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HomeMy WebLinkAbout04742 - PS YOUTH CENTER FAMILY YMCA PROPERTY RIGHT OF FIRST REFUSAL DOC a 2003-541997 08/21/2003 08:00R Fee:NC Page 1 of 16 Recorded in Official Records County of Riverside Gary L. Orso RECORDING REQUESTED BY AND Rssesso- WHEN RECORDED MAIL TO: 11111111110 PS Youth Center YMCA Right to First Refusal CITY OF PALM SPRINGS AGREEMENT #4742 3200 E. Tahquitz Canyon Way M s u PAGE M07348, 7-23-03 Palm Springs, California 92262 - — Attn: City Clerk ° A R L COPY LONG REFUND NCHG E%NM (EXEMPT FROM RECORDING FEE PER GOV.CODE§6103) AGREEMENT RELATING TO REAL PROPERTY ' RIGHT OF FIRST REFUSAL MKWCITY OF PALM SPRINGS THIS AGREEMENT RELATING TO REAL PROPERTY ("Agreement") is made and entered into as 2003 by and between the Palm Springs Youth Center, a California nonprofit publi ben 6fit corporation ("PSYC"), Family YMCA of the Desert, a California nonprofit public benefit corporation (`YMCA") and the City of Palm Springs, a charter city and municipal corporation duly organized and existing under the laws of the State of California (`City"). RECITALS A. PSYC is the owner of that real property commonly known as 3601 E. Mesquite, Palm Springs, California, (`Property"), described on Exhibit "A," attached hereto and incorporated herein by this reference. B. PSYC acquired the Property from City pursuant to a deed which provides City with a right of first refusal to reacquire the Property for fair market value should PSYC desire to sell the Property. C. PSYC has been operating youth programs on the Property for more than thirty years, but now desires to sell the Property to YMCA. , t D. City believes YMCA is a strong community-based organization which will operate the Property so as to continue to benefit the youth and families of Palm Springs. Accordingly, City is willing to decline its right of first refusal to purchase the Property from PSYC pursuant to an agreement that City will retain a right of first refusal should YMCA subsequently sell the Property. E. The parties now desire to enter into this Agreement for the benefit of youth, families and adults in the City. NOW, THEREFORE, in consideration of the foregoing, the parties agree as follows: ORIGINAL BID 10 03/0 0 1/15 8 45 v5 AND/OR AGREEMENT RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: CITY OF PALM SPRINGS 3200 E. Tahquitz Canyon Way Palm Springs, California 92262 Attn: City Clerk (SPACE ABOVE T14IS LINE FOR RECORDING USE) (EXEMPT FROM RECORDING FEE PER GOV CODE§6103) AGREEMENT RELATING TO REAL PROPERTY RIGHT OF FIRST REFUSAL CITY OF PALM SPRINGS THIS AGREEMENT RELATING TO REAL PROPERTY ("Agreement') is made and entered into as of 2003 by and between the Palm Springs Youth Center, a California nonprofit publi ben fit corporation ("PSYC"), Family YMCA of the Desert, a California nonprofit public benefit corporation ("YMCA") and the City of Palm Springs, a charter city and municipal corporation duly organized and existing under the laws of the State of California("City"). RECITALS A. PSYC is the owner of that real property commonly known as 3601 E. Mesquite, Palm Springs, California, ("Property"), described on Exhibit "A," attached hereto and incorporated herein by this reference. B. PSYC acquired the Property from City pursuant to a deed which provides City with a right of first refusal to reacquire the Property for fair market value should PSYC desire to sell the Property. C. PSYC has been operating youth programs on the Property for more than thirty years, but now desires to sell the Property to YMCA. D. City believes YMCA is a strong community-based organization which will operate the Property so as to continue to benefit the youth and families of Palm Springs, Accordingly, City is willing to decline its right of first refusal to purchase the Property from PSYC pursuant to an agreement that City will retain a right of first refusal should YMCA subsequently sell the Property. E. The parties now desire to enter into this Agreement for the benefit of youth, families and adults in the City. NOW, THEREFORE, in consideration of the foregoing, the parties agree as follows: 1003/001/15845 v5 TERMS