HomeMy WebLinkAbout00314C - WANTLAND LANE MORRISON BUILDING DDA 513-082-037 PA1B2 Morrison - Disposition
& Development Agr
Wantland/Lane R18070
AGREEMENT #314
R880, 4-7-93
DISPOSITION AND DEVELOPMENT AGREEMENT
By and Between
COMMUNITY REDEVELOPMENT AGENCY
OF THE CITY OF PALM SPRINGS
a Public Body, Corporate and Politic
and
GERALD WAYNE WANTLAND
as Trustee of the
Gerald Wayne Wantland Revocable Trust
and
HERBERT JAMES LANE
as Trustee of the
Herbert James Lane Revocable Trust
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TABLE OF CONTENTS
1. 0 DEFINITIONS . . . . . . . . . . . . . . . . . . . . . 1
1 . 1 CC&Rs . . . . . . . . . . . . . . . . . . . . . . . . 1
1.2 Certificate of Completion . . . . . . . . . . . . . 1
1.3 City . . . . . . . . . . . . . . . . . . . . . . . . 1
1.4 Closing . . . . . . . . . . . . . . . . . . . . . . 1
1. 5 Deed . . . . . . . . . . . . . . . . . . . . . . . . 1
1. 6 Escrow . . . . . . . . . . . . . . . . . . . . . . . 1
1 . 7 Escrow Agent . . . . . . . . . . . . . . . . . . . . 1
1 . 8 Hazardous or Toxic Substances or Materials . . . . . 2
1 . 9 Parcel . . . . . . . . . . . . . . . . . . . . . . . . 2
1 . 10 Project . . . . . . . . . . . . . . . . . . 2
1 . 11 Purchase Price . . . . . . . . . . . . . . . . . . . 2
1 . 12 Redevelopment Plan . . . . . . . . . . . . . . . . . 2
1 . 13 Schedule of Performance . . . . . . . . . . . . . . 2
1. 14 Site . . . . . . . . . . . . . . . . . . . . . . . . 2
1 . 15 Title Company . . . . . . . . . . . . . . . . . . . 3
2 . 0 PURPOSE OF AGREEMENT . . . . . . . . . . . . . . . . 3
3 . 0 DISPOSITION OF THE SITE . . . . . . . . . . . . . . . 3
3 . 1 Ownership of the Parcel and the Site . . . . . . . . 3
3 .2 Purchase and Sale of Site . . . . . . . . . . . . . . 3
3 . 3 Developer Deposit . . . . . . . . . . . . . . . . . . . 3
3 . 4 Opening of Escrow . . . . . . . . . . . . . . . . . . 4
3 . 5 Payment of Purchase Price . . . . . . . . . . . . . . 4
3 .5 . 1 Amount of Purchase Price . . . . . . . . . 4
3 .5 .2 Time and Manner of Payment . . . . . . . . 4
3 . 6 Additional Funds and Documents Required from
Developer and Agency . . . . . . . . . . . . . . . . 4
3 . 6 . 1 Developer . . . . . . . . . . . . . . . . . 4
3 . 6 .2 Agency . . . . . . . . . . . . . . . . . . 4
3 . 7 Closing Date; Time of Essence . . . . . . . . . . . . 5
3 . 7 . 1 Closing Date . . . . . . . . . . . . . . . 5
3 . 7.2 Time of Essence . . . . . . . . . . . . . . 5
3 . 8 Title Policy . . . . . . . . . . . . . . . . . . . . 5
3 .9 Conditions Precedent to Close of Escrow . . . . . . . 6
3 . 9 . 1 Conditions to Developer' s Obligations . . . 6
3 . 9 .2 Conditions to Agency' s Obligations . . . . 6
3 . 10 Escrow Provisions . . . . . . . . . . . . . . . . 6
3 . 10 . 1 Escrow Instructions . . . . . . . . . . . . 6
3 . 10 .2 General Escrow Provisions . . . . . . . . . 7
3 . 10 . 3 Proration of Real Property Taxes . . . . . 7
3 . 10 .4 Payment of Costs . . . . . . . . . . . . . 7
3 . 10 .5 Termination and Cancellation of Escrow . . 7
3 . 10 . 6 Information Report . . . . . . . . . . . . 7
3 . 11 Brokerage Commissions . . . . . . . . . . . . . . . 8
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3 . 12 Physical and Environmental Condition of the Site 8
3 . 12 . 1 Seismic Upgrade . . . . . . . . . . . . . . 8
3 . 13 Representations and Warranties . . . . . . . . . . . 8
3 . 14 Possession . . . . . . . . . . . . . . . . . . . . . 9
3 . 15 Relocation of Occupants from the Site . . . . . . . . 9
4 . 0 DEVELOPMENT OF THE SITE . . . . . . . . . . . . . . . 9
4 . 1 Plans and Specifications . . . . . . . . . . . . . . . 9
4 .2 Permits . . . . . . . . . . . . . . . . . . . . . . . 9
4 . 3 Governmental Approvals . . . . . . . . . . . . . . 10
4 .4 Development Plans, Final Building Plans,
and Commencement and Completion of Construction . . . 10
4 .4 . 1 Evolution of Development Plan . . . . . . . . 10
4 .4 .2 Developer Best Efforts to Obtain Approvals 10
4 . 4 . 3 Agency Assistance . . . . . . . . . . . . . . 11
4 .4 .4 Disapproval . . . . . .
4 .4 .5 Commencement and Completion of Construction 11
4 .5 Right of Access . . . . . . . . . . . . . . . . . . 11
4 . 6 Nondiscrimination During Construction . . . . . . . 11
4 . 7 Certificate of Completion . . . . . . . . . . . . . 12
4 . 8 Sale or Transfer of the Project . . . . . . . . . . . 12
4 . 8 . 1 Transfer Defined . . . . . . . . . . . . . . . 12
4 . 8 .2 Agency Approval of Transfer Required . . . . . 13
4 . 9 Insurance and Indemnification . . . . . . . . . . . . 13
4 . 9 . 1 Insurance . . . . . . . . . . . . . . . . . . 13
4 . 9 .2 Indemnification . . . . . . . . . . . . . . . 15
5 . 0 USE OF THE SITE . . . . . . . . . . . . . . . . . . . 15
5 . 1 Use of the Site . . . . . . . . . . . . . . . . . . . 15
5 .2 No Inconsistent Uses . . . . . . . . . . . . . . . . 16
5 . 3 Obligation to Refrain from Discrimination . . . . . . 16
5 .4 Form of Nondiscrimination and Nonsegregation Clauses 16
5 .4 . 1 Deeds . . . . . . . . . . . . . . . . . . . . 16
5 .4 .2 Leases . . . . . . . . . . . . . . . . . . . . 17
5 .4 .3 Contracts . . . . . . . . . . . . . . . . . . 17
5 .5 Maintenance of Site . . . . . . . . . . . . . . . . . 17
5 . 6 Effect of Covenants . . . . . . . . . . . . . . . . . 18
5 . 7 CC&Rs . . . . . . . . . . . . . . . . . . . . . . . . 18
6 . 0 ENFORCEMENT . . . . . . . . . . . . . . . . . . . . . 18
6 . 1 Events of Default . . . . . . . . . . . . . . . . . . 18
6 .2 Remedies . . . . . . . . . . . . . . . . . . . . . . 19
6 . 3 No Waiver . . . . . . . . . . . . . . . . . . . . . . 19
6 .4 Rights and Remedies are Cumulative . . . . . . . . . 19
6 . 5 Attorneys' Fees . . . . . . . . . . . . . . . . . . . 19
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7 . 0 MISCELLANEOUS . . . . . . . . . . . . . . . . . . . . 19
7 . 1 Governing Law . . . . . . . . . . . . . . . . . . . . 19
7.2 Notices . . . . . . . . . . . . . . . . . . . . . . . 20
7 . 3 Conflicts of Interest . . . . . . . . . . . . . . 20
7 .4 Nonliability of Agency Officials and Employees . . . 20
7 . 5 Books and Records . . . . . . . . . . . . . . . . . . 21
7 . 5 . 1 Maintenance of Books and Records . . . . . . . 21
7. 5 .2 Right to Inspect . . . . . . . . . . . . . . . 21
7 . 6 Modifications . . . . . . . . . . . . . . . . . . . . 21
7. 7 Merger of Prior Agreements and Understandings . . . . 21
7. 8 Assurances to Act in Good Faith . . . . . . . . . . . 21
7.9 Force Maj eure . . . . . . . . . . . . . . . . . . . . 21
7. 10 Severability . . . . . . . . . . . . . . . . . . . . 22
EXHIBITS
A Legal Description and Depiction of the Parcel and the Site
B Schedule of Performance
C Grant Deed
D Depiction of Easement to Developer
E Grant of Easement to Developer
F Certificate of Completion
G Declaration of Covenants, Conditions, and Restrictions
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DISPOSITION AND DEVELOPMENT AGREEMENT
THIS DISPOSITION AND DEVELOPMENT GREEMENT ( "Agreement") is
entered into this �14'' day of „ ' , 199 :3- (the
"Effective Date") by and between the CQ269JNITY REDEVELOPMENT AGENCY
OF THE CITY OF PALM SPRINGS, a public body, corporate and politic
( "Agency") and GERALD WAYNE WANTLAND as Trustee of the Gerald Wayne
Wantland Revocable Trust established on June 29, 1989, and HERBERT
JAMES LANE as Trustee of the Herbert James Lane Revocable Trust
established on June 29, 1989 (collectively "Developer" ) . The
Agency and the Developer hereby agree as follows :
1 . 0 DEFINITIONS .
1. 1 CC&Rs. The term "CC&Rs" shall mean that certain
Declaration of Covenants, Conditions and Restrictions attached
hereto as Exhibit "G" and incorporated herein by reference.
1.2 Certificate of Completion. The term "Certificate of
Completion" shall mean that certain Certificate of Completion
attached hereto as Exhibit "F" and incorporated herein by this
reference.
1.3 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 92263 .
1.4 Closing. The term "Closing" shall mean the closing
of the Escrow by the Escrow Agent' s distributing the funds and
documents received through Escrow to the party entitled thereto as
provided herein, which closing shall occur on or before the date
established in the Schedule of Performance.
1.5 Deed. The term "Deed" or "Grant Deed" shall mean
that Grant Deed in substantially the form attached hereto as
Exhibit "C" by which Agency as Grantor will convey fee title to the
Site to Developer as Grantee. The Deed shall contain conditions or
other restrictions designed to carry out the purposes of this
Agreement .
1. 6 Escrow. The term "Escrow" shall mean the escrow
established pursuant to this Agreement for the conveyance of title
to the Site from Agency to Developer.
1. 7 Escrow Agent. The term "Escrow Agent" shall mean
The Escrow Connection, located at 1111 East Tahquitz Canyon Way,
Palm Springs, California 92263 and empowered hereunder to act as
the Escrow Agent for this transaction.
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1. 8 Hazardous or Toxic Substances or Materials . The
term "Hazardous or Toxic Substances or Materials" shall mean any
substance or material identified by the United States Government or
the State of California as hazardous or toxic and which is included
on any list of such substances published by the United States
Government or the State of California.
1 . 9 Parcel . The term "Parcel" shall mean that parcel
of real property owned by the Agency, identified as Assessor' s
Parcel No. 513-082-037 (the "Parcel") , of which the Site was
originally a part . The Parcel shall be subdivided by Agency so
that the Site to be acquired by Developer will consist of
approximately 75 . 00 feet of North Palm Canyon frontage by 86 . 78
feet in depth and the Agency shall retain the remainder of the
Parcel . The Parcel, and the portion thereof which makes up the
Site, is more particularly described and shown in Exhibit "A"
attached hereto and incorporated herein by reference.
1 . 10 Project. The term "Project" shall mean all of the
construction, improvements, modifications, and rehabilitation
necessary in order for the Developer to operate the Village Florist
Gift Shoppe, or other Agency approved florist establishment, on the
Site pursuant to this Agreement and the plans to be approved
pursuant hereto, including all related landscaping, signage,
lighting, trash receptacles, parking areas, driveways, utilities,
and any improvements which may be required by the City or Agency
within the public rights-of-way adjacent to the Site.
1. 11 Purchase Price. The term "Purchase Price" shall
mean that amount agreed upon by the parties as the payment to be
made by Developer to Agency for the purchase of the Site, which
Purchase Price shall be One Hundred and Ten Thousand Dollars
($110 , 000 . 00) .
1 . 12 Redevelopment Plan. The term "Redevelopment Plan"
shall mean the Redevelopment Plan for the Central Business District
Project Area ( "Project Area" ) which was adopted by Ordinance Number
952 of the City Council of City on May 23, 1973 and became
effective July 27, 1973 . 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 . 13 Schedule of Performance. The term "Schedule of
Performance" shall mean that certain Schedule attached hereto as
Exhibit "B" and incorporated herein by reference.
1 . 14 Site. The term "Site" shall mean that certain real
property to be purchased by Developer located in the City of Palm
Springs, State of California, more particularly described and shown
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in Exhibit "A" attached hereto and incorporated herein by
reference. The Site is approximately 6508 .50 square feet.
1. 15 Title Company. The term "Title Company" shall mean
Stewart Title Insurance Company, located at ,
empowered hereunder to act as the Title Company for this
transaction.
2 . 0 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 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 DISPOSITION OF THE SITE.
3 . 1 Ownership of the Parcel and the Site. Agency is the
owner of that certain real property identified as Assessor' s Parcel
No. 513-082-037 located generally at 431-439 North Palm Canyon
Drive in the Project Area in the City of Palm Springs, County of
Riverside, State of California, more particularly described and
shown in Exhibit "A" (the "Parcel") , together with all improvements
now or hereafter constructed thereon, and all easements, licenses
and interests appurtenant thereto. Within the time set forth in
the Schedule of Performance, Agency shall subdivide the Parcel in
order to make that certain portion of the Parcel consisting of
approximately 75 . 00 feet of North Palm Canyon frontage by 86 . 78
feet in depth, more particularly described and shown in Exhibit
"A, " together with all improvements now or hereafter constructed
thereon, and all easements, licenses, and interests appurtenant
thereto a separate and independent parcel or real property (the
"Site") capable of being transferred to Developer.
3 .2 Purchase and Sale of Site. Developer hereby agrees
to purchase from Agency and Agency agrees to sell to Developer the
Site, including all improvements now or hereafter constructed
thereon, and all easements, licenses, and interests appurtenant
thereto, upon the terms and conditions hereinafter set forth.
3 .3 Developer Deposit. On or before the Effective Date,
Developer shall advance to Agency the sum of Fifteen Thousand
Dollars ($15, 000) of the Purchase Price to compensate Agency for
its administrative, consulting, and legal expenses incurred and to
be incurred in negotiating, documenting, and performing under this
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Agreement . This deposit shall be refundable only upon the failure
of any of the conditions to precedent to Developer' s obligations,
as set forth in Section 3 .9 . 1 of this Agreement .
3 .4 Opening of Escrow. Within thirty (30) business days
after the Effective Date the parties shall open an Escrow with the
Escrow Agent by causing an executed copy of this Agreement to be
deposited with the Escrow Agent. Escrow shall be deemed open on
the date that Agency delivers this executed Agreement to Escrow
Agent .
3 . 5 Payment of Purchase Price.
3 . 5 . 1 Amount of Purchase Price. The purchase
price for the Site will be One Hundred and Ten Thousand Dollars
($110, 000 . 00) ( "Purchase Price" ) .
3 .5 .2 Time and Manner of Pavment . On or before
the Effective Date, Developer shall advance Fifteen Thousand
Dollars of the Purchase Price to Agency in cash or cashier' s check,
as provided in Section 3 . 3 . By 12 : 00 noon on the day preceding
Close of Escrow, Developer shall deposit with Escrow Agent the
balance of the Purchase Price in cash or cashier' s check.
