HomeMy WebLinkAbout1990-092
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RESOLUTION NUMBER
90-92
2 RESOLUTION OF THE CITY OF SAN BERNARDINO AUTHORIZING AND
DIRECTING THE EXECUTION OF JOINT DEVELOPMENT BETWEEN THE CITY OF
3 SAN BERNARDINO AND CFB INVESTMENTS, LTD.
4 BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY
OF SAN BERNARDINO AS FOLLOWS:
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Section 1.
(a) The Mayor of the City of San Bernardino is hereby
authorized and directed to execute, on behalf of the City, a
Joint Development Agreement between the City of San Bernardino
and CFB Investments, Ltd., with such non-substantive changes to
said Agreement as may be approved by the Mayor and City
Attorney, which agreement is attached hereto as Exhibit "1", and
is incorporated herein by reference as though fully set forth at
length.
(b) The authorizations to execute the above referenced
agreement is rescinded if the parties to the agreement fail to
execute it within sixty (60) sixty days of the passage of this
resolution.
I HEREBY CERTIFY that the foregoing resolution was duly
adopted by the Mayor and Common Council of the City of San
meeting thereof, held on the
, 1990 by the following vote, to
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RESOLUTION OF THE CITY OF SAN'BERNARDINO AUTHORIZING AND DIRECTING
THE EXECUTION OF A JOINT DEVELOPMENT AGF,EEMENT BETWEEN CITY AI\ID
CFB INVE'STMENTS, LTD. .
AYES:
Councilpersons Estrada, Reilly, Maudsley,
Pope-Ludlam. Miller
NAYES:
C:01mci 1 Member Flores
ABSENT:
C01lnr"'!i 1 Memher Minor
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~??A~A ~4t/
. City Clerk
7 The foregoing resolution is hereby approved this ~I day of
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March
--,
, 1990.
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, MAYOR
Bernardino
Approved as to form
and legal content:
JAMES F. PENMAN,
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3-13-90
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Recording Requested By:
REDEVELOPMENT AGENCY
When Recorded Mail tot
REDEVELOPMENT AGENCY OF THE
CITY OF SAN BERNARDINO
300 North "0" Street, Fourth Floor
San Bernardino, California 92418-0001
JOINT DEVELOPMENT AGREEMENT
By and Between
THE REDEVELOPMENT AGENCY OF THB CITY
of SAN BERNARDINO, the CITY OF SAN BERNARDINO,
CALIFORNIA,
and
CFB INVESTMENTS, LTD.
A California Limited Partnership
EXHIBIT "1"
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JOINT DEVELOPMENT AGREEMENT
(SETTLEMENT AGREEMENT AND MUTUAL GENERAL RELEASE)
THIS AGREEMENT, made this i'}t/l day of
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1990, by and between the Redevelopment Agency of the CITY OF SAN
BERNARDINO, (the "Agency"), the city of San Bernardino, a
charter City duly organized and existing pursuant to the Consti-
tution of the State of California (hereinafter referred to as
"City"), and CFB INVESTMENTS, LTD., a California limited part-
nership (hereinafter referred to as "CFB"). The additional
party, which in this Agreement is referenced as CFB's "Prede-
cessor in Interest" is Clemens SL, a California Limited
Partnership ("Clemens").
SECTION 1. Recitals.
1.1 The Agency, through the City's Community Development
Department (hereinafter "COD"), administers various housing pro-
grams, including programs, projects and activities funded by the
Agency's Low to Moderate Income Housing Fund (hereinafter the
"Fund"). Using money obtained from the Fund, the COD provides
attractive financing, with varying terms and conditions, to
persons seeking to develop or rehabilitate rental housing within
the city.
1.2 CFB is the owner of the real property located en-
tirely within the city, the legal description of which is
attached to this Agreement as Exhibit "A" (the "Property").
The
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Property currently consists of approximately seventeen (17)
acres of raw land (the "Acreage") through which a portion of the
proposed "New" Pine Avenue will pass, from Kendall Drive to the
boundary of the Acreage, and of three (3) apartment buildings
containing a total of thirty-six (36) units (the "Thirty-Six
(36) Units"), located on what is described as Tentative Tract
1215-1, a division of Parcel "4" of Parcel Map 6985 is in
preparation for execution and recordation, so said Thirty-six
(36) Units can be separately conveyed in accordance with the
California Subdivision Map Act. CFB is currently in escrow to
sell the Thirty-Six (36) Units to an independent third party,
the closure of which is scheduled for March 16, 1990, contingent
only on recordation of the Tract Map. Copies of the escrow in-
structions and Buyer's letter of intent are attached as supple-
mental documents to this Agreement.
1.3 On December 4, 1984, the Planning Commission of the
City of San Bernardino approved Tentative Tract Maps Numbered
12150 and 12151 and Conditional Use Permit Number 84-63, permit-
ting a three-hundred, eighteen (318) unit planned apartment pro-
ject on the Property.
1.4 On August 1, 1985, the Housing Authority of the
County of San Bernardino issued Series "F" MUlti-Family Mortgage
Revenue Bonds (the "Bonds") to provide $12,400,000.00 for
financing the acquisition, construction and equipping of three
hundred (300) of the three-hundred, eighteen (318) units autho-
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rized by Conditional Use Permit Number 84-63.
1.S Prior to 1987 CFB's Predecessor in Interest had var-
ious tract maps approved and were issued building permits to
construct apartments on the Property. In June of 1986, con-
struction of the Thirty-Six (36) Units commenced. In March of
1987, Jay Christopher Saldecke and Barbara L. Sky filed suit
against the city (San Bernardino Superior Court Case Number
236836), contending that the city's General Plan did not comply
with applicable provisions of the State Planning and Zoning Law.
The City, on April 6, 1987, adopted Ordinance Number MC-S88 as
an urgency ordinance to take effect the same day, and remain in
effect for forty-five (45) days. Ordinance MC-588 effected a
moratorium on the entire Property, including the Thirty-Six (36)
Units which were then under construction. While Ordinance MC-
588 was in effect, the City applied to the State Office of Plan-
ning and Research ("OPR") and OPR eventually granted an exten-
sion of the time period in which the City had to develop and
approve its General Plan. In July of 1987, the city filed a
Complaint for Declaratory Relief (San Bernardino County Superior
Court Case NUmber 238755) requesting, among other things, a de-
claration concerning whether CFB's Predecessor in Interest had
established the right to continue building apartments on the
Property. CFB's portion of the Declaratory Relief action resul-
ted, on April 4, 1988, in the trial court's decision in CFB's
favor. The city appealed this decision and the Court of
Appeals, Fourth Appellate District (Case Number E005396)
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affirmed the trial court's decision. On November 15, 1989, the
Supreme Court of the State of California denied the city's
Petition for Review (Case Number S012172).
1.6 On December 6, 1989, CFB filed a complaint against
the City in the United States District Court, Central District
of California (Case Number SACV89-842JSL). In addition, certain
disputes and controversies have arisen concerning the Property,
CFB's entitlement to develop the Property, and CFB's right to
obtain reissuance of, and/or use of, the Bonds.
SECTION 2. Actions. Covenants. and Performance bv CFB.
2.1 In consideration for the payment called for by
Paragraph "3" below, CFB will, on the Effective Date, dismiss
with prejudice as to all Parties, each Party bearing its own
costs, Case Number SACV89-842JSL). In this regard, the City and
CFB hereby irrevocably authorize and direct their attorneys of
record to execute, deliver, and cause to be filed the dismissal
with prejudice.
2.2 As soon as is practicable after the Effective Date,
but not later than sixty (60) days after such date, CFB will
commence construction, at its own expense, on that portion of
"New" pine which starts at the proposed intersection with
Kendall Drive and extends to the boundary of CFB's Property. CFB
and the city agree that such construction shall be in accordance
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with the detailed plans of the location and street elevations
previously drawn and approved by the City and submitted to the
Southern California Municipal Water District. Furthermore, CFa
will cooperate with the city, and grant the city easements and
rights of access onto its Property to continue the construction
of "New" Pine from its boundary through the adjoining property
to Irvington Avenue. CFB hereby agrees to complete its portion
of "New" Pine from Kendall Drive to the boundary of the Acreage
on or before the passing of one-hundred, eighty (180) calendar
days. CFB will also use its best efforts to ensure that the
owners of the adjoining property through which "New" Pine will
pass will dedicate the right of way to the city so that
construction of "New" Pine Avenue can continue, unin terrupted,
from Kendall Drive to Irvington Avenue and in accord with
Paragraph ")" below. (Attached as a supplement to this
Agreement is a consent from the adjoining owner to such
dedication. )
2.) CFB will delete one (1) building, originally calling
for twelve (12) apartment units, from its development plans and
will reserve, from that part of the Property located to the west
of "New" pine a parcel, no smaller than 44,000 square feet and
no larger than 60,000 square feet for the development of a day
care center/preschool facility. CFB further agrees that, not
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tional Use Permit (CUP) tor construction ot the day care/pre-
school facility. Concurrently, CFB will submit to the City for
its approval, which approval the City agrees to reasonably grant
to any properly licensed, reputable entity in sound financial
condition, designated by CFB to be the operator of the day
care/preschool facility.
As further assurance to the city, CFB agrees that if
construction of the proposed day care/preschool facility has not
commenced within twelve (12) months from the issuance of the
initial Certificate of Occupancy referred to above, the City
shall then have the right of first refusal to purchase, in ac-
cordance with the document attached as Exhibit "B" to this
Agreement, the parcel previously designated as the day care/pre-
school site.
2.4 On the Effective Date, CFB will sign, execute and
deliver to the city for recordation, covenants running with the
land pursuant to California Civil Code Section 1468 covering the
following items:
2.4.1. CFB's obligation to construct "New" Pine as
required by Paragraph 2.2 above;
2.4.2. CFB's obligation to provide upgraded, inten-
sive landscaping as part of the development of its apartment
project. In this regard a preliminary landscape development
statement is attached as a supplemental document to this
Agreement;
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2.4.3.
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The inclusion of concrete tile roofs with
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SECTION 3. Aotions bv the city.
3.1 On the Effective Date, City will authorize the
Redevelopment Agency to pay to CFB the sum of $1,650,000.00,
which funds are to be used in substantial compliance with the
Use of Funds document attached as Exhibit "E" to this Agreement
and will sign and deliver its consent to the dismissal with
prejudice required by Paragraph "2.1" above.
3.2 City agrees to advance the funding necessary for CFB
to complete that portion of "New" Pine Avenue from the boundary
of the Acreage to Irvington Avenue, with such funding to come
from the Verdemont-Area Infrastructure Financing Plan or such
other funding sources the City deems appropriate. City will be
reimbursed by all new developments, excepting CFB, benefiting
from the implementation of the Verdemont-Area Infrastructure
Plan.
3.3 The City acknowledges that, except as modified by
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approvals according to the regulations, and ordinances then in
effect.
3.4 The City will take such actions and grant such appro-
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vals for the development of the balance of the Property in a
manner best designed to carry out, in the most expeditious
fashion, the spirit and terms of this Agreement.
SECTION 4. The Parties Intent.
4.1 Upon the consummation of this transaction, the City
and the Agency on one hand, and CFB and its Predecessor in
Interest on the other, will take action required by, and will
execute and deliver this Agreement, thereby settling claims
which are denied and contested. Nothing contained in this
Agreement shall be construed as an admission by any Party of the
liability of any kind to any other Party. Each Party denies any
liability of any kind to any other Party. Each Party denies any
liability in connection with any claim and intends merely to
avoid further costly litigation and fully and finally resolve
the disputed matters.
4.2 The Parties further intend that this Agreement and
all releases and discharges shall run to the benefit of each of
the Parties, their respective agents, partners, shareholders,
elected officials, employees, representatives, officers, direc-
tors, divisions, subsidiaries, affilitates, assignees, heirs,
and successors in interest (the "Benefited Parties").
