annual wages Overtime Bonuses
Commissions
Total current income
I hereby certify that the statements above are true and complete to the best of my knowledge.
Signature Date Title
I hereby grant you permission to disclose my income to in
order that they may determine my income eligibility for rental of an apartment at
f I.
Signature Date
Please send to:
I hereby attach copies of my individual federal and state income tax returns for the immediately
preceding calendar year and certify that the information shown in such income tax returns is true
and complete to the best of my knowledge.
Signature Date
ATTACHMENT NO.2
-7-
ATTACHMENT NO.3
TO
REGULATORY AGREEMENT
(Vista Sunrise II)
Certificate of Continuing Program Compliance
For Annual Reporting Period Ending
The undersigned, , as the authorized representative of the
California Valley Housing Coalition ("Owner"), has read and is thoroughly familiar with the
provisions of the various documents associated with the financial assistance provided by the City
of Palm Springs ("City"), as established in numerous documents including the Regulatory
Agreement, dated as of , 2020, between the Owner and the City.
As of the date of this Certificate, the following percentage of residential units in the Project are (i)
occupied by Qualified Households (as such term is defined in the Regulatory Agreement) or (ii)
are currently vacant and being held available for such occupancy and have been so held
continuously since the date a Qualified Household vacated such unit, as indicated:
Number of Units occupied by Qualified Households:
Number of Vacant Units:
Number of Qualified Households who commenced
Occupancy during the preceding reporting period:
Attached is a separate sheet ("Occupancy Summary") listing, among other items, the appropriate
information for each residential unit in the Project, the occupants of each unit and the rent paid for
each unit. The information contained thereon is true and accurate and reasonable and is based on
information submitted to the Owner and is certified under penalty of perjury by each tenant.
[Signatures on following page]
55575.18175\34589761.5
The undersigned hereby certifies that (1) a review of the activities of the Owner during such
reporting period and of the Owner's performance under the Regulatory Agreement has been made
under the supervision of the undersigned; and (2) to the best of the knowledge of the undersigned,
based on the review described in clause (1) hereof, the Owner is not in default under any of the
terms and provisions of the above documents.
Dated: I ZlZ 1 �z�t OWNER
"Borrower"
Vista Sunrise II, L.P.,
a California limited partnership
By: Qj�" —� 1.
CVHC Sunrise Vista LLC,
a California limited liability company,
its general partner
By: 4-4-� J. Q0 0--Q�
Coachella Valley Housing alit, ,
a California nonprofit p lic benefit
corporation,
its sole/member/manager
By: .
Pedro S.G. Rodriguez
Interim Executive D' ctor/CFO
IN
211M
Sunrise DAP LLC,
a California limited liability company,
its administrative general partner
Desert AIDS Project,
a California nonprofit public benefit
corporation,
its sole/member/manager
Lb -a
David Brinkman,
Chief Executive Officer
-2-
55575.18175\34589761.5
The undersigned hereby certifies that (1) a review of the activities of the Owner during such
reporting period and of the Owner's performance under the Regulatory Agreement has been made
under the supervision of the undersigned; and (2) to the best of the knowledge of the undersigned,
based on the review described in clause (1) hereof, the Owner is not in default under any of the
terms and provisions of the above documents.
Dated: OWNER
"Borrower"
Vista Sunrise II, L.P.,
a California limited partnership
By:
CVHC Sunrise Vista LLC,
a California limited liability company,
its general partner
In
Coachella Valley Housing Coalition,
a California nonprofit public benefit
corporation,
its sole/member/manager
Pedro S.G. Rodriguez,
Interim Executive Director/CFO
By:
S se DAP LLC,
a California limited liability company,
its administrative general partner
By:
De rt AIDS Project,
a California nonprofit public benefit
corporation,
its sole/member/mana er
By:
avid Brm ,
Chief Executive Officer
-2-
55575.18175\34589761.5
OCCUPANCY SUMMARY
Total Number of Units in the Project:
Total Units occupied by Qualified Households:
Total Units available for rent to Qualified Households:
ATTACHED IS THE FOLLOWING INFORMATION:
A. Resident and rental information on each occupied apartment in the complex.
B. Certification of Tenant Eligibility for all Qualified Households who have moved
into , Palm Springs, California, since the filing of the last Occupancy
Summary. The same are true and correct to the best of the undersigned's knowledge and
belief.
Dated: OWNER
"Borrower"
Vista Sunrise II, L.P.,
a California limited partnership
By: CVHC Sunrise Vista LLC,
a California limited liability company,
its general partner
By: Coachella Valley Housing Coalition,
a California nonprofit public benefit
corMiW4
1:7��
r
By
,ector/CFO
By: Sunrise DAP LLC, a California limited
liability company, its administrative general
partner
By: Desert AIDS Project, a California
nonprofit public benefit corporation, its
sole/member/manager
David Brinkman,
Chief Executive Officer
-3-
55575.18175\34589761.5
OCCUPANCY SUMMARY
Total Number of Units in the Project:
Total Units occupied by Qualified Households:
Total Units available for rent to Qualified Households:
ATTACHED IS THE FOLLOWING INFORMATION:
A. Resident and rental information on each occupied apartment in the complex.
B. Certification of Tenant Eligibility for all Qualified Households who have moved
into , Palm Springs, California, since the filing of the last Occupancy
Summary. The same are true and correct to the best of the undersigned's knowledge and
belief.
Dated:
"Borrower"
Vista Sunrise II, L.P.,
a California limited partnership
OWNER
By: CVHC Sunrise Vista LLC,
a California limited liability company,
its general partner
By: Coachella Valley Housing Coalition,
a California nonprofit public benefit
corporation, its sole/member/manager
Pedro S.G. Rodriguez,
Interim Executive Director/CFO
By: Sunrise DAP LLC, a California limited
liability company, its administrative general
partner
By: Desert AIDS Project, a California
nonprofit public benefit corporation, its
sole/member/manager
By:
Da ,
Chief Executive Officer
-3-
55575.18175\34589761.5
-4-
55575.18175\34589761.5
ATTACHMENT NO.4
TO
REGULATORY AGREEMENT
(Vista Sunrise II)
Homeless Housing, Assistance and Prevention Standard Agreement
[Need to be inserted]
55575.18175\34589761.5
w4
STATE OF CALIFORNIA - DEPARTMENT OF GENERAL SERVICES
STANDARD AGREEMENT I AGREEMENT NUMBER PURCHASING AUTHORITY NUMBER Of AppPicable)
STD 213 (Rev.03/2019) 20-H HAP-00064
1. This Agreement is entered into between the Contracting Agency and the Contractor named below:
CONTRACTING AGENCY NAME
Business, Consumer Services, and Housing Agency
CONTRACTOR NAME
City of Palm Springs
2. The term of this Agreement Is:
START DATE
May 1, 2020
THROUGH END DATE
April 30, 2025
3. The maximum amount of this Agreement is:
Ten Million Dollars ($10,000,000.00)
4. The parties agree to comply with the terms and conditions of the following exhibits, which are by this reference made a part of the Agreement.
Exhibits
Title
Pages
Exhibit A
Scope of Work
1-6
Exhibit B
Budget Detail and Payment Provisions
7-11
Exhibit C
Homeless Coordinating and Financing Council Terms and Conditions
12-21
Exhibit D
Special Terms and Conditions
22
_
Exhibit E"
General Terms and Conditions
23
+
These docurmnis can be viewed at hMQ //ww►mc a gpv/Qtf/aarr± tmpt
IN WITNESS WHEREOF, THIS AGREEMENT HAS BEEN EXECUTED By THE PARTIES HERETO
CONTRACTOR
CONTRACTOR NAME (ifother than an individual, state whether a corporation, partnership, etc.)
City of Palm Springs
3200 E. Tahquita Canyon Way
r nu., cv wc�r¢ yr rcruvn »urvmu
David H. Ready
Paqe 1 of 2
STATE OF CALIFORNIA - DEPARTMENT OF GENERAL SERVICES
STANDARD AGREEMENT AGREEMENT NUMBER PURCHASING AUTHORITY NUMBER (if AnAcable)
STD 213 Otev.03=19) 20-HHAP-00064
STATE of CAUFORNIA -'
CONTRACTING AGENCY NAME
Business, Consumer Services, and Housing Agency
CONTRACTING AGENCY ADDRESS CITY STATE ZIP
915 Capitol Mall, Suite 350A Sacramento CA 95814
PRINTED NAME OF PERSON SIGNING TmE
Lourdes Castro Ramirez
CONTRACTING AGENCY OfNZFD SIGNATURE DATE SIGNED
S-// �
Paqe 2 of 2
City of Palm Springs
20-HHAP-00064
Page 1 of 23
Homeless Housing, Assistance and Prevention
Standard Agreement
EXHIBIT A
SCOPE OF WORK
1. Authorltj
The State of California has established the Homeless Housing, Assistance, and
Prevention Program (°HHAP" or "Program" or ugrantj pursuant to Chapter 6
(commencing with Section 50216) of Part 1 of Division 31 of the Health and Safety
Code. (Added by Stats.2019, c. 159 (A.B. 101), § 10, eff. July 31, 2019.)
The Program is administered by the California Homeless Coordinating and Financing
Council ("Council") in the Business, Consumer Services and Housing Agency
(`Agency"). HHAP provides one-time flexible block grant funds to continuums of care,
large cities (population of 300,000+) and counties as defined in the December 6, 2019
HHAP Notice of Funding Availability ("NOFA") to support regional coordination and
expand or develop local capacity to address immediate homelessness challenges
informed by a best -practices framework focused on moving homeless individuals and
families into permanent housing and supporting the efforts of those individuals and
families to maintain their permanent housing.
This Standard Agreement along with all its exhibits ("Agreement") is entered into by
the Agency and a continuum of care, a city, or a county ("Grantee") under the authority
of, and in furtherance of the purpose of, the Program. In signing this Agreement and
thereby accepting this award of funds, the Grantee agrees to comply with the terms
and conditions of the Agreement, the NOFA under which the Grantee applied, the
representations contained in the Grantee's application, and the requirements of the
authority cited above.
2. Purpose
The general purpose of the Program is to provide one-time block grant funding to
support regional coordination, and to expand or develop local capacity to address
immediate homelessness challenges. Activities will be informed by a best -practices
framework focused on moving homeless individuals and families into permanent
housing and supporting the efforts of those individuals and families to maintain their
permanent housing. In accordance with the authority cited above, an application was
created and submitted by the Grantee for HHAP funds to be allocated for eligible uses
as stated in Health and Safety Code section 50219, subdivision (c)(1) — (8).
Homeless Housing, Assistance and Prevention Program
NOFA Date: December 6, 2019
City of Palm Springs
20-HHAP-00064
Page 2 of 23
Homeless Housing, Assistance and Prevention
Standard Agreement
EXHIBIT A
SCOPE OF WORK
3. Definitions
The following HHAP program terms are defined in accordance with Health and
Safety Code section 50216, subdivisions (a) — (q):
(a) "Agency" means the Business, Consumer Services and Housing Agency.