3 . 6 Additional Funds and Documents Reauired from
Developer and Agency.
3 . 6 . 1 Developer. Developer agrees that on or
before 12 : 00 noon on the date preceding the Closing Date, Developer
will deposit with Escrow Agent all additional funds and/or
documents (executed and acknowledged, if appropriate) which are
necessary to comply with the terms of this Agreement.
3 . 6 .2 Agency. Agency agrees that on or before
12 : 00 noon on the day preceding the Closing Date, Agency will
deposit with Escrow Agent an executed and recordable grant deed
( "Grant Deed") conveying the Site to Developer in the form attached
hereto as Exhibit "C, " together with such funds and other items and
instruments as may be necessary in order for the Escrow Agent to
comply with this Agreement. The Grant Deed shall contain a recital
that title to the Site is conveyed "subject to all existing
tenancies on the Site, to all real property taxes and assessments,
and to all easements, encumbrances, covenants, conditions,
restrictions, reservations, rights-of-way, and other matters of
record, of whatever kind or nature. " Escrow Agent will cause the
Grant Deed to be recorded when (but in no event after the date
specified in Section 3 . 7 . 1 below) it can issue the Title Policy in
the form described in Section 3 . 8 below, and holds for the account
of Agency the items described above to be delivered to Agency
through Escrow, less costs, expenses, and disbursements chargeable
to Agency pursuant to the terms hereof.
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3 . 7 Closing Date: Time of Essence.
3 . 7 . 1 Closing Date. Time is of the essence of
each and every term of this Agreement . Escrow shall close on or
before days after the opening of escrow ( "Closing Date") .
The terms the "Close of Escrow, " and/or the "Closing" are used
herein to mean the time Agency' s Grant Deed is filed for record by
the Escrow Agent in the Office of the County Recorder of Riverside
County, California. If Escrow has not Closed within six (6)
months of the Effective Date, through no fault of Developer,
Developer shall be free to terminate this Agreement with no further
duties or obligations to Agency hereunder.
3 . 7 .2 Time of Essence. Developer and Agency
specifically understand that time is of the essence and Developer
and Agency specifically agree to strictly comply and perform their
obligations herein in the time and manner specified and waive any
and all rights to claim such compliance by mere substantial
compliance with the terms of this Agreement .
3 . 8 Title Policy. When Escrow Agent holds for Developer
the Grant Deed in favor of Developer executed and acknowledged by
Agency covering the Site, Escrow Agent shall cause to be issued and
delivered to Developer and Agency as of the Closing a C.L.T.A.
standard coverage policy of title insurance ( "Title Policy" ) ,
issued by Stewart Title Company ( "Title Company" ) , with liability
in the amount of the Purchase Price, covering the Site and showing
title vested in Developer free of encumbrances, except :
(a) All nondelinquent general and special real
property taxes and assessments for the current fiscal year;
(b) Easements, encumbrances, covenants, conditions,
restrictions, reservations, rights-of-way, and other matters
of record of whatever kind or nature, including but not
limited to, Exceptions through , inclusive, as shown on
that certain Preliminary Title Report No. issued by
Title Company dated as of 1 19, approved by
Developer prior to the Effective Date (the "Preliminary Title
Report" ) ;
(c) The standard printed exceptions and exclusions
contained in the C.L.T.A. form policy;
(d) All existing tenancies on the Site;
(e) Any exceptions created or consented to by
Developer, including without limitation, any exceptions
arising by reason of Developer' s possession of or entry on the
Site.
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3 .9 Conditions Precedent to Close of Escrow.
3 . 9 . 1 Conditions to Developer' s Obligations .
The obligations of Developer under this Agreement shall be subject
to the satisfaction or written waiver, in whole or in part, of each
of the following conditions precedent:
(a) Title Company will issue the Title Policy
as required by Section 3 . 8 of this Agreement insuring title to
the Site vested in Developer or other vestee designated by
Developer for vesting purposes only.
(b) Escrow Agent holds and will deliver to
Developer the instruments and funds, if any, accruing to
Developer pursuant to this Agreement.
(c) Agency has subdivided the Parcel in order
to make the Site a separate and independent parcel capable of
being transferred to Developer.
(d) Agency has granted to Developer an
easement on, over, under, across, along, or through the
southern twenty five (25) feet and the western forty two (42)
feet, less the area reserved for the Roy Moffatt (Blue Coyote)
entrance, of the Parcel, as indicated on Exhibit "D" attached
hereto and incorporated herein by this reference, for access
purposes . The Grant of Easement shall be in the form attached
hereto as Exhibit "E. °
3 . 9 .2 Conditions to Agency' s Obligations. The
obligations of Agency under this Agreement shall be subject to the
satisfaction or written waiver, in whole or in part, of each of the
following conditions precedent:
(a) Escrow Agent holds and will deliver to
Agency the instruments and funds accruing to Agency pursuant
to this Agreement .
3 . 10 Escrow Provisions .
3 . 10 . 1 Escrow Instructions . This Agreement, once
deposited in the Escrow, shall also constitute the joint escrow
instructions of Agency and Developer. Additionally, if required by
Escrow Agent, Developer and Agency agree to execute Escrow Agent' s
standard escrow instructions, provided that the same are consistent
with and do not conflict with the provisions of this Agreement. In
the event of any such conflict, the provisions of this Agreement
shall prevail .
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3 . 10 .2 General Escrow Provisions . Escrow Agent
shall deliver the Title Policy to the Developer and instruct the
Riverside County Recorder to mail the Grant Deed to Developer at
the address set forth in Section 7.2 after recordation. All funds
received in this Escrow shall be deposited in one or more general
escrow accounts of the Escrow Agent with any bank doing business in
Riverside County, California, and may be disbursed to any other
general escrow account or accounts. All disbursements shall be
made by Escrow Agent' s check. This Agreement and any
modifications, amendments, or supplements thereto may be executed
in counterparts and shall be valid and binding as if all of the
parties' signatures were on one document .
3 . 10 .3 Proration of Real Property Taxes . All
nondelinquent general and special real property taxes shall be
prorated to the Close of Escrow on the basis of a thirty (30) day
month and a three hundred sixty day (360) year. In the event that
property taxes are assessed on a parcel of real property which
includes land other than the Site, such proration shall include
only taxes attributable to the Site, calculated in terms of total
gross square feet of land assessed pursuant to the tax statement
versus total gross square footage of the Site.
3 . 10 .4 Payment of Costs . Agency shall pay the
documentary transfer taxes, premium charges for the C.L.T.A. Title
Policy, the charge for drawing the Grant Deed, and one-half (1/2)
of the Escrow fee. Developer shall pay one-half (1/2) of the
Escrow fee and charges for recording the Grant Deed. All other
costs of Escrow not otherwise specifically allocated by this
Agreement shall be apportioned between the parties in a manner
consistent with the custom and usage of Escrow Agent .
3 . 10 .5 Termination and Cancellation of Escrow.
Time is of the essence of this Agreement. If Escrow fails to close
as provided above, Escrow shall terminate automatically without
further action by Escrow Agent or any party, and Escrow Agent is
instructed to return all funds and documents then in Escrow to the
respective depositor of the same with Escrow Agent. Cancellation
of Escrow, as provided herein, shall be without prejudice to
whatever legal rights Developer or Agency may have against each
other arising from the Escrow or this Agreement .
3 . 10 . 6 Information Report. Escrow agent shall
file and Developer and Agency agree to cooperate with Escrow Agent
and with each other in completing any report ( "Information Report" )
and/or other information required to be delivered to the Internal
Revenue Service pursuant to Internal Revenue Code Section 6045 (e) ,
regarding the real estate sales transaction contemplated by this
Agreement, including without limitation, Internal Revenue Service
Form 1099-B as such may be hereinafter modified or amended by the
Internal Revenue Service, or as may be required pursuant to any
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regulation now or hereinafter promulgated by the Treasury
Department with respect thereto. Developer and Agency also agree
that Developer and Agency, their respective employees and
attorneys, and Escrow Agent and its employees, may disclose to the
Internal Revenue Service, whether pursuant to such Information
Report or otherwise, any information regarding this Agreement or
the transactions contemplated herein as such party reasonably deems
to be required to be disclosed to the Internal Revenue Service by
such party pursuant to Internal Revenue Code Section 5045 (e) , and
further agree that neither Developer nor Agency shall seek to hold
any such party liable for the disclosure to the Internal Revenue
Service of any such information.
3 . 11 Brokerage Commissions . Each party agrees to
indemnify and hold the other harmless from and against all
liabilities, costs, damages, and expenses, including, without
limitation, attorneys' fees, resulting from any claims or fees or
commissions, based upon agreements by it, if any, to pay a broker' s
commission and/or finder' s fee.
3 . 12 Physical and Environmental Condition of the Site.
Agency shall convey the Site to Developer in an "AS IS" physical
condition, with no warranty or representation, express or implied,
regarding the presence of uncompacted fill, the condition of the
soil, the geology, seismology, hydrology, or other similar matters
on, under, or affecting the Site, the condition of any buildings or
improvements located thereon, or the presence or absence of any
Hazardous or Toxic Substances or Materials . Developer hereby
acknowledges that Agency has undertaken no investigation and does
not intend to undertake any investigation with respect to any
aspect of the physical condition of the Site. In no event shall
Agency have any obligation to cure or correct any physical defects
or problems with respect to the Site.
3 . 12 . 1 Seismic Upgrade. Developer shall have sole
and exclusive responsibility for conducting the necessary seismic
upgrade on the Site. This seismic upgrade shall be commenced at
the time indicated in the Schedule of Performance and shall be
pursued diligently to completion.
3 . 13 Representations and Warranties . Developer
acknowledges that it has had an adequate opportunity to inspect the
Site and to investigate its physical characteristics and
conditions, and hereby waives any and all objections to the
physical characteristics and conditions of the Site which would be
disclosed by such inspection. Developer acknowledges that neither
Agency nor any of its employees, agents, or representatives has
made any representations, warranties or agreements to or with
Developer on behalf of Agency as to any matters concerning the
Site, the present use thereof, or the suitability of Developer' s
contemplated or intended use of the Site.
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3 . 14 Possession. Possession of the Site shall be
delivered to Developer as of Close of Escrow. In the event any
personal property remains on the Land following the Close of
Escrow, it shall automatically become the property of Developer.
3 . 15 Relocation of Occupants from the Site. There are
currently three (3) existing tenancies on the Site and Developer
shall take title to the Site subject to all such existing
tenancies . It is not Agency' s intention to cause the involuntary
displacement of existing tenants or occupants of the Site, nor to
interfere with existing business operations and Developer hereby
represents that it is not necessary to displace any or all of the
existing tenants in order to complete the Project pursuant to this
Agreement . Nothing in this Agreement shall be interpreted,
however, to limit the Developer' s right to evict or otherwise
displace one or more of the existing tenants should said tenant (s)
violate any of the terms of its (their) lease. Neither Agency nor
City shall be responsible for relocating any occupants from the
Site. Developer shall indemnify, defend, and hold Agency and City
harmless from and against any claims, liabilities, damages, or
losses made against either of them by tenants or occupants of the
Site, including without limitation claims for relocation
assistance, inverse condemnation, loss of business goodwill, and
otherwise.
4 . 0 DEVELOPMENT OF THE SITE.
4 . 1 Plans and Specifications. Developer 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.
4 .2 Permits. Before commencement of construction of the
Project on the Site, Developer shall obtain any and all permits and
approvals which may be required by the City or any other
governmental agency with jurisdiction. Notwithstanding any other
provision of this Agreement, Developer shall be solely and
exclusively responsible for submitting, processing, and obtaining
all necessary approvals for all documentation and information
required to comply with the California Environmental Quality Act
(Division 13 (commencing with Section 21000) of the California
Public Resources Code) prior to commencing any construction on the
Project. Developer shall comply with all environmental mitigation
measures imposed as conditions of approval of the Project. Nothing
herein is intended nor shall be construed as a precommitment or
prejudgment by Agency or City regarding the matters required to be
considered as part of the environmental review for any construction
or works of improvement on the Site.
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• •
4 .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 Site and the
Developer acknowledges that the City retains such full police
power. 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.
4 .4 Development Plans Final Building Plans and
Commencement and Completion of Construction
4 .4 . 1 Evolution of Development Plan. Concurrently
with the approval of this Agreement, the Agency has approved the
Developer' s Basic Concept Drawings . On or before the date set
forth in the Schedule of Performance, Developer shall submit to the
City preliminary, and thereafter final drawings and specifications
for development of the Site in accordance with this Agreement and
in accordance with the City' s requirements. The term preliminary
and final drawings shall be deemed to include site plans, building
plans and elevations, grading plans, if applicable, landscaping
plans, parking plans, material pallets, a description of
structural, mechanical, and electrical systems, and all other
plans, drawings, and specifications . Final drawings will be in
sufficient detail to obtain a building permit . Said plans,
drawings, and specifications shall be consistent with this
Agreement and the various development approvals referenced
hereinabove, except as such items may be amended by City (if
applicable) and by mutual consent of Agency and Developer. Plans,
(concept, preliminary, and construction) shall be progressively
more detailed and will be approved if a logical evolution of plans,
drawings, or specifications were previously approved.
4 .4 .2 Developer Best Efforts to Obtain Approvals .
Developer shall exercise its best efforts to timely submit all
documents and information necessary to obtain all development and
building approvals from the City in a timely manner. Not by way of
limitation of the foregoing, in developing and constructing the
Project, Developer shall comply with all applicable development
standards in City' s Municipal Code and shall comply with all
building code, landscaping, signage, and parking requirements,
except as may be permitted through approved variances and
modifications .
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4 .4 . 3 Agency Assistance. Subject to developer' s
compliance with (i) the applicable City and Agency development
standards for the Site, and (ii) all applicable laws and
regulations governing such matters as public hearings, site plan
review, and environmental review, Agency agrees to provide
reasonable assistance to Developer, at no cost to Agency, in the
expeditious processing of Developer' s submittals required under
this Section in order that Developer can obtain a final City action
on such matters within the time set forth in the Schedule of
Performance. City or Agency' s failure to provide necessary
approvals or permits within such time periods, after and despite
Developer' s reasonable efforts to submit the documents and
information necessary to obtain the same, shall constitute an
Enforced Delay.
4 .4 .4 Disapproval . The Agency and City shall
approve or disapprove any submittal made by Developer pursuant to
this Section within thirty (30) days after such submittal . All
submittals made by Developer will note the thirty (30) day time
limit, and specifically reference this Agreement and this section.
Any disapproval shall state in writing the reason for the
disapproval and the changes which the Agency requests be made.
Developer shall make the required changes and revisions as soon as
is reasonably practicable but no more than thirty (30) days after
the date of disapproval . Thereafter, Agency and City shall have an
additional thirty (30) days for review of the resubmittal, but if
the Agency and City disapprove the resubmittal, then the cycle
shall repeat, until the Agency and City' s approval has been
obtained. The foregoing time periods may be shortened if so
specified in the Schedule of Performance.
4 . 4 . 5 Commencement and Completion of Construction.
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 Developer and Agency. The Project
shall be deemed complete upon the issuance of a Certificate of
Completion as provided in Section 4 . 7.
4 . 5 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.
4 . 6 Nondiscrimination During Construction. Developer,
for itself and its successors and assigns, agrees that during the
rehabilitation of the Project, Developer will not discriminate
against any employee or applicant for employment because of race,
color, creed, religion, sex, marital status, age, physical or
mental disability, ancestry, or national origin.
FS2\178\014084-0006\2028581.3 03/29/93 -1 1-
i •
4 . 7 Certificate of Completion. Upon written request by
Developer, and upon satisfactory completion of the Project, Agency
shall issue to Developer a Certificate of Completion in the form
attached hereto as Exhibit "F. " 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
Developer 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 .