SECTION S. Mutual General Release and Covenant Not to Sue.
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5.1 Except for performance required under this Agreement,
and pursuant to any statute, Ordinance, Permit, Map, or Regu-
lation applicable to the Parties or the Property, each of the
Parties hereby releases and forever discharges the other and all
Benefited Parties from any claim, demand, damage, debt, liabi-
lity, obligation, cost, expense, and cause of action of every
kind, whether known or unknown, which any Party now has or
holds, or at any time has had or claimed, against any other
Party, arising out of or connected with any contract, express or
implied, liability, matter, cause, fact, thing, act or omission
occuring or existing at any previous time up to and including
the Effective Date of this Agreement.
5.2 Each Party agrees that it will not make, assert, or
maintain against anyone released in this Agreement any claim,
demand, action, suit or proceeding arising out of, or in connec-
tion with, the matters released. This Agreement supersedes all
prior agreements and correspondence between the parties and is
in lieu of any rights which any Party may otherwise have against
any other, except for performance required under this Agreement
or pursuant to any Statute, Ordinance; Permit, Map or Regulation
applicable to the Parties or the Property.
5.3 The Parties acknowledge that they have been informed
of the provisions of California civil Code Section 1542 and each
hereby expressly waives and relinquishes all rights and benefits
which they have or may have had under that Section, which reads
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as follows:
"A general release doe. not extend to olaim.
whioh the oreditor doe. not know or .uspect to
exist in his favor at the time of executing the
release, whioh if known by him must have mater-
ially affeoted his settlement with the debtor."
5.4 The Parties acknowledge that they are aware that they
may sUbsequently discover facts different from or in addition to
what is now known or believed to be true with respect to the
matters released, and agree that these releases shall be and
still remain in effect in "all respects as complete and general
releases, notwithstanding any such different or additional
facts.
SECTION 6. Condominium Conversion.
CFB, its successors in interest, or any subsequent pur-
chaser, agrees not to convert any of the apartment units still
to be constructed using monies from the Fund to condominium
ownership or any form of cooperative ownership for at least a
fifteen (15) year period beginning on the later of (1) the first
day of which at least fifty percent (50%) of the designated
units in the project are first occupied, or; (ii) the Delivery
Date, and ending on the date which is fifteen (15) years there-
after.
The Thirty-six (36) Units are specifically excluded from
Anti-Disorimination.
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7.1 CFB covenants by and for itself and any successors in
interest that there shall be no discrimination against or segre-
gation of any person or group of persons on account of race,
color, creed, religion, sex, marital status, age, handicap, na-
tional origin or ancestry in the sale, lease, sublease, trans-
fer, use, occupancy, tenure or enjoyment of the Property, nor
shall CFB itself or any person claiming under or through it
establish or permit any such practice or practices of discrimi-
nation or segregation, with reference to the selection, loca-
tion, number, use or occupancy of tenants, lessees, subtenants,
sublessees or vendees of the Property. The foregoing covenants
shall run with the land.
7.2 Participant shall refrain from restricting the ren-
tal, sale or lease of the Property on the basis of race, color,
creed, religion, sex, marital status, handicap, national origin
or ancestry of any person. All such deeds, leases or contracts
shall contain or be subject to substantially the following non-
discrimination or non-segregation clauses:
7.2.1. In deeds: "The grantee herein covenants by
and for himself or herself, his or her heirs, executors, ad-
ministrators 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, handicap,
national origin or ancestry in the sale, lease, sublease, trans-
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fer, use, occupancy, tenure or enjoyment of the land herein
conveyed, nor shall the grantee himself or herself or any person
claiming under or through him or her, establish or permit any
such practice or practices of discrimination or segregation with
reference to the selection, location, number, use or occupancy
of tenants, lessees, subtenants, sublessees or vendees in the
land herein conveyed. The foregoing covenants shall run with
the land."
7.2.2. In leases: "The lessee herein covenants by
and for himself or herself, his or her heirs, executors, admini-
strators and assigns, and all persons claiming under or through
him or her, and this lease is made and accepted upon and subject
to the following conditions:
"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, handicap, age
ancestry or national origin in the leasing, subleasing, trans-
ferring, use, occupancy, tenure or enjoyment of the premises
herein leased nor shall the lessee himself or herself, or any
person claiming under or through him or her, establish or permit
any such practice or practices of discrimination or segregation
with reference to the selection, location, number, use or occu-
pancy of tenants, lessees, sublessees, subtenants or vendees in
the premises herein leased."
7.2.3. In. contracts: "There shall be no discrimina-
tion against or segregation of, any person, or group of persons
on account of race, color, creed, religion, sex, martial status,
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age, handicap, ancestry or national origin, in the sale, lease,
sublease, transfer, use occupancy, tenure or enjoyment of the
premises, nor shall the transferee himself or herself or any
person claiming under or through him or her, establish or permit
any such practice or practices of discrimination or segregation
with reference to the selection, location, number, use or occu-
pancy of tenants, lessees, subtenants, sublessees or vendees of
the premises."
SECTION 8. Anti-Kickback provisions: Eaual Emplovment
Opportunity.
All contracts for construction or repair using Funds provi-
ded under this Agreement shall include a provision for compli-
ance to the Copeland "Anti-Kickback Act" (18 U.5.C. 874) as
supplemented in Department of Labor Regulations (29 CFR, Part
3). This Act provides that each contractor or subcontractor
shall be prohibited from inducing, by any means, any person em-
ployed in the construction, completion or repair of public work,
to give up any part of the compensation to which he/she is
otherwise entitled. CFB shall report all suspected violations
to the city. All contracts in excess of $10,000.00 entered into
22 by CFB using Funds provided under this Agreement shall contain a
23 provision complying with Equal Employment Opportunity provisions
24 established by Executive Order Number 11246, as amended.
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26 SECTION 9. Hold Harmless.
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1 9.1 CFB agrees to indemnify, save and hold harmless the
2 City, Agency and their employees and agents from all liabilities
3 and charges, expenses (including counsel fees), suits or
4 losses, however occurring, or damages, arising or growing out of
5 the use of, or receipt of, funds paid under this Agreement and
6 all operations under this Agreement. Payments under this Agree-
7 ment are made with the understanding that the city and Agency
8 are not involved in the performance of services or other activi-
9 ties of CFB. CFB and its employees and agents are independent
10 contractors and not employees or agents of the city or Agency.
11 9.2 CFB shall defend assume all responsibility for and
12 hold the Agency, the City and their respective officers, agents
13 and employees, harmless from, all claims or suits for, and da-
14 mages to, property and injuries to persons, including accidental
15 death (including attorneys fees and costs), which may be caused
16 by any of CFB's activities under this Agreement, whether such
17 activities or performance thereof be by CFB or anyone directly
18 or indirectly employed or contracted with by CFB and whether
19 such damage shall accrue or be discovered before or after termi-
20 nation of this Agreement. CFB shall take out and maintain a
21 comprehensive liability and property damage policy in the amount
22 of One-Million Dollars ($I,OOO,OOO) combined single limit po-
23 licy, including contractual and public liability, as shall pro-
24 tect CFB, city and Agency from claims for such damages until two
25 (2) years after the issuance of a Certificate of Completion for
26 all of CFB's improvements.
27 9.3 eFB shall furnish a certificate of insurance counter-
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24 This Agreement may be amended or modified only by written
25 agreement by both Parties, and failure on the part of either
26 Party to enforce any provision of this Agreement shall not be
27 construed as a waiver of the right to compel enforcement of any
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signed by an authorized agent of the insurance carrier on a form
of the insurance carrier setting forth the general provisions of
the insurance coverage. This countersigned certificate shall
name the City and Agency and their respective officers, agents,
and employees as additional insureds under the policy. The cer-
tificate by the insurance carrier shall contain a statement of
obligation on the part of the carrier to notify City and the
Agency of any material change, cancellation or termination of
the coverage at least thirty (30) days in advance of the effec-
tive date of any such material change, cancellation or termina-
tion. Coverage provided hereunder by CFa shall be primary insu-
rance and not contributing with any insurance maintained by City
or Agency, and the policy shall contain such an endorsement. The
insurance policy or the certificate of insurance shall contain a
waiver of subrogation for the benefit of the city and Agency.
9.4 CFa shall also furnish or cause to be furnished to
Agency and City evidence satisfactory to Agency and city that
any contractor with whom it has contracted for the performance
of work on the Property or otherwise pursuant to this Agreement
carries Workers' Compensation insurance as required by law.
SECTION 10. Amendment.
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3 SECTION 11. Assiqnment.
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5 This Agreement shall not be assigned by CFB without the
6 prior written consent of the city and Agency, which consent will
7 not be unreasonably withheld.
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SECTION 12. Notices.
All notices herein required shall be in writing and deli-
vered in person or sent certified mail, postage prepaid, addres-
sed as follows:
As to city/Agency
As to CFB
Director
Community Development Department
City Hall, Fifth Floor
300 North "D" street
San Bernardino, CA 92418-0001
CFB and Clemens
c/o Donald J. Regan
245 Fischer Avenue
Suite D-l
Costa Mesa, Calif. 92626
19 Notice is effective seventy-two (72) hours after delivery by
20 United states mail.
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22 SECTION 13. CooDeration.
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Each of the Parties agrees to cooperate with each and every
other Party in doing all acts contemplated or required under
this Agreement including, without limitations, the processing of
all applications.
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SECTION 14. Entire Aareement.
This Agreement and any document or instrument attached here-
to or referred to herein integrates all terms and conditions
mentioned herein or incidental hereto, and supercedes all nego-
tiations and prior writing with respect to the subject matter
hereof. In the event of conflict between the terms, conditions
or provisions of this Agreement, and any such document or in-
strument, the terms and conditions of this Agreement shall pre-
vail. Should suit be brought to enforce or interpret any part
of this Agreement, the prevailing party shall be entitled to
recover as element of costs of suit and not as damages, reason-
able attorneys' fees to be filed by the court. The prevailing
party shall be the party entitled to recover his/her costs of
suit, regardless of whether such suit proceeds to final judg-
ment. A party not entitled to recover his/her costs shall not
be entitled to recover attorneys' fees.
SECTION 15. Exhibits.
By this reference, each of the Exhibits described below are
incorporated into and made a part of this Agreement as though
fully set forth at length, and each of the Parties agrees to
perform under and take the action required by any Exhibit.
The Exhibits are:
(i) Legal Description of the Property, (Section 1.2).
03/13/1990
18
.
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
(ii) Form of Right of First Refusal, (Section 2.3).
(iii) Form of Conditions, Covenants, and Restrictions
(CC&Rs), (Section 2.4).
SECTION 16. Supplemental Documents.
The following documents are attached as Supplemental Infor-
mation and are not a part of this Agreement.
(i) Escrow Instructions, sale of the Thirty-Six (36)
Units, together with Buyer's letter of intent to re-establish
the condominium regime and estabiish a homeowners' association,
(Section 1.2)
(ii) A commitment from California Properties Fund, owner
of the Property through which "New" Pine will be extended to
Irvington Avenue to dedicate the right of way necessary for
construction, (Section 2.2).
(iii) Landscape Development Statement, (Section 2.4.2).
SECTION 17. Third Party Beneficiaries~
No third party shall be deemed to have any rights hereunder
against any of the parties hereto as a result of this Agreement.
The filing of third party lawsuits against any Party relating to
the Property or this Agreement or to other development issues,
will not be a reason to delay or stop the development, proces-
sing of any applications, construction, the issuance of building
permits, issuance of certificates of occupancy unless the third
03/13/1990
19
.
party obtains a court order preventing the activity.
No Party
hereto will stipulate to the issuance of any such court order.
