HomeMy WebLinkAboutOLSON COMPANY PROJECT - 1997-11-17Count for Pending Sale of Tenative Tract 15520
Meeting
Subject
Prepared By
Held
Howard Zelefsky, Planning
2/16/99
Rreimbursement Agreement - The Promenade at
Director & David Biggs,
Seagate, LLC
Economic Development
Director
Affordable housing covenants and reimbursement
Howard Zelefsky, Planning
3/18/99
agreements for the Promenade and Cape Ann
Director
projects in Holly Seacliff
Howard Zelefsky, Planning
Affordable housing covenants and reimbursement
Director & David Biggs,
agreements for the Promenade and .Cape Ann
Economic Development
2/16/99_projects
in Holly Seacliff
Director
Revise the affordable housing covenant for the
Prpmenade and Cape Ann Projects in Holly
Ray Silver, City
11/16/98
Seacliff
Administrator
Melanie S. Fallon,
Affordable housing covenant for the Olson
Community Development
7/6/98
Company Project The Promenade
Director
Consent for pending sale of the Residential
Melanie S. Fallon,
Project Beach Terraces in the Holly Seacliff
Community Development
11/17/97
Development Agreement Area
Director
_ .EFsk�- 01J3nn1rlG
�1665- �D1�
Council/Agency Meeting Held:
Def rred/Continued to:
proved Conditionally Approved ❑ Denied
Ep I Clerk's Signature
Council Meeting Date: February 16, 1999
Department ID Number: CD99-06
CITY OF HUNTINGTON.BEACH
REQUEST FOR ACTION 7AeT is5a o
a��ooJ
SUBMITTED TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
SUBMITTED BY: RAY SILVER, City Administrator Q�+,
PREPARED BY: HOWARD ZELEFSKY, Planning Director
DAVID BIGGS, Economic Development Director
SUBJECT: AFFORDABLE HOUSING COVENANTS AND REIMBURSEMENT
AGREEMENTS FOR THE PROMENDADE AND CAPE ANN
PROJECTS IN HOLLY SEACLIFF ,
Statement of Issue, Funding Source, Recommended Action, Alternative Action(s), Analysis, Environmental Status, Attachment(s)
Statement of Issue:
Transmitted for your consideration are affordable housing covenants and reimbursement
agreements for The Olson Company project known as Promenade and the John Laing
Homes' project Cape Ann. The covenants require that all 226 units within the two projects
remain affordable to moderate income buyers for 30 years, and are modeled on the City's
standard covenant. On November 16, 1998, the City Council approved the concept of
adding a subordination clause to the covenants so that the developers could receive Fannie
Mae approval for their projects. In conjunction with that approval, the City Council required
that the developers create an escrow account to be used to cure loans in the event of .
foreclosure so that units remain affordable and record a zero -balance second deed of trust
on each unit. Staff recommends that the City Council approve the affordable housing
covenants and reimbursement agreements to create the escrow accounts because they are
consistent with City Council action on November 16, 1998 and further the City's affordable
housing goals.
Funding Source: Not applicable.
•
•
MEETING DATE: February 16, 1999
Recommended Action:
Motion to:
DEPARTMENT ID NUMBER: CD99-06
1. "Approve and authorize execution of the .first amendment to the affordable housing
covenant and reimbursement agreement for Promenade (The Olson Company) by the
Mayor and City Clerk and direct the City Clerk to record with the Orange County
Recorder the first amendment to the affordable housing covenant," and
2. "Approve and authorize execution of the affordable housing covenant and
reimbursement agreement for Cape Ann (John Laing Homes) by the Mayor and City
Clerk and direct the City Clerk to record with the Orange County Recorder the affordable
housing covenant."
Alternative Action(s):
The City Council may make the following alternative motion:
"Continue the request for approval of the affordable housing covenants and reimbursement
agreements and direct staff accordingly.
Analysis:
A. PROJECT PROPOSAL:
Applicant: The Olson Company, 3010 Old Ranch Parkway Ste. 400, Seal Beach, CA
90740 and John Laing Homes, 1.9600 Fairchild, Ste. 150, Irvine, CA 92612
Location: The Promenade project is located at the northwest and southwest corners of
Main St. and Promenade Pkwy. The Cape Ann project is located at the
southeast corner of Promenade Pkwy and Seagate Dr.
The Promenade project (80 attached townhome-style condominiums) and Cape Ann (146
detached condominiums) are required to be 100 percent affordable to moderate income
households for a period of 30 years, pursuant to the, Holly Seacliff Affordable Housing Plan
and conditions of approval. This is achieved by recording an affordable housing covenant
on the subject properties.
CD99-06
-2-
01/28/99 7:48 AM
MEETING DATE:. February 16, 1999 DEPARTMENT ID NUMBER: CD99=o6.
B. BACKGROUND
The .Olson;"_Company's`covenant`was approved by the City Council on July 6, 1998 and_was
subsequently recorded. (Thus, their request is to- amend their existing 'covenant:) - John R t
in "
_. La -" g: H,o mes" does: not have an approved covenant.
?Last fall, The::Olson Company and John Laing Homes requested to modify the City's
`=standard affordable housing covenant for. their projects, Promenade and Cape Ann, `
respectively :The catalyst'for the request was the refusal of Fannie Mae to approve the two _Y 1
,projects with -the `covenant as written.'
On -November 16' 1998, the City Council considered their req uest.(Attachment .No 3) :The
City_Couneil:approved a motion.to direct staff to revise the affordable housing covenants to
include asubordination clause and provisions for an escrow account and a zero-balahce"
second deed of trust.
C.'. STAFF ANALYSIS AND RECOMMENDATION: =�
The:affordable covenants and reimbursement agreements are in compliance with the
requirements:for the project and City Council direction (Attachments No. 1 and 2): They:
affordable covenants include=the subordination clause so thafithe projects could receive s
Fannie Mae approval. In the event of foreclosure, this clause subordinates the."City's
affordability requirements to the lien on the'property. The result is that the afford abilityr.
requirement is terminated after foreclosure. The subordination clause �provides.for the City
to receive written notice"bf default and allows for the City to financially participate to -cure or L
commenc6 o cure the default in 30 days". An exhibit to the affordable covenant is the zero
balance -second deed of. trust.
The -reimbursement agreement establishes the escrow account for each project.. This: is.i�
funded - by the developers and would be managed by :the Economic. _Development -
Department. - inthe event of default; monies from the,account could be-used;to cures loan
rattier- than`. -allow a -unit to . go into foreclosure. The developers, would also give: each'
'developer the option to cure the loan rather than using the "escrow account .#unds 7Thip
account values are calculated using a six percent foreclosure rate based on 10.years-:of data
on sales in Huntington Beach.. This is the equivalent of 14 units out of the combined'total .of
226, units: in the two projects:. The total. amount of both accounts when initially_ established.
be will.. $63;000 `This figure assumes that the City 's potential exposure or net cost` m tfie
event of a fore'closure:would be approximately $4,300 per unit on the Cape Ann project and`
14,600 on `the Promenade project. Accordingly, John Laing 'Homes will contribute $275 per
_unit arid'The' Olson Company will contribute $286 per unit to establish the eaccodrft : All:
interest will accrue to the accounts. The reimbursement agreement includes provisions for.
any�remaining'.monies in the escrow accounts to-be�refunded �back`to each'developer"when` .
there are at least 15 "excess affordable housing units in the Affordable Housing Plan' -area=;--:';
CD99-06 -3- 01/28/99 7:48'AM.
MEETING DATE: February 16, 1999 DEPARTMENT ID NUMBER: CD99-06
However, any affordable units that are created as a result of Redevelopment Agency or City
assistance cannot be credited as excess.
Staff believes that the terms of the affordable housing covenants and reimbursement
agreements protect ' the City's interests and ensure that the City's goal of maintaining an
affordable housing inventory is -fulfilled. The provisions of the reimbursement agreements
provide for sufficient monies to cure loans in the event of foreclosure based on rate statistics
for the City of Huntington Beach. Staff recommends the City Council approve the affordable
housing covenants and reimbursement. agreements.
Environmental Status:
The subject request is not subject to the California Environmental Quality Act pursuant to
Section 15061 (b) (3).
Attachment(s):
CD99-06 -4- 01/28/99 7:48 AM
CITY OF HUNTINGTON BEACH
2000 MAIN STREET
OFFICE OF THE CITY CLERK
CONNIE BROCKWAY
CITY CLERK
March 18, 1999
First American Title Company
114 East Fifth Street
Santa Ana, California 92701
Attention: Robin Merchant
Escrow Pick Up No. 9897490-DRE (Pick Up By Liz Rivera)
CALIFORNIA 92648
Subject: Affordable Housing Covenants And Reimbursement Agreements For The
Promenade And Cape Ann Projects In Holly Seacliff
The City Clerk's Office has prepared the First Amendment To Declaration Of
Conditions, Covenants, And Restrictions For Property (Olson) and Declaration Of
Conditions, Covenants And Restrictions for Property (Resale Restrictions) (Laing):
Your office will be picking up these documents to be recorded at the County. Please
have the conformed copies and the recorded documents returned to the City Clerk's
Office, City of Huntington Beach, 2000 Main Street, Huntington Beach, California
92648.
Connie Brockway, CIVIC
City Clerk
CB:jc
Enclosure
Received
Date �Z/
escropu. doc/Laing/01son: j c
(Telephone: 714-536-5227 )
0,45oA/
*• 0•
(8) 02/16/99 - Council/Agency Agenda - Page 8
E-7. (City Council) Approve Reimbursement Agreement (Storm Drain) Tract 13625 —
Ocean Point- Partners) — Palml201h Street/Walnut/Goldenwest — 1. Approve the
Reimbursement Agreement Between The City Of Huntington Beach And Ocean Point
Partners and authorize the Mayor and City Clerk to execute the agreement. Submitted
by the Public Works Director
[Approved 7-0]
E-8. (City Council) Accept The Underqround Storaqe Tank Removal & Replacement
Project; City Yard And Parks Yard — CC-1066 — Notice Of completion — Tait
Environmental Systems & Approve Additional Capital Improvement Fund
Expenditure —1. Accept the Underground Storage Tank Removal & Replacement
Project; City Yard and Parks Yard; CC-1066 at a final cost of $401,848.18 and authorize
the City Clerk to file a Notice of Completion with the County Recorder's Office; and
2. Approve an additional $31,522.18 in Capital Improvement Funds for the costs
associated with disposal of contaminated soil. Submitted by the Public Works Director
[Approved 7-0]
E-9. (City Council) Adopt Resolution No. 99-10 — Approve Amendment To Cit
Classification Plan By Addition Of Two Classes (Principal Planner) (Director Of
Research & Organizational Development) — Deletion Of One Class (Housing Finance
Specialist) —Adopt Resolution No. 99-10 — "A Resolution of the City Council of the City
of Huntington Beach to Amend the City Classification Plan by Adding Two New
Classifications Entitled Principal Planner and Director of Research & Organizational
Development and Deleting the Classification of Housing Finance Specialist." Submitted by
the Director of Administrative Services
[Adopted 7-0]
E-10. (City Council) Affordable Housing Covenants And Reimbursement Agreements For
The Promenade And Cape Ann Proiects In Hollv-Seacliff — Tract Nos. 15520 & 15531 -
Olson Company/John Laing Homes (W.L. Homes) —1.' Approve and authorize execution
of the First Amendment To Declaration Of Conditions, Covenants, And Restrictions For
Property to the affordable housing covenant and the Reimbursement Agreement for
Promenade (The Olson Company) by the Mayor and City Clerk and direct the City Clerk to
record with the Orange County Recorder the first amendment to the affordable housing
covenant, and 2. Approve and authorize execution of Declaration Of Conditions, Covenants
And Restrictions For Property (Resale Restrictions) the affordable housing covenant and
Reimbursement Agreement for Cape Ann (John Laing Homes) by the Mayor and City Clerk
and direct the City Clerk to record with the Orange County Recorder the affordable -housing
covenant. Submitted by the Economic Development Director
[Approved 7-0]
E-11. (City Council) Approve Professional Services Contract With Lawrence Associates
For Planning Services (Contract Planner For Planning Department) For The Palm
And Goldenwest Area - Approve Waiver Of Professional Liability Insurance —
Approve the Professional Services Contract, with the Settlement Committee
recommendation to waive professional liability (insurance), between the City and
Lawrence Associates subject to mutual agreement by the City and Lawrence Associates,
and authorize the Mayor and City Clerk to execute. Submitted by the Planning
Department
[Approved 7-0]
E-12. (City Council) Approve Request For Letter To Be Sent To Appropriate Federal Or
State Legislators Voicing The City Position Regarding Pending Legislation Which Is
Before The Federal Or State Government For Consideration — AB-64 — Public Beach
Enhancement — S13-10 — Streets and Highways — Oppose AB-83 — Home Business
O�svn/
r •
(8) 02/16/99 - Council/Agency Agenda - Page 8
E-7. (City Council) Approve Reimbursement Aareement (Storm Drain) Tract 13625 —
Ocean Point Partners) — Palm/201h Street/Walnut/Goldenwest — 1. Approve the
Reimbursement Agreement Between The City Of Huntington Beach And Ocean Point
Partners and authorize the Mayor and City Clerk to execute the agreement. Submitted
by the Public Works Director
[Approved 7-0]
E-8. (City Council) Accept The Underground Storage Tank Removal & Replacement
Project; City Yard And Parks Yard — CC-1066 — Notice Of completion — Tait
Environmental Svstems & Approve Additional Capital Improvement Fund
Expenditure —1. Accept the Underground Storage Tank Removal & Replacement
Project; City Yard and Parks Yard; CC-1066 at a final cost of $401,848.18 and authorize
the City Clerk to file a Notice of Completion with the County Recorder's Office; and
2. Approve an additional $31,522.18 in Capital Improvement Funds for the costs
associated with disposal of contaminated soil. Submitted by the Public Works Director
[Approved 7-0]
E-9. (City Council) Adopt Resolution No. 99-10 — Approve Amendment To Cit
Classification Plan By Addition Of Two Classes (Principal Planner) (Director Of
Research & Organizational Development) — Deletion Of One Class (Housina Finance
Specialist) — Adopt Resolution No. 99-10 —A Resolution of the City Council of the City
of Huntington Beach to Amend the City Classification Plan by Adding Two New
Classifications Entitled Principal Planner and Director of Research & Organizational
Development and Deleting the Classification of Housing Finance Specialist." Submitted by
the Director of Administrative Services
[Adopted 7-0]
E-10. (City Council) Affordable Housing Covenants And Reim
The Promenade And Cape Ann Proiects In Holl -Seacliff — Tract Not. 15526J& 15531 -
Olson Company/John Laing Homes (W.L. Homes) —1.- Approve and Aylbar6e &xQZuVioa
of the First Amendment To Declaration Of Conditions, Covenants, And Restrictions For
Property to the affordable housing covenant and the Reimbursement Agreement for
Promenade (The Olson Company) by the Mayor and City Clerk and direct the City Clerk to
record with the Orange County Recorder the first amendment to the affordable housing
covenant, and 2. Approve and authorize execution of Declaration Of Conditions, Covenants
And Restrictions For Property (Resale Restrictions) the affordable housing covenant and
Reimbursement Agreement for Cape Ann (John Laing Homes) by the Mayor and City Clerk
and direct the City Clerk to record with the Orange County Recorder the affordable housing
covenant. Submitted by the Economic Development Director
[Approved 7-0]
E-11. (City Council) Approve Professional Services Contract With Lawrence Associates
For Planning Services (Contract Planner For Planning Department) For The Palm
And Goldenwest Area - Approve Waiver Of Professional Liability Insurance —
Approve the Professional Services Contract, with the Settlement Committee
recommendation to waive professional liability (insurance), between the City and
Lawrence Associates subject to mutual agreement by the City and Lawrence Associates,
and authorize the Mayor and City Clerk to execute. Submitted by the Planning
Department
[Approved 7-0]
E-12. (City Council) Approve Request For Letter To Be Sent To Appropriate Federal Or
State Legislators Voicing The City Position Regarding Pending Legislation Which Is
Before The Federal Or State Government For Consideration — AB-64 — Public Beach
Enhancement — SB-10 — Streets and Highways — Oppose AB-83 — Home Business
JAN 16 2002 12:3e FR BANK OF AMERICA 952 e97 4437 TO 917143741557 P.01i041
Ink of America �� INS
f00
Fax Cover Sheet
Type of Request:
Action Required
RE: 18829 Coolwater Lane Huntington Beach, CA.
To: Jeffrey Hughes
Company: City of Huntington Beach
Telephone Number: 714-536-5260
Fax Number: 714-374-1557
Date: 01/16/2002
From: Justine VanSickle
Department: Direct/Retention
Telephone Number: 1-800-221-7327 x8517
Fax Number: 952-838-0299
Number of pages including this cover sheet: 4
If transmission problems occur, please call: 1-800-221-7327 x8517
Message:
I am looking for Exhibit B & Exhibit C of this reimbursement agreement. Thanks
A�W=xWT
►�3 c ��C15fi foggy
t dV-16'ti Q 3NURM
The information contained in this FAX message is intended only for the confidential use of the designated recipient
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REIMBURSEMENT AGREEMENT
IVh fgbRUAf
THIS REI URSEMENT AGREEMENT '("Agreement") is entered
into as of the .dayof 199 b and
� � Y
between THE PROMENADE AT SEAGATE, LL , a California limited
liability company, (the "Developer" or "Covenantor"), and THE CITY
OF HUNTINGTON BEACH, a California municipal corporation (the "City"
or "Covenantee").
RECITALS:
A. Developer has received zoning approval from the City for
the construction of eighty (80) attached condominium units
("Units") located on the northern and western corners of Main
Street and Promenade Parkway in the City of Huntington'Beach,
California, as described in the "Legal Description of the Property"
which is attached hereto as Exhibit "A" and incorporated herein by
this reference (the "Property").
B. City has, as a condition of such approval, required
Developer to subject each of the Units constructed on the Property
to certain affordable covenants, conditions, and restrictions, a
copy of which is attached hereto as Exhibit "B" ("Restrictions").
C. The Developer recorded and forwarded the Restrictions to
FannieMae ("FNMA") for approval to ensure potential buyers of Units
in the Property have the opportunity for the most borrowing options
and the best interest rates for home loans. FNMA rejected the
Restrictions as not being in compliance with FNMA regulations and
requested that language be included in the Restrictions so that
such document would be subordinate to the lien of any first lender
on Units in the Property. Therefore, to ensure the affordability of
the Units in the Property, Developer requested City to approve
language in the Restrictions which allows for. the subordination of
the Restrictions to the lien of a first deed of trust recorded
against a Unit in the Property. The Developer attached hereto as
Exhibit "C" an amendment to the Restrictions which includes
language which would be acceptable to FNMA.
D. Notwithstanding City's agreement to include subordination
language within the Restrictions (as set forth in Exhibit "C"), the
City has expressed concerns regarding the potential loss of Units
in the Property encumbered by the Restrictions following a
foreclosure.
E. To mitigate the possibility of losing Units from the
Restrictions due to a foreclosure of a first lien on a Unit in the
Property, City and Developer have agreed to execute this
Reimbursement Agreement to provide available funds for use by
either the City or Developer to cure a default and prevent a Unit
in the Property from being sold without being encumbered by the
affordability restrictions.
NOW, THEREFORE, in consideration of the foregoing
recitals and the covenants and conditions set forth hereinbelow,
and for good and valuable consideration, the receipt and
sufficiency of which is acknowledged, City and Developer hereby
agree as follows:
1. Advance Affordability Fee. Within two (2) business days
after the close of escrow for the sale of a Unit in the Property,
Developer shall deposit the sum of Two Hundred Seventy -Five Dollars
($275.00) ("Affordability Fee") into that certain trust account
established with the City and Developer ("WL Homes Trust
Account"). This amount shall be used by the City and/or Developer,
as more particularly set forth hereinbelow, to finance efforts to
ensure that a Unit located in the Property is not foreclosed on by
any first lender so as to eliminate that certain Declaration of
Conditions, Covenants, and Re tri tions for Property (Resale
Restrictions), recorded on i , 1999, as Instrument
No. �999oai��3zJ in the of icial records of the County
Recorder's Office for the County of Orange, California, as an
encumbrance against such Unit.
2. Interest Bearing Account. The Affordability Fee shall be
deposited into an interest bearing account, the proceeds of which
shall accrue to the benefit of the WL Homes Trust Account.
3. Use of the Affordability Fee. Either the City and/or
Developer shall be entitled to use the Affordability Fee as
follows:
(a) In the event City receives notice from a first
lender that an owner of a Unit in the Property is in default under
any certain promissory note and deed of trust executed by such
owner with said first lender, City may utilize a portion of the
Affordability Fee to pay for those certain "Reimbursable Costs"
(defined below),. If the City utilizes any monies from the WL Homes
Trust Account to pay for Reimbursable Costs expended in an effort
to avoid the foreclosure of a Unit and elimination of applicable
affordable restrictions, and during such process receives monies in
excess of the monies used from the WL Homes Trust Account, the City
shall cause such excess monies to be immediately deposited in the
WL Homes Trust Account.
