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Home My WebLink About14- Development Department DEVELOPMENT DEPARTMENT OF THE CITY OF SAN BERNARDINO REQUEST FOR COMMISSION/COUNCIL ACTION FROM: KENNETH J. HENDERSON SUBJECT: YOUNG HOMES Executive Director OF CALIFORNIA DATE: November 8, 1993 --------------------------------------------------------------------------------------------------------------------------------------------- Synopsis of Previous Commission/Council/Committee Action(s): On September 28, 1993, the Housing Committee referred the Young Homes housing development project to the Community Development Commission without a recommendation. --------------------------------------------------------------------------------------------------------------------------------------------- Recommended Motion(s): (Community Development Commission) MOTION A: That the Community Development Commission approve the attached Owner Participation Agreement (OPA) with Young Homes which provides for the development of thirty-six (36) high quality single-family detached homes. Further, that the Commission allocate to this project $200,000 in previously approved Fiscal Year 93-94 low/mod housing set-aside funds and authorize the Chairman and Executive Director to execute any document necessary to effectuate said transaction. 4h Administrator KENNETH J. HEN ERSON Executive Director --------------------------------------------------------------------------------------------------------------------------------------------- Contact Person(s): Kenneth J. Henderson/David R. Edgar Phone: 5081 Project Area(s): Ward(s): Supporting Data Attached: Staff Report; Owner Participation Agreement (OPA) FUNDING REQUIREMENTS: Amount:$ 200,000 Source: Low/Mod Budget Authority: Requested --------------------------------------------------------------------------------------------------------------------------------------------- Commission/Council Notes: -------------------------------------------------------------------------------------------------------------------------- KJH:DRE:paw:ynghmes.cdc COMMISSION MEETING AGENDA MEETING DATE: 11/15/1993 r �Agenda Item Number: �_ DEVELOPMENT DEPARTMENT STAFF REPORT ------------------------------------------------------------------------------------------------------------------------------- YOUNG HOMES OF CALIFORNIA Young Homes recently submitted an unsolicited proposal to the Development Department Housing Division to effectuate construction of thirty-six (36) high quality single-family detached homes. The terms of this proposal defines the Agency's participation as providing down payment and/or closing costs assistance to eligible first-time home buyers. This development project is located in the southwest portion of the City, at the northeast corner of Randall Avenue and Meridian, just north of the proposed County Medical Center (Please see attached map). The project consists of four (4) distinct model types including: MIX SQ. FT. BEDROOMS BATHROOMS HEIGHT SALES PRICE 13 1,687 4 2 1 story $136,500 12 1,702 4 2 1 story $136,500 9 1,765 4 2.5 2 story $143,500 2 1,727 4 2 1 story $138,500 These homes are of high quality and will include the following amenities and upgrades: * Concrete Tile Roofs * Ceramic Counter Tops * Fireplaces * Tile Entries * Front Yard Landscaping with Automatic Sprinklers * Side and Rear Yard Fencing Young Homes will be fully responsible for securing all funds necessary for development and construction of this thirty-six (36) home subdivision and the Agency assistance will not be provided until escrow is ready to close. Furthermore, the developer will also be incurring all risk associated with site acquisition, development, construction, marketing and sale of the project. -------------------------------------------------------------------------------------------------------------------------- KJH:DRE:paw:ynghmes.cdc COMMISSION MEETING AGENDA MEETING DATE: 11115/1993 Agenda Item Number: DEVELOPMENT DEPARTMENT STAFF REPORT YOUNG HOMES OF CALIFORNIA NOVEMBER 8, 1993 PAGE - 2 - ------------------------------------------------------------------------------------------------------------------------------ Agency involvement in this project is being requested solely in the form of mortgage assistance to eligible first-time home buyers. This assistance is an important and necessary marketing tool for the developer to ensure that the project remains competitive with projects in surrounding communities. The major components of this proposal include the following: * Mortgage assistance would not exceed $5,000 per home. * Mortgage assistance will potentially be available on all thirty-six (36) homes. * Assistance would be utilized for down payment and/or closing costs. * Assistance would be provided in the form of a loan secured as a Second Deed of Trust against the property. * Repayment of this assistance would not occur until the property is either resold, refinanced or a change in title occurs. In order to receive Agency funded mortgage assistance, potential first-time home buyers must satisfy income and affordability requirements established by California Redevelopment law. In essence, by providing this assistance the Agency will have ensured that the entire project is "affordable" to low and moderate income households. Funding would be provided through available low-mod housing set-aside funds, which have been previously committed to this project as part of the Fiscal Year 1993-94 budget approval process. Repayment of these loans would occur on an average between five (5) to ten (10) years, based upon current sales trends in homeownership. This project will serve to raise the appearance of the surrounding area and to establish the standard for future rehabilitation and development projects. Furthermore, the project also allows the Agency to meet its ongoing mission to actively facilitate development of high quality affordable housing opportunities within the San Bernardino community. If approved, building permits and fees generated as a result of this project would be approximately $494,000. I -------------------------------------------------------------------------------------------------------------------------- KJH:DRE:paw:ynghmes.cdc COMMISSION MEETING AGENDA MEETING DATE: 11/15/1993 Agenda Item Number: DEVELOPMENT DEPARTMENT STAFF REPORT YOUNG HOMES OF CALIFORNIA NOVEMBER 8, 1993 PAGE - 3 - ------------------------------------------------------------------------------------------------------------------------------ Young Homes has been constructing high quality single-family detached homes for over 15 years in Southern California, including extensive activity in both Riverside and San Bernardino counties. Young Homes most recent local housing project, completed in 1992, included fifty-eight (58) homes located on Pepper Avenue just north of Randall Avenue. E. H. Wood and Associates has reviewed the Development Proposal and has established that Young Homes is both financially capable and creditworthy. In addition, the Market Profiles' site and market analysis concluded that the project is priced correctly for the surrounding area and should be extremely well received by first-time home buyers. At the Housing Committee meeting on Tuesday, September 28, 1993, this item was considered and unanimously recommended to forward the executed (OPA) to the Community Development Commission for this consideration. Based upon the foregoing information, staff recommends adoption of the form motion. U� u!tJ►-'Cq""C KENNETH J. ENDERSON, Executive Director Development Department -------------------------------------------------------------------------------------------------------------------------- KJH:DRE:paw:ynghmes.cdc COMMISSION MEETING AGENDA MEETING DATE: 11/15/1993 Agenda Item Number: Quality Homes- Affordable Prices YOUNG HOMES feature the ultimate in family living. Designed and built with care and quality these homes are both affordable and elegant. YOUNG HOMES are close to every conve- nience and can boast of being situated in the fastest growing area in the country — The Inland Empire. The pride of owning a magnificent new home is now a reality, not just a dream. MOUNTAIN RESORTS --- J FOOTHILL BLVD. VOUNG- 1� 3 MER,RILL AvE — —�(MILL ST ME5 k ----c � k 1 W Q - RNJpALL Q SAN SERNARDINO AVS. K VALLEY 51-VD. 10 SAW BERNARDINO FWY. TO RIVERSIDE -'� LOCATION OF SALES OFFICE AND MODELS: OIUNG 2884 W. LOS ROBLES CT. OME SAN BERNARDINO, CA 92410 (714) 421- 9511 YOU CAN SHARE THE DREAM List of Young Homes Features INTERIOR DETAILS MASTER SUITES • Dramatic Vaulted Ceilings * Spacious Master Suites with • Spacious Living Rooms and Vaulted Ceilings Family Room/Kitchens * Walk-in Closets (Plan 1 & 4) • Plush Wall to Wall Carpet * Television and Telephone Pre-wire • Ceramic Tiled Entryways * Private Bath with Tub/Shower Combo • Designer Selected Vinyl Flooring * Built-in Vanity(Plan 1, 3 &4) in Kitchens, Baths and Laundry Areas * Custom Finish Cultured Marble Pullmans • Wood Burning Fireplaces with Gas * Full Width Mirrors Stub-out, Glass Doors and Ceramic * Designer Selected Fixtures Tiled Hearth • Designer Selected Lighting Fixtures • Energy Efficient Central Heat and Air ENERGY EFFICIENT FEATURES • Protective Smoke Detectors Young Homes is proud to participate in • Indoor Laundry Facilities both the Edison "Welcome Home" program and the Gas Co. "Five-Star" EXTERIOR DETAILS program for energy efficient building * Distinctive Custom Exteriors standards. * Designer Coordinated Trim & Stucco Colors FI E * Beautiful Stucco Brick (Some Plans) ��{, R * Lifetime Concrete Tile Roofs ENERGY MASSURANCFOF r SAVER * Custom Designed Entry Doors - $ Y IlvERGYEFF[CIENCY. -_.°-._..... * Designer Selected Exterior Light Fixtures eneeedsCalifornia * Spacious 2-Car Garage with Upgraded insulation su"dards. Direct Interior Access in walls & Ceilings * Complete Rear & Side Yard Fencing Energy Efficient Central Air Conditioning * Front Yard Landscaping with Automatic Sprinklers and Forced Air Heating * Night Set Back Thermostat * Water Saving Toilets & Showers KITCHENS AND BATHS Full Weatherstripping on all Exterior Doors and Windows • Ceramic Tile Countertops * Dual Pane Energy Saving Windows • Custom Oak Finish Cabinetry with Spacious Pantries OPTIONS * Continuous Cleaning Range/Oven with Vented Hood * Mirrored Wardrobe Doors * Multicycle Dishwasher * Upgraded Flooring * Food Waste Disposal * Built-in Microwave Oven * Designer Selected Vinyl Flooring * Ceramic Tiled Island with Television compartment * Bright Luminous Ceilings * Custom Finish Marble Pullman Tops O U l� * Full Width Mirrors O��t�V _ * Designer Selected Fixtures * Combination Fiberglass Tub and Shower Units with Simulated Tile I� 4w,U 1�� Welcome to Young Homes. U l� We are proud to introduce MEto you our fine line of distinctive single family homes. Kitchen/ Fj� ' Master Bath Family Room n �a�,�e��e;,,ng I 0 a°> Master Bedroom O V3,ile(iCelling fAl! � � Island -- O Bath Hall �sn' Come � Walk-In Wardrobe _ i�>o� Closet I Living Roomer i Il,dC,;,,ng Entry Bedroom Bedroom 32 Plan I IV 2-Car Garage Bonus Space THE CHATEAU 3 BED/2 BATH PLAN 1 1,295 SQ. FT. ,. ,� �A�n°a �► �a�a� yi''''p i�, C ART 111 CONCE►T ION m I I M �irni 4�� . ' ��, �II II�� Jla� ■■ I' I � I 1`I 1 i+ I �. I�7�'J■ I�� d i Vii,, �+ , I �J � � !�, A81151 G04 CE 01 10H , \ 1B i �-E THE CAPRI 3 BED/2 BATH PLAN Z 1,318 SQ. FT. Kitchen/ Master Bath 0 Family Room Master Vaulted Ceilings V Bedroom Living Room Vaulted Ceiling Vaulted Ceiling 9 Island 3 Oknen Bath •2 li Hall O +_ y Service FAU + Q 1 Coat �+ Entry o v` Vaulted Ceiling a Bedroom Bedroom#2 #3 Vaulted Ceiling 0 2-Car Garage Plan 2 OUNCT-o -OMS a '.�,,t►s /�ILL ,_ �-� `_°`„< _� C c�T�T�S T'��,�-�L�1�-�c�Tl�`��T<-c-?-c\t-� ' itt� rll Ii °�a I I . • E�1 agar I ��+ I, � man I� 1 ,l �I yII [7 I�L'IC1 I_ yyy - - -'—� +• '... „I a Lj 2C Nd u7•^t'ii1 '� - A9.1151 CONCEVi ION I�. 1 ......-.............. _ __._...................