HomeMy WebLinkAbout00342C - HOLLISTER A-Z RENTALS OPA CROSSLEY TRACT PA5 e- ECEIVED 004607
RECEIVED FOR RECORD
AT 8:00 O'CLOCK
RECORDED AT THE REQUEST OF
AND WHEN RECORDED RETURN TO: JAN - 71997
Community Redevelopment Agency
of the City of Palm Springs gecOrticC in OlLay Rands
3200 East Tahquitz Canyon Way al Rnnvde Counry,Calibrnia
Palm Springs, CA 92263 Rewrder�f
Attn: City Clerk llyr//��
Fees$
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n ' (SPACE ABOVE THIS LINE FOR RECORDER'S USE)
CERTIFICATE OF COMPLETION
WHEREAS, by an Owner Participation Agreement (hereinafter
referred to as the "Agreement" ) dated October 19, 1994, by and
between THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM
SPRINGS ("Agency" ) and F. MARTIN HOLLISTER AND AGNES L. HOLLISTER
AS JOINT TENANTS WITH RIGHT OF SURVIVORSHIP ( "Participant" ) ,
Participant has redeveloped the real property legally described
in Exhibit "A" hereto (the "Property") , according to the terms
and conditions of said Agreement and has completed the Project
(as that term is defined in the Agreement) ; and
WHEREAS, pursuant to Section 3 . 9 of the Agreement, promptly
after completion of the Project, Agency shall furnish Participant
with a Certificate of Completion upon written request therefor by
Participant; 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 he Property and completion of the Project; 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 Property and the Project have been
satisfactorily completed as required by the Agreement .
NOW, THEREFORE;
1 . As provided in the Agreement, Agency does hereby certify
that redevelopment of the Property and the Project have 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
v . 004607
mortgage, securing money loaned to finance construction work on
the Property, or any part thereof. Nothing contained herein
shall modify in any way any other provision of said Agreement .
3 . The Certificate of Completion shall not constitute
evidence of Participant ' s compliance with those covenants in the
Agreement that survive the issuance of this Certificate, or of
covenants contained in the Regulatory Agreement and Declaration
of Covenants and Restrictions .
4 . This Certificate of Completion is not a Notice of
Completion as referred to in California Civil Code Section 3093 .
IN WITNESS WHEREOF, Agency has executed this Certificate as
of this 5o>�gday of c��/�� 1��, 1996 .
COMMUNITY REDEVELOPMENT
ATTEST: AGEN CI-T- PALM SPRINGS
GI-C c—e-N B y:
AssFis Secretary xecutive irector
STATE OF CALIFORNIA )
ss .
COUNTY OF RIVERSIDE )
(7 On before me, �GAi/✓� LtJ� ��K���
[t,t3LIC personally appeared ROB W PARKINS & J. SUMICH
personally known to me to be the persons whose names are
subscribed to the within instrument and acknowledged to me that
they executed the same in their authorized capacities, and that
by their signature on the instrument the persons or the entity
upon behalf of which the persons acted, executed the instrument .
Witness my hand and official seal .
•• ELAINE L.WEDEIQND
COMM.4104881 NotaryPublic
z Notary Public—California -
SEAL PPPPPP � RIVERSIDE COUNTY
"' My Comm.Expires FEB 3.1999
ATTACHMENT NO. 1 TO
EXHIBIT NO. "F"
LEGAL DESCRIPTION OF THE PROPERTY
Lot 25 of Tract 23764, MB 203/51-52, of Riverside County Records.
EXHIBIT "F"
TO OWNER PARTICIPATION AGREEMENT
FS2149410140S4-0095@316454.1 10112/94 Page 4 of 4
F. Martin & Agnes Hollister
PA5 Crossley Industrial Tract
OPA - Tax Incre Incentive
AGREEMENT #342C
OWNER PARTICIPATION AGR _ MENT Res. 958, 10-19-94
THIS Of�R. PARTICIPATION AGREEMENT ("Agreement") is made and entered
into this f'day of (GL 1-7/me— , 1994 ("Effective Date") by and between THE
COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS,
CALIFORNIA, a public body, corporate and politic, whose offices are located at 3200 East
Tahquitz Canyon Way, Palm Springs, California 92263 ("Agency") and F. MARTIN
HOLLISTER AND AGNES L. HOLLISTER, AS JOINT TENANTS WITH RIGHT OF
SURVIVORSHIP, whose address for the purpose of this Agreement is 4525 East Ramon
Boulevard, Palm Springs, California 92264 ("Participant"). The Agency and the Participant
hereby agree as follows:
1.0 DEFINITIONS.
1.1 Agency Financial Assistance. The term "Agency Financial Assistance"
shall mean the financial assistance provided to Participant by Agency more particularly described
on ExhibitC' attached hereto and incorporated herein by reference.
1.2 CC&Rs. The term "CC&Rs" shall mean that certain Declaration of
Covenants, Conditions and Restrictions attached hereto as Exhibit "D" and incorporated herein
by reference.
1.3 Certificate of Completion. The term "Certificate of Completion" shall
mean that certain Certificate of Completion attached hereto as Exhibit "F" and incorporated
herein by reference.
1.4 Cam. 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 92263. The City is not a party to this Agreement and shall have no responsibility or
obligations hereunder.
1.5 Project. The term "Project" shall mean the project to be performed by the
Participant upon the Site more particularly described on Exhibit "B" attached hereto and
incorporated herein by reference.
1.6 Redevelopment Plan. The term "Redevelopment Plan" shall mean the
Redevelopment Plan for the Ranion-Bogie Redevelopment Project Area ("Project Area") which
was adopted by Ordinance Number 1202 of the City Council of City on or about November 30,
1983, as amended from time to tune. 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.
1.7 Schedule of Performance. The term "Schedule of Performance" shall mean
that certain Schedule attached hereto as Exhibit "E" and incorporated herein by reference.
F521394\014084-0085\2116454.1 10/12/94
1.8 Site. The term "Site" shall mean that certain real property of
approximately 0.71 acres located in the Crossley Industrial Tract in the City of Palm Springs,
State of California. Participant is, or is about to be, the sublessee of the Site which is part of
a large tract of Indian land consisting of thirty-six (36) parcels subject to a Master Lease. The
Site is more particularly described in the legal description set forth in Exhibit "A" attached
hereto and incorporated herein by reference. Within the time set forth in the Schedule of
Performance, Participant shall provide evidence reasonably satisfactory to Agency's Executive
Director that Participant is the sublessee of the Site.
2.0 PURPOSE OF AGREEMENT.
The purpose of this Agreement is to effectuate the Redevelopment Plan for the
Project Area by redeveloping the Site within the Project Area. The redevelopment of the Site
within the Project Area and the fulfillment generally of this Agreement are in the best interests
of the City 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.
3.0 CONSTRUCTION OF THE PROJECT.
3.1 Plans and Specifications. Participant shall construct the Project upon the
Site in accordance with construction drawings, working specifications, and related documents
that have been submitted to and approved by the Agency in advance and in writing.
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.
3.4 Costs of Construction. All costs of constructing the Project shall be borne
by the Participant.
3.5 Agency Financial Assistance. Agency shall assist Participant in the cost
of redevelopment of the Site by assisting in the financing of facilities in accordance with Exhibit
"Col.
3.6 Construction Schedule. Participant shall submit the construction drawings,
working specifications, and related documents for approval by the Agency on or before the date
F82\394\OI4084-0085\2116454.1 10/12/94 -2-
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 3.9.
3.7 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.
