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00360C - SANTIAGO SUNRISE VILLAGE MOBILEHOME PARK LEASE LOW INCOME SUNRISE SAN RAFAEL
Santiago Sunrise Village Mobile Home Park Corporation o/o Santiago Corporation P.O. Box 11927 (� Santa Ana, California 92711 `C November 4,2014 Via Certitied Mail ISSUER: LENDER: CITY OF PALM SPRINGS RED MORTGAGE CAPITAL,LLC 3200 E.Tahquitz Canyon Way 17(7 Main Street, Suite 900 Palm Springs,CA 02262 Dallas, TX 75201 Arm, City Manager Attn* Veronica M. Davis TRUSTEE: MFUG UNION BANK,N.A. 120 South San Pedro Street, Suite 400 Los Angeles, CA 90012 Attn: Corporate Trust Department(Timothy Miller) The City of Palm Springs Multifamily Mortgage Revenue Bonds 6319MA Collateralized—Sunrise Village Mobilehome Park Project) $3,470,000 Series 2004A $ Ladies and Gentlemen: 300,000 Series 2004B Pursuant to Sections 3.4 and 8.2 of the Financing Agreement, dated as of November 1, 2004 (the "A/B Financing Agreement"), by and among the City of Palm Springs (0te "Issuer"), Union Bank of California, N.A. (naw known as MFUG Union Bank, N.A.) (the "Trustee"), Red Mortgage Capital, Inc. (now Red Mortgage Capital, LLC) (the "Lender") and Santiago Sunrise Village Mobile Home Park Corporation,a California nonprofit corporation (the"Borrower"),the Borrower hereby provides notice of its intention to prepay the Mortgage Loan(as defined in the hereinafter identified Indenture) ht who on November 20, 2014 (the "Egan Prepayment Date"). In connection with the prepayment of the Mortgage Loan,the Borrower hereby directs the Trustee to redeem or otherwise pay the bonds identified in the table below issued pursutmt to the Indenture, dated as of November 1, 2004 (the "A/B Indenture"), by and between the Issuer and the Trustee. The funding of the redemption is coming from a new loan and the notice herein is conditioned on the receipt by the Trustee of such funds. Name of Bonds Amount Outstanding City OfPal:n Springs Multifamily Mortgage Revenue Bonds(GNMA Collateralized — Sunrise Village Mobilehotne Park Project) Series 2004A, CUS1P Nos. 69667CAAO and 69667CAB8 (Series 2004A Bonds") $3,470,000.00 November 4,201.3 Page 2 City Of Palm Springs Multifamily Mortgage Revenue Bonds(GNMA Collateralized — Sunrise Village Mobilehome Park Project) Series 2004B,CUSIP No.69667CAC4("Series 2004B Bonds") $50.000.00 Pursuant to Section 3.06 of the A/B Indenture, and following the delivery of funds to the Trustee following the Loan prepayment Date, the Trustee is requested to give notice of the redemption of the Seriea 2004A Bonds as Of December 20, 2014 as soon as practicable under the A/B Indenture and to redeem the outstanding Series 2004A Bonds in accordance with the A/B Indenture on December 20, 2014. The Series 2014E Bonds will be defeased under the A/B Indenture with funds provided to the Trustee. The Trustee is further requested deposit the finds received for the Series 2014B Bonds as required by the Indenture and to pay the principal of and interest on the Series 2004B Bonds in accordance with the A/B Indenture on the dates and in the amounts specified in the A/B indenture. This notice may be rescinded by written notice by the Borrower to the addressees prior to the Preparyment Date. This notice may be executed in several counterparts,each of which shall be an original and all of which shall constitute but one and the same instrument. Red Mortgage Capital, LLC, by executing the acknowledgment set forth below, hereby acknowledges that the 30 day advance written notice requirement has been met and waives the requirement that prepayment occur only on the first day of a month as set forth in Section 3.4 of the A/B Financing Agreement. Please feel free to contact Sam S. Balisy of Kutak Rock LLP at sam.balisv(Rkutakrock.com or (213)312-4009 if you have any questions with respect to this matter. Very truly yours, SANTIAGO SUNRISE VILLAGE MOBILE H ARK CORPORA ' ON De s Kazarian,Pr iden Acknowledged and Accepted by: RED MORTGAGE CAPITAL, INC. By:_ Authorized Officer ` APPROVED B(Y�CITY COUNCIL CITY OF PALM SPRINGS �\ � �� ,u� �MJ F11%`tl Ao3boc. Bye, �1 City Manager ATTEST: Nouxe or credo jAerk mptiaa 0820.01-64-4128.1 November 4,2014 Page 2 City of Palm Springs Multifamily Mortgage Revenue Bonds(GNMA Coliateralized — Sunrise Village Mobilehome Park Project) Series 2004B,CUSIP No.69667CA04("Series 2004E Bonds") $50,000.00 Pursuant to Section 3.96 of the A/B Indenture,and following the delivery of funds to the Trustee following the Loan Prepayment Date, the Trustee is requested to give notice of the redemption of the Series 2004A Bonds as of December 20, 2014 as soon as practicable under the A/B Indenture and to redeem the outstanding Series 2004A Bonds in accordance with the A/B Indenture on December 20, 2014. The Series 2014B Bands will be deflaased under the A/B Indenture with funds provided to the Trustee. The Trustee is further requested deposit the funds received for the Series 2014E Bonds as required by the indenture and to pay the principal of and interest on the Series 2004B Bonds in accordance with the A/B Indenture on the dates and in the amounts specified in the AB Indenture. This notice may be rescinded by written notice by the Borrower to the addressees prior to the Prepayment Date. This notice may be executed in several counterparts,each of which shall be an eriglnal and all of which shall constitute but one and the same instrument. Red Mortgage Capital, LLC, by executing the acknowledgment set forth below, hereby acknowledges that the 30 day advance written notice requirement has been met and waives the requirement that prepayment occur only on the first day of a month as sat fortlt in Section 3A of the A/B Financing Agreement, Please feel free to contact Sam S. Balisy of Kutak Rock LLP at sam.balisv1n]kutakrocLoom or (213)312.4009 if you have any questions with respect to this matter. Very truly yours, SANTIAGO SUNRISE VILLAGE MOBILE �p�ro�AItIC CORPORA ON AcknowledgedbePlnrs Kazarian,Pr 'idcn and Accepted by: RED MORTGAGE CAPITAL,INC. By:_ Authorized 6f ioer (APPROVED BY CETY COUNCIL CITY OF PALM SPRINGS b6l 11 P�D3b0C. By:_ City Manager ATTEST: Mom of aurempnon City Clerk 4826MK4-gf�8.l November 4,2014 Page 3 Santiago Sunrise Village Mobile Home Park Corporation c/o Santiago Corporation P.O.Box 11927 Santa Ana,Califomia 92711 November 4, 2014 ja ertified Mail ISSUER: CITY OF PALM SPRINGS 3200 E.Tahquitz Canyon Way Palm Springs,CA 92262 Attn: City Manager TRUSTEE: MFUG UNION BANK,N.A. 120 South San Pedro Street, Suite 400 Los Angeles,CA 90012 Attu Corporate Trust Department(Timothy Miller) The City of Palm Springs Multifamily Mortgage Revenue Bonds (GNMA Collateralized—Sunrise Village Mobilehome Park Project) $800,000 Series 2004C Ladies and Gentlemen: Pursuant to Sections 3.4(b) of the Financing Agreement, dated as of November 1, 2004 (the "Financing Agreement"), by and among the City of Palm Springs (the "Issuer"), Union Bank of California,N.A.(now known as MFUG Union Bank,N.A.) (the"Trustee"), and Santiago Sunrise Village Mobile Home Park Corporation, a California nonprofit corporation (the "Borrower"), the Borrower hereby provides notice of its intention to prepay the Promissory Note made to Union Bank of California, N.A., dated November 4, 20004 in whole on or before December 20,2014 (the "Prepayment Date"). in connection with the; prepayment of the Promissory Note, the Borrower hereby directs the Trustee to redeem or otherwise pay the bonds identified in the table below issued pursuant to the Indenture, dated as of November 1, 2004 (the "Indenture'), by and between the Issuer and the Trustee. The Borrower will be depositing funds from the proceeds of a new loan and hereby instructs Trustee to give proper notice under the Indenture once such funds are received, Name of Bonds Amount Outstanding $800,000 City of Palm Springs Multifamily Mortgage Revenue Bonds (GNMA Collateralized — Sunrise Village Mobilehome Park Project) Series 2004C, CUS1P No. 69667CAE2 (Series 2004C Bonds") $710,000.00 6876AUoMnawinet Opdooai Redemptign Notion Doc 613666 2 48Z0-fl0tildl28.t NoN ember 4, 2014 Page 4 The Trustee is requested to give notice of the redemption of the Series 2004C Bonds as soon as pracricable under the Indenture and to redeem the outstanding Series 2004C Bonds in accordance with the Indenture on the Prepayment Date. This notice may be rescinded by written notice by the Borrower to the addressees prior to the Prepayment Date. This notice may be executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. Please feel free to contact Sam S. Balisy of Kutak Rock LLP at saro balisv(@kutakrock.com or (213)312-4009 if you have any questions with respect to this matter. Very truly yours, SANTI.AGO SUNRISE VILLAGE MOBILE HOME PARK CORPORATION By Dennis Kazarian,Pr siden Acknowledged and Accepted by: CITY OF PALM SPRINGS By. City Manager A36t1 ATTEST. Ity Clerk 6aT6.ea1olrla.aa,�t Opfimal Redemptim Nottu Ucc 613666 2 4620-0064.4128.1 RECORDATION REQUESTED BY: The Bank of Hemet, a California corporation 3715 Sunnyside Drive Riverside, CA 92506 WHEN RECORDED MAIL TO: The Bank of Hemet a California corporation 371.9 Sunnyside Drive Riverside,CA 92506 FOR RECORDER'S USE ONLY NOTICE: THIS SUBORDINATION OF DEED OF TRUST RESULTS IN YOUR SECURITY INTEREST IN THE PROPERTY BECOMING SUBJECT TO AND OF LOWER PRIORITY THAN THE LIEN OF SOME OTHER OR LATER SECURITY INSTRUMENT. SUBORDINATION OF DEED OF TRUST THIS SUBORDINATION OF DEED OF TRUST dated November 1, 2014, is made and executed among The City of Palm Springs as Successor Agency to The Community Redevelopment Agency of the City of Palm Springs, a public body, corporate and politic ("Beneficiary"); Santiago Sunrise Village Mobile Home Park Corporation, a California nonprofit corporation ("Borrower"); and The Bank of Hemet, a Califomia corporation ("Lender"), SUBORDINATED INDEBTEDNESS. Beneficiary has extended the following described financial accommodations, secured by the Real Property(the "Subordinated Indebtedness"): Promissory Note in the original principal amount of$392,040.00 dated November 1. 2004. SUBORDINATED DEED OF TRUST. The Subordinated Indebtedness is or will be secured by the Real Property and evidenced by a deed of trust dated November 1, 2004 from Santiago Sunrise Village Mobile Home Park Corporation, a California nonprofit corporation ("Trustor-) to Orange Coast Title Company ("Trustee") in favor of The City of Palm Springs as Successor Agency to The Community Redevelopment Agency of the City of Palm Springs, a public body, corporate and politic ("Beneficiary') (the "Subordinated Deed of Trust") and recorded in Riverside County, State of California as follows: recorded November 5, 2004 as Instrument Number 2 004-088 2 7 7 9. REAL PROPERTY DESCRIPTION. The Subordinated Deed of Trust covers the following described real property (the "Real Property") located in Riverside County, State of California: Lot i of Tract No. 17642-1 in the City of Palm Springs, County of Riverside, State of California, as per Map on file in Book 122 Pages 88, 89 and 90 of Maps, in the Office of the recorder of said County, together with Parcel 2 as shwn described in document recorded April 26, 1996 as Instrument No. 148930, records of said County. Except the Northerly 731.00 feet of said Lot 1 an except the Northerly 731 feet of said Parcel 2 of instrument No. 148930 The Real Property or its address is commonly known as 1500 E. San Rafael Drive, Palm Springs, CA 92262. The Assessor's Parcel Number for the Real Property is 669-500-028-8. SUPERIOR INDEBTEDNESS. Lender has extended or has agreed to extend the following described financial accommodations to Borrower, secured by the Real Property(the"Superior Indebtedness"): Promissory Note in the amount of Four Million Eight Hundred Seventy Five Thousand and no1100($4.875.000.00)secured by a Deed of Trust. LENDER'S LIEN. The Superior Indebtedness is or will be secured by the Real Property and evidenced by a mortgage, deed of trust, or other lien Instrument, dated , from Borrower to Lender (the "Lender's Lien") and recorded in Riverside County, State of California as follows: to be recorded concurrently. As a condition to the granting of the requested financial accommodations, Lender has required that the Lender's Lien be and remain superior to the Subordinated Deed of Trust. REQUESTED FINANCIAL ACCOMMODATIONS. Trustor, who may or may not be the same person or entity as Borrower, and Beneficiary each want Lender to provide financial accommodations to Borrower in the form of the Superior Indebtedness. Trustor and Beneficiary each represent and acknowledge to Lender that Beneficiary will benefit as a result of these financial accommodations from Lender to Borrower, and Beneficiary acknowledges receipt of valuable consideration for entering into this Subordination. NOW THEREFORE THE PARTIES TO THIS SUBORDINATION HEREBY AGREE AS FOLLOWS: SUBORDINATION. The Subordinated Deed of Trust and the Subordinated Indebtedness secured by the Subordinated Deed of Trust is and shall be subordinated in all respects to Lender's Lien and the Superior Indebtedness, and it is agreed that Lender's Lien shall be and remain, at all times, prior and superior to the lien of the Subordinated Deed of Trust. Beneficiary also subordinates to Lender's Lien all other ----------------- SUBORDINATION OF DEED OF TRUST (Continued) Page 2 Security Interests in the Real Property held by Beneficiary, whether now existing or hereafter acquired. The words -Security Interest" mean and include without limitation any type of collateral security, whether in the form of a lien, charge, mortgage, deed of trust, assignment, pledge, chattel mortgage, chattel trust, factor's lien, equipment trust, conditional sale, trust receipt, lien or title retention contract, lease or consignment intended as a security device, or any other security or lien interest whatsoever, whether created by law, contract, or otherwise. BENEFICIARY'S REPRESENTATIONS AND WARRANTIES. Beneficiary represents and warrants to Lender that: (A) no representations or agreements of any kind have been made to Beneficiary which would limit or qualify in any way the terms of this Subordination; (B) this Subordination is executed at Borrower's request and not at the request of Lender; (C) Lender has made no representation to Beneficiary as to the creditworthiness of Borrower; and (0) Beneficiary has established adequate means of obtaining from Borrower on a continuing basis information regarding Borrower's financial condition. Beneficiary agrees to keep adequately informed from such means of any facts, events, or circumstances which might in any way affect Beneficiary's risks under this Subordination, and Beneficiary further agrees that Lender shall have no obligation to disclose to Beneficiary information or material acquired by Lender in the course of its relationship with Beneficiary. BENEFICIARY WAIVERS. Beneficiary waives any right to require Lender: (A) to make, extend, renew, or modify any loan to Borrower or to grant any other financial accommodations to Borrower whatsoever; IS) to make any presentment, protest, demand, or notice of any kind, including notice of any nonpayment of any Superior Indebtedness secured by Lender's Lien, or notice of any action or nonaction on the part of Borrower, Lender, any surety,endorser, or other guarantor in connection with the Superior Indebtedness, or in connection with the creation of new or additional indebtedness; (C) to resort for payment or to proceed directly or at once against any person, including Borrower; ID) to proceed directly against or exhaust any collateral held by Lender from Borrower, any other guarantor, or any other person; (E) to pursue any other remedy within Lender's power; or (F) to commit any act or omission of any kind, at any time, with respect to any matter whatsoever. LENDER'S RIGHTS. Lender may take or omit any and all actions with respect to Lender's Lien without affecting whatsoever any of Lender's rights under this Subordination. In particular, without limitation, Lender may, without notice of any kind to Beneficiary, (A) make one or more additional secured or unsecured loans to Borrower; (B) repeatedly alter, compromise, renew, extend, accelerate, or otherwise change the time for payment or other terms of the Superior Indebtedness or any part of it, including increases and decreases of the rate of interest on the Superior Indebtedness; extensions may be repeated and may be for longer than the original loan term; (Cf take and hold collateral for the payment of the Superior Indebtedness, and exchange, enforce, waive, and release any such collateral, with or without the substitution of new collateral; (D) release,substitute, agree not to sue, or deal with any one or more of Borrower's sureties, endorsers,or guarantors on any terms or manner Lender chooses; (Ef determine how, when and what application of payments and credits, shall be made on the Superior Indebtedness; IF) apply such security and direct the order or manner of sale of the security, as Lender in its discretion may determine; and (G) transfer this Subordination to another party. DEFAULT BY BORROWER. If Borrower becomes insolvent or bankrupt, this Subordination shall remain in full force and effect. MISCELLANEOUS PROVISIONS. The following miscellaneous provisions are a part of this Subordination: Amendments. This Subordination constitutes the entire understanding and agreement of the parties as to the matters set forth in this Subordination. No alteration of or amendment to this Subordination shall be effective unless given in writing and signed by the party or parties sought to be charged or bound by the alteration or amendment. Attorneys' Fees; Expenses. If Lender institutes any suit or action to enforce any of the terms of this Subordination, Lender shall be entitled to recover such sum as the court may adjudge reasonable as attorneys' fees at trial and upon any appeal. Whether or not any court action is involved, and to the extent not prohibited by law, all reasonable expenses Lender incurs that in Lender's opinion are necessary at any time for the protection of its interest or the enforcement of its rights shall become a part of the Indebtedness payable on demand and shall bear interest at the Note rate from the date of the expenditure until repaid. Expenses covered by this paragraph include, without limitation, however subject to any limits under applicable law, Lender's attorneys' fees and Lender's legal expenses, whether or not there is a lawsuit, including attorneys' fees and expenses for bankruptcy proceedings (including efforts to modify or vacate any automatic stay or injunction), appeals, and any anticipated post-judgment collection services, the cost of searching records, obtaining title reports (including foreclosure reports), surveyors' reports, and appraisal fees, title insurance, and fees for the Trustee, to the extent permitted by applicable law. Beneficiary also will pay any court costs, in addition to all other sums provided by law. Authority. The person who signs this Subordination as or on behalf of Beneficiary represents and warrants that he or she has authority to execute this Subordination and to subordinate the Subordinated Indebtedness and the Beneficiary's security interests in Beneficiary's property, if any. Caption Headings. Caption headings in this Subordination are for convenience purposes only and are not to be used to interpret or define the provisions of this Subordination. Governing Law. This Subordination will be governed by federal law applicable to Lender and, to the extent not preempted by federal law, the laws Of the State of California without regard to its conflicts of law provisions. This Subordination has been accepted by Lender in the State of California. Choice of Venue. If there is a lawsuit, Beneficiary agrees upon Lender's request to submit to the jurisdiction of the courts of Riverside County, State of California. Successors. This Subordination shall extend to and bind the respective heirs, personal representatives, successors and assigns of the parties to this Subordination, and the covenants of Beneficiary herein in favor of Lender shall extend to, include, and be enforceable by any transferee or endorsee to whom Lender may transfer any or all of the