(b) "Applicant' means a continuum of care, city, or county.
(c) "City" means a city or city and county that is legally incorporated to provide local
government services to its population. A city can be organized either under the general
laws of this state or under a charter adopted by the local voters.
(d) "Continuum of care" means the same as defined by the United States Department
of Housing and Urban Development at Section 578.3 of Title 24 of the Code of Federal
Regulations.
(e) "Coordinated Entry System" means a centralized or coordinated process
developed pursuant to Section 578.7 of Title 24 of the Code of Federal Regulations,
as that section read on January 10, 2019, designed to coordinate homelessness
program participant intake, assessment, and provision of referrals. In order to satisfy
this subdivision, a centralized or coordinated assessment system shall cover the
geographic area, be easily accessed by individuals and families seeking housing or
services, be well advertised, and include a comprehensive and standardized
assessment tool.
(f) "Council' means the Homeless Coordinating and Financing Council created
pursuant to Section 8257 of the Welfare and Institutions Code.
(g) "Emergency shelter" has the same meaning as defined in subdivision (e) of Section
50801.
(h) "Homeless" has the same meaning as defined in Section 578.3 of Title 24 of the
Code of Federal Regulations, as that section read on January 10, 2019.
(i) "Homeless Management Information System" means the information system
designated by a continuum of care to comply with federal reporting requirements as
defined in Section 578.3 of Title 24 of the Code of Federal Regulations. The term
"Homeless Management Information System" also includes the use of a comparable
Homeless Housing, Assistance and Prevention Program
NOFA Date: December 6, 2019
City of Palm Springs
20-HHAP-00064
Page 3 of 23
Homeless Housing, Assistance and Prevention
Standard Agreement
EXHIBIT A
SCOPE OF WORK
database by a victim services provider or legal services provider that is permitted by
the federal government under Part 576 of Title 24 of the Code of Federal Regulations.
G) "Homeless point -in -time count" means the 2019 homeless point -in -time count
pursuant to Section 578.3 of Title 24 of the Code of Federal Regulations. A jurisdiction
may elect to instead use their 2017 point -in -time count if they can demonstrate that a
significant methodology change occurred between the 2017 and 2019 point -in -time
counts that was based on an attempt to more closely align the count with HUD best
practices and undertaken in consultation with HUD representatives. A jurisdiction shall
submit documentation of this to the agency by the date by which HUD's certification
of the 2019 homeless point -in -time count is finalized. The agency shall review and
approve or deny a request described in the previous sentence along with a
jurisdiction's application for homeless funding.
(k) "Homeless youth" means an unaccompanied youth between 12 and 24 years of
age, inclusive, who is experiencing homelessness, as defined in subsection (2) of
Section 725 of the federal McKinney-Vento Homeless Assistance Act (42 U.S.C. Sec.
11434a(2)). "Homeless youth" includes unaccompanied youth who are pregnant or
parenting.
(1) "Housing First" has the same meaning as in Section 8255 of the Welfare and
Institutions Code, including all of the core components listed therein.
(m) "Jurisdiction" means a city, city that is also a county, county, or continuum of care,
as defined in this section.
(m) "Jurisdiction" means a city, city that is also a county, county, or continuum of care,
as defined in this section.
(n) "Navigation center" means a Housing First, low -barrier, service -enriched shelter
focused on moving homeless individuals and families into permanent housing that
provides temporary living facilities while case managers connect individuals
experiencing homelessness to income, public benefits, health services, shelter, and
housing.
(o) "Program" means the Homeless Housing, Assistance, and Prevention program
established pursuant to this chapter.
Homeless Housing, Assistance and Prevention Program
NOFA Date: December 6, 2019
City of Palm Springs
20-HHAP-00064
Page 4 of 23
Homeless Housing, Assistance and Prevention
Standard Agreement
EXHIBIT A
SCOPE OF WORK
(p) "Program allocation" means the portion of program funds available to expand or
develop local capacity to address immediate homelessness challenges, in the amount
of six hundred fifty million dollars ($650,000,000).
(q) "Recipient" means a jurisdiction that receives funds from the agency for the
purposes of the program.
Additional definitions for the purposes of the HHAP program:
"Obligate" means that the Grantee has placed orders, awarded contracts, received
services, or entered into similar transactions that require payment using HHAP
funding. Grantees, and the subrecipients who receive awards from those Grantees,
must obligate the funds by the statutory deadlines set forth in this Exhibit A.
"Expended" means all HHAP funds obligated under contract or subcontract have been
fully paid and receipted, and no invoices remain outstanding. In the case of an award
made through subcontracting, subcontractors are required to obligate the funds by the
same statutory deadlines.
"Grantee" means the continuum of care, city, or county that has entered into contract
with the Business, Consumer Services and Housing Agency and is receiving HHAP
funding.
4. Scope of Work
The Scope of Work ("Work") for this Agreement shall include uses that are consistent
with Health and Safety Code section 50219, subdivision (c)(1) — (8), and any other
applicable laws. Eligible uses include the following:
A. Rental assistance and rapid rehousing.
B. Operating subsidies in new and existing affordable or supportive housing units,
emergency shelters, and navigation centers. Operating subsidies may include
operating reserves.
C. Incentives to landlords, including, but not limited to, security deposits and holding
fees.
D. Outreach and coordination, which may include access to job programs, to assist
vulnerable populations in accessing permanent housing and to promote housing
stability in supportive housing.
Homeless Housing, Assistance and Prevention Program
NOFA Date: December 6, 2019
City of Palm Springs
20-H HAP-00064
Page 5 of 23
Homeless Housing, Assistance and Prevention
Standard Agreement
EXHIBIT A
SCOPE OF WORK
E. Systems support for activities necessary to create regional partnerships and
maintain a homeless services and housing delivery system, particularly for
vulnerable populations including families and homeless youth.
F. Delivery of permanent housing and innovative housing solutions such as hotel and
motel conversions.
G. Prevention and shelter diversion to permanent housing.
H. New navigation centers and emergency shelters based on demonstrated need.
Demonstrated need for purposes of this paragraph shall be based on the following:
i. The number of available shelter beds in the city, county, or region served by
a continuum of care.
ii. Shelter vacancy rate in the summer and winter months.
iii. Percentage of exits from emergency shelters to permanent housing solutions.
iv. A plan to connect residents to permanent housing.
5. Agency Contract Coordinator
The Agency's Contract Coordinator for this Agreement is the Council's HHAP Grant
Manager or the Grant Manager's designee. Unless otherwise instructed, any notice,
report, or other communication requiring an original Grantee signature for this
Agreement shall be mailed to the Agency Contract Coordinator. If there are
opportunities to send information electronically, Grantee will be notified via email by
the HHAP Grant Manager or the Grant Manager's designee.
The Representatives during the term of this Agreement will be:
PROGRAM
GRANTEE
ENTITY:
Business Consumer Services and
Housing Agency
City of
Palm Springs
ECTIONIUNIT:
Homeless Coordinating and Financing
Council (HCFC)
ADDRESS:
915 Capitol Mall Suite 350-A
Sacramento, CA 95814
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92262
CONTRACT MANAGER
Amber Ostrander
Jay Virata
20-HHAP-00054
PHONE NUMBER:
916-651-7995
760-323-8228
EMAIL. ADDRESS:
Amber. Ostrander@bcsh.ca.gov
jay.virata@palmspringsca.gov
Homeless Housing, Assistance and Prevention Program
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City of Palm Springs
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Standard Agreement
. EXHIBIT A
SCOPE OF WORK
All requests to update the Grantee information listed within this Agreement shall be
emailed to the Homeless Coordinating and Financing Council's general email box at
hcfc &-bcsh.ca.gov. The Council reserves the right to change their representative
and/or contact information at any time with notice to the Grantee.
G. Effective Date, Term of A.clreemen# and Deadlines
A. This Agreement is effective upon approval by the Agency (indicated by the
signature provided by Agency in the lower left section of page one, Standard
Agreement, STD. 213), when signed by all parties.
B. Contractual Obligation:
• Grantees that are counties must contractually obligate 100 percent of their full
program allocations on or before May 31, 2023.
• Grantees that are cities or continuums of care must contractually obligate no
less than 50 percent of program allocations on or before May 31, 2023.
Cities or continuums of care that contractually obligate less than 50 percent or program
allocations after May 31, 2023 are subject to an alternative disbursement plan as required
under (Health & Safety Code, § 50220, subdivision (a)(4)(B).
C. Full Expenditure of HHAP Grant Funds
Ail HHAP grant funds (100 percent) must be expended by June 30, 2025. Any
funds not expended by that date shall revert to the General Fund. (Health &
Safety Code, § 50220, subdivision (e).)
7. Special Conditions
Agency reserves the right to add any special conditions to this Agreement it deems
necessary to ensure that the goals of the Program are achieved.
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EXHIBIT B /I
BUDGET DETAIL AND PAYMENT PROVISIONS
1. Budoet Detail & Chan
The Grantee agrees that HHAP funds shall be expended on uses that support regional
coordination and expand or develop local capacity to address immediate
homelessness challenges. Such activities must be informed by a best -practices
framework focused on moving homeless individuals and families into permanent
housing and supporting the efforts of those individuals and families to maintain their
permanent housing.
The Grantee shall expend HHAP funds on eligible activities as detailed in the annual
budget submitted with the Grantee's approved application. The Grantee shall submit
an updated budget with the annual report that revises and reports all actual and
projected expenditures of HHAP funds.
Changes may be made to the timing (e.g., fiscal year) of eligible use expenditures
without prior approval by the Agency so long as the total expenditures (actual and
projected) for each eligible use category remain the same as described in the budget
approved with the Grantee's application. Any decrease or increase to the total
expenditures for any eligible use category must otherwise be approved by the
Councirs HHAP Grant Manager or his/her designee, in writing, before the Grantee
may expend HHAP funds according to an alternative budget. The HHAP Grant
Manager will respond to Grantee with approval or denial of request. Failure to obtain
written approval from the Grant Manager or his/her designee as required by this
section may be considered a breach of this Agreement.
2. General Conditions Prior to Disbursement
All Grantees must submit the following forms prior to HHAP funds being released:
A. Request for Funds Form (RFF)
B. STD 213 Standard Agreement - 2 original copies of the signed STD 213
form and initialed Exhibits A through E.
C. Data Use Agreement (continuums of care and counties that accepted
redirected funding from a continuum of care- see Exhibit D for relevant
Special Terms and Conditions)
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EXHIBIT B
BUDGET DETAIL AND PAYMENT PROVISIONS
3. Disbursement of Funds
HHAP funds will be disbursed to the Grantee upon receipt, review and approval of the
completed Standard Agreement and RFF by Agency, the Department of General
Services (DGS) and the State Controller's Office (SCO). Once Agency receives,
reviews, and signs off on the completed documents, the documents will be sent to
DGS for review. Once DGS review is completed, documents will be forwarded to SCO
for final review and fund disbursement. The RFF must include the proposed eligible
uses and the amount of funds proposed for expenditure under each eligible use.
