HomeMy WebLinkAboutTPG AG EHC III (LSEA) CA 3, L.P. - 2024-06-18 (2) 1TINGr� 2000 Main Street,
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92648
City of Huntington Beach
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File #: 23-977 MEETING DATE: 6/18/2024
REQUEST FOR CITY COUNCIL/ HOUSING AUTHORITY ACTION
SUBMITTED TO: Honorable Mayor and City Council Members / Honorable Chair and Board
Members
SUBMITTED BY: Eric G. Parra, Interim City Manager
VIA: Jennifer Villasenor, Acting Director of Community Development
PREPARED BY: Charles Kovac, Housing Manager
Subject:
Approve and authorize the execution of an Affordable Housing Agreement between the City of
Huntington Beach and TPG AG EHC III (LSEA) CA 3, L.P. for a residential development
consisting of 13 new affordable townhomes located at 7225 Edinger Avenue
Statement of Issue:
It is recommended that the City Council approve an Affordable Housing Agreement ("Agreement")
between the City of Huntington Beach ("City") and TPG AG EHC III (LSEA) CA 3, L.P., in conjunction
with Landsea Homes of California LLC (together referred to as the "Developer"), to facilitate the
development of a 5.6-acre site located at 7225 Edinger Avenue ("Project"). The Project consists of
129 ownership townhome units, with this Agreement stipulating that thirteen (13) units will be
reserved for moderate-income households for a period of 45 years.
Financial Impact:
Not applicable.
Recommended Action:
A) Approve the Affordable Housing Agreement between the City of Huntington Beach and TPG AG
EHC III (LSEA) CA 3, L.P. for the development of 13 affordable units at 7225 Edinger Avenue; and,
B) Authorize the City Manager or their designee to implement and execute the Affordable Housing
Agreement for the Project, including all necessary related documents; and,
C) Authorize the Housing Authority Executive Director or their designee to execute all necessary
implementing agreements and related documents.
Alternative Action(s):
Do not approve the recommended action and direct staff accordingly.
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File #: 23-977 MEETING DATE: 6/18/2024
Analysis:
Background
On March 28, 2023, the Developer obtained approval from the Planning Commission for Tentative
Tract Map No. 19174 and Conditional Use Permit (CUP) No. 22-021 for the construction of a 129-unit
townhome project at 7225 Edinger Avenue (Attachment 1). The 5.6-acre Project site is located on
the north side of Edinger Avenue, one parcel west of Gothard Street, adjacent to Golden West
College. Presently, the site consists of a commercial center and is located within the Beach and
Edinger Corridors Specific Plan (BECSP). The proposed layout is comprised of 16 three-story
residential buildings arranged predominantly linearly across the property. The Project features 10
floor plans ranging from approximately 1,100 to 2,500 square feet and units with 2 to 4 bedrooms and
a 2-car garage.
Project Status
The project is currently undergoing plan check for grading. The Developer has applied for permits to
demolish the existing buildings, which are being reviewed by the City.
Affordable Housing
The Project falls under the City's Inclusionary Housing Ordinance ("Ordinance") as outlined in the
Huntington Beach Zoning and Subdivision Ordinance (HBZSO) Chapter 230.26. This mandates that
ten percent of new housing within the Project must be affordable to households earning no more than
120 percent (moderate income) of the Orange County median income. Complying with the HBZSO,.
the Developer agrees that, out of the 129 ownership units permitted under the City's development
standards, thirteen (13) units will be designated for moderate-income households.
Moreover, under California Government Code Section 65915 (the "State Density Bonus Law"),..
implemented under HBZSO Chapter 230.14, developers incorporating specified levels of affordable
housing in their projects are entitled to certain density bonuses, incentives, or concessions. While the
Developer did not seek an increase in the Project density, they are entitled to one concession and a
reduction in parking standards as part of the project approvals.