Superior Indebtedness. No Waiver by Lender. Lender shall not be deemed to have waived any rights under this Subordination unless such waiver is given in writing and signed by Lender. No delay or omission on the part of Lender in exercising any right shall operate as a waiver of such right or any other right. A waiver by Lender of a provision of this Subordination shall not prejudice or constitute a waiver of Lender's right otherwise to demand strict compliance with that provision or any other provision of this Subordination. No prior waiver by SUBORDINATION OF DEED OF TRUST (Continued) Page 3 Lender, nor any course of dealing between Lender and Beneficiary, shag constitute a waiver of any of Lender's rights or of any of Beneficiary's obligations as to any future transactions. Whenever the consent of Lender is required under this Subordination, the granting of such consent by Lender in any instance shall not constitute continuing consent to subsequent instances where such consent is required and in all cases such consent may be granted or withheld in the sole discretion of Lender. NOTICE: THIS SUBORDINATION AGREEMENT CONTAINS A PROVISION WHICH ALLOWS THE PERSON OBLIGATED ON YOUR REAL PROPERTY SECURITY TO OBTAIN A LOAN, A PORTION OF WHICH MAY BE EXPENDED FOR OTHER PURPOSES THAN IMPROVEMENT OF THE LAND. EACH PARTY TO THIS SUBORDINATION ACKNOWLEDGES HAVING READ ALL THE PROVISIONS OF THIS SUBORDINATION,AND EACH PARTY AGREES TO ITS TERMS. THIS SUBORDINATION IS DATED NOVEMBER 1,2014. COUNTERPARTS: THIS SUBORDINATION MAY BE EXECUTED IN COUNTERPARTS,EACH OF WHICH SHALL BE DEEMED TO BE AN ORIGINAL,BUT ALL OF WHICH,TAKEN TOGETHER,SHALL CONSTITUTE ONE AND THE SAME AGREEMENT. BORROWER: SANTIAGO SUNRISE VILLAGE MOBILE HOME PARK CORPORATION,A CALIFORNIA NONPROFIT CORPORATION By: Garry Edmundson,Director/Chief Operating Officer of Santiago Sunrise Village Mobile Home Park Corporation,a California nonprofit corporation BENEFICIARY: THE CITY OF PALM SPRINGS AS SUCCESSOR AGENCY TO THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS,A PUBLIC BODY, CORPORATE AND POLITIC e By: 9 f Attested ---- / I LENDER: THE BANK OF HEMET,A CALIFORNIA CORPORATION AFFFOVc]� BY Mi y i lIN IL By: - �3b1� �o3bbf_ Frank Larreta,Vice President ACKNOWLEDGMENT OF INSTRUMENT (Cal. Civil Code Section 1181) State of California ) County of Riverside ) ss. City of Palm Springs ) On November 17, 2014, before me, JAMES THOMPSON, CITY CLERK, CITY OF PALM SPRINGS, CALIFORNIA, personally appeared DAVID H. READY, who I personally know is the CITY MANAGER of the CITY OF PALM SPRINGS whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his official and authorized capacity on behalf of the City of Palm Springs, a California Charter City. 1 certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. Witness my hand and the official seal of the City of Palm Springs, California, this 17th day of November, 2014. �pALM$A* i2 V N 09•lE0\ a 04 �P Signature: �r — a-' <IFORN IES THOMPSON, CITY CLERK ity of Palm Springs, California Title or Type of Document SUBORDINATION OF DEED OF TRUST Santiago Sunrise Village Mobile Home Park Corporation Bank of Hemet SUBORDINATION OF DEED OF TRUST (Continued) Page 4 CERTIFICATE OF ACKNOWLEDGMENT STATE OF ) ISS COUNTY OF ) On , 20 before me, (here insert name and title of the officerl '' personally appeared Garry Edmundson, who proved to me on the basis of satisfactory evidence to be the persons) whose names) is/are subscribed to the within instrument and acknowledged to me that he/she they executed the same in his/her/their authorized capacitylies), 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. 1 certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WETNESS my hand and official seal. Signature (Seal) CERTIFICATE OF ACKNOWLEDGMENT STATE OF ) )SS COUNTY OF ) On , 20 before me, (here insert name and title of the officer) 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(sl 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) I SUBORDINATION OF DEED OF TRUST (Continued) Page 5 I CERTIFICATE OF ACKNOWLEDGMENT STATE OF I )SS COUNTY OF On , 20 before me, (hare Insert name and title of the officer) personally appeared Frank Larreta, who proved to me on the basis of satisfactory evidence to be the person(s) whose namels) 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(sl acted, executed the instrument. I I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. Wrl-NESS my hand and official seal. Signature (Seal) LaserPro, Ver, 14.4.10.012 Copr. D+H USA Corporation 1997, 2014. All Rights Reserved. - CA L:1CFIILPL\G212.FC TA-2724 PR-40 DOCUMENT TRACKING Page:1 Report; One Document Detail March 29,2010 Condition: Document NumberaO360c, Document# Description Approval Date Expiration Date Closed Date A6360C Mobile Home Park Lease 0710111987 0710112042 Company Name: Santiago Sunrise Village MHP Corp Address: , , Contact: Mr.Simonian Group: COMMUNITY&ECONOMIC Service: Lease Agreement xRef: COMMUNITY&ECONOMIC DEVELOPMENT Ins.Status: EXPIRED-Letter Printed 03/16/2010 Document Tracking Items: Due Completed Tracking Amount Amount Code Item Description Date Date Date Added Paid Converted from Fastrack v6.15 data Original agreement 42443 06/23/1987 amend to lease agr sent to JR for recording 05/08/2003 amend 1 distributed to JR&in f le 02109/2004 cab Responded to insurance Ili,see file 0912812009 kdh sent email to pale-name&address of owner 03/2212010 kdh Per Dale-ok to CLOSE 0312812010 END OF REPORT' Santiago Sunrise Lease AGREEMENT #360C Amend 1 R1203, 12-4-02 (went to councu- TO BE RECORDED AND WHEN as Amend 21 RECORDED RETURN TO: RETURN M CITY CLERK CITY OF PALM SPRINGS BOX 2743 PALM SPRINGS,CA 92263 (Space Above This Line for Recorder's Office Use Only) THIS TRANSACTION IS EXEMPT FROM CALIFORNIA DOCUMENTARY TRANSFER TAX PURSUANT TO SECTION 11929 OF THE CALIFORNIA REVENUE AND TAXATION CODE. THIS DOCUMENT IS EXEMPT FROM RECORDING FEES PURSUANT TO SECTION 27383 OF THE CALIFORNIA GOVERNMENT CODE. FIRST AMENDMENT TO LEASE AGREEMENT THIS FIRST AMENDMENT TO THE LEASE AGREEMENT (this "Amendment") is made as of April,330 , 2003, by and between the COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS, a public body, corporate and politic, the successor-in-interest to the City of Palm Springs ("Landlord"), and SANTIAGO SUNRISE VILLAGE, a California limited partnership, the successor-in-interest to Santiago Corporation, a California corporation ("Tenant"). WITNESSETH: WHEREAS, Landlord is the current landlord and Tenant is the current tenant, under that certain Lease Agreement, dated as of June 29, 1987 (the "Original Lease", and as amended hereby, the "Lease"); WHEREAS, Tenant was assigned it's rights pursuant to an assignment agreement effective January 8, 1990; WHEREAS, pursuant to the Original Lease, Landlord leased to Tenant 38.05 acres of real property described in Exhibit"A" of the Original Lease (the "Premises"); WHEREAS, Tenant subsequently improved a portion of the Premises with a mobile home park for the occupancy and benefit of low and moderate income persons; WHEREAS, Landlord and Tenant wish to modify the Original Lease by reducing the Premises to that area currently improved and by reducing the rent by fifty percent (50%) subject to the terms and conditions set forth herein. NOW, THEREFORE, in consideration of the foregoing recitals, the mutual agreements, covenants and provisions contained in this Amendment, and other good and valuable 1912ov1 -I- consideration, the receipt and sufficiency and validity of which are hereby acknowledged, Landlord and Tenant hereby agree as follows: 1. Definitions. Capitalized tern-is used but not otherwise defined in this Amendment shall have the meanings assigned to such terms in the Lease. 2. Recitals. All of the foregoing recitals are acknowledged by Landlord and Tenant as being true and correct and shall be deemed incorporated by reference herein. 3. Effective Date. The Effective Date of this Amendment shall be January 1, 2003. 4. Reduction in Premises. Exhibit "A" of the Original Lease shall be amended to provide a legal description covering only that portion of the original Premises that currently has improvements. The new Exhibit "A" is attached hereto and incorporated herein by this reference. In executing this Amendment, Tenant hereby releases all of its right, title and interest in the unimproved portion of the original Premises. 5. Rent. Section 3 of the Original Lease is hereby amended to add a new subsection (h)which provides: From the Effective Date the monthly rental amotmt calculated in this section shall be reduced by fifty percent(50%). 6. Full Force and Effect: Conflicts. Except as modified hereby, all the terms and conditions of the Original Lease shall continue in full force and effect. In the event of any conflict or inconsistency between the terms of the Original Lease and this Amendment, the terms and provisions of this Amendment shall govern and control. All references in the Lease to "this Lease" shall be deemed references to the Original Lease as modified by this Amendment. 7. Authority; Counterparts. Each of the individuals executing this Amendment on behalf of Landlord or Tenant represents and warrants that he or she is duly authorized to execute and deliver this Amendment on behalf of said party, and that this Amendment is binding upon said party in accordance with its terms. This Amendment may be executed in any number of identical counterparts, each of which shall be deemed an original, and all of which together shall be deemed to be one and the same instrument when each party has signed one such counterpart. 8. Governing Law. This Amendment shall be interpreted under and be governed by the laws of the State of California, without giving effect to any conflicts of law provisions. [Signatures on Next Page] 191200 -2- IN WITNESS THEREOF, Landlord and Tenant have executed this Amendment as of the day and the year first herein above written. Santiago Communities, Inc. General Partner of Santiago4�$Ufitise COMMUNITY REDEVELOPMENT AGENCY SANTIAGO SUNRISE VILLAGE, a Village-`, OF THE CITY OF PALM SPRINGS, California limited partnership a public body, corporate and politic BY �� � t �g William G. Kleindienst General Partner Chairman Notice Address: Notice Address: 3200 East Tahquitz Canyon Way Palm Springs, California 92262 T: Asst. ecretary ✓ ,���� APPROVED AS TOFORM: f1/ un�/ < gzd n J Name: David J. Aleshire, Esq. Title: Agency Counsel APPROVED BY THE WWAliMTY RLMV9'. ,NQEN,_-Y BY RE& NO. /;z 191zovl -3- EXHIBIT "A" LOT 1 OF TRACT NO. 17642-1 IN THE CITY OF PALM SPRINGS, COUNTY OF RIVERSIDE, CALIFORNIA, AS PER MAP ON FILE IN BOOK 122 PAGES 88, 89 AND 90 OF MAPS, IN THE OFFICE OF THE RECORDER OF SAID COUNTY, TOGETHER WITH PARCEL 2 AS SHOWN DESCRIBED IN DOCUMENT RECORDED APRIL 25, 1996 AS INSTRUMENT NO. 148930, RECORDS OF SAID COUNTY. EXCEPT THE NORTHERLY 731.00 FEET OF SAID LOT 1 AND EXCEPT THE NORTHERLY 731 FEET OF SAID PARCEL 2 OF INSTRUMENT NO. 148930. 19120vi A-1 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT State of California l olcal IlLJ } ss. 61 County of /, /� I � JJ/� L ,fI On LIC� , before me, ldarir� Pd pn(11l'l, (oil an"4 V(CI�, Data Name and Title of fina,(e.gr.,"Jane Doe,Notafy Public'') personally appeared Name(s)of Signer(s) KLpersonally known to me ❑ proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is are LAURIE R. CHAPLIN subscribed to the within instrument and ' CambSIM#1269245 acknowledged to me thatQshefthey executed Nallay�C� his the same in authorized p�,C yn h.00� I capacity(ies), and that by is !4&01iair signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. T I SS my hand and official seal. Place Notary Seal Above Signalure of Notary Pu lic OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Docurpent L n Title or Type of Docuument:: �Fl Alou/��OYI)wit-lb koakit KUII(�Q�Q a Document Date: !'ll n( 3 Number of Pages: YY 1 Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer Signer's Name: ❑ Individual Top of thumb here ❑ Corporate Officer—Title(s): ❑ Partner—❑ Limited ❑ General ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing: 1 ©1999 National Nola,Arsrddlydo-9350 Do Soto Ave.,P.O.Box 2402•Cltelsworlh,CA913132402-,...11onalnolaryom Prod No.5907 V Reorder Call Toll-Free 1-800-8766827 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT State of California County of Riverside On� P '��� before me, —Elaine L. Wedekind, Notary Public iDate Name and The of Officer(e.g„'Jane Doe,Notary Publle) personally appeared William G. Kleindienst and Patricia A. Sanders Names)of Signer(s) Upersonally known to me-0Ft-M proved torne un Illu bUSIG of satislactility evidence to be the person(s) whose name(s)Ware subscribed to the within instrument and acknowledged to me that FIAW/they executed the same in liiSglilt/their authorized capacity(ies),and that by kiJfMtheir signature(s)on the instrument the person(s), EWNE L.WEDEKIND or the entity upon behalf of which the person(s) acted, _ Commiubh#1399616 executed the instrument. Notary Public-CaNlamla Riverside County My Comm.4xplres Feb 8.2D WO77 WITNESS my hand and official seal. Signature of Notary Public ,�— OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document: Document Date: Number of Pages: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: Signer's Name: ❑ Individual ❑ Individual ❑ Corporate Officer ❑ Corporate Officer Title(s): Title(s): ❑ Partner—❑ Limited ❑ General ❑ Partner—❑ Limited ❑ General ❑ Attorney-in-Fact ❑ Attorney-in-Fact ❑ Trustee ❑ Trustee ❑ Guardian or Conservator ❑ Guardian or Conservator ❑ Other: Top of thumb here ❑ Other: Top of thumb here Signer Is Representing: Signer Is Representing: m 1994 National Notary Association•6236 Remmet Ave.,P.O.Box 7184-Canoga Park,CA 91309-7184 Rod.No 5907 Reorder:Call Toll-Flee 1-360-876-6827 • DOC 12/07/1999 08:000 Fee:NC Page 1 of 9 Recorded in Official Records County of Riverside Gary L. Orso Assessor, County Clerk 8 Recorder RECORDING REQUESTED BY: HE I�11111111��i 111 � 11�CITY OF PALM SPRINGS � AND WHEN RECORDED MAIL TO: City of Palm Springs M S U PAGE SIZE DA PCOR NOME SMF MISC 3200 E. Tahquitz Canyon Way Palm Springs, CA 92263 Attn: City Clerk ✓ f q R LONG REFUND NGHG �EXgM C� SPACE A90VE FOR RECORDCR ONLY d� Frost A n ndment to Lence Agreement N 4Y4�/Seen id A Wend vent to 0360C Title of Document THIIS AR E A FO USE ONLY THIS PAGE ADDED TO PROVIDE ADEQUATE SPACE FOR RECORDING INFORMATION G.\RECORDER`,RECORD R6Q Santiago Sunrise Village 1st Amend to Lease - Sec 35 Agr 2443 AGREEMENT #360C (A3617) R1089, 11-23-99 FIRST AMENDMENT TO LEASE AGREEMENT Nam,. z 3Lir THIS FIRST AMENDMENT TO LEASE AGREEMENT NO. 4Z ("Amendment") is entered into this ,, day of ��u��.ey✓��c-. 1999 ("Effective Date") by and between the COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS, CALIFORNIA, a public body, corporate and politic ("Lessor"), and SANTIAGO SUNRISE VILLAGE, a California limited partnership ("Lessee"). RECITALS A. The City of Palm Springs, a municipal corporation ("City"), and Santiago Corporation, a California corporation ("Santiago"), entered into that certain Lease Agreement No. 2443 dated .June 29, 1987 and recorded on June 30, 1987 as Instrument No. 185905 in the Official Records of the Riverside County Recorder ("Original Lease") pursuant to which City leased to Santiago certain real property more particularly described therein upon the terms and conditions set forth therein. B. Subsequent to the execution of the Original Lease, (i) City transferred the real property subject to the Lease and assigned the Lease to Lessor; and (ii) Santiago assigned its interest under the Original Lease to Lessee and Lessee assumed all of Santiago's duties and obligations under the Original Lease. C. Lessor and Lessee wish to amend the terms of the Original Lease as more particularly set forth herein. The Original Lease, as amended by this Amendment, shall hereinafter be referred to as the "Lease". D. Lessor and Lessee wish to clarify, pursuant to the terms of this Amendment, the parties' rights with respect to a certain portion of Lessor's real property referred to as Parcel 2 herein, which Lessee has used in connection with its operations upon the Premises, although such Parcel 2 was not included as part of the Premises under the Original Lease. E. Lessor and Lessee wish to settle Lessee's obligation to pay certain development fees under the Original Lease, pursuant to the terms of this Amendment. F. Any capitalized terms not defined herein shall have the meanings ascribed to them in the Original Lease. NOW, THEREFORE, the parties hereto agree as follows: 1. Parcel 2. The parties acknowledge and agree to the following terms regarding an approximate one and sixty-eight hundredths (1.68) acre parcel of real property, located immediately adjacent to the Premises, and specifically described as "Parcel 2" on Exhibit "A" attached hereto and incorporated herein by reference and depicted on Exhibit "B" ("Parcel 2"). The parties acknowledge that before the date of this Amendment, Lessee paid certain taxes upon Parcel 2 while Lessee used such Parcel 2 in conjunction with its operations upon the Premises. FS1\393\019089-0003\33335 3 a11/17/95 I IIII IIIIII III III IIIIIIII II II IIIII II III 1210 ll ai 8 GOA £ Lessor and Lessee acknowledge that Lessee's use of Parcel 2 was pursuant to specific consent from Lessor for the limited time while Lessee paid property taxes thereon. From and after the date of this Amendment, Lessee shall no longer be entitled to use any portion of Parcel 2, without the specific written consent of Lessor. Lessor agrees to waive any right to rental payments in connection with Lessee's prior use of Parcel 2, and Lessee agrees to waive any right to reimbursement or compensation for payment of any taxes upon Parcel 2 during Lessee's prior use of Parcel 2, as more specifically set forth under Section 3 of this Amendment. 2. Payment of Past Due Fees. Pursuant to Section 28 of the Original Lease, Lessee agreed to pay the City for certain deferred development fees plus interest. Lessor and Lessee hereby acknowledge that Lessee owes the City the sum of SIXTY-FOUR THOUSAND SIX HUNDRED SEVEN AND 00/100 DOLLARS ($64,607.72) ("Fees") plus accrued interest ("Accrued Interest"). Concurrently with the execution of this Amendment, Lessee shall pay the City in funds satisfactory to the City, the Fees. Provided Lessee complies with the terms of this Amendment, Lessee shall not be required to pay to City or Lessor anN portion of the Accrued Interest. 3. Release of Claims. Prior to the execution of this Amendment, Lessee has made certain claims against Lessor for the costs expended by Lessee to maintain certain real property, which, prior to the date of this Amendment, the parties had contemplated to be added to the Premises and alleged damages suffered to the fence and certain trees on the Premises by Lessor or its agents (collectively, "Claims"). In consideration for the City waiving its right to collect the Accrued Interest pursuant to Section 2 above, Lessee hereby waives, releases, remises, acquits and forever discharges Lessor, City and their respective officers, employees, and agents of and from any and all actions, suits, legal or administrative orders or proceedings, demands, actual damages, punitive damages, losses, costs, liabilities and expenses, which concern or in any way relate to any of the Claims. Lessee further waives, releases, remises, acquits and forever discharges Lessor, City and their respective officers, employees, and agents of and from any and all actions, suits, legal or administrative orders or proceedings, demands, actual damages, punitive damages, losses, costs, liabilities and expenses, which concern or in any way relate to any payment by Lessee of taxes of any kind upon the real property referred to as "Parcel No. 2" as specifically described on Exhibit "A" and depicted on Exhibit "B" before the Effective Date of this Amendment. 