4 . 8 Sale or Transfer of the Project. The Developer
covenants that Developer shall not transfer the Site or any of its
interests therein except as provided in this Section 4 . 8 .
4 . 8 . 1 Transfer Defined. As used in this Section,
the term "Transfer" shall include any assignment, hypothecation, or
conveyance 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 (250) (in the aggregate) of the present ownership and/or
control of any person or entity constituting Developer 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 Developer or its general partners or
their respective shareholders . In the event any entity constitut-
ing Developer, its successor or the constituent partners of
Developer or any successor of Developer, is a corporation or trust,
such transfer shall refer to the transfer of the issued and
outstanding capital stock of such corporation, or of beneficial
interests of such trust; in the event that any entity constituting
Developer, its successor or the constituent partners of Developer
or any successor of Developer is a limited or general partnership,
such transfer shall refer to the transfer of more than twenty-five
percent (250) of such limited or general partnership interest; in
the event that any entity constituting Developer, its successor or
the constituent partners of Developer or any successor of Developer
is a joint venture, such transfer shall refer to the transfer of
more than twenty-five percent (250) of the ownership and/or control
FS2\178\014084-0006\2028581.3 03/29/93 -12-
•
of any such joint venture partner, taking all transfers into
account on a cumulative basis.
4 . 8 .2 Agency Approval of Transfer Reouired. Prior
to recordation of the Certificate of Completion, Developer shall
not Transfer this Agreement or any of Developer' 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 Developer, which Transfer requires Agency approval,
Agency shall consider factors such as (i) whether the proposed
transferee will be able to adequately operate the Village Florist
Gift Shoppe, or other Agency approved florist establishment; (ii)
the financial strength and capability of the proposed transferee to
perform Developer' 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 Project .
In the absence of specific written agreement by Agency no
Transfer by Developer 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
Developer or any successor party from any obligations under this
Agreement . In addition, no attempted Transfer of any of
Developer' 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 .
4 . 9 Insurance and Indemnification.
4 . 9 . 1 Insurance. Prior to the commencement of any
construction by Developer on the Project, Developer shall procure
and maintain, at its sole cost and expense, in a form and content
satisfactory to Agency, during the entire term 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, 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
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($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 ($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 Developer, 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 Developer 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 Developer
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 Developer shall, prior to the cancellation date,
submit new evidence of insurance in conformance with this Section
4 . 9 . 1 to the Executive Director. No work or services under this
Agreement shall commence until the Developer 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.
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0
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 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 .
Developer shall provide in all contracts with contractors,
subcontractors, architects, and engineers that said contractor,
subcontractor, or engineer shall maintain the same policies of
insurance required to be maintained by Developer pursuant to this
Section 4 . 9 . 1.
The Developer agrees that the provisions of this Section 4 . 9 . 1
shall not be construed as limiting in any way the extent to which
the Developer may be held responsible for the payment of damages to
any persons or property resulting from the Developer' s activities
or the activities of any person or persons for which the Developer
is otherwise responsible.
4 . 9 .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, Developer agrees to and shall indemnify and hold the
Agency and the City harmless from and against all liability, loss,
damage, cost, or expense (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 and which shall be directly or indirectly caused by the acts
done thereon or any errors or omissions of the Developer or its
agents, servants, employees, or contractors . Developer 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. The enforcement provisions of this
Section 4 .9 shall survive the termination of this Agreement.
5 . 0 USE OF THE SITE.
5 . 1 Use of the Site. Developer hereby covenants and
agrees to operate the Village Florist Gift Shoppe, or other Agency
approved florist establishment, on the Site for a period of five
(5) years from the Effective Date. In the event of the death or
permanent disability of the Principals of Developer, namely Gerald
Wayne Wantland and Herbert James Lane, the successor trustee,
F52\178\014084-0006\2028581.3 03/29/93 -is-
personal representative, or estate administrator, may, upon
reasonable showing to the City, terminate the approved use of the
Site prior to the expiration of the five (5) year period. Such
showing shall include reasonable evidence that the heirs or
successors in interest to the Principals of Developer are unable to
successfully operate the Village Florist Gift Shoppe as an ongoing
business and that an alternate retail use is required for the
premises . The City shall reasonably approve such alternate use of
the Site and will amend this Agreement accordingly. Developer
shall have sole and exclusive responsibility and financial
liability for any and all construction or works of improvement on
the Site as may be necessary in order to use the Site as the
Village Florist Gift Shoppe, or other Agency approved florist
establishment .
5 .2 No Inconsistent Uses . Developer 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 .
5 . 3 Obligation to Refrain from Discrimination. 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, age, physical or mental disability, ancestry,
or national origin in the rental, sale, lease, sublease, transfer,
use, occupancy, or enjoyment of the Site, or any portion thereof,
nor shall Developer, or any person claiming under or through
Developer, 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 the Site or any portion
thereof. The nondiscrimination and nonsegregation covenants
contained herein shall remain in effect in perpetuity.
5 .4 Form of Nondiscrimination and Nonsegregation
Clauses . Developer shall refrain from restricting the rental,
sale, or lease of any portion of the Site on the basis of race,
color, creed, religion, sex, marital status, age, physical or
mental disability, 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 :
5 .4 . 1 Deeds : In Deeds the following language shall
appear: "The grantee herein covenants by and for itself, its
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, age, physical or mental disability, ancestry, or national
origin in the sale, lease, rental, sublease, transfer, use, occu-
FS2\178\014084-0006\2028581.3 03/29/93 -1 6-
0 0
pancy, tenure, or enjoyment of the land herein conveyed, nor shall
the grantee itself, or any persons 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 land herein conveyed.
The foregoing covenants shall run with the land. "
5 .4 .2 Leases: In Leases the following language
shall appear: "The lessee herein covenants by and for itself, its
heirs, executors, administrators, successors, 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, age, physical or
mental disability, ancestry, or national origin in the leasing,
subleasing, renting, transferring, use, occupancy, tenure, or
enjoyment of the land herein leased nor shall the lessee 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, sublessees, subtenants, or vendees in the land
herein leased. "
5 .4 . 3 Contracts: In Contracts the following
language shall appear: "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, age, physical or
mental disability, ancestry, or national origin in the sale, lease,
rental, sublease, transfer, use, occupancy, tenure, or enjoyment of
the land, nor shall the transferee itself, or any person claiming
under or through it, establish or permit any such practice or prac-
tices of discrimination or segregation with reference to the
selection, location, number, use, or occupancy of tenants, lessees,
subtenants, sublessees, or vendees of the land. "
5 .5 Maintenance of Site. Developer covenants and agrees
for itself, its successors and assigns, and every successor in
interest to the Site or any part thereof, that the Developer shall
be responsible for maintenance of the Site and all improvements
that may exist on the Site or off-Site but directly related to the
use of the Site, from time to time, including without limitation
buildings, parking lots, trash receptacles, lighting, signs, and
walls, in first-class condition and repair, and shall keep the Site
free from any accumulation of debris or waste materials . The
Developer shall also maintain all landscaping in a healthy
condition, including replacement of any dead or diseased plants.
The foregoing maintenance obligations shall run with the land in
accordance with and for the term of the CC&Rs . Developer' s further
FS2\178\014084-0006\2028581.3 03/29/93 -1 7_
0
obligations to maintain the Site, and Agency' s remedies in the
event of Developer' s default in performing such obligations are set
forth in the Declaration of Covenants, Conditions, and
Restrictions . Developer hereby waives any notice, public hearing,
and other requirements of the public nuisance laws and ordinances
of the City that would otherwise apply, except as specified in the
CC&Rs .
5 . 6 Effect of Covenants . Agency is deemed a beneficiary
of the terms and provisions of this Agreement and of the
restrictions and covenants running with the land, whether or not
appearing in the Deed or the CC&Rs for and in its own right and for
the purposes of protecting the interests of the community in whose
favor and for whose benefit the covenants running with the land
have been provided. The covenants in favor of the Agency shall run
without regard to whether Agency has been, remains or is an owner
of any land or interest therein in the Site, or in the
Redevelopment Project Area, and shall be effective as both
covenants and equitable servitudes against the Site. Agency shall
have the right, if any of the covenants set forth in this Agreement
which are provided for its benefit are breached, to exercise all
rights and remedies and to maintain any actions or suits at law or
in equity or other proper proceedings to enforce the curing of such
breaches to which it may be entitled. With the exception of the
City, no other person or entity shall have any right to enforce the
terms of this Agreement under a theory of third-party beneficiary
or otherwise. The covenants running with the land and their
duration are set forth in the CC&Rs .
5 . 7 CC&Rs . Concurrently with the execution of this
Agreement, Developer shall execute the CC&Rs and have the CC&Rs
recorded against the Site. The CC&Rs shall be signed and acknowl-
edged by all parties having record title interest in the Site,
shall make the Agency and City parties thereto, and shall be
enforceable by the Agency and the City.
6 . 0 ENFORCEMENT.
6 . 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
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.
FS2\178\014084-0006\2028581.3 03/29/93 -1 8
6 .2 Remedies. In addition to any other rights or
remedies that may be available and subject to the requirements of
Section 6 . 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, Developer 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 Developer to speculate with land.
6 .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.
6 .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 times, of any other
rights or remedies for the same default or any other default by
another party.
6 . 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.
7. 0 MISCELLANEOUS .
7. 1 Governing Law. The laws of the State of California
shall govern the interpretation and enforcement of this Agreement.
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• 0
7.2 Notices . Formal notices, demands, and
communications between Agency and Developer shall be sufficiently
given if personally delivered or dispatched by registered or
certified mail, postage prepaid, return receipt requested, to the
following addresses :
If to Agency: COMMUNITY REDEVELOPMENT AGENCY
OF THE CITY OF PALM SPRINGS
3200 East Tahquitz Canyon Way
Palm Springs, California 92263
Attn: Executive Director
With a copy to: RUTAN & TUCKER
P.O. Box 1950
611 Anton Blvd. , Suite 1400
Costa Mesa, California 92626
Attn: David J. Aleshire
If to Developer: Village Florist Gift Shoppe
181 North Indian Avenue
Palm Springs, California 92262
Attn: Gerald Wantland
With a copy to: Mr. Kipp Lyons
400 South Farrell Drive, Suite B 200-2
Palm Springs, California 92262
All 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. Such written
notices, demands, and communications may be sent in the same manner
to such other addresses as a party may from time to time designate
by mail .
7.3 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.
7.4 Nonliability of Agency Officials and Emplovees . No
member, official, employee, or consultant of Agency or City shall
be personally liable to Developer, or any successor in interest of
Developer, in the event of any default or breach by Agency or for
any amount which may become due to Developer or to its successor,
or on any obligations under the terms of this Agreement .
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7 .5 Books and Records .
7.5 .1 Maintenance of Books and Records. Developer
shall prepare and maintain all books, records, and reports
necessary to substantiate Developer' s compliance with the terms of
this Agreement or reasonably required by the Agency.
7. 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 Developer
pertaining to the Public Improvements 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 .
7. 6 Modifications. Any alteration, change or
modification of or to this Agreement, in order to become effective,
shall be made by written instrument or endorsement thereon and in
each such instance executed on behalf of each party hereto.
7. 7 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.
7 . 8 Assurances to Act in Good Faith. Agency and
Developer 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 Developer shall each
diligently and in good faith pursue the satisfaction of any
conditions or contingencies subject to their approval .
7. 9 Force Majeure. The time periods specified in this
Agreement and the Schedule of Performance attached hereto for
performance of the services rendered pursuant to this Agreement
shall be extended because of any delays due to unforeseeable causes
beyond the control and without the fault or negligence of the
Developer, including, but not restricted to, acts of God or of the
public enemy, unusually severe weather, fires, earthquakes, floods,
epidemics, quarantine restrictions, riots, strikes, freight
embargoes, wars, litigation, and/or acts of any governmental
agency, including the City or Agency, if the Developer shall within
ten (10) days of the commencement of such delay notify the Agency
in writing of the causes of the delay. The Executive Director of
the Agency shall ascertain the facts and the extent of delay, and
extend the time for performing for the period of the enforced delay
when and if in the judgment of the Executive Director such delay is
justified. The Executive Director' s determination shall be final
and conclusive upon the parties to this Agreement . In no event
F52\178\014084-00OM2028581.3 03/29/93 -2 1-
is 0
shall Developer be entitled to recover damages against the City or
Agency for any delay in the performance of this Agreement, however
caused, Developer' s sole remedy being extension of the Agreement
pursuant to this Section.
7. 10 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.
FS2\178\014084-0006\2028581.3 03/29/93 -2 2-
IN WITNESS WHEREOF the Agency and Developer have executed this
Agreement as of the date first written above.
"AGENCY"
COMMUNITY REDEVELOPMENT AGENCY
OF THEY OF PAL SPRINGS,
a pu lic body, cor ora e and politic
J
By:
Exec ive DirEOtor
ATTEST:
S cretary
APPROVED AS TO FORM:
RUTAN & TUCKER
1
4✓
vid shire, Es-q
Agency C u sel
f "DEVELOPER"
GERALD WAYNE WANTLAND as Trustee of the
Geral_�Wayne Wantlaa/Xl 11 evocable must
HERBERT JAMES LANE, as Trustee of the
Herbert James ane Revocable Trust
RIV
FS2\178\014084-0006\2028581.3 03/29/93 -2 3
EXHIBIT "A"
LEGAL DESCRIPTION AND DEPICTION
OF THE PARCEL AND THE SITE
PARCEL I:
THE SOUTH HALF OF THE EAST HALF OF LOT 3 IN BLOCK 23 OF PALM SPRINGS
AND THE NORTH 25 FEET OF THE EAST HALF OF LOT 4 IN BLOCK 23 OF PALM
SPRINGS, AS SHOWN BY MAP ON FILE IN BOOK 9 PAGE 432, OF MAPS, RECORDS
OF SAN DIEGO COUNTY, CAUTORNIA.
FS2\179\014094-0W6\2023581.3 03/22193 EXHIBIT "An
25750,
33' /28.60'
/26 90'
THE 5/Tf
, O
ZZ
3 ` 128.90,CD
O
ALE RD
0
S RD.
W
m
V/CI N%TY MAP
257.50' ,VOr TO SCAL.E
F771 = ENTIRE EXISTING PARCEL BASIS OF BEARINGS
/NCLU0/N6 THE SITE \ THE BEARING OF /V0°08'W AS SHOWN FOR N.
PALM CANYON DR.PER M.8.9 PG.432 5.D. WAS
U5ED ASTHE,3AS15 OFBEARjmcf5FORT47-3mAP-
CITY OF PALM SPRINGS
DEPARTMENT OF PUBLIC WORKS ENGINEERING DIVISION
EXHI B I T'A"THE PARCEL 0 THE SITE APPROVED Ave s , 19 93
1 / 28209
LEGAL DEGCR1F7-1D/V : THESOUTHHAI -11,E C Y 11N4 G It E R R.C.E.
EA5TNALFOFLOT3I,VB1-00C23 2FPALM5PR/NG5 AND THENORTH DESIGN BY SCALE: FILE Ng
ASSHOWOBYMAPONf/LE IN300K9PAGE432, OFMAPS, RECORD5 R.A• ///-50" LLA93-0
OF SAN DlEGO COUNTY, CALIFORNIA. CHECKED 8Y. DWG. Nc, SHEET Ns
D.M.P. / / OF /
EXHIBIT "B" •
SCHEDULE OF PERFORMANCE
ITEM OF PERFORMANCE TIME FOR PERFORMANCE
1 . Developer to record On or before the Effective
CC&Rs . Date.
2 . Agency shall subdivide On or before close of escrow
the Parcel .
3 . Opening of Escrow. Within thirty (30) days of the
Effective Date.