SECTION 18. Effective Date.
The Effective Date of this Agreement is March ~~, 1990.
03/13/1990
20
JOINT DEVELOPMENT AGREEY~NT 8ETWEEN CITY, AGENCY AND
CFB INVESTMENTS, LTD.
, ,
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
IN WITNESS WHEREOF, the Parties hereto have executed this
Agreement on the day and year first hereinabove w ten.
ATTEST I CITY OF SAN BERN RDINOI
~~/j'l/,{)?'~Y
, City Clerk MAYOR
ATTEST I
19 Approved as to form
and legal content:
20
21
22
F. PENMAN,
A torney ~~
::~v ?~ ~,Sl,
23 DENNIS A. BARLOW,
:~~,J
26 03/13/90
27
28
.'
, CHAIRMAN
CFB INVE~TMENTS, LTD.I
(,/,
BY. \' I ~.' /'
. 11,).:....'. .
Sara C. Re an '"
Sole General Partner
CLEMENS, S.L., a California
Limit Partnership, of which all
of the General Partners are the
followinq three (3) Individuals
and one (1) Corporation I
~I '. ~. 7
'j.J.h /!
BY: ' , ,(,L.
Donald J
G neral P
,
,,"'-..J /
C/ -. :....,..:7"/! / /
BY: . .-/f-';-',/ " " /:-_/ j'~
J mes R. White
General Partner
~ i7 ~~C. I
A-::y ,
resident
21
LEGAL DESCRIPTION
PARCEL Cl
PARCEL 3 OF PARCEL MAP 6985, IN THE CITY OF SAN BERNARDINO,
COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AS PER MAP
RECORDED IN BOOK 72 OF PARCEL MAPS, PAGES 53 AND 55, INCLU-
SIVE, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
PARCEL D:
PARCEL 4 OF PARCEL MAP 6985, IN THE CITY OF SAN BERNARDINO,
COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AS PER MAP
RECORDED IN BOOK 72 OF PARCEL MAPS, PAGES 53 TO 55, INCLU-
SIVE, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
EXCEPTING THEREFROM ALL THAT PORTION LYING WITHIN TRACT
12146, AS PER MAP RECORDED IN BOOK 170 OF MAPS, PAGES 65 AND
66, IN THE OFFICE OF THE COUNTY RECORDER.
ALSO EXCEPTING THAT PORTION LYING WITHIN TRACT 12148, AS PER
MAP RECORDED IN BOOK 170 OF MAPS, PAGES 67 AND 68, IN THE
OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
ALSO EXCEPTING THEREFORM TENTATIVE TRACT 12151, BEING A
DIVISION OF PARCEL 4.
PARCEL El
PARCEL 2, PARCEL 6505, IN THE CITY OF SAN BERNARDINO, COUNTY
OF SAN BERNARDINO, STATE OF CALIFORNIA, AS PER MAP RECORDED
IN BOOK 64 OF PARCEL MAPS, PAGES 49 AND 50, RECORDS OF SAID
COUNTY.
1ab/3745
3/13/90
EXHIBIT "A"
RIGHT OF PIRST REFUSAL
1. PARTIES.
The Parties to this Agreement are the City of San
Bernardino (the "City"), the Redevelopment Agency of the City
of San Bernardino (the "Agency"), and CFB Investments, Ltd.,
a California Limited Partnership ("CFB").
2. FACTS.
2.1 The City, Agency and CFB are, concurrently with
this Right of First Refusal Agreement, entering into a
comprehensive settlement agreement (the "Basic Agreement").
Pursuant to the Basic Agreement, CFB will designate a speci-
fic site (the "School Site") within the boundaries of its
Property on which it is proposed that a day care/preschool
facility will be constructed within a set time limit set
forth in the Basic Agreement.
2.2 To protect the city's interest, CFB has agreed to
give the city the right of first refusal to purchase the
School site, and pending the specific location of the site,
to permit this Right of First Refusal Agreement to be
recorded as an encumbrance against Parcel 3 of Parcel Map
Number 6985 in the City of San Bernardino, County of San
Bernardino, as per Map recorded in Book Number 72 of Parcel
Maps, Pages Number 53, 54 and 55, in the Office of the San
Bernardino County Recorder ("Parcel 3").
3. DESIGNATION OF SCHOOL SITE.
Prior to the commencement of the construction of any
apartment on Parcel 3, CFB intends to specifically locate and
provide a separate legal description for the School Site. On
request from CFB, therefore, the City and Agency will execute
such documents as are necessary to release the balance of
Parcel 3 from the lien of this Right of First Refusal
Agreement.
4. GRANT RIGHT OF FIRST REFUSAL.
As consideration for the City and Agency's execution of
and performance under the Basic Agreement, CFB hereby grants
and the city and Agency hereby accept, an irrevocable right
of first refusal to purchase the School Site. Until the
School site has been specifically described, CFB agrees that
it will not sell, lease, convey, transfer, or option any
portion of Parcel 3 without the City and Agency's prior
written consent.
03/13/90
EXHIBIT "B"
~
I
RIGHT OF FIRST REFOSAL AGREEMENT .
Maroh 13, 1990
paqe -2-
5. TIMING AND METHOD OF EXERCISING RIGHT OF FIRST REFOSAL.
At least fifteen (15) days prior to a proposed sale of
the School site, CFB shall give the City a written notice
setting forth the fact that there is a bona fide offer and
containing the name of the offeree, the price, and all
pertinent terms. The City shall have thirty (30) days from
receipt of this notice to exercise its right to purchase the
School Site on the terms and conditions set out in the
notice. If the City does not elect to purchase the School
site, CFB may sell it at any time within two (2) months
thereafter to the person, at the price, and at the terms set
out in this notice. If no such sale occurs, the School Site
shall again be subject to all the provisions of this Right of
First Refusal Agreement.
6. BINDING EFFECT. EXPIRATION.
The provisions of this Right of First Refusal Agreement
shall inure to the benefit of and shall be binding upon the
Parties, their assigns, successors in interest, and any party
which might claim an interest in the School Site prior to the
expiration of this Agreement or completion of the school.
This Right of First Refusal Agreement shall terminate on the
earlier of issuance of a certificate of occupancy for the
school, or March 31, 1999.
7. EFFECTIVE DATE.
The Effectiv~ Date of this Right of First Refusal
Agreement is March~, 1990.
7
~$dI~~
/ city Clerk
BY-:
o
ATTEST:
CITY OF SAN BERN
MAYOR
REDEVELOPMENT AGENCy/'UNITY
DEVELOPMENT COMMISS N
-?
Approved as to legal form
and content:
F. PENMAN,
11. torney
c c-:-
./' .~
CFB INVESTMENT , LTD.
DENNIS A. BARLOW,
Agency Counsel
~~
8' . lFflCIAlSEAl
~. NESTOO NAZARIO
. NOTARY Pt:lllIC- CAliFORNIA
SAH IlERNARDINO COOHTY
MY C(Jf1ISSKW EXP SS'T 1. \ 992
--.----.
,
STATE OF CALIFORNIA
. .
COUNTY OF ~\Ov>-. ~
)
)aa.
)
On this ~~ day of March, 1990 before me, the under-
signed, a Notary Public in and for said County and state,
personally appeared WILLIAM ROBERT HOLCOMB, known to me to be
the person who executed this instrument as the CHAIRMAN OF
THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN
BERNARDINO, and acknowledged to me that COMMUNITY DEVELOPMENT
COMMISSION executed the same.
WITNESS my hand and official seal.
;fJ~;V ,
~ , Notary
for said County and State
.-- .
.' " G"F1C1Al Sl:Al
, NESTOR NA7.AllIO
NOTARY PllILIC- CAliFORNIA
SAN BalNAROINO COlIlTY
IlY C(ftIlSSICJl EXl'. S<PT. 1. 'V\I~
STATE OF CALIFORNIA
I
In.
I
I I' .
COUNTY OF . ,dJ\ ! ; ( rlc\ rei! n .',
,/ \1,
On this \ \ - day of March, 1990 before me, the under-
signed, a Notary Public in and for said County and state,
personally appeared WILLIAM ROBERT HOLCOMB, known to me to be
the person who executed this instrument as the MAYOR OF THE
CITY OF SAN BERNARDINO, and acknowledged to me that CITY OF
SAN BERNARDINO executed the same.
WITNESS my hand and official seal.
.~^_..-
OFr:TClMJ oEAL
MM;[;!E WINCE
NOTAi,Y f'LlCLiC C/ILlFOFlNI;\
SAN BeRNARDINO COUNTY
My Corr.m bplrcs Oct 2, 1990
/;1 ) Z '>i-'~
/)-,.,1 i'/)/t i,_~\ (,,1 ( (} ,Notary
for said 'County' and State
;
,
dl1( t'
STATE OF CALIFORNIA
COUNTY OF SC'V'9 {5 e~t1 u~/uz ~
)
)88.
)
On thisJ~ day of March, 1990 before me, the under-
signed, a Notary Public in and for said County and state,
personally appeared SARA C. REGAN known to me to be the
person who executed this instrument as GENERAL PARTNER of CFa
INVESTMENTS, LTD., and acknowledged to me that cra INVEST-
MENTS, LTD., executed the same.
WITNESS my hand and official seal.
)I ~ AJ~~ , Notary
for said County and State
lab/3744
03/13/90
.... - . . (HICIAt SlAt
~. NESTOR NAZARIO
., /IOTARYPlJ8UC-CAlIFfJlHIA
SAN r.ERNARlilfID CCXJIiTY
MY C<n1ISSION ow. SEPT 1,1902
,- ..........-...-....-...
RECORDING REQUESTED BYI
Redevelopment Agency of the
city of San Bernardino
WHEN RECORDED, RETURN TOI
Redevelopment Agency of the
city of San Bernardino
300 North "0" Street
San Bernardino, California 92418-0001
(Recordation Fee Not Applicable
Pursuant to Government Code Section 6103)
-------------------------------------------------------------
AFFORDABILITY COVENANTS AND RESTRICTIONS
Relating to
REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO
SHADOW HILLS VILLAGE REDEVELOPMENT PROJECT
MULTIFAMILY HOUSING DEVELOPMENT PROGRAM
THESE AFFORDABILITY COVENANTS AND RESTRICTIONS made this
/,it;. day of '1rJ,7-1 ell , 1990, between the Redevelop-
ment Agency of the City of San Bernardino, a body, corporate
and politic, being a redevelopment agency duly organized and
existing under the Constitution and laws of the state of
California (the "Agency"), and CFB Investments, Ltd., a
California Limited Partnership (the "Developer"), whose
address is 245 Fischer Avenue, suite 0-1, Costa Mesa, Cali-
fornia, 92626.
PREAMBLE
WHEREAS, the Developer proposes to construct a two-
hundred, twenty-eight (228) unit multifamily residential
housing development in San Bernardino, California, as descri-
bed in Exhibit "C(l)" attached hereto and incorporated herein
by this reference (the "Project") located within the City of
San Bernardino (the "City") to be occupied by individuals of
Low or Moderate Income within the meaning of Health and
Safety Code Section 33000, et sea ., of the State of
California (the "Act"); and
WHEREAS, pursuant to the Act, the Agency proposes to
make a Multifamily Housing Development Grant to the Developer
(the "Multifamily Housing Development Grant") as follows:
PRINCIPAL AMOUNT: One-Million, Six-Hundred, Fifty-
Thousand and 00/100 ($1,650,000.00).
WHEREAS, the Developer recognizes that, pursuant to
Section 33334.3(e) of the Act, certain restrictions shall
apply to the rental requirements of the Project for a period
of years as hereinafter provided; and
03/13/90
EXHIBIT "c"
AFFORDABILITY COVENANTS AND RESTRICTIONS
Shadow Hilla Redevelopment projeot
Multifamily Houain9 Development
page -2-
WHEREAS, in connection with the Project, one-hundred
percent (100%) of the units shall be held available for
occupancy by Low or Moderate Income Residents (as defined
herein) .
