HomeMy WebLinkAboutLANDIS, WILLIAMS - 1999-05-17i
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Citv Clerk's Sionature
Council Meeting Date: May 17, 1999 Department ID Number: CA 99-14 I
CITY OF HUNTINGTON BEACH
REQUEST FOR COUNCIL ACTION
SUBMITTED TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
SUBMITTED BY: RAY SILVER, City Administrator
PREPARED BY: IL HUTTON, CITY ATTORNEY
ROBERT BEARDSLEY, DIRECTOR OF PUBLIC WORKS -
(.
SUBJECT: CITY OF HUNTINGTON BEACH v. DAVID DAHL, GOLDEN EAGLE
INSURANCE COMPANY, et al. (OCSC Case No. 775726)
Statement of issue, Funding Source, Recommended Action, Alternative Action(s), Analysis, Environmental Status, Attachment(sJ
Statement of Issue: Should the City Council enter into several settlement agreements
resolving the litigation against the subdivider and his bonding company, regarding the public
improvements at the Southwest corner of Ellis and Goldenwest.
Funding Source: 1. $32,395.64 from David Dahl 2. Golden Eagle insurance Company to
install the Ellis Avenue water line. 3. The City to release the remaining Mello -Roos funds
(approximately $212,000) to Golden West Partners to complete the remaining Ellis/Golden
West improvements.
Recommended Action: That the City Council authorize the Mayor to execute and the City
Clerk to attest the following agreements:
1. Settlement of Action and Release between the City of Huntington Beach and David
Dahl, and Golden Eagle Insurance Company.
2. Settlement of Action and Release between the City of Huntington Beach and William
Landis and Golden West Properties.
3. Acquisition Agreement between the City of Huntington Beach and Golden West
Partners, LLC.
Alternative Action(s):
Do not approve the Agreement.
• •
REQUEST FOR COUNCIL ACTION
MEETING DATE: May 17, 1999 DEPARTMENT ID NUMBER: CA 99-14
Analysis:
Defendant David Dahl constructed several residential subdivisions at the south of
Ellis Avenue between Edwards and Goldenwest Street. As a condition of development,
the City required the widening of Ellis Avenue from Goldenwest to Edwards and installing a
twelve -inch water main down the middle of the street.
As is typical in land subdivisions, Dahl was not required to improve Ellis Avenue in
order to begin his development. Instead, Dahl signed "subdivision agreements" with the
City agreeing to install the improvements, and also posted bonds issued by Golden Eagle
Insurance Company to insure that the improvements were installed. The Subdivision
Agreements required the work to be completed in August 1991.
Further, in order to assist Dahl in developing the projects, the City established a
Mello -Roos financing district, which mortgaged the underlying land and used the resulting
bond proceeds to finance the subdivision improvements. As part of this Mello -Roos
transaction, Dahl entered into an "Acquisition Agreement" providing that, although he could
draw down upon the bond proceeds to install the subdivision improvements, to the extent
that there were inadequate monies to pay for the improvements, then Dahl was personally
responsible for installing them.
Dahl did not own all the property mortgaged as part of the Mello -Roos district. For
example, William Landis agreed to include his land in the district, although it was only in
escrow to be sold to Dahl. (Dahl never closed the escrow.)
Ultimately, Dahl developed the subdivisions and sold the homes. He also installed
all the required subdivision improvements except for completing the final asphalt "lift" for
Ellis Avenue and installing the water main. To obtain completion of these improvements,
the City filed a lawsuit seeking relief under four basic theories:
The City sued David Dahl and his related business entities for breach of the
subdivision agreements, specifically for failing to construct the water main
and complete Ellis from Saddleback Lane to Edwards.
2. The City sued the bonding company, Golden Eagle Insurance Company, for
breach of the bond obligations. These bonds covered the Ellis Avenue
improvements.
3. The City sued Dahl for breach of the Acquisition Agreement under the Mello -
Roos district. This Agreement required Dahl to improve Ellis and
Goldenwest, between Saddleback and Goldenwest. These are
improvements that would prepare Landis' property for development.
(However, neither Dahl's subdivision agreements nor Golden Eagle's bonds
covered these additional improvements.)