3.8 Nondiscrimination During Construction. Participant, 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 because of race, color, creed,
religion, sex, marital status, ancestry, or national origin.
3.9 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 kerns 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 thereafter 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, as set forth in the CC&RS. The Certificate of Completion is not
a notice of completion as referred to in California Civil Code Section 3093.
3.10 Sale or Transfer of the Project. The Participant covenants that Participant
shall not transfer the Site or any of its interests therein except as provided in this Section 3.10.
3.10.1 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 aniong 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 issued and
outstanding capital stock of such corporation, of 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%) of such limited or general partnership interest;
PS2\394\014084-0085\2116454.1 10/12/94 -3-
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%) of the ownership and/or control of any such
joint venture partner, taking all transfers into account on a cumulative basis.
3.10.2 AgouAproval 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, 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 (85%) of the acquisi-
tion 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.
3.10.3 Assignment and Assumption Agreement. 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, whether prior
to or after the issuance of the Certificate of Completion, 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.
3.11 Insurance and Indemnification.
3.11.1 Insurance. Prior to the commencement of any construction by
Participant of the Project and continuing until Participant has received the entirety of the Agency
Financial Assistance pursuant to the terms of this Agreement, Participant shall procure and
maintain, at its sole cost and expense, in a form and content satisfactory to Agency, 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
($1,000,000.00) or (ii) bodily injury limits of FIVE HUNDRED THOUSAND
DOLLARS ($500,000.00)per person, ONE MILLION DOLLARS ($1,000,000.00)per
occurrence and ONE MILLION DOLLARS ($1,000,000.00) products and completed
operations and property damage limits of FIVE HUNDRED THOUSAND DOLLARS
M\394\014094-0095\2116454.1 10/12/94 -4-
($500,000.00) per occurrence and ONE MILLION DOLLARS ($1,000,000.00) 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 comprehensive
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. This policy may be obtained
either by Participant or Participant's contractor.
All of the above policies of insurance shall be primary insurance and shall name Agency,
City, and their respective officers, officials, employees, agents, and representatives as additional
insureds. The insurer shall waive all rights of subrogation and contribution it may have against
Agency, City, and their respective officers, officials, employees, agents, and representatives 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 3.11.1 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. Participant shall provide such
evidence to Agency's Executive Director within the time set forth in the Schedule of
Performance.
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 Best Ratine 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.
Participant shall provide in all contracts with contractors, subcontractors, architects, and
engineers that said persons and entities shall maintain the same policies of insurance required
to be maintained by Participant pursuant to this Section 3.11.1 during the term of their contracts.
FS2\394\014084-0085\2116454.1 10/12/94 -5-
The Participant agrees that the provisions of this Section 3.11.1 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.
3.11.2 Indemnification. Commencing with the Effective Date of this
Agreement and continuing until Participant has received the entirety of the Agency Financial
Assistance pursuant to the terms of Exhibit "C", 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 whatsoever caused to any person
or to the property of any person which shall occur on the Site, or be related to operations on the
Site, and which shall be directly or indirectly caused by the acts 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 negligent 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. Participant further represents and warrants
that there is no pending or threatened litigation involving the Site, Participant, or Participant's
business that would affect this Agreement. In the event of such litigation, the indemnification
provision in favor of Agency and City and their respective officers, officials, employees, agents,
and representatives, set forth in this Section 3.11.2 shall apply. Further, in the event any third
party files any claim or initiates any litigation challenging or contesting the validity or
enforceability of this Agreement, Participant, at its cost, shall defend such claim or litigation on
behalf of Agency and City and their respective officers, officials, employees, agents, and
representatives, and the indemnification provision in favor of Agency and City and their
respective officers, officials, employees, agents, and representatives, set forth in this Section
3.11.2 shall apply. The provisions of this Section 3.11.2 shall survive the termination of this
Agreement.
3.12 Evidence of Financine. Within the time set forth in the Schedule of
Performance, Participant shall provide evidence reasonably satisfactory to Agency's Executive
Director that Participant has secured financing to construct the Project on the Site. Such
evidence shall include verifiable evidence of binding loan commitments, a copy of the executed
construction contract for the Project, and such other evidence reasonably necessary to confirm
that Participant has sufficient funds or financing available to undertake and complete the Project.
4.0 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, this Agreement, or the CC&Rs.
4.2 CC&Rs. Concurrently with the execution of this Agreement, Participant
shall execute the CC&Rs and have the CC&Rs recorded against the Site. The CC&Rs shall be
signed and acknowledged by all parties having record title interest in the Site, shall make the
FS2\394\u14084-0085\2116454.1 10/12/94 -6-
Agency and City parties thereto and shall be enforceable by the Agency and the City. The
CC&Rs shall be recorded junior and subordinate only to (i) the Master Lease for the Site; (ii)
Participant's sublease for the Site; (iii) the lien for current real property taxes and assessments,
if any; and (iv) any liens and encumbrances approved by Agency's Executive Director in his or
her sole discretion.
5.0 ENFORCEMENT.
5.1 Default.
5.1.1 Default: Termination. 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 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. The non-defaulting party
made then terminate this Agreement by notice to the defaulting party given in accordance with
Section 6.2.
5.1.2 Reduction of Agency Financial Assistance. Notwithstanding Section
5.1.1, in the event of an uncured breach or default by Participant, Agency shall have the option,
instead of termination of this Agreement as provided for in Section 5.1.2, to reduce the amount
of Agency Financial Assistance paid to Participant pursuant to this Agreement by an amount
equal to (i) the daily pro rata portion of such total Agency Financial Assistance to be paid by
Agency to Participant for the fiscal year in which the breach or default occurred, (ii) multiplied
by the number of days of the breach or default. Agency's option under this Section 5.1.2. shall
be permitted in the event Participant:
a. effects or permits any transfer of the Site or any portion thereof that is not
permitted under Section 3.10, or
b, is the subject of any voluntary or involuntary proceeding in bankruptcy,
unless notwithstanding such bankruptcy proceeding the Site or affected
portion thereof continues in operation in a manner and to a level
substantially unaffected by such bankruptcy proceeding; or
C. is delinquent on property tax assessments or payments; or
d. is in breach or default under this Agreement or the CC&Rs.
The amounts to which Participant otherwise would have been entitled for such
periods of breach or default shall not be paid to Participant even if Participant cures the breach
or default that caused such reduction in payment.
5.2 Additional Remedies. In addition to any other rights or remedies that may
be available pursuant to and subject to the Section 5.1 above, either party to this Agreement may
FS2\394\014084-0085\2116454.1 10/12/94 -7-
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 Site 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 patty 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 Rights 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 tunes, 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.
6.0 MISCELLANEOUS.
6.1 Governine Law. The laws of the State of California shall govern the
interpretation and enforcement of this Agreement.
6.2 Notices. Formal notices, demands, and communications between Agency
and Participant shall be sufficiently given if personally delivered, delivered by a reputable
document delivery service that provides a receipt showing date and time of delivery, or
dispatched by registered or certified mail, postage prepaid, return receipt requested, to the
addresses set forth in the preamble to this Agreement. Notices personally delivered or delivered
by document delivery service shall be effective upon receipt. Mailed notices shall be deemed
to be received as of the earlier of actual receipt by the addressee thereof or the expiration of
forty-eight(48) hours after depositing in the United States Postal System in the manner described
in this Section. A party hereto may change its address for receipt of notices by delivering notice
to the other party in accordance with this section.