A concession, as defined, encompasses a reduction in site development standards or zoning code
modifications, among others. In this instance, the Developer proposed and was approved for a
concession reducing the space between buildings from 20 feet to a minimum of 14 feet, 9 inches
having demonstrated that adhering to the 20-foot requirement would result in the loss of 11 units and
an increase of$30,000 per unit in construction costs.
Additionally, the Developer is eligible to provide parking according to the parking ratios allowed under
the State Density Bonus Law. Pursuant to the State Density Bonus Law parking standards, the
project must provide a minimum of 277 parking spaces based on the mix of two, three, and four-
bedroom units. The project provides 314 parking spaces total, which includes a two-car garage for
each unit. While the project parking exceeds the State prescribed parking standards, it does not
meet the overall parking requirement of the BECSP. Nevertheless, the Planning Commission
approved this parking reduction in conjunction with the associated project entitlements.
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File #: 23-977 MEETING DATE: 6/18/2024
To obtain the described concession and parking standard reduction, the Developer must ensure that
no less than 10 percent or thirteen (13) of the total 129 units remain affordable to moderate-income
households for 45 years. The proposed Agreement memorializes this requirement, with covenants'
implementing the Agreement recorded on the individual property titles to ensure 13 units are owned
and occupied by moderate-income households, as defined in Health and Safety Code Section 50093,
for the specified period. The Developer will construct the Project in multiple phases and sell individual
units to eligible homebuyers as verified by City staff. Maximum moderate-income sales prices for the
13 units will be set per the Agreement.
The Huntington Beach Housing Authority (Housing Authority), established in 2011 by the City Council,
oversees and monitors the City's affordable housing inventory.. Consequently, the proposed
Agreement includes certain underlying documents (e.g., Declaration of Conditions, Covenants, and
Restrictions) to which the Housing Authority will be party. Therefore, the Housing Authority Board is.
requested to authorize the Executive Director to execute all necessary implementing documents. The
proposed Agreement, prepared by the City Attorney's Office, is included as Attachment 2. Upon.
approval by the City Council and Housing Authority, the proposed Agreement and related recordable
documents will be executed and deposited into an escrow account for closing on the property
acquisition by the Developer in mid-June 2024.
Environmental Status:
At the time of project approval, the Planning Commission determined that the Project conforms to the
BECSP, including the Program Environmental Impact Report 08-008 ("Program EIR"), which was
certified by the City in connection with its adoption of the BECSP. The Program EIR analyzed the
potential environmental impacts of all anticipated development activity in the Specific Plan area-
including the proposed Project. The proposed Project will comply with all mitigation measures
required by the Program EIR.
Strategic Plan Goal:
Economic Development & Housing
Attachment(s):
1. March 28, 2023 Planning Commission Staff Report and Minutes
2. Affordable Housing Agreement by and between the City of Huntington Beach and TPG AG
EHC III (LSEA) CA 3, L.P.
3. June 4, 2024 City Council Meeting PowerPoint Presentation
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o3, 2000 Main Street,
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File #: 23-181 MEETING DATE: 3/28/2023
PLANNING COMMISSION STAFF REPORT
TO: Planning Commission.
FROM: Ursula Luna-Reynosa, Community Development Director
BY: Ricky Ramos, Principal Planner
SUBJECT:
TENTATIVE TRACT MAP (TTM) NO. 19174/CONDITIONAL USE PERMIT (CUP) NO. 22-021
(BRANDYWINE TOWNHOMES)
REQUEST:
TTM: To subdivide a 5.6 acre site for condominium purposes. CUP: To develop
a project with 130 attached 3-story townhomes up to 40 feet tall and no
commercial component. The request includes a transfer of 130 dwelling units
from Beach Boulevard to Edinger Avenue within the Beach and Edinger
Corridors Specific Plan.
