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HomeMy WebLinkAboutR12- Economic Development `w o ECONOMIC DEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO REQUEST FOR COUNCIL(COMMISSION ACTION FROM: BARBARA J.LINDSETH SUBJECT: NEW PINE DEVELOPMENT Acting Director DATE: March 14, 1995 --------------------------------------------------------------------------------------------------------------------------------------------- Synonsis of Previous Commission/Council/Committee Action(s): On March 20, 1990,the City and Agency approved a Joint Development Agreement(JDA). On August 5, 1991,the City and Agency approved the First Addendum to the JDA. ' On March 14, 1995,the Housing Committee voted (2-0-1)(Oberhelman absent)to forward to the Community Development Commission,without recommendation,the Second Addendum of Joint Development Agreement(JDA). --------------------------------------------------------------------------------------------------------------------------------------------- i Recommended Motion(s): (Mayor and Common Council) MOTION A: RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO, CALIFORNIA,APPROVING A CERTAIN SECOND ADDENDUM TO JOINT DEVELOPMENT AGREEMENT BY AND BETWEEN THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO,THE CITY OF SAN BERNARDINO,AND CFB INVESTMENTS,LTD. i (Community Development Commission) MOTION B: RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO,CALIFORNIA,APPROVING A CERTAIN SECOND ADDENDUM TO JOINT DEVELOPMENT AGREEMENT BY AND BETWEEN THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO,THE CITY OF SAN BERNARDINO,AND CFB INVESTMENTS,LTD. Administrator BARBARA J.LINDSETH Acting Executive Director --------------------------------------------------------------------------------------------------------------------------------------------- Contact Person(s):Barbara J.Lindseth/Adam B.Eliason Phone: 5081 Project Area(s): N/A Ward(s): Five(5) Supporting Data Attached: Staff Report-,Second Addendum Exhibits-.Resolutions FUNDING REQUIREMENTS: Amount: (See Addendum) Source: (See Addendum) Budget Authority: --------------------------------------------------------------------------------------------------------------------------------------------- Commission/Council Notes: BJL:ABE:paw:nupine.cdc COMMISSION MEETING AGENDA Meeting Date: 03/20/95 Agenda Item No: Rldl 0 ECONOMIC DEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO STAFF REPORT --------------------------------------------------------------------------------------------------------------------------- NEW PINE DEVELOPMENT In August, 1985,the Housing Authority of the County of San Bernardino issued approximately$12,400,000 million dollars in multi-family mortgage revenue bonds for the construction of a 318 unit apartment project, commonly known as Shadow Hills Village Apartments,located at the intersection of Kendall Avenue and Pine Avenue. Because of a number of events beyond the control of the developer,not the least of which was the State Office of Planning and Research-imposed building moratorium and subsequent two(2)year General Plan Revision Work Program and litigation between the developer and the City,the project did not go forward in the time frame originally envisioned. As part of the settlement and dismissal of outstanding litigation,the Agency,the City and CFB Investments, Ltd.,(CFB)entered into a Joint Development Agreement(JDA)on March 20, 1990. On August 5, 1991 an Addendum to the JDA was approved which made slight changes necessary in order to carry out the intent of the JDA(see attached comparison analysis). Since the date of the First Addendum,circumstances have changed such that it is in the best interest of the City, the Agency and CFB to enter into a Second Addendum to the JDA. The original JDA and subsequent First -„ Addendum approved the use and expenditure of $1,600,000 dollars in low to moderate set aside funds that would be repaid over the course of five(5)years. The proposed Second Addendum proposes to build forty-two(42)single family homes and would pledge $1,600,000 for the express purpose of a credit enhancement for a construction loan. The homes would range from 1,200 to 1,700 square feet and would be offer three or four bedrooms and would include the following amenities: • Tile Roofs • Oak Cabinets • Appliances • Ceramic Tile Counter tops • Front yard landscaping with automatic sprinklers • Air Conditioning • Fireplaces The homes will be sold in the low$100,000's. Similar to the First Addendum,CFB will pay$250,000 for a portion of the costs of constructing the southerly 586 linear feet(that portion that is within their tract boundaries)of a public street,tentatively to be called"New Pine",and the associated costs of the project along Kendall Avenue(except utility under grounding). The remaining necessary improvements connecting Irvington Avenue to Kendall Avenue will be paid for by the City ---------------------------------------------------------------------- BJL:ABE:paw:nupine.cdc COMMISSION MEETING AGENDA Meeting Date: 03/20/95 1 rl Agenda Item No: ��/ STAFF REPORT NEW PINE DEVELOPMENT M March 14, 1995 .,: Page- 2 - ------------------------------------------------------------------------------------------------------------------------------------ and then repaid through the formation of an Assessment District. The total costs of those improvements have been estimated at$1,133,033.00. The City further agrees to waive the difference in fee structure from September 1991 to the current fee structure. That difference shall not to exceed$194,334.00 but could be as little as$76,734 if CFB is successful in a school fee exemption that is already approved for the First Addendum. However,CFB agrees to pay to the City the remaining fees at an estimated value of$340,494.00. The Agency's obligations under the Second Addendum,above and beyond the construction loan guarantee include: providing$258,000 in down payment and closing costs assistance. In return CFB will build forty-two (42)single family homes of which a minimum of thirty-five(35)homes would be sold to first time home buyers that are low-to-moderate income and have a ten(10)year affordability covenant recorded with the property. Based upon the foregoing,staff recommends adoption of form motion. BARBARA J. LINDSETH,Acting Director Development Department ---------------------------------------------------------------------- BJL:ABE:paw:nupine.cdc COMMISSION MEETING AGENDA Meeting Date: 03/20/95 )Agenda Item No: i ,� 1 RESOLUTION NO. 2 RESOLUTION OF THE COMMUNITY DEVELOPMENT 3 COMMISSION OF THE CITY OF SAN BERNARDINO, CALIFORNIA, APPROVING A CERTAIN SECOND 4 ADDENDUM TO JOINT DEVELOPMENT AGREEMENT BY AND BETWEEN THE REDEVELOPMENT AGENCY OF THE 5 CITY OF SAN BERNARDINO, THE CITY OF SAN BERNARDINO, AND CFB INVESTMENTS, LTD. 6 7 WHEREAS, the City of San Bernardino (the "City") , is a 8 municipal corporation and a charter city duly created and 9 existing pursuant to the Constitution and the laws of the State 10 of California; and 11 12 WHEREAS, the Community Development Commission of the 13 City of San Bernardino ("Commission") , on behalf of the 14 Redevelopment Agency of the City of San Bernardino ("Agency") , is 15 a public body, corporate and politic of the State of California, 16 organized and existing pursuant to the Community Redevelopment 17 Law (Part 1 of Division 24 commencing with Section 33000 of the 18 Health and Safety Code) of the State of California; and 19 20 WHEREAS, on March 20, 1990, the Agency, the City and 21 CFB Investments, a California limited partnership ("CFB") entered 22 into a Joint Development Agreement ("JDA") which contemplated the 23 construction of 228 planned apartment units known as the Shadow 24 Hills Development located within the City ("Property") ; and 25 26 WHEREAS, on August 5, 1991, the Agency, the City and CFB entered into an Addendum to the JDA ("First Addendum") ; and 27 28 -1- 1 WHEREAS, since the date of the First Addendum, 2 circumstances have changed /uch that it is in the best interests 3 of the Agency, the City and CFB to enter into a Second Addendum 4 to the JDA ("Second Addendum") , pursuant to which 42 single 5 family residences will be constructed within the Property; and 6 7 WHEREAS, the Agency at this time deems it desirable to 8 enter into the Second Addendum, the form of which is attached 9 hereto as Exhibit "A" and is incorporated herein by this 10 reference. 11 12 NOW, THEREFORE, THE COMMUNITY DEVELOPMENT COMMISSION 13 ACTING ON BEHALF OF THE REDEVELOPMENT AGENCY OF THE CITY OF 14 SAN BERNARDINO DOES HEREBY RESOLVE, DETERMINE AND ORDER AS 15 FOLLOWS: 16 17 Section 1. The Recitals hereinabove are true and 18 correct and are incorporated herein by this reference. 19 20 Section 2 . The Commission hereby approves the form 21 of the Second Addendum, a copy of which is attached hereto as 22 Exhibit "A" and is incorporated herein by this reference. 23 24 Section 3 . The Chariman of the Commission is hereby 25 authorized and directed to execute the Second Addendum with any 26 such changes as may be approved by the Chariman and Agency 27 Counsel. 28 -2- I RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF 2 SAN BERNARDINO, CALIFORNIA, APPROVING A CERTAIN SECOND ADDENDUM TO JOINT DEVELOPMENT AGREEMENT BY AND BETWEEN THE REDEVELOPMENT 3 AGENCY OF THE CITY OF SAN BERNARDINO, THE CITY OF SAN BERNARDINO, AND CFB INVESTMENTS, LTD. 4 Section 4. This Resolution shall take effect from 5 and after the date of its passage and adoption. 6 7 I HEREBY CERTIFY that the foregoing Resolution was duly 8 adopted by the Community Development Commission of the City of 9 San Bernardino at a meeting 10 thereof, held on the day of , 11 1995, by the following vote, to wit: 12 Commission Members: AYES NAYS ABSTAIN ABSENT 13 NEGRETE 14 CURLIN HERNANDEZ 15 OBERHELMAN DEVLIN POPE-LUDLAM 16 MILLER 17 18 Secretary 19 The foregoing resolution is hereby approved this 20 day of , 1995. 21 Tom Minor, Chairman 22 Community Development Commission 23 of the City of San Bernardino 24 Approved as to form and legal content: 25 By: 26 Agency Counsel 27 SBE0\0110\1J0C\3 28 -3- Comparison Analysis of Main Deal Points *Bold conurrents indicate changes from previous agreement. QJ�=FNDTJM 2ND A Dr CFB Dismiss Litigation CFB Dismiss Litigation Dismiss Litigation CFB Construction of New Pine(City CFB Construction of New Pine(City to pay CFB to pay$250,000 towards to pay for portion outside property for portion outside property boundaries) construction of New Pine and boundaries,however this item is From the sale of the bonds,CFB will pay Kendall. rather ambiguous as to who does or reimburse City up to$250,000 for what) New Pine outside tract boundary. CFB Delete a building for a Day CFB Delete a building for a Day City will form an Accessment District Care/Preschool Facility. Care/Preschool Facility. for the associated costs along New Pine in an amount of approx. $1,188,986.58 CFB Upgraded Landscaping CFB Upgraded Landscaping CFB surrender all apartment development rights and build 42 Single Family Detached Homes. CFB Inclusion of Concrete Tile Roofs CFB Inclusion of Concrete Tile Roofs Agency will provide$258,000 in down payment and/or closing cost for (35) of the total(42)homes that are low/mod income and 1st time homeowners. Redevelopment Agency pays CFB Redevelopment Agency pays CFB$1.65 Redevelopment Agency pays CFB $1.65 $1.65 million(this item was million (thus item was completed March 20, million (thus item was completed March completed March 20, 1990) 1990) 20, 1990) City agrees it will not issue building Delete the restriction of issuing building Agency will pledge$1.60 million pennits for another Day Care Facility permit for another Day Care Facility. credit enhancement for a withritr a 24 month period and within construction loan. 1.5 miles of the project. City grandfathers regulations,and City grandfathers regulations,and City will waive fees associated with ordinances in effect when Tract Maps ordinances in effect when Tract Maps were project development in amount not to wcrc adopted. adopted. exceed$194,334 (representing the diff.between 1991 and 1995 City fees). City participates in Profit Interest in City will cooperate and assist in property up to 50% of the cash flow of CFB's request for an exemption from the apartments. school impaction fees and if successful a corresponding reduction in amount of fees stated above(up to$117,600). In order to facilitate the agreement City will cooperate with CFB in Agency will pledge into an escrow reduction or settlement of delinquent account,from Low/Mod Housing Fund real property taxes. $1.60 million max.at any given time,not to exceed 3 years from C of O date of last unit and not greater than 5 years from date of issuance of bonds. 0 O Z nit oil! Q w LIJ EL ,/ W CN , c ' Es ��/ X aaeSSgR>;aaeit�{�re�itE ./ ' /�/ AAfAAAA[AF.4RMMRMAY:V �, IKEEEC70?EEII9a'�21ECElI I .......A���3RYG2_f.: Ott fps i hit I;9H ii { F EXHIBIT 1.1 PROPERTY DESCRIPTION LEGAL 'DESCRIPTION PARCEL C: PARCEL 3 OF PARCEL MAP 6985, IN THE CITY OF SAN BERNARDINO, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 72 OF PARCEL MAPS, PAGES 53 AND 55, INCLU- SIVE, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. PARCEL D: PARCEL 4 OF PARCEL MAP 6985, IN THE CITY OF SAN BERNARDINO, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK- 72 OF PARCEL DAPS, PAGES 53 TO 55, SICOUNTY E, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. EXCEPTING THEREFROM ALL THAT PORTION LYING WITHIN TRACT 12146, AS PER MAP RECORDED IN BOOK 170 OF 66, IN THE OFFICE OF THE COUNTY RECORDER. BPS' PAGES 65 AND ALSO EXCEPTING THAT PORTION LYING WITHIN TRACT MAP RECORDED IN BOOK 170 OF MAPS, PAGES 677 AND 68,148 IN TTHSEPER OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. ALSO EXCEPTING THEREFRRM TENTATIVE TRACT 12151, BEING A DIVISION OF PARCEL 4. EWMIT 2.2 COPIES OF THE UPDATED AND REVISED SECTIONS OF JDA WHICH ARE INCORPORATED INTO THIS SECOND ADDENDUM DEMON 1 RECTTAI S 1. The Agency, tta C-tl' s Cc r.:.u:.it_ �avaic==an= DeDar—ent Ihere_na-ft s= _.,., , , adai..ist_rs vari..os ...,u sin r„- ara=s. _nclu::'_ra _ - a=.� . --a-ect= and act_:it_as f--'.-tad tt a Aaenc. ' _ Lost tc Mcdera_= =-ccWe rcusi. _ Fund (here=^a , F,...,. ....� , . Using . grey ctmaired fr. . t :e F:nd .: a C".^. e •:ar!_. _ terws and ccndi__c-s. perscns seeking __ deve_c= cr renabi?itate .��ngie Family ..tusin g wicnfm _ae Citv. 1.2 CFB is the owner of the Property. (THE BALANCE OF THIS PAGE HAS INTENTIONALLY BEEN LEFT BUNK) "' �, -csed ew.� _n e revenue will =ass . _r...... 1:=u :dar tte Ac==aae, and =z ttr=°_ f2 ) cc.._ _.._. _ a C=Zal .,f . . -six ( o} .:niter , `ta (36) units") , located cn wnat is descr_ted as _=ntat_-:e T=aco 1215-?, a division of parcel ";" of Parcel :fan 6:95 .s in Pre=araticn for eXeCU=z=n and raccrdaticn, so said Thirt','-�iX (36) Units can to separately conveyed in accc~anca wit.: the Calif=rn_J a Subdi. isicn Man Act. CFB sold the Thirt;r-Six (36) Units t an independent third Dart-;, on or about March 1990. (THIS SPACE INTENTIONALLY LEFT_ BLANK) 1.3 On DeceW.