FS2\394\014084-0085\2116454.1 10/12/94 -8-
6.3 Conflicts of Interest. No member, official, officer, or employee of Agency
shall have any personal interest, direct or indirect, in this Agreement nor shall any such
member, official, officer, or employee participate in any decision relating to this Agreement
which affects his personal interests or the interests of any corporation, partnership, or association
in which such member, official, officer, and employee is, directly or indirectly, interested.
6.4 Nonliability of Agency Officials and Em lg�ees. No member, official,
officer, employee, agent, representative, 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 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. The Agency shall have the right, upon not
less than seventy-two (72) hours notice, at all reasonable times, to inspect the looks and records
of the Participant as pertinent to the purposes of this Agreement.
6.6 Modifications. Any alteration, change, or modification of or to this
Agreement, shall be made by written instrument signed by each party hereto.
6.7 Entire Agreement. 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, repre-
sentations, 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 their best 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 remainder of such provision or the remaining provisions of this Agreement.
[end - signature page follows]
FS2\394\014084-0085\21i6454.1 10/12/94 -9-
IN WITNESS WHEREOF the Agency and Participant have executed this Agreement as
of the date rust written above.
"AGENCY"
ATTEST: THE COMMUNITY REDEVELOPMENT AGENCY
OF 'THE CITY OF PALM SPRINGS,
CALIFO o-dy, corporate
and tic
0
By: '
�.._+� B
Y:
Secretary Ex ecXlve Director
APPROVED AS TO FORM:
RUTAN & PU�CCKER
David J. �tkshire, Esq.
Agency Counsel
"PARTICIPANT"
F. MARTIN HOLLISTER AND AGNES L. HOLLISTER,
AS JOINT TENANTS WITH RIGHT OF
SURVIVORSHIP
Y:::
Fe martin Holl��'ter
By:
Agn , . Hollister
l'S`fir RLa'o
FS2\394\014084-0085\2116454.1 10/12/94 -10-
EXHIBIT "A"
LEGAL DESCRIPTION OF THE SITE
Lot 25 of Tract 23764, MB 203/51-52, of Riverside County Records.
FD I IT "A"
TO OWNER PARTICIPATION AGREEMENT
Page 1 of 1
PS2\394\0140840085\2116454.1 10/12/94
EXILIBIT "B"
DESCRIPTION OF PROJECT
The Project shall consist of the rehabilitation on the Site of an existing approximately ten
thousand three hundred square foot (10,300 s.f.) industrial building and related landscaping,
parking, utilities, and amenities in accordance with approved plans and specifications. In
addition:
Parking: Parking shall be provided in accordance with the Palm Springs Municipal Code.
Setbacks: Minimum building and parking setbacks shall be in conformance with the applicable
provisions of the Palm Springs Municipal Code, hncludnng any permitted variances.
Signs: All signs shall be installed by Participant. Participant shall obtain the prior approval of
Agency and City staff for the design of all signs. Building permits (and where necessary,
electrical permits) shall be obtained prior to the installation, painting, or erection of signs.
Screening: All outdoor storage of materials or equipment shall be enclosed or screened by
walls, landscaping, or enclosure to the extent and in the manner reasonably required by Agency
and City staff.
Landscaping: Participant shall provide all landscaping and irrigation required ont he site,
including landscaping and irrigation within the public rights-of way on the or adjacent to the
Site, in accordance with an approved landscape plan.
Utilities: All utilities shall be located underground.
Lighting: All on-site lighting shall be in conformance with the approved lighting and electrical
plans.
Vehicular Access: The number and location of vehicular driveways and curb breaks shall be
in accordance with the approved plans.
In the event of any conflict between the provisions of this Exhibit "B" and the approved plans,
the approved plans shall control.
EXMIT "B"
TO OWNER PARTICIPATION AGREEMENT
Page 1 of 1
FS2\394\014084-008512116454.1 10/12/94
EXHIBIT "C"
AGENCY FINANCIAL ASSISTANCE
1. In consideration for Participant's performance of its obligations hereunder, and
provided that Participant is not in material default of any of the terms, conditions, covenants,
and obligations of this Agreement or the CC&Rs, Agency shall pay to Participant the following
amounts ("Agency Financial Assistance"):
a. The parties hereto acknowledge and agree that Agency's fiscal year is July 1
through and including the following June 30. No later than the September 30 that follows the
immediately preceding June 30 end of a fiscal year, Agency shall pay to Participant the lesser
of (i) an amount equal to the "Net Property Tax Increment from the Site" (as that tern is
defined below) allocated to and actually received by Agency for the fiscal year that ended on that
immediately preceding June 30, or (ii) an amount equal to the assessment, for the same fiscal
year referred to in subparagraph (i), that Participant was required to pay to Assessment District
No. 155.
b. The first Agency annual payment shall be made no later than the September
30 that follows June 30 end of the fiscal year in which Participant obtains the Certificate of
Completion and opens for business on the Site. The first annual payment shall be made on a
pro rata basis, if applicable, based on a 360 day year.
c. The last Agency annual payment shall be made no later than the September
30 following the June 30 end of the fiscal year in which Participant makes its final assessment
payment to Assessment District No. 155 for the improvements for which the assessment was
made as existing on the Effective Date of this Agreement.
2. Agency's annual payment to Participant shall be paid solely from Net Property
Tax Increment from the Site which are allocated and paid to Agency.
3. As used herein, the term "Net Property Tax Increment from the Site" shall mean
the portion of property taxes allocated and paid to Agency pursuant to Health and Safety Code
Section 33670(b) attributable to the Site, less the sum of (i) the percentage from such amount
the Agency is required by Health and Safety Code Section 33334.2 to set aside for affordable
housing purposes in the Project Area as a whole [the percentage applicable as of the Effective
Date of this Agreement is twenty percent (20%)]; (ii) the percentage from such amount payable
to other taxing entities under applicable "pass through" agreements; (iii) the percentage from
such amount Agency is required to pay to the County of Riverside Auditor-Controller and any
other public agency official or entity as a property tax administrative fee or charge; and (iv) the
EXIMIT "C"
TO OWNER PARTICIPATION AGREEMENT
Page 1 of 2
FSM941014084-0085MI6454.1 10/12/94
percentage from such amount Agency is required to set aside, pay, transfer to or for the benefit
of any other taxing entity or purpose pursuant to any existing or future requirement of law
(including payments currently required to be made to the County of Riverside Auditor-Controller
or other entity for deposit into the Educational Revenue Augmentation Fund).
4. Participant shall not be entitled to an annual payment of Agency Financial Assistance
unless and until Participant has provided Agency with evidence reasonably satisfactory to
Agency's Executive Director (including evidence of payment under protest if Participant is
contesting any such taxes) that Participant has paid prior to delinquency all property taxes and
assessments due and payable during the fiscal year to which the Agency's annual payment
relates. If Participant has not provided such evidence to Agency's Executive Director prior to
the date such annual payment of Agency Financial Assistance is due from Agency, then Agency
shall have the right to withhold such payment until Participant provides such evidence. If such
evidence is not provided by September 1 following the June 30 end of the fiscal year to which
the payment relates, Agency shall not be required to make such payment until the expiration of
thirty (30) days following receipt of such evidence and such payment shall be made without
interest.