99-14DAH 2- 05/13/99 9:15 AM
• •
REQUEST FOR COUNCIL ACTION
MEETING DATE: May 17, 1999 DEPARTMENT ID NUMBER: CA 99-14
4. The City sued William Landis for a declaratory relief action to determine what
obligation the City had to expend the Mello -Roos money as between the Ellis
Avenue improvements and those specifically benefiting Landis' property.
Until recently, the chief obstacle in obtaining relief in this action was that Golden Eagle
Insurance Company was in conservatorship. However, Golden Eagle recently came out of
conservatorship, and consequently, the City was then able to negotiate a settlement.
Simultaneously, Landis is currently selling his land to Golden West Partners (dba "Heritage
Homes"). Golden West has been conditioned to complete all the outstanding
improvements to Saddleback Lane, Ellis Avenue and Goldenwest. Though the escrow for
the sale has not yet closed, grading work has already begun so it appears certain that the
escrow will close.
Finally, there still remains over $200,000 in the Mello -Roos trust account that could be
used for completing Ellis and for the Landis improvements.
On Monday, February 1, 1999, the City Council convened in close session to discuss the
settlement of the above -referenced litigation. At that time, the City Council authorized the
case to be settled on the following grounds:
Golden Eagle to install the Ellis Avenue water line.
2. Golden Eagle pays the City the estimated cost to install the final asphalt "lift"
on Ellis Avenue in an amount to be determined by the Assistant City
Engineer. This money will be retained in the City's interest -bearing account.
The work will be completed in conjunction with PLC completing the north side
of Ellis.
3. The City would dismiss the case against Dahl and Golden Eagle, including
waiving costs plus attorneys fees.
4. The City releases the remaining Mello -Roos funds (approximately $200,000) to
Landis/Heritage Homes and they complete all the remaining Ellis/Goldenwest
improvements, in connection with the development of the southeast corner of
Ellis and Goldenwest.
The attached Settlement Agreements implement these four points. The first Settlement
Agreement between the City and David Dahl and Golden Eagle provides that Golden Eagle
Insurance Company will install the Ellis Avenue water line. It further provides that Golden
Eagle or David Dahl will pay the City the estimated cost to install the final asphalt lift on Ellis
Avenue. The City Engineer had determined that this amount is $32,000. A check for this
amount has already been received from David Dahl. In exchange, this Settlement
Agreement provides that the City would dismiss its case against Dahl and Golden Eagle.
99-14DAH -3- 05/13/99 9:15 AM
•
REQUEST FOR COUNCIL ACTION
MEETING DATE: May 17, 1999
DEPARTMENT ID NUMBER: CA 99-14
The second Settlement Agreement between the City and William Landis and Golden West
Partners provides that the remaining funds in the Mello -Roos trust account will be released to
the buyer of the Landis property, Golden West Properties. They will use this money to pay
for some of the EIIis/Goldenwest improvements. The remainder of the improvements will be
installed persuant to normal conditions of approval for the subdivision.
In addition, the Acquisition Agreement between the City and Golden West Partners
implements this release of funds. Originally, the City had entered into a virtually identical
Acquisition Agreement in connection with the original formation of the Mello -Roos district.
That Acquisition Agreement was between the City and David Dahl. This new Acquisition
Agreement will replace the prior one, and will be between the City and Golden West
Partners.
Environmental Status: Exempt
Attachment(s):
1 ettlement Agreement between City and David Dahl,
Golden Eagle Insurance Co.
Settlement Agreement between the City and William Landis,
2. Golden West Partners.
Acquisition Agreement between the City and Golden West
3. Partners.
Memo from Gail Hutton to Close Session file summarizing
4. City Council Close Session of February 1, 1999 regarding
the City v. Dahl/Golden Eagle Insurance Co.
