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HomeMy WebLinkAbout9/20/2006 - STAFF REPORTS - RA.2. rZ 41 Y H Y AZlFOR�,P COMMUNITY REDEVELOPMENT AGENCY STAFF REPORT DATE: September 20, 2006 Consent Calendar SUBJECT: APPROVAL OF AN EXCLUSIVE AGREEMENT TO NEGOTIATE FOR A PERIOD OF NINE MONTHS WITH RICHARD GROMAN AND STANTON GROMAN OF BEVERLY HILLS, CALIFORNIA FOR TWO PARCELS TOTALLING APPROXIMATELY 1.75 ACRES AT THE SOUTHWEST CORNER OF NORTH PALM CANYON DRIVE AND STEVENS ROAD, MERGED PROJECT AREA#1 FROM: David H. Ready, Executive Director BY: Community & Economic Development SUMMARY The Agency undertook a Request for Proposal in May, 2006 to solicit developer interest in two adjoining parcels at the southwest corner of Stevens Road and North Palm Canyon Drive. This action approves an Exclusive Agreement to Negotiate for a period of nine months with Richard Groman and Stanton Groman of Beverly Hills, California ("Developer")on a property consisting of two parcels totaling 1.75+ acres at the southwest corner of North Palm Canyon Drive and Stevens Road, in Merged Project Area #1, formerly the North Palm Canyon Project Area (#6),for a mixed use commercial/residential project. One property, the former O'Donnell Reservoir, is currently owned by the City of Palm Springs and would be conveyed to the Agency to be included in the Disposition and Development Agreement. RECOMMENDATION: 1. Adopt Resolution No. "A RESOLUTION OF THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS, CALIFORNIA, APPROVING AN EXCLUSIVE AGREEMENT TO NEGOTIATE FORA PERIOD OF NINE MONTHS WITH RICHARD GROMAN AND STANTON GROMAN OF BEVERLY HILLS, CALIFORNIA FOR TWO PARCELS TOTALLING APPROXIMATELY 1.75 ACRES AT THE SOUTHWEST CORNER OF NORTH PALM CANYON DRIVE AND STEVENS ROAD FOR THE PURPOSE OF +� Item No. RAG . DEVELOPING A RESIDENTIAL/COMMERCIAL MIXED USE PROJECT, MERGED PROJECT AREA #1 2. AUTHORIZE THE EXECUTIVE DIRECTOR OR HIS DESIGNEE TO EXECUTE ALL DOCUMENTS RELATED TO THE AGREEMENT STAFF ANALYSIS: Community Redevelopment Agency staff has worked for the past several years on the redevelopment of the City and Agency-owned parcels at Stevens Road and North Palm Canyon Drive (the Casa del Camino and Reservoir Parcels)_ Over the past few years staff has worked with a number of developers trying to put together a mixed use project on the site, which is split between the C-1 and R-2 zones. In the past several months staff has received a number of offers on the site for a variety of uses, and was directed by the Agency to issue a Request for Proposals(RFP). The RFP was issued in May, 2006 and responses were received in June. All three proposers submitted excellent conceptual plans,which made stretched the review and analysis period into late August. Proposals were received from: • Richard and Stanton Groman • Palm Springs Modern Homes/Dennis Cunningham • OJMR Architects/Jay Reynolds In the end, staff determined that the Groman proposal was the best fit with the Agency's RFP, in part because they proposed a mixed use development (though they were not the only one) and in part because they proposed a project that uses the Agency's parcel as well as the adjacent 48,000 square foot parcel, which they own. The Agreement will give they access to the property for the purpose of designing and entitling the quality project they proposed. The Agreement will be for a period of nine months, which should be adequate time for their architect to finish the design and entitle their project. It is possible that their project could be eligible to receive a categorical exemption from CEQA or a Mitigated Negative Declaration. It covers the project designed and described in their proposal: a mixed-use project developed on the Agency's 76,000 square feet and their adjacent 48,000 square foot parcel. The Disposition and Development Agreement (DDA) that will be presented for approval at the end of the Agreement period will require that the Developer build the project as revised through the land use entitlement process. As far as the negotiated price, under California Redevelopment Law the Agency would have to reappraise the property prior to finalizing the DDA; however, the current appraised value is $940,000, prior to any adjustment for removal of the reservoir. Subsequent to the Gromans' selection as the recommended proposer, staff has ©az discussed with them an alternative project that would pay the Agency slightly more money($1,150,000)for the parcels in return for allowing a reduction in the amount of commercial square footage. While a mixed use project was expressed as a preference in the RFP, the commercial space is the least attractive from the