--- ins \�► ��I�� w' �`'�! j \♦- ��. � �'�'' :-..0'�. is 'ice \��iEN�„ �t �� a wow ww t- _ THE VILLA 4 BED/2 BATH PLAN 3 1,436 SQ. FT. Hoc 0 0 u Master Bedroom Dining Room Kitchen O (~�� Bedroom ,a„h�•�<<,h��; �J U l�llJJ __ # OM� -_J Wardrjbe Living Room Master J \ g ' Bath ---, va�neace,rng Bath W-h#2U Hall _ FAU Coals Entry Bedroom Bedroom r1 #3 #4 2-Car Garage Uli Bonus Space Plan 3 Ire �./�I 1—� v I �L) LI IP ul1dY1 r7C-_ �C � I _ c 1,°� �� I � �•. Ulm■ � � � �■ I il! i I II � r nn nmisT cowcev�+on I � r J �� 1 r �6. i '� � 'i•,h,y I ' y "� i�1,1ii11 JI1i.9 �' .L J �• , nm_ANT157 CON6tPTIOM - POL 'ri C._ re fj:! P,b ;1 7 r - I, Ion :2 111 ILA 3E /,0.7157 CONCEPTION �.�•.�� 'p� `.�_ \; �'y-- ----- - D r DOM J, u I -t 3F SoL� i ,.1 �•+T \ f -\--�_• A 0.T 1 5 T C 0 N C f P T 1 0 N IN r Ir'r i .- n 1 rr`r C,,,'C\" ,r• � C\ � � �,r `� �*'v,::':��,�� Ilii�l �'?:^�t.•� �C ,��, c' ,�` �\ 1:,.�`•-sc '�li•,N�'' _''��nyllt 1;: r� Ily��b 4� A0.TIS7 CONCEPTION " ' 4c ^W I' +.. : i THE HACIENDA PIAN 4 Family Room Master Bedroom Vaulted Ceiling Master Vaulted Ceiling O Bath 4 BED/2 BATH O Island or 3 BED/DEN Ll Waoset 1,600 SQ. FT. Kitchen closet 1 lJ�l Vaulted Ceiling Bedroom#2 P7 I Bath Cx2 1 Dining Room Veultud Ceiling Hail Bedroom 3 V I - a Living Room W�i Vaulted Ceiling _ __I Service r 1 O�V _ I � I Wardrobe OM� 2-Car Garage Bedroom Plan 4 #4 ~ - - -- x 7- V I l� V. I h C17[� ECOC" �e C(]!!7CEl 1 , a:i h.�• � �11 ARTIST LONLEP1ION `� 7 I rAK sm WAR _ \III ARTIST COMOOTION i `►�r ---- ��I � . �;�,gip}=( ----- -_ -^ - �i�/''^� �� All r `' ` ~ imam 4F _ = ARTIST CONCEPTION Ir r.r4 zz Q' 4 t `�,� ■�5�■� ��i �f�; �. III ,a... 4G A.TTIST C 0 N C EPTI 0 N �' RECORDING REQUESTED BY: REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO , AND WHEN RECORDED RETURN TO: SABO & GREEN, a Professional Corporation Suite 400 6320 Canoga Avenue Woodland Hills, California 91367 (Space Above for Recorder's Use) REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO OWNER PARTICIPATION AGREEMENT (YOUNG HOMES) By and Between REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO and YOUNG HOMES OF CALIFORNIA a California general partnership I� i t r 0 TABLE OF CONTENTS Pte_ I. [100] SUBJECT OF AGREEMENT , A. [101] Purpose of Agreement . . . . . . . . . . . 1 B. [102] The Redevelopment Plan . . . . . . . . . . 2 C. [103] The Site . . . . . . . . . . . . . . . 2 D. [104] Parties to the Agreement . . . . . . . . . 2 1. [105] The Agency . . . . . . . . . . . 2 2. [106] The Participant . . . . . . . . . . . 3 3. [107] Prohibition Against Change in Ownership, Management and Control of the Participant . . . . . . 3 4. [108] Benefit to Project Area . . . . . . . 5 II. [200] AGENCY ASSISTANCE A. [201] Project . . . . . . . . . . . . . . 5 B. [202] Financing Assistance . . . . . . . . . 6 C. [203] Affordable Housing Covenants . . . . . 8 III. [300] IMPROVEMENT OF THE SITE A. [301] Scope of Development . . . . . . . . . . 10 B. [302] Cost of Construction . . . . . . . . . . 10 Co (303) Construction Schedule . . . . . . . . . 10 D. [304] Bodily Injury and Property Damage Insurance . . . 10 E. [305] City and Other Governmental Agency Permits . . . . 12 F. [306] Rights of Access . . . . 13 G. [307] Local, State and Federal Laws . . . . . 13 H. [308] Antidiscrimination During Construction . . . . . . . . 14 I. [309] Taxes, Assessments, Encumbrances and Liens . . . . . . . . . . . . . . 14 J. [310] Prohibition Against Transfer of the Site, the Buildings or Structures Thereon and Assignment of Agreement . . . . . . . . . . . . 14 K. [311] Mortgage, Deed of Trust, Sale and Lease-Back Financing; Rights of Holders . . . . . . . . . . . . 15 1. [312] No Encumbrances Except Mortgages, Deeds of Trust or Sale and Lease-Back for Development . 15 2. [313] Holder Not Obligated to Construct Improvements . . . 15 3 . [314] Notice of Default to Mortgagee or Deed of Trust Holders; Right to Cure . . . . . . . . . . . 16 4. [315] Failure of Holder to Complete Improvements . . . 17 5. [316] Right of Agency to Cure Mortgage or Deed of Trust Default 18 (i) I�1 IV. [400] USES OF SITE; AFFORDABILITY COVENANTS A. [401] Uses - Covenants Running With the Land: 19 B. [402] Maintenance of the Site . . . . . . . . . 22 C. [403] Effect of Violation of the Terms and Provisions of this owner Participation Agreement After Completion of Construction . . . . . . . 23 V. [500] GENERAL PROVISIONS A. [501] Notices, Demands and Communication Between the Parties . . . . . . 24 B. [502] Conflicts of Interest; Nonliability . . . 24 C. [503] Enforced Delay; Extension of Times of Performance . . . . . . . . . . 25 D. [504] Inspection of Books and Records . . . . . 26 VI. [600] DEFAULTS AND REMEDIES A. [601] Defaults - - General . . . . . . . . . . 26 B. [602] Legal Actions . . . . . . . . . . . . . . 28 1. [603] Institution of Legal Actions . . . . 28 2. [604] Applicable Law . . . . . . . . . . . 28 3 . [605] Acceptance of Service of Process . . 28 C. [606] Rights and Remedies are Cumulative . . . 29 • D. [607] Inaction Not a Waiver of Default 29 E. [608] Remedies . . . . . . . . . . . . . . . . 29 1. [609] Damages . . . . . . . . . . . . . . 29 VII. [700] SPECIAL PROVISIONS A. [701] Submission of Documents to Agency for Approval . . . . . . . . . . . 30 B. [702] Successors in Interest . . . . . . . . . 30 VIII. [800] ENTIRE AGREEMENT, WAIVERS . . . . . . . . . . 31 IX. [900] TIME FOR ACCEPTANCE OF AGREEMENT BY AGENCY A. [901] Time for Acceptance . . . . . . . . . . . 32 ATTACHMENT NO. 1 - LEGAL DESCRIPTION ATTACHMENT NO. 2 - HEALTH & SAFETY CODE SECTION 50052 . 5 ATTACHMENT NO. 3 - SCOPE OF DEVELOPMENT ATTACHMENT NO. 4 - PROMISSORY NOTE SECURED BY DEED OF TRUST ATTACHMENT NO. 5 - DEED OF TRUST WITH ASSIGNMENT OF RENTS ATTACHMENT NO. 6 - AFFORDABILITY CRITERIA VERIFICATION WORKSHEET ATTACHMENT NO. 7 - MORTGAGE ASSISTANCE PROGRAM FINAL APPLICANT REPORT ATTACHMENT NO. 8 - SCHEDULE OF PERFORMANCE 8 i (ii) �( t SBE00001-751YOUNO OPA 11/08/93 11:10 cw OWNER PARTICIPATION AGREEMENT THIS OWNER PARTICIPATION AGREEMENT is entered into this day of November, 1993, by and between the REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO (the "Agency") and YOUNG HOMES OF CALIFORNIA, a California general partnership (the "Participant") . Agency and Participant hereby agree as follows: I. [100] SUBJECT OF AGREEMENT A. (101) Purpose of Agreement The purpose of this Owner Participation Agreement is to effectuate the goals of the Agency with respect to the provision of low- and moderate-income housing in areas of the City of San Bernardino (the "City") which are adjacent to redevelopment project r areas of the Agency. In order to implement such goals, the Agency intends to provide assistance to Participant for the improvement of P the Site, as hereinafter defined, which is located adjacent to and will benefit, among others, the Mt. Vernon Corridor Redevelopment Project Area (the "Project Area") . The completion of the improvements on the Site pursuant to this Owner Participation Agreement is in the vital and best interests of the City, and the health, safety and welfare of its residents, and in accord with the public purposes and provisions of applicable state and local laws including the California Community Redevelopment Law. The Community Development Commission, acting on behalf of the Agency, has determined that the uses contemplated by this Owner id 0 Participation Agreement will benefit the low- and moderate-income housing needs of the City and the Project Area, and has authorized the use of funds from the Agency's Low- and Moderate-Income Housing Fund. B. [102] The Redevelopment Plan The Redevelopment Plan for the Mt. Vernon Corridor Redevelopment Project (the "Redevelopment Plan") was approved by Ordinance No. MC 733 of the Common Council of the City of San Bernardino; said Ordinance and the Redevelopment Plan as so approved are incorporated herein by reference. 1, C. [103] The Site The Site is that certain real property generally located at the northeast corner of the intersection of Meridian Avenue and Randall Avenue in the City of San Bernardino and consists of those Assessor Parcels as more fully described in the "Legal Description of the Site, " which is attached hereto as Attachment No. 1 and is incorporated herein by this reference. D. [104] Parties to the Agreement 1. [105] The Agency The Agency is a public body, corporate and politic, exercising governmental functions and powers and organized and existing under Chapter 2 of the Community Redevelopment Law of the State of California (Health and Safety Code Section 33020, et seq. ) - 2 - Id The principal office of the Agency is located at 201 North "E" Street, San Bernardino, California 92401. "Agency, " as used in this Owner Participation Agreement, includes the Community Development Commission of the City of San Bernardino, the Economic Development Agency of the City of San Bernardino, the Redevelopment Agency of the City of San Bernardino, and any assignee of or successor to their rights, powers and responsibilities. 2. [106] The Participant The Participant is a California general partnership which currently owns the Site or will have acquired the Site prior to the effective date of this Agreement. The principal office and mailing address of the Participant for purposes of this Owner Participation Agreement is Young Homes of California, 15351 Gale Avenue, Hacienda Heights, California 91745, Attn: Pat Young, President. The Participant qualifies as an owner participant pursuant to California Community Redevelopment Law, the Redevelopment Plan and rules promulgated pursuant thereto pertaining to owner participation. 3. [107] Prohibition Against Change in ownership, Management and Control of the Participant The qualifications and identity of the Participant are of a particular concern to the Agency. It is because of those qualifications and identity that the Agency has entered into this - 3 - JL� Owner Participation Agreement with the Participant. No voluntary or involuntary successor in interest of the Participant shall acquire any rights or powers under this Owner Participation Agreement except as expressly set forth herein. The Participant shall not assign all or any part of this Owner Participation Agreement or any rights hereunder without the prior written approval of the Agency, which approval the Agency may grant, withhold or deny at its discretion. In the event of such transfer or assignment: (1) the assignee shall expressly assume the obligations of the Participant pursuant to this Owner Participation Agreement in writing satisfactory to the Agency; (2) the original Participant shall remain fully responsible for the performance and liable for the obligations of the Participant pursuant to this Owner Participation Agreement; and (3) any guarantees provided to assure the performance of the Participant's obligations under this Owner Participation Agreement shall remain in full force and effect. In the absence of specific written agreement by the Agency, no such transfer, assignment or approval by the Agency shall be deemed to relieve the Participant or any other party from any obligation under this Owner Participation Agreement. All of the terms, covenants and conditions of this Owner Participation Agreement shall be binding upon and shall inure to the benefit of the Participant and the permitted successors and assigns of the Participant. Whenever the term "Participant" is - 4 - . ., used herein, such term shall include any other permitted successors and assigns as herein provided. The restrictions of this Section 107 shall terminate and be of no further force and effect upon completion of all portions of the Project (as hereinafter defined) . Nothing in this Section 107 shall act to restrict the sale of completed residential units developed on the Site to qualified purchasers if said sales are otherwise in compliance with the terms of this Owner Participation Agreement. 