HomeMy WebLinkAbout00465C - CITY SALE TO CRA 1.23 ACRE PORTION APN 507100036 DOCUMENT TRACKING Page: 27
Report: Expired Documents Summary August 3, 2007
Condition: Oldest Data = 1 I, ALL Groups, ALL Services, ALL XREFs
Document# Description Approval Date Expiration Date Closed Date
A0465C City Sale To CRA 53,578 Sq Ft Parcel Near Vista Chino 07/16/2003 07/0112005
Company Name: City To C R A 1-+
Address.
Group: COMMUNITY & ECONOMIC
Service: In File
xRef: COMMUNITY & ECONOMIC DEVELOPMENT
Ins. Status: No Certificate on file.
A0470C D D A Facilitate H U D Bonds T E F R A Hrg $5,000,000 Rehab Mobile... 11/19/2003 11/01/2004
Company Name: Santiago Sunrise Village A oWi ehome Pk. �,� �� U� /[L� tj
Address:
Group: COMMUNITY& ECONOMIC` — JAI
Service: In File ,^^I f `§ �COY �
xRef:Status: NOMMUNITY& ECONOMIC DEVELOPMENT �. ""Y j —
A0471C Prairie Schooner Parking Lot Valet Parking License 12/17/2003 10/01/2004 �
Company Name: Agua_Caliente Band_Of_Cahuilla_Indians
�i
Address: 600 E TahquitzCanyon Way,—Palen Springs, CA 92262 ! ,
Group: COMMUNITY & ECONOMIC
Service: In File
xRef: COMMUNITY& CONOMIC DEVELOPMENT
Ins. Status: Certificate and Policies are OK
AGREEMENT FOR PURCHASE AND SALE
OF REAL PROPERTY
THIS AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY
("Agreement') is made this _L�_ day of )JVJ 2003_ ("Effective Date"),
by and between the Community RedeveroprKenL Agency of the City of Palm Springs, a
public body, corporate and politic, ("Agency') and the City of Palm Springs, a municipal
corporation ("City").
RECITALS:
A. The Community Redevelopment Agency did own a parcel of land of
approximately 1.23 acres, which was a remainder parcel from two previous low-income
senior apartment projects, and
B. Section 33334.16 of California Redevelopment Law (Health & Safety Code
Section 33334.16) declares that "the agency shall, within five years from the date it first
acquires the property interest for the development of housing affordable to persons and
families of low and moderate income, initiate activities consistent with the development of
the property for that purpose';
C. Agency originally acquired the parcel on March 1, 1975 for such purposes,
and contributed portions of the original site to low-income housing developments in 1995
and 1998, but as such has held the remaining land for longer than the five year limit; and
D. The Agency desires to comply with the provisions of Section 33334.16, but
also desired to ultimately use the parcel for a worthwhile project that would benefit families
and individuals of low-or very-low income; and
E. The Agency sold the parcel to the City of Palm Springs via an Agreement for
Purchase and Sale approved October 17, 2001, which helped the Agency comply with the
statute but that allowed the City to contribute the parcel to a project that meets the original
intent of the purchase.
F. The Agency approved a Disposition and Development Agreement with Vista
Sunrise Apartments, LP and McCormack Baron Salazar, Inc. at a public hearing on July 16,
2003, to develop an 85-unit HIV/AIDS housing project and a County-run Family Care
Center,which meets the purposes under CaNfornia Redevelopment Law.
NOW, THEREFORE, in consideration of the mutual covenants and conditions
contained herein and for other good and valuable consideration, the receipt and adequacy
of which is hereby acknowledged, the parties hereby agree as follows:
TERMS AND CONDITIONS
1.1.1 PURCHASE AND SALE OF PROPERTY. Subject to all of the terms, conditions and
provisions of this Agreement, and for the consideration herein set forth, City hereby
agrees to sell to Agency and Agency hereby agrees to purchase from City the City's
1 ORIGINAL
fee interest in the Property, as specifically described at Exhibit "A", attached hereto
and made a part hereof.
2 PAYMENT OF PURCHASE PRICE,
1. Purchase Price. Agency agrees to purchase the Property from City
and City agrees to sell the Property to Agency for the purchase price ("Purchase Price") of
TWO HUNDRED FIVE THOUSAND AND 001100 DOLLARS ($205,000.00), payable by
Agency as set forth at Section 3.1 below.
"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 Slate of California, or cash.
2. Time of Payment. The entire Purchase Price shall be paid in good
funds on the conditions in Section 3.1 being met.
3. ESCROW.
1. Closing. Closing of the sale of the Property shall take place upon
recordation of the Grant Deed by the Agency Assistant Secretary. The Closing Date shall
be on or before October 31, 2003. The Agency shall execute a Promissory Note that will
require it to pay the City the Purchase Price when its annual Low & Moderate Income
Setaside reaches $1,800,000.
2, Conveyance of Title. Prior to Closing Date, City shall deliver to Assistant
Secretary a Grant Deed ("Grant Deed") in the form of attached hereto as Exhibit "B", which
Grant Deed shall convey all of City's interest in the fee to Agency. Assistant Secretary shall
be instructed to record such Grant Deed in the Official Records of Riverside County,
California.