(b) Subject to the limitations set forth below, in the
event Developer receives notice from a first lender that an owner
of a Unit in the Property is in default under any certain
promissory note and deed of trust executed by such owner with said
first lender, Developer may exercise its right to cure, as set
forth hereinbelow, and utilize a portion of the Affordability Fee
to pay for "Reimbursable Costs". If the Developer utilizes any
monies from the WL Homes Trust Account to pay for Reimbursable
Costs expended in an effort to avoid the foreclosure of a Unit and
18324.181-3332.FCM 012199 -2-
• •
elimination of applicable affordable restrictions, and during such
process receives monies in excess of the monies used from the WL
Homes Trust Account, the Developer shall cause such excess monies
to be immediately deposited in the WL Homes Trust Account.
(c) As more particularly set forth in the Restrictions,
a deed of trust will be recorded by either the City or Developer
against each Unit in the property which will secure the obligations
of the owner of each respective Unit to reimburse the City or
Developer, as appropriate, for any costs paid from the WL Homes
Trust Account to cure a default by such owner, under a purchase
money loan and/or deed of trust securing same.
4. Reimbursable Costs. It is presently contemplated that
the type of costs which will be reimbursed, shall include, but are
not limited to, only those costs actually incurred to negotiate
with the first lender to avoid having the Unit be sold at a
trustees sale or be subject to a judicial foreclosure, or purchase
such Unit at a foreclosure sale, or pay the beneficiary
consideration in exchange for a deed in lieu of foreclosure, or pay
reasonable attorneys, fees incurred by the City as a result of
efforts to enforce the provisions of this Agreement or to cure a
default as noted herein.
5. Right to Cure. If City does not commence to cure any
default by an owner of a Unit in the Property within thirty (30)
days after receipt of a notice of default from the first lender of
such Unit in the Property, and/or does not diligently pursue all
reasonable efforts to avoid a foreclosure of such Unit, Developer
shall have the right to cure the default and use monies in the
Escrow Account for Reimbursable Costs, in the same manner as
provided herein for City.
6. Excess Affordability Fee. In the event the Affordability
Fee is not used by City and/or Developer for the purposes set forth
herein on or before a date which is thirty (30) years from the
recordation of this Agreement, the City shall refund all amounts
remaining in the WL Homes Trust Account to Developer, including
interest which has accrued thereon, but not yet been credited to
the WL Homes Trust Account.
7. Excess Affordable Units in the Property. If at any time
during thirty (30) years from the date this Agreement is recorded,
The Holly Seacliff Affordable Housing Plan Area contains, within
the boundaries thereof, condominium units and/or lots encumbered by
affordable housing restrictions, which in the aggregate, is at
least fifteen units and/or lots in excess of fifteen percent (1511)
("Excess Units"), excluding any units that result from a
Redevelopment Agency/City assisted project or other affirmative
action by the City to generate affordable units above the required
fifteen percent (15%) mandated in the Holly Seacliff Affordable
Housing Plan Area, of the total units and/or lots in The Holly
18324.181-3332.FCM 012199 - 3 -
Seacliff Affordable Housing Plan Area, Developer shall be entitled
to receive a refund of all monies previously deposited, together
with interest that accumulated thereon, in the WL Homes Trust
Account which have not been expended pursuant to this Agreement.
8. Notices. Any notices required to be given to either
party hereto with respect to this Agreement shall be (i) mailed,
first class, (ii) sent by facsimile transmission, or (iii)
personally delivered, to the following parties at the following
addresses:
To The City: City of Huntington Beach
2000 Main Street
Huntington Beach, California 92648
Attn: Director of Economic
Development
Copy To: City of Huntington Beach
2000 Main Street
Huntington Beach, California 92648
Attn: City Attorney
To Developer: WL Homes LLC, dba John Laing Homes
(California)
19600 Fairchild, Suite 150
Irvine, California 92612
Attn: Mr. Tim McSunas
Copy To: Gallagher & Moore
2 Park Plaza, Suite 300
Irvine, California 92614
Attn: Frederick C. Moore, Esq.
The effective date of any notice or written communication sent by
one party to the other shall be the date received if by personal
service, or 48 hours after deposit in the U.S. mail, as reflected
by the official U.S. postmark. Either party may by notice given
hereunder designate any further or different address to which
subsequent notices or other communications hereunder shall be sent.
In the event any party utilizes "facsimile" transmitted signed
documents, the receiving party may rely upon such documents as if
they bore original signatures. The transmitting party shall,
within seventy-two (72) hours of transmission, provide the other
party with such documents bearing the original signatures.
Documents necessary for recording, however, must bear original
signatures, as non -original (facsimile) signatures will not be
accepted for recordation by the County Recorder.
9. Successors and Assigns. This Agreement shall be binding
upon and inure to the benefit of each of the parties and their
respective successors and assigns, except for retail purchasers of
units in the Property from Developer. Developer shall have the
18324.181-3332.FCM 012199 - 4 -
right to assign its rights and obligations under this Agreement
with respect to the Property as a whole or any part thereof without
requiring the consent of the City; provided, however, that any such
whole or partial assignment shall not be effective as to the City
unless and until (a) the City receives written notice of the name
and address of any such assignee of Developer, and (b) Developer
furnishes the City evidence of such assignee's assumption
hereunder.
10. Interpretation. This Agreement shall be construed
according to its fair meaning and as if prepared by both parties
hereto. Any rule of law (including Civil Code Section 1654) or
legal decision that would require interpretation of any ambiguities
in this Agreement against the party that has drafted it is not
applicable and is hereby waived. This Agreement shall be governed
in accordance with the laws of the State of California.
11. No Waiver. Waiver by either party hereto of a breach of
any of the covenants or agreements to be performed by the other
party as provided for herein shall not be construed as a waiver of
any succeeding breach of the same or other covenants or agreements
herein.
12. No Third Party Beneficiaries. This Agreement is made and
entered into for the sole protection and benefit of the parties and
applicable successors and assigns. No other person shall have any
right of action based upon any provision of this Agreement.
13. Amendment. This Agreement may only be amended by
subsequent written agreement executed by all parties.
14. Severability. If any term, provision, condition or
covenant of this Agreement or the application thereof to any party
or circumstances shall, to any extent, be held invalid or
unenforceable, the remainder of this instrument, or the application
of such term, provision, condition or covenant to persons or
circumstances other than those as to whom or which it is held
invalid or unenforceable, shall not be effected thereby, and each
term or provision of this Agreement shall be valid and enforceable
to the fullest extent permitted by law.
15. Further Assurances. Each party agrees to cooperate with
the other party, at no additional cost to such party, and to
execute such additional instruments and documents as may be
reasonably necessary or proper in order to carry out the provisions
of this Agreement.
16. Attorney's Fees. In any action or proceeding between the
parties arising or related to the terms of this Agreement, each
party shall bear its own attorney fees and costs and expenses. The
"prevailing party" shall not be entitled to recover its costs of
suit.
18324.181-3332.FCM 012199 - 5 -
17. Time Of The Essence. Time is of the essence of each and
every provision of this Agreement of which time of performance is
a factor.
18. Titles and Captions. Titles and Captions are for
convenience only and shall not constitute a portion of this
Agreement.
19. Counterparts. This Agreement may be executed in
counterparts, each of which shall be deemed an original, but which
together shall constitute a single agreement.
IN WITNESS WHEREOF, the parties hereto have executed this
Agreement as of the date first written above.
DEVELOPER: CITY:
PROMENADE AT SEAGATE, LLC, CITY OF HUNTINGTON BEACH
a California limited liability a California municipal
company corporation
BY:
By:
THE OLSON COMPANY.
By: &'f'Aj
BRENDA OLSON
Secretary
Mayor
ATTEST:
Connie Brockway
City Clerk
By Or
Deputy City Clerk
APPROVED AS TO FORM:
Ci ttorney .fl-
[Additional Signatures toy
g Follow] Z,14`yy
N
REVIEWED AND APPROVED:
City Adm' istrator
INITIATED AND APPROVED:
-7-
90
N
EXHIBIT "A"
PROPERTY
The Property shall mean and refer to that certain real property
located in the City of Huntington Beach, County of Orange, State of
California, more particularly described as:
All of Parcel 1 of Lot Line Adjustment No.
LL97-9, per document recorded March 20, 1998,
as Instrument No. 19980160154, of Records of
Orange County, California, together with all
of Tract 15520, as shown on a Map recorded in
Book 766, Pages 5 to 7, inclusive, of Mis-
cellaneous Maps, Records of Orange County.
RECORDING REQUESTER
First American Title Ins. Co.
WHEN RECORDED MAIL TO:
City of Huntington Beach
2000 Main Street
Huntington Beach, CA 92648
Attn: City Clerk
FA 165975M PSC
04SV1
Recorded in the County of Orange, California 72,AeT 155�
Gary L. Granville, Clerk/Recorder
111111111111111111111111111111111111111111111111111111111 No Fee
19990214032 3:59pm 03/23/99
005.11012363 11 12
Al 7 11 6.00 30.00 0.00 0.00 0.00 0.00
THIS SPACE FOR RECORDER'S USE ONLY
FIRST A141EINDMENT TO DECLARATION OF
COVENANTS, CONDITIONS AND RESTRICTIONS
FOR PROPERTY
(THIS DOCUMENT, PREVIOUSLY RECORDED AS INSTRUMENT No. 19990207414,
IS NOW BEING RE -RECORDED TO ADD EXHIBIT "C" WHICH WAS OMITTED IN ERROR)
THIS INSTRUMENT IS RECORDED IN THE COUNTY OF ORANGE AT THE
REQUEST OF FIRST AMERICAN TITLE INSURANCE COMPANY AS AN
ACCOMMODATION ONLY. IT HAS NOT BEEN EXAMINED AS TO
ITS EXECUTION OR AS TO ITS EFFECT UPON THE TITLE.
THIS PACE ADDED TO PROVIDE ADEQUATE SPACE FOR RECORDING INFORMA77ON
(ADDITIONAL RECORDING FEEAPPLIES)
0)-50tj Ir�1" ISSo�
RECORDING REQUESTED 1* •
First American Title Ins. Co.
WHEMRECORDED MAIL TO:
City of Huntington Beach
2000 Main Street
Huntington Beach, CA 92648
Attn: City Clerk
FA 165975M PSC
• 7Z#cr 55X
THIS ORIGINAL DOCUMENT WAS SCANNED
AND ELECTRONICALLY RECORDED ON
MAR 2 3 1999
Document No.
First American Title Insurance Company
THIS SPACE FOR RECORDER'S USE ONLY
FIRST AMENDMENT TO DECLARATION OF
COVENANTS, CONDITIONS AND RESTRICTIONS
FOR PROPERTY
(THIS DOCUMENT, PREVIOUSLY RECORDED AS INSTRUMENT No. 19990207414,
IS NOW BEING RE -RECORDED TO ADD EXHIBIT "C" WHICH WAS OMITTED IN ERROR)
THIS INSTRUMENT IS RECORDED IN THE COUNTY OF ORANGE AT THE
REQUEST OF FIRST AMERICAN TITLE INSURANCE COMPANY AS AN
ACCOMMODATION ONLY. IT HAS NOT BEEN EXAMINED AS TO
ITS EXECUTION OR AS TO ITS EFFECT UPON THE TITLE.
THIS PAGE ADDED TO PROVIDE ADEQUATE SPACE FOR RECORDING INFORMATION
(ADDITIONAL RECORDING FEE APPLIESI
r
%o--%)
• e Q�Sorl K��
RECORDING REQUESTED BY: j
FIRST AMERICAN TITLE CO. )
AND WHEN RECORDED MAIL TO: )
)
City of Huntington Beach )
2000 Main Street )
Huntington Beach, CA 92648 )
Attn: City Clerk )
C
THIS ORIGINAL DOCUMENT WAS SCANNED
AND ELECTRONICALLY RECORDED ON
MAR 2 2 1999
Document No.
First American Title Insurance Company,
(Space above for Recorder's use)
This document is exempt from recording fees
pursuant to Government Code Section 27383.
FIRST AMENDMENT TO DECLARATION OF
CONDITIONS, COVENANTS, AND RESTRICTIONS
FOR PROPERTY
THIS FIRST AMENDMENT TO DECLARATION OF CONDITIONS,
COVENANTS, AND RESTRICTIONS FOR PROPERTY ("First Amendment") is
made this /�74h day of /��a�Ci-c� , 199 % , by THE PROMENADE AT
SEAGATE, LLC, a California limited liability company ("Covenantor")
and THE CITY OF HUNTINGTON BEACH, a California municipal
corporation (the "City" or "Covenantee").
R E C I T A L S:
F. Covenantor and Covenantee entered into that certain
Declaration of Conditions, Covenants, and Restrictions for Property
("Declaration") on or about July 6, 1998. The Declaration was
recorded in the official records of Orange County, California, on
August 5, 1998, as Instrument No. 19980507996.
B. Covenantor and Covenantee now desire to amend the
Declaration by adding several provisions to the Declaration.
C. Covenantor and Covenantee hereby agree that the following
Paragraphs 6, 7, and 8, shall be added to the Declaration, and
become part of such Declaration.
NOW, THEREFORE, Covenantor and Covenantee�do hereby amend
the Declaration as set forth herein. Each and all of the
covenants, conditions and restrictions set forth herein shall run
with the property identified in the Declaration and shall inure to
the benefit of, and be binding upon, Covenantor, and its respective
grantees, heirs, executors, administrators, devisees, successors
and assigns.
F�00 EVERY PAGE OF THIS DOCUMENT SHALL BE AFFIXED WITH THE SEAL OF THE CITY OF
HUNTINGTON BEACH. CONNIE BROCKWAY
Tax -Exempt -Government Ag® y CZ;y
'4cy
ay, City Clerk
This document is solely for the CITY OF HUNTINGTON BEACH
official business of the City n Brockway, city Clark B
of Huntington Beach, as contern C erk
plated under Government CodeBY
Sec. 6103 and should be recorded putt' City Clerk
free of charge. (7
1. The following paragraph is added as Paragraph 6 to
the Declaration:
116. Subordination. Notwithstanding any other
provision hereof, the provisions of this Declaration shall be
subordinate to the lien of the First Lender's Deed of Trust and
shall not impair the rights of the First Lender, or such lender's
assignee or successor in interest, to exercise its remedies under
the First Lender's Deed of Trust in the event of default under the
First Lender's Deed of Trust by the borrower. Such remedies under
the First Lender's Deed of Trust include the right of foreclosure
or acceptance of a deed or assignment in lieu of foreclosure.
After such foreclosure or acceptance of a deed in lieu of
foreclosure, the covenants of this Declaration shall be forever
terminated and shall have no further effect as to the Unit
foreclosed on or any transferee thereafter; provided, however, if
the holder of such First Lender's Deed of Trust acquired title to
the Property pursuant to a deed or assignment in lieu of
foreclosure, this Declaration shall automatically terminate upon
such acquisition of title, provided that (i) the City and
Covenantor have been given written notice of default under such
First Lender's Deed of Trust, and (ii) the City or Covenantor shall
not have cured or commenced to cure the default within such 30-day
period and given its firm commitment to complete the cure in form
and substance acceptable to the First Lender.
This Declaration shall not diminish or affect the rights of
the United States Department of Housing and Urban Development
("HUD"), FNMA, or the Veterans Administration ("VA"), as and
if applicable, under the First Lender's Deed of Trust.
Notwithstanding any provision in this Declaration to the
contrary, all of the provisions of this Declaration shall
terminate and have no further force and effect upon the
occurrence of one of the following events: (i) Title is
acquired by HUD, VA, FNMA or another party upon foreclosure of
a deed of trust insured by HUD or guaranteed by VA; (ii) Title
is acquired by HUD, VA, FNMA or another party by a deed in
lieu of foreclosure of a deed of trust insured by HUD or
guaranteed by VA; or (iii) a deed of trust insured by HUD is
assigned to HUD."
2. The following paragraph is added as Paragraph 7 to
the Declaration:
117 . Deed of Trust. Each Unit in the Property shall
be encumbered by a recorded deed of trust naming as beneficiary
both the Covenantor and Covenantee. The deed of trust (a sample
form is attached hereto as Exhibit "C") shall secure the obligation
of each owner of a Unit to reimburse either the Covenantor- or
Covenantee, as appropriate, for any costs paid for from that
certain Promenade Trust Account, defined in the Reimbursement
Agreement, dated16 1999, between The
-2-
00
go
Promenade at Seagate, LLC and the City, to cure a default by such
owner under a purchase money loan for the unit and/or deed of trust
securing same."
3. The following paragraph is added as paragraph 8 to
the Declaration:
118. Counterparts. This Agreement may be executed in
a number of counterparts, each of which shall be an original, but
all of which shall constitute one and the same document."
EXCEPT AS OTHERWISE AMENDED, RESTATED AND MODIFIED
HEREIN, the Declaration shall remain in full force and legal
effect.
IN WITNESS WHEREOF, this First Amendment has been duly
executed by Covenantor and Covenantee on the day and year first
above written.
COVENANTOR:
THE PROMENADE AT SEAGATE, LLC
a California limited liability
company
BY: THE OLSON COMPANY, a California
corporatio anaging Member
By:
'SCOTT H
Vic P Mident
COVENANTEE:
THE CITY OF HUNTINGTON
BEACH, a California
municipal corporation
yor
Connie Brockway
By: ATTEST: City Clerk
BRENDA OLSON
Secretary By
;Deputy City C erk
APPROVED ASTIO_ FORM:
i-S—yjriey
REVIEWED AND APPROVED:
City ministrator
INITIATED AND APPROVED:
P1 n ing Di ctor
-3-
STATE OF CALIFORNIA }
ss.
COUNTY OF ORANGE )
On January 21, 1999, before me, Ruby A. Reynolds, personally appeared Scott Homan
and Brenda A. Olson personally known to me (or proved to me on the basis of satisfactory evidence)
to be the persons whose names are subscribed to the within instrument and acknowledged to me that
they executed the same in their authorized capacities, and that by their signatures on the instrument the
persons, or the entities upon behalf of which the persons acted, executed the instrument.
WITNESS my hand and omc'
State of California
(SEAL)
RUBY A. REYNOLDS
COMMISsion # 1182850 z
-s Notary PUM - California
Orange County
My Comm. &Fires Jun 5, 2002
-CALIFORNIA ALL-PURP E ACKNOWLEDGMENT �•
State of C17
County of D/'a ll
On March a, � lr�� before me, 1611
Date
personally appeared
16-%J//
Name and Title of Officer (e.g.,
Name(s)
Public")
❑ personally known to me — OR —'' proved to me on the basis of satisfactory evidence to be the perso(a
whose namEoko subscribed to the within instrument
and acknowled a to me th they xecuted the
same in their authorized capacity(ies), and that by
his/her/their signatur (Q on the instrument the persols ,
or the entity upon behalf of which the persores acted,
executed the instrument.
EUZA3=7H ERRING
Commission # 1150021 Z WITNESS my hand and official seal.
Z :a Notary Public -California
Orange County
W Corrrn. Expires Aug 29, 2001
Signature of Nota ublic
OPTIONAL
Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent
fraudulent removal and reattachment of this form to another document.
Description of Attached Document
Title or Type of Document:
Document Dater Number of Pages:
Signer(s) Other Than Named Above:
w v�v/r
Capacit (ies tl laimed by Signe s)
Signer's Name:
❑ Individual
1LX Corporate Officer
Title(e):
E. Partner — ❑ Limite ❑ General
LI Attorney -in -Fact
❑ Trustee _
C Guardian or Conservator
C Other: Top of thumb here
Signer Is Representing:
D
Signer's Name: /Cy
❑ Individual
P� Corporate Officer
Title(,$):
❑ Partner — D01imited 0 General
❑ Attorney -in -Fact
El Trustee
ElGuardian or Conservator -
ICI
❑ Other: ITop of thumb here
Signer Is Representing:
0 1995 National Notary Association - 8236 Remmet Ave., P.O. Box 7184 - Canoga Park, CA 91309-7184 Prod. No. 5907 Reorder: Call Toll -Free 1-800-876-6827
Order No:
Escrow No. C
Load No.
WHEN RECORDED MAIL TO:
SPACE ABOVE THIS LINE FOR RECORDER'S USE
DEED OF TRUST WITH ASSIGNMENT OF RENTS
(LONG FORM)
This DEED OFTRUST, made ,between
, herein called TRUSTOR, whose address is
FIRST AMERICAN TITLE INSURANCE COMPANY, a California corporation, herein called TRUSTEE, and THE
PROMENADE AT SEAGATE, LLC, a California limited liability company and THE CITY OF HUNTINGTON BEACH, a
California municipal corporation, herein called BENEFICIARIES,
WITNESSETH: That Trustor grants to Trustee in trust, with power of sale, that property in the City of Huntington
Beach, County of Orange, State of California, described as:
See Exhibit "A" attached hereto
together with the rents, issues and profits thereof, subject, however, to the right, power and authority hereinafter given to and
conferred upon Beneficiary to collect and apply such rents, issues and profits for the purpose of securing (1) payment of the sum
of $ , with interest thereon according to the terms of a promissory note or notes of even date herewith made
by Trustor, payable to order of Beneficiary, and extensions or renewals thereof, (2) the performance of each agreement of Trustor
incorporated by reference or contained herein and (3) payment of additional sums and interest thereon which may hereafter be
loaned to Trustor, or his successors or assigns, when evidenced by a promissory note or notes reciting that they are secured by
this Deed of Trust.
