HomeMy WebLinkAbout4/16/2014 - STAFF REPORTS - 1.A. aO*pALMS'.
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DATE: April 16, 2014 PUBLIC HEARING
SUBJECT: CONDUCT A PUBLIC HEARING UNDER SECTION 53083 OF THE
CALIFONRIA GOVERNMENT CODE TO APPROVE TWO HOTEL
OPERATIONS COVENANT AGREEMENTS BETWEEN THE CITY OF
PALM SPRINGS AND WALTER FAMILY PARTNERSHIP (HILTON PALM
SPRINGS), AND TWO BLACK FLATCOATS, INC. (SPARROWS HOTEL)
PURSUANT TO THE CITY'S HOTEL OPERATIONS INCENTIVE
PROGRAM.
FROM: David H. Ready, City Manager
BY: Community & Economic Development
SUMMARY
As a condition of receiving the benefits of the City's Hotel Operations Incentive Program,
an operator is required to execute and record an Operations Covenant on the property to
ensure that the hotel will be operated and maintained continuously as a hotel consistent
with the Hotels Operations Incentive Program. This action is to approve two such
agreements.
RECOMMENDATION:
1) Open the public hearing and receive public testimony
2) Approve a Hotel Operations Covenant Agreement with Walter Family Partnership
(Hilton Palm Springs) located at 400 East Tahquitz Canyon Way;
3) Approve a Hotel Operations Covenant Agreement with Two Black Flatcoats, Inc.
(Sparrows Hotel) located at 1330 East Palm Canyon Drive; and
4) Authorize the City Manager to execute all necessary documents.
STAFF ANALYSIS:
The City Council adopted Chapter 5.26 of the Palm Springs Municipal Code in December
2007 (amended on May 15, 2013) to provide a Hotel Operations Incentive Program
("Program") for the operation and maintenance of Hotel facilities that enhance the tourist
and travel experience for visitors to the City, maximize the use of the City's Convention
Center, provide attractive and desirable visitor serving facilities and experiences, and
assist the City in achieving its tourism goals.
ITEM NO.
City Council Staff Report
(April 16, 2014)-- Page 2
(Hotel Operations Covenant- Hilton &Sparrows)
Walter Family Partnership (Hilton Palm Springs), has applied for the Program and has
provided satisfactory documentation certifying its recent renovation project as a qualified
renovation under the Program. The Hilton Palm Springs is located at 400 East Tahquitz
Canyon Way and consists of two hundred fifty eight (258) total hotel rooms.
Two Black Flatcoats, Inc. (Sparrows Hotel), has applied for the Program and has provided
satisfactory documentation certifying its recent renovation project as a qualified
renovation under the Program. The Sparrows Hotel is located at 1330 East Palm Canyon
Drive and consists of twenty (20) total hotel rooms.
Consistent with the provisions of the Program, the two Operators now agree to place
restrictions upon the use and operation of the hotels, in order to ensure that the Project
shall be operated and maintained continuously as a hotel available for short-term rentals.
The two hotels have also agreed in the Covenants to participate in the Palm Springs
Convention Center's Committable Rooms Program and provide City with designated
room nights per month for official City use. City will share a percentage of Transient
Occupancy Tax Increment (TOT) with Owner pursuant to the Program guidelines.
Changes in State Law
In October, 2013, Section 53083 was added to the California Government Code. Section
53083 states that before granting an economic development subsidy, each local agency
shall provide public notice and conduct a hearing regarding the economic development
subsidy. "Economic development subsidy" under Section 53083 means any expenditure
of public funds or loss of revenue to a local agency in the amount of one hundred
thousand dollars ($100,000) or more, for the purpose of stimulating economic
development within the jurisdiction of a local agency, including, but not limited to. bonds,
grants, loans, loan guarantees, enterprise zone or empowerment zone incentives, fee
waivers, land price subsidies, matching funds, tax abatements, tax exemptions, and tax
credits.
Each local agency shall, before approving any economic development subsidy within its
jurisdiction, provide all of the following information in written form available to the public,
and through its Internet Web site, if applicable.
For the Walter Family Partnership (Hilton Palm Springs), the information is as follows:
1. The business entity that is the beneficiary of the economic development subsidy:
Walter Family Partnership, 400 East Tahquitz Canyon Way, Palm Springs, CA
92262
2. The start and end dates and schedule, if applicable, for the economic development
subsidy: The Operations Covenant starts on May 1, 2013 and ends April 30, 2023.
The "start date" of the Operations Covenant is the date at which the renovation
project is deemed fully completed and the calculation of the TOT increment
commences. 02
City Council Staff Report
(April 16, 2014)-- Page 3
(Hotel Operations Covenant— Hilton & Sparrows)
3. A description of the economic development subsidy, including the estimated total
amount of the expenditure of public funds by, or of revenue lost to, the local agency
as a result of the economic development subsidy. The subsidy is the rebate of 50%
share of Transient Occupancy Tax (TOT) increment collected annually calculated as
follows: after the start date (5/1/13), the subsidy is based on TOT collections for the
year, subtracted from the established base; 50% of any increment is payable to the
Walter Family Partnership for a period of ten (10) years.
4. A statement of the public purposes for the economic development subsidy. The City
has confirmed that the Walter Family Partnership operation and maintenance of the
Hotel facilities improvements enhances the tourist and travel experience for visitors
by providing an attractive and desirable facilities and assists the City in achieving its
tourism goals.
5. Projected tax revenue to the local agency as a result of the economic development
subsidy. The City keeps its "base" TOT, the average of the prior three years' annual
TOT collected: Even with a portion of the increment being shared with the applicant,
the City still projects an average of $105,000 net annual increase in TOT revenue
over the ten year period.
6. Estimated number of jobs created by the economic development subsidy, broken
down by full-time, part-time, and temporary positions. The Hotel increased
employment by six (6) full time positions.
For the Two Black Flatcoats, Inc. (Sparrows Hotel), the information is as follows:
1. The business entity that is the beneficiary of the economic development subsidy:
Two Black Flatcoats, Inc. (Sparrows Hotel), 1330 East Palm Canyon Drive, Palm
Springs, CA 92262
2. The start and end dates and schedule, if applicable, for the economic development
subsidy: The Operations Covenant starts on October 1, 2013 and ends September
30, 2023. The "start date" of the Operations Covenant is the date at which the
renovation project is deemed fully completed and the calculation of the TOT
increment commences.
3. A description of the economic development subsidy, including the estimated total
amount of the expenditure of public funds by, or of revenue lost to, the local agency
as a result of the economic development subsidy. The subsidy is the rebate of 50%
share of Transient Occupancy Tax (TOT) increment collected annually calculated as
follows: after the start date (1011/13), the subsidy is based on TOT collections for the
year, subtracted from the established base; 50% of any increment is payable to Two
Black Flatcoats, Inc. for a ten (10) year period.