LOCATION:
7225 Edinger Ave., 92647 (north side, 200 feet west of Gothard St.)
APPLICANT:
Angela Meyer, Brandywine Homes, 16580 Aston, Irvine, CA 92606
PROPERTY
OWNER:
Freeway Industrial Park, 1100 W. Town and Country Road, Suite 1250, PMB
#2337, Orange, CA 92868
BUSINESS
OWNER:
Not applicable
PROJECT PROPOSAL:
The applicant is proposing to subdivide and redevelop the approximately 5.6 acre site with 130
attached townhomes (Attachment No. 3). The project includes the following requests:
Tentative Tract Map No. 19174 -To subdivide a 5.6 acre site for condominium purposes.
Conditional Use Permit No. 22-021 - To develop a project with 130 attached 3-story townhomes up to
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File #: 23-181 MEETING DATE: 3/28/2023
40 feet tall and no commercial component.
The request includes a transfer of 130 dwelling units from Beach Boulevard to Edinger Avenue within
the Beach and Edinger Corridors Specific Plan (BECSP), a concession to reduce the required space
between buildings, and reduced parking. The site is currently developed with a commercial center
which will be demolished.
RECOMMENDATION:
That the Planning Commission take the following actions:
A) Find the proposed project exempt from the California Environmental Quality Act (CEQA)
pursuant to Section 15182 of the CEQA Guidelines and Government Code 65457.
B) Approve Tentative Tract Map No. 19174 and Conditional Use Permit No. 22-021, including a
transfer of 130 dwelling units, with suggested findings and conditions of approval (Attachment No.
1).
ALTERNATIVE ACTION(S):
A) Deny Tentative Tract Map No. 19174 and Conditional Use Permit No. 22-021, including a
transfer of 130 dwelling units, with findings for denial.
B) Continue Tentative Tract Map No. 19174 and Conditional Use Permit No. 22-021, including a
transfer of 130 dwelling units, and direct staff accordingly.
Background:
In 2010, the City adopted BECSP. The goal of BECSP was to transform the current development of
commercial strip centers lined with surface parking lots and generally low-rise commercial buildings
to a pattern of centers and segments characterized with clusters of shops and activity of varying
intensity. These new active areas would include a mix of residential, offices, and commercial uses
oriented to alternative modes of transportation including walking and bicycling.
In 2015, the City Council amended BECSP to decrease the total number of residential units allowed
from 4,500 to 2,100, increase setbacks, increase minimum parking standards, require upper story
setbacks, require a commercial component in all residential buildings, and permit residential subject
to approval of a CUP. Other amendments related to auto dealers and civic and cultural uses were
also approved. Out of the 2,100 Maximum Amount of New Development (MAND) units currently
permitted, 1,900 have been constructed leaving a balance of 200 units along Beach Boulevard.
ISSUES AND ANALYSIS:
Subject Property And Surrounding General Plan Designations, Zoning And Land Uses:
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File #: 23-181 MEETING DATE: 3/28/2023
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File #: 23-181 MEETING DATE: 3/28/2023
General Plan Conformance:
The General Plan Land Use Map designation on the subject property is Mixed Use - Specific Plan
Overlay. The project is consistent with this designation and the goals and policies of the General
Plan as follows:
A. Land Use Element
Goal LU-1 - New commercial, industrial, and residential development is coordinated to ensure
that the land use pattern is consistent with the overall goals and needs of the community.
Policy LU-1A - Ensure that development is consistent with the land use designations presented
in the Land Use Map, including density, intensity, and use standards applicable to each land use
designation.
Policy LU-1 C - Support infill development, consolidation of parcels, and adaptive reuse of
existing buildings.
Policy LU-1 D - Ensure that new development projects are of compatible proportion, scale and
character to complement adjoining uses.
Policy LU-2E - Intensify the use and strengthen the role of public art, architecture, landscaping,
site design, and development patterns to enhance the visual image of Huntington Beach.
Goal LU-4 - A range of housing types is available to meet the diverse economic, physical, and
social needs of future and existing residents, while neighborhood character and residences are
well maintained and protected.
Policy LU-4A - Encourage a mix of residential types to accommodate people with diverse
housing needs.