^er n , 1484 , the Planning Cc......_ssi.on of t.`.e Cit-_ cf San Sernar__n c a=rr=-.ed T2ntati v e Tract ;`.aps Nun:ered 1"I " and _EI51 t' al Use _ � -� and ....:.d� _cn L Pe^-it :;u.:.cer 4­33 , ti. _ a eig:itzen (318) unit planned a=ar=rent _ ject on the Preaer=-,. 1.4 On Augtat 1, 1985 , the Hous incr Auttzr_` of the County of San Bernardino issued Series "°" %, ult,4 -?ami''_y Mcr--ae Revenue Bonds (the 1Oonds") to provide $12 , 400 , 0OO . CO for financing the acm_,isiticn, constr cticn and eauitcinc of three hundred (3 00) of the three-hundred, eighteen (313) units aut.`:c- lcus _ract maps ap=t: .eC cc:tst=_t acar=mnts or. t.`.e J ?=- __ _ " ane _ _33 ...- st ..t_cn cf t::2 Tt4=7.-_-Six Unit= co:�.�erczd ''- ; .. "arc.. __ 1987, .7 ay Ctristcpner Saldec.e and Sartara L. S<v f_led suit acainst t.`.e C-- t•: (San Qe=arcin„ Superior Court Case dumber 225836) , contanci: _ that the C:t_;4 s Ganerai Plan did not :pith appi_czble p-c-risicns cf tta State Plann=- , and zznirc L-t . The on Aer_l 6 , 1987 , adc=tad Orc4 ::ance :tu=ner =-5-03 as an urgenc.• erdin ance to take effect the same dav, and remain _.. efface for (45) days. Ordin ance -MC-_88 effected a =cratc__::m on the entire Proper`.•, �nci••-': ^c -t e T:i--- -c ix (2 6) Units whic: were t:en u- de r �..- . Whil_ Ordinance MC- 588 was in effect, Zhe City applied to the Stata Office of Plan- ning and Resear=: ( "OpR"; and C.R even--::ally ca=nted an exten- sion c: th =e �er�_.. _ . e C __ e t_ _ �rhic: t:: lam•, had dove i and approve its Generai Plan. of 1-287 tte City .:_led a C=a ' aint fir Cac'_a - rat�r1 Rel�e� (San °er^ardi..., counmy Sunerl,._ Court Case Number 333755) reauesti;.g, among ct::er things, a de- c:aratic:t ccncernin g whether C:'3's Predecessor ' Interest had established the right to continue building anar—ants cn the Prcpertj. CFB's portion of the Declaratory Rel4ef action resul- ted, on April 4 , 1988 , in the trial court' s decision in CFH' s favor. The City appealed this decision and Court of Appeals, :ourt.t Appellate Oistrict (Case Number X905396) affirmed the trial court' s decision. 0n November _ , 1989 , the Sunreme Court of the State of California denied the Citv' s Petition for Review (Case Number 5012172) . 1. 6 On December 6, 1989 , CFB filed a complaint against the City in the United States District Court, Central District of California (Case Number SAC-842JSL) . This case was subsequently dismissed with prejudice. In addition, certain disputes and controversies have arisen concerning the Property, CFB's entitlement to develop the Property, and CFB's right to obtain re-issuance of, and/or use of , the Bonds. SECTION 2 . Actions , Covenants , and Performance by CFB . 2 . 4 . 6 As additional security to the City and Agency, CFB assigned the existing Bower-Rustic Homes' Note and Deed of Trust to the City as security for CFB' s obligation to construct "New Pine" from Kendall Drive to Irvington Avenue in accordance with the formula set out elsewhere in the JDA. New Pine has not vet been built, but it will be pursuant to the Second Addendum. Then, at such time as "New Pine, " in its entirety, is completed, the Bower-Rustic Homes' Note will be delivered to CFB and the Deed of Trust will be assigned or reconveyed to CFB, at CFB' s direction. (THE BALANCE OF THIS PAGE HAS INTENTIONALLY BEEN LEFT BLANK) SECTION 3 . Actions by the City (Subsec*ion 3 . 1)._ 3 . 1 On the Effective Date of the JDA, the C-�,r paid $1, 650, 000 to CFB, which was used in substantial compliance with the JDA. Concurrently, CFB dismissed, with prejudice (Case No. SA C 89-842JSL) . 3 . 4 The City will take such actions and grant such approvals for the development of the balance of the Property in a manner best designed to carry out, in the most expeditious fashion, the spirit and terms of this Agreement. (THE BALANCE OF THIS PAGE HAS INTENTIONALLY BEEN LEFT BLANK) SECTION 4 . The Parties Intent. 4 . 1 On consummation of the transaction contemplated by the Second Addendum, the City and Agency on one hand, and CFB on the other, hereby confirm those portions of the JDA incorporated into the Second Addendum, and will take the action required by and will execute and deliver the Second Addendum. Nothing contained in the JDA, as originally executed and as incorporated into this Second Addendum, or the First Addendum, as originally executed, or this Second Addendum itself, shall be construed as an admission by any Party of the liability of any kind to any other Party. Each Party at all times has, and continues to deny any liability of any kind to any other Party. Each Party at all times has, and continues to deny any liability in connection with any claim and intended and still intends merely to avoid further costly litigation and fully and finally resolve the disputed matters. 4 . 2 The Parties further intend that the JDA, as originally executed and as incorporated into this Second Addendum, and the First Addendum, as originally executed, and this second Addendum itself, and all releases and discharges shall run to the benefit of each of the Parties, their respective agents, partners, shareholders, elected officials, employees, representatives, officers, directors, divisions, subsidiaries, affiliates, assignees, heirs, and successors in interest (the "Benefited Parties") . (THE BALANCE OF THIS PAGE HAS INTENTIONALLY BEEN LEFT BLANK) SECTION 5 . Mutual General Release and Covenant Not to Sue. 5 . 1 Except for performance required under the JDA, as originally executed and as incorporated into this Second Addendum, and the First Addendum, as originally executed, and this Second Addendum itself, and pursuant to any Statute, Ordinance, Permit, Map or Regulation applicable to the Parties or the Property, each of the Parties hereby releases and forever, discharges the other and all Benefited Parties from any claim, demand, damage, debt, liability, obligation, cost, expense, and cause of action of every kind, whether known or unknown, which any Party now has or holds, or at any time has had or claimed, against any other Party, arising out of or connected with any contract, express or implied, liability, matter, cause, fact, thing, act or omission occurring or existing at any previous time up to and including the Effective Date of the JDA. 5 . 2 This Second Addendum supersedes all prior agreements and correspondence between the parties and is in lieu of any rights which any Party may otherwise have against any other, except for performance required under this Second Addendum or pursuant to any Statute, ordinance, Permit, Map or Regulation applicable to the Parties or the Property. . ave Caen -ac of t`e - 'e Sec= - __n _ ,_ G a— Eac: here�v °_xnressly naives and .l ai'_ and hanef� chic n ttav have or -ay ::ave :^.ad _nder ztat SecLic... :;zic =cads as "A General -elease does not extend t= clai=z ahicd t:e crec_tcr does not no:r or susaec= -__ exist 4z his ffZvor at t!:a c:-e of execu=j n= tta release, ::=tic; ;-Zc:m Y Wust have r.:ater- ` _... ; ally of ected h-3 settia--ent .:it: tte debts .s e par as ztat tt ev are -aware th a` `h `. what no:r k, cwn cr `-a__='red -e tru'e snit` respect zz zha =attars raleased, and =_-ae ztat _case releases s;Zai_ ce and ==s=Coto as cc le=e a .. c_ene_a_ releases . :.CL:. - ' anV SL'Cm -c===en= zr .acL::. (THE BALANCE OF THIS PAGE HAS INTENTIONALLY BEEN LEFT BLANK) SECTIONS % =OU IT 1-1 - TN CLL:SI T S C-_..:: 7 ant 7 . 1. CF.. z:=-.-en an := _ a.nt ___ :=set: _na c. 'r =-cc`ssc_= :- _..serest that t:ere =:all =e no d:.zcr_-_nat_=.. =ca::__ z gatI-.. of any :ersc.. or gr.. ..� =ers=-s on ace-....t __ race. color, _reed. =el_ _= sex, -ar_=a1 status , ace, :arc -a- tiznal 0rzg4n .._ arcest=1 in the sale, _ease, sublease, trans- far, :se, cccumanc•:, tenure or en jo_:ment of the Fre�ert•:, -or shah C.5 itseif .._ any perscn ^lai^; ^ under estaclish or -a=!:: anv suC: _ -act_ce cr tract_=es c� -lscr_t_- nat_=r. or searecat_c-, wit:: reference t= the select- =::. loca- -se or ccc:.=anc•_ of tenant: , lessees . v.,6,tanant=, sublessees or •:endees of the F==�e�::. The f=reaoir . =venantc shall man wit:; the land. 7.2 CFB shall r efraa fZ== restr__t_. the ren- tal, sale or lease of the Fr^^er-• on the oasis of race =1.. =read. .al_ =ex, marital status . .andica=, or =ncest7 of any 7erson. till sue deeds , leases or _..,.=tics= shall ccntai. er to subject to substantially the _=1l=win= ncn- discri=inaticn cr -on-searecami=n clauses: 7 .2. 1. In deeds: "'Ma grantee herein c=venants w and ==r hirself or herself, his or her !-airs, executers, ad- ministratcrs and assigns, and all persons claiming under or �..em t.hrz•ch `� .• , that there shall be no discri=inati=n against or seareaaticn of, any :erscn cr grcuo of persons on m==eant of race, color creed, religion, sex, warital status, age, ::andican, nat:=-a1 crier, or ancest-. in -"he sale, lease, sublease. -rar— SUC - v_ _-fir_--• ...-_..• .. _. referenca r_ zftz Eeln'.=. zn coat n er, use of tanant= , lessees . subtenant= . sublessees cr ':ancees _ :ta land herein conveyed. The fcrecci. = i : -: cvenant� �:.a _ the land. " 7 • Z.::. Tn leases: "The lessee Herein c=•.'enanm= and for ni=seif tarselF, his or ter heir=. exeCzz=rc. --d=in: strZtcrs and assjcn= , and all hin cr ::er, and this lease is made and accepted '.:=on and sun;e: to the fol'_c�ir.= .._..�it_Zns: "Mnere shall ce nol discr_W_::at_,c^ acrainst seareaatic:t of any :erscn or grc::� c� persc:.s cn _,ammo:_, race, collar, treed, raligicn, sex, marital status , .anaicam ac ancest=7 or nati=nal ..__gin in the leasing, subleas=. .-, trans- ferr_n c, use. ccc -a^ tenure c= enjcynent .,_ t.`.e crmm4 ses here_.; leased ncr _:all t:e lessee .._=self tar_ai Cr env person c'_ai=__ ,...cer _r or \..��Vrr��♦ _W any such pract-; ca or _ ractic2s of or segrezatic. wit: reference tc tte select cn, ' ccaticn, nu=ber, use or cam--- pane of tenants, Lessees , sublessees , subtenants or :•endees the premises :erein leased. " �•2.� • In contracts: "There shall be no ciscr;-ina ticn against cr seareaat'_en or, any person, or crcup of persc:.s on account cf :ace, color, creed, religion, sex, mart__,_ stat::s =anus= .- _ ra=I as . pe .... Cr. '- _ any sue. act:c= CZ* wiL: erence =_ the select_..:.. _ccat�cn. ..•.:-�ar. use ec pane: -anants. :essees, subt_nants, sutlessees cr :endaes s� the preWises. " SEC__ :• .,,I t _ All -- ..cast_..____.. cr reraz_ �s�; F_nds _roviced under t is Second Addendum shall _..c.:.de a --1_- anca tc the Ccpeian^ "'Lrit�-_.lc:rrac: .mac-•' U.S. C. ) � I8 .S. C. 074 as su...,, erented -ant __ • :':lls ..ct eac shall :2 p-...._��t=� _ any -ears . ::ny :ers=., e_- C_I e up any =ar= ..� L1. --..rie:. - - -- 2 c� tz of her-riise entlt_;,,d. Ccg shall cepc— 311 suscec_cd :iolat_c:.s to the C-t••. All -- - --••�- ct� in excess of '$Z.0 , COO-;-00 entered _..t.. by C73 usi;,e Funds c=*cJided under t`-:s Second Addendum shall contain a y •� F. .:al establ?shed !:y °xecutl:•e order 1+246 , as anended. 3EC:'rC:S 9 . Fold Fa= e o s 9 . 1 CFB agrees to indemnify, save and hold harmless the City, Agency and their employees and agents from all liabilities and charges, expenses (includi counsel fees) , suits or losses, however occurring, or damages, arising or growing out of the use of, or receipt of, funds paid under and all operations under the JDA, as originally executed and as incorporated into this Second Addendum, and the First Addendum, as originally executed, and this Second Addendum itself. Payments under the JDA, as originally executed and as incorporated into this Second Addendum, and the First Addendum, as originally executed, and this Second Addendum itself, were and are made with the understanding that the City and Agency are not involved in the performance of services or other activities of CFB. CFB and its employees and agents are independent contractors and not employees or agents of the City or Agency. 9 . 2 CFB shall defend, assume all responsibility for and hold the Agency, the City and their respective officers, agents and employees, harmless from, all claims or suits for, and damages to, property and injuries to persons, including accidental death (including attorneys' fees and costs) , which may be caused by any of CFB's activities under the JDA, as originally executed and as incorporated into this Second Addendum, and the First Addendum, as originally executed, and this Second Addendum itself, whether such activities or performance thereof be by CFB or anyone directly or indirectly employed or contracted with by CFB and whether such damage shall accrue or be discovered before or after termination of this Second Addendum. CFB 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 and public liability, as shall protect CFB, the City and Agency from claims for such damages until two (2) years after the issuance of a Certificate of Completion for all of CFB's improvements. 9 . 3 CFB shall furnish a certificate of insurance 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 the 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 hereunder by CFB shall be primary insurance and not contributing with any insurance maintained by City or Agency, and the policy shall contain such an endorsement. The insurance policy or the certificate of insurance shall contain a waiver of subrogation for the benefit of the City and Agency. 