4. A statement of the public purposes for the economic development subsidy. The City
has confirmed that the Two Black Flatcoats, Inc. operation and maintenance of the
Hotel facilities improvements enhances the tourist and travel experience for visitors
by providing an attractive and desirable facilities and assists the City in achieving its 3
tourism goals.
City Council Staff Report
(April 16, 2014) -- Page 4
(Hotel Operations Covenant— Hilton & Sparrows)
5. Projected tax revenue to the local agency as a result of the economic development
subsidy. Since the previous hotel operation at the site was largely defunct, the City
expects that the hotel will produce an annual average of $32,000 net increase in
TOT revenue over the ten (10) year period.
6. Estimated number of jobs created by the economic development subsidy, broken
down by full-time, part-time, and temporary positions. The Hotel increased
employment by 6 full time positions and 3 part time positions.
FISCAL IMPACT:
The Hilton Palm Springs and the Sparrows Hotel each will be paid an amount equal to 50%
of transient occupancy tax increment over the annual base amount for a ten year period.
The City continues to receive the base TOT, plus 50% of new TOT increment over that
period.
John R y on , Director Cathy Van orn, Administrator
Com uni Economic Development Community & Economic Development
David H. Ready, City r
Attachments:
Hotel Operations Covenant Agreements (2)
Walter Family Partnership (Hilton Palm Springs)
Two Black Flatcoats, Inc. (Sparrows Hotel)
04
FREE RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:
THE CITY OF PALM SPRINGS
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92262
Attention: City Clerk
(Space Above This Line for Recorder§Office Use Only)
OPERATIONS COVENANT
THIS OPERATIONS COVENANT AND DECLARATION OF COVENANTS AND
RESTRICTIONS ("Agreement") is made and entered into this 1st day of May, 2013, by and
between the CITY OF PALM SPRINGS, a municipal corporation and charter city ("City"), and
Walter Family Partnership a California Limited Partnership ("Owner").
RECITALS :
A. The City of Palm Springs adopted Chapter 5.26 of its Municipal Code in
December, 2007 to provide a Hotel Operations Incentive Program ("Program") for the operation
and maintenance of Hotel facilities that enhance the tourist and travel experience for visitors to
the City, maximize the use of the City's Convention Center, provide attractive and desirable
visitor serving facilities and experiences, and assist the City in achieving its tourism goals.
B. Owner has applied for the Program and has provided satisfactory documentation
certifying its recent renovation project as a qualified renovation program under the Program.
Hilton Palm Springs ("Owner's Hotel" or "Project"), generally located at 400 East Tahquitz
Canyon Way, Palm Springs, California, consists of two hundred fifty eight (258) total hotel
rooms on that certain real property located in the City of Palm Springs, County of Riverside,
State of California, more particularly described in Exhibit "A" attached hereto and incorporated
herein by reference (the "Site").
C. City and Owner now desire to place restrictions upon the use and operation of the
Project, in order to ensure that the Project shall be operated continuously as a hotel available for
short-term rental for the term of this Agreement.
D. City and Owner also agree that in return for participation in the Program, Owner
shall agree to operate the Project as a hotel; participate in the Palm Springs Convention Center's
Committable Rooms Program; and provide City with a minimum of six (6) room-nights per
month for official City use; and, City agrees to share a percentage of Transient Occupancy Tax
Increment with Owner pursuant to the Program guidelines.
E. The City finds that the approval of this Covenant is Categorically Exempt from
CEQA under Section 15301 of the California Administrative Code as the Hotel Operations
Incentive Program applicable to Owner's Hotel applies to the operation, repair, maintenance, or
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minor alteration of existing structures, facilities, mechanical equipment involving no material
expansion of use beyond that previously existing.
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, the Participant hereby conveys to the Agency the Operating
Covenants described herein and Agency hereby agrees to provide Participant with funds as
provided under the Program and as set forth hereinafter.
ARTICLE 1
STATEMENT OF OPERATING COVENANTS
1.1. OPERATION AND USE COVENANT. Owner covenants to operate, maintain,
and use the Owner's Hotel in accordance with this Agreement. All uses conducted on the Site,
including, without limitation, all activities undertaken by the Owner pursuant to this Agreement
shall conform to requirements of this Agreement and Palm Springs Municipal Code.
1.2. HOTEL USE. The Owner hereby agrees that the Project is to be owned,
managed, and operated as a hotel in a first-class manner, and the Project's participation in the
Program shall continue in accordance with the terms of the Program, for a term equal to ten (10)
years, commencing upon the date Owner first receives from the City the Owner's share of
transient occupancy tax revenues pursuant to the Program unless and until Owner's participation
in the Program is terminated prior thereto in accordance with this Agreement (the "Term").
1. Housing Uses Prohibited. None of the rooms in the Project will at any
time be utilized as a non-transient residential property including dormitory, fraternity or
sorority house, rooming house, nursing home, hospital, sanitarium, or trailer court or park
without the City's prior consent which consent may be given or withheld in its sole and
absolute discretion.
2. Conversion of Project. No part of the Project will at any time be owned
by a cooperative housing corporation, nor shall the Owner take any steps in connection
with the conversion to such ownership or uses to condominiums, or to any other form of
ownership, without the prior written approval of the City Council which approval may be
given or withheld in its sole and absolute discretion.
ARTICLE 2
WARRANTIES AND COVENANTS
2.1. WARRANTIES AND COVENANTS. For the Term of this Agreement, the
Owner hereby represents, covenants, warrants and agrees as follows:
1. Owner has completed the City's application for the Hotel Operations
Incentive Program. The City has determined the Transient Occupancy Tax Base to be
used to calculate the Transient Occupancy Tax Increment shall be $1,015,713.05, and the
Owner accepts such Transient Occupancy Tax Base.
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2. Owner hereby agrees to subscribe to the Palm Springs Convention
Center's Committable Rooms Program or any similar successor program as identified by
the City Manager without being obligated to incur any additional costs or expenses.
3. Upon City's prior request, Owner shall provide the City at no cost six (6)
rooms for one (1) night (or 3 room for 2 nights) other than Friday or Saturday nights each
month for use for City purposes as approved or designated by the City Manager, provided
that such use by the City shall be subject to the rooms being available at the time of the
City's request. Such accommodations shall include all services and amenities for which
the Owner would normally collect transient occupancy taxes but will not include services
and amenities that are optional to the transient and for which the transient is not required
to pay a transient occupancy taxes. City shall be responsible for any transient occupancy
taxes for any occupancy provided to City under the provisions of this paragraph.
Notwithstanding anything in this Agreement to the contrary, if the City does not use
rooms during any month, then its right to use rooms with respect to that month shall
expire at the end of that month and shall not accrue; provided, however, if the City was
unable to use rooms solely because Owner's Hotel had no rooms available when the City
requested a room in accordance with this Section 2.1.3, then, the City's right to use rooms
shall not expire and may be used by the City in a subsequent month.