WHEREAS, the Act prescribes that the financing, use and
operation of the Project be restricted in certain respects
and in order to ensure that the Project will be financed,
used and operated in accordance with the Act, regulations and
rulings, the Agency and Developer have determined to enter
into these Affordability Covenants and Restrictions.
NOW, THEREFORE, in consideration of the mutual covenants
and undertakings set forth herein, and other good and valu-
able consideration, the receipt and sufficiency of which is
hereby acknowledged, the Agency and the Developer do hereby
contract and agree as follows:
AGREEMENT
SECTION 1.
Definitions and Interoretation.
Unless otherwise expressly provided herein or unless the
context clearly requires otherwise, the following terms shall
have the respective meanings set forth below for all purposes
of these Affordability Covenants and Restrictions:
(a)
33000, rt
"Act" shall mean Health and Safety Code Section
sea ., of the State of California.
(b) "Adjusted Family Income" shall mean the anticipated
total annual income of individuals or families residing or
treated as residing in one residential unit, as calculated in
accordance with Treasury Regulation 1.167(k)-3(b) (3) under
the Code as shall be adjusted for family size.
(c) "Affordability Covenants and Restrictions" shall
mean these Affordability Covenants and Restrictions by and
between the Agency and the Developer pertaining to the
Project.
(d) "Affordable Rents" shall mean, for any Designated
Unit, a monthly rental for a unit of applicable size which
does not exceed one-twelfth (1/12) of twenty-five percent
(25%) of the Adjusted Family Income permitted for the
applicable Qualified Resident.
(e) "Code" shall mean the Internal Revenue Code of
1986, as amended, and any regulations, rulings or procedures
with respect thereto.
AFFORDABILITY COVENANTS AND REST~ICTIONS
Shadow" Hilla Redevelopment Projeot
Multifamily Hou8inq Development
paqe -3-
(f) "Completion Certificate" shall mean the certificate
of completion of the Project required to be delivered by the
Developer to the Program Administrator pursuant to Section 2
hereof, which shall be substantially in the form attached
hereto Exhibit "C(2)".
(g) "Completion Date" shall mean the date of substan-
tial completion of the Project as set forth in the Completion
Certificate.
(h) "Delivery Date" shall mean the date of delivery of
the Note.
(i) "Designated Units" shall mean the residential units
in the Project designated for occupancy by Low or Moderate
Income Residents, Lower Income Residents and Very Low Income
Residents.
(j) "Lower Income Resident" shall mean the individual
or family occupying or treated as occupying the Project whose
aggregate Adjusted Family Income does not exceed eighty per-
cent (80%) of the Median Gross Income for the area. If all
the occupants are students (as defined in Section 151(e) (4)
of the Code), no one of whom is entitled to file a joint re-
turn under Section 6013 of the Code, such occupants shall not
qualify as Lower Income Resident. The determination of an
occupant's status as a Lower Income Resident shall be made at
the commencement of such occupant's occupancy of a unit in
the Project.
(k) "Low or Moderate Income Resident" shall mean the
individual or family occupying or treated as occupying the
Project whose aggregate Adjusted Family Income does not
exceed one-hundred, twenty percent (120%) of the Median Gross
Income for the area. If all the occupants are students (as
defined in Section 151(e) (4) of the Code), no one of whom is
entitled to file a joint return under Section 6013 of the
Code, such occupants shall not qualify as a Low or Moderate
Income Resident. The determination of an occupant's status
as a Low or Moderate Income Resident shall be made at the
commencement of such occupant's occupancy of a unit in the
Project.
(1) "Median Gross Income for the Area" shall mean the
median household income as determined by the Program
Administrator.
(m) "Multifamily Housing Development Grant Documents"
means the documents pertaining to a particular Multifamily
Housing Development Grant.
AFFORDABILITY COVENANTS AND RESTRICTIONS
Shadow Billa aedevelopment projeot
MultitamilY'Bouainq Development
paq. -4-
(n) "Program Administrator" means the Community
Development Department of the City of San Bernardino or any
other qualified entity that may assume all or any portion of
the duties and responsibilities of the Program Administrator.
(0) "Qualified Project Period" means a period beginning
on the later of (i) the first day on which at least fifty
percent (50%) of the Designated Units in the Project are
first occupied, or; (ii) the Delivery Date, and ending on
date which is fifteen (15) years thereafter.
(p) "Qualified Residents" means all (i) Low Or Moderate
income Residents; (ii) Lower Income Residents, and; (iii)
Very Low Income Residents.
(q) "Very Low Income Resident" shall mean the indivi-
dual or family occupying or treated as occupying the Project
whose aggregate Adjusted Family Income does not exceed fifty
percent (50%) of the Median Gross Income for the area. If
all the occupants are students (as defined in Section
151(e) (4) of the Code), no one of whom is entitled to file a
joint return under Section 6013 of the Code, such occupants
shall not qualify as Very Low Income Resident. The determi-
nation of an occupant's status as a Very Low Income Resident
shall be made at the commencement of such occupant's
occupancy of a unit in the Project.
SECTION 2.
Construction ot the Proiect.
The Developer hereby represents, covenants and agrees as
follows:
(a) The Developer will incur a substantial binding ob-
ligation to commence the construction of the Project;
(b) The Developer reasonably expects to complete the
construction of the Project and to expend the full amount of
the proceeds of the Multifamily Housing Development Grant for
Project costs before ()U 1(<\ ,,/ , 19 'I) (Completion
Date);
(c) within thirty (30) days following the Completion
Date, the Developer shall submit to the Agency a Completion
certificate substantially in the form attached hereto as Ex-
hibit "C(2)", containing the Developer's statement that the
Project has been substantially completed and is ready and
available for occupancy as of a specified date (which shall
be the Completion Date).
SECTION 3.
Residential Rental proiect.
The Agency and the Developer hereby declare their under-
standing and intent that the Project is to be owned, managed
AFFORDABILITY COVENANTS AND RESTRICTIONS
Shadow Hills Redevelopment projeqt
Multifamily Housinq Development
paq. -5-
and operated, at least for the Qualified Project Period, as
residential rental property. To that end, the Developer
hereby represents, covenants, warrants and agrees as follows:
(a) That the Project is being constructed for the pur-
pose of providing residential rental property, and the Pro-
ject is to be owned, managed and operated as a residential
rental project comprised of several interrelated buildings
and structures, each consisting of more than one (1) residen-
tial dwelling unit, together with facilities functionally
related and subordinate thereto;
(b) That once each residential unit in the Project is
available for occupancy, such unit will be rented or avail-
able for rental on a continuous basis;
(c) That all of the residential units in the Project
will be similarly constructed and shall contain separate and
complete facilities for living, sleeping, eating, cooking and
sanitation for a single person or a family, including a
sleeping area, bathing and sanitation facilities, and cooking
facilities equipped with a cooking range, refrigerator and
sink;
(d) That none of the residential units in the Project
shall at any time be utilized on a transient basis, and that
neither the Project nor any portion thereof shall ever be
used as a hotel, motel, dormitory, fraternity house, sorority
house, rooming house, hospital, nursing home, sanitarium,
rest home or trailer park or court;
(e) That all of the residential units in the Project
will be available for rental on a continuous basis to members
of the general public and in accordance with Section 4
hereof, specified percentages of the residential units in the
Project will be leased or rented, or available for lease or
rental, to Qualified Residents on a continuous basis for the
Qualified Project PeriOd, and the Developer will not give
preference to any particular class or group in renting the
dwelling units in the Project, except to the extent that
dwelling units are required to be leased or rented to Quali-
fied Residents. Qualified Residents will have equal access
and enjoyment to all common facilities of the Project;
(f) All residential units in the project which are ren-
ted to Qualified Residents during the Qualified Project
Period shall be rented at Affordable Rents. The Developer
shall provide annual certifications to the Agency certifying
as to compliance with the provision, and shall additionally
notify the Agency within thirty (30) days after the announce
AFPORDABILITY COVENANTS AND,RESTRICTIONS
Shadow Hilla Redevelopment projeot
Multifamily Housinq Development
paq. -1-
ment of any and all increases in the rents to be charged for
any of the residential units comprising the Project.
(g) That the Developer will accept as tenants, on the
same basis as all other prospective tenants, low income per-
sons who are holders of certificates for Federal housing
assistance payments for existing housing pursuant to Section
8 of the United States Housing Act of 1937 or a successor
Federal program, and, in connection therewith, the Developer
will not apply tenant selection criteria to such Section 8
certificate holders which are more burdensome than the crite-
ria applied to any other prospective tenants;
(h) That the Project consists of a parcel or parcels of
land that are contiguous except for the interposition of a
road, street or stream, and all of the buildings and struc-
tures in the Project comprise a single geographically and
functionally integrated project for residential rental pro-
perty, as evidenced by the ownership, management, accounting
and operation of the Project and containing more than five
residential units may be occupied by a resident manager or
maintenance personnel who also may be the Developer of the
Project;
(i) That within thirty (30) days after the date on
which fifty percent (50%) of the Designated Units in the Pro-
ject are first occupied, the Developer shall prepare and mail
to the Program Administrator, return receipt requested, a
certificate identifying such date. The Developer may record
a copy of said certificate in the Office of the County
Recorder of San Bernardino County;
(j) That no part of the Project will at any time be
owned or used by a cooperative housing corporation, and;
(k) That the Developer will not convert the Project to
condominium ownership during the term of these Affordability
Covenants and Restrictions.
Unless the provisions of this Section 3 are amended as
permitted under Section 12 hereof, the provisions of this
Section 3 shall remain in effect for the Qualified Project
Period; provided, however, that the Developer may be dis-
charged from its obligations under this Section 3 to the ex-
tent that the same are assumed by any successor in interest
to the Developer.
SECTION 4.
Oualified Residents.
To the end of satisfying the requirements of the Act for
the full Qualified Project Period, the Developer hereby re-
presents, warrants, covenants and agrees as follows:
APFORDABILITY COVENANTS AND RESTRICTIONS
Shadow Hills Redevelopment proj.~t
Multifamily Housinq Development
paq. -7-
Throughout the Qualified Project Period, (i) at least
one-hundred percent (100%) of the completed dwelling units in
the Project shall be occupied by Low or Moderate Income
residents; all at Affordable Rents prior to the satisfaction
of which no additional units shall be rented or leased to any
other tenants, and after initial occupancy of dwelling units
by the required percentage of the completed dwelling units in
the Project at all times shall be rented to and occupied (or
held available for rent if previously rented to and occupied
by the appropriate Qualified Residents as required by the Act
or if vacant, shall have last been occupied for a term of not
less than thirty-two (32) consecutive days by the appropriate
Qualified Residents and be available for occupancy by the
appropriate Qualified Residents. For purposes of satisfying
the requirement that the required percentages of the
residential units be occupied by the appropriate Qualified
Residents, no Qualified Resident shall be denied continued
occupancy because, after admission, the Qualified Resident's
Adjusted Family Income exceeds the applicable qualifying
income level set forth in the definition of "Qualified
Residents" herein. Any increase in the rent for a unit which
is occupied by a tenant who previously qualified as Qualified
Residents, but no longer qualifies shall not be considered a
denial of continued occupancy of such a unit. The provisions
of this paragraph shall terminate upon the expiration of the
Qualified Project Period;
(b) To obtain and maintain on file from each Qualified
Resident residing in the Project a copy of such Qualified
Resident's executed income computation and Certification in
substantially the form attached hereto as Exhibit "C(3)".