3. EFFECTIVE DATE. This Agreement shall take effect from and after the date
(which date shall be inserted into the preamble of this Agreement) of adoption and approval
by the City pursuant to official action of the City.
5. NO WARRANTIES: "AS-IS" SALE. Except as set forth in this Agreement,
Agency acknowledges that neither City nor any of its employees, agents or representatives
has made any representations, warranties or agreements to or with Agency on behalf of City
as to any matters concerning the Property, the physical condition, the present use thereof,
the merchantability, or the suitability of Agency's intended use of the Property. Agency
further acknowledges and agrees that the Property is to be purchased, conveyed and
accepted by Agency in its present"AS-IS" condition.
6. RESERVED.
7. MISCELLANEOUS.
7.1 Successors. This Agreement shall be binding upon the parties
hereto and their respective heirs, representatives, transferees, successors and assigns.
The obligations of City under this Agreement shall inure to the benefit of Agency, any
Agency of City, and their respective heirs, representatives, transferees, successors and
assigns.
2
7.2 Time of Essence. Time is of the essence in this Agreement and with respect
to each covenant and condition hereof. Agency and City each specifically agrees to strictly
comply and perform its 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.
7.3 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.
7.4 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.
7.5 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.
7.6 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.
7.7 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.
7.8 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.
7.9 Notices. Any notice which either party may desire to give to the other party
must be in writing and shall be effective (1) 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; or (iii) twenty-four (24) hours after deposit before the daily
3
deadline time with a reputable overnight courier or service; in each case postage fully
prepaid and addressed to the respective parties as set forth below or to such other address
and to such other persons as the parties may hereafter designate by written notice to the
other parties hereto:
To Agency; Community Redevelopment Agency of the
City of Palm Springs,
3200 East Tahquitz Canyon Way
Palm Springs, CA 92262
Attn: Executive Director
Copy to: Woodruff, Spradlin &Smart
701 South Parker Street, Suite 8000
Orange, California 92868-4760
Attn: Douglas C. Holland, Esq.
To City: City of Palm Springs,
3200 East Tahquitz Canyon Way
Palm Springs, CA 92262
Attn: City Manager
Either party may from time to time, by written notice to the others, designate a
different address which shall be substituted for the one(s) above specified, and/or specify
additional parties to be notified.
7.10 Attorneys' Fees. In the event of litigation between the parties arising out of
this Agreement, the prevailing party shall be entitled to recover its reasonable attorneys'
fees and other costs and expenses incurred in addition to whatever other relief to which it
may be entitled.
7.11 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 some counterpart.
7.12 Due Execution. The person(s) executing this Agreement on behalf of the
parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly
authorized to execute and deliver this Agreement on behalf of said party, (iii) by so
executing this Agreement, such party is formally bound to the provisions of this Agreement,
and (iv) the entering into this Agreement does not violate any provision of any other
Agreement to which said party is bound.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement of
Purchase and Sale of Property as of the date set forth above.
"Agency"
COMMUNITY REDEVELOPMENT AGENCY
OF THE CITY OF PALM SPRINGS,
a public body,,, corp/oraatte'and politic
By:_ //
Chairman
ATTEST:
- '.��.- . --_. �� ^•'�'�'i2CCFi':�iJ dlr' �Gds �^_'�,; ,���'�Cr,�;'"u'N [-;, ; ;tip
r �-istant Secretary ~�` a' DV Rf'-1. G"�, c31 �.Ib•p�µ
�OI�b�L
APPROVED AS TO FORM:
Agent Counsel
// ,,City,
THE CITY OF PALM SPRINGS, A
MUNICIPAL CORPORATION
AND CHARTER CITY
By: l�L�
Mayor
APPROVED BY CITY COUNCIL
ATTEST:
James Thompson, City Clerk
ORIGINAL
5
EXHIBIT"A"
LEGAL DESCRIPTION OF PROPERTY
The Land is that certain real properly located in the Agency of Palm
Springs, County of Riverside, State of California, more particularly described as follows:
Assessor's Parcel Number 507 100 036
A 1.23 ACRES PORTION, AS SHOWN IN THE ASSESSOR'S MAP, OF PARCEL
2 OF PARCEL MAP 27976, IN THE CITY OF PALM SPRINGS, COUNTY OF RIVERSIDE,
STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 185 PAGES 42 AND 43
OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
EXHIBIT"A'
TO AGREEMENT FOR PURCHASE
AND SALE OF REAL PROPERTY
Exhibit B
GRANT DEED
FREE, RECORDING REQUESTED BY
AND WHEN RECORDED RETURN TO:
City Clerk, City of Palm Springs
P.O. Box 2743
Palm Springs, CA 92263-2743
Order No.
GRANT DEED
FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged,
THE CITY OF PALM SPRINGS,a municipal corporation, hereby grants to THE
COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS, a public
body, corporate and politic, the real property in the City of Palm Springs, County of
Riverside, State of California, described in Exhibit "1" attached hereto and incorporated
herein, by reference subject to the existing easements, restrictions and covenants of record
thereon, and subject to the terms of the Agreement for the Purchase and Sale of Real
Property executed concurrently herewith.