4. Interest on Late Payments; Late Charge. The following shall be added as subsections 3(g) and (h) of the Lease: "(h) Any sum to be paid pursuant to the terms of this Lease not paid within thirty (30) days of the date due shall bear interest from and after the due date until paid at a rate equal to three percent (3%) over the reference rate being charged by Bank of America, N.A. from time to time during such period so long as the rate does not exceed the maximum non-usurious rate permitted by law in which case interest shall be at the maximum non-usurious rate allowed by law at the time the sum became due. "(i) Lessee hereby acknowledges that late payment by Lessee to Lessor of rental or other sums due hereunder will cause Lessor to incur costs not contemplated by this 383/014084-0003/33335.5 -2- 1999 I11111111111111111111111111111111111111111111111II� II 1z ,95oa37s�aaa of s Lease, the exact amount of which is extremely difficult to ascertain. Such costs include, but are not limited to, processing and accounting charges. Accordingly, any payment of any sum to be paid by Lessee not paid within ten (10) days of its due date shall be subject to a five percent (5%) late charge. Lessor and Lessee agree that this late charge represents a reasonable estimate of such costs and expenses and is fair compensation to Lessor for its loss suffered by such late payment by Lessee." 5. Assignment and Subletting. Subsection 22(a) of the Lease shall be deleted in its entirety and replaced by the following: "(a) The privileges contained herein are exclusive. Lessee agrees that it will not assign this Lease or sublet the Premises or any portion thereof (except to space tenants in the mobilehome park) without the express prior written consent of Lessor, which consent shall not be unreasonably withheld. Any purported assignment or subletting without the consent of Lessor shall be void. Lessor shall be the sole judge as to the reliability, capability, character and desirability of prospective lessees or sublessees." 6. Full Force and Effect. Except as set forth herein, the terms and provisions of the Original Lease shall remain in full force and effect. 383/014084-0003/33335.5 11111 IIIN 11111111111 II 111111111111 III 1111111111111 "0qa� of 909 3��a�a IN WITNESS WHEREOF, this First Amendment to Lease Agree=ll vas executed as of the dare first written above. COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS, a public body, corporate and politic ATTEST: l� Assistant Secretary Executive Director REVIEN4'ED AND APPROVED �fUf-,[tQr`,EL L V u'Cv �lbJf�i�A6�991''T GI 9� 90 RUTAN & TUCKER �} J 0 CC' By: AXmCCOUnsel SANTIAGO SUNRISE VILLAGE, a California limited partnership, by Santia o Ma [r^agment Co., Ine•, General Partner 1 APPROVED BY Tht QTv G_QU,4CIL �I Richard Sfmonian, Presi t By, � �-- Shonrelle Simoni Secretary (Carporar ons require n�o 31z=T :3; our tram each of the follawmg: 1. Chmm=of Hoard, Prrsideat,any Viet Prrspdcnr;AND 2 Secrerary, Assis[an: Secretary, Treasurer. Assiswn[Treasurer,or cluet Fwanutal Officer.) [END OF SIGNATURES) sxvuia4�.aw313ss,s s -4- laaa S „752 IIIIII HIM 111111111111111111111111E$111 El 11 12 L715999 GOA CALIFORNIA ALL-PURPO11 ACKNOWLEDGMENT State of 0(a ll County of K l Ue V i tdu On /1)-(-CH before me, ���kl'IU � F�C �7ll Dale Name a�tle of ORlcer(e.g.,'Jane Doe,Notary Public") personally appeared �U- f C&a-) P Q�� "'� (i C�' L�Cd��C111 �Wotk-j Name(s)of Signers) ❑personally known to me-OR-¢.proved to me on the basis of satisfactory evidence to be the persons) 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, >2R executed the instrument. ��s `G, f df t)i-7Fl,drsCCr`rti'e, �y J My=6yam.€. p.Jjr, 2-',,',F WITNESS my hand and official seal. �Signatura of Notary Public OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document: Document Date: Number of Pages: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: Signer's Name: ❑ Individual ❑ Individual ❑ Corporate Officer ❑ Corporate Officer Title(s): Title(s): ❑ Partner—❑ Limited ❑ General ❑ Partner—❑ Limited ❑ General ❑ Attorney-in-Fact ❑ Attorney-in-Fact ❑ Trustee ❑ Trustee ❑ Guardian or Conservator ❑ Guardian or Conservator ❑ Other: Top of numb here ❑ Other: Top of thumb here Signer Is Representing: Signer Is Representing: 1 III III 11111 III II 12. 73�of 9���r,R 0 1994 National Notary Association•8236 Remmot Ave,P.O.Box 7194•Canoga Park,CA 91309-7184 Prod.No.5907 Reenter:Call Toll-Free 1-800-876-6827 State of CALIFORNIA County of ORANGE On December 1, 1999, before me, Laurie R. Hehn, Notary Public, personally appeared Richard Simonian and Shontele Simonian, personally known to me or provided to me on the basis of satisfactory evidence to be the person(s) whose name(s) are subscribed to the within instrument and acknowledged to me that they executed same in their capacity(ies), and that by their signature(s) on the instrument the person(s) or the entity upon behalf of which the person(s) acted, executed this instrument. WITNESS my hand and official seal. NOT r..Cfil-OTY lU ` IIIIIIII Al 11111111 III III 12 07/ 9£98G©R File No. R-92-034 EXHIBIT "A" LEGAL DESCRIPTION OF THE PREMISES PARCEL 1: All of Lot 1 of that Map entitled "Tract No. 17642-1 being a subdivision of a portion of the southeast quarter of Section 35, Township 3 South, Range 4 East, San Bernardino Meridian, also shown on Record of Survey Map Book 65 at page 33, official records of Riverside County, State of California" filed on the 18th day of November 1981 in Map Book 122 at Pages 88 through 90, official Records of Riverside County, California. (APN 669-5W-part of 001) PARCEL 2: Being a part of Lot C of that Map entitled "Tract No. 17642-1 being a subdivision of a portion of the southeast quarter of Section 35, Township 3 South, Range 4 East, San Bernardino Meridian, also shown on Record of Survey Map Book 65 at page 33, official records of Riverside County, State of California" filed on the 18th day of November 1981 in Map Book 122 at Pages 88 through 90, official Records of Riverside County, California and more particularly described as follows: Beginning at the southwest corner of Lot C; Thence northerly along the west line of said Lot C N 00' 15' 14" E 1,467.00 feet; Thence S 89' 46' 28" E 50 feet to the northwest corner of Lot 1 of said Tract No. 17642-1; Thence southerly along the line between said Lot C and Lot 1 of Tract No. 17642-1, S 000 15' 14" W 1,467.00 feet to the southwest comer of said Lot 1, said corner being also the southeast corner of said Lot C; Thence westerly along the south line of said Lot C N 890 46' 28" W 50 feet to the point of beginning. (APN 669-5W-part of 001) EXHIBIT "A" TO FIRST AMENDMENT 111111111 IN 12/Wq 89£98 60A EXHIBIT "B" `' T • DEPICTION OF THE PREMIS• 669-33 669 -50 POR.SE. 114 SEC.35, T3 S. R. 4 E. l�J r a+�rc era- sa a r— - 6 .PO A- S R. 9 � �. ��:•na 14 2/ Z _ O.HI�W��+,r� .ikt.F N oiskrrti� 3 Ia z296Ae. 20.33Ae.M. 4orz • ®IX 9 4.1 /.9TAc Y M 36.L2 v ub'ect �tb•'L.Bo ppg / AR EL ttZtl PoR. / /z-48 POR./ v N (4 EX. (9 EX Q 33 a 0ate4 ` °�'t .Subject x a v O PARCEL Willi K 6° 4 ;,o e R.P.T /© o^f ¢n 6/Ac t m m o.zJmnr Jl.TJ/rS fo 3 x .POR. ! b Je.oJienr. ��: ie EX i I z 51 q 3`5 Az•d�r 3 Y o it o.uonr O.SIG ,o w � oare co No ne J-az • Ito-, ,.ems=i�Dze-w zoe - . .� J-ez /z Pet.it zi,t T I v./. S.41V RAFAEL DRIVE " "•" r' 50/ M.B.I22/BB-90 rrac! No. I7642--/ MB. 235/84-95 rrcct No. 26943-/ EXHIBIT "B" TO FIRST AMENDMENT 1st Amend - Sec 35-Land Sale Purchase-Assign of Leases (Santiago A2443) AGREEMENT #360C (A3617) R1002, 4-3-96 FIRST AMENDMENT TO PURCHASE AND SALE AND ASSIGNMENT OF LEASE AGREEMENT THIS FIRST AMENDMENT TO PURCHASE AND SALE AND ASSIGNMENT OF LEASE AGREEMENT ( "Amendment" ) is entered into this 3 L day of 1996 by and between the CITY OF PALM SPRINGS, a municipal corporation ( "City" ) , and the COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS, CALIFORNIA, a public body, corporate and politic ( "Agency" ) . R E C I T A L S A. Agency and City entered into that certain Purchase and Sale and Assignment of Lease Agreement dated November 15, 1995 ( "Original Agreement" ) , pursuant to which City was to convey to the Agency a thirty-nine and 73/100 (39 . 73) acre parcel of real property. B. The legal description for said real property attached as Exhibit No. 1 to the Original Agreement inaccurately described only a portion of the real property that was to be conveyed. Said legal description only constituted thirty-eight and 05/100 (38 . 05) acres of the property to be conveyed, which is the legal description of the property subject to the Lease (as defined in the Original Agreement) . C. The City previously executed, acknowledged that certain Grant Deed dated December 1, 1995 and recorded December 14 , 1995 as Instrument No. 414164 in the Official Records of the Riverside County Recorder conveying said 38 . 05 acre parcel to Agency ( "Original Grant Deed" ) . D. The parties desire to amend the Original Agreement to correct the legal description of the property to be conveyed. E. The Original Agreement, as amended by this Amendment, shall hereinafter be referred to as the "Agreement" . Any capitalized terms not defined herein shall have the meanings ascribed to them in the Original Agreement. NOW, THEREFORE, the parties hereto agree as follows : 1 . Legal Description. The legal description of the Property attached as Exhibit No. 1 to the Original Agreement is deleted in its entirety and replaced with the legal description attached hereto as Exhibit No. 1 and incorporated herein by reference. 2 . Grant Deed. Concurrently with the execution of this Amendment, City and Agency shall execute, acknowledge and cause to be recorded the Grant Deed attached hereto as Exhibit No. 2 and incorporated herein by reference conveying to the Agency the portion of the Property not described in the Original Grant Deed. FS2\383\014084-0012\2189952.1 03/26/96 3 . Full Force and Effect. Except as modified by the terms of this Amendment, the Original Agreement shall remain unmodified and in full force and effect . IN WITNESS WHEREOF, this First Amendment to Purchase and Sale and Assignment of Lease Agreement was entered into as of the date first above written. ATTEST: CITY _qF--P SPRI a municipal cor bon By: Qity Clerk City Maiyager APPROVED AS TO FORM: �.��-.�.����j` yr!✓��p� .0��1/�lf City A't/torney ''City" ATTEST: COMMUNITY REDEVELOPMENT AGENCY OF THE CIS - GS, CALIFORNIA, a pu lic body, corpo and politic By: Alsistant Secretary Executi e Direct APPROVED AS TO FORM: Agency CbAnsel "Agency'' JL A w 300C. En (mil3Gd�1 P521383\014084-0012\2189952.1 a03/26/96 -2- EXHIBIT NO. 1 LEGAL DESCRIPTION OF THE PROPERTY The real property located in the City of Palm Springs, County of Riverside, State of California described as follows: PARCEr_1: All of Lot 1 of that Map entitled "Tract No. 17642-1 being a subdivision of a portion of the southeast quarter of Section 35,Township 3 South, Range 4 East, San Bernardino Meridian, also shown on Record of Survey Map Book 65 at page 33, official records of Riverside County, State of California" filed on the 18th day of November 1981 in Map Book 122 at Pages 88 through 90, official records of Riverside County, California, containing 38.05 acres more or less, (APN 669-500-part of 001) PARCEL 2; Being a part of Lot C of that Map entitled "Tract No. 17642-1 being a subdivision of a portion of the southeast quarter of Section 35, Township 3 South, Range 4 East, San Bernardino Meridian, also shown on Record of Survey blap Book 65 at page 33, official records of Riverside County, State of California" filed on the 18th day of November 1981 in Map Book 122 at Pages 88 through 90, official Records of Riverside County, California and more particularly described as follows: Beginning at the southwest corner of Lot C; Thence northerly along the weSt line of said Lot C N 00' 15' 14" E 1,467.00 feet; Thence S 89' 46' 28" U 50 feet to tha northwest corner of Lot 1 of said Tract No. 17642-1; Thence southerly along the line between said Lot C and Lot 1 of Tract No. 17642-1, S 006 15' 141, W 1,467.00 feet to the southwest comer of said Lot 1, said corner being also the southeast corner of said Lot C, Thence westerly along the south line of said Lot C N 890 46' 28" W 50 feet to the point of beginning, containing 1.68 acres more or less. (APN 669-500-part of 001) EXHIBIT NO. 1 TO FIRST AMENDMENT FS2\383\014084-0012\2189952.1 n03/22/96 EXHIBIT NO. 2 RECORDED AT THE REQUEST OF AND WHEN RECORDED RETURN TO: Community Redevelopment Agency of the City of Palm Springs P.O. Box 2743 3200 E. Tahquitz Canyon Way Palm Springs, California 92263 Attn: Executive Director [SPACE ABOVE THIS LINE FOR RECORDER'S USE] [THIS DOCUMENT EXEMPT FROM PAYMENT OF A RECORDING FEE PURSUANT TO GOV. C. 561031 [UNDERSIGNED GRANTOR DECLARES: THIS TRANSACTION IS EXEMPT FROM PAYMENT OF DOCUMENTARY TRANSFER TAX PURSUANT TO REV. & TAX. C. §119221 GRANT DEED FOR A VALUABLE CONSIDERATION, the receipt and sufficiency of which is hereby acknowledged: THE CITY OF PALM SPRINGS, a municipal corporation ( "Grantor" ) , hereby grants to the COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS, CALIFORNIA, a public body, corporate and politic ( "Grantee" ) , the real property described in Exhibit "All attached hereto and incorporated herein, subject to the existing easements, restrictions, and covenants of record described there. [END - SIGNATURE PAGE FOLLOWS] EXHIBIT NO. 2 TO FIRST AMENDMENT PAGE 1 OF 3 PAGES FS2\383\014084-0012\2189952.1 .03/22/96 • "GRANTOR" CITY OF PALM SPRINGS, a municipal corporation By: City Manager ATTEST: City Clerk APPROVED AS TO FORM: City Atr_bziiey "GRANTEE" COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS, CALIFORNIA, a public body, corporate and politic By: Chairman ATTEST: Agency Secretary APPROVED AS TO FORM: Agency-Qounsel EXHIBIT NO. 2 TO FIRST AMENDMENT PAGE 2 OF 3 PAGES PS2\383\014084-0012\2189952.1 .03/22/96 STATE OF CALIFORNIA ) ss . COUNTY OF RIVERSIDE ) On before me, personally appeared personally known to me (or proved to me on the basis of satisfac- tory evidence) to be the person (s) whose names) 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, personally appeared personally known to me (or proved to me on the basis of satisfac- tory evidence) to be the person (s) whose names) 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 NO. 2 TO FIRST AMENDMENT PAGE 3 OF 3 PAGES FS2\383\014084-0012\2189952.1 a03122I96 EXHIBIT "A" LEGAL DESCRIPTION OF PROPERTY PARCEL 2; Being a part of Lot C of that Map entitled "Tract No. 17642-1 being a subdivision of a portion of the southeast quarter of Section 35, Township 3 South, Range 4 East, San Bernardino Meridian, also shown on Record of Survey Map Book 65 at page 33, official records of Riverside County, Statc of California" filed on the 18th day of November 1981 in Map Book 122 at pages 88 through 90, official Records of Riverside County, California and more particularly described as follows: Beginning at the southwest corner of Lot C; Thence northerly along the west line of said Lot C N 00' 15' 14" E 1,467.00 feet; Thence S 89' 46' 28" E 50 feet to the northwest corner of Lot 1 of said Tract No. 17642-1; Thence southerly along the line between said Lot C and Lot 1 of Tract No. 17642-1, S 00' 15' 14" W 1,467.00 feet to the southwest comer of said Lot 1, said corner being also the southeast corner of said Lot C; Thence westerly along the south line of said Lot C N 890 46' 28" W 50 feet to the point of beginning, containing 1,68 acres more or less. (APN 669-500-part of 001) EXHIBIT "A" TO GRANT DEED FS214711014084-0012Q188294.1 .03/13/96 Sec 35-Land Sale & Reimburse Assign of Leases; Purchase, Sale & Assign (Santiago (A244 AGREEMENT #360C (A3617) PURCHASE AND SALE AND ASSIGNMENT OF LEASE R990, 11-15-95 _ THIS PURCHASE AND SALE AND ASSIGNMENT OF LEASE AGREEMENT ( "Agreement") is entered into this / =; day of 6 'L , 1995 ( "Effective Date") , by and between the CITY OF PALM SPRINGS, a municipal corporation ( "Seller") , and COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS, a public body, corporate and politic ( "Buyer" ) . All exhibits and attachments are incorporated herein by this reference. R E C I T A L S A. Seller is the owner in fee of certain real property commonly known as the Sunrise Mobile Home Park, consisting of approximately 39 . 73 acres, which real property is more particularly described in the legal description attached hereto as Exhibit No. 1 and as shown on the site map attached hereto as Exhibit No. 2 (the "Property" ) . B. The Property is subject to a ground lease between Seller and Santiago Corporation ( "Lessee") for the operation of a mobile home park by Lessee. C. The Lease requires that occupancy be restricted to persons and families of low and moderate income. D. Buyer, pursuant to Health and Safety Code Section 33334 .2 , is authorized to expend funds in its Low and Moderate Income Housing Fund ( "Housing Funds") for purchase of real property for affordable housing provided that such property is restricted for use by persons and families of low and moderate income for the longest feasible time in accordance with the provisions of Health and Safety Code Section 33334 .3 . E. The fair market value of the Property, as undeveloped land, has been determined by appraisal to be One Million Five Hundred Ten Thousand Dollars ($1, 510 , 000) . F. Seller and Buyer desire to enter into this Agreement to provide the Buyer' s acquisition of the Property from Seller, using Housing Funds, for a purchase price of One Million Five Hundred Ten Thousand Dollars ($1, 510, 000) , and assignment by Seller to Buyer of the existing lease between Seller and Santiago Corporation. A G R E E M E N T NOW, THEREFORE, in consideration of the foregoing Recitals and for good and valuable consideration, the sufficiency and receipt of which are hereby acknowledged, the parties hereto agree as follows : FS2\\394\014084-0012\2169681.1 all/16/95 1 . Purchase and Sale; Purchase Price; Grant Deed. Seller agrees to sell to Buyer, and Buyer agrees to buy from Seller, the Property on the terms and conditions set forth herein. Buyer hereby agrees to buy the Property from Seller for the Purchase Price of One Million Five Hundred Ten Thousand Dollars ($1, 510, 000) . Conveyance of the Property from Seller to Buyer shall be by Grant Deed in the form attached hereto as Exhibit No. 3 . 2 . Condition of Title. Buyer, at is option, shall have the right to obtain, at its cost, a preliminary title report for the Property and to approve all title exceptions prior to conveyance of the Property. If any title exceptions are unacceptable to Buyer, Buyer shall have the right to terminate this Agreement without liability. 3 . Title Insurance. Buyer, at its option and at its cost, may obtain title insurance showing title to the Property vested in Buyer. 4 . Property Condition. Seller is selling the Property to Buyer, and Buyer is buying the Property from Seller, in "AS IS" condition with no representation or warranty with respect to the physical or environmental condition of the Property, including without limitation, with respect to geologic, seismic, soils, or toxic matters . 5 . Assignment of Leases . Seller hereby represents and warrants that the only existing lease on the Property is with Santiago Corporation (Agreement No. 2443 , dated June 29 , 1987) for the operation of a mobile home park on the Property. As a condition to Buyer' s acquisition, Seller shall assign said lease to Buyer by An Assignment of Leases, duly executed by Seller, in the form attached hereto as Exhibit No. 4, by which Assignment Seller assigned to Buyer all of Seller' s right, title, and interest in and to said lease. 6 . Nonforeign Status . Seller hereby represents and warrants that it is not a person or entity defined as a "foreign person" under the Internal Revenue Code and regulations promulgated thereunder. Seller shall execute a certification of nonforeign status if necessary. 7 . Costs of Sale. All costs of sale shall be borne by Buyer. 8 . Nonrecourse Obligation. No officer, official, member, employee, agent, or representative or Agency or City shall be liable for any amounts due hereunder, and no judgment or execution thereon entered in any action herein shall be personally enforced against any such officer, official, member, employee, agent, or representative. 9 . Severability. Each provision of this Agreement shall be severable from the whole. If any provision of this Agreement shall FS2\394\014084-0012\2169681.1 a11/16/95 -2- be found contrary to law, the remainder of this Agreement shall remain in full force and effect. 