4 . Developer to deposit the On or before 12 : 00 noon on the
Purchase Price together day preceding the Closing
with any other funds or Date.
other necessary items
with the Escrow Agent .
5 . Agency to deposit Grant On or before 12 : 00 noon on the
Deed together with any day preceding the Closing
funds or other necessary Date.
items with the Escrow
Agent.
6 . Close of Escrow. On or before30 days after opening.
7 . Agency to record Grant of On or before close of escrow
Easement to Developer.
8 . Developer prepare and On or before May 15, 1993 .
submits to City and
Agency preliminary plans,
drawings, and
specifications and City
and Agency commence
approval process as
provided in Section 4 .4 .
9 . Developer to submit proof Prior to commencing any work
of insurance. or services under the
Agreement.
10 . Developer to commence On or before July 1, 1993 .
seismic upgrade.
11 . Developer to commence On or before July 1, 1993 .
rehabilitation of
Project .
12 . Developer to complete Within one hundred and twenty
rehabilitation of the (120) days of commencement .
Project .
EXHIBIT "B"
Page 1 of 2
FS2\178\014084-0006\2028581.3 03/29/93
13 . Developer to open Village fo7rbeore December 1, 1993 .
Florist Gift Shoppe for
business.
The foregoing Schedule is not intended to modify or amend the
more complete description of the covenants and conditions set forth
in the text of this Agreement; in the event of any inconsistency
between the text and this Schedule, the text shall govern.
The Executive Director of the Agency may approve extensions of
time of up to one hundred and eighty (180) days to complete any
item in the Schedule of Performance which approvals shall be in the
Executive Director' s sole and absolute discretion.
EXHIBIT "B"
Page 2 of 2
FS2\178\014084-0006\2028581.3 03/29/93
EXHIBIT "C"
GRANT DEED
FREE RECORDING REQUESTED BY
AND WHEN RECORDED RETURN TO:
COMMUNITY REDEVELOPMENT AGENCY
OF THE CITY OF PALM SPRINGS
3200 East Tahquitz Canyon Way
Palm Springs, California 92263
Attn: Executive Director
(Space Above Line for Recorder' s Use Only)
GRANT DEED
FOR A VALUABLE CONSIDERATION, the receipt of which is hereby
acknowledged, the COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF
PALM SPRINGS, a public body, corporate and politic, herein called
"Grantor, " hereby grants to GERALD WAYNE WANTLAND as Trustee of the
Gerald Wayne Wantland Revocable Trust and HERBERT JAMES LANE as
Trustee of the Herbert James Lane Revocable Trust, herein
collectively called "Grantee, " the real property, hereinafter
referred to as the "Property, " generally located at 431-439 North
Palm Canyon Drive in the City of Palm Springs, Riverside County,
California, more particularly described in Attachment No. 1
attached hereto and incorporated herein by this reference. GERALD
WAYNE WANTLAND as Trustee of the Gerald Wayne Wantland Revocable
Trust and HERBERT JAMES LANE as Trustee of the Herbert James Lane
Revocable Trust each take title to the Property each as to an
individual one-half interest as tenants-in-common.
It is understood and agreed that the property conveyed by this
Grant Deed includes all improvements to the Property which are,
either generally or for purposes of acquisition by Grantee, a part
of the Property. Title to the Property is conveyed subject to all
existing tenancies on the Property, to all real property taxes and
assessments, and to all easements, encumbrances, covenants,
conditions, restrictions, reservations, rights-of-way, and other
matters of record, of whatever kind or nature.
EXHIBIT "C"
FS2\178\014084-0006\2028581.3 03/29/93 Page 1 of 5
0 0
IN WITNESS WHEREOF, Grantor and Grantee have caused this
instrument to be executed on their behalf by their respective
officers or agents hereunto duly authorized this day of
19
"GRANTOR-AGENCY"
COMMUNITY REDEVELOPMENT AGENCY
OF THE CITY OF PALM SPRINGS,
a public body, corporate and politic
By:
Chairperson
ATTEST:
By:
Secretary
APPROVED AS TO FORM:
RUTAN & TUCKER
By:
David J. Aleshire
Agency Counsel
"GRANTEE-DEVELOPER"
GERALD WAYNE WANTLAND, as
Trustee of the Gerald Wayne
Wantland Revocable Trust
By:
HERBERT JAMES LANE, as Trustee
of the Herbert James Lane
Revocable Trust
By:
EXHIBIT "C"
F82\178\014084-0006\2028581.3 03/29/93 Page 2 of 5
r
STATE OF CALIFORNIA)
) ss.
COUNTY OF RIVERSIDE)
On the day of 19 , before me, the
undersigned, a Notary Public, in and for the said County and State,
personally appeared , personally known
to me (or proved to me on the basis of satisfactory evidence) to be
the of the COMMUNITY REDEVELOPMENT AGENCY OF
THE CITY OF PALM SPRINGS, which executed the within instrument, and
personally known to me to be the person who executed the within
instrument on behalf of the Agency therein named, and acknowledged
to me that such Agency executed the within instrument pursuant to
direction of its legislative body.
WITNESS my hand and official seal .
(SEAL) Notary Public
STATE OF CALIFORNIA)
) ss .
COUNTY OF RIVERSIDE)
On the day of 19 before me, the
undersigned, a Notary Public in and for said County and State,
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
on behalf of GERALD WAYNE WANTLAND as Trustee of
the Gerald Wayne Wantland Revocable Trust, and acknowledged to me
that such executed the within instrument
pursuant to its bylaws or a resolution of its board of directors.
WITNESS my hand and official seal .
(SEAL) Notary Public
EXHIBIT "C"
FS2\178\014084-0006\2028581.3 03/29/93 Page 3 of 5
STATE OF CALIFORNIA)
) ss.
COUNTY OF RIVERSIDE)
On the day of 19 before me, the
undersigned, a Notary Public in and for said County and State,
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
on behalf of HERBERT JAMES LANE as Trustee of the
Herbert James Lane Revocable Trust, and acknowledged to me that
such executed the within instrument
pursuant to its bylaws or a resolution of its board of directors .
WITNESS my hand and official seal .
(SEAL) Notary Public
EXHIBIT "C"
PS2\178\014084-0006\2028581.3 03/29/93 Page 4 of 5
ATTACHMENT NO. 1 TO
EXHIBIT "C"
DESCRIPTION OF PROPERTY
THAT PORTION OF LOT 3 IN BLOCK 23 OF PALM SPRINGS, AS SHOWN BY MAP ON
FILE IN BOOK 9 PAGE 432, OF MAPS, RECORDS OF SAN DIEGO COUNTY,
CALIFORNIA, DESCRIBED AS FOLLOWS:
THE EASTERLY 86.78 FEET OF THE SOUTHERLY 75.00 FEET OF SAID LOT 3.
EXHIBIT "C"
F52\178\014084-0006\2028581.3 03/22/93 Page 5 of 5
EXHIBIT AD"
DEPICTION OF EASEMENT TO DEVELOPER
O n _ -
i
O � _
P
Lill
_
ALEJO K 3D I 1.
y v A O.
V
a
JI- 25750 Nor ra sum
\77 EASEMENT OF ACCESS SA515 OF SEA,Z1N65
THE 3ZARING OF NO'OS'W AS 5AOWN FOR ,V.
PALM CANYON OR.FE R M.S.9 r'S.4nZ 5.0.A/A5
U5EJ 45 7NE 3A,5i5 OF 3c.:.iZ:NC-fi:CK Ti{,�,NAT.
CITY OF PALM SPRINGS
DEPARTMENT OF PUBLIC WORKS ENGINEERING DIVISION
EXHIBIT'D"-EASEMEAIT OFACCE55 AQ>ROvEG A pz L 1 '1997
�� 28Z09
LEGAL R.C.
3 ANO 4/W 3LxK Z3 OFFALM 9PRlN6S,AS 590WN aY MAP ON F!L_IN 3CK 9 PA6 E y 2, OF09PS RECOR05 aF SAN OIESO COUNTY CAL(FORUTA CESiGry 3r SCALE.
FILE Ns
OE54A13EDASFOLWWE: R.A. '
LGA 93-OZ
128.90 FcETOF 5Al0 LOT 4-AWO 77/E WE5TERLY¢Z.IZ FEEY OF THE CHEC%EC ar OWG. Ho SHEET Na
SOUTiicIZLY 4G.,X FEET OF ME EAST<2Lr fZB.90 f E£r OF Si10 LOT 3. z / CF
FSM1781C14084-0C06\2028581.3 03/22/93 EXHIBIT "D°
EXHIBIT "E"
GRANT OF EASEMENT TO DEVELOPER
FREE RECORDING REQUESTED BY
AND WHEN RECORDED RETURN TO:
COMMUNITY REDEVELOPMENT AGENCY
OF THE CITY OF PALM SPRINGS
3200 East Tahquitz Canyon Way
Palm Springs, California 92263
Attn: Executive Director
(Space Above Line for Recorder' s Use Only)
GRANT OF EASEMENT
FOR A VALUABLE CONSIDERATION, the receipt of which is hereby
acknowledged, the COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF
PALM SPRINGS, a public body, corporate and politic ( "Grantor") ,
hereby GRANTS to GERALD WAYNE WANTLAND as Trustee of the Gerald
Wayne Wantland Revocable Trust and HERBERT JAMES LANE as Trustee of
the Herbert James Lane Revocable Trust, (collectively referred to
as "Grantee") , the following described easement in the City of Palm
Springs, County of Riverside, State of California:
An easement for access purposes on, over,
under, across, along, or through the following
described property situate in the City of Palm
Springs, County of Riverside, State of
California:
THOSE PORTIONS OF LOTS 3 AND 4 IN BLOCK 23 OF
PALM SPRINGS, AS SHOWN BY MAP ON FILE IN BOOK
9 PAGE 432 , OF MAPS, RECORDS OF SAN DIEGO
COUNTY, CALIFORNIA, DESCRIBED AS FOLLOWS:
THE NORTHERLY 25 . 00 FEET OF THE EASTERLY
128 . 90 FEET OF SAID LOT 4 AND THE WESTERLY
42 . 12 FEET OF THE SOUTHERLY 46 . 00 FEET OF THE
EASTERLY 128 . 90 FEET OF SAID LOT 3 .
CONTAINING 5 , 160 SQUARE FEET MORE OR LESS.
All as shown on the map attached hereto as Attachment No. 1
and made a part hereof by this reference.
EXHIBIT "E"
F52\178\014084-0006\2028581.3 04/05/93 Page 1 of 5
Subject to covenants, conditions, restrictions, reservations,
right, rights-of-way, and other matters of record, if any.
The easement shall run with the land.
IN WITNESS WHEREOF, Grantor and Grantee have caused this
instrument to be executed on their behalf by their respective
officers or agents hereunto duly authorized this day of
19
"GRANTOR"
COMMUNITY REDEVELOPMENT AGENCY
OF THE CITY OF PALM SPRINGS,
a public body, corporate and politic
By:
Chairperson
ATTEST:
By:
Secretary
APPROVED AS TO FORM:
RUTAN & TUCKER
By:
David J. Aleshire
Agency Counsel
"GRANTEE"
GERALD WAYNE WANTLAND, as Trustee of
the Gerald Wayne Wantland Revocable
Trust
By:
HERBERT JAMES LANE, as Trustee of the
Herbert James Lane Revocable Trust
By:
EXHIBIT "E"
AS2U781014084-000612028581.3 04/05/93 Page 2 of 5
i
STATE OF CALIFORNIA)
) ss .
COUNTY OF RIVERSIDE)
On the day of 19 , before me, the
undersigned, a Notary Public, in and for the said County and State,
personally appeared , personally known
to me (or proved to me on the basis of satisfactory evidence) to be
the of the COMMUNITY REDEVELOPMENT AGENCY OF
THE CITY OF PALM SPRINGS, which executed the within instrument, and
personally known to me to be the person who executed the within
instrument on behalf of the Agency therein named, and acknowledged
to me that such Agency executed the within instrument pursuant to
direction of its legislative body.
WITNESS my hand and official seal .
(SEAL) Notary Public
STATE OF CALIFORNIA)
) ss .
COUNTY OF RIVERSIDE)
On the day of 19 before me, the
undersigned, a Notary Public in and for said County and State,
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
on behalf of GERALD WAYNE WANTLAND as Trustee of
the Gerald Wayne Wantland Revocable Trust, and acknowledged to me
that such executed the within instrument
pursuant to its bylaws or a resolution of its board of directors .
WITNESS my hand and official seal .
(SEAL) ar Noty Public
EXHIBIT "E"
F52\178\014084-0006\2028581.3 04/05/93 Page 3 of 5
0
STATE OF CALIFORNIA)
) ss.
COUNTY OF RIVERSIDE)
On the day of 19 before me, the
undersigned, a Notary Public in and for said County and State,
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
on behalf of HERBERT JAMES LANE as Trustee of the
Herbert James Lane Revocable Trust, and acknowledged to me that
such executed the within instrument
pursuant to its bylaws or a resolution of its board of directors.
WITNESS my hand and official seal .
(SEAL) Notary Public
EXHIBIT "E"
FS2\178\014084-0006\2028581.3 04/05/93 Page 4 of 5
ATTACBMENT N0. 1
TO EXHIBIT "E"
MAP OF EASEMENT
Z57 50'
33' /Z8.6O' /28.70'
o O �
, N
lZ2' 0 3 U
Mai glis �'•,'' ° ° 1
33_ /Z 8.6O'_ n. •. ' 86.78'
?l
O •_ ;'' �t..' SITE
AL'ALb�
� RD.
VIGl N/TY MAP
Narr 5suL_�___
® EASEMENT OF ACCESS SAStS OF SEARJNGS
TH£ 3FAR1NC OF NO'08'W AS SHOWN FOR N,
PALV CANYON DR.PER M.S.9 �-.432 S.D.WAS
USED AS /;/Z SAS 15 OF 3EARJN65 Aral 7WAS MAR
CITY OF PALM SPRINGS
DEPARTMENT OF PUBLIC WORKS ENGINEERING DIVISION
EXh'/6/7-/`C"-EA5EMENTOFACCE55 APPROVED: AP2iL
/ I
LEGAL DESCR/PT/O4/:T,{D5£PORTION OF LoTS CI ENGIN R R.C.E.
3 AND4W8L0X Z3 Of PALM 7PlUN65, �YK7VlN SY MN IN FILE lN. oESIaN lt: SCALE: FILE Np:
OESG¢IBED AS fOC.WWS--�f/rE NOR7WEPLr 25.O0r 7a�fA5T—YAK R.A. l//-50/ LLA93-OZ
1239O Fai OF 3AIPLOT-FAND Tieff WES-TECLY¢ZJZ FEET OF 77/E CNEG%EC 9Y: Ow G. N.
SNEE7 N•
S07TNEFLY 4r-X FEET OF 771E EASTERLY IZ5.90 FEET DF541D LOT 3. 0 M P. of
EXHIBIT "E"
F5211781014084-000612028581.3 04/05/93 Page 5 of 5
EXHIBIT 'IF']
CERTIFICATE OF COMPLETION
FREE RECORDING REQUESTED BY
AND WHEN RECORDED RETURN TO:
COMMUNITY REDEVELOPMENT AGENCY
OF THE CITY OF PALM SPRINGS
3200 East Tahquitz Canyon Way
Palm Springs, CA 92263
Attn: Executive Director
(Space Above Line for Recorder' s Use Only)
CERTIFICATE OF COMPLETION
WHEREAS, by a Disposition and Development Agreement
(hereinafter referred to as the "Agreement") dated 199
by and between the COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF
PALM SPRINGS ( "Agency") , and GERALD WAYNE WANTLAND as Trustee of
the Gerald Wayne Wantland Revocable Trust and HERBERT JAMES LANE as
Trustee of the Herbert James Lane Revocable Trust, (hereinafter
collectively referred to as "Developer" ) , Developer has redeveloped
the real property (the "Site" ) , legally described on Attachment
No. 1 attached hereto and incorporated herein by reference,
according to the terms and conditions of said Agreement; and
WHEREAS, pursuant to Section 4 . 7 of the Agreement, promptly
after completion of all construction work to be completed by
Developer upon the Site, and upon request by Developer, Agency
shall furnish Developer 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 Developer has complied
with the terms of the Agreement pertaining to the redevelopment of
the Site; and
WHEREAS, Developer has requested that Agency furnish Developer
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
EXHIBIT "F"
FS2\178\014084-0006\20285813 03/29/93 Page 1 of 3
•
WHEREAS, the Agreement provided for certain covenants to run
with the land, which covenants were incorporated in a Declaration
of Covenants, Conditions and Restrictions (the "Declaration") ;
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 Developer' s compliance with the Declaration, the
provisions of which shall continue to run with the land.