ARTICLE 3
MAINTENANCE
3.1. MAINTENANCE.
1. Maintenance Obligation. Owner, for itself and its successors and assigns,
hereby covenants and agrees to maintain and repair or cause to be maintained and
repaired the Site and all related on-site improvements and landscaping thereon, including,
without limitation, buildings, parking areas, lighting, signs and walls in a first class
condition and repair, free of rubbish, debris and other hazards to persons using the same,
and in accordance with all applicable laws, rules, ordinances and regulations of all
federal, state, and local bodies and agencies having jurisdiction, at Owner's sole cost and
expense. Such maintenance and repair shall include, but not be limited to, the following:
(i) sweeping and trash removal; (ii) the care and replacement of all shrubbery, plantings,
and other landscaping in a healthy condition; and (iii) the repair, replacement and
restriping of asphalt or concrete paving using the same type of material originally
installed, to the end that such paving at all times be kept in a level and smooth condition.
In addition, Owner shall be required to maintain the Property in such a manner as to
avoid the reasonable determination of a duly authorized official of the City that a public
nuisance has been created by the absence of adequate maintenance such as to be
detrimental to the public health, safety or general welfare or that such a condition of
deterioration or disrepair causes appreciable harm or is materially detrimental to property
or improvements within one thousand (1,000) feet of such portion of the Site.
2. Parking and Driveways. The driveways and traffic aisles on the Site shall
be kept clear and unobstructed at all times. 07
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3. Right of Entry. In the event Owner fails to maintain the Site 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 City (such notice shall
reasonably identify the required maintenance), City may, at City's option, and without
further notice to Owner, declare the unperformed maintenance to constitute a public
nuisance. Thereafter, either City or its employees, contractors, or agents, may cure
Owner's default by entering upon the Site and performing the necessary landscaping
and/or maintenance in accordance with Section 3.1.1 above. The City shall give Owner,
its representative, or the residential manager reasonable notice of the time and manner of
entry, and entry shall only be at such times and in such manner as is reasonably necessary
to carry out this Agreement. Owner shall pay such costs as are reasonably incurred by
City for such maintenance, including attorneys' fees and costs.
4. Lien. If any costs incurred by City under Section 3 above are not
reimbursed within thirty (30) days after Owner's receipt of City's written request for
reimbursement, the same shall be deemed delinquent, and the amount thereof shall bear
interest thereafter at a rate of the lower of ten percent (10%) per annum or the legal
maximum until paid. Any and all delinquent amounts, together with said interest, costs
and reasonable attorney's fees, shall be an obligation of Owner as well as a lien and
charge, with power of sale, upon the property interests of Owner, and the rents, issues
and profits of such property. City may bring an action at law against Owner obligated to
pay any such sums or foreclose the lien against Owner's property interests. Any such lien
may be enforced by sale by the City following recordation of a Notice of Default of Sale
given in the manner and time required by law as in the case of a deed of trust; such sale to
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 permitted by law.
Any monetary lien provided for herein shall be subordinate to any bona fide
mortgage or deed of trust covering an ownership interest or leasehold or subleasehold
estate in and to any Site approved by City pursuant to the Agreement, and any purchaser
at any foreclosure or trustee's sale (as well as any deed or assignment 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 Site after the date of such foreclosure sale, shall become a lien upon such Site
upon recordation of a Notice of Assessment or Notice of Claim of Lien as herein
provided.
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ARTICLE 4
COMPLIANCE WITH LAWS
4.1. COMPLIANCE WITH LAWS. Owner shall comply with all ordinances,
regulations and standards of the City and City applicable to the Site. Owner shall comply with
all rules and regulations of any assessment district of the City with jurisdiction over the Site.
ARTICLE 5
NONDISCRIMINATION
5.1. NONDISCRIMINATION. There shall be no discrimination against or
segregation of any person, or group of persons, on account of race, color, creed, religion, gender,
sexual orientation, marital status, national origin or ancestry in the sale, lease, sublease, transfer,
use, occupancy, tenure or enjoyment of the Site, or any part thereof, nor shall Owner, or any
person claiming under or through it, establish or permit any such practice or practices of
discrimination or segregation with reference to the selection, location, number, use or occupancy
of guests or vendees of the Site, or any part thereof.
ARTICLE 6
COVENANTS TO RUN WITH THE LAND
6.1. COVENANTS TO RUN WITH THE LAND. Owner hereby subjects the Site to
the covenants, reservations, and restrictions set forth in this Agreement. City and 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 Site; provided, however, that on the termination of this Agreement said covenants,
reservations and restrictions shall expire. All covenants without regard to technical classification
or designation shall be binding for the benefit of the City, and such covenants shall run in favor
of the City for the entire term of this Agreement, without regard to whether the City 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 Site 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.
City 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 Site is
rendered less valuable thereby. City 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 enjoyment and use of the Project by the intended beneficiaries of such covenants,
reservations, and restrictions, and by furthering the public purposes for which the City was
formed.
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Owner, in exchange for the City entering into the Agreement, hereby agrees to hold, sell,
and convey the Site subject to the terms of this Agreement. Owner also grants to the City the
right and power to enforce the terms of this Agreement against the Owner and all persons having
any right, title or interest in the Site or any part thereof while such party owns the Site. No party
shall have any liability or obligation in connection with any breach occurring while such party is
not the owner of the Site.
Within fifteen (15) business days after request of Owner, City shall execute and provide
to Owner an estoppel certificate, in the form approved by the City Attorney of the City,
confirming whether or not Owner is in breach of any obligations under this Agreement and
identifying any required cure.
ARTICLE 7
INDEMNIFICATION
7.1. INDEMNIFICATION. Owner agrees for itself and its successors and assigns to
indemnify, defend, and hold harmless City and its respective officers, members, officials,
employees, agents, volunteers, and representatives from and against any loss, liability, claim, or
judgment relating in any manner to the Project excepting only any such loss, liability, claim, or
judgment arising out of the intentional wrongdoing or gross negligence of or its respective
officers, officials, employees, members, agents, volunteers, or representatives. Owner, while in
possession of the Site, and each successor or assign of Owner while in possession of the Site,
shall remain fully obligated for the payment of property taxes and assessments in connection
with the Site. The foregoing indemnification, defense, and hold harmless agreement shall only
be applicable to and binding upon the party then owning the Site or applicable portion thereof.
7.2. ATTORNEYS' FEES. In the event that a parry to this Agreement brings an action
against the other party hereto by reason of the breach of any condition, covenant, representation
or warranty in this Agreement, or otherwise arising out of this Agreement, the prevailing party in
such action shall be entitled to recover from the other reasonable expert witness fees, and its
reasonable attorney's fees and costs. Attorney'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.