HHAP funds will be disbursed in a single allocation via mailed check once the RFF
has been received by the SCO. Checks will be mailed to the address and contact
name listed on the RFF.
4. Expenditure of Funds
Specific requirements and deadlines for contractually obligating and expending
awarded funds are set forth in the Homeless Housing, Assistance, and Prevention
Program statutes. Health and Safety Code sections 50218, 50219, and 50220
mandate the following:
A. Up to 5 percent of the H HAP allocation maybe expended for the following uses
that are intended to meet federal requirements for housing funding:
(1) Strategic homelessness plan, as defined in section 578.7(c) of Title 24 of
the Code of Federal Regulations; and/or
(2) Infrastructure development to support coordinated entry systems and
Homeless Management Information Systems.
B. No more than 7 percent of the HHAP allocation may be used for
administrative costs incurred by the Grantee.
C. At least 8 percent of the HHAP allocation shall be used to establish or expand
services for homeless youth populations.
D. Grantees that are cities or continuums of care shall contractually obligate no
less than 50 percent of HHAP funds by May 31, 2023. If less than 50 percent
is obligated after May 31, 2023, continuums of care and cities shall not expend
any remaining portion of the 50 percent of program allocations required to have
been obligated unless and until both of the following occur:
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EXHIBIT B
BUDGET DETAIL AND PAYMENT PROVISIONS
(1) On or before June 30, 2023, the Grantee submits an alternative
disbursement plan to Agency that includes an explanation for the delay
and a plan to fully expend these funds by December 31, 2023.
(2) Agency approves the alternative disbursement plan.
If the funds identified in the approved alternative disbursement plan are not
fully expended by December 31, 2023, the funds shall be returned to
Agency.
E. Grantees that are counties shall contractually obligate the full allocation (100
percent) awarded to them by May 31, 2023. Any funds that are - not
contractually obligated by this date shall be reverted to the continuum of
care that serves the county. Specific to Los Angeles County, funds that are not
contractually obligated by this date shall be divided proportionately using the
HHAP funding allocation formula among the four CoC's that serve Los
Angeles County: City of Glendale CoC, City of Pasadena CoC, the City of
Long Beach CoC, and the Los Angeles Homeless Services Authority.
Counties not obligating their full program allocation by May 31, 2023 are
required to notify Agency on or before that date, of the name of the CoC(s) in
which the county is served, and the amount of program funds that will be
reverted to the CoC(s). By June 30, 2023, the county shall provide Agency with
evidence that the funds were transferred and submit an updated budget that
clearly identifies the funds that were transferred.
F. All HHAP funds shall be expended by June 30, 2025.
G. Any funds not expended by June 30, 2025 shall revert to the General Fund.
S. Reimbursement
HHAP program funds should not generally be obligated or expended prior to the
effective date of this Agreement. However, Agency acknowledges that there may be
circumstances that would require reimbursement in order to prevent or address
homelessness in a given jurisdiction. When considering a reimbursement, the
following requirements are applicable:
A. Reimbursement is not permitted for activities occurring prior to July 1, 2019.
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EXHIBIT B
BUDGET DETAIL AND PAYMENT PROVISIONS
B. Reimbursement shall not supplant existing local funds for homeless housing,
assistance, or prevention.
C. Approval from HCFC must be obtained prior to obtaining reimbursement.
D. Capital improvement projects pertaining to emergency shelters and navigation
centers are still required to demonstrate need. Eligible applicants are required
to submit the following information for HCFC to review and approve or deny
such projects:
(1) The number of available shelter beds in the jurisdiction;
(2) The shelter vacancy rate in the summer and winter months;
(3) The percentage of exits from emergency shelters to permanent housing
solutions; and
(4) A plan to connect residents to permanent housing
6. Ineligible Costs
HHAP funds shall not be used for costs associated with activities in violation of any
law or for any activities not consistent with the intent of the Program and the eligible
uses identified in Health and Safety Code sections 50218 and 50219.
Agency reserves the right to request additional clarifying information to determine the
reasonableness and eligibility of all uses of the funds made available by this
Agreement. If the Grantee or its funded subrecipients use HHAP funds to pay
for ineligible activities, the Grantee shall be required to reimburse these funds
to Agency.
An expenditure which is not authorized by this Agreement, or by written approval of
the Grant Manager or his/her designee, or which cannot be adequately documented,
shall be disallowed and must be reimbursed to Agency by the Grantee.
Agency, at its sole and absolute discretion, shall make the final determination
regarding the allowability of HHAP fund expenditures.
Program funds shall not be used to supplant existing local funds for homeless
housing, assistance, or prevention.
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7. Administrative Costs
The Grantee must comply with Health and Safety Code section 50219, subdivision
(e), which limits the Grantee's administrative costs to no more than 7 percent of total
HHAP funds received. For purposes of this requirement, "administrative costs" does
not include staff or other costs directly related to implementing activities funded by the
Program allocation.
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EXHIBIT C
HOMELESS COORDINATING AND FINANCING COUNCIL TERMS AND
CONDITIONS
1. Termination and Sufficiency of Funds
A. Termination of Agreement
Agency may terminate this Agreement at any time for cause by giving a minimum
of 14 days' notice of termination, in writing, to the Grantee. Cause shall consist
of violations of any conditions of this Agreement, any breach of contract as described
in paragraph 6 of this Exhibit C; violation of any federal or state laws; or withdrawal of
Agency's expenditure authority. Upon termination of this Agreement, unless
otherwise approved in writing by Agency, any unexpended funds received by the
Grantee shall be returned to Agency within 30 days of Agency's notice of termination.
B. Sufficiency of Funds
This Agreement is valid and enforceable only if sufficient funds are made available to
Agency by legislative appropriation. In addition, this Agreement is subject to any
additional restrictions, limitations or conditions, or statutes, regulations or any other
laws, whether federal or those of the State of California, or of any agency, department,
or any political subdivision of -the federal or State of Califomia governments, which
may affect the provisions, terms or funding of this Agreement in any manner.
2. Transfers
Grantee may not transfer or assign by subcontract or novation, or by any other means,
the rights, duties, or performance of this Agreement or any part thereof, except with
the prior written approval of Agency and a formal amendment to this Agreement to
affect such subcontract or novation.
3. Grantee's Awlication for Funds
Grantee has submitted to Agency an application for HHAP funds to support regional
coordination and expand or develop local capacity to address its immediate
homelessness challenges. Agency is entering into this Agreement on the basis of, and
in substantial reliance upon, Grantee's facts, information, assertions and
representations contained in that application, and in any subsequent modifications or
additions thereto approved by Agency. The application and any approved
modifications and additions thereto are hereby incorporated into this Agreement.
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EXHIBIT C
HOMELESS COORDINATING AND (FINANCING COUNCIL TERMS AND
CONDITIONS
Grantee warrants that all information, facts, assertions and representations contained
in the application and approved modifications and additions thereto are true, correct,
and complete to the best of Grantee's knowledge. In the event that any part of the
application and any approved modification and addition thereto is untrue, incorrect,
incomplete, or misleading in such a manner that would substantially affect Agency
approval, disbursement, or monitoring of the funding and the grants or activities
governed by this Agreement, then Agency may declare a breach of this Agreement
and take such action or pursue such remedies as are legally available.
4. Reportina/Audits
A. Annual Report Deadlines
By January 1, 2021, and annually on that date thereafter until all funds have been
expended, the Grantee shall submit an annual report to Agency in a format provided
by Agency. If the Grantee fails to provide such documentation, Agency may recapture
any portion of the amount authorized by this Agreement with a 14-day written
notification. No later than January 1, 2026, the Grantee shall submit a final report, in
a format provided by Agency, as well as a detailed explanation of all uses of the
Program funds.
B. Reporting Requirements
The annual report shall contain detailed information in accordance with Health and
Safety Code section 50221, subdivision (a).This information includes the following, as
well as any additional information deemed appropriate or necessary by Agency:
1. An ongoing tracking of the specific uses and expenditures of any Program
funds broken out by eligible uses listed, including the current status of those
funds.
2. The number of homeless individuals served by the Program funds in that year,
and a total number served in all years of the Program, as well as the homeless
populations served.
3. The types of housing assistance provided, broken out by the number of
individuals.
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EXHIBIT C
HOMELESS COORDINATING AND FINANCING COUNCIL TERMS AND
CONDITIONS
4. Outcome data for an individual served through Program funds, including the
type of housing that an individual exited to, the percent of successful housing
exits, and exit types for unsuccessful housing exits.
In addition to the annual reports, Agency requires the Grantee to submit quarterly
expenditure reports due no later than 30 days following the end of each fiscal quarter.
Grantee shall submit a report to the agency on a form and method provide by the
agency, that includes the ongoing tracking of the specific uses and expenditures of
any program funds broken out by eligible uses listed, including the current status of
those funds, as well as any additional information the agency deems appropriate or
necessary.
Agency may require additional supplemental reporting with written notice to the
Grantee.
C. Auditing
Agency reserves the right to perform or cause to be performed a financial audit. At
Agency request, the Grantee shall provide, at its own expense, a financial audit
prepared by a certified public accountant. HHAP administrative funds may be used
to fund this expense.
1. If a financial audit is required by Agency, the audit shall be performed by an
independent certified public accountant.
2, The Grantee shall notify Agency of the auditor's name and address immediately
after the selection has been made. The contract for the audit shall allow access
by Agency to the independent auditor's working papers.
3. The Grantee is responsible for the completion of audits and all costs of
preparing audits.
4. If there are audit findings, the Grantee must submit a detailed response
acceptable to Agency for each audit finding within 90 days from the date of the
audit finding report.
5. Inspection and Retention of Records
A. Record Inspection
The Grantee agrees that Agency or its designee shall have the right to review, obtain,
and copy all records and supporting documentation pertaining to performance under
this Agreement. The Grantee agrees to provide Agency, or its designee, with any
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EXHIBIT C
HOMELESS COORDINATING AND FINANCING COUNCIL TERMS AND
CONDITIONS
relevant information requested. The Grantee agrees to give Agency or its designee
access to its premises, upon reasonable notice and during normal business hours, for
the purpose of interviewing employees who might reasonably have information
related to such records, and of inspecting and copying such books, records, accounts,
and other materials that may be relevant to an investigation of compliance with the
Homeless Housing, Assistance, and Prevention Program laws, the HHAP program
guidance document published on the website, and this Agreement.
B. Record Retention
The Grantee further agrees to retain all records described in subparagraph A for
a minimum period of five (5) years after the termination of this Agreement.
If any litigation, claim, negotiation, audit, monitoring, inspection or other action has
been commenced before the expiration of the required record retention period, all
records must be retained until completion of the action and resolution of all issues
which arise from it.
6. Breach and Remedies
A. Breach of Agreement
Breach of this Agreement includes, but is not limited to, the following events:
1. Grantee's failure to comply with the terms or conditions of this Agreement.
2. Use of, or permitting the use of, HHAP funds provided under this Agreement
for any ineligible activities.