financing point of view and becomes a relative economic drag on the project. Therefore, their alternative proposal, trading a higher land price for less commercial development, could be an alternative to their original proposal though the original proposal was the only one considered against the other competitive proposals. The steps in the negotiation process are as follows: (1) staff presents the Agreement for approval by the Agency; (2) once executed, the Agreement will give the Developer the right to submit the project to Planning for approval, much as an option would; (3) the DDA will be negotiated during the Agreement period; and (4) and staff will bring the DDA forward for approval once the project is nearing approval. The Planning approval process will be concurrent and we could not bring the DDA for approval until the CEQA action can be certified since, under California Redevelopment Law, the disposition of property by a redevelopment agency is a CEQA action. Therefore, the Developer cannot purchase the property until after the entitlements have been obtained from the City. The draft Exclusive Agreement to Negotiate is similar to the one used for a prior recent project on an another site. The Developer's attorney, Philip Klatchko, has reviewed it for form. The Developer has proposed building a high-end mixed use commercialfresidential project on the site. He has also proposed adding the adjacent 48,000 s.f- parcel to the project to increase the size and scale of his project, as well as to provide additional room for parking and access required by code. The Reservoir Parcel was acquired by the City of Palm Springs in 1997 from the O'Donnell Golf Club as part of a financial settlement. The Casa del Camino parcel, owned by the Community Redevelopment Agency,was acquired in 1987 as part of the abatement of a deteriorated hotel property. Although the Developer has offered appraised value for the City- and Agency- owned parcels, which is considered to be a fair market price for the land, an MAI appraisal will confirm that the price of the City-and Agency-owned parcels is indeed "fair market"; an appraisal will also determine the offer to be made on the private parcels. By a separate action, the City will convey the Reservoir parcel to the Agency for inclusion in the final Disposition and Development Agreement as Agency-owned property. The net sale proceeds, however,will be shared by the City and the Agency based on the respective value of the two (2) parcels. The Exclusive Agreement is for a period of nine months, during which staff will negotiate a Disposition and Development Agreement with the developers. The Agency Counsel's office has already begun drafting this agreement. In addition,the developers, upon execution of this agreement, will make a deposit to the Agency sufficient to cover the Agency's legal cost in preparing the DDA. The Developer will also bear the cost of the appraisal of the two properties, prior to the final negotiation of the DDA. FISCAL IMPACT: Finance Director Review: aect R OND 'TH;OMAS J.Nan of Co unity & Assistant Ci Manager- Economic Development Development Services DAVID H. READY Executive Director ATTACHMENTS: 1. Agency Resolution 2. Exclusive Agreement to Negotiate 3. Site Plan and Conceptual Architecture (7 pages) 00 J 4 RESOLUTION NO. A RESOLUTION OF THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS, CAUFORNIA, APPROVING AN EXCLUSIVE AGREEMENT TO NEGOTIATE FOR A PERIOD OF NINE MONTHS WITH RICHARD GROMAN AND STANTON GROMAN OF BEVERLY HILLS, CALIFORNIA FOR TWO PARCELS TOTALLING APPROXIMATELY 1.75 ACRES AT THE SOUTHWEST CORNER OF NORTH PALM CANYON DRIVE AND STEVENS ROAD FOR THE PURPOSE OF DEVELOPING A RESIDENTIAL/COMMERCIAL MIXED USE PROJECT, MERGED PROJECT AREA #1 WHEREAS,the Community Redevelopment Agency of the City of Palm Springs, California ("Agency") is constituted underthe Community Redevelopment Law(California Health and Safety Code Section 33000 et. seer.)to carry out the purpose as the redevelopment in the -City of Palm Springs ('the City"); and WHEREAS the Agency is responsible for eliminating blight within the North Palm Canyon Constituent Area of Merged Redevelopment Project Area #1; and WHEREAS the Agency is the owner of a property of approximately 32,000 square feet and the City of Palm Springs is the owner of an adjacent property of approximately 43,000 square feet; and WHEREAS the Agency issued a Request for Proposals for the development of the two parcels in May, 2006 and received three proposals by the June 16, 2006 deadline; and WHEREAS, Richard and Stanton Groman are the owners of two parcels adjacent to the Agency's parcel totaling