7.3. AMENDMENTS. This 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.
7.4. NOTICE. Any notice required to be given hereunder shall be made in writing and
shall be given by personal delivery, certified or registered mail, postage prepaid, return receipt
requested, at the addresses specified below, or at such other addresses as may be specified in
writing by the parties hereto:
is
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City: City of Palm Springs
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92262
Attn: City Manager
Copy to: Woodruff, Spradlin & Smart, LLP
555 Anton Boulevard, Suite 1200
Costa Mesa, CA 92626
Attn: Douglas C. Holland, Esq.
Owner: Walter Family Partnership
400 E Tahquitz Canyon Way
Palm Springs, CA 92262
The notice shall be deemed given three (3) business days after the date of mailing, or, if
personally delivered, when received.
7.5. SEVERABILITY/WAIVER/INTEGRATION
1. Severability. If any provision of this Agreement or portion thereof, or the
application to any person or circumstances, shall to any extent be held invalid,
inoperative, or unenforceable, the remainder of the provisions, or the application of such
provision or portion thereof to any other persons or circumstances, shall not be affected
thereby; provided, that if any material terms or provisions of these Operating Covenants
are rendered invalid, void and/or unenforceable, or due to changes in the law such terms
or provisions would materially alter the terms of the transactions contemplated herein, the
parties agree to meet and negotiate in good faith to attempt to reform these Operating
Covenants to accomplish the intent of the parties.
2. Waiver. 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. Integration. This Agreement contains the entire Agreement between the
parties and neither party relies on any warranty or representation not contained in this
Agreement.
4. Third Parties. No third party beneficiaries are intended, and the only
parties who are entitled to enforce the provisions of these Operating Covenants are the
Agency, City, Mortgagees, Participant and their respective successors and assigns.
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7.6. GOVERNING LAW. This Agreement shall be governed by the laws of the State
of California.
7.7. COUNTERPARTS. This Agreement may be executed in any number of
counterparts, each of which shall constitute one original and all of which shall be one and the
same instrument.
7.8. TERMINATION. The City may terminate this Covenant by providing written
notice to Owner that Owner has failed to comply with its obligations under Articles 1, 2, 3, 4 or
5 of this Agreement but only after the City has provided Owner with (a) written notice of default
and (b) thirty (30) days to cure such default. Owner may elect to terminate its participation in the
Program and this Covenant by providing written notice to the City if the City fails to deliver to
Owner any amounts owed to Owner pursuant to the Program within thirty (30) days after
Owner's written request for payment. In the event of any termination of this Covenant, Owner (or
its successor, as applicable) shall not be obligated to return any amounts previously paid to it by
the City pursuant to the Program.
[END -- SIGNATURES ON NEXT PAGE]
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IN WITNESS WHEREOF, the City and Owner have executed this Operations Covenant
by duly authorized representatives on the date first written hereinabove.
"CITY"
THE CITY OF PALM SPRINGS,
a municipal corporation and charter city
By:
City Manager
ATTEST:
City Clerk
APPROVED AS TO FORM:
WOODRUFF, SPRADLIN & SMART
By:
Douglas C. Holland, Esq.
City Attorney
"OWNER"
By:
Name:
Title:
By:
Name:
Title:
[END OF SIGNATURES]
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ACKNOWLEDGMENT
State of California )
County of )
On before me,
(insert name of notary)
Notary Public, personally appeared
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they executed the same
in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument
the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that
the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Seal
Signature g (Seal)
ACKNOWLEDGMENT
State of California )
County of )
On before me,
(insert name of notary)
Notary Public, personally appeared
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they executed the same
in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument
the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that
the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature (Seal)
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EXHIBIT "A"
LEGAL DESCRIPTION OF SITE
That certain real property located in the City of Palm Springs, County of Riverside, State
of California, more particularly described as:
SEE NEXT PAGE
EXHIBIT "An OPERATIONS COVENANT 15
9I5229.03/0C FOR HOTEL INCENTIVE PROGRAM
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Branch :1RV,User:AD02 Comment: Station Id :QY6F
BINIBIT -
A-A LEI106MOLD RSTATR OEM M HY FEAT CURTAIN WSINENN LEARN ML-182 EXECUTED BY
BBPN JOHN JO PATERCIO 506-36. JOSEPH PATRICK PATENCIO 666-11, DID PRISCILLA
PARTUCIO 586-18, IEESOR AND 0080M D. SMNS AND MICMSL GAEMB, LMNB, PON A
YNPM OF
66 YNAVE OPGN TIN Ma"Nr COM3SION6 AND CYOVERANTB TWENIN COETAIWED, AB
DISCLOSED BY as ASSIONINET OY BUSINESS LWE RECORDED NRRCA 6, 1977 AB
INSTRURMT M. 3S965 OF OM2CIAL RECORDR, AND A,NNDED BY IMSTURCINT RMNMED
DUcam R 18, 1997 AN INSTERM11! NO. 356755, OFFICIAL RECORDS, IM AN TO THE
FOLLOWING DESCRIBED FARORI.OF LAW,
PARCEL At
PARCEL 1 OF PANEL MAP M. IS314. ON ►ILE IN BOOR 85 OF PARCBL RAM, PAGE 1N
TUMWF, PENNON or RIVERNIDE NUNM, STATE OF CALTPOMTA, LOCATED IN Tag: tin
OF PALM 41MIGS AND DESCRIBED AN FOLLOWS,
BBOINNIM AT THE MOST WMT®1LY CORMIt OF RAID PARCEL 1, BRIO COMYR HONDNRSO
BY A MAIL 186166 TAXI NET YN NNCRiTi SIDEWALK,
TRMCN AWED TY WERY6RLY, BOUTSBRLY. EASTERLY AHO NGRT1611LY LINEN OF SAID
PARCEL 1 THE MLWIIIM 910M 10) WQatM6t
80UTN N' 06' W PAST, A DISTANCE OF 517.8E FEET)
AI.OHO A 20.00 YOUT RADIUS CORM. CONCAVE NOATeNASTBRLY, TNAOMB AN AMLE OP 90•
18. 06-, A 1J290E OF 31.11 PEST,
• Boom 89. 37' S3• PAST, A DIS'IANCU OP 655.15 FEET,
ALOW A 20.00 POST RADIUS CUTIr, CONCAVE EDRTR11E8TERLYr TBRONH AN ANGLE OF 89-
81• 10•, A LIP M OF 31.31 PENT,
MORTB 00- 03. 1?- HART, A DIBTANCB OF 572.76 FEET) i
ALONG A 20.00 POOT MDIU9 COMVH, CONCAYS AODSEN6HT8]U.Y, TBADOM AN ARMS OF 69•
N1' 60•, A LMBTH OF 31.31 FEET,
NORTH 69. 49' S7-MET, A DISTANCE OF 699.26 FEET,
1
ALONG A 20.00 POST TADIDS CURVE, O KORM SOOFBEASTWZ THROUGH AN ANOLB OF 90•
19• 06', A LINITS OF 31.23 NETT, TO THE POINT OF BEGINNING.