9.4 CFB shall also furnish or cause to be furnished to the Agency and City evidence satisfactory to Agency and City that any contractor with whom it has contracted for the performance of work on the Property or otherwise pursuant to this Second Addendum carries Workers' Compensation insurance as required by law. SECTION 10. Amendment This Second Addendum may be amended or modified only by written agreement by both Parties, and failure on the part of either Party to enforce any provision of this Second Addendum shall not be construed as a waiver of the right to compel enforcement of any provision or provision. SECTION 11. Assignment. This Second Addendum shall not be assigned by CFB without the prior written consent of the City and Agency, which consent will not be unreasonably withheld. SECTION 12 . Notices. All notices herein required shall be in writing and delivered in person or sent certified mail, postage prepaid, addressed as follows: As to City/Agency As to CFB Director CFB Community Development c/o Donald J. Regan Department 245 Fisher Avenue 300 North D Street Suite D-3 Fourth Floor Costa Mesa, California 92626 San Bernardino, CA 92418-0001 Notice is effective seventy-two (72) hours after delivery by United States Mail. SECTION 13 . Cooperation. Each of the Parties agrees to cooperate with each and every other Party in doing all acts contemplated or required under this Second Addendum including, without limitations, the processing of all applications. SECTION 14 . Entire Agreement This Second Addendum and any document or instrument attached hereto or referred to herein integrates all terms and conditions mentioned herein or incidental hereto, and supersedes all negotiations and prior writing with respect to the subject matter hereof. In the event of conflict between the terms, conditions or provisions of this Second Addendum, and any such document or instrument, the terms and conditions of this Second Addendum shall prevail. Should suit be brought to enforce or interpret any part of this Second Addendum, the prevailing party shall be entitled to recover as element of costs of suit and not as damages, reasonable attorneys, fees to be filed by the Court. The prevailing party shall be the party entitled to recover his/her costs of suit, regardless of whether such suit proceeds to final judgment. A party not entitled to recover his/her costs shall not be entitled to recover attorneys, fees. SECTION 17 . Third Party Beneficiaries No third party shall be deemed to have any rights hereunder against any of the parties hereto as a result of this Second Addendum. The filing of third party lawsuits against any Party relating to the Property or this Second Addendum or to other development issues, will not be a reason to delay or stop the development, processing of applications, construction, the issuance of building permits, issuance of certificates of occupancy unless the third party obtains a court order preventing the activity. No Party hereto will stipulate to the issuance of any such court order. EXHIBIT 2 .3 ADDENDUM TO JOINT DEVELOPMENT AGREEMENT 1 ADDENDUM TO JOINT DEVELOPMERT AGBEEPIERT 2 BY AND BETWEEN T8E BBDBVELOPMERL )GMNCY OF THE CITY OF SAN BERNARDIN0, 3 THE CITY OF SAN BERNARDINO, AND CFB INVESTMENTS, LTD. (HEHEINIFM T18 "JDA") 4 5 SECTION A. Introduction and Considerations„ 6 A-1. In consideration of the promises set out below, each of 7 the Parties wishes to add certain provisions to the JDA and each agrees to 8 perform the further acts as set out in this Addendum. Except as specifically 9 changed by reference in this Addendum, all provisions of the JDA remain in 10 full force• and effect. Each Party hereby acknowledges that each of the other 11 Parties has satisfactorily, and in a timely ;Wanner considering the 12 circumstances, performed under and is current in all of its obligations 13 imposed by the JDA. 14 A-2. CFB's title to the three (3) Parcels which comprise the 15 Property is subject to the lien of a deed of trust held by the Resolution 16 Trust Corporation ("RTC") , as Receiver for Westport Federal Savings Bank (the 17 "RTC Loan") . The approximate unpaid principal balance of the RTC Loan was, on 18 May 1, 1991, 5620,000, with accrued interest of approximately 530,000. One of 13 the purposes of this Addendum is to enable the Parties to cooperate in 20 attempting to compromise with and find a way to pay or recast the RTC's 21 obligation and obtain a reconveyance of its deed of trust, and to provide a 22 source of funds to accomplish this goal. 23 SECTION B. CA'B'S Oblieation 24 B-1. Lines numbered "21" and "22", Section 2.2, at page "4" of 2;a the JDA, are hereby deleted in their entirety and replaced with the following: 20 "::s soon as is practicable after consent from all governmental 27 lab:0072E 08/05/1991 28 —1— I j agencies having jurisdiction, and issuance by the City of the 2 necessary permits, but in any event not later than sixty (60) 3 days after the issuance of such permits, CFB will. . . ." 4 B-2. The following sentence is added at page "511, at the end of 5 Section 2.2 of the JDA: 6 "From the funds provided to CFB upon issuance of the Bonds 7 described in Section C-2 of this Addendum, CFB will pay or 8 reimburse the City for the costs of that portion of "New" Pine 9 Avenue from the boundary of the Acreage to Irvington Avenue, up 10 to a maximum of $250,000." 11 SECTION C. Modifications of and Additions to Actions by the Agency 12 and the City. 13 C-1. Section 3.2, appearing at page "811, is hereby deleted in 14 its entirety. 15 C-2. In order to facilitate the goals sought to be achieved by 16 this Addendum, the Agency will pledge, for the benefit of the Property, tax 17 increment revenues which are considered as surplus and which are attributable 18 solely to twenty percent (20%) of the amount to be deposited into the Agency's 19 Low- and Moderate-Income Housing Fund, an amount sufficient to provide for the 20 sale and to ensure the marketability of a maximum principal amount of 21 $15,000,000 of the Housing Authority of the County of San Bernardino Mortgage 22 Revenue Bonds, Series 1990-B. The maximum amount of such surplus tax 23 increment revenues to be paid by the Agency in accordance with the pledge as 24 above set forth and which then become due and payable from CFB to the Agency 25 and not otherwise reimbursed by CFB to the Agency pursuant to this Addendum 26 shall not exceed $1,600,000 from time to time in the aggregate or $1,066,000 27 in any cae fiscal year; provided that all such amounts to be paid by the 28 lab:0072E 08/05/1991 1 Agency hereunder shall be so paid by the Agency to the extent necessary for a 2 period of time not in excess of three (3) years from the date of issuance of 3 the certificate of occupancy for the last unit to be constructed on the 4 Property but in no event later than five (5) years from the date of the 5 issuance of the Bonds referred to above. 6 C-3. The City will use its good offices in negotiating a 7 settlement or payoff of the RTC Loan on terms acceptable to CFB although it is 8 understood that CFB will continue to work to resolve, on its own, a settlement 9 with RTC. 10 C-4. Amounts to be made available by the Agency pursuant to 11 Section C-2 shall be secured by a deed of trust in a form acceptable to the 12 Agency executed by CFB and recorded against Parcel Number "4" of the Property 13 subordinate only to the bond financing referred to in said Section C-2. Such 14 deed of trust shall grant to the Agency the right of foreclosure at such time 15 as the $1,600,000 aggregate limitation on Agency advances has been reached so 16 as to guaranty the repayment by CFB of any such Agency advances pursuant to 17 Section C-2 and in accordance with the limitation set forth therein. The deed 18 of trust shall be recorded and shall be enforceable solely with respect to 19 Parcel Number "4" of the Property. 20 SECTION D. Profit Shari 21 The City is hereby given a "Profits Interest" in the Property, 22 consisting of: 23 D-1. Fifty-percent (50%) of any cash flow from the apartment 24 project to be built on the Property. Cash Flow is defined as: 25 "Gross revenues from rents and any services (such as laundry) 26 from the apartment project less (i) operating expenses; (ii) �i 27 payments of principal and interest on any loans secured by the 2s lab:0072E 08/05/1991 I apartment project or the Property, and; (iii) funds reasonably 2 set aside for improvements and reserves. Depreciation (cost 3 recovery) and any other non-cash expense reported on CFB's 4 financial statements and tax returns shall not be a deduction 5 from gross revenues in computing Cash Flow." 6 D-2. Fifty-percent (50X) of any profit realized by CFB upon 7 each refinancing and upon sale of the Property. 8 D-3. All books and records necessary to determine Cash Flow 9 under Section D-1 and profits under Section D-2 shall be maintained by CFB in 10 accordance with the accounting procedures required by the Internal Revenue 11 Code and shall be made available for inspection by an authorized 12 representative of the Agency. 13 14 15 16 17 18 20 21 22 23 24 25 ' 26 A 28 lab:0072E 08/05/1991 1 2 ADDENDUM TO CFB INVESTMENTS JDA REGARDING SHADOW HILLS APARTMENT PROJECT 3 4 IN WITNESS WHEREOF, the Parties hereto have executed this Addendum on 5 the day and year first hereinabove written. 6 7 ATTEST: CITY OF SAN BERNARD 0- CITY CLERK - 9 B W.R. Bob" Ho comb, Mayor 10 ATTEST: REDEVELOPMENT AGENCY MMOHITY DEVELOPMENT COMMISS A 11 Secretar 13 By: �W.R:-Hol omb, Chairman CFB S 14 15 ara n, S General Partner 16 CLEMENS, S.L. , a California 17 Limited Partnership, of which all of the General Partners are 18 the following three (3) Indivi s and one (1) 19 Approved as to Form and Corp n. 20 Legal Content: JAMES F. PENMAN, By: D 21 al e City Attorney 22 B Stan artz 23 By� G r 24 B . James R. ite 25 General Partner 26 ;BJam es OWER P PE NC.: 27 ite, resident 28 lab:0072E 08/05/1991 -S- ZLI EXHIBIT 4.4.1 COST BREAKDOWN FOR CONSTRUCTION OF APPROXIMATELY 2,094 FEET OF NEW PINE ROAD FROM KENDALL DRIVE TO IRVINGTON AVENUE COST BREAKDOWN For Construction of approximately 2094 feet of New Pine Road from Kendall Drive to Irvington Avenue. Per City of San Bernardino drawings: File No. 905006 Sheets 1 through 6 and Drawing No.6728 sheet 5 of 6 �Description of Work Total. 1) Traffic Control . . . . . . .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 Is 2,925.00 $ 2,925.00 2) Clear&Grub. . . . . . . . .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 175,896 sf 0.02 _ 3,086.46 3) Excavation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 Is 70,200.00 70,200.00 4) Import. .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2,222 cy 10.53 23.397.66 5) Rough Grade Road Bed. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 125,640 sf 0.08 10,290.15 6) Pre Compact . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 125,640 sf 0.05 5,880.42 7) Fine Grade Road Bed . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 125,640 sf 0.12 14,699.88 8) Soil Sterilant. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 125,640 sf 0.08 10,290.15 9) 4"Class I I Base&Rough Grade . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,551 cy 32.76 50,810.76 10) Fine Grade Class I I Base . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 125,640 sf 0.08 10,290.15 11) 3"A C Pavement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 125,640 sf 1.25 157,288.95 12) Temporary Turn-A-Round Per Std 102. . . . . . . . . . . . . . . . . . . . . . . . . 1 Is 5,850.00 5,850.00 13) 3'X 8'Storm Drain Per Sheet 5 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 170 If 351.00 59,670.00 To Include Inlet, Outlet And Support Over Water Line 14) 18"R C P From Catch Basins To S X 8'Storm Drain . . . . . . . . . . . . . . 120 If 17.55 2,106.00 15) Bench, Terrace And Down Drain Per Sheet 4&Details Sheet 1 . . . . 1 Is 5,850.00 5,850.00 16) Parkway Culvert Per Std 400 S=4', Inlet/Outlet Type I I . . . . . . . . . . . . 1 ea 1,755.00 1,755.00 17) Demolition, Removal&Grading Of Approximately 446'Of Pine Avenue 1 Is 3,510.00 3,510.00 To Include Curb, Gutter,Asphalt, Base Course&Temp Turn Around Prep. 18) Fine Grade For Concrete . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 33,504 sf 0.08 2,743.65 19) P.C.C. Curb&Gutter Per Std 200-B. . . . . . . . . . . . . . . . . . . . . . . . . . . 4,188 If 9.36 39,199.68 20) 6'P.C.C. Sidewalk Per Std 202. . . . . . . . . . . . . . . . . . . . . .. . . . . . . . . 25,128 sf 2.05 51,449.58 21) 6'P.C.C. Crossgutter And Spandrel Per Std 201 . . . . . . . . . . . . . . . . . . 3,612 sf 4.10 14,791.14 22) Handicap Ramp Per Std 205 L=10'X=5'. . . . . . . . . . . . . . .. . . . . . . . . 15 ea 585.00 8,775.00 23) Catch Basin Per Std 403&Local Depression Per Std 407-2. . . . . . . . . 2 ea 3,510.00 7,020.00 24) Street Lights Per Std SI-1, SI-2(9500 L) . . . . . . . . . . . . . . . . . . . . . . . . 10 ea 4,095.00 40,950.00 And All Necessary Wiring 25) Street Light Pull Boxes Per 5I-2. . . . . . . . . . . . . . . . . . . .. . . . . . . . . . . 17 ea 292.50 _ 4,972.50 PAGE 1 COST BREAKDOWN err For Construction of approximately 2094 feet of New Pine Road from Kendall Drive to Irvington Avenue. Per City of San Bernardino drawings: File No. 905006 Sheets 1 through 6 and Drawing No. 6728 sheet 5 of 6 ... . .. . ... .....': Cost Description of Work ;....: !)nits . _..Unit Totat 26) Red Concrete For Street Light Conduit Encasement Within M.W.D. . . . 1,610 If 1.45 2,330.64 Right Of Way To Nearest Pull Box-3"Min 27) &'AC. Berm. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22 If 29.25 643.50 28) Curb Return . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 350 If 6.44 2,252.25 29) Barricade Per Std 505 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 ea 585.00 585.00 30) Pavement Striping Of New Pine . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 Is 1,170.00 1,170.00 31) Construction Surveying. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 Is 17,550.00 17,550.00 32) Engineering . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 Is 8,775.00 8,775.00 33) Traffic Signal @ Kendall&New Pine . . . . . . . . . . . . . . . . . . . . . . . . . . 1 Is 0.00 BY CITY OF S. B. 34) Landscaping &Appurtenances-Pine Ave(550 Lf) . . . . . . . . . . . . . . . 45,240 sf 3.51 158 792.40 Design/Build To City Of San Bernardino Specifications 35) Landscape Maintenance District Formation . . . . . . . . . . . . . . . . . . . . . . 1 Is 2,925.00 2,925.00 36) Sewer System In New Pine To City Standards. . . . . . . . . . . . . . . . . . . 200 If 17.55 3,510.00 37) Manholes In New Pine . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 ea 4,095.00 4,095.00 38) Manholes In Kendall Avenue Including Tap. . . . . . . . . . . . . . . . . . . . . . 2 ea 5,850.00 11,700.00 39) 12"D I P Water Service& Fire Hydrants In New Pine . . . . . . . . . . . . . 2,094 If 77.45 162,188.91 40) Signage . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 Is 11462.50 1,462.50 41) Water District Encorachment Permits . . . . . . . . . . . . . . . . . . . . . . . . . . 1 is 8,775.00 8,775.00 42) 4'Wrought Iron Fence @ Parks On New Pine . . . . . . . . . . . . . . . . . . . 435 If 29.25 12,723.75 43) Slump Block Screen Wall . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4,992 sf 7.02 35,043.84 44) Anti-Graffiti Coating . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4,992 sf 1.05 5,256.81 "All Items Listed Below Are Improvements On Kendall Drive-Not Shown On Above Mentioned Drawings- 45) Traffic Control . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 Is 1,462.50 1,462.50 46) Clear&Grub . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11,760 sf 0.02 274.95 47) Excavation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 Is 3,232.71 3,232.71 48) Rough Grade Road Bed . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5,880 sf 0.08 482.04 49) Pre Compact . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5,880 sf 0.05 274.95 50) Fine Grade Road Bed . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5,880 sf 0.12 687.96 51) Soil Sterilant . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5,880 sf 0.08 482.04 PAGE 2 __* :r, COST BREAKDOWN For Construction of approximately 2094 feet of New Pine Road from Kendall Drive to Irvington Avenue. Per City of San Bernardino drawings: File No. 905006 Sheets 1 through 6 and Drawing No.6728 sheet 5 of 6 .' :. COSt 1..:.: :: . l�nits ...... Unit Total - : . .Descn rion ;. 52) Fine Grade For Concrete . . .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6,880 sf 0.08 563.94 53) P.C.C. Curb&Gutter Per Std 200-B . . . . . . . . . . . . . . . . . . . . . . . .. . 860 If 9.36 8,049.60 54) 6 P.C.C. Sidewalk Per Std 202 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5,160 If 2.05 10,565.10 55) 4"Class I I Base&Rough Grade . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 73 cy 32.76 2.391.48 56) Fine Grade Class I 1 Base . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5,880 sf 0.08 482.04 57) WA C Pavement Patch . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5,880 sf 1.17 6,879.60 58) Street Lights . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 ea 4,095.00 16,380.00 59) Landscaping-Kendall Dr. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23,440 sf 2.34 54,849.60 Design/Build To City Of San Bernardino Specifications 60) Utility Pole Relocation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3 ea 4,680.00 14,040.00 61) Slump Block Screen Wall . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8,743 sf 7.02 61,372.35 62) Anti-Graffiti Coating . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8,743 sf 1.05 9,205.56 63) Surveying . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 Is 2,340.00 2,340.00 SUB TOTAL $ 1,241,598.15 CONTINGENCY FEE 10% 124,160.00 PERFORMANCE BOND 1% 17,245.00 TOTAL BUDGET WITH PERFORMANCE BOND $ 1,383,003.00 LESS CFB'S CONTRIBUTION (250,000.00) TOTAL CITY CONTRIBUTION $ 1,133,003.00 PAGE 3 EXHIBIT 4.5 FIRST TIME HOME BUYER'S MORTGAGE ASSISTANCE PROGRAM Ai Nei hborhood S', IRI • San Bernardino Lender's Manual First-time Home Buyer's � � Mortgage Assistance Prog ram (MAP) City of San Bernardino i ECONOMIC DEVELOPMENT AGENCY EXHIBIT 4.7 CITY OF SAN BERNARDINO DEVELOPMENT FEES TRACT NO. 15642 City of San Bemardino Development Fees Tract No. 15642 The following fees are based upon a single family,detached Unit of 1610 sq.ft.,four(4) bedrooms with an attached 418 sq.ft.garage. In addition the tentative tract mad 15642, Pine Ave.and Kendall Ave. improvement plans were utilized for the purpose of estimating construction costs. 1995 Fees 1991 Fees School fee: $2,800.00 unit $0.00 Building Permit: $1,500.00 unit $1,500.00 Sewer Capacity Fee: $3,730.00 unit $2,900.00 Service Meter Installation: $520.00 unit $320.00 Water Plan Check Fee: $1,092.00 flat fee $720.00 Traffic Fee: $132.40 unit $103.00 Sewer Connection Fee: $1,059.00 unit $801.00 Storm Drain Fee: $20,687.00 flat fee $8,250.00 Park&Rec.Fee: $1,047.00 unit $1,025.00 Planning Fee: $6,441.00 flat fee $4,920.00 Engineering Plan Check Fee: $19,000.00 flat fee $19,000.00 Engineering Inspection Fee: $18,000.00 fi:?i� $18,000.00 Street Light Energy Fee: $12,000.00 flat fee $7,500.00 Metropolitan Water Dist. Plan Check Fee: $3,500.00 flat fee $2,850.00 Total per lot: $12,734.00 $8,107.00 SECOND ADDENDUM TO JOINT DEVELOPMENT AGREEMENT BY AND BETWEEN THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO, THE CITY OF SAN BERNARDINO, AND CFB INVESTMENTS, LTD. (the "Second Addendum") SECTION 1. PRIOR AGREEMENTS 1 . 1 On March 20, 1990 the Redevelopment Agency of the City of San Bernardino ( "the "Agency" ) , the City of San Bernardino ( "City" ) and CFB Investments, a California limited partnership ( "CFB" ) , entered into a Joint Development Agreement (the "JDA" ) concerning the real property as it exists on the Effective Date of the Second Addendum (the "Property" ) . A description of the Property is set out on Exhibit 1 .1. 1 . 2 On August 5, 1991 the Parties entered into an Addendum to the JDA (the "First Addendum" ) . 1 . 3 Since the date of the First Addendum, circumstances have continued to change so that it is in each of the Parties best interest to enter into this Second Addendum. Furthermore, each Party hereby acknowledges that the other has either waived the benefit of or satisfactorily, and in timely manner considering the circumstances, performed and is current in all of its obligations under the JDA and the First Addendum. SECTION 2 . PURPOSE OF THIS SECOND ADDENDUM - A NOVATION 2 . 1 Since this Second Addendum evidences a major change in the nature of the project contemplated and the performance required, the Parties hereby understand and agree that, but for those paragraphs, as updated and revised, from the JDA specifically referred to in Section 2 . 2 below and incorporated into this Second Addendum, all other terms and provisions of the JDA are hereby replaced, and all performance obligations thereunder are deemed satisfied. 2 . 2 Copies of the following Sections of the JDA are attached as Exhibit 2 .2 and by this reference are incorporated into and made a part of this Second Addendum: Section 1 Recitals Section 2 Actions , Covenants , and Performance by CFB (subsection 2 . 4 . 6 only) - 1 - Section 3 Actions by the City (subsections 3 . 1 and 3 . 4 only) Section 4 The Parties Intent Section 5 Mutual General Release and Covenant Not To Sue Sections 7 through 14 Inclusive Section 17 Third Party Beneficiaries 2 . 3 Subject to the provisions of Sections 4 .4 . 3 and 4 . 8 . 3 . below, all performance obligations under the First Addendum are deemed satisfied and the First Addendum is replaced in its entirety by this Second Addendum. For purposes of reference only, a copy of the First Addendum is attached hereto as Exhibit 2 .3 . SECTION 3 . ACTIONS BY CFB 3 . 1 On the Effective Date, CFB will be entitled only to those rights conferred by and will commence performance under this Second Addendum. 3 . 2 On the Effective Date, and subject to the provisions of Section 4 . 8 . 3 below, CFB agrees to undertake the following actions relative to the construction of the 42 unit single family residence tract pursuant to Tentative Tract Map No. 15642 (the "Project" ) contemplated by this Second Addendum: 3 . 2 . 1 Surrender, waive, quitclaim, and give up forever all apartment development rights and entitlements which it now holds or which were conferred to it by the JDA and the First Addendum, including without limitation Tentative Tract Map Nos . 12150 and 12151 and Conditional Use Permit No. 84-63 . 3 . 2 . 2 Join with the City in reconveying the condominium map, and surrender all condominium related rights . 3 . 2 . 3 Build the Project consisting of single family residences only, in accordance with the requirements of the City' s current General Plan and subject to Section 4 . 7 below, the City' s current Development Code, except for the requirement of utility undergrounding on Kendall Drive, pursuant to a Tract Map as may be approved by the City' s Planning Commission. 2 - 3 . 3 The Project will be dissected by a public street which will form an intersection with Kendall Drive . The street is tentatively to be called "New Pine . " As used in this Second Addendum, New Pine is defined as the street to be built in accordance with the City' s approved drawings : File No. 905006, sheets 1 through 6 inclusive, and Drawing No. 6728 , sheet 5 of 6 . Subject to the provisions of Sections 4 .4 . 1 and 4 .4 . 2 below, CFB will pay, or cause to be paid, the cost of : (i) construction of approximately 2 , 094 feet of New Pine; (ii) engineering for and installation of any off-site improvement; (iii) all utilities, vaults, or improvements which are installed on, under, or adjacent to New Pine and Kendall Drive; and (iv) all hardscapes, walls, and landscaping not within the boundary of any lot in the Project (collectively "New Pine Infrastructure" ) , as specifically enumerated in Exhibit 4 . 4 . 1 below. Pursuant to this obligation, CFB waives its claim to the funds previously allocated for New Pine, or for improvements on and along Kendall Drive, as part of the Pine Avenue Extension Fee (or otherwise) , and agrees that the City can use these funds in whatever manner it chooses . 3 .4 CFB shall grant an easement to the City' s Municipal Water Department in the event the Pressure Reducing Station located adjacent to the Project requires relocation. 3 . 5 CFB shall indemnify, defend and hold the City, the Agency and their respective officers, agents and employees harmless from and against all suits, claims, demands or actions, liabilities, judgments, costs and attorneys' fees arising out of, or related to any and all third party challenges to the approval or implementation process associated with the Project . 3 . 6 CFB shall pay the City imposed fees applicable to the Project as of September 1, 1991 in the total amount of $340, 494 . 00 ($8, 107 . 00 per house x 42 houses) , as set forth in Exhibit 4 . 7 . SECTION 4 . ACTIONS BY THE CITY AND ITS REDEVELOPMENT AGENCY 4 . 1 On the Effective Date, the City and the Agency will be obligated only by and will commence performance under this Second Addendum. 4 . 2 Due to the fact that development of the proposed apartment project was not able to commence, real property taxes secured by the two parcels through which New Pine will pass are delinquent . CFB has filed a petition to reduce the 3 - ad valorem property taxes on each of the parcels . Those petitions are currently pending. The City will use its good offices and will cooperate with CFB in the reduction or settlement of ad valorem real property taxes . 4 . 3 To facilitate the housing programs administered by the City and the Agency, and in order to facilitate the purposes of this Second Addendum, the Agency will pledge, for the benefit of Parcel Nos . 3 and 4 of Parcel Map 6985, tax increment revenues which are considered as surplus and which are attributable solely to the twenty percent (20%) of the amount to be deposited into the Agency' s Low and Moderate Income Housing Fund, or any other collateral which is acceptable to the Agency, in an amount sufficient to make or provide credit enhancement for a construction loan in the amount not to exceed at any one time outstanding $1, 600, 000 , the proceeds of which will be used for all of CFB' s construction costs of the Project . 4 .4 Streets, Utilities and Streetside Landscaping. 4 .4 . 1 The total cost associated with the New Pine Infrastructure is estimated to be in the amount of $1, 383 , 003 . 00, as set forth in Exhibit 4 .4 .1. The City hereby agrees to provide CFB with financial assistance for the cost of the New Pine Infrastructure in an amount of $1, 133 , 003 . 00, which may be paid from whatever source or sources the City deems appropriate . CFB shall be responsible for payment of the remaining cost associated with the New Pine Infrastructure in an amount not to exceed $250, 000 . 00 . CFB' s contribution shall first be applied to the cost of the improvements on Kendall Drive as described in line item numbers 45 through 63 , inclusive, of Exhibit 4 .4 . 1 . Any remaining portion shall be applied to reduce the cost of the Acquisition Assessment District ( "District" ) as set forth in Section 4 .4 . 2 . 4 .4 . 2 The City will obtain adequate interim financing and will cause to be formed, and CFB agrees to join and use its best efforts to cause the owners of the two parcels through which that portion of New Pine commencing at the boundary of CFB' s Property and continuing to Irvington Avenue will pass, to join the District in 4 - order to provide reimbursement for the cost of line item numbers 1 through 44, inclusive, of Exhibit 4 .4 . 1, in an amount of $1, 188, 986 . 58 . If the City has not formed the District or has not obtained other adequate financing by September 18, 1995, CFB shall have the right to extend such deadline for an additional 60 calendar days at CFB' s sole discretion. In the event CFB does not elect to extend the deadline or in the event CFB elects to extend the deadline and the City has not formed the District or obtained other adequate financing within the 60 day extension period, this Second Addendum shall be terminated and the agreement shall revert to that which was contemplated under the First Addendum. 4 . 5 Pursuant to the formula and covenants summarized in Exhibit 4 .5, the Agency will pay CFB' s impact fees, an amount not to exceed $258, 000 total ($6, 142 . 85 per house) . Such payment will occur at the issuance of building permits and will be made directly to the City. The Agency will be repaid by CFB the full amount upon close of escrow of each house via a demand in escrow. Such repayment shall either be in cash if no assistance is required, or shall be rolled over into a separate account established for down payment and closing cost assistance to qualified purchasers . In consideration for such Agency assistance, the Agency will obtain from CFB a minimum of thirty-five (35) second trust deed loans in an amount not to exceed $7, 371 . 00 per loan, and will include the required 10 year affordability covenants . 4 . 6 The City will cooperate and assist in CFB' s request for an exemption from school impaction fees in the amount of $117, 600 . 00 so that such exemption applies to and covers the Project, subject to the concurrence of an authorized representative of the San Bernardino City Unified School District . To the extent that CFB obtains an exemption from all or a portion of the school impaction fees, a corresponding reduction in the amount of the City' s financial assistance set forth in Section 4 . 7 shall occur. 4 . 7 Subject to provisions of Section 4 . 6 , the City hereby agrees to provide CFB with financial assistance with respect to City imposed fees applicable to the Project in an amount not to exceed $194 , 334 . 00, which represents the difference in such fees between September 1, 1991 and the Effective Date of this Second Addendum ($12 , 734 . 00 less $8 , 107 . 00 x 42 houses) , as set forth on the fee schedule attached as Exhibit 4 .7 . 5 - 4 . 8 The City: 4 . 8 . 1 Will waive, renounce, reconvey or remove any CC&Rs, affordability covenants (JDA, §2 .4 . 5) , Right of First Refusal (JDA, Exhibit B) , and all other City imposed restrictions, except for those summarized in Exhibit 4 . 5 and those which are part of the approvals for the Project . 4 . 8 . 2 Except for the fee schedule agreed to in Exhibit 4 . 7, the possible effect of CFB' s exemption from or mitigation of school impaction fees under Section 4 . 6, and the use of the Mestre Greve Associates' Noise Analysis of 1986, all rights granted pursuant to Conditional Use Permit 84-63 and Tentative Tract Map Nos . 12150 and 12151 are terminated as of the Effective Date . 4 . 8 . 