3. Any failure to comply with the deadlines set forth in this Agreement.
B. Remedies for Breach of Agreement
In addition to any other remedies that may be available to Agency in law or equity for
breach of this Agreement, Agency may:
1. Bar the Grantee from applying for future HHAP funds;
2. Revoke any other existing HHAP award(s) to the Grantee;
3. Require the return of any unexpended HHAP funds disbursed under this
Agreement;
4. Require repayment of HHAP funds disbursed and expended under this
Agreement;
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EXHIBIT C
HOMELESS COORDINATING AND FINANCING COUNCIL TERMS AND
CONDITIONS
5. Require the immediate return to Agency of all funds derived from the use of
HHAP funds including, but not limited to, recaptured funds and returned
funds; and
6. Seek, in a court of competent jurisdiction, an order for specific performance of
the defaulted obligation or the appointment of a receiver to complete the
technical assistance in accordance with HHAP requirements.
C. All remedies available to Agency are cumulative and not exclusive.
D. Agency may give written notice to the Grantee to cure the breach or violation within
a period of not less than 15 days.
i. Waivers
No waiver of any breach of this Agreement shall be held to be a waiver of any prior or
subsequent breach. The failure of Agency to enforce at any time the provisions of this
Agreement, or to require at any time, performance by the Grantee of these provisions,
shall in no way be construed to be a waiver of such provisions nor to affect the validity
of this Agreement or the right of Agency to enforce these provisions.
8. Nondiscrimination
During the performance of this Agreement, Grantee and its subrecipients shall not
unlawfully discriminate, harass, or allow harassment against any employee or
applicant for employment because of sex (gender), sexual orientation, gender identity,
gender expression, race, color, ancestry, religion, creed, national origin (including
language use restriction), pregnancy, physical disability (including HIV and AIDS),
mental disability, medical condition (cancer/genetic characteristics), age (over 40),
genetic information, marital status, military and veteran status, and denial of medical
and family care leave or pregnancy disability leave. Grantees and subGrantees shall
ensure that the evaluation and treatment of their employees and applicants for
employment are free from such discrimination and harassment. Grantee and its
subrecipients shall comply with the provisions of California's laws against
discriminatory practices relating to specific groups: the California Fair Employment
and Housing Act (FEHA) (Gov. Code, § 12900 et seq.); the regulations promulgated
thereunder (Cal. Code Regs., tit. 2, § 11000 et seq.); and the provisions of Article 9.5,
Chapter 1, Part 1, Division 3, Title 2 of the Government Code (Gov. Code, §§ 11135
-11139.5). Grantee and its subrecipients shall give written notice of their obligations
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EXHIBIT C
HOMELESS COORDINATING AND FINANCING COUNCIL TERMS AND
CONDITIONS
under this clause to labor organizations with which they have a collective bargaining
or other agreement.
9. Conflict of Interest
All Grantees are subject to state and federal conflict of interest laws. For instance,
Health and Safety Code section 50219, subdivision (h) states, "For purposes of
Section 1090 of the Government Code, a representative of a county serving on a
board, committee, or body with the primary purpose of administering funds or making
funding recommendations for applications pursuant to this chapter shall have no
financial interest in any contract, program, or project voted on by the board,
committee, or body on the basis of the receipt of compensation for holding public office
or public employment as a representative of the county."
Failure to comply with these laws, including business and financial disclosure
provisions, will result in the application being rejected and any subsequent contract
being declared void. Other legal action may also be taken. Additional applicable
statutes include, but are not limited to, Government Code section 1090 and Public
Contract Code sections 10410 and 10411.
A. Current State Employees: No State officer or employee shall engage in any
employment, activity, or enterprise from which the officer or employee receives
compensation or has a financial interest, and which is sponsored or funded by any
State agency, unless the employment, activity, or enterprise is required as a condition
of regular State employment. No State officer or employee shall contract on his or her
own behalf as an independent Grantee with any State agency to provide goods or
services.
B. Former State Employees: For the two-year period from the date he or she left State
employment, no former State officer or employee may enter into a contract in which
he or she engaged in any of the negotiations, transactions, planning, arrangements,
or any part of the decision -making process relevant to the contract while employed in
any capacity by any State agency. For the twelve-month period from the date he or
she left State employment, no former State officer or employee may enter into a
contract with any State agency if he or she was employed by that State agency in a
policy -making position in the same general subject area as the proposed contract
within the twelve-month period prior to his or her leaving State service.
C.
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HOMELESS COORDINATING AND FINANCING COUNCIL TERMS AND
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C. Employees of the Grantee: Employees of the Grantee shall comply with all
applicable provisions of law pertaining to conflicts of interest, including but not limited
to any applicable conflict of interest provisions of the a Political Reform Act of 1974
(Gov. Code, § 81000 et seq.).
D. Representatives of a County; A representative of a county serving on a board,
committee, or body with the primary purpose of administering funds or making funding
recommendations for applications pursuant to this chapter shall have no financial
E. interest in any contract, program, or project voted on by the board, committee, or
body on the basis of the receipt of compensation for holding public office or public
employment as a representative of the county.
10. Drug -Free Workplace Certification
Certification of Compliance: By signing this Agreement, Grantee hereby certifies,
under penalty of perjury under the laws of State of California, that it and its
subrecipients will comply with the requirements of the Drug -Free Workplace Act of
1990 (Gov. Code, § 8350 et seq.) and have or will provide a drug -free workplace by
taking the following actions:
A. Publish a statement notifying employees and subrecipients that unlawful
manufacture distribution, dispensation, possession, or use of a controlled substance
is prohibited and specifying actions to be taken against employees, Grantees, or
subrecipients for violations, as required by Government Code section 8355,
subdivision (a)(1).
B. Establish a Drug -Free Awareness Program, as required by Government Code
section 8355, subdivision (a)(2) to inform employees, Grantees, or subrecipients
about all of the following:
1. The dangers of drug abuse in the workplace;
2. Grantee's policy of maintaining a drug -free workplace;
3. Any available counseling, rehabilitation, and employee assistance program;
and
4. Penalties that may be imposed upon employees, Grantees, and subrecipients
for drug abuse violations.
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EXHIBIT C
HOMELESS COORDINATING AND FINANCING COUNCIL TERMS AND
CONDITIONS
C. Provide, as required by Government Code section 8355, subdivision (a)(3), that
every employee and/or subrecipient that works under this Agreement:
1. Will receive a copy of Grantee's drug -free policy statement, and
2. Will agree to abide by terms of Grantee's condition of employment or
subcontract.
11. Child Support Compliance Act
For any Contract Agreement in excess of $100,000, the Grantee acknowledges in
accordance with Public Contract Code 7110, that:
A. The Grantee recognizes the importance of child and family support obligations and
shall fully comply with all applicable state and federal laws relating to child and family
support enforcement, including, but not limited to, disclosure of information and
compliance with earnings assignment orders, as provided in Chapter 8 (commencing
with section 5200) of Part 5 of Division 9 of the Family Code; and
B. The Grantee, to the best of its knowledge is fully complying with the earnings
assignment orders of all employees and is providing the names of all new employees
to the New Hire Registry maintained by the California Employment Development
Department.
12. Special Conditions — Grantees/SubGrantee
The Grantee agrees to comply with all conditions of this Agreement including the
Special Conditions set forth in Exhibit D. These conditions shall be met to the
satisfaction of Agency prior to disbursement of funds. The Grantee shall ensure that
all SubGrantees are made aware of and agree to comply with all the conditions of this
Agreement and the applicable State requirements governing the use of HHAP funds.
Failure to comply with these conditions may result in termination of this Agreement.
A. The Agreement between the Grantee and any SubGrantee shall require the
Grantee and its SubGrantees, if any, to:
I. Perform the work in accordance with Federal, State and Local housing and
building codes, as applicable.
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HOMELESS COORDINATING AND FINANCING COUNCIL TERMS AND
CONDITIONS
2. Maintain at least the minimum State -required worker's compensation for those
employees who will perform the work or any part of it.
3. Maintain, as required by law, unemployment insurance, disability insurance,
and liability insurance in an amount that is reasonable to compensate any
person, firm or corporation who may be injured or damaged by the Grantee or
any SubGrantee in performing the Work or any part of it.
4. Agree to include all the terms of this Agreement in each subcontract.
13. Com2liance with State and Federal Laws, Rules Guidelines and Regulations
The Grantee agrees to comply with all state and federal laws, rules and regulations
that pertain to construction, health and safety, labor, fair employment practices,
environmental protection, equal opportunity, fair housing, and all other matters
applicable and/or related to the HHAP program, the Grantee, its subrecipients, and all
eligible activities.
Grantee shall also be responsible for obtaining any and all permits, licenses, and
approvals required for performing any activities under this Agreement, including those
necessary to perform design, construction, or operation and maintenance of the
activities. Grantee shall be responsible for observing and complying with any
applicable federal, state, and local laws, rules or regulations affecting any such work,
specifically those including, but not limited to, environmental protection, procurement,
and safety laws, rules, regulations, and ordinances. Grantee shall provide copies of
permits and approvals to Agency upon request.
14. InsRections
A. Grantee shall inspect any work performed hereunder to ensure that the work is
being and has been performed in accordance with the applicable federal, state and/or
local requirements, and this Agreement.
B. Agency reserves the right to inspect any work performed hereunder to ensure that
the work is being and has been performed in accordance with the applicable federal,
state and/or local requirements, and this Agreement.
C. Grantee agrees to require that all work that is determined based on such
inspections not to conform to the applicable requirements be corrected and to withhold
payments to the subrecipient until it is corrected.
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EXHIBIT C
HOMELESS COORDINATING AND FINANCING COUNCIL TERMS AND
CONDITIONS
16. Litigation
A. If any provision of this Agreement, or an underlying obligation, is held invalid by a
court of competent jurisdiction, such invalidity, at the sole discretion of Agency, shall
not affect any other provisions of this Agreement and the remainder of this Agreement
shall remain in full force and effect. Therefore, the provisions of this Agreement are
and shall be deemed severable.
B. The Grantee shall notify Agency immediately of any claim or action undertaken by
or against it, which affects or may affect this Agreement or Agency, and shall take
such action with respect to the claim or action as is consistent with the terms of this
Agreement and the interests of Agency.
Homeless Housing, Assistance and Prevention Program
NOFA Date: December 6,2019
City of Palm Springs
20-HHAP-00064
Page 22 of 23
Homeless Housing, Assistance and Prevention
Standard Agreement
EXHIBIT D
SPECIAL TERMS AND CONDITIONS
1. All proceeds from any interest -bearing account established by the Grantee for
the deposit of HHAP funds, along with any interest -bearing accounts opened by
subrecipients to the Grantee for the deposit of HHAP funds, must be used for
HHAP-eligible activities.
2. Any housing -related activities funded with HHAP funds, including but not limited
to emergency shelter, rapid -rehousing, rental assistance, transitional housing
and permanent supportive housing, must be in compliance or otherwise aligned
with the core components of Housing First, pursuant to Welfare and Institutions
Code section 8255, subdivision (b).