5. I Copy of Settlement Check from David Dahl's attorney.
RCA Autnor: Scott Field, Deputy City Attorney
99-14DAH -4- 05/13/99 9:15 AM
•
•
ATTACHMENT 2
CLekram:
v1901.r cn'60n A I
SETTLEMENT OF ACTION AND RELEASE
WHEREAS, David Dahl, individually, and through a general and a limited partnership
(collectively, "Dahl') entered into escrow with William Landis ("Landis") to buy from Landis a
parcel of land known as Tentative Tract No. 14109 (the "Property");
WHEREAS, on June 25, 1990, the City of Huntington Beach ("City") established City of
Huntington Beach Community Facilities District No. 1990-1 ("CFD 1990-1");
WHEREAS, CFD 1990-1 encompassed certain parcels of property depicted in Exhibit A,
and hereinafter referred to as the "District;"
WHEREAS, CFD 1990-1 provided a funding mechanism for construction of certain
street and water improvements (known as the "Facilities") serving the District, as more
specifically described in the notice of lien for CFD 1990-1;
WHEREAS, CFD 1990-1 issued tax-exempt bonds, the proceeds of which were
deposited in an Improvement Fund (herein referred to as the "Trust Account") and were to be
used to pay for construction of the Facilities. The tax-exempt bonds are being retired through
special taxes levied within the District;
WHEREAS, over the course of time, Dahl constructed some of the Facilities, invoiced
CFD 1990-1 for the work and CFD 1990-1 reimbursed Dahl for the cost of the Facilities from
the Trust Account. During 1996 it became apparent that there were insufficient funds in the
Trust Account to complete all the Facilities, particularly those benefiting the Property.
WHEREAS, all of the District has been improved with residential homes with the
exception of the Property and certain parcels immediately south of the Property, also as depicted
on Exhibit A attached hereto and hereinafter collectively referred to as the "Land." Money is
still remaining in the Trust Account of CFD 1990-1 which can be used to install subdivision
improvements for the Land;
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•
WHEREAS, as part of establishing CFD 1990-1, Dahl entered into an "Acquisition
Agreement" which provided that to the extent that CFD 1990-1 was unable to fund construction
of all of the Facilities, then Dahl was personally responsible for installing the Facilities;
WHEREAS, when Dahl did not complete the Facilities, the City filed an action against
Dahl and against Landis entitled City of Huntington Beach and CFD 1990-1 v. David Dahl,
William Landis, et al., Orange County Superior Court Case No. 77-57-26 (the "Action");
WHEREAS, the City filed the Action as against Landis for the purposes of establishing
through declaratory relief whether the City was obligated to expend the funds in the Trust
Account for the benefit of the Property;
WHEREAS, Landis cross -complained against the City, alleging that the City had
improperly expended funds from the Trust Account;
WHEREAS, City and Dahl have entered into a separate settlement agreement;
WHEREAS, the allegations of the Complaint and Cross -Complaint in this Action are
incorporated by reference in this Agreement; and
WHEREAS, Landis has entered into an agreement to sell the Property to Goldenwest
Partners, a California Limited liability Company, ("GWP"). GWP has already purchased the
remainder of the Land, except for the Property; and
WHEREAS, GWP has obtained conditional approval of Tentative Tract Map No. 15691
("TT 15191") for the development of the Property, and additional parcels to the south of the
Property. TT 15691 specifies the public improvements that must be installed as part of the
development. A copy of the conditions of approval of TT 15691 is attached as Exhibit A; and
WHEREAS, the City, Landis and GWP are desirous of ending this Action and resolving
all disputes concerning CFD 1990-1 and use of the Trust Account;
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NOW, THEREFORE, it is agreed as follows:
1. Except as provided below, the City and CFD 1990-1 on one hand, and Landis and
GWP on the other hand, do hereby release each other from any and all rights, claims, demands,
and damages of any kind, known or unknown, asserted or unasserted, existing or arising on or
before the date of execution of this Agreement and resulting from or related to CFD 1990-1 or to
the allegations in the Action. GWP's release will not become effective until the City and GWP
execute the Acquisition Agreement described below.
2. The City and CFD 1990-1 agree to enter into an Acquisition Agreement with
GWP, the form of which will be substantially similar to the existing Acquisition Agreement,
with such revisions as are determined by Bond Counsel and GWP to be reasonably necessary or
appropriate. The City represents that there currently is Two Hundred Eighteen Thousand Two
Hundred Seventy-eight Dollars ($218,278.00) in the Trust Account for CFD 1990-1
("Remaining Funds"). Such Acquisition Agreement will provide that GWP will be required to
complete the improvements described at Conditions 3h, m, n, o, p and q as described in
TT 15691, provided that the public improvements described in this sentence adjoin the Property
(hereinafter referred to as the "Authorized Improvements"). Such Acquisition Agreement will
further provide that GWP will be reimbursed from the Trust Account for such amounts expended
to complete the Authorized Improvements. The City and CFD covenant and agree that the
remaining funds in the Trust Account will be expended solely for the purpose of reimbursing
GWP for completing the Authorized Improvements. Such Acquisition Agreement will further
provide that GWP agrees to waive any and all rights to challenge the formation of CFD 1990-1
or its authority to levy special taxes. GWP acknowledges that there is insufficient money in the
Trust Account to complete the Authorized Improvements, and nevertheless agrees that the
Acquisition Agreement shall provide that GWP will install all of the Authorized Improvements.