4. [108] Benefit to Project Area Agency has determined that the development of the Site in accordance with this Owner Participation Agreement will eliminate blight and provide needed affordable low- and moderate-income housing to areas adjacent to the Project Area which is needed due to the insufficiency of such housing within the Project Area and the City generally. II. [200] AGENCY ASSISTANCE A. [201] Project The Participant shall develop the Site by causing the construction thereon of thirty-six (36) detached single family residential units (the "Project") , all or a portion of which shall be reserved for sale to, and occupancy by, low- and moderate-income households, to be sold at affordable housing cost as such term is defined in Health and Safety Code Section 50052.5, a copy of which is attached hereto as Attachment No. 2 and incorporated herein by - 5 - 1`I f 1 this reference. The Project shall be developed in two (2) phases with Phase I consisting of three (3) models and fifteen (15) units and Phase II consisting of eighteen (18) units, all as more fully described below and in the Scope of Development attached hereto as Attachment No. 3 and incorporated herein by this reference. Mix Square Feet Bedrooms Bathrooms 13 1, 687 4 2 12 1,702 4 2 9 1,765 4 2.5 2 1,727 4 2 B. [202) Financing Assistance In order to assist in the development of the Project, the Agency shall provide financial assistance in a total amount not to exceed Two Hundred Thousand Dollars ($200, 000) (the "Agency Assistance") . Funds representing the Agency Assistance will be placed on deposit by the Agency with U.S. Escrow, or such other escrow company as the Agency may deem appropriate in its sole discretion. Thereafter, anytime the Participant completes a residential unit and seeks to sell said residential unit at affordable cost to low- and moderate-income households, the Participant shall request in writing that the Agency provide certain down payment mortgage assistance in accordance with one of two (2) options as more fully described hereinafter. (Any residential units which are to be reserved for sale at affordable cost to such low- and moderate-income households in accordance with this Agreement shall hereinafter be referred to as the "Affordable Units") . - 6 - 1 � . . 1. Option (a) . The Participant may request that down payment mortgage assistance be provided in connection with the establishment of an escrow for the sale of the applicable Affordable Unit, in an amount equal to Five Thousand Dollars ($5,000) per unit; or 2. Option (b) . The Participant may request that down payment mortgage assistance be provided in connection with the establishment of an escrow for the sale of the applicable Affordable Unit in an amount equal to five percent (5%) of the sales price of the applicable Affordable Unit provided, however, that in the event the Participant seeks the assistance in accordance with this subsection (b) , the Participant shall agree and be obligated to pay all non-recurring closing costs incurred in connection with the applicable escrow. The Agency Assistance may only be used by Participant for purposes of paying costs related to the purchase of any given Low and Mod Unit. With respect to the sale of any Affordable Units which have been sold with the use of funds representing a portion of the Agency Assistance, the Participant shall require that prior to the close of escrow pertaining to the sale of the applicable Affordable Unit, the purchaser shall execute a Promissory Note in an amount equal to the down payment mortgage assistance, in substantially the form of Attachment No. 4 attached hereto and incorporated herein by this reference and secured by a Deed of Trust in substantially the - 7 - Id form of Attachment No. 5 attached hereto and incorporated herein by this reference. The Promissory Note shall provide that it will bear no interest and that it will be immediately due and payable in full upon any sale, lease, disposition or refinancing of* the applicable Affordable Unit. Subject to the provisions of Section 503 hereof and to any other written extensions as may be granted by the Executive Director in his or her sole discretion, if any moneys representing the Agency Assistance have not been used or encumbered in connection with the sale of Affordable Units on or after November 30, 1994, such moneys shall be returned to the Agency for redeposit into the Agency's Low and Moderate Income Housing Fund and the Agency will have no further obligation to provide any additional assistance to the Participant. C. [203] Affordable Housing Covenants In consideration for the provision of the Agency Assistance, the Participant shall make any of the Affordable Units for which assistance is provided available to households who are of low- and moderate-income as defined in Health & Safety Code Section 50093, as amended from time to time, and who seek to purchase residences to be constructed on the Site at affordable housing cost as defined in Health and Safety Code Section 50052. 5, as may be amended from time to time, as attached hereto as Attachment No. 2. The Agency shall provide to the Participant the parameters of such (MW ownership, including income limits adjusted for family size and the affordable housing cost eligibility criteria that shall apply to 8 - �, purchase of each such residential unit. The Participant agrees to be bound by all limitations to be established by the Agency,. and/or any Conditions and Covenants and Restrictions as may be imposed by the Agency applicable to the Affordable Units, as to both income limits and affordability criteria for the residences on the Site and shall provide the Agency with all relevant information, as may be requested from time to time by the Agency, to ensure compliance with this Section. The Participant shall be responsible for ensuring that all documents required of such low- and moderate-income households are executed and forwarded to the Agency, including, but not limited to, the Affordability Criteria Verification Worksheet and Mortgage Assistance Program Final Applicant Report attached to this Agreement as Attachments No. 6 and 7, respectively. Prior to the close of escrow relating to the sale of each of the Affordable Units, the Participant shall require the purchaser thereof to execute a Promissory Note in favor of the Agency in the principal amount of either (a) Five Thousand Dollars ($5,000) or five percent (5%) of the purchase price of the applicable Affordable Unit, secured by a Deed of Trust. In the event that the Affordable Unit is sold, leased or refinanced, the principal balance of the Promissory Note shall become fully due and payable immediately. - 9 _ � � III. [300] IMPROVEMENT OF THE SITE A. [301] Scope of Development The Site shall be developed by Participant as more fully provided in the "Scope of Development, " which is attached hereto as Attachment No. 3 and incorporated herein by this reference. B. [302] Cost of Construction The cost of constructing the Project shall be borne solely by Participant. The Agency shall have no obligations, other than as expressly set forth herein, with respect to the funding of the Project. C. [303] Construction Schedule Upon execution of this Owner Participation Agreement, Participant will promptly begin and diligently prosecute to completion the construction of the Project. Participant shall begin and complete all construction and development of the Project within the times specified in the "Schedule of Performance" which is attached hereto as Attachment No. 8 and incorporated herein. Participant shall strictly conform to all time requirements and limitations set forth in this Owner Participation Agreement. Any non-conformance shall be governed under Section VI, "DEFAULTS AND REMEDIES. " D. [304] Bodily Injury and Property Damage Insurance Participant shall defend, assume all responsibility for i and hold the Agency, the City and their respective officers, agents and employees, harmless from all claims or suits for, and damages - 10 - W to, property and injuries to persons, including accidental death (including attorneys' fees and costs) , which may be caused- by any of Participant's activities under this Owner Participation Agreement, whether such activities or performance thereof be by the Participant or anyone directly or indirectly employed or contracted with by Participant and whether such damage shall accrue or be discovered before or after termination of this Owner Participation Agreement. Participant shall take out and maintain a comprehensive liability and property damage policy in the amount of One Million Dollars ($1,000, 000) combined single limit policy, including contractual public liability, as shall protect Participant, City and Agency from claims for such damages until two (2) years after the completion of the Project. Participant shall furnish a certificate of insurance from an insurance carrier rated by A. M. Best as "A" or better, countersigned 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 certificate 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 effective date of any such material change, cancellation or termination. Coverage provided (W hereunder by Participant shall be primary insurance and not contributing with any insurance maintained by Agency or City, and - 11 - M 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. Participant shall furnish or cause to be furnished to Agency evidence satisfactory to Agency that any contractor and/or subcontractor with whom it has contracted for the performance of work on the Site or otherwise pursuant to this Owner Participation Agreement carries workers' compensation insurance as required by law. E. (305) City and Other Governmental Agency Permits Before funding of the Agency Assistance or any portion thereof and/or commencement of the Project or other construction or development of any buildings, structures or other works of improvement upon the Site, Participant shall, at its own expense, secure or cause to be secured any and all permits for all necessary off-site improvements which may be required by the City or any other governmental agency having jurisdiction over such construction, development or work. Nothing contained in this Owner Participation Agreement shall be deemed to be an approval by the City of any application or permit required to be obtained by Participant from the City. 12 - ' � F. [306] Rights of Access For the purpose of assuring compliance with this Owner Participation Agreement, representatives of Agency and the City shall have the right of access to the Site, without charges or fees, at normal construction hours during the period of work for the purposes of this Owner Participation Agreement, including, but not limited to, the inspection of the work being performed in constructing the improvements, so long as they comply with all safety rules. Such representatives of Agency or of the City shall be those who are so identified in writing by the Executive Director of Agency. Agency shall hold the Participant harmless from any bodily injury or related damages arising out of the activities of Agency and the City as referred to in this Section 306 and resulting from the gross negligence or willful misconduct of the i City or Agency. This Section 306 shall not be deemed to diminish or limit any rights which the City or Agency may have by operation of law irrespective of the Agreement. G. [307] Local, State and Federal Laws Participant shall carry out the construction of the Project and all related activities on the Site in conformity with all applicable laws, including all applicable federal and state labor standards; provided, however, Participant and its contractors, successors, assigns, transferees, and lessees are not waiving their rights to contest any such laws, rules or standards. Participant and its contractors and sub-contractors shall pay (W prevailing wages to all employees on the Project as otherwise appropriate in connection with the development of the Project. - 13 - i 4 H. [308] Antidiscrimination During Construction Participant, for itself and successors and assigns, agrees that in the construction of the improvements provided for in this Owner Participation Agreement, Participant shall ' not discriminate against any employee or applicant