approximately 48,000 square feet, and have proposed a design that assembles all of the land into a single project; and WHEREAS, Section 33430 of the Community Redevelopment Law allows that an agency may, "for purposes of redevelopment, sell, lease, for a period not to exceed 99 years, exchange, subdivide, transfer, assign, pledge, encumber by mortgage, deed of.trust, or otherwise, or otherwise dispose of any real or personal property or any interest in property; and NOW THEREFORE BE IT RESOLVED by the Community Redevelopment Agency of the City of Palm Springs, as follows: SECTION 1. This Amendment No. 1 to the Exclusive Agreement to Negotiate with Richard and Stanton Groman is hereby approved. SECTION 2. The Executive Director, or his designee, is hereby authorized to execute on behalf of the Agency the Amendment, in a form approved by Agency Counsel. ADOPTED this day of , 2006. AYES: NOES: ABSENT: ATTEST: COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS, CALIFORNIA By Assistant Secretary Executive Director REVIEWED & APPROVED AS TO FORM WOE; EXCLUSIVE AGREEMENT TO NEGOTIATE RICHARD AND STANTON GROMAN THIS EXCLUSIVE AGREEMENTTO NEGOTIATE ("AGREEMENT") , is madethis day of , 2006, by and between the PALM SPRINGS COMMUNITY REDEVELOPMENT AGENCY("AGENCY"), and RICHARD AND STANTON GROMAN ("DEVELOPER"). RECITALS The parties entered into this Agreement on the basis of the following facts, understandings, and intentions: A. The Agency is a public body, corporate and politic, exercising governmental functions and powers and organized and existing under the Community Redevelopment Law of the State of California (Health and Safety Code Sections 33000, et seq.). B. The Agency desires to effectuate the Amended and Restated Redevelopment Plan for Merged Project Area# 1,formerly the North Palm Canyon Redevelopment Project Area, by providing for the development of a mixed use residential and commercial project (the 'Project") at the southwest corner of Stevens Road and North Palm Canyon Drive, commonly known as the Reservoir and Casa Camino Parcels ("the Site"). C. The Developer desires to construct a mixed use residential and commercial project (the "Project") at the Site using conventional financing. The term "Developer" as used herein includes the principals, partners, and joint venturers of Developer and all obligations of Developer herein shall be thejoint and several obligations of such principals, partners, and joint venturers. D. The Agency and Developer desire,for the period set forth herein,to negotiate diligently and in good faith to prepare an agreement whereby the Developerwould develop such a hotel and residential project on the site. NOW, THEREFORE, and in consideration of the mutual covenants hereinafter contained, it is mutually agreed upon by the parties as follows: SECTION 1. NATURE OF NEGOTIATIONS. A. Good Faith. The Agency and the Developer agree that for the period set forth in Section 2 herein they will negotiate diligently and in good faith to prepare and enter into an agreement (the "DDA") consistent with the provisions of this Agreement for -the development of a mixed use residential and commercial project on the Site specified herein. The development will be subject to all rules, regulations, standards, and criteria set � o037 forth in the Redevelopment Plan, the City's General Plan applicable specific plans and zoning regulations, and with this Agreement. B. Site. The Project shall be located upon the following real property, as shown in the"Site Map,"attached hereto as Exhibit"A"and incorporated herein by this reference. The Site is currently owned by the Community Redevelopment Agency. C. Construction and Ownership Concept. The Developer's interest shall be fee. The design shall be consistent with the Agency's and the City's design approval process (Architectural Advisory Committee and Planning Commision approvals). Developer's architect shall work with the City's design guidelines to create a harmonious and attractive mixed use residential and commercial project with a distinct identity. The Developer is responsible forfinancing and constructing all improvements upon the Site. The mixed use residential and commercial project be of a quality adequate to achieve the mutual vision of the property . The Site will be subject to a declaration of covenants, conditions, and restrictions. . D. Financial Provisions. The Developer is responsible for acquisition of the site and financing and constructing all improvements upon the Site. Developer shall pay for all necessary public improvements and pay all City's fees for processing the Project, without assistance from the Agency. E. Schedule. The