E=IT "C"
TO OWNER PARTICIPATION AGREEMENT
Page 2 of 2
FS2\394\014084-0085\2116454.1 10/12/94
EXHMIT "D"
REGULATORY AGREEMENT AND
DECLARATION OF COVENANTS AND RESTRICTIONS
RECORDED AT THE REQUEST OF
AND WHEN RECORDED RETURN TO:
Community Redevelopment Agency
of the City of Palm Springs
3200 Each Tahquitz Canyon Way
Pahn Springs, CA 92263
Attn: Executive Director
(SPACE ABOVE THIS LINE FOR RECORDER'S USE)
This Agreement is recorded at the request and for the
benefit of the Community Redevelopment Agency of the
City of Palm Springs and is exempt from the payment of a
recording fee pursuant to Government Code Section 6103.
COMMUNITY REDEVELOPMENT AGENCY OF THE
CITY OF PALM SPRINGS, CALIFORNIA
By:
Its:
Dated: , 1994
REGULATORY AGREEMENT AND
DECLARATION OF COVENANTS AND RESTRICTIONS
THIS REGULATORY AGREEMENT AND DECLARATION OF COVENANTS AND
RESTRICTIONS ("Agreement") is made and entered into as of the day of
, 1994, by and between the COMMUNITY REDEVELOPMENT
AGENCY OF THE CITY OF PALM SPRINGS, a public body, corporate and politic (the
"Agency"), and F. MARTIN HOLLISTER AND AGNES L. HOLLISTER AS JOINT
TENANTS WITH RIGHT OF SURVIVORSHIP ("Participant").
EXHIBIT "D"
TO OWNER PARTICIPATION AGREEMENT
Page 1 of 10
FS2\394\014084-0085\2116454.1 10/12/94
RECITALS
A. Participant is the sublessee of an approximately 0.71 acre parcel of real property
(the "Property") located in the Crossley Industrial Tract ("Tract") in the City of Pahn Springs
("City"), County of Riverside, State of California, legally described in the attached Exhibit "A."
The Tract is Indian land subject to a master lease and Participant is the sublessee of the
Property.
B. The Property is within the Ramon-Bogie Project Area (the "Project Area") in the
City and is subject to the provisions of the Redevelopment Plan for the Project Area adopted by
the City Council of the City by Ordinance No. 1202 on or about November 30, 1983,
("Redevelopment Plan"), as amended from time to time. The Redevelopment Plan is
incorporated herein by reference and is a public record available for public inspection at
Agency's offices located at 3200 Each Tahquitz Canyon Way, Palm Springs, CA 92263.
C. Agency and Participant have entered into an Owner Participation Agreement (the
"OPA"), dated as of 1994, concerning the redevelopment of the Property.
The OPA is incorporated herein by reference and is a public record available for public
inspection at Agency's offices.
AGREEMENT
NOW, THEREFORE, IN CONSIDERATION OF THE AGENCY'S AGREEMENT TO
PERFORM ITS OBLIGATIONS UNDER THE OPA, INCLUDING THE PAYMENT OF THE
AGENCY FINANCIAL ASSISTANCE AS DEFINED THEREIN, PARTICIPANT, ON
BEHALF OF ITSELF AND ITS SUCCESSORS AND ASSIGNS, AND EACH SUCCESSOR
IN INTEREST TO PARTICIPANT'S INTEREST IN THE PROPERTY OR ANY PART
THEREOF, HEREBY COVENANTS AND AGREES AS FOLLOWS:
1. Participant shall commence and complete construction of the "Project" (as defined
in the OPA) on the Property for and within the times set forth in, and subject to the terms and
conditions of, the OPA.
2. Participant shall maintain all improvements on the Property, including facade
improvements, in first class condition and repair (and, as to landscaping, in healthy condition)
and in accordance with the approved plans, specifications, permits, and approvals referenced in
Section 3 of the OPA (including without limitation any landscape and signage plans), as the same
may be amended from time to time, and all other applicable laws, rules, ordinances, orders, and
regulations of all federal, state, county, municipal, and other governmental agencies and bodies
EXHIBIT "D"
TO OWNER PARTICIPATION AGREEMENT
Page 2 of 10
FS2\394\014084-0085\2116454.1 10/12/94
0
having or claiming jurisdiction and all their respective departments, bureaus, and officials. In
addition, Participant shall keep the Property free from all graffiti and any accumulation of debris
or waste material. Participant shall make all repairs and replacements necessary to keep the
improvements in first class condition and repair and shall promptly eliminate all graffiti and
replace dead and diseased plants and landscaping with comparable approved materials.
In the event that Participant breaches any of the covenants contained in this Paragraph 2,
and such default continues for a period of five (5) days after written notice from Agency (with
respect to landscaping, graffiti, debris, waste material, and general maintenance) or thirty (30)
days after written notice from Agency (with respect to building improvements), then Agency,
in addition to whatever other remedy it may have at law or in equity, shall have the right (but
not the obligation) to enter upon the Property to perform or cause to be performed all such acts
and work necessary to cure the default and to protect, maintain, and preserve the improvements
and landscaped areas on the Property. In this regard, Participant agrees that Agency may attach
a lien on the Property, or to assess the Property, in the amount of the expenditures arising from
such acts and work of protection, maintenance, and preservation by Agency and/or costs of such
cure, including a fifteen percent (15%) administrative charge in the manner normally utilized
by City in the abatement of public nuisances (with the exception that Participant agrees that the
notice and opportunity to cure provided for herein shall substitute for the notice, hearing, and
nuisance abatement order normally utilized by City), and all such amounts shall be promptly
paid by Participant to Agency upon demand.
3. Participant agrees for itself and any successor in interest not to discriminate upon
the basis of race, color, creed, religion, sex, marital status, ancestry, or national origin in the
sale, lease, or rental or in the use, occupancy, or enjoyment of the Property or any part thereof.
Participant covenants by and for itself, its successors, and assigns, and all persons claiming
under or through them that there shall be no discrimination against or segregation of, any person
or group of persons on account of race, color, creed, religion, sex, marital status, ancestry, or
national origin in the sale, lease, sublease, transfer, use, occupancy, tenure, or enjoyment of the
Property, nor shall the Participant itself or any person claiming under or through it, establish
or permit any such practice or practices of discrimination or segregation with reference to the
selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees, or
vendees in the Property.
4. Participant agrees for itself and any successor in interest that Participant shall
refrain from restricting the rental, sale, or lease of any portion of the Property, or contracts
relating to the Property, on the basis of race, color, creed, religion, sex, marital status, ancestry,
or national origin of any person. All such deeds, leases, or contracts shall contain or be subject
to substantially the following nondiscrimination or nonsegregation clauses:
EXHIBIT "D"
TO OWNER. PARTICIPATION AGREEMENT
Page 3 of 10
FS2\394\014084-0085\2116454.1 10/12/94
(1) In deeds: "The grantee herein covenants by and for himself or herself,
his or her heirs, executors, administrators, and assigns, and all persons claiming under
or through them, that there shall be no discrimination against or segregation of any
person or group of persons on account of race, color, creed, religion, sex, marital status,
ancestry, or national origin in the sale, lease, sublease, transfer, use, occupancy, tenure,
or enjoyment of the land herein conveyed, nor shall the grantee, or any persons claiming
under or through him or her, establish or permit any such practice or practices of
discrimination or segregation with reference to the selection, location, number, use, or
occupancy of tenants, lessees, subtenants, sublessees, or vendees in the land herein
conveyed. The foregoing covenants shall run with the land."