AND CONDITIONS 1. Sale of the Property to YMCA. PSYC desires to sell the Property to YMCA and YMCA desires to purchase the Property from PSYC. PSYC and YMCA have asked the City to decline its right of first refusal to purchase the Property from PSYC in exchange for a guarantee that City will retain the right of first refusal should YMCA ever sell the Property. YMCA desires to use the Property as its primary facility within the City. YMCA intends to operate a number of youth and family programs on the Property with an annual budget of approximately Three Hundred Thousand Dollars ($300,000), reserving the right to adjust the annual budget to meet program needs, in its sole discretion. In light of YMCA's intent to operate the Property to benefit the community and its assurance that City will retain a right of first refusal should the YMCA subsequently desire to sell the Property, City agrees to decline its right of first refusal to purchase the Property at this time. PSYC and YMCA are concurrently executing a "Purchase Agreement" which sets forth the terms of the sale of the Property from PSYC to YMCA. YMCA's purchase price for the Property, as set forth in the Purchase Agreement, is One Hundred Dollars ($100.00). In addition to payment of the purchase price, YMCA intends to spend approximately One Hundred Eighty Thousand Dollars ($180,000) on correcting deferred maintenance over the first eighteen (18) months that it owns the Property to achieve compliance with the Americans with Disabilities Act as well as the construction of other improvements, reserving the right, in its sole discretion, to adjust the aforesaid expenditures to meet needed renovation. 2. City's Right of First Refusal. Should YMCA desire to sell the Property, City shall have the right of first refusal in the purchase of the Property and may purchase the property for One Hundred Dollars ($100.00) pursuant to the conditions contained in Section 3.3, below. 3. YMCA's Sale of the Property. 3.1 General. Should YMCA desire to sell the Property, YMCA must give City written notice of its intent as specified in Section 5 below. City shall have sixty (60) days from its receipt of written notice from YMCA of YMCA's intent to sell the Property to provide YMCA with written notice stating whether or not City will exercise its right to repurchase the Property subject to the terms set forth herein, as well as any other terns the parties subsequently agree to in writing. City's failure to timely notify YMCA that City is exercising its option shall be deemed a declination. 3.2 Reimbursement for Operating Losses. If, within the first five (5) years that YMCA owns the Property, YMCA provides notice of its intent to sell the Property, as set forth in Section 3.1 above, and City subsequently exercises its right to repurchase the Property, City shall reimburse YMCA for YMCA's documented Operational Losses, as defined below, if any, which were incurred during the first five (5) years that YMCA owns the Property. City's obligation to reimburse YMCA's losses shall be capped at a cumulative amount not to exceed Two Hundred Thousand Dollars ($200,000) for the entire five (5) year period. This obligation to reimburse YMCA's Operating Losses shall cease as of the first day after the fifth anniversary of the closing of the transaction 1003/001/15845 v5 2 conveying the Property from PSYC to YMCA unless prior to such date YMCA has given notice of its intent to sell in accordance with Section 3.1 above and City subsequently exercises its right to repurchase the Property thereafter. "Operational Losses" as used herein shall mean YMCA's direct expenses and general overhead in excess of revenue earned from the operation of the Property. Direct expenses include the costs of all staff employed at the Property, both salary and benefits, as well as all utility and maintenance expense, expenses relating to marketing and promotion, and all other expenses necessary for the operation of the Property. Any operating expenses not actually incurred at the Property, but allocated as a portion of general YMCA overhead, must be allocated in a fair manner, similar to the allocations made for YMCA's