3 Simultaneously with recordation of a construction loan which provides funds for construction of New Pine, and provided that bonds or other financing sufficient to guaranty completion of the entire length of New Pine, from Kendall Drive to Irvington Avenue are in place, the City will assign or convey to CFB at its direction the Bower-Rustic Homes note and deed of trust referred to in JDA § 2 .4 . 6 . SECTION 5 . EFFECTIVE DATE; PERMITTED CONVEYANCE AND ASSIGNMENT; AUTHORIZATION The Effective Date of this Second Addendum is March 1995 . On the Effective Date, or at any time thereafter, provided that the action contemplated in Section 4 . 8 .4 above has been completed, CFB may convey title to the Property and assign, by a document satisfactory to counsel for the Agency, its rights and obligations under this Second Addendum to DJS&S Partners, a California general partnership, of which Sara C. Regan is a general partner. CFB hereby represents that it is the sole owner of the Property and that the representatives executing this Second Addendum on CFB' s behalf are authorized to do so. Section 6 . Interpretation This Second Addendum shall be construed without regard to who drafted the same and shall be construed as though all parties hereto participated equally in the drafting thereof . - 6 - Section 7 . Attorney Fees In the event that any party hereto shall institute any action or proceeding to enforce or interpret any of the rights granted or released hereunder, the prevailing party in such action or proceeding shall be entitled to recover all of its costs and expenses incurred in the action or proceeding, including without limitation, reasonable attorney fees and court costs . SECTION 8 . LIST OF EXHIBITS 1 . 1 PROPERTY DESCRIPTION 2 . 2 COPIES OF THE UPDATED AND REVISED SECTIONS OF JDA WHICH ARE INCORPORATED INTO THIS SECOND ADDENDUM 2 . 3 ADDENDUM TO JOINT DEVELOPMENT AGREEMENT 4 .4 . 1 COST BREAKDOWN FOR CONSTRUCTION OF APPROXIMATELY 2094 FEET OF NEW PINE ROAD FROM KENDALL DRIVE TO IRVINGTON AVENUE 4 . 5 FIRST TIME HOME BUYER' S MORTGAGE ASSISTANCE PROGRAM 4 . 7 CITY OF SAN BERNARDINO DEVELOPMENT FEES TRACT NO. 15642 - 7 - IN WITNESS WHEREOF, the Parties hereto have executed this Second Addendum Effective Date set forth in Section 5 above . ATTEST: CITY OF SAN BERNARDINO Rachel Clark, City Clerk By: Tom Minor, Mayor APPROVED AS TO FORM AND LEGAL CONTENT: By: ames P man, City Attorney ATTEST: REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO COMMUNITY DEVELOPMENT COMMISSION: Secretary By: Tom Minor, Chairman APPROVED AS TO FORM AND LEGAL CONTENT: SABO & GREEN By. Timothy J. Sabo, Agency Counsel CFB INVESTMENTS, LTD. By: Sara C. Regan, Sole General Partner APPROVED AS TO FORM AND LEGAL CONTENT: DONALD J. REGAN, P/C By: Donald J. Regan, President Counsel for CFB Investments, Ltd. SBEO/0110B/DOC/5A 3/15/95 1100 - 8 - PLUMBINr= (909) 888-9880 PIPING Fax (909)885-6077 STRUCTU,.AL Res. (909) 887-3204 FABRICATION ci Us WELDING, INC. BARBARA L. SKY 1155 Harris Street Lic. No. 530509 San Bernardino, CA 92411 ®O NEW PINE EXHIBIT A PROPERTY PROFILE EXHIBIT B ASSESSOR' S MAP EXHIBIT C LETTER FROM SAN BERNARDINO SCHOOL DISTRICT ABOUT FEES . EXHIBIT D LETTER FROM EMPIRE & ASSOCIATES DAVID R. WILLIS EXHIBIT E PAGES FROM BRIEF BY DENICE E. BRUE EXHIBIT F CHICAGO TITLE EXHIBIT G USE OF FUNDS SETTLEMENT AGREEMENT FROM JOINT DEVELOPMENT AGREEMENT EXHIBIT H LETTER FROM SABO & GREEN EXHIBIT I PUBLIC AUCTION DELINQUENT TAXES eo o c Property Profile - San Bernardino CHICAGO TITLE Prepared For: A Attention cnt Rep: CIS Rep: jeanne * * APN 0261-201-17 * Ownerl : CFB INVESTMENTS Phone * Owner2 : OwnShp: * Site : KENDALL DR Pg-Grd: * SAN BERNARDINO CA Census : * Mail : 245 FISCHER AVE Dl 92407 Tr/Lot : * COSTA MESA CA Block : * Legal : PARCEL MAP 6985 PARCEL NO936EX ST PERl7-17 90060go- 0005 * * ------------------- * Property Characteristics ' ------------- * Use VACANT ----------- * Yr Blt : SgFeet Prop Type : RESIDENTIAL YB: Constr: Eff Fl * oorl : Struct : #Rooms : Floor2 : * BedBth: Condtn: * #FamRm: Floorl : Qualty: * Addtnl : #Units : Basmnt : Shape Roof * #Story: Patio * Gas Y Water: Y Access : PUBL PVD * Lotsz 6 .26 A LScape : Sewer : YES Dimens: El Slope LEVEL * ectr: UNDERGRND * Nuisnc : View P1/Spa: * Heat #GarSp: #Firep: * Cool Gar : Appinc: * GarQlyly: * * Gar/Car Sqft : SplInf : * -------- * Sale/Loan Information * Last Trans W/O $ : - * SaleDt : 08/27/87 + Doc# 296704 * SaleAm: Buyer : CFB INVESTMENTS * $315, 000 P $/SgFt :PrevDt Seller: 1st Td: $315 000 : CST/FIX/CON * +Addl • Lender: SELLER * PrevDt : PrevAm Title : CENTURY * : * on ma-------------------------- Assessment/Tax Information * * * ---------------Tax * -------- Assd $879, 307 * Land ; $879, 307 $1, 511 . 90 * Status : DEFAULT 87 Improv: * TPA : 007010 * perc: 0° Exempt : * * TaxYr : 94-95 *** THE ACCURACY OF THIS INFORMATION IS *** *** DEEMED RELIABLE BUT IS NOT GUARANTEED *** Copyright (c) 1995 Dataquick Information Network Property Profile - San Bernardino CHICAGO TITLE Prepared For: Acnt Rep: Attention CIS Rep: jeanne ****************************************************************************** * * APN 0261-201-22 * Ownerl : CFB INVESTMENTS Phone : * Owner2 : OwnShp: * Site : KENDALL DR Pg-Grd: * : SAN BERNARDINO CA Census : * Mail : 245 FISCHER AVE D1 92407 Tr/Lot : - / * COSTA MESA CA Block * * Legal : PARCEL MAP 6985 PARCEL NO946EX TRACTS 112146 121481 0005 * * * * Property Characteristics * Use VACANT - * Yr Blt : Prop Type : RESIDENTIAL * SgFeet : Constr: Eff YB : Floorl : #Rooms : Struct : * Floor2 : * BedBth: Floor3 : Condtn: * #FamRm: Addtnl : Shape ae : * #Units : Basmnt : Sh : * #Stor Roof * * Y: Patio : Access : PUBL PVD Gas : Y Water: Y Lotsz : 6 . 67 A LScape : FAIR * Sewer : YES Dimens : * Electr: UNDERGRND Nuisnc: Slope : LEVEL * View #Gars Pl/Spa: * Heat Garr P #Firep: * Cool GarQly: APpinc : SplInf : * Gar/Car Sqft : * * * --------------------- * Sale/Loan Information --------------------- * Last Trans W/O $ : * SaleDt : Doc# * SaleAm: Buyer * 1st Td: $/SgFt : Seller: * +Addl : LoanTy: Lender: * PrevDt : Title * - PrevAm: * -------------------------- * Assessment/Tax Information * Assd : $894, 028 Tax-------- * Land : $894, 028 Status : DEFAULT992 * Improv: TRA * perc: 00, Exempt : * TaxYr : 94-95 ****************************************************************************** *** THE ACCURACY OF THIS INFORMATION IS *** *** DEEMED RELIABLE BUT IS NOT GUARANTEED *** Copyright (c) 1995 Dataquick Information Network SAN BERNARDINO APN : 0261-201-17 Copyright (c) 2995 Dat'7uick Tnfo USE VACANT rmation Network OWNRS CFB INVESTMENTS PHONE SITE : RENDALL DR*SAN BERNARDINO CA PG—GRD; MAIL : 245 FISCHER AVE D1*COSTA MESA CA 92407 CENSUS: LEGAL PARCEL MAP 6985 PARCEL NO 3 EX ST PER 7-126T�p/LPROPTY: RESIDENTIAL ASSD LAND $879,307 TXAREA: 7010 SALEDT: 08/27/87 SALEAMs $31S 00 LAND $879,307 TAXAMT: $1,511.90 DOC 0P+ TXSTAT: DEFAULT 87 TITLE ; CENTURY TT 1STLNR; $315EQ OWNSHP: EXEMPT: , OOC YRHLT SQR/FT: $/SQFT: +ADDL: ROOMS : FLOORI: PREVDT: PREVAM: UNAVAIL BEDBTH: FLOOR2: CONSTR: PL/SPA: #FPM' I'LOOR3: STRUCT: VIEW #UNITS: CONDTN: . #FP. EFFYB #ST: ADDTNL: QUALTY SLOPE •: LEVEL BSMTSF: SHAPE HEATNG; GAS : Y WATR: Y PATIO : COOLNG: SEWER : XES LOTSZ : 6.26A ROOF #GARSP: ELECTR: UNDERGRND DIMENS• ACCESS: PUBL PAVED GARTYP: _—�-- -------------.------------- --------------------------- LAST TRANS W/0 $: APN 0261-201'-22 ------------- OWNRS CFB INVESTMENTS USE VACANT pp- SITE KENDALL DR*SAN BERNARDINO CA PG-GRD; MAIL 245 FISCHER AVE D1*COSTA MESA CA 92407 CENSUS: LEGAL EL 028pp 6985 PARCEL NO 4 EX TRACTS 12126T/B/LPROpTY: RESIDENTIAL ASSD $8 4, TXAREA. LAND : $894,028 TAXAM'P: $2,294.97 DOC#DT: SALEAM► UNAVAIL $IMPRV: 0$ LEND TXSTAT; DEFAULT 92 TITLE LENDER;OWNSHP: EXEMPT: 1STLN ; YRBLT : SQR/F,T� $/SQFT: +ADDL: ROOMS : FLOOR1s PREVDT: PREVAM: UNAVAIL BEDBTH: FLOOR2: CON$TR: PL/SPA: #FAMRM: FLOOR3: STRUCT: VIEW ; #FP. #UNITS: #ST: ADDTNL: CONDTN: - SLOPE : LEVEL EFFYB : BSMTSF: QUALTY; HEATNG: GAS : Y WATR: Y PATIO ; SHAPE : COOLNG; SEWER : YES LOTSZ : 6.67A ROOF : #GARSP: ELECTR: UNDERGRND DIMENS: ACCESS. PUBL PAVED GARTYP: ------------------------- -------- LAST `TRANS W/0 $: ----------------- DETAIL FINISHED *** -----T----- 2 RECORDS PRINTED PRESS RETURN TO CONTINUE > N u��ivo� U g N 72' Q m O m NgO N . O O N a ® 3 O ---_- 3 Iz � I •►. � ��w C:� O CIL if ® 2 i I.: I - nN3AV O rn, 04 �mCO zz «tu'ROfk0 n ° CITY OF SAN BERNARDINO PLANNING & BUILDING SERVICES DEPARTNvfFNT ❑ 300 NORTH -D- STREET, SAN BERNARDINO, CA 92418 • (909) 384-5057 ATTN: CONAL MCNAMARA-ASSISTANT PLANNER o o � AGENCY COMMENT SHEET PROTECT: �r 1 j - TENTATIVE TRACT MAP NO. 15642 'unTp�� rCR_UMON: �U J 70 SUBDIVIDE TWO EXISTING PARCELS TOTALLING 17 ACRES INTO 42 SINGLE FAMILY LOTS_ `:ORTHWEST AND NORTHEAST COR`:ERS OF KENDAL DRIVE AND THE -NEW- PINE AVENUE. THIS AP?LICATION HAS BEEN FILED WITH THE CITY PIA\'NING DEPARTtitENT. PLEASE REVIEW THE ENCLOSED INFORMATION AND BUILDING SERVICES YOUR COMMENTS AND/OR RECOMMENDATIONS WITH N 21 DAYS OF RECEIPT OFSTHIS OR.tit. IF WE RECE.TVE `'O COMMENT, WE WILL.ASSUME NO CONCERNS. KEEP THE _IM NT FCR YOUR FILES IF YOU SO DESIRE, THE FOLLOW NG UCC ME_,DA'I-ONS ?►PPLY TC THE ABOVE '.EFERENCED ITEM(S): The San Bernardino City Unified School District is currentl in the State School Building Program. Developer fees y collected by the District are inadequate costs associated with school construction. The finance requests the establishment of a supplemental fee to finance new school off-site improvements requ Bernardino and not considered eli iblered by the City of San State. Additionally, the Districts requeestsnthe by the establishment of a separate fee which will generate revenues for the purchase of a high school, middle school, and four elementary school sites in the Verdemont/Devore area. San Bernardino City Unified School District December 14 , 1994 (SIGNATURE) (AGENCY) (DATE) associateS, inc. FEB 2 31995 CITY OF SAN BERNAROINO ECONOMIC DEVELOPMENT AGENCY February 21, 1995 Mr. Timothy Steinhaus T Q City of San Bernardino 14 1 Economic Development Agency f% 201 North E Street Third Floor San Bernardino, CA 92401-1507 Dear Mr. Steinhaus, This correspondence is regarding the feasibility of the project known as the New Pine Venture. This project was envisioned as entry level housing and the market studies supported moderately priced homes, ie $100,000.00 - $130,000.00 to compete with the inventory available in San Bernardino and Highlands Ranch. The lot cost budgets were set at a not to exceed $30,000.00 figure for fully developed lots (see attached cost breakdown). Based on $30,000.00 lots and 12% overhead and profit margin, the houses could be built and sold for about $125,000.00. Based on this scenario, along with MAP Program supplied by the EDA, the project would be very competitive in the marketplace. The lot cost increases have been gradual and are a result of assumptions and inferred projections from the first Addendum and settlement.Essentially the whole original agreement is mute regarding cost savings being recognized on this project. As you can see, our lot costs will exceed $35,000.00 with today's requirements and fees. Keeping these costs in mind and realizing a 12% overhead and profit, which is very low by industry standards, I can deliver a 1,200 sf for $121,000.00. Our competition at several sites, some of which have more desirable areas, are at $112,000.00 for the same home. Bare in mind, the construction costs of the homes are virtually identical to all builders involved in this type of construction. Based on the preceding facts, I have grave concerns about the feasibility of this project. My concerns run deep enough that I have asked the Consultants to stop work on this project including our Landscape Architect, Space Planner, Architect, Structural Engineer, Civil Engineer and Geotechnical Engineer. This may seem drastic but I see no other alternative until the costs are brought under control. The overall project is about $168,000.00 over my comfort level to successfully developing this property. I must admit, bringing up these concerns this late in the game is not prudent. I have been blinded by the attractive financing and the opportunities that exist with future developments in the area. 12265 World Trade Drive,Suite H •San Diego,CA 92128 • (619)675-1003 FAX(619)675-1006 LIC.589388 Page Two The recent increases in interest rates an d,burdensome City requirements have triggered m y good sense of fiscal responsibility and by virtue of this letter, I'm sending up a warning flag that this project is in serious jeopardy. A meeting has been set for Wednesday, Feb. 22 at 2:00 pm to discuss further issues and concerns of staff regarding this project. I will attend this meeting and fully expect the lot costs to increase after the meeting, which seems to be the norm after similar meetings. I do however, understand and respect the City requirements. I believe the project can be resurrected with some creative thinking and negotiations. I would like to arrange a meeting to ensure the continuance of this project with someone who can facilitate and implement the final negotiations required to start construction. Empire& Associates, Inc. has no desire to increase it's profit line by negotiating with the City, we want to protect our 12% profit and bring a viable product to the marketplace. A competitive product with some work by all parties can be achieved. I truly look forward to delivering a good product and begin a long and lasting relationship with the City of San Bernardino. Constructively, EMPIRE& SSOCIATES, INC. David R. Willis President cc: Jeff Kinsell, Kinsell & O'Neal Jerry Devlin, City Councilman Tim Sabo, Sabo& Green Adam Eliason, EDA 1 2 JAMES F. PENMAN 3 City Attorney DENICE E. BRUE 4 Assistant City Attorney 300 No. "D" Street, Rm 668 5 San Bernardino, CA 92418 Tele: ( 714) 384-5355 G Attorneys for Plaintiff and 7 Appellant, CITY OF SAN BERNARDINO 8 IN THE COURT OF APPEAL OF THE STATE OF CALIFORNIA 9 FOURTH APPELLATE DISTRICT 10 DIVISION II 11 CITY OF SAN BERNARDINO ) Plaintiff ) 12 ) and Appellant ) No. E005396 13 ) vs. (San Bernardino Superior ) Court Case No. 238755 ) 14 CALIFORNIA CONSTRUCTION ) 15 MANAGEMENT, INC. , et al ) C. F.B. INVESTMENTS, LTD ) 16 Successors in Interest to JAMIE WHITE and SHADOW ) 17 HILLS LTD. , et al ) 18 Defendants ) and Respondents ) 19 CHRISTOPHER SALDECKE and ) 20 BARBARA SKY ) 21 Intervenors ) 22 23 APPELLANT 'S OPENING BRIEF 24 25 26 27 28 DEB:ms _ January 26, 1989 C is i j / 1 2 By the testimony of one of the partners, William Carstens, 3 there were financial problems which caused Clemens, S.L. not to 4 be able to complete the project. (RT: 112, Lns. 1-5; P. 120 Lns. 5 9-13 ) . 