for employment because of race, color, creed, religion, age, sex, marital status, handicap, national origin or ancestry. I. [309] Taxes, Assessments, Encumbrances and Liens Prior to the issuance of a Certificate of Occupancy for the last residential unit developed on the Site, Participant shall not place or allow to be placed on the Site or any part thereof any mortgage, trust deed, encumbrance or lien other than as expressly approved by the Agency J. [310] Prohibition Against Transfer of the Site the Buildings or Structures Thereon and Assignment of Agreement Prior to the issuance of a Certificate of Occupancy for the last residential unit developed on the Site, Participant shall not, except as permitted by this Owner Participation Agreement, without the prior written approval of Agency, make any total or partial sale, transfer, conveyance, assignment or lease of whole or any part of the Site or of the buildings or structures on the Site. This prohibition shall not be deemed to prevent a transfer expressly permitted pursuant to Section 107 of this Owner Participation Agreement, or the granting of temporary or permanent easements or permits to facilitate the development of the Site. - 14 - 1 � V K. (311] Mortgage, Deed of Trust, Sale and Lease-Back Financing; Rights of Holders 1. (312] No Encumbrances Except Mortgages, Deeds of Trust or Sale and Lease-Back" for Development Mortgages and deeds of trust are to be permitted before completion of the Project but only for the purposes of securing a loan of funds to be used in financing the development of the Site and any other purposes appropriate in connection with the development under this Owner Participation Agreement. Participant shall not enter into any other conveyance or lien for financing without the prior written approval of Agency, which approval Agency agrees to give if any such conveyance or lien for financing is given to a bank, savings and loan association, or other similar lending institution and the terms of said financing are reasonably acceptable to Agency. The form of approval by Agency shall be in writing which references this Section 312, executed by the Executive Director of the Agency. In the event that the Agency fails to accept or reject such lender in writing within fifteen (15) days after written notice thereof is received by the Agency, such lender shall be deemed approved. 2. (313] Holder Not Obligated to Construct Improvements The holder of any mortgage or deed of trust authorized by this Owner Participation Agreement shall not be obligated by the provisions of this Owner Participation Agreement to construct or complete the Project or to guarantee such construction or - 15 - completion. Nothing in this Owner Participation Agreement shall be deemed to construe, permit or authorize any such holder to_devote the Site to any uses or to construct any improvements thereon, other than those uses or Project provided for or authorized by'this Owner Participation Agreement. 3. (314] Notice of Default to Mortgagee or Deed of Trust Holders; Right to Cure With respect to any mortgage or deed of trust granted by Participant as provided herein, whenever Agency shall deliver any notice or demand to Participant with respect to any breach or default by Participant in completion of the construction of the Project, Agency shall at the same time deliver to each holder of record of any mortgage or deed of trust authorized by this Owner Participation Agreement a copy of such notice or demand. Each such holder shall (insofar as the rights of Agency are concerned) have the right, at its option, within thirty (30) days after the receipt of this notice, to cure or remedy or commence to cure or remedy any such default and to add the cost thereof to the mortgage debt and the lien of its mortgage. Nothing contained in this Owner Participation Agreement shall be deemed to permit or authorize such holder to undertake or continue the construction or completion of the Project (beyond the extent necessary to conserve or protect the Project or construction already made) without first having expressly assumed the Participant's obligations to Agency by (w written agreement satisfactory to Agency. The holder, in that event, must agree to complete, in the manner p rovided in this Owner Participation Agreement, the Project to which the lien or title of - 16 - Id i such holder relates, and submit evidence satisfactory to Agency that it has the qualifications and financial responsibility necessary to perform such obligations. 4. [315] Failure of Holder to Complete Improvements In any case where, thirty (30) days after default by the Participant in completion of construction of Project under this Owner Participation Agreement, the holder of any mortgage or deed of trust creating a lien or encumbrance upon the Site or any part thereof has not exercised the option to construct or if it has exercised the option and has not proceeded diligently with construction, Agency may purchase the mortgage or deed of trust by (4, payment to the holder of the amount of the unpaid mortgage or deed of trust debt, including principal and interest and all other sums secured by the mortgage or deed of trust. If the ownership of the Site or any part thereof has vested in the holder, Agency, if it so desires, shall be entitled to a conveyance from the holder to Agency upon payment to the holder of an amount equal to the sum of a the following: a. The unpaid mortgage or deed of trust debt at the time title became vested in the holder (less all appropriate credits, including those resulting from collection and application of rentals and other income received during foreclosure proceedings) ; b. All expenses with respect to foreclosure; - 17 0 C. The net expense, if any (exclusive of general overhead) , incurred by the holder as a direct result _of the subsequent management of the Site or part thereof; d. The costs of any Project made by such holder; and e. An amount equivalent to the interest that would have accrued on the aggregate of such amounts had all such amounts become part of the mortgage or deed of trust debt and such debt had continued in existence to the date of payment by Agency; less f. Any income derived by the lender from operations conducted on the Site (the receipt of principal and interest payments in the ordinary course of business shall not constitute income for the purposes of this subsection f) . 5. (316] Right of Agency to Cure Mortgage or Deed of Trust Default In the event of a mortgage or deed of trust default or breach by Participant prior to the completion of any part thereof and the holder of any mortgage or deed of trust has not exercised its option to complete construction, Agency may cure the default. In such event, Agency shall be entitled to reimbursement from Participant of all proper costs and expenses incurred by Agency in curing such default. 18 - �. IV. [400] USES OF SITE; AFFORDABILITY COVENANTS A. [401] Uses - Covenants Running With the Land Participant covenants and agrees for itself, its successors, its assigns, and every successor in interest to the Site or any part thereof, that, except as otherwise herein provided, for a period of ten (10) years commencing on the date of the sale of any of the Affordable Units each of the Affordable Units will be devoted to and available for sale solely to persons or families with an income which are low and moderate to very low, as those terms are defined in Health and Safety Code Sections 50093 (low- and moderate-income) and 50105 (very low income) , with sales costs of each residential unit to be at an affordable housing cost (as such term is defined in Health and Safety Code Section 50052.5) . The foregoing covenant shall run with the land for ten (10) years commencing on the date that each Affordable Unit is sold except to the extent the Agency's investment of low- and moderate- income funds under this Owner Participation Agreement is otherwise protected. The Participant further covenants and warrants that Participant shall develop improvements on the Site in accordance with the Scope of Development. Participant covenants to develop the Site in conformity with all applicable laws. The covenants of this paragraph shall run with the land. - 19 - �� Participant covenants by and for itself and any successors in interest 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, transfer, use, occupancy, tenure or enjoyment of the Site, nor shall Participant itself or any person claiming under or through it establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees of the Site. The foregoing covenants shall run with the land. ` All deeds, leases or contracts pertaining to the Site shall contain or be subject to substantially the following nondiscrimination or non-segregation clauses: 1. In deeds: "The grantee herein covenants by and for himself or herself, his or her heirs, executors, administrators and assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, marital status, age, handicap, national origin or ancestry in the sale, lease, sublease, transfer, 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, l - 20 - location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees in the land herein conveyed. The fog'egoing covenants shall run with the land. " 2. In leases: "The lessee herein covenants by and for himself or herself, his or her heirs, executors, administrators and assigns, and all persons claiming under or through him or her, that 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, transferring, use, occupancy, tenure or enjoyment sale, lease, sublease, transfer, 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 practices or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, sublessees, subtenants or vendees in the premises herein leased. " 3 . In contracts: "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, s 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 21 - 10 practice or practices of discrimination or segregation with reference to the selection, location, number use or occupancy of tenants, lessees, subtenants, sublessees or vendees of the premises. " B. [402] Maintenance of the Site Participant shall, until sale of all of the thirty-six (36) residential units, maintain any portion of the Project which remains unsold and all other improvements on the Site and shall keep the Site free from any accumulation of debris or waste materials. Participant further agrees to maintain the Site in a neat (W and attractive manner until construction of the improvements described in this Owner Participation Agreement is complete so as not to, in the reasonable determination of an appropriate officer of the City, be a public nuisance or be detrimental to the health, safety and welfare of the public and agrees that in the event Participant fails to do so, Agency may enter upon the Site for the purposes of performing necessary and desirable maintenance, that Participant will be responsible for the cost of any such maintenance undertaken by Agency, which shall be paid within thirty (30) days after receipt by Participant of written demand therefor. 22 - C. [403] Effect of Violation of the Terms and Provisions of this Owner Participation Agreement After Completion of Construction The covenants established in this Owner Participation Agreement shall, without regard to technical classification and designation, be binding for the benefit and in favor of Agency, its successors and assigns, as to those covenants which are for its benefit. The covenants contained in this Owner Participation Agreement shall remain in effect until the termination date of the Redevelopment Plan unless an earlier date is specified. The covenants against racial discrimination shall remain in perpetuity. Agency is deemed the beneficiary of the terms and provisions of this Owner Participation Agreement and of the covenants running with the land, for and in its own rights and for the purposes of protecting the interests of the community and other parties, public or private, in whose favor and for whose benefit this Owner Participation Agreement and the covenants running with the land have been provided. The Agreement and the covenants shall run in favor of the Agency, without regard to whether Agency has been, remains or is an owner of any land or interest therein in the Site or in the Project Area. Agency shall have the right, if the Agreement or covenants are breached, to exercise all rights and remedies, and to maintain any actions or suits at law or in equity or other proper proceedings to enforce the curing of such breaches to which it or any other beneficiaries of this Owner Participation Agreement and covenants may be entitled. 