Developer's goal is to complete the entitlement and design of the Project by May 31, 2007. The DDA shall contain a Schedule of Performance. The Agency and Developer shall agree on a proposed itemized project schedule through the DDA process; attached hereto as Exhibit C- Agency and Developer shall meet semi- monthly in order to review Developer's progress and to allow the Agency to comment upon the acceptability of the Developer's efforts to date. In the event that the Executive Director determines that the Developer's efforts are not progressing to the Executive Directors satisfaction, then, Executive Director will notify Developer of his concerns and propose reasonable options for Developer to rectify them. In the event that during the course of Development, Agency and Developer agree that for reasons out of the Developer's control the schedule per Exhibit C needs to be adjusted in order to allow more time then the Agency, in good faith, agrees to adjust the schedule to provide a reasonable opportunity for Developer to complete the development process. F. Adjustment of Period of Negotiation. In the event that during the Period of Negotiation, Executive Director and Developer agree that in the event the Period of Negotiation needs to be adjusted in order to allow more time to complete negotiations due to reasons out of the Developer's control, the Executive Director may recommend to the Agency that the Period of negotiation be adjusted to provide a reasonable.opportunity for Developer to complete the development process. 00158 The above time requirements may be adjusted up to a cumulative 180 days at the discretion of the Executive Directorwhere Developer is proceeding in good faith to perform under this Agreement. F. Use and Transfer Restrictions. The DDA will generally be subject to restrictions on use and transfer during construction and for a specified period thereafter through recorded restrictions (i)to assure that the use will be consistent with and promote the residential project, (ii)to prevent speculation, (iii)to assure that any transferee has the resources, capability and experience to successfully develop the project, (iv) to assure long-term maintenance of the project in attractive condition, and (W) to provide an adequate financial return to the Agency. G. This Section Reserved. H. Exclusivity- The Agency agrees for the period set forth in Section 2 that it will not negotiate with or enter into any agreement with any other entity for development or sale of the Site, and the Developer agrees not to negotiate with any other person or entity regarding the development of a mixed use residential and commercial project within the territorial jurisdiction of Palm Springs or within 3 miles of the boundary thereof without the approval of Agency. SECTION 2. PERIOD OF NEGOTIATIONS. The intent of this period of negotiation shall be for both parties to proceed with the drafting of the Disposition and Development Agreement, which shall require a CEQA action by the Agency. An Initial Study for CEQA purposes shall be undertaken for the purpose of determining the appropriate CEQA action. Once the appropriate action is determined, a more precise environmental timeline can be developed- Therefore, this Agreement shall be for up to one year from the date this Agreement is signed by the Agency, and this Agreement shall terminate after the expiration of such period unless extended as follows: A. For sixty (60) days if a Disposition and Development Agreement has been prepared by the Agency and executed by the Developer, and has been submitted to the Agency but has not yet been approved by the Agency Board; or B. For thirty (30)days if the major business terms have been agreed to and the Executive Director determines that further negotiations are likely to result in a written agreement; or C. By mutual agreement of the parties. D. Or the cumulative days of extension granted by the Executive Director per Section 1.E above. 