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HomeMy WebLinkAboutA5706 - ALBERTO / LANELLE GRADILLA PURCHASE AND SALE AGR FOR 945 E. COTTONWOOD RD DOC # 2015-0517110 Recording requested by 11/25/2015 12:59 PM Fees: $40.00 Stewid To Of Ceiftigt Inc. Page 1 of 6 Recorded in Official Records County of Riverside Peter Aldana RECORDING REQUESTED BY: Assessor-County Clerk-Recorder WHEN RECORDED RETURN TO: City Clerk "This document was electronically submitted y to the County of Riverside for recording"` City of Palm Springs Reoeipted by: CAROL#914 3200 E.Tahquitz Canyon Way Palm Springs, CA 92262 41(so—12?u006 SUBORDINATION AGREEMENT t'`n�10110 I i New Loan#6040580-171 WHEREAS,on January 4,2012,the City of Palm Springs approved action to retain the housing assets and functions previously performed by the city of Palm Springs Community Redevelopment Agency and assume all rights,powers,assets,liabilities,duties and obligations associated with the housing activities of the Agency,as provided In California Health and Safety Code 34173 and 34176, i WHEREAS,acting solely In Its capacity as the Housing Successor Agency,the City of Palm Springs,a California charter city,Is the legal owner and holder of the Deed of Trust dated October 29,2008,Instrument Number 20OM592143 recorded on 10/31/2008. THEREFORE,this Subordination Agreement is dated for reference October 7,2015,and is between the Housing Successor Agency of the City of Palm Springs,and whose principal address is 3200 E.Tahquitz Canyon Way,Palm Springs,CA 922631called"Junior Lender")and the"New Senior Lender,"Sun Community Federal Credit Union,whose principal address Is,1068 Broadway Ave El Centro CA,92243. RECITALS A. Junior Lenders Is the vested holder and owner of the following described promissory note(the"Note")secured by a mortgage or deed of trust(the"Security Instrument"): Date of Note and Security of Instrument:10/29/2008 Borrower(s)Name(s)("Borrowers"):Alberto Valentin Gradilla and Lanelle Marie Gradilla Property Address: 945 East Cottonwood Road Palm Springs,CA 92262 Legal Description of real property secured by Security Instrument("Property") See Exhibit A(Attached) Recording Date:10/31/2008 County:RIVERSIDE Amount:$40,700 Recording Number:20CM582143 Book: 315 Page:6 B. Borrowers,as current owners of the Property,wish to replace their current first priority mortgage loan on the Property with a new first priority mortgage loan secured by the Property from New Senior Lender in the original Principal Sum of 160,000, (the"New Senior Security Instrument'). Subordination Agreement(AL050404) Page 1 of 5 Recording requested by Stewart Title of California, Inc. RECORDING REQUESTED BY: WHEN RECORDED RETURN TO: City Clerk City of Palm Springs 3200 E.Tahquitz Canyon Way Palm Springs, CA 92262 Ago— I q t-lwe) n SUBORDINATION AGREEMENT New Loan R 6040580-171 r\ WHEREAS,on January 4,2012,the City of Palm Springs approved action to retain the housing assets and functions previously performed by the City of Palm Springs Community Redevelopment Agency and assume all rights,powers,assets,liabilities,duties and obligations associated with the housing activities of the Agency,as provided in California Health and Safety Code 34173 and 34176, WHEREAS,acting solely in its capacity as the Housing Successor Agency,the City of Palm Springs,a California charter city,is the legal owner and holder of the Deed of Trust dated October 29,2008,Instrument Number 2008-0582143 recorded on 10/31/2008. THEREFORE,this Subordination Agreement is dated for reference October 7,2015,and is between the Housing Successor Agency of the City of Palm Springs,and whose principal address is 3200 E.Tahquitz Canyon Way,Palm Springs,CA 92263(called"Junior Lender")and the"New Senior Lender,"Sun Community Federal Credit Union,whose principal address is,1068 Broadway Ave El Centro CA,92243. RECITALS A. Junior Lenders is the vested holder and owner of the following described promissory note(the"Note")secured by a mortgage or deed of trust(the"Security Instrument"): Date of Note and Security of Instrument:10/29/2008 Borrowers)Name(s)("Borrowers"):Alberto Valentin Gradilla and Lanelle Marie Gradilla Property Address: 945 East Cottonwood Road Palm Springs,CA 92262 Legal Description of real property secured by Security Instrument("Property") See Exhibit A(Attached) Recording Date: 10/31/2008 County:RIVER5IDE Amount:$40,700 Recording Number:2008-0582143 Book: 315 Page:6 B. Borrowers,as current owners of the Property,wish to replace their current first priority mortgage loan on the Property with a new first priority mortgage loan secured by the Property from New Senior Lender in the original Principal Sum of 160,000, (the"New Senior Security Instrument"), Subordination Agreement(AL050404) Page i of 5 New Senior Lender will not provide this financing without an agreement by Junior Lender to subordinate its lien/security interest lien/security in the Property to the new interest of New Senior Lender. In consideration of the benefits to Junior Lender from the new financing on the Property provided by New Senior Lender,Junior Lender agrees and declares as follows: 1. Subordination to New Senior Security Instrument Junior Lender agrees that upon recordation of the New Senior Security Instrument, Junior Lender's lien/security interest in the Property shall be unconditionally and forever inferior,junior and subordinate in all respects to the lien/security interest of Senior Mortgagee's New Senior Security Instrument and all obligations it secures.Junior Mortgagee irrevocably consents to and apptoves all provisions of the New Senior Security Instrument and the terms of the obligations it secures. 2. No Subordination to Other Matters. Junior Lender is subordinating its lien/security interest to the New Security Instrument only, and not to other or future liens or security interests in the Property. Junior Lender has no obligation to consent to future requests for subordination of its Ilen/security interest. 3. No Waiver of Notice. By subordinating its lien/security instrument,Junior Lender Is not waiving any rights it may have under the laws of the State where the Property is located, or Federal law, to notice of defaults or other notices or rights conferred by law to junior lienholders and mortgagees. 4.Successors and Assigns. This Agreement shall tre binding upon and be for the benefit of any successor or assignee of the New Security Instrument or any successor of either of the parties. 5. Governing Law. This Agreement shall be governed by the law of the State where the Property is located. 6. Reliance. This Agreement can be relied upon by ail persons having an interest in the Property or the New Senior Security Instrument. 7. Entire Agreement; Amendments. This Agreement represents the entire and complete agreement between Junior Lender and Senior Lender.Any waiver, modification or novation of this Agreement must be in writing, executed by New Senior Lender(or its successors or assigns)and Junior Lender(or its successors or assigns)and, if this Agreement was recorded in the real estate records of the government entity in which the Property is located, recorded in such real estate records,to be enforceable. 8.Acceptance. New Senior Lender shall be deemed to have accepted and agreed to the terms of this Agreement by recordation of this Agreement at or about the time New Senior Security Instrument is recorded.This Agreement shall be void if not recorded within 90 days of the reference date first written above. SuWrtlinan'on Agreemom�gC0504rn4J Pu e 2 of 5 9 JUNIOR LENDER CITY OF PALM SPRINGS,a California charter city �0 l`• Acting as the Housing Successor Ag Dated 5 '. Appr o for /J /W..Y_NY//� By: ILI Douglas .Holland,City Attorney Marcus L.Fuller, Assistant City Manager/City Engineer Acting City Manager ATTEST: es Thompson,City Clerk End of Document APPROVED BY CAA �ic, 1365 'I.3o• 08 �5�ob Subordination Agreement(AL050404) Page 3 of 5 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 ACKNOWLEDGMENT OF INSTRUMENT that document. (Cal. Civil Code Section 1181) State of California ) County of Riverside ) SS. City of Palm Springs ) On October 27, 2015, before me, JAMES THOMPSON, CITY CLERK, CITY OF PALM SPRINGS CALIFORNIA, personally appeared MARCUS L. FULLER, who I personally know is the ACTING CITY MANAGER of the CITY OF PALM SPRINGS whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his official and authorized capacity on behalf of the City of Palm Springs, a California Charter City. 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 the official seal of the City of Palm Springs, California, this 27th day of October, 2015. AQf PPLM SA9 .y c 11 N IP 9[ Fo0.0N Signature: IJ4MES THOMPSON, CITY CLERK ity of Palm Springs, California Title or Type of Document: SUBORDINATION AGREEMENT GRADILLA— 945 EAST COTTONWOOD ROAD A5706 Senior Lender /I Dated �` `e— Sun rplinmunrly Federal Credit Union a inkier,SVP of Residential Lending A notary public or atM1er officer competing this certificate verifies only the identity of the individual who signed the document to which this ona icate Is attached and not the truthfulness,accuracy,or validity of that document. STATE OF CALIFORNIA 1p } COUNTY OF St}[zaCr tR+ } On before nre:-biQ 11 7atary Pu blic, (Here insert name and title of the officer) 11/, Personally appeared �-1)6 tot I K-'- 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 tome that he/she/they executed the same in His's/her's/theirs authorized capacity lies),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. certify under OF PERJURY under the laws of the State of California that the Foregoing par graphis true and correct. WITNESS myjham official c�o1 �l� DIANA G. RODRIGUEZ Signature. /'� al) Commission N 1"4232 < -gi Notary Public•California Owner: ? - Imperial County My Comm.Expires Oct 18,2016 Subordination Agreement(AL050404) Page 5 of 5 Loan Number: 6040580-171 Exhibit"A" The following described property: Lot 4 of Tract No.29695, in the City of Palm Springs,County of Riverside, State of California, as shown by map on file in Book 315, Page(s) 6 through 8, inclusive of maps, in the Office of the County Recorder of Riverside County, California. Assessor's Parcel Number: 507-042-027-9 Subordination Agreement(AL.05D404) Page 4 of 5 f a , DOC # 2010-0317 468 11 07/07/2010 08:00A Fee:NC Page 1 of 8 Recording requested by and Recorded in Official Records County of Riverside When recorded return to: Larry W. Ward LS1 Assessor, County Clerk 8 Recorder Custom Recording Solutions I IIIII I�II�II IIII IIIII IIIII IIIII IIIII III IIIII IIII IIII 2550 N. Red Hill Ave. Santa Ana, CA 92705 - -- 800 756 3524 X 5011 S R U PAGE SIZE DA MISC LONG;RFD COPY rder #8774506 M A L `496 426 PCOR NCOR SM EXAM T. CTY Subordination Agreement 01) Ff-I 034 RECORDING REQUESTED BY : WHEN RECORDED RETURN TO : Custom Recording Solutions 2550 North Redhill Ave. Santa Ana, CA 92705 800-756-3524 Ext. 5011 SUBORDINATION AGREEMENT New Loan#: 0088760376 This Subordination Agreement is dated for reference 05/27/2010 and is between COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS whose principal address is 3200 E TAHQUITZ CANYON WAY, PALM SPRINGS, CA 92263 (called "Junior Lender")and New Senior Lender's Name : WELLS FARGO BANK N.A. Senior Lender's Address : 3 STEP CENTRALIZED FULFILLMENT 1525 W WT HARRIS BLVD. BLDG: 1A2 , MAC: D1108-02F, CHARLOTTE, NC 28262 (called "New Senior Lender") RECITALS A. Junior Lender is the vested holder and owner of the following described promissory note (the "Note")secured by a mortgage or deed of trust(the"Security Instrument"): Date of Note and Security Instrument: 10/29/2008 Borrower(s)Name(s)("Borrowers") : Alberto Valentin Gradilla and Lanelle Marie Gradilla Property Address: 945 EAST COTTONWOOD ROAD, PALM SPRINGS, CA 92262 Legal Description of real property secured by Security Instrument("Property") See Exhibit A(Attached) I i E ( D - 2 CA - 0 }� Recording Date : 10/31/2008 County : RIVERSIDE Amount : $40,700.00 Recording Number: 2008-0582143 Book : Page : B. Borrowers, as current owners of the Property,wish to replace their current first priority mortgage loan on the Property with a new first priority mortgage loan secured by the Property from New Senior Lender in the orginal principal sum of�$166,983.00 * Date: '.:a V N Z 11 'N r:)T -(--o f,t-xz-G-0 (the"New Senior Security ln menu cam..G� ••++�1 W�iw? 01e=oSr subor(1imvioo Agre>n)Gnt(AL051404) Page 1 of 5 New Senior Lender will not provide this financing without an agreement by Junior Lender to subordinate its lien/security interest lien/security in the Property to the new interest of New Senior Lender. In consideration of the benefits to Junior Lender from the new financing on the Property provided by New Senior Lender, Junior Lender agrees and declares as follows: 1. Subordination to New Senior Security Instrument Junior Lender agrees that upon recordation of the New Senior Security Instrument, Junior Lender's lien/security interest in the Property shall be unconditionally and forever inferior,junior and subordinate in all respects to the lien/security interest of Senior Mortgagee's New Senior Security Instrument and all obligations it secures. Junior Mortgagee irrevocably consents to and approves all provisions of the New Senior Security Instrument and the terms of the obligations it secures. 2. No Subordination to Other Matters. Junior Lender is subordinating its lien/security interest to the New Security Instrument only, and not to other or future liens or security interests in the Property. Junior Lender has no obligation to consent to future requests for subordination of its lien/security interest. 3. No Waiver of Notice. By subordinating its lien/security instrument, Junior Lender is not waiving any rights it may have under the laws of the State where the Property is located, or Federal law, to notice of defaults or other notices or rights conferred by law to junior lienholders and mortgagees. 4. Successors and Assigns. This Agreement shall be binding upon and be for the benefit of any successor or assignee of the New Security Instrument or any successor of either of the parties. 5. Governing Law. This Agreement shall be governed by the law of the State where the Property is located. 6. Reliance. This Agreement can be relied upon by all persons having an interest in the Property or the New Senior Security Instrument. 7. Entire Agreement; Amendments. This Agreement represents the entire and complete agreement between Junior Lender and Senior Lender.Any waiver, modification or novation of this Agreement must be in writing, executed by New Senior Lender(or its successors or assigns)and Junior Lender(or its successors or assigns)and, if this Agreement was recorded in the real estate records of the government entity in which the Property is located, recorded in such real estate records,to be enforceable. 8.Acceptance. New Senior Lender shall be deemed to have accepted and agreed to the terms of this Agreement by recordation of this Agreement at or about the time New Senior Security Instrument is recorded. This Agreement shall be void if not recorded within 90 days of the reference date first written above. Subordhwtion Agreen?e,,W(AL050704) Page 2 d 5 JUNIOR LENDER: COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS NAME : David H. Ready 1'30 .0� TITLE : Executive Director ATTEST: APPROVED AS TO FORM: es Thompson, Assistant Secretary Dougl s C. Holland, Agency Counsel SGauurdirallon llgreement(AL050404) Page 3 of 5 r Rec G LARRY W. WARD P.O.Bo r P.O.Bo 751 COUNTY OF RIVERSIDE Riverside,CA 92502-0751 T ASSESSOR-COUNTY CLERK-RECORDER (951)486-7000 �vHna,riversideact.c•ottt "-tnr CERTIFICATION Pursuant to the provisions of Government Code 27361.7, 1 certify under the penalty of perjury that the following is a true copy of illegible wording found in the attached document: (Print or type the page numbers and wording below): ATTACHED FOR CLARITY: T � COM)'"CAnIry fZE��✓ �:5:1jCy 13y Z -tC Date: -7 Signature: �. �.� . ACR 601 P-AS4REO(Rev.09/2005) Available in Alternate Formats STATE OF �r`!