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3. The City and Landis waive any claim which they have against the other for costs
or attorneys' fees incurred in the Action.
4. Counsels for the City and Landis shall file a dismissal with prejudice to the
Complaint and Cross -Complaint in the Action as to each other within seven (7) calendar days of
the execution of this agreement and the Acquisition Agreement between the City and GWP by
all parties. Each counsel shall provide opposing counsel with a conformed copy of the dismissal.
5. Each party understands and agrees that all of its rights under Section 1542 of the
Civil Code of California or any similar law of any state or territory of the United States, are
hereby expressly waived. Said Section reads as follows:
Section 1542. General Release -Claims
Extinguished. A general release does not extend to claims which the creditor does
not know or suspect to exist in his favor at the time of executing the release,
which if known by him, must have materially affected his settlement with the
debtor.
b. It is understood and agreed that this Agreement represents settlement of disputed
claims and is not to be construed as representing an admission of liability on behalf of any party
to this Agreement. The parties, however, intend to buy their peace and to forever provide a full
and complete release and discharge from any and all liability arising out of the transactions,
matters and events more particularly identified hereinabove.
7. The parties expressly warrant, represent, and agree that in executing this
Agreement, they do so with full knowledge of any rights which they have or may have with
respect to the other, and that they have received independent legal advice from their respective
attorneys with respect to this Agreement, and with respect to the hereinabove referenced lawsuit.
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�il
a
8. The parties acknowledge that after entering into this Agreement, they may
discover different or additional facts concerning the subject matter of this Agreement or their
understanding of those facts. The parties, therefore, expressly assume the risk of such facts
being so different and agree that this Agreement shall, in all respects, be effective and not subject
to rescission, cancellation or termination by reason of any such additional or different facts.
9. Should either party bring an action against the other for the purpose of enforcing
the terms of this Agreement, or for damages arising from its breach, then in such event, the
prevailing party shall be entitled to its reasonable attorney fees and costs in addition to any other
award entered by the Court.
10. This Agreement shall inure to the benefit of the parties and to their respective
successors, representatives and assigns, and shall be binding upon each of the foregoing.
11. This Agreement shall, in all respects, be interpreted, enforced and governed by
and under the laws of the State of California. This Agreement contains the entire agreement and
understanding between the parties concerning the subject matter hereof and supersedes and
replaces all prior negotiations, proposed agreements or agreements, whether written or oral.
12. This Agreement may be executed in one or more counterparts. A copy of this
Agreement shall be as binding as the original.
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IN WITNESS WHEREOF, each of the undersigned have executed this Agreement on the
date and year indicated below. Each of the below named persons warrant that they are duly
authorized to sign this Agreement on behalf of their principal and are authorized to bind their
principal to this Agreement.