3 . This Certificate of Completion shall not constitute
evidence of compliance with or satisfaction of any obligation of
Developer 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.
4 . This Certificate is not a Notice of Completion as
referred to in California Civil Code Section 3093 .
5 . 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 1 199
COMMUNITY REDEVELOPMENT AGENCY
OF THE CITY OF PALM SPRINGS
a public body, corporate and politic
By
Executive Director
EXHIBIT "F"
FS2\178\014084-0006\2028581.3 03/29/93 Page 2 of 3
Attachment No. 1
To Exhibit "F"
LEGAL DESCRIPTION OF SITE
THAT PORTION OF LOT 3 IN BLOCK 23 OF PALM SPRINGS, AS SHOWN BY MAP ON
FILE IN BOOK 9 PAGE 432, OF MAPS, RECORDS OF SAN DIEGO COUNTY,
CALIFORNIA, DESCRIBED AS FOLLOWS:
THE EASTERLY 86.78 FEET OF THE SOUTHERLY 75.00 FEET OF SAID LOT 3.
EXHIBIT "F"
FS2\178\014084-0006\2028581.3 03/22/93 Page 3 of 3
0
EXHIBIT "G"
DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS
FREE RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:
COMMUNITY REDEVELOPMENT AGENCY
OF THE CITY OF PALM SPRINGS
3200 East Tahquitz Canyon Way
Palm Springs, CA 92263
Attn: Executive Director
(Space Above Line For Recorder' s Use Only)
DECLARATION OF COVENANTS , CONDITIONS
AND RESTRICTIONS
THIS DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS
( "Declaration") is made this day of , 199 by and
among GERALD WAYNE WANTLAND as Trustee of the Gerald Wayne Wantland
Revocable Trust and HERBERT JAMES LANE as Trustee of the Herbert
James Lane Revocable Trust (collectively "Declarant") , the
COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS, a
public body, corporate and politic ( "Agency") , and the CITY OF PALM
SPRINGS, a municipal corporation ( "City" ) .
R E C I T A L S :
A. Declarant is the owner of that certain real property
located in the City of Palm Springs, County of Riverside, State of
California more particularly described on Attachment No. 1 attached
hereto and incorporated herein by reference ( "Property" ) .
B. The Property is within the Central Business District
Redevelopment Project Area ( "Project Area" ) specifically described
in the Redevelopment Plan for the Project Area which was approved
and adopted by the City Council of the City of Palm Springs by
Ordinance No. 952 on May 23 , 1973 and as subsequently amended by
means of ordinances of the City Council .
C. The Agency and the City have fee or easement interests in
various streets, sidewalks and other property within the City and
are responsible for the planning and development of land within the
City in such a manner so as to provide for the health, safety and
welfare of the residents of the City. That portion of the Agency' s
interest in real property most directly affected by this Agreement
EXHIBIT "G"
FS2\178\014084-0006\2028581.3 03/29/93 Page 1 of 19
0
expressly and exclusively for the use and benefit of the Agency and
City.
TERMS AND CONDITIONS
ARTICLE I
COVENANTS, CONDITIONS AND RESTRICTIONS
1. 1 General . The Property shall be developed and used only
as permitted by the restrictions contained in the Site Plan,
Redevelopment Plan and Disposition and Development Agreement for
the time periods provided therein.
1.2 Maintenance Agreement. Declarant, for itself and its
successors and assigns, hereby covenants and agrees to maintain and
repair or cause to be maintained and repaired the Property and all
related on-site improvements and landscaping thereon at its sole
cost and expense, including, without limitation, buildings, parking
areas, lighting, signs, and walls, in a first class condition and
repair, free of rubbish, debris, and other hazards to persons using
the same, and in accordance with all applicable laws, rules,
ordinances, and regulations of all federal, state, and local bodies
and agencies having jurisdiction over the Property. Such
maintenance and repair shall include, but not be limited to, the
following: (i) sweeping and trash removal; (ii) the care and
replacement of all shrubbery, plantings, and other landscaping in
a healthy condition; and (iii) the repair, replacement and
restriping of asphalt or concrete paving using the same type of
material originally installed, to the end that such pavings at all
times be kept in a level and smooth condition. In addition,
Declarant shall be required to maintain the Property in such a
manner as to avoid the reasonable determination of a duly
authorized official of the Agency or City that a public nuisance
has been created by the absence of adequate maintenance such as to
be detrimental to the public health, safety or general welfare or
that such a condition of deterioration or disrepair causes
appreciable harm or is materially detrimental to property or
improvements within one thousand (1, 000) feet of such portion of
the Property.
1 . 3 Parking and Driveways . The driveways and traffic aisles
on the Property shall be kept clear and unobstructed at all times
except as is necessary for (i) construction or excavation on the
Property and (ii) activities to prevent a public dedication of the
Property or the accrual of prescriptive rights over the Property,
including reasonable actions to cordon-off the parking area during
non-business hours . No vehicles or other obstruction shall project
into any of such driveways or traffic aisles . Declarant shall use
its best efforts to insure that vehicles associated with the
EXHIBIT "G"
PS2\178\014084-0006\2028581.3 03/29/93 Page 3 of 19
0 M
is depicted in Attachment No. 2 attached hereto and incorporated
herein by reference ( "Public Parcel" ) .
D. The purpose of the Redevelopment Plan is to remedy and
alleviate blighted conditions associated with undeveloped and
unproductive land, inadequate street and circulation systems,
unsuitable land mixes, inadequate or total lack of public street
improvements, and the existence of substandard and incompatible
uses and structures . The redevelopment and restriction of the
Property in accordance with the Redevelopment Plan will promote the
utility and value of the Property and of the Project Area, for the
benefit of its future owners and the entire city.
E. Pursuant to the Redevelopment Plan, Declarant has entered
into a Disposition and Development Agreement with the Agency which
Agreement places certain restrictions on the Property. Pursuant to
the City' s development requirements, the City has approved or will
approve a site plan for the development of the Property ( "Site
Plan") , which plan places certain restrictions on the Property.
Said Redevelopment Plan, Disposition and Development Agreement and
Site Plan (i) are on file and may be reviewed in the office of the
executive director of the Agency ( "Executive Director" ) , in the
Palm Springs City Hall and (ii) are each incorporated herein by
this reference and made a part hereof as though fully set forth
herein.
F. Declarant, the Agency, and City intend, in exchange for
the entering into the Disposition and Development Agreement by the
Agency and the approval of the Site Plan by City, that the
Declarant hold, sell, and convey the Property subject to the
covenants, conditions, restrictions, and reservations set forth in
this Declaration and that the Agency and City shall have the right
and power to enforce the covenants, conditions, restrictions, and
reservations as provided herein.
G. Declarant desires to establish and grant certain
covenants, conditions and restrictions upon the property for the
benefit of the Agency and the City and their respective successors
and assigns for the purpose of enhancing and protecting the value,
desirability and attractiveness of the Property and effectuating
the Redevelopment Plan. Such covenants, conditions and
restrictions shall run to the benefit of the Public Parcel and bind
the Property, the Declarant and its successors and assigns .
NOW, THEREFORE, the Declarant, Agency, and City declare,
covenant and agree, by and for themselves, their heirs, executors
and assigns, and all persons claiming under or through them that
the Property shall be held, transferred, encumbered, used, sold,
conveyed, leased, and occupied subject to the covenants and
restrictions hereinafter set forth, which covenants are established
EXHIBIT "G"
FS2\178\014084-0006\2028581.3 03/29/93 Page 2 of 19
operation of the Property, including delivery vehicles, vehicles of
customers and employees, and vehicles of persons with business on
the Property will park solely on the Property and not park on
public streets or adjacent property.
1.4 Compliance With Ordinances .
1 .4 . 1 Declarant shall comply with all ordinances,
regulations, and standards of the City and Agency applicable to the
Property.
1 . 4 .2 Declarant shall provide any proposed tenants of
any portion of the Property with a copy of the conditions to
approval of the Site Plan and this Declaration and shall, prior to
entering into any lease agreement, have the proposed tenant execute
an affidavit agreeing to comply with the provisions of this
Declaration. All lease agreements shall be in writing and shall
contain provisions which make compliance with the conditions of the
Site Plan and this Declaration and the requirements of the City
relating to signs, permits, and business licenses express covenants
of the Lease.
1.4 .3 Declarant shall comply with all rules and
regulations of any assessment district of the City with
jurisdiction over the Property.
1 . 5 Nondiscrimination.
1.5 . 1 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, age, physical or
mental disability, ancestry, or national origin in the sale, lease,
sublease, transfer, use, occupancy, tenure or enjoyment of the
Property, or any part thereof, nor shall Declarant, 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 of the Property, or any part
thereof.
1.5 .2 Declarant shall not restrict the rental, sale or
lease of any portion of the Property on the basis of race, color,
creed, religion, sex, marital status, age, physical or mental
disability, ancestry, or national origin of any person. Any and
all agreements relating to the rental, sale or lease of the Site,
or any portion thereof, shall contain the following
nondiscrimination and nonsegregation clauses (or clauses
substantially similar thereto) :
1 .5 .2 . 1 Clause for Deeds . The following
language shall appear in deeds:
EXHIBIT "G"
F52\178\014084-0006\2028581.3 03/29/93 Page 4 of 19
"The grantee herein covenants by and for itself, its
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, age, physical or mental
disability, ancestry, or national origin in the sale,
lease, rental, sublease, transfer, use, occupancy,
tenure, or enjoyment of the land herein conveyed, nor
shall the grantee itself, or any persons 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 land herein conveyed. The foregoing covenants shall
run with the land. "
1 . 5 .2 .2 Clause for Leases . The following
language shall appear in leases :
"The lessee herein covenants by and for itself, its
heirs, executors, administrators, successors, 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, age, physical or mental disability,
ancestry, or national origin in the leasing,
subleasing, renting, transferring, use, occupancy,
tenure, or enjoyment of the land herein leased nor
shall the lessee 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, sublessees, subtenants, or vendees in the
land herein leased. "
1. 5 .2 . 3 Clause for Contracts . The following
language shall appear 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, age,
physical or mental disability, ancestry, or national
origin in the sale, lease, rental, subleases, transfer,
use, occupancy, tenure, or enjoyment of the land, nor
shall the transferee itself, or any person claiming under
EXHIBIT "G"
HS2\178\014084-0006\2028581.3 03/29/93 Page 5 of 19
• •
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 of
land. "
1 . 6 Outside Storage. No storage of any kind shall be
permitted outside the building (s) located on the Property except
for trash or other storage in any outside storage areas approved by
the Agency or as required by law. Adequate trash enclosures shall
be provided and screened. Locations of such areas and types of
screening must be approved by the Executive Director. Gates for
trash storage areas shall be kept closed at all times except when
in actual use.
1 . 7 Buildings and Equipment. Any construction, repair,
modification, or alteration of any buildings, equipment, structures
or improvements on the Property shall be subject to the following
restrictions :
1. 7 . 1 All mechanical and electrical fixtures and
equipment to be installed on the roof or on the ground shall be
adequately and decoratively screened. The screening must blend
with the architectural design of the building (s) . Equipment on the
roof must be at least six (6) inches lower than the parapet line
and adequately screened. All details and materials of said
screening shall be approved by the Executive Director prior to
installation.
1 . 7.2 The texture, materials, and colors used on the
buildings, as well as the design, height, texture, and color of
fences and walls shall be subject to the approval of the Executive
Director.
1. 7 .3 No sirens, outside paging, or any type of
signalization shall be permitted, except approved alarm systems.
1. 7 .4 Signs on the Property shall conform to the
standards and ordinances of the City and to a uniform design theme
approved by the Agency. Any signs installed on the Property shall
conform to said design scheme and shall be approved by the
Executive Director prior to installation.
1. 7 .5 Lights installed on the building shall be a
decorative design. No lights shall be permitted which may create
any glare or have a negative impact on the residential areas, if
any, existing around the Property. No light stand on any portion
of the Property shall be higher than fifteen (15) feet. The design
and location of any lights shall be subject to the approval of the
Executive Director.
EXHIBIT "G"
FS2\178\014084-0006\2028581.3 03/29/93 Page 6 of 19
• 0
1 . 7 . 6 No fences, signs, gas pumps, or any other similar
facilities shall be constructed or provided on the Property without
the prior approval of the Executive Director.
1 . 8 Prohibition on Transfers . Prior to the issuance of the
Certificate of Completion pursuant to Section 4 . 7 of the
Disposition and Development Agreement, Declarant shall not transfer
the Disposition and Development Agreement or any of Declarant' s
rights thereunder, or any interest in the Property or in the
improvements thereon, directly or indirectly, voluntarily or by
operation of law, except in accordance with Section 4 . 8 of the
Disposition and Development Agreement .
1 . 9 Public Agency Rights of Access . Developer hereby grants
to the Agency, the City, and other public agencies the right, at
their sole risk and expense, to enter the Site or any part thereof
at all reasonable times with as little interference as possible for
the purpose of construction, reconstruction, relocation,
maintenance, repair, or service of any public improvements or
public facilities located on the Site. Any damage or injury to the
Site or to the improvements constructed thereon resulting from such
entry shall be promptly repaired at the sole expense of the public
agency responsible for the entry.
ARTICLE II
ENFORCEMENT
2 . 1 Termination. No breach of this Declaration shall entitle
any party to cancel, rescind or otherwise terminate this
Declaration, or excuse the performance of such party' s obligations
hereunder; provided that, however, this limitation shall not affect
in any manner any other rights or remedies which the parties may
have by reason of such breach.
2 .2 Injunction. Notwithstanding anything contained herein to
the contrary, in the event of any violation or threatened violation
of any of the terms, covenants, restrictions, and conditions
contained herein, in addition to the other remedies herein
provided, the parties hereto shall have the right to enjoin such
violation or threatened violation in a court of competent
jurisdiction.
2 .3 Other Rights of Agency and CitX. In the event of any
violation or threatened violation of any of the provisions of this
Declaration, then in addition to, but not in lieu of, any of the
rights or remedies the Agency and City may have to enforce the
provisions hereof, the Agency and City shall have the right (i) to
enforce the provisions hereof as a party hereto and as an owner of
the Public Parcel, and (ii) to withhold or revoke, after giving
written notice of said violation, any building permits, occupancy
EXHIBIT "G"
F52\178\014084-0006\2028581.3 03/29/93 Page 7 of 19
permits, certificates of occupancy, business licenses, and similar
matters or approvals pertaining to the Property or any part thereof
or interests therein as to the violating person or one threatening
violation.
