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HomeMy WebLinkAbout00364C - HEDLEY BUILDERS VINEYARD PARKING LOT LIGHT POLES CP95-16 l . 226921 RECEIVED FOR RECORD FREE RECORDING REQUESTED BY AT 8:00 AM AND WHEN RECORDED RETURN TO: JUN - 3 1998 THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS 3200 East Tahquitz-Canyon Way Palm Springs, CA 92262 fMonwr' ) Attn: x „� Di y Fees$ (Space Above This Line For Recorder' s Office Use Only) ;r1 CERTIFICATE OF COMPLETION . �j WHEREAS, by an Owner Participation Agreement (hereinafter referred to as the "Agreement" ) dated 1995, by and between THE COMMUNITY REDEVELOPMENT AGEN OF THE CITY OF PA SPRINGS (hereinafter referred to as "Agency" ) , and TEACHERS INSURANCE AND ANNUITY ASSOCIATION, a New York corporation, I.S (hereinafter referred to as "Participant" ) , Participant has redeveloped the real property (the "Site" ) , legally described on Exhibit 1 attached hereto and incorporated herein by reference, according to the terms and conditions of said Agreement; and WHEREAS, pursuant to Section 3 . 8 of the Agreement, promptly after completion of all construction work to be completed by Participant upon the Site, and upon request by Participant, Agency shall furnish Participant with a Certificate of Completion in §uch form as to permit it to be recorded in the Official Records of the County of Riverside; and WHEREAS, the issuance by Agency of the Certificate of Completion shall be conclusive evidence that Participant has complied with the terms of the Agreement pertaining to the redevelopment of the Site; and WHEREAS, Participant has requested that Agency furnish Participant with the Certificate of Completion; and WHEREAS, Agency has conclusively determined that the redevelopment of the Site has been satisfactorily completed as required by the Agreement; and NOW, THEREFORE: 1 . As provided in the Agreement, Agency does hereby certify that redevelopment of the Site has been fully and satisfactorily performed and completed, and that such redevelopment is in full compliance with said Agreement. 2 . This Certificate of Completion shall not constitute evidence of compliance with or satisfaction of any obligation of Participant to any holder of a mortgage, or any insurer of a mortgage, securing money loaned to finance construction work on the Site, or any part thereof. Nothing contained herein shall modify in any way any other provision of said Agreement. " 3 . This Certificate is not a Notice of Completion as referred to in California Civil Code Section 3093 . 4 . Except as stated herein, nothing contained in this instrument shall modify in any way any other provisions of the Agreement or any other provisions of the documents incorporated therein. IN WITNESS WHE]3.�OF� Agency has exec�ted this Certificate as of this I I day of (( j 19/ THE COMMUNITY REDEVELOPMENT AG NCY OF THE OF PALM SP INGS By Execu 've Dire for STA OF CALIFORNIA ) ss. COU14TLY OF ) On the day of 91, before me, the undersigned, a Not Public, in and f said State and County, personally appeared , personally known to me (or proved to me on he ba of satisfactory evidence) to be the person who execute the within instrument as the be f of the CITY OF PALM SPRINGS, the municipal corporatio herein n ed, and acknowledged to me that such corporation ecuted the wit ' instrument pursuant to izs bylaws or a re ution of its board o directors . WI SS my hand and official seal . Notary Public (SEAL) '�Y /�HI! 226321 CALIFORNIA ALL-PURPO',n ACKNOWLEDGMENT State of County of On_ lG/��7//`lam before me, Also, Name and The of Officer(e.g„"Jane DOe,Notary Public) personally appeared Names)of Signers) ' personally known to me— — to be the persol-41P whose name@ is� subscribed to the within instrument and acknowledged to me that he/sh /the executed the same in his/hert�uthorized capacitSdED and that by his/heft eir ignaturaft on the instrument the persorl(5, ELAINE I.wEDEKINo or the entity upon behalf of which the persor>S"s acted, <' ' •;, �4 COMM.#1043857 executed the instrument. z Z� i NoTary ia public—Californ ^• RIVERSIDE COUNTY My Comm.Expires FEB 3.1999 WITNESS my hand and official seal. r Signature of Notary Pub 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•8236 Baronet Ave.,P.O.Box 7184•Canoga Park,CA 91309-7184 Prod.No.5907 Reordef;Call Toll-Free 1-800-876-6827 APPROVED LEGAL DESr'iPTION 226921 PARCEL 1 PARCEL 1 AND THAT PORTION OF PARCEL 2 OF PARCEL MAP 11092, AS SHOWN BY MAP ON FILE IN BOOK 64,PAGES 15 AND 16 OF MAPS,RECORDS OF RIVERSIDE COUNTY, CALIFORNIA, DESCRIBED AS FOLLOWS; BEGINNING AT THE SOUTHWEST CORNER OF SAID PARCEL 1; THENCE NORTH 0°08' 06"WEST,ALONG THE WESTERLY LINE OF SAID PARCEL 1 A DISTANCE OF 12.00 FEET; THENCE SOUTH 89° 51' S4"WEST,A DISTANCE OF 5.00 FEET; THENCE NORTH 0°08'06"WEST,AND PARALLEL TO SAID WESTERLY LINE A DISTANCE OF 63.00 FEET; THENCE NORTH 890 51' S4" EAST, A DISTANCE OF 5.00 FEET TO SAID WESTERLY LINE; THENCE NORTH 0° 08' 06" WEST,ALONG SAID WESTERLY LINE A DISTANCE OF 54.04 FEET; THENCE SOUTH 890 51' S4" WEST, A DISTANCE OF 2.00 FEET; THENCE NORTH 0°08'06"WEST,AND PARALLEL TO SAID WESTERLY LINE A DISTANCE OF 81.00 FEET; THENCE NORTH 89° 51' S1"EAST,ALONG A NORTHERLY LINE OF SAID PARCEL 1 A DISTANCE OF 75.00 FEET; THENCE NORTH 0° OS' 00"WEST, A DISTANCE OF 20.00 FEET; THENCE NORTH 890 52' 00" EAST, A DISTANCE OF 14.00 FEET; THENCE NORTH 0° 08' 00" WEST, A DISTANCE OF 3.00 FEET; THENCE NORTH 89°52' 00" EAST,A DISTANCE OF 11.00 FEET; THENCE NORTH 0° 08' 00" WEST, A DISTANCE OF 5.00 FEET; THENCE NORTH 89°5T 00"EAST,A DISTANCE OF 11.00 FEET TO THE WESTERLY LINE OF SAID PARCEL 1; THENCE NORTH 0° 08' 00"WEST,ALONG SAID WESTERLY LINE A DISTANCE OF 37.07 FEET; THENCE SOUTH 89° 52' 00" WEST, A DISTANCE OF 6.50 FEET; THENCE NORTH 00 08'00"WEST,AND PARALLEL TO SAID WESTERLY LINE A DISTANCE OF 84.00 FEET; THENCE NORTH 89°50'2Y EAST,ALONG THE NORTH LINE OF SAID PARCEL 1 A DISTANCE OF 79.07 FEET; THE FOLLOWING THREE (3) CORSES BEING ALONG THE EASTERLY AND SOUTHERLY LINE OF SAID PARCEL 1; THENCE SOUTH 0° 08' 00" EAST, A DISTANCE OF 339.05 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE NORTHWESTERLY AND HAVING A RADIUS OF 20.00 FEET; THENCE SOUTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 89° 58' 00" A DISTANCE OF 31.40 FEET; THENCE TANGENT TO SAID CURVE SOUTH 890 50' 00" WEST, A DISTANCE OF 161,57 FEET TO THE POINT OF BEGINNING; 226922 Exhibit 1 LEGAL DESCRIPTION OP SITE 24 7 NOO'oe'00• I e•1.50.25'E 0.00' ___ ___I p NeTSD'll'E ° P.M 95T2 0, 15.00, m I 23 'Iasi O eTSO'16'E z 113.11,• 3 O O Pow E9L 9 o P.M. 11092 i Ne9.5z'0o'E APN. 513-- 153-028 Lba 0.96E hCRES Ne9•0.00, ' n.E No0•oe'oo•W I Ne9'6a' ,0•E 31.01' Ca n.00' 146, 52'00•E 3 z H.00' Noo•oe'oo•w ° O Ne9.613A'E 9,00, O 3 NOO.Oe'00•W >-' .� 2.00' eT61'SI'E 3.00, °O U 16,00' 00.orb M p Q O O 20.00' 00 " x - K z c o PG7G3LC�L 4 `� ° ¢ P.M. 11092 I j Nersrs�e APN. 513- 153—025 p D] 2.00 LIL3 ACRES LO I I T ° "THE SITE" ° INCLUDING LOT LINE PROPERTY e9.51'69•E I 33 _ 6.00, 40' I 4:•9o•orsi' m R••20.00' R.20.00' L;31.13, Nt9.513d'E R=20,0, T•20.01' 6.00' L=31.A0' �99' OD•Oe'OF'W ILl.il �19.91' I NeT6o'o0'E 211.5L' a BARISTO RD. _ _�_ Ne9•so'oo•E VICINITY MAP rAjwI=CANYON"Y PRo.