23 C 0 V. [500] GENERAL PROVISIONS A. [501] Notices, Demands and Communications Between the Parties Written notices, demands and communications between Agency and Participant shall be sufficiently given if delivered by hand (and a receipt therefor is obtained or is refused to be given) or dispatched by registered or certified mail, postage prepaid, return receipt requested, to the principal offices of Agency and Participant. Such written notices, demands and communications may be sent in the same manner to such other addresses as such party may from time to time designate by mail as provided in this Section 501. Any written notice, demand or communication shall be deemed received immediately if delivered by hand and shall be deemed received on the tenth day from the date it is postmarked if delivered by registered or certified mail. B. [502] Conflicts of Interest; Nonliability No member, official or employee of Agency or the City shall have any personal interest, direct or indirect, in this Owner Participation Agreement. No member, official or employee shall participate in any decision relating to the Agreement which affects his personal interests or the interests of any corporation, partnership or association in which he is directly or indirectly interested. No member, official or employee of Agency or the City �..r shall be personally liable to Participant, or any successor in interest, in the event of any default or breach by Agency or - 24 - I U Participant, or for any amount which may become due to Participant or its successor or on any obligations under the terms of this Owner Participation Agreement. Participant represents and warrants that it has not paid or given, and shall not pay or give, any third party any money or other consideration for obtaining this Owner Participation Agreement. C. (503] Enforced Delay; Extension of Times of Performance In addition to specific provisions of this Owner Participation Agreement, performance by either party hereunder shall not be deemed to be in default, and all performance and other dates specified in this Owner Participation Agreement shall be extended, where delays or defaults are due to: war; insurrections; floods; earthquakes; fires; casualties; acts of God; acts of the public enemy; freight embargoes; governmental restrictions or priority; litigation; unusually severe weather; or acts or failures to act of the City or any other public or governmental agency or entity (other than the acts or failures to act of Agency which shall not excuse performance by Agency) . Notwithstanding anything to the contrary in this Owner Participation Agreement, an extension of time for any such cause shall be for the period of the enforced delay and shall commence to run from the time of the commencement of the cause, if notice by the party claiming such extension is sent to the other party within thirty (30) days of the commencement of the cause. Times of performance under this Owner Participation - 25 - ' � Agreement may also be extended in writing by the mutual agreement of Agency and Participant. Participant is not entitled pursuant to this Section 503 to an automatic extension of time to perform because of past, present, or future difficulty in obtaining suitable temporary or permanent financing for the Site. Should such financing not be obtained, it is the sole responsibility of the Participant to request an extension of time prior to default under the Schedule of Performance. D. [504] Inspection of Books and Records Agency has the right at all reasonable times to inspect the books and records of Participant pertaining to the Site as pertinent to the purposes of this Owner Participation Agreement. VI. [600] DEFAULTS AND REMEDIES A. [601] Defaults - - General Any of the following shall be considered an event of default hereunder: (a) Failure to construct and sell the number of units required to be sold in Phase I (as set forth in the Scope of Development, Attachment No. 3 hereto and incorporated herein by this reference) within the time schedules as provided in the Schedule of Performance attached hereto as Attachment No. 8. - 26 - r � 0 `�,,,✓ (b) Failure to construct and sell the number of units required to be sold in Phase II (as set forth in the Scope of Development, Attachment No. 3 hereto and incorporated herein by this reference) within the time schedules as provided in' the Schedule of Performance attached hereto as Attachment No. 8. (c) Failure or delay by any party to perform any other term or provision of this Owner Participation Agreement. The injured party shall give written notice of default to the party in default, specifying the default complained of by the injured party. The party in default shall immediately commence to remedy, cure or correct such default within said thirty (30) day period. However, if in the reasonable opinion of the injured party said failure cannot be corrected within thirty (30) days after such notice, the injured party shall not unreasonably withhold its consent to an extension of time, if such corrective action is instituted by the defaulting party within said thirty (30) day period and diligently pursued until such failure is corrected. Except as required to protect against further damages, the injured party may not institute proceedings against the party in default until thirty (30) days after giving such notice. Failure or delay in giving such notice shall not constitute a waiver of any default, nor shall it change the time of default. The Agency, in its discretion, may waive any of its rights hereunder, however, such waiver shall not be valid unless in writing and signed by a duly authorized representation of the - 27 - I I Agency. Upon expiration of the thirty (30) day notice period, the injured party, at its option, may declare all indebtedness and obligations secured hereby due and payable with or without notice of acceleration. B. [602] Legal Actions 1. [603] Institution of Legal Actions In addition to any other rights or remedies hereunder, Agency or Participant may institute legal action to cure, correct or remedy any default, to recover damages for any default, or to obtain any other remedy, including, but not limited to, specific performance, consistent with the purpose of this Owner Participation Agreement. Any legal actions initiated pursuant to this Owner Participation Agreement or otherwise with respect to this subject matter must be instituted in the Superior Court of the County of San Bernardino, State of California, or in an appropriate municipal court in that county. 2. (604) Applicable Law The laws of the State of California shall govern the interpretation and enforcement of this Owner Participation Agreement. 3. [605] Acceptance of Service of Process In the event that any legal action is commenced by any party against another party, service of process on such party shall be made by personal service upon such party or in such ether manner - 28 - I �f 0 as may be provided by law, and shall be valid whether made within or without the State of California. C. [606] Rights and Remedies are Cumulative Except as otherwise expressly stated in this Owner Participation Agreement, the rights and remedies of the parties are cumulative, and the exercise by any party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by any other party. D. [607] Inaction Not a Waiver of Default Any failures or delays by any party in asserting any of its right and remedies as to any default shall not operate as a waiver of any default or of any such rights or remedies, or deprive any party of its right to institute and maintain any actions or proceedings which it may deem necessary to protect, assert or enforce any such rights or remedies. E. [608] Remedies 1. [609] Damages Prior to the completion of the Project, if either Participant or Agency defaults with regard to any of the provisions of this Owner Participation Agreement, the non-defaulting party shall serve written notice of such default upon the defaulting party. If the default is not cured or if a cure has not been commenced and is being diligently pursued to completion by the defaulting party within thirty (30) days after service of the - 29 - notice of default, the defaulting party shall be liable to the other for any damages caused by such default, and the non- defaulting party shall have the right to seek specific performance and such other remedies as are available in law or equity. VII. [700] SPECIAL PROVISIONS A. [701] Submission of Documents to Agency for Approval Whenever this Owner Participation Agreement requires Participant to submit any document to Agency for approval, which shall be deemed approved if not acted on by Agency within the specified time, said document shall be accompanied by a letter stating that it is being submitted and will be deemed approved unless rejected by Agency within the stated time. If there is not a time specified herein for such Agency action, Participant may submit a letter requiring Agency approval or rejection of documents within thirty (30) days after submission to Agency or such documents shall be deemed approved. B. [702] Successors in Interest The terms, covenants, conditions and restrictions of this Owner Participation Agreement shall extend to and shall be binding upon and inure to the benefit of the heirs, executors, administrators, successors and assigns of Participant. 30 - 0 VIII. [800] ENTIRE AGREEMENT, WAIVERS This Owner Participation Agreement is executed �n four (4) duplicate originals, each of which is deemed to be an original. This Owner Participation Agreement includes Attachments 1 through 8, which together with this Owner Participation Agreement constitute the entire understanding and agreement of the parties. No private entity shall be deemed to be a third party beneficiary with respect to any provisions of this Owner Participation Agreement. This Owner Participation Agreement integrates all of the terms and conditions mentioned herein or incidental hereto, and supersedes all negotiations or previous agreements among the parties or their predecessors in interest with respect to all or any part of the subject matter hereof. All waivers of the provisions of this Owner Participation Agreement must be in writing by the appropriate authorities of the Agency and Participant, and all amendments hereto must be in writing by the appropriate authorities of Agency and Participant, except that the Executive Director of Agency may agree to non- substantive changes hereto with concurrence by Agency Counsel. Each individual signing below represents and warrants that he has the authority to execute this Owner Participation Agreement on behalf of and bind the party he purports to represent. - 31 - � � 0 0 IX. [900] TIME FOR ACCEPTANCE OF AGREEMENT BY AGENCY A. [901] Time for Acceptance This Owner Participation Agreement, when executed by Participant and delivered to Agency, must be authorized, executed and delivered by Agency on or before thirty (30) days after signing and delivery of this Owner Participation Agreement by Participant or this Owner Participation Agreement shall be void, except to the extent that Participant shall consent in writing to a further extension of time for the authorization, execution and delivery of this Owner Participation Agreement. The date of this Owner Participation Agreement shall be the date when it shall have been signed by the Agency as evidenced by the date first above shown. I 32 - 1 IN WITNESS WHEREOF, Agency and Participant have executed this Owner Participation Agreement by their duly authorized officers and have caused their corporate seals or articles of incorporation to be hereunto affixed and attested as of the day first above shown. "Agency" REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO SEAL By: Tom Minor Chairman APPROVED AS TO FORM AND By: LEGAL CONTENT: Kenneth J. Henderson Secretary By: v� Spec '/al Age Counsel "Participant" YOUNG HOMES OF CALIFORNIA, a California general partnership SEAL (Young Homes of California Name: or attach Partnership By: r Agreement) Ti e: Name: f &,g By: Title: ATTEST: By: Secretary SBE.O\0001\YOUNG HOMES OPA - 33 - �� . ' STATE OF CAL j;FORKA ) COUNTY OF pfled i'n ) On J J- g- Ci3 bef ore me, ( re inse name and title of the officer) , personally appeared F+ .F o n , personally known to me (or roved to me_on_thebasis_of ctory evidence) to be the person( ) whose name y)) is/zr-a subscribed to the within instrument and acknowledged to me that he/sey executed the same in his/h=eir authorized capacity( es) , and that by his/har- t3 r signature�A on the instrument -the person() , or the entity upon behalf of which the person() acted, executed the instrument. WITNESS my hand a loffici �. LA VONDA M-?EARSON Signatu e q�#974738 wJ11N 1ub0c SAN BERNARDINO COUN�TQ Y Ow 4.1 r Comm.Expires OCT _�P STATE OF CALIFORNIA ) COUNTY OF ((�jr\ ,,iQpd,; 0 ) On 1 �- a-�?