/ COUNTY OF On --166,6,C Before Me, Personally Appeared -,'��✓r'Z� f� I c �y Who proved to me on the basis of satisfactory evidence to be the person(Kwhose name,(is/ase- subscribed to the within instrument and acknowledged to me that hek4*4 rey executed the same in his/hs##mir authorized capacity(i.e.), and that by his/herA+"-*-signature(V on the instrument the person (s), or the entity upon behalf of which the person(,-acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and offical seal. Signature of Notary Public kjl1,er G.Y/va.r 4 0 J SARI LYNN pr�d�j. " COIYMA.ar186/140 NOtARY PUBLIC•CALIFORMAI RIVERSIDE COUNTY .; Commission fires MAY 29,— 5ubordina�iorn Afjreemew(AL.O,50404) Page 4 of 5 GOVERNMENT CODE 27361.7 I certify that under the penalty of perjury that the notary seal on the document to which this statement is attached reads as follows: B O'CAMB Name of the Notary: 1785636 Commission Number: 12-17-2011 Date Commission Expires: RIVERSIDE County where Bond is filed: NNA 1 Manufacturer or Vendor Number: (Located on both sides of the notary seal border) Signature: Place of Execution: Santa Ana June 30, 2010 Date: Order ID: 8774506 Loan No.: 0304778327 EXHIBIT A LEGAL DESCRIPTION The following described property: Lot 4 of Tract No. 29695, in the City of Palm Springs, County of Riverside, State of California, as shown by map on file in Book 315, Page(s)6 through 8, inclusive of maps, in the Office of the County Recorder of Riverside County, California. Assessor's Parcel Number: 507-042-027 RECORDING REQUESTED BY : WHEN RECORDED RETURN TO Custom Recording Solutions 2550 North Redhill Ave. Santa Ana, CA 92705 800-756-3524 Ext. 5011 SUBORDINATION AGREEMENT New Loan#: 0088760376 This Subordination Agreement is dated for reference 0 512 7/2 0 1 0 and is between COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS whose principal address is 3200 E TAHQUITZ CANYON WAY, PALM SPRINGS, CA 92263 (called "Junior Lender")and New Senior Lender's Name , WELLS FARGO BANK N.A. Senior Lender's Address : 3 STEP CENTRALIZED FULFILLMENT 1525 W WT HARRIS BLVD. BLDG: 1A2 , MAC: D1108-02F, CHARLOTTE, NC 28262 (called "New Senior Lender") RECITALS A. Junior Lender is the vested holder and owner of the following described promissory note (the "Note") secured by a mortgage or deed of trust(the"Security Instrument"): Date of Note and Security Instrument ; 1 0/2 912 0 0 8 Borrower(s) Name(s) ("Borrowers") : Alberto Valentin Gradilla and Lanelle Marie Gradilla Property Address: 945 EAST COTTONWOOD ROAD, PALM SPRINGS, CA 92262 Legal Description of real property secured by Security Instrument ("Property") See Exhibit A (Attached) Recording Date : 10/31/2008 County: RIVERSIDE Amount: $40,700.00 Recording Number: 2008-0582143 Book : Page : B. Borrowers, as current owners of the Property,wish to replace their current first priority mortgage loan on the Property with a new first priority mortgage loan secured by the Property from New Senior Lender in the orginal principal sum of $166,983.00 Date: (the "New Senior Security Instrument")- S;;,hnminaiion Ayrvernen[pN.n')UA(7a) page 1 of 5 Now Senior Lender will not provide this financing without an agreement by Junior Lender to subordinate its lien/security interest lien/security in the Property to the new interest of New Senior Lender. In consideration of the benefits to Junior Lender from the new financing on the Property provided by New Senior Lender, Junior Lender agrees and declares as follows: 1. Subordination to New Senior Security Instrument Junior Lender agrees that upon recordation of the New Senior Security Instrument, Junior Lender's lien/security interest in the Property shall be unconditionally and forever inferior,junior and subordinate in all respects to the lion/security interest of Senior Mortgagee's New Senior Security Instrument and all obligations it secures. Junior Mortgagee irrevocably consents to and approves all provisions of the New Senior Security Instrument and the terms of the obligations it secures. 2. No Subordination to Other Matters. Junior Lender is subordinating its lien/security interest to the New Security Instrument only, and not to other or future liens or security interests in the Property. Junior Lender has no obligation to consent to future requests for subordination of its lien/security interest. 3. No Waiver of Notice. By subordinating its lien/security instrument, Junior Lender is not waiving any rights it may have under the laws of the State where the Property is located, or Federal law, to notice of defaults or other notices or rights conferred by law to junior lienholders and mortgagees. 4. Successors and Assigns. This Agreement shall be binding upon and be for the benefit of any successor or assignee of the New Security Instrument or any successor of either of the parties. 5. Governing Law. This Agreement shall be governed by the law of the State where the Property is located. 6. Reliance. This Agreement can be relied upon by all persons having an interest in the Property or the New Senior Security Instrument. 7. Entire Agreement; Amendments. This Agreement represents the entire and complete agreement between Junior Lender and Senior Lender. Any waiver, modification or novation of this Agreement must be in writing, executed by New Senior Lender(or its successors or assigns) and Junior Lender(or its successors or assigns) and, if this Agreement was recorded in the real estate records of the government entity in which the Property is located, recorded in such real estate records, to be enforceable. 8. Acceptance. New Senior Lender shall be deemed to have accepted and agreed to the terms of this Agreement by recordation of this Agreement at or about the time New Senior Security Instrument is recorded. This Agreement shall be void if not recorded within 90 days of the reference date first written above. Subnrd�rarpu.r Flgrnurnunt iAu/:�04u4) Page 2 of 5 JUNIOR LENDER: COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS BY NAME : David H. Reddy ,. . - ."1�3n •d �5�06 TITLE : Executive. Director ATTEST: APPROVED AS TO FORM: Y L^r Ja s Thompson, Assistant Secretary Dougl s C. Holland, Agency Counsel Subcmfr ation Agreement ALO!'i0404) r'lagp 3 of 5 STATE OF 7 COUNTY OF On Before Me, Jj J'.! Ri.''l7ll •, c! 5ti :LC_ /� 77 ', f f/rL,. Personally Appeared �.!l•l ,� �( ' L�s Who proved to me on the basis of satisfactory evidence to be the person(9whose name.( is/ace subscribed to the within instrument and acknowledged to me that hekAe4hey executed the same in his/he# reir authorized capacity(i.e.), and that by his/hnrRheir signature(at) on the instrument the person (s), or the entity upon behalf of which the person4 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 off Cal seal. Signature of Notary Public wvu L oau COMMA 01851140 NOTARY PUBLIC.CALlrOFHA UAY29 2013 M S,:ennYuab;m Agrmarnenl(q(.,05040,) Order ID: 8774506 Loan Number: 0088760376 EXHIBIT "A" The following described property: Lot 4 of Tract No.29695, in the City of Palm Springs,County of Riverside, Stale of California, as shown by map on file in Book 315, Page(s)6 through 8,inclusive of maps, in the Office of the County Recorder of Riverside County, California. Assessor's Parcel Number: 507-042-027 &Oc,,dinaticn Agreement(AL Z04u4) Pag?5 of 5 ,RPCordhnga Reci sr s�eE y Fi st Ar an,:,an TiTle Company Riverside, Resale DOC # 2008-0582144 10/31/2008 08:00P Fee:NC AND WHEN ) Page 1 of 17 rded in RECORDED RETURN TO: ) RCCoCounty offficial Riversideeard5 Larry W. Ward ,Issessor, County Clerk Re Community Redevelopment Agency ) IIIII II I I IIIII lhlh IIII�I �� I ��I of the City of Palm Springs 11 11 1 1 I 1 P.O. Box 2743 3200 Tahquitz Canyon Way ) Palm Springs, CA 92263 ) $ R P G SIZE ❑A MISC LONG RFD COPY Attn:�`w�^^ cec>/�oti ) iJ'J_ ��� M M A I L 1 �65 1 426 1 PCOR NCOR SMF H r RE uw (SPACE,ABOVE THIS LINE RESERVED FOR RECORDER'S USE) (EXEMPT FROM RECORDING FEE PER GOV.CODE`6103) I REGULATORY AGREEMENT COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS THIS REGULATORY AGREEMENT (the "Agreement") is made this �1�i day of ()(A& , 2008, by and between ALBERTO VALENTIN GRADILLA AND LANELLE MARIE GRADILLA ("Owner") and the COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS ("Agency"). RECITALS A. Owner has entered into an agreement (the "Purchase Agreement") to purchase from the Community Redevelopment Agency of the City of Palm Springs (the "Agency") certain real property located at 945 Cottonwood Road, Palm Springs, California, 92264, which real property is more particularly described in Exhibit "1" attached hereto and incorporated herein (the "Property"). B. Agency has agreed to provide financial assistance in the development of the housing project in which the Property is located. Agency's activities in this regard are designed to implement Agency's effort to assist persons and families of moderate-income or lower-income ("Eligible Persons and Families") to purchase residential property and to increase, improve, and preserve the supply of moderate-income and lower-income housing available within the territorial jurisdiction of Agency, in accordance with the Community Redevelopment Law (California Health and Safety Code Sections 33000 et seq.). C. Agency and the Developer entered into an Owner Participation Agreement dated September 1, 1999 (the "OPA"). Pursuant to the terms of the OPA, title to the Property may be Regulatory Agreement (1 of 16) Alberto ValentinGradilla Lanelle Marie Gradilla vested in Owner subject to this Regulatory Agreement, and the terms hereof shall be binding on the Owner and its successors in interest in the Property for so long as the Regulatory Agreement shall remain in effect. D. The Agency's financial assistance and the use and affordability restrictions imposed by Agency have enabled Owner to purchase the Property with financial assistance provided for in the OPA- In exchange for Agency's assistance, Owner agrees to the restrictions on the sale, resale, and occupancy of the Property created by this Agreement. NOW, THEREFORE, the Developer, Owner and Agency declare, covenant and agree, by and for themselves, their heirs, executors, administrators and assigns, and all persons claiming under or through them, that the Property shall be held, transferred, encumbered, used, sold, conveyed, ]eased and occupied, subject to the covenants and restrictions hereinafter set forth. 1. DEFMTIONS. (a) Agency Fee. The term "Agency Fee" shall mean the fee the Agency is entitled to receive for its services under this Regulatory Agreement, which fee shall be in the amount of the reasonable costs of such services (including out of pocket expenses incurred for any reports, fees, or other costs related to the approval of the close of a sale of a Residence, but not including the cost of staff time); provided, however, that, said fee shall not be greater than One-Half of One Percent (.5%) of the Initial Selling Price or the Maximum Resale Price, as applicable. (b) Agency Financial Assistance. The term "Agency Financial Assistance" shall mean an amount determined necessary for the development of the project by the project pro forma, after all other sources of financing, public and private, have been included, and which have been assumed by the Agency to assist a Qualified Purchaser. The Agency Financial Assistance shall be applied to the down payment required to purchase the Property. The amount of Agency Financial Assistance is not to exceed FORTY''THOUSAND SEVEN HUNDRED DOLLARS ($40,700.00). (c) Capital Improvement. The term "Capital Improvement" shall mean any capital improvements installed by Owner (but not a predecessor-in-interest of the Owner) to the Residence costing in excess of Five Hundred Dollars ($500.00) in any one (1) year which are properly characterized as capital improvements, as distinguished from maintenance items, under the Internal Revenue Code and the regulations promulgated thereunder pursuant to a building permit, if required by the City, and approved by the Agency, if required. (d) Cost of Repair. The term "Cost of Repair" shall mean the cost, as reasonably determined by the Agency, to repair any violations of applicable building, plumbing, electric, fire, or housing codes or any other provision of the Palm Springs Municipal Code, the cost to repair any datnage to a Residence and the cost to put the Residence into a saleable condition, as reasonably determined by the Agency, including, but not limited to, cleaning, painting, cleaning or replacing worn carpeting and draperies, and making needed structural, mechanical, electrical, plumbing and fixed appliance repairs. (e) Low Income Household. The term "Low Income Household" shall mean a household earning no more than eighty percent (80%) of the median income for a household of Regulatory Agreement (2 of 16) Alberto Valentin GraUla Lanelle Marie Gradilla the size of a prospective Qualified Purchaser household living in Riverside County set forth in the regulations published by the California Department of Housing and Community Development pursuant to Health and Safety Code Section 50093, or its successor statute. (f) Maximum Resale Price. The "Maximum Resale Price" shall mean (i) the purchase price paid by the then current Owner, other than the Developer, (except that the purchase price for the first Qualified Purchaser of the Residence shall be the Initial Selling Price) for the Residence (including all closing costs actually paid by Owner) (not the purchase price proposed to be paid by the prospective purchaser to the Owner) increased (but not decreased) by the percentage change between Low or Moderate Household Income, published for the year the Residence was purchased by the then current Owner and the Low or Moderate Household Income, published for the year immediately preceding the year the Residence is to be sold by the then current Owner; (ii) plus the documentable cost of any Capital Improvements; (iii) plus the usual and customary closing costs charged to a seller in connection with the sale of a dwelling unit; (iv) less Cost of Repairs; (v) plus the Agency Fee. Provided that, however; for the first sale, conveyance, assignment or other transfer of the Residence occurring on or after the seventh (7"), fourteenth (141h) and twenty-first (21") anniversary of the initial sale of the Residence, the Maximum Resale Price for a Residence shall be recomputed as the lesser of(i) the amount calculated pursuant to the preceding paragraph or(ii) (a) an amount which, assuming a ten percent (10%) down payment were made by the Qualified Purchaser and assuming a loan were made which, if amortized over thirty(30) years at the average rate of interest published by Bank of America, N.T. & S.A. for thirty (30) year fixed rate mortgages for the month that the Initial Notice, as hereinafter defined, is given, the annual principal and interest payments of such mortgage when added to annual casualty insurance premiums and annual real property taxes and assessments for the Residence shall not exceed thirty percent (30%) of the then Low or Moderate Household Income; (b) plus the usual and customary closing costs charged to a seller in connection with the sale of a dwelling unit; (c) less the Cost of Repairs; (d) plus the Agency Fee. The foregoing calculation of Low and Moderate Household Income shall be computed based upon a six-person household, if the Residence is a three- bedroom unit; an eight-person household if the Residence is a four-bedroom unit. If Bank of American no longer publishes such an interest rate, then the Agency shall designate another bank or financial institution which publishes such an interest rate. If the California Department of Housing and Community Development publishes a percentage of Low and Moderate Household Income to be allocated to housing costs other than thirty percent (30%) of said income, then such other percentage shall be used in calculating the Maximum Resale Price pursuant to subsection (ii) of this paragraph, above. By way of example of computing the Maximum Resale Price under subsection (ii) of the immediately preceding paragraph, assume that the Low and Moderate Household Income is equal to $20,000.00 the annual cost of casualty insurance premiums, real property taxes and assessrents for the Residence is equal to $1,000.00, and the average interest rate for a fixed rate 30 year mortgage charged by Bank of America N.T. & S.A. is equal to 10%_ The annual maximum principal and interest payments payable for the mortgage is equal to 30% x 20,000.00 - 51,000.00 = 55,000.00 per year or $416.67 per month. The maximum principal amount of the loan is the present value of$416.67 per month paid over thirty years at 10% or 547,479.89. Therefore, the Regulatory Agreement (3 of 16) Alberto Valentin Gradilla L 11c Marie Gradilla maximum purchase price under subsection (ii) of the preceding paragraph is equal to $47,479.89/.9 = 552,755.43 plus the usual and customary closing costs charged to a seller in coruiection with the sale of a dwelling unit, less any Costs of Repair, plus the Agency Fee_ Notwithstanding anything contained in this Section to the contrary withstanding, the Maximum Resale Price shall not be less than (i) the purchase price paid by the then current Owner for the Residence (including all closing costs actually paid by Owner) increased by an amount equal to two percent (2%) simple, but not compounded, interest per annum from the date the Residence was purchased by the then current Owner through the date of the Initial Notice, as hereinafter defined; (ii) plus the documentable cost of any Capital Improvements installed by the then current Owner; (iii) plus usual and customary closing costs charged to a seller in connection with the sale of a dwelling unit; (iv) less the Cost of Repairs; (v) plus the Agency Fee. (g) Moderate Income Household. The term "Moderate Income Household" shall mean a household earning no more than one hundred twenty percent (120%) of the median income for a household of the size of a prospective Qualified Purchaser household living in Riverside County set forth in the regulations published by the California Department of Housing and Community Development pursuant to Health and Safety Code Section 50093, or its successor statute. (h) Owner. The term "owner" shall mean any person who holds any fee interest in a Residence duringthe term of this Regulatory Agreement, including the Developer. A pets on shall � rY �' g P P not be deemed to be an Owner until the person acquires fee title to the Residence. Thus, a purchaser of a Residence shall not become an Owner until a grant deed is executed and delivered by the then current Owner of the Residence. (i) Purchase Price. The term "Purchase Price" shall mean that amount agreed upon by the Owner and Developer and approved by the Agency's Executive Director as the payment to be made by Owner to Agency for the purchase of the Property, which amount is TWO HUNDRED TEN THOUSAND DOLLARS ($210,000,00). 