MAY
DATED: — pM 17 , 1999
ATTEST:
_,gypJctja
____
City Clerk
CITY74Z
NGTON BEACH
By
Mayor
APPROVED AS TO FORM:
Scott F. Field, Deputy City Attorney
City of Huntington Beach
Its Attorney of Record
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DATED: April , 1999 WILLIAM LANDIS
APPROVED AS TO FORM:
George Rogers of
Rogers & MacLeith LLP
His Attorney of Record
GOLDEN'WEST PARTNERS, LLC
BY HERITAGE COMMUNITIES, INC.,
a California Corporation,
Its Managing Member
By W4 4K
Mark Jacobs, Msident
APPROVED TO FORM:
FE
for Luce, Forward,
cripps, LLP
v of Record
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DATED: April , 1999 WILLIA. LAND IS
By
APPROVED AS TO FORM:
George Rogers of
Rogers & MacLeith LLP
His Attorney of Record
GOLDENWEST PARTNERS, LLC
BY HERITAGE COMMUNITIES, INC.,
a California Corporation,
Its Managing Member
Mark Jacobs, President
APPROVED AS TO FORM:
Brian C. Fish for Luce, Forward,
Hamilton & Scripps, LLP
Its Attorney of Record
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•
P-A
SETTLEMENT OF ACTION AND RELEASE
WHEREAS, David Dahl, individually, and through a general and a limited partnership
(collectively, "Dahl") entered into escrow with William Landis ("Landis") to buy from Landis a
parcel of land known as Tentative Tract No. 14109 (the "Property");
WHEREAS, on June 25, 1990, the City of Huntington Beach ("City) established City of
Huntington Beach Community Facilities District No. 1990-1 ("CFD 1990-1");
WHEREAS, CFD 1990-1 encompassed certain parcels of property depicted in Exhibit A,
and hereinafter referred to as the "District;"
WHEREAS, CFD 1990-1 provided a funding mechanism for construction of certain
street and water improvements (known as the "Facilities") serving the District, as more
specifically described in the notice of lien for CFD 1990-1;
WHEREAS, CFD 1990-1 issued tax-exempt bonds, the proceeds of which were
deposited in an Improvement Fund (herein referred to as the "Trust Account") and were to be
used to pay for construction of the Facilities. The tax-exempt bonds are being retired through
special taxes levied within the District;
WHEREAS, over the course of time, Dahl constructed some of the Facilities, invoiced
CFD 1990-1 for the work and CFD 1990-1 reimbursed Dahl for the cost of the Facilities from
the Trust Account. During 1996 it became apparent that there were insufficient funds in the
Trust Account to complete all the Facilities, particularly those benefiting the Property.
WHEREAS, all of the District has been improved with residential homes with the
exception of the Property and certain parcels immediately south of the Property, also as depicted
on Exhibit A attached hereto and hereinafter collectively referred to as the "Land." Money is
still remaining in the Trust Account of CFD 1990-1 which can be used to install subdivision
improvements for the Land;
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0
WHEREAS, as part of establishing CFD 1990-1, Dahl entered into an "Acquisition
Agreement" which provided that to the extent that CFD 1990-1 was unable to fund construction
of all of the Facilities, then Dahl was personally responsible for installing the Facilities;
WHEREAS, when Dahl did not complete the Facilities, the City filed an action against
Dahl and against Landis entitled City of Huntington Beach and CFD 1990-1 v. David Dahl,
William Landis, et at., Orange County Superior Court Case No. 77-57-26 (the "Action");
WHEREAS, the City filed the Action as against Landis for the purposes of establishing
through declaratory relief whether the City was obligated to expend the funds in the Trust
Account for the benefit of the Property;
WHEREAS, Landis cross -complained against the City, alleging that the City had
improperly expended funds from the Trust Account;
WHEREAS, City and Dahl have entered into a separate settlement agreement;
WHEREAS, the allegations of the Complaint and Cross -Complaint in this Action are
incorporated by reference in this Agreement; and
WHEREAS, Landis has entered into an agreement to sell the Property to Goldenwest
Partners, a California Limited liability Company, ("GWP"). GWP has already purchased the
remainder of the Land, except for the Property; and
WHEREAS, GWP has obtained conditional approval of Tentative Tract Map No. 15691
("TT 15191") for the development of the Property, and additional parcels to the south of the
Property. TT 15691 specifies the public improvements that must be installed as part of the
development. A copy of the conditions of approval of TT 15691 is attached as Exhibit A; and
WHEREAS, the City, Landis and GWP are desirous of ending this Action and resolving
all disputes concerning CFD 1990-1 and use of the Trust Account;
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0 0
NOW, THEREFORE, it is agreed as follows:
1. Except as provided below, the City and CFD 1990-1 on one hand, and Landis and
GWP on the other hand, do hereby release each other from any and all rights, claims, demands,
and damages of any kind, known or unknown, asserted or unasserted, existing or arising on or
before the date of execution of this Agreement and resulting from or related to CFD 1990-1 or to
the allegations in the Action. GWP's release will not become effective until the City and GWP
execute the Acquisition Agreement described below.