A. To protect the security of this Deed of Trust, Trustor agrees;
1) To keep said property in good condition and repair, not to remove or demolish any building thereon; to complete or
restore promptly and in good and workmanlike manner any building which may be constructed, damaged or destroyed thereon and
to pay when due all claims for labor performed and materials furnished therefor, to comply with all laws affecting said property or
requiring any alterations or improvements to be made thereon, not to commit or permit waste thereof; not to commit, suffer or
permit any act upon said property in violation of law; to cultivate, irrigate, fertilize, fumigate, prune and do all other acts which from
the character or use of said property may be reasonably necessary, the specific enumerations herein not excluding the general.
2) To provide, maintain and deliver to Beneficiary Fire Insurance satisfactory to and with loss payable to Beneficiary. The
amount collected under any fire or other insurance policy may be applied by Beneficiary upon any indebtedness secured hereby and
in such order as Beneficiary may determine, or at option of Beneficiary the entire amount so collected or any part thereof may be
released to Trustor: Such application or release shall not cure or waive any default or notice of default hereunder or invalidate any
act done pursuant to such notice.
3) To appear in and defend any action or proceeding purporting to affect the security hereof or the rights or powers of
Beneficiary or Trustee; and to pay all costs and expenses, including cost of evidence of title and attorney's fees in a reasonable sum,
in any such action or proceeding in which Beneficiary or Trustee may appear, and in any suit brought by Beneficiary to foreclose
this Deed.
EXHIBIT "C-
(CONTINUED ON NEXT PAGE) 1193 (1/94)
50018.017-3406.PCM 012190 Paget of
4) To pay; at least ten days before delinquency all taxes and assessments affecting said property, Including assessments
on appurtenant water stock; when due, all encumbrances, charges and liens, with interest, on said property or any part thereof,
which appear to be prior or superior hereto; all costs, fees and expenses of this Trust.
Should Trustor fail to make any payment or to do any act as herein provided, then Beneficiary or Trustee, but without
obligation so to do and without notice to or demand upon Trustor and without releasing Trustor from any obligation hereof, may;
make or do the same is such manner and to such extent as either may doom necessary to protect the security hereof, Beneficiary
or Trustee being authorized to enter upon said property for such purposes; appear in and defend any action or proceeding purporting
to affect the security hereof or the rights or powers of Beneficiary or Trustee; pay, purchase, contest or compromise any
encumbrance, charge or lien which in'the judgment of either appears to be prior or superior hereto; and, in exercising any such
powers, pay necessary expenses, employ counsel and pay his reasonable fees.
5) To pay immediately and without demand all sums so expended by Beneficiary or Trustee, with interest from date of
expenditure at the amount allowed by law in effect at the date hereof, and to pay for any statement provided for by law in effect
at the date hereof regarding the obligation secured hereby- any amount demanded by the Beneficiary not to exceed the maximum
allowed by law at the time when said statement is demanded.
B. It is mutually agreed:
1) That any award of damages in connection with any condemnation for public use of or injury to said property or any part
thereof Is hereby assigned and shall be paid to Beneficiary who may apply or release such moneys received by him in the same
manner and with the same effect as above provided for disposition of proceeds of fire or other insurance.
2) That by accepting payment of any sum secured hereby after its due date, Beneficiary does not waive his right either
to require prompt payment when due of all other sums so secured or to declare default for failure so to pay.
3) That at any time or from time to time, without liability therefor and without notice, upon written request of Beneficiary
and presentation of this Deed and said note for endorsement, and without affecting the personal liability of any person for payment
of the indebtedness secured hereby, Trustee may: reconvey any part of said property; consent to the making of any map or plat
thereof; join in granting any easement thereon, or join in any extension agreement or any agreement subordinating the lien or charge
hereof.
4) That upon written request of Beneficiary stating that all sums secured hereby have been paid, and upon surrender of
this Deed and said note to Trustee for cancellation and retention or other disposition as Trustee in its sole discretion may choose
and upon payment of its fees, Trustee shall reconvey, without warranty, the property then held hereunder. The recitals in such
reconveyance of any matters or facts shall be conclusive proof of the truthfulness thereof. The Grantee in such reconveyance may
be described as "the person or persons legally entitled thereto".
5) That as additional security, Trustor hereby gives to and confers upon Beneficiary the right, power and authority, during
the continuance of these Trusts, to collect the rents, issues and profits of said property, reserving unto Trustor the right, prior to
any default by Trustor in payment of any indebtedness secured hereby or in performance of any agreement hereunder, to collect
and retain such rents, issues and profits as they become due and payable. Upon any such default, Beneficiary may at any time
without notice, either in person, by agent, or by a receiver to be appointed by a court, and without regard to the adequacy of any
security for the indebtedness hereby secured, enter upon and take possession of said property or any part thereof, in his own name
sue for or otherwise collect such rents, issues, and profits, including those past due and unpaid, and apply the same, lees costs and
expenses of operation and collection, including reasonable attorney's fees, upon any indebtedness secured hereby, and in such order
as Beneficiary may determine. The entering upon and taking possession of said property, the collection of such rents, issues and
profits and the application thereof as aforesaid, shall not cure or waive any default or notice of default hereunder or invalidate any
act done pursuant to such notice.
6) That upon default by Trustor in payment of any indebtedness secured hereby or in performance of any agreement
hereunder, Beneficiary may declare all sums secured hereby immediately due and payable by delivery to Trustee of written
declaration of default and demand for sale and of written notice of default and of election to cause to be sold said property, which
notice Trustee shall cause to be filed for record. Beneficiary also shall deposit with Trustee this Deed, said note and all documents
evidencing expenditures secured hereby.
After the lapse of such time as may then be required by law following the recordation of said notice of default, and notice
of sale having been given as than required by law, Trustee, without demand on Trustor, shall sell said property at the time and place
fixed by it in said notice of sale, either as a whole or in separate parcels, and in such order as it may determine, at public auction
to the highest bidder for cash in lawfu) money of the United States, payable at time of sale, Trustee may postpone sale of all or
any portion of said property by public announcement at such time and place of sale, and from time to time thereafter may postpone
such sale by public announcement at the time fixed by the preceding postponement. Trustee shall deliver to such purchaser its deed
conveying the proparty so sold, but without any covenant or warranty, express or implied. The recitals in such deed of any matters
(CONTINUED ON NEXT PAGE) 1193 (1/94)
50019.017-3406.FCM 012199
Page 2 of 4
or facts shall be conclusive proof of the truthfulness thereof. Any person, including Trustor, Trustee, or Beneficiary as hereinafter
defined, may purchase at such sale.
After deducting all costs, fees and expenses of Trustee and of this Trust, including cost of evidence of title in connection
with sale, Trustee shall apply to proceeds of sale to payment of; all sums expended under the terms hereof, not then repaid, with
accrued interest at the amount allowed by law in effect at the date hereof; all other sums then secured hereby; and the remainder,
if any, to the person or persons legally entitled thereto.
(7) Beneficiary, or any successor in ownership of any indebtedness secured hereby, may from time to time, by instrument
in writing, substitute a successor or successors to any Trustee named herein or acting hereunder, which instrument, executed by
the Beneficiary and duly acknowledged and recorded in the office of the recorder of the county or counties where said property is
situated shall be conclusive proof of proper substitution of such successor Trustee or Trustees, who shall, without conveyance from
the Trustee predecessor, succeed to all its title, estate, rights, powers and duties. Said instrument must contain the name of the
original Trustor, Trustee and Beneficiary hereunder, the book and page where this Deed is recorded and the name and address of
the new Trustee.
8) That this Deed applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees,
administrators, executors, successors and assigns. The term Beneficiary shall mean the owner and holder, including pledgees, of
the note secured hereby, whether or not named as Beneficiary herein. In this Deed, whenever the context so requires, the masculine
gender includes the feminine and/or neuter, and the singular number includes the plural.
9) That Trustee accepts this Trust when this Dead, duly executed and acknowledged, is made a public record as provided
by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or of any action or
proceeding in which Trustor, Beneficiary or Trustee shall be a party unless brought by Trustee.
The undersigned Trustor requests that a copy of any notice of default and of any notice of sale hereunder be mailed to him at his
address hereinbefore set forth.
Signature of Trustor Signature of Trustor
}
STATE OF CALIFORNIA }ss
COUNTY OF }
On ,before me,
personally appeared
personally known to me ( or proved to me on the basis of satisfactory evidence) to be the personls) whose name(s) is/are subscribed to the within
Instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacitylies), and that by his/her/their signaturels)
on the Instrument the person(s) or the entity upon behalf of which the person(s) acted, executed the instrument.
WITNESS my hand and official seal.
Signature
(This area for official notarial seal)
(CONTINUED ON NEXT PAGE) 1193 (1/94)
5001e.017-3406.FCM 012199
Page 3 of 4
I**
DO NOT RECORD
TO FIRST AMERICAN TITLE INSURANCE COMPANY, TRUSTEE:
REQUEST FOR FULL RECONVEYANCE
The undersigned Is the legal owner and holder of the note or notes, and of all other indebtedness secured by the foregoing Deed of Trust.
Said note or notes, together with all other indebtedness secured by said Deed of Trust, have been fully paid and satisfied; and you are hereby
requested and directed, on payment to you of any sums owing to you under the terms of said Deed of Trust, to cancel said note or notes above
mentioned, and all other evidences of indebtedness secured by said Deed of Trust delivered to you herewith, together with the said Deed of Trust,
and to reconvey, without warranty, to the parties designated by the terms of said Deed of Trust, all the estate now held by you under the same.
Dated
Pleaso mail Deed of Trust,
Note and Reconveyance to
Do Not lose or destroy this Deed of Trust OR THE NOTE which it secures. Both must be delivered to the Trustee for
cancellation before reconveyance will be made.
w
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3
1193 (1 /94)
50018.017-3406,FCM 012199 Page 4 of 4
N
N
EXHIBIT "A"
PROPERTY
The Property shall mean and refer to that certain real property
located in the City of Huntington Beach, County of Orange, State of
California, more particularly described as:
All of Parcel 1 of Lot Line Adjustment No.
LL97-9, per document recorded March 20, 1998,
as Instrument No. 19980160154, of Records of
Orange County, California, together with all
of Tract 15520, as shown on a Map recorded in
Book 766, Pages 5 to 7, inclusive, of Mis-
cellaneous Maps, Records of Orange County.
w)
• // l� zEj.RFSX Y A h'A
BZoere eN PIA)7nIn14
Council/Agency Meeting Held: %(p 9P
10,00040
rred/Continued to:
7Approved,,Conditionally Approved O Denied
it Clerk's Signature
Council Meeting Date: November 16, 1998
Department ID Number: CD98-50
CITY OF HUNTINGTON BEACH
REQUEST FOR ACTION
SUBMITTED TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
SUBMITTED BY:
PREPARED BY:
SUBJECT:
RAY SILVER City Administrator.��
C-; _
4'c7 r%3
HOWARD ZELEFSKY, Planning Director'
DAVID BIGGS, Economic Development Director
REVISE THE AFFORDABLE HOUSING COVENANT FOR THE. .'�'
PROMENDADE AND CAPE ANN PROJECTS IN HOLLY. SEACLIFF
Statement of Issue, Funding Source, Recommended Action, Alternative Action(s), Analysis, Environmental Status, Attachment(s)
Statement of Issue:
Transmitted for your consideration is a request by The Olson Company and John Laing
Homes to modify the City's standard affordable housing covenant for their projects,
Promenade and Cape Ann, respectively. The modification would add a subordination clause
such that in the event of a foreclosure the affordability restriction would no longer apply to
the foreclosed unit.
To stem the potential loss of an affordable unit due to the proposed subordination clause,
staff recommends that an escrow account be established by the developers. Funds in the
account would be used to cure a loan in the event of a foreclosure so that the affordability
restriction remains in place. In addition, staff is recommending that a zero -balance second
deed of trust be recorded on each unit to further insure that properties remain in the
affordable housing pool. Staff recommends that the City. Council review. the alternatives that
address this issue and direct staff to revise the affordable housing covenants for review and
approval at a future City Council meeting.
Funding Source: Not applicable.
Recommended Action:
Motion to:
C
"Direct staff to revise the affordable housing covenant4for the Promenade and Cape Ann
projects to include a subordination clause and provisions for an escrow account and a zero -
balance second deed of trust and present it a future City Council meeting for review and
approval." / 13
REQUEST FOR ACTION
MEETING DATE: November 16, 1998 DEPARTMENT ID NUMBER: CD98-50
Alternative Action(s):
The City Council may make the following alternative motion(s):
1. (Applicant's Preferred Alternative) "Approve the concept of a subordination clause with
no other provisions and direct staff to prepare a revised covenant for approval at a
subsequent City Council meeting."
2. "Deny the concept of a subordination clause and direct staff to not change the
affordable housing covenants."
Analysis:
A. PROJECT PROPOSAL:
Applicant: The Olson Company, 3010 Old Ranch Parkway Ste. 400, Seal Beach, CA
90740 and John Laing Homes, 19600 Fairchild, Ste. 150, Irvine, CA 92612
Location: The Promenade project is located at the northwest and southwest corners of
Main St. and Promenade Pkwy. The Cape Ann project is located at the
southeast corner of Promenade Pkwy and Seagate Dr.
The Olson Company and John Laing Homes request to modify the City's standard affordable
housing covenant for their projects, Promenade and Cape Ann, respectively. The
modification would add a subordination clause such that in the event of a foreclosure the
affordability restriction would be subordinate to the first deed of trust, i.e. the affordability
restriction would no longer apply to the foreclosed unit (Attachment No. 2).
The catalyst for the request was the refusal of Fannie Mae to approve the two projects with
the covenant as written. Fannie Mae will not agree to any restrictions on the re -sale of
foreclosed units in the two projects because: 100 percent of the units are affordable, there is
no financial participation on the part of the City and the projects are condominiums. Given
these three conditions, Fannie Mae believes that its exposure to risk would be too high.
Fannie Mae's approval is critical in obtaining favorable financing and is generally regarded
as an industry standard which almost all lenders require. As such, the applicants have
indicated that any financing that the buyers would have access to without the subordination
clause would be at higher interest rates and defeat the purpose of providing affordable
housing.
CD98-50 -2- 11/09/98 2:44 PM
REQUEST FOR ACTION is
MEETING DATE: November 16, 1998 DEPARTMENT ID NUMBER: CD98-50
B. BACKGROUND
The Affordable Housing Plan for Holly Seacliff requires that 15 percent of the units built
within the Specific Plan area be affordable to moderate income households for a period of
30 years. The Promenade and Cape Ann projects were approved as 100 percent affordable
projects. They are intended to meet the affordability requirements for most of the other
residential projects in Holly Seacliff that have been approved and/or constructed in the last
two years including the Peninsula tracts, The Bluffs, St. Augustine, the tracts in the Seagate
development and the yet to be constructed Greenbriar and Montecito. Attachment No. 3
provides a current summary of affordable housing in Holly Seacliff.
The Promenade project was approved in October 1997 by the Planning Commission. It
consists of 80 attached townhouse -style condominiums with two and three bedrooms. Cape
Ann was approved February 1998 by the City Council on appeal. It consists of 146
detached condominiums with three and four bedrooms. Both projects are under
construction.
As moderate income projects, all units must be affordable to households earning no more
than 120 percent of the Orange County median income. For a four person household this is
the equivalent of $78,960 in annual gross income. The maximum sales prices of these units
are determined by the City of Huntington Beach. Approved maximum sales prices for the
Promenade project range from $244,500 to $274,500. The Olson Company has taken
reservations on its first three. phases (a total of 43 units). Prices have increased in each
phase, with first phase prices ranging from $187,990 to $219,990 and third phase prices
ranging from $203,990 to $236,990. The Cape Ann maximum prices are $303,900 to
$329,300. John Laing Homes has recently released its first phase for sale, with prices
ranging from $235,990 to $285,990.
Pursuant to the City's requirements, each project is required to have a covenant recorded on
the property indicating the 30-year affordability restriction and the rules pertaining thereto.
This covenant is a standard form developed by the City and approved by the City Council
approximately two years ago. It has been successfully used on other projects throughout
the city. Conditions of approval for both projects require that their covenants be recorded
prior to final inspection of any production unit (excludes the model homes). The Olson
Company's covenant was approved by the City Council on July 6, 1998 and was
subsequently recorded. John Laing Homes does not have an approved covenant.
CD98-50 -3- 11/09/98 2:44 PM
• REQUEST FOR ACTION •
MEETING DATE: November 16, 1998 DEPARTMENT ID NUMBER: CD98-50
C. STAFF ANALYSIS AND RECOMMENDATION:
The purpose of the affordable housing requirement is to ensure that a certain amount of
units remain affordable to residents of Huntington Beach for a 30-year period. When the two
developers approached staff to modify the standard housing covenant, staff indicated that
the loss of affordable units due to foreclosure and the proposed subordination clause was
not consistent with the requirement to keep the units affordable for 30 years.
Staff requested that the developers explore several alternatives that would assist in
protecting the affordable housing inventory such that there was no net loss of affordable
units. These -are presented below as Alternatives 3-5.. Alternative 1 is what the developers
originally requested; the second Alternative is a spin-off of the first.
Alternative 1: Allow the subordination clause with no other requirements
In the event of foreclosure, this clause subordinates the City's affordability requirements to
the lien on the property. The result is that the affordability requirement is terminated after a
foreclosure. The subordination clause provides for the City to receive written notice of a
default and allows for the City to financially participate to cure or commence to cure the
default in 30 days. This clause is standard in the industry and acceptable to Fannie Mae. It
has also been used on two low income projects in the City that were assisted with
redevelopment funds. Staff does not support this alternative for three reasons. First, it does
not provide adequate protection for the affordable housing inventory. Second, although the
City would have the option to cure the default, the City does not currently have such a
program established. Finally, use of funds for upper moderate housing is contrary to City
and Agency policy.
Alternative 2: Have the Redevelopment Agency participate financially in the event of
foreclosure
This alternative is a direct result of provisions in the subordination clause which allow the
City to cure the default. The Redevelopment Agency could provide monies to bring a loan
current, or to buy the unit and then re -sell it. The estimated cost to the Agency for one
moderate income unit is $22,000-$26,000. This amount is the estimated cost to cure the
default and includes fees and back payments to the lender. Although, the Agency has
participated financially in other projects, they have typcially been low income rather than
moderate income projects. Staff believes that the Agency's financial participation is not
consistent with the Redevelopment Agency's available funds or standard practice of
assisting low income projects and that the onus of maintaining the affordable housing
inventory is the responsibility of the developers.
CD98-50 -4- 11/09/98 2:44 PM
• REQUEST FOR ACTION •
MEETING DATE: November 16, 1998 DEPARTMENT ID NUMBER: CD98-50
Alternative 3: Allow a certain number of units in the Cape Ann and Promenade projects to
be sold at market prices and make up the difference elsewhere in Holly
Seacliff
As indicated in the Project Proposal section of this report, one of the reasons for Fannie
Mae's rejection of these two projects is that they are 100 percent income restricted. Staff
has indicated that it would support a proposal to reduce the number of affordable units in
each project to address Fannie Mae's issue and eliminate the need for the subordination
clause. In turn, the developers would guarantee that the balance of affordable housing units
is provided elsewhere in Holly Seacliff. This alternative is consistent with staffs original
conversations with Seacliff Partners and PLC during which they were encouraged to not
concentrate all of the affordable housing units in one or two projects. The developers have
indicated that this alternative is not viable for them because they do not have an interest in
any other Holly Seacliff property and that the timing to gain approval for this arrangement
would be detrimental to the Promenade and Cape Ann projects currently under construction.
Alternative 4: Designate additional housing units as affordable to moderate income buyers
elsewhere in Holly Seacliff
Staff suggested that the developers work with PLC to secure additional units (based on
average foreclosure rates) as affordable to offset the potential loss. This would allow the
inclusion of the subordination clause but protect the number of affordable units. Staff
indicated that the additional units could be provided in any of the future projects in Holly
Seacliff. The developers are not interested in this alternative because it restricts PLC's
flexibility on other projects, and they believe the timing is not conducive to their current
developments.
Alternative 5: Establish a developer -funded escrow account that would be used to cure
loans that go into default and record a zero -balance second deed of trust on
each unit
This alternative serves the same purpose as Alternative 2 but would not require the use of
public funds to maintain the inventory of moderate income units. A separate escrow account
would be established for each project and would be mananged by Economic Development
staff. In the event of default, monies from the account could be used to cure a loan rather
than allow a unit to go into foreclosure. This alternative would also give each develper the
option to cure the loan rather than using the escrow account funds.
In recent meetings with the developers staff expressed concern that, in a worst case
scenario, a unit could be substantially encumbered over the potential resale amount for a .
unit given the affordability restriction and the limits on income. This can occur when a
recorded affordability covenant is overlooked or ignored by a seller or a lender. The idea of
a zero -balance second deed of trust was explored as a means to assure that sellers and
CD98-50 -5- 11/09/98 2:44 PM
• •
REQUEST FOR ACTION
MEETING DATE: November 16, 1998 DEPARTMENT ID NUMBER: CD98-50
lenders are cognizant of the affordability covenant and to help assure the preservation of the
affordable housing stock being generated through these two projects.
The concept of a developer -funded escrow account with a zero -balance second deed of trust
is supported by staff and is the recommended solution. It is also supported by the
applicants, although both prefer Alternative 1. Exact details of this solution have not yet
been resolved, and pursuant to City Council direction, staff will bring a revised covenant to a
future City Council meeting for review and approval.
A final alternative is for the City to not modify the affordable housing covenant in any way.