0) Qualified Purchaser. The term "Qualified Purchaser" shall mean those persons who satisfy all of the following requirements: (1) The potential owner's (or owners') adjusted gross income, as shown on federal income tax return(s), for the full calendar year immediately preceding the calendar year in which such person(s) seek to acquire the Property, does not exceed the Low and Moderate Income Household for the preceding calendar year. (2) The person(s) certify they intend to occupy the Property as their principal residence and for no other purpose and that they will not enter into an agreement, whether oral or written, for the rental or lease of the Property. (3) The person(s) do not own any other residential real property at the time of purchase, and have not owned any other residential real property in the three preceding years. (4) The person(s) demonstrate to the Agency's satisfaction that Agency Financial Assistance is required for the purchase of the Property_ Regulatory Agreement (4 of 16) Alberto Valentin Gradilla Lanelle Marie Gradilla (1) Residence. The term "Residence" shall mean the residence constituting the Property. (m) Sale Proceeds. The term "Sale Proceeds" shall mean the net proceeds from the sale of the Property to a purchaser who is not a Qualified Purchaser. The formula for determining the Sale Proceeds is as follows: (Gross proceeds of sale) minus (costs of sale, such as escrow, title and broker fees and the Agency Fee) minus (the amount paid to retire any mortgages that financed the purchase of the Residence) minus (Owner's original investment) minus (the aggregate amount of principal payments made by Owner on any mortgages that financed the purchase of the Residence) minus (the documentable cost of any Capital Improvements) = Sale Proceeds. 2. INCOME INFORMATION. Owner has submitted an eligibility verification form to Agency prior to execution of this Agreement. Owner represents, warrants, and declares under penalty of perjury to Agency that all information Owner has provided and will provide in the future to Agency is and will be true, correct and complete. Owner acknowledges that Agency is relying upon Owner's representations that Owner is an Eligible Person or Family, and Agency would not have entered into this Agreement if Owner did not so qualify. 3. RESTRICTIONS ON SALE OF THE PROPERTY. Developer and Owner covenant and agree for themselves and their successors and assigns to their interest in the Property that the sale, resale, and occupancy of the Property shall be restricted as follows: (a) Occupancy Standards. The Property shall be used as the principal residence of Owner and Owner's family and for no other purpose. Owner shall not enter into an agreement for the rental or lease of the Property. (b) Notice to Agency of Internt to Sell. If Owner desires to sell, exchange, quitclaim, or in any manner dispose of the Property, or any part thereof("Proposed Sale"), Owner shall first notify Agency in writing not less than thirty(30) days prior to entering into any binding agreement for such a Proposed Sale. (c) Sale to Qualified Purchaser. Except as expressly provided in this Agreement, the Property shall be sold, conveyed, assigned or otherwise transferred to a Qualified Purchaser for a sales price which is equal to or less than the Maximum Resale Price. Agency shall cooperate with Owner in providing information to Owner and to qualifying lenders to enable them to calculate the Maximum Resale Price and whether a prospective purchaser meets the legal low or moderate income standard. (d) Agency Approval of Prospective Purchasers. Owner shall submit to Agency all offers received by the Owner for the Property. The Agency may elect to schedule a meeting with Regulatory Agreement (5 of 16) Alberto Valentin Gradilla Lanelle Maric Gradilla the prospective purchaser. Based upon the information submitted by Owner and the prospective purchaser, the Agency shall verify that the prospective purchaser is a Qualified Purchaser and that the sales price is less than or equal to the Maximum Resale Price. The Owner and the prospective purchaser shall provide such supporting documentation the Agency reasonably deems appropriate, including an income tax return of the prospective purchaser. Upon Agency's approval, the Owner may thereafter sell the Property to the Qualified Purchaser upon the terms and conditions submitted to the Agency, and subject to the restrictions in this Agreement. If the Property is sold to a Qualified Purchaser, then Owner shall not be required to share any Sale Proceeds with Agency pursuant to Section 3(e) below- (e) Sale of Property to Non-Qualified Purchaser. Owner shall use best efforts to sell the Property to a Qualified Purchaser, including listing of the Property at or below the Maximum Resale Price. "Best efforts" includes obtaining a broker, listing the Property on the multiple listing service, holding open houses, advertising and such other methods as normally undertaken to sell residential property. If after ninety (90) days following the Agency's receipt of written notice of Owner's intent to sell, and despite Owner's best efforts, Owner has not received a bona fide offer from a Qualified Purchaser to purchase the Property at the lesser of(i) the Maximum Resale Price, or (ii) the appraised fair market value of the Property, Owner shall notify Agency in writing that the Property has not been sold- (1) Rejection of Offer from Qualified Purchaser_ Owner's rejection of an offer from a Qualified Purchaser shall be subject to Agency's approval of the reasonableness of the rejection, which Agency approval shall not be unreasonably denied. Notwithstanding the foregoing, Owner shall not reject a bona fide offer from a Qualified Purchaser solely on the basis of the offered purchase price, provided that the offer is equal to the lesser of(i) the Maximum Resale Price, or(ii) the appraised fair market value of the Property. (2) Termination of Escrow. Once an offer from a Qualified Purchaser has been accepted and escrow has been opened, and if escrow should thereafter be terminated for any reason prior to closing, then a new ninety (90) day period for marketing the Property to a Qualified Purchaser shall commence upon Agency's receipt of written notice from Owner that the escrow has been terminated. (3) Agency's Sale Right. If the Owner has not received an offer from a Qualified Purchaser within the tune period set forth in Section 3(e), then Agency shall have the right to cause the sale of the Property to a third party who is a Qualified Purchaser, at a price not to exceed the lesser of. (i) the Maximum Resale Price, or (ii) the appraised fair market value of the Property. Agency's exercise of such right shall be made by delivery of written notice to Owner within thirty (30) days after Agency receives written notice that the Property has not been sold. In the event Agency arranges the purchase by a Qualified Purchaser, an escrow shall be established to close within sixty(60) days after delivery of Agency's notice of exercise. At the election of,Agency, Agency may appoint a certified, independent appraiser to conduct an appraisal of the Property, at Agency's expense, to assist Agency in determining if the Maximum Resale Price is at or near the fair market value of the Property at such time. Regulatory Agreement (6 of 16) Alberto Valentin Grradilla Lanelle Marie Gradilla In the event Agency fails to agree in writing to nominate a Qualified Purchaser within thirty (30) days of receipt of written notice from Owner, the Property may be marketed by Owner to non-Qualified Purchasers at a market rate that may exceed the 1vlaxinxum Resale Price; provided, however, that Owner shall continue to use its best efforts to sell the Property to a Qualified Purchaser. Owner's failure to sell the Property to a Qualified Purchaser shall obligate Owner to share the Sale Proceeds, if any, with the Agency in accordance with the formula set forth in Section 3(e)(4) below. (4) Agency's Share of Sale Proceeds. If the Property is sold to a purchaser who is not a Qualified Purchaser, then the Agency shall receive a declining pro rata percentage of the Sale Proceeds at the time of the sale, depending on the year in which the Property is sold. The pro rata percentage (the "Share Ratio") shall be equal to the ratio determined by dividing (a) the Agency Financial Assistance by (b) the Purchase Price. The Agency' share is then derived by multiplying the Sale Proceeds by the Share Ratio by the applicable percentage set forth in the following table. The longer the Property is owned, the less Sale Proceeds are shared with the Agency. After a period of nine years, no Sale Proceeds are due the Agency. The Agency shall receive its share of the Sale Proceeds at the close of escrow for the sale of the Property. The schedule for determining the Agency's share of the Sale Proceeds is as follows: CALENDAR YEAR' AGENCY'S SHARE . .Olt"RCSALE.;; 6F-'S,ALE;PAOCEEDS 2008 100% (or prior) 2009 90% 2010 80% 2011 70% 2012 60% 2013 50% 2014 40% 2015 30% 2016 20% 2017 10% The sharing of Sale Proceeds with the Agency shall not apply when: (i) Owner sells or transfers the Property to a Qualified Purchaser; (ii) the transfer is due to the assumption of ownership by inheritance upon death of the Owner; (iii) the transfer is due to the assumption of ownership by one spouse in connection with a divorce; or (iv) the transfer is due to some other circumstance that does not involve the exchange of consideration and is approved in writing by Agency. Regulatory Agreement (7 of 16) Alberto Valentin Gradilla Lanelle Marie Gradilla (Q Agency Fee. The Agency shall be entitled to receive the Agency Fee for the services provided under this Regulatory Agreement, The Agency Fee shall be paid to the Agency through the escrow for the sale of the Residence. The Agency Fee shall be paid from funds accruing to the benefit of the Owner. (g) Section 143 of the Internal Revenue Code. If and for so long as the Residence is financed by a loan made with the proceeds of qualified mortgage bonds, it may only be sold to a person or family who qualifies for such financing under Section 143 of the Internal Revenue Code. 4. LIMITATION ON ENCUMBRANCES. Notwithstanding anything to the contrary contained in this Agreement, Owner shall not mortgage the Property or any portion thereof or any interest therein, or enter into any other form of conveyance for financing during the term of this Agreement, except for the following purposes: (a) financing the purchase of the Property from Developer or a subsequent owner (the "First Lien"); or (b) refinancing of the First Tien for,a loan amount not to exceed the then current loan balance secured by the First Lien; or (c) financing the construction of improvements on the Property but only if such improvements are approved in writing by Agency and do not exceed five percent (5%) of the then current loan balance secured by the First Lien. The Owner shall provide such documentation as may be reasonably required by Agency to show that the financing permitted by this Section 4(c) was used for the construction of the improvements approved in writing by Agency. The Owner shall not enter into any such conveyance for financing without the prior written approval of flxe Agency. Any lender approved by the Agency shall not be bound by any material amendment, implementation, or modification to this Agreement subsequent to the recordation of its mortgage without such lender giving its prior written consent thereto. 5. SUBORDINATION. This Agreement shall be subordinate to any First Lien on the Property held by the First Lien's Holder ("Holder"), and shall not impair the rights of Holder, or Holder's assignee or successor in interest, to exercise its remedies under the First Lien in the event of a default under the First Lien by Owner. In the event of a foreclosure or deed in lieu of foreclosure of the First Lien, this Agreement shall be terminated and shall have no further force or effect on subsequent owners of the Property. Any person, including his or her successors or assigns (other than Owner or a related person or entity of Owner), receiving title to the Property through a foreclosure or deed in lieu of foreclosure of the First Lien shall receive title to the Property free and clear from the restrictions in this Agreement. Further, if the Holder acquires title to the Property pursuant to a deed in lieu of foreclosure, this Agreement shall be terminated upon Holder's acquisition of title, provided that Regulatory Agreement (8 of 16) Alberto Valentin Gradilla Lanelle Marie Gradilla (i) Agency has been given written notice of a default under the First Lien concurrently with any notice provided to the Owner, and (ii) Agency shall not have cured the default under the First Lien, or diligently pursued curing the default, within the time period provided to Owner under the First Lien, as shall be described in the notice sent to Agency. 6. MAINTENANCE OF PROPERTY. (a) Maintenance Obligation. Owner shall maintain the improvements and landscaping on the Property and adjacent landscaped parkways in a manner consistent with community standards which will uphold the value of the Property, in accordance with the Palm Springs Municipal Code. Owner also agrees to comply with any and all covenants and agreements established by any Declaration of Covenants, Conditions, and Restrictions controlling the Property and to comply with all applicable federal, state and local laws. (b) Right of Entry. In the event any Owner fails to maintain his, her, or their Residence in the above-mentioned condition, and satisfactory progress is not made in correcting the condition within thirty (30) days from the date of written notice from the Agency, the Agency may, at its option, and without further notice to Owner, declare the unperformed maintenance to constitute a public nuisance. Thereafter, the Agency, or its employees, contractors or agents, may cure the default by entering upon the Residence and performing the necessary landscaping and/or maintenance. The Agency shall give Owner notice of the time and manner of entry, and enty shall only be at such times and in such manner as is reasonably necessary to carry out his Regulatory Agreement. Owner shall pay such costs as are reasonably incurred by Agency for such maintenance. (c) Lien. If the costs incurred pursuant to Section 4.2 are not reimbursed within thirty (30) days after receipt of notice thereof, the same shall be deemed delinquent, and the amount thereof shall bear interest thereafter at a rate often percent (10%) per annum until paid. Any and all delinquent amounts, together with said interest, costs and reasonable attorney's fees, shall be a lien and charge, with power of sale, upon the Residence. Any such lien may be enforced by power of sale by the Agency following recordation of a Notice of Default given in the manner and time required by law as in the case of a deed of trust. Such sale shall be conducted in accordance with the provisions of Section 2924, et seq., of the California Civil Code applicable to the exercise of powers of sale in mortgages and deeds of trust, or in any other manner pennitted by law. Any monetary lien provided for herein shall be subordinate to any bona fide mortgage or deed of trust covering an ownership interest in and to the Residence, and any purchaser at any foreclosure or trustee's sale (as well as any deed or assigmnent in lieu of foreclosure or trustee's sale) under any such mortgage or deed of trust shall take title free from any such monetary lien, but otherwise subject to the provisions hereof; provided that, after the foreclosure of any such mortgage and/or deed of trust, all other assessments provided for herein to the extent they relate to the expenses incurred subsequent to such foreclosure, assessed hereunder to the purchaser at the foreclosure sale, as owner of the subject parcel after the date of such foreclosure sale, shall become a lien upon such parcel upon recordation of a Notice of Default as herein provided. Regulatory Agreement (9 of 16) Alberto Valentin Gradilla Lanelle Marie Gradilla 7. ENFORCEMENT. (a) Events of Default. In the event Owner defaults in the performance or observance of any covenant, agreement or obligation of Owner set forth in this Regulatory Agreement, and if such default remains uncured for a period of thirty(30) days after written notice thereof shall have been given by Agency, or, in the event said default cannot be cured within said time period, Owner has failed to commence to cure such default within said thirty (30) days and diligently prosecute said cure to completion, then Agency shall declare an "Event of Default" to have occurred hereunder, and, at its option, may take one or more of the following steps: (1) By mandamus or other suit, action or proceeding at law or in equity, require Owner to perform its obligations and covenants hereunder or enjoin any acts or things which may be unlawful or in violation of this Regulatory Agreement; or (2) Take such other action at law or in equity as may appear necessary or desirable to enforce the obligations, covenants and agreements of Owner hereunder. Failure or delay in giving notice shall not constitute a waiver of any default, nor shall it change the time of default. 