PARE Tri'1.R, IV ma TO Ens IOLLOIOM DRR1YtIBED PARCei. Or LAED,
PARCEL B,
PARCEL 2 Or MRCTI,NA► NO. 15314, ON FILE IN BOOK 86 OF PARCEL HAPS, PAGE 100
TlYRHOP, AENMR OF AIVE18I113 COONT'R, STATE OF CALIFORNIA, LOCATED IN TIN CITY
OF PALK RPH3MB AND DEBQNI6ED AN FOLLOHB,
P NMCINNIM AT ME NORIHWRY CONENR OF ARID PARCEL 2, PAID ODRWEN BEIM HOUNUMO
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i
I' -
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Document:AL 1997.1955 1 s
Branch :1RV,User:AD02 Comment: Station Id :QY6F
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1
PARCEL 1 THE FOLLOWING FIVE 431 COUNAZZ'
NORTH 89' 48' 04' NEST, A DISTANCE Of 319.30 FEET)
OCUTR 00' 04' ED• EAR, A DISTANCE OF 299.91 FERT1
BEET, H9. 4H' GD• EAST, A DISTANCE OF 249,11 FEET)
NORTH 00' 04. 35• MT. A DISTANCE OF 2aO.63 PER;
Ax.aw A.10.00 FOOT EDIN CDRVB, CONCAVE SOUTEESTERLY, THROUGH AN ANGLED DP 89•
40' E9', A LENGTH OF 31.30 FEET, To MINT OF BEYINTIM.
A LEABEBEO BSTRTE GRATED BY TEAT CERTAIN EDSINRBS LSAEE ML-384 EFBC9IRO BY
OIREClN2R, FAIN SWINU OFFICE. BVMAD OF INDIAN APFAuEs r0R JUN NoVN00. JUT.,
AIJORTEE PS-33' IRS=AND JOSEPH D. SWINE NO HICOAEI. GBERNR, LRR9EE, UPON THE
TEPHB, ,MjTMNs, W COVENANT'S TEENRIN CONTAINED AS DISCLOSED BY AN ANIGEEST
OT B08INESB LENS, MNSDm MASS 4. 1977 AS INTREENT M. 35944, OPPICIM
REIGRDE. ISO AND TO THE FOLLOWING DESCRIBED PA.;U;zL OP LAND'
PARCNI. C.
PARCEL 3 OP PNRCRL MP M. 15314, ON PILE IN BOOR " OP PNCSL NAPS, PANE 100
THISIMP. BECOME of SIYEBSIN COUNTY, STATE Or GILIMNIA. LOCATED IN THE CITY
of PA SPRINGS AND DESCRIBED N FOLLOWS.
BMIIMIN AT INS SOUTHEAST CORERS.OF SAID PREM 3, SAID CDRNOI ERING HOS USCRID
BY A 3/4' IRON VIDE WITH W4146 MABTIC FIVE, SST MUSH WITH ONOONOI
THIN= ALONG THE EESTSNLY, NEATBENLY, MGTMY AND SOOTN®ILY LINE OF SAID '
PARCEL 3 THE POLIONINO PIvE IS) COUNN.
NORTH 00• 04. 35• MR, A DI62AOCE of E84.M FEET!
NORTH 89' 45' M• EST, A DISTANCE of 149.11 FMTi
409TH 00' 04. 10• EMT, A DISTANCE OF 304.92 FEET;
BOOM 99' 44' BT• EMT, A DISTANCE OF 229.02 MST'1
WONG A 20.00 FOOT MOI0S CVWYV, OONGIVR NOATRNESTmLY, TEMOGN NE NMIA Or 90•
19, 3B'. A I.WYE or 31.S3 FRET, Is FOUR OP BEGINNING.
' A
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17
FREE RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:
THE CITY OF PALM SPRINGS
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92262
Attention: City Clerk
(Space Above This Line for Recorder§Office Use Only)
OPERATIONS COVENANT
THIS OPERATIONS COVENANT AND DECLARATION OF COVENANTS AND
RESTRICTIONS ("Agreement") is made and entered into this I" day of October, 2013, by and
between the CITY OF PALM SPRINGS, a municipal corporation and charter city ("City"), and
Two Black Flatcoats, Inc, a California, S Corp. ("Owner").
RECITALS :
A. The City of Palm Springs adopted Chapter 5.26 of its Municipal Code in
December, 2007 to provide a Hotel Operations Incentive Program ("Program") for the operation
and maintenance of Hotel facilities that enhance the tourist and travel experience for visitors to
the City, maximize the use of the City's Convention Center, provide attractive and desirable
visitor serving facilities and experiences, and assist the City in achieving its tourism goals.
B. Owner has applied for the Program and has provided satisfactory documentation
certifying its recent renovation project as a qualified renovation program under the Program.
Sparrows Hotel ("Owner's Hotel" or "Project"), generally located at 1330 E Palm Canyon Drive,
Palm Springs, California, consists of twenty (20) total hotel rooms on that certain real property
located in the City of Palm Springs, County of Riverside, State of California, more particularly
described in Exhibit "A" attached hereto and incorporated herein by reference (the "Site").
C. City and Owner now desire to place restrictions upon the use and operation of the
Project, in order to ensure that the Project shall be operated continuously as a hotel available for
short-term rental for the term of this Agreement.
D. City and Owner also agree that in return for participation in the Program, Owner
shall agree to operate the Project as a hotel; participate in the Palm Springs Convention Center's
Committable Rooms Program; and provide City with a minimum of two (2) room-nights per
month for official City use; and, City agrees to share a percentage of Transient Occupancy Tax
Increment with Owner pursuant to the Program guidelines.
E. The City finds that the approval of this Covenant is Categorically Exempt from
CEQA under Section 15301 of the California Administrative Code as the Hotel Operations
Incentive Program applicable to Owner's Hotel applies to the operation, repair, maintenance, or
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minor alteration of existing structures, facilities, mechanical equipment involving no material
expansion of use beyond that previously existing.
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, the Participant hereby conveys to the Agency the Operating
Covenants described herein and Agency hereby agrees to provide Participant with funds as
provided under the Program and as set forth hereinafter.
ARTICLE 1
STATEMENT OF OPERATING COVENANTS
1.1. OPERATION AND USE COVENANT. Owner covenants to operate, maintain,
and use the Owner's Hotel in accordance with this Agreement. All uses conducted on the Site,
including, without limitation, all activities undertaken by the Owner pursuant to this Agreement
shall conform to requirements of this Agreement and Palm Springs Municipal Code.
L2, HOTEL USE. The Owner hereby agrees that the Project is to be owned,
managed, and operated as a hotel in a first-class manner, and the Project's participation in the
Program shall continue in accordance with the terms of the Program, for a term equal to ten (10)
years, commencing upon the date Owner first receives from the City the Owner's share of
transient occupancy tax revenues pursuant to the Program unless and until Owner's participation
in the Program is terminated prior thereto in accordance with this Agreement (the "Term").