0c39 Developer understands and acknowledges that if negotiations culminate in an agreement, such agreement shall be effective only after and if the Agreement has been considered and approved by the Agency Board after public hearing thereon as required by law. SECTION 3. DEVELOPER'S RESPONSIBILITIES. During the period of negotiation, Developer will prepare such studies, reports, and analysis as shall be necessary to permit Developer to determine the feasibility of the hotel project. The Developer shall fully cooperate in the development of the Project design and financing plan. During the period of negotiation and as requested by the Agency, the Developer shall submit to the Agency the following: A. Full disclosure of Developer's principals, partners,joint venturers, negotiators, consultants, professional employees, or other associates of the Developer who are participants or principals of the Project, and all other relevant information concerning the above. B. Statement of financial condition in sufficient detail to demonstrate Developer's financial capabilities, those of its principals, partners, joint venturers, and those of its prospective Developers to satisfy the commitments necessitated by the Project. To the extent Developer wants such financial statements to remain confidential, they shall be supplied to the Agency only if the confidentiality of the statements can be maintained. C. All information necessary for the design of the Project to meet the Developer's reasonable requirements D. The Developer shall negotiate exclusively with the Agency's negotiating team and with no other persons unless expressly authorized to do so by the Agency's negotiating team. During the period of negotiations, Developer and Agency shall coordinate community and neighborhood outreach efforts; no statements will be made by the Developer to the media without the approval of the Agency's negotiating team. No prepared statements shall be released to the media without the mutual consent of the respective negotiating teams. The Developer shall also cooperate with Agency,which will manage the environmental review of the project, as well as the project planning contract through the City' Focused Entitlement Process E. Prior to and as a condition precedent to the execution of this Agreement by the Agency, Developer shall submit to the Agency a minimum initial deposit in the amount of Fifty Thousand Dollars ($50,000.00) in the form of cash or check, deposited into a trust account selected by the City Treasurer, in his sole discretion, to pay for all costs incurred by the Agencies in the preparation, review, and analysis of all applications;entitlements, and approvals required for or related to, the negotiation, preparation, and processing of the DDA and any documents related to the conveyances of interests in real property, the preparation and circulation of all requisite environmental documents and reviews required O(D:10 under law,the conduct of all required and desired public hearings, public reviews, and any other public meetings, and for any other costs incurred by the Agency, and the Agency's respective officers, staff, employees, agents, and consultants in the furtherance of this Agreement. The term "all costs incurred by the Agency" includes all in-house staff time and expenses and all costs, fees, and expenses reasonably incurred by outside consultant and professional service providers of any kind retained by the Agency to assist the Agency in any or all of the above functions, including any legal, environmental, planning, engineering, financial analysis, negotiations, appraisals, public relations, and any other appropriate services, and all out of pocket expenses incurred by the Agency. If the Agency's costs associated with its obligations under this Agreement exceed the deposit amount, the Agency at its sole discretion reserves the right to require the Developer to increase the deposit to an amount adequate to cover the actual or anticipated costs. Within ten calendar days of written notice of such increase, Developer shall submit to the Agency in cash or check an amount equal to the difference between the initial deposit and the increased deposit amount. SECTION 4. AGENCY'S RESPONSIBILITIES. A. Negotiate Exclusively. The Agency agrees that, during the Period of Negotiation and provided that the Developer is not in default of its obligations under this Agreement, the Agency shall negotiate exclusively and in good faith with Developer with respect to the DDA. During the Period of Negotiation, the Agency shall not solicit or entertain offers or proposals from other parties concerning the Site. Developer acknowledges, however, that the Agency may, from time to time, be contacted by other developers respecting the Site and that such contact is expressly permitted so long as the Agency does not initiate such contacts and the Agency indicates to such other developers that the Agency has executed this Agreement with Developer and that the Agency is unable to discuss anything concerning these negotiations with Developer, entertain any offer or proposal, or negotiate with any other developer regarding the Site until the Period of Negotiation expires or this Agreement is terminated, as provided in this agreement. B. Preparation of Agreement. If agreement is reached on the business terms for inclusion