� before me, (here insert name and title of the officer) , personally appeared fry�A// yof?a , personally known to me (or proydd-to me on the basis__of satisfactory evidence) to be the person(0 whose name is/,a-r-e subscribed to theithin instrument and acknowledged to , me that he/shy- executed the same in his/hertth8ir authorized capacity(iee-y, and that by his/her4thair signature(154 on the instrument the person(-BI , or the entity upon behalf of which the person() acted, executed the instrument. WITNESS my hand and fic' 1 1. LA VONDA M-PEARSON G (c M.#974738 Signature CoMMto SAN BERNARDNO COUNTY My Comm.E)qirea OCT 4,1996 1 � STATE OF CALIFORNIA ) COUNTY OF ) On before me, (here insert name and title of the officer) , personally appeared , personally known to me (or proved to me on the basis of satisfactory evidence) to be the persons) whose names) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies) , and that by his/her/their signatures) on the instrument the person(s) , or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. Signature (Seal) STATE OF CALIFORNIA ) COUNTY OF ) On before me, (here insert name and title of the officer) , personally appeared , personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies) , and that by his/her/their signature(s) on the instrument the person(s) , or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. Signature (Seal) I "t ATTACHMENT NO. 1 LEGAL DESCRIPTION The land referred to in this Report is situated in the State of CalifSrnia, County of San Bernardino and is described as follows: A parcel of land situated in the South 1/2 of the South 1/2 of Government Lot 2, Section 18, Township 1 South, Range 4 West, San Bernardino Base and Meridian, City of San Bernardino, County of San Bernardino, State of California, described as follows: Beginning at the West quarter corner of said Section 18, being also the Southwest corner of said Government Lot 2; thence North 00'00'11" West along the Westerly line of said Government Lot 2, a distance of 330.47 feet to the Northwest corner of said South half of the South half of Government Lot 2; thence South 89153'47" East along the Northerly line of said South half of the South half of Government Lot 2, ad distance of 1304.78 feet to a point distant North 89153147" West, measured along said Northerly line, 15.38 feet from the Northeast corner of said South half of Government Lot 2; thence South 03'27'24" West 331.46 feet to a point in the Southerly line of said Government Lot 2, distant North 89'52'39" West, measured along said Southerly line, 35.37 feet from the Southeast corner of said Government Lot 2; thence North 89'52139" West along said Southerly line, 1284.78 feet to the Point of Beginning. Exepting therefrom all minerals and mineral rights, interests and royalties, including, without limiting the gererality thereof, oil, gas and other hydrocarbon substances; as well as metallic or other solid minerals, in and under said property; however, Grantor, or its successors and assigns, shall not have the right for any purpose whatsoever to enter upon, into or through the surface of said property in connection therewith, as reserved by Southern Pacific Transportation Company by Deed recorded August 10, 1989 as Instrument N. 89-291385 of Official Records. JON ATTACHMENT NO. 2 Health & Safety Code ' ! Chapter 2. DEFINITIONS Section 50062.5. Definitions. - 50052.5. Affordable housing cost (a) For any owner-occupied housing which receives assistance prior to January 1 1991, and a condition of that assistance is compliance with this section t'affordable housing cost" * * * with respect to lower income households * * * shall not exceed 25 percent of gross income. (b) For any owner-occupied housing which receives assistance on or after January 1 1991 and a condition of that assistance is compliance with this section, 11 1991 housing cost" shall not exceed the following: (1) For very low income households the product of 30 percent times 50 percent of the area median income adjusted for family size appropriate for the unit. (2) For lower income households whose gross incomes exceed the maximum income for very low income households and do not exceed 70 percent of the area median income adjusted for family size, the product of 30 percent times 70 percent of the area median income adjusted for family size appropriate for the unit. In addition, for any lower income household that has a &ross income that equals or exceeds 70 percent of the area median income adjusted for family size, it shall be optional for any state or local funding agency to require that affordable housing cost not exceed 30 percent of the gross income of the household. (3) For moderate income households, affordable housing cost shall not be less than 28 percent of the gross income of the household, nor exceed the product of 35 percent times 110 percent of area median income adjusted for family size appropriate for the unit. In addition, for any moderate income ousehold that has a gross income that exceeds 110 percent of the area median income adjusted for family size, it shall be optional for any state or local funding agency to require that affordable housing cost not exceed 35 percent of the gross income of the household. (c) The department shall, by regulation, adopt criteria defining, and providing for determination of gross income, adjustments for family size appropriate to the unit, and housing cost for purposes of determining affordable housing cost * * * under this section. These regulations may provide alternative criteria where necessary to be consistent with pertinent federal statutes and regulations governing federally assisted housing. The agency may, by regulation, adopt alternative criteria, and pursuant to subdivision (f) of Section 50462 alternative percentages of income may be adopted for agency-assisted housing development. With resepct to moderate and lower income households who are tenants of rental housing developments and members or shareholders of cooperative housing developments, or limited equity cooperatives "affordable housing cost" has the same meaning as affordable rent, as defined in Section 50053. Regulations of the department shall also include a method for determining the maximum construction cost, mortgage loan, or sales price that will make housing available to an income group at affordable housing cost. For purposes of this section, "area median income" shall mean area median income as published by the department pursuant to Section 50093. For purposes of this section, "moderate income household" shall have the same meaning as "persons and families of moderate income" as defined in Section 50093. For purposes of this section, and provided there are no pertinent federal statues applicable to a project of program "adjusted for family size appropriate to the unit" shall mean for a Aousehold of one peison in the case f a studio unit, two persons in the case of a one-bedroom unt, three persons _n the case of a two-bedroom unit, four persons in the of a three-bedroom unit, and five persons in the case of a four-bedroom unit. (Amended by Stats. 1990, c. 1523 (S.B. 1852), 1.) ATTACHMENT NO. 3 SCOPE OF DEVELOPMENT I. GENERAL DESCRIPTION The Site is specifically described in the Legal Description (Attachment No. 1) pursuant to Section 103 of this Owner Participation Agreement. II. DEVELOPMENT Participant shall develop the Site by constructing homes of varying square footage based upon the following floor plans: MI% SQ. FT. BEDROOMS BATHROOMS HEIGHT SALES PRICE 13 1, 687 4 2 1 story $136,500 12 1,702 4 2 1 story $136,500 9 1,765 4 2.5 2 story $143,500 2 1,727 4 2 1 story , $138,500 i Each home shall have full amenities and shall include the following: concrete tile roofs, tile entries, front yard landscaping and automatic sprinklers, fencing, ceramic tile countertop and fireplaces. All of the improvements to be provided by the Participant on the Site constitute the "Project. " The Participant shall commence and complete the Project by the respective times established therefor in the Schedule of Performance (Attachment No. 8) . The Project is to be constructed in two phases, as follows: Phase I - 3 models and 15 units Phase II - 18 units III. DEVELOPMENT STANDARDS The Project shall be developed in accordance with applicable City, FHA, VA & UBC building and safety codes. ATT. 3 - Page 1 I IV. DEMOLITION AND SOILS Participant assumes all responsibility for surface and subsurface conditions at the Site, and the suitability of the Site for the Project. If the surface and subsurface conditions are not entirely suitable for such development and use, Participant shall at its cost take all actions necessary to render the Site entirely suitable for such development. Participant has undertaken all investigation of the Site it has deemed necessary and has not received or relied upon any representations of Agency, the City, or their respective officers, agents and employees. Participant shall undertake at its cost all demolition required in connection with the development of Project. i V. FRONT ELEVATIONS The exterior appearance of the homes occupying the Site shall resemble in appearance the buildings contained in the Schedules as previously submitted to the Agency. ATT. 3 - Page 2 0 ATTACHMENT NO. 4 PROMISSORY NOTE SECURED BY DEED OF TRUST $ Place: Development Department of the City of San Bernardino 201 North "E" Street Third Floor San Bernardino, CA 92401 Attn: Housing Division Date: FOR VALUE RECEIVED, the undersigned promises to pay to the Redevelopment Agency of the City of San Bernardino (the "Agency") or its successors, the sum of Dollars ($ ) . Payment of principal shall be made as follows: 1. This Note shall have a term of (_) years from the date of execution hereof. 