3. Grantee agrees to utilize its local Homeless Management Information System
(HMIS) to track HHAP-funded projects, services, and clients served. Grantee will
ensure that HMIS data are collected in accordance with applicable laws and in
such a way as to identify individual projects, services, and clients that are
supported by HHAP funding (e.g., by creating appropriate HHAP-specific funding
sources and project codes in HMIS).
4. Grantee agrees to participate in the statewide data system or warehouse created
by Agency to collect local data from California continuums of care through the
HMIS, and sign any required data use agreements allowing Agency to access
Grantee's HMIS data for that purpose.
5. If Grantee is a continuum of care or a county that accepted redirected funding
from a continuum of care, it shall review and execute a data use agreement no
later than July 31, 2020, in order to ensure compliance with Health and Safety
Code section 50219, subdivision (a)(7) and (10). Grantee's failure to timely
execute a data use agreement will constitute a breach of this Agreement. In this
event, BCSH, in its sole and absolute discretion, may exercise any and all
remedies permitted by this Agreement or by applicable law.
Homeless Housing, Assistance and Prevention Program
NOFA Date: December 6, 2019
City of Palm Springs
20-HHAP-00064
Page 23 of 23 ]
Homeless Housing, Assistance and Prevention !
Standard Agreement
EXHIBIT E
GENERAL TERMS AND CONDITIONS
This exhibit is incorporated by reference and made part of this agreement. This
document can be viewed at the following link:
httosJ/www.das.ca.aov/OLS/Resources/Page-Content/Office-of-Legal-Services-
esources-L' t-Folder/Standard-Contract-L ua a ^T
Homeless Housing, Assistance and Prevention Program
NOFA Date: December 6, 2019
ATTACHMENT NO. 7
Borrower'S PRO FORMA
.1VN,
N AI
erm mo
Bank Construction Loan
18,698,217
4.00%
20
City Loan (Housing and Homeless indsminaMIM
0.00%
20
NPLH-HCD
0
0.42%
20
AHP
600,000
0.00%
20
City Fee Waivers
987,000
0.00%
0
Costs Deferred During Construction
1,143,029
General Partner Equity
1,000
Limited Partner Equity
2,652,945
Total Construction Sources $27,682,190
Total Development Cost $27,682,190
Amor- Residual
Amount
Interest Rate Term (yr)
tizing Receipts MHP
Bank Perm Loan
1,331,200
4.00%
30
rousing and Homeless funds)
3,600,000
0.00%
55
NPLH-HCD
5,319,577
0.42%
55
0 0 El
Affordable Housing Program-FHLB
600,000
0.00%
55
0 0 0
City Fees
987,000
0.00%
55
0 ° o
General Partner Equity
1,000
0 0
Limited Partner Equity
15,843,412
Total Permanent Sources $27,682,189
Total Development Cost $27 an-1.19n
Sur us/ (Gap) (0)
newoual
Receipts Cash Flow
Payments Share*
Bank Perm Loan No
City Loan (Housing and Homeless funds) Yes 42.86%
NPLH-HCD No
Affordable Housing Program-FHLB Yes 7.14%
Total 50.000/0
55575.18175\34589761.5
ATTACHMENT NO.8
CERTIFICATE OF COMPLETION
FORM OF CERTIFICATE OF COMPLETION
I, the City Manager of the City of Palm Springs ("City"), hereby certify as follows:
Section 1. The Project, required to be constructed in accordance with that certain
Affordable Housing And Loan Agreement ("Agreement") dated [INSERT DATE] by and between
the City and Coachella Valley Housing Coalition ("Borrower") on certain real property, as more
specifically described in the Agreement ("Property"), has been completed in accordance with the
provisions of the Agreement.
Section 2. This Certificate of Completion shall constitute a conclusive determination by
the City of Borrower's satisfaction of its obligation under the Agreement to complete the
construction of the Project on the Property, excluding any normal and customary tenant
improvements and minor building "punch -list" items. The Agreement is an official record of the
City and a copy of the Agreement may be inspected in the office of the City Clerk located at 3200
E Tahquitz Canyon Way, Palm Springs, CA 92262, during the regular business hours of the City.
DATED AND ISSUED this calendar day of
, City Manager
55575.18175\34589761.5
EXHIBIT 9
HOMELESS HOUSING, ASSISTANCE AND PREVENTION STANDARD AGREEMENT
[Needs to be attached]
55575.18175\34589761.5
V
STATE OF CAUFOR14A - DEPARTMENT OF GENERAL SERVICES
STANDARD AGREEMENT AGREEMENT NUMBER
PURCHASING AUTHORITY NUMBER Of Appricable)
STD213 (RW.03/2019) 20-HHAP-00064
1. This Agreement is entered into between the Contracting Agency and the Contractor named below:
CONTRACTING AGENCY NAME
Business, Consumer Services, and Housing Agency
CONTRACTOR NAME
City of Palm Springs
2. The term of this Agreement is:
START DATE
May 1, 2020
THROUGH END DATE
April 30, 2025
3. The maximum amount of this Agreement is:
Ten Million Dollars ($10,000,000.00)
4. The parties agree to comply with the terms and conditions of the following exhibits, which are by this ►eference made a part of the Agreement.
Exhibits
Tide
Pages
Exhibit A
Scope of Work
1-6
Exhibit B
Budget Detail and Payment Provisions
7-11
Exhibit C
Homeless Coordinating and Financing Council Terms and Conditions
12-21
Exhibit D
Special Terms and Conditions
_
22
Exhibit E•
General Terms and Conditions
23
ems
shmm vWth an
asterisk (*).ate herebyincamaramd !ereronre nn mn n ... n
7hm dbaiments can beyk-wed ar - r • ••ycc...vrc us rr urruurcvaarreti7.
ca.aov/t>tS�ResaurCes
IN WITNESS WHEREOF, THIS AGREEMENT HAS BEEN EXECUTED BYTHEPAR77ES HERETO.
CONTRACTOR
—.,.., wn 1—c {u vmer man an manrrauar, stare wnethera corporation, partnership, etc.)
City of Palm Springs
CONTRACTOR BUSINESS ADDRESS CITY STATE ZIP
3200 E. Tahquita Canyon Way Palm Springs CA 92262
PRINTED NAMEOF PERSON SIGNING TITLE
David H. Ready City Manager
CONTRACTOR AUTHORM SIGNATURE DATE SIGNED
April 22, 2020
Page 1 of 2
STATE OF CALIFORNIA - DEPARTMENT OF GENERAL SERVICES
STANDARD AGREEMENT AGREEMENTNUMBER PuaCHASINGAUTHORITY NUMBER OfTpo able)
STD21361 ,,03MI9) 1 20-HHAP-00064
CONTRACTING AGENCY NAME
Business, Consumer Services, and Housing Agency
Page 2 of 2
City of Palm Springs
20-HHAP-00064
Page 1 of 23
Homeless Housing, Assistance and Prevention
Standard Agreement
EXHIBIT A
SCOPE OF WORK
1. Authority
The State of California has established the Homeless Housing, Assistance, and
Prevention Program ("HHAP" or "Program" or "grantj pursuant to Chapter 6
(commencing with Section 50216) of Part 1 of Division 31 of the Health and Safety
Code. (Added by Stats.2019, c. 159 (A.B. 101), § 10, eff. July 31, 2019.)
The Program is administered by the California Homeless Coordinating and Financing
Council ("Council") in the Business, Consumer Services and Housing Agency
('Agency"). HHAP provides one-time flexible block grant funds to continuums of care,
large cities (population of 300,000+) and counties as defined in the December 6, 2019
HHAP Notice of Funding Availability ("NOFA") to support regional coordination and
expand or develop local capacity to address immediate homelessness challenges
informed by a best -practices framework focused on moving homeless individuals and
families into permanent housing and supporting the efforts of those individuals and
families to maintain their permanent housing.
This Standard Agreement along with all its exhibits ("Agreement') is entered into by
the Agency and a continuum of care, a city, or a county ("Grantee") under the authority
of, and in furtherance of the purpose of, the Program. In signing this Agreement and
thereby accepting this award of funds, the Grantee agrees to comply with the terms
and conditions of the Agreement, the NOFA under which the Grantee applied, the
representations contained in the Grantee's application, and the requirements of the
authority cited above.
2. Purpose
The general purpose of the Program is to provide one-time block grant funding to
support regional coordination, and to expand or develop local capacity to address
immediate homelessness challenges. Activities will be informed by a best -practices
framework focused on moving homeless individuals and families into permanent
housing and supporting the efforts of those individuals and families to maintain their
permanent housing. In accordance with the authority cited above, an application was
created and submitted by the Grantee for HHAP funds to be allocated for eligible uses
as stated in Health and Safety Code section 50219, subdivision (c)(1) — (8).
Homeless Housing, Assistance and Prevention Program
NOFA Date: December 6, 2019
City of Palm Springs
20-HHAP-00064
Page 2 of 23
Homeless Housing, Assistance and Prevention
Standard Agreement
EXHIBIT A
SCOPE OF WORK
3. Definitions
The following HHAP program terms are defined in accordance with Health and
Safety Code section 50216, subdivisions (a) — (q):
(a) "Agency" means the Business, Consumer Services and Housing Agency.
(b) "Applicant" means a continuum of care, city, or county.
(c) "City" means a city or city and county that is legally incorporated to provide local
government services to its population. A city can be organized either under the general
laws of this state or under a charter adopted by the local voters.
(d) "Continuum of care" means the same as defined by the United States Department
of Housing and Urban Development at Section 578.3 of Title 24 of the Code of Federal
Regulations.
(e) "Coordinated Entry System" means a centralized or coordinated process
developed pursuant to Section 578.7 of Title 24 of the Code of Federal Regulations,
as that section read on January 10, 2019, designed to coordinate homelessness
program participant intake, assessment, and provision of referrals. In order to satisfy
this subdivision, a centralized or coordinated assessment system shall cover the
geographic area, be easily accessed by individuals and families seeking housing or
services, be well advertised, and include a comprehensive and standardized
assessment tool.
(f) "Council' means the Homeless Coordinating and Financing Council created
pursuant to Section 8257 of the Welfare and Institutions Code.
(g) "Emergency shelter" has the same meaning as defined in subdivision (e) of Section
50801.
(h) "Homeless" has the same meaning as defined in Section 578.3 of Title 24 of the
Code of Federal Regulations, as that section read on January 10, 2019.
(i) "Homeless Management Information System" means the information system
designated by a continuum of care to comply with federal reporting requirements as
defined in Section 578.3 of Title 24 of the Code of Federal Regulations. The term
"Homeless Management Information System" also includes the use of a comparable
Homeless Housing, Assistance and Prevention Program
NOFA Date: December 6, 2019
City of Palm Springs
20-HHAP-00064
Page 3 of 23
Homeless Housing, Assistance and Prevention
Standard Agreement
EXHIBIT A
SCOPE OF WORK
database by a victim services provider or legal services provider that is permitted by
the federal government under Part 576 of Title 24 of the Code of Federal Regulations.