8. NONDISCRIMINATION. (a) Obligation to Refrain from Discrimination. There shall be no discrimination against, or segregation of, any persons, or group of persons, on account of race, color, ancestry, religion, sex, marital status, disability (including AIDS and HIV diagnosis), national origin, familial status, sexual orientation or source of income, in the sale, transfer, use, occupancy or enjoyment of the Residences, or any portion of the Residences, nor shall Developer or any Owner, or any person claiming under or through Developer or any Owner, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of purchasers of the Residences or any portion thereof. The nondiscrimination and nonsegregation covenants contained herein shall remain in effect in perpetuity- (b) Form of Nondiscrimination and Nonsegregation Clauses. Owner shall refrain from restricting the sale of any portion of the Residence on the basis of race, color, ancestry, religion, sex, marital status, disability(including AIDS and HIV diagnosis), national origin, familial status, sexual orientation or source of income, of any person. All such deeds or contracts shall contain or be subject to substantially the following nondiscrimination or nonsegregation clauses: (1) Deeds. In deeds the following language shall appear: "The grantee herein covenants by and for himself or herself, his or her heirs, executors, administrators, and assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of any person or group of persons on account of race, color, ancestry, religion, sex, marital status, disability (including AIDS and HIV diagnosis), national origin, familial status, sexual orientation or source of income, in the sale, transfer, use, occupancy, tenure Regulatory Agreement (10 of 16) Alberto Valentin Gradilla Lanellc Marie Gradilla or enjoyment of the land herein conveyed, nor shall the grantee, or any persons claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of purchasers in the land herein conveyed. The foregoing covenants shall run with the land." (b) Contracts. Any contracts which any Owners or their heirs, executors, administrators, or assigns propose to enter into for the sale or transfer of the Residence shall contain a nondiscrimination and nonsegregation clause substantially as set forth in this Section 8. Such clause shall bind the contracting party and subcontracting party or transferee under the instrument. 9. COVENANTS TO RUN WITH THE LAND. Owner hereby subjects the Property to the covenants, reservations and restrictions set forth in this Regulatory Agreement. The Agency and the Owner hereby declare their express intent that all such covenants, reservations and restrictions shall be deemed covenants running with the land and shall pass to and be binding upon the Owner's successors in title to the Property; provided, however, that on the termination of this Regulatory Agreement said covenants, reservations and restrictions shall expire, except as otherwise expressly provided. All covenants without regard to technical classification or designation shall be binding for the benefit of the Agency, and such covenants shall run in favor of the Agency for the entire tern of this Regulatory Agreement, without regard to whether the Agency is or remains an owner of any land or interest therein to which such covenants relate. Each and every contract, deed or other instrument hereafter executed covering or conveying the Property or any portion thereof shall conclusively be held to have been executed, delivered and accepted subject to such covenants, reservations and restrictions, regardless of whether such covenants, reservations and restrictions are set forth in such contract, deed or other instrument. Agency and Owner hereby declare their understanding and intent that the burden of the covenants set forth herein touch and concern the land in that Owner's legal interest in the Property is rendered less valuable thereby. Agency and Owner hereby further declare their understanding and intent that the benefit of such covenants touch and concern the land by enhancing and increasing the possibility of enjoyment and use of the Property by Low and Moderate Income Households, the intended beneficiaries of such covenants, reservations and restrictions, and by furthering the public purposes for which the Agency was formed. 10. TERM,• TERMINATION. The term of this Agreement shall commence upon the close of escrow for the sale of the Property from Seller to Owner, and shall continue until the expiration of the land use controls in the Redevelopment Plan (December 29, 2028), unless terminated earlier_ This Agreement shall automatically terminate without any further action of the parties upon the earlier of: (a) the expiration of the land use controls in the Redevelopment Plan (December 29, 2028), or (b) the sale of the Property to a purchaser who is not a Qualified Purchaser, provided the Agency receives its share of the net equity pursuant to Section 3(e) above. Regulatory Agreement (11 of 16) Alberto Valentin Gradilla l anelle Marie Gradilla 11. MISCELLANEOUS. (a) Notices. Any notices, requests or approvals given under this Agreement from one party to another may be personally delivered or deposited with the United States Postal Service for mailing, postage prepaid, registered or certified mail, return receipt requested to the following address: If to Agency: Community Redevelopment Agency of the City of Palm Springs P.O. Box 2743 Palm Springs, CA 92263 Attn: Executive Director With a copy to: WOODRUFF, SPRADLIN & SMART, LLP 555 Anton Blvd., Suite 1200 Costa Mesa, CA 92626 Attn: Douglas C. Holland, Esq. If to Owner: Alberto and Lanelle Gradilla 945 Cottonwood Road Palm Springs, CA 92264 Notices personally delivered or delivered by document delivery service shall be effective upon receipt. Mailed notice shall be effective at noon on the second business day following deposit with the United States Postal Service. Either party may change its address for notice by giving written notice thereof to the other party. (b) Attorneys' Fees. In the event that a party to this Regulatory Agreement brings an action against the other party hereto by reason of the breach of any condition or covenant, representation or warranty in this Regulatory Agreement, or otherwise arising out of this Regulatory Agreement, the prevailing parry in such action shall be entitled to recover from the other reasonably attorney's fees to be fixed by the court which shall render a judgment, as well as the costs of suits. Attomy's fees shall include attorney's fees on any appeal, and in addition a party entitled to attorney's fees shall be entitled to all other reasonable costs for investigating such action, including the conducting of discovery. (c) Amendments_ This Regulatory Agreement shall be amended only by a written instrument executed by the parties hereto or their successors in title, and duly recorded in the real property records of the County of Riverside. (d) Severability/Waiver/Integration. (1) If any provision of this Regulatory Agreement shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining portions hereof shall not in any way be affected or impaired thereby. Regulatory Agreement (12 of 16) Alberto Valentin Gradilla Lanelle Marie Gradilla (2) A waiver by either party of the performance of any covenant or condition herein shall not invalidate this Agreement nor shall it be considered a waiver of any other covenants or conditions, nor shall the delay or forbearance by either party in exercising any remedy or right be considered a waiver of, or an estoppel against, the later exercise of such remedy or right. (3) This Agreement contains the entire Agreement between the parties and neither party relies on any warranty or representation not contained in this Agreement. 12. FUTURE ENFORCEMENT BY CITY. The parties hereby agree that should the Agency cease to exist as an entity at any time during the term of this Regulatory Agreement, the Agency shall have the right to assign its rights and delegate its duties and obligations hereunder to the City of Palm Springs or to another governmental or quasi-governmental agency approved by the City in writing or to a non-profit corporation devoted to developing affordable housing approved in writing by the City. [SIGNATURES ON NEXT PAGE] Regulatory Agreement (13 of 16) Alberto Valentin Gradilla Lanelle Marie Gradilla IN WITNESS WHEREOF, the Agency and Owner have executed this Regulatory Agreement as of the day and year written below. "OWNER" Date: D O By: Alberto Valentin Gradilla By: CAVU4�/Z��Z ane le Marie Gradilla "AGENCY" COMMUNITY REDEVELOPMENT AGENCY, OF THE CITY OF PALM SPRINGS, a public body corporate and politic Date: By; David H. Ready cutive Director ATTEST: -1/:P-r0Ved'9q-4/r C'dr•?rrnaa"/fj cC � 5_42-iZesTh=ompson, Assistant ecretary APPRO - AS TO FORM: iIG IV RcS.Na. W UFF, SP IN & SMART, LLP Dou a C. Holland, Agency Counsel [ENT]OF SIGNATURES] Regulatory Agreement (14 of 16) Alberto Valentin Gradilla Lanelle Marie Gradilla State of California ) )ss. County of Riverside ) On q-30 -US 2008,before me, L 2,&-t`' Z Notary Public, Dale (!�_ Name and Title of Officer ��l1 1 personally appeared� o Cb L 1 -411a 0 k Caro d 1 l k " J Names of Signer(s) _ �- Aw �� +lnlY10 who proved to me on the basis of saT1s£actory evidence to be the persoqns-".whose nakfl 01140 subscribed tothe within instrument and acknowledged to that/ executed the same in -lKr/ eir authorized capacity(ies), and that by ks/�r then signaturesn the instrument the eiTsperson(s), or the entity upon behalf of which the persor seted, 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. L. PEREZ WITNESS my hand and official seal U COMM.#1809447 r 2 SAN BERNARDINO PUBLIC- COUNTY O 2 LGMM,EXPIRES AVG,11 2012 (SEAT.) Signature ' otary Public State of California ) )ss. County of Riverside ) // On olilOYfCil� a , 2008,before me, Date Name and Title of Officer personally appeared_ I J�✓i U( �. ICE 1 a l _ . G kK-'s " s Name(s)of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) i are subscribed to the within instrument and acknowledged to me that 14e *(& executed the same in 1pfl)er the' authorized capacity(ies), and that by (his/1)cr their signatures(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 CYNTHIA A. BERARDI Commission# 1645E99 Notary Public -Calnomla Rivetside County �a _ 6My Comm.EXplt $Feb 1 a,2O1 o Signature&Notary Public (SEAL) Regulatory Agreement (15 of 16) Alberto Valentin Gradilla Lanelle Marie Crradilla ATTAC14MENT"1"TO REGULATORY AGREEMENT LEGAL DESCRIPTION OF PROPERTY Lot 4 of Tract 29695, recorded in Book 315, Pages 6 to S inclusive, of Maps, records of Riverside County, California. Regulatory Agreemcnt (16 of 16) Alberto Valentin Gradilla Lanelle Marie Gradilla EXHIBIT 'A' Date: October 30, 2008 File No.: RPD-3128954 ( dp) LOT 4 OF TRACT NO. 29695, IN THE CITY OF PALM SPRINGS,-COU1 .TY,OF'RTVERSIDE, STATE OF CALIFORNIA, AS SHOWN BY MAP ON FILE IN BOOK 315, PAGE($) 6 THROUGH 8, INCLUSIVE OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF RIVERSIDE COUNTY, CALIFORNIA. A.P.N. 507-042-027-9 Page 1 of 1 I:'tl,/f III;�,� �Vh.4 e.Ivvl,L..i Uli `u-si AwotiCan Title Company RiVErsldp. Resale Order No. Escrow No. DOC ## 2008—OS82143 Loan No. 10/31/2008 08:00q Fee:NC Page 1 of 7 Recorded in Official Records County of Riverside FREE RECORDING REQUESTED BY AND Larry W. Ward I WHEN RECORDED MAIL TO: I IIIIII IIIIIII III IIIIIII IIIII IIIII MINI III IIIII IIII IIII Community Redevelopment Agency of the City of Palm Springs, California 3200 E. Tahquitz Canyon Way Palm Springs, CA 92263 Attn: Executive Director R U I p E SI OA MISC LONG RFb COPY M A L 466 1 426 1 PGOR NCOR SMF C frlj(AM T: CTY UNI DEED OF TRUST LZ (SHORT FORM) This DEED OF TRUST, made October 29 , 2008, between ALBERTO VALENTIN GRADILLA AND LANELLE MARIE GRADILLA, herein called TRUSTOR, FIRST AMERICAN TITLE INSURANCE COMPANY, a California corporation, herein called TRUSTEE, and the COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS, CALIFORNIA, a public body, corporate and politic, herein called BENEFICIARY. WITNESSETH: That Trustor grants to Trustee in trust, with power of sale, that property in the City of Palm Springs, County of Riverside, State of California, described as: Lot 4 of Tract 29695, recorded in Book 315, Pages 6 to 8 inclusive, of Maps, records of Riverside County, California. See RIDER TO DEED OF TRUST attached hereto and incorporated herein by reference. This Deed of Trust is Second and subject to a Deed of Trust securing a note in the amount of $168,000.00, in favor of Wells Fargo Home Mortgage. together with the rents, issues and profits thereof, subject, however, to the right, power and authority hereinafter given to and conferred upon Beneficiary to collect and apply such rents, issues and profits for the purpose of security? (1) payment of the sum of$40,700.00 with interest thereon, according to the terms of a PromissoryNote of even date herewith by Trustor to order of Beneficiary, and extensions or renewals thereof; (2 the performance of each agreement of Trustor incorporated by reference or contained herein; and (3) payment of additional sums and interest thereon which may hereafter be loaned to Trustor, or his successors or assigns, when evidenced by a promissory note or notes reciting that they are secured by this 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 Orange County August 17, 1964, and in all other counties August 18, 1964, in the book and at the page pt 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: COUNTY BOOK PAGE COUNTY BOOK PAGE COUNTY BOOK PAGE COUNTY BOOK PAGE Alameda 1238 556 Kings 858 713 Placer 1023 379 Sierra 38 187 Alpine 3 130.31 Lake 437 110 Plumas 166 1307 Siskryou 600 762 Amador 133 438 Lassen 192 367 Riverside 3778 347 Solano 1287 621 Butte 1330 513 Los Angeles T-3878 874 Sacramento 5039 124 Sonoma 2067 427 Calavera5 185 338 Madera 911 130 San Benito 300 405 Stanislaus 1970 56 Colusa 323 391 Mann 1849 122 San Bernardino 6213 768 Sutter 655 585 Contra Costa 4684 1 Manposa 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 1000 753 San Luis Obispo 1311 137 Tulare 2530 108 Fresno 5052 623 Modoc 191 93 San Mateo 4778 175 Tuolumne 177 160 Glenn 469 76 Mono 69 302 Santa Barbara 2065 881 Ventura 2607 237 HumboldL 801 83 Monterey 357 239 Santa Clara 6626 664 Yolo 769 16 Imperial 1189 701 Napa 704 742 Santa Cruz 1038 607 Yuba 398 693 Inyo 105 672 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 above described- Said agreements, terms and provisions contained in said subdivisions A and B (identical in all counties, and printed on pages 3 and 4 hereof) 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, and Beneficiary may charge for a statement regarding the obligation secured hereby, provided the charge therefor does not exceed the maximum allowed by law. The undersigned Trustor, requests that a copy of any notice of default and any notice of sale hereunder be mailed to him at his address hereinbefore set forth- State of California ) Signature of Trustor ) ss County of Riverside ) - OnG'c't before me, 1c�- c��r'i'r1 Albert ale ntin Gradilla Notary Public, personally appeared rd'4LLd 'av'k 6_.7_v,=10,_ iy\wr,. C E7,_ Ic Lane e Marie Gradilla who proved to me on the basis of satisfactory evidence to be the persons whose names are subscribed to the within instrument and acknowledged to me that they executed the same in their authorized capacities, and that by their signatures on the instrument in their authorized capacities, and that by their signatures on the TONYAG N Comm7"6'0459 7 instrument the persons, or the entity upon behalf of � z NotorvP 6"Collrorn y RWerslde County x which the persons acted, executed the instrument. ` m Wcommaal2,o Ites June2....... ...,,,,,, ,iurmrrrrrr,rrr,� r" 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 r t' � Notary Public This area for official notarial seal I,J - RIDER TO DEED OF TRUST THIS RIDER TO DEED OF TRUST is attached to and incorporated by reference in that certain Deed of Trust dated Oct.29, 200ti between AL13ERTO VALENTIN GRADILLA AND LANELLE MARIE GRADILLA("Trustor"), FIRST AMERICAN TITLE INSURANCE COMPANY, a California corporation ("Trustee"), and the COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS, a body corporate and politic ("Beneficiary"). Said Deed of Trust is hereby modified/supplememcd (and as modified/supplemented is hereinafter referred to as"thus Deed of Trust") in the following particulars only: I. ACCELERATION UPON SALE OR ENCUMBRANCE. In the event Trustor shall, directly or indirectly, voluntarily, involuntarily or by operation of law, sell, assigns, transfer, dispose of, hypothecate, further encumber or agree to sell, assign, transfer, dispose of, or further encumber, or suffer to exist any other lien against all or any portion of the property, or any interest therein, then, or at any time thereafter, Beneficiary, at its option, may, by written notice to Trustor, declare all obligations to the extent that such acceleration and in such particular circumstances where exercise of such a right by Beneficiary is prohibited by law. Trustor shall notify Beneficiary promptly in writing of any transaction or event which may give rise to a right of acceleration hereunder. In addition to other damages and costs resulting from Trustor's breach of Tmstor's obligations under this paragraph, Trustor ack nowledgcs that failure to give such notice may damage Beneficiary in an amount equal to not less than the difference between the interest payable on the obligations hereby secured and the interest when Beneficiary could obtain on said sum on the date when the event of acceleration occurred. Trustor shall pay to Beneficiary all damages Beneficiary sustains by reason of the breach of the covenant of notice set forth herein. The foregoing options may be exercised at any time after the occurrence of any such event and the acceptance of one or more installments from any person thereafter shall not constitute a waiver of Beneficiary's option. Beneficiary's approval of any sale, assignment, transfer, disposition, encumbrance or other lien or failure to exercise said option with respect thereto shall not be construed as a waiver of the provisions hereof with regard to any subsequent transaction. 