10 . Entire Agreement . This Agreement shall constitute the entire agreement of the parties hereto. This Agreement may be amended or modified by an agreement in writing signed by the authorized representatives of the parties, after any and all required actions by the parties' respective governing boards . 11. Authorization. By official action of the City Council of the City of Palm Springs and the board of the Community Redevelopment Agency of the City of Palm Springs, Seller and Buyer, respectively, has authorized the entering into this Agreement by such party and the signing of this Agreement by the City Manager on behalf of Seller, and by the Agency Executive Director on behalf of Buyer. [end - signature page follows] FS2\394\014084-0012\2169681.1 a11/16/95 -3- • IN WITNESS WHEREOF the parties hereto have entered into this Agreement as of the Effective Date. "SELLER" CIT OF PALM SPR By: C' y Manag ATTEST: ty Clerk APPROVED AS TO FORM: City Attorney "BUYER" COMMUN EDEVELOP N AGENCY BOFT�3 CITY OF PAL S Y. \\ Exec ive Dire ' tor ATTEST: CD --Agdn_c#- Secretary Cs APPROVED AS TO FORM: Agency�Cb�unsel F32\394\014084-0012\2169681.1 all/16/95 -4- EXHIBIT NO. 1 LEGAL DESCRIPTION OF PROPERTY All of Lot 1 of that Map entitled "Tract No. 17642-1 being a subdivision of a portion of the Southeast Quarter of Section 35, Township 3 South, Range 4 East, San Bernardino Meridian, also shown on Record of Survey Map Hook 65 at page 33 , official records of Riverside County, State of California " filed on the 18th day of November 1981 in Map Book 122 at Pages 88 through 90, official Records of Riverside County, California. [APN 669-500-0011 F52\394\014084-0012\2169681.1 a11116/95 [EXHIBIT NO. 1 - PAGE 1 OF 11 EXHIBIT NO. 2 SITE MAP [TO .BE INSERTED] P52\394\014084-0012\2169681.1 n11/16/95 [EXHIBIT NO. 2 - SITE MAP - PAGE 1 OF 11 EXHIBIT NO. 3 GRANT DEED RECORDED AT THE REQUEST OF AND WHEN RECORDED RETURN TO: Community Redevelopment Agency of the City of Palm Springs P.O. Box 2743 3200 E. Tahquitz Canyon Way Palm Springs, California 92263 Attn: Executive Director [SPACE ABOVE THIS LINE FOR RECORDER'S USE] [THIS DOCUMENT EXEMPT FROM PAYMENT OF A RECORDING FEE PURSUANT TO GOV. C. 561031 [UNDERSIGNED GRANTOR DECLARES: THIS TRANSACTION IS EXEMPT FROM PAYMENT OF DOCUMENTARY TRANSFER TAX PURSUANT TO REV. & TAX. C. 5119221 GRANT DEED FOR A VALUABLE CONSIDERATION, the receipt and sufficiency of which is hereby acknowledged: THE CITY OF PALM SPRINGS, a municipal corporation ( "Grantor" ) , hereby grants to THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS, a public body, corporate and politic ( "Grantee") , the real property described in Exhibit "A" attached hereto and incorporated herein, subject to the existing easements, restrictions, and covenants of record described there. (END - SIGNATURE PAGE FOLLOWS] FS2\394\0140E4-0012\2169681.1 all/16195 [EXHIBIT NO. 3 - GRANT DEED - PAGE 1 OF 41 "GRANTOR" CITY OF PALM SPRINGS By: Its : ATTEST: City Clerk APPROVED AS TO FORM: City Attorney "GRANTEE" COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS By: Its : ATTEST: Agency Secretary APPROVED AS TO FORM: Agency Counsel FS2\3941014084-0012\2169681.1 "11/16/95 [EXHIBIT NO. 3 - GRANT DEED - PAGE 2 OF 41 STATE OF CALIFORNIA ) ss . COUNTY OF RIVERSIDE ) On before me, personally appeared personally known to me (or proved to me on the basis of satisfac- tory 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, personally appeared personally known to me (or proved to me on the basis of satisfac- tory 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] FS2\394\014084-0012\2169681.1 M116195 [EXHIBIT NO. 3 - GRANT DEED - PAGE 3 OF 41 EXHIBIT "A" DESCRIPTION OF PROPERTY All of Lot 1 of that Map entitled "Tract No. 17642-1 being a subdivision of a portion of the Southeast Quarter of Section 35, Township 3 South, Range 4 East, San Bernardino Meridian, also shown on Record of Survey Map Book 65 at page 33 , official records of Riverside County, State of California" filed on the 18th day of November 1981 in Map Book 122 at Pages 88 through 90, official Records of Riverside County, California. [APN 669-500-001] PS2\394\014084-0012\2169681.1 all/16/95 [EXHIBIT NO. 3 - GRANT DEED - PAGE 4 OF 41 EXHIBIT NO. 4 ASSIGNMENT OF LEASES This assignment is made this day of 1995, from CITY OF PALM SPRINGS ( "Assignor") to COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS ( "Assignee") . 1 . Assignor, as Lessor, has executed a lease entitled "Lease Agreement" with Santiago Corporation (Agreement #2443 , dated June 29 , 1987) (the "Lease") , for the real property described Exhibit No. 1 to that certain Purchase and Sale and Assignment of Lease Agreement ( "Agreement" ) by and between Assignor and Assignee, dated the day of , 1995 . 2 . Assignor, as a condition of the conveyance described in said Agreement, has agreed to assign the Lease to Assignee. 3 . For value received, Assignor hereby assigns and transfers to Assignee all of Assignor' s right, title, and interest in and to the Lease; provided, however, that if Assignor and Assignee fail to complete the sale of the Property as set forth in the Agreement, Assignor shall remain liable and responsible for all of Assignor' s rights, title, and interest in and to the Lease. 4 . Assignor states that no other assignment by Assignor exists in connection with the Lease. 5 . Assignor states is unaware of any other leases, licenses, or occupancies to which it is a party with respect to the Property. [END - SIGNATURE PAGE FOLLOWS] P52\394\014084-0012\2169681.1 all/16/95 [EXHIBIT NO. 4 - ASSIGNMENT OF LEASES - PAGE 1 OF 21 "ASSIGNOR" CITY OF PALM SPRINGS By: Its: ATTEST: City Clerk APPROVED AS TO FORM: City Attorney ACCEPTED: "ASSIGNEE" COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS By: Its : ATTEST: Agency Secretary APPROVED AS TO FORM: Agency Counsel Hs21394\014084-0012\2169681.1 ulln6195 [EXHIBIT NO. 4 - ASSIGNMENT OF LEASES - PAGE 2 OF 21 • Santiago Corp. extend fee deferral Sunrise Village til 9-30-88 CM signed 6-8-88 ASSIGNMENT OF LEASES This assignment is made this day of s 1995 , from CITY OF PALM SPRINGS ( "Assignor" ) to COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS ( "Assignee") . 1. Assignor, as Lessor, has executed a lease entitled "Lease Agreement" with Santiago Corporation (Agreement #2443 , dated June 29 , 1987) (the "Lease") , for the real property described in Exhibit No. 1 to that certain Purchase and Sale and Assignment of Lease Agreement ( "Agreement" ) by and between Assignor and Assignee, dated the day of 1995 . 2 . Assignor, as a condition of the conveyance described in said Agreement, has agreed to assign the Lease to Assignee. 3 . For value received, Assignor hereby assigns and transfers to Assignee all of Assignor' s right, title, and interest in and to the Lease; provided, however, that if Assignor and Assignee fail to complete the sale of the Property as set forth in the Agreement, Assignor shall remain liable and responsible for all of Assignor' s rights, title, and interest in and to the Lease. 4 . Assignor states that no other assignment by Assignor exists in connection with the Lease. 5 . Assignor states is unaware of any other leases, licenses, or occupancies to which it is a party with respect to the Property. [END - SIGNATURE PAGE FOLLOWS] Fs2\394\014084-0012\2172020.1 nun6195 (ASSIGNMENT OF LEASES - PAGE 1 OF 21 "ASSIGNOR" CITY ,OF PALM SPRIN S By: Its ul" s.0 wc!,T ATTEST: J Crt-y Clerk APPROVED AS TO FORM: ' �_ City 'Attorney ACCEPTED: "ASSIGNEE" COMMUNI DEVELOP ENT ENCY OF THE C Y OF PALM S IN S By: Its : °t �Fa9s°c; G.,yr00srr ATTEST: Age cy Secretary G APPROVED AS TO FORM: a Agency C.cbnsel rq.���'i .tr ; :,'Z� Iq3� 7 P52\394\014084-0012\2172020.1 all/16/95 [ASSIGNMENT OF LEASES - PAGE 2 OF 21 "Fnen Recorded Mail to: Santiago Sunrise Village PLEASE 303 N. Placentia Avenue CONFORM vt1� V f D: crif Recorded Fullerton, Ca. 92631 on APR i 11990 ;. i 31 C) 5 Attn: Marla Robinson 11as nCi ASSIGNMENT OF LEASE Y-LESSOR THIS AGREEMENT is made effectiv csyR�a 8, 19901. by� and between SANTIAGO CORPORATION, a Cali �fididn��htl3d11A after called "Assignor" ) , and SANTIAGO SUNRISE VILLAGE, California Limited Partnership (hereinafter called "Assignee" ) . RECITALS Assignor is the owner of a leasehold interest pursuant to a lease entered into between the CITY OF PALM SPRINGS, a Municipal Corporation formed under the laws of the state of California, and SANTIAGO CORPORATION, a California Corporation, as Lessee on June 29, 1987, a Memorandum of which was subsequently recorded on June 30, 1987 as Instrument Number 185905 records of the County Recorder of Riverside County, California. By the terms of the lease, the property described on Exhibit A hereto was leased to us known as Lessee for a period of 55 years, commencing on July 1, 1987 and terminating at midnight of the previous day 55 years thereafter; and Assignor now desires to assign the lease to Assignee, and Assignee desires to accept the assignment. O THEREFORE, Assignor and Assignee agrees as follows: FOR VALUE RECEIVED, Assignor hereby assigns and transfers to r Assignee all its right, title and interest in and to the lease hereinabove described and Assignee hereby agrees to accept the assignment and Assignee expressly assumes and agrees to keep, perform, and fulfill all terms, conditions, covenants and obligations, required to be kept, performed and fulfilled by Assignor as Lessee, including the making of all payments due or payable to Lessor under said lease when due and payable. EXECUTED at Fullerton, California. ASSIGNOR ASSIGNEE SANTIAGO CORPORATION, a S TIA UNRISE VILLAGE, a Ca iforn a Corporation C lifo a Limited Partnership }tpvrIV ) F 1lL c? rJ7 /r0 By: aria Nobinson, Date By: Richard Simonian Date Vice President general partner CONSENT �it cif �alm WiVs Date Norman ing, y nager y ACKNOWLEDGMENT STATE OF CALIFORNIA ) ) ss . COUNTY OF ORANGE ) rfl On this , day of MAi_co , 1990, before me, a Notary Public in and fo said State, personally appeared Richard Simonian, personally known to me or proved to me on the basis of satisfactory evidence to be the person who executed the within instrument as the General Partner on behalf of Santiago Sunrise Village, a California Limited Partnership, the partnership that executed the within instrument, and acknowledged to me that such partnership executed the same. . WITNESS my hand and official seal . OrFJ(,:AL Q-, - ti Note: ORA'1GtOC:ONT1' Notary Public My Comm. Exp. Nov,23, 1990 STATE OF CALIFORNIA ) ) 'ss . COUNTY OF - h - ) On,,�;,dayiCL2Ct/� , 1990, before me, the unde signed, No public in and for said.State, personally appeared ' 7)�,?- �t� , personally known to me (or proved to me on he basis o sa is ctory evidence) to be the person who executed the within instrument as the City Manager on behalf of the City of Palm Springs, the City that executed the within instrument, and acknowledged to me that said City executed the same. WITNESS, my hand and official seal . F- OFFIC1,' , o �i; i- 6YFn51DECOUNTY 't Public � ) '�%'! MY Cwnm Expirer Dec]5199f1 Notary CORPORATION STATE OF CALIFORNIA COUNTY OF C Mf`(%�[- }SS. On MAi�'fL :3 KIl 1'� bdorc me,the undersigned,•Noury Public in and for said Stale, personallyappearcd MWA-A 15L Lill�`_t f� Personally known to me (on proved to m< on the Buis of satisfactory evidence)to be the person who executed the mthin inrinrment u onbchalfof rk the rgrpanlian therein named,and aknowkdged to Me that the corporationexecuted it, - h WITNESS my ha and QMCI'allri. ��, �' Idy Gomm Exo Nov 23, 1990 + Signature i ID]111C(REV.1 NI / This area far Official Notarial Seal EXHIBIT 'A' Lot 1 of TRACT 17642-1, in the County of Riverside, Staet of California, as shown on the map recorded in Book 122, Pages 88, 89, and 90, in the Office of the Riverside County Recorder. Said land is located in the City of Palm Springs. wt r_.; �r�—, March 26, 1990 LL. j -V/ Via Fax 6 Express Mail f%•iGA ° lQ�� xp ., City Attorney CITY ATTOPNi:Y c/o Amy Hodgett Parker DISPOSITION CITY OF PALM SPRINGS Post Office Box 1786 Palm Springs, CA 92263-1786 RE: Santiago Sunrise Village Mobile Home Park Dear Amy: I am enclosing a copy of The San Rafael Group Partnership Agreement with this correspondence. Since an entity named The San Rafael Group, a California limited partnership, never had a leasehold to assign, I have redrafted an Assignment of Lease by Lessor with the correct name The San Rafael Group, a California general partnership. I am sending the original to you for the consent of the City of Palm Springs. Please note that a notary acknowledgment is not attached as I do not intend to record the assignment from Santiago Corporation to The San Rafael Group or the assignment back to Santiago Corporation from The San Rafael Group. The title policy, a copy of which is enclosed herewith for your convenience, shows title vested in Santiago Corporation and therefore I intend to only record the assignment by Santiago Corporation to Santiago Sunrise Village, a California limited partnership. Once I receive the original assignment back from escrow, I will be forwarding it on to you to have a notary acknowledgment attached for Norman King's signature, so that the document may be recorded. Please forward this information on to the City attorney and call me if you have any questions regarding the foregoing. I would appreciate receiving an executed Lessor's consent as soon as possible because, as you know, we have a short time in which to fund the refinance before we lose our commitment. Thank you again for your assistance in this matter. Very truly yours, r Marla Merhab Robinson MMR/s March 21, 1990 Via Fax Ms . Amy Hodgett CITY OF PALM SPRINGS 3200 E. Tahquitz, McCallum Way Palm Springs, CA 92262 Re: Sunrise Village Mobile Home Park Dear Amy: Thank you for your call yesterday. A quick review of my file indicates that the City did sign the correct Assignment of Lease by Lessor between Santiago Corporation and Santiago Sunrise Village, a California limited Partnership. I have enclosed a copy herewith marked Exhibit "A" . The confusion may be in that on February 28, 1990, my secretary faxed you my letter dated February 27, and a copy of an Assignment of Lease by Lessor dated January 27, 1989 between Santiago Corporation and the San Rafael Group, attached hereto as Exhibit "B" . The San Rafael Group was the purchaser of Santiago Corporation's limited partnership interest in Santiago Sunrise Village, a California limited partnership, but not the newly elected General Partner. Since neither the consent of the City of Palm Springs nor the recording of the document took place, upon dissolution of The San Rafael Group, and a request by that Group to assign the interest to Santiago Sunrise Village, a California limited partnership, The San Rafael Group reassigned the Lease to Santiago Corporation. A copy of this is attached hereto as Exhibit C I hope this clears any misunderstanding, and I apologize for any inconvenience this may have caused the City. Please pass this information on to the City attorney for review. As you know, I 'm out of the office today at a real estate seminar but I will have a break at 10 : 15 and 12 : 15 and will try to reach you during those times . In the meantime if you have any questions, please feel free to call Richard Simonian at 714-572-1878 . Additionally, I will be in Palm Springs this Friday morning if you would like to meet me. Ms. Amy Hodgett Page 2 March 21, 1990 Again, thank you for you assistance in this matter. Very truly yours, 7��t&L Marla Merhab Robinson MMR/s Encl. Recording RequesteAy: ASSIGNMENT OF LEASE BY LESSOR THIS AGREEMENT is made this 27th day of January , 1989, by and between SANTIAGO CORPORATION, a California Corporation (here- inafter called "Assignor" ) , and THE SAN RAFAEL GROUP, a California General Partnership (hereinafter called "Assignee" ) . RECITALS Assignor is the owner of a leasehold interest pursuant to a lease entered into between the CITY OF PALM SPRINGS , a Municipal Corporation formed under the laws of the state of California, and SANTIAGO CORPORATION, a California Corporation, as Lessee on June 29 , 1987, a Memorandum of which was subsequently recorded on June 30, 1987 as Instrument Number 185905 records of the County Recorder of Riverside County, California. By the terms of the lease , the property described on Exhibit A hereto was leased to us known as Lessee for a period of 55 years , commencing on July 1, 1987 and terminating at midnight of the previous day 55 years thereafter; and Assignor now desires to assign the lease to Assignee, and Assignee desires to accept the assignment. THEREFORE, Assignor and Assignee agrees as follows : FOR VALUE RECEIVED, Assignor hereby assigns and transfers to Assignee all its right, title and interest in and to the lease hereinabove described and Assignee hereby agrees to accept the assignment and Assignee expressly assumes and agrees to keep, perform, and fulfill all terms, conditions, covenants and obligations , required to be kept , performed and fulfilled by Assignor as Lessee , including the making of all payments due or payable to Lessor under said lease when due and payable . EXECUTED at Santa Ana, California on the day and year first written above . ASSIGNOR ASSIGNEE SANTIAGO CORPORATION, THE [RAFAEL GROUP, a a Californi - Corporation Cali or is General Partnership CONSENT i t v o HIM gri gs I Norman R. ing> 1ty1 r. Recording Requested 0l: 6 ASSIGNMENT OF LEASE BY LESSOR THIS AGREEMENT is made this 27th day of January 1989, by and between SANTIAGO CORPORATION, a California Corporation (here- inafter called "Assignor" ) , and THE SAN RAFAEL GROUP, a California General Partnership (hereinafter called "Assignee" ) . RECITALS Assignor is the owner of a leasehold interest pursuant to a lease entered into between the CITY OF PALM SPRINGS, a Municipal Corporation formed under the laws of the state of California, and SANTIAGO CORPORATION, a California Corporation, as Lessee on June 29 , 1987, a Memorandum of which was subsequently recorded on June 30 , 1987 as Instrument Number 185905 records of the County Recorder of Riverside County, California. By the terms of the lease , the property described on Exhibit A hereto was leased to us known as Lessee for a period of 55 years , commencing on July 1, 1987 and terminating at midnight of the previous day 55 years thereafter; and Assignor now desires to assign the lease to Assignee, and Assignee desires to accept the assignment . THEREFORE, Assignor and Assignee agrees as follows : FOR VALUE RECEIVED, Assignor hereby assigns and transfers to Assignee all its right, title and interest in and to the lease hereinabove described and Assignee hereby agrees to accept the assignment and Assignee expressly assumes and agrees to keep, perform, and fulfill all terms, conditions, covenants and obligations , required to be kept , performed and fulfilled by Assignor as Lessee, including the making of all payments due or payable to Lessor under said lease when due and payable . EXECUTED at Santa Ana, California on the day and year first written above . ASSIGNOR ASSIGNEE SANTIAGO CORPORATION, HE RAFAEL GROUP, a a Californi Corporation ali o is General Partnership u CONSENT f 11/4 o a m in s ormyan R. ing, �ty r Pi�r. u 0 0 sue— -.,a Economic Development & Housing (619) 323-8197 June 8, 1988 Richard Simonian, President Santiago Corporation 1108 W. 17th St. Santa Ana, Ca. 92706 Dear Mr. Simonian, This letter will serve as an extension of an existing legal agreement between Santiago Corporation and the City of Palm Springs deferring certain fees for the sixty (60) space addition to the Sunrise Village Mobile Home Park in Palm Springs. In order to obtain building permits and install the sewer and water for this portion of the development, Santiago Corporation paid a total of $8,912.85 in Building Permit fees. On September 17, 1987, the City of Palm Springs agreed to defer a total of $204,000 in deferred fees, the construction tax of $550 per space and the sewer connection charge of $2,850 per space. These fees were deferred until mobile homes had been installed on 45 of the 60 spaces covered by the Building Permit, but in no case longer than June 30, 1988. That agreement is hereby extended until mobile homes have been installed on 45 of the 60 spaces covered by the Building Permit, but in no case shall the deferral last longer than September 30, 1988. On September 30, 1988 Santiago Corporation will pay the City of Palm Springs $204,000 in deferred fees even if 45 of the 60 spaces have not had mobile homes installed on them by that time. CITY OF P,LM SPRINGS No.rfnai\ R. King i City Mn� er SANTIAP0 ' ORPORATION Rich rd Si onia Pres dent APPROVED AS TO FORM: William Adams City Attorney cc: John Ma 'one Gary Bi terman B-9-6 AH Post Office Sox 1786, Palm Springs, California 92263-1786 O� PAL.14 Se N City of Palm Springs ;`'�•e„•a Santiago Corp. defer fees c,�1F0 RN�P Sunrise Village until 6-30-88 AGREEMENT #2443-A CM signed 9-17-87 Economic Development & Housing (619) 323-8197 September 17 , 1987 Richard Simonian President, Santiago Corporation 1108 West 17th St. Santa Ana, Ca. 92706 Dear Mr. Simonian, This letter will serve as a legal agreement between Santiago Corporation and the City of Palm Springs, deferring certain fees for the sixty (60) space addition to the Sunrise Village Mobile Home Park in Palm Springs . In order to obtain your building permits and install the sewer and water for this portion of the development, Santiago Corporation will pay a building permit fee of $1,583.75; a plan check fee of $398. 