Policy LU-4B - Improve options for people to live near work and public transit.
Policy LU-4E - Encourage housing options located in proximity to employment to reduce vehicle
miles traveled.
Goal LU-7 - Neighborhoods, corridors, and community subareas are well designed, and
buildings, enhanced streets, and public spaces contribute to a strong sense of place.
The project will redevelop an infill site with townhomes to address the diverse housing needs of
the community. It will be compatible with the character of the neighborhood which consists of a
mix of commercial and residential with light industrial uses further away. It will provide additional
opportunities for ownership housing near employment and public transit. The project proposes an
architectural style that is in keeping with the proportion, scale, and character of the neighborhood.
The proposed 3-story townhomes will be a story less than the more recent 4- and 5-story multi-
family residential projects built in the area. It is consistent with the development standards in
BECSP and Huntington Beach Zoning and Subdivision Ordinance (HBZSO) except for reduced
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File #: 23-181 MEETING DATE: 3/28/2023
parking and a concession to building separation permitted under the California Density Bonus
Law.
B. Housina Element
Goal 2 - Provide adequate housing sites through appropriate land use, zoning and specific plan.
designations to accommodate Huntington Beach's share of regional housing needs.
Policy 2.1. - Provide site opportunities for development of housing that responds to diverse
community needs in terms of housing types, cost and location, emphasizing locations near
services and transit that promote walkability.
Policy 2.3 - Encourage and facilitate the provision of housing affordable to lower income
households within the Beach and Edinger Corridors Specific Plan.
Goal 3 Enhance housing affordability so that modest income households can remain an'
integral part of the Huntington Beach community.
Policy 3.1 - Encourage the production of housing that meets all economic segments of the
community, including lower, moderate, and upper income households, to maintain a balanced
community.
Policy 3.2 - Utilize the City's Inclusionary Housing Ordinance as a tool to integrate affordable
units within market rate developments. Continue to prioritize the construction of affordable units
on-site, with provision of units off-site or payment of an in-lieu housing fee as a less preferred
alternative..
Policy 3.3 - Facilitate the development of affordable housing through regulatory incentives and
concessions, and/or financial assistance, with funding priority to projects that include extremely
low income units. Proactively seek out new models and approaches in the provision of
affordable housing.
Policy 3.4 - Explore collaborative partnerships with non-profit organizations, developers, the
business community and governmental agencies in the provision of affordable housing.
Policy 4.1 - Support the use of density bonuses and other incentives, such as fee
deferrals/waivers and parking reductions, to offset or reduce the costs of developing affordable
housing while ensuring that potential impacts are addressed.
Policy 6.4 - Incorporate transit and other transportation alternatives including walking and
bicycling into the design of new development, particularly in areas within a half mile of
designated transit stops.
The project will redevelop an underutilized commercial center with a townhome project that will
provide more homeownership opportunities to address the diverse housing needs of the
community. The project will comply with the City's affordable housing requirement to provide 10
percent of the proposed dwelling units as affordable units. Due to the provision of affordable
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File#: 23-181 MEETING DATE: 3/28/2023
housing, the applicant is entitled to reduced parking and any concessions and waivers as
permitted by the California Density Bonus Law. The project is located near transit, employment,
and services which can facilitate alternative forms of transportation.
C. Circulation Element
Goal CIRC-3A - Convenient and efficient connections between regional transit and areas of
employment, shopping, recreation, and housing will increase ridership and active mobility, with a
focus on first/last mile solutions.
Policy CIRC-6C - Require new commercial and residential projects to integrate with pedestrian
and bicycle networks, and that necessary land area is provided for the infrastructure.
The project site is located near public transportation, including the Golden West Transportation
Center, as well as employment and shopping. The project will be installing Classic Boulevard
frontage improvements to match recent developments in the area as required by BECSP which
includes up to a 12 foot wide sidewalk along the Edinger Avenue frontage. That combined with
the bike racks that will be provided onsite will facilitate active mobility and could increase transit
ridership.