(2) In leases: "The lessee herein covenants by and for himself or herself, his
or her heirs, executors, administrators, and assigns, and all persons claiming under or
through them, and this lease is made and accepted upon and subject to the following
conditions:
"That there shall be no discrimination against or segregation of any person or
group of persons on account of race, color, creed, religion, sex, marital status, ancestry,
or national origin in the leasing, subleasing, transferring, use, occupancy, tenure, or
enjoyment of the land herein leased, nor shall the lessee, or any person claiming under
or through him or her, establish or permit any such practice or practices of
discrimination or segregation with reference to the selection, location, number, use, or
occupancy of tenants, lessees, sublessees, subtenants, or vendees in the land herein
leased."
(3) In contracts: "There shall be no discrimination against or segregation of
any persons or group of persons on account of race, color, creed, religion, sex, marital
status, ancestry, or national origin in the sale, lease, transfer, use, occupancy, tenure,
or enjoyment of land, nor shall the transferee, or any person claiming under or through
him or her, establish or permit any such practice or practices of discrimination or
segregation with reference to the selection, location, number, use, or occupancy of
tenants, lessees, subtenants, sublessees, or vendees of land."
5. During construction of the Project on the Property and until Participant has
received the entirety of the Agency Financial Assistance pursuant to the terms of the OPA,
Participant, for itself and its successors and assigns, agrees to, and shall, indemnify, defend, and
hold harmless Agency and City and their officers, officials, employees, agents, and
representatives from and against all liability, loss, damage, costs, and expenses (including
attorney's fees and court costs) arising from or as a result of the death or injury of any person
or any accident, injury, loss, or damage whatsoever (whether or not covered by insurance)
E) f IT "D"
TO OWNER PARTICIPATION AGREEMENT
Page 4 of 10
FS2\394\014094-0085\2116454.1 10/12/94
0 0
caused to any person or to the property of any person which shall occur on, contiguous to, or
adjacent to the Property and which shall be caused by any acts done thereon or any errors or
omissions of Participant or any of its officers, directors, shareholders, agents, servants,
employees, invitees, contractors, or subcontractors. Participant shall not be responsible for any
negligent acts, errors, or omissions of the Agency or the City or their respective officers,
officials, agents, servants, employees, invitees, contractors, or subcontractors.
6. Neither Agency nor City shall have any responsibility or obligation for the
physical condition of the Property or any portion thereof. Participant agrees to and shall
indemnify, defend, and hold harmless Agency and City and their officers, officials, employees,
agents, and representatives from and against all liability, loss, damage, cost, and expenses
(including attorney's fees and court costs) arising from or related to any action, suit, claim, legal
or administrative orders orproceedings, demands, actual damages, punitive damages, loss, costs,
liabilities, and expenses, which concern or in any way relate to the physical or environmental
condition of the Property, the existence of any hazardous or toxic substances or materials
thereon, or the release of threatened release of any hazardous or toxic substances or materials
therefrom, whether existing prior to or after the execution of this Agreement. As used herein
the term "hazardous or toxic substances or materials" shall mean any substance or material
defined as hazardous or toxic by the United State of America, State of California, or County of
Riverside.
7. Participant, shall obtain and maintain, and annually shall provide Agency's
Executive Director, evidence of the insurance policies required by Section 3.11 of the OPA.
8. Participant shall not devote the Site to uses inconsistent with the Redevelopment
Plan, the OPA, or applicable zoning restrictions.
9. The covenants set forth in Paragraph 1 shall remain in effect until the Agency's
issuance of the Certificate of Completion in accordance with Section 3.9 of the OPA. The
covenants set forth in Paragraphs 2, 5, 7, and 8 shall remain in effect until Participant has
received the entirety of the Agency Financial Assistance in accordance with the terms of the
OPA. The covenants set forth in Paragraphs 3, 4, and 6 shall remain in effect in perpetuity.
10. All conditions, covenants, and restrictions contained in this Agreement shall be
covenants running with the land, and shall, in any event, and without regard to technical
classification or designation, legal or otherwise, be, to the fullest extent permitted by law and
equity, binding for the benefit and in favor of, and enforceable by Agency, its successors and
assigns, and the City of Pahm Springs and its successors and assigns, against Participant, its
successors and assigns, to or of the Property conveyed herein or any portion thereof or any
interest therein, and any party in possession or occupancy of said Property or portion thereof.
E�IIBIT "D"
TO OWNER PARTICIPATION AGREEMENT
Page 5 of 10
MU94\014084-0085\2116454.1 10/12/94
11. In amplification and not in restriction of the provisions set forth hereinabove, it
is intended and agreed that Agency shall be deemed a beneficiary of the agreements and
covenants provided herei nabove both for and in its own right and also for the purposes of
protecting the interests of tine community. All covenants without regard to technical
classification or designation shall be binding for the benefit of Agency and such covenants shall
run in favor of Agency for the entire period during which such covenants shall be in force and
effect, without regard to whether Agency is or remains an owner of any land or interest therein
to which such covenants relate. Agency shall have the right, in the event of any breach of any
such agreement or covenant, to exercise all the rights and remedies, and to maintain any action
at law or suit in equity or other proper proceedings to enforce the curing of such breach of
agreement or covenant.
12. The covenants and restrictions contained in this Agreement shall not benefit nor
be enforceable by any owner of any other real property within or outside the Project Area or
any person on entity having any interest in any such other real property.
13. The covenants contained in this Agreement shall be construed as covenants
running with the land and not as conditions which might result in forfeiture of title.
[end - signature page follows]
EXHIBIT "D"
TO OWNER PARTICIPATION AGREEMENT
Page 6 of 10
FS21304101408 OOW2116454.1 10/12/94
IN WITNESS WHEREOF, Agency and Participant have caused this instrument to be
executed on their behalf by their respective officers or agents herein duly authorized as of the
date first written above.
"AGENCY"
ATTEST: COMMUNITY REDEVELOPMENT AGENCY
OF THE CITY OF PALM SPRINGS, a public
body, corporate and politic
By: By.
Secretary Executive Director
APPROVED AS TO FORM:
RUTAN & TUCKER
David J. Aleshire, Esq.
Agency Counsel
"PARTICIPANT"
F. MARTIN HOLLISTER AND AGNES L.
HOLLISTER AS JOINT TENANTS WITH
RIGHT OF SURVIVORSHIP
By: _
F. Martin Hollister
By:
Agnes L. Hollister
EXHIBIT "D"
TO OWNER PARTICIPATION AGREEMENT
Page 7 of 10
FS2\394\014084-0085\2116454.1 10/12/94
STATE OF CALIFORNIA )
ss.
COUNTY OF RIVERSIDE )
On before me, personally
appeared _ _ personally known to me (or
proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they executed the
same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the
instrument the person(s) or the entity upon behalf of which the person(s) acted, executed the
instrument.
Witness my hand and official seal.
Notary Public
[SEAL]
EXHIBIT "D"
TO OWNER PARTICIPATION AGREEMENT
Page 8 of 10
FS2094\014084-0085\2116454.1 10/12/94
STATE OF CALIFORNIA )
ss.
COUNTY OF RIVERSIDE )
On _ , before me, personally
appeared personally known to me (or
proved to me on the basis of satisfactory evidence) to be the person(s) whose nanne(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 satisfactory evidence) to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they executed the
same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the
instrument the person(s) or the entity upon behalf of which the person(s) acted, executed the
instrument.
Witness my hand and official seal.
Notary Public
[SEAL]
EXHIBIT "D"
TO OWNER PARTICIPATION AGREEMENT
Page 9 of 10
FS2\394\014094-0095\2116454.1 10/12/94
ATTACHMENT NO. 1 TO EXHIBIT "D"
[Exhibit "A" to Regulatory Agreement]
LEGAL DESCRIPTION OF PROPERTY
Lot 25 of Tract 23764, MB 203/51-52, of Riverside County Records.