1. Housinp, Uses Prohibited. None of the rooms in the Project will at any
time be utilized as a non-transient residential property including dormitory, fraternity or
sorority house, rooming house, nursing home, hospital, sanitarium, or trailer court or park
without the City's prior consent which consent may be given or withheld in its sole and
absolute discretion.
2. Conversion of Project. No part of the Project will at any time be owned
by a cooperative housing corporation, nor shall the Owner take any steps in connection
with the conversion to such ownership or uses to condominiums, or to any other form of
ownership, without the prior written approval of the City Council which approval may be
given or withheld in its sole and absolute discretion.
ARTICLE 2
WARRANTIES AND COVENANTS
2.1. WARRANTIES AND COVENANTS. For the Term of this Agreement, the
Owner hereby represents, covenants, warrants and agrees as follows:
1. Owner has completed the City's application for the Hotel Operations
Incentive Program. The City has determined the Transient Occupancy Tax Base to be
used to calculate the Transient Occupancy Tax Increment shall be $18,074.83, and the
Owner accepts such Transient Occupancy Tax Base.
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2. Owner hereby agrees to subscribe to the Palm Springs Convention
Center's Committable Rooms Program or any similar successor program as identified by
the City Manager without being obligated to incur any additional costs or expenses.
3. Upon City's prior request, Owner shall provide the City at no cost two (2)
rooms for one (1) night (or I room for 2 nights) other than Friday or Saturday nights each
month for use for City purposes as approved or designated by the City Manager, provided
that such use by the City shall be subject to the rooms being available at the time of the
City's request. Such accommodations shall include all services and amenities for which
the Owner would normally collect transient occupancy taxes but will not include services
and amenities that are optional to the transient and for which the transient is not required
to pay a transient occupancy taxes. City shall be responsible for any transient occupancy
taxes for any occupancy provided to City under the provisions of this paragraph.
Notwithstanding anything in this Agreement to the contrary, if the City does not use
rooms during any month, then its right to use rooms with respect to that month shall
expire at the end of that month and shall not accrue; provided, however, if the City was
unable to use rooms solely because Owner's Hotel had no rooms available when the City
requested a room in accordance with this Section 2.1.3, then, the City's right to use rooms
shall not expire and may be used by the City in a subsequent month.
ARTICLE 3
MAINTENANCE
3.1. MAINTENANCE.
1. Maintenance Obligation. Owner, for itself and its successors and assigns,
hereby covenants and agrees to maintain and repair or cause to be maintained and
repaired the Site and all related on-site improvements and landscaping thereon, including,
without limitation, buildings, parking areas, lighting, signs and walls in a first class
condition and repair, free of rubbish, debris and other hazards to persons using the same,
and in accordance with all applicable laws, rules, ordinances and regulations of all
federal, state, and local bodies and agencies having jurisdiction, at Owner's sole cost and
expense. Such maintenance and repair shall include, but not be limited to, the following:
(i) sweeping and trash removal; (ii) the care and replacement of all shrubbery, plantings,
and other landscaping in a healthy condition; and (iii) the repair, replacement and
restriping of asphalt or concrete paving using the same type of material originally
installed, to the end that such paving at all times be kept in a level and smooth condition.
In addition, Owner shall be required to maintain the Property in such a manner as to
avoid the reasonable determination of a duly authorized official of the City that a public
nuisance has been created by the absence of adequate maintenance such as to be
detrimental to the public health, safety or general welfare or that such a condition of
deterioration or disrepair causes appreciable harm or is materially detrimental to property
or improvements within one thousand (1,000) feet of such portion of the Site.
2. Parking and Driveways. The driveways and traffic aisles on the Site shall
be kept clear and unobstructed at all times.
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3. Ripht of Entry. In the event Owner fails to maintain the Site 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 City (such notice shall
reasonably identify the required maintenance), City may, at City's option, and without
further notice to Owner, declare the unperformed maintenance to constitute a public
nuisance. Thereafter, either City or its employees, contractors, or agents, may cure
Owner's default by entering upon the Site and performing the necessary landscaping
and/or maintenance in accordance with Section 3.1.1 above. The City shall give Owner,
its representative, or the residential manager reasonable notice of the time and manner of
entry, and entry shall only be at such times and in such manner as is reasonably necessary
to carry out this Agreement. Owner shall pay such costs as are reasonably incurred by
City for such maintenance, including attorneys' fees and costs.
4. Lien. If any costs incurred by City under Section 3 above are not
reimbursed within thirty (30) days after Owner's receipt of City's written request for
reimbursement, the same shall be deemed delinquent, and the amount thereof shall bear
interest thereafter at a rate of the lower of ten percent (10%) per annum or the legal
maximum until paid. Any and all delinquent amounts, together with said interest, costs
and reasonable attorney's fees, shall be an obligation of Owner as well as a lien and
charge, with power of sale, upon the property interests of Owner, and the rents, issues
and profits of such property. City may bring an action at law against Owner obligated to
pay any such sums or foreclose the lien against Owner's property interests. Any such lien
may be enforced by sale by the City following recordation of a Notice of Default of Sale
given in the manner and time required by law as in the case of a deed of trust; such sale to
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 permitted by law.
Any monetary lien provided for herein shall be subordinate to any bona fide
mortgage or deed of trust covering an ownership interest or leasehold or subleasehold
estate in and to any Site approved by City pursuant to the Agreement, and any purchaser
at any foreclosure or trustee's sale (as well as any deed or assignment 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 Site after the date of such foreclosure sale, shall become a lien upon such Site
upon recordation of a Notice of Assessment or Notice of Claim of Lien as herein
provided.
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ARTICLE 4
COMPLIANCE WITH LAWS
4.1. COMPLIANCE WITH LAWS. Owner shall comply with all ordinances,
regulations and standards of the City and City applicable to the Site. Owner shall comply with
all rules and regulations of any assessment district of the City with jurisdiction over the Site.
ARTICLE 5
NONDISCRIMINATION
5.1. NONDISCRIMINATION. There shall be no discrimination against or
segregation of any person, or group of persons, on account of race, color, creed, religion, gender,
sexual orientation, marital status, national origin or ancestry in the sale, lease, sublease, transfer,
use, occupancy, tenure or enjoyment of the Site, or any part thereof, nor shall Owner, or any
person claiming under or through it, establish or permit any such practice or practices of
discrimination or segregation with reference to the selection, location, number, use or occupancy
of guests or vendees of the Site, or any part thereof.
ARTICLE 6
COVENANTS TO RUN WITH THE LAND
6.1. COVENANTS TO RUN WITH THE LAND. Owner hereby subjects the Site to
the covenants, reservations, and restrictions set forth in this Agreement. City and 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 Site; provided, however, that on the termination of this Agreement said covenants,
reservations and restrictions shall expire. All covenants without regard to technical classification
or designation shall be binding for the benefit of the City, and such covenants shall run in favor
of the City for the entire term of this Agreement, without regard to whether the City 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 Site 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.