2. This Note shall accrue no interest during its term. 3. In the event the property which is subject to the Deed of Trust securing this Note is sold, leased or is subject to a refinancing as more fully described in that certain Owner Participation Agreement dated as of September , 1993, by and between the Redevelopment Agency of the City of San Bernardino and the undersigned (the "Agreement") , then the outstanding principal balance of this Note shall be deemed immediately due and payable in full. 4. A failure to pay any sum provided for in this Note when due or a material breach of this Note, the Agreement which is the subject of this Note or the Deed of Trust, shall constitute a breach hereof and shall entitle the Agency to declare all sums due hereunder immediately due and payable and to pursue all remedies available under this Note, the Agreement or the Deed of Trust. All payments due under this Note shall be made in lawful money of the United States at the principal office of the Agency, 201 North "E" Street, City Hall Annex, San Bernardino, CA 92401- 1507, or at such other place as may from time to time be designated by the Agency in writing. Notwithstanding any language herein to the contrary, this Note shall become immediately due and payable in the amount of all unpaid principal upon any transfer in violation of the Agreement of title of the property described in the Deed of Trust to any person, firm or corporation other than the undersigned and except as provided in said Deed of Trust, whether such transfer of title be voluntary, involuntary, or by operation of law. ATT. 4 - Page 1 The undersigned reserves the right to prepay at any time all or any part of the principal amount of this Note without the payment of penalties or premiums. All payments on this Note shall be applied first to the principal due on the Note and the remaining balance shall be applied to late charges or penalty interest, if any. IN THE EVENT the undersigned shall fail to pay the payments when due, and if such failure be subsisting thirty (30) days thereafter, the unpaid principal amount of this Note, together with any accrued interest and late charges, shall become due and payable, at the option of the Agency, without notice to the undersigned. Failure of the Agency to exercise such option shall not constitute a waiver of such default. If the payments on this Note are not paid within ten (10) days of the due date, the undersigned shall pay to the Agency a late charge of 4% on the amount past due and remaining paid. If this Note be reduced to judgment, such judgment shall bear the statutory interest rate on judgments. In no event shall the interest and late charge payable hereunder exceed the maximum amount of interest permitted under the usury laws of the State of California. If suit is instituted by the Agency to recover on this Note, the undersigned agrees to pay all costs of such collection including reasonable attorney's fees and court costs. THIS NOTE is secured by a Deed of Trust of even date, duly filed for record in the office of the County Recorder of the County of San Bernardino, State of California. DEMAND, protest and notice of demand and protest are hereby waived and the undersigned hereby waives, to the extent authorized by law, any and all homestead and other exemption rights which otherwise would apply to the debt evidenced by this Note. ATT. 4 - Page 2 I �I IN WITNESS WHEREOF, THIS NOTE. has been duly executed by the undersigned, as of its date. (Type in or Print Name) ATT. 4 - Page 3 14 STATE OF CALIFORNIA ) COUNTY OF ) On before me, (here insert name and title of the officer) , personally appeared , personally known to me (or proved to me on the basis of satisfactory evidence) to be the persons) whose names) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies) , and that by his/her/their signature(s) on the instrument the person(s) , or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. Signature (Seal) 9 ATT. 4 - Page 4 10 ATTACHMENT NO. 5 RECORDING REQUESTED BY: ) , ECONOMIC DEVELOPMENT AGENCY ) OF THE CITY OF SAN BERNARDINO ) AND WHEN RECORDED MAIL TO: ) SABO & GREEN, ) A Professional Corporation ) 6320 Canoga Avenue, Suite 400 ) Woodland Hills, CA 91367 ) (Space Above for Recorder's Use) DEED OF TRUST WITH ASSIGNMENT OF RENTS Deed of trust made on , 1993, by , hereinafter called "Trustor, " whose address is , I California , Attn: to , hereinafter referred to as "Trustee", whose business address is , California , in favor of the REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO, hereinafter referred to as "Beneficiary", whose business address is 201 North "E" Street, Third Floor, San Bernardino, California 92401. Trustor irrevocably grants, transfers, and assigns to Trustee in trust, with power of sale, all that property, including all easements and rights of way used in connection therewith or as a means of access thereto, in the City of San Bernardino, County of San Bernardino, State of California, described as follows: That certain property located in the City of San Bernardino, County of San Bernardino, State of California, more particularly described as: SEE ATTACHMENT NO. 1 ` together with the rents, issues and profits thereof, subject however to the right reserved by Trustor in Paragraph B-17 hereof to collect and apply such rents, issues and profits, prior to any default hereunder; for the purpose of securing performance in a timely manner of all of Trustor's obligations under that certain ATT. 5 - Page 1 10 Owner Participation Agreement and payment of the indebtedness evidenced by a Promissory Note executed by Trustor in the principal sum of Eight Thousand Nine Hundred Dollars ($8, 900) , payable to Beneficiary r order and each extension thereof,Y , both executed in connection with this Deed of Trust; and performance of each agreement to Trustor incorporated herein by reference rencc •r contained herein. A. To protect the security of this Deed of Trust, Trustor agrees: 1. To maintain the property in good condition and repair; not to remove or demolish any building or improvement thereon; to complete promptly in workmanlike manner any improvement hereafter constructed thereon and to restore promptly in workmanlike manner any improvement thereon that is damaged or destroyed, and to pay when due all costs incurred therefor or in connection therewith; to comply with all laws, ordinances, regulations, covenants, conditions and restrictions affecting the property; not to commit or permit any waste thereof or any act upon the property in violation of law or of covenants, conditions or restrictions affecting the property. 2. To appear in and defend any action or proceeding purporting to affect the security hereof or the rights or powers of Beneficiary or Trustee; and also, if at any time Beneficiary or Trustee is a party to or appears in any such action or proceeding, or in any action or proceeding to enforce any obligation hereby secured, to pay all costs and expenses paid or incurred by them or either of them in connection therewith, including, but not limited ito, cost of evidence of title and attorneys' fees in a reasonable SUM. 3. To pay (a) at least ten (10) days before delinquency, all taxes and assessments affecting the property, all assessment upon water company stock, and all rents, assessments and charges for water appurtenant to or used in connection with the property; (b) when due, all encumbrances, charges and liens, with interest, on the property or any part thereof, which appear to be prior or superior hereto; and (c) all costs, fees and expenses of this trust. 4. If Trustor fails to make any payment or to do any act as herein provided, then Beneficiary or Trustee (but without obligation to do so, and with or without notice to or demand upon Trustor, and without releasing Trustor from any obligation hereof) may (a) make or do the same in such manner and to such extent as either deems necessary to protect the security hereof, Beneficiary or Trustee being authorized to enter upon the property for such purpose; (b) appear in or commence any action or proceeding purporting to affect the security hereof or the rights or powers of Beneficiary or Trustee; (c) pay, purchase, contest, or compromise any encumbrance, charge or lien that in the judgment of either, appears to be superior hereto; and in exercising any such power, Beneficiary or Trustee may incur necessary expenses, including reasonable attorneys' fees. ATT. 5 - Page 2 �� 5. To pay immediately and without demand all sums expended hereunder by Beneficiary or Trustee, with interest from date of expenditure at the annual rate of two percentage,points over Bank of America's published prime rate. B. It is mutually agreed that: 1. Any award of damages made in connection with the condemnation for public use of or injury to the property or any part thereof is hereby assigned and shall be paid to Beneficiary, who may apply or release such moneys received therefor upon any indebtedness secured hereby in such order as Beneficiary determines, or at the option of Beneficiary the entire amount so received or any part thereof may be released to Trustor. Such application or release shall not cure or waive any default or notice of default hereunder or invalidate any act done pursuant to such notice. 2. The acceptance by Beneficiary of any payment less than the amount then due shall be deemed an acceptance on account only and shall not constitute a waiver of the obligation of Trustor to pay the entire sum then due or of Beneficiary's right either to require prompt payment of all sums then due or to declare default. The acceptance of payment of any sum secured hereby after its due date will not waive the right of Beneficiary either to require prompt payment when due of all other sums so secured or to declare default for failure so to pay. No waiver of any default shall be a waiver of any preceding or succeeding default of any kind. 3 . At any time or from time to time, without liability therefor and with or without notice, upon written request of Beneficiary and presentation of this deed and the secured note for endorsement, and without effecting the personal liability of any person for payment of the indebtedness secured hereby or the effect of this deed upon the remainder of the property, Trustee may reconvey any part of the property, consent to the making of any map or plat thereof, join in granting any easement or join in any extension agreement or any agreement subordinating the lien or charge thereof. 4. Upon written request of Beneficiary stating that all sums secured hereby have been paid, surrender of this deed and the note to Trustee for cancellation and retention, and payment of its fees, Trustee shall reconvey, without warranty the property then held hereunder. The recitals in such reconveyance shall be conclusive proof of the truthfulness thereof. The grantee may be designated in such reconveyance as "the person or persons legally entitled thereto." 5. Trustor may give such notice to Beneficiary at any time before there is a Trustee's sale of the property. At anytime Trustor is in default in payments to be made to Beneficiary hereunder, any amounts paid to and received by Beneficiary for execution of releases pursuant to the terms of this paragraph after ATT. 5 - Page 3 f� notice of default and election to sell has been recorded shall not, unless the requirements of Section 2924c of the Civil Code are fully met by or on behalf of Trustor, waive the right of Beneficiary to continue its plans to have the property sold, nor shall they have any effect on the exercise by Beneficiary of the acceleration privilege contained herein, except to entitle the person effecting such payment to the release of the property for which the release amount was paid, and insofar as Beneficiary is concerned, to constitute a credit against the secured debt. 6. If Trustor or any subsequent owner of the property covered hereby shall occupy the property, or any part thereof, after any default in payment of any amount secured by this deed of trust, Trustor or such owner shall pay to Beneficiary in advance on the first day of each month a reasonable rental for the premises so occupied. on failure to pay such reasonable rental, Trustor or such owner may be removed from the premises by summary dispossession proceedings or by any other appropriate action or proceeding. 7. If default is made in payment of any indebtedness or in performance of any agreement hereby secured, then Beneficiary, with or without notice to Trustor, may declare all sums secured hereby immediately due and payable by instituting suit for the recovery thereof or for the foreclosure of this deed, or by delivering to Trustee a written declaration of default and demand for sale, as well as a written notice of default and of election to cause the property to be sold, which notice Trustee shall cause to be filed for record. If such declaration is delivered to Trustee, Beneficiary shall also deposit with Trustee this deed, the secured note, and all documents evidencing expenditures secured hereby. 