Zonin_q Compliance:
The residential project complies with the requirements of BECSP and Huntington Beach Zoning and
Subdivision Ordinance (HBZSO), including regulations pertaining to subdivisions. Below is a zoning
conformance matrix that compares the proposed project with the main development standards in.
BECSP.
Section Development Standards Code Provision Proposed Compliance
2.3.1 Max. building height 4 stories 3 stories Yes
2.3.3 Max. building length 300 ft. 275 ft. Yes
2.4.3-5 Min.setbacks Front-30 ft. Side- 41 ft. 10 ft. 10 ft. Yes
10 ft. Rear- 10 ft.
2.5.1 Improvements to existing Classic Blvd. Classic Blvd. Yes
streets
2.6.1 Public Open Space 50 s.f./unit 50 s.f./unit Yes
2.6.3 Private Open Space 60 s.f./unit 64 to 216 s.f./unit Yes
Land Use Compatibility
The project is compatible with the area which consists of a mix of commercial and residential with
light industrial uses further away. Immediately to the east of the site are a variety of commercial
uses, with Golden West College to the north and west, and a residential development to the south
across Edinger Avenue. The proposed 3-story townhome project is in keeping with the character of
the area including several nearby 4- and 5-story residential projects (Luce, Boardwalk, and Avalon
apartments) developed since the adoption of the BECSP as well as the Residences at Bella Terra.
The table below provides a comparison of the density of the proposed project and nearby residential
developments in BECSP and shows that this project is significantly less dense than the other projects
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File #: 23-181 MEETING DATE: 3/28/2023
listed.
PROJECT UNIT COUNT SITE SIZE DENSITY
Brandywine Townhomes 130 5.6 acres 23.2 units/acre
Luce Apartments 510 8.5 acres 60 units/acre
Boardwalk Apartments 487 12.5 acres(mixed use) 39 units/acre
Avalon Apartments 378 3.8 acres (mixed use) 100 units/acre
Golden West College (GWC) expressed concerns about the proximity of the project to its Criminal
Justice Training Center located immediately north of the project site where they conduct law
enforcement training and testing. The applicant substantially modified the proposed project by
eliminating all windows on the 2nd and 3ni stories of buildings 5, 6, and 9 facing north towards GWC
and proposing an evergreen landscape screen that can grow,up to 30 feet tall at maturity along the
majority of the north and west project boundaries to maintain GWC's privacy. The applicant also
conducted a noise study which indicates that the proposed project will meet established residential
indoor and outdoor (common open space) noise standards after considering noise levels from
surrounding uses and vehicular traffic. An updated noise study will be required prior to issuance of
building permits to address noise from the law enforcement training pursuant to BECSP mitigation
measures.
Site Layout/Tract Map
The project provides adequate vehicular access through a 28 foot wide driveway off Edinger Avenue
which connects to a drive aisle that loops around the site and provides access to each unit. Gated
emergency access is proposed at the northeast corner of the site which connects to an access
easement across the adjacent commercial property to the east providing access to Gothard. The
development includes Classic Boulevard public frontage improvements incorporating a sidewalk,
angled parking, drive aisle, and landscaping that is a continuation of similar improvements at the
adjacent car wash/retail property to the west. It will provide continuous circulation and replace the
existing reciprocal access between the two properties. The applicant will be required to make
median and signing/striping improvements on Edinger to facilitate proper circulation. The sidewalk
facilitates access to the surrounding development and supports active transportation in a pedestrian-
oriented environment to nearby entertainment, services, employment opportunities, and public
transit. Internal pedestrian access will be through a series of walkways proposed throughout the
project. In order to restore fire access for the adjacent car wash/retail property, the applicant is
planning to install a new fire lane that connects to Edinger Avenue.