25; the sewer connection fee of $46.00 per space, totaling $2,760.00; the sewer main inspection fee of $4,000.00; and the planning fee of $112. 50, and permit issuance fees of $58.35. This totals $8,912.85 that will. be paid at the time buildina permits are issued. The construction tax of $550.00 per space, and the sewer connection charge of $2,860 per space will be deferred by the City. This totals $20 4,000.00, which will be deferred. These fees are deferred until mobile homes have been installed on 45 of the 60 spaces covered by the Building Permit. In no case shall the deferral last longer than June 30, 1988. If 45 of the 60 spaces have not had mobile homes installed on them by that time, Santiago Corporation will still pay the $20 4,000.00 deferred fees. City of Palm Springs San ago Corporation i NORMAN R. KING AICHARD SIMONIAN City Manager President Approved as to Form: t WILLIAM ADAMS City Attorney cc: John Mangione Tom Graham Gary Ford B-9-6 Post Office Box 1786, Palm Springs. California 92'-63-1786 Recording Request#By: . ASSIGNMENT OF LEASE BY LESSOR THIS AGREEMENT is made effective January 8, 1990, by and between THE SAN RAFAEL GROUP, a California General Partnership (herein-after called "Assignor" ) , and SANTIAGO CORPORATION, a California Corporation (hereinafter called "Assignee" ) . RECITALS Assignor is the owner of a leasehold interest pursuant to a lease entered into between the CITY OF PALM SPRINGS, a Municipal Corporation formed under the laws of the state of California, and SANTIAGO CORPORATION, a California Corporation, as Lessee on June 29, 1987, a Memorandum of which was subsequently recorded on June 30, 1987 as Instrument Number 185905 records of the County Recorder of Riverside County, California. By the terms of the lease, the property described on Exhibit A hereto was leased to Santiago Corporation known as Lessee for a period of 55 years, commencing on July 1, 1987 and terminating at midnight of the previous day 55 years thereafter; and Assignor now desires to assign the lease to Assignee, and Assignee desires to accept the assignment. THEREFORE, Assignor and Assignee agrees as follows: FOR VALUE RECEIVED, Assignor hereby assigns and transfers to Assignee all its right, title and interest in and to the lease hereinabove described and Assignee hereby agrees to accept the assignment and Assignee expressly assumes and agrees to keep, perform, and fulfill all terms, conditions, covenants and obligations, required to be kept, performed and fulfilled by Assignor as Lessee, including the making of all payments due or payable to Lessor under said lease when due and payable. EXECUTED at Fullerton, California. ASSIGNOR ASSIGNEE T S AEL GROUP, a SANTIAGO CORPORATION, a alifo is General Partnership California Corporation c.P, Date Date AP,MOVED M 9 RDhNu CONSENT 0 City of Palm Springs Date WKe' reaA `^ &Santiago Corporation - Mobile C;4h,G4r� ' oaakk v - Home Park (Sunrise) lease To 3w I18 U AGREEMENT #2443 alw 5��^5� �F RLZvZ R16239, 6-23-87 ;r;,;1, LEASE AGREEMENT - - ➢ I_s z This Agreement is made and entered into this 29th day of (7) June , 1987 , by and between the CITY OF PALM SPRINGS , CALIFORNIA, a l,i a r-j municipal corporation , hereinafter referred to as "Lessor ," and SANTIAGO CORPORATION, a California corporation , or its approved assignee , hereinafter referred to as "Lessee ." RECITALS Lessor is the owner in fee simple and entitled to possession 1 � of a certain parcel of real property situated in the County of ^ : Riverside ; said parcel of real property being more particularly described in Exhibit "A" attached hereto and consisting of approx- imately 38 .05 acres . Lessor wishes to enter into the lease of said property in the interest of furthering and carrying out its public purpose . Lessee proposes to make certain improvements on the land leased hereunder , which improvements contemplate that the Lessee shall construct, upon the leased premises , a mobile home park development and related facilities and improvements , and to thereafter operate the same for the occupancy and benefit of low and moderate income persons . NOW, THEREFORE, in consideration of the mutual covenants and agreements herein contained , Lessor and Lessee hereby agree as follows : 1 . LEASED LAND. In consideration of the payment of rent , taxes , and other charges , and the performance of all of the cove- nants and conditions of this Lease by the Lessee , Lessor hereby leases to Lessee and Lessee hereby hires from Lessor that certain -1 parcel of land situated in the County of Riverside , together with all improvements , described in Exhibit "A" attached 'hereto and x7 incorporated herein as though set out herein and any water rights , easements , and rights of way, described , illustrated and provided �y X in certain correspondence , documents , and maps which may be attached hereto as Exhibit "B, " initialed by the parties and incorporated herein by this reference , said land and water rights , are alternatively referred to herein as the "Leased Land" or the "Premises ." Any improvements existing on the Premises at the commencement date of this Lease shall become the Lessee 's prop- erty. Lessor shall receive no compensation for the improvements , other than the performance of Lessee ' s covenants as expressed in this Lease . 2 . TERM OF LEASE. The Leased Land is leased for a term of 55 years , commencing on the 1st day of July, 1987 , and terminating at midnight of the previous day 55 years thereafter , unless sooner terminated as provided herein . 3 . RENTAL. ( a) Lessee shall pay to Lessor , during the term of this Lease , the sum of $2 , 386 .00 per month , with the first payment due and payable on the commencement hereof in an amount equal to the pro rata rental due for that month , based upon the number of days remaining in the month, and the first full monthly payment due and payable on the first day of the following month, with a like pay- ment due on the first day of each month thereafter . (b) The base rent shall be adjusted annually on the anniversary of the effective date of this Lease , commencing with -2- the first such anniversary, to reflect increases in the Consumer Price Index according to the formula stated below. lJ� ( c) The Consumer Price Index referred to herein is the In I index published by the U.S. Department of Labor for the Los C-Z Angeles/Anaheim/Riverside Metropolitan Area , All Urban Consumers , All Items , 1967=100 . If , for any reason , there is any change in the method of calculation or formulation of said Index , or if such Index shall no longer be published , then another index generally recognized as authoritative shall be substituted . In any event , the base used by any new index shall be reconciled to the above- referenced 1967 Index . (d) The starting Index shall be the published Index figure for the second month preceding the effective date of this Lease . (e) The closing Index shall be the published Index figure for the second month preceding the anniversary of such effective date to which the rent is to be adjusted . ( f) The formula for computation of rent is as follows ; ( 1 ) Subtract the starting Index from the closing Index . The resulting figure is the Index point difference . ( 2 ) Divide the Index point difference by the starting Index . The resulting figure is the percentage change in the Consumer Price Index , expressed in decimal figures , for the period from the effective date of this Lease to the particular anniversary being used as a measure . ( 3) Divide the percentage change by the number of the anniversary used as closing date . The resulting figure is the -3- average annual percentage change since the effective date of the Lr� Lease . O l ( 4) If the average annual percentage change is 9% or less , multiply the base rent by the percentage change deter- mined in ( 2 ) , above . The resulting figure is the rental increase , over the base rent , for the following year . ( 5) If the average annual percentage change is 12% or more , multiply the percentage change by .75 , then multiply that figure by the base rent to determine the rental increase , over the base rent , for the following year . ( 6 ) If the average annual percentage change is between 9% and 12%, multiply the number of the anniversary by . 09 , then multiply that figure by the base rent . The resulting figure is the rental increase , over the base rent , for the follow- ing year . (g) In no event shall the monthly rental for the 25th month or any succeeding months of this Lease be less than $2, 386 . 00 per month . 4 . USE OF LEASED LAND. The Leased Land shall be used by the Lessee solely for the purpose of maintaining , constructing , and operating a mobile home park and such subsidiary uses as are necessarily incident to such business except as provided for here- in . It is anticipated that the mobile home park will be built in three phases with Phase I being partially completed at the commencement of this Lease . In the event the Leased Land becomes unusable for such purpose or if the Premises are not then being used for their best use , giving due consideration to the then -d- economic conditions , this Lease may, by mutual agreement of the parties , be amended to provide for such better use . Lessee shall c have the right to lot split the Leased Land in order to facilitate z " financing the construction of improvements and to construct and reconstruct improvements to the Premises consistent with the Lease purpose . The Lessee specifically covenants and agrees that it will , at all times , maintain and conduct its business in a lawful manner and in strict compliance and observance of all governmental rules , regulations , ordinances or laws . In any instance of the failure of Lessee to comply with , fulfill and observe any govern- mental rules , regulations , ordinances , or laws , and such failure is brought to the attention of the Lessee by written notice , and Lessee diligently remedies and rectifies its failure in such respect , such original failure shall not constitute a breach on the part of the Lessee of its covenants and agreements under this Lease . 5 . REPAIRS AND UPKEEP. The Lessee covenants and agrees that it will , at all times , keep and maintain the Leased Land , buildings, roads , improvements and grounds , and all parts thereof in and upon the same , in good order , repair and condition , extern- ally and internally, including the painting thereof . It is expressly understood and agreed that the Lessor shall not be under any obligation or duty to make any repairs upon the Leased Land , or any of the improvements thereon , or to replace or repair or to maintain the same, and it shall be the sole duty of the Lessee , at its own cost and expense , during the entire term of this Lease to -5- so keep and maintain the Leased Land , and all improvements there- on, in good and reasonable repair and condition . 2f? 6 . COVENANTS AGAINST LIENS . Lessee expressly covenants and GJ agrees that it will not , during the term hereof , suffer or permit any lien or encumbrance other than as otherwise expressly permitted herein to be attached to or upon said Premises or any portion thereof , by reason of any act or omission on the part of the Lessee , and hereby expressly agrees to defend , indemnify and hold harmless the Lessor from and against any such lien or claim of lien . In the event any such lien does attach or any claim or lien is made against said Leased Land which may be occasioned by any act or omission upon the part of the Lessee , and it should not be released within 30 days , or stayed by the filing of a good and sufficient undertaking as permitted by law, Lessor , in its own discretion , may pay and discharge the same and relieve such Leased Land from any such lien , and given a 15 day written notice , Lessee agrees to repay and reimburse Lessor for and on account of any expenses which may be incurred provided that evidence of such payment or claim is made to Lessee , or Lessor may treat such default on the part of Lessee as a breach of this Lease , for which Lessor shall be entitled to exercise and have any and all rights given to it in case of default under this Lease , or under any provision of law relating thereto . 7 . MECHANICS ' LIENS . Lessee shall notify Lessor in writing not less than 15 days prior to the commencement of any work or improvement or alteration of the Leased Land and Lessor may there- upon post such notice of non-responsibility or other notices on -6- the Premises/or Leased Land which Lessor may consider appropriate in order to protect Lessor against liability for the claims of any mechanics , artisans or materialmen who claim or attempt to claim ,1 or assert any liens on the Premises . Lessee shall not suffer or permit to be enforced against the Leased Land , or any part thereof , any mechanics ' material- men ' s , contractors ' or subcontractors ' liens arising from, or any claim for damage growing out of the work of any construction , repair , restoration , replacement , or improvement , or any other claim or demand howsoever the same may arise , but Lessee shall pay or cause to be paid all of such 'Liens , claims , or demands before any action is brought to enforce the same against the land ; and Lessee agrees to indemnify, defend and hold Lessor and said land free and harmless from all liability for any and all such liens , claims , and demands , together with reasonable attorneys ' fees and all costs and expenses in connection therewith. 8 . UTILITIES . Lessee further agrees to pay, promptly and prior to delinquency, all charges incurred by it in the conduct or operation of its business on the Leased Land for all public utili- ties , including water furnished to or which may be used upon the whole or any part of the Leased Land . It is distinctly understood that the Lessor is not permitted by law to serve the Lessee with water . 9 . TAXES AND ASSESSMENTS . (a) During the entire term of this Lease the Lessee covenants , to pay, bear and discharge in addition to the rentals -7- provided for in this Lease all taxes , payments , charges and levies 1� 0 for revenue or otherwise which may be taxed , charged , assessed , C7) LO I levied , imposed or become a lien upon the Leased Land with refer- ence to the Leased Land and in relation to any improvements that the Lessee may construct or install on the Leased Land , and any personal property of Lessee . (b) So far as is permissible by law, the Lessee will cause the, improvements which it constructs or places on the Leased Land and any personal property belonging to it to be separately assessed in its name . Lessee agrees to pay such taxes as may be assessed directly to Lessee at least 10 days prior to the time the same becomes delinquent and to furnish satisfactory evidence to Lessor that such taxes are paid . (c) Should the Lessee be in default in the payment of such taxes , assessments or charges which it is obligated to pay, the Lessor may, at its option , at any time thereafter , before or after delinquency, pay such taxes , assessments or charges so in default , together with all penalties and interest which may have been added thereto by reason of such default or delinquency, and may likewise redeem the Leased Land , or any part thereof , or improvements thereon from any tax sale or sales . In paying such taxes or redeeming the same from such sale or sales , any amount so paid by the Lessor shall become due and payable by the Lessee to the Lessor on the first day of the month after payment by the Lessor , together with the maximum rate of interest thereon permis- sible by law from the date of payment by the Lessor until paid by the Lessee , providing written or documentary proof of such payment -8- has been made , and a 30 day written notice has been given to r, Lessee . Failure to pay such taxes or to reimburse Lessor shall G; Ua constitute a breach of this Lease . 7.1 (d) Notwithstanding any of the provisions of this para- garaph , the Lessee shall have the privilege before any delinquency occurs of contesting , objecting to or opposing the legality or validity of any such tax , assessment or other charge , providing that prompt notice of such contest , objection or opposition to same shall be given Lessor by Lessee at least five days before any delinquency, and provided further that such contest, objection or opposition shall not be carried on or maintained after the afore- said time limit for the payment by Lessee of such obligation , unless the Lessee shall have duly paid or deposited the amount involved under protest , or shall procure , preserve and maintain a stay of all proceedings to enforce any collection thereof , and shall also provide for the payment thereof , together with all penalties , interest , costs , and expenses by a deposit of a sufficient sum of money or by a good and sufficient undertaking as may be required or permitted by law. In the event of any such contest , objection or opposition , the Lessee covenants within five days after the final determination thereof , to fully pay and dis- charge any judgment for the amount involved , together with all penalties and costs which may have accrued therein or thereon and to completely free the Leased Land from the effect of the same , and in default of such payment , the Lessor may pay such taxes , assessments or charges and such amounts so paid by the Lessor shall become due and payable from the Lessee to the Lessor on or -9- before the first day of the month following such payment by the Lessor , together with interest thereon at the highest maximum rate ON GJ z permissible by law, providing proof of such payment has been made and a thirty day written notice has been given Lessee . ( e) Any provision of this paragraph to the contrary shall not be construed as obligating the Lessee to pay any taxes imposed upon the Lessor for revenue received by it or for any taxes levied with respect to the dissolution , change in interest or entity status , assignment or transfer of its right by operation of law or otherwise of the Lessor or the death of any parties or their assigns . 