other facilities within the Coachella Valley. During the first five (5) years that YMCA owns the Property, YMCA shall provide the City with YMCA's annual audited financial statements which document the YMCA's profit/loss for the facility for the fiscal year. The statements shall be provided within ninety (90) days following the close of the fiscal year. Any audit required under this Agreement shall be conducted as a standard GAAS audit according to GAAP principles. Profits and losses shall be carried over from year to year. 3.3 City Exercises Right to Acquire. Should City elect to exercise its option to acquire the Property from the YMCA, the following shall apply: (a) City shall reimburse YMCA for all of YMCA's documented capital improvement costs, which costs are subject to audit by the City, for improvements made to the Property during the period that YMCA owns the Property, but such reimbursement shall not exceed the then fair market value of the Property together with the value of any personal property included in the transaction, should the City approve of the inclusion of personal property. Any audit performed by City under this Agreement shall be conducted as a standard GAAS audit according to GAAP principles. Determination of the fair market value of the Property shall be in accordance with Section 8 below. (b) In the event that the City subsequently elects to sell the Property to an entity which is ineligible to receive community development block grant fiords ("CDBG Funds"), the City will be responsible for any necessary repayment of CDBG Funds that had been used for programs and/or improvements on the Property within the five (5) year period immediately preceding the sale. (c) In the event that City subsequently elects to sell the Property to an entity which will not operate the Property for youth and family related activities, the City shall deposit the proceeds of such sale in a Trust, established in accordance with Section 4 below, to be spent to benefit youth and families in the City. 1003/001/15845 v5 3 3.4 City Declines to Acquire the Property. Should City decline to exercise its option to acquire the Property from YMCA, the following shall apply: (a) YMCA may sell the Property for its market value, determined by offering the Property for sale in the real estate market, to any person or entity without any deed restrictions imposed by the City whatsoever, provided that the Trust has been established as provided hereunder. (b) The net proceeds of the sale must be placed in Trust, as described in Section 4 below, to be spent to benefit youth and families in the City. (c) YMCA may deduct the following from the gross proceeds of its sale of the Property to be placed in the Trust: (i) All transaction costs incurred in connection with the sale of the Property to a third party, including escrow and title fees. (ii) All capital improvement costs, as described in Section 3.3(a), above. (iii) All Operational Losses incurred by YMCA during its ownership of the Property. (iv) All costs incurred to establish the Trust frmd. All such deductions must be documented with a reasonable accounting. The City may, at City's election, perforni an audit of the aforementioned deductions in accordance with a standard GAAS audit under GAAP principles, which audit shall be completed within sixty (60) days following the delivery of the net proceeds of the sale for deposit in the Trust. Any objection to the YMCA deductions must be made by the City within the aforesaid sixty (60) day audit period by written notice to the YMCA in accordance with Section 5 below. If the City and YMCA are unable to resolve any such objection within ten (10) calendar days after notice thereof, the parties shall, within five (5) calendar days, select and appoint a mutually acceptable independent auditor who shall resolve the objectionable deduction within thirty (30) days of appointment, in the exercise of the auditor's professional judgment and reasonable discretion, which resolution shall be binding and conclusive on all parties. (d) In the event that the YMCA elects to sell the Property to an entity which is ineligible to receive CDBG Funds, YMCA will be solely responsible for any necessary repayment of CDBG Funds that had been used for programs and/or improvements on the Property within the five (5) year period immediately preceding the YMCA's sale of the Property. 