�cr errs ' � b ANOF'EAe KD. 9 } 4 0 0 ; a BAIe]TO RO. t 0 U x RANaN W. N � CITY OF PALM SPRINGS DEPARTMENT OF PUBLIC WORKS ENGINEERING DIVISION LOT LINE ADJUSTMENT LEGAL DESCRIPTION PARCEL 1 AND PARCEL 2 OF PARCEL MAP 11092 CITY ENGINEER R.C.E. AS SHOWN BY MAP ON FILE IN BOOK 64. PAGES DESIGN 3Y SCALE FILE No. 15 AND 16 OF MAPS, RECORDS OF RIVERSIDE COUNTY, CALIPORNIA AMS 1.60 OiECKEU BY 5HEET NO. '17T-y i�i— 77 JLS Teachers Insurance & Annuity OPA-Improv @ Vineyard & Agency' s Parking Lot AGREEMENT #364C OWNER PARTICIPATION AGREEML_Res 977, 6-7-95 THIS OWNER PARTICIPATION AGREEMENT ( "Agreement" ) is entered into this P 5' day of hr, o - -1' , 1995 by and between THE COMMUNITY REDEVELOPMENT kGENCY OF THE CITY OF PALM SPRINGS, CALIFORNIA, a public body, corporate and politic ( "Agency" ) and TEACHERS INSURANCE AND ANNUITY ASSOCIATION, a New York corporation ( "Participant" ) . The Agency and the Participant hereby agree as follows: 1. DEFINITIONS. 1.1. Certificate of Completion. The term "Certificate of Completion" shall mean that certain Certificate of Completion attached hereto as Exhibit "E" . 1.2 . City. The term "City" shall mean the CITY OF PALM SPRINGS, a municipal corporation, having its offices at 3200 East Tahquitz Canyon Way, Palm Springs, California 92262 . 1.3 . Force Majeure. The term "Force Majeure" shall mean any war, insurrection, strike, lock-out, labor dispute, riot, flood, earthquake, fire, casualty, Act of God, act of the public enemy, epidemic, quarantine restriction, freight embargo, unavoidable lack of transportation, governmental restriction, unusually severe weather, inability to secure necessary labor, materials or tools, delay of any contractor, subcontractor or supplier, act of the other party, act or failure to act of City or any other public or governmental agency or entity (except that any act or failure to act of City or Agency shall not excuse performance by Agency) , or any other cause beyond the control or without the fault of the party claiming an extension of time to perform. 1.4 . Grant Deed. The term "Grant Deed" shall mean the grant deed by which the Agency shall transfer title of the Lot Line Property to Participant in the form of Exhibit "I" attached hereto. 1.5. Lot Line Adjustment. The term "Lot Line Adjustment" shall mean that certain lot line adjustment no. 95-04, a copy of which is attached hereto as Exhibit "H" , whereby the Lot Line Property will be incorporated into the Site upon recordation. 1.6. Lot Line Property. The term "Lot Line Property" shall mean that certain real estate currently owned by the Agency and is more particularly described on Exhibit "G" attached hereto. PS2\053\014064-0002\2144536.3 m05/25/95 1.7 . Parking Lot Property. The term "Parking Lot Property" shall mean that certain real property owned by the Agency and used as a public parking lot, which property is legally described on Exhibit "F" attached hereto. 1. 8. Project. The term "Project" shall mean the rehabilitation to the existing improvements on the Site as more particularly described on Exhibit "B" attached hereto to be constructed by the Participant. 1.9 . Public Improvements. The term "Public Improvements" shall mean those public improvements more particularly described on Exhibit "C" attached hereto which are to be constructed on the Parking Lot Property by the Agency. 1.10. Redevelopment Plan. The term "Redevelopment Plan" shall mean the Redevelopment Plan for the Central Business District Redevelopment Project Area ( "Project Area" ) which was adopted by Ordinance Number 952 of the City Council of City on July 27, 1973 , as amended from time to time. A copy of the Redevelopment Plan is on file in the office of the City Clerk of the City. The Redevelopment Plan is incorporated herein by this reference and made a part hereof as though fully set forth herein. 1.11. Schedule of Performance. The term "Schedule of Performance" shall mean that certain Schedule attached hereto as Exhibit "D" . 1.12 . Site. The term "Site" shall mean that certain real property improved as a retail shopping area commonly known as "The Vineyard" located at 245, 255, 265, 275 and 285 South Palm Canyon Drive, in the City of Palm Springs, State of California, as legally described on Exhibit "A" attached hereto. 2 . PURPOSE OF AGREEMENT. The purpose of this Agreement is to effectuate the Redevelopment Plan for the Project Area by rehabilitating the Site within the Project Area. The rehabilitation of the Site within the Project Area and the fulfillment generally of this Agreement are in the best interests of the Agency and the welfare of its residents and are in accordance with the public purposes and provisions of applicable federal, state, and local laws and regulations, under which the Project has been undertaken and is being assisted. 3 . CONSTRUCTION OF THE PROJECT. 3 .1. Plans and Specifications. The Participant shall construct the Project upon the Site in accordance with construction FS2\053\014054-0002\2144536.3 m05/25/95 -2- drawings, working specifications and related documents that have been submitted to and approved by the Agency in advance and in writing, which are summarized on Exhibit "B" attached hereto. 3 .2 . Permits. Before commencement of construction of the Project, Participant shall obtain any and all permits and approvals which may be required by the City or any other governmental agency with jurisdiction. 3 .3 . Governmental Approvals. Notwithstanding anything herein contained to the contrary, ' it is expressly understood by the parties hereto that the Agency makes no representations or warranties with respect to the approvals required by any other governmental entity or with respect to approvals hereinafter required from the City or the Agency. The Agency reserves full police power authority over the Project and the Participant acknowledges that the City retains such full police power as well . Nothing in this Agreement shall be deemed to be a prejudgment or commitment with respect to such items nor to guaranty that such approvals or permits will be issued within any particular time or with or without any particular conditions . Notwithstanding the foregoing, the Agency represents to Participant that Agency has no present knowledge of any reason that any and all governmental approvals to be issued by the City or Agency would not be issued for the Project assuming that Participant satisfies all required conditions . 3 .4. Costs of Construction. The cost of constructing the Project shall be borne by the Participant. 3 .5. Construction Schedule. Participant shall submit the construction drawings, working specifications and related documents for approval by the Agency on or before the date set forth in the Schedule of Performance. Construction of the Project shall commence on or before the date set forth in the Schedule of Performance and shall be completed within the time set forth in the Schedule of Performance except as mutually agreed in writing by Participant and Agency. The Project shall be deemed complete upon the issuance of a Certificate of Completion as provided in Section 3 . 8 . 3 . 6. Right of Access. Representatives of Agency and City shall have the reasonable right of access to the Site during the period of construction for the purposes of this Agreement, including, but not limited to, the inspection of the work being performed. 3 .7 . Nondiscrimination During Construction. Partici- pant, for itself and its successors and assigns, agrees that during the rehabilitation of the Project, Participant will not discriminate against any employee or applicant for employment F52\053\014094-0002\21445363 m05/25/95 -3- , because of race, color, creed, religion, sex, marital status, ancestry or national origin. 