EXIMIT "D"
TO OWNER PARTICIPATION AGREEMENT
Page 10 of 10
FS2\394\014084-0085\2116454.1 10/12/94
EXIMIT "E"
SCHEDULE OF PERFORMANCE
Item of Performance Time for Performance
1. Participant executes and delivers to Concurrent with execution and delivery to
Agency for recordation the CC&Rs. (§ Agency of the Owner Participation
4.2) Agreement.
2. Participant submits evidence of Within ten (10) days after the Effective
sublessee status to Agency's Executive Date.
Director and obtains approval of same. (§
1.8)
3. Agency executes and delivers CC&Rs Within fifteen (15) days after performance
to County Recorder for recordation against of Items No. 1 and 2, and Agency
the Site. (§ 4.2) approval and execution of the Owner
Participation Agreement.
4. Participant submits to Agency and City Withal sixty (60) days after the Effective
all required applications and site and Date.
building plans for plan review pertaining
to the Project. (§ 3.1)
5. Agency and City review and approve Within forty-five (45) days after the
(or request corrections of) Participant's Effective Date.
complete site and building plan submittal.
(§ 3.1)
6. Participant makes corrections and Within twenty-one (21) days after
resubmits site and building plans for performance of Item No. 5.
review and approval (if applicable). (§
3.1)
7. Agency and City review and approve Within thirty (30) days after performance
resubmission of Participant's complete site of Item No. 6.
and building plan submittal, or request
additional corrections. (§ 3.1)
EXHIBIT "E"
TO OWNER PARTICIPATION AGREEMENT
Page 1 of 2
FSM94\014084-0085\2116454.1 10/12/94
8. If necessary, Participant resubmits Within seven (7) days of performance of
to Agency and City final corrected set of Item No. 7.
site and building plans for the Project. (§
3.1)
9. Agency and City approve final building Within thirty (30) days of submittal of
plans. (§ 3.1) complete and corrected final site and
building plans.
10. Participant submits required evidence Prior to issuance of building permits for
of insurance to Agency's Executive the Project.
Director. (§3.11)
11. Participant submits evidence of Prior to the issuance of building permits
Project financing to Agency's Executive for the Project.
Director. (§ 3.12)
12. Participant obtains building permits for Upon satisfaction of all prior conditions.
the Project. (§ 3.2)
13. Participant commences construction of Within forty-five (45) days of receipt of
the Project on the Site after obtaining all building permits.
required permits and approvals. (§§ 3.1,
3.2, 3.3, 3.6).
14. Participant completes Project on the Not later than December 31, 1995.
Site and obtains Agency's Certificate of
Completion. (§§ 3.6, 3.9)
It is understood that the foregoing Schedule is subject to all of the terms and
conditions of the text of the Agreement. The summary of items of performance in this
Schedule is not intended to supersede or modify any more complete description in the text.
In the event of any conflict between this Schedule and the text of the Agreement, the text
shall govern. The times for performance set forth in the Schedule may be extended due to
"force majeure" events and in addition Agency's Executive Director may approve extensions
of time not to exceed a cumulative total of one hundred eighty (180) days.
E) II IT "E"
TO OWNER PARTICIPATION AGREEMENT
Page 2 of 2
FS2\394\014084-0085\2116454.1 10/12/94
•
EXHIBIT "F"
CERTIFICATE OF COMPLETION
RECORDED AT THE REQUEST OF
AND WHEN RECORDED RETURN TO:
Community Redevelopment Agency
of the City of Palm Springs
3200 Each Tahquitz Canyon Way
Palm Springs, CA 92263
Attn: Executive Director
(SPACE ABOVE THIS LINE FOR RECORDER'S USE)
This Agreement is recorded at the request and for
the benefit of the Community Redevelopment
Agency of the City of Pahn Spriggs and is exempt
from the payment of a recording fee pursuant to
Government Code Section 6103.
COMMUNITY REDEVELOPMENT AGENCY OF
THE CITY OF PALM SPRINGS, CALIFORNIA
By.
Its:
Dated: 1994
CERTIFICATE OF COMPLETION
WHEREAS, by an Owner Participation Agreement (hereinafter referred to as the
"Agreement") dated _ 1994, by and between COMMUNITY
REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS ("Agency"), and F.
MARTIN HOLLISTER AND AGNES L. HOLLISTER AS JOINT TENANTS WITH RIGHT
OF SURVIVORSHIP ("Participant"), Participant has redeveloped the real property legally
described in Exhibit "A" hereto (the "Property"), according to the terms and conditions of said
Agreement and has completed the Project (as that term is defined in the Agreement); and
EXHIBIT "F"
TO OWNER PARTICIPATION AGREEMENT
FS2\394\014084-0085\2116454.1 10/12/94 Page 1 of 4
WHEREAS, pursuant to Section 3.9 of the Agreement, promptly after completion of the
Project, Agency shall furnish Participant with a Certificate of Completion upon written request
therefor by Participant; 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 Property and completion of the Project; 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 Property
and the Project have been satisfactorily completed as required by the Agreement;
NOW, THEREFORE:
1. As provided in the Agreement, Agency does hereby certify that redevelopment
of the Property and the Project have 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 Property, or any part
thereof. Nothing contained herein shall modify in any way any other provision of said
Agreement.
3. The Certificate of Completion shall not constitute evidence of Participant's
compliance with those covenants in the Agreement that survive the issuance of this Certificate,
or of covenants contained in the Regulatory Agreement and Declaration of Covenants and
Restrictions.
4. This Certificate of Completion is not a Notice of Completion as referred to in
California Civil Code Section 3093.
[end - signature page follows]
F-X �IT "F"
TO OWNER PARTICIPATION AGREEMENT
FS2\394\0140 9 4-00 9 5\2116454.1 101IV94 Page 2 of 4
0 i
IN WITNESS WHEREOF, Agency has executed this Certificate as of this day of
19_
COMMUNITY REDEVELOPMENT
AGENCY OF THE CITY OF PALM
SPRINGS
By:
Executive Director
STATE OF CALIFORNIA )
ss.
COUNTY OF RIVERSIDE )
On before me, personally appeared
personally known to me (or proved to me on
the basis of satisfactory evidence) to be the person(s) whose name(s) Ware 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]
E)I IT "F"
TO OWNER PARTICIPATION AGREEMENT
FS2\394\014084-0085\2116454.1 10/12/94 Page 3 of 4
0
ATTACHMENT NO. 1 TO
EXIIT NO. "F"
LEGAL DESCRIPTION OF THE PROPERTY
Lot 25 of Tract 23764, MB 203/51-52, of Riverside County Records.
EXHIBIT "F"
TO OWNER PARTICIPATION AGREEMENT
F52\394\014084-0085\2116454.1 10/12/94 Page 4 of 4
tenor -n
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RECORDED AT THE REQUEST OF o z Co
�j AND WHEN RECORDED RETURN TO: C" ' '
C�1 o x
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(SPACE ABOVE TINS LINE FOR RECORDER'S USE) I /
This Agreement is recorded at the request and for V
the benefit of the Community Redevelopment
Agency of the City of Palm Springs and is exempt
from the payment of a recording fee pursuant to
Government Code Section 6103.