10 . INSURANCE. (a) Indemnity and Hold Harmless . Lessee hereby agrees to indemnify, defend and hold harmless the Lessor , its agents and employees of and from any and all claims, demands , causes of action , damages and expenses , by whomever claimed , arising out of or related to Lessee ' s possession or operation of the Leased Premises ; provided that this indemnity shall not extend to the sole negligence or wilful misconduct of Lessor . (b) Liability Insurance . During the entire term of this agreement , Lessee agrees to procure and maintain public liability insurance , at its sole expense , to protect against loss from liability imposed by law for damages on account of bodily injury, including death therefrom, suffered or alleged to be suf- fered by any person or persons whomsoever , resulting directly or indirectly from any act or activity of the Lessor or Lessee , or any person acting for the Lessor or Lessee , or under their control -10- or direction . Such public , liability and property damage insur- ance shall also provide for and indemnify the Lessor against any and all legal expenses and other costs attendant to defending claims for loss or damage . Such public liability and property damage insurance shall be maintained in full force and effect throughout the term of the agreement and any extensions thereof in the following minimum amounts : Bodily Injury $ 500 ,000 each person $1 ,000 ,000 each occurrence $1 ,000 ,000 aggregate products and completed operations Property Damage $ 500 ,000 each occurrence $ 500 ,000 aggregate A combined single limit policy with aggregate limits in the amount of $ 1 ,000 ,000 will be considered equivalent to the required minimum limits . All of such insurance shall be primary and noncontributory, shall name the CITY OF PALM SPRINGS as an additional insured , and shall provide for noncancellation except upon 30 days prior written notice to Lessor . ( 1 ) To evidence the issuance of said insurance , Lessee will obtain and furnish to Lessor a certificate of insur- ance issued by the insuring company or companies . All insurance companies will be licensed to do business in the State of California . If Lessee fails to pay for or maintain liability insurance , Lessor may procure the insurance on Lessee 's behalf. Any premium or costs paid by Lessor will be reimbursed to it by Lessee upon demand . -11- ( 2) If the operation under this paragraph results r� in an increased or decreased risk in the reasonable opinion of the CT) zCity Manager , Lessee agrees that the minimum limits hereinabove designated shall be changed accordingly upon request by the City Manager . ( 3 ) Lessee agrees that provisions of this para- graph as to maintenance of insurance shall not be construed as limiting in any way the extent to which the Lessee may be held responsible for the payment of damages to persons or property resulting from Lessee ' s activities , or the activities of any person or persons for which Lessee is otherwise responsible . (c) Workers ' Compensation Insurance . The Lessee shall procure and maintain , at its sole expense , Workers ' Compensation Insurance in such amounts as will fully comply with the laws of the State of California and which shall indemnify, insure and pro- vide legal defense for both the Lessee and the Lessor against any loss , claims , or damage arising from any injuries or occupational diseases happening to any worker employed by Lessee in the course of carrying out the terms of this agreement . (d) Fire and Extended Coverage Insurance . Lessee also agrees to procure and maintain , at its sole expense , during the term of this agreement and during the term of any extension there- of , a policy of fire , extended coverage and vandalism insurance on all permanent property of Lessee ' s of any insurable nature located upon the Leased Land . Said policy shall be in an amount suffi- cient to cover the full , replacement costs of said property. Lessee agrees to pay the premium for such insurance and agrees -12- that any insurance proceeds resulting from a loss shall be C:;� reinvested in rebuilding or repairing the damaged property. 1 CO Lessee agrees to increase the limits of liability 1711 when , in the reasonable opinion of the City Manager , the value of the improvements covered is increased , subject to the availability of such insurance at such increased limits . ( e) Waste , Damage , or Destruction. Lessee agrees to give notice to Lessor of any fire or other damage that may occur on the Leased Land within 10 days of such fire or damage . Lessee agrees not to commit or suffer to be committed any waste or injury or any public or private nuisance , to keep the Premises clean and clear of refuse and obstructions and to dispose of all garbage, trash, and rubbish in a manner satisfactory to Lessor . If the Leased Land shall be damaged by any cause which puts the Premises into a condition which is not decent , safe , healthy, or sanitary, Lessee agrees to make or cause to be made full repair of said damage and to restore the Premises to the condition which existed prior to said damage , or Lessee agrees to clear and remove from the Leased Land all debris resulting from said damage and to rebuild the Premises in accordance with plans and specifications previously submitted to Lessor and approved in writing in order to replace in kind and in scope the operation which existed prior to such damage . Lessee agrees that preliminary steps toward performing repairs , restoration , or replacement of the Premises shall be commenced by Lessee within 30 days of the date the damage was incurred and the required repairs , restoration, or replacement -13- shall be completed within a reasonable time thereafter . Lessor Ifd v> may determine an equitable period that said Premises are Ufa G� untenantable by reason of such damage . ( f) Automobile Insurance . The Lessee shall procure and maintain , at its sole expense , throughout the term of this agree- ment and throughout the term of any extension thereof , public liability and property damage insurance coverage for owned and/or non-owned automobile equipment , if any, with coverage limits of not less than $ 1 ,000 ,000 combined single limit . All such insur- ance shall be primary insurance and shall name the CITY OF PALM SPRINGS as an additional insured . (g) Evidence of Insurance . A certificate of insurance or an appropriate insurance binder evidencing the above insurance coverage through a company acceptable to the Lessor ' s Risk Manage- ment Officer shall be submitted to Lessor prior to execution of this agreement on behalf of Lessor . (h) Notice to Lessor of Insurance Coverage Change . The terms of the insurance policy or policies to provide the above insurance coverage shall provide that said insurance may not be amended or canceled by the carrier , for nonpayment of premiums or otherwise , without 30 days prior written notice of amendment or cancellation to Lessor . In the event that said insurance is canceled , the Lessee shall , prior to the date of cancellation date , submit to Lessor ' s City Clerk new evidence of insurance in the amount heretofore established . 11 . BONDS . Before beginning construction of any improve- ment , Lessee agrees to provide security to guarantee completion of -14- the improvement and payment in full of claims of all persons for AI S c� work performed on or materials furnished for construction . Said G') in cc security is not intended to include lease payments or rent nor is T-# it intended to cover those matters normally provided for in sub- division bonds . Lessee may provide said security by: ( a) Posting corporate surety bonds in an amount equal to the cost of each building , or other improvement ; said bond to be deposited with the City Clerk of the CITY OF PALM SPRINGS and to remain in effect until one year after notice of completion is recorded . Said bonds shall be conditioned upon the faithful performance of Lessee and shall give all claimants a right of action to recover upon said bonds in any suit brought to foreclose mechanics ' or materialmen ' s liens against the property; or , (b) Lessee may, at its option , post a Certificate of Deposit from an institution acceptable to Lessor , payable to the CITY OF PALM SPRINGS, in an amount sufficient to pay the entire cost of construction of each building or other improvement then to be erected or installed on the Premises . Lessor may draw on such funds as is necessary, in its sole discretion , to complete construction of the improvements or to satisfy mechanics ' or materialmen ' s liens on such improvements until the period fixed by law for the expiration of such liens has ended . In that event , Lessor may draw on the interest amounts , if necessary, after the principal has been exhausted . Any unused portion of the interest shall remain the property of Lessee ; or , (c) Lessee may, at its option , provide a letter of credit from a financial institution , which is subject to regula- -15- tion by the state or federal governments , pledging that the funds necessary are on deposit and are guaranteed for payment ; or , C� G7 Ida (d) Lessee may provide any other equivalent form of security found 'acceptable by Lessor , including but not limited to , any form of security described in California Government Code Section 66499 . Lessor agrees that , in the event that third party construction financing is utilized for construction of any improvements on the Leased Premises , the security requirements of this section shall be satisfied by provision of a set-aside letter from such third party lender , confirming to Lessor that funds sufficient for construction of such improvements will be available therefor . Lessor further agrees that , with regard to Phase I of the contemplated mobile home park, which is presently partially constructed , the requirements of this section will not apply provided construction of Phase I is completed within 180 days of the date hereof . If Phase I is not completed after 180 days Lessee shall provide security as provided herein . 12 . INSPECTION OF PREMISES . Lessor does hereby expressly reserve the right for itself , and its agents and duly authorized representatives , at all reasonable times during the term hereof , to enter upon said Premises for the purpose of inspecting the same , or for the purpose of showing the Premises to any intended purchaser . 13 . TERMINATION ON ACCOUNT OF INSOLVENCY OR RECEIVERSHIP . If Lessee suffers the appointment of a receiver to take possession of substantially all of Lessee ' s assets or if an involuntary petition in bankruptcy is filed against Lessee , and in either event such -16- r proceedings are not terminated b_v action of Lessee within 90 days CZ O) from the institution of either proceedings , or if Lessee files a CO 7-4 petition in bankruptcy or reorganization, or in the event of any attachment or execution being levied on the business or assets of Lessee , and such attachment or execution is not removed within 15 days , or stayed as provided by law, or in the event of any sale or attempted sale of the leasehold interest hereby created , under or by virtue of any execution or other legal or judicial order or authority, or if Lessee should make an assignment for benefit of creditors , the Lessor may, at its option , thereupon and upon the happening of any such event , immediately after 30 days written notice , terminate this Lease , and remove the Lessee and all of Lessee ' s property from said Leased Land , and no person , firm or corporation shall have any right to use , possess or occupy said Leased Land , or any part thereof , under or by virtue of any matters or things herein as set forth in this paragraph without the written consent of the Lessor first had and obtained ; provi- ded , however , that neither the occurrence of any of the contingen- cies mentioned in this article , nor the entry or the re-entry by the Lessor , nor the removal by Lessor of Lessee 's property ( in the happening of any such contingencies ) shall constitute an election upon the part of the Lessor to terminate this Lease unless written notice to that effect is given by Lessor to Lessee , but in any event , the occurrence of any such event shall constitute a default under this Lease for which the Lessor shall have the same rights and remedies as are provided in the case of any other default hereunder , or by any laws relating thereto ; and further provided -17- that such rights shall not be exercised to defeat or offset rights 1� of a lender with a valid security interest encumbering Lessee 's r^•i interest under this Lease as otherwise provided herein . 14. OPERATION OF MOBILE HOME PARR. ( a) Lessor hereby grants Lessee the right and privilege to construct and operate a mobile home park, including trailer pads for mobile homes , for the benefit of low and moderate income persons . However , no part of the Premises may be used for any purpose tending to injure the reputation thereof , unreasonably disturb either the neighborhood or occupants of the neighboring property or constitute a nuisance . Lessee and all persons using or occupying any part of the Premises will comply with all rele- vant public laws , ordinances , and regulations . Lessee shall , on the Leased Land , have the right to and shall rent mobile home spaces and may provide other services incidental to services which are normally provided by such a development . It is specifically understood by Lessee that the rights and privileges granted herein are granted for purposes of operating a mobile home park for the occupancy and benefit of low and moderate income persons and for such purposes only. (b) Any increases in the rents charged to the mobile home tenants presently occupying the subject Premises will be com- puted in a manner comparable to the CITY OF PALM SPRINGS rent con- trol ordinances including its provisions for annual Consumer Price Index increases . (c) When new units are added , the rents to be charged by Lessee for those units and any adjustments thereof will be -18- tra determined by agreement between Lessor and Lessee to reflect the low and moderate income levels as established for Riverside County by the Department of Housing and Urban Development provided , how- ever , that in no event will the permissible rent be less than $ 185 .00 per space , exclusive of utility charges . (d ) Prior to the construction of any improvements , Lessee shall submit to the CITY OF PALM SPRINGS Planning and Building Department for approval , final plans and specifications for each improvement , including support facilities , parking facilities , and landscaping plans as well as a schedule for con- struction . Lessee ' s plans and specifications for building shall be subject to such approvals by Lessor as are currently required by applicable statutes and ordinances . Such approval shall not be unreasonably withheld . It is specifically understood and agreed by Lessee , however , that the improvements as allowed hereinabove shall be for a mobile home park and its related facilities . 15. ENCUMBRANCES . ( a) Lessee shall have the right , from time-to-time with Lessor ' s consent , to mortgage , pledge , grant deed ( s) of trust , or otherwise encumber this Lease , or any right hereto , or any interest herein including any improvements on the Leased Land and to assign , hypothecate , or pledge the same as security for any debt . Lessor shall not unreasonably withhold its consent to encumbrancing the Premises as set forth above . In this regard , Lessor shall have four weeks from receipt of written notice by Lessee of its intent to encumber the Premises within which to raise written objections to the proposed encumbrance . The failure -19- 11 to raise any objections within said time period shall be deemed 0 conclusive evidence of Lessor ' s consent to the proposed encum- brance . Either prior to or concurrent with the recordation of the encumbrance instrument , Lessee will cause a fully conformed copy thereof to be delivered to the Lessor , together with a written notice containing the name and post office address of the mortgagee , trustee , beneficiary, or other holder of the beneficial interest in the encumbrance instrument ( "Encumbrancer" ) . (b) Encumbrances must be confined to the leasehold interest of Lessee or the subleasehold interest of a sublessee and shall not jeopardize in any way the Lessor 's interest in the Land . ( c) With respect to any encumbrance instrument , Lessor hereby consents to the inclusion therein , at the option of the Encumbrancer , of any of the following provisions : ( 1 ) For an assignment of Lessee 's share of the net proceeds from any award or other compensation resulting from a total or partial (other than temporary) taking of the leased Premises by condemnation . ( 2) For the entry of the Encumbrancer upon the leased Premises during business hours , without notice to the Lessor or Lessee , to view the state of the leased Premises . ( 3 ) That a default by Lessee under this Lease shall constitute a default under the encumbrance . ( 4) For an assignment of Lessee ' s right , if any, to terminate , cancel , modify, change , supplement, alter or amend the Lease . -20- • ( 5) For an assignment of any sublease to which the LO encumbrance instrument is subordinated . 0) ItJ z ( 6 ) Effective upon any default in any such encum- 1°1l brance instrument : ( i ) For the foreclosure of the encumbrance pursuant to a power of sale by judicial proceedings or other law- ful means and the subsequent sale of the leasehold estate to the purchaser at a foreclosure sale and a sale by such purchaser , and/or a sale by a subsequent purchaser subject to subsection 15 (d) . ( ii ) For the appointment of a receiver , irrespective of whether the Encumbrancer accelerates the maturity of all indebtedness secured by the encumbrance . ( iii ) For the right of the Encumbrancer or the receiver to enter and take possession of the Premises to man- age and operate the same and to collect the subrentals , issues , and profits therefrom and to cure any default under the encum- brance instrument , or any default by Lessee under this Lease . ( iv) For the assignment of Lessee ' s right, title and interest in and to any deposit of cash, securities or other property which may be held to secure the performance of covenants , conditions , and agreements contained in this Lease , the premiums for or dividends upon any insurance provided for the benefit of the Encumbrancer or required by the terms of this Lease , as well as in all refunds or rebates of taxes or assessments upon , or other charges against the Premises , whether paid or to be paid . -21- (d ) In the event of default by the Lessee of the terms c� of an encumbrance , the Encumbrancer may exercise any rights I provided in such encumbrance , provided that, before any sale of the leasehold , whether by power of sale or by foreclosure , the Encumbrancer shall give Lessor notice of the same character and duration as is required to be given to Lessee by such Encumbrancer and/or by the laws of the State of California . Any notice of default shall comply with the provisions of Section 2924 (c) of the California Civil Code . (e) If any sale under an encumbrance occurs , whether by power of sale or by foreclosure , the purchaser at such sale shall succeed to all of the rights , title , and interest of the Lessee in the leasehold estate covered by said encumbrance . It is further agreed that, if the purchaser at such sale is the Encumbrancer , the Encumbrancer may sell and assign the leasehold interest with- out the consent of Lessor , provided that the assignee shall be bound by all the terms and conditions of the Lease . If the Encumbrancer is the purchaser , it shall be required to perform this Lease only so long as it retains title thereto . If a sale under an encumbrance occurs and the purchaser is a party other than the Encumbrancer , said purchaser , as successor-in-interest to the Lessee , shall be bound by all the terms and conditions of this Lease . For the benefit of the Encumbrancer , Lessor agrees not to accept a voluntary surrender of this Lease at any time while such Encumbrance remains a lien on said leasehold . ( f) Immediately after the recording of an encumbrance , Lessee , at Lessee ' s expense , shall cause to be recorded in the -22- Office of the County Recorder of Riverside County, California, a duly executed and acknowledged written request for a copy of any GtJ Y Notice of Default , and of any Notice of Sale under the encumbrance as provided by statutes of the State of California relating there- to. Concurrently with the execution of said encumbrance , Lessee shall furnish Lessor a complete copy of the trust deed and note secured thereby, together with the name and address of the holder thereof . (g) Lessor agrees that it will not require Encumbrancer to take necessary action to replace Lessee because of any default or breach hereunder on the part of Lessee if the Encumbrancer under the trust deed within 90 days after service of written notice on the Encumbrancer by Lessor of its intention to exercise its powers under paragraph 20 of this agreement for such default or breach shall : ( 1 ) Cure such default or breach , if the same can be cured , by the payment or expenditure of money provided to be paid under the terms of this Lease ; provided , however , that for the purpose of the foregoing , the Encumbrancer shall not be required to pay money to cure the bankruptcy or insolvency of Lessee ; or , ( 2) Arrange for replacement of Lessee with a new lessee who agrees to be bound by and to comply with the terms and conditions of this agreement ; or , ( 3) If such default or breach is not so curable , cause the trustee under the deed of trust to commence and to thereafter diligently pursue to completion steps and proceedings -23- for judicial foreclosure , the exercise of the power of sale under and pursuant to the trust deed in the manner provided by law, or to accept from Lessee an assignment in lieu of foreclosure and to keep and perform all of the covenants and conditions of this Lease requiring the payment or expenditure of money by Lessee until such time as said leasehold shall be sold upon exercise of power of sale pursuant to the trust deed or be released or reconveved thereunder or be sold upon judicial foreclosure or be transferred by deed in lieu of foreclosure . (h) In the event that title to Lessor 's estate and to the Lessee ' s estate shall be acquired by the same person , firm , or entity, no merger shall occur if the effect of such merger would impair the lien of said Encumbrancer . ( i) Lessor agrees that upon request of an Encumbrancer , it will execute and deliver to any person , firm, or entity, a certificate stating that this Lease is in full force and effect and that the documents creating or evidencing said lease- hold are true and correct copies and not incomplete , provided that such be the case . ( j ) Notwithstanding anything contained to the contrary, the leasehold estate of Lessee and all of the subleases , shall remain free and clear of all liens and encumbrances during the last five years of the term of this Lease . (k) Nothing contained herein shall be deemed to be a subordination by Lessor of any interest in the real property. Lessor has only consented that an Encumbrancer may have the right -24- to take possession and operate the terms of this encumbrance L7 C) agreement with Lessee . if) 16 . TITLE TO IMPROVEMENTS. Title to all fixed improvements made to and placed upon the Premises shall be the property of the Lessee subject to security rights of any Encumbrancer but shall vest in Lessor at the end of the term of this Lease Agreement . Furniture , furnishings , and equipment , not including heating and air-conditioning equipment , will be deemed the personal property of the original Lessee until such time as said original Lessee is replaced by a successor Lessee , at which time the personal pro- perty shall become the property of the successor Lessee and may be removed by Lessee lawfully in possession at the end of the term of this Agreement . It is specifically understood and agreed that , upon such removal , the Lessee shall restore the space to good , usable condition , ordinary wear and tear excepted . Alternatively, Lessor may, in its sole discretion , require removal of improve- ments and restoration of the land to its original condition . 17 . OBLIGATIONS OF LESSEE TO OPERATE MOBILE HOME PARR. ( a) Lessee agrees that Lessee will , during the entire term of this Agreement , operate , maintain , and manage the mobile home rental park and all facilities connected therewith including , but not limited to , the common areas and recreational facilities , in a first class manner in accordance with the best practices and comparable to other mobile home parks of similar type providing similar facilities and services at a comparable rental rate . -25- At all times during the term hereunder , Lessee llshall maintain full , adequate and experienced management pursuant to California Civil Code Sections 798 . 2 and 18603 . (b) Lessee and/or its employees , agents, or servants shall at all times comply with the laws and regulations of the United States of America , the State of California, and all applic- able ordinances , codes , and regulations of the CITY OF PALM SPRINGS , as they now exist or as they may be hereafter lawfully amended . Violations thereof by Lessee and/or its agents , ser- vants , or employees or revocation of permits or licenses which are required in the performance of this Agreement shall constitute a breach of this Agreement by Lessee . Upon such breach Lessor , after giving written notice to Lessee and an opportunity to cure pursuant to paragraph 20 (b) , may take necessary action to replace Lessee . At its own cost , Lessee will make or cause to be made any repair or alteration to the Premises which may be required in order to comply with the foregoing , Lessee will indem- nify and hold Lessor harmless from any penalty, damage , or charge imposed for the violation of these covenants , whether caused by Lessee ' s neglect , omission , or willful act or by the act of any person on the Premises by way of license or invitation of Lessee , or who may be holding or occupying any part of the Premises by right of Lessee . If any abatement order is issued against Lessor with respect to Lessee ' s operation of the Premises , or Lessor due to Lessee ' s operation of the Premises , becomes subject to criminal -26- r or civil penalties or liability, Lessee will comply with the order and will hold Lessor harmless from any and all such penalties and liability. LQ To the best of Lessor 's knowledge , Lessor repre- sents that there are no underground tanks now located or at any time in the past have been located on the Leased Lard , no toxic or hazardous substances have been generated , treated , stored , disposed of , or otherwise deposited in or on, or allowed to emanate from the Leased Land , including without limitation the surface waters and subsurface waters thereof , and there are no other substances or conditions in , or emanating from the Leased Land, including without limitation the surface waters and subsur- face waters thereof , which may support a claim or cause of action under the Comprehensive Environmental Response , Compensation and Liability Act of 1980 , the Carpenter-Presley-Tanner Hazardous Substance Account Act , the California Hazardous Waste Control Law, the Porter-Cologne Water quality Control Act , or any other fed- eral , state , or local environmental statutes , ordinances , regula- tions or guidelines . (c) Lessee shall procure and maintain , at its own ex- pense , all licenses or permits necessary to legally operate the mobile home park facilities and associated activities in the CITY OF PALM SPRINGS . (d ) Lessee will pay or cause to be paid when due , as required or permitted , all taxes which may be levied against Lessee ' s property, sales , use , business activities or other taxes , assessments , rates , and other governmental charges ( impositions ) 27- applicable to the Premises or to any of Lessee ' s personal property situated thereon, in addition to rent , including but not limited to , assessments for public improvements or for benefits which will , for any period subsequent to the execution of this Lease and prior to its termination , become due and payable , laid , assessed , levied or imposed upon or become due and payable and has become a lien upon the Premises . Any imposition for a fiscal period of the taxing authority which includes a portion of the Lease term but expires after the termination of this Lease , will be apportioned between the parties , whether or not the imposition is paid , assessed , levied, imposed , and payable or has become a lien on the Premises . Any tax assessed on the rental paid by Lessee to Lessor shall not be the Lessee ' s responsibility. Pursuant to Revenue and Taxation Code Section 107 .6 , Lessee specifically acknowledges that the leasehold interest granted herein may be subject to possessory interest taxes . Within 60 days of receipt of written request by Lessor , Lessee will furnish Lessor with official receipts or other evidence satisfactory to Lessor that the imposition has been paid . (e) Lessee shall provide , in accordance with the Palm Springs Municipal Code , a complete and proper area for the adequ- ate sanitary handling and disposal of all trash, garbage , and other refuse caused as a result of the operation of its business . Lessee shall provide and use suitable covered metal receptacles for all garbage, trash , and other refuse . It is agreed that the -28- piling of boxes , cartons , barrels , or other similar items in an r G unsightly or unsafe manner on or about the Premises is prohibi- ted . (f) Lessee shall bear all costs of operating the mobile home park facilities and related services and shall pay, in addition to rent , all other costs connected with the use of the Premises , facilities , or the rights and privileges granted herein . Lessee agrees , at its own expense , to cause the Premises and improvements , including automobile parking facilities and land- scaping , to be maintained in a first class , presentable condition , and further agrees to supply a landscape maintenance plan to assure that the building and grounds continue to present an attractice appearance . (g ) Lessee will not suffer or permit to be maintained upon the outside of any improvements located on the Premises any billboards or advertising signs , except those which have the specific prior approval of Lessor . It is agreed , however , that Lessee may maintain on the Premises or on the outside of the management office erected on the Premises , its name on a neatly- painted , electrical , or other illuminated sign or signs which conform to all ordinances or regulations of the CITY OF PALM SPRINGS relating to signs . The size and type of any sign or signs must have the prior written approval of Lessor , which approval shall not be unreasonably withheld . (h) Lessee will provide and regulate parking for auto- mobiles of Lessee ' s tenants , guests , visitors , employees , and suppliers in accordance with requirements imposed by the CITY OF -29- U'� PALM SPRINGS under the provisions of the final planned development C" district approval . ( i) Lessee is prohibited from selling or subleasing any mobile home space or pad for the purpose of time share or other internal ownership. In no event shall Lessee sublet any of the above described Premises for periods of less than thirty day occupancy. Lessee covenants and agrees that it will insert a pro- vision in all of its tenant leases that will provide that tenants and sublessees and all other successors in interest are prohibited from offering , selling , or further subleasing any of the above described Premises for the purpose of time share or other interval ownership. Lessee further covenants and agrees that the terms and conditions set forth in its rental agreements will prohibit tenants or their successors in interest from subletting any of the above described Premises for periods of less than thirty days and that all such further subleasing shall be subject to the approval of Lessee . is . TERMINATION BY LESSEE . In addition to all other reme- dies available to the Lessee , this agreement shall be subject to cancellation by the Lessee with the written consent of Lessor should any one or more of the following events occur : ( a) The issuance by any court of competent jurisdiction of a permanent injunction in any way preventing the use of the Premises for the purpose herein enumerated . (b) The breach by the Lessor of any of the terms, cove- nants , or conditions of this agreement to be kept, performed , and observed by the Lessor , and the failure of the Lessor to remedy or -30- Uf to commence action to remedy such breach for a period of 30 days after written notice from the Lessee of the existence of such breach . ( c) The assumption by the United States Government or by the State of California, or by any authorized agency of same, of the operation , control , or use , of these facilities in such a manner as to substantially restrict Lessee from conducting its operation if such restrictions be continued for a period of 30 days or more . 19. CONSENT TO TERMINATION BY LESSOR. ( a) If this Lease is terminated under paragraph 18 , Lessee will deliver copies to Lessor of all architectural and engineering plans , drawings , and specifications , soil reports , surveys , title reports , and all similar or like materials covering or related to the Premises in the possession or control of Lessee without cost or warranty of any sort to Lessor . (b) Remedies for a breach or default which occurs prior to termination will survive the termination . 20 . REMEDIES OF LESSOR. ( a) In addition to all other remedies available to the Lessor and subject to the provisions of paragraph 18 hereof , this agreement hereby grants Lessor the option to take necessary action to replace Lessee should any one or more of the following occur : ( 1 ) If Lessee shall be divested of its rights , powers , and privileges under this agreement by operation of law. -31- • i ( 2) If Lessee shall abandon and discontinue the conduct and operation of said mobile home park for a period of six QJ months or more . �1 ( 3) If Lessee shall default in, or fail to make any payments at the time and in the amounts as required of it under this agreement . ( 4) If Lessee shall fail in a material and sub- stantial way to perform, keep, and observe all of the covenants and conditions to be performed , kept , and observed by it pursuant to this agreement . ( 5) If Lessee shall fail in a material and sub- stantial way to abide by all applicable laws , ordinances , rules , and regulations of the United States , the State of California, or the City of Palm Springs . (b) Upon the occurrence of any of the contingencies recited in subsection (a) , above , Lessor shall give written notice to Lessee and to Encumbrancer to correct or cure such default, failure to perform or breach and if, within 90 days from the date of such notice , the default, failure to perform or breach complained of , shall not have been corrected in a manner satisfac- tory to Lessor , then , in such event , Lessor shall have the right, at once and without further notice to Lessee , to take necessary action to replace Lessee and , provided further that , upon the occurrence of any one of the contingencies enumerated in subsec- tion (a) , above, this agreement shall be deemed to be breached by Lessee and such breach shall constitute a continuing breach unless such legal act divesting Lessee of its rights under this agreement -32- shall be denied , set aside , vacated , or terminated in Lessee 's LQ G; favor within 45 days from the expiration of the notice period . 1� Z, Upon the occurrence of said latter events , the breach shall be ri deemed cured as though there had been no breach occasioned by the occurrence of said contingencies , provided that Lessee shall , within 10 days after such legal act is finally denied , vacated or set aside , pay or discharge any and all sums of money which may have become due under this aqreement in the interim and which then , remain unpaid and shall likewise fully perform and discharge all other obligations which may have accrued and become payable in the interim. 21 . CONDEMNATION. If the whole of the Premises shall be taken or condemned by any competent authority ( "Authority" ) by the exercise of any right of eminent domain or in a condemnation pro- ceeding or by transfer under reasonable threat of condemnation ( herein referred to as "Taking" ) this Lease and the term hereof shall cease and terminate as of the earlier of the date upon which title or possession shall vest in the Authority and the rent shall be apportioned and paid up to said date . Thereafter , both Lessor and Lessee shall be released from all obligations under this Lease except those specified in subsection 21 (c) . ( a) If there is a Taking of less than the entire Prem- ises , this Lease and the term thereof , shall cease and terminate as of the date upon which title shall vest in the Authority as to the portion of the premises so taken ( "Terminated Premises" ) and this Lease shall continue in effect as to the balance of the Prem- ises , provided that such Taking does not prohibit or materially -33- impair Lessee ' s continued operation and maintenance of the mobile 11'a home park and residential facilities upon the remainder of the (5� Va Premises and further provided such maintenance and operation is Z economically feasible by Lessee . Such Taking as to the Terminated Premises shall be effective on the date of the vesting of title or possession in the Authority and the rent and all other charges payable by Lessee hereunder which are allocable to the Terminated Premises shall be prorated to the date of such termination . With respect to the remainder of the property, the rent payable under this Lease shall , as of the effective date of the Taking , be re- duced , such reduction to be based upon the extent to which the value of the portion of said Premises so taken by eminent domain bears to the full value of said Premises immediately prior to the Taking without regard to diminution of value due to the pending condemnation and excluding the value of the improvements which were constructed by Lessee . (b) Promptly after a partial Taking , at Lessee 's ex- pense , and in the manner specified in the provisions of this Lease relating to maintenance , repairs , and alterations , Lessee shall repair , alter , modify, or reconstruct the improvements (herein- after referred to as "Restoring" ) so as to make them reasonably suitable for Lessee ' s continued occupancy for the uses and pur- poses for which the Premises are leased . Lessee shall not be obligated to expend amounts in excess of the condemnation award in connection herewith . If Lessee does not repair , alter , modify, or reconstruct as outlined above , the cost of such repair shall be -34- 9 0 kq deducted from Lessee ' s share of the award and paid to any lease 67� hold Encumbrancer demanding it , and otherwise to Lessor . ( c) Any compensation or damages awarded , or payable , because of the Taking of all or a portion of said Premises by eminent domain shall be allocated between Lessor and Lessee in accordance with the law in effect at the time the lease is exe- cuted . In general , it is the intent of this section that upon condemnation , the parties hereto shall share in their awards to the extent that their interests , respectively, are depreciated , damaged , or destroyed by the exercise of the right of eminent domain . In this connection , if the condemnation is total , the parties agree that the condemnation award shall be allocated so that the then value of the property and the then value of the improvements shall be allocated between Lessor and Lessee , after giving due consideration to the fair market value of the Premises as encumbered by the Lease , the number of years remaining in the term of the Lease , and the condition of the buildings at the time of the condemnation, and whether the improvements had been placed upon the Premises at the expense of Lessee or Lessor . 22 . ASSIGNMENT. (a) The privileges contained herein are exclusive . Lessee agrees that it will not assign the same or any portion thereof or anv improvements thereon including , but not limited to , buildings or facilities constructed on the Premises without the express written consent of Lessor , which consent shall not be unreasonably withheld . Any purported assignment without the consent of Lessor shall be void . Lessor shall be the sole judge -35- i � as to the reliability, capability, character , and desirability of prospective lessees . ua c� �? (b) Lessor hereby agrees to the assignment of all or a portion of Lessee 's leasehold interest , provided such assignee or sublessee is a California limited partnership formed by Lessee , assignee or sublessee agrees in writing to perform the conditions and covenants of this Lease so far as the same shall be applicable to Lessee herein , Lessee shall be the general partner of said limited partnership and Lessee shall hold a percentage interest in said limited partnership of not less than 10% . Such assignment or sublease shall not discharge or release Lessee from any liability to Lessor . 