.,City,
THE CITY OF PALM SPRINGS, a municipal
corporation
By:
Mayor
ATTEST:
City Clerk
APPROVED AS TO FORM:
City Attorney
EXHIBIT"1"
LEGAL DESCRIPTION OF PROPERTY
The Property is located in the City Of Palm Springs, County of Riverside, State of
California, more particularly described as follows:
Assessor's Parcel Number 507 100 036
A 1.23 ACRES PORTION, AS SHOWN IN THE ASSESSOR'S MAP, OF PARCEL 2
OF PARCEL MAP 27976, IN THE CITY OF PALM SPRINGS, COUNTY OF RIVERSIDE,
STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 185 PAGES 42 AND 43
OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
DO NOT DESTROY THIS NOTE: When paid, this Note, with the Deed of Trust securing same,
must be surrendered to Trustee for cancellation before reconveyance will be made.
PROMISSORY NOTE
NO-, 2aG6—
Oalrr9Springs, California
FOR VALUE RECEIVED, the undersigned ("Maker") hereby promises to pay to the CITY
OF PALM SPRINGS, a California Charter City, corporate and politic ("Holder"), at a place
designated by Holder, the principal sum of TWO HUNDRED FIVE THOUSAND DOLLARS
($205,000), together with interest thereon at six percent (6%) per annum commencing on July 16,
2003 ("Interest Accrual Commencement Date"),
a. Repayment by Maker. The Note shall be due and payable by Agency when its
annual Low & Moderate Income Setaside reaches $1,800,000. The Note shall
accrue interest thereon at six percent (6%) per annum commencing on July 16,
2003 ("Interest Accrual Commencement Date). Any payments made by Maker in
payment of this Note shall be applied first to the interest then accrued and due on
the unpaid principal balance under this Note, and the remainder of each payment
shall be applied to the reduction of the unpaid principal-
b. Prepayment. This Note may be prepaid in whole or in part at any time without
penalty-
C. Note Secured by Deed of Trust. This Note is secured by a Grant Deed and
Assignment of Rents of even date herewith, encumbering certain real property
located in the County of Riverside, State of California, more particularly described
therein ("Property"), and any other instruments, now or hereafter executed by
Maker in favor of Holder, which in any manner constitute additional security for this
Note ("Grant Deed").
d. Purchase and Sale Agreement. This Note is executed by Holder pursuant to the
terms of the Agreement for Purchase and Sale of Real Property ("Agreement") of
even date. This Note shall be subject to the terms of the Agreement and any term
therein shall supercede any inconsistent term in this Note.
e. Non-Recourse. Notwithstanding anything to the contrary herein contained, (i) the
liability of Maker shall be limited to its interest in the Property and any rents, issues,
and profits arising the Property and, in addition, with respect to any obligation to
hold and apply insurance proceeds, proceeds of condemnation or other monies
hereunder, any such monies received by it to the extent not so applied in
accordance with the terms of this Note; (ii) no other assets of Maker shall be
affected by or subject to being applied to the satisfaction of any liability which
Maker may have to Holder or to another person by reason of this Note; and (iii)any
judgment, order, decree or other award in favor of Holder shall be collectible only
out of, or enforceable in accordance with, the terms of this Note by termination or
other extinguishment of Maker's interest in the Property.
ORIGINAL
f. Severability. The unenforceability or invalidity of any provision or provisions of this
Note as to any persons or circumstances shall not render that provision or those
provisions unenforceable or invalid as to any other provisions or circumstances,
and all provisions hereof, in all other respects, shall remain valid and enforceable.
g. Modifications. Neither this Note nor any term hereof may be waived, amended,
discharged, modified, changed or terminated orally; nor shall any waiver of any
provision hereof be effective except by an instrument in writing signed by Maker
and Holder. No delay or omission on the part of Holder in exercising any right
hereunder shall operate as a waiver of such right or of any other right under this
Note.
h. No Waiver by Holder. No waiver of any breach, default or failure of condition under
the terms of this Note or the Grant Deed or the obligation secured thereby shall be
implied from any failure of the Holder of this Note to take, or any delay be implied
from any failure by the Holder in taking action with respect to such breach, default
or failure from any prior waiver of any similar or unrelated breach, default or failure.
i. U, sure. Notwithstanding any provision in this Note, Grant Deed or other document
securing same, the total liability for payment in the nature of interest shall not
exceed the limit now imposed by applicable laws of the State of California.
j. Governing Law. This Note has been executed and delivered by Maker in the State
of California and is to be governed and construed in accordance with the laws
thereof.
IN WITNESS WHEREOF, Maker has executed this Note as of the date and year first
above written.
"Maker"
COMMUNITY REDEVELOPMENT AGENCY OF
THE CITY OF PALM SPRINGS,
a public body, corporate and politic
_ Chairman
ATTEST:
DCI lI -J47, �`sb✓$rU�iviS�lii�i.,l� l1 t�.�115^ t�•
gency Secretary
APPRO AS TO FORM- — -
Agen y ounsel
ORIGINAL