6) "Homeless point -in -time count' means the 2019 homeless point -in -time count
pursuant to Section 578.3 of Title 24 of the Code of Federal Regulations. A jurisdiction
may elect to instead use their 2017 point -in -time count if they can demonstrate that a
significant methodology change occurred between the 2017 and 2019 point -in -time
counts that was based on an attempt to more closely align the count with HUD best
practices and undertaken in consultation with HUD representatives. A jurisdiction shall
submit documentation of this to the agency by the date by which HUD's certification
of the 2019 homeless paint -in -time count is finalized. The agency shall review and
approve or deny a request described in the previous sentence along with a
jurisdiction's application for homeless funding.
(k) "Homeless youth" means an unaccompanied youth between 12 and 24 years of
age, inclusive, who is experiencing homelessness, as defined in subsection (2) of
Section 725 of the federal McKinney-Vento Homeless Assistance Act (42 U.S.C. Sec.
11434a(2)). "Homeless youth" includes unaccompanied youth who are pregnant or
parenting.
(1) "Housing First" has the same meaning as in Section 8255 of the Welfare and
Institutions Code, including all of the core components listed therein.
(m) "Jurisdiction" means a city, city that is also a county, county, or continuum of care,
as defined in this section.
(m) "Jurisdiction" means a city, city that is also a county, county, or continuum of care,
as defined in this section.
(n) "Navigation center" means a Housing First, low -barrier, service -enriched shelter
focused on moving homeless individuals and families into permanent housing that
provides temporary living facilities while case managers connect individuals
experiencing homelessness to income, public benefits, health services, shelter, and
housing.
(o) "Program" means the Homeless Housing, Assistance, and Prevention program
established pursuant to this chapter.
Homeless Housing, Assistance and Prevention Program
NOFA Date: December 6, 2019
City of Palm Springs
20-HHAP-00064
Page 4 of 23
Homeless Housing, Assistance and Prevention
Standard Agreement
EXHIBIT A
SCOPE OF WORK
(p) "Program allocation" means the portion of program funds available to expand or
develop local capacity to address immediate homelessness challenges, in the amount
of six hundred fifty million dollars ($650,000,000).
(q) "Recipient" means a jurisdiction that receives funds from the agency for the
purposes of the program.
Additional definitions for the purposes of the HHAP program:
"Obligate" means that the Grantee has placed orders, awarded contracts, received
services, or entered into similar transactions that require payment using HHAP
funding. Grantees, and the subrecipients who receive awards from those Grantees,
must obligate the funds by the statutory deadlines set forth in this Exhibit A.
"Expended" means all HHAP funds obligated under contract or subcontract have been
fully paid and receipted, and no invoices remain outstanding. In the case of an award
made through subcontracting, subcontractors are required to obligate the funds by the
same statutory deadlines.
"Grantee" means the continuum of care, city, or county that has entered into contract
with the Business, Consumer Services and Housing Agency and is receiving HHAP
funding.
4. Scope of Work
The Scope of Work ("Work") for this Agreement shall include uses that are consistent
with Health and Safety Code section 50219, subdivision (c)(1) — (8), and any other
applicable laws. Eligible uses include the following:
A. Rental assistance and rapid rehousing.
B. Operating subsidies in new and existing affordable or supportive housing units,
emergency shelters, and navigation centers. Operating subsidies may include
operating reserves.
C. Incentives to landlords, including, but not limited to, security deposits and holding
fees.
D. Outreach and coordination, which may include access to job programs, to assist
vulnerable populations in accessing permanent housing and to promote housing
stability in supportive housing.
Homeless Housing, Assistance and Prevention Program
NOFA Date: December 6, 2019
City of Palm Springs
20-H HAP-00064
Page 5 of 23
Homeless Housing, Assistance and Prevention
Standard Agreement
EXHIBIT A
SCOPE OF WORK
E. Systems support for activities necessary to create regional partnerships and
maintain a homeless services and housing delivery system, particularly for
vulnerable populations including families and homeless youth.
F. Delivery of permanent housing and innovative housing solutions such as hotel and
motel conversions.
G. Prevention and shelter diversion to permanent housing.
H. New navigation centers and emergency shelters based on demonstrated need.
Demonstrated need for purposes of this paragraph shall be based on the following:
i. The number of available shelter beds in the city, county, or region served by
a continuum of care.
ii. Shelter vacancy rate in the summer and winter months.
iii. Percentage of exits from emergency shelters to permanent housing solutions.
iv. A plan to connect residents to permanent housing.
5. Agency Contract Coordinator
The Agency's Contract Coordinator for this Agreement is the Council's HHAP Grant
Manager or the Grant Manager's designee. Unless otherwise instructed, any notice,
report, or other communication requiring an original Grantee signature for this
Agreement shall be mailed to the Agency Contract Coordinator. If there are
opportunities to send information electronically, Grantee will be notified via email by
the HHAP Grant Manager or the Grant Manager's designee.
The Representatives during the term of this Agreement will be:
PROGRAM
GRANTEE
ENTITY:
Business Consumer Services and
Housing Agency
City of
Palm Springs
SECTION/UNIT:
Homeless Coordinating and Financing
Council (HCFC)
ADDRESS:
915 Capitol Mall Suite 350-A
Sacramento, CA M14
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92262
ONTRAiCT MANAGER
Amber Ostrander
Jay Virata
20-HHAP-000B4
PHONE NUMBER:
916-651-7995
760-323-8228
EMAIL ADDRESS:
Amber.Ostrander@bcsh.ca.gov
iay.virata@palmspringsca.gov
Homeless Housing, Assistance and Prevention Program
NOFA Date: December 6, 2019
City of Palm Springs
20-HHAP-00064
Page 6 of 23
Homeless Housing, Assistance and Prevention
Standard Agreement
EXHIBIT A
SCOPE OF WORK
All requests to update the Grantee information listed within this Agreement shall be
emailed to the Homeless Coordinating and Financing Council's general email box at
hcfc(&-bcsh.ca.cjov. The Council reserves the right to change their representative
and/or contact information at any time with notice to the Grantee.
G. Effective Date, Term of Agreement, and Deadlines
A. This Agreement is effective upon approval by the Agency (indicated by the
signature provided by Agency in the lower left section of page one, Standard
Agreement, STD. 213), when signed by all parties.
B. Contractual Obligation:
e Grantees that are counties must contractually obligate 100 percent of their full
program allocations on or before May 31, 2023.
e Grantees that are cities or continuums of care must contractually obligate no
less than 50 percent of program allocations on or before May 31, 2023.
Cities or continuums of care that contractually obligate less than 50 percent or program
allocations after May 31, 2023 are subject to an alternative disbursement plan as required
under (Health & Safety Code, § 50220, subdivision (a)(4)(B).
C. Full Expenditure of HHAP Grant Funds
All HHAP grant funds (100 percent) must be expended by June 30, 2025, Any
funds not expended by that date shall revert to the General Fund. (Health &
Safety Code, § 50220, subdivision (e).)
7. Social Conditions
Agency reserves the right to add any special conditions to this Agreement it deems
necessary to ensure that the goals of the Program are achieved,
Homeless Housing, Assistance and Prevention Program
NOFA Date: December 6, 2019
City of Palm Springs
20-HHAP-00064
Page 7 of 23
Homeless Housing, Assistance and Prevention
Standard Agreement
EXHIBIT B
BUDGET DETAIL, AND PAYMENT PROVISIONS
1. Budoet Detail & Chan
The Grantee agrees that HHAP funds shall be expended on uses that support regional
coordination and expand or develop local capacity to address immediate
homelessness challenges. Such activities must be informed by a best -practices
framework focused on moving homeless individuals and families into permanent
housing and supporting the efforts of those individuals and families to maintain their
permanent housing.
The Grantee shall expend HHAP funds on eligible activities as detailed in the annual
budget submitted with the Grantee's approved application. The Grantee shall submit
an updated budget with the annual report that revises and reports all actual and
projected expenditures of HHAP funds.
Changes may be made to the timing (e.g., fiscal year) of eligible use expenditures
without prior approval by the Agency so long as the total expenditures (actual and
projected) for each eligible use category remain the same as described in the budget
approved with the Grantee's application. Any decrease or increase to the total
expenditures for any eligible use category must otherwise be approved by the
Councirs HHAP Grant Manager or his/her designee, in writing, before the Grantee
may expend HHAP funds according to an alternative budget. The HHAP Grant
Manager will respond to Grantee with approval or denial of request. Failure to obtain
written approval from the Grant Manager or his/her designee as required by this
section may be considered a breach of this Agreement.
2. General Conditions Prior to Disbursement
All Grantees must submit the following forms prior to HHAP funds being released:
A. Request for Funds Form (RFF)
B. STD 213 Standard Agreement - 2 original copies of the signed STD 213
form and initialed Exhibits A through E.
C. Data Use Agreement (continuums of care and counties that accepted
redirected funding from a continuum of care- see Exhibit D for relevant
Special Terms and Conditions)
Homeless Housing, Assistance and Prevention Program
NOFA Date: December 6, 2019
City of Palm Springs
20-HHAP-00064
Page 8 of 23
Homeless Housing, Assistance and Prevention
Standard Agreement
EXHIBIT B
BUDGET DETAIL AND PAYMENT PROVISIONS
3. Disbursement of Funds
HHAP funds will be disbursed to the Grantee upon receipt, review and approval of the
completed Standard Agreement and RFF by Agency, the Department of General
Services (DGS) and the State Controller's Office (SCO). Once Agency receives,
reviews, and signs off on the completed documents, the documents will be sent to
DGS for review. Once DGS review is completed, documents will be forwarded to SCO
for final review and fund disbursement. The RFF must include the proposed eligible
uses and the amount of funds proposed for expenditure under each eligible use.
HHAP funds will be disbursed in a single allocation via mailed check once the RFF
has been received by the SCO. Checks will be mailed to the address and contact
name listed on the RFF.
4. Expenditure of Funds
Specific requirements and deadlines for contractually obligating and expending
awarded funds are set forth in the Homeless Housing, Assistance, and Prevention
Program statutes. Health and Safety Code sections 50218, 50219, and 50220
mandate the following:
A. Up to 5 percent of the HHAP allocation maybe expended for the following uses
that are intended to meet federal requirements for housing funding:
(1) Strategic homelessness plan, as defined in section 578.7(c) of Title 24 of
the Code of Federal Regulations; and/or
(2) Infrastructure development to support coordinated entry systems and
Homeless Management Information Systems.
B. No more than 7 percent of the HHAP allocation may be used for
administrative costs incurred by the Grantee.
C. At least 8 percent of the HHAP allocation shall be used to establish or expand
services for homeless youth populations.
D. Grantees that are cities or continuums of care shall contractually obligate no
less than 50 percent of HHAP funds by May 31, 2023. If less than 50 percent
is obligated after May 31, 2023, continuums of care and cities shall not expend
any remaining portion of the 50 percent of program allocations required to have
been obligated unless and until both of the following occur:
Homeless Housing, Assistance and Prevention Program
NOFA Date: December 6, 2019
City of Palm Springs
20-H HAP-00064
Page 9 of 23
Homeless Housing, Assistance and Prevention
Standard Agreement
EXHIBIT B
BUDGET DETAIL AND PAYMENT PROVISIONS
(1) On or before June 30, 2023, the Grantee submits an alternative
disbursement plan to Agency that includes an explanation for the delay
and a plan to fully expend these funds by December 31, 2023.