The developers have indicated that this would result in higher interest rates for buyers and
make it more difficult for buyers to qualify for loans. To counter this, the developers do have
the option of lowering the sales prices of the homes. The developers may also be forced to
work with PLC to arrive at other solutions which do. not involve the City.
Environmental Status:
The subject request is not subject to the California Environmental Quality Act pursuant to
Section 15061 (b) (3).
Attachment(s):
CD98-50 -6- 11/09/98 2:44 PM
DECLARATION OF CONDITIONS, COVENANTS
AND RESTRICTIONS FOR PROPERTY
(RESALE RESTRICTIONS)
RECORDING REQUESTED BY )
AND WHEN RECORDED MAIL TO: )
(Space above for Recorder's use.)
THIS DECLARATION OF CONDITIONS, COVENANTS AND RESTRICTIONS FOR
PROPERTY (the "Declaration") is made by and between
(the "Covenantor") and THE CITY OF HUTNTINGTON
BEACH, a California Municipal corporation (the "City") or "Covenantee") as of the date set forth
below.
RECITALS
A. Covenantor has received preliminary zoning approval from the City for the
construction of residential housing units, pursuant to which the Covenantor is required to
subject certain of its approved units described in the "Legal Description of the Property" (which is
attached hereto as Exhibit "A" and incorporated herein by this reference) to certain covenants,.
conditions and restrictions.
NOW, THEREFORE, the parties hereto agree and covenant as follows:
1. Affordability Covenants. Covenantor agrees for itself, and its successors and
assigns, and every successor to Covenantor's interest in the Property, or any part thereof that for
thirty (30) years from the date a certificate of occupancy is granted for the Property described on
Exhibit. "A" (the "Expiration Date"):
(a) The Property shall only be owned and occupied by Covenantor or by other
persons or families of " Income." " Income" shall mean persons
or families earning Percent (_21o) or less of Orange County median
income, adjusted for appropriate family size.
4:Misc:ReWe\10/3/95
RLS 95.406
(b) The Property shall be kept available at Affordable Housing Cost (as defined
below) to the Covenantor or other persons or families of income. Affordable
Housing Cost shall mean, as to each person or family of income, that purchase
price which would result in monthly housing payments which do not exceed an amount under any
currently prevailing conventional home mortgage lending rates applied by any reputable
institutional home mortgage lender, or the lending rates of any government -subsidized or special
mortgage program for which such person or family qualifies and has obtained a first trust deed
loan, which do not exceed percent (_%) of Percent
C _%) of the Orange County monthly median income for those persons and families of
income (as determined by the United States Department of Housing and
Urban Developme_nt) earning between Percent C_%o) and
Percent �%) of the monthly median income of any person or family of income
which earns more than Percent C _%) and not more than '
Percent%) of the Orange County median income.
(c) The covenant contained in this Section 1 shall run with the land and shall
automatically terminate and be of no further force or effect upon the Expiration Date.
. 2. Transfer of Provertv. No transfer of the Property shall occur until the City
determines (a) that the proposed purchaser intends to occupy the Property as the proposed
purchaser's principal residence, (b) that the proposed purchaser is a person or family of
income, (c) that the proposed transfer occurs at an Affordable Housing Cost. The
City shall not be obligated to approve a transfer until and unless the proposed purchaser has
submitted to the City such information and completed such forms as the City shall request to
certify the proposed purchaser's intent with respect to its residency of the Property and its gross
income, and the proposed purchaser has submitted an affidavit disclosing and certifying the
amount of the proposed purchase price. Prior to conveyance of the Property, each approved
purchaser shall submit to the City an executed disclosure statement which certifies that the
purchaser is aware that the purchaser buying may only sell the unit at an Affordable Housing Cost
to a income person or family, that the maximum permitted sales price may be less
than fair market value and that the unit must be owner -occupied at all times and cannot be rented
or leased. Covenantor shall cooperate with the City in providing such forms to proposed
purchasers and in assisting proposed purchasers to prepare such forms and to provide any
required information to the City in connection with the Covenantor's original sale of the
Affordable Unit, provided that the Covenantor shall not.be obligated to incur any out-of-pocket
costs in connection therewith, other than employee time dedicated to providing such assistance.
THE COVENANTOR AND EACH SUCCESSOR, HEIR OR ASSIGN OF
COVENANTOR UNDERSTANDS THAT THE DETERMINATION OF THE AFFORDABLE
HOUSING COST CAN BE MADE ONLY AT THE TIME OF THE PROPOSED TRANSFER,
TAKING INTO CONSIDERATION INTEREST RATES, THE TERMS OF SALE OFFERED
TO AND THE ECONOMIC CIRCUMSTANCES OF THE PROPOSED PURCHASER AND
OTHER FACTORS THAT CANNOT BE'ACCURATELY PREDICTED, AND THAT THE
TRANSFER PRICE PERMITTED HEREUNDER MAY BE LESS THAN THE FAIR
MARKET VALUE OF THE PROPERTY AND MAY NOT INCREASE OR DECREASE IN
2
4:Mizc:Resa1e\10/3/95
RLS 95-406
•
THE SAME MANNER AS OTHER SIMILAR REAL PROPERTY WHICH IS NOT
ENCUMBERED BY THIS RESTRICTION. COVENANTOR AND EACH SUCCESSOR,
HEIR OR ASSIGN OF COVENANTOR FURTHER ACKNOWLEDGES THAT AT ALL
TIMES IN SETTING THE TRANSFER PRICE THE PRIMARY OBJECTIVE OF THE
AGENCY AND THIS DECLARATION IS TO PROVIDE HOUSING TO ELIGIBLE
PERSONS OR FAMILIES AT AN AFFORDABLE HOUSING COST.
Covenantor Initials
The covenant contained in this Section 2 shall run with the land and shall
automatically terminate and be of no further force or effect upon the Expiration Date.
3. Non -Discrimination Covenants. Covenantor covenants by and for itself, its
successors and assigns, and all persons claiming under or through them that there shall be no
discrimination against or segregation of any person or group of persons on. account of race, color,
religion, sex, marital status, national origin or ancestry in the sale, lease, sublease, transfer, use,
occupancy, tenure, or enjoyment of the Property, nor shall Covenantor itself or any person
claiming under or through it, establish or permit any such practice or practices of discrimination
or segregation with reference to the selection, location, number, use or occupancy of tenants,
lessees, subtenants, sublessees, or vendees in the Property.
Covenantor and its successors and assigns, shall refrain from restricting the rental
or lease (if permitted by Covenantor) or sale of the Property on the basis of race, color, religion,
sex, marital status, national. origin or ancestry of any person. All such deeds, leases or contracts
shall contain or be subject to substantially the following nondiscrimination or nonsegregation
clauses:
(a) In deeds: "The grantee herein convenants by and for himself or
herself, his or her heirs, executors, administrators and assigns, and all persons claiming under or
through them, that there shall be no discrimination against or segregation of, any person or group
of persons on account of race, color, religion, sex, marital status, national origin or ancestry in the
sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the land herein conveyed,
nor shall the grantee himself or herself or any person claiming under or through him or her,
establish or permit any such practice or practices of. discrimination or segregation with reference
to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessee or
vendees in the land herein conveyed. The foregoing convenants shall run with the land."
(b) In leases: "The lessee herein covenants by and for himself or herself,
his or her heirs, executors, administrators and assigns, and all persons claiming under or through
him or her, and this lease is made and accepted upon and subject to the following conditions:
4:Misc:Resa1e110/3/93
RLS 95-406
"There shall be no discrimination against or.segregation of any person or
group of persons on account of race, color, religion, sex, marital status, ancestry or national
origin in the leasing, subleasing, transferring, use, occupancy, tenure or enjoyment of the premises
herein leased nor shall the lessee himself or herself, or any person claiming under or through him
or her, establish or permit any such practice or practices of discrimination or segregation with
reference to the selection, location, number, use or occupancy of tenants, lessees, sublessees,
subtenants or vendees in the premises herein leased."
(c) In contracts: "There shall be no discrimination against or segregation of,
any person, or group of persons on account of race, color, religion, sex, marital. status, ancestry or
national origin, in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the
premises, nor shall the transferee himself or herself or any person claiming under or through him
or her, establish or permit any such practice or practices of discrimination or segregation with
reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants,
sublessee or vendees of the premises."
Nothing in this Section 3 shall be construed to authorize the rental or lease
of the Property if such rental or lease is not otherwise permitted. The covenants in this paragraph
3 shall run with the land in perpetuity.
4. Covenants Do Not Impair Lien. No violation or breach of the covenants,
conditions, restrictions, provisions or limitations contained in this Declaration shall defeat or
render invalid or in any way impair the lien or charge of any mortgage or deed of trust or security
interest.
5. Covenants for. Benefit of City. All covenants without regard to technical
classification or designation shall be binding for the benefit of the Covenantee and such covenants
shall run in favor of the Covenantee for the entire period during which such covenants shall be in
force and effect, without regard to whether the Covenantee is or remains an owner of any land or
interest therein to which such covenants relate. The Covenantee, in the event of any breach of
any such covenants, shall have the right to exercise all the rights and remedies and to maintain any
action at law or suits in equity or other proper legal proceedings to enforce and to cure such
breach to which it or any other beneficiaries of these covenants may be entitled during the term
specified for such covenants, except the covenants against discrimination which may be enforced
at law or in equity at any time in perpetuity.
4
4:.\ii=:Resa)e110/3/95
R1S 95-406
IN WITNESS WHEREOF, the Covenantee and Covenantor have caused this instrument
to be executed on their behalf by their respective officers hereunto duly authorized, this day
of , 19
COVENANTOR:
COVENANTEE:
THE CITY OF HUNTINGTON BEACH,
a California municipal corporation
By
Mayor
Its
;.
ATTEST:
By
City Clerk
Its
APPROVED AS TO FORM:
City . ttor e tot a / s f
INITIATED AND APPROVED: REVIEWED AND APPROVED:
Director of Community Development
5
4:Mise:ReWe\1013/95
RLS 95-406
City Administrator
f
6. Subordination. Notwithstanding any other provision
hereof, the provisions of this.Declaration shall be subordinate to
the lien of the First Lender's Deed of Trust and shall not impair
the rights of the First Lender, or such lender's assignee or
successor in interest, to exercise its remedies under the. First
Lender's Deed of Trust in the event of default under the First
Lender's Deed of Trust by the borrower. Such remedies under the
First Lender's Deed of Trust include the right of foreclosure or
acceptance of a deed or assignment in lieu of foreclosure. After
such foreclosure or acceptance of a deed in lieu of foreclosure,
the covenants of this Declaration shall be forever terminated and
shall have no further effect as to the Unit foreclosed on or any
transferee thereafter; provided, however, if the holder of such
First Lender's Deed of Trust acquired title to the Property
pursuant to a deed or assignment in lieu of foreclosure, this
Declaration shall automatically terminate upon such acquisition of
title, provided that (i) the City has been given written notice of
default under such First Lender's Deed of Trust, and (ii) the City
shall not have cured or commenced to cure the default within such
30-day period and given its firm commitment to complete the cure in
form and substance acceptable to the First Lender.
This Declaration shall not diminish or affect the rights of
the United States Department of Housing and Urban Development
("HUD"), FNMA, or the Veterans Administration ("VA"), as and
if applicable, under the First Lender's Deed of Trust.
Notwithstanding any provision in this Declaration to the
contrary, all of the provisions of this Declaration shall
terminate and have no further force and effect upon the
occurrence of one of the following events: (i) Title is
acquired by HUD, VA, FNMA or another party upon foreclosure of
a deed of trust insured by HUD or guaranteed by VA; (ii) Title
is acquired by HUD, VA, FNMA or another party by a deed in
lieu of foreclosure of a deed of trust insured by HUD or
guaranteed by VA; or (iii) a deed of trust insured by HUD is.
assigned to HUD.
.�-
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•
E
SUMMARY OF AFFORDABLE HOUSING
IN HOLLY SEACLIFF
Total Market Affordable
Project Name Units Rate Units Units Developer
Approved Projects
1 Belmont
2 Bluffs
3 Cape Ann
4 Greystone Keys
5 Lyon Shores
6 Pacific Landing
7 Port Ivy
8 Promenade
9 Riviera
10 Sandpiper
11 Sea Country
12 St. Augustine
13 Turnberry
14 Westport
PLC
Polygon/Manning Homes
John Laing Homes
Greystone Homes
Wm. Lyon Homes
Heritage Communities
Taylor Woodrow
The Olson Co.
Shea Homes
Rielly Homes
SeaCountry Homes
Christopher Homes
Polygon
Lennar Homes
PLC
PLC
PLC
PLC
Shea
PLC
98
98
-
85
85
-
146
-
146
150
127
23
90
90.
-
29
24
5
83
83
-
80
-
80
101
101
-
81
81
-
63
63
-
71
71
-
79
79
-
126
126
-
/�roY,ed tal
PP _
Future Projects
15 Cove
16 Greenbriar
17 Holmby Place
18 Montecito
19 Seacliff Village
20 Miscellaneous
-&� 28, 1 028 �r�254_s
150
150
-
70
70
-
164
164
-
91
91
-
78
66
12
40
-
16
Holly Seacl�ff Total 1,875 1569 282
AFFORDABLE REQUIREMENT
OF 15% OF 1,875 TOTAL UNITS = 282
Community Development Dept. 11/9/98
11
0 •
Affordable Housing Covenant
for Promenade and
Cape Ann Projects
REQUEST
• Developers request to modify City's
standard affordable housing covenants.
• Add a subdivision clause so that in the
event of foreclosure, the affordability
restriction would no longer apply.
• Request due to Fannie Mae's denial of both
projects.
��4(f, 60 U-27,ezt:e�l e>?
C"3
C,,— 13
BACKGROUND
• Projects are located in Holly Seacliff and
approved for a total of 226 units.
• Projects are:
• 100% affordable to moderate income
buyers
• Required to remain affordable for 30
years
• Affordability insured through covenant
recorded on the property
ANALYSIS
• Possible loss of affordable units due to
foreclosure is not consistent with City goals.
• Staff recommends alternatives other than
just the subordination clause be considered.
• Six alternatives considered ranging from no
change to the covenants to Redevelopment
Agency financial participation to Developer
securing additional units now.
2
6
ANALYSIS (cont'd)
• Recommended Alternative:
• Establish developer funded escrow
account to cure loans that go into default.
• Record a zero -balance second deed of
trust.
• Provides opportunity to keep units
affordable in event of foreclosure and will
allow the projects to obtain Fannie Mae
approval.
RECOMMENDATION
• Staff recommends that City Council direct
staff to revise the affordable housing
covenant for the two projects to include the
subordination clause and provisions for an
escrow account and a zero -balance second
deed of trust and present it a future City
Council meeting for review and approval.
3
•
Council/Agency Meeting Held: 716l9 8
Deferred/Continued to:
VfApp�yved ❑ Conditionally Approved ❑ Denied
0
� '� � City Clerk's Signature
Council Meeting Date: July 6, 1998 7
Department ID Number: CD 98-31
CITY OF HUNTINGTON BEACH
REQUEST FOR COUNCIL ACTION
SUBMITTED TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
"51
SUBMITTED BY: RAY SILVER, City Administrator
x
PREPARED BY: MELANIE S. FALLON, Community Development Directo�-G e i�
SUBJECT: AFFORDABLE HOUSING COVENANT FOR THE OLSON COMPANY
PROJECT (THE PROMENADE)
Statement of Issue, Funding Source, Recommended Action, Alternative Action(s), Analysis, Environmental Status,
Attachment(s)
Statement of Issue:
Transmitted for your consideration is an affordable housing covenant for The Olson
Company project known as The Promenade. The covenant ensures that all 80 units in the
project would be available to moderate income households for a 30 year period pursuant to
the Holly Seacliff Affordable Housing Plan. Staff recommends approval of the covenant
because it is consistent with the master affordable housing covenants approved by the City
Council and would fulfill a condition of approval for the project.
Funding Source: Not applicable.
Recommended Action:
Motion to:
"Approve and authorize execution of the affordable housing covenant for The Olson
Company Project (The Promenade) by the Mayor and City Clerk and direct the City Clerk to
record with the Orange County Recorder."
Alternative Action:
The City Council may make the following alternative motion:
"Continue the request for approval of the affordable housing covenant for The Olson
Company and direct staff accordingly."
REQUEST FOR COUNCIL ACTIIIN
MEETING DATE: July 6, 1998
Analysis:
A. PROJECT PROPOSAL:
DEPARTMENT ID NUMBER: CD 98-31
Applicant: The Olson Company, 3010 Old Ranch Parkway, Ste. 400, Seal Beach, CA
90740
Location: Northwest and Southwest corners of Main Street and Promenade.
The Promenade project is required to provide all of its 80 homes as affordable to moderate
income households for a period of 30 years, pursuant to the Holly Seacliff Affordable
Housing Plan.
B. STAFF ANALYSIS AND RECOMMENDATION:
The Holly Seacliff Affordable Housing Plan requires that 15 percent of the homes built within
the Holly Seacliff Specific Plan area be available to moderate income households (120
percent of Orange County median) for a period of 30 years. The affordable homes must be
for -sale and be located within Holly Seacliff. The affordable housing covenant is in
compliance with the requirements for the project and meets the objectives of the Holly
Seacliff Specific Plan. The covenant is based on the covenant template previously approved
by the City Council and has been reviewed and approved by the City Attorney. Staff
recommends the City Council approve the affordable housing covenant for the project.
Environmental Status:
Holly Seacliff Development is covered by Final Environmental Impact Report No. 89-1 which
was certified by the City Council on January 8, 1990. No additional environmental review is
necessary.
Attachment(s):
1. Affordable Housing Covenant
2. The Promenade Site Plan
3. Summary of Affordable Housing in Holly Seacliff
CD98-31.DOC -2- 06/12/98 10:40 AM
NIct
7.
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0 0
i
LU
CITY OF HUNTINGTON BEACH
2000 MAIN STREET
OFFICE OF THE CITY CLERK
CONNIE BROCKWAY
CITY CLERK
July 17, 1998
Gary Granville
County Clerk -Recorder
P. 0. Box 238
Santa Ana, CA 92702
CALIFORNIA 92648
Enclosed please find Declaration of Conditions, Covenants and Restrictions for Property
by and between the Promenade At Seagate, LLC and the City of Huntington Beach to be
recorded and returned to the City of Huntington Beach, Office of the City Clerk, 2000
Main Street, Huntington Beach, CA 92648.
Please return a conformed copy of the agreement when recorded and return to this
office in the enclosed, self-addressed stamped envelope.
Sincerely,
Connie Brockway, CIVIC
City Clerk
Enclosure: Original/One Copy Declaration of Conditions, Covenants and Restrictions for
Property by and between the Promenade At Seagate, LLC and the City of
Huntington Beach
1Telephone:714-536.5227)
RECORDING REQUESTED BY Recorded in the County of Orange, California
) Gary L. Granville, Clerk/Recorder
AND WHEN RECORDED MAIL TO: > IIII 1111111111111111111111111111111111111111111111111111111111 Na Fee
City of Huntington Beach 005 29007204 29 579980507996 12 :13pm 08/05/98
2000 Main Street ) D02 14 6.00 39.00 0.00 0.00 0.00 0.00
Huntington Beach, California 92648 )
Attention: City Clerk ) -
(Space above for Recorder's use.)
This document is exempt from recording fees pursuant
to Government Code Section 27383.
DECLARATION OF CONDITIONS, COVENANTS
AND RESTRICTIONS FOR PROPERTY
THIS DECLARATION OF CONDITIONS, COVENANTS AND RESTRICTIONS
FOR PROPERTY (the "Declaration") is made as of .Tui y h , 1998, by and between THE
PROMENADE AT SEAGATE, LLC, a California limited liability company (the "Covenantor"), and
THE CITY OF HUNTINGTON BEACH, a California municipal corporation (the "City" or
"Covenantee") as of the date set forth below.
RECITALS
A. Covenantor has received preliminary zoning approval from the City for the construction
of eighty (80) townhouses located on the northern and western corners of Main Street and Promenade
Park -way in the City of Huntington Beach, as described in the "Legal Description of the Property"
which is attached hereto as Exhibit "A" and incorporated herein by this reference (the "Property").
B. The City has as a condition of such approval required Covenantor to subject each of the
townhouses constructed on the Property to certain covenants, conditions and restrictions.
NOW, THEREFORE, the parries hereto agree and covenant as follows:
1. Affordability Covenants. Covenantor agrees for itself, and its successors and
assigns, and every successor to Covenantor's interest in the Property, or any part thereof, that for thirty
(30) years from the date a certificate of occupancy is granted for the Property (the "Expiration Date"):
(a) The Property shall only be owned and occupied by Covenantor or by other
"Low or Moderate Income Households." "Low or Moderate Income Households" shall mean persons
or families earning not more than One Hundred Twenty Percent (120%) or less of Orange County
median income, adjusted for appropriate family size, as established by the State of California pursuant
to Health and Safety Code Section 50093, or a successor statute.
(b) The Property shall only be sold at "Affordable Housing Cost" (as defined
below) to Low or Moderate Income Households. "Affordable Housing Cost" shall mean, as to each
Low or Moderate Income Household, that purchase price which would result in monthly housing
571890.3\dgoetz\22782.0001
06/10/98 -1-
payments which do not exceed Thirty -Five Percent (35%) of One Hundred Ten Percent (110%) of the
Orange County monthly median income for a household size appropriate for the unit. In the event that
the Low or Moderate Income Household purchasing the Property earns between One Hundred Ten
Percent and One Hundred Twenty Percent of Orange County median income, the purchase price may
be higher than the foregoing formula, so long as monthly housing costs do not exceed Thirty -Five
Percent (35%) of the gross income of the purchaser of the Property. An example of how to determine
Affordable Housing Cost is attached hereto as Exhibit `B" and incorporated herein.