COMMUNITY REDEVELOPMENT AGENCY OF
THE CITY OF PALM SPRINGS, CALIFORNIA
By:
Its:
Dated: _ ! (— ( � , 1994
REGULATORY AGREEMENT AND
DECLARATION OF COVENANTS AND RESTRICTIONS
THIS REGULATORY AGREEMENT AND DECLARATION OF COVENANTS AND
RESTRICTIONS ("Agreement") is made and entered into as of the O/Z-6 day of
1994, by and between the COMMUNITY REDEVELOPMENT
AGENCY OF THE CITY OF PALM SPRINGS, a public body, corporate and politic (the
"Agency"), and F. MARTIN HOLLISTER AND AGNES L. HOLLISTER AS JOINT
TENANTS WITH RIGHT OF SURVIVORSHIP ("Participant").
RECITALS
A. Participant is the sublessee of an approximately 0.71 acre parcel of real property
(the "Property") located in the Crossley Industrial Tract ("Tract') in the City of Palm Springs
("City"), County of Riverside, State of California, legally described in the attached Exhibit "A."
The Tract is Indian land subject to a master lease and Participant is the sublessee of the
Property.
F52\394\014094-0095\2117046.1 10/12/94 Page 1 of 9
436208
B. The Property is within the Ramon-Bogie Project Area (the "Project Area") in the
City and is subject to the provisions of the Redevelopment Plan for the Project Area adopted by
the City Council of the City by Ordinance No. 1202 on or about November 30, 1983,
("Redevelopment Plan"), as amended from time to time. The Redevelopment Plan is
incorporated herein by reference and is a public record available for public inspection at
Agency's offices located at 3200 Each Tahquitz Canyon Way, Pahn Springs, CA 92263.
C. Agency and Participant have entered into an Owner Participation Agreement (the
"OPA"), dated as of „4��\ ,, O; , 1994, concerning the redevelopment of the Property.
The OPA is incorporated herein by reference and is a public record available for public
inspection at Agency's offices.
AGREEMENT
NOW, THEREFORE, IN CONSIDERATION OF THE AGENCY'S AGREEMENT TO
PERFORM ITS OBLIGATIONS UNDER THE OPA, INCLUDING THE PAYMENT OF THE
AGENCY FINANCIAL ASSISTANCE AS DEFINED THEREIN, PARTICIPANT, ON
BEHALF OF ITSELF AND ITS SUCCESSORS AND ASSIGNS, AND EACH SUCCESSOR
IN INTEREST TO PARTICIPANT'S INTEREST IN THE PROPERTY OR ANY PART
THEREOF, HEREBY COVENANTS AND AGREES AS FOLLOWS:
1. Participant shall commence and complete construction of the "Project" (as defined
in the OPA) on the Property for and within the times set forth in, and subject to the terms and
conditions of, the OPA.
2. Participant shall maintain all improvements on the Property, including facade
improvements, in first class condition and repair (and, as to landscaping, in healthy condition)
and in accordance with the approved plans, specifications, permits, and approvals referenced in
Section 3 of the OPA (including without limitation any landscape and signage plans), as the salve
may be amended from time to time, and all other applicable laws, rules, ordinances, orders, and
regulations of all federal, state, county, municipal, and other governmental agencies and bodies
having or claiming jurisdiction and all their respective departments, bureaus, and officials. In
addition, Participant shall keep the Property free from all graffiti and any accumulation of debris
or waste material. Participant shall make all repairs and replacements necessary to keep the
improvements in first class condition and repair and shall promptly eliminate all graffiti and
replace dead and diseased plants and landscaping with comparable approved materials.
In the event that Participant breaches any of the covenants contained in this Paragraph 2,
and such default continues for a period of five (5) days after written notice from Agency (with
respect to landscaping, graffiti, debris, waste material, and general maintenance) or thirty (30)
days after written notice from Agency (with respect to building improvements), then Agency,
in addition to whatever other remedy it may have at law or in equity, shall have the right (but
not the obligation) to enter upon the Property to perform or cause to be performed all such acts
and work necessary to cure the default and to protect, maintain, and preserve the improvements
and landscaped areas on the Property. In this regard, Participant agrees that Agency may attach
a lien on the Property, or to assess the Property, in the amount of the expenditures arising from
PS2\394\014084-0085\2117046.1 10n2194 Page 2 of 9
4.3G208
such acts and work of protection, maintenance, and preservation by Agency and/or costs of such
cure, including a fifteen percent (15%) administrative charge in the manner normally utilized
by City in the abatement of public nuisances (with the exception that Participant agrees that the
notice and opportunity to cure provided for herein shall substitute for the notice, hearing, and
nuisance abatement order normally utilized by City), and all such amounts shall be promptly
paid by Participant to Agency upon demand.
3. Participant agrees for itself and any successor in interest not to discriminate upon
the basis of race, color, creed, religion, sex, marital status, ancestry, or national origin in the
sale, lease, or rental or in the use, occupancy, or enjoyment of the Property or any part thereof.
Participant covenants by and for itself, its successors, and assigns, and all persons claiming
under or through them that there shall be no discrimination against or segregation of, any person
or group of persons on account of race, color, creed, religion, sex, marital status, ancestry, or
national origin in the sale, lease, sublease, transfer, use, occupancy, tenure, or enjoyment of the
Property, nor shall the Participant itself or any person claiming under or through it, establish
or permit any such practice or practices of discrimination or segregation with reference to the
selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees, or
vendees in the Property.
4. Participant agrees for itself and any successor in interest that Participant shall
refrain from restricting the rental, sale, or lease of any portion of the Property, or contracts
relating to the Property, on the basis of race, color, creed, religion, sex, marital status, ancestry,
or national origin of any person. All such deeds, leases, or contracts shall contain or be subject
to substantially the following nondiscrimination or nonsegregation clauses:
(1) In deeds: "The grantee herein covenants by and for himself or herself,
his or her heirs, executors, administrators, and assigns, and all persons claiming under
or through them, that there shall be no discrimination against or segregation of any
person or group of persons on account of race, color, creed, religion, sex, marital status,
ancestry, or national origin in the sale, lease, sublease, transfer, use, occupancy, tenure,
or enjoyment of the land herein conveyed, nor shall the grantee, or any persons claiming
under or through him or her, establish or permit any such practice or practices of
discrimination or segregation with reference to the selection, location, number, use, or
occupancy of tenants, lessees, subtenants, sublessees, or vendees in the land herein
conveyed. The foregoing covenants shall run with the land."
(2) In leases: "The lessee herein covenants by and for himself or herself, his
or her heirs, executors, administrators, and assigns, and all persons claiming under or
through them, and this lease is made and accepted upon and subject to the following
conditions:
"That there shall be no discrimination against or segregation of any person or
group of persons on account of race, color, creed, religion, sex, marital status, ancestry,
or national origin in the leasing, subleasing, transferring, use, occupancy, tenure, or
enjoyment of the land herein leased, nor shall the lessee, or any person claiming under
or through him or her, establish or permit any such practice or practices of
discrimination or segregation with reference to the selection, location, number, use, or
FS2\3941014084-008R2117046.1 10/12/94 Page 3 of 9
4362%
occupancy of tenants, lessees, sublessees, subtenants, or vendees in the land herein
leased."
(3) In contracts: "There shall be no discrimination against or segregation of
any persons or group of persons on account of race, color, creed, religion, sex, marital
status, ancestry, or national origin in the sale, lease, transfer, use, occupancy, tenure,
or enjoyment of land, nor shall the transferee, or any person claiming under or through
him or her, establish or permit any such practice or practices of discrimination or
segregation with reference to the selection, location, number, use, or occupancy of
tenants, lessees, subtenants, sublessees, or vendees of land."