(c) To permit any duly authorized representative of the
Program Administrator to inspect the books and records of the
Developer during normal business hours pertaining to the in-
comes of Qualified Residents residing in the Project;
(d) To obtain and maintain on file from each Qualified
Resident residing in the Project a copy of such Qualified
Resident's federal income tax return for the taxable year
immediately preceding such Qualified Resident's initial occu-
pancy in the Project and annually thereafter or, if a Quali-
fied Resident certifies that he or she did not file or did
not retain a copy of such tax return, other satisfactory evi-
dence of income for such year such as wage statements or em-
ployer records;
(e) To prepare and submit to the Program Administrator
each quarter during the Qualified Project Period a Certifica-
tion of Continuing Program Compliance, in substantially the
AFFORDABILITY COVENANTS AND ~STRICTIONS
Shadow Hills Redevelopment Projeot
Multifamily'Housing Development
Page -8-
form attached hereto as Exhibit "C(4)", executed by the Deve-
loper, and including the percentage of the residential units
of the Project which were occupied by Qualified Residents at
all times during the period since the filing of the last cer-
tification of Continuing Program Compliance. The Developer
will attach to the Program Administrator's copies of the
Certification of Continuing Program Compliance the Income
Computation and Certification and any tax returns received
from Qualified Residents occupying units in the Project which
have not previously been furnished to the Program Administra-
tor;
(f) To prepare and submit to the Program Administrator
within thirty (30) days after each anniversary of the Comple-
tion Date, a certificate executed by the Developer stating
(i) the lowest percentage of the dwelling units in the Pro-
ject which were occupied, or held vacant for occupancy, by
Qualified Residents during such period, and; (ii) that no
default has occurred under these Affordability Covenants and
Restrictions;
(g) The form of lease to be used by the Developer in
renting any units in the Project to Qualified Residents shall
provide for termination of the lease and consent by such per-
son to immediate eviction for failure to qualify as a Quali-
fied Resident as a result of any material misrepresentation
made by such person with respect to his or her income and
income verification;
(h) The Developer acknowledges that the Program
Administrator shall exercise due diligence to establish such
procedures as are necessary to reasonably assure the compli-
ance of this Multifamily Housing Development Grant, the
Project and the Developer with the requirements of these
Affordability Covenants and Restrictions, and the Act. Such
procedures shall include, without limitation, reviewing and
examining the Multifamily Housing Development Grant applica-
tion of each potential Developer, and performing the other
verification procedures set forth herein, to determine whe-
ther such person, the Project being constructed by such
person and financed, and the Multifamily Housing Development
Grant meet the requirements of these Affordability Covenants
and Restrictions, and the Act. In addition, Developer ac-
knowledges that the Program Administrator shall establish
such other procedures and conduct such other investigations
as are necessary to reasonably assure said Program Admini-
strator of the accuracy and veracity of the information
contained in the Multifamily Housing Development Grant
application of such potential Developer, and to otherwise
assure the Program Administrator that said requirements are
met, and;
A7FORDABILITY COVENANTS AND RESTRICTIONS
Sbadow Hill. Redevelopment proje9t
MUltifamily Housinq Development
paq. -9-
(i) The Developer acknowledges that the Agency has ap-
pointed the Program Administrator, and the Program Admini-
strator has agreed to act, as the Agency's agent in accord-
ance with the provisions of the Act for the purposes of re-
viewing and examining all affidavits, certificates, tax re-
turns and other information submitted pursuant to and in ac-
cordance with these Affordability Covenants and Restrictions
in order to determine compliance of the Multifamily Housing
Development Grant, the Developer and the Project with all
requirements of the Act as agent of the Agency, the Program
Administrator shall take all steps necessary or appropriate
to assure that the Multifamily Housing Development Grant, the
Project financed thereby, and the Developers meet all the re-
quirements of the Act before the Mortgage is executed or as-
sumed, and to correct as provided herein any failure to meet
such requirements as soon as possible after discovery of such
failure.
SECTION 5.
Sale or Transfer of Project.
The Developer hereby covenants and agrees not to sell,
transfer or otherwise dispose of the Project or any interest
therein (other than the making of leases for the units to
members of the general public) without obtaining the prior
written consent of the Agency, which shall be conditioned
solely upon receipt of evidence satisfactory to the Agency
that the Developer'S purchaser or transferee (i) has assumed
in writing and in full the Developer's duties and obligations
under those Affordability Covenants and Restrictions and the
Multifamily Housing Development Grant Documents, and; (ii)
has delivered an opinion of counsel to such party that such
party has assumed the obligations of Developer hereunder and
that the obligations assumed are binding on such party. Any
sale, transfer or other disposition of the Project in viola-
tion of this Section shall be ineffective to relieve the
Developer of its obligations under the Affordability Cove-
nants and Restrictions. The prior approval of the Agency
shall be required before any sale or transfer of the Project
under the terms of its agreements with the Developer. Not
less than twenty (20) days prior to consummating any sale,
transfer or disposition of any interest in the Project, the
Developer shall deliver to the Program Administrator a notice
in writing, delivered pursuant to the provisions of Section
13 below.
SECTION 6.
Covenants to Run with the Land.
For the Quaiified Project Period, the Developer hereby
subjects the Project to the covenants, reservations and re-
strictions set forth in these Affordability Covenants and
Restrictions. The Agency and the Developer hereby declare
their specific intent that the covenants, reservations and
AFFORDABILITY COVENANTS AND .RESTRICTIONS
Shadow Hill. Redevelopment projeQt
HUltiiamily Housinq Development
paqe -10-
restrictions set forth herein shall be deemed covenants run-
ning with the land and shall pass to and be binding upon the
Developer's successors in title to the Project: provided,
however, that on the termination of these Affordability Cove-
nants and Restrictions,. said covenants, reservations and re-
strictions shall expire. Each and every contract, deed or
other instrument hereafter executed covering or conveying the
Project or any portion thereof shall exclusively be held to
have been executed, delivered and accepted subject to such
covenants, reservations and restrictions, regardless of whe-
ther such covenants, reservations and restrictions are set
forth in such contract, deed or other instruments.
SECTION 7.
Burden and Benefit.
For the Qualified Project Period, the Agency and the
Developer hereby declare their understanding and intent that
the burden of the covenants set forth herein touch and con-
cern the land in that the Developer's legal interest in the
Project is rendered less valuable thereby. The Agency and
the Developer 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 Project by the intended beneficiaries of such covenants,
reservations and restrictions, and by furthering the public
purpose for which the Multifamily Housing Development Grant
was made by the Agency.
SECTION 8.
Term.
These Affordability Covenants and Restrictions shall
become effective upon their execution and delivery. Except
as provided in the immediately following paragraph and as
otherwise provided in Section 8 hereof, these Affordability
Covenants and Restrictions shall remain in full force and
effect for the Qualified Project Period.
Notwithstanding any other provisions of these Affordabi-
lity Covenants and Restrictions, this entire agreement, or
any of the provisions or Sections hereof, may be terminated
upon agreement by the Agency and the Developer if there shall
have been received an opinion of special counsel to the
Agency that such termination will not adversely affect the
Agency.
SECTION 9.
Events of Default: Enforcement.
If the Developer defaults in the performance or obser-
vance of any covenant, agreement or obligation of the Deve-
loper set forth in these Affordability Covenants and Restric-
tions, and if such default remains uncured for a period of
forty-five (45) days after notice thereof shall have been
AFFORDABILITY COVENANTS AND RESTRICTIONS
Shadow Hille Redevelopment projeot
Kultifamily'Houeinq Development
paq. -11-
given by the Agency to the Developer (or for a period of
sixty (60) days after such notice if such default is curable
but requires acts to be done or conditions to be remedied
which, by their nature, cannot be done or remedied within
such forty-five day (45) period, and if the Developer
commences to remedy the default within such forty-five (45)
days period and thereafter diligently and continuously
prosecutes the same to completion within such sixty (60) day
period), or such longer period as may be approved by special
counsel to the Agency, then the Agency may declare that an
Event of Default has occurred hereunder and may take anyone
or more of the following steps, at its option:
(a) By mandamus or other suit, action or proceeding at
law or in equity, require the Developer to perform its obli-
gations and covenants hereunder, or enjoin any acts or things
which may be unlawful or in violation of the rights of the
Agency or the Trustee hereunder~
(b) Take whatever other action at law or in equity may
appear necessary or desirable to enforce the obligations,
covenants and agreements of the Developer hereunder~ and
(c) Declare a default under the Grant, convert such
Grant to a loan, and proceed with foreclosure and the exer-
cise of all other rights and remedies under the Grant, now
converted to a loan, if such indebtedness is not paid.
Notwithstanding any provision to the contrary contained
herein, the Agency shall have the right to enforce these Af-
fordability Covenants and Restrictions and require curing of
defaults in such shorter periods than specified above as it
may reasonably deem necessary to insure compliance with the
Act.
No delay in enforcing the provisions hereof as to any
breach or violation shall impair, damage or waive the right
of any party entitled to enforce the same or to obtain relief
against or recover for the continuation of repetition of such
breach or violation of any similar breach or violation there-
of at any later time or times.
SECTION 10. Governina Law.
These Affordability Covenants and Restrictions shall be
governed by the laws of the state of California.
SECTION 11. PaYment of Aaencv's Fees.
In the event that a party to these Affordability
Covenants and Restrictions brings an action against any other
party to these Affordability Covenants and Restrictions by
1-
AFFORDABILITY COVENANTS AND RESTRICTIONS
Shadow Hill. Redevelopment projeot
Multifamily Housinq Development
Paqe -12-
reason of the breach of any condition or covenant, represen
tation or warranty in these Affordability Covenants and
Restrictions, or otherwise arising out of these Affordability
Covenants and Restrictions, the prevailing party in such
action shall be entitled to recover from the other reasonable
attorneys' fees to be fixed by the court which shall render a
judgment, as well as the costs of suit.
SECTION 12. Amendments.
These Affordability Covenants and Restrictions shall be
amended only by a written instrument executed by the parties
hereto.
SECTION 13. Notice.
The Developer shall provide a copy of any notice provi-
ded under these Affordability Covenants and Restrictions to
the Program Administrator. Any notice required to be given
hereunder shall be given by personal delivery or by regis-
tered or certified mail at the addresses specified below or
at such other addresses as may be specified in writing by the
parties hereto:
I~ to the Agenoya
Redevelopment Agency
300 North "D" Street, Fourth Floor
San Bernardino, Calif.. 92418-0001
Attnl Robert Temple, Exeo. Direotor
Telephone I (714) 384-5081
I~ to the Program
Administratorl
Community Development Department
300 North "D" Street, Fifth Floor
San Bernardino, Calif. 92418-0001
Attna Kenneth J. Henderson, Director
Telephone a (714) 384-5065
IIII
IIII
IIII
IIII
IIII
IIII
IIII
IIII
IIII
/III
/III
/III
/III
/III
AFFORDABILITY COVENANTS AND RESTRICTIONS
Shadow Hilla Redevelopment Projec~
Multifamily'HouBinq Development
paqe -13-
IN WITNESS WHEREOF, the Agency and the Developer have
caused these Affordability Covenants and Restrictions to be
signed, acknowledged and attested on their behalf by duly
authorized representatives, all as of the date first written
hereinabove.
REDEVELOPMENT AGENCY OF THE CITY OF
SAN BERNARDINO
Director
DEVELOPER
lab/3737/3742
March 9, 1990
BY: (! F I~ rh ~J1-'nU2-l-,it ,'/Ial
/ ~l
BY: U0.tL f /~{()k.)) JfAIi./J(PPlrI,t7Ju..L
STATE OF CALIFORNIA
)
) ...