4. Trust. Upon the sale of the Property to a third party by the YMCA, as provided by Section 3.4 above, or by the City as provided by Section 3.3(c) above, the net proceeds of the 1003/00 1/1 5 845 v5 4 sale shall be delivered to or retained by the City for deposit in a separate trust account to be established and maintained by the City Treasurer ("Trust"). Said Trust shall earn interest at the rate of similar City accounts and shall be administered and managed by a cominittee composed of City's Directors of Finance and Parks & Recreation and YMCA's General Director. The Trust fiords may only be spent on matters that benefit youth and families in the City. 5. Notice. Any notice or other communication provided or permitted under this Agreement (any of which is hereinafter referred to as a "Notice") shall be in writing, signed by the party giving such Notice or its duly authorized agent, and shall be given by personal delivery to the other party or parties or sent by Federal Express or other reputable express courier or delivery service or by United States express, certified or registered mail, postage prepaid, return receipt requested, addressed to the party for whom it is intended at such party's address as stated below. All notices shall be effective upon delivery. 6. Boxing Club. PSYC and City are parties to a lease establishing a boxing club which uses the Property. PSYC and City hereby agree to terminate the boxing club lease. Notwithstanding this Agreement, YMCA may continue to allow boxing on the Property. 7. YMCA Board. The YMCA will establish an advisory board which will give advice relating to the YMCA's use of the Property and matters including, but not limited to, capital improvement plans, cooperative programs, funding needs and other issues. Said board will, at all times, include a City representative. 8. Fair Market Value. Where the City acquires the Property under Section 3.3 and fair market value must be established, fair market value shall be determined by an independent appraiser selected by the City and YMCA, who can select any person or persons, licensed or not, to conduct an appraisal of the assets. If the parties cannot agree upon a single appraiser within ten (10) calendar days after the event precipitating a determination of fair market value, the City and YMCA shall each select a licensed appraiser within five (5) calendar days, and those two appraisers shall, in turn, within five (5) calendar days, select and appoint a single licensed appraiser. For the purposes herein, a licensed appraiser means an appraiser licensed by the State of California who is a member in good standing of either the American Institute of Real Estate Appraisers or the Society of Real Estate Appraisers. Within thirty (30) days of appointment, the appraiser shall determine the fair market value of the Property included in the transaction. The third appraiser shall perform the appraisal and shall have each of the other appraisers review the draft appraisal. The third appraiser shall consider the input of both appraisers before finalizing the appraisal. Thereafter, the third appraiser's determination shall be binding and conclusive on all parties to this Agreement. The appraiser shall determine the fair market value of such real property as of the day immediately proceeding the day of the event precipitating the determination. 9. Superceding Deed Restrictions; Recording. Prior to recordation of this Agreement, the Property is encumbered by certain deed restrictions ("Deed Restrictions") to that certain Grant Deed conveying the Property from the City to PSYC, first recorded on July 11, 1978 and re-recorded on August 29, 1978 as Instrument Nos. 142564 and 182811, respectively, in the Office of the Recorder of Riverside County. This Agreement is made, in part, pursuant to Deed Restriction Number 3 which provides for amendment of the Deed Restrictions. Upon 1003/001/15945 v5 5 recordation of this Agreement the prior Deed Restrictions shall be null and void, and shall be superceded in their entirety by the terms and conditions of this Agreement. This Agreement shall be recorded in Office of the Recorder of Riverside County concurrently with the recording of the Grant Deed conveying the Property from PSYC to the YMCA at the closing of that transaction, which Grant Deed shall acknowledge this Agreement in a form substantially as set forth by Exhibit "B" attached hereto. 