2. NONDISCRIMINATION. "The grantee herein covenants by and for himself or herself, his or her heirs, executors, administrators, and assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of any person or group of persons on account of race, color, ancestry, religion, sex, marital status, disability (including AIDS and HIV diagnosis), national origin, familial status, sexual orientation or source of income, in the sale, transfer, use, occupancy, tenure or enjoyment of the land herein conveyed, nor shall the grantee, or any persons claiming under or through him or her, establish or permit any such practice or practices of discrimination or sec egation with reference to the selection, location, number, use or occupancy of purchasers in the land herein conveyed. The foregoing covenants shall run with the land." 3. SEVERABILITY. If any provision of this Agreement or the application hereof to any person or circumstance shall be invalid or unenforceable to any extent, the remainder of said Agreement and the application of such provisions to other persons or circumstances shall not be effective thereby and shall be enforced to the extent permitted by law. 4. ATTORNEY'S FEES. Should it be necessary for any party to commence an action at law or in equity against the other to enforce the terns of any provision of this Agreement, the prevailing party shall have a right to judgment against the losing party for reasonable attorney's fees and costs as set by the court. In the event of non-judicial foreclosure of this Deed of Trust, Beneficiary shall be entitled to recover its reasonable attorneys fees and costs, which shall be dee:;cd secured by this Decd of Trust, from proceeds of tlic sale aid/or es a conditiou to rcinstatenneiri of t1niS Deed of Trust. 5. CONFLICT. In the event of any conflict between the terms of this Rider to Deed of Trust and the Deed of Trust to which this Rider is attached, the terms of this Addendum shall control. Albe Valentin G adilla Marie Gradilla i "Trustor" AMENDMENT# 2 TO PURCHASE AND SALE AGREEMENT OF RESIDENTIAL PROPERTY AND ESCROW INSTRUCTION # A5706 WITH ALBERTO VALENTIN GRADILLA AND LANELLE MARIE GRADILLA FOR 945 E. Cottonwood Rd., Palm Springs, CA. 92262-4642. THIS SECOND AMENDMENT TO THE PURCHASE AND SALE AGREEMENT OF RESIDENTIAL PROPERTY AND ESCROW INSTRUCTION (# A5706 herein Agreement), is made and entered into this day of October , 2008, by and between the Community Redevelopment Agency of the City of Palm Springs (herein Seller), and Alberto Valentin Gradilla and Lanelle Marie Gradilla (herein Buyer), and amends that certain PURCHASE AND SALE AGREEMENT OF RESIDENTIAL PROPERTY AND ESCROW INSTRUCTION dated August 19, 2008, as amended, between the same parties, as follows: 1, Paragraph 3.1 Purchase Price is amended to read in its entirety: The purchase price for the Property is TWO HUNDRED TEN THOUSAND DOLLARS ($210,000) ("Purchase Price"). IN WITNESS WHEREOF, the parties have executed and entered into this Amendment as of the date stated below. ATTEST. COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS, ` ~ a public body, corporate and politic: es Thompson, Assistant Secretary David H. Rea u Pe Director APPROV D O FORM Douglr' Holland, Agency Counsel BUYER: Albe�ntin Gradilla Lanelle Marie Gradilla [END OF SIGNATURES] DaleC/Housing/CRA—Pur&SalesAgrmnlAmdnt2—CottowoodHome$ale octofl AMENDMENT # 1 TO PURCHASE AND SALE AGREEMENT OF RESIDENTIAL PROPERTY AND ESCROW INSTRUCTION # A5706 WITH ALBERTO VALENTIN GRADILLA AND LANELLE MARIE GRADILLA FOR 945 E. Cottonwood Rd. Palm Springs, CA. 92262-4642, THIS FIRST AMENDMENT TO THE PURCHASE AND SALE AGREEMENT OF RESIDENTIAL PROPERTY AND ESCROW INSTRUCTION (# A5706 herein Agreement), is made and entered into this _day of September , 2008, by and between the Community Redevelopment Agency of the City of Palm Springs (herein Seller), and Alberto Valentin Gradilla and Lanelle Marie Gradilla (herein Buyer), and amends that certain PURCHASE AND SALE AGREEMENT OF RESIDENTIAL PROPERTY AND ESCROW INSTRUCTION dated August 19, 2008, as amended, between the same parties, as follows: 1. Paragraph 9.3 Proration Real Property Taxes shall be amended to include the following. The Seller acknowledges that the Buyer is subject to payment of taxes. 2. Paragraph 9.4 Payment of Costs shall be revised to read the following: Seller shall pay the entire amount of the Escrow fee, the entire amount of the documentary transfer taxes, all title insurance premiums for the Title Policy premium which would be incurred for a CLTA and ALTA form policy, all charges for drawing and recording the Grant Deed and all fees for processing, notary/signing, tax service, third party and underwriting. Seller and Buyer shall each be responsible for their respective attorneys' fees and costs. The aforementioned Seller costs shall be up to the amount of $5,000, which will be added to the "silent second" City's Regulatory Agreement. If the Title, Escrow and Closing costs exceed $5,000, the additional amount is the responsibility of the Buyer. IN WITNESS WHEREOF, the parties have executed and entered into this Amendment as of the date stated below. ATTEST: COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS, a public body, corporate and politic: lames Thompson, Assists t Secretary David H. Ready, five Director APPROU TO FORM "jc4 �" '' L' �� 1)5 �ct� By Douglas Holland, Counsel L L*ec. �v..e BUYER. - I erto Vale tin Gradilla do anelle Marie Gradilla [END OF SIGNATURES] DaleC/Housing/CRA Pur&SalesAgrmntAmdntl Sopt08 1, R 4 FirstAmerican Title Company 250 E. Pa/m Canyon Dr, Palm Springs, C4 92264 Phone - (760)318-7170 Fax- (866)623-4186 ESCROW INSTRUCTIONS TO: First American Title Company ("First American") Date: August 27, 2008 Attn: Deana Perricone (Escrow Officer) File No.: RPD-3128954(dp) Property: 945 East Cottonwood Road Palm Springs, CA 92262 This escrow has been opened pursuant to that certain real estate purchase agreement entitled "Purchase and Sale Agreement of Residential Property and Escrow Instructions" dated as of August 19, 2008 ("Purchase Agreement") by and between Community Redevelopment Agency("Seller") and-Alberto Valentin Gradilla and Lanelle Marie Gradilla ("Buyer") with regard to that certain real property commonly described as 945 East Cottonwood Road, in the City of Palm Springs, County of Riverside, State of California ("State") as further legally described on Exhibit 'A' attached hereto and incorporated herein by reference (the "Real Property"). The terms and conditions of the purchase Agreement are incorporated herein by reference. First American has been requested to act as escrow agent for the Buyer and Seller (jointly referred to as the "Parties" and individually as a "Party") under the Purchase Agreement. First American is willing to act as escrow agent ("Escrow Agent") for the parties pursuant to the Purchase Agreement subject to the following terms and conditions. 1. Obligations of Escrow Agent: Escrow Agent shall be responsible only for the applicable portions of Purchase Agreement dealing with financing, escrow, allocation of costs, title and vesting, prorations, property taxes, title insurance, delivery of documents and Seller's assignment of proceeds to pay the broker commission, if any- 2. Satisfaction of Executory Terms: Pursuant to the Purchase Agreement, the consummation of the escrow is subject to satisfaction of certain executory terms and provisions which are not the responsibility of Escrow Agent. The Parties shall be solely responsible for determining such satisfaction and shall notify Escrow Agent in writing in a form reasonably satisfactory to Escrow Agent when such executory terms have been fully satisfied or are otherwise waived. Escrow Agent's receipt of such written acknowledgment shall constitute a direction to Escrow Agent to close the Escrow. 3. General Provisions: Escrow Agent's duties and responsibilities in this escrow are subject to the General Provisions. To the extent that the Purchase Agreement is inconsistent with the General Provisions, the terms of the General Provisions shall control as to Escrow Agent's rights, duties and responsibilities. 4. Clarification of Purchase Agreement Terms: (a) Sales Price: The sales price of the Real Property is$210,000.00 (b) Due Diligence Period: Buyer's due diligence period shall expire at 5:00 p.m. on 09104/2008. (c) Close of Escrow: Close of escrow shall occur on 09/19/2008. Page 1 of 3 First American Title Company File No.:RPD-3128954(dp) Closing Funds: Funds to close escrow must be received in a form sufficient to satisfy applicable good funds laws of the State. All funds in excess of$100,000 must be wire transferred to Escrow Agent. Requirements for Interest Bearing Accounts: In the event that Escrow Agent is requested to deposit funds in an interest-bearing account, Escrow Agent shall not be obligated to open such account until Escrow Agent has received an executed Form W-9 with appropriate taxpayer information from the Party to whose benefit the interest will accrue. The Parties acknowledge receipt of a form entitled "Notice of Opportunity to Earn Interest" delivered concurrently with this Escrow Instruction. The Parties acknowledge that Escrow Agent shall be entitled to a fee of$50.00 for opening any interest bearing account. Funds Held Fee. If the event that funds remain in escrow for any reason more than 90 days after the close of escrow, or if escrow has not closed 90 days after the estimated closing date set forth in the existing escrow instructions to Escrow Holder ("Dormancy Period"), Escrow Holder will make reasonable efforts to notify the parties regarding same. If funds remain in escrow beyond the Dormancy Period, a monthly "funds held fee" of$25.00 shall accrue for each month or fraction of a month thereafter that the funds, or any portion thereof, remain in escrow. Escrow Holder is instructed to deduct the monthly funds held fee directly from the funds held in escrow on a monthly or other periodic basis (i.e. quarterly, semi-annually, etc.). The parties agree to pay these sums to compensate Escrow Holder for administering, monitoring, accounting, reminders and other notifications and processing of the funds so held in accordance with this provision. Document/Funds Delivery: After close of escrow, all documents, funds and statements are to be sent to the undersigned at the addresses provided to Escrow Agent. Escrow Fees: Escrow Agent shall allocate fees and costs between the Parties in accordance with the Purchase Agreement. The Parties understand that in the event of cancellation of this Escrow, Escrow Agent shall be entitled to a cancellation fee and reimbursement of any direct costs incurred at the request of a Party. SELLER: Community Redevelopment Agency of The Appr as to form: City of Palm Springs, a public body, corporate and politic ge cy Counsel- �� - ATTEST: By: David H. Ready, Fxi�Director � D BUYER: /fr mes Thompson sistanp Secretary A113b Valentin Gradilla 6a4 effe Marie Gradilla Page 2 of 3 First American Title Company File No.:RPD-3128954(dp) EXHIBIT 'A' LOT 4 OF TRACT NO. 29695, IN THE CITY OF PALM SPRINGS, COUNTY OF RIVERSIDE,STATE OF CALIFORNIA,AS SHOWN BY MAP ON FILE IN BOOK 375, PAGE(S) 6 THROUGH 8, INCLUSIVE OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF RIVERSIDE COUNTY, CALIFORNIA. A.P.N. 507-042-027-9 Page 3 of 3 mot, X"P, krd•l 1099-SINPUT To: First American Title Company File No.: RPD-3128954(dp) Deana Perricone, Escrow officer Date: August 27, 2008 Re: 945 East Cottonwood Road, Palm Springs, CA 92262("Property") Seller: Community Redevelopment Agency 1099-S INPUT FORM for IRS Reporting Why is this form required? Seller(s) DT real property are required by law to provide the real estate reporting endty with your correct Social Security/Taxpayer Identification Number("S5N/TIN"). By not providing your real estate reporting entity with your correct 55N/TIN,you may be subject to civil or criminal penalbes imposed by law under the Tax Reform Act of 1986 under Internal Revenue(IRS)Code Section 6045(E),6676,6722,67243 and 7203. Each Seller must complete a separate 1099-S Input Form. Domestic corporations are exempt from reporting. Husband and wife who file_a ioint tax return should complete only one 1099-5 Innut Form with one social security number. Social Securi Number ' Taxpayer Identification Number - OR 1313 0 3 5 6 2 1 9 Name/Entity (for IRS Reporting of SSN or TIN) .pmml]ni tv Rpdevol opment AgOnry Forwarding Street Address (after Closing): 3200 East Tahquitz Canyon Way City Palm Springs State CA Zip Code 92262.6959 Country USA 1. Have you owned and used the property as your principal residence for periods totaling at least two(2)out of the IaSt five(5)years? ❑Yes No 2. I did not acquire the property or any Interest in the property in a 1031 exchange during the last five(5)years. ❑Yes ©No 3- Is the sales price of the property less than$250,000? �y Yes ❑No 4. Are you married and the sales price is$500,000 or le-W 0 Yes ❑No If you answered'Yes'to question#1 and#2 and'Yes'to either question#3 or#4 then you MUST COMPLETE the 'Certification for No Information Reporting'form. Ifyou answer all questions"True'"on the'Certitication for No Information Reporting'farm you may be exempt from 1099 reporting. 5. What Is your percentage or amount of ownership/sales price in the property? ❑ 10o% ❑Other % or$ (If other than 100%-see question#6 to name Other ownersl 6. If your answer to question #5 is not IQo?b,you must provide the Name/Entity for IRS Reporting of other owners and their Ownership Percentage or Amount. Name/Enbty for reporting Ownership%or$ • Name/Entity for reporting_ Ownership%or$ Name/Entity for reporting Ownership%p or$ Underpena/ties of 'u Lee fy tha above information is correct Your Sign r PLE45EN07E THA T1099-SINPUr USTB£5'.1rT Ea FOR ALL SELL --fl+--- � For ESVOW uxc Only Mdditlonal File Infornugon [ 3 O12Hge Na.df 1099-5 Forms B Name/Enfity Party a'Non-Record'Sella? [ ] Is rap Pon or an achange? [ 3 Vold nxiulred for MIS rile? [ ]Delete [ ] Type Is: [ ]H/w or IngIvldual [ 1 Tlustiguslness ]yi s I )NO For Escrow use only—Required for Xogg4 Dad Entry Only(No entry In FAST) [ ]Add rAn"d sAcs Prxe au ers Part of Rail Emte Tax Aduel Settlement Date I ]Change [WJexe Rev.8/07/06 YEAR CALIFORNIA FORM 2008 Real Estate Withholding Certificate 593-C Part I—Seller's Information Return this form to your COm an . Name(including spouse/RDP,if jointly owned-see instructions-type or print) S5N or MN [7 FEIN CA Corp no. Community Redevelo mentA en 33-035621 0 Address(including suite,room,Po Box,or PMB no.) spouse's/RDP's SSN or MN(If jointly owned) 3200 East Tah uetz Canyon Way City State ZIP Code Ownership Percentage Palm Springs C A 92262-6959 Property address(If no street address,provide parcel number and county) 945 East Cottonwood Road Palm Springs,CA 92262 Read the following and check the appropriate boxes.(See line-by-line notes in the Instructors). Part II—Certifications which fully exempt the sale from withholding: YES NO L Does the property qualify as the seller's(or decedent's,if being sold by the decedents estate)principal residence within the meaning of Internal Revenue Code(IRC)Section 121>..................... .......................................I .... ❑ 2. Did the seller(or decedenq if being sold by the decedent's estate)last use the property as the seller's(decedent's)principal residence within the meaning of IRC Section 121 without regard to the two-year time period?................................... ... 3. Will the seller have a loss or zero gain for Califomla income tax purposes on this sales(To check YES,you must complete Form 593-E, Real Estate Withholding—Computadon of Estimated Gain or Loss,and have a loss or zero gain on fine 16). .... ........... ..... a. Is the property being compulsorily or Involuntarily converted and does the seller intend to acquire property that Is similar or related In service or use to qualify for nonrecognition of gain for California income tax purposes under IRC section 10337............ ....... ❑ [l� S. Will the transfer qualify for nonrecognition treatment under IRC Section 351(transfer to a corporation controlled by the transferor)or IRC Section 721(contribution to a partnershlp in exchange for a partnership Interest)?........................ ............ ❑ c6 6. Is the seller a corporation(or an LLC classified as a corporation for federal and California income tax purposes)that is elther qualified ❑ through the California Secretary of State or has a permanent place of business in California?............................. 7. Is the seller a partnership(or an LLC that is classified as a partnership for federal and California Income tax purposes and is not a disregarded single member LLC)with recorded title to the property in the name of the partnership or LLC? / (If yes,the partnership or LLC must withhold on nonresident partners or members as required).............................. 8. I5 the seller a tax-exempt entity under either California or federal law?..... .. ...................................... . 9, Is the seller an insurance company,individual retirement account,qualified pension/profit sharing plan,or charitable remainder trust? ❑ Part III—Certifications that may partially or fully exempt the sale from withholding: Real Estate Escrow Person:See Instructions for amounts to withhold. 10.will the transfer qualify as a simultaneous like-kind exchange within the meaning of IRC Section 1031?........................ El 11.Will the transfer qualify as a deferred like-kind exchange within the meaning of IRC Section 1031?.......... .................. ❑ 12.Will the transfer of this property be an installment sale that you will report as such for California tax purposes and has the buyer agreed ❑ �( to withhold on each principal payment instead of withholding the full amount at the time of transfer?......................... Lj Part IV—Seller's Signature Under penalties of perjury,I hereby certify that the information provided above Is,to the best of my knowledge,true and correct IF conditions change,I will promptly inform the withholding agent I understand that the Franchise Tax Board may review relevant escrow documents to ensure withholding compliance and that completing this form does not exempt me from filing a California income or franchise to rn port/the Ci,,r/A'�jt cr Sellers Name and Title 17avir3 H- ReaC1�L seller's te Spvvn*sj me Executive Director Spouse's/RDP's Signature Please verify that the SSN or MN listed above in Part I of this form is Seller: If you checked YES to any question in part 11,you are exempt from real t dhholding, If you checked YES to any quesbon in Part 111,you may qualify for a p r complete withholding exemption. If you checked NO to all of the questions in Part 11 and Part III,the with olding will be 3113%(.0333)of the total sales price or the optional gam on sale withholding amount certified by seller on Porm 593. If you are withheld upon,the withholding agent should give you one copy of Form 593,Real Estate Withholding Tax Statement Attach a copy to the lower front of your California income tax return and make a copy for your records. You should keep Form 593-C for rive years following the dose of the transaction.You must fumesh the form to the FTB upon request, For Privacy Notice,get form Frill 1131. 7131083 F_ Form 593-C C2 2007 Approved as to form: ATTEST: Agency Counsel dynes Thompson, Assistant Secretary YEAR CALIFORNIA FORM 2008 Real Estate Withholding Certificate 593-C Part I-Seller's Information Return this form to your coin an . Name(Including spouse/ROP,if jointly owned-see m5trucbons-type or print) Q 5SN or MN Q FEIN ❑ CA Corp no. CgmmuniV Redevelopment A en 33-03 56 21 0 Address(including suite,room,Po Box,or PMB no.) Spouse'S/RDP's SSN or ITIN(if lomtty owned) 3200 East Tah mtz Canyon Way City State 21P Code Dwnership Percentage Palm Springs C A 92252.69S9 % Property address(if no street address,provide parcel number and county) 945 East Cottonwood Road Palm Scirings,CA 92262 Read the following and check the appropriate boxes-(See Ilne-by-line notes in the instructions). Part II--Certifications which fully exempt the sale from withholding: YES No 1. Does the property qualify as the seller's(or decedent's,if being sold by the decedent's estate)principal residence within the meaning of Internal Revenue Code(IRC)Section 121?..................................... ................... ......... ❑ [S6 2. Did the seller(or decedent,If being sold by the decedent's estate)last use the property as the seller's(decedents)principal residence within the meaning of IRC Section 121 without regard to the two-year time period?.. ..... .............. ................. ❑ [6 3. Will the seller have a loss or zero gain for California income tax purposes on this sale?(To check YES,you must complete Form 593-E, Real Estate Withholding—Computation of Estimated Gain or Loss,and have a loss or zero gain on line 16).............. ...... . ❑ N] 4. Is the property being compulsorily or Involuntarily converted and does the seller intend to acquire property that Is similar or related in service or use to qualify for nonrecognition of gain for California income tax purposes under IRC Section 1033?................. .. ❑ l� S. Will the transfer qualify for nonrecognition treatment under IRC Section 351(transfer to a corporation controlled by the transferor)or IRC Section 72.1(contribution to a partnership in exchange for a partnership interest)?. ................................... ❑ [6 6. Is the seller a corporation(or an LLC classified as a corporation for federal and California income tax purposes)that is either qualified through the California Secretary of State or has a permanent place of busmess In California?........ ..... .................. . ❑ [�] 7. Is the seller a partnership(or an LLC that is classified as a partnership for federal and California income tax purposes and is not a disregarded single member LLC)with recorded title to the property in the name of the partnership or LLC? (If yes,the partnership or LLC must withhold on nonresident partners or members as required).............................. 8. Is the seller a tax-exempt entity under either California or Federal law?................ .... ........................... 9. Is the seller an insurance company,Individual retirement account,qualified pension/profit sharing plan,or charitable remainder trust'-. ❑ Part III--Certifications that may partially or fully exempt the sale from withholding: Real Estate Escrow Person:See Instructions For amounts to withhold. 10.Will the transfer qualify as a simultaneous like-kind exchange within the meaning of IRC Section 1031?. ....................... ❑ 11.WIII the transfer qualify as a deferred like-kind exchange within the meaning of IRC Section 1031?........................ .... ❑ 12.will the transfer of this property be an installment sale chat you will report as such for California tax purposes and has the buyer agreed to withhold on each principal payment instead of withholding the full amount at the time of transfer?............. ............. d Part IV—Seller's Signature Under penalties of perjury,I hereby certify that the information provided above Is,to the best of my knowledge,true and correct If conditions change,I will promptly Inform the withholding agent.I understand that the Franchise Tax Board may review relevant escrow documents to ensure withholding compliance and that completing this form does not exempt me from filing a California income or franchise tax�j�urn to report Seller's Name and Title f)a t71 aFf_ Rea r3 V Seller's 5igrtBt+are �_�. / _ to /e.1'21 5pao5r5fR6P'sdilame Executive Director. Spouse's/RDP's Slgrialture Please verify that the 5SN or ITIN listed shove in Part I of this form is come - Seller: If you checked YES to any queston in Part II,you are exempt from real withholding, If you checked YES to any question in Part III,you may qualify for a p rtJJa or complete withholding exemption. If you checked NO to all of the questions in Part II and Part III,the w hfiolding will be 31/3%n(.0333)of the total sales price or the optional gain on sale wldhhoiding amount certified by seller on Form 593. If you are withheld upon,the withholding agent should give you one copy of Form 593,Real Estate Withholding Tax statement.Attach a copy to the lower front of your California Income tax return and make a copy for your records. You should keep Form S93-C for five years Following the close of the transaction.You must furnish the form to the HE upon request. For Privacy Notice,get form M 1131. �^ 7131083 F Form 593-C C2 2007 Approved as to form: ATTEST: Agency Counsel mes Thompson, Assistant Secretary ,•�' , a �,,„/-C._,:ad`J' Sys,„�,� 17 NON-FOREIGN AFFIDAVIT Section 1445 of the internal Revenue Code provides that a transferee of a U.S. real property interest must withhold tax if the transferor is a foreign person. To inform the transferee that withholding of tax is not required upon disposition of a U.S. real property interest by the Community Redevelopment Agency of the City of Palm Springs ("Transferor'), the undersigned hereby certifies the following on behalf of Transferor: 1. Transferor is not a foreign corporation, foreign partnership, foreign trust or foreign estate (as those terms are defined in the Internal Revenue Code and Income Tax Regulations); 2. Transferor's U.S. employer identification or social security number is #33- 0356210 and 3. Transferors office address is 3200 E. Tahquitz-Canyon Way, Palm Springs, CA 92262. The undersigned understands that this certification may be disclosed to the Internal Revenue Service by the transferee and that any false statement contained herein could be punished by fine, imprisonment, or both. Under penalties of perjury, we declare that we have examined this certification and to the best of our knowledge and belief, it is true, correct, and complete, and we further declare that we have authority to sign this document on behalf of Transferors. Dated: 0 , 2008 Appf d s to David H. Ready,,Vx&utive Director Agency Counsel "Transferor" ATTES T: Thompson Addrerty for Sale: 945 E. ottonwood Road, Palm Springs, CA 92262 Seel attached as Exhibit"A" o... ..lyr:yy�v�`fl.L7L If L, ..._:L. � iwa�Lio��.1y 2,17 �tiIEF:an i-i.:ti ����30.0� PA�ob EXHIBIT "A" LEGAL, DESCRIPTION OF PROPERTY The following real property in the City of Palm Springs, County of Riverside, State of California, described as follows: Lot 4 of Tract 29695, recorded in Book 315, Pages 6 to 8 inclusive, of Maps, records of Riverside County, California- Community Redevelopment Agency of the City of Palm Springs(Setter) RECORDING REQUESTED BY First American 7Me Company AND WHEN RECORDED MAIL DOCUMENT AND TAX STATEMENT TO: Alberto Valentin Gradilla and Labelle Marie Gradilla 945 East Cottonwood Road Palm Springs, CA 92262 Space Above This One for It c rdere use Only Space above this line for Recorder's Use (Exempt from recording fee per Section 6103 of Government Code) GRANT DEED A.P.N.: 907-042-027-9 T.R.A. No.011-060 File No.: RPD-3128954 (dp) The Undersigned Grantor(s)oeclare(s): DOCUMENTARY TRANSFER TAX M1.00;CITY TRANSFER TAX$0.00; ( x ) computed on the consideration or full value of property conveyed,OR ( computed on the consideration or full value lei value of liens and/or encumbrances remaining at time of sale, unincorporated area; i x] city of Palm Springs,and FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, Community Redevelopment Agency of The City of Palm Springs,a public body,corporate and politic hereby GRANTS to Alberto Valentin Gradilla and Lanelle Marie Gradilla the following described property in the City of Palm Springs, County of Riverside, State of California.- The Property.conveyed hereby is subject to (i) non-delinquent general and special real property taxes and assessments; and (ii) matters of record. LOT 4 OF TRACT NO. 29695,IN THE CITY OF PALM SPRINGS, COUNTY OF RIVERSIDEr STATE OF CALIFORNIA,AS SHOWN BY MAP ON FILE IN BOOK 31.5, PAGE(S) 6 THROUGH 8, INCLUSIVE OF MAPS,IN THE OFFICE OF THE COUNTY RECORDER OF RIVERSIDE COUNTY, CALIFORNIA, SIGNATURES ON NEXT PAGE Mall Tax Statements To: SAME AS ABOVE Grant Deed - continued Date: 08 26 2008 A.P.N.: 507-042-027-9 File No.: RPD-3128954 (dp) Dated: _08 26/2008 Community Redevelopment Agency of The City of Palm Springs, a public body, corporate 4Apas to form: and politic unsel By: David H. Read cutive Director ATTEST: /� r. t� ames Thompson STATE OF C � , 'G )SS Assistant Secretary COUNTY OF 1 den Iixee- ) On G7o�aG� ';� .D�GZJF before me, YCI�Llc� A- 861-ar'24 Notary Public, personally appeared a✓id ca w v+ who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s)1s ar subscribed to the within instrument and acknowledged to me that tle/ske the executed the same in Ns/her Chel authorized capacity(ies), and that by Vs/f,;q thei 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. CYNTHIA A.11EIZODI _ Commisslon# 16451199 Signature �) Not California Rvelslde County 0aMy Comm.Expires Feb 18.2010 My Commission Expires:a6L�r ��r ��/U ni5areaforo>r/cialnotarial5eal /� r7 f-� Notary Name:�y n f�a a A• 0ertrolr Notary Phone: 76o-3a2^Y✓a- J S Notary Registration Number: County of Principal Place of Business: -1✓zP Siol� l.r+.p• y'. it Y'' Iry 1' F�1ID� Page 2 of 2 First American Title Company File No.:RPD-3128954(dp) EXHIBIT 'A' LOT 4 OF TRACT NO. 29695, IN THE CITY OF PALM SPRINGS, COUNTY OF RIVERSIDE,STATE OF CALIFORNIA,AS SHOWN BY MAP ON FILE IN BOOK 315, PAGE(S) 6 THROUGH 8, INCLUSIVE OF MAPS,IN THE OFFICE OF THE COUNTY RECORDER OF RIVERSIDE COUNTY, CALIFORNIA. A.P.N. 507-042-027-9 Page 3 of 3 PURCHASE AND SALE AGREEMENT OF RESIDENTIAL PROPERTY AND ESCROW INSTRUCppTIOc�N/(S Escrow No. 6V � (J' 4- Date of Opening of Escrow: 0 THIS AGREEMENT FOR PURCHASE AND SAL OF RESIDENTIAL PROPERTY AND ESCROW INSTRUCTIONS ("Agreement") is made this � ay of 2008 ("Effective Date"), by and between the COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS ("Seller") and ALBERTO VALENTIN GRADILLA AND LANELLE MARIE GRADILLA('Buyer"). RECITALS A. The Seller is the owner of that certain real property at 945 E. Cottonwood Road, Palm Springs, CA 92262 as described in Exhibit "A" to this Agreement ("Property"). B. The Seller acquired Property on June 19, 2008, by Document No. 2008- 0335484. C. The Buyer wishes to purchase the Property from Seller and Seller wishes to sell the Property pursuant to the terms and conditions of this Agreement. E. Seller wishes to sell the Property to Buyer and Buyer wishes to buy the Property from Seller pursuant to the terms and conditions of this Agreement. NOW, THEREFORE, the parties hereto agree as follows: TERMS AND CONDITIONS 1. PURCHASE AND SALE OF PROPERTY. Buyer hereby agrees to purchase from Seller, and Seller agrees to sell to Buyer the Property, upon the terms and conditions hereinafter set forth. 2. OPENING OF ESCROW: CLOSING DATE. 2A Opening of Escrow. Within one (1) business day after the execution of this Agreement by Buyer and Seller, the parties shall open an escrow ("Escrow") with First American Title Escrow, 250 W. Palm Canyon Drive, Palm Springs, CA 92264. 2.2 ("Escrow Holder") by causing an executed copy of this Agreement to be deposited with Escrow Holder. Escrow shall be deemed open on the date that a fully executed copy of this Agreement is delivered to Escrow Holder ("Opening of Escrow"). Escrow Holder shall fax written notice of the Opening of Escrow date to Buyer and Seller. (OR23VN°uAL F0 AND/OR AGI REEMUP E I7 Community Redevelopment Agency of the City of Palm Spnngs(Seller) Page 1 of 19 Alberto Valentin and Lanelle Marie Gradilla(Buyer) 2.3 Closing Date. Escrow shall close on or before 2008 ("Closing Date"). The terms the "Close of Escrow' and/or the "Closing" are used herein to mean the time the Grant Deed (as hereinafter defined) is recorded in the Office of the County Recorder of Riverside County, California. 2.4 Time is of the Essence. Buyer and Seller agree that time is of the essence and each party specifically agrees to strictly comply and perform the obligations herein in the time and manner specified and waives any and all rights to claim such compliance by mere substantial compliance with the terms of this Agreement. 3. CONSIDERATION. 3.1 Purchase Price. The purchase price for the Property is TWO HUNDRED TEN THOUSAND DOLLARS ($210,000.00) ("Purchase Price"). This price includes all fees including closing costs. 3.2 Payment of Purchase Price. On or before the day preceding Close of Escrow, Buyer shall deposit the Purchase Price with Escrow Holder in "good funds." "Good funds" shall mean a wire transfer of funds, cashier's or certified check drawn on or issued by the offices of a financial institution located in the State of California, or cash. 4. ADDITIONAL FUNDS AND DOCUMENTS REQUIRED FROM BUYER AND SELLER. 4.1 Buyer. Buyer agrees that on or before 1:00 p.m. on the business day preceding the Closing Date, Buyer will deposit with Escrow Holder all additional funds and/or documents (executed and acknowledged, if appropriate) which are necessary to comply with the terms of this Agreement, including, without limitation, the following: (a) A Preliminary Change of Ownership Statement completed in the manner required in Riverside County; (b) Such funds and other items and instruments as may be necessary in order for Escrow Holder to comply with this Agreement. 4.2 Seller. Seller agrees that on or before 1:00 p.m. on the business day preceding the Closing Date, Seller will deposit with Escrow Holder such funds and other items and instruments (executed and acknowledged, if appropriate) as may be necessary in order for the Escrow Holder to comply with this Agreement, including, without limitation, the following: (a) A grant deed conveying the Properly to Buyer in the form attached hereto as Exhibit "B" ("Grant Deed"); (b) Two duplicate originals of a Non-Foreign Affidavit in the form attached hereto as Exhibit "C" ("Non-Foreign Affidavit"); (c) Two duplicate originals of California Form 590-RE Real Estate Withholding Exemption Certificates in the form required by the California Franchise Tax Board ("California Residency Affidavit"), and (d) Such funds and other items and instruments as may be necessary in order for Escrow Holder to comply with this Agreement. Community Redevelopment Agency of the City of Palm Springs(Seller) Page 2 of 19 Alberto Valentin and Lanelle Marie Gradilla(Buyer) 4.3 Recordation, Completion and Distribution of Documents. Escrow Holder will cause the Grant Deed to be recorded when (but in no event after the Closing Date) it can issue the Title Policy in the form described in Section 5.2 below, and holds for the account of Seller the items described above to be delivered to Seller through Escrow, less costs, expenses and disbursements chargeable to Seller pursuant to the terms hereof. 5. TITLE MATTERS. 