City 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 Site is
rendered less valuable thereby. City 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 enjoyment and use of the Project by the intended beneficiaries of such covenants,
reservations, and restrictions, and by furthering the public purposes for which the City was
formed.
915229 0310C OPERATIONS COVENANT
370971-0000312-10-11/d.eAry-5-2-13kvh -5- FOR HOTEL INCENTIVE PROGRAM 22
Owner, in exchange for the City entering into the Agreement, hereby agrees to hold, sell,
and convey the Site subject to the terms of this Agreement. Owner also grants to the City the
right and power to enforce the terms of this Agreement against the Owner and all persons having
any right, title or interest in the Site or any part thereof while such party owns the Site. No party
shall have any liability or obligation in connection with any breach occurring while such party is
not the owner of the Site.
Within fifteen (15) business days after request of Owner, City shall execute and provide
to Owner an estoppel certificate, in the form approved by the City Attorney of the City,
confirming whether or not Owner is in breach of any obligations under this Agreement and
identifying any required cure.
ARTICLE 7
INDEMNIFICATION
7.1. INDEMNIFICATION. Owner agrees for itself and its successors and assigns to
indemnify, defend, and hold harmless City and its respective officers, members, officials,
employees, agents, volunteers, and representatives from and against any loss, liability, claim, or
judgment relating in any manner to the Project excepting only any such loss, liability, claim, or
judgment arising out of the intentional wrongdoing or gross negligence of or its respective
officers, officials, employees, members, agents, volunteers, or representatives. Owner, while in
possession of the Site, and each successor or assign of Owner while in possession of the Site,
shall remain fully obligated for the payment of property taxes and assessments in connection
with the Site. The foregoing indemnification, defense, and hold harmless agreement shall only
be applicable to and binding upon the party then owning the Site or applicable portion thereof.
7.2. ATTORNEYS' FEES. In the event that a party to this Agreement brings an action
against the other party hereto by reason of the breach of any condition, covenant, representation
or warranty in this Agreement, or otherwise arising out of this Agreement, the prevailing party in
such action shall be entitled to recover from the other reasonable expert witness fees, and its
reasonable attorney's fees and costs. Attorney'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.
7.3. AMENDMENTS. This 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.
7.4. NOTICE. Any notice required to be given hereunder shall be made in writing and
shall be given by personal delivery, certified or registered mail, postage prepaid, return receipt
requested, at the addresses specified below, or at such other addresses as may be specified in
writing by the parties hereto:
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915229.03/OC OPERATIONS COVENANT
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City: City of Palm Springs
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92262
Attn: City Manager
Copy to: Woodruff, Spradlin& Smart, LLP
555 Anton Boulevard, Suite 1200
Costa Mesa, CA 92626
Attn: Douglas C. Holland, Esq.
Owner: Gordon Douglas and Josie Smith
Two Black Flatcoats, Inc.
1330 E. Palm Canyon Drive
Palm Springs, CA 92264
The notice shall be deemed given three (3) business days after the date of mailing, or, if
personally delivered, when received.
7.5. SEVERABILITY/WAIVER/INTEGRATION
1. Severability. If any provision of this Agreement or portion thereof, or the
application to any person or circumstances, shall to any extent be held invalid,
inoperative, or unenforceable, the remainder of the provisions, or the application of such
provision or portion thereof to any other persons or circumstances, shall not be affected
thereby; provided, that if any material terms or provisions of these Operating Covenants
are rendered invalid, void and/or unenforceable, or due to changes in the law such terms
or provisions would materially alter the terms of the transactions contemplated herein, the
parties agree to meet and negotiate in good faith to attempt to reform these Operating
Covenants to accomplish the intent of the parties.
2. Waiver. 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. Integration. This Agreement contains the entire Agreement between the
parties and neither party relies on any warranty or representation not contained in this
Agreement.
4. Third Parties. No third party beneficiaries are intended, and the only
parties who are entitled to enforce the provisions of these Operating Covenants are the
Agency, City, Mortgagees, Participant and their respective successors and assigns.
7.6. GOVERNING LAW. This Agreement shall be governed by the laws of the State
of California.
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7.7. COUNTERPARTS. This Agreement may be executed in any number of
counterparts, each of which shall constitute one original and all of which shall be one and the
same instrument.
7.8. TERMINATION. The City may terminate this Covenant by providing written
notice to Owner that Owner has failed to comply with its obligations under Articles 1, 2, 3, 4 or
5 of this Agreement but only after the City has provided Owner with (a) written notice of default
and (b) thirty (30) days to cure such default. Owner may elect to terminate its participation in the
Program and this Covenant by providing written notice to the City if the City fails to deliver to
Owner any amounts owed to Owner pursuant to the Program within thirty (30) days after
Owner's written request for payment. In the event of an termination of this Covenant Owner or
9 PY Y (
its successor, as applicable) shall not be obligated to return any amounts previously paid to it by
the City pursuant to the Program.
[END -- SIGNATURES ON NEXT PAGE]
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IN WITNESS WHEREOF, the City and Owner have executed this Operations Covenant
by duly authorized representatives on the date first written hereinabove.
"CITY"
THE CITY OF PALM SPRINGS,
a municipal corporation and charter city
By:
City Manager
ATTEST:
City Clerk
APPROVED AS TO FORM:
WOODRUFF, SPRADLIN & SMART
By:
Douglas C. Holland, Esq.
City Attorney
"OWNER"
By:
Name:
Title:
By:
Name:
Title:
[END OF SIGNATURES]
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915229.03/0C OPERATIONS COVENANT
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ACKNOWLEDGMENT
State of California )
County of )
On before me,
(insert name of notary)
Notary Public, personally appeared
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they executed the same
in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument
the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that
the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature (Seal)
ACKNOWLEDGMENT
State of California )
County of )
On before me,
(insert name of notary)
Notary Public, personally appeared
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they executed the same
in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument
the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that
the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature (Seal)
915229.03/OC OPERATIONS COVENANT 27
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EXHIBIT "A"
LEGAL DESCRIPTION OF SITE
That certain real property located in the City of Palm Springs, County of Riverside, State
of California, more particularly described as:
That portion of the Southerly 668.00 feet of Lot 39 in Section 23, Township 4 South, Range 4 EasL San Bernardino Base and
Meridian,in the City of Pilm Springs,County of Riverside,State of California,as shown by map of Palm Valley Colony Lands,on file
in Book 14,Page 652 of Maps,records of San Diego County,California,described as follows:
Beginning at a point on the Westerly line of said lot.40.00 feet Northerly from the Southwest
comer;
Theme Easterly,parallel with the Southerly fine of said 10L 125.00 feet:
Thence Northerly,parallel with the Easterly fine of said lot 308.48 feet;
Thence Westerly,parallel with the Southerly line, 125.00 feet to said Westerly line:
Thence Southerly,on said Westerly line,308,48 feet to the point of beginning.