10. General Provisions. 10.1 California Law. This Agreement shall be interpreted, enforced and governed by and under the laws of the State of California. 10.2 Representations. Each party represents and warrants that, as of the date this Agreement is executed, it has the authority to enter into this Agreement and that this Agreement is a valid and binding obligation of such party. 10.3 Miscellaneous. Prior to the closing of the transaction conveying the Property from PSYC to YMCA, this Agreement may be modified only by a written agreement signed by all of the parties to this Agreement, and after said closing this Agreement may be modified by a written agreement signed by the City and YMCA. If any action or proceeding is commenced by any party to enforce the terms of this Agreement, the prevailing party shall be entitled to recover from the other party reasonable attorneys' fees and costs in addition to any other relief awarded by the court. 10.4 No Conflict of Interest. No officer or employee of any party shall have any financial interest, direct or indirect, in this Agreement nor shall any such officer or employee participate in any decision relating to the Agreement which effects his financial interest or the financial interest of any corporation, partnership or association in which he is, directly or indirectly, interested, in violation of any State statute or regulation. All parties warrant that they have not paid or given and will not pay or give any third party any money or other consideration for obtaining this Agreement. 10.5 Assignment. No party has the right to assign this Agreement or any interest or right hereunder. This Agreement shall be binding upon and shall inure to the benefit of all parties and their respective heirs, personal representatives, successors and assigns. 10.6 Counterparts. This Agreement may be executed in three or more counterparts, each of which shall be deemed an original, but all of which taken together shall constitute one and the same instrument. [signatures on next page] 10031001115945 v5 6 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the date first written above. "PSYC" PALM SPRINGS YOUTH CENTER, a California nonprofit public benefit corporation By: \� Name: a�UVV 0 By: ;( l Name: \ �_ � + Mailing Address: c/o Mr. M. Thomas Brooks Merrill Lynch 415 S. Palm Canyon Drive Palm Springs, CA 92262 "YMCA" FAMILY YMCA OF THE DESERT, a California nonprofit public benefit corporation By: Name: By: Name: Mailing Address: 43-930 San Pablo Avenue Palm Desert, California 92260 Attn: General Director 1003/00 V 15845 v5 7 STATE OF CALIFORNIA ) ) ss. COUNTY OF RIVERSIDE ) 99 On � � �� a , before me, C , Notary Public, personally appeared � 7i\Cti'MCt5 -0y<- personally known to me (, r_p>;oved_to_me-on the-basis-of-satiafactor3-e�idnnce) to be the person(s)- whose name(g) is/arc subscribed to the within instrument and acknowledged to me that he/sh@4hey executed the same in his/her4t4+r authorized capacity(ies), and that by his/her/their- signature(* on the instrument the person(o or the entity upon behalf of which the persons) acted, executed the instrument. Witness my hand and official seal. Notary Public [SEAL] C. PIPITONE Commission# 1382928 Notary Public - California Riverside County My Comm.Expires Nov2,2006 STATE OF CALIFORNIA ) ) ss. COUNTY OF RIVERSIDE ) On d y before me, 42 r Q ,\z aa, Notary Public, personally appeared 0,� A'« !Z), a��4�._ per-sanall-y known-w-me (or proved to me on the basis of satisfactory evidence) to be the person(s-)- whose name(a)'is/are'subscribed to the within instrument and acknowledged to me that -he/she/th-.y executed the saune in his/her/their authorized capacity(ies), and