)
COUNTY OF SAN BERNARDINO
BEFORE ME, the undersigned notary public in and for said
state, on this day personally appeared
'\-;:\~) he rl .". TC' oj.,' t <' , Executive Director of the Redeve-
lopment Agency of the city of San Bernardino, a body corpo-
rate and politic, being a redevelopment agency, duly organ-
ized and existing under the Constitution and laws of the
state of California, personally known to me (or proved to me
on the basis of satisfactory evidence) to be the person and
officer whose name is subscribed to the foregoing instrument,
and acknowledged to me that he or she executed the same for
the purposes and consideration therein expressed, in the ca-
pacities therein stated, and as the act and deed of said
Agency. r
.1
GIVEN UNDER MY HAND AND SEAL OF OFFICE on this 1 q. day
of I)YI n h , 19'IC;.
1 \
, I I.~ ' I .
/ / V '. 1.! l
. Not';ry
I "'Iei / :-'
. ,.If ,I <:
labj3742
STATE Q~ CALIFORNIA
COUNTY or ~ 6W'n~~6
)
) ...
)
On this L2- day of March, 1990 before me, the under-
signed, a Notary Public in and for said County and State,
personally appeared SARA C. REGAN known to me to be the
person who executed this instrument as GENERAL PARTNER of CFB
INVESTMENTS, LTD., and acknowledged to me that CFB INVEST-
MENTS, LTD., executed the same.
WITNESS my hand and official seal.
/I) ~ ;(/ r , Notary
for said County and State
lab/3744
03/13/90
.. CfFlCIAl SEAl
. : NESTOR NAZARIO
NOTARY PUelIC- CAllfalNJA
SAN _rmlNO ClIlIlrl
MY ClHIlSSlOI ElIP. SEPT 1. tQ\l2
LBGAL DBSCRIPTION
PARCEL CI
PARCEL 3 OF PARCEL MAP 6985, IN THE CITY OF SAN BERNARDINO,
COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AS PER MAP
RECORDED IN BOOK 72 OF PARCEL MAPS, PAGES 53 AND 55, INCLU-
SIVE, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
PARCEL DI
PARCEL 4 OF PARCEL MAP 6985, IN THE CITY OF SAN BERNARDINO,
COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AS PER MAP
RECORDED IN BOOK 72 OF PARCEL MAPS, PAGES 53 TO 55, INCLU-
SIVE, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
EXCEPTING THEREFROM ALL THAT PORTION LYING WITHIN TRACT
12146, AS PER MAP RECORDED IN BOOK 170 OF MAPS, PAGES 65 AND
66, IN THE OFFICE OF THE COUNTY RECORDER.
ALSO EXCEPTING THAT PORTION LYING WITHIN TRACT 12148, AS PER
MAP RECORDED IN BOOK 170 OF MAPS, PAGES 67 AND 68, IN THE
OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
ALSO EXCEPTING THERE FORM TENTATIVE TRACT 12151, BEING A
DIVISION OF PARCEL 4.
PARCEL B:
PARCEL 2, PARCEL 6505, IN THE CITY OF SAN BERNARDINO, COUNTY
OF SAN BERNARDINO, STATE OF CALIFORNIA, AS PER MAP RECORDED
IN BOOK 64 OF PARCEL MAPS, PAGES 49 AND 50, RECORDS OF SAID
COUNTY.
1ab/3745
3/13/90
EXHIBIT C(1)
COMPLETION CERTIFICATB
To: CITY OF SAN BERNARDINO
COMMUNITY DEVELOPMENT DEPARTMENT
300 North "0" Street, Fifth Floor
San Bernardino, california 92418-0001
Attention: ~enneth J. Henderson, Director
The undersigned hereby certifies that all portions of
the Project were substantially completed and available either
for occupancy or use by residents in the Project as of
(the "Completion Date").
DEVELOPER
BY:
NAME:
TITLE:
lab/3738
EXHIBIT C(2)
INCOME COMPUTATION AND CERTIFICATIOH
NOTE TO APARTMENT DEVELOPER: This form is designed to
assist you in computing Annual Income in accordance with the
method set forth in the u.s. Department of Housing and Urban
Development ("HUD") Regulations (24 CFR, Part 813). You
should make certain that this form is at all times up to date
with the HUD Regulations.
Re: (Address of Apartment Building)
I/we, the undersigned state that I/we have read and
answered fully, frankly and personally each of the following
questions for all persons who are to occupy the unit being
applied for in the above apartment project. Listed below are
the names of all persons who intend to reside in the unit:
1.
2. 3.
Jlelationship
to Head of
Household bE
Head
Spoose
.c.
5.
Names of MEmbers
of the Household
social Security
NI.nber
Place of
DnDlovment
6.
Inoane Oc:lII:Jutation
'1he total anticipated inc.:are, calculated in accordance with this
paragraIh, of all persons over the age of eighteen (18) years listed
above for the twelve (12) l\"Onth period beginning (i) the date that IjvIe
plan to nove into a unit, or; (ii) is $
Included in the total anticipated income listed
above are:
(a) All wages and salaries, overtime pay, commis-
sions, fees, tips and bonuses and other compensation for
personal services, before payroll deductions;
(b) Net income from the operation of a business or
profession or from the rental of real or personal property
(without deducting expenditures for business expansion or
amortization of capital indebtedness or any allowance for
depreciation of capital assets);
(c) Interest and dividends (including income from
assets included below);
EXHIBIT C(3)
INCOME COMPUTATION AND CERTIFICATION
Exhibit "Cl))"
Page -2-
(d) The full amount of periodic payments received
from social security, annuities, insurance policies, retire-
ment funds, pensions, disability or death benefits and other
similar types of periodic receipts, including any lump sum
payment for the delayed start of a periodic payment;
(e) Payments in lieu of earnings, such as unemploy-
ment and disability compensation, worker's compensation and
severance pay;
(f) The maximum amount of public assistance avail-
able to the above persons other than the amount of any assis-
tance specifically designated for shelter and utilities;
(g) Periodic and determinable allowances, such as
alimony and child support payments and regular contributions
and gifts received from persons not residing in the dwelling;
(h) All regular pay, special pay and allowances of a
member of the armed forces (whether or not living in the
dwelling) who is the head of the household or spouse, and;
(i) Any earned income tax credit to the extent that
it exceeds income tax liability.
Excluded from such anticipated income are:
(a) Casual, sporadic or irregular gifts;
(b) Amounts which are specifically for or in reim-
bursement of medical expenses;
(c) Lump sum additions to family assets, such as in-
heritances, insurance payments (including payments under
health and accident insurance and workers' compensation),
capital gains and settlement for personal or property losses;
(d) Amounts of educational scholarships paid
directly to the student or the educational institution, and
amounts paid by the government to a veteran for use in
meeting the costs of tuition, fees, books and equipment (any
amounts of such scholarships or payments to veterans not used
for the above purposes are to be included in income);
(e) Hazardous duty pay to a household member who is
away from home and exposed to hostile fire;
(f) Relocation payments under Title II of the Uni-
form Relocation Assistance and Real Property Acquisition
Policies Act of 1970;
(g) Foster child care payments;
INCOME COMPUTATION AND CERTIFICATION
Exhibi.t "e (3) It
paqe -3-
(h) The value of coupon allotments for the purchase
of food pursuant to the Food stamp Act of 1977;
(i) Payments to volunteers under the Domestic Volun-
teer service Act of 1973;
(j) Payments received under the Alaska Native Claims
Settlement Act;
(k) Income derived from certain submarginal land of
the United states that is held in trust certain Indian
tribes;
(1) Payments or allowances made under the Department
of Health and Human Services' Low Income Home Energy Assis-
tance Program;
(m) Payments received from the Job Training Partner-
ship Act;
(n) Income derived from the disposition of funds of
the Grant River Band of Ottawa Indians, and;
(0) The first $2,000.00 of per capita shares recei-
ved from judgment funds awarded by the Indian Claims Commis-
sion or the Court of Claims.
7. Do the persons whose income or contributions are
included in item number "6" above:
(a) Have savings, stocks, bonds, equity in real pro-
perty or other form of capital investment (excluding the
values of necessary items of personal property such as furni-
ture and automobiles and interest in Indian trust land)?
Yes No
(b) Have they disposed of any assets (other than at
a foreclosure or bankruptcy sale) during the last two (2)
years at less than fair market value? ___Yes No
(c) If the answer to (a) or (b) above is yes, does
the combined total value of all such assets owned or disposed
of by all such persons total more than $5,OOO? ___Yes ___No
(d) If the answer to (c) above is yes, state:
i) The amount of income expected to be derived
from such assets in the twelve (12) month period beginning on
the date of initial occupancy in the unit that you propose to
rent: $ , and;
ii) The amount of such income, if any, that was
included in item number "6" above: $ .
INCOMB COMPUTATION AND CERTIFIC~TION
Bxhibj,t "C(3)"
Page -4-
8. Are all of the individuals who propose to reside in
the unit full-time students?* Yes _No
(a) If the answer to item number "8" is yes, are at
least two (2) of the proposed occupants of the unit a husband
and wife entitled to file a joint federal tax return?
Yes _No
9. Neither myself nor any other occupant of the unit
I/we propose to rent is the owner of the rental housing pro-
ject in which the unit is located (hereinafter the "Deve-
loper"), has any family relationship to the Developer; or
owns directly or indirectly any interest in the Developer.
For purposes of this paragraph, indirect ownership by an
individual shall mean ownership by a family member, ownership
by a corporation, partnership, estate or trust in proportion
to the ownership or beneficial interest in such corporation,
partnership, estate or trustee held by the individual or a
family member, and ownership, direct or indirect, by a
partner of the individual.
10. This certificate is made with the knowledge that it
will be relied upon by the Developer to determine maximum
income for eligibility to occupy the unit, and; I/we declare
that all information set forth herein is true, correct and
complete and based upon information I/we deem reliable and
that the statement of total anticipated income contained in
Paragraph "6" is reasonable and based upon such investigation
as the undersigned deemed necessary.
11. I/we will assist the Developer in obtaining any
information or documents required to verify the statements
made herein, including either an income verification from
my/our present employer(s) or copies of federal tax returns
for the immediately preceding calendar year.
12. I/we acknowledge that I/we have been advised that
the making of any misrepresentation or misstatement in this
declaration will constitute a material breach of my/our
agreement with the Developer to lease the unit and will en-
title the Developer to prevent or terminate my/our occupancy
of the unit by institution of an action for ejection or other
appropriate proceedings.
*A full-time student is an individual enrolled as a full-time
student during each of the five (5) calendar months during
the calendar year in which occupancy of the unit begins at an
educational organization which normally maintains a regular
faculty and curriculum and normally has a regularly enrolled
body of students in attendance and is not an individual
pursuing a full-time course of institutional or farm training
under the supervision of an accredited agent of such an
educational organization or of a state or political subdi-
vision thereof.
XNCOME COMPUTATXON AND CERTlrICA~ION
Exhibi.t; "CU)"
Page -5-
I/we declare under penalty of perjury that the foregoing
is true and correct.
Executed this day of
City of , California.
, 19 , in the
Date
Applicant
Applicant
Date
Applicant
Date
(Signature of all persons over the age of eighteen (18) years
listed in item number "2" above required.)
lab/3739
EXHIBIT C (3)
FOR COMPLETION BY APARTHBNT OWNER ONLY
1. Calculation of eligible income:
a) Enter amount entered for entire $
household in item "6" above.
b) If the amount entered in 7(c) above is greater than
$5,000, enter the total amount entered in 7(d) (i),
subtract from that figure the amount entered in
7(d) (ii) and enter the remaining balance
($ ) ;
c) Multiply the amount entered in 7(c) times the current
passbook savings rate as determined by HUD to deter-
mine what the total annual earnings on the amount in
7(c) would be if invested in passbook savings
($ ), subtract from that figure the amount
entered in 7(d)(ii), and enter the remaining balance
($ ) ;
d) Enter at right the greater of the amount calculated
under (b) and (c) above: $
e) TOTAL ELIGIBLE INCOHE
(line l(a) plus line l(d))
$
2. The amount entered in (e) above:
Qualifies the applicant(s) as a Lower Income
Tenant(s).