6 It is clear from the record, that the project had 7 sufficient time prior to any "moratorium" to be completed. It 8 certainly had every opportunity to be completed and should have 9 been well on its way, if not completed, from August of 1985 when 10 the bonds were first issued to June 11, 1987, the date of the OPR 11 letter. But for the developers ' inabilities they would have been 12 finished and they would have been able to meet the conditions 13 imposed by bond financing and could have drawn down the bond 14 proceeds , or at least a portion of them long before the 15 "moratorium" . 16 Therefore, the record again clearly does not support a 17 finding that the purpose of the mortgage revenue bonds would be 18 stymied by "the moratorium", let alone be in default. 19 20 D. THE TRIAL COURT AS A MATTER OF LAW ERRED 21 IN RULING THAT THE DEFENDANT/DEVELOPER HAD A VESTED 22 RIGHT TO DEVELOPMENT OF ITS PROJECT IN THAT THERE WAS 23 NO SUBSTANTIAL EVIDENCE TO SUPPORT SUCH A FINDING. 24 In determining whether the reviewing court will reverse the 25 lower court 's ruling, the reviewing court looks to the record to 26 determine if there is substantial evidence to support the lower 27 court' s ruling. Krause V. Apodaca ( 1960) 186 CA 2d 413; Carroll 28 DEB:ms January 26, 1989 13 1 2 Then in approximately June of 1987, there was another 3 change in ownership of the project from Clemens, S.L. to C. F.B. 4 Investments, Ltd. (RT: 71, L. 10-17 ) . 5 They were never able to use the bond proceeds because by 6 their own admission they could never complete a phase. (RT: 73, 7 L. 1-6 ) . It had nothing to do with the OPR letter of June 11, 8 1987, considering that the bonds were issued in 1985, clearly two 9 years prior to anyone ' s thought about a "moratorium" which 10 commenced on June 11, 1987. In fact, the change in ownership 11 from Clemens to CFB also occurred in June of 1987 , a delay 12 causing event in and of itself. 13 The testimony of the respondent ' s own witness, Jordan 14 Miller, who had himself been a builder/developer for 15 approximately 25 years ( RT : 95 , Lns . 18-19 ) indicated that a 16 project of this size should have taken approximately a year to 17 complete, two at the most. (RT: 108, Lns. 14-15 ) However, at the 18 rate this respondent/developer is going it would take 10-15 19 years. (RT: 108, Lns. 14-16 ) . 20 Clearly, these facts alone support a finding that a project 21 which was begun in 1982, could not have conceivably been stymied 22 by the "moratorium" . The project' s lack of progress was due to 23 the developer' s own inability to go forward and develop his 24 project . Whether this was due to financial problems, or 25 marketing studies in the condominium market or other reasons of 26 the developer, the City and/or the "moratorium" had nothing to do 27 with it. 28 DEB:ms 12 January 26, 1989! 1 2 partnerships to help keep it going. 3 The original concept for this project started somewhere in 4 the year 1982 as a condominium project. (RT: 20, Lns. 1-7) . 5 Somewhere between this time and 1984, it was discovered 6 that the condominium �ro ect was not economical) feasible P y (RT: 7 34, Lns-17-25, 35, Lns. 5-19 ) . During that time period SHADOW 8 HILLS LTD and Burton Smith had lent approximately PP y $315, 000 and 9 $250, 000 respectively ( RT: 34, Lns. 7-8; 32, Lns. 13 ) . 10 Then the developer decided to change from condominiums to 11 apartments and seek City approvals for the design change 12 somewhere in August of 1984. (RT: 36, Lns. 2-5, Lns. 23-28j . 13 Somewhere at the end of 1984 or the beginning of 1985, 14 tentative tracts 12150 and 12151 were approved for an apartment 15 complex (RT: 41, Lns. 19-25 ) . 16 Again in August of 1985, there was a change in ownership 17 from SHADOW HILLS to CLEMENS S.L. because of capital requirements 18 that SHADOW HILLS was not able to accomplish,P (RT: 44, Lns. 7- 1J 13 ) but the individual partners and players still remained, with 20 additional people coming into CLEMENS S.L. (RT: 45, Lns. 9-11 ) . 21 During this period, from about December 1985 to March, 1986 22 there was another infusion of capital by the partners, Don Rambau 23 and Bill Carstens of $100, 000 and $400, 000 respectively. ( RT: 45 24 L. 26-28; 46, L. 1-4 ) . 25 They spent from December, 1985 to approximately April 1986 26 looking for a lender, (RT: 49, L. 11-15 ) for only a small portion 27 of the project. ( RT: 49, L. 13-16) . 28 DEB:ms 11 January 26, 1989 -ter 1 2 impo$ition of conditions on development, any developer who can 3 show his project will be stymied by the cessation of development 4 because of financial hardships, or otherwise, will be allowed to 5 go forward. " They did not. Nor was it their intention to allow 6 mortgage revenue bond projects to go forward because the purpose 7 for which the bonds were issued would be stymied, absent a 8 showing of a default on the bond issue. 9 Because, when you look at the heart of the mortgage revenue 10 bonds, they are merely a financing vehicle for the project, just 11 like any other take-out loan would be. Recognizing that other 12 conditions of rental , etc, are placed on this bond financing, 13 which may not be placed on other traditional types of loans, 14 the bottom line is still that the bonds ` purpose is to finance 15 the project. 16 C. THE BONDS PURPOSE WAS STYMIED NOT BY THE CONDITIONS 17 IMPOSED BY OPR BUT DUE TO THE DEVELOPERS OWN INABILITY TO 18 DEVELOP THE PROJECT. 19 The record further does not support a finding that 20 imposition of the OPR conditions not only would cause a default 21 on the bonds, but that these conditions were a basis for the 22 project's purpose being stymied. 23 What the record does support, is that the developer had 24 substantial financial problems from the inception. Due to these 25 financial problems, the partnership and limited partnership 26 ownership of the development changed hands several times. During 27 this time, new capital apparently was introduced into the new 28 DEB:ms 10 January 26, 1989 CHICAGO TI _�, COMPANY Issuing Office: 560 E. HOSPITALITY LANE SAN BERNARDINO, CA 92408 PHONE: (909) 884-0448 ESCROW NO. 009400564 DAVE MLYNARSKI MAPCO Order No. 009400564 12 525 NEW JERSEY AVENUE Reference: TT 15642 SUITE A Regarding: PINE AVENUE REDLANDS, CALIFORNIA 92374 SAN BERNARDINO, CALIFORNIA 92402 *** AMENDED Dated as of: November 23, 1994 at 7:30 AM In response to the above referenced application for a policy of title insurance, CHICAGO TITLE INSURANCE COMPANY hereby reports that it is prepared to issue, or cause to be issued, as of the date hereof, a Policy or Policies of Title Insurance describing the land and the estate or interest therein hereinafter set forth,insuring against loss which may be sustained by reason of any defect, lien or encumbrance not shown or referred to as an Exception in Schedule B or not excluded from coverage pursuant to the printed Schedules,Conditions and Stipulations of said Policy forms. The printed Exceptions and Exclusions from the coverage of said Policy or Policies are set forth in the attached list. Copies of the Policy forms should be read.They are available from the office which issued this report. THIS REPORT (AND ANY SUPPLEMENTS OR AMENDMENTS HERETO) IS ISSUED SOLELY FOR THE PURPOSE OF FACILITATING THE ISSUANCE OF A POLICY OF TITLE INSURANCE AND NO LIABILITY IS ASSUMED HEREBY. IF IT IS DESIRED THAT LIABILITY BE ASSUMED PRIOR TO THE ISSUANCE OF A POLICY OF TITLE INSURANCE,A BINDER OR COMMITMENT SHOULD BE REQUESTED. The form of policy of title insurance contemplated by this report is: CALIFORNIA LAND TITLE ASSOCIATION STANDARD COVERAGE POLICY AAAffiC PEZ PFPSS-08/05/93bk SCHEDULE A Order No: 9400564 12 Your Ref: TT 15642 1. The estate or interest in the land hereinafter described or referred to covered by this report is: A Fee 2. Title to said estate or interest at the date hereof is vested in: CFB INVESTMENTS, LTD. , A CALIFORNIA LIMITED PARTNERSHIP 3. The land referred to in this report-is situated in the State of California, County of SAN BERNARDINO and is described as follows: SEE ATTACHED DESCRIPTION PREUMA•9/27/99bk DESCRIPTION Page 1 " Order No. 9400564 12 PARCEL "A": PARCEL 3 OF PARCEL MAP 6985, IN THE CITY OF SAN BERNARDINO, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 72 OF PARCEL MAPS, PAGES 53 TO 55 INCLUSIVE, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. PARCEL "B": PARCEL 4 OF PARCEL MAP 6985, IN THE CITY OF SAN BERNARDINO, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 72 OF PARCEL MAPS, PAGES 53 TO 55 INCLUSIVE, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNT. EXCEPTING THEREFROM ALL THAT PORTION LYING WITHIN TRACT 12146, AS PER MAP RECORDED IN BOOK 170 OF MAPS, PAGES 65 AND 66, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. ALSO EXCEPTING THAT PORTION LYING WITHIN TRACT 12148, AS PER MAP RECORDED IN BOOK 170 OF MAPS, PAGES 67 AND 68, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. ALSO EXCEPTING THAT PORTION LYING WITHIN TRACT NO. 12151-1, AS PER MAP RECORDED IN BOOK 234 OF MAPS, PAGES 7 THROUGH 9, INCLUSIVE, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. SCHEDULE B Page 1 Order No: 9400564 12 Your Ref: TT 15642 At the date hereof exceptions to coverage in addition to the printed Exceptions and Exclusions in the policy form designated on the face page of this Report would be as follows: B 1. GENERAL AND SPECIAL TAXES FOR THE FISCAL YEAR 1994-95 TOTAL AMOUNT: $1, 511.90 FIRST INSTALLMENT: $755.98 UNPAID PENALTY: $831.58 SECOND INSTALLMENT: $755.94 UNPAID PENALTY AND COST: $844.54 TAX CODE: 007010 TAX PARCEL NO. : 0261-201-17 BILL NO. : 940859827 EXEMPTION: NONE AFFECTING: PARCEL A c 2. GENERAL AND SPECIAL TAXES FOR THE FISCAL YEAR 1994-95 TOTAL AMOUNT: $2,294.97 FIRST INSTALLMENT: $1,147.49 UNPAID PENALTY: $1,262.24 SECOND INSTALLMENT: $1,147.48 UNPAID PENALTY AND COST: $1,272.23 TAX CODE: 007010 TAX PARCEL NO. : 0261-201-22 BILL NO. : 940859828 EXEMPTION: NONE AFFECTING: PARCEL B D 3. SAID PROPERTY HAS BEEN DECLARED TAX DEFAULTED FOR NON—PAYMENT OF GENERAL AND SPECIAL TAXES AND SUBSEQUENT DELINQUENCIES; FISCAL YEAR: 1985 AMOUNT TO PAY: $138,159.56 PRIOR TO: DECEMBER 31, 1994 TAX PARCEL NO. : 0261-201-17 AFFECTS: PARCEL A E 4. SAID PROPERTY HAS BEEN DECLARED TAX DEFAULTED FOR NON—PAYMENT OF GENERAL AND SPECIAL TAXES AND SUBSEQUENT DELINQUENCIES; FISCAL YEAR: 1991 AMOUNT TO PAY: $39,379.17 PRIOR TO: DECEMBER 31, 1994 TAX PARCEL NO. : 0261-201-22 AFFECTS: PARCEL B PRELIMS-8/7/91-Irc Page 2 SCHEDULE B (continued) Order No: 9400564 12 Your Ref: TT 15642 F 5. SAID PROPERTY HAS BEEN DECLARED TAX DEFAULTED FOR NON—PAYMENT OF GENERAL AND SPECIAL TAXES AND SUBSEQUENT DELINQUENCIES; FISCAL YEAR: 1989 AMOUNT TO PAY: $13,617.67 PRIOR TO: DECEMBER 31, 1994 TAX PARCEL NO. : 0261-201-21 AFFECTS: PARCEL B WITH OTHER PROPERTY NOT DESCRIBED HEREIN G 6. THE LIEN OF SUPPLEMENTAL TAXES, IF ANY, ASSESSED PURSUANT TO THE PROVISIONS OF CHAPTER 3.5 (COMMENCING WITH SECTION 75) OF THE REVENUE AND TAXATION CODE OF THE STATE OF CALIFORNIA. H PRIOR TO THE RECORDATION OF THE MAP OF TRACT NO. 15642, ALL CURRENT AND DELINQUENT TAXES AND ASSESSMENTS, IF ANY, MUST BE PAID. I IF THE MAP OF TENTATIVE TRACT MAP NO. 15642 RECORDS BETWEEN MARCH 1, 1994 AND THE ISSUANCE OF TAX BILLS, IT WILL BE NECESSARY TO POST A TAX BOND (CASH OR SUETY) WITH THE COUNTY OF SAN BERNARDINO PRIOR TO RECORDING. PLEASE CONTACT THIS OFFICE PRIOR TO SUBMITTING MAP FOR BOND AMOUNTS. TAX BILLS WILL BECOME AVAILABLE SOMETIME AFTER SEPTEMBER 1. THE TAX COLLECTOR WILL PROVIDE A BILL AMOUNT, WHICH MUST BE PAID AT THAT TIME IN ORDER TO RECORD THE MAP. K 7. AN ASSESSMENT BY THE IMPROVEMENT DISTRICT SHOWN BELOW DISTRICT: NO. 994 NOTICE RECORDED: JULY 25, 1990, AS INSTRUMENT NO. 90-293448, OFFICIAL RECORDS SAID ASSESSMENT IS COLLECTED WITH THE COUNTY/CITY PROPERTY TAXES. L 8. AN EASEMENT FOR THE PURPOSE SHOWN BELOW AND RIGHTS INCIDENTAL THERETO AS RESERVED IN A DOCUMENT RESERVED BY: MUSCOY WATER COMPANY, A CALIFORNIA CORPORATION PURPOSE: PIPELINES RECORDED: IN BOOK 1982, PAGE 309, OFFICIAL RECORDS AFFECTS: AS SHOWN ON FILED PARCEL MAP 5985 V AFFECTS: PORTIONS OF PARCELS "A" AND "B" AS MORE PARTICULARLY DESCRIBED IN SAID INSTRUMENT AND AS DELINEATED ON PRELIMSC•9/23/93bk Page 3 SCHEDULE B . (continued) Order No: 9400564 12 Your Ref: TT 15642 PARCEL MAP NO. 6985 M THE ABOVE RIGHTS NOW VEST OF RECORD IN: SAN BERNARDINO WATER UTILITIES CORPORATION N THE SIGNATURES OF SAN BERNARDINO WATER UTILITIES CORPORATION MAY BE OMITTED FROM THE RECORDED MAP IF ITS NAME AND THE NATURE OF ITS RESPECTIVE INTEREST IS ENDORSED ON SAID MAP UNDER SECTION 66436 OF THE GOVERNMENT CODE. 0 9. AN EASEMENT FOR PIPELINES AND INCIDENTAL PURPOSES, BY FINAL ORDER OF CONDEMNATION IN THE INSTRUMENT RECORDED AUGUST 22, 1974, IN BOOK 8500, PAGE 147, OFFICIAL RECORDS, IN FAVOR OF SAN GABRIEL VALLEY MUNICIPAL WATER DISTRICT, A MUNICIPAL-WATER DISTRICT, SAID EASEMENT AFFECTS A STRIP OF LAND, 40 FEET WIDE, MORE PARTICULARLY DESCRIBED AS FOLLOWS: THE NORTHWESTERLY LINE OF SAID STRIP BEING PARALLEL OR CONCENTRIC WITH THE DISTANT SOUTHEASTERLY 80 FEET, MEASURED RADIALLY OR AT RIGHT ANGLES, FROM THOSE CERTAIN COURSES AND CURVES OF THE SURVEY LINE DESCRIBED IN DEED CONVEYING A 120 FOOT WIDE STRIP OF LAND TO THE METROPOLITAN WATER DISTRICT OF SOUTHERN CALIFORNIA, RECORDED JANUARY 6, 1972, IN BOOK 7829, PAGE 916, SAID OFFICIAL RECORDS, SHOWN AS FOLLOWS: NORTH 701 24' 39" EAST, 1796.92 FEET, CENTRAL ANGLE OF 39° 30' 4411, CONCAVE NORTHWESTERLY, RADIUS OF 480 FEET, AND ARC LENGTH OF 331.02 FEET; NORTH 30° 53' 55" EAST, 176.19 FEET; CENTRAL ANGLE OF 250 26' 2011, CONCAVE SOUTHEASTERLY RADIUS OF 520 FEET, AND ARC LENGTH OF 230.88 FEET; AND NORTH 56° 20' 15" EAST 862. 12 FEET. THE SIDE LINES OF SAID STRIP OF LAND SHALL BE PROLONGED OR SHORTENED SO AS TO TERMINATE SOUTHWESTERLY ON THE SOUTHWESTERLY LINE OF SAID CERTAIN LAND CONVEYED TO SAID FARKAS AND DAY, AND ALSO SAID LAST MENTIONED LINE BEING THE NORTHERLY LINE OF KENDALL DRIVE; AND SO AS TO TERMINATE NORTHEASTERLY ONE THE EASTERLY LINE OF SAID CERTAIN LAND CONVEYED TO SAID FARKAS AND DAY, AND ALSO SAID LAST MENTIONED LINE BEING THE EASTERLY LINE OF BLOCK 51. SAID STRIPS OF LAND BEING ALSO THAT PORTION OF CAJON AVENUE, WITHIN SAID STRIP OF LAND LYING BETWEEN BLOCKS 51 AND 52, AS VACATED BY RESOLUTION OF THE BOARD OF SUPERVISORS OF SAID COUNTY, DATED MAY 29, 1929, A CERTIFIED COPY OF WHICH WAS RECORDED JUNE 8, 1929, IN BOOK 510, PAGE 106, SAID OFFICIAL RECORDS. P AFFECTS: PARCEL "B" Q 10. A DEED OF TRUST TO SECURE AN INDEBTEDNESS IN THE ORIGINAL AMOUNT SHOWN BELOW AMOUNT: $330,000.00 DATED: MARCH 30, 1982 TRUSTOR: DOMINION—SUNFLOWER A JOINT VENTURE TRUSTEE: CALIFORNIA LAND TITLE COMPANY, A CALIFORNIA CORPORATION PRELIMBC-9/23/93bk Page 4 SCHEDULE B (continued) Order No: 9400564 12 Your Ref: TT 15642 BENEFICIARY: RUSTIC HOMES, INC. , A CALIFORNIA CORPORATION RECORDED: MARCH 30, 1982, AS INSTRUMENT NO. 82-061873, OFFICIAL RECORDS R AFFECTS: wPARCEL "A" S AN ASSIGNMENT OF THE BENEFICIAL INTEREST UNDER SAID DEED OF TRUST WHICH NAMES. AS ASSIGNEE: MELBA L. BOWER, AN INDIVIDUAL BY ASSIGNMENT RECORDED: , MARCH 6, 1985, AS INSTRUMENT NO. 85-052578, OFFICIAL RECORDS T A SUBSTITUTION OF TRUSTEE UNDER SAID DEED OF TRUST WHICH NAMES AS THE SUBSTITUTED TRUSTEE, THE FOLLOWING: TRUSTEE: ROBERT J. LEGATE RECORDED: JUNE 6, 1989 AS INSTRUMENT NO. 89-204189, OFFICIAL RECORDS u A NOTICE OF DEFAULT UNDER THE TERMS OF SAID DEED OF TRUST EXECUTED BY: ROBERT J. LEGATE, SUBSTITUTED TRUSTEE RECORDED: JUNE 6, 1989 AS INSTRUMENT NO. 89-204190, OFFICIAL !RECORDS u A NOTICE OF TRUSTEE'S SALE UNDER SAID DEED OF TRUST EXECUTED BY: ROBERT J. LEGATE AS TRUSTEE RECORDED: FEBRUARY 13, 1990, AS INSTRUMENT NO. 90-058852, OFFICIAL RECORDS x IF SAID DEED OF TRUST IS NOT RECONVEYED PRIOR TO THE RECORDATION OF THE MAP OF TRACT NO. 15642, THE ABOVE MENTIONED TRUSTEE OR BENEFICIARY MUST EXECUTE SAID MAP. IF SAID TRUSTEE SIGNATURE WILL BE REQUIRED, THE ORIGINAL NOTE AND DEED OF TRUST MAY HAVE TO BE SURRENDERED TO SAID TRUSTEE FOR ENDORSEMENT THEREON AT THE TIME OF SAID EXECUTION. 