that by .hmis/her/therr-signature(s)--on the instrument the person(s)-or the entity upon behalf of which the person(s)-acted, executed the instrument. Witness my hand and official seal. a Notary Public [SEAL] 1 C, PIPITON� l ©rnrnlsslon# 142928 - Notary Public - Californlq Riverside County, fvi�gCasa�rn.Expiaes Nav 2,ZQO'd �s IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the date first written above. "PSYC" PALM SPRINGS YOUTH CENTER, a California nonprofit public benefit corporation By: Name: By: Name: Mailing Address: c/o Mr. M. Thomas Brooks Merrill Lynch 415 S. Palm Canyon Drive Palm Springs, CA 92262 "YMCA" FAMILY YMCA OF THE DESERT, a California nonprofit public benefit corporation By: Name: 46ttQw , /'dC-f1 Cry-- By��)C\� Name: \' Mailing Address: 43-930 San Pablo Avenue Palm Desert, California 92260 Attn: General Director 1003/001115845 v5 7 STATE OF CALIFORNIA ) ) ss. COUNTY OF RIVERSIDE ) On :S(Aku (V UO0 ) before me, L.DU(cC I,(,yaribW Notary Public, personally pep tired � Q,(Kje &. LO114aws personally known to me (or proved to me on the basis of satisfactory evidence) to be the persons} whose name(s) is/aw subscribed to the within instrument and acknowledged to me that he/she/they executed the same in h6/herhhen authorized capacity(ies�, and that by kWherhheir signature(s} on the instrument the person(s) or the entity upon behalf of which the person(s}acted, executed the instrument. Witness my hand and official seal. OFFICIAL SEAL -"`'"'• LOUISE T.LAMBLY '" COMM 8T402750 Notary Public Notary Public-Callfomia C7 RIVERSIDE COUNTY .. (S'EALI� My Commission Exp17 'A FEBRUARY28,2007 STATE OF CALIFORNIA ) ss. COUNTY OF RIVERSIDE ) On 30 * IM03 before me, 4, LGI� e NhkUq. Notary Public, personally appeared 6 S personally known to me (or proved to me on Ae basis of satisfactory evidence) to be the person(s) whose names) is/f'e subscribed to the within instrument and acknowledged to me that he4hQW4ey' executed the same in hisAkefi4teir- authorized capacity(ies), and that by his4%TAhetr signature(4 on the instrument the person(s) or the entity upon behalf of which the person(s) acted, executed the instrument. Witness my hand and official seal. Notary Public OFFICIAL SEAL [SEAL] ,--� LOUISE T.LAMBLY LS L COMM#1402750 Notary Public-Caliiomla � RIVERSIDE COUNTY My Commission Expires FEBRUARY28,2007 "CITY" CITY OF PALM SPRINGS, a California charter city and municipal corporation Atte9c By: B David H. Ready City Clerk 7 I 31 Its: City Manager l�� Mailing Address: 3200 East Tahquitz Canyon Way Palm Springs, California 92262 Attn: City Manager Approved as to Form i With a copy to: �C—ity Attorney ALESHIRE & WYNDER, LLP 18881 Von Kannan Avenue, Suite 400 I>vine, CA 92612 Attn: David J. Aleshire, Esq. APPROVED DY 'THF CITY COUnN L —L)\fir' ✓J ��i l-y 3 —1 ? 1003/001/15845 v5 �, STATE OF CALIFORNIA ) ) ss. COUNTY OF RIVERSIDE ) On before me, Notary Public, personally appeared personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s) or the entity upon behalf of which the person(s) acted, executed the instrument. Witness my hand and official seal. Notary Public [SEAL] EXHIBIT "A" LEGAL DESCRIPTION OF THE PROPERTY _ APN 680-120-032-0 The land referred to herein is situated in the County of Riverside, City of Palm Springs, State of California, and is described as follows: THAT PORTION OF LOT 10 IN SECTION 19, TOWNSHIP 4 SOUTH, RANGE 5 EAST, SAN BERNARDINO BASE AND MERIDIAN, AS SHOWN ON MAP OF PALM VALLEY COLONY LANDS, ACCORDING TO MAP THEREOF RECORDED IN BOOK 14, PAGE 652 OF MAPS RECORDS OF SAN DIEGO COUNTY, CALIFORNIA, BEING IN THE CITY OF PALM SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHWEST CORNER OF TRACT NO. 7290, ACCORDING TO MAP THEREOF RECORDED IN BOOK 87, PAGES 5 THROUGH 7, INCLUSIVE OF MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA, THENCE SOUTH 0 DEG I P 45" EAST, ALONG THE WESTERLY BOUNDARY LINE OF SAID TRACT NO. 7920, A DISTANCE OF 36.14 FEET TO A POINT ON THE ARC OF A NON-TANGENT CURVE CONCAVE SOUTHWESTERLY, HAVING A RADIUS OF 500.00 FEET, SAID POINT BEING A POINT IN THE CENTERLINE OF MESQUITE AVENUE; THENCE WESTERLY ALONG THE WESTERLY EXTENSION OF THE CENTERLINE OF MESQUITE