23 . QUIET ENJOYMENT. Lessor hereby covenants, warrants , and agrees that , at all times during the term hereof , Lessor shall not disturb the Lessee ' s peaceful and quiet enjoyment of the Premises . Nothing contained in this paragraph shall be construed as a cove- nant , warranty, or guarantee relative to zoning . 24. HOLDING OVER. In the event Lessee shall hold over and remain in possession of the Premises herein leased after expira- tion of this agreement , such holding over shall not be deemed to operate as a renewal or extension of this agreement, but shall only create a tenancy from month-to-month which may be terminated at any time by the Lessor . 25 . MAINTENANCE, ALTERATIONS , AND REPAIRS . ( a) Lessee shall at all times keep the Premises and all fixtures , equipment , and personal property in a clean and orderly condition and appearance . -36- (b) Lessee shall repair , replace , rebuild , and paint LO all or any part of the Premises which may be damaged or destroyed by the acts or omissions of Lessee , or by those of its officers , employees , or tenants . (c) Lessee shall take such care of the Premises and all parts thereof and , at all times during the term of this agreement and at the expiration or termination hereof , the Premises shall be in as good condition as at the time of completed construction or installation , except for reasonable wear which does not adversely affect the structural integrity or condition of the structure or which does not adversely affect the appearance and the efficient and proper utilization of any part of the Premises . The Premises and all parts thereof shall include , but shall not be limited to , any of the following as are or may be located or installed in or on the Premises during the term of this agreement : fencing ; exterior and interior of the building walls ; exterior , interior , operating mechanism of and attachments to windows and skylights , screens , roofs , foundations , steel work and columns ; the exterior , interior , operating mechanism of and attachments to doors , parti- tions , floors and ceilings ; inside and outside paving and unpaved areas ; landscaping ; glass of every kind ; and the utility, mechani- cal , electrical and other systems. (d ) Lessee shall make frequent , periodic inspections and , as the necessity arises , regardless of the causes therefor , shall perform all necessary preventive maintenance including , but not limited to , painting ; make all necessary repairs and replace- ments ; and do all necessary rebuilding with respect to the -37- r Premises and all parts thereof , including any total destruction . All such maintenance , repairs , and replacement shall be of the ll7 c7 quality equal to the original with respect to materials and work- u°� z manship. All exterior paint colors shall be subject to the prior �i approval of Lessor . 26 . ARBITRATION. All disputes under this agreement shall be resolved by resort to informal arbitration . ( a) Lessor and Lessee will agree on a single arbitrator from the list of official arbitrators for the Riverside County Superior Court , Indio Branch, which list is available from the Assistant Court Administrator ( Indio) 46-209 Oasis Street , Room 103 , Indio , California 92201 , telephone number (714 ) 345-3906 . (b) If Lessor and Lessee cannot agree upon an arbitra- tor within 15 days following the request of either party for arbitration , then Lessor shall request that the Assistant Court Administrator select an arbitrator from the list, which selection shall be binding to the parties hereto . (c) The parties agree to request that an award be made within 30 days after the close of the hearings . The provisions of Title 9 (Arbitration) of Part 3 of the California Code of Civil Procedure are expressly waived by both parties . Should either party be dissatisfied with the award , it may seek a trial de novo , provided that said trial de novo is subject to California Code of Civil Procedure Sections 1141 .20 , 1141 .23 , 1141 . 24 , 1141 .25 and 1141 .27. 27 . NOTICES AND PLACE FOR PAYMENT OF MONEY. Notices to Lessor and payment of rent as provided for in this agreement shall -38- be sufficient if sent by mail , postage prepaid , addressed to the U) City Clerk, P.O. Box 1786 , Palm Springs , California 92263 , and enotices to the Lessee , if sent by mail , postage prepaid , addressed Z -; to SANTIAGO CORPORATION, 1108 West Seventeenth Street , Santa Ana, California 92706, or to such other respective addresses as the parties may designate to each other from time-to-time in writing . 28. PAYMENT OF DEFERRED FEES. Upon the execution of this agreement , Lessee shall pay to Lessor 50% of certain deferred City fees relating to the Leased Land , said deferred fees presently totalling $372 ,359 . 81 . The balance of the deferred fees shall be paid annually by Lessee in five equal installments, with accrued interest at a rate of 10% per annum, with the first of said annual payments to be made at the one year anniversary of the execution of this Lease agreement . 29 . MISCELLANEOUS SITE IMPROVEMENTS . Lessee shall , at its own expense , provide the following for the Leased Land : ( a) All onsite and offsite utilities shall be under- ground . To cover the cost of providing said undergrounding of the utilities , the Lessee shall deposit into an account in the name of Lessee and Lessor the sum of $ 1 ,000 .00 as each new mobile unit is moved in and issued a Certificate of Occupancy on the Leased Land . Said account shall be interest-bearing . When sufficient funds have been established to cover the cost of undergrounding the utilities , Lessee will contract with the utility company to com- mence construction of the undergrounding of the utilities . In the event that , within five years of the date of this agreement , there are insufficient funds deposited to cover said undergrounding , -39- L7 Lessee agrees to contract with the utility to commence construc- tion and Lessee further agrees to pay any deficiency between the Haccounts accumulated towards the undergrounding as provided for herein and the actual cost of the undergrounding of the utilities . Should there be any excess funds in the account at the completion of the undergrounding of the utilities , said excess funds shall be the property of Lessee . In no event shall the commencement of construction for the undergrounding of the utilities be delayed in excess of five years from the date of this agreement . (b) Lessee shall provide for all site improvements which generally meet the following conditions , except where com- pliance with said conditions has been modified or altered pursuant to the mutual agreement of the City of Palm Springs Planning Director and Lessee : ( 1 ) Mobile home park tree plan and surrounding wind buffers shall be constructed . ( 2 ) One covered parking space per unit shall be provided for the mobile home park. ( 3 ) A five feet wide sidewalk shall be constructed along the entire frontage of the Premises . ( 4 ) All on-site parking shall be constructed in accordance with the City of Palm Springs standards . 30 . GENERAL PROVISIONS . ( a) Lessee represents that it has carefully reviewed the terms and conditions of this agreement , that it is familiar with such terms and conditions and that it agrees faithfully to comply with the same to the extent to which said terms and condi- -40- tions apply to its activities as authorized and required by this U) instrument . Lr� (b) The term "Lessor" as used herein, means the CITY OF UID PALM SPRINGS, and where this agreement speaks of approval and consent by the Lessor , such approval is understood to be manifes- ted by an official act of the CITY OF PALM SPRINGS, unless other- wise expressly stated in this agreement . (c) If either party shall be delayed or prevented from the performance of any act required by this Lease by reasons of acts of God , strikes , lockouts , or other causes without fault or beyond the control of the party required to perform such obliga- tions ( financial ability excluded ) , performance of such act shall be excused for the period of the delay provided , however , nothing in this section shall excuse Lessee from the prompt payment of any rental or other charge required of Lessee, except as may be expressly provided elsewhere in this Lease . (d) Except as otherwise expressly set forth, Lessor has made no warranty or representation to Lessee with respect to the Premises . (e) Nothing herein contained will be deemed or constru- ed by the parties hereto , or by any third party, as creating the relationship of principal and agent , or of partnership, or of joint venture between the parties hereto ; it being understood and agreed that neither the method of computation of rent, nor any other provision contained herein , nor any of the acts of the parties herein , will be deemed to create any relationship between the parties other than the relationship of landlord and tenant . -41- L� � ( f) If a party to this Lease becomes a party to litiga- tion which results wholly, or in part , from the acts of any other party or which concerns the terms of this Lease or the rights and duties of the parties hereunder , the prevailing party will be entitled to a reasonable sum for attorneys ' fees as costs and not as damages , in addition to such other relief as may be granted . A party not entitled to recover his costs shall not recover attorneys ' fees . No sum for attorneys ' fees will be counted in calculating the amount of a judgment for the purpose of determining whether a party is entitled to recover his costs or attorneys ' fees . (g) Upon at least 20 days prior written request , either party will execute , acknowledge , and deliver to the other a state- ment in writing : ( 1 ) Certifying that this Lease is unmodified and in full force and effect , or if there has been a modification thereof, that the same is in full force and effect , as modified , and stating the modification or modifications ; ( 2 ) The dates to which the rent and other charges have been paid ; ( 3 ) That no notice has been given to the party executing such statement of any default which has not been cured , except as to defaults specified in said statement ; ( 4 ) If relevant , that no default on the part of any tenant , subtenant, licensee , or concessionnaire exists or, if any such default exists , specifying the nature and period of -42- existence thereof, and what action Lessee is taking or proposes to take with respect thereto ; and , 6) ( 5 ) Such other information with respect to the Premises or any part thereof as from time-to-time may reasonably be requested . Any statement delivered pursuant to this section may be relied upon by any prospective assignees , subtenants , mort- gagees , or beneficiaries under the deed of trust of a leasehold estate or any prospective purchaser of the estate of Lessor and any title insurer insuring the interest or interests of any of the foregoing classes of persons . (h) The captions and sections of this Lease are for convenience only and will not be construed or referred to in resolving questions of interpretation or construction . ( i) The various rights , options , elections , powers and remedies of Lessor contained in this Lease will be construed as cumulative and none of them shall be exclusive of any others or of any other legal or equitable remedy which Lessor might otherwise have in the event of breach or default in the terms hereof and the exercise of one right or remedy by Lessor will not in any way impair its right to any other right or remedy until all obliga- tions imposed upon Lessee have been fully performed . ( j ) No failure by Lessor to insist upon the strict performance of any term hereof or to exercise any right, power , or remedy consequent upon a breach thereof and no acceptance of full or partial rent during the continuance of any such breach will constitute a waiver of any such breach or of any such term. No -43- waiver of any breach will affect or alter this Lease which will continue in full force and effect or the right of Lessor with cc respect to any other existing or subsequent breach . 7 1 (k) It is understood and agreed that all of the provi- sions of this Lease are to be construed as covenants and agree- ments as though the words importing such covenants and agreements were used in each separate provision hereof . (1) Each and all of the covenants and obligations of this Lease will be binding upon and will inure to the benefit of the parties hereto as the case may require and , except as herein otherwise specifically provided, as well to their respective heirs , devisees , legatees , executors , administrators , successors , and assigns , subject at all times , nevertheless , to all agreements and restrictions herein contained with respect to assignment of Lessee ' s interest in this Lease . (m) At such time or times as may be requested by Lessee , Lessor agrees that it will duly execute and cause to be acknowledged , a memorandum of this Lease in the form and content as is reasonably acceptable to Lessor and Lessee for the purposes of causing said memorandum to be recorded with the Riverside County Recorder . (n) The term "Lessee" as used herein refers to the original Lessee mentioned on page 1 of this agreement, and any assignee of the original Lessee , or any successor lessee who shall become lessee under this agreement by virtue of replacement of the original Lessee . -44- (o) Lessee , for itself, its personal representatives , LO successors-in-interest and assigns , as a part of the consideration 0 hereof , does hereby covenant and agree that : LO ( 1 ) No person on the grounds of race , color , national origin , religion , sex , or other improperly discriminatory grounds shall be excluded from participation , denied the benefits of, or otherwise be subject to discrimination in the use of said facilities ; and , ( 2) In the construction of any improvements on , over , or under such land and the furnishing of services thereon , no person on the grounds of race , color , national origin , religion, or sex , shall be excluded from participation in, denied the benefits of, or otherwise be subjected to discrimination . (p) There is hereby reserved to Lessor , its successors and assigns , for the use and benefit of the public , a right of flight for the passage of aircraft in the airspace over 300 feet above the surface of the Premises leased herein , together with the right to cause in such airspace and in any adjoining airspace , such noise , vibrations , fumes , dues , fuel particles and all other effects as may be caused by the operation of aircraft landing at, taking off from, or operating at, on , or near , the Palm Springs Municipal Airport or navigating or flying through such airspace . In addition to any other covenants or indemnities contained in this agreement , Lessee covenants and agrees to indemnify, defend and hold Lessor harmless , from and against any and all claims , demands, expenses , or causes of action made or brought by Lessee or any sublessee , tenant , or other person claiminq under Lessee -A`r 0 based upon or arising out of the exercise of the rights reserved C✓ C7 in this paragraph. 1t� CtJ (g) In the event any covenant, condition, or provision herein contained is held to be invalid by a court of competent jurisdiction , the invalidity of any such covenant, condition , or provision herein contained is hereby declared to be severable and the remainder of this agreement shall remain in full force and effect , provided that the validity of such covenant, condition , or provision does not materially prejudice either Lessee or Lessor in their respective rights and obli4ations contained in the valid covenants , conditions , or provisions of this Lease . IN WITNESS WHEREOF, the parties have caused this agreement to be executed by their duly authorized officers and their respective seals to be hereto affixed the day and year first above-written . ATTEST: CITY OF PALM SPRINGS , CALIFORNIA �r l A Municipal Corporation By: 7_-' By; — ern?✓C P� ✓1��i1, ��� Delp City Clerk "rc'City Manager REVIEWED AND APPROVED: SANTI. GO C ORATION A Cal for ) Corporation By : / ✓ 3,v F �'a Its : ly 5i ; -46- EXHIBIT "A" U All of Lot 1 of that Map entitled "Tract No . 17642-1 being a subdivision of a portion of the Southeast Quarter of Section 35 , Township 3 South, Ranqe 4 East , San Bernardino Meridian , also shown on Record of Survey Map Book 65 at Page 33 , official records of Riverside County, State of California" filed on the 18th day of November 1981 in Map Book 122 at Pages 88 thru 90 . official Records of Riverside County, California . EXHIBIT "B" 1� 1 . An easement for public utilities and incidental pur- poses , as granted to Southern California Edison Company, a cor- poration in deed recorded March 5 , 1982 as Instrument No . 38733 of Official Records, along the private roads , streets and ways within Lot 1 of Tract No . 17642-1 of said land . Said instrument provides that no building , planter boxes , earth fill or other structure except walls and fences shall be erected on said easement . 2 . An easement for public utilities and incidental purposes as granted to General Telephone Company of Calfiornia, a corpora- tion in deed recorded October 5 , 1982 as Instrument No . 171625 of Official Records, affects Lot "C" and Lot 1 (Exclusive of Building Sites) of Tract 17642-1 of said land . 3 . An easement for pipelines and conduits and incidental purposes as granted to Desert Water Agency, a public agency in the deed recorded November 30 , 1982 as Instrument No . 207205 of Official Records, affects the Easterly 70 .00 feet of the Westerly 585 . 00 feet of the Southerly 1160 .00 feet of Lot 1 in Tract 17642-1 of said land . 4 . An easement for pipe lines and incidental purposes as granted to Southern California Gas Company, a corporation in the deed recorded April 5 , 1983 as Instrument No . 63659 of Official Records, affects all those portions designated as private roadways in Lot 1 of Tract Map No . 17642-1 of said land . 5 . A covenant and agreement executed by the City of Palm Springs and recorded January 23 , 1986 , as Instrument No . 16503 Official Records , which among other things provide for : Amending the redevelopment plan for the Highland-Gateway Redevelopment Project . STATE OF CALIFORNIA ) ss . COUNTY. OF ORANGE ) cc, On June ' , 1987 , before me, the undersigned , a Notary +� Public in and for said State , personally appeared personally known to me , or proved to me on the basis of satis- factory evidence , to be the person who executed the within Lease Agreement as Q iJr on behalf of Santiago Corporation , the corporation therein named , and acknowledged to me that such corporation executed the within Lease Agreement pursuant to its bylaws or a resolution of its board of directors . WITNESS my hand and official seal . „z ��,�wq� � , � Tj 7 �.�'7r �, ��. Bl ,i IV "L'J �� i '. �a I�..t�,C� �..��i C'.�.... ��r i 1 Ri N'r , Pudic ernia C! on��ary J{ " M'y Go,nm F_xp Nov 2P 1990 ;' STATE OF CALIFORNIA ) cZ ) ss . 0? COUNTY OF ORANGE ) 7-1 On June `��f 1987 , before me , the undersigned , a. Notary Public in and for said State , personally appeared personally known to me , or proved to me on the bag/is of satis- factory evidence , to be the person who executed the within Lease Agreement as the Deputy City Clerk of the City of Palm Springs and acknowledged to me that the City of Palm Springs , California , a municipal corporation executed the within Lease Agreement . WITNESS my hand and official seal . EWIN° I �Pf"I" JZ TA �) NORY PU31JC CALIPoRNIA HIVEHSIUE COUNT( V o;.ER Vt Comm En( y puns Dec 25 1990 STATE OF CALIFORNIA ) ss . COUNTY OF ORANGE ) On June _a, 1987 , before me , the undersigned , a Notary Public in and for said State , personally appeared C'. �f� � personally known to me , or proved to me on the basis of satis- factory evidence , to be the person who executed the within Lease Agreement as the City Manager of the City of Palm Springs and acknowledged to me that the City of Palm Springs , California, a municipal corporation executed the within Lease Agreement . WITNESS my hand and official seal . t/ h14AR?Z ,rlV;uyUE COUNTY 1 \-=1yvS somi. r Dev25 1990 O • G U o 0511 � J ' m Qy � � aOc LL. p m0 co QU O c O Uj > w cc . 9 ilY ` `i � o > r � x