3 .8. Certificate of Completion. Upon written request by Participant, and upon satisfactory completion of the Project, Agency shall issue to Participant a Certificate of Completion. The Certificate of Completion shall be, and shall so state, a conclusive determination of satisfactory completion of the Project required by this Agreement, and a full compliance with the terms of this Agreement relating to commencement and completion of the Project , After the date Participant is entitled to issuance of the Certificate of Completion, and notwithstanding any other provision of this Agreement to the contrary, any party then owning or there- after purchasing, leasing or otherwise acquiring any interest in the Site shall not (because of any such ownership, purchase, lease or acquisition) incur any obligation or liability under this Agreement, except that such party shall be bound by the covenants that survive the issuance of the Certificate of Completion. The Certificate of Completion is not a notice of completion as referred to in California Civil Code Section 3093 . 3 .9 . Construction of Public Improvements. Agency shall construct the Public Improvements on the Parking Lot Property within the times set forth in the Schedule of Performance. The costs of constructing the Public Improvements shall not exceed Thirty-Eight Thousand Dollars ($38, 000) and shall be paid By the Agency as follows : (a) First, to the extent of the proceeds of the sale of the Lot Line Land (pursuant to Section 3 . 10) , and (b) Then, up to $19, 000 from the City of Palm Springs Parking Fund. Participant shall not have any preferential rights with respect to the use of the Parking Lot Property. Any other public improvements required to be constructed as part of the Project shall be installed at the sole cost and expense of Participant. 3 .10. Lot Line Adjustment and Transfer of Lot Line Property. To accommodate the development of the Project, the Agency agrees (i) to transfer to Participant the fee title of the Lot Line Property pursuant to the Grant Deed, and (ii) to consent to the Lot Line Adjustment. The transfer and lot line adjustment are needed to resolve certain existing encroachments of the Project onto portion of property owned by the Agency. Fee title to the Lot Line Property shall be transferred by the Agency to Participant by the Grant Deed in accordance with the Schedule of Performance and concurrently with the recordation of the Lot Line Adjustment. PS2\053\014084-0002\2144536.3 m05/25/95 -4- Concurrently with the execution of this Agreement by Participant, Participant shall deliver to Rutan & Tucker in trust the sum of Nineteen Thousand Dollars ($19 , 000) as payment in full for the transfer of the Lot Line Property to Participant which sum is the approximate fair market value of the Lot Line Property. Upon recordation of the Grant Deed and the Lot Line Adjustment said funds shall be released by Rutan & Tucker to the Agency for use in constructing the Public Improvements without any further authorization from Participant. 3 .11. Sale or Transfer of the Protect. The Participant covenants that Participant shall not transfer the Site or any of its interests therein except as provided in this Section 3 .11. 3 .11.1. Transfer Defined. As used in this Section, the term "Transfer" shall include any assignment, hypothecation, mortgage, pledge, conveyance, or encumbrance of this Agreement, the Site, or the improvements thereon. A Transfer shall also include the transfer to any person or group of persons acting in concert of more than twenty-five percent (25%) (in the aggregate) of the present ownership and/or control of any person or entity constituting Participant or its general partners, taking all transfers into account on a cumulative basis, except transfers of such ownership or control interest between members of the same immediate family, or transfers to a trust, testamentary or otherwise, in which the beneficiaries are limited to members of the transferor' s immediate family, or among the entities constituting Participant or its general partners or their respective shareholders . In the event any entity constituting Participant, its successor or the constituent partners of Participant or any successor of Participant, is a corporation or trust, such transfer shall refer to the transfer of the controlling amount of the total issued and outstanding capital stock of such corporation, or the beneficial interests of such trust; in the event that any entity constituting Participant, its successor or the constituent partners of Participant or any successor of Participant is a limited or general partnership, such transfer shall refer to the transfer of more than twenty-five percent (25°s) of such limited or general partnership interest; in the event that any entity constituting Participant, its successor or the constituent partners of Participant or any successor of Participant is a joint venture, such transfer shall refer to the transfer of more than twenty-five percent (25°s) of the ownership and/or control of any such joint venture partner, taking all transfers into account on a cumulative basis . It is specifically understood and agreed that Participant' s entering into spaces leases with tenants for the Project shall not be deemed a Transfer under this Section 3 . FS2\053\014094-0002\2144536.3 m05/25/95 -5- 3 .11.2 . Agency Apyroval of Transfer Required. Prior to recordation of the Certificate of Completion, Participant shall not Transfer this Agreement or any of Participant' s rights hereunder, or any interest in the Site or in the improvements thereon, directly or indirectly, voluntarily or by operation of law, except as provided below, without the prior written approval of Agency which approval shall not be unreasonably withheld or delayed, and any such purported Transfer without such approval shall be null and void. In considering whether it will grant approval to any Transfer by Participant before the recordation of the Certificate of Completion, which Transfer requires Agency approval, Agency shall consider factors such as (i) whether the completion of the Project is jeopardized; (ii) the financial strength and capability of the proposed transferee to perform Participant' s obligations hereunder; (iii) the proposed transferee' s experience and expertise in the planning, financing, and rehabilitation of similar projects; and (iv) whether the Transfer is for the purpose of financing the purchase or rehabilitation of the Site. A Transfer for financing purposes shall not be approved by the Agency if the financing exceeds eighty-five percent (85e) of the acquisition and rehabilitation costs of the Site or if the loan documents do not state that the loan proceeds must be used for the construction or development of the Project. In the absence of specific written agreement by Agency, prior to the recordation of a Certificate of Completion, no Transfer by Participant of all or any portion of its interest in the Site or this Agreement (including, without limitation, a Transfer not requiring Agency approval hereunder) shall be deemed to relieve Participant or any successor party from any obligations under this Agreement. In addition, no attempted Transfer of any of Participant' s obligations hereunder shall be effective unless and until the successor party executes and delivers to Agency an assumption agreement in a form approved by the Agency assuming such obligations . 3 .12 . Insurance and Indemnification. 