5. During construction of the Project on the Property and until Participant has
received the entirety of the Agency Financial Assistance pursuant to the terms of the OPA,
Participant, for itself and its successors and assigns, agrees to, and shall, indemnify, defend, and
hold harmless Agency and City and their officers, officials, employees, agents, and
representatives from and against all liability, loss, damage, costs, and expenses (including
attorney's fees and court costs) arising from or as a result of the death or injury of any person
or any accident, injury, loss, or damage whatsoever (whether or not covered by insurance)
caused to any person or to the property of any person which shall occur on, contiguous to, or
adjacent to the Property and which shall be caused by any acts done thereon or any errors or
omissions of Participant or any of its officers, directors, shareholders, agents, servants,
employees, invitees, contractors, or subcontractors. Participant shall not be responsible for any
negligent acts, errors, or omissions of the Agency or the City or their respective officers,
officials, agents, servants, employees, invitees, contractors, or subcontractors.
6. Neither Agency nor City shall have any responsibility or obligation for the
physical condition of the Property or any portion thereof. Participant agrees to and shall
indemnify, defend, and hold harmless Agency and City and their officers, officials, employees,
agents, and representatives from and against all liability, loss, damage, cost, and expenses
(including attorney's fees and court costs) arising from or related to any action, suit, claim, legal
or administrative orders or proceedings, demands, actual damages, punitive damages, loss, costs,
liabilities, and expenses, which concern or in any way relate to the physical or environmental
condition of the Property, the existence of any hazardous or toxic substances or materials
thereon, or the release of threatened release of any hazardous or toxic substances or materials
therefrom, whether existing prior to or after the execution of this Agreement. As used herein
the term "hazardous or toxic substances or materials" shall mean any substance or material
defined as hazardous or toxic by the United State of America, State of California, or County of
Riverside.
7. Participant, shall obtain and maintain, and annually shall provide Agency's
Executive Director, evidence of the insurance policies required by Section 3.11 of the OPA.
8. Participant shall not devote the Site to uses inconsistent with the Redevelopment
Plan, the OPA, or applicable zoning restrictions.
9. The covenants set forth in Paragraph 1 shall remain in effect until the Agency's
issuance of the Certificate of Completion in accordance with Section 3.9 of the OPA. The
FS2\394\014084-0085\2117046.1 10/12/94 Page 4 of 9
' 4�6208
covenants set forth in Paragraphs 2, 5, 7, and 8 shall remain in effect until Participant has
received the entirety of the Agency Financial Assistance in accordance with the terms of the
OPA. The covenants set forth in Paragraphs 3, 4, and 6 shall remain in effect in perpetuity.
10. All conditions, covenants, and restrictions contained in this Agreement shall be
covenants running with the land, and shall, in any event, and without regard to techncal
classification or designation, legal or otherwise, be, to the fullest extent permitted by law and
equity, binding for the benefit and in favor of, and enforceable by Agency, its successors and
assigns, and the City of Palm Springs and its successors and assigns, against Participant, its
successors and assigns, to or of the Property conveyed herein or any portion thereof or any
interest therein, and any party in possession or occupancy of said Property or portion thereof.
11. In amplification and not in restriction of the provisions set forth hereinabove, it
is intended and agreed that Agency shall be deemed a beneficiary of the agreements and
covenants provided hereinabove both for and in its own right and also for the purposes of
protecting the interests of the community. All covenants without regard to technical
classification or designation shall be binding for the benefit of Agency and such covenants shall
run in favor of Agency for the entire period during which such covenants shall be in force and
effect, without regard to whether Agency is or remains an owner of any land or interest therein
to which such covenants relate. Agency shall have the right, in the event of any breach of any
such agreement or covenant, to exercise all the rights and remedies, and to maintain any action
at law or suit in equity or other proper proceedings to enforce the curing of such breach of
agreement or covenant.
12. The covenants and restrictions contained in this Agreement shall not benefit nor
be enforceable by any owner of any other real property within or outside the Project Area or
any person on entity having any interest in any such other real property.
13. The covenants contained in this Agreement shall be construed as covenants
running with the land and not as conditions which might result in forfeiture of title.
[end - signature page follows]
P52\394\014084-0085\2117046.1 10/12/94 Page 5 of 9
436208
IN WITNESS WHEREOF, Agency and Participant have caused this instrument to be
executed on their behalf by their respective officers or agents herein duly authorized as of the
date first written above.
"AGENCY"
ATTEST: COMMUNITY REDEVELOPMENT AGENCY
OF THE CI SPRINGS, a public
body, rporate and politic
J�' By:
(� ;`secretary Executive Director
APPROVED AS TO FORM:
RUTAN & TUCKER
A t
David J Aleshire, Esq.
Agency Counsel
"PARTICIPANT
F. MARTIN HOLLISTER AND AGNES L.
HOLLISTER AS JOINT TENANTS WITH
RIGHT OF SURVIVORSHIP
By: e�✓a:�— d. �
�, F Ivtartin Hollisl-`r
By:
Agnes L. Hollister
A' :It``pC?�pskpp:C; CC,
O.
F52\394\014084-0085\2117046.1 10/12/94 Page 6 of 9
4.36208
STATE OF CALIFORNIA )
ss.
COUNTY OF RIVERSIDE )
On before me, c/f 21F' ti//7,7,-, personally
appeared, �/A personally known to me (or
proved to me on the basis of s$tisfactory evidence) to be the persono)whose ❑amu,(s], is.'are'
subscribed to the within instrument and acknowledged to me that he/sheathey)executed the
same in leis/hemheir)authorized capacity re); and that by his/he t00signature(� on the
instrument the perso ssl or the entity upon behalf of which the personT acted, executed the
instrument.
Witness my hand and official seal.
Notary Public
[SEAL]
_ ELAINE L.SCHWARR
comm.#905580
z '�� Notary Public—Callfomla
n - 1
f �,: RIVERSIDE COuNgy
10,9
STATE OF CALIFORNIA )
ss.
COUNTY OF RIVERSIDE ) ''//
N!OJY+`9L2.
1 q
e -L(L(BL/C�
On y /; before me, ai & L, cff��q�rz personally
appeared �jJ, Jr v�7�) () , personall known kn wn to me OT
proved to-m� ou-tune ba ' tfaetary o be the persono whose nameM i Lfe
subscribed to the within instrument and acknowledged to me that he/shCSI � xecuted the
same in his/her err uthorized capacit)ggo�, and that by his/he the' signaturgs on the
instrument the personas or the entity upon behalf of which the persono acted, executed the
instrument.
Witness my hand and official seal.
Notary Public
[SEAL]
Q92- ASCHWA,
ELAINE L.comm.I90MNotary Public—Callfamla
RIVERSIDE COUNTY
MY Comm F; trc�PEa 3.1995
AS2\394\014094-0095\2117046.1 10/12/94 Page 7 of 9
431szos
STATE OF CALIFORNIA )
ss.
COUNTY OF RIVERSIDE )
On before me, personally
appeared personally known to me (or
proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they executed the
same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the
instrument the person(s) or the entity upon behalf of which the person(s) acted, executed the
instrument.
Witness my hand and official seal.
Notary Public
[SEAL]
F82\3941014084-0085\2117046.1 10/12194 Page 8 of 9
EXHIBIT "A" 436208
LEGAL DESCRIPTION OF PROPERTY
Lot 25 of Tract 23764, MB 203/51-52, of Riverside County Records.
FS2\394\014084-0085\2117046.1 10n2/94 Page 9 of 9