2 .4 Failure to Perform: Lien. If any owner of the Property
defaults on the performance of any of its obligations hereunder,
the Agency or City, their employees, contractors and agents may, at
their sole option, and after making reasonable demand of the owner
of the Property that it cure said default, enter onto the Property
for the purpose of curing the default. In making an entry, the
Agency or City shall give the owners of the Property or their
representative, reasonable notice of the time and manner of said
entry and said entry shall only be at such times and in such
manners as is reasonably necessary to carry out this Agreement. In
such event, the owner of the Property shall reimburse the Agency or
City for all costs and expenses related to the curing of said
default. If the Agency or City is not reimbursed for such costs by
the owner of the Property within 30 days after giving notice
thereof, the same shall be deemed delinquent, and the amount
thereof shall bear interest thereafter at a rate of ten percent
(100) per annum until paid. Any and all delinquent amounts,
together with said interest, costs and reasonable attorneys fees
shall be a personal obligation of the owner of the Property as well
as a lien and charge, with power of sale, upon the Property. The
Agency may bring an action at law against the owner of the Property
to pay any such sums .
The lien provided for in this Section 2 .4 may be recorded by
the Agency as a Notice of Lien against the Property in the Office
of the County Recorder, County of Riverside, signed and
acknowledged, which Notice of Lien shall contain a statement of the
unpaid amount of costs and expenses . The priority of such lien
when so established against the Property shall date from the date
such notice is filed of record and shall be prior and superior to
any right, title, interest, lien, or claim which may be or has been
acquired or attached to such real property at the time of recording
of such lien, but shall be junior and subordinate to matters having
a priority prior to the date such notice is recorded; provided
that, however, said lien shall be subordinate to any bona fide
mortgage or deed of trust and any purchaser at any foreclosure or
trustee' s sale under any such bona fide mortgage or deed of trust
as provided in Section 3 . 3 below. Such lien shall be for the use
and benefit of the person filing the same, and may be enforced and
foreclosed in a suit or action brought in any court of competent
jurisdiction. Any such lien may be enforced by the Agency or City
by taking either or both of the following actions concurrently or
separately (and by exercising either of the remedies set forth
below shall not prejudice or waive its rights to exercise the
remedy) : (i) bring an action at law against the defaulting party
personally obligated to pay such lien or (ii) foreclose such lien
EXHIBIT "G"
F52\178\014084-0006\2028581.3 03/29/93 Page 8 of 19
0
in accordance with the provisions of Section 2924 of the California
Civil Code applicable to the exercise of powers of sale or
mortgages and deeds of trust, or any other manner permitted by
California law.
Upon the timely curing of any default for which such lien was
recorded, the City or Agency shall record an appropriate release of
such lien, and sign any other documents reasonably necessary to
satisfy title insurance requirements, upon payment by the owner of
the Property of a reasonable fee to cover the costs of preparing
and recording such release, together with the payment of such other
costs, including without limitation, reasonable attorneys fees,
court costs, interest, or other fees which have been incurred.
ARTICLE III
ENCUMBRANCES, MORTGAGE PROTECTION AND TAXES
3 . 1 Declarant' s Breach Not to Default Mortgage Lien.
Declarant' s breach of any of the covenants or restrictions
contained in this Declaration or the Disposition and Development
Agreement shall not defeat or render invalid the lien of any
mortgage or deed of trust made in good faith and for value as to
the Property or any part thereof or interest therein, whether or
not said mortgage or deed of trust is subordinated to this
Declaration or the Disposition and Development Agreement; but,
unless otherwise herein provided, the terms, conditions, covenants,
restrictions and reservations of this Declaration and the
Disposition and Development Agreement shall be binding and
effective against the holder of any such mortgage or deed of trust
and any owner of any of the Property or any part thereof whose
title thereto is acquired by foreclosure, trustee' s sale, or
otherwise.
3 .2 Amendments or Modifications to Declaration. No purported
rule, regulation, modification, amendment, and/or termination of
this Declaration or the Disposition and Development Agreement shall
be binding upon or affect the rights of any mortgagee holding a
mortgage or deed of trust upon the Property that is recorded in the
Office of the Riverside County Recorder prior to the date any such
rule, regulation, modification, amendment, or termination is
recorded in such office, without the prior written consent of such
mortgagee.
3 .3 Liens Subordinate. Any monetary lien provided for herein
shall be subordinate to any bona fide mortgage or deed of trust
covering an ownership interest or leasehold or subleasehold estate
in and to the Property and any purchaser at any foreclosure or
trustee' s sale (as well as any by deed or assignment in lieu of
foreclosure or trustee' s sale) under any such mortgage or deed of
trust shall take title free from any such monetary lien, but
EXHIBIT "G"
F52\178\014084-0006\2028581.3 03/29I93 Page 9 of 19
•
otherwise subject to the provisions hereof; provided that, after
the foreclosure of any such mortgage and/or deed of trust, all
other assessments provided for herein to the extent they relate to
the expenses incurred subsequent to such foreclosure, assessed
hereunder to the purchaser at the foreclosure sale, as owner of the
Property after the date of such foreclosure sale, shall become a
lien upon the Property and may be perfected and foreclosed as
provided in Section 2 . 4 .
3 .4 Payment of Taxes and Assessments . Declarant shall pay,
when due, all real estate taxes and assessments assessed or levied
against the Property. Nothing herein contained shall be deemed or
prohibit Declarant from contesting the validity or amounts of any
tax or assessments nor to limit the remedies available to Declarant
with respect thereto.
ARTICLE IV
COVENANTS TO RUN WITH THE LAND
4 . 1 Covenants Running With the Land. This Declaration is
designed to create equitable servitudes and covenants appurtenant
to the Public Parcel and running with the Property. Declarant
hereby declares that all of the Property shall be held, sold,
conveyed, encumbered, hypothecated, leased, used, occupied, and
improved subject to the covenants, conditions, restrictions and
equitable servitudes, all of which are for the purposes of
uniformly enhancing or protecting the value, attractiveness and
desirability of the Property and effectuating the Redevelopment
Plan. The covenants, conditions, restrictions, reservations,
equitable servitudes, liens, and charges set forth herein shall run
with the Property and shall be binding upon all persons having any
right, title, or interest in the Property, or any part thereof,
their heirs, successive owners and assigns; shall inure to the
benefit of every portion of the Public Parcel and any interest
therein; shall inure to the benefit of the Agency, the City and
their successors and assigns and successors in interest; shall be
binding upon Declarant, its successors and assigns and successors
in interest; and may be enforced by the Agency and City.
Agency and Declarant hereby declare their understanding and
intent that the burden of the covenants set forth herein touch and
concern the land in that Declarant' s legal interest in the Property
is rendered less valuable thereby. Agency and Declarant hereby
further declare their understanding and intent that the benefit of
such covenants touch and concern the land by enhancing and
increasing the enjoyment and use of the Property by the citizens of
the City and by furthering the public purposes for which the Agency
was formed.
EXHIBIT "G"
FS2\178\014084-0006\2028581.3 03/29/93 Page 10 of 19
4 .2 Agreement Among Declarant. Agency, and City. The
Declarant, in exchange for entering the Disposition and Development
Agreement by the Agency and granting of the Site Plan by City,
hereby agrees to hold, sell, and convey the Property subject to the
covenants, conditions, restrictions, and reservations of this
Declaration. Declarant also grants to the Agency and City the
right and power to enforce the covenants, conditions, restrictions,
and reservations contained in this Declaration against the
Declarant and all persons having any right, title, or interest in
the Property, or any part thereof, their heirs, successive owners,
and assigns .
ARTICLE V
TERM
The covenants, conditions and restrictions contained in this
Declaration shall remain in effect until July 27, 2008, which is
the expiration date of the Redevelopment Plan; provided that,
however, the covenants contained in Section 1.5 shall remain in
effect in perpetuity.
ARTICLE VI
MISCELLANEOUS
6 . 1 Modification. This Declaration may not be modified,
terminated, or rescinded, in whole or in part, except by a written
instrument duly executed and acknowledged by the parties hereto,
their successors, or assigns and duly recorded in the Office of the
County Recorder, County of Riverside.
6 .2 Governing Law. This Declaration shall be governed by and
construed in accordance with the laws of the State of California.
6 . 3 Severability. The invalidity or unenforceability of any
provision of this Declaration with respect to a particular party or
set of circumstances shall not in any way affect the validity and
enforceability of any other provision hereof, or the same provision
when applied to another party or to a different set of
circumstances .
EXHIBIT "G"
P52\178\014084-00W2028581.3 03/29/93 Page 11 of 19
•
6 .4 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: COMMUNITY REDEVELOPMENT AGENCY
OF THE CITY OF PALM SPRINGS
3200 East Tahquitz Canyon Way
Palm Springs, CA 92263
Attn: Executive Director
City: CITY OF PALM SPRINGS
3200 East Tahquitz Canyon Way
Palm Springs, CA 92263
Attn: City Manager
With Copy to: RUTAN & TUCKER
P.O. Box 1950
611 Anton Blvd. , Suite 1400
Costa Mesa, CA 92626
Attn: David J. Aleshire, Esq.
Declarant : VILLAGE FLORIST GIFT SHOPPE
181 North Indian Avenue
Palm Springs, California 92262
Attn: Gerald Wantland
With Copy to: Mr. Kipp Lyons
400 S . Farrell Drive, Suite B 200-2
Palm Springs, California 92262
Any notice delivered personally 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 . 5 Counterparts . This Declaration may be executed in any
number of counterparts each of which shall be an original but all
of which shall constitute one and the same document.
EXHIBIT "G"
FS2\178\014084-0006\2028581.3 03/29/93 Page 12 of 19
• i
IN WITNESS WHEREOF, the undersigned have executed this Agreement
as of the date first written above.
"DECLARANT"
GERALD WAYNE WANTLAND, as Trustee of
the Gerald Wayne Wantland Revocable
Trust
By:
HERBERT JAMES LANE, as Trustee of the
Herbert James Lane Revocable Trust
By:
EXHIBIT "G"
FS2\178\014084-0006\2028581.3 03/29/93 Page 13 of 19
i •
"AGENCY"
COMMUNITY REDEVELOPMENT AGENCY
OF THE CITY OF PALM SPRINGS,
a public body, corporate and politic
By:
Executive Director
ATTEST:
By:
Secretary
"CITY"
CITY OF PALM SPRINGS,
a municipal corporation
By:
City Manager
ATTEST:
By:
City Clerk
APPROVED AS TO FORM:
RUTAN & TUCKER
David J. Aleshire,
Agency Counsel and
City Attorney
EXHIBIT "G"
FS2\178\014084-0006\2028581.3 03/29/93 Page 14 of 19
SUBORDINATION
The undersigned, as holders of the beneficial interest in and
under that certain Deed of Trust dated , and recorded
on in the Office of the Riverside County Recorder as
Instrument No. (the "Deed of Trust" ) which Deed of Trust is
by and between , as Beneficiary, hereby
expressly subordinate said Deed of Trust and its beneficial
interests thereunder to the foregoing Declaration of Covenants,
Conditions and Restrictions between and
the City of Palm Springs .
Dated:
By:
Its -
By:
Its •
[ADD JURAT]
EXHIBIT "G"
FS2\178\014084-0006\2028581.3 03/29/93 Page 15 of 19
0
STATE OF CALIFORNIA )
) ss .
COUNTY OF RIVERSIDE )
On the day of 199 , 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
direction of its legislative body.
WITNESS my hand and official seal .
Notary Public
(SEAL)
STATE OF CALIFORNIA )
ss .
COUNTY OF RIVERSIDE )
On the day of 199 , 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 Executive
Director on behalf of the COMMUNITY REDEVELOPMENT AGENCY OF THE
CITY OF PALM SPRINGS, the public body, corporate and politic
therein named, and acknowledged to me that such body executed the
within instrument pursuant to direction of its legislative body.
WITNESS my hand and official seal .
Notary Public
(SEAL)
EXHIBIT "G"
PS2\178\014084-0006\2028581.3 03/29/93 Page 16 of 19
9
STATE OF CALIFORNIA)
) ss .
COUNTY OF RIVERSIDE)
On the day of 19 , before me, the undersigned,
a Notary Public in and for said County and State, 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
on behalf of GERALD WAYNE WANTLAND as Trustee of
the Gerald Wayne Wantland Revocable Trust, and acknowledged to me
that such 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)
STATE OF CALIFORNIA)
) ss .
COUNTY OF RIVERSIDE)
On the day of 19 , before me, the undersigned,
a Notary Public in and for said County and State, 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
on behalf of HERBERT JAMES LANE as Trustee of the
Herbert James Lane Revocable Trust, and acknowledged to me that
such 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 "G"
FS2\178\014084-0006\2028581.3 03/29/93 Page 17 of 19
0
ATTACHMENT NO. 1
TO EXHIBIT "G"
LEGAL DESCRIPTION OF THE PROPERTY
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33' 86.78' 40' 2
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AL3J0 o RD.
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,517E Yo $ 1
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O
VlClulrr MAP
__ 25750' wor To
PUBLIC PARCEL - BASIS OF SEARlNE'S j
THE BEARING OF NO°08'W AS 5AOWN FOR M
PALM CANYON DR.PER M.S.5 F6.4i2 S.D.WAS 1
05a 0 AS 71/E 5A515 OF BEARINGS FOK 77,'15 MA,-
CITY OF PALM SPRINGS
DEPARTMENT OF PUBIC WORKS ENGINEERING DIVISION
EXHIBIT 1161' PUBLIC PARCEL APPROVED AP/!IL z ''995
/T'77
28209
LEGAL DESCR1F7-101V:Th'OEE PoRTIONS OFLOTS CII/TYlE N 13 E.R R.C.E.
3 AND 4IN BLOCK Z3 OFPALM 5J9/065,AS 5HOWN 15YA41P ONFILE IN DESIGN BY SCALE: FILE Np'
DESCA1 EOGAS FOGLOWS.P7WEEdlORTHERLY2500FE 7-OF7NE&5TERLY' R.A. /u=501 LLM3-DZ
128.90 FEET OF SAID LOT4ANO THE WE57ERLY 42.12 FEETOF 7HE CHECxED By DWG. N.. SHEET H• i
EOOTNERLY 75.DO FzE7OF IF/E EASTERLY I28.90 FEET OF BA 10 L07 3, D.M.P. 3 DF
EXHIBIT "G"
FS2\178WI4084-0006\2028581.3 03/22/93 Page 18 of 19
ATTACBMENT NO. 2
TO EXHIBIT "G"
DEPICTION OF PUBLIC PARCEL
THAT PORTION OF LOT 3 IN BLOCK 23 OF PALM SPRINGS, AS SHOWN BY MAP ON
FILE IN BOOK 9 PAGE 432, OF MAPS, RECORDS OF SAN DIEGO COUNTY,
CALIFORNIA, DESCRIBED AS FOLLOWS:
THE EASTERLY 86.78 FEET OF THE SOUTHERLY 75.00 FEET OF SAID LOT 3.
EXHIBIT "G"
FS2\178\014094-W06\2028581.3 03/22/93 Page 19 of 19
PA1B2 Wantland/Lane - DDA
re Morrison Bldg
Stewart Tit16 CO. • Exec Exh C to DDA-Grant Deed
AGREEMENT #314 R18070
R880, 4-7-93
WC)__ - — kk• — -
v '� 3
ga
C� O o
FREE RECORDING REQUESTED BY W m s
AND WHEN RECORDED RETURN TO: W
~ COMMUNITY REDEVELOPMENT AGENCY
OF THE CITY OF PALM SPRINGS LU
3200 East Tahquitz Canyon Way
Palm Springs, California 92263 -'
Attn: Executive Director- r
(Space Above Line for Recorder's Use On
GRANT DEED
h FOR A VALUABLE CONSIDERATION, the receipt of which is hereby
YI acknowledged, the COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF
PALM SPRINGS, a public body, corporate and politic, herein called
"Grantor, " hereby grants to GERALD WAYNE WANTLAND as Trustee of the
Gerald Wayne Wantland Revocable Trust and HERBERT JAMES LANE as
Trustee of the Herbert James Lane Revocable Trust, herein
collectively called "Grantee, " the real property, hereinafter
referred to as the "Property, " generally located at 431-439 North
Palm Canyon Drive in the City of Palm Springs, Riverside County,
California, more particularly described in Attachment No. 1
attached hereto and incorporated herein by this reference. GERALD
WAYNE WANTLAND as Trustee of the Gerald Wayne Wantland Revocable
Trust and HERBERT JAMES LANE as Trustee of the Herbert James Lane
Revocable Trust each take title to the Property each as to an
individual one-half interest as tenants-in-common.