in the DDA, the Agency shall prepare such DDA for consideration by the Developer. Agency's legal and appraisal expenses shall be chargeable against the initial deposit as provided in Section 3 E of this Agreement. Agency shall notify Developer of the amount of the appraiser contract and provide monthly notification of the legal costs of preparing the DDA. C. Planning Approvals. The Agency will undertake all acts necessary to assist Developer in securing necessary permits as may be necessary to permit the commercial/residential development at the Site, including hiring the environmental review firm and planning firm and assisting with the presentations and staff reports made to the City's review boards. 00-1 1L D. Contract Authority. The Executive Director is authorized to enter into contracts on behalf of the Agency for the purposes of planning, environmental review, appraisals, and such other services identified in Section 3 E of this Agreement in any amount, provided such contracts have been funded by Developer and the contract amount has been deposited with Agency by Developer under the same terms and conditions described in Section 3 E above. SECTION 5. GOOD FAITH DEPOSIT. Concurrently with the execution of this Agreement, Developer shall submit to the Agency a good faith deposit in the sum of Twenty-Five Thousand Dollars ($25,000.00) in the form of a cash deposit, cashiers' check, irrevocable letter of credit, or other form of security acceptable to the Agency to ensure that the Developer will proceed diligently and in good faith to negotiate and perform all of the Developers obligations under this Agreement. If the deposit is in cash or a certified cashiers' check, it shall be deposited in an interest-bearing account of the City. Interest, if any, shall be added to the deposit and held as additional security for the Developer's obligations hereunder. In the event the Period of Negotiations expires without execution of the DDA,Agency shall retain the good faith deposit as liquidated and agreed damages, representing the cost to the Agency of providing the exclusive negotiating arrangement and assurances provided in this Agreement. In the event the DDA is executed, the good faith deposit shall be applied or credited against the Developer's financial obligations to the Agency under the DDA. . It is further understood that the DDA will require an increase in the good faith upon execution of the DDA. The aggregate good faith deposit then required shall be at least Forty Thousand Dollars ($40,000.00). SECTION 6. MISCELLANEOUS. A. Brokerage commission. No brokerage has been retained during the negotiation of this agreement. B. Appraisal of Properties. The Developer has offered and the Agency has preliminarily determined that a price of Nine Hundred Forty Thousand Dollars ($940,000.00) is reasonable for the property, based on a recent. It is the opinion of both parties that this amount likely represents a fair market price for the parcels. Upon the successful negotiation of a Disposition and Development Agreement between Agency and Developer, however, all properties shall be conveyed at fair market value based on an updated MAI appraisal. Agency shall commission such appraisal,which shall be paid from the Good Faith Deposit described in Section 5. Should the appraised value.exceed the offering price, Developer shall have the right to withdraw from this Agreement without penalty. C. Ownership of Documents. In the event the Period of Negotiations expires without execution of the DDA, Developer shall transfer to Agency copies of any reports, i Jof12 studies, analysis, site plan layouts, development cost estimates, engineering studies, regarding the proposed development and prepared during the Period of Negotiations, which copies shall become the property of Agency. Such transfer shall be made without any representation or warranty by the Developer as to the accuracy or sufficiency of the contents of such documents and shall be made subject to the rights of the preparers of such documents including, without limitation, the copyright (if any) associated with such documents. D. Purpose of Contrac#. It is expressly understood and agreed by the parties hereto that this is an Agreement regarding the conduct of contract negotiations only and does not convey any interest in the property whatsoever. It is further agreed and understood that this Agreement does not imply any obligation on the part of the Agency to enter into any agreement that may result in negotiations contemplated herein. Nevertheless, the Agency would not have entered the Agreement if the Developer's proposal did not fulfill Agency's objectives