1' 11. THE MATTERS SET FORTH IN THE DOCUMENT SHOWN BELOW WHICH, AMONG OTHER THINGS, CONTAINS OR PROVIDES FOR: CERTAIN EASEMENTS; LIENS AND THE SUBORDINATION THEREOF; PROVISIONS RELATING TO PARTITION; RESTRICTIONS ON SEVERABILITY OF COMPONENT PARTS; AND COVENANTS, CONDITIONS, AND RESTRICTIONS. RECORDED: 'APRIL 19, 1984, AS INSTRUMENT NO. 84-091616, OFFICIAL PRELIMBC•9/23/93bk Page 5 SCHEDULE B (continued) Order No: 9400564 12 Your Ref: TT 15642 RECORDS Z AFFECTS: PARCELS "A" AND "B" AA SAID COVENANTS, CONDITIONS AND RESTRICTIONS PROVIDE THAT A VIOLATION THEREOF SHALL NOT DEFEAT THE LIEN OF ANY MORTGAGE OR DEED OF TRUST MADE IN GOOD FAITH AND FOR VALUE. AC 12. A CONVENANT AND AGREEMENT EXECUTED BY: SHADOW HILLS LTD. IN FAVOR OF: CITY OF SAN BERNARDINO RECORDED: APRIL 29, 1985, AS INSTRUMENT NO. 85-100013, OFFICIAL RECORDS WHICH AMONG OTHER THINGS PROVIDES: AS SAID ITMES ARE SET OUT IN THE ABOVE DOCUMENT REFERENCE IS MADE TO SAID DOCUMENT FOR FULL PARTICULARS. AD AFFECTS: PARCELS "A" AND "B" AE 13. THE MATTERS AS CONTAINED IN THAT CERTAIN DOCUMENT ENTITLED REGULATORY AGREEMENT BETWEEN CLEMENS S.L. AND HOUSING AUTHORITY OF THE COUNTY OF SAN BERNARDINO RECORDED AUGUST 2, 1985, AS INSTRUMENT NO. 85-187575, OFFICIAL RECORDS. AF AFFECTS: PARCELS "A" AND "B" WITH OTHER PROPERTY NOT DESCRIBED HEREIN AG 14. THAT CERTAIN DOCUMENT ENTITLED "ENCROACHMENT PERMIT", EXECUTED BY SAN GABRIEL VALLEY MUNICIPAL WATER DISTRICT, AND CLEMENS S. L. , RECORDED FEBRUARY 28, 1986 AS INSTRUMENT NO. 86-053050; OFFICIAL RECORDS. REFERENCE IS MADE TO SAID DOCUMENT FOR FURTHER PARTICULARS. AH 15. A DEED OF TRUST TO SECURE AN INDEBTEDNESS IN THE ORIGINAL AMOUNT SHOWN BELOW AMOUNT: $1,885,400.00 DATED: MARCH 24, 1986 TRUSTOR: CLEMENS, S.L. , A CALIFORNIA LIMITED PARTNERSHIP TRUSTEE: WESTPORT GUARANTY CORPORATION, A CALIFORNIA CORPORATION BENEFICIARY: WESTPORT SAVINGS BANK, A CALIFORNIA CORPORATION RECORDED: - APRIL 11, 1986 AS INSTRUMENT NO. 86-093769, OFFICIAL RECORDS PRELIMBC•9/23/93bk Page 6 SCHEDULE B (continued) Order No: 9400564 12 Your Ref: TT 15642 Al A NOTICE OF DEFAULT UNDER THE TERMS OF SAID DEED OF TRUST EXECUTED BY: WESTPORT SAVINGS BANK RECORDED: SEPTEMBER 5, 1989 AS INSTRUMENT NO. 89-326986, OFFICIAL RECORDS AJ A NOTICE OF TRUSTEE'S SALE UNDER SAID DEED OF TRUST EXECUTED BY: WESTPORT GUARANTY CORPORATION RECORDED: DECEMBER 22, 1989, AS INSTRUMENT NO. 89-500266, OFFICIAL RECORDS AK A SUBSTITUTION OF TRUSTEE UNDER SAID DEED OF TRUST WHICH NAMES AS THE SUBSTITUTED TRUSTEE; THE FOLLOWING: TRUSTEE: COMMONWEALTH LAND TITLE COMPANY RECORDED: SEPTEMBER 22, 1993, AS INSTRUMENT NO. 93-406473, OFFICIAL RECORDS AL A NOTICE OF DEFAULT UNDER THE TERMS OF SAID DEED OF TRUST EXECUTED BY: COMMONWEALTH LAND TITLE COMPANY, AS TRUSTEE RECORDED: SEPTEMBER 22, 1993, AS INSTRUMENT NO. 93-406474, OFFICIAL RECORDS AM AN ASSIGNMENT OF THE BENEFICIAL INTEREST UNDER SAID DEED OF TRUST WHICH NAMES. AS ASSIGNEE: DJS&S PARTNERS, A CALIFORNIA GENERAL PARTNERSHIP RECORDED: JANUARY 21, 1994, AS INSTRUMENT NO. 94-025718, OFFICIAL RECORDS AN NO ASSURANCE IS MADE AS TO THE PRIORITY EXISTING BETWEEN SAID DEED OF TRUST AND ANY MECHANICS' LIENS HEREAFTER SHOWN, NOR AS TO THE PRIORITY EXISTING BETWEEN SAID MECHANICS'LIENS. AO IF SAID DEED OF TRUST IS NOT RECONVEYED PRIOR TO THE RECORDATION OF THE MAP OF TRACT NO. 15642, THE ABOVE MENTIONED TRUSTEE OR BENEFICIARY MUST EXECUTE SAID MAP. IF SAID TRUSTEE SIGNATURE WILL BE REQUIRED, THE ORIGINAL NOTE AND DEED OF TRUST MAY HAVE TO BE SURRENDERED TO SAID TRUSTEE FOR ENDORSEMENT THEREON AT THE TIME OF SAID EXECUTION. AP 16. A CLAIM OF MECHANIC'S LIEN AMOUNT: $19,907.92 PRELIMBC•9/n/Mbk Page 7 SCHEDULE B (continued) Order No: 9400564 12 Your Ref: TT 15642 CLAIMANT: 'CHANDLER LUMBER COMPANY RECORDED: JUNE 26, 1987 AS INSTRUMENT NO. 87-219597, OFFICIAL RECORDS AO A NOTICE OF PENDING ACTION TO FORECLOSE SAID LIEN COUNTY: SAN BERNARDINO COURT: MUNICIPAL CASE NO. : 108674 RECORDED: NOVEMBER 20, 1987 AS INSTRUMENT NO. 87-412768, OFFICIAL RECORDS AW 17. ANY OTHER CLAIMS FOR MECHANICS' LIENS THAT MAY BE RECORDED, BY REASON OF A WORK OF IMPROVEMENT THAT IS DISCLOSED BY THE MECHANIC'S LIEN SHOWN IN THE LAST ABOVE NUMBERED ITEM. AR 18. AN EASEMENT FOR THE PURPOSE SHOWN BELOW AND RIGHTS INCIDENTAL THERETO AS SET FORTH IN A DOCUMENT GRANTED TO: SOUTHERN CALIFORNIA EDISON COMPANY, A CORPORATION, ITS 'SUCCESSORS AND ASSIGNS PURPOSE: PUBLIC UTILITIES RECORDED: DECEMBER 1, 1988 AS INSTRUMENT NO. 88-404881, OFFICIAL RECORDS AFFECTS: AS FOLLOWS: AS A STRIP OF LAND, 14 FEET IN WIDTH, LYING WITHIN THAT PORTION OF PARCEL 4 OF PARCEL MAP NO. 6985, AS SHOWN ON MAP FILED IN BOOK 72, PAGES 53, 54 AND 55 OF PARCEL MAPS IN THE OFFICE OF THE RECORDER OF SAID COUNTY; THE NORTHEASTERLY LINE OF SAID STRIP BEING DESCRIBED AS FOLLOWS: COMMENCING AT THE MOST SOUTHERLY POINT OF LOT 1 OF TRACT NO. 12148, AS SHOWN ON MAP RECORDED IN BOOK 170, PAGES 67 AND 68 OF MAPS OF SAID COUNTY RECORDER; THENCE NORTH 460 57' 14" WEST, 92 FEET TO A POINT HEREINAFTER REFERRED TO AS POINT "A"; THENCE CONTINUING NORTHWESTERLY 102.4 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING NORTH 460 57' 14" WEST, 21 FEET; THENCE NORTH 550 10' 07" WEST, 77 FEET TO A POINT HEREINAFTER REFERRED TO AS POINT "B"; THENCE CONTINUING NORTHWESTERLY 50.88 FEET; THENCE NORTH 540 WEST., A DISTANCE OF 245 FEET. ALSO, TWO STRIPS OF LAND 6 FEET IN WIDTH WITHIN SAID PARCEL; THE CENTERLINE OF SAID STRIPS BEGIN DESCRIBED AS FOLLOWS: STRIP NO. 1: BEGINNING AT ABOVE SAID POINT "A"; THENCE SOUTH 31° 52' 01" PRELIMBC•9/23/93bk Page 8 SCHEDULE B (continued) Order No: 9400564 12 Your Ref: TT 15642 WEST, A DISTANCE OF 60 FEET. STRIP NO. 2: BEGINNING AT ABOVE SAID POINT "B"; THENCE SOUTH 310 52 ' 01", A DISTANCE OF 125 FEET. AT RESTRICTIONS ON THE USE, BY THE OWNERS OF SAID LAND, OF THE EASEMENT AREA AS SET OUT IN SAID EASEMENT DOCUMENT. AX THE SIGNATURES OF SOUTHERN CALIFORNIA EDISON COMPANY MAY BE OMITTED FROM THE RECORDED MAP IF ITS NAME AND THE NATURE OF ITS RESPECTIVE INTEREST IS ENDORSED ON SAID MAP UNDER SECTION 66436 OF THE GOVERNMENT CODE. AU 19. AN EASEMENT FOR THE PURPOSE SHOWN BELOW AND RIGHTS INCIDENTAL THERETO AS SET FORTH IN A DOCUMENT GRANTED TO: CITY OF SAN BERNARDINO, A MUNICIPAL CORPORATION, ITS SUCCESSORS AND ASSIGNS PURPOSE: PUBLIC UTILITIES RECORDED: JANUARY 27, 1989 AS INSTRUMENT NO. 89-031945, OFFICIAL RECORDS AFFECTS: AS FOLLOWS: AV PARCEL 4 OF PARCEL MAP NO. 6985, IN THE CITY OF SAN BERNARDINO, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AS PER PLAT RECORDED IN BOOK 72 OF PARCEL MAPS, PAGES 53 TO 55, INCLUSIVE, RECORDS OF SAID 'COUNTY. EXCEPTING THEREFROM ALL THAT PORTION LYING WITHIN TRACT 12146, AS PER PLAT RECORDED IN BOOK 170 OF MAPS, PAGES 65 AND 66, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. ALSO EXCEPTING THAT PORTION LYING WITHIN TRACT 12148, AS PER PLAT RECORDED IN BOOK 170 OF MAPS, PAGES 67 AND 68, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. AY 20. AN EASEMENT FOR PUBLPC INGRESS AND EGRESS AND PUBLIC UTILITIES OVER A PORTION OF PARCEL A AS DESCRIBED HEREIN FOR THE BENEFIT OF THE DOMINANT TENEMENT DEFINED AS PARCEL 2 OF PARCEL MAP NO. 6505 AS MORE PARTICULARLY SET FORTH IN THAT CERTAIN DECLARATION OF EASEMENT RECORDED SEPTEMBER 21, 1989, AS INSTRUMENT NO. 89-350497 OF OFFICIAL RECORDS. AZ AMONG OTHER THINGS, SAID INSTRUMENT PROVIDES FOR CERTAIN COVENANTS, CONDITIONS, RESTRICT;ONS AND RIGHTS AS MORE FULLY SET FORTH THEREIN. REFERENCE IS MADE TO SAID DOCUMENT FOR FULL PARTICULARS. BA IT IS IMPRACTICAL TO DETERMINE FROM THE RECORD THE PRESENT OWNERS OF THE ABOVE RIGHTS. THE SIGNATURE OF THE PRESENT RECORD OWNERS OF THE RIGHTS GRANTED BY SAID PRELIMBC•9/23/93bk Page 9 SCHEDULE B (continued) Order No: 9400564 12 Your Ref: TT 15642 DEED MAY BE OMITTED FROM THE RECORDED MAP IF THE NATURE OF THE INTEREST AND A BRIEF EXPLANATION OF WHY SAID SIGNATURES ARE IMPRACTICAL TO OBTAIN ENDORSED ON SAID MAP UNDER SECTION 66436 OF THE GOVERNMENT CODE. IS BB 21. THE TERMS, COVENANTS,. CONDITIONS AND PROVISIONS AS MORE PARTICULARLY SET FORTH IN THAT CERTAIN EASEMENT AGREEMENT DATED OCTOBER 27, 1989, BY AND BETWEEN CFB INVESTMENTS, LTD. , A CALIFORNIA LIMITED PARTNERSHIP, AND CSC PROPERTIES CORPORATION, A CALIFORNIA CORPORATION, RECORDED OCTOBER 31, 1989, AS INSTRUMENT NO. 89-409794 OF OFFICIAL RECORDS. BC REFERENCE IS MADE TO SAID DOCUMENT FOR FULL PARTICULARS. BD 22. THE TERMS, COVENANTS, CONDITIONS AND PROVISIONS AS MORE PARTICULARLY SET FORTH IN THAT CERTAIN JOINT DEVELOPMENT AGREEMENT, DATED MARCH 19, 1990, BY AND BETWEEN THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO, THE CITY OF SAN BERNARDINO, CALIFORNIA, AND CFB INVESTMENTS, LTD. , A CALIFORNIA LIMITED PARTNERSHIP, RECORDED MARCH 23, 1990, AS INSTRUMENT NO. 90-1 OF OFFICIAL RECORDS. 10116 BE REFERENCE IS MADE TO SAID DOCUMENT FOR FULL PARTICULARS. BF 23. MATTERS AS MORE PARTICULARLY SET FORTH IN THAT CERTAIN DOCUMENT ENTITLED "AFFORDABILILITY COVENANTS AND RESTRICTIONS RELATING TO THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO SHADOW HILLS VILLAGE REDEVELOPMENT PROJECT MULTIFAMILY HOUSING DEVELOPMENT PROGRAM", RECORDED MARCH 23, 1990, AS INSTRUMENT NO. 90-.110117 OF OFFICIAL RECORDS. BG REFERENCE IS MADE TO SAID DOCUMENT FOR FULL PARTICULARS. BH 24. MATTERS AS MORE PARTICULARLY SET FORTH IN THAT CERTAIN DOCUMENT ENTITLED "DECLARATION OF SPECIAL LAND USE RESTRICTIONS" RECORDED MARCH 23, 1990, AS INSTRUMENT NO. 90-110118 OF OFFICIAL RECORDS. BI REFERENCE IS MADE TO• SAID DOCUMENT FOR FULL PARTICULARS. BJ 25. AN EASEMENT FOR THE PURPOSE SHOWN BELOW AND RIGHTS INCIDENTAL THERETO AS SET FORTH IN A DOCUMENT GRANTED TO: THE CITY OF SAN BERNARDINO, A MUNICIPAL CORPORATION PURPOSE: STREET AND HIGHWAY PURPOSES RECORDED: JULY 17, 1990, AS INSTRUMENT NO. 90-279380, OFFICIAL RECORDS AFFECTS: A PORTION OF PARCELS A AND B AS MORE PARTICULARLY DESCRIBED IN SAID INSTRUMENT BK REFERENCE IS MADE TO SAID DOCUMENT FOR FULL PARTICULARS. BL 26. AN EASEMENT FOR THE 1SURPOSE SHOWN BELOW AND RIGHTS INCIDENTAL THERETO AS SET FORTH IN A DOCUMENT PRELIMBC•9/23/93bk Page 10 - SCHEDULE B (continued) Order No: 9400564 12 Your Ref: TT 15642 GRANTED TO: THE CITY OF SAN BERNARDINO, A MUNICIPAL CORPORATION PURPOSE: SLOPE EMBANKMENT RECORDED: JULY 17, 1990, AS INSTRUMENT NO. 90-279382, OFFICIAL RECORDS AFFECTS: A PORTION OF PARCEL A AS MORE PARTICULARLY DESCRIBED IN SAID INSTRUMENT BM AMONG OTHER THINGS, SAID INSTRUMENT PROVIDES FOR CERTAIN COVENANTS, CONDITIONS, RESTRICTIONS AND RIGHTS AS MORE FULLY SET FORTH THEREIN. REFERENCE IS MADE TO SAID DOCUMENT FOR FULL PARTICULARS. BO 27. A LIEN IN THE ORIGINAL AMOUNT OF $212.50, TOGETHER WITH ANY OTHER AMOUNTS DUE, ASSESSED BY THE CITY OF SAN BERNARDINO FOR ABATEMENT OF NUISANCE, CASE NO. W18455, RECORDED SEPTEMBER 10, 1990, AS INSTRUMENT NO. 90-359498 OF OFFICIAL RECORDS. BP AFFECTS: PARCEL A Bo 28. A LIEN IN THE ORIGINAL AMOUNT OF $212.50, TOGETHER WITH ANY OTHER AMOUNTS DUE, ASSESSED BY THE CITY OF SAN BERNARDINO FOR ABATEMENT OF NUISANCE, CASE NO. W18455, RECORDED- SEPTEMBER 10, 1990, AS INSTRUMENT NO. 90-359499 OF OFFICIAL RECORDS. BR AFFECTS: PARCEL B BS 29. NOTICE OF POWER TO SELL TAX—DEFAULTED PROPERTY FOR NON—PAYMENT OF DELINQUENT TAXES FOR THE FISCAL YEAR 1985-86. DEFAULT NUMBER: 0261-201-17-0-000 ORIGINAL AMOUNT: $5,582.86 RECORDED: SEPTEMBER 17, 1992, AS INSTRUMENT NO. 92-382698 AND RECORDED SEPTEMBER 16, 1993, AS INSTRUMENT NO. 93-398641 BOTH OF OFFICIAL RECORDS AN INQUIRY FOR THE COUNTY TAX COLLECTOR'S OFFICE DISCLOSES THAT THE HEREIN DESCRIBED PROPERTY WILL BE SOLD AT PUBLIC AUCTION ON APPROXIMATELY AN UNDISCLOSED DATE IN MARCH OF 1995. BT AFFECTS: PARCEL A END OF SCHEDULE B PRELIMBC•9/23/93bk Page 11 SCHEDULE B (continued) Order No: 9400564 12 Your Ref: TT 15642 BV NOTE NO. 1: IF THIS COMPANY IS REQUESTED TO DISBURSE FUNDS IN CONNECTION WITH THIS TRANSACTION, CHAPTER 598, STATUTES OF 1989 MANDATES HOLD PERIODS FOR CHECKS DEPOSITED TO ESCROW OR SUB—ESCROW ACCOUNTS. THE MANDATORY HOLD PERIOD FOR CASHIER'S CHECKS, CERTIFIED CHECKS AND TELLER'S CHECKS IS ONE BUSINESS DAY AFTER THE DAY DEPOSITED. OTHER CHECKS REQUIRE A HOLD PERIOD FROM THREE TO SEVEN BUSINESS DAYS AFTER THE DAY DEPOSITED. Bu NOTE NO. 2: THE COUNTY RECORDER REQUIRES THAT ALL DOCUMENTS EXECUTED ON OR AFTER JULY 1, 1994 MUST CONFORM TO THE FOLLOWING: (A) A PAGE FOR THE PURPOSE OF RECORDING SHALL BE ONE PRINTED SIDE OF A SINGLE PIECE OF PAPER WHICH IS 8 1/2 INCHES BY 11 INCHES. (B) A SHEET SHALL BE ONE PRINTED SIDE OF A SINGLE PIECE OF PAPER WHICH IS NOT EXACTLY 8 1/2 INCHES BY 11 INCHES BUT NOT GREATER THAN 8 1/2 INCHES BY 14 INCHES. (C) IF A PAGE OR SHEET DOES NOT CONFORM TO THE DIMENSIONS OF 8 1/2 INCHES BY 11 INCHES THE RECORDER SHALL CHARGE $3.00 EXTRA PER PAGE OR SHEET OF THE DOCUMENT. THESE CHANGES ARE PURSUANT TO GOVERNMENT CODE SECTIONS 27201, 27361 AND 27361.5 WHICH WERE ENACTED IN THE 1992 LEGISLATIVE SESSION TO BE EFFECTIVE JULY 1, 1994. BY BL/LE PRELIMBC•9/23/93bk USE OF FUNDS SHADOW HILLS SETTLEMENT AGREEMENT and MUTUAL GENE E I q RAL RELEAS ; AMOUNT PC L 73V-D— P 09 Immediate payment to Westport Savings Bank_ y`� $ 750, 000* 1, Imo A2 Immediate payment and reimbursement due to (claimed balance ddue rnow sintexcesseofe$9O00, 000ce at a discount. , 000) , Principal: Bower Costs and Attorneys , $475, 000 Y Fees: 3 000 $ 510, 000* --�r5'co,000 Immediate commencement of the construction of the Shadow Hills portion of "New" Pine Paving, gutters, sidewalks, street lightsrading, engineering fees, and contingencies. ) $ 200, 000* �fiLC„ CFBI5 attorney fee obligations (including litigation counsel, with whom ment drastically decreasing contingentrObliga- tions has been negotiated in order to make settlement work) . $ 150, 000* 5Qj000 Taxes, (parcels 2 and g) _ CO As $ 70,000 Retainers and cost advances vNpi'� landscape conceptual project upgrades, C nbly structural engineering architectural and PPRV,r,�;. day care drool, sercr ices, consultant, CUo,Gd� /preschool, marketing and demographic surveys, financial consultants. $ 65, 000* .. Pt" �� Shadow Hills t creditors claimed. ' potential unsecured C.