(c) The covenant contained in this Section 1 shall run with the land and shall
automatically terminate and be of no further force or effect upon the Expiration Date.
2. Transfer of Property. No transfer of the. Property shall occur until the City
determines (a) that the proposed purchaser intends to occupy the Property as the proposed purchaser's
principal residence, (b) that the proposed purchaser is a Low or Moderate Income Household, and (c)
that the proposed transfer occurs at an Affordable Housing Cost. In the event that Covenantor desires
to sell the Property, Covenantor shall send written notice thereof to the City at the following address:
City of Huntington Beach
2000 Main Street
Huntington Beach, California 92648
Attention: Director of Community Development
Within a reasonable time of receiving such notice (but in no event greater than 30 days) the
City shall send Covenantor transfer application forms prepared by the City: Such forms shall contain a
certification of the proposed purchaser's intent with respect to its residency of the Property and its
gross income, and an affidavit of the proposed purchaser disclosing and certifying the amount of the
proposed purchase price. The City shall not be obligated to approve a transfer until and unless the
proposed purchaser has submitted to the City such information and completed such forms. In the
interest of expediting the close of escrow for such proposed transactions, the City shall reasonably
approve or disapprove such submissions as soon as practicable after submission of such forms. Prior
to conveyance of the Property, each approved purchaser shall also submit to the City an executed
disclosure statement which certifies that the purchaser is aware that the purchaser buying the Property
may only sell the unit at an Affordable Housing Cost to a Low or Moderate Income Household, that the
maximum permitted sales price may be less than fair market value and that the unit must be owner -
occupied at all times and cannot be rented or leased. Covenantor shall cooperate with the City in
providing such forms to the proposed purchasers and in assisting proposed purchasers to prepare such
forms and to provide any required information to the City in connection with the Covenantor's sale of
the Property, provided that the Covenantor shall not be obligated to incur any out-of-pocket costs in
connection therewith, other than employee time dedicated to providing such assistance.
THE COVENANTOR AND EACH. SUCCESSOR, HEIR OR ASSIGN OF COVENANTOR
UNDERSTANDS THAT THE DETERMINATION OF THE AFFORDABLE HOUSING COST
CAN BE MADE ONLY AT THE TIME OF THE PROPOSED TRANSFER, TAKING INTO
CONSIDERATION INTEREST RATES, THE TERMS OF SALES OFFERED TO AND THE
ECONOMIC CIRCUMSTANCES OF THE PROPOSED PURCHASER AND OTHER FACTORS
THAT CANNOT BE ACCURATELY PREDICTED, AND THAT THE TRANSFER PRICE
PERMITTED HEREUNDER MAY BE LESS THAN THE FAIR MARKET VALUE OF THE
PROPERTY AND MAY NOT INCREASE OR DECREASE IN THE SAME MANNER AS
571890.3\Jgoetz\22782.0001
06/10/98 -2-
OTHER SI IILAR REAL PROPERTY WHICH IS NOT ENCUMBERED BY THIS
RESTRICTION. COVENANTOR AND EACH SUCCESSOR, HEIR OR ASSIGN OF
COVENANTOR FURTHER ACKNOWLEDGES THAT AT ALL TIMES IN SETTING THE
TRANSFER PRICE THE PRIMARY OBJECTIVE OF THE CITY AND THIS DECLARATION IS
TO PROVIDE HOUSING TO LOW AND MODERATE INCOME HOUSEHOLDS AT AN
AFFORDABLE HOUSING COST.
Covenatitor Initi
The covenant contained in this Section 2 shall run with the land and shall automatically
terminate and be of no further force or effect upon the Expiration Date.
3. Non -Discrimination Covenants. Covenantor covenants by and for itself, its
successors and assigns, and all persons claiming under or through them that there shall be no
discrimination against or segregation of any person or group of persons on account of race, color,
religion, sex, marital status, national origin or ancestry in the sale, lease, sublease, transfer, use,
occupancy, tenure, or enjoyment of the Property, nor shall Covenantor itself or any person claiming
under or through it, establish or permit any such practice or practices of discrimination or segregation
with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants,
sublessees, or vendees in the Property.
Covenantor and its successors and assigns shall refrain from restricting the rental or
lease (if permitted by Covenantor) or sale of the Property on the basis of race, color, religion, sex,
marital status, national origin or ancestry of any person. All such deeds, leases or contracts shall
contain or be subject to substantially the following nondiscrimination or nonsegregation clauses:
(a) In deeds: "The grantee herein covenants by and for himself or herself, his or
her heirs, executors, administrators and assigns, and all persons claiming under or through them, that
there shall be no discrimination against or segregation of, any person or group of persons on account of
race, color, religion, sex, marital status, national origin or ancestry in the sale, lease, sublease, transfer,
use, occupancy, tenure or enjoyment of the land herein conveyed, nor shall the grantee himself or
herself or any person claiming under or through him of her, establish or permit any such practice or
practices of discrimination or segregation with reference to the selection„ location, number, use or
occupancy of tenants, lessees, subtenants, sublessee or vendees in the land herein conveyed. The
foregoing covenants shall run with the land."
(b) In leases: "The Lessee herein covenants by and for himself or herself, his or
her heirs, executors, administrators and.assigns, and all persons claiming under or through him or her,
and this lease is made and accepted upon and subject to the following conditions:
"There shall be no discrimination against or segregation of any person or group of
persons on account of race, color, religion, sex, marital status, ancestry or national origin in the leasing,
subleasing, transferring, use, occupancy, tenure or enjoyment of the premises herein leased nor shall
the lessee himself or herself, or any person claiming under or through him or her, establish or permit
any such practice or practices of discrimination or segregation with reference to the selection, location,
571890.3Ugoetz\22782.0001
06/10/98 -3-
number, use or occupancy of tenants, lessees, sublessees, subtenants or vendees in the premises herein
leased."
(c) In contracts: "There shall be no discrimination against or segregation of, any
person, or group of persons on account of race, color, religion, sex, marital status, ancestry or national
origin, in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the premises, nor
shall the transferee himself or herself or any person claiming under or through him or her, establish or
permit any such practice or practices of discrimination or segregation with reference to the selection,
location, number, use or occupancy of tenants, lessees, subtenants, sublessee or vendees of the
premises."
Nothing in this Section 3 shall be construed to authorize the rental or lease of the
Property if such rental or lease is not otherwise permitted. The covenants in this paragraph 3 shall run
with the land in perpetuity.
4. Covenants Do Not Impair Lien. No violation or breach of the covenants, conditions,
restrictions, provisions or limitations contained in this Declaration shall defeat or render invalid or in
any way impair the lien or charge of any mortgage or deed of trust or security interest.
5. Covenants for Benefit of City. All covenants without regard to technical
classification or designation shall be binding for the benefit of the Covenantee and such covenants shall
run in favor of the Covenantee for the entire period during which such covenants shall be in force and
effect, without regard to whether the Covenantee is or remains an owner of any land or interest therein
to which such covenants relate. The Covenantee, in the event of any breach of any such covenants,
shall have the right to exercise all the rights and remedies and to maintain any action at law or suits in
equity or other proper legal proceedings to enforce and to cure such breach to which it or any other
beneficiaries of these covenants may be entitled during the term specified for such covenants, except
the covenants against discrimination which may be enforced at law or in equity at any time in
perpetuity.
571890.3Ugoetz\22782.0001
06/10/98 -4-
IN WITNESS WHEREOF, the Covenantee and Covenantor have caused this instrument to
be executed on their behalf by their respective officers hereunto duly authorized as of the date set forth
above.
COVENANTOR:
THE PROMENADE AT SEAGATE, LLC,
a California limited liability company
By: The Olson Company, its Managing
Member
B
Oarkland, dent
By 6&44�
Brenda Olson, Secretary
COVENANTEE:
THE CITY OF HUNTINGTON BEACH,
a California municipal corporation
Mayor
ATTEST:
City Clerk
APPROVED AS TO FORM:
Cl-� r/
City Attorney
REVIEWED AND APPROVED:
City Administrator
INITIATED AND APPROVED:
Director of Comm ity Development
571890.3\Jgoetz\22782.0001
06/10/98 -5-
CALIFORNIA ALL-PURPON1 ACKNOWLEDGMENT •
State of.-wLw
County of rfPi
On before me, Uu� A Ajdu,, 0 /VJkL2 'Z, -&L_G,
Defte r ^ ! ^` Name and Tie of Officer (e.g., "JanDoe, Notary Pu )
personally appeared ULt-V Le", '_ G ) al -A, ��21 L,,O,
UJ Name(s) of Signer(s)
rsonally known to me - OR—Bproved to ae nn the basic of s sfactory-evidence to be the person(o
whose name&W& subscribed to the within instrument
and acknowledged to me that fel!!n executed the
same in e( authorized capacity(e�s , and that by
ei signature& on the instrument the persor(M,
or the entity upon behalf of which the persoRP) acted,
executed the instrument.
WITNESS mvA4and and official seal.
signature or Notary vucuc
OiPT/ONAL
Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent
fraudulent removal and reattachment of this form to another document.
Description of Attached Document
Title or Type of Document:
Document Date:
�ZS Grp
I Pre rns"'d p--
LLL
Signer(s) Other Than Named Above: NA &t CLU 4, �aYevt e(c� (5l5 �, fed Gf at
Capacity(ies) Claimed by Sig,,n//��er--(sp)�
Signer's Name: I ��G(�
❑ Individual
❑ Corporate Officer
Title(s):
Partner — ❑ Limited ❑ General
❑ Attorney -in -Fact
El Trustee
El Guardian pr Conservator
Other: Top of thumb here
_y
Signer Is Representing:
a..l' �ea_
Number of
Signer's Name: 6m IM-e- 5Y-0 &: �
❑ Individual
Corporate Officer
Title(s):
Partner — ❑ Limited ❑ General
❑ Attorney -in -Fact
❑ Trustee
Guardian or Conservator
`� Other: &ZA4 GCz-ir�_
Tap of thumb here
Signer Is Representing:
-=
CA
0 1995 National Notary Association • 6236 Remmet Ave., P.O. Box 7184 • Canoga Park, CA 91309-7184 Prod. No. 5907 Reorder: Call Toll -Free 1-800-876.6827
•
E
STATE OF CALIFORNIA
COUNTY OF ORANGE
ss.
On June 10, 1998, before me, Ruby A. Reynolds, personally appeared Mark Buckland
and Brenda A. Olson personally known to me (or proved to me on the basis of satisfactory evidence)
to be the persons whose names are subscribed to the within instrument and acknowledged to me that
they executed the same in their authorized capacities, and that by their signatures on the instrument the
persons, or the entities upon behalf of which the persons acted, executed the instrument.
WITNESS my hand and official seal.
A R olds
Notary Pub c
State of California
(SEAL)
RUBY A. REYNOLDS
Commission # 1182850 Z
y Notary Public - Colifomio
Orange County
My Comm. Expires Jun 5, 2002 ``'
EXHIBIT A
LEGAL DESCRIPTION
ALL THAT CERTAIN LAND SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF
ORANGE, CITY OF HUNTINGTON BEACH, DESCRIBED AS FOLLOWS:
ALL OF TRACT NO. 15520 AS SHOWN ON A MAP FILED IN BOOK 766 PAGES 5 TO 7
INCLUSIVE OF MISCELLANEOUS MAPS, RECORDS OF ORANGE COUNTY, CALIFORNIA.
i
571890.3Ugoetz122782.0001
06/10/98 -6-
DESCRIPTION
THE LAND REFERRED TO IN THIS REPORT IS SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF ORANGE, CITY
OF HUNTINGTON BEACH, AND IS DESCRIBED AS FOLLOWS:
PARCEL 1:
PARCEL H, AS DESCRIBED ON EXHIBIT H AND SHOWN IN EXHIBIT H-1 ATTACHED TO THAT
CERTAIN CONDITIONAL CERTIFICATE OF COMPLIANCE NO. 96-4, RECORDED FEBRUARY 28, 1996
AS INSTRUMENT NO. 19960095325 OF. OFFICIAL RECORDS OF ORANGE COUNTY, CALIFORNIA.
PARCEL 2:
LOT 152 AND LETTERED LOTS W, X, Y AND Z OF TRACT NO. 14662 AS SHOWN ON A MAP FILED
IN BOOK 724 PAGES 16 TO 21 INCLUSIVE OF MISCELLANEOUS MAPS, RECORDS OF ORANGE
COUNTY, CALIFORNIA.
EXCEPTING FROM PARCEL 2, ALL OIL, GAS, MINERALS AND HYDROCARBON SUBSTANCES BELOW
A DEPTH OF 500 FEET FROM THE SURFACE OF SAID LAND, BUT WITHOUT THE RIGHT OF ENTRY
UPON ANY PORTION OF THE SURFACE ABOVE A DEPTH OF 500 FEET FOR ANY PURPOSE
WHATSOEVER, AS RESERVED IN THE DEED FROM BLANCHER. BEMIS, ALSO KNOWN AS BLANCH
E. BEMIS, RECORDED SEPTEMBER 2, 1959 IN BOOK 4865, PAGE 598 OF OFFICIAL RECORDS.
ALSO EXCEPTING FROM PARCEL 2, ALL OIL, GAS, MINERALS AND HYDROCARBON SUBSTANCES
BELOW A DEPTH OF 500 FEET FROM THE SURFACE OF SAID LAND BUT WITHOUT THE RIGHT OF
ENTRY UPON ANY PORTION OF THE SURFACE ABOVE A DEPTH OF 500 FEET FOR ANY PURPOSE
WHATSOEVER, AS RESERVED IN THE DEED FROM WESLEY E. CURTIS AND EDITH G. CURTIS,
HUSBAND AND WIFE, RECORDED NOVEMBER 9, 1959 IN BOOK 4964 PAGE 127 OF OFFICIAL
RECORDS.
ALSO EXCEPTING FROM PARCEL 2, THE SOLE AND EXCLUSIVE RIGHT FROM TIME TO TIME TO
DRILL AND MAINTAIN WELLS OR OTHER WORKS INTO OR THROUGH SAID PROPERTY AND THE
ADJOINING STREETS, ROADS AND HIGHWAYS BELOW A DEPTH OF 500 FEET AND TO PRODUCE,
INJECT, STORE AND REMOVE FROM AND THROUGH SUCH WELLS OR WORKS OIL, GAS, WATER
AND OTHER SUBSTANCES OF WHATEVER NATURE, INCLUDING. THE RIGHT TO PERFORM BELOW
SAID DEPTH ANY AND ALL OPERATIONS DEEMED NECESSARY OR CONVENIENT FOR THE
EXERCISE OF SUCH RIGHTS. THE RIGHTS HEREINABOVE EXCEPTED AND RESERVED DO NOT
INCLUDE AND DO NOT EXCEPT OR RESERVE ANY RIGHT TO USE THE SURFACE OF THE PROPERTY
OR THE FIRST 500 FEET BELOW THE SURFACE OF THE PROPERTY OR TO CONDUCT ANY
OPERATIONS THEREON OR THEREIN. UNLESS HEREINAFTER SPECIFICALLY EXCEPTED AND
RESERVED, ALL RIGHTS AND INTERESTS IN THE SURFACE OF THE PROPERTY ARE HEREBY
CONVEYED TO GRANTEE, AS RESERVED BY HUNTINGTON BEACH COMPANY IN DEED RECORDED
DECEMBER 28, 1994 AS INSTRUMENT NO. 94-738655 OF OFFICIAL RECORDS.
ALSO EXCEPTING FROM PARCEL 2, ANY AND ALL WATER RIGHTS OR INTERESTS THEREIN,
TOGETHER WITH THE RIGHT TO GRANT AND TRANSFER ALL OR A PORTION OF THE SAME, NO r
MATTER HOW ACQUIRED BY GRANTOR, OWNED OR USED BY GRANTOR IN CONNECTION WITH
OR WITH RESPECT TO THE PROPERTY, TOGETHER WITH THE RIGHT AND POWER TO EXPLORE,
0
DRILL, REDRILL, REMOVE AND STORE THE SAME FROM THE PROPERTY OR TO DIVERT OR
OTHERWISE UTILIZE SUCH WATER RIGHTS OR INTERESTS ON ANY OTHER PROPERTY, WHETHER
SUCH WATER RIGHTS OR INTERESTS SHALL BE RIPARIAN, OVERLYING, APPROPRIATIVE,
LITTORAL, PERCOLATING, PRESCRIPTIVE, ADJUDICATED, STATUTORY OR CONTRACTUAL, BUT
WITHOUT, HOWEVER, ANY RIGHT TO ENTER UPON THE SURFACE OF THE PROPERTY IN THE
EXERCISE OF SUCH RIGHTS OR UPON THE UPPER THIRTY (30) FEET OF THE SUBSURFACE OF THE
PROPERTY, AND ALSO WITHOUT ANY RIGHT TO ENTER UPON THE SUBSURFACE OF THE
PROPERTY IN SUCH MANNER AS TO MATERIALLY IMPAIR THE SUPPORT OR STABILITY OF ANY
STRUCTURES OR IMPROVEMENTS FROM TIME TO TIME LOCATED ON . THE PROPERTY AS
RESERVED BY HUNTINGTON BEACH COMPANY IN DEED RECORDED DECEMBER 28, 1994 AS
INSTRUMENT NO. 94-738555 OF OFFICIAL RECORDS.
•
•
EXHIBIT "B"
EXAMPLE OF MEDIAN INCOME LIMITS AND
CALCULATION OF AFFORDABLE HOUSING COST
The following is intended as an example only. The exact dollar amounts of both Orange County
Median Income Limits and Affordable Housing Cost may change over time and may be different
at the time of the resale of a unit, based on such factors as actual mortgage interest rates and
other costs of housing.
1. 1998 Orange County Median Income Limits:
Income
Level
1 person
household
2 person
household
3 person
household
4 person
household
5 person
household
6 person
household
7 person
household
8 person
household
Very Low
$23,050
S26,300
$29,600
$32,900
$35,550
S38,150
$40,800
$43,450
Lower
$31,700
$36,250
$40,750
$45,300
$48,900
$52,550
$56,150
$59,800
Median
S46,050
$52,650
$59,200
$65,800
S71,050
$76,350
$81,600
$86,850
Moderate
$55,250
$63,150
$71,050
S78,950
$85,250
S91,600
$97,900
$104,200
2. Calculation of Affordable Housing Cost:
"Affordable Housing Cost" for the purposes of the Declaration of Conditions, Covenants
and Restrictions is that purchase price which would result in monthly housing costs which do not
exceed the product of one -twelfth (1/12) of thirty-five percent (35%) times one hundred ten percent
(110%) of Orange County median income adjusted for family size appropriate for the house.
Family size appropriate to the unit is defined as 3 persons for a two bedroom house and 4 persons
for a three bedroom house. In the event that the Low or Moderate Income Household purchasing
the Property earns between One Hundred Ten Percent and One Hundred Twenty Percent of Orange
County median income, the purchase price may be higher than the foregoing formula, so long as
monthly housing costs do not exceed Thirty -Five Percent (35 %) of the gross income of the
purchaser of the Property.
571890.3\Jgoetz\22782.0001
06/10/98 -7-
L
•
The following is a worksheet of how to calculate Affordable Housing Cost:
For a two bedroom house, monthly housing costs may not exceed 1 / 12 of 35 % x 110 % of
Orange County Median Income for a family of 3 (currently $59,200), or $1899.33.
For a three bedroom house, monthly housing costs may not exceed 1 / 12 of 35 % x 110 % of
Orange County Median Income for a family of 4 (currently $65,800), or $2,111.08.
Monthly Housing Costs include:
a. Mortgage Principal and Interest -
b. Private Mortgage Insurance
C. Property Taxes
d. Fire/Casualty Insurance
e. Property Maintenance
f. Utilities Allowance
g. Homeowner's Association Fees
571890.3Ugoetz\22782.0001
06/10/98 -8-
•
•
Example No. 1: Two Bedroom House
For example, in the following situation, for a 2 bedroom House, assuming a 7 % interest rate and
the following monthly costs, based on 1998 Orange County median income figures, the maximum
loan amount would be $221,553:
a. Mortgage Principal and Interest
$ 1,474
b. Private Mortgage Insurance $ 90
C. Property Taxes $ 200
d. Fire/Casualty Insurance (included in HOA) $ 0
e. Property Maintenance (included in HOA) $ 0
f. Utilities Allowance $ 35
g. Homeowner's Association 100
TOTAL: $ 1,899
In the above situation, if the Purchaser makes a down payment of $10,000, the maximum purchase
price would be $231,553. These figures are for illustration only, and are subject to change based
on current Orange County median income figures, and actual mortgage interest rates, private
mortgage insurance premiums, property taxes, utilities costs, and homeowners' association dues.