Does not qualify the applicant(s) as a Lower Income
- Tenant(s).
3. Number of apartment unit assigned:
Bedroom Size: Rent: $
4. This apartment unit (was/was not) last occupied for a
period of thirty-one (31) consecutive days by persons
whose aggregate anticipated annual income as certified in
the above manner upon their initial occupancy of the
apartment unit qualified them as Lower Income tenants.
5. Method used to verify applicant(s) income:
Employer Income Verification.
Copies of Tax Returns.
other (
)
Manager
Date
EXHIBIT C (3)
INCOKB VERIPICATION
(por Employed Persona)
The undersigned employee has applied for a rental unit
located in a project financed under the Multifamily Housing
Program for persons of low or moderate income. Every income
statement of a prospective tenant must be stringently veri-
fied. Please indicate below the employee's current annual
income from wages, overtime, bonuses, commissions or any
other form of compensation received on a regular basis:
l. Annual Wages: $
2. Overtime: $
3. Bonuses: $
4. Commissions: $
5. Total Current Income: $
I hereby certify tht the statements above are true and
complete to the best of my knowledge:
Signature
Date
Title (Please Type or Print)
I hereby grant you permission to disclose my income to
in order that they may determine
my income eligibility for rental of an apartment located in
their project which has been financed under the City of
, Multifamily Housing Program.
Date
Signature
Please send to:
EXHIBIT C(3)
INCOMB VERIFICATION
(For self-Employed persons)
I hereby attach copies of my individual federal and state
income tax returns for the immediately preceding calendar
year and certify that the information shown in such income
tax returns is true and complete to the best of my knowledge.
Signature
Date
,CERTIPICATION OP CONTINUING PROGRAM COKPLIAN~B
The undersigned being (title) of Developer, (the
"Developer") has read and is thoroughly familiar with the
provisions of the various Multifamily Housing Development
Grant Documents associated with the Developer's participation
in the City of San Bernardino:
(1)
as of
and the Agency.
The Affordability Covenants and Restrictions dated
, 19__, by and between the Developer
(2) During the preceding month, the following number of
applications were received from Low or Moderate Income
Residents (___), Lower Income Residents (___), and Very Low
Income Residents ( ):
a) Total number of applicants who qualify as Low
or Moderate Income Residents:
b) Total number of applicants who qualify as
Lower Income Residents:
c) Total number of applicants who qualify as Very
Low Income Residents:
(3) As of the date of this certificate, the following
percentages of completed residential units in the Project (i)
are occupied by either Low or Moderate Income Residents,
Lower Income Residents or Very Low Income Residents (as such
terms are defined in the Affordability Covenants and Restric-
tions), or; (ii) are currently vacant and being held avail-
able for such Residents' occupancy and have been so held
continuously since the date such Resident vacated such unit,
as indicated:
One Two
studio Bdrm. Bdrm. Total
Occupied by Lower Income
Residents: % Unit Numbers:
Held vacant for occupancy con-
tinuously since last occupied
by Lower Income Resident: %
Unit Numbers:
Occupied by Low to Moderate
Income Residents: ___% Unit
Numbers:
Held vacant for occupancy con-
tinuously since last occupied
by Low to Moderate Income
Residents: % Unit Numbers:
EXHIBIT C(4)
CERTIFICATION OF CONTINUING PROGRAM COMPLIANCB
Exhibit "C(e)"
paq. -2-
studio Bdrm.
On.
Bdrm.
Two
Total
Occupied by Very Low Income
Residents: % Unit Numbers:
Held vacant for occupancy con-
tinuously since last occupied
by Very Low Income Residents:
% Unit Numbers:
Total Number of Completed
Units: % Unit Numbers:
The undersigned hereby certifies that the Developer is
not in default under any of the terms and provisions of the
above documents, and no event has occurred which, with the
passage of time, would constitute a default thereunder, with
the exception of the followinq:
Name of Project
Developer
By:
Its:
Address
Contact Person:
Name/Title:
Telephone: <___)
lab/3740
Recording Requested By:
REDEVELOPMENT AGENCY
When Recorded, Mail To:
REDEVELOPMENT AGENCY OF THE
CITY OF SAN BERNARDINO
300 North "D" Street, Fourth Floor
San Bernardino, Calif. 92418-0001
DECLARATION OP SPECIAL LAND USE RESTRICTIONS
(the "DeClaration")
THIS DECLARATION is made as of March /Cf, 1990, by and
between the REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNAR-
DINO ("Agency"), the CITY OF SAN BERNARDINO, a Charter City
duly organized and existing pursuant to the Constitution of
the State of California ("city"), and CFB INVESTMENTS, LTD.,
a California Limited Partnership ("Covenantor"), with refer-
ence to the following facts:
A. Covenantor owns the real property, described in
Exhibit "A" (the "Burdened Property"). The Burdened Property
is located entirely within the City of San Bernardino.
B. The City owns streets, rights of way, and other
properties bordering and in the vicinity of the Burdened
Property. It is the intention of the Parties that all of the
real property owned by the City in the immediate vicinity of
the Burdened Property is to be benefited, (the "Benefited
Property").
C. certain litigation and disputes between Covenantor
and the City are being settled concurrently with the execu-
tion of this Declaration. Pursuant to the settlement,
Covenantor has agreed that the Burdened Property, and each
successive owner of the Burdened Property, shall be subject
to the covenants and agreements set forth below:
DECLARATION OP COVENANTS RUNNING WITH THE LAND
The Parties intend that the following covenants will be
for the benefit of all of the City of San Bernardino's real
property, will run with the Burdened Property and will be
binding upon each successive owner, during his/her ownership,
of any portion of the Burdened Property. Pursuant to
California civil Code section 1468, the following recitals
are made:
A. Covenantor's land which is to be affected by this
Declaration of Covenants is the Burdened Property described
on Exhibit "A" hereto. The City'S land which is to be
benefited by such covenants is all land owned by the City.
03/13/90
EXHIBIT "D"
DECLARATION or COVENANTS
March,. 13, .1990
Page -2-
B. Successive owners of the Burdened Property are
hereby expressly bound by the covenants contained in this
Declaration for the benefit of the city and the land it owns.
C. Each act related to the use of the Burdened Pro-
perty will be governed by the covenants contained in this
Declaration, for the period set out in Paragraph "4" below,
which the Parties hereby declare is reasonable in relation to
the purposes of the covenants.
D. This instrument is being signed and acknowledged by
the Parties for recordation in the office of the Recorder of
the County of San Bernardino.
SECTION 1. Covenants.
1.1 Covenantor will, as soon as is practicable, but in
no event later than sixty (60) days after the date of this
Declaration, commence and prosecute diligently to completion
construction, at its own expense, of that portion of "New"
pine Avenue which starts at the proposed intersection with
Kendall Avenue and extends to the boundary of the Burdened
Property. Such construction shall be in accordance with City
approved plans and location and street elevations.
1.2 Covenantor shall cooperate with the city in obtain-
ing rights of way and dedication required to continue con-
struction of "New" Pine from the boundary of the Burdened
Property through adjoining property to the intersection of
"New" Pine and Irvington Avenue. Covenantor shall cause to
be continued, uninterrupted, construction of "New" Pine from
the boundary of the Burdened Property to Irvington Avenue.
All costs and expenses connected with obtaining such dedica-
tion and right of way and with grading for and construction
of "New" pine outside of the boundaries of the Burdened
Property shall be at the City's expense.
1.3 In connection with any construction of apartments
on the Burdened Property, landscaping shall be installed
pursuant to a landscape plan prepared by a professional
landscape planner and all landscaping shall be in excess of
minimum City standards. In following this general require-
ment to exceed minimum City standards, the following criteria
will be used as guidelines:
(i) In open areas, at least five percent (5%) of
trees will be thirty inch (30") box and the balance fifteen
(15) gallon, but no smaller than twenty-four inch (24") box
size; shrubs will be sixty percent (60%) five (5) gallon;
ground cover will be one-hundred percent (100%) when mature,
with at least fifty percent (50%) planted at 10"0.c.
DECLARATION OF COVENANTS
Maroh 13, lUG
Page 3-
(ii) In slope areas fifty percent (Sot) of the
trees will be fifteen (15) gallon, and fifty percent (Sot)
five (5) gallon, twenty-four inch (24") minimum box size;
shrubs will be fifty percent (Sot) five (5) gallon and fifty
percent (Sot) one (1) gallon.
1.4 All roofs of any apartment building constructed on
the Burdened Property shall be concrete tile type materials
with eighty (80) miles per hour (mph) hurricane clips.
1.5 So long as any apartment is operated on any part of
the Burdened Property on-site management must be continuously
provided.
SECTION 2. Enforcement and Bindinq Effeot.
2.1 Every person or entity who now or hereafter owns or
acquires any right, title or interest in or to any portion of
the Burdened Property is and shall be conclusively deemed to
have consented and agreed to every restriction, provision,
covenant, condition, right and limitation contained in this
Declaration, whether or not any reference to this Declaration
is contained in the instrument by which such person acquired
an interest in the Conveyed Land.
2.2 In addition to any other remedies which the City
may have, on any failure of performance of any covenant
imposed by this Declaration the City may, after written
notice to the defaulting party, which notice shall give the
defaulting party a minimum of thirty (30) days in which to
cure the default, obtain, from a court of competent juriSdic-
tion a mandatory injunction ordering that a covenant provided
in this Declaration be performed, or enjoining violation or
threatening violation or threatened violation of any such
covenant.
SECTION 3. No Dedication.
Nothing in this Declaration will be deemed to be a gift
or dedication of any portion of the Burdened Property to the
general public or for any public purpose.
SECTION 4. Duration and Amendment.
The covenants contained in this Declaration shall have
the following duration:
4.1 Covenant 1.1 ("New" pine) shall continue in force
until such time as "New" pine has been completed from Kendall
Avenue to Irvington Avenue and accepted by the City, at which
time it will automatically expire.
DECLARATION O~ COVENANTS
March .13, lUO
paqe -4-
4.2 Covenants 1.2 (landscaping), 1.3 (concrete tile
roofs) and 1.4 (on-site management), shall each continue so
long as any part of the Burdened Property contains any
apartment dwelling unit.
4.3 This Declaration may be modified, amended or
terminated only with the city's written consent, properly
executed, acknowledged and recorded in the Office of the
Recorder of the County of San Bernardino, California.
4.4 Each of the covenants contained in this Declaration
is made for the direct benefit of the city, constitutes a
covenant running with the Burdened Property, and binds every
person having any fee, leasehold or other interest at any
time or from time to time, in any portion of the Burdened
Property.
SECTION 5. Execution.
This Declaration is executed this ~ day of March,
1990, by the Declarant, CFB INVESTMENTS, LTD.
CFB INVESTMENTS, LTD.,
a California Limited Partnership
lab/3754
03/13/90
I
ACKNOWLEDGEMENT
STATE OF CALIFORNIA )
COUNTY OF j;,.." r:D0o"1Y/C<"/:'c ~
88.
On this~ day of March, 1990, before me, the under-
signed, a Notary Public, personally appeared Sara C. Regan
known to me to be the person whose name is subscribed to this
instrument, and acknowledged to me that she executed it as
the Sole General Partner of CFB Investments, Ltd., a Califor-
nia Limited Partnership.
WITNESS my hand and official seal.