� $ 110 000* Not- TOTAL: PO4 . $1,855_, 000 FS ` *Negotiable Amo 06c.rt{-�, ants A"` Iab/3746 03/13/90 PrcQdXC4,, JPN 12 'y5 12:44PN P.2 SABO & GREEN A PROFIMIOML coxroRAmor4 ATTORNEYS AT I.Aw 23801 CALABASAB ROAD SAN DCRt1ARD1N0 SUM.2039 (909)333-9373 CAL.ABASA,S CALIFORNIA 91302,1395 FAX OM 383-0379 ?818)70"19S FAX(818)')04-4729 January 12, 1995 city of San Bernardino, Dept. of Planning & Bldg. services 300 North "D" Street Ban Bernardino, CA 92418-0001 Attn: Mr. Al Boughey, Director VIA FACSI ILL Re: Tentative Tract Map No. 25642 subdivision of Two Existing Parcels Totalling 17 Acres Into 42 Single Family Lots Dear Mr. Boughey: This office represents the City Of San Bernardino ("City") and the Redevelopment Agency of the City in connection with the negotiation and preparation of a Second Addendum to Joint Development Agreement with CFB Investments, Ltd. ("Second Addendum") . The Second Addendum evidences a major change in the nature of the project. Whereas the March 20, 1990 Joint Development Agreement (IIJDA") Contemplated the construction of 228 planned apartments ("original Project,,) , under the Second Addendum 42 single family residences will be developed ("Project-) . In connection with our representation, we have reviewed the following documents: the JDA; the pertinent studies mad® and reports prepared in connection with the Original Project, including the Environmental Review COmmittQe's Negative Declaration, the city Planning Department's , summary, Observations, Conditions and Findings of Fact, and Mestre Greve Associate's Noise Analysis; the Auqust 51 1991 Addendum to the JDAI and the Second Addendum. Based upon our review of the foregoing documents and in light of the decrease in density from 228 apartment units to 42 single family residences, it is our opinion that the pertinent environmental studies and reports prepared in connection with the -Y1 1Z 6L 71 ,,h, JHy 12 '95 12=45PM P-3 1 Mr. Al Boughey January 12, 1995 Page 2 Original Project adequately address the environmental impacts of the Project. provides: Accordingly, Section ' 4.8.3 of the Second Addendum Particularly' fn view of the decreased density resulting from the Project as here contemplated, the City Will accept and use, in connection ' with the application for and granting of all permits and approvals for the Project, all pertinent studies and findings made (such as noise analysis and negative declaration) in connection with CFB's former 228 unit apartment complex (C.U.p. 84-63) . Therefore, we believe it is proceed with the processing g of Tentative ti e e Planning No. 15642. Tract Map Should you have any questions or comments please do not hesitate to call me. Very Truly Yours, Sa & Green ofessional Corporation EWP:ew ward W. Pilot 3AW/0110ILT&/110 cc: Adam Eliason Sandra 8aulsen Conal McNamara i • B4/The Sun, MONDAY, March 6, 1995 PUBLIC N NOTICE OF PUBLIC AUCTION ON MARCH 20, 1995 OF TAX- COMITr FRANKLSNL MINIMUM GROUP INC MIHIMM BID& 1!,"" MININ[UI 5IDt •2600 0012 DEFAULTED PROPERTY FOR DELINQUENT TAXES IT Not 0398 SS1osst11oo00 zTEM Not ores otoo3oll0000a CURRENT A33E35[Est CURRENT ASSESSEE3t RUIN CORP CENTENNIAL GROUP INC Made pursuant to Section 3692, Rev(�'nue and Taxation Code MINIMUM KID $900 MINIMUM SID: $2600 On December 17,1994,I TOM O'DONNELL,San Bernardino County Tax Collector,was directed ITEM Not 0199 0175142070000 ITEM Not 0266 0240301110000 N to conduct a Public auction sale by the Board of Supervisors of San Bernardino County,Califor- PORTO, Of344S& CURRENT A33E8SEP I I i nia.The tax-defaulted properties listed below are subject to the tax collector's power of sale and P011TD. DORIS 112 cEM[HIAL GROUP INC an authorization to sell,dated January 23, 1995,has been received from the State Controller. MINIMUM Blot $100 MINIMUM ei0' 9z6o0 I I This is Public notice that I will sell the properties at 9:00 a.m.on Monday,March 20,1995 and ITEM No' 0201 0176411OZ0000 ITEM Not 0266 0240341190000 continuing on March 21,1995 at the National Orange Show Events Center,6119 South"E"Street, CURRENT ASSESSEESt CURRENT ASSESSEES, San Bernardino,California.The sale will be conducted as a public auction to the highest bidder SECAA. C[RALD A VILLAGE PARK 110!3 VEM for cash in lawful money of the United States or negotiable paper,for not less than the minimum MINI"Blot {9041 MINIMUM Blot 91 LR 900 bid as Shown-0n this notice. ITEM MO, 0x03 OM074030000 ITEM NO' 0269 0Z40363380000 O CURRENT ASS[SSEESt CURRENT ASSESSEESt I' Properties which are redeemed(paid)in full by Friday,March 17,1995 at 5:00 p.m.will not be NO, ARTHUR JAN AND NARZS MILCROFT. INC ' sold.The right of redemption will cease at that time and properties not redeemed will be sold. KLIKE"Big. $ltls MINIMUM BID, $1150 I ITEM Not 0205 0181162100000 17EN NO' 0291 02410ZIZID000 a; If the properties are sold,parties of interest as defined in California Revenue and Taxation Code CURRENT ASSESSEESt CURRENT ASSLSSEESI Section 4675,have a right to file a claim with the COUn1Y for any excess proceeds from the sale. HERNANOEZ. FELIX 0 DREAM HOMES INC :11 Excess proceeds are the amount of the highest bid in excess of the lions and costs of the sale MIHIt$M BIDI $9410 MINIMM BID' $650 which are paid from the sale price.Notice will be given to parties of interest,pursuant to law,if ITEM tot 0206 0161161060000 ITEM NOt 0295 OZ431SIDS0000 ll excess proceeds result from the sale. CURRENT A-WSMESt CuaR[NT A. «ESS I� 1 declare, under penalty of perjury, that the foregoing is true and correct. GASTELIM, 0[LN7R[3 MINIMUM MH MINIMUM slot $11150 NININUII BID' $10650 TO O'DONNELL ITEM NO, 0207 0181572090000 ITEM M. 01% 02431s1590000 t� Treasurer-Tax Collector CURRENT ASSESSE[SS CURRENT A33E53EES1 San Bernardino County BARSTOM CHURCH OF 000 IN PLANK, CECIL A TR ,I MINI"BIDS $1400 PLAN(. CECIL A TR Executed at San Bernardino, San Bernardino County on Fehruary 14, 1995. ITEM Not 0206 01836723000041 MINIMUM BIDI 61960 Published in the San Bernardino Sun on 02/20, 02/27, 03/6195. CURRENT ASS[S3EES1 ITEM Not 0299 0243191400000 BARSTOM CMROM OF 1700 IN CURRENT ASSISSIESt ,.I PARCEL NUMBERING SYSTEM EXPLANATION taklmm Blot 61400 PLANK, CECIL A TR ITEM NO, OZ09 0181831060000 PLANK, CECIL A Tll The Assessor's Parcel Number(APN),when used to describe Property in this list,refers to the CURRENT ASSESM93. MINIMUM BID' 22600 assessor's map book,the map page,the block on the map,(if applicable),and the individual GILIlMAM, Ol1ANE N TR ITEM NOS 01% 0243141030000 ti parcel on the map page on in the block.The assessor's maps and further explanation of the GILLM ERNEUT 1 parcel numbering system are available in the assessor's office. MItIMIM NEST, {155860 �NT ASSESSEESI 11 '� ITEM NOt 0211 OID3S01210000 CHATlRIYIDI. OOPAL 0 I The properties that are the subject of this notice are situated in San Bernardino County, CHATURV[DI. ARCHAMA G tHM California, and are described as follows: RUIZ,CURRENT DIE V ELat TEMARI, KRISHNA K IHM-SUJ RII2r E002C V TEIWI, SUJATA (NM-KRISHM I ITEM NO- 0004 0106651080000 ITEM NO, 0072 0140272220000 KUYES, BILLY 0 RUIZ. REBECCA S MIMIMM BIOS 646100 CURRENT ASUSUN31 CURRENT AE3ERT A KINIMU ISIat MINION ZI0& $6200 ITEM NOt 0299 0243211220000 CULLIGAII. JOHN C HOUSTON. EVERT A EM Not BIOS 841ZG ITEM NON 0212 0156109090000 CURRENT AS$ESSEESI I HOUSTON, RAN104A D ITEM Not 0129 01460$41Y0000 CURRENT ASSESSEESt MULLIGAN. D: M GO ZALES. ROBERT A MIHIIUIM 51St $14860 NIHI1lM BIDN $!Liao CURRENT ASSESSl15, Rt7CER3, RICHARD GO¢ALES. MARICEU ITEM Not 0006.0113601130000 ITEM NO' 0073 01402"220000 BRAYTO, RO6l MINIMUM BID: 69560 MINIMUM BID' {2260 Il CUIR6N7 ASSES3EESI CURRENT ASSE331138 IE65TER, PO6ALD ITEM NO' 0213 0189152050000 ITEM ND. 030E 02"1515"000 ' MINIMUM eIO: $1960 CURRENT ASSESSEE31 NOS(b, DON MESA, LARRY - CURRENT ASMSS[l3. ITEM NO: 0130 0147133090000 L A OUTDOOR ADVERTISING i MINI MBID M MEES[. LOTIN TARRY) BLACK, JISSLLL N I CURRENT ASS[SSt[St MINIMUM RIOT ta00 t MINIMUM 62415 $1750 NMOINO. HENRY NE R BLACK, J[33IE ITEM Not 0009 0127612240000 NANDINO, NAOMI L TIN H[NR PNTSE' SAMMY 0. ITEM NO$ 0219 0166134010000 MINI"BIot $1100 CURRENT A3U=ESI MINIMUM BIDS $7950 MINIMUM BIot $tao0 CURRENT ASSESSEESI ITEM NO, 0303 0249062460000 OLSONN. HARRY E JR ITEM NO- 0074 0141342010000 AVA INC - CURRENT ASSISSEESI MINIMUM BID' ,,,M CURRENT A3S[SMES& ITEM ME 0131 0147273050000 MINIMM BID. $12150 )• [ARRANT ASSE33l[S, I1LI. NICK ITEM MO, 0010 O1L76122D0000 SARKARIA, DALJIT SARKARIA. DALJIT S ITEM NOS 0220 03D61$4150000 NINIMM BIG' 66600 CURRENT ASSESSLUS& SAAKARIA, ELAINE SARKARIA. ELAINE CURRENT ASSESSEES. ITEM NOt 0107 0296061040000 OLSON, HARRY E JR MINIMS/BID' 644150 MINIMUM BIDS 69100 H1111, PHILLIP CURRENT ASUSSELS, I' tam"BIDI (6600 ITEM No' 0076 014154LOZOODO ITEM NOS 0132 0147271220000 HEIa. JEFF CORD[A10, MARCOS •1 ITEM NO- 0011 0126283120000 CURRENT ASSESSEESI MEI3. Me i CURRENT A3SESSEE3t MCI$. TERI t1N/OREGI TARD[PD. RACHEL LURAEM ASSESSEESI SARKAAIA, DALJIT SARKARIA, DALJIT S MINIMUM SID& $27500 CANTERO. RICHARD SAMARIA, ELAINE SAGA, ELAINE HEIR. HOPE tM-PNILLIPI ITEM Not 0308 OLMOSI 150000 CANTERO. MARIA E MINIMUM SID, $6360 MINI"BIDI $9400 HIM"BIDS $4600 CURRENT ASMSSEISI I MINIMUM BID' {2900 ITEM Not 0076 0141342030000 ITEM NO, 0133 0147271230000 . ITEM MO& 0221 0186154080000 CORDERO. MARCOS t ITEM Not 0013 0130161230000 CURRENT ASSESSEESt CURRENT ASSESSEESt CENT�SSIESI RUIZ, ERMELINDA M �'. CURRENT A5^iESSEES: SAMARIA, DALJIT. SAAKAAIA. DALJIT S BLACKBURN. Rfle[IlT.M CORDERO, RACHEL ASHE, FRANK SARKARIA, ELAINE SARKARIA. ELAINE EM Mall BID, .$1060 MINIMUM BIOS $2600 MINIMUM BID $4900 MINIMUM BIDS $6560 "ITEM ND& OL22 0166161070000 MININUUI SID, $16660 ITEM tot 0310 0269011220000 ITEM NO: 0014 0131161010000 ITEM Not 0077 0141342060000 ITEM NO% 0134 0147271240000 CURRENT ASSESSEESt CURRENT ASSESSEES. CURRENT ASSESSEESt CURRENT ASSESSEESS CURRENT A3SESSEES. TRS-JAM COOKE. HAKMELL H ' SARKARSA. DALJIT 3 SARKARIA, DALJIT MINIMUM BID. $800 SA1tKARIA. DALJIT S NINIMM 6ID& $17100 3ARKAAIAr ELAINE ICH DAIJ SARKARIA, ELAINE ITEM W' 0223 0190041190000 SARKARIA. ELAINE ITEM ION 0311 OLb9131290000 SARKARIA, DALJIT 3 MINIMUM 6ID, $7760 MINI"BIOS $3150 CURRENT ASSE3SEE3' CURRENT ASSES,EES. SARKARIA. ELAINE ITEM Hot 0078 0141342040000 ITEM Not 0135 0147271260000 TIERRA FO TANA I KEEBLE, ROBERT N MINIMUM BIDS $47100 CURRENT ASSESSEESS CURRENT ASSESSEES, TIERRA FONTANLA I MINIMUM 6ID& $17600 ITEM Not 001E 0131161020000 3ARKARIA, DALJIT SARKARIA. DALJIT 3 MINIMUM BIDS $146650 ITEM NO' 0312 0ZS9136010000 CUMAENT ASSISS1E31 SARKARIA.-ELAINE SARKARIA. ELAINE ITEM NW 026 0190113130000 CENT ASSESSEESt SAAKARIA,'DALJIT S MINIMUM BIDS "260 HINIML24 BIG. $13700 CURRANT ASUSSEESI ZAN•[fONI, MADGE G SAIIKANRIA, ND AND ELAINE (CH DALJ ITEM HOt 0079 0141342070000 ITEM NO. 0136 0149191M000O LEYERLY. MEELL L A HA LUD, JOAN C IS SAAKARIA, DALJIT S CURRENT ASMSSEES& CURRENT ASSESSEES, MINIMUM 5I01 $4350 MINIIMII axe $2650 SAMARIA, ELAIN SAMARIA. DALJIT IBRAHIM, MOVER ITEM Not 0226 0191191060000 ITEM NO, 0314 0261201170000 .MIMKM BID, $20900 SARKARIA, ELAINE MINIMUM SIDI $1560 CURRENT ASSESSEESS CURRENT ASSESSEES, ITEM NOS 0016 0134014240000 MIHIMM 6ID' $4110 ITEM NO' 0137 0148ZOZL30000 KAUFMAN DEVELOPMENT CO IN CFB INVESTMENTS LTD 1 CURRENT ASSE53EESt ITEM NOS 0080 0141312080000 CURRENT ASSESSEES& MINIMUM MIDI 06060 MINIM$M BID' {143400 AVA INC CURRENT AS��ESS HERNANDEZ. CHARLES ITEM Not 0227 0191191320000 ITEM Not 0319 0241341350000 MINIMUM BIot $3500 SAMARIA. DALJZT HERNANDEZ, DOLORES N CURRENT ASSESSEESS CURRENT ASSESSEES& ITEM NOt 0011 0124014250000 SAMARIA, [LAIN MINIMUM BIDS $7600 FORCAST MORTGAGE CORE CtRAENT ASSESSlts' MINIMUM 6201 $5900 MIMI N SIDI DEVELOPMENT CO IN MINIMUM BIDI "750 AVA INC ITEM Not 0061 0141342090000 ITEM NON OASS 0148302390000 E MIMUM SIDI $1600 CURRENT 4351555E Eat ITEM 601 0226 0191191370000 ITEM NO 0316 0261561360000 MINIMUM SIDI $Ssoo CURRENT MUS3[[3N CURRENT SSEESS 1� ITEM NO, OOZO 0134014260000 SARKARIA, DALJIT CARR. LESLIE V CURRENT ASSESSEESt AM- CARR. LESLIE A KAUFMWI DEVCLOP/1[NT CO IN ClUl1I1G1UM'NTH. LTD ii CURRANT A33ESSELSS SARKARIA, ELAINE MINIMUM SID& "9100 MINIMM BIDI $1500 MINIMM BIDS 62000 AVA INC MINIINUM Blot $5650 ITEM NO, 0141 0149162080000 ITEM NO: 02x9 019110107D000 ITEM NO. 0317 0Z6t111010000 MINIMUM BIDS $3500 ITEM NOS 0082 0141342100000 CURRENT ASUSUE31 CURRENT ASSESSEES. CURRENT ASSESSEESI ITEM NO' 0022 0134334160000 CURRENT ASSESSEE3& LOGO, BASIL O FONTANA PUBLIC FINANCING ORELLANA. DANIEL CURRENT ASSlSSL[3t SARKARIA; DALJIT ORELLANA, MARGARITA LOCO, BASIL 0 MIHIMUI BIOS $6600 HA. HIM THI SARKARIA. ELAINE MINI"BIOS $10650 ITEM Not 0230 0193061050000 MINIMUM BIDS $1450 MASSEY. JAMES 1 MINIMUM BID x$5700 ITEM NOS 0143 0151129[040000 CURRENT ASSESSEESt ITEM NO& 0318 OL63051270000 :.1 HIHIMM BIDS $3000 ITEM NO, Deal 0141342130000 CURRENT ASSESSE13S GERDES. SHIRLEY CURRENT A3313SKISI ITEM NO, 0030 0135132050000 CURRENT ASSESSEESS HAMILTON, HO AAD[ MINIMUM BID. $14950 ASK, FRAM(M i CURRENT ASSESSEESI SARKARIA. DALJIT t. MINIMUM BIDS $1660 ITEM H01 0231 0194084430000 MINIMUM BIG. $Z250 1 HAt1A FAMILY.TRUST SARKARIA, [LAIN ITEM Not 0144 01510x1060000 CURRENT ASUSS[[3: ITEM MO, 0319 0263161520000 j MINI"SIDI $10450 MINIMUM BIDS $3400 CURRENT ASUSUE38 PATAPOFF, SUSAN C CURRENT 1133E3SE131 t ITEM Not 0011 0135291110000 ITEM Not 00"01413111t0000 ENCIsa. FRAM( MINIMUM alai "Do NORTHCUTT• SHIRLEY A CIRRINT ASUSSblSI GRRINT A3313311151 ENCISO, ALYCIA ITEM NOt 0233 0194411ZW000 NEW LEROY (l MANHATTAN CHEMICAL3 INC SAMARIA, DALJIT MINI"BIDI $950 ORIG PARCEL I 019407UH000 MINI"DID 61100 1 AMEY, NTE►HANII SAMARIA. ELAINE ITEM NOt 0145 OISI144300000 CURRENT ASSISS193t ITEM HUI 0321 0265111490000 jl SARMES, LEE T MINIMUM BIDI $5450 CURRENT ASSESSEESI SHERS(SGY, ANTHONY J CURRENT ASSESS[ESt MINIMUM BID 61%50 ITEM NO: 0063 0141351010000 MINIMUM BIDS $1700 HELDLEY, SAMIIL R ,I ITEM NO' 0034 0134OUIS0000 CURRENT ASSESSEESi NU' TIMOTHY MINIMUM 5ID1 $5100 fEZA. eIRGITTA ITEM NOS 0231 0110441700000 CURRENT ASSSSSELSI SAMARIA, DALJIT CURRENT ASSESSSES' ITEM NO' 0331 0264341830000 •( _. HERNANOBZ. ALTIRO E SARKARIA, ELAINE EM Not MIDI $1050 MEN MST FEDERAL SAVINGS CURRENT ASSESSEESI PARMA. YLARIO MINIMUM SIDI $5400 ITEM Np& 0146 0151203070000 MINIMUM all, $7750 DO'MAM PRODUCTS INC HERNANDEZ, FRANCI3 P ITEM Not 001" 0141351030000 CURRENT ASSESSE[St MINIMUM BIDI $19050 i GOLDEN. HOMARD ITEM NO, OL35 0201221260000 HERNANDEZ, FRANCES► CURRENT ASSESSE[31 CURRENT A3SESSE[St ITEM Not 0333 oz"123090000 OUEVEDO. FRANK SAAKARIA, DALJIT tIp(ERTr 202234 B GREATER ALTA LOM INVESTM CURRENT ASSESS[ESi MINIMUM SIDS "500 SARKARIA, ELAIN HARTY. BARBARA 9F A u.�rr.rte. ..,�„ xAP'u+. JaPH E AM RAn -