8. Should Trustor, without the consent in writing of Beneficiary, voluntarily sell, transfer or convey his interest in the property or any part thereof, or if by operation of law, it be sold, transferred or conveyed, then Beneficiary may, at its option, declare all sums secured hereby immediately due and payable. Consent to one such transaction shall not be deemed to be a waiver of the right to require such consent to future or successive transactions. 9. After the time then required by law has elapsed after recordation of such notice of default, and notice of sale having been given as .then required by law, Trustee, with or without demand on Trustor, shall sell the property at the time and place fixed in the notice of sale, either as a whole or in separate parcels and in such order as Trustee determines, at public auction, to the highest bidder, for cash in lawful money of the United States, payable at the time of sale. Trustee may postpone from time to time sale of all or any portion of the property by public announcement at the time and place of sale originally fixed or at the last preceding postponed time. Trustee shall deliver to the purchaser its deed conveying the property sold, but without any covenant or warranty, express or implied. The recitals in such deed of any matters or facts shall be conclusive proof of the ATT. 5 - Page 4 �� truthfulness thereof. Trustor, Trustee, Beneficiary or any other person may purchase at the sale. 10. After deducting all costs, fees and expenses of Trustee and of this trust, including cost of evidence of title and reasonable attorneys' fees in connection with sale, Trustee shall apply the proceeds of sale to payment of (a) all sums expended under the terms hereof and not theretofore repaid, with accrued interest at two percentage points over Bank of America's published prime rate per annum, and (b) all other sums then secured hereby in such order as Beneficiary, in the exercise of its sole discretion, directs. The remainder, if any, shall be paid to the person or persons legally entitled thereto. 11. Before Trustee's sale, Beneficiary may rescind such notices of default and of election to cause the property to be sold by delivering to Trustee a written notice of rescission, which notice, when recorded, shall cancel any prior declaration of default, demand for sale and acceleration of maturity. The exercise of such a right of rescission shall not constitute a waiver of any default then existing or subsequently occurring, or impair the right of Beneficiary to deliver to Trustee other declarations of default and demands for sale or notices of default and of election to cause the property to be sold, or otherwise affect any provision of the secured note or of this deed or any of the rights, obligations or remedies of Beneficiary or Trustee hereunder. 12. The restrictions pertaining to the property will automatically terminate if title to the mortgaged property is transferred by foreclosure or deed-in-lieu of foreclosure, or if the mortgage is assigned to the Secretary of the Department of Housing and Urban Development. 13 . Beneficiary may, from time to time as provided by statute, or by a writing signed and acknowledged by him and recorded in the office of the county recorder of the county in which the land or such party thereof as is then affected by this deed of trust is situated, appoint another trustee in stead and of Trustee herein named; and thereupon, the Trustee herein named shall be discharged, and the trustee so appointed shall be substituted as Trustee hereunder with the same effect as if originally named Trustee herein. 14. If two or more persons are designated as Trustee herein, any or all powers granted herein to Trustee may be exercised by any of such persons if the other person or persons is unable, for any reason, to act. Any recital of such inability in any instrument executed by any of such persons shall be conclusive against Trustor, his heirs and assigns. 15. All leases now or hereafter affecting the property ' are hereby assigned and transferred to Beneficiary by Trustor. Trustor hereby covenants that none of such leases will be modified or terminated without the written consent of Beneficiary. ATT. 5 - Page 5 j � 16. When requested to do so, Trustor shall give such further written assignments of rents, royalties, issues and profits; of all security for the performance of leases; and. of all money payable under any option to purchase, and shall give executed originals of all leases, now or hereafter on or affecting the property. 17. Trustor reserves the right, prior to any default in payment of any indebtedness or performance of any obligation secured hereby, to collect all such rents, royalties, issues and profits, as but not before they become due. Upon any such default, Trustor's right to collect such moneys shall cease, not only as to amounts accruing thereafter, but also as to amounts then accrued and unpaid. In the event of default, Beneficiary, with or without notice and without regard to the adequacy of security for the indebtedness hereby secured, either in person or by agent, or by a receiver to be appointed by the court, (a) may enter upon and take possession of the property at any time and manage and control it in Beneficiary's discretion, and (b) with or without taking possession, may sue for or otherwise collect the rents, issues and profits thereof, whether past due or coming due thereafter, and apply the same, less costs and expenses of operation and collection, including reasonable attorneys' fees, upon any obligation secured hereby and in such order as Beneficiary determines. None of the aforesaid acts shall cure or waive any default hereunder or invalidate any act done pursuant to such notice. Beneficiary shall not be required to act diligently in the care or management of the property or in collecting any rents, royalties or other profits that it is hereby authorized to collect, and shall be accountable only for sums actually received. 18. Without affecting the liability of Trustor or of any other party now or hereafter bound by the terms hereof, from time to time and with or without notice, may release any person now or hereafter liable for performance of such obligation, and may extend the time for payment or performance, accept additional security, and alter, substitute or release any security. 19. In any judicial action brought to foreclose this deed or to enforce any right of Beneficiary or of Trustee hereunder, Trustor shall pay to Beneficiary and to Trustee attorneys' fees in a reasonable sum, to be fixed by the court. 20. No remedy hereby given to Beneficiary or Trustee is exclusive of any other remedy hereunder or under any present or future law. 21. The pleading of any statute of limitations as a- defense to any and all obligations secured by this deed is hereby waived, to the full extent permissible by law. 22. In the event of default in the payment of any indebtedness secured hereby, and if such indebtedness is secured at any time by any other instrument, Beneficiary shall not be obligated to resort to any security in any particular order; and ATT. 5 - Page 6 1C/ the exercise by Beneficiary of any right or remedy with respect to any security shall not be a waiver of or limitation on the right of Beneficiary to exercise, at any time or from time to time thereafter, any right or remedy with respect to this deed. 23. Trustor shall, upon request made by Beneficiary, furnish the Beneficiary with annual statements covering' the operations of the property. 24. Beneficiary may collect a "late charge" not to exceed an amount equal to four percent (4$) on the amount past due and remaining unpaid on any installment that is not paid within ten (10) days from the due date thereof, to cover the extra expense involved in handling delinquent payments. 25. This deed applies to, inures to the benefit of and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors, successors in interest, and assigns. The term "Beneficiary" means the owner and holder, including pledgees, of the note secured hereby, whether or not named as Beneficiary herein. In this deed, whenever the context so requires, the masculine gender includes the feminine and neuter, and the singular number includes the plural, and all obligations of each Trustor hereunder are joint and several. 26. Trustee accepts this trust when this deed, duly i executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other deed of trust or of any action or proceeding in which Trustor, Beneficiary or Trustee is a party unless brought by Trustee. AV A i i I ATT. 5 - Page 7 � (� Trustor requests that a copy of notice of default and of any notice of sale hereunder shall be mailed to him at the address set out opposite his name, immediately below. , MAILING ADDRESSES FOR NOTICES: as Trustor: Attn: I i ATT. 5 - Page 8 �� 0 0 Executed at San Bernardino, California, on the date first above written. By: By: Title: ATT. 5 - Page 9 �� / I� STATE OF CALIFORNIA ) ss. COUNTY OF ) On before me, personally appeared personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized i capacity(ies) , and that by his/her/their signature(s) on the instrument the person(s) , or the entity upon behalf of which the i person(s) acted, executed the instrument. WITNESS my hand and official seal. (Seal) Signature I i ATT. 5 - Page 10 �(a ATTACHMENT N0. 6 °AFFORDABILITY^ CRITERIA VERIFICATION WORKSHEET 1)APPLICANT NAME(S) 2)PROPERTY ADDRESS 3)ANNUAL GROSS HOUSEHOLD INCOME 4)INCOME CATEGORY: One ( ) (O - 5%) Two ( ) (51% - 70%) " Three ( ) (71% - 80%) Four ( ) (81% - 110%) Five ( ) (111 - 120%) 5)°AFFORDABLE^ HOUSING COST (AFC) (As defined in Health and Safety Code Section 50052.5) 6)ACTUAL HOUSING COST (Monthly/May Not Exceed (AFC) CERTIFICATIONS The undersigned hereby acknowledge and agree that they have each reviewed the criteria regarding sale of properties to Low- and Moderate-Income households as defined in Health and Safety Code Sections 50093 and 50105, and affordable housing costs as defined in Health and Safety Code Section 50052.5 and hereby certify and guarantee to the Redevelopment Agency of the City of San Bernardino that the Applicants as described herein meet such criteria. BUILDER OWNER(S) (Corporation) (Name) LENDER (Company) (Name) I� � i ATTACHMENT N0. 7 MORTGAGE ASSISTANCE PROGRAM (MAP) FINAL APPLICANT REPORT Applicant Name: ' Property Address: Bedroom/Bathroom Configuration: Family Size: Number of Minor Children (If Applicable) Annual Gross Household Income: (% of Median) Income Category: One [ l ( 0 - 50%) Two [ ] ( 51% - 70%) Three [ ] ( 71% - 80%) Four [ ] ( 81% - 110%) Five [ ] (111% - 120%) Purchase Price: Owner Contribution: Agency Contribution: Loan Amount: Interest Rate: ARM or Fixed: Monthly Payment: Lender: (Company) (Address) (Contact) (Phone) r MORTGAGE ASSISTANCE PROGRAM (MAP) FINAL APPLICANT REPORT Page-2 - Ethnicity: ( ] White [ l Black ( ] Hispanic I ] Asian or Pacific Islander [ l American Indian or Alaskian Name Other Assistance Categories: (Check as many as Appropriate) [ ]Senior Citizen (s) (62 or over) [ ]Female Head of Household I ]Disabled (One or More Family Members) r . 1 • ATTACHMENT NO. 8 SCHEDULE OF PERFORMANCE 1. Development Permit Prior to October 29, 1993 Approval 2. Property Acquisition Prior to November 8, 1993 3. Approval of Final Map & Prior to October 29, 1993 Improvement Plans 4 . Planning Commission Prior to November 15, 1993 Approval 5. Record Final Map & Prior to November 20, 1993 Construction Loan 6. Grading Permit Issued Prior to December 1, 1993 7. Obtain Building Permits Prior to December 30, 1993 (Model Complex - 3 Units) 8. Obtain Building Permits Prior to December 30, 1993 (Phase 1 - 15 Units) 9. Obtain Building Permits Prior to March 1, 1994 (Phase 2 - 18 Units) 10. First Occupancy April 15, 1994. 11. Final Occupancy November 30, 1994 ATT. 8 - Page 1 ' (