28
9I5229.03/OC EXHIBIT"A" OPERATIOS COVENANT
FOR Ito'CEL INCENTIIVE PROGRAM
37097 1-00003/2-10-1 1/dme/3ry -I-
CITY OF PALM SPRINGS
PUBLIC NOTIFICATION
Date: April 16, 2014
Subject: HOTEL OPERATIONS COVENANT AGREEMENTS
AFFIDAVIT OF PUBLICATION
I, Kathie Hart, Chief Deputy City Clerk, of the City of Palm Springs, California, do hereby
certify that a copy of the attached Public Notice will be published in the Desert Sun on
March 29, 2014.
1 declare under penalty of perjury that the foregoing is true and correct.
VLF
Kathie Hart, CMC
Chief Deputy City Clerk
AFFIDAVIT OF POSTING
I, Kathie Hart, Chief Deputy City Clerk, of the City of Palm Springs, California, do hereby
certify that a copy of the attached Public Notice will be posted at City Hall, 3200 E. Tahquitz
Canyon Drive, on the exterior legal notice posting board, and in the Office of the City Clerk
and on March 27, 2014.
1 declare under penalty of perjury that the foregoing is true and correct.
Kathie Hart, CMC
Chief Deputy City Clerk
2Q
The Desert Sun Certificate of Publication
750 N Gene Autry Trail
Palm Springs,CA 92262
760-778-4578 I Fax 760-778-4731
State Of California as:
County of Riverside
Advertiser: t
CITY OF PALM SPRINGS/LEGALS
PO BOX 2743
PALM SPRINGS CA 922632 1
2000425255
1 am over the age of 18 years old, a citizen of the United
States and not a party to, or have interest in this matter. I
hereby certify that the attached advertisement appeared No 0553
in said newspaper (set in type not smaller than non panel) NOTICE.00ITY FPU WNgEAR�
in each and entire issue of said newspaper and not in any CITY.OF PALM SPRINGS
supplement thereof on the following dates,to wit: HOTEL OPERATIONS
o�
ECONOMIC DEVELOPMENT SUBSIDY
Newspaper: .The Desert Sun NOTICE IS HEREBY GWEN that the qtv
Council of Me City of Palm Springs.California wN
hold a is haenkp as mewinaga aaint April 1pgp,
4y572o1.d '� ,niel cttr cp y, '. ratatd
Tphae p a of this head re to coreltler
miMagin(2)cacpdmce°pa` �s Covenant
Mu , with
POPerelerMlncensvit ProCparetlem for the
Ma radonerM meimenenoe of MMr facilities that enthe arid travelhance
rrwdrtdn Ne we of the for visitors ro Me
Ciy's s vista fa,
Cardeon
r,proNda attractive and de 11 the vistas ach-
I acknowledge that I am a principal deck of the printer of •� rose, aspid the Clry In ech•
The Desert Sun, printed and published weekly in the City r
of Palm Springs, County of Riverside, State of California. REVIEW OF INFORMATION : The stall re-
oon and oMer sup din do; nts regenilrg
The Desert Sun was adjudicated a newspaper of general tlw maser are awl�ao6le�Or public review at C�^lvy
circulation on March 24, 1988 b the Superior Court of the Hdl het"etleeny the hrou�ohurs of e:00 a.m. and 6:00
Y Pa p.m. or tf a Gfv Clark at(7aPd)3n23 'rf County of Riverside, State of California Case No. you Milt Ilks
to ediedule'an appointment m re-
i 91236. view these documems. -
COMMENTS: At the hearing any pp8erson may
present ore(or written testimony.The day Counts
I declare under penalty of perjury that the foregoing is true mIl consider all ogactions or protests, d any,to
the Agreements. Response to this notice can be
and correct. Executed on this 5th day of April, 2014 in my made
ereBre heaaringWrittenn oo mg ne ndW in
nnbbe
Palm Springs,Californ' made to city Caundl by brier(tor mail or Wend
320 James.Tainquitz d Thompson a�aCWay .
9Palm Springs,CAW,
f limes to is Inpdo^ry Moer�e ieauiee rai court,a abe
WNk hearing dascdbad in this norm,or in written
m mespandarce delivered W,the liy Clarkal..n
pnor, o the ubac heating. (GovernmentCade
Declafant'S Si ; e 8ecbon n5ao�(b)(2)).
r i�opportunp�s ro beehhes d.OOuue tioomsg for all
nagend.
irrgg this was,may be directed!to John Raymond at
(W)323.8228.
Si neweds ayuda con esta earls,porfavor(lame a
Is Ciudad do Palm Sofrlsl��y�ppa�na�ddg�hadar con
Nadine Fieger bbrono(7W)925820.5.
James Thompson,City Clem
Published:45h4
NOTICE OF PUBLIC HEARING
CITY COUNCIL
CITY OF PALM SPRINGS
HOTEL OPERATIONS COVENANT AGREEMENTS
APPROVAL OF ECONOMIC DEVELOPMENT SUBSIDY
NOTICE IS HEREBY GIVEN that the City Council of the City of Palm Springs, California, will
hold a public hearing at its meeting of April 16, 2014. The City Council meeting begins at
6:00 p.m., in the Council Chamber at City Hall, 3200 E. Tahquitz Canyon Way, Palm Springs.
The purpose of this hearing is to consider approving two (2) Hotel Operations Covenant
Agreements in accordance with Chapter 5.26 of the Palm Springs Municipal Code to provide a
Hotel Operations Incentive Program for the operation and maintenance of hotel facilities that
enhance the tourist and travel experience for visitors to the City, maximize the use of the City's
Convention Center, provide attractive and desirable visitor facilities and experiences, and
assist the City in achieving its tourism goals.
REVIEW OF INFORMATION: The staff report and other supporting documents regarding this
matter are available for public review at City Hall between the hours of 8:00 a.m. and
6:00 p.m., Monday through Thursday. Please contact the Office of the City Clerk at
(760) 323-8204 if you would like to schedule an appointment to review these documents.
COMMENTS: At the hearing any person may present oral or written testimony. The City
Council will consider all objections or protests, if any, to the Agreements. Response to this
notice can be made verbally at the Public Hearing and/or in writing before the hearing. Written
comments can be made to the City Council by letter (for mail or hand delivery) to:
James Thompson, City Clerk
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92262
Any challenge of the proposed in court may be limited to raising only those issues raised at the
public hearing described in this notice, or in written correspondence delivered to the City Clerk
at, or prior, to the public hearing. (Government Code Section 65009(b)(2)).
An opportunity will be given at said hearing for all interested persons to be heard. Questions
regarding this case may be directed to John Raymond at (760) 323-8228.
Si necesita ayuda con esta carta, porfavor Ilame a la Ciudad de Palm Springs y puede hablar
con Nadine Fieger telefono (760) 323-8245.
mes Thompson, City Clerk
30