The project includes 16 residential buildings mostly arranged in a linear fashion throughout the
property as well as a few in a U-shaped configuration around a parking court. The entrance to the
units are oriented along the main drive aisle, walkways, and landscaped common areas. The two
buildings along Edinger are setback 41 feet to provide an adequate buffer from vehicular traffic. A
required 10 foot setback is planned along the west and north sides abutting Golden West College.
The majority of the townhomes are setback approximately 40 to 50 feet from the east property line to
provide good separation next to commercial uses.
Required public open space of 50 square feet per unit is proposed on the west side of the property
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File #: 23-181 MEETING DATE: 3/28/2023
facing Edinger to allow public access. In order to meet the required public open space area, the
applicant will have to eliminate one dwelling unit. Each unit includes a balcony/deck to meet the
required private open space requirement of 60 square feet per unit. In addition, common private
open space is planned in the middle of the site and will include a common area building, pool, bbq,
seating, and restrooms. The project complies with all BECSP and HBZSO development standards
except for reduced parking and a concession to building separation as permitted under the California
Density Bonus Law.
The proposed one lot condominium TTM is consistent with the General Plan and zoning designation.
The site is physically suitable for the type and density of development proposed because the subject
property is located in a mixed-use neighborhood with similar residential development including some
under the same General Plan land use and zoning designations. The site's size, shape, and flat
topography are conducive to the development of a new residential project that conforms to the
General Plan, BECSP, HBZSO, and other city requirements and is in keeping with the character of
the surrounding'neighborhood. The proposed grading plan minimizes pad elevations and retaining
walls to remain compatible with the surrounding properties while still allowing the site to function and
drain properly. The design of the subdivision or the proposed improvements will not cause serious
health problems or substantial environmental damage or substantially and avoidably injure fish or
wildlife or their habitat because the property is an infill site that has been previously been disturbed
and is void of any wildlife habitat. The subdivision will provide all necessary vehicular access,
sidewalk, and utility easements to serve the new development.
Conditional Use Permit
Multi-family residential projects in BECSP require a CUP from the Planning Commission and must
include a retail/commercial component at street level unless a deviation is permitted. The proposed
townhome project will improve an existing underutilized commercial center and provide a new home
ownership opportunity in the area. The applicant has submitted 10 floor plans ranging from about
1,100 to 2,500 square feet with 2 to 4 bedrooms and a 2-car garage. Each unit will have 3 stories.
with a maximum height of under 40 feet which complies with BECSP and is lower than the
surrounding 4- and 5-story apartments built since the adoption of BECSP.
The 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 because it will be
compatible with the bulk and scale of existing residential uses in the project vicinity and proposes
less density. The applicant's request to eliminate the required commercial component will not affect
access to goods and services as there are numerous commercial uses and a regional mall in the
area. In addition, demand for commercial space has been reduced due to e-commerce.
The project includes facade breaks, roof line variations, and architectural treatment to minimize
overall building mass and scale and create an attractive design. The 2 buildings along the Edinger
frontage, as modified by a code requirement, provides wall offsets and will include additional
materials to enhance its appearance and contribute to a pleasing street scene. The dwellings will be
separated from surrounding uses by a 6 foot tall block wall, landscaping and adequate setback. The
granting of the conditional use permit will not adversely affect the General Plan because the project.
will be consistent with the Mixed Use Land Use Element designation established in the area. The
proposed project will comply with the provisions of the BECSP and other applicable provisions in
Titles 20-25 of the HBZSO with the exception of reduced parking and a concession to the required
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building separation permitted under the California Density Bonus Law.
Density Transfer
As noted previously, BECSP currently permits a MAND of 2,100 dwelling units (1,375 on Edinger
and 725 on Beach) 1,900 of which have been constructed leaving a balance of 200 dwelling units
along Beach Boulevard. The applicant is requesting a transfer of 130 dwelling units to Edinger
Avenue. BECSP permits such a transfer subject to the following requirements:
1. An Infrastructure Analysis documenting that the transfer does not exceed proposed
infrastructure capacity. If capacity will be exceeded based on the required analysis,
recommendations for additional infrastructure improvements must also be submitted.