3 .12 .1. Insurance. Prior to the commencement of any construction by Participant of the Project, Participant shall procure and maintain, at its sole cost and expense, in a form and content satisfactory to Agency, during the entire term of construction, the following policies of insurance: (a) Comprehensive General Liability Insurance. A policy of comprehensive general liability insurance written on a per occurrence basis in an amount not less than either (i) a combined single limit of ONE MILLION DOLLARS ($1, 000, 000) or (ii) bodily injury limits of FIVE HUNDRED THOUSAND DOLLARS ($500, 000) per person, ONE MILLION DOLLARS FS2\053\014084-0002\2144536.3 .05/25/95 -(- • • ($1, 000, 000) per occurrence and ONE MILLION DOLLARS ($1, 000, 000) products and completed operations and property damage limits of FIVE HUNDRED THOUSAND DOLLARS ($500, 000) per occurrence and ONE MILLION DOLLARS ($1, 000, 000) in the aggregate. (b) Worker's Compensation Insurance. A policy of worker' s compensation insurance in such amount as will fully comply with the laws of the State of California and which shall indemnify, insure and provide legal defense for both the Participant, Agency and the City against any loss, claim or damage arising from any injuries or occupational diseases occurring to any worker employed by or any persons retained by the Participant in the course of carrying out the work or services contemplated in this Agreement. (c) Automotive Insurance. A policy of compre- hensive automobile liability insurance written on a per occurrence basis in an amount not less than either (i) bodily injury liability limits of $250, 000 . 00 per person and $500, 000 . 00 per occurrence and property damage liability limits of $100, 000 . 00 per occurrence and $250, 000 . 00 in the aggregate or (ii) combined single limit liability of $500, 000 . 00 . Said policy shall include coverage for owned, non-owned, leased and hired cars . (d) Builder's Risk Insurance. A policy of "builder' s risk" insurance covering the full replacement value of all of the improvements to be constructed by Participant pursuant to this Agreement. All of the above policies of insurance shall be primary insurance and shall name Agency, City, and their officers, employees and agents as additional insureds . The insurer shall waive all rights of subrogation and contribution it may have against Agency, City, and their officers, employees and agents and their respective insurers . All of said policies of insurance shall provide that said insurance may not be amended or cancelled without providing thirty (30) days prior written notice by registered mail to Agency and City. In the event any of said policies of insurance are cancelled, the Participant shall, prior to the cancellation date, submit new evidence of insurance in conformance with this Section 3 . 12 to the Executive Director. No work or services under this Agreement shall commence until the Participant has provided Agency with Certificates of Insurance or appropriate insurance binders evidencing the above insurance coverages and said Certificates of Insurance or binders are approved by Agency. The policies of insurance required by this Agreement shall be satisfactory only if issued by companies qualified to do business in California, rated A-" or better in the most recent edition of FS2\053\014094-0002\2144536.3 .05125/95 -7- Best Rating Guide, The Key Rating Guide or in the Federal Register, and only if they are of a financial category Class VII or better, unless such requirements are waived by the Risk Manager of the City ( "Risk Manager") due to unique circumstances . The Participant agrees that the provisions of this Section 3 . 12 shall not be construed as limiting in any way the extent to which the Participant may be held responsible for the payment of damages to any persons or property resulting from the Participant' s activities or the activities of any person or persons for which the Participant is otherwise responsible. 3 .12 .2 . Indemnification. During the period of construction of any of the improvements pursuant to this Agreement and until such time as is issued a Certificate of Completion for the Project, Participant agrees to and shall indemnify and hold the Agency and the City harmless from and against all liability, loss, damage, cost or expenses (including reasonable attorneys' fees and court costs) arising from or as a result of the death of any person or any accident, injury, loss, or damage caused to any person or to the property of any person which shall occur on the Site and which shall be directly or indirectly caused by the acts done thereon or any errors or omissions of the Participant or its agents, servants, employees or contractors . Participant shall not be responsible for (and such indemnity shall not apply to) any acts, errors or omissions of the Agency or the City or their respective agents, servants, employees or contractors. Agency and City shall not be responsible for any acts, errors or omissions of any person or entity except Agency and City and their respective agents, servants, employees or contractors, subject to any and all statutory and other immunities . It is understood and agreed that any insurance recovery received by the Agency from any insurance protecting Agency shall be credited against any obligations of Participant under this indemnity. The provisions of this Section 3 . 12 shall survive the termination of this Agreement . 4 . USE OF THE SITE. 4 .1. No Inconsistent Uses. Participant covenants and agrees that it shall not devote the Site to uses inconsistent with the Redevelopment Plan, the applicable zoning restrictions, or this Agreement . 5. ENFORCEMENT. 5.1. Events of Default. In the event either party defaults in the performance or observance of any covenant, agreement or obligation set forth in this Agreement, and if such default remains uncured for a period of thirty (30) days after F52\053\014094-0002\2144536.3 m05/25/95 -8- written notice thereof shall have been given by the non-defaulting party, or, in the event said default cannot be cured within said time period, the defaulting party has failed to commence to cure such default within said thirty (30) days and diligently prosecute said cure to completion, then the non-defaulting party shall declare an event of default to have occurred hereunder. 5.2 . Remedies. In addition to any other rights or remedies that may be available and subject to the requirements of Section 5 . 1 above, either party to this Agreement may institute a legal or equitable action to cure, correct or remedy any default, to recover damages for any default or to obtain any other remedy consistent with the purposes of this Agreement. If either party defaults hereunder by failing to perform any of its obligations herein, each party agrees that the other shall be entitled to the judicial remedy of specific performance, and each party agrees (subject to its reserve right to contest whether in fact a default does exist) not to challenge or contest the appropriateness of such remedy. In this regard, Participant specifically acknowledges that Agency is entering into this Agreement for the purpose of assisting in the redevelopment of the Participant Property and the Public Parcel and not for the purpose of enabling Participant to speculate with land. 5 .3 . No Waiver. Waiver by either party of the performance of any covenant, condition or promise shall not invalidate this Agreement, nor shall it be considered a waiver of any other covenant, condition or promise. Waiver by either party of the time for performing any act shall not constitute a waiver of time for performing any other act or an identical act required to be performed at a later time. The delay or forbearance by either party in exercising any remedy or right as to any default shall not operate as a waiver of any other default or of any rights or remedies or to deprive such party of its right to institute and maintain any actions or proceedings which it may deem necessary to protect, assert or enforce any such rights or remedies. 