5.1 Approval of Title. (a) Promptly following execution of this Agreement (but in no event later than ten (10) days following Opening of Escrow), Seller shall cause to be delivered to Buyer a Preliminary Title Report issued through First American Title Insurance Company, Palm Springs, CA 92264 ("Title Company"), describing the state of title of the Property, together with legible copies of all exceptions specified therein ("Preliminary Title Report"). (b) In the event Buyer delivers Buyer's Title Notice within said period, Seller shall have a period of ten (10) days after receipt of Buyer's Title Notice in which to notify Buyer of Seller's election to either (i) agree to attempt to remove the Disapproved Exceptions prior to the Close of Escrow; or (ii) decline to remove any such Disapproved Exceptions ("Seller's Notice'). Seller shall only elect to decline to remove Disapproved Exceptions which Seller in good faith believes Seller's reasonable efforts would not result in removal or as to which removal would result in cost or expense to Seller other than nominal administrative expense incurred in the process of removal. Seller's failure to deliver Seller's Notice within said ten (10) day period shall be deemed Seller's election to decline to remove the Disapproved Exceptions. If Seller notifies Buyer of its election to decline to remove the Disapproved Exceptions, if Seller is deemed to have elected to decline to remove the Disapproved Exceptions or if Seller is unable to remove the Disapproved Exceptions, Buyer may elect either to terminate this Agreement and the Escrow or to accept title to the Property subject to the Disapproved Exception(s). Buyer shall exercise such election by delivery of written notice to Seller and Escrow Holder within ten (10) days following the earlier of (i) the date of written advice from Seller that such Disapproved Exception(s) cannot be removed; or (ii) the date Seller declined or is deemed to have declined to remove such Disapproved Exception(s). (c) Upon the issuance of any amendment or supplement to the Preliminary Title Report which adds additional exceptions, the foregoing right of review and approval shall also apply to said amendment or supplement, provided, however, that Buyer's initial period of review and approval or disapproval of any such additional exceptions shall be limited to ten (10) days following receipt of notice of such additional exceptions, together with copies of the underlying documents referenced therein. (d) Nothing to the contrary herein withstanding, Buyer shall be deemed to have automatically objected to all deeds of trust, mortgages, judgment liens, federal and state income tax liens, delinquent general and special real property taxes and assessments and similar monetary encumbrances affecting the Property, and Seller shall discharge any such non- permitted title matters of record prior to or concurrently with the Close of Escrow. 5.2 Title Policy. When Escrow Holder holds for Buyer the Grant Deed in favor of Buyer executed and acknowledged by Seller covering the Property, Escrow Holder shall cause to be issued and delivered to Buyer and Seller as of the Close of Escrow a CLTA standard coverage owner's policy of title insurance ("Title Policy"), or, upon Buyer's request therefor, an Community Redevelopment Agency of the City of Palm Springs(Seller) Page 3 of 19 Alberto Valentin and Lanelle Marie Gradilla(Buyer) ALTA extended coverage owner's policy of title insurance, issued by Title Company, with liability in the amount of the Purchase Price, covering the Property and showing title vested in Buyer free of encumbrances, except: (a) All non-delinquent general and special real property taxes and assessments for the current fiscal year; (b) Those easements, encumbrances, covenants, conditions, restrictions, reservations, rights-of-way and other matters of record shown on the Preliminary Title Report which have been approved by Buyer pursuant to Section 5.1 above; (c) The standard printed exceptions and exclusions contained in the CLTA or ALTA form policy; (d) Any exceptions created or consented to by Buyer, including, without limitation, any exceptions arising by reason of Buyer's possession of or entry on the Property. 6. DUE DILIGENCE. 6.1 Due Diligence Date. The "Due Diligence Date" shall mean the date which is fifteen (15) days following the date of the Opening of Escrow. 6.2 Approval of Due Diligence Matters. Buyer shall notify Seller in writing ("Buyer's Due Diligence Notice") on or before the Due Diligence Date of Buyer's approval or disapproval of each item delivered to or available for review by Buyer pursuant to this Section 6 and of Buyer's approval or disapproval of the condition of the Property and Buyer's investigations with respect thereto (excluding title matters which are to be approved or disapproved pursuant to Section 5.1 above) (collectively, the "Due Diligence Items"), which approval may be withheld in Buyer's sole and absolute discretion. In the event Buyer fails to give written notice of its approval, then it shall be deemed that Buyer has disapproved the condition of the Property. In the event of Buyer's disapproval of a condition of the Property, within ten (10) days after Seller's receipt of Buyer's Due Diligence Notice, Seller shall give Buyer written notice ("Seller's Due Diligence Notice") of those conditions that Seller will attempt to cure. Seller shall thereafter promptly use all reasonable efforts to cure such conditions, prior to the Close of Escrow, at its sole cost and expense. In the event that Seller delivers a Seller's Due Diligence Notice listing any of the disapproved Property conditions, Buyer shall have the right to (a) terminate this Agreement or (b) acquire the Property subject to the disapproved Property conditions included within Seller's Due Diligence Notice. Such right shall be exercised by Buyer by giving either written notice of such termination ("Termination Notice") or written notice of such election to accept the disapproved Property conditions ("Property Acceptance Notice") to Seller within twenty (20) days after Buyer's receipt of Seller's Due Diligence Notice. In the event that Buyer should fail to give either the Termination Notice or the Property Acceptance Notice within the time period set forth in the preceding sentence, Buyer shall be deemed to have given a Termination Notice 6.3 Approval of Additional Due Diligence,Matters. In the event Seller becomes aware of or obtains possession of any new Due Diligence Items after the Due Diligence Date, Community Redevelopment Agency of the City of Palm Springs(Seller) Page 4 of 19 Alberto Valentin and Lancile Marie Gradilla(Buyer) Seller will provide Buyer with written notice of such Due Diligence Item to Buyer. Buyer shall have the right to review and approve such Due Diligence Item in the same manner as set forth in Section 6.5 above; provided, however, that Buyer's period to review and approve or disapprove such additional Due Diligence Item shall be limited to fifteen (15) days following receipt of notice of such new Due Diligence Item, together with a copy of any written document relating thereto. 7. CONDITIONS PRECEDENT TO CLOSE OF ESCROW. 7.1 Conditions to Buyer's Obligations. The obligations of Buyer under this Agreement shall be subject to the satisfaction or written waiver, in whole or in part, by Buyer of each of the following conditions precedent: (a) Title Company will issue the Title Policy as required by Section 5.2 of this Agreement. (b) Buyer has approved or deemed to have approved the condition to title of the Property on or before the date provided in Section 5.1. (c) Buyer has approved or deemed to have approved all Due Diligence Items on or before the Due Diligence Date. (d) Seller has removed from the Property all equipment, personal property, debris and waste. (e) Escrow Holder holds and will deliver to Buyer the instruments and funds, if any, accruing to Buyer pursuant to this Agreement. (f) All representations and warranties specified in Section 9.1 are true and correct. (g) Buyer's approval of any other conditions specified in this Agreement. (h) Seller shall not be in default of any term or condition of this Agreement. Buyer's approval shall be based upon Buyer's sole and absolute discretion; provided, however, if Buyer has not delivered written notice of approval of the above conditions to Seller and Escrow Holder by the times provided above, or if no time is provided, on or before the Close of Escrow, each such condition shall automatically and conclusively be deemed to have been disapproved by Buyer. Buyer may waive such automatic disapproval in writing. 7.2 Conditions to Seller's Obligations. The obligations of Seller under this Agreement shall be subject to the satisfaction or written waiver, in whole or in part, by Seller of each of the following conditions precedent: (a) Escrow Holder holds and will deliver to Seller the instruments and funds accruing to Seller pursuant to this Agreement- (b) Buyer shall not be in default of any term or condition of this Agreement. Community Redevelopment Agency of the City of Palm Springs(Seller) Page 5 of 19 Albeno Valentin and Lanelle Marie Gradilla(Buyer) If requested by Escrow Molder or Buyer, Seller shall deliver to Escrow Bolder and Buyer written notice of satisfaction of the conditions set forth in this Section 7.2. 7.3 Covenant of Seller and Buyer. Buyer and Seller agree to cooperate with one another, at no cost or expense to the cooperating party, in satisfying the conditions precedent to Close of Escrow. Buyer shall be responsible for proceeding with diligence and in good faith to satisfy the conditions to Buyer's performance set forth in Section 7.1 and Seller shall be responsible for proceeding with diligence and in good faith to satisfy the conditions to Seller's performance set forth in Section 7.2. 7.4 Termination for Failure of Condition. In the event Buyer fails to approve or disapprove any condition precedent specified in Section 7.1 or elsewhere in this Agreement on or before the date for approval set forth therein, Seller shall notify Buyer of such failure and Buyer shall have a period of twenty (20) days from receipt of such notice to elect to approve such matter or to disapprove such matter and terminate this Agreement. The failure of Buyer to approve such matter within said twenty (20) days shall be deemed to constitute disapproval thereof and Buyer's election to terminate. In the event Seller fails to approve or disapprove any condition precedent specified in Section 7.1 or elsewhere in this Agreement on or before the date for approval set forth therein, Buyer shall notify Seller of such failure and Seller shall have a period of twenty (20) days from receipt of such notice to elect to approve such matter or to disapprove such matter and terminate this Agreement. The failure of Seller to approve such matter within said twenty (20) days shall be deemed to constitute disapproval thereof and Seller's election to terminate. In the event Buyer or Seller terminates this Agreement based on the disapproval of one or more of said conditions precedent as provided herein, Buyer shall be entitled to all sums deposited into Escrow, paid to Seller as a portion of the Purchase Price. a. REPRESENTATIONS AND WARRANTIES. 8.1 Representations and Warranties. Seller hereby makes the following representations and warranties to Buyer, each of which (i) is material and relied upon by Buyer in making its determination to enter into this Agreement; (ii) to Seller's actual knowledge, is true in all respects as of the date hereof and shall be true in all respects on the date of Close of Escrow on the Property; and (iii) shall survive the Close of Escrow of the purchase and sale of the Property as well as any future transfer of the Property to Buyer or any transferee, successor or assignee of Buyer: (a) There are no pending or threatened litigation, allegations, lawsuits or claims, whether for personal injury, property damage, property taxes, contractual disputes or otherwise, which do or may affect the Property or the operation or value thereof, and there are no actions or proceedings pending or, to the best of Seller's knowledge, threatened against Seller before any court or administrative agency in any way connected with the Property and neither the entering into of this Agreement nor the consummation of the transactions contemplated hereby will constitute or result in a violation or breach by Seller of any judgment, order, writ, injunction or decree issued against or imposed upon it. There is no action, suit, proceeding or investigation pending or threatened against Seller which would become a cloud on Buyer's title to or have a material adverse impact upon the Property or any portion thereof or which questions the validity or enforceability of the transaction contemplated by this Agreement or any action taken pursuant hereto in any court or before Community Redevelopment Agency of the City of Palm Sprin,s(Seller) Page 6 of 19 Alberto Valentin and Lanelle Marie Gradilla(Buyer) or by any federal, district, county, or municipal department, commission, board, bureau, agency or other governmental instrumentality. (b) There are no contracts, leases, claims or rights affecting the Property and no agreements entered into by or under Seller shall survive the Close of Escrow that would adversely affect Buyer's rights with respect to the Property, except as heretofore disclosed in writing by Seller to Buyer pursuant to Section 6.3. (c) Seller has delivered or, within the period required in Section 6.3, will have delivered true, correct and complete copies of all the documents and other information specified in Section 6.3 in Seller's possession or control (or has reasonable access thereto). To the best of Seller's knowledge, the information contained in the said documents is true and accurate- (d) No part of the Property has been used by Seller for the use, storage, disposal, or release of toxic or hazardous substances or wastes and that, to the best of Seller's actual knowledge, no part of the Property has ever been so used. (e) There are no executory contracts, options or agreements existing (other than this Agreement) relating to the purchase of all or any portion of the Property or any interest therein. (f) All federal, state, municipal, county and local taxes, the nonpayment of which might become a lien on or affect all or part of the Property, which are due and payable prior to the Closing have been paid, or on the Closing Date will have been paid in full. (g) There are no contingent liabilities arising out of the ownership or operation of, or affecting, the Property or any part thereof which would be binding upon the Buyer or to which the Property would be subject after the Closing. (h) Seller has obtained, or will obtain before the Close of Escrow, all required consents, releases and permissions in order to vest good and marketable title in Buyer. (i) The closing of the various transactions contemplated by this Agreement will not constitute or result in any default or event that with the notice or lapse of time, or both, would be a default, breach or violation of any lease, mortgage, deed of trust or other agreement, instrument or arrangement by which Seller or the Property are bound. The execution and delivery of this Agreement and the consummation of the transactions contemplated hereby will not violate any provision of, or require any consent, authorization or approval under any law or administrative regulation or any order, award, judgment, writ, injunction or decree applicable to, or any governmental permit or license issued to Seller relating to the Property. Community Redevelopment Agency of the City of Palm Springs(Scher) Page 7 of 19 Alberto Valentin and Tanelle Marie Gradilla(Buyer) (j) Other than those conditions or encumbrances expressly identified in the Preliminary Title Report which have been approved by Buyer pursuant to Section 5.1 above, no defects or conditions of any portion of the Property or the soil exists which may impair the use of the Property. (k) All representations and warranties made hereunder are in addition to any representations and warranties implied by law and in no event shall this Section 9.1 be construed to limit, diminish or reduce any obligation of disclosure implied upon Seller by law. 8.2 Changed Circumstances. If Seller becomes aware of any fact or circumstance which would change or render incorrect, in whole or in part, any representation or warranty made by Seller under this Agreement, whether as of the date given or any time thereafter through the Close of Escrow and whether or not such representation or warranty was based upon Seller's knowledge and/or belief as of a certain date, Seller will give immediate written notice of such changed fact or circumstance to Buyer, but such notice shall not release Seller of its liabilities or obligations with respect thereto. Seller shall issue a certificate as of the Close of Escrow stating that all the representations and warranties contained in Section 9.1 are true and correct as of said date, or setting forth in detail which of such matters are not true and correct. Buyer shall have ten (10) days from the receipt of any notice by Seller of the material change of any representation or warranty made by Seller hereunder to terminate this Agreement by providing written notice to Seller and Escrow Holder, and receive return of its Deposit and any other sums deposited in the Escrow. 9. ESCROW PROVISIONS. 9.1 Escrow Instructions. This Agreement, when signed by Buyer and Seller, shall also constitute escrow instructions to Escrow Holder. If required by Escrow Holder, Buyer and Seller agree to execute Escrow Holder's standard escrow instructions, provided that the same are consistent with and do not conflict with the provisions of this Agreement. In the event of any such conflict, the provisions of this Agreement shall prevail. 