In addition, for any Purchaser whose income falls within the following guidelines based on
1998 Orange County median -income figures, affordable housing cost may exceed the above numbers,
as long as it does not exceed 35 percent of the gross income of the household:
• 1 person households whose income is between $50,655 and $55,250
• 2 person households whose income is between $57,915 and $63,150
• 3 person households whose income is between $65,120 and $71,050
• 4 person households whose income is between $72,380 and $78,950
• 5 person households whose income is between $78,155 and $85,250
• 6 person households whose income is between $83,985 and $91,600
• 7 person households whose income is between $89,760 and $97,900
• 8 person households whose income is between $95,535 and $104,200
571890.3\Jgoetz\22782.0001
06/10/98 -9-
Example No. 2: Three Bedroom House
For example, in the following situation, for a 3 bedroom House, assuming a 7 % interest rate and
the following monthly costs, based on 1998 Orange County median income figures, the maximum
loan amount would be $248,158.
a. Mortgage Principal and Interest $ 1,651
b. Private Mortgage Insurance $ 90
C. Property Taxes $ 225
d. Fire/Casualty Insurance (included in HOA) $ 0
e. Property Maintenance (included in HOA) $ 0
f. Utilities Allowance $ 45
g. Homeowner's Association 100
TOTAL: $ 2,111
In the above situation, if the Purchaser makes a down payment of $10,000, the maximum purchase
price would be $258,158. These figures are for illustration only, and are subject to change based
on current Orange County median income figures, and actual mortgage interest rates, private
mortgage insurance premiums, property taxes, utilities costs, and homeowners' association dues.
In addition, for any Purchaser whose income falls within the following guidelines based on
1998 median income figures, affordable housing cost may exceed the above numbers, as long as it
does not exceed 35 percent of the gross income of the household:
• 1 person households whose income is between $50,655 and $55,250
• 2 person households whose income is between $57,915 and $63,150
• 3 person households whose income is between $65,120 and $71,050
• 4 person households whose income is between $72,380 and $78,950
• 5 person households whose income is between $78,155 and $85,250
• 6 person households whose income is between $83,985 and $91,600
7 person households whose income is between $89,760 and $97,900
8 person households whose income is between $95,535 and $104,200
571890.3Ugoetz\22782.0001
06/10/98 -10-
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SITE PLAN
COURTYARD TOWNHOMES
N 0
L L T 3 E A C L I F P M A 3 T E R
P L A N
HUNTINGTON BEACH. CAI.IFORNIA
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0 •
SUMMARY OF AFFORDABLE HOUSING
IN HOLLY SEACLIFF
Total Market Affordable
Project Name Units Rate Units Units Developer
Approved Projects
1 Belmont
98
98
-
PLC
2 Bluffs
85
85
-
Polygon/Manning Homes
3 Cape Ann
146
-
146
John Laing Homes
4 Greystone Keys
150
127
23
Greystone Homes
5 Lyon Shores
90
90
-
Wm. Lyon Homes
6 Pacific Landing
29
24
5
Heritage Communities
7 Port Ivy
83
83
-
Taylor Woodrow
8 Promenade
80
-
80
The Olson Co.
9 Riviera
101
101
-
Shea Homes
10 Sandpiper
81
81
-
Rielly Homes
11 Sea Country
63
63
-
SeaCountry Homes
12 St. Augustine
71
71
-
Christopher Homes
13 Turnberry
79
79
-
Polygon
14 Westport
126
126
-
Lennar Homes
254y
Future Projects
15 Cove
150
150
-
PLC
16 Greenbriar
80
80
-
PLC
17 Holmby Place
164
164
-
PLC
18 Montecito
100
100
- J
PLC
19 Seacliff Village
165
85
25
Shea
1
20 Miscellaneous
40
-
40
PLC
HoAlly Seacl�ffTotal m 1,981h ., _. _,._ k 319
AFFORDABLE REQUIREMENT
OF 15% OF 1,981 TOTAL UNITS = 297
Community Development Dept. 4/17/98
(8) • 07/06/98 - Council/A&cy Agenda - Page 8
E-6. (City Council) Approve Supplemental Agreement No. 1 - Pavement Coatings
Company - For Slurry Sealing Of Residential Streets - MSC-396 (600.90) - 1.
Approve and authorize execution of Supplemental Amendment No. 1 thereby employing
the services of Pavement Coatings Company for a third and final year - "Supplemental
Agreement No. 1 to the City Funded Construction Contract Between the City of
Huntington Beach and Pavement Coatings Co. for the Application of Emulsion Aggregate
on Slurry Seal, Including the Application of Weed Control Herbicide, Removal and
Replacement of Asphalt Patching and Skin Patching on Various City Streets" and 2.
Authorize a project budget of $296,306 to cover contract costs of $257,306, a change
order budget of $26,000 and incidental expenditures not to exceed $13,000. Submitted
by the Acting Director of Public Works.
[Approved 7-01
E-7. (City Council) Approve Plans And Specifications And Authorize Advertisement_ Of
The Beach Boulevard Waterline Crossings Proiect, PN 17044 - Approve Sample
Contract (600.75) -1. Approve plans and specifications and authorize the Acting
Director of Public Works to solicit bids for construction of the Beach Boulevard Waterline
Crossings Project, PN 17044 and 2. Approve the attached sample contract subject to
award of contract to the lowest responsible/responsive bidder. Submitted by the Actinq
Director of Public Works.
[Approved 7-07
E-8. (City Council) Affordable Housing Covenant For The Olson Company Proiect (The
Promenade) - (Declaration Of Conditions, Covenants And Restrictions. For
Property) Between City And The Promenade At Seagate, L.L.C. (Limited Liability
Company) - Northwest And Southwest Corners Of Main Street And Promenade
(600.10) - Approve and authorize execution of the affordable housing covenant
(Declaration of Conditions, Covenants and Restrictions) for the Olson Company Project
(The Promenade) by the Mayor and City Clerk and direct the City Clerk to record with
the Orange County Recorder. Submitted by the Community Development Director.
[Approved 7-01
E-9. (City Council) Approve Acquisition In Fee Of Property And Acceptance Of Grant
Deed For Ellis Avenue Right -Of -Way Widening - Approval Of Escrow Instructions -
Terry Canavello - APN #157-341-09 - Beach Boulevard And Patterson Street
(650.20) -1. Approve the acquisition in fee of APN #157-341-09, approve the escrow
instructions and authorize the Deputy City Administrator -Administrative Services
Director to execute; 2. Accept the grant deed from Terry A. Canavello as trustee of
Terry Canavello Living Trust for the parcel described; and 3. Authorize acceptance by
the City Clerk with recording to follow through indicated escrow. Submitted by the
Deputy City Administrator -Administrative Services Director.
[Approved 7-01
E-10. (City Council) Adopt Resolution No. 98-19 - Adopts Revised Conflict Of Interest
Code Pertaining To Designated Employees And Officials (630.60) - Adopt
Resolution No. 98-19 - "A Resolution of the City Council of the City of Huntington
Beach, California Amending Its Conflict of Interest Code." Submitted by the City
Attorney. (See Agenda Item G-2A.)
[Adopted 7-01
(8)
;,"le CITY OF HUNTINGTON BEACH
2000 MAIN STREET CALIFORNIA 92648
OFFICE OF THE CITY CLERK
CONNIE BROCKWAY
CITY CLERK
LETTER OF TRANSMITTAL OF ITEM APPROVED BY THE CITY COUNCIL/
REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH
DATE: �T ,1/, / Z, / ct 9 S
TO: 7-he- G /son C ,, ATTENTION:
Name
-? o / o o / a/ ,�� n -r1j �Q �-.� w u •-� DEPARTMENT:
Street .0
�2�,-R Z--� REGARDING:
City, State, Zip 9 '--�-i •f v C
See Attached Action Agenda Item E — Y Date of Approval ") L 9 F
Enclosed For Your Records Is An Executed Copy Of The Above Referenced Agenda Item.
Remarks:
C� n 2f-c;) <_k 4-
7
Connie Brockway
City Clerk _
Attachments: Action Agenda Page Agreement v,/ Bonds Insurance
RCA Deed Other
CC: �1Y1 . ,�,c /id-�,
G D.D
t/
Name
Department
RCA
Name
Department
RCA
Name
Department
RCA
Name
Department
RCA
Risk Management Dept.
Agreement Insurance Other
Agreement Insurance Other
Agreement Insurance Other
Agreement Insurance Other
Insurance
GTollowup/coverltr
Received by Name - Company Name - Date
1 Telephone: 714-536-5227 )
IliDf7
Council/Agency Meeting Held:/ 7/9?
Deferred/Continued to: W2•
Approved ❑ Conditionally Approved ❑ Denied City Clerl s Signature
Council Meeting Date: November 17, 1997
Department ID Number: CD 97-59
CITY OF HUNTINGTON BEACH
REQUEST FOR COUNCIL ACTION
SUBMITTED TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
SUBMITTED BY:
PREPARED BY:
RAY SILVER, Acting City Administrator 419�
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MELANIE S. FALLON, Community Development Director %Z44- .
SUBJECT: Consent For Pending Sale of the Residential Project Beach
Terraces in the Holly Seacliff Development Agreement Area
Statement of Issue, Funding Source, Recommended Action, Alternative Action(s), Analysis, Environmental Status,
Attachment(s)
Statement of Issue:
Transmitted for your consideration is a request by PLC for the City Council to provide consent to
the pending sale of the residential project Beach Terraces (an 80 unit condominium project at
Main and Promenade) to The Promenade at Seagate, LLC (The Olson Company).. The project is
subject to the Holly Seacliff Development Agreement and has been approved by the Planning
Commission. Section 4.2 of the Holly Seacliff Development Agreement requires the City to
provide consent to the sale of the properties covered by the Development Agreement if the sale
is to a party not affiliated with the Developer and if all public improvements have not been
completed. Staff has performed due diligence regarding the pending sale of this property and
recommends that the City Council provide consent to the sale of the property to The Promenade
at Seagate, LLC.
Funding Source: Not applicable.
Recommended Action:
Motion to:
1. "Pursuant to Section 4.2 of the Holly Seacliff Development Agreement, approve the request by
PLC for the City Council to provide consent for the pending sale of the property known as Beach
Terraces to The Promenade at Seagate, LLC; and
2. Authorize the Mayor to execute the Certificate of Consent to the Sale of Property and the
Assumption of Rights Duties and Obligations."
REQUEST FOR COUNCIL ACAN
MEETING DATE: November 17, 1997 DEPARTMENT ID NUMBER: CD 97-59
Alternative Action:
The City Council may make the following alternative motion:
"Continue the request for consent for the pending sale of the property known as
Beach Terraces in the Holly Seacliff Development Agreement area and direct staff
accordingly."
Anal:
A. PROJECT PROPOSAL:
Applicant: PLC
Location: Approximately 6 acres located at Main Street and Promenade
Parkway
B. BACKGROUND:
On November 5, 1990, the City Council adopted the Holly Seacliff Development Agreement
for the properties owned by Pacific Coast Homes and other Chevron Land and Development
Company subsidiaries in the Holly Seacliff area. The Development Agreement requires the
Developer to provide numerous public improvements. To date, the Developer is in
compliance with the terms of the Development Agreement as determined by the annual
compliance reports reviewed by the Planning Commission and the City Council. The most
recent report, for 1996, was approved by the Planning Commission on March 25, 1997 and
the City Council on May 5, 1997.
On May 6, 1996 the City Council approved the consent for the pending sale of approximately
383 acres of property governed by the Development Agreement to PLC. The subject
property was included in the 383 acre total.
C. STAFF ANALYSIS AND RECOMMENDATION:
PLC has entered into a purchase and sale agreement with The Promenade at Seagate, LLC
(The Olson Company) for the sale of the Beach Terraces project (Attachment No. 1). The
property is located in the Holly Seacliff Development Agreement area. Pursuant to Section
4.2 of the Holly Seacliff Development Agreement, the City Council must provide consent
prior to the sale or transfer of properties to buyers not affiliated with the Developer.
CD97-59.DOC -2- 10/30/97 4:49 PM
REQUEST FOR COUNCIL ACTION
MEETING DATE: November 17, 1997 DEPARTMENT ID NUMBER: CD 97-59
The subject property is currently vacant and was approved for 80 attached condominium
units on October 28, 1997 by the Planning Commission. Construction activities are expected
to begin in November.
The letter from PLC indicates that PLC will generally retain responsibility for the obligations
of the Development Agreement. The buyer would be responsible for items such as
undergrounding utilities at time of development, payment of certain fees and maintenance of
perimeter landscaping. The Fire Department does not have any concerns regarding sale of
the property; PLC will retain the obligation of Paramedic reimbursements and Fire Station
construction costs. The annual paramedic payment has been paid in full.
All conditions of approval for the project remain in effect. These conditions include
compliance with infrastructure improvements and planting of the windrow area. The project
will be used to meet part of the Holly Seacliff affordable housing requirement, and all 80 units
will be restricted to households earning not more than 120 percent of the County median
income.
The City Attorney has determined that all of the obligations of the development agreement
run with the land covered by the development agreement. The City Attorney has prepared a
Certificate of Consent Agreement (Attachment No. 4) which has been signed by the seller,
the buyer; the Certificate will be signed by the City if the consent request is approved.
Staff recommends that the City Council provide consent to the sale of the subject property
and authorize the Mayor to execute the Certificate of Consent. There are no outstanding
public improvement issues related to the property, and the terms of the Development
Agreement will be fulfilled.
Envir nmental Status:
The Holly Seacliff Development Agreement No. 90-1 is covered by Final Environmental
Impact Report No. 89-1 which was certified by the City Council on January 8, 1990. No
additional environmental review is necessary. Staff has prepared a mitigation measure
compliance matrix for Final Environmental Impact Report No. 89-1 which requires the
Developer to complete necessary studies and complete the requirements of the studies prior
to development.
CD97-59.DOC -3- 10/30/97 4:49 PM
REQUEST FOR COUNCIL ACTIN
MEETING DATE: November 17, 1997 DEPARTMENT ID NUMBER: CD 97-59
Attachment(sl:
2
3
4
Vicinity Map
Letter from PLC dated October 15, 1997
Conditional Use Permit No. 97-59 Conditions of Approval
Certificate of Consent Agreement.
CD97-59.DOC -4- 10/30/97 4:49 PM
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HUNTINGTON BEACH
VICINITY MAP
CUP 97-59
D
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October 15, 1997
Ms. Melanie Fallon, Director
Community Development Department
2000 Main Street
Huntington Beach, CA 92648
Subject: Request for City's Consent to Sale of Property
Holly Seacliff Development Agreement No. 90-1
Beach Terrace Residential Project; APN 159-311-23, 159-471-01-05
Dear Melanie:
PLC has entered into an agreement to sell the above property, located northwest of Main Street and
north of Garfield Avenue to The Olson Company. In accordance with Section 4.2 of Development
Agreement No. 90-1, we are formally requesting the City's consent to this sale.
The property is proposed to be used to partially satisfy PLC's obligation to provide moderate income
housing within the Holly Seacliff Specific Plan area. Similar to other approved sales of development
agreement properties, PLC will retain the obligations for installation of offsite improvements to serve
this property in accordance with the development agreement. In addition, this property will be eligible
to utilize PLC's credits for park dedication, traffic impact fees and water capital facilities fees payable
at the time of development, subject to PLC's approval.
I have attached an information form including a legal description of the property to be sold and
pertinent entitlement information. Also attached is an exhibit clarifying development agreement rights,
duties and obligations between PLC and The Olson Company for attachment to the Certificate of
Consent to be prepared by the City Attorney's Office. Please let me know if there is any other
information you need. We would like to have this scheduled for the first City Council meeting in
December, if possible.
Very truly yours,
William D. Holman
Planning & Government Relations.
Encl. Information Form and Legal Description
cc: Mary Beth Broeren
Paul D'Alessandro
Graham Jones
PLC Land Company 23 Corporate Plaza, Suite 250 714. 721. 9777 Telephone
Newport Beach, California 92660 714.729. 1214 facsimile
N
•
Huntington Beach Planning Commission
P.O. BOX 190 CALIFORNIA 92648
October 31, 1997
The Olson Company
3010 Old Ranch Parkway, Suite 400
Seal Beach, CA 90740
SUBJECT: CONDITIONAL USE PERMIT NO.97-59 (Beach Terraces Residential
Project)
PROPERTY
OWNER: PLC, 23 Corporate Plaza, Ste. 250, Newport Beach, CA 92660
REQUEST:. To permit the construction of 80 condominium units on two parcels.
LOCATION: Northwest and Southwest Corners of Main Street and Promenade Parkway
DATE OF
ACTION: October 28, 1997
Your application was acted upon by the Planning Commission of the City of Huntington Beach
on October 28, 1997, and your request was Conditionally Approved. Attached to this letter are
the Findings and Conditions of Approval for this application.
Please be advised that the Planning Commission reviews the conceptual plan as a basic request
for entitlement of the use applied for and there may be additional requirements prior to
commencement of the project. It is recommended that you immediately pursue completion of
the conditions of approval and address all requirements of the Huntington Beach Zoning and
Subdivision Ordinance in order to expedite the processing/completion of your total application.
The conceptual plan should not be construed as a precise plan reflecting conformance to all
Zoning and Subdivision Ordinance requirements.
(97CL1028-11)
Under the provisions of the Huntington Beach Zoning and Subdivision Ordinance, the action
taken by the Planning Commission becomes final at the expiration of the appeal period. A
person desiring to appeal the decision shall file a written notice of appeal to the City Clerk within
ten calendar days of the date of the Planning Commission's action. The notice of appeal shall
include the name and address of the appellant, the decision being appealed, and the grounds.for.
the appeal; it shall also be accompanied by a filing fee. The appeal fee is $500.00 for a single
family dwelling property owner appealing the decision on his/her own property. The appeal fee
is $1,200.00 for all other appeals.
In your case, the last day for filing an appeal and paying the filing fee is November 7, 1997.
Provisions of the Huntington Beach Zoning and Subdivision Ordinance are such that any
application becomes null and void one (1) year after final approval, unless actual construction
has started.
If there are any further questions, please contact Mary Beth Broeren, Senior Planner at
(714) 536-5271.
Sincerely,
Howard Zelefsky, Secretary
Planning Commission
by:
Mary Beth Broeren
Senior Planner
xc: Property Owner
Attachment: Findings and Conditions of Approval
(97CL1028-12)
FINDINGS FOR APPROVAL - CONDITIONAL USE PERMIT NO 97-59•
1. Conditional Use Permit No. 97-59 for the establishment, maintenance and operation of the 80
unit condominium project will not be detrimental to the general welfare of persons working
or residing in the vicinity or detrimental to the value of the property and improvements in the
neighborhood. The proposed grading, site layout and design of the project properly adapts
the proposed structures to street, driveways, and other adjacent structures and uses in a
harmonious manner. Due to site characteristics, such as landscape areas and unit orientation,
there is adequate setback from sidewalks and streets.
2. The conditional use permit will be compatible with surrounding uses all of which are
residential. The project will be directly adjacent to two residential properties. Building
placement and elevations are sensitive to these projects. Compliance with the mitigation
measures of Environmental Impact Report No. 89-1 and code provisions ensure that the
project will be compatible with other area developments.
3. The proposed 80 unit condominium project will comply with the provisions of the base
district and other applicable provisions in the Holly Seacliff Specific Plan and any specific
condition required for the proposed use in the district in which it would be located. The
proposed residential units meet all code provisions, including setbacks, density, open space
and parking. The project will also contribute to the affordable housing requirements of the
Holly Seacliff Specific Plan.
4. The granting of the conditional use permit will not adversely affect the General Plan. It is
consistent with the Land Use Element designation of Residential Medium High Density on
the subject property. In addition, it is consistent with the following goals and policies of the
General Plan:
LU9.1.3: Require that multi -family residential projects be designed to convey a high level
of quality and distinctive neighborhood character as discussed below:
a. Design building elevations treatment to convey the visual character of individual
units rather than a singular building mass and volumes.
c. Include separate and well-defined entries to convey the visual character of
individual identity for each residential unit, which may be accessed from exterior
facades, interior courtyards, and /or common areas.
e. Include an adequate landscape setback along the street frontage that is integrated
with abutting sidewalks and provides continuity throughout the neighborhood.
(97CL 1028-13)
5. The project is in compliance with the mitigation measures for Environmental Impact Report
No. 89-1, including the Windrow Tree Replacement Mitigation Implementation Plan.
CONDITIONS OF APPROVAL - CONDITIONAL USE PERMIT NO 97-59•
1. The site plan dated September 29, 1997 and floor plans and elevations dated September 5,
1997 shall be the conceptually approved layout with the following modifications:
a. Parking lot striping detail shall comply with the Huntington Beach Ordinance Code and
Title 24, California Administrative Code. (Code Requirement)
b. Depict all utility apparatus, such as but not limited to back flow devices and Edison
transformers on the site plan. Utility meters shall be screened from view from public
rights -of -way. Electric transformers in a required front or street side yard shall be
enclosed in subsurface vaults. Backflow prevention devices shall be prohibited in the
front yard setback and shall be screened from view. (Code Requirement)
c. All exterior mechanical equipment shall be screened from view on all sides. Rooftop
mechanical equipment shall be setback 15 feet from the exterior edges of the building.
Equipment to be screened includes, but is not limited to, heating, air conditioning,
refrigeration equipment, plumbing lines, ductwork and transformers. Said screening shall
be architecturally compatible with the building in terms of materials and colors. If
screening is not designed specifically into the building, a rooftop mechanical equipment
plan showing screening must be submitted for review and approval with the application
for building permit(s). (Code Requirement)
d. Depict all gas meters, water meters, electrical panels, air conditioning units, mailbox
facilities and similar items on the site plan and elevations. If located on a building, they
shall be architecturally designed into the building to appear as part of the building. They
shall be architecturally compatible with the building and non -obtrusive, not interfere with
sidewalk areas and comply with required setbacks.
e. If outdoor lighting is included, energy saving lamps shall be used. All outside lighting
shall be directed to prevent "spillage" onto adjacent properties and shall be shown on the
site plan and elevations.