5.4 . Riahts and Remedies are Cumulative. Except as otherwise expressly stated in this Agreement, the rights and remedies of the parties are cumulative, and the exercise by any party of one or more of its rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by another party. 5 .5 . Attorneys' Fees. In the event of litigation between the parties arising out of this Agreement, the prevailing party shall be entitled to recover its reasonable attorneys' fees and other costs and expenses incurred in addition to whatever other relief to which it may be entitled. FS2\053\014084-0002\2144536.3 m05/25/95 -9- 6 . MISCELLANEOUS. 6 .1. Governing Law. The laws of the State of California shall govern the interpretation and enforcement of this Agreement. 6 .2 . Notices. Any notice to be given under this Declaration shall be given by personal delivery or by depositing the same in the United States Mail, certified or registered, postage prepaid, at the following address : Agency: The Community Redevelopment Agency of the City of Palm Springs P.O. Box 2743 Palm Springs, CA 92263 Attn: Executive Director City: City of Palm Springs P.O. Box 2743 Palm Springs, CA 92263 Attn: City Manager With Copy to: Rutan & Tucker 611 Anton Blvd. , Suite 1400 Costa Mesa, CA 92623-9990 Attn: David J. Aleshire, Esq. Participant: Teachers Insurance and Annuity Association 730 3rd Avenue New York, New York 10017 Attn: Michelle Dowling With Copy to: Paragon Property Services 423 West 6th Street Suite 515 Los Angeles, CA 90014 Attn: Jeremy Fletcher Any notice delivered personally or by express delivery service shall be effective upon delivery. Any notice given by mail as above provided shall be effective forty-eight (48) hours after deposit in the mails . Any party may change address for notice by giving written notice of such change to the other party. 6 .3 . Conflicts of Interest. No member, official, or employee of Agency shall have any personal interest, direct or indirect, in this Agreement nor shall any such member, official, or employee participate in any decision relating to this Agreement which affects his personal interests or the interests of any cor- poration, partnership, or association in which he is, directly or indirectly, interested. FS2\053\014094-0002\2144536.3 m05/25/95 -1 0- 6.4. Nonliability of Aaencv Officials and Rmloyees. No member, official, employee, or consultant of Agency or City shall be personally liable to Participant, or any successor in interest of Participant, in the event of any default or breach by Agency or for any amount which may become due to Participant or to its successor, or on any obligations under the terms of this Agreement. 6.5. Hooks and Records. 6.5.1. Maintenance of Books and Records. Participant shall prepare and maintain all books, records and reports necessary to substantiate Participant' s compliance with the terms of this Agreement or reasonably required by the Agency. Participant further covenants to maintain all such books, records and reports at the offices of Paragon Property Services at 423 West 61st, Suite 515, in Los Angeles, California ( "Paragon Offices" ) . 6.5.2 . Right to Inspect. The Agency shall have the right, upon not less than seventy-two (72) hours notice, at all reasonable times, to inspect the books and records of the Participant at the Paragon Offices pertaining to the Project as pertinent to the purposes of this Agreement. Said right of inspection shall not extend to documents privileged under attorney- client or other such privileges . 6 . 6 . Modifications. Any alteration, change or modification of or to this Agreement, in order to become effective, shall be made by written instrument or endorsement thereon and in each such instance executed on behalf of each party hereto. 6 .7 . Merger of Prior Agreements and Understandings. This Agreement and all documents incorporated herein contain the entire understanding among the parties hereto relating to the transactions contemplated herein and all prior or contemporaneous agreements, understandings, representations, and statements, oral or written, are merged herein and shall be of no further force or effect . 6 . 8 . Assurances to Act in Good Faith. Agency and Participant agree to execute all documents and instruments and to take all action and shall use diligent and good faith efforts to accomplish the purposes of this Agreement. Agency and Participant shall each diligently and in good faith pursue the satisfaction of any conditions or contingencies subject to their approval . 6 .9 . Severability. Wherever possible, each provision of this Agreement shall be interpreted in such a manner as to be effective and valid under applicable law. If, however, any provision of this Agreement shall be prohibited by or invalid under applicable law, such provision shall be ineffective to the extent of such prohibition or invalidity, without invalidating the FS21053\014094-0002\2144536.3 .05/25/95 -11- i • remainder of such provision or the remaining provisions of this Agreement. 6 .10. Fair Meaning. This Agreement shall be construed according to its fair meaning and as if prepared by each respective party hereto. 6.11. Titles and Captions. Titles and captions are for convenience only and shall not constitute a portion of this Agreement. 6 .12 . Gender. As used in this Agreement, masculine, feminine or neuter gender and the singular or plural number shall each be deemed to include the others wherever and whenever the context so dictates . 6.13 . No Third Parties Benefited. This Agreement shall create no other third party beneficiary rights or any other rights in favor of any persons, firms or corporations . This Agreement is for the sole use and benefit of the parties hereto and is not for the use or benefit of any other person or entity. 6.14. Interpretation. The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of this Agreement or any other rule of construction which might otherwise apply. 6 .15 . Extension of Times of Performance. Time is of the essence of the performance of this Agreement. Notwithstanding the foregoing, in addition to the specific provisions of this Agreement, performance by either party hereunder shall not be deemed to be in default during an event of Force Majeure. An extension of time for an event of Force Majeure shall be limited to the period of such event, and shall commence to run from the time of the commencement of the cause, provided notice by the party claiming such extension is sent to the other party within ten (10) days of the date that such party discovers or should have reasonably discovered such occurrence. In the event of such delay, the party delayed shall continue to exercise reasonable diligence to minimize the period of delay. Times of performance under this Agreement may also be extended by mutual written agreement by Agency and Participant. The Executive Director shall have the authority on behalf of Agency to approve extensions of time not to exceed a cumulative total of sixty (60) days . F52\053\0140840002\2144536.3 .05/25195 -12- 6 .16. Incorporation of Exhibits. Exhibits A, B, C, D, E, F, G, H, and I attached hereto are hereby incorporated herein by reference. IN WITNESS WHEREOF the Agency and Participant have executed this Agreement as of the date first written above. "AGENCY" THE COMMUNITY REDEVELOPMENT AGENCY OF THE SPRINGS, CALI RNIA, a publ ' dy, corporate and li ' By: Exec,ioCti irec r By (� �_t By: C� Se retary APPROVED AS TO FORM: RUTAN & TUCKER David J°,_#leshire, Esq. Agency Counsel "PARTICIPANT" TEACHERS SURA , „ANDA ANNUITY ASSOC- IATION, a ew Ybrk/corp,br&,tion Its:_ By: Its • �`•,21r�" 'A�,..