(2) Agency approves the alternative disbursement plan.
If the funds identified in the approved alternative disbursement plan are not
fully expended by December 31, 2023, the funds shall be returned to
Agency.
E. Grantees that are counties shall contractually obligate the full allocation (100
percent) awarded to them by May 31, 2023. Any funds that are - not
contractually obligated by this date shall be reverted to the continuum of
care that serves the county. Specific to Los Angeles County, funds that are not
contractually obligated by this date shall be divided proportionately using the
HHAP funding allocation formula among the four CoC's that serve Los
Angeles County: City of Glendale CoC, City of Pasadena CoC, the City of
Long Beach CoC, and the Los Angeles Homeless Services Authority.
Counties not obligating their full program allocation by May 31, 2023 are
required to notify Agency on or before that date, of the name of the CoC(s) in
which the county is served, and the amount of program funds that will be
reverted to the CoC(s). By June 30, 2023, the county shall provide Agency with
evidence that the funds were transferred and submit an updated budget that
clearly identifies the funds that were transferred.
F. All HHAP funds shall be expended by June 30, 2025.
G. Any funds not expended by June 30, 2025 shall revert to the General Fund.
S. Reimbursement
HHAP program funds should not generally be obligated or expended prior to the
effective date of this Agreement. However, Agency acknowledges that there may be
circumstances that would require reimbursement in order to prevent or address
homelessness in a given jurisdiction. When considering a reimbursement, the
following requirements are applicable:
A. Reimbursement is not permitted for activities occurring prior to July 1, 2019.
Homeless Housing, Assistance and Prevention Program
NOFA Date: December 6, 2019
City of Palm Springs
20-H HAP-00064
Page 10 of 23
Homeless Housing, Assistance and Prevention
Standard Agreement
EXHIBIT B
BUDGET DETAIL AND PAYMENT PROVISIONS
B. Reimbursement shall not supplant existing local funds for homeless housing,
assistance, or prevention.
C. Approval from HCFC must be obtained prior to obtaining reimbursement.
D. Capital improvement projects pertaining to emergency shelters and navigation
centers are still required to demonstrate need. Eligible applicants are required
to submit the following information for HCFC to review and approve or deny
such projects:
(1) The number of available shelter beds in the jurisdiction;
(2) The shelter vacancy rate in the summer and winter months;
(3) The percentage of exits from emergency shelters to permanent housing
solutions; and
(4) A plan to connect residents to permanent housing.
6. Ineli-gible Costs
HHAP funds shall not be used for costs associated with activities in violation of any
law or for any activities not consistent with the intent of the Program and the eligible
uses identified in Health and Safety Code sections 50218 and 50219.
Agency reserves the right to request additional clarifying information to determine the
reasonableness and eligibility of all uses of the funds made available by this
Agreement. If the Grantee or its funded subrecipients use HHAP funds to pay
for ineligible activities, the Grantee shall be required to reimburse these funds
to Agency.
An expenditure which is not authorized by this Agreement, or by written approval of
the Grant Manager or his/her designee, or which cannot be adequately documented,
shall be disallowed and must be reimbursed to Agency by the Grantee.
Agency, at its sole and absolute discretion, shall make the final determination
regarding the allowability of HHAP fund expenditures.
Program funds shall not be used to supplant existing local funds for homeless
housing, assistance, or prevention.
Homeless Housing, Assistance and Prevention Program
NOFA Date: December B. 2019
City of Palm Springs
20-H HAP-00064
Page 11 of 23
Homeless Housing, Assistance and Prevention
Standard Agreement
7, Administrative Costs
The Grantee must comply with Health and Safety Code section 50219, subdivision
(e), which limits the Grantee's administrative costs to no more than 7 percent of total
HHAP funds received. For purposes of this requirement, "administrative costs" does
not include staff or other costs directly related to implementing activities funded by the
Program allocation.
Homeless Housing, Assistance and Prevention Program
NOFA Date: December 6, 2019
City of Palm Springs
20-HHAP-00064
Page 12 of 23
Homeless Housing, Assistance and Prevention
Standard Agreement
EXHIBIT C / f
HOMELESS COORDINATING AND FINANCING COUNCIL TERMS AND
CONDITIONS
1. Termination and Sufficiency of Funds
A. Termination of Agreement
Agency may terminate this Agreement at any time for cause by giving a minimum
of 14 days' notice of termination, in writing, to the Grantee. Cause shall consist
of violations of any conditions of this Agreement, any breach of contract as described
in paragraph 6 of this Exhibit C; violation of any federal or state laws; or withdrawal of
Agency's expenditure authority. Upon termination of this Agreement, unless
otherwise approved in writing by Agency, any unexpended funds received by the
Grantee shall be returned to Agency within 30 days of Agency's notice of termination.
B. Sufficiency of Funds
This Agreement is valid and enforceable only if sufficient funds are made available to
Agency by legislative appropriation. In addition, this Agreement is subject to any
additional restrictions, limitations or conditions, or statutes, regulations or any other
laws, whether federal or those of the State of California, or of any agency, department,
or any political subdivision of the federal or State of California governments, which
may affect the provisions, terms or funding of this Agreement in any manner.
2. Transfers
Grantee may not transfer or assign by subcontract or novation, or by any other means,
the rights, duties, or performance of this Agreement or any part thereof, except with
the prior written approval of Agency and a formal amendment to this Agreement to
affect such subcontract or novation.
3. Grantee's Application for Funds
Grantee has submitted to Agency an application for HHAP funds to support regional
coordination and expand or develop local capacity to address its immediate
homelessness challenges. Agency is entering Into this Agreement on the basis of, and
in substantial reliance upon, Grantee's facts, information, assertions and
representations contained in that application, and in any subsequent modifications or
additions thereto approved by Agency. The application and any approved
modifications and additions thereto are hereby incorporated into this Agreement.
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EXHIBIT C
HOMELESS COORDINATING AND FINANCING COUNCIL TERMS AND
CONDITIONS
Grantee warrants that all information, facts, assertions and representations contained
in the application and approved modifications and additions thereto are true, correct,
and complete to the best of Grantee's knowledge. In the event that any part of the
application and any approved modification and addition thereto is untrue, incorrect,
incomplete, or misleading in such a manner that would substantially affect Agency
approval, disbursement, or monitoring of the funding and the grants or activities
governed by this Agreement, then Agency may declare a breach of this Agreement
and take such action or pursue such remedies as are legally available.
4. Reporting/Audits
A. Annual Report Deadlines
By January 1, 2021, and annually on that date thereafter until all funds have been
expended, the Grantee shall submit an annual report to Agency in a format provided
by Agency. If the Grantee fails to provide such documentation, Agency may recapture
any portion of the amount authorized by this Agreement with a 14-day written
notification. No later than January 1, 2026, the Grantee shall submit a final report, in
a format provided by Agency, as well as a detailed explanation of all uses of the
Program funds.
B. Reporting Requirements
The annual report shall contain detailed information in accordance with Health and
Safety Code section 50221, subdivision (a).This information includes the following, as
well as any additional information deemed appropriate or necessary by Agency:
1. An ongoing tracking of the specific uses and expenditures of any Program
funds broken out by eligible uses listed, including the current status of those
funds.
2. The number of homeless individuals served by the Program funds in that year,
and a total number served in all years of the Program, as well as the homeless
populations served.
3. The types of housing assistance provided, broken out by the number of
individuals.
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4. Outcome data for an individual served through Program funds, including the
type of housing that an individual exited to, the percent of successful housing
exits, and exit types for unsuccessful housing exits.
In addition to the annual reports, Agency requires the Grantee to submit quarterly
expenditure reports due no later than 30 days following the end of each fiscal quarter.
Grantee shall submit a report to the agency on a form and method provide by the
agency, that includes the ongoing tracking of the specific uses and expenditures of
any program funds broken out by eligible uses listed, including the current status of
those funds, as well as any additional information the agency deems appropriate or
necessary.
Agency may require additional supplemental reporting with written notice to the
Grantee.
C. Auditing
Agency reserves the right to perform or cause to be performed a financial audit. At
Agency request, the Grantee shall provide, at its own expense, a financial audit
prepared by a certified public accountant. HHAP administrative funds may be used
to fund this expense.
1. If a financial audit is required by Agency, the audit shall be performed by an
independent certified public accountant.
2. The Grantee shall notify Agency of the auditor's name and address immediately
after the selection has been made. The contract for the audit shall allow access
by Agency to the independent auditor's working papers.
3. The Grantee is responsible for the completion of audits and all costs of
preparing audits.
4. If there are audit findings, the Grantee must submit a detailed response
acceptable to Agency for each audit finding within 90 days from the date of the
audit finding report.
5. Inspection and Retention of Records
A. Record Inspection
The Grantee agrees that Agency or its designee shall have the right to review, obtain,
and copy all records and supporting documentation pertaining to performance under
this Agreement. The Grantee agrees to provide Agency, or its designee, with any
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HOMELESS COORDINATING AND FINANCING COUNCIL TERMS AND
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relevant information requested. The Grantee agrees to give Agency or its designee
access to its premises, upon reasonable notice and during normal business hours, for
the purpose of interviewing employees who might reasonably have information
related to such records, and of inspecting and copying such books, records, accounts,
and other materials that may be relevant to an investigation of compliance with the
Homeless Housing, Assistance, and Prevention Program laws, the HHAP program
guidance document published on the website, and this Agreement.
B. Record Retention
The Grantee further agrees to retain all records described in subparagraph A for
a minimum period of five (5) years after the termination of this Agreement.
If any litigation, claim, negotiation, audit, monitoring, inspection or other action has
been commenced before the expiration of the required record retention period, all
records must be retained until completion of the action and resolution of all issues
which arise from it.
6. Breach and Remedies
A. Breach of Agreement
Breach of this Agreement includes, but is not limited to, the following events:
1. Grantee's failure to comply with the terms or conditions of this Agreement,
2. Use of, or permitting the use of, HHAP funds provided under this Agreement
for any ineligible activities.
3. Any failure to comply with the deadlines set forth in this Agreement.
B. Remedies for Breach of Agreement
In addition to any other remedies that may be available to Agency in law or equity for
breach of this Agreement, Agency may:
1. Bar the Grantee from applying for future HHAP funds;
2. Revoke any other existing HHAP award(s) to the Grantee;
3. Require the return of any unexpended HHAP funds disbursed under this
Agreement;
4. Require repayment of HHAP funds disbursed and expended under this
Agreement;
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5. Require the immediate return to Agency of all funds derived from the use of
HHAP funds including, but not limited to, recaptured funds and returned
funds; and
6. Seek, in a court of competent jurisdiction, an order for specific performance of
the defaulted obligation or the appointment of a receiver to complete the
technical assistance in accordance with HHAP requirements.