Required infrastructure modifications shall be the responsibility of the party requesting the
transfer, and shall be placed as conditions of approval of the appropriate development
entitlement.
2. An Environmental Analysis in the form of the City's Initial Study documentation that the:
proposed transfer will not affect the conclusions of the environmental analysis contained in
Certified EIR No. 08-008. If the conclusions are affected, additional environmental analysis
may be required.
3. A policy analysis documenting that the transfer is consistent with the goals, policies, and
programs of the City of Huntington Beach General Plan and this Specific Plan.
Preliminary infrastructure studies have been reviewed by Public Works staff. Staff has provided code
requirements identifying additional information and requirements that will be addressed during plan
check to ensure existing infrastructure is suitable for the project or to identify required improvements.
The applicant will be responsible for all required infrastructure improvements needed to serve the
additional dwelling units proposed and to ensure that the proposed project does not exceed the
infrastructure capacity in the area.
EIR No. 08-008 was certified as part of the initial adoption of BECSP and analyzed an increase of up
to 4,500 dwelling units (1,745 on Edinger and 2,755 on Beach), 738,000 square feet of retail, 350
hotel rooms, and 112,000 square feet of office uses within the specific plan area. The EIR included
mitigation measures to mitigate the impacts from the full buildout of BECSP. To date, 1,375 dwelling
units have be constructed on Edinger within BECSP. The addition of 130 townhomes would result in
a total increase of 1,505 dwelling units on Edinger since the adoption of BECSP which is below the .
1,745 dwelling units analyzed in the EIR and planned for Edinger Avenue. Therefore, no further
CEQA analysis is required. The General Plan conformance section of this report demonstrates that
the project is consistent with the goals and policies of the General Plan. Lastly, the project, as
modified by code requirements, will be consistent with the requirements of BECSP except for parking
reduction and a concession to building separation permitted under the California Density Bonus Law
as discussed below.
California Density Bonus Law
The applicant is seeking to invoke development tools and privileges outlined in the California Density
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Bonus Law (CDBL) (found in the California Government Code Sections 65915-65918). As stipulated
in the CDBL, projects providing affordable housing are entitled to a density bonus on a sliding scale
based on the percentage of affordable units at each income level. In addition to a density bonus,
local jurisdictions are required to grant concessions to housing projects containing a percentage of
affordable units. A concession is defined as any of the following: a reduction in site development
standards or a modification of zoning code or architectural design requirements (e.g., a reduction in
setback or minimum square footage requirements), approval of mixed use zoning, or other regulatory
concessions which result in identifiable and actual cost reductions.
The number of required concessions that are granted to an applicant is based on the percentage of
affordable units included as part the project. Projects that include 10 percent of the proposed units as
affordable to moderate income households like the proposed project are entitled to one concession..
Concessions are permitted unless it does not result in identifiable and actual cost reductions, would
cause a public health or safety problem, would harm historical property, or would be contrary to the
law.
In addition to granting concessions, developments qualifying for a density bonus also can receive an
unlimited number of waivers from development standards. As such, the City is not permitted to apply
development standards that would physically prevent the project from being developed at the.
permitted density with the granted concessions. However, the City is not required to waive or reduce
development standards that would cause a public health or safety problem, cause an environmental
problem, harm historical property, or would be contrary to law. A waiver of a development standard
does not count as a concession, and there is no limit on the number of development standard
waivers that may be requested or granted.
In addition, the CDBL stipulates that the City may not require parking at ratios beyond what is
established in the CDBL upon the developer's request. Consistent with the CDBL, the project
includes the following:
Density Bonus:
The applicant is not requesting a density bonus.
Concession:
The applicant is requesting a concession to reduce the required space between buildings from 20.
feet to a minimum of 14 ft.-9 in. between residential buildings and 10 ft. to a common area building.
The applicant has indicated