2. Prior to submittal for building permits, the following shall be completed:
a. Zoning entitlement conditions of approval shall be printed verbatim on the cover page of
all the working drawing sets used for issuance of building permits (architectural,
structural, electrical, mechanical and plumbing).
b. Names of streets shall be submitted to and approved by the Huntington Beach Fire
Department in accordance with City Specification No. 429. (FD)
(97CL1028-14)
c. Submit three (3) copies of the site plan and the processing fee to the Planning Division
for addressing purposes after street name approval by the Fire Department.
d. All Fire Department requirements shall be noted on the building plans. (FD).
e. Residential type structures. on the subject property shall be constructed in compliance
with the State acoustical standards set forth for units that lie within the 60 CNEL contours
of the property. Evidence of compliance shall consist of submittal of an acoustical
analysis report and plans, prepared under the supervision of a person experienced in the
field of acoustical engineering, with the application for building permit(s). (Code
Requirement)
f. A detailed soils analysis shall be prepared by a registered Soils Engineer and submitted
with the building permit application. This analysis shall include on -site soil sampling and
laboratory testing of materials to provide detailed recommendations regarding: grading,
foundations, retaining walls, streets, utilities, and chemical and fill properties of
underground items including buried pipe and concrete and the protection thereof. (Code
Requirement)
g. Floor plans shall depict natural gas and/or 220V electrical shall be stubbed in at the
location of clothes dryers; natural gas shall be stubbed in at the locations of cooking
facilities, water heaters and central heating units.
h. I A Parking Management Plan shall be submitted for review and approval by the
Community Development Department which identifies open parking spaces designated
for each unit and open parking spaces designated for guests, such plan shall be
incorporated into the CC&Rs..
3. Prior to issuance of grading permits, the following shall be completed:
a. A grading plan, prepared by a Registered Civil Engineer, shall be submitted to the
Department of Public Works for review and approval.
b. In accordance with NPDES requirements, a "Water Quality Management Plan" shall be
prepared by a Civil or Environmental Engineer. (PV)
c. Blockwall/fencing plans shall be submitted to and approved by the Department of
Community Development. Double walls shall be prohibited. Prior to the construction of
an.y new walls, a plan must be submitted identifying the removal of any existing walls
next to the new walls, and shall include approval by property owners of adjacent
properties if existing walls are to be removed or modified. The plans shall include
section drawings, a site plan and elevations. The plans shall identify materials, seep holes
and drainage.
(97CL1028-15)
i
4. Prior to issuance of building permits, the following shall be completed:
a. Submit copy of the revised site plan, floor plans and elevations pursuant to Condition No.
1 for review and approval and inclusion in the entitlement file to the Department of
Community Development.
b. The Final Map No. 15520 shall be accepted by the City Council, recorded with the
Orange County Recorder and a copy filed with the Department of Community
Development prior to permit issuance for units on the southerly parcel. (Code
Requirement)
c. A Lot Line Adjustment for the landscape easement on the northerly parcel shall be
submitted by the developer and shall be approved by the City of Huntington Beach and
recorded with the County of Orange prior to permit issuance for units on the northerly
parcel.
d. A Landscape Construction Set must be submitted to the Department of Public Works and
approved by the Departments of Public Works and Community Development. The
Landscape Construction Set shall include a landscape plan prepared and signed by a State
Licensed Landscape Architect which identifies the location, type, size and quantity of all
existing plant materials to remain, existing plant materials to be removed and proposed
plant materials; an irrigation plan; a grading plan; an approved site plan and a copy of the
entitlement conditions of approval. (PW) (Code Requirement)
e. A grading permit shall be issued by the Department of Public Works.
f. Submit gated entryway (access control devices) plans to the Department of Community
Development. The gated entryway shall comply with Fire Department Standard No. 403.
Prior to the installation of any gates, such plan shall be reviewed and approved by the
Community Development, Fire and Public Works Departments.
g. A Temporary Use Permit for the model home sales complex shall be submitted by the
developer and shall be approved by the Zoning Administrator. (Code Requirement)
h. The developer shall.submit an affordable housing covenant for the entire project
designating the project as affordable for 30 years per the Affordable Housing Plan for
Holly Seacliff. The covenants shall be approved by the City Council and recorded with
the County of Orange prior to final building inspection and approval of the first
residential unit. All sales prices and buyers shall be pre -approved by the Community
Development Department.
(97CL 1028-16)
i. CC&Rs shall be submitted to the Department of Community Development and approved
by the City Attorney. The CC&Rs shall reflect the common property, maintenance of all
walls and common landscape area, including the Transportation Corridor and the
Windrow Replacement Area, by the Homeowners Association and shall reflect the
Parking Management Plan. The CC&Rs must be in recordable form.
5. Prior to combustible construction, four (4) fire hydrants shall be installed. Shop drawings
shall be submitted to the Public Works Department and approved by the Fire Department
prior to installation. (FD)
6. During construction, the applicant shall:
a. Use water trucks or sprinkler systems in all areas where vehicles travel to keep damp
enough to prevent dust raised when leaving the site:
b. Wet down areas in the late morning and after work is completed for the day;
c. Use low sulfur fuel (.05%) by weight for construction equipment;.
d. Attempt to phase and schedule construction activities to avoid high ozone days (first
stage smog alerts);
e. Discontinue construction during second stage smog alerts.
7. Prior to final building permit inspection and approval of the first residential unit, the
following shall be completed:
a. The developer shall submit a composite utility plan, showing water system improvements
and all other underground utilities (existing and proposed) to each structure. The plan
shall include driveway locations and identify irrigation areas, including stationed service
connections for water and sewer to each building, public and private fire hydrants, valves,
and other appurtenances in accordance with applicable Uniform Plumbing Code, City
Ordinances, Public Works standards and Water Division Design Criteria. This plan shall
be approved by the Public Works Water Division prior to any construction. (PW)
b. Backflow protection is required and shall be installed per the Huntington Beach Water
Division Standard Plans for irrigation and fire suppression water services. All backflow
devices shall be painted to match surrounding aesthetics, and be screened from view to
the satisfaction of the City of Huntington Beach Fire Department, Landscape Architect
and Water Division. The markings indicating the size, model number and serial number
shall be affixed to the body of the backflow device and must remain visible after painting.
(PW)
c. The separation of water, sewer, reclaimed and dry utilities must meet the requirements of
the State Health Department as interpreted by the City of Huntington Beach. (PW)
(97CL1028-17)
0 •
d. If the development is gated, the Water Operations Department shall be issued keys to all
Knox Boxes to insure continuous access to facilities. (PW)
e. Water system service taps shall be per the City of Huntington Beach Water Division
Standards (minimum four foot separation same side, two .foot opposite sides). (PVC
f. Public water lines shall be located within paved travel_lanes only. Turfblock or other
landscape support surfaces are not acceptable. (PW)
g. The developer shall submit an updated water system model and calculations to verify
service pressures, system velocities, fire flows, etc., and to ensure proper water main size
no later than the first plan check submittal. (PW)
h. All improvements to the property shall be completed in accordance with the approved
plans and conditions of approval specified herein, including:
1) Any existing overhead utilities shall be undergrounded. (PW)
2) The developer shall design and submit plans for approval to construct Main St.
improvements (both sides of street) from south of Huntington Street to Clay Avenue,
as specified in Development Agreement No. 90-1. (PW)
3) Fire lanes will be designated and posted to comply with City Specification No. 415.
(FD)
4) Address numbers will be installed to comply with City Specification No. 428.
Individual units will be sized a minimum of four (4) inches with a brush stroke of
one-half (1/2) inch. (FD)
5) Fire access roads shall be provided in compliance with the Huntington Beach Fire
Code and City Specification #401. Include the circulation plan and dimensions of
all access roads. (FD)
6) Automatic fire sprinkler systems shall be installed throughout to comply with
Huntington Beach Fire Department and Uniform Building Code Standards. Shop
drawings shall be submitted to and approved by the Fire Department prior to
installation. (FD)
7) Improvements, including landscaping and trail, shall be installed in the
Transportation Corridor between Promenade Parkway and Main Street and in' the
Windrow Area. (PW)
i. Compliance with all conditions of approval specified herein shall be accomplished and
verified by the Community Development Department. .
(97CL1028-18)
• . .0
j. All building spoils, such as unusable lumber, wire, pipe, and other surplus or unusable
material, shall be disposed of at an off -site facility equipped to handle them.
k. The project will comply with all provisions of the Huntington Beach Fire Code and City
Specification Nos. 422 and 431 for the abandonment of oil wells and site restoration.
(FD)
1. The project will comply will all provisions of Huntington Beach Municipal Code Title
17.04.085 and City Specification No. 429 for new construction within the methane gas
overlay districts. (FD)
8. The project shall comply with the following:
a. Service roads and fire access lanes, as determined by the Fire Department, shall be posted
and marked. (FD)
b. Service roads and fire access lanes shall be maintained. If fire lane violations occur and
the services of the Fire Department are required, the applicant will be liable for expenses
incurred. (FD)
c. Conditions of Approval for Tentative Tract No. 14661 and Tentative Tract No. 14662,
with the exception of Condition Nos. 3.b.1-8., 3.c., 3f, 3h, and 5 of Tentative Tract No.
14661 and Condition Nos. La., 3.e. and 5 of Tentative Tract No. 14662.
d. Windrow Tree Replacement Mitigation Implementation Plan dated April 28, 1994.
e. The Conceptual Landscape Plan, dated October 16, 1997, which depicts fencing and
includes maintaining wrought iron fence where designated for sight visibility into project
area landscaping.
9. The Community Development Director ensures that all conditions of approval herein are
complied with. The Community Development Director shall be notified in writing if any
changes to the site plan, elevations and floor plans are proposed as a result of the plan check
process. Building permits shall not be issued until the Community Development Director has
reviewed and approved the proposed changes for conformance with the intent of the Planning
Commission's action and the conditions herein. If the proposed changes are of a substantial
nature, an amendment to the original entitlement reviewed by the Planning Commission may
be required pursuant to the HBZSO.
1. Conditional Use Permit No. 97-59 shall not become effective until the ten day appeal period
has elapsed.
(97CL 1028-19)
2. Conditional Use Permit No. 97-59 shall become null and void unless exercised within one
year of the date of final approval or such extension of time as may be granted by the
Director pursuant to a written request submitted to the Department of Community
Development a minimum 30 days prior to the expiration date.
3. The Planning Commission reserves the right to revoke Conditional Use Permit No. 97-59,
pursuant to a public hearing for revocation, if any violation of these conditions or the
Huntington Beach Zoning and Subdivision Ordinance. or Municipal Code occurs.
4. All applicable Public Works fees shall be paid.
5. Traffic Impact Fees shall be paid, or accrued credits assigned, at the time of final inspection
or issuance of a Certificate of Occupancy. (PV)
6. An encroachment permit shall be required for all work within the right-of-way. (PW)
7. Park and Recreation fees shall be paid, or accrued credits assigned, prior to issuance of
building permits.
8. State -mandated school impact fees, or such fees as have been agreed to by the applicant and
the school districts, shall be paid prior to issuance of building permits.
9. The development shall comply with all applicable provisions of the Municipal Code,
Building Division, and Fire Department as well as applicable local, State and Federal Fire
Codes, Ordinances, and standards, except as noted herein.
10. Construction shall be limited to Monday - Saturday 7:00 AM to 8:00 PM. Construction
shall be prohibited Sundays and Federal holidays.
11. The applicant shall submit a check in the amount of $38.00 for the posting of the Notice
of Exemption at the County of Orange Clerk's Office. The check shall be made out to
the County of Orange and submitted to the Department of Community Development
within two (2) days of the Planning Commission's action.
(97CL1028-20)
LJ
CITY OF HUNTINGTON BEACH
2000 MAIN STREET
OFFICE OF THE CITY CLERK
CONNIE BROCKWAY
CITY CLERK
November 20, 1997
Gary L. Granville, County Clerk -Recorder
P. O. Box 238
Santa Ana, CA 92702
CALIFORNIA 92648
Enclosed please find a Certificate Of Consent To The Sale Of Property And The
Assumption Of Rights, Duties And Obligations By And Between The City Of Huntington
Beach, The Promedade At Seagate, L.L.C., and PLC to be recorded and returned to
the City of Huntington Beach, Office of the City Clerk, 2000 Main Street, Huntington
Beach, CA 92648.
Please return a conformed copy of the Consent To Sale when recorded and return to
this office in the enclosed self-addressed stamped envelope.
1
Connie Brockway, CIVIC
City Clerk
Enclosures
g:\followup\deedltr:Promenade At Seagate L.L.C. & PLC
G:\fb11oNvup\deed1tr:Bridges America:jc
(Telephone: 714.536.5227 )
•
Recording requested by, and
when recorded, mail to:
City of Huntington Beach
2000 Main Street
Huntington Beach, CA 92648
Attn: City Clerk
Recoroe❑ in the county or orange, caiirornia
Gary L. Granville, Clerk/Recorder
,���������������������������������������������������������������� No Fee
005 2005388 029990603898 09;31am 11124197
C34 14 6.00 39.00 0.00 0.00 0.00 0.00
CERTIFICATE OF CONSENT TO THE SALE OF PROPERTY AND
THE ASSUMPTION OF RIGHTS, DUTIES AND OBLIGATIONS
BY AND BETWEEN THE CITY OF HUNTINGTON BEACH,
THE PROMENADE AT SEAGATE, L.L.C., AND PLC
WHEREAS, on November 14, 1990, Development Agreement No. 90-1 (Agreement) by l
and between the City of Huntington Beach, a municipal corporation ("City"), and Pacific Coast c(
Homes, a California corporation, and Garfield Partners, a California corporation, was recorded in
the Official Records of Orange County, California as Document No. 90-599766; and
Portions of the property covered by the Agreement were thereafter sold to PLC, a
California general partnership (hereinafter, "Developer"), and a portion to MS Vickers II, L.L.C.,
a Delaware limited liability company along with an assignment of the rights, duties and
obligations under the Agreement; and
Developer wishes to sell a portion of the Property, as described in the legal description
and sketch attached hereto as Exhibits "A-l" and "A-2," respectively, taffba Ibawfi&14 solely for the
Seagate, L.L.C., hereinafter referred to as the "Buyer"; and official business of the City
of Huntington beach, as oontem-,
The Agreement provides in part at Paragraph 4.2 that: plated under Govermaent Code
Sec. 6103 and should be recordedN
free of charge.
Prior to making the dedications and improvements required herein, Developer may
'ax Exempt Government _Ag
CITY OF-HUNTINGTON BEACH', assign or transfer the Property in whole or in part with the consent of the City,
Connie Brockway, CMc - uch consent not to be unreasonably withheld. City's consent will not be required if
*UC
ity Cie uch assignment is made to an affiliate of Developer. Any purchaser, assignee or
3y` sferee shall have all of the rights, duties and obligations arising under this
ty City Clerk Agreement insofar as such rights, duties and obligations are applicable to the
Property or portion thereof purchased, assigned or transferred; and
The City is willing to consent to the sale of the Property and to the assignment of the
rights, duties and obligations arising under the Agreement from Developer to Buyer, and Buyer
1 This document is solely for the
4/s:G:4-Agree: Consent: olsoneo official bias,_'ness of the City
RLS 97-842 of H r t ;. r.. �� "s ?�
;<� !� a-i as contem-
8/6/97
Cf rlrit Code
Sec. 6103 and should be recorded
free of char^e.
wishes to memorialize their acknowledgment of all their respective rights, duties and obligations
they shall assume upon the sale of the Property and assignment of the Agreement;
NOW, THEREFORE, the City, Developer and Buyer do hereby agree and acknowledge
as follows:
1. CONSENT TO SALE OF PROPERTY
The City hereby consents to the sale of the Property to Buyer.
2. CONSENT TO ASSIGNMENT
The City hereby consents to the assignment of the rights, duties and obligations
arising under the Agreement from Developer to Buyer, subject to the terms and conditions set
forth herein.
3. ACKNOWLEDGMENT OF RIGHTS. DUTIES AND OBLIGATIONS
The Buyer hereby acknowledges that by accepting this assignment, it accepts all
of the rights, duties and obligations arising under the Agreement insofar as such rights, duties
and obligations are applicable to the Property or portion thereof purchased, assigned or
transferred.
4. INCORPORATION OF EXHIBITS
Attached hereto and incorporated by this referenced as though fully set forth
herein are the following exhibits:
A-1: Legal Description of the Property.
A-2: Sketch of the Property
B. Clarification of Development Agreement Rights and Duties.
5. RELEASE OF DEVELOPER
The City acknowledges that upon acceptance of the assignment of the rights,
duties and obligations under the Agreement by Buyer as provided above, Developer shall have
no further obligations with respect to the Property arising out of any acts, omissions, or events
occurring subsequent to the effective date of the transfer, except for those specific obligations
retained by Developer as identified in Exhibit B and Paragraph 6 below.
6. COMPLETION OF DEVELOPMENT AGREEMENT OBLIGATIONS.
The consent hereby given is expressly conditioned upon the items stated above,
and the completion of all of the following items:
2
4/s: GA -Agree: Consent: olsonco
RLS 97-842
8/6/97
a. All terms and conditions of the Holly Seacliff Development Agreement No. 90-1,
not explicitly defined within Exhibit B shall continue to be the responsibility of PLC; and
b. PLC shall be responsible for construction of all infrastructure in conformance
with pages 20 and 21 of the Holly Seacliff Development Agreement No. 90-1 and further
clarified by PLC in their letter to the City, dated May 7, 1996.
C. The Buyers shall pay the Library Development Fee pursuant to Huntington Beach
City Council Resolution 96-71 for all of their building permits in accordance with Ordinance No.
3344.
IN WITNESS WHEREOF, the parties hereto have executed this Certificate by and
through their authorized officers on the date first above written.
BUYER:
THE PROM ADE AT SEAGATE, L.L.C.
a Calif is smite is ' ' c p
By:
Name: ��G %�(ifGfL U✓�� /
(Type or Print
ATTEST:
Its (circle one) airman of the Board
(ii) President iii) Any Vice President
And
By:
Name: VEwr 6Qoyw— +
(Type or Print)
Its: circl ne i Secretary (ii) Any Assistant Secretary
(iii) Chief Financial Officer (iv) Any Assistant Treasurer
4/s:GA-Agree:Consent:of sonco
RLS 97-842
8/6/97
CITY:
CITY OF HUNTINGTON BEACH
a California municipal corporation
Mayor
City Clerk a/97
APPROVED AS TO FORM:
ttorney
y,. 7 lo,g7
RE I — AND APPROVED:
City Adfrinistrator
INITIATED AND APPROVED:
Director of Co unity Development
SIGNATURES CONTINUED ON NEXT PAGE
3
•
DEVELOPER:
PLC, a California General Partnership
(comprised of PLC Holdings, a California
general Partnership; and T/L Huntington
Beach L.L.C., a Delaware limited liability
company
By: PLC Holdings, a California general
partnership (general partner of PLC)
By: Paclaco, Inc., a California corporation
(general partner of PLC Holdings)
Name: C �►�
(Type or Print)
Its (circle one) (i) Chairman of the Board
(ii) President (iii) An Vice President
And
By:k=�=Z/A�
Name:
(Type or Prmt
Its: (circle one) ((Secreta ii) Any Assistant Secretary:
(iii) Chief Financial Officer (iv) Any Assistant Treasurer
4
4/s: G:4-Agree: Consent: of sonco
RLS 97-842
8/6/97
By: T/L Huntington Beach, L.L.C.
a Delaware limited liability company
(general partner of PLC)
By: Lennar Huntington Beach, Inc.
a California corporation (managing
member of T/L Huntington Beach L.L.C.)
By:
Name: L 0 vv,. '?44A— Kg
(Type or Print)
Its (circle one) (i) Chairman of the Bo
(ii) President (iii) Any ice President
And
By: A�' p
Name: T' tr>° sA- . ?of M"y v\
(Type or Print)
Its circle one) (i) Secretary (ii) ny Assistant
Secret (iii) Chief Financial O tcer tv Any
Assistant Treasurer
CALIFORNIA ALL-PURPOS&CKNOWLEDGMENT •
State of CALIFORNIA
County of ORANGE
On ��/ j� before me, CHRISTELLA G. NOE, NOTARY PUBLIC
Date N e :nFdTieof �r (e.g/'`'ane Doe. Notary Publio
personally appeared 1�.Q%�� a%%� /C� C/rd
Name(s) of Signer(s)
l personally known to me — OR — ❑ proved to me on the basis of satisfactory evidence to be the person(s)
whose name(s) is/are subscribed to the within instrument
and acknowledged to me that he/she/they executed the
same in his/her/their authorized capacity(ies), and that by
his/her/their signature(s) on the instrument the person(s),
CHRISMLAG,NOE or the entity upon behalf of which the person(s) acted,
CommWon# 1018076 executed the instrument.
-� NotayRae —CatlfWW
Omnge
My Comm � 1, IM WITN S hand and official seal.
Signature of N ubllc
OPTIONAL
Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent
fraudulent removal and reattachment of this form to another document.