under the Redevelopment Plan and have merit, as represented. E. Amendment. This Agreement may only be amended by a document in writing signed by the parties hereto. F. Time for Acceptance. This Agreement,when executed by the Developer and delivered to the Agency, shall constitute a binding offer which cannot be withdrawn prior to September 30, 2006, so that the Agreement may be presented to the Agency Board. Notwithstanding any other provision herein to the contrary, Agency shall not be obligated hereunder unless and until the Agency Board authorizes the Chairman to execute this Agreement. G. Corporate Authorit . The persons executing this Agreement on behalf of the parties hereto warrant that(i)such party is duly organized and existing, (ii)they are duly authorized to execute and deliver this Agreement on behalf of said party, (iii) by so executing this Agreement, such party is formally bound to the provisions of this Agreement, and (iv) the entering into this Agreement does not violate any provision of any other Agreement to which said party is bound. IN WITNESS WHEREOF, the parties have executed this Agreement as of the day first above written. "AGENCY" COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS, a public body, corporate and politic Chair man i 00: 3 ATTEST: Agency Secretary APPROVED AS TO FORM: Agency Counsel [SIGNATURES CONTINUED ON NEXT PAGE] Ofs14 "DEVELOPER" RICHARD GROMAN (Check One: _individual, _partnership, _corporation) [NOTARIZED] Signature Print Name: STANTON GROMAN Print Title: [NOTARIZED] Signature Print Name: Print Title: Mailing Address: (Corporations require two signatures; one from each of the following: (A) Chairman of Board, President, any Vice President;AND(B) Secretary, Assistant Secretary,Treasurer, Assistant Treasurer, or Chief Financial Officer.) [END OF SIGNATURES / NOTARY JURAT(S) FOLLOW] STATE OF CALIFORNIA ) ) ss. COUNTY OF ) ON before me, Notary Public, personally appeared personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s)whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s)on the instrument the person(s),or the entity upon behalf of which the person(s) acted, executed the instrument. Witness my hand and official seal. [SEAL] Signature STATE OF CALIFORNIA ) ) ss. COUNTY OF ) ON before me, Notary Public, personally appeared personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s)whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s)on the instrument the person(s), orthe entity upon behalf of which the person(s) acted, executed the instrument. Witness my hand and official seal. [SEAL] Signature EXHIBIT "A" TO EXCLUSIVE AGREEMENT TO NEGOTIATE LEGAL DESCRIPTION OF THE PROPERTY RESERVOIR PARCEL. The Land is that certain real property located in the City of Palm Springs, County of Riverside, State of California, more particularly described as follows: THAT PORTION OF THE NORTHEAST QUARTER OF THE NORTHEAST QUARTER OF SECTION 10, TOWNSHIP 4 SOUTH, RANGE 4 EAST, SAN BERNARDINO BASE AND MERIDIAN ACCORDING TO THE OFFICIAL PLAT OF SAID LAND, DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHEAST CORNER OF SAID SECTION 10; THENCE SOUTH 890 51' WEST, 353.00 FEET TO THE CENTERLINE OF THE COUNTY HIGHWAY; THENCE SOUTH ON THE CENTERLINE OF THE COUNTY HIGHWAY, 700.13 FEET; THENCE SOUTH 890 50' WEST, 30.00 FEET TO THE TRUE POINT OF BEGINNING; THENCE SOUTH 89° 50' WEST, 205.88 FEET; THENCE SOUTH 000 10, EAST, 211.88 FEET; THENCE NORTH 890 50' EAST, 205.30 FEET MORE OR LESS TO THE WESTERLY LINE OF SAID COUNTY HIGHWAY; THENCE NORTH ON SAID WESTERLY LINE OF THE COUNTY HIGHWAY, 211.88 FEET MORE OR LESS TO THE TRUE POINT OF BEGINNING. CASA DEL CAMINO PARCEL. PARCEL 1: LOT 12 IN BLOCK "A" OF LAS PALMAS ESTATES, AS SHOWN BY MAP ON FILE IN BOOK 15 AND 16 OF MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA. PARCEL 2: ALL THAT PORTION OF LOTS 5 AND 6 IN BLOCK "A" OF LAS PALMAS ESTATES, AS SHOWN BY MAP ON FILE IN BOOK 15 PAGES 15 AND 16 OF MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA, MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT THE MOST EASTERLY CORNER OF SAID LOT 5; BEGINNING ALSO AT THE MOST NORTHERLY CORNER OF SAID LOT 6;THENCE SOUTH 890 50'WEST, ALONG THE BOUNDARY LINE OF SAID LOT 5, 35.77 FEET; THENCE IN THE SOUTHWESTERLY DIRECTION, TO A POINT ON THE NORTHERLY LINE OF CAMINO DEL NORTE, 5 FEET SOUTHEASTERLY FROM THE NORTHWESTERLY CORNER OF SAID LOT 6; TO THE SOUTHWESTERLY CORNER OF SAID LOT 6; THENCE EASTERLY, ALONG THE SOUTHERLY LINE OF SAID LOT 6, TO THE SOUTHEASTERLY CORNER OF SAID LOT; THENCE NORTHERLY, ALONG THE EASTERLY LINE OF SIAD LOT 6, TO THE POINT OF BEGINNING. 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