�°a�:.J �:: _ 'uG�.... .,/';,i,c;u;,,._., -.1J ..' hl:.S' li`tr`" FS2\053\014084-0002\2144536.3 m05/25195 -13- EXHIBIT "A" LEGAL DESCRIPTION OF THE SIT----------------- NOO'd9'Od' INS'I.5U'25'E i 0.00 SL.21' 0 N99.50'111E 0 P.H. 0092 V , 15.00, 1 23 In I t 00 p �1 y1.s1' ITS U '• e9•SO.15'E x L.60' B 113:19' � V P.M. 11092 °x Ne9.5z'oa"R APN. 513--- 153- 028 w 0.954 ACRES N99.52'UO'E > tl.00' 1100•0910o•W I 1499.51,001E 31.01' Ca II.00' N99'S1'00•E F.00 'OO'W 6 1 Z S ,00 O ©` � N99'S1'S+I'E 14U0'09'00'W �"y � �is C) 6V 10.00' mz U qO � 0 4 ° pGJGiGCL �l 6 ° P.M. 11092 X Ne9.5r54 e APN. 513— 153-- 025 2.00' I.IL9 ACRES "TIIE SITE" ° INCLUDING LOT LINE PROPERTY ( 33' 6,00 1'Sd E 40• c ° 4=90.O3.I'5^f" , "' G•99.59'QO V L=31.0 NSR'5114'E R=20,00' '^ T•20.01' S.00 L11.110' 1400.09'OL'W Y=19.91 t 55.91, ' ILLSI I 14e9 60'0o a 211.5L' m BARISTO RD. VICINITY KAP TANA0fT2 CANYON NAY PROJECT 9lTB 1 $ AN[1REA5 Rb. P O K [ Y HnwsTo ieH.`q k [ z RAMOV Rb. CITY OF PALM SPRINGS DEPARIMENT OF PUBLIC WORKS ENGINEERING DIVISION LOT LINE ADJUSTMENT LEGAL DESCRIPTION PARCEL 1 AND PARCEL 2 OF PARCEL MAP 11092 CITY ENGINEER R.C.E. AS SHOWN BY MAP ON FILE IN BOOK 64, PAGGS DESIGN BY SCALE FlLE ND. 15 AND 16 OF MAPS. RECORDS OF RIVERSIDE AMS 1. Flo* COUNTY, CAUrONNIA CIIECKED t3Y SHEET NO. PAOFESSIONA U SURVEYOR 414T JLS E%RIBIT "B" DATE OF DRAWINGS: FEBRUARY 28. 1995 AO COVER SHEET A1.1 SITE PLAN: DEMOLITION PLAN A1.2 SITE PLAN: REFERENCE PLAN A1.3 SITE PLAN: HARDSCAPE PLAN A1.4 SITE PLAN: HARDSCAPE PLAN A1.5 SECTIONS SITE DRAINAGE A2.1 SITE PLAN SHED ROOF @ BLDG "A" A2.2 SITE PLAN SHED ROOF @ BLDG "D" A2.3 ENLARGED SITE PLAN STAIR & RAMP PLANS A2.4 ENLARGED SITE PLAN STAIR & RAMP PLANS A2.5 ENLARGED SITE PLAN ENTRY COLONNADE A2.6 SITE PLAN ROOFS @ BLDGS "D7/D2,6,E" A2.7 MISCELLANEOUS METAL WORK A2.8 ENLARGED DETAILS METAL WORK & BRICK COLUMNS A3.1 ROOF PLAN & DETAILS OVERALL SITE A3.2 ROOF DETAILS A4.1 EXTERIOR ELEVATIONS BLDG "A" A4.2 EXTERIOR ELEVATIONS BLDG "A" A4.3 EXTERIOR ELEVATIONS BLDG "B" A4.4 EXTERIOR ELEVATIONS BLDG "B" A4.5 EXTERIOR ELEVATIONS BLDG "C" A4.6 EXTERIOR ELEVATIONS BLDG "C" _ A4.7 EXTERIOR ELEVATIONS BLDG "D1" A4.8 EXTERIOR ELEVATIONS BLDG "137" A4.9 EXTERIOR ELEVATIONS BLDG "D2" A4.10 EXTERIOR ELEVATIONS BLDG "D2" A4.11 EXTERIOR ELEVATIONS BLDG "E" , A4.12 EXTERIOR ELEVATIONS BLDG "E" A4.13 EXTERIOR ELEVATIONS BLDG "CS" A4.14 EXTERIOR ELEVATIONS COLONNADE @ BLDG "B,C" A5.1 SCHEDULES DOOR, WINDOW, MECHANICAL D1.1 MISCELLANEOUS DETAILS D1.2 MISCELLANEOUS DETAILS G1.1 GENERAL NOTES L1.1 LANDSCAPE PLANTING PLAN L1.2 LANDSCAPE PLANTING PLAN . L11.3 LANDSCAPE IRRIGATION PLAN L1.4 LANDSCAPE DETAILS L1.5 LANDSCAPE DETAILS L1.6 LANDSCAPE SITE LIGHTING PLAN DATE OF DRAWINGS: MAY 12 1995 A1.2 SITE PLAN REFERENCE PLAN - REVISED A1.3 SITE PLAN HARDSCAPE PLAN - REVISED A2.8 METAL WORK- REVISED A2.9 BUILDING "C" - 1st FLOOR / DEMO PLAN - 2nd FLOOR/ DEMO PLAN A2.10 BUILDING "C" FOUNDATION A2.11 BUILDING "C" LOW ROOF / FLOOR FRAMING PLAN A2.12 BUILDING "C" ROOF FRAMING PLAN A4.5 EXTERIOR ELEVATIONS BUILDING "C" - REVISED A4.6 EXTERIOR ELEVATIONS BUILDING "C" - REVISED S.1 FOUNDATION PLAN "C" S.2 FRAMING PLAN "C" S.3 STRUCTURAL DETAILS EXHIBIT "C" DESCRIPTION OF PUBLIC IMPROVEMENTS The City/Agency shall construct the following public improvements on Public Parking Lot in accordance with the Schedule of Performance: 1. Install and hookup six (6) standard parking lot light fixtures (Delta #DJ1923-150 HPS) . 2 . Construct six (6) concrete foundations. 3 . Install asphalt overlay and seal coat (35, 000 square feet) . 4 . Restripe parking lot spaces . EXHIBIT "C" TO OWNER PARTICIPATION AGREEMENT Bm.ARDO ROAD PUBLIC IMPROVEMENTS (EXHIBIT "C") Asphalt Overlay, Seal Coat and — BLDG. 'DZ" Restriping of Parking Spaces • w FUTUREA — La90 sr. RESTAURANT 'NT DS na R'� r. Install Six (6) Standard Parking Lot- s,e•n s}. Da Light Fixtures and Concrete Foundations p 65G SF. v I i HC Mr. mum 0 MGSPING THE VINEYARD PROJECT (EXHIBIT "B") RESTAURANT BLDG. 'DI' Shia MY. BLDG. 'C' FUTURE RESTAURANT A7 T BLDG. 'B z9.1 sr. no 4 2.219 SF. ~� 'u L 2 Sr. C 9TS SF. • BIDG. 'A' 1 use sr. CRR]Sus T[AN PATIO SCLEHCE LDG. 99 1}. >b i}. SOUTH PALS[ CANYON DRIYE EXHIBIT "D" SCHEDULE OF PERFORMANCE Item of Performance Date 1. Participant executes and No later than June 5, 1995 . submits the (i) Agreement to the Agency and (ii) the funds specified in §3 .10 to Rutan & Tucker to be held pursuant to §3 . 10 . 2 . Agency holds public No later that June 7, 1995 . hearing to authorize execution of Agreement by Agency and if so authorized , Agency promptly executed Agreement. 3 . Participant submits Within 10 days after execution certificates of insurance of Agreement by Agency. to Agency and commences construction of the Project on the Site. 4 . Agency executes deed Upon written request by pursuant to §3 . 10 and Participant . delivers same to title company to record concurrently with Lot Line Adjustment. 5 . Rutan & Tucker releases Upon recordation of the Grant the funds to the Agency Deed and Lot Line Adjustment. 6 . Participant causes Lot Within 30 days after execution Line Adjustment to of this Agreement by Agency and record. City. 7 . Participant completes On or before August 30, 1995 . construction of the Project. 8 . Agency completes On or before August 30, 1995 construction of the Public Improvements. EXHIBIT "D" TO OWNER PARTICIPATION AGREEMENT EXHIBIT "E" FREE RECORDING REQUESTED BY AND WHEN RECORDED RETURN TO: THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS 3200 East Tahquitz-Canyon Way Palm Springs, CA 92262 Attn: Executive Director (Space Above This Line For Recorder' s Office Use Only) CERTIFICATE OF COMPLETION WHEREAS, by an Owner Participation Agreement (hereinafter referred to as the "Agreement") dated 1995, by and between THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS (hereinafter referred to as "Agency") , and TEACHERS INSURANCE AND ANNUITY ASSOCIATION, a New York corporation, (hereinafter referred to as "Participant" ) , Participant has redeveloped the real property (the "Site") , legally described on Exhibit 1 attached hereto and incorporated herein by reference, according to the terms and conditions of said Agreement; and WHEREAS, pursuant to Section 3 . 8 of the Agreement, promptly after completion of all construction work to be completed by Participant upon the Site, and upon request by Participant, Agency shall furnish Participant with a Certificate of Completion in such form as to permit it to be recorded in the Official Records of the County of Riverside; and WHEREAS, the issuance by Agency of the Certificate of Completion shall be conclusive evidence that Participant has complied with the terms of the Agreement pertaining to the redevelopment of the Site; and WHEREAS, Participant has requested that Agency furnish Participant with the Certificate of Completion; and WHEREAS, Agency has conclusively determined that the redevelopment of the Site has been satisfactorily completed as required by the Agreement; and NOW, THEREFORE: 1. As provided in the Agreement, Agency does hereby certify that redevelopment of the Site has been fully and satisfactorily EXHIBIT "E" TO OWNER PARTICIPATION AGREEMENT performed and completed, and that such redevelopment is in full compliance with said Agreement. 