AVENUE AND ALONG THE ARC OF SAID CURVE, THROUGH A CENTRAL ANGLE OF 4 DEG 36' 23", A DISTANCE OF 40.20 FEET TO A POINT OF INTERSECTION WITH THE WESTERLY LINE OF SAID LOT 10, SAID POINT BEING THE TRUE POINT OF BEGINNING; THENCE RETRACING SOUTHEASTERLY ALONG THE ARC OF SAID 500.00 FOOT RADIUS CURVE, THROUGH A CENTRAL ANGLE OF 31 DEG 33' 29", A DISTANCE OF 275.40 FEET; THENCE TANGENT TO SAID CURVE SOUTH 53 DEG 38' 23" EAST, A DISTANCE OF 110.98 FEET; THENCE SOUTH 36 DEG 21' 37" WEST, A DISTANCE OF 483.78 FEET; THENCE NORTH 53 DEG 38' 23" WEST, A DISTANCE OF 73.09 FEET TO THE WESTERLY LINE OF SAID LOT 10; THENCE NORTH 0 DEG 11' 45" EAST ALONG SAID WESTERLY LINE, A DISTANCE OF 507.65 FEET TO THE TRUE POINT OF BEGINNING. A-1 EXHIBIT `B" GRANT DEED RECORDING REQUESTED BY AND WHEN RECORDED RETURN TO: FAMILY YMCA OF THE DESERT 43-930 San Pablo Avenue Palm Desert, California 92260 Space Above this Line Reserved for Use by Recorder GRANT DEED FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, PALM SPRINGS YOUTH CENTER, a California nonprofit public benefit corporation ("Grantor"), hereby grants to FAMILY YMCA OF THE DESERT, a California nonprofit public benefit corporation ("Grantee"), all of Grantor's right, title and interest in that real property described on Exhibit "A" attached hereto and incorporated herein by this reference. This deed is hereby granted and the recording thereof acknowledges acceptance of the following reservation: Those obligations set forth in the "Agreement Relating to Real Property" executed by and between Grantor, Grantee and the City of Palm Springs. IN WITNESS WHEREOF, the undersigned has executed this Grant Deed on this day of , 2003. GRANTOR: PALM SPRINGS YOUTH CENTER, a California nonprofit public benefit corporation By: Naive: By: Name: B-1 EXHIBIT "A" TO GRANT DEED Legal Description of Real Property APN 680-120-032-0 The land referred to herein is situated in the County of Riverside, City of Palm Springs, State of California, and is described as follows: THAT PORTION OF LOT 10 IN SECTION 19, TOWNSHIP 4 SOUTH, RANGE 5 EAST, SAN BERNARDINO BASE AND MERIDIAN, AS SHOWN ON MAP OF PALM VALLEY COLONY LANDS, ACCORDING TO MAP THEREOF RECORDED IN BOOK 14, PAGE 652 OF MAPS RECORDS OF SAN DIEGO COUNTY, CALIFORNIA, BEING IN THE CITY OF PALM SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHWEST CORNER OF TRACT NO. 7290, ACCORDING TO MAP THEREOF RECORDED IN BOOK 87, PAGES 5 THROUGH 7, INCLUSIVE OF MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA, THENCE SOUTH 0 DEG 11' 45" EAST, ALONG THE WESTERLY BOUNDARY LINE OF SAID TRACT NO. 7920, A DISTANCE OF 36.14 FEET TO A POINT ON THE ARC OF A NON-TANGENT CURVE CONCAVE SOUTHWESTERLY, HAVING A RADIUS OF 500.00 FEET, SAID POINT BEING A POINT IN THE CENTERLINE OF MESQUITE AVENUE; THENCE WESTERLY ALONG THE WESTERLY EXTENSION OF THE CENTERLINE OF MESQUITE AVENUE AND ALONG THE ARC OF SAID CURVE, THROUGH A CENTRAL ANGLE OF 4 DEG 36' 23", A DISTANCE OF 40.20 FEET TO A POINT OF INTERSECTION WITH THE WESTERLY LINE OF SAID LOT 10, SAID POINT BEING THE TRUE POINT OF BEGINNING; THENCE RETRACING SOUTHEASTERLY ALONG THE ARC OF SAID 500.00 FOOT RADIUS CURVE, THROUGH A CENTRAL ANGLE OF 31 DEG 33' 29", A DISTANCE OF 275.40 FEET; THENCE TANGENT TO SAID CURVE SOUTH 53 DEG 38' 23" EAST, A DISTANCE OF 110.98 FEET; THENCE SOUTH 36 DEG 21' 37" WEST, A DISTANCE OF 483.78 FEET; THENCE NORTH 53 DEG 38' 23" WEST, A DISTANCE OF 73.09 FEET TO THE WESTERLY LINE OF SAID LOT 10; THENCE NORTH 0 DEG 11' 45" EAST ALONG SAID WESTERLY LINE, A DISTANCE OF 507.65 FEET TO THE TRUE POINT OF BEGINNING. STATE OF CALIFORNIA ) ) ss. COUNTY OF RIVERSIDE ) On before me, Notary Public, personally appeared personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s) or the entity upon behalf of which the person(s) acted, executed the instrument. Witness my hand and official seal. Notary Public [SEAL] STATE OF CALIFORNIA ) ss. COUNTY OF RIVERSIDE ) On before me, Notary Public, personally appeared personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s) or the entity upon behalf of which the person(s) acted, executed the instrument. Witness my hand and official seal. Notary Public [SEAL]