Description of Attached Document
Title or Type of Document:
Document Date: Number of Pages:
Signer(s) Other Than Named Above:
Capacity(ies) Claimed by Signer(s)
Signer's Name:
FE
El
Individual
Corporate Officer
Title(s):
Partner — ❑ Limited ❑ General
Attorney -in -Fact
Trustee
Guardian or Conservator
Other:
Signer Is Representing:
RIGHT THUMBPRINT
OF SIGNER
Top of thumb here
Signer's Name:
❑ Individual
❑ Corporate Officer
Title(s):
❑ Partner — ❑ Limited ❑ General
❑ Attorney -in -Fact
El Trustee
O Guardian or Conservator -
❑ Other: ITop of thumb here
Signer Is Representing:
0 1994 National Notary Association • 8236 Remmet Ave.. P.O. Box 7184 • Canoga Park, CA 91309.7184 Prod. No. 5907 Reorder. Call Tod -Free 1.800.876.6827
A M E 0
�� SIC
}
STATE OF CALIFORNIA }ss.
COUNTY OF
On hm-e. Le-d 5'j r -7 before me, Roberta M. Kern
personally appeared C X 9 H19A ?M a.�-s
04-114 R /S;-D phl i2 C G S/TS , personally known to me
( to be the person(s) whose name(s) i re
subscribed to the within instrument and acknowledged to me that hhey xecuted the same
in his khw/ ei uthorized capacity(ies), and that by his�P�heirsnature(s) on the instrument the
person(s) or the entity upon behalf of which the person(s) acted, executed the instrument.
WITNESS m nd official seal.
Signature
ROBERTA M. KERN
comm. #1119189
NOTARY PUBLIC - CALIFORNIA
ORANGE COUNTY
My Comm. Expires Dec. 61 2000
(This area for official notarial seal)
Title of Document
Date of Document
Other signatures not acknowledged
No. of Pages ! U
3008 (1/94) (General)
First American Title Insurance Company
CALIFORNIA ALL-PURP02 ACKNOWLEDGMENT •
State of Ca� �-Or K i a
County of Dann z_
On �300lzjmbySL , _LnT 1 before me, �Q� bako�', N)C&AwWa� :&bi I&,
Date Name and Title of Officer (e.g., J ne Doe, Notary Public")
personally appeared 7rcY1 jag6�,S a ha l I tK MZ6 L . pol anyy
Name(s) of Signer(s)
JJS„personally known to me - OR - ❑ proved to me on the basis of satisfactory evidence to be the persor((s�
whose name(D ' ar subscribed to the ithin instrument
and acknowledged to me that-=capacit
the xecuted the
same in Hsfhte / heir uthorized les , and that by
DEE BAKER hisfttet heir igna uret s on the instrumen e person
Commialon # 108=1 or the entity upon behalf of which the persons acted,
"O"Pub'o—Caltfomla executed the instrument.
orange Courtly
My comm. EVIres Apr 19, 20M
WITNESS my hand and official seal.
Signature of Notary Public
OPTIONAL
Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent
fraudulent removal and reattachment of this form to another document.
Description of Attached Document
Title or Type of Document:
Document Date:
Signer(s) Other Than Named Above:
Capacity(ies) Claimed by-Signer(s)
Signer's Name:
❑
El
11
El
El
Individual
Corporate Officer
Title(s):
Partner — ❑ Limited ❑ General
Attorney -in -Fact
Trustee
Guardian or Conservator
Other:
Signer Is Representing
RIGHT THUMBPRINT
OF SIGNER
.. oI thumb here
AL,» CJ� ((h- {Bru-m�,nacie at'�aie_
�� 4-- 7A1M-,tA�. Oki"
Signer's Name:
701
❑
Number of Pages:
Individual
Corporate Officer
Title(s):
Partner — ❑ Limited ❑ General
Attorney -in -Fact
Trustee
Guardian or Conservator
Other:
Signer Is Representing:
RIGHT THUMBPRINT
OF SIGNER
Top of
0 1995 National Notary Association • 8236 Remmet Ave., P.O. Box 7184 • Canoga Park, CA 91309-7184 Prod. No. 5907 Reorder: Call Toll -Free 1-800-876-6827
CALIFORNIA ALL-PURPOIN ACKNOWLEDGMENT •
State of
County of
On `6U o,►N11 g,1497 before me, e % y In oti:.,, P"C4,. ,
Date Name and Title of Officer .g., "Jane Doe, Not& Public")
personally appeared _(Rj_j 1 `RCt_U ,,,� .ate ,
Name(s) of Signer(s)
E?'personally known to me - to be the person(sJ
whose name(s�-islare subscribed to the within instrument
and acknowledged to me that ih�/they executed the
same in I4�their authorized capacity(ies , and that by
hieAw#their signature() on the instrument the person,
or the entity upon behalf of which the person(s) acted,
executed the instrument.
WITNESS my hand and official seal.
7 Signature of�blic
OPTIONAL
Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent
fraudulent removal and reattachment of this form to another document.
Description of Attached Document
Title or Type of Document: &At44e4 e� 22L &-$60a t.Gr„ .
Document Date: � &1 Number of Pages:
Signer(s) Other Than Named Above:
Capacity(ies) Claimed by Signer(s)
Signer's Name: f-1.0j-1114-d
❑ Individual
❑ Corporate Officer
Title(s):
❑ Partner — ❑ Limited ❑ General
❑ Attorney -in -Fact
❑ Trustee ❑ Guardian or Conservator 01I`- _
P"Other: Jnoti&, Top of thumb here
Signer Is Representing:
.ate
Signer's Name: �,►¢.
❑ Individual
❑ Corporate Officer
Title(s):
❑ Partner — ❑ Limited ❑ General
❑ Attorney -in -Fact
❑ Trustee
❑ Guardian or Conservator
IiKOther: CAI" CL_,_L. Top of thumb here
Signer Is Representing:
0 1994 National Notary Association • 8236 Remmet Ave., P.O. Box 7184 • Canoga Park, CA 91309-7184 Prod. No. 5907 Reorder: Call Toll -Free 1-800-876.6827
EXHIBIT A-1
REQUEST FOR CONSENT TO SALE OF PROPERTY
DEVELOPMENT AGREEMENT NO. 90-1
HOLLY SEACLIFF AREA
Date: October 15, 1997
Property Location:
Property Address:
Assessor's Parcel No(s)
Legal Description:
Northwest of Main Street, North of Garfield Avenue
No current address
159-311-23 & 159-471-01 through 05
Parcel "H" of Certificate of Compliance 96-4, and Lots 152, W, X, Y and Z
as shown on a map recorded in Book 724, Pages 16-21, of Miscellaneous
Maps, in the office of the County Recorder of Orange County.
Acreage: approx. 7.79 acres
Current Owner:
Name: PLC
Address: 23 Corporate Plaza Drive, Suite 250
City/ST/Zip: Newport Beach, CA 92660
Telephone: 714 721-9777
Contact: Bill Holman
Assignee/Buyer:
Name: The Olson Company (The Promenade at Seagate, LLC)
Address: 3010 Old Ranch Parkway, Suite 400
City/ST/Zip: Seal Beach, CA 90740-2750
Telephone: (562) 596-4770
Contact: Michael Hennessey
Existing Use of Property: Vacant Residential
Intended Use of Property: 80 moderate income townhomes
Existing Entitlements/Permits:
Environmental Impact Report No. 89-1
General Plan Amendment No. 89-1
Development Agreement No. 90-1
Holly Seacliff Specific Plan (SP 9)
Tentative Tract Map No. 14662
Conditional Use Permit No. 97-59
Variance No. 97-18
Attachments:
Exhibit B for attachment to Certificate of Consent
Approval Date:
January 8, 1990
January 8, 1990
November 5, 1990
April20, 1992
September 8, 1993
EXHIBIT- A-1
LEGAL DESCRIPTION
nhe La A
That portion of Section 35. Township 3 South. Range I 1 West. of the Rancho Las Bolsas. in the
City of Huntington Beach. County of Orange. State of California, as shown on a map filed in
Book 51. Page 13, of Miscellaneous :Maps, in the office of the County Recorder of said County.
described as follows:
Beginning at the Southerly corner of Tract No. 14662 as shown on a map filed in Book 724.
Pages 16 through 21, inclusive, of said Miscellaneous Maps: thence South 45"18'12" Vest.
623.43 feet along the centerline of Main Street as shown on said Tract to the Westerly line of
the Southeast Quarter of said section: thence North 00" 18'33" East, 84.87 feet along said
�'Vesterly line to the sideline of said Main Street (120.00 feet wide) as shown on said Tract:
thence leaving said Westerly line and along said sideline, South 43" 18' 12" West, 28.29 feet to
the Easterly line of Gothard Street, being shown as 30.00 feet wide on said Tract-, thence North
00" 18'33" East, 792.80 feet along said Easterly line to a line that is parallel with, measured at
right angles, and distant Southwesterly 29.00 feet from the Southwesterly boundary of said
Tract; thence North 41058'03" East, 29.00 feet to a point on said Southwesterly boundary, said
point being on a non -tangent curve concave Southwesterly having a radius of 1,200.00 feet, a
radial line to said point bears North 41058'03" East; thence Southeasterly 69.87 feet along said
curve through a central angle of 03120'09" and said Southwesterly line; thence South 44"41'48"
East, 352.34 feet along said Southwesterly line to the Point of Beginning.
As more particularly shown on Exhibit_A72. attached hereto and made a part hereof.
PROFESS/pH
McGq,�� Fy
,moo oy o2
w No.23956 m
Exp.12131/97
Tom R. i'vfcGannon, RCE 23956 Cl
Registration Expires 12/31/97 FCA
�' CALIF
January 23, 1996
Page 1 of 1
W.O. 1438-3
H&A Legal No. 4003
Prepared By: H. Foss
Ck'd by: B. Foss/sa
EXHIBIT A 2 .
Sketch to Accompany Legal Description
I_ � c71
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ELY. LINE COTHARO ST.
PER TR. 14662.
WILY. LINE SE 1 /4 —r—
SEC. 35 PER TR.
14662.
S45'18'12"W 28.29 ,
N00'18'55"E 84.87'..�1/------
b
GARFIELD AVE.
Q C� J
20'
S. 1 /4 COR. SEC. 35
PER TR. 14662.
Qj
60 ,
ZP.0.9. SLY. COR.
TR.14662
Hunsaker & Associates
Irvine. Inc. LEGAL DESCRIPTION
Three llughes, Irvine. CA 92718 • (714) 583-1010
Planning • Bngineeri,ng • Surveying IN THE CITY OF HUNTINGTON BEACH, COUNTY OF ORANGE STATE OF CALIFORNIA
'TE` 1-26-96 o:r;: None wG H. Foss a B. FOSS SCALE: 1'=200' W.O. 1438-3
K:\OT\1438\3\cALc\Lo\4003\ExHeTe.owG „°G 1078-1 H&A LEGAL No. 4003 SHEET 1 OF 1
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EXHIBIT A-2
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9°42'58"W 84.88'(84.85�R1
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IL GARFIELD AVENUE
BOUNDARY &.SHEET
INDEX MAP
51.98'
i�
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INDICATES SHE
EXHIBIT "B"
CLARIFICATION OF DEVELOPMENT AGREEMENT 90-1
RIGHTS, DUTIES & OBLIGATIONS BETWEEN
PLC (SELLER) AND THE PROMENADE AT SEAGATE, LLC (BUYER)
FOR BEACH TERRACE RESIDENTIAL PROJECT (PROPERTY)
Section 2.2.1, Linear Park. Seller will be responsible for all park dedications required by the Agreement.
In lieu of paying park and recreation fees to the City, Buyer will provide a letter from Seller assigning
1.06 acres of park dedication credits to Buyer.
Section 2.2.2; Neighborhood Parks. Seller will retain all obligations for design, dedication, improvement
and initial maintenance of neighborhood parks as required by the Agreement.
Section 2.2.3; Public Right of Way and Private Streetscape Improvements. Seller will retain all
obligations for arterial right of way and streetscape improvements as required by the Agreement. Buyer
will assume responsibility for maintenance of perimeter landscape improvements.
Section 2.2.4; Traffic and Circulation Improvements, Seller will retain all obligations, with the following
clarifications:
2.2.4 • Seller will retain all traffic impact fee credits for Developer improvements. In lieu of
paying traffic impact fees to City, Buyer will provide a letter from Seller assigning (AMOUNT
TO BE DETERMINED) in traffic impact fee credits to Buyer.
2.2.4 • Buyer will be responsible for payment of future traffic fees, if any, imposed by
ordinance and applicable to the Property.
2.2.4(h) and (i); Seller will retain all credits and reimbursements for traffic and circulation
improvements due under this section of the Agreement, unless modified by subsequent
agreement with the City.
Section 2.2.5; Water, Sewer, Drainage and Utility Improvements, Seller will retain all obligations, with
the following clarifications:
2.2.5 • Seller will retain all credits and reimbursements for sewer, drainage, utility and water
improvements due under this section of the Agreement unless modified by subsequent
agreement with the City.
2.2.5(h),• Seller will retain all obligations, credits and reimbursements for water system
improvements due under this section of the Agreement unless modified by subsequent
agreement with the City. In lieu of paying water capital facilities fees to the City, Buyer will pay
Seller (AMOUNT TO BE DETERMINED) for offsite water facilities to serve the Property.
Section 2.2.6; Fire and Emergency Medical, Seller will retain all obligations, with the following
clarification:
2.2.6 b • Seller will retain all obligations, credits and reimbursements due under this section of
the Agreement unless modified by subsequent agreement with the City.
Section 2.2.7, Police, Seller will retain all obligations, with the following clarification:
2.2.7 a • Seller will retain all obligations, credits and reimbursements due under this section of
the Agreement unless modified by subsequent agreement with the City.
f
10/29/97
Section 2.2.8; School Facilities, Seller will retain the obligation for designation of a public elementary
school site. Buyer will be responsible for payment of school impact fees associated with development of
the Property in accordance with mitigation agreements applicable to the Property.
Section 2.2.9; Other Development Controls
2.2.9(a); Not applicable to Property.
2.2.9(b); The Property will remain subject to all provisions of the Holly Seacliff Specific Plan.
Buyer agrees that all units constructed on the Property shall be sold as moderate income units in
accordance with the Holly Seacliff Specific Plan Affordable Housing Plan for Seacliff Partners'
Properties, dated February 28, 1994, or as such plan may be amended from time to time, and that
such units shall be used to satisfy a portion of Seller's obligation to provide affordable housing
under the Holly Seacliff Specific Plan.
Section 2.2.10; Fees, with the following clarifications:
2.2.10(a), (b), (c), (f), (g), (i) and (j); Buyer will be liable for payment of any development fees
applicable to the development of the Property, not already paid or mitigated by Seller.
2.2.10(d); Buyer will be liable for payment of any Police/Fire operating fee if such fee is
adopted by the City and applicable to the development of the Property. To the extent Seller may
have credits under Sections 2.2.6(b) and 2.2.7(a), Seller may assign such credits to Buyer or
Buyer's successor(s) to meet fee obligations for the development of the Property.
2.2.10(e): Buyer will be liable for the payment of water service fees and water capital facilities
fees applicable to the development of the Property. To the extent Seller may have credits or be
eligible for reimbursement under Section 2.2.5(h), Seller may assign such credits to Buyer or
Buyer's successor(s) to meet fee obligations for the development of the Property.
2.2.10(h); Traffic Impact Fees, refer to 2.2.4(f) above.
10/29/97
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EXHIBIT "B
CLARIFICATION OF DEVELOPMENT AGREEMENT 90-1
RIGHTS, DUTIES & OBLIGATIONS BETWEEN
PLC (SELLER) AND THE PROMENADE AT SEAGATE, LLC (BUYER)
FOR BEACH TERRACE RESIDENTIAL PROJECT (PROPERTY)
Section 2.2.1; Linear Park. Seller will be responsible for all park dedications required by the Agreement.
In lieu of paying park and recreation fees to the City, Buyer will provide a letter from Seller assigning
1.06 acres of park dedication credits to Buyer.
Section 2.2.2, Neighborhood Parks. Seller will retain all obligations for design, dedication, improvement
and initial maintenance of neighborhood parks as required by the Agreement.
Section 2.2.3; Public Right of Way and Private Streetscape Improvements. Seller will retain all
obligations for arterial right of way and streetscape improvements as required by the Agreement. Buyer
will assume responsibility for maintenance of perimeter landscape improvements.
Section 2.2.4; Traffic and Circulation Improvements, Seller will retain all obligations, with the following
clarifications:
2.2.4 • Seller will retain all traffic impact fee credits for Developer improvements. In lieu of
paying traffic impact fees to City, Buyer will provide a letter from Seller assigning $117,600 in
traffic impact fee credits to Buyer.
2.2.4 • Buyer will be responsible for payment of future traffic fees, if any, imposed by
ordinance and applicable to the Property.
2.2.4(h) and (i), Seller will retain all credits and reimbursements for traffic and circulation
improvements due under this section of the Agreement, unless modified by subsequent
agreement with the City.
Section 2.2.5, Water, Sewer, Drainage and Utility Improvements, Seller will retain all obligations, with
the following clarifications:
2.2.5(e); Seller will retain all credits and reimbursements for sewer, drainage, utility and water
improvements due under this section of the Agreement unless modified by subsequent
agreement with the City.
2.2.5(h); Seller will retain all obligations, credits and reimbursements for water system
improvements due under this section of the Agreement unless modified by subsequent
agreement with the City. In lieu of paying water capital facilities fees to the City, Buyer will pay
Seller $408,000 for offsite water facilities to serve the Property.
Section 2.2.6; Fire and Emergency Medical, Seller will retain all obligations, with the following
clarification:
2.2.6(b),• Seller will retain all obligations, credits and reimbursements due under this section of
the Agreement unless modified by subsequent agreement with the City.
Section 2.2.7; Police, Seller will retain all obligations, with the following clarification:
2.2.7(a),• Seller will retain all obligations, credits and reimbursements due under this section of
the Agreement unless modified by subsequent agreement with the City.
11 /18/97
Section 2.2.8; School Facilities, Seller will retain the obligation for designation of a public elementary
school site. Buyer will be responsible for payment of school impact fees associated with development of
the Property in accordance with mitigation agreements applicable to the Property.
Section 2.2.9; Other Development Controls
2.2.9(a); Not applicable to Property.
2.2.9(b); The Property will remain subject to all provisions of the Holly Seacliff Specific Plan.
Buyer agrees that all units constructed on the Property shall be sold as moderate income units in
accordance with the Holly Seacliff Specific Plan Affordable Housing Plan for Seacliff Partners'
Properties, dated February 28, 1994, or as such plan may be amended from time to time, and that
such units shall be used to satisfy a portion of Seller's obligation to provide affordable housing
under the Holly Seacliff Specific Plan.
Section 2.2.10; Fees, with the following clarifications:
2.2.10(a), (b), (c), (f), (g), (i) and (j); Buyer will be liable for payment of any development fees
applicable to the development of the Property, not already paid or mitigated by Seller.
2.2.10(d); Buyer will be liable for payment of any Police/Fire operating fee if such fee is
adopted by the City and applicable to the development of the Property. To the extent Seller may
have credits under Sections 2.2.6(b) and 2.2.7(a), Seller may assign such credits to Buyer or
Buyer's successor(s) to meet fee obligations for the development of the Property.
2.2.10(e): Buyer will be liable for the payment of water service fees and water capital facilities
fees applicable to the development of the Property. To the extent Seller may have credits or be
eligible for reimbursement under Section 2.2.5(h), Seller may assign such credits to Buyer or
Buyer's successor(s) to meet fee obligations for the development of the Property.
2.2.10(h); Traffic Impact Fees, refer to 2.2.4(f) above.
11/18/97
w
HUNTINGTON BEACH
City of Huntington Beach
INTER -DEPARTMENT COMMMUNICATION
TO: CONNIE BROCKWAY, City Clerk
FROM: MATTHEW LAMB, Real Estate Services Manager
SUBJECT: Recordation of Documents Tracts Nos. 15531 and 16520
DATE: April 26, 2000
I have reviewed the documents you forwarded to me for review, which consisted of CCR's for
both tracts (The Olson Company & the W.L. Hones). Further, there were Reimbursement
Agreements between the developers and the City of Huntington Beach, which detail the formation
of Trust Accounts for reimbursements relating to defaults. The method by which these documents
were recorded as a matter of "accommodation" by the County Recorder without examination to its
execution or its effect on title is common practice for these particular types of documents. The
CCR's and the Reimbursement Agreements were required to be recorded in order for the terms
and conditions to run with the land for a period of 30 years.
Based upon my review, I believe there are no recordation problems with these documents and
they can be filed as appropriate. If you have any questions or would like any further elaboration,
please: contact me at 536-5445. Thank you for your time and consideration.
M Umtl
Attachment
DATE:
TO:
FROM
SUBJECT:
CITY OF HUNTINGTON BEACH
INTERDEPARTMENTAL COMMUNICATION
March 20, 2000
Matt Lamb, Manager, Real Estate
Connie Brockway''
City Clerk vv
Recordation of Documents Tract Nos. 1553fand 15520
I would appreciate your review of the attached recorded documents.
My concern is the notarization by the County Recorder that "This instrument is recorded
in the County of Orange at the request of First American Title Insurance Company as an
accommodation only. It has not been examined as to its execution or as to its effect
upon the title."
Please advise me if you believe there is not a problem and the documents can be filed.
Attachments: Recorded documents and Reimbursement Agreement copies