9.2 General Escrow Provisions. Escrow Holder shall deliver the Title Policy to the Buyer and instruct the Riverside County Recorder to mail the Grant Deed to Buyer at the address set forth in Section 14.13 after recordation. All funds received in this Escrow shall be deposited in one or more general escrow accounts of the Escrow Holder with any bank doing business in Riverside County, California, and may be disbursed to any other general escrow account or accounts. All disbursements shall be made by Escrow Holder's check. 9.3 Proration of Real Property Taxes. (a) All non-delinquent general and special real property taxes and assessments shall be paid by Seller, prorated to the Close of Escrow on the basis of a thirty (30) day month and a three hundred sixty day (360) year. Seller acknowledges that Buyer is a governmental agency, not subject to payment of taxes. Accordingly, Seller shall be solely responsible for seeking a refund of any overpayment of taxes from the appropriate taxing agencies. In the event that property taxes are assessed on a parcel of real property which includes land other than the Property, such proration shall include only taxes attributable to the Property, calculated in terms of total gross square feet of land assessed pursuant to the tax statement versus total gross square footage of the Property. Any supplemental tax bills received after Close of Escrow shall be paid by Seller to the extent they relate to a period prior Community Redevelopment Agency of the City of Palm Springs(Seller) Page 8 of 19 Alberto Valentin and Lanelle Marie Gradilla (Buyer) to Close of Escrow. If a supplemental tax bill covers a period commencing before and continuing after Close of Escrow, Seller will pay the tax and shall be solely responsible for seeking any refund from the appropriate taxing agency. The provisions of this Section shall survive Close of Escrow. (b) The provisions of this Section shall survive Close of Escrow. If either party fails to pay its pro rata share of taxes or other expenses by the times herein provided, interest shall accrue on all unpaid amounts from when owing until paid at five percent (5%) over the Federal Discount Rate quoted by the Federal Reserve Bank of San Francisco on the 25th day of the month preceding the date interest commences to accrue. 9.4 Payment of Costs. Seller shall pay one-half (1/2) of the Escrow fee, one-half (1/2) of the documentary transfer taxes, all title insurance premiums for that portion of the Title Policy premium which would be incurred for a CLTA form policy, and the charge for drawing the Grant Deed. Buyer shall pay one-half (1/2) of the Escrow fee, all charges for recording the Grant Deed, and that portion of the Title Policy premium which is attributable to the additional cost of obtaining any additional coverage requested by Buyer, including the difference between CLTA and ALTA coverage. Seller and Buyer shall each be responsible for their respective attorneys' fees and costs. All other costs of Escrow not otherwise specifically allocated by this Agreement shall be apportioned between the parties in a manner consistent with the custom and usage of Escrow Holder. 9.5 Termination and Cancellation of Escrow. If Escrow fails to close as provided above, Escrow shall terminate automatically without further action by Escrow Holder or any party, and Escrow Holder is instructed to return all funds and documents then in Escrow to the respective depositor of the same with Escrow Holder; provided that any document which has been signed by a party who is not to receive the return of such document, shall be marked "void and of no force or effect" by Escrow Holder before it is delivered. Cancellation of Escrow, as provided herein, shall be without prejudice to whatever legal rights Buyer or Seller may have against each other arising from the Escrow or this Agreement. 10. BROKERAGE COMMISSIONS. Neither Buyer nor Seller have engaged a broker on the property and no brokerage commission shall be paid to any party. 11. POSSESSION. Possession of the Property shall be delivered to Buyer as of Close of Escrow. In the event any personal property remains on the Property following the Close of Escrow, it shall automatically become the property of Buyer. 12. DEFAULTS•_ENFORCEMENT. 12.1 Defaults and Right to Cure. Failure or delay by either party to timely perform any covenant of this Agreement constitutes a default under this Agreement, but only if the party who so fails or delays does not commence to cure, correct or remedy such failure or delay within thirty (30) days after receipt of a written notice specifying such failure or delay, and does not thereafter prosecute such cure, correction or remedy with diligence to completion. The injured Community Redevelopment Agency of the City of Palm Springs(Seller) Page 9 of 19 Alberto Valentin and Lanelle Marie Gradilla(Buyer) party shall give written notice of default to the party in default, specifying the default complained of by the injured party. Except as required to protect against further damages, the injured party may not institute proceedings against the party in default until thirty (30) days after giving such notice. Failure or delay in giving such notice shall not constitute a waiver of any default, nor shall it change the time of default. 12.2 Specific Performance. In addition to any other remedies permitted by this Agreement, if either party defaults hereunder by failing to perform any of its obligations herein, each party agrees that the other shall be entitled to the judicial remedy of specific performance, and each party agrees (subject to its reserved right to contest whether in fact a default does exist) not to challenge or contest the appropriateness of such remedy. 13. MISCELLANEOUS. 13.1 Successors and Assigns. This Agreement shall be binding upon the parties hereto and their respective heirs, representatives, transferees, successors and assigns. The transfer of all or any part of the interest of any party hereunder in the Property shall not release Seller of their obligations under this Agreement. 132 Time Period Computations. All periods of time referred to in this Agreement shall include all Saturdays, Sundays and California state or national holidays unless the reference is to business days, in which event such weekends and holidays shall be excluded in the computation of time and provide that if the last date to perform any act or give any notice with respect to this Agreement shall fall on a Saturday, Sunday or California state or national holiday, such act or notice shall be deemed to have been timely performed or given on the next succeeding day which is not a Saturday, Sunday or California state or national holiday. 13.3 Qualification; Authority. Each individual executing this Agreement on behalf of a partnership or corporation represents and warrants that such entity is duly formed and authorized to do business in the State of California and that he or she is duly authorized to execute and deliver this Agreement on behalf of such partnership or corporation in accordance with authority granted under the formation documents of such entity, and, if a corporation, by a duly passed resolution of its Board of Directors, that all conditions to the exercise of such authority have been satisfied, and that this Agreement is binding upon such entity in accordance with their respective terms. Upon request of either party, Escrow Holder or Title Company, Buyer and Seller agree to deliver such documents reasonably necessary to evidence the foregoing. 13.4 Attorneys' Fees. In the event of any dispute between the parties hereto arising out of the subject matter of this Agreement or the Escrow, or in connection with the Property, the prevailing party in such action shall be entitled to have and to recover from the other party its actual attorneys' fees and other expenses and costs in connection with such action or proceeding (including expert witness fees) in addition to its recoverable court costs. 13.5 Interpretation; Governing Law. This Agreement shall be construed according to its fair meaning and as if prepared by both parties hereto. This Agreement shall be construed in accordance with the laws of the State of California in effect at the time of the execution of this Agreement. Titles and captions are for convenience only and shall not constitute a portion of this Agreement. As used in this Agreement, masculine, feminine or neuter gender and the singular or plural number shall each be deemed to include the others wherever and whenever the context so dictates. Community Redevelopment Agency of the City of Palm Springs(Seller) Page 10 of 19 Alberto Valentin and Lancllc Marie Gradilla(Buyer) 13.6 No Waiver. No delay or omission by either party hereto in exercising any right or power accruing upon the compliance or failure of performance by the other party hereto under the provisions of this Agreement shall impair any such right or power or be construed to be a waiver thereof. A waiver by either party hereto of a breach of any of the covenants, conditions or agreements hereof to be performed by the other party shall not be construed as a waiver of any succeeding breach of the same or other covenants, agreements, restrictions or conditions hereof. 13.7 Modifications. Any alteration, change or modification of or to this Agreement, in order to become effective, shall be made by written instrument or endorsement thereon and in each such instance executed on behalf of each party hereto. 13.8 Severability. If any term, provision, condition or covenant of this Agreement or the application thereof to any party or circumstances shall, to any extent, be held invalid or unenforceable, the remainder of this instrument, or the application of such term, provision, condition or covenant to persons or circumstances other than those as to whom or which it is held invalid or unenforceable, shall not be affected thereby, and each term and provision of this Agreement shall be valid and enforceable to the fullest extent permitted by law. 13.9 Merger of Prior Agreements and Understandings. This Agreement and other documents incorporated herein by reference contain the entire understanding between the parties relating to the transaction contemplated hereby and all prior or contemporaneous agreements, understandings, representations and statements, oral or written, are merged herein and shall be of no further force or effect. 13.10 Covenants to Survive Escrow. The covenants and agreements contained herein shall survive the Close of Escrow and, subject to the limitations on assignment contained in Section 14.1 above, shall be binding upon and inure to the benefit of the parties hereto and their representatives, heirs, successors and assigns. 13.11 Consent of Parties. Whenever by the terms of this Agreement the consent or approval of Buyer or Seller is to be given, such consent or approval shall be evidenced by the signature of one person designated for such purpose. Initially such person for Seller shall be Lincoln Saul and such person for Buyer shall be the Executive Director of Buyer. Such designated persons may be changed by the party so designating at any time by the delivery of a written notice to the other party. 13.12 Execution in Counterpart. This Agreement and any modifications, amendments or supplements thereto may be executed in several counterparts, and all so executed shall constitute one agreement binding on all parties hereto, notwithstanding that all parties are not signatories to the original or the same counterpart. 13.13 Notices. Any notice which either party may desire to give to the other party or to the Escrow Holder must be in writing and shall be effective (i) when personally delivered by the other party or messenger or courier thereof; (ii) three (3) business days after deposit in the United States mail, registered or certified; (iii) twenty-four (24) hours after deposit before the daily deadline time with a reputable overnight courier or service; or (iv) upon receipt of a telecopy or fax transmission, provided a hard copy of such transmission shall be thereafter delivered in one of the methods described in the foregoing (i) through (iii); in each case postage fully prepaid and addressed to the respective parties as set forth below or to such other address Community Redevelopment Agency of the City of Palm Springs(Seller) Page 11 of 19 Alberto Valentin and Lanelle Marie Gradilla(Buyer) and to such other persons as the parties may hereafter designate by written notice to the other parties hereto: To Seller Community Redevelopment Agency of the City of Palm Springs 3200 E Tahquitz Canyon Way Palm Springs, CA 92262-6959 Attn: Executive Director To Buyer: Alberto and Lanelle Gradilla 945 Cottonwood Road Palm Springs, CA 92262-4642 Copy to: Community Redevelopment Agency of the City of Palm Springs 3200 E Tahquitz Canyon Way Palm Springs, CA 92262-6959 Attn: Agency Counsel 13.14 Exhibits. Exhibits 'A," "B" and "C" inclusive, attached hereto, are incorporated herein by this reference. 13.15 Corporate Authority. 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. [SIGNATURES ON NEXT PAGE] Community Redevelopment Agency of the City of Palm Springs(Seller) Page 12 of 19 Alberto Valentin and Lanelle Marie Gradilla (Buyer) IN WITNESS WHEREOF, the parties hereto have executed this Agreement of Purchase and Sale or Real Properly and Escrow Instructions as of the date set forth above. "BUYER" Alberto Valent radilla Lan a Marie Gradilla "SELLER" COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS, a public body, corporate and politic David H. Ready, Executiv ctor r v, 7 ,: --ATTEST: 4 -�� )� li v a"bJC aC9CwJuE z ,`7. �$S`7C - - mes Thompson, Assistant Secretary AP P AS TO FORM 4 Dougl s olland, Agency Counsel [END OF SIGNATURES] Community Redevelopment Agency of the City of Palm Spnnps(Seller) Page 13 of 19 Alberto Valentin and Lanelle Marie Gradilla(Buyer) SCHEDULE OF EXHIBITS EXHIBIT"A" LEGAL DESCRIPTION OF PROPERTY EXHIBIT"B" GRANT DEED EXHIBIT "C" NON-FOREIGN AFFIDAVIT Community Redevelopment Agency of the City of Palm Springs(Seller) Page ]4 of 19 Alberto Valentin and Lanelle Marie Gradilla(Buyer) EXHIBIT "A" LEGAL DESCRIPTION OF PROPERTY The following real property in the City of Palm Springs, County of Riverside, State of California, described as follows: Lot 4 of Tract 29695, recorded in Book 315, Pages 6 to 8 inclusive, of Maps, records of Riverside County, California. Conunututy Redevelopment Agency of the City of Palm Springs(Seller) Pabe 15 of 19 Alberto Valentin and Lanelle Marie Gradilla(Buyer) EXHIBIT "B" GRANT DEED RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS 3200 E Tahquitz Canyon Way Palm Springs, CA 92262-6959 Attn: Executive Director Space above this line for Recorder's Use (Exempt from recording fee per Section 6103 of Government Code) Order No. Escrow No. GRANT DEED FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS hereby grants to ALBERTO VALENTIN GRADILLA AND LANELLE MARIE GRADILLA, the real property at 945 E. Cottonwood Road in the City of Palm Springs, County of Riverside, State of California, described in Exhibit"A" attached hereto and incorporated herein by reference ("Property"). The Property conveyed hereby is subject to (i) non-delinquent general and special real property taxes and assessments; and (ii) matters of record. Dated: , 2008 ALBERTO VALENTIN GRADILLA LANELLE MARIE GRADILLA, Community Redevelopment Agency of the City of Palm Springs(Seller) Page 16 of 19 Alberto Valentin and Lanelle Marie Gradilla(Buyer) State of California ) ) ss. County of Riverside ) On before me, Date Name and Title of Officer personally appeared Name(s) of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(s) whose name($) 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 signatures(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 of Notary Public Community Redevelopment Agency of the City of Palm Springs(Seller) Page 17 of 19 Alberto Valentin and Lanelle Mane Gradilla(Buyer) EXHIBIT "A" TO GRANT DEED LEGAL DESCRIPTION OF LAND The following real property in the City of Palm Springs, County of Riverside, State of California, described as follows: Lot 4 of Tract 29695, recorded in Book 315, Pages 6 to 8 inclusive, of Maps, records of Riverside County, California. Community Redevelopment Agency of the City of Palm Springs(Seller) Page 18 of 19 Alberto Valentin and Lanelle Maric Gradilla(Buyer) EXHIBIT "C" NON-FOREIGN AFFIDAVIT Section 1445 of the Internal Revenue Code provides that a transferee of a U.S. real property interest must withhold tax if the transferor is a foreign person. To inform the transferee that withholding of tax is not required upon disposition of a U.S. real property interest by ("Transferor"), the undersigned hereby certifies the following on behalf of Transferor: 1. Transferor is not a foreign corporation, foreign partnership, foreign trust or foreign estate (as those terms are defined in the Internal Revenue Code and Income Tax Regulations); 2. Transferor's U.S. employer identification or social security number is and 3. Transferor's office address is The undersigned understands that this certification may be disclosed to the Internal Revenue Service by the transferee and that any false statement contained herein could be punished by fine, imprisonment, or both. Under penalties of perjury, we declare that we have examined this certification and to the best of our knowledge and belief, it is true, correct, and complete, and we further declare that we have authority to sign this document on behalf of Transferors. Dated: 2008 Insert name here "Transferor" Address of Property for Sale: 945 E. Cottonwood Road, Palm Springs, CA 92262 See legal description attached as Exhibit "A" Community Redevelopment Agency of the City of Palm Springs(Seller) Page 19 of 19 Alberto Valentin and Lanelle Marie Gradilla(Buyer)