2. The City and CFD 1990-1 agree to enter into an Acquisition Agreement with
GWP, the form of which will be substantially similar to the existing Acquisition Agreement,
with such revisions as are determined by Bond Counsel and GWP to be reasonably necessary or
appropriate. The City represents that there currently is Two Hundred Eighteen Thousand Two
Hundred Seventy-eight Dollars ($218,278.00) in the Trust Account for CFD 1990-1
("Remaining Funds"). Such Acquisition Agreement will provide that GWP will be required to
complete the improvements described at Conditions 3h, in, n, o, p and q as described in
TT 15691, provided that the public improvements described in this sentence adjoin the Property
(hereinafter referred to as the "Authorized Improvements"). Such Acquisition Agreement will
further provide that GWP will be reimbursed from the Trust Account for such amounts expended
to complete the Authorized Improvements. The City and CFD covenant and agree that the
remaining funds in the Trust Account will be expended solely for the purpose of reimbursing
GWP for completing the Authorized Improvements. Such Acquisition Agreement will further
provide that GWP agrees to waive any and all rights to challenge the formation of CFD 1990-1
or its authority to levy special taxes. GWP acknowledges that there is insufficient money in the
Trust Account to complete the Authorized Improvements, and nevertheless agrees that the
Acquisition Agreement shall provide that GWP will install all of the Authorized Improvements.
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0
3. The City and Landis waive any claim which they have against the other for costs
or attorneys' fees incurred in the Action.
4. Counsels for the City and Landis shall file a dismissal with prejudice to the
Complaint and Cross -Complaint in the -Action as to each other within seven (7) calendar days of
the execution of this agreement and the Acquisition Agreement between the City and GWP by
all parties. Each counsel shall provide opposing counsel with a conformed copy of the dismissal.
5. Each party understands and agrees that all of its rights under Section 1542 of the
Civil Code of California or any similar law of any state or territory of the United States, are
hereby expressly waived. Said Section reads as follows:
Section 1542. General Release -Claims
Extinguished. A general release does not extend to claims which the creditor does
not know or suspect to exist in his favor at the time of executing the release,
which if known by him, must have materially affected his settlement with the
debtor.
6. It is understood and agreed that this Agreement represents settlement of disputed
claims and is not to be construed as representing an admission of liability on behalf of any party
to this Agreement. The parties, however, intend to buy their peace and to forever provide a full
and complete release and discharge from any and all liability arising out of the transactions,
matters and events more particularly identified hereinabove.
7. The parties expressly warrant, represent, and agree that in executing this
Agreement, they do so with full knowledge of any rights which they have or may have with
respect to the other, and that they have received independent legal advice from their respective
attorneys with respect to this Agreement, and with respect to the hereinabove referenced lawsuit.
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The parties acknowledge that after entering into this Agreement, they may
discover different or additional facts concerning the subject matter of this Agreement or their
understanding of those facts. The parties, therefore, expressly assume the risk of such facts
being so different and agree that this Agreement shall, in all respects, be effective and not subject
to rescission, cancellation or termination by reason of any such additional or different facts.
9. Should either party bring an action against the other for the purpose of enforcing
the terms of this Agreement, or for damages arising from its breach, then in such event, the
prevailing party shall be entitled to its reasonable attorney fees and costs in addition to any other
award entered by the Court.
10. This Agreement shall inure to the benefit of the parties and to their respective
successors, representatives and assigns, and shall be binding upon each of the foregoing.
11. This Agreement shall, in all respects, be interpreted, enforced and governed by
and under the laws of the State of California. This Agreement contains the entire agreement and
understanding between the parties concerning the subject matter hereof and supersedes and
replaces all prior negotiations, proposed agreements or agreements, whether written or oral.
12. This Agreement may be executed in one or more counterparts. A copy of this
Agreement shall be as binding as the original.
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0 •
IN WITNESS WHEREOF, each of the undersigned have executed this Agreement on the
date and year indicated below. Each of the below named persons warrant that they are duly
authorized to sign this Agreement on behalf of their principal and are authorized to bind their
principal to this Agreement.
MAY
DATED: -- � 17 , 1999
ATTEST:
City Clerk
CITY OF HUNTINGTON BEACH
c
Mayor
APPROVED AS TO FORM:
Scott F. Field, Deputy City Attorney
City of Huntington Beach
Its Attorney of Record
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0 •
DATED: April , 1999 WILLI LANDIS
By
APPROVED AS TO FORM:
George Rogers of
Rogers & MacLeith LLP
His Attorney of Record
GOLDENWEST PARTNERS, LLC
BY HERITAGE COMMUNITIES, INC.,
a California Corporation,
Its Managing Member
Mark Jacobs, President
APPROVED AS TO FORM:
Brian C. Fish for Luce, Forward,
Hamilton & Scripps, LLP
Its Attorney of Record
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