It is understood and agreed that the property conveyed by this
Grant Deed includes all improvements to the Property which are,
either generally or for purposes of acquisition by Grantee, a part
of the Property. Title to the Property is conveyed subject to all
existing tenancies on the Property, to all real property taxes and
assessments, and to all easements, encumbrances, covenants,
conditions, restrictions, reservations, rights-of-way, and other
matters of record, of whatever kind or nature.
FS2\178\014084-OD0612028581.3 O4/14193
PA1B2 Wantland/Lane - DDA
Stewart TRIO Co. • � re Morrison Bldg
Exec Exh E to DDA-Grant Esmt
0 AGREEMENT #314 R18070
R880, 4-7-93
FREE RECORDING REQUESTED BY O AND WHEN RECORDED RETURN TO: W V M g
rn
U COMMUNITY REDEVELOPMENT AGENCY
OF THE CITY OF PALM SPRINGS 0 O
3200 East Tahquitz Canyon Way p o s
Palm Springs, California 92263 W H q
Attn: Executive Director - PiTC�; �,. W a
W
(Space Above Line for Recorder's
GRANT OF EASEMENT
FOR A VALUABLE CONSIDERATION, the receipt of which is hereby
[\ acknowledged, the COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF
u PALM SPRINGS, a public body, corporate and politic ("Grantor") ,
hereby GRANTS to GERALD WAYNE WANTLAND as Trustee of the Gerald
( Wayne Wantland Revocable Trust and HERBERT JAMES LANE as Trustee of
the Herbert James Lane Revocable Trust, (collectively referred to
as "Grantee") , the following described easement in the City of Palm
Springs, County of Riverside, State of California:
An easement for access purposes on, over,
under, across, along, or through the following
described property situate in the City of Palm
Springs, County of Riverside, State of
California:
THOSE PORTIONS OF LOTS 3 AND 4 IN BLOCK 23 OF
PALM SPRINGS, AS SHOWN BY MAP ON FILE IN BOOK
9 PAGE 432, OF MAPS, RECORDS OF SAN DIEGO
COUNTY, CALIFORNIA, DESCRIBED AS FOLLOWS:
THE NORTHERLY 25 . 00 FEET OF THE EASTERLY
128 .90 FEET OF SAID LOT 4 AND THE WESTERLY
42 .12 FEET OF THE SOUTHERLY 46. 00 FEET OF THE
EASTERLY 128.90 FEET OF SAID LOT 3 .
CONTAINING 5, 160 SQUARE FEET MORE OR LESS.
All as shown on the map attached hereto as Attachment No. 1
and made a part hereof by this reference.
Subject to covenants, conditions, restrictions, reservations,
right, rights-of-way, and other matters of record, if any.
This easement shall run with the land and shall be deemed an
easement appurtenant to the land described in Attachment No. 2
( "Dominant Tenement") , and the easement shall pass with the
Dominant Tenement and benefit any owner of the Dominant Tenement.
F52VI7M0140U4)006\20442i2. oa19193 Page 1 of 6
StewartT► le Co. -IS
CCCC
U M
LU 66 }
cr
FREE RECORDING REQUESTED BY W ¢ M a
AND WHEN RECORDED MAIL TO: 0 �a
►u
(Q COMMUNITY REDEVELOPMENT AGENCY PA1B2 Wantland/Lane - DA
OF THE CITY OF PALM SPRINGS re Morrison Bldg
C? 3200 East Tahquitz Canyon Way Exec Exh G to DDA-CC&Rs
Palm Springs, CA 92263 AGREEMENT #314 R18070
Attn: Executive Director R880, 4-7-93
(Space Above Line For Recorder's Use Only)
DECLARATION OF COVENANTS . CONDITIONS
AND RESTRICTIONS
S THIS DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS
("Declaration") is made this ,?7L day of "�"� 199 Eby and
among GERALD WAYNE WANTLAND as Trustee of the Gerald Wayne Wantland
(Y� Revocable Trust and HERBERT JAMES LANE as Trustee of the Herbert
James Lane Revocable Trust (collectively "Declarant") , the
COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS, a
U� public body, corporate and politic ("Agency") , and the CITY OF PALM
(� SPRINGS, a municipal corporation ("City") .
V
R E C I T A L S:
A. Declarant is the owner of that certain real property
located in the City of Palm Springs, County of Riverside, State of
California more particularly described on Attachment No. 1 attached
hereto and incorporated herein by reference ("Property") .
B. The Property is within the Central Business District
Redevelopment Project Area ("Project Area") specifically described
in the Redevelopment Plan for the Project Area which was approved
and adopted by the City Council of the City of Palm Springs by
Ordinance No. 952 on May 23 , 1973 and as subsequently amended by
means of ordinances of the City Council.
C. The Agency and the City have fee or easement interests in
various streets, sidewalks and other property within the City and
are responsible for the planning and development of land within the
City in such a manner so as to provide for the health, safety and
welfare of the residents of the City. That portion of the Agency's
interest in real property most directly affected by this Agreement
FS2\178\014084-0006\2028581.3 04/14/93 -1-
is depicted in Attachment No. 2 attached hereto and incorporated
herein by reference ("Public Parcel") .
D. The purpose of the Redevelopment Plan is to remedy and
alleviate blighted conditions associated with undeveloped and
unproductive land, inadequate street and circulation systems,
unsuitable land mixes, inadequate or total lack of public street
improvements, and the existence of substandard and incompatible
uses and structures. The redevelopment and restriction of the
Property in accordance with the Redevelopment Plan will promote the
utility and value of the Property and of the Project Area, for the
benefit of its future owners and the entire city.
E. Pursuant to the Redevelopment Plan, Declarant has entered
into a Disposition and Development Agreement with the Agency which
Agreement places certain restrictions on the Property. Pursuant to
the City's development requirements, the City has approved or will
approve a site plan for the development of the Property ("Site
Plan") , which plan places certain restrictions on the Property.
Said Redevelopment Plan, Disposition and Development Agreement and
Site Plan (i) are on file and may be reviewed in the office of the
executive director of the Agency ("Executive Director") , in the
Palm Springs City Hall and (ii) are each incorporated herein by
this reference and made a part hereof as though fully set forth
herein.
F. Declarant, the Agency, and City intend, in exchange for
the entering into the Disposition and Development Agreement by the
Agency and the approval of the Site Plan by City, that the
Declarant hold, sell, and convey the Property subject to the
covenants, conditions, restrictions, and reservations set forth in
this Declaration and that the Agency and City shall have the right
and power to enforce the covenants, conditions, restrictions, and
reservations as provided herein.
G. Declarant desires to establish and grant certain
covenants, conditions and restrictions upon the property for the
benefit of the Agency and the City and their respective successors
and assigns for the purpose of enhancing and protecting the value,
desirability and attractiveness of the Property and effectuating
the Redevelopment Plan. Such covenants, conditions and
restrictions shall run to the benefit of the Public Parcel and bind
the Property, the Declarant and its successors and assigns.
NOW, THEREFORE, the Declarant, Agency, and City declare,
covenant and agree, by and for themselves, their heirs, executors
and assigns, and all persons claiming under or through them that
the Property shall be held, transferred, encumbered, used, sold,
conveyed, leased, and occupied subject to the covenants and
restrictions hereinafter set forth, which covenants are established
FS2\178\014084-0006\2028581.3 C4114/93 -2-
�l �1
19 xe9s
expressly and exclusively for the use and benefit of the Agency and
City.
TERMS AND CONDITIONS
ARTICLE I
COVENANTS, CONDITIONS AND RESTRICTIONS
1. 1 General. The Property shall be developed and used only
as permitted by the restrictions contained in the Site Plan,
Redevelopment Plan and Disposition and Development Agreement for
the time periods provided therein.
1. 2 Maintenance Agreement. Declarant, for itself and its
successors and assigns, hereby covenants and agrees to maintain and
repair or cause to be maintained and repaired the Property and all
related on-site improvements and landscaping thereon at its sole
cost and expense, including, without limitation, buildings, parking
areas, lighting, signs, and walls, in a first class condition and
repair, free of rubbish, debris, and other hazards to persons using
the same, and in accordance with all applicable laws, rules,
ordinances, and regulations of all federal, state, and local bodies
and agencies having jurisdiction over the Property. Such
maintenance and repair shall include, but not be limited to, the
following: (i) sweeping and trash removal; (ii) the care and
replacement of all shrubbery, plantings, and other landscaping in
a healthy condition; and (iii) the repair, replacement and
restriping of asphalt or concrete paving using the same type of
material originally installed, to the end that such pavings at all
times be kept in a level and smooth condition. In addition,
Declarant shall be required to maintain the Property in such a
manner as to avoid the reasonable determination of a duly
authorized official of the Agency or City that a public nuisance
has been created by the absence of adequate maintenance such as to
be detrimental to the public health, safety or general welfare or
that such a condition of deterioration or disrepair causes
appreciable harm or is materially detrimental to property or
improvements within one thousand (1, 000) feet of such portion of
the Property.
1.3 Parking and Driveways. The driveways and traffic aisles
on the Property shall be kept clear and unobstructed at all times
except as is necessary for (i) construction or excavation on the
Property and (ii) activities to prevent a public dedication of the
Property or the accrual of prescriptive rights over the Property,
including reasonable actions to cordon-off the parking area during
non-business hours. No vehicles or other obstruction shall project
into any of such driveways or traffic aisles. Declarant shall use
its best efforts to insure that vehicles associated with the
PS2\178\014084-0006\2028581.3 04/14/93 -3-
i
operation of the Property, including delivery vehicles, vehicles of
customers and employees, and vehicles of persons with business on
the Property will park solely on the Property and not park on
public streets or adjacent property.
1. 4 Compliance With Ordinances.
1.4. 1 Declarant shall comply with all ordinances,
regulations, and standards of the City and Agency applicable to the
Property.
1.4. 2 Declarant shall provide any proposed tenants of
any portion of the Property with a copy of the conditions to
approval of the Site Plan and this Declaration and shall, prior to
entering into any lease agreement, have the proposed tenant execute
an affidavit agreeing to comply with the provisions of this
Declaration. All lease agreements shall be in writing and shall
contain provisions which make compliance with the conditions of the
Site Plan and this Declaration and the requirements of the City
relating to signs, permits, and business licenses express covenants
of the Lease.
1.4 .3 Declarant shall comply with all rules and
regulations of any assessment district of the City with
jurisdiction over the Property.
1. 5 Nondiscrimination.
1. 5. 1 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, age, physical or
mental disability, ancestry, or national origin in the sale, lease,
sublease, transfer, use, occupancy, tenure or enjoyment of the
Property, or any part thereof, nor shall Declarant, 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 of the Property, or any part
thereof.
1. 5. 2 Declarant shall not restrict the rental, sale or
lease of any portion of the Property on the basis of race, color,
creed, religion, sex, marital status, age, physical or mental
disability, ancestry, or national origin of any person. Any and
all agreements relating to the rental, sale or lease of the Site,
or any portion thereof, shall contain the following
nondiscrimination and nonsegregation clauses (or clauses
substantially similar thereto) :
1. 5. 2 . 1 Clause for Deeds. The following
language shall appear in deeds:
PS2\178\014084-0006\2028581.3 04/14/93 -4-
191 395
"The grantee herein covenants by and for itself, its
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, age, physical or mental
disability, ancestry, or national origin in the sale,
lease, rental, sublease, transfer, use, occupancy,
tenure, or enjoyment of the land herein conveyed, nor
shall the grantee itself, or any persons 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 land herein conveyed. The foregoing covenants shall
run with the land. "
1. 5 . 2 . 2 Clause for Leases. The following
language shall appear in leases:
"The lessee herein covenants by and for itself, its
heirs, executors, administrators, successors, 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, age, physical or mental disability,
ancestry, or national origin in the leasing,
subleasing, renting, transferring, use, occupancy,
tenure, or enjoyment of the land herein leased nor
shall the lessee 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, sublessees, subtenants, or vendees in the
land herein leased. "
1. 5. 2 . 3 Clause for Contracts. The following
language shall appear 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, age,
physical or mental disability, ancestry, or national
origin in the sale, lease, rental, subleases, transfer,
use, occupancy, tenure, or enjoyment of the land, nor
shall the transferee itself, or any person claiming under
FS2\178\014084-0006\2028581.3 04/14/93 -5-
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 of
land. "
1. 6 outside Storage. No storage of any kind shall be
permitted outside the building(s) located on the Property except
for trash or other storage in any outside storage areas approved by
the Agency or as required by law. Adequate trash enclosures shall
be provided and screened. Locations of such areas and types of
screening must be approved by the Executive Director. Gates for
trash storage areas shall be kept closed at all times except when
in actual use.
1.7 Buildings and Equipment. Any construction, repair,
modification, or alteration of any buildings, equipment, structures
or improvements on the Property shall be subject to the following
restrictions:
1. 7 . 1 All mechanical and electrical fixtures and
equipment to be installed on the roof or on the ground shall be
adequately and decoratively screened. The screening must blend
with the architectural design of the building(s) . Equipment on the
roof must be at least six (6) inches lower than the parapet line
and adequately screened. All details and materials of said
screening shall be approved by the Executive Director prior to
installation.
1. 7 .2 The texture, materials, and colors used on the
buildings, as well as the design, height, texture, and color of
fences and walls shall be subject to the approval of the Executive
Director.
1. 7 . 3 No sirens, outside paging, or any type of
signalization shall be permitted, except approved alarm systems.
1. 7 .4 Signs on the Property shall conform to the
standards and ordinances of the City and to a uniform design theme
approved by the Agency. Any signs installed on the Property shall
conform to said design scheme and shall be approved by the
Executive Director prior to installation.
1. 7. 5 Lights installed on the building shall be a
decorative design. No lights shall be permitted which may create
any glare or have a negative impact on the residential areas, if
any, existing around the Property. No light stand on any portion
of the Property shall be higher than fifteen (15) feet. The design
and location of any lights shall be subject to the approval of the
Executive Director.
FS2\178\014084-000612028581.3 04/14/93 -6-
t
1V4C95
1.7. 6 No fences, signs, gas pumps, or any other similar
facilities shall be constructed or provided on the Property without
the prior approval of the Executive Director.
1.8 Prohibition on Transfers. Prior to the issuance of the
Certificate of Completion pursuant to Section 4 . 7 of the
Disposition and Development Agreement, Declarant shall not transfer
the Disposition and Development Agreement or any of Declarant's
rights thereunder, or any interest in the Property or in the
improvements thereon, directly or indirectly, voluntarily or by
operation of law, except in accordance with Section 4 . 8 of the
Disposition and Development Agreement.
1. 9 Public Agency Rights of Access. Developer hereby grants
to the Agency, the City, and other public agencies the right, at
their sole risk and expense, to enter the Site or any part thereof
at all reasonable times with as little interference as possible for
the purpose of construction, reconstruction, relocation,
maintenance, repair, or service of any public improvements or
public facilities located on the Site. Any damage or injury to the
Site or to the improvements constructed thereon resulting from such
entry shall be promptly repaired at the sole expense of the public
agency responsible for the entry.
ARTICLE II
ENFORCEMENT
2 . 1 Termination. No breach of this Declaration shall entitle
any party to cancel, rescind or otherwise terminate this
Declaration, or excuse the performance of such party's obligations
hereunder; provided that, however, this limitation shall not affect
in any manner any other rights or remedies which the parties may
have by reason of such breach.