;1/~
j/I~ ,
the State of
Notary
Public for
California
-.-t..,.~. .-
.' . IFF ICIA!. SEAl
, , NESTon NAZARIO
NOTARY Pl.8llC- CAlIFOONIA
SAN llERNAAOIHO COIMTY
MY ClIt'1ISSION E)(P. S6>T I. lGll2
--
The City of San Bernardino,
a Charter City duly organized and
existing under the Constitution of
the State of California,
lab/3754
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,
USB OJ' rUNDS
SHADOW HILLS SBTTLEMENT AGREEMENT
and
MUTUAL GENERAL RELEASE
ng
Immediate payment to Westport Savings Bank.
Immediate payment and reimbursement due to
cure defaults and purchase the Bower encumbrance
(claimed balance due now in excess of $900,000),
at a discount.
Principal:
Bower Costs and Attorneys' Fees:
$475,000
$ 35.000
Immediate commencement of the construction of
the Shadow Hills portion of "New" pine (grading,
paving, gutters, sidewalks, street lights,
engineering fees, and contingencies.)
CFB's attorney fee obligations (including
litigation counsel, with whom a fee arrange-
ment drastically decreasing contingent obliga-
tions has been negotiated in order to make
settlement work).
Taxes, (Parcels 2 and 3).
Retainers and cost advances, project upgrades,
landscape conceptual plan, architectural and
structural engineering services, consultant,
day care/preschool, marketing and demographic
surveys, financial consultants.
Shadow Hills, Ltd., potential unsecured
creditors claim.
TOTAL:
*Hegotiable Amounts
lab/3746
03/13/90
EXHIBIT "E"
AMOUNT
$ 750,000*
$ 510,000*
$ 200,000*
$ 150,000*
$ 70,000
$ 65,000*
$ 110.000*
~1,8SS,OOO
SUPPLEMENTAL DOCUMENTS
SHADOW HILLS SETTLEMENT AGREEMENT
and
MUTUAL GENERAL RELEASE
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SHADOW fiLLS VILLAGE
(Tract 12150 & 12151)
LANDSCAPE DEVELOPMENT STATEMENT
PREPARED BY
RHA, INC. (Randolph mubik Associates, Ine.)
License #1512
The landscape development for this multi-family project will meet or exceed the minimum
standards set forth by the City of San Bernardino. The landscape design for this project
will consider several landscape zones including streetscene, common open space, buffers,
slopes, and transitional zones to other uses. Plant material choices for these zones will be
sensitive to maintenance requirements, drought tolerance, heat, wind, and cold resistance.
Streetscene design for the project will create simple masses of shrubbery that serves to
buffer walls and become a vertical backdrop, as well as a textural change to the turfgrass
areas. Street trees will be spaced at the required distances and help further enhance the
vertical plane. "',,
Rolling turf open areas balanced by canopy shade trees will enhance the common open
space between buildings. A mixture of deciduous and evergreen trees will enhance
seasonal chanj;es and create psychological relief for the occupants of the apartments. Ad-
ditional amemties will be 'provided in two recreation areas where the focal element will be
a pool with concrete decking and specime~ size trees. -
Slope areas adjacent to the project will be landscaped with a variety of native s{>ecies com-
posed of trees, shrubs, and ground covers that will create a variable root matnx and help
reduce soil erosion. Irrigation will be provided to these areas, however, the plant species
will be drought tolerant once established, and watering will be reduced. , ,
Transitional areas include interfaces with adjacent areas not conforming to the proposed
use. Landscaping between the proposed child care facility will have to buffer the apart-
ments. Where the project is adjacent to Cable Creek, landscape species will reflect the
riparian habitat characterized by this existing natural element
Entries to the project will be defined with several specimen size trees (approximately 36"
box), shrub hedges, and a flowerinj; ground cover. The intent of the design IS to accentuate
the entrance so that a driver perceIVes a change to the streetscene. '
The plant material choices described below are for reference only, and may change upon
further refinement of the project design. ,
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Old City Hall · Third Floor
3612 Seventh Street, Riverside, California 92501
License #1512
(714) 781-1930,
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STREETSCENEjENTRIES
Trees:
Cinnamomum camf.hora
Liquidamhar styraciflua
Pinus elderica
Shrubs:
Camphor Tree
Sweetgum
Mondale Pine
PittosfO.rum tobira 'Variegata'
Raphio1epis indica
Variegated Mock Orange
Indian Hawthorne
Groundcover:
Agapanthus africanus
Gazania 'Mitsui'
lily of the Nile
OPEN SPACE/REC AREAS
Trees:
Magnolia grandiflora
Pyrus cal1eryana
Shrubs
Pittosporum tobira 'Whee1eT:f Dwarf
Trachelospermum jasminoides
Xylosma congestum
Magnolia
Gallery Pear
Dwarf Mock Orange
Star Jasmine
Shiny Xylosma
,
Groundcover
Vuu:a minor
Periwinkle
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1911
Old City Hall · Third Floor
3612 Seventh Street, Riverside, California 92501
License #1512-
(714) 781-1930
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(1M CITY STANDARDS FOR lANDSCAPING OPEN SPACE AREAS
"JS"j'KATEDBELOW:
riroundcover 100% coverage when mature or 12.0.c.
'. upgrade the landscaping of this project the following illustrates the ap-
-"., . .f sizes of plant material:
- ;, oundcover 100% coverage when mature
50% planted at S. O.c.
50% planted at 10. O.c.
...iII be 24. box size in addition to the above standards.
I ~ty standards for landscaping of slope areas are illustrated below:
I Tees
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rees
,~l,rubs
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.ees
..1 ,rubs
20% 24. box
50% 15 gallon
30% S gallon
20% S gallon
SO% 1 gallon
5% 36. box
35% 24. box
60% 15 gallon
80% S gallon ..
20% 1 gallon' .
10% 15 gallon
40% S gallon
50% 1 gallon
20% S gallon
80% 1 gallon
~Iustrates the approximate mix of proposed for slope areas of this project:
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,Tity Hall- J'hird Floor. < '~"'~'~ i;icense#~S12 . .
/.::5eventhStreet, Riverside;. California 9250i~~{~L(714) :781-i930 i~;;;;;:,,:;;:;';.'
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-ees
_1 ,rubs
50% 15 gallon
50% S gallon
50% 5 gallon
50% 1 gallon
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First American 'lYtle InsurAnce Company
323 COURT ITflEET cr. O. BOX 83271 SAN etRNAAOINO. (ALlF. 12412 '17141 '~11
. . .
TElECOPIER COYER SHEer
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(ne;:O-;l~~~d;Y
(714) 885-3623
FAl TO PIlOHE' ~2 J~4-s'1.JY
FOR DELIVERY TO: ';f~...._-~: ~.A~-.J
Reference:
NO. OF PAtfS III TRANSMISSION (IHa.OOIIIS ,COYER SHEET) .:z..;
Datt:
ffllltl
Sender's nillllll .
Sender's phon.:
Sender's 'u:
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DOCIJ4EIlTS TRANSMITJID: '
MESSAGE:
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IF ll/(RE-IS A PROeLDt VIm MTERlAL RECEIVED. PLEASE COltTACT
SEHDE'R AS SHoIII-ABOYE.
Return orfginal oifax ~terfal to: .
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rtClOw ....
IU63-J1
Mnch 1 ,19 fO
8,n"l.rn.rdin" CA
(Clql (11"11
OUR PREVIOU8 INSTRUCTIONS ARI HllIIY MOD IF lID 1. tHI FOLLOWING PARTICVLAII
OllLY.
~he tot.l eon.ider.tion .h.Il re~ln .t '1,750,000.00 'Dd ,h.ll be p.y.ble
.. lollow..
Buyer h.. depO'lt the lum of $11,000.00 in e.erow .nd buyer .h.ll d.po.it
an .ddition.l $244,500.00 prior to the clo.e of e.crowl luyer .b.ll obt.in
a new convention.l lo.n in the amount of $987,500.00 in ',vor of Firlt
N.tionwide B.nk .nd the ballnce of $500,000.00 Ihall be evidenced by . 2nd
Purch..e Money De.d of Tru.t to file de,crlbed " follow.,
2ND PURCHASE MONEY DEED or TRUST TO rILl executed by ve.te. to Firat Americ.n
~itle Inlur.nce Company, Tru,tee, to ,ecure one note in the amount of
$500,000.00 with intereet payable monthly, in f.vor of crl INVBSTMENTS, LTD.,
a California limited p.rtnerehip.
Inter.lt-only .h.ll be p.yabl. mOnthly beginninl 30 d.y. Irem the clo.~ of
..crow end cODtinuin. until thr.e (3) year. frOm the clo.e o! 'lcrOV, .t which
time the then unpaid princip.1 batance, plu. .ccrued intereet, ehall be .11 due
.nd payable. The intereet tate for the l.t year will be 5.21 and the intere,t
r.te for the.2nd .nd 3rd y.ar vitI be 6.2~. rntere't OD ~Iid note i. to commence
.t the close of escrow.
Said Deed of Trust i. to r.cite the followlnl' (1) fbi. i. I Purcb.,e Money
Deed of Trust and i. given to .tcure a portion of the purch... price 01 the
property herein described. (2) fbi. Deed of Trult i. 2nd Ind subject to a
1st Deed of Tru.t record in, coneurrent17 herewith in f.vor of Firlt Wacionwide
Bank.
The closin. date I' hereby extended to clol. on or before MARCH t6, 1990.
All other terms .nd condition. remain the .ame.
END OF AMENDMENT.
CFI INVESTMENTS, LTD.
ANITA W. GLICK
By
ALllERT Cl.I CIt
j~s a. AllA)fS
GALE H. ADAMS
T~~~Y L. FLOWERS
GAl,! L. FLOWERS
JAMES Il. HIMlt'
m,ORTA HIMllS
CAI..fFORNlA
PRCWJo;RTIES FUND
1-
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Maroh 5, 1990
Kenneth J. Henderson, Director ot Community Development
city of San Bernardino
300 N. D street
San Bernardino, CA 92418
ReI Dedication of land for construction or "New" Pine
Dear Mr. Henderson:
California Properties Fund, a California corporation (the Fund)
is the OWner of property in the City of San Bernardino Whioh, tor
purposes of this letter, is described as Tentative Traot 14071.
When constructed, part of "New" Pine will go through Tract 14071.
Prom Kendall Avenue to the boundary of Tract 14071, proposed
"New" Pine will pass through an apartment }lroject owned by CFB
Investments, Ltc!. ("CrB"). It b our understanding that CFB has
agreed with the city that CFB will, at its own cost, construct
New Pine from Kendall Avenue to the boundary or Tract 14071, with
construction to Commence In the immediate future.
We have been advised that detailed plans of the location and
stroot elevations for "New" pine (the Street Plan) have
previously been drawn, approved by the City and submitted to the
Southern California Munioipal Water District ("MWD"). The MWD
has ~pproved and is ready to execute the street Plan.
Based on the above facts, and in consideration of the City's
a<]reement to construct "New" pine through to Irvington Avenue in
accordance with the Street Plan the Fund hereby agrees, for
itself, its successors and assigns, that it will, on request,
dedicate to the city that portion of Tract 14071 through Which
"New" 1>ine will pass and further that it will grant to the city
its agents and representatives, such access and easements over
and on Tract 14071 as are reasonably necessary to enable
construction of "New" Pine.
21& JI"JSChcr Avenue, Suite D.3
C""lJ. Ml'!UI. Califnmla 92f126
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l<enneth J. lIenderson
Direotor of Community Development
City of San BernardIno
Karch 5, 1990
Page 2
We understand and authorIze that an orIginal of this letter will
be presented to the City, and its Common Council as an oxhibit to
a ~roposed settlement &9reement between the CIty and our
neighbor, CFa Inv.~tment., Ltd.
Very truly yours,
Calito~ia Properties Fund
.,
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Real Estate; and
By:
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.tk.<.J..,,{J..---l .
Gene A. SullIvan,
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Secretary
By:
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