C. All remedies available to Agency are cumulative and not exclusive.
D. Agency may give written notice to the Grantee to cure the breach or violation within
a period of not less than 15 days.
7. Waivers
No waiver of any breach of this Agreement shall be held to be a waiver of any prior or
subsequent breach. The failure of Agency to enforce at any time the provisions of this
Agreement, or to require at any time, performance by the Grantee of these provisions,
shall in no way be construed to be a waiver of such provisions nor to affect the validity
of this Agreement or the right of Agency to enforce these provisions.
8. Nondiscrimination
During the performance of this Agreement, Grantee and its subrecipients shall not
unlawfully discriminate, harass, or allow harassment against any employee or
applicant for employment because of sex (gender), sexual orientation, gender identity,
gender expression, race, color, ancestry, religion, creed, national origin (including
language use restriction), pregnancy, physical disability (including HIV and AIDS),
mental disability, medical condition (cancer/genetic characteristics), age (over 40),
genetic information, marital status, military and veteran status, and denial of medical
and family care leave or pregnancy disability leave. Grantees and subGrantees shall
ensure that the evaluation and treatment of their employees and applicants for
employment are free from such discrimination and harassment. Grantee and its
subrecipients shall comply with the provisions of California's laws against
discriminatory practices relating to specific groups: the California Fair Employment
and Housing Act (FEHA) (Gov. Code, § 12900 et seq.); the regulations promulgated
thereunder (Cal. Code Regs., tit. 2, § 11000 et seq.); and the provisions of Article 9.5,
Chapter 1, Part 1, Division 3, Title 2 of the Government Code (Gov. Code, §§ 11135
-11139.5). Grantee and its subrecipients shall give written notice of their obligations
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HOMELESS COORDINATING AND FINANCING COUNCIL TERMS AND
CONDITIONS
under this clause to labor organizations with which they have a collective bargaining
or other agreement.
9. Conflict of Interest
All Grantees are subject to state and federal conflict of interest laws. For instance,
Health and Safety Code section 50219, subdivision (h) states, "For purposes of
Section 1090 of the Government Code, a representative of a county serving on a
board, committee, or body with the primary purpose of administering funds or making
funding recommendations for applications pursuant to this chapter shall have no
financial interest in any contract, program, or project voted on by the board,
committee, or body on the basis of the receipt of compensation for holding public office
or public employment as a representative of the county."
Failure to comply with these laws, including business and financial disclosure
provisions, will result in the application being rejected and any subsequent contract
being declared void. Other legal action may also be taken. Additional applicable
statutes include, but are not limited to, Government Code section 1090 and Public
Contract Code sections 10410 and 10411.
A. Current State Employees: No State officer or employee shall engage in any
employment, activity, or enterprise from which the officer or employee receives
compensation or has a financial interest, and which is sponsored or funded by any
State agency, unless the employment, activity, or enterprise is required as a condition
of regular State employment. No State officer or employee shall contract on his or her
own behalf as an independent Grantee with any State agency to provide goods or
services.
B. Former State Employees: For the two-year period from the date he or she left State
employment, no former State officer or employee may enter into a contract in which
he or she engaged in any of the negotiations, transactions, planning, arrangements,
or any part of the decision -making process relevant to the contract while employed in
any capacity by any State agency. For the twelve-month period from the date he or
she left State employment, no former State officer or employee may enter into a
contract with any State agency if he or she was employed by that State agency in a
policy -making position in the same general subject area as the proposed contract
within the twelve-month period prior to his or her leaving State service.
C.
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C. Employees of the Grantee: Employees of the Grantee shall comply with all
applicable provisions of law pertaining to conflicts of interest, including but not limited
to any applicable conflict of interest provisions of the a Political Reform Act of 1974
(Gov. Code, § 81000 et seq.).
D. Representatives of a County: A representative of a county serving on a board,
committee, or body with the primary purpose of administering funds or making funding
recommendations for applications pursuant to this chapter shall have no financial
E. interest in any contract, program, or project voted on by the board, committee, or
body on the basis of the receipt of compensation for holding public office or public
employment as a representative of the county.
10. Drug -Free Workplace Certification
Certification of Compliance: By signing this Agreement, Grantee hereby certifies,
under penalty of perjury under the laws of State of California, that it and its
subrecipients will comply with the requirements of the Drug -Free Workplace Act of
1990 (Gov. Code, § 8350 et seq.) and have or will provide a drug -free workplace by
taking the following actions:
A. Publish a statement notifying employees and subrecipients that unlawful
manufacture distribution, dispensation, possession, or use of a controlled substance
is prohibited and specifying actions to be taken against employees, Grantees, or
subrecipients for violations, as required by Government Code section 8355,
subdivision (a)(1).
B. Establish a Drug -Free Awareness Program, as required by Government Code
section 8355, subdivision (a)(2) to inform employees, Grantees, or subrecipients
about all of the following:
1. The dangers of drug abuse in the workplace;
2. Grantee's policy of maintaining a drug -free workplace;
3. Any available counseling, rehabilitation, and employee assistance program;
and
4. Penalties that may be imposed upon employees, Grantees, and subrecipients
for drug abuse violations.
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C. Provide, as required by Government Code section 8355, subdivision (a)(3), that
every employee and/or subrecipient that works under this Agreement:
1. Will receive a copy of Grantee's drug -free policy statement, and
2. Will agree to abide by terms of Grantee's condition of employment or
subcontract.
11. Child Support Compliance Act
For any Contract Agreement in excess of $100,000, the Grantee acknowledges in
accordance with Public Contract Code 7110, that:
A. The Grantee recognizes the importance of child and family support obligations and
shall fully comply with all applicable state and federal laws relating to child and family
support enforcement, including, but not limited to, disclosure of information and
compliance with earnings assignment orders, as provided in Chapter 8 (commencing
with section 5200) of Part 5 of Division 9 of the Family Code; and
B. The Grantee, to the best of its knowledge is fully complying with the earnings
assignment orders of all employees and is providing the names of all new employees
to the New Hire Registry maintained by the California Employment Development
Department.
12. Smclal Conditions -- Grantees/SubGrantee
The Grantee agrees to comply with all conditions of this Agreement including the
Special Conditions set forth in Exhibit D. These conditions shall be met to the
satisfaction of Agency prior to disbursement of funds. The Grantee shall ensure that
all SubGrantees are made aware of and agree to comply with all the conditions of this
Agreement and the applicable State requirements governing the use of HHAP funds.
Failure to comply with these conditions may result in termination of this Agreement.
A. The Agreement between the Grantee and any SubGrantee shall require the
Grantee and its SubGrantees, if any, to:
1. Perform the work in accordance with Federal, State and Local housing and
building codes, as applicable.
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2. Maintain at least the minimum State -required worker's compensation for those
employees who will perform the work or any part of it.
3. Maintain, as required by law, unemployment insurance, disability insurance,
and liability insurance in an amount that is reasonable to compensate any
person, firm or corporation who may be injured or damaged by the Grantee or
any SubGrantee in performing the Work or any part of it.
4. Agree to include all the terms of this Agreement in each subcontract.
13. Compliance with State and Federal Laws Rules Guidelines and Rectulations
The Grantee agrees to comply with all state and federal laws, rules and regulations
that pertain to construction, health and safety, labor, fair employment practices,
environmental protection, equal opportunity, fair housing, and all other matters
applicable and/or related to the HHAP program, the Grantee, its subrecipients, and all
eligible activities.
Grantee shall also be responsible for obtaining any and all permits, licenses, and
approvals required for performing any activities under this Agreement, including those
necessary to perform design, construction, or operation and maintenance of the
activities. Grantee shall be responsible for observing and complying with any
applicable federal, state, and local laws, rules or regulations affecting any such work,
specifically those including, but not limited to, environmental protection, procurement,
and safety laws, rules, regulations, and ordinances. Grantee shall provide copies of
permits and approvals to Agency upon request.
14. Instaections
A. Grantee shall inspect any work performed hereunder to ensure that the work is
being and has been performed in accordance with the applicable federal, state and/or
local requirements, and this Agreement.
B. Agency reserves the right to inspect any work performed hereunder to ensure that
the work is being and has been performed in accordance with the applicable federal,
state and/or local requirements, and this Agreement.
C. Grantee agrees to require that all work that is determined based on such
inspections notto conform to the applicable requirements be corrected and to withhold
payments to the subrecipient until it is corrected.
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16. Litigation
A. If any provision of this Agreement, or an underlying obligation, is held invalid by a
court of competent jurisdiction, such invalidity, at the sole discretion of Agency, shall
not affect any other provisions of this Agreement and the remainder of this Agreement
shall remain in full force and effect. Therefore, the provisions of this Agreement are
and shall be deemed severable.
B. The Grantee shall notify Agency immediately of any claim or action undertaken by
or against it, which affects or may affect this Agreement or Agency, and shall take
such action with respect to the claim or action as is consistent with the terms of this
Agreement and the interests of Agency.
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EXHIBIT D
SPECIAL TERMS AND CONDITIONS
1. All proceeds from any interest -bearing account established by the Grantee for
the deposit of HHAP funds, along with any interest -bearing accounts opened by
subrecipients to the Grantee for the deposit of HHAP funds, must be used for
HHAP-eligible activities.
2. Any housing -related activities funded with HHAP funds, including but not limited
to emergency shelter, rapid -rehousing, rental assistance, transitional housing
and permanent supportive housing, must be in compliance or otherwise aligned
with the core components of Housing First, pursuant to Welfare and Institutions
Code section 8255, subdivision (b).
3. Grantee agrees to utilize its local Homeless Management Information System
(HMIS) to track HHAP-funded projects, services, and clients served. Grantee will
ensure that HMIS data are collected in accordance with applicable laws and in
such a way as to identify individual projects, services, and clients that are
supported by HHAP funding (e.g., by creating appropriate HHAP-specific funding
sources and project codes in HMIS).
4. Grantee agrees to participate in the statewide data system or warehouse created
by Agency to collect local data from California continuums of care through the
HMIS, and sign any required data use agreements allowing Agency to access
Grantee's HMIS data for that purpose.
5. If Grantee is a continuum of care or a county that accepted redirected funding
from a continuum of care, it shall review and execute a data use agreement no
later than July 31, 2020, in order to ensure compliance with Health and Safety
Code section 50219, subdivision (a)(7) and (10). Grantee's failure to timely
execute a data use agreement will constitute a breach of this Agreement. In this
event, BCSH, in its sole and absolute discretion, may exercise any and all
remedies permitted by this Agreement or by applicable law.
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EXHIBIT E
GENERAL TERMS AND CONDITIONS
This exhibit is incorporated by reference and made part of this agreement. This
document can be viewed at the following link:
httpsJ/ ,das.ca.aov/OLS/Resources/Page-Content/Office-of-Legal-Services
Resources-List-Folder/Standard-Contract-Lan , uq ane
Homeless Housing, Assistance and Prevention Program
NOFA Date: December 6, 2019