2 . 2 Iniunction. Notwithstanding anything contained herein to
the contrary, in the event of any violation or threatened violation
of any of the terms, covenants, restrictions, and conditions
contained herein, in addition to the other remedies herein
provided, the parties hereto shall have the right to enjoin such
violation or threatened violation in a court of competent
jurisdiction.
2 . 3 Other Rights of Agency and City. In the event of any
violation or threatened violation of any of the provisions of this
Declaration, then in addition to, but not in lieu of, any of the
rights or remedies the Agency and City may have to enforce the
provisions hereof, the Agency and City shall have the right (i) to
enforce the provisions hereof as a party hereto and as an owner of
the Public Parcel, and (ii) to withhold or revoke, after giving
written notice of said violation, any building permits, occupancy
PS21178\014084-0006\2028581.3 04/14/93 -7-
J
I9�4nyj
permits, certificates of occupancy, business licenses, and similar
matters or approvals pertaining to the Property or any part thereof
or interests therein as to the violating person or one threatening
violation.
2 . 4 Failure to Perform: Lien. If any owner of the Property
defaults on the performance of any of its obligations hereunder,
the Agency or City, their employees, contractors and agents may, at
their sole option, and after making reasonable demand of the owner
of the Property that it cure said default, enter onto the Property
for the purpose of curing the default. In making an entry, the
Agency or City shall give the owners of the Property or their
representative, reasonable notice of the time and manner of said
entry and said entry shall only be at such times and in such
manners as is reasonably necessary to carry out this Agreement. In
such event, the owner of the Property shall reimburse the Agency or
City for all costs and expenses related to the curing of said
default. If the Agency or City is not reimbursed for such costs by
the owner of the Property within 30 days after giving notice
thereof, the same shall be deemed delinquent, and the amount
thereof shall bear interest thereafter at a rate of ten percent
(10%) per annum until paid. Any and all delinquent amounts,
together with said interest, costs and reasonable attorneys fees
shall be a personal obligation of the owner of the Property as well
as a lien and charge, with power of sale, upon the Property. The
Agency may bring an action at law against the owner of the Property
to pay any such sums.
The lien provided for in this Section 2 . 4 may be recorded by
the Agency as a Notice of Lien against the Property in the office
of the County Recorder, County of Riverside, signed and
acknowledged, which Notice of Lien shall contain a statement of the
unpaid amount of costs and expenses. The priority of such lien
when so established against the Property shall date from the date
such notice is filed of record and shall be prior and superior to
any right, title, interest, lien, or claim which may be or has been
acquired or attached to such real property at the time of recording
of such lien, but shall be junior and subordinate to matters having
a priority prior to the date such notice is recorded; provided
that, however, said lien shall be subordinate to any bona fide
mortgage or deed of trust and any purchaser at any foreclosure or
trustee's sale under any such bona fide mortgage or deed of trust
as provided in Section 3 . 3 below. Such lien shall be for the use
and benefit of the person filing the same, and may be enforced and
foreclosed in a suit or action brought in any court of competent
jurisdiction. Any such lien may be enforced by the Agency or City
by taking either or both of the following actions concurrently or
separately (and by exercising either of the remedies set forth
below shall not prejudice or waive its rights to exercise the
remedy) : (i) bring an action at law against the defaulting party
personally obligated to pay such lien or (ii) foreclose such lien
FS2\178\014084-00M2028581.3 04/14/93 -8-
194C9S
in accordance with the provisions of Section 2924 of the California
Civil Code applicable to the exercise of powers of sale or
mortgages and deeds of trust, or any other manner permitted by
California law.
Upon the timely curing of any default for which such lien was
recorded, the City or Agency shall record an appropriate release of
such lien, and sign any other documents reasonably necessary to
satisfy title insurance requirements, upon payment by the owner of
the Property of a reasonable fee to cover the costs of preparing
and recording such release, together with the payment of such other
costs, including without limitation, reasonable attorneys fees,
court costs, interest, or other fees which have been incurred.
ARTICLE III
ENCUMBRANCES, MORTGAGE PROTECTION AND TAXES
3 . 1 Declarant's Breach Not to Default Mortgage Lien.
Declarant's breach of any of the covenants or restrictions
contained in this Declaration or the Disposition and Development
Agreement shall not defeat or render invalid the lien of any
mortgage or deed of trust made in good faith and for value as to
the Property or any part thereof or interest therein, whether or
not said mortgage or deed of trust is subordinated to this
Declaration or the Disposition and Development Agreement; but,
unless otherwise herein provided, the terms, conditions, covenants,
restrictions and reservations of this Declaration and the
Disposition and Development Agreement shall be binding and
effective against the holder of any such mortgage or deed of trust
and any owner of any of the Property or any part thereof whose
title thereto is acquired by foreclosure, trustee's sale, or
otherwise.
3 . 2 Amendments or Modifications to Declaration. No purported
rule, regulation, modification, amendment, and/or termination of
this Declaration or the Disposition and Development Agreement shall
be binding upon or affect the rights of any mortgagee holding a
mortgage or deed of trust upon the Property that is recorded in the
Office of the Riverside County Recorder prior to the date any such
rule, regulation, modification, amendment, or termination is
recorded in such office, without the prior written consent of such
mortgagee.
3 .3 Liens Subordinate. Any monetary lien provided for herein
shall be subordinate to any bona fide mortgage or deed of trust
covering an ownership interest or leasehold or subleasehold estate
in and to the Property and any purchaser at any foreclosure or
trustee's sale (as well as any by deed or assignment in lieu of
foreclosure or trustee's sale) under any such mortgage or deed of
trust shall take title free from any such monetary lien, but
PS2\178\014084-0006\2028581.3 04/14/93 -9-
otherwise subject to the provisions hereof; provided that, after
the foreclosure of any such mortgage and/or deed of trust, all
other assessments provided for herein to the extent they relate to
the expenses incurred subsequent to such foreclosure, assessed
hereunder to the purchaser at the foreclosure sale, as owner of the
Property after the date of such foreclosure sale, shall become a
lien upon the Property and may be perfected and foreclosed as
provided in Section 2 .4.
3 .4 Payment of Taxes and Assessments. Declarant shall pay,
when due, all real estate taxes and assessments assessed or levied
against the Property. Nothing herein contained shall be deemed or
prohibit Declarant from contesting the validity or amounts of any
tax or assessments nor to limit the remedies available to Declarant
with respect thereto.
ARTICLE IV
COVENANTS TO RUN WITH THE LAND
4 . 1 Covenants Running With the Land. This Declaration is
designed to create equitable servitudes and covenants appurtenant
to the Public Parcel and running with the Property. Declarant
hereby declares that all of the Property shall be held, sold,
conveyed, encumbered, hypothecated, leased, used, occupied, and
improved subject to the covenants, conditions, restrictions and
equitable servitudes, all of which are for the purposes of
uniformly enhancing or protecting the value, attractiveness and
desirability of the Property and effectuating the Redevelopment
Plan. The covenants, conditions, restrictions, reservations,
equitable servitudes, liens, and charges set forth herein shall run
with the Property and shall be binding upon all persons having any
right, title, or interest in the Property, or any part thereof,
their heirs, successive owners and assigns; shall inure to the
benefit of every portion of the Public Parcel and any interest
therein; shall inure to the benefit of the Agency, the City and
their successors and assigns and successors in interest; shall be
binding upon Declarant, its successors and assigns and successors
in interest; and may be enforced by the Agency and City.
Agency and Declarant hereby declare their understanding and
intent that the burden of the covenants set forth herein touch and
concern the land in that Declarant's legal interest in the Property
is rendered less valuable thereby. Agency and Declarant hereby
further declare their understanding and intent that the benefit of
such covenants touch and concern the land by enhancing and
increasing the enjoyment and use of the Property by the citizens of
the City and by furthering the public purposes for which the Agency
was formed.
FS2\178\014084-0006\2028581.3 04/14/93 -1 0-
19IC95
4.2 Agreement Among Declarant. Agency, and City. The
Declarant, in exchange for entering the Disposition and Development
Agreement by the Agency and granting of the Site Plan by City,
hereby agrees to hold, sell, and convey the Property subject to the
covenants, conditions, restrictions, and reservations of this
Declaration. Declarant also grants to the Agency and City the
right and power to enforce the covenants, conditions, restrictions,
and reservations contained in this Declaration against the
Declarant and all persons having any right, title, or interest in
the Property, or any part thereof, their heirs, successive owners,
and assigns.
ARTICLE V
TERM
The covenants, conditions and restrictions contained in this
Declaration shall remain in effect until July 27, 2008 , which is
the expiration date of the Redevelopment Plan; provided that,
however, the covenants contained in Section 1. 5 shall remain in
effect in perpetuity.
ARTICLE VI
MISCELLANEOUS
6. 1 Modification. This Declaration may not be modified,
terminated, or rescinded, in whole or in part, except by a written
instrument duly executed and acknowledged by the parties hereto,
their successors, or assigns and duly recorded in the Office of the
County Recorder, County of Riverside.
6. 2 Governing Law. This Declaration shall be governed by and
construed in accordance with the laws of the State of California.
6. 3 Severability. The invalidity or unenforceability of any
provision of this Declaration with respect to a particular party or
set of circumstances shall not in any way affect the validity and
enforceability of any other provision hereof, or the same provision
when applied to another party or to a different set of
circumstances.
PS2\178\014084-0006\2028581.3 04/14/93 -1 1-
,r
1911G95
6.4 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: COMMUNITY REDEVELOPMENT AGENCY
OF THE CITY OF PALM SPRINGS
3200 East Tahquitz Canyon Way
Palm Springs, CA 92263
Attn: Executive Director
City: CITY OF PALM SPRINGS
3200 East Tahquitz Canyon Way
Palm Springs, CA 92263
Attn: City Manager
With Copy to: RUTAN & TUCKER
P.O. Box 1950
611 Anton Blvd. , Suite 1400
Costa Mesa, CA 92626
Attn: David J. Aleshire, Esq.
Declarant: VILLAGE FLORIST GIFT SHOPPE
181 North Indian Avenue
Palm Springs, California 92262
Attn: Gerald Wantland
With Copy to: Mr. Kipp Lyons
400 S. Farrell Drive, Suite B 200-2
Palm Springs, California 92262
Any notice delivered personally 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.
6.5 Counterparts. This Declaration may be executed in any
number of counterparts each of which shall be an original but all
of which shall constitute one and the same document.
PS2\178\014084-0006\2028581.3 04/14/93 -1 2-
194695
IN WITNESS WHEREOF, the undersigned have executed this Agreement
as of the date first written above.
"DECLARANT"
GERALD WAYNE WANTLAND, as Trustee of
the Gerald Wayne Wantland Revocable
Trust,7
Byq ' ra-v
b
J'
HERBERT JAMES LANE, as Trustee of the
Herbert James Lane Rab1E�Tr'fut
y.
F82NOM014084-0006\2028581.3 04/14/93 -1 3-
y r
194C95
"AGENCY"
COMMUNITY REDEVELOPMENT AGENCY
OF THE SPRINGS,
a p lic body, co r to and politic
By:
E c ve Dihpctor
ATTEST:
AMOV€b BY THE CITY COUNCIL
BY Rf,& Mo. /duo?0 -5-7 Y3
Sec etary 77
"CITY'•
CITY PALM GS,
a mu icipal corpora i
.7
By:
Ci ger
ATTEST:
B
APPROVED BY THE COMMUNITY
_-
ty Clerk AGE14CY BY RES. NO.
APPROVED AS TO FORM:
RUTAN & TUCKER
C
David leshire,
Agency Counsel and
City Attorney
FS2\178\014084-00W2028581.3 0A/14/93 -1 4-
• 19��95
STATE OF CALIFORNIA )
ss.
COUNTY OF RIVERSIDE )
On the day of 199 , 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
direction of its legislative body.
WITNESS my hand and official seal.
19-1 G 9 S-
State of California
SS. '
County of Riverside
On April 27 , 1993 , before me, ELAINE L. SCHWARTZ , Notary Public,
personally appeared *** J. SUMICH AND ROBERT W. PARKINS ***,
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
signatures on the instrument the persons, or the entity upon behalf
of which the persons acted, executed the instrument.
WITNESS my hand and official seal. a °;; . oFFianLNOTaaysEnL
ee o Notary Public—California
Notary Public q RIVERsioecouNry
,� ..o°`\ N1Y Comm Expires FEB 03.1995
Notary Public
(SEAL)
FS2\178\014084-0006\2028581.3 04/14/93 —1 6—
191s Cos J
STATE OF CALIFORNIA)
) ss.
COUNTY OF RIVERSIDE)
On the day of , 19 , before me, the undersigned,
a Notary Public in and for said County and State, 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
on behalf of GERALD WAYNE WANTLAND as Trustee of
the Gerald Wayne Wantland Revocable Trust, and acknowledged to me
that such executed the within instrument
pursuant to its bylaws or a resolution of its board of directors.
1911G9
State of California
SS.
County of Riverside
On April 19 , 1993 , before me, ELAINE L. SCHWARTZ , Notary Public,
personally appeared *** GERALD WAYNE WANTLAND AND HERBERT JAMES
LANE***, 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 signatures on the instrument the persons, or the entity upon
behalf of which the persons acted, executed the instrument.
p u
WITNESS my hand and official seal.
O
F NOTARY SEAT.
LAINEL SCHWARTZ
r / ic—Calfomallotary Publ ' c IVERE COUN Yomm. pires FMS 03 I906
(SEAL) Notary Public
PS2\178\014084-0006\2028581.3 04/14/93 —17—
19.1695
ATTACHMENT NO. 1
LEGAL DESCRIPTION OF THE PROPERTY
PARCEL 1:
THE SOUTH HALF OF THE EAST HALF OF LOT 3 IN BLOCK 23 OF PALM SPRINGS
AND THE NORTH 25 FEET OF THE EAST HALF OF LOT 4 IN BLOCK 23 OF PALM
SPRINGS, AS SHOWN BY MAP ON FILE IN BOOK 9 PAGE 432, OF MAPS, RECORDS
OF SAN DIEGO COUNTY, CALIFORNIA.
FS21178%014084-0006U028581.3 04/14/93 ATTACHMENT NO. 1
ATTACHMENT NO. 2
DEPICTION OF PUBLIC PARCEL
Ol
THE 51TE
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06
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2
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ALEJO RO
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t
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--�-- ---- __ AM/TY VEC/NP -_-
257.50' CI"17r MA
�\ = ENTIRE EXISTING PARCEL .;)`CJ BASIS OF BEAR/NGS
INCLUDING THE SITE ` THE HEARING OF NO°08'K AS SHOWN FO,2 N.
PALM CANYON OR.PER M.8.9 P5.432 5.A WA5
O.5ED A5 THE HAS 15 09BEXAMIC6 ACK TX/S MAP.
CITY OF PALM SPRINGS
DEPARTMENT OF PUBLIC WORKS ENGINEERING DIVISION
EXHIBIT'A`-THE PARCEL � THE SITE APPROVED `APR/L Y ,1y93
28ZO9
LEGAL DESCR/PT/O1V:,HEs,,,,HALFOfrnE E Y ENGI E R R.C.E.
EAST HALF OF LOT 5IN BLOIX 23 OF PALM SPRINGS AND THE NOPFH DESIGN BY SCALE I FILE Ne'
AS SHOWN BYHMAPONf/LE' NBOOX 9 PAGE/4 2 OFOAAPY RECORDS R.A, //f=Saf LLA93-0Z
OF SAkI DIEGO COUNTY,CALIfORN/A. CHECKED BY Ow G. H. SHEET HA
D.M.P. / 1 of l
ATTACHMENT NO. 2
FS2\178\014084-0006\2028581.3 04114193