2 . This Certificate of Completion shall not constitute evidence of compliance with or satisfaction of any obligation of Participant to any holder of a mortgage, or any insurer of a mortgage, securing money loaned to finance construction work on the Site, or any part thereof. Nothing contained herein shall modify in any way any other provision of said Agreement . 3 . This Certificate is not a Notice of Completion as referred to in California Civil Code Section 3093 . 4 . Except as stated herein, nothing contained in this instrument shall modify in any way any other provisions of the Agreement or any other provisions of the documents incorporated therein. IN WITNESS WHEREOF, Agency has executed this Certificate as of this day of , 1995 . THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS By Executive Director STATE OF CALIFORNIA ) ss . COUNTY OF ) On the day of 1995, before me, the undersigned, a Notary Public, in and for said State and County, personally appeared , 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 on behalf of the CITY OF PALM SPRINGS, the municipal corporation therein named, and acknowledged to me that such corporation executed the within instrument pursuant to its bylaws or a resolution of its board of directors. WITNESS my hand and official seal . Notary Public (SEAL) EXHIBIT "E" TO OWNER PARTICIPATION AGREEMENT Exhibit 1 LEGAL DESCRIPTION OF SITE 34 NOO.00'0Q" Y 1 E,00' N89.50'25'E - -------------� . I 51.21' I U NB9'SD'I'1'E F'.I1. flop m 0�j 15.0Q' MI I I aO b 11,G1' Z 89•S0'26'E � f.60' 11S T 0 a paGiCQL� � s � P.M. 11092 z Ne9.92'0o'e APN. 513-- 153- 028 LJ;o' w 0.95L ACRES 1491.52100'E > 5.00' Noo•owoo'W i N89^52'00'E $Y•Q� n.00' N89.52'00•E O 111.00' NOO.00100•W N89.51'S1'E 6,00' `n 0 6 ,.00 2.00, 89.6I'SI.E 3 '00•W O n m .40 O '16,00' 00.08100'W 00 CI O O 20.00, •"z U 0 O ra �Ti a ^c7 z p J $ o rr�� nnnn n `C PA, 11092 z laj NB9 SrS� e APN. 513-- 153- 025 m 2.00 I.IL� ACRES I I 1' • ° "TIIE SITE" INCLUDING LOT LINE PROPERTY ( J � N89^51'S1'E 33' s.00 40' 1 . a 4-90.OI'54' .o Q F-20.0 =3I.f3'0' V A�B9'SB'tl0 L NOT51'S5'E R=2D,00' ss 5.00' L=34T0' T 20.01'S599 Noo"08'Of•W ILI.5l 1=19.99' I N89.50'o0•E 211.SL' BARISTO RD. ell NBT50'00'E VICINITY NAP TAHQUIT7 CANYON WAY PROJECT 9RE 9— A ANDR6A5 RD. U o k K � Y O BA Mg To 4 C 11 i It RANON W. CITY OF PALM SPRINGS DEPARTMENT OF PUBLIC WORKS ENGINEERING DIVISION LOT LINE ADJUSTMENT I EGAL DESCRIPTION PARCEL 1 AND PARCEL 2 OF PARCEL MAP 11092 CITY ENGINEER R.C.E. AS SHOWN BY MAP ON FILE IN BOOK 64. PAGES DESIGN BY SCALE HLE N0. 15 AND 16 OF MAPS. RECORDS OF RIVERSIDE AMS 1: 60' COUNTY, CAIJFORNIA MEMEL] HY SHEET NO. r'ROFESSIONAL D SURVEYOR �f41'46' JLS EXHIBIT "F" DESCRIPTION OF PARKING LOT PROPERTY 24 N00.0e100• IN99•Sp'25'E 7 ' "--- 8.00' ----------------- p Nog"6o'1'I•E () PK 11092 I _ 15.00' d I 23 0 0 � • i , II3.'19' 3 O 0 O I ppGiGl� [� � o ° , P.M. 11092 i - APN, 513- 153-028 w O.4'14 ACR1=$ } � FI89'52'00'E �+ Ne9.52'oo•e CJ 25.00' g � NOO.09'00'W O 00 9.00, In p� N99'51'51'E NpO.OB'00'W O Z D� 4 p W 73.00' 20.00' on0 U O r+ Q FQ i 0 A�T1 q ( < © IL so pWaGCd 0 cr— N P.M. 11092 z Lu APN. 513- 153- 025 0 m 1.14 ACRES V) mo I as i 33' 4-0' -LF----b �90.OI'64' b-99'SH'00 R=20 00, R=20.00' L�31.{3' L-91.1D' V T=2O.01' T-19.49' 99.99' 1 I41.91 N69.50'00'E 4 n RARISTO RD. NB9'60'UO'C _ _ C VICINITY IIAP r HOLHU CANYCH WAY MO.ECr SUE x AMDR219 RD, x a a x z e.lwero Rn._9_ � x 4Q u Y •C x RANOH RU. d CITY OF PALM SPRINGS DEPARTMENT OF PUDLIC WORKS ENGINEERING DIVISION LOT 'LINE ADJUSTMENT LEGAL DESCRIPTION PARCEL 1 AND PARCEL 2 OF PARCEL MAP 11092 CITY ENGINEER R.C.E. AS SHOWN BY MAP ON FILE IN DOOK 64, PAGLS DESIGN BY SCALE RLE NO. 15 AND 16 OF MAPS, RECORDS OF RIVERSIDE AMS 1: 60' COUNTY, CALIFORNIA CHECKED BY SKEET NO. PROFESSIORAL ND SURVEYOR 4146 JLS EXHIBIT "G" DESCRIPTION OF LOT LINE PROPERTY 24 ----------------- NO 8.00 a0• INBq'50'25•E I 5L.21' r--------------------------g Wt. 3 I D NBg3D'I1"E O P.M. Oc772 jj Li Tull � aT5b'15'E 9 4.50' MIT 0 P.M. 11092 s Ne9 sz'oo E APN. 513-- 153- 028 \cso' O.g54 .4CRE5 N9q•52'00'E n.0b' Noo•oa'oo•W I NBr52'd0'E 3l.Ol' � II.00' N9r54'00'E �NOO.O e'00'W z c 14.00' s.00' ° O q N9q'S1'SA'E • "� O ° v 2.00' 99"61'61'E NOO'OH'00"W 0 w m 3.00' O a 0 -IE,00' t'` 00'0B'00'W °0 2b_dd' NI ° 0 poo z � Om z o d -°� � a ° Q P.M. 11092 I- zI j Neq srsa e PN. 513-- 153— 025 0 rn s_bo' c LOT LINE PROPERTY , 0 o TO BE INCORPORATED o n INTO "THE VINEYARD" SITE UPON RECORDATION I 33' s.00' 1,056 SQUARE: FEET 40 — OF PARCEL AREA 4410.0I'54' l A.gq•59'90 p R .7.00 z Id9q 51'Sh E R 10.Oo 5,00 .4"d.. T•20,01' Ndd• W da'04• Y=19.99' ILL5l I U 99.50'Go'I Z1.5L' W DARISTO RD. ` Nersa'ao•E _ _ VICINITY 11AP _ TANQUITZ CANYON WAY_ PROJECT 9!T&— ' � � ANDRKv13 PD. n n � u BAWSTO q t . RANON RD. CITY OF PALM SPRINGS DEPARTMENT OF PUBLIC WORKS ENGINEERING DIVISION LOT LINE ADJUSTMENT LEGAL DESCRIPTION PARCEL 1 AND PARCEL 2 OF PARCEL MAP 11092 CITY ENGINEER R.C.E AS SHOWN BY MAP ON FILE IN BOOK 64. PAGES DESIGN SY SCALE HLE M 15 AND 16 OF MAPS. RECORDS OF RIVERSIDE AMS 1: 60, COUNTY, CAuroRNIA CIIECKEU 6Y 511EET NO. PROFESS 0 A NO SURITYUR 4146 JLS EXHIBIT "He COPY OF LOT LINE ADJUSTMENT NOO OB'00' INB1.5O'2S•E i SL.21' I U N89•SO'19'E � P.11. II07Z 0 , 15.001 s� M I 00 z � e9'S0'2S'l= 3 i.SO' 113:19' 0 P.M. 11092 = Ne9.5a'00'E APN. 513-- 153- 028 Lsb' w 0.95L ACRES NB9.52'00'E > n.oa Noo•oB'oo'W i Ne9.52'Oc7'E 3l.OT C7 II.00' Ne9.52'00•E 1.j.00' N00.08'00•W O Q D 9,00, q NB9.51'S1'E NOO o'OB'00'W q m O 2.00, 89"SI'SI•E 3.00' O �h '16,00' 00.08.00•W a p p 20.00, < O = 00 O Cl pG7aL Cad �l Cl a < U P.M. 11092 z I j Ne9•srs r e APN. 513— 153— 025 2.00' LIL9 ACRES i ' T Ne9'S1'S{'E 33' S,66' 40' co h=gU•UI'5�' • � MB9•SB'QO Q L-3I.g3'O NBR'51'Sh'E R=Z0,00' 5.00 L=31.4v' T�2 0.01' NOb•Oe'OL'W 7=19.9'1' §5qq• , ILLS" i Ne9•SO'00'G 211.5L' m BARISTO RD. �. ' NBrso'oo•� VICINITY MAP _ TA144wrz CANYON WAY PROJECT 91T6 $ ANDREA5 PD. U x U O O a i z 8ARf9TO KD.,�p v � Y � z RAxaN RO. CITY OF PALM SPRINGS DEPARTMENT OF PUBLIC WORKS ENGINEERING DIVISION LOT LINE ADJUSTMENT LEGAL DESCRIPTION PARCEL 1 AND PARCEL 2 OF PARCEL MAP 11092 CITY ENGINEER R.C.E. AS SHOWN BY MAP ON FILE IN BOOK 64. PAGES DESIGN BY SCALE FILE N0. 15 AND 16 OF MAPS, RECORDS OF RIVERSIDE AMS 1: 60' COUNTY, CAIJFORNIA CIIECKED OY SIIEEI" NO. PROFESSIONA LAND SURVEYOR JLS WHEN RECORDED MAIL TO: Teachers Insurance and Annuity Association 730 3rd Avenue New York, New York 10017 Attn: Michelle Dowling DOCUMENTARY TRANSFER TAX$ SPACE ABOVE THIS LINE FOR RECORDER'S USE .....Computed on the consideration or value of property conveyed;OR .....Computed on the consideration or value less liens or encumbrances remaining at time of sale. Signature of Declarant or Agent determining tax-Firm Name GRANT DEED FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged,THE CITY OF PALM SPRINGS, a municipal corporation, hereby GRANT(S) to TEACHERS INSURANCE AND ANNUITY ASSOCIATION, a New York corporation, that certain real property in the City of Palm Springs, County of Riverside, State of California,as legally described on Exhibit I attached hereto and incorporated herein by reference. Dated THE CITY 9 PALM S NGS municipal corporation �DC.9(9 /By: Its- ATTES r' City Clerk U ,... ELAINE L.WEDEKIND� i COMM.#'I2069a4 Approved w to form: U •r_. NOTARYPUBLIC-CALIFORNIAnt RIVERSIDE COUNTY n Rutan&Tucker v COMM.EXR FEB,a aaua 's v // e ��/1///V,N. City Allotioey STATE OF CALIFORNIA } COUNTY OF RIVERSIDE } On c2c a D 499Sbefore ne, ,✓A / , pe onally appeared a. personally known to me faetery-eridettee)to be the person®whose names()is/4110 subscribed to the within instrument and acknowledged to me that he/she executed the same in his/he t re uthorized capacity ys , and that by his/he rf�' signatures(t)on the instrument the person >or the entity upon behalf of which the persot(g�aeted, executed the instrument. WITNESS my hand and official seal. Signature . (Thu area for official notarial seal) FS210531014084-000212148851. m06/01/95 Exhibit 1 LEGAL DESCRIPTION OF PROPERTY . That certain real property located in the City of Palm Springs, County of Riverside, State of California legally described as follows: (See Attached) ti FS210 M14084-000212148851. .06/01/95 EXHIBIT 1 LLgal Descption of Property EXISTING LEGAL DESCRIPTION PARCELI PARCEL 1 OF PARCEL MAP 11092, AS SHOWN BY MAP ON FILE IN BOOK 64,PAGES 15 AND 16 OF MAPS,RECORDS OF RIVERSIDE COUNTY, CALIFORNIA; TOGETHER WITH THAT PORTION FROM SAID PARCEL 2 OF PARCEL MAP NO. 11092 THAT PORTION DESCRIBED AS FOLLOWS: PARCEL A THAT PORTION OF PARCEL 2 OF PARCEL MAP NO. 11092, ACCORDING TO MAP THEREOF, RECORDED IN BOOK 64, PAGE 15 OF PARCEL MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA, DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHWEST CORNER OF PARCEL 3 OF SAID PARCEL MAP NO. 11092,BEING A POINT ON THE EASTERLY LINE OF SAID PARCEL 2; THENCE SOUTH 0' 08'W'EAST, ALONG THE EASTERLY LQIE.OF SAID PARCEL 2,A DISTANCE OF 124.07 FEET TO AN ANGLE POINT THEREIN,BEING THE TRUE POINT OF BEGINNING; THENCE SOUTH 89' 52' 00' WEST ALONG THE BOUNDARY OF SAID PARCEL 2, A DISTANCE OF 10.00 FEET; THENCE SOUTH 0' 08' 00" EAST, A DISTANCE OF 5.00 FEET; THENCE SOUTH 89' 52' 00" WEST, A DISTANCE OF 1.00 FOOT; THENCE NORTH 0' 08' 00' WEST, A DISTANCE OF 8.00 FEET; THENCE NORTH 89. 52' 00' EAST, A DISTANCE OF 11.00 FEET TO THE EASTERLY LINE OF SAID PARCEL 2; THENCE SOUTH 0' 08'00' EAST, ALONG SAID EASTERLY LINE, A DISTANCE OF 3.00 FEET TO THE TRUE POINT OF BEGINNING. PARCEL B w THAT PORTION OF PARCEL 2 OF PARCEL MAP NO. 11092, ACCORDING TO MAP THEREOF RECORDED IN BOOK 64, PAGE 15 OF PARCEL MAP,RECORDS OF RIVERSIDE COUNTY, CALIFORNIA, DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHWEST CORNER OF PARCEL 3 OF SAID PARCEL MAP NO. 11092,BEING A POINT ON THE EASTERLY LINE OF SAID PARCEL 2; THENCE SOUTH 0'08'00'EAST, ALONG THE EASTERLY LINE OF SAID PARCEL 2, A DISTANCE OF 124.07 FEET TO AN ANGLE POINT THEREIN; PAGE 2 - CONTINUED EXISTING LEGAL DESCRIPTION- (CONT.) PARCEL B - (CONT.) THENCE SOUTH 890 52' 00' WEST, ALONG THE BOUNDARY OF SAID PARCEL 2, A DISTANCE OF 10.00 FEET; THENCE SOUTH 00 08' 00" EAST, A DISTANCE OF 5.00 FEET; THENCE SOUTH 890 52'00"WEST, A DISTANCE OF 25.00 FEET TO THE TRUE POINT OF BEGINNING; THENCE SOUTH 00 08' 00" EAST, A DISTANCE OF 20.00 FEET; THENCE SOUTH 890 51' S1" WEST, A DISTANCE OF 1.00 FOOT; THENCE NORTH 0° 08' 00' WEST, A DISTANCE OF 20.00 FEET; THENCE NORTH 890 52' 00"EAST, A DISTANCE OF 1.00 FEET TO THE TRUE POINT OF BEGINNING. PARCEL 2 PARCEL 2 OF PARCEL MAP NO. 11092, AS SHOWN BY MAP ON FILE IN BOOK 64, PAGES 15 AND 16 OF MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA; EXCEPTING FROM SAID PARCEL 2 OF PARCEL MAP NO. 11092 THAT PORTION DESCRIBED AS FOLLOWS: PARCEL A THAT PORTION OF PARCEL 2 OF PARCEL MAP NO. 11092, ACCORDING TO MAP THEREOF, RECORDED IN BOOK 64, PAGE 15 OF PARCEL MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA, DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHWEST CORNER OF PARCEL 3 OF SAID PARCEL MAP NO. 11092,BEING A POINT ON THE EASTERLY LINE OF SAID PARCEL 2; THENCE SOUTH 0' 08'00'EAST,ALONG THE EASTERLY LINE OF SAID PARCEL 2, A DISTANCE OF 124.07 FEET TO AN ANGLE POINT HEREIN, BEING THE TRUE POINT OF BEGINNING; THENCE SOUTH 890 52' 00" WEST ALONG THE BOUNDARY OF SAID PARCEL 2, A DISTANCE OF 10.00 FEET; THENCE SOUTH 0° 08' 00" EAST, A DISTANCE.OF 5.00 FEET; THENCE SOUTH 890 52' 00' WEST, A DISTANCE OF 1.00 FOOT; THENCE NORTH 0- 08' 00' WEST, A DISTANCE OF 8.00 FEET; • i PAGE CONTINUED EXISTING LEGAL DESCRIPTION- (CONT.) PARCEL A - (CONT.) THENCE NORTH 89. 52' 00' EAST, A DISTANCE OF 11.00 FEET TO THE EASTERLY LINE OF SAID PARCEL 2; THENCE SOUTH 0' 08'00" EAST, ALONG SAID EASTERLY LINE, A DISTANCE OF 3.00 FEET TO THE TRUE POINT OF BEGINNING. PARCEL B THAT PORTION OF PARCEL 2 OF PARCEL MAP NO. 11092, ACCORDING TO MAP THEREOF RECORDED IN BOOK 64, PAGE 15 OF PARCEL MAP, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA, DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHWEST CORNER OF PARCEL 3 OF SAID PARCEL MAP NO. 11092,BEING A POINT ON THE EASTERLY LINE OF SAID PARCEL 2; THENCE SOUTH 0- 08'00'EAST, ALONG THE EASTERLY LINE OF SAID PARCEL 2,A DISTANCE OF 124.07 FEET TO AN ANGLE POINT THEREIN; THENCE SOUTH 89' 52' 00" WEST, ALONG THE BOUNDARY OF SAID PARCEL 2, A DISTANCE OF 10.00 FEET; THENCE,SOUTH 0' 08' 00' EAST, A DISTANCE OF 5.00 FEET; THENCE SOUTH 89-52'00'WEST, A DISTANCE OF 25.00 FEET TO THE TRUE POINT OF BEGINNING; THENCE SOUTH 0' 08' 00" EAST, A DISTANCE OF 20.00 FEET; THENCE SOUTH 89- 51' 51' WEST, A DISTANCE OF 1.00 FOOT; THENCE NORTH 0' 08' 00- WEST, A DISTANCE OF 20.00 FEET; THENCE NORTH 89' 52' 00'EAST, A DISTANCE OF 1.00 FEET TO THE TRUE POINT OF BEGINNING. \off �o s G ovJ.L BMIBORN 01 a NO L84148 * EXR 6-80-96 � �F C A�i��I�II DATE(Mm/oDvv IF.'ICA PRODUCER FALTER S CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION JOHNSON&HIGGINS LY AND CONFERS NO RIGHTS UPON THE CERTIFICATE ATTN:SOFIA FOTIADIS LDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR CASUALTY DEPARTMENT THE COVERAGE AFFORDED BY THE POLICIES BELOW. 125 BROAD STREET COMPANIES AFFORDING COVERAGE NEWYORK NY 10004-2424 ANY 45565-00000 ALL A ROYAL INSURANCE COMPANY INSURED COMPANY TEACHERS INSURANCE&ANNUITY B N/A �` I`/ D " ASSOCIATION 730 THIRD AVENUE COMPANY B NEW YORK, NEW YORK 10017 C P'1'U FF � 2 9 COMPANY ..... .. D COVER A ES:' . .7 .. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS_SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. _ CO TYPE POLICY NUMBER POLICYEFFECTIVE POLICY EXPIRATION LTA DATE MM/DO( /YV) DATE(MM/DD/YY) LIMITS GENERAL LIABILITY PTS-440353 11/12/96 11/12/97 GENERAL AGGREGATE $ 2,000,000 A X COMMERCIAL GENERAL LIABILITY PRODUCTS-COMP/OPAGG $ 2,000,000 CLAIMS MI OCCUR PERSONAL&ADV INJURY $ 1,000,000 OWNER'S&CONTRACTOR'S PROT EACH OCCURRENCE $ 1,000,000 FIRE DAMAGE(Any one fire) $ 100,000 MED EXP(Any one person) $ 5,000 AUTOMOBILE LIABILITY ANY AUTO COMBINED SINGLE LIMIT $ ALL OWNED AUTOS BODILY INJURY $ SCHEDULED AUTOS (Per person) HIRED AUTOS NON-OWNED AUTOS (Per accideINJUnt) S (Per accident) PROPERTY DAMAGE $ GARAGE LIABILITY AUTOONLY-EAACCIDENT S ANY AUTO OTHER THAN AUTO ONLY: EACH ACCIDENT $ AGGREGATE $ EXCESS LIABILITY EACH OCCURRENCE $ UMBRELLA FORM AGGREGATE S OTHER THAN UMBRELLA FORM _ _ _ _ _ _ _ _ $__ WORKERS COMPENSATION AND STATUTORY LIMITS EMPLOYERS'LIABILITY EACH ACCIDENTTHE $ PARTNERS/EXECUTIVE S/EXE U INCL DISEASE-POLICY LIMIT S PARTNERS/EXECUTIVE OFFICERS ARE: Rl EXCL DISEASE-EACH EMPLOYEE $ OTHER DESCRIPTION OF OPERATIONS/LOCATIONSNEHICLES/SPECIAL ITEMS (LIMITS MAYBE SUBJECT TO RETENTIONS) THE CERTIFICATE HOLDER IS INCLUDED AS AN ADDITIONAL INSURED AS THEIR INTERESTS MAY APPEAR WITH RESPECTS TO REF-2116 (THE VINEYARD, 245-295 PALM CANYON DRIVE, PALM SPRINGS, CA). CITY CLERK SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE CITY OF PALM SPRINGS EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL EYlX9AyQfiXJ(XMAIL P.O. BOX 2743 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, PALM SPRINGS, CA 92263-2743 BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY ATT:JUDITH SUMICH REF-2116 OF ANY KIND UPON THE COMPANY, ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPR IURVE (� OFJ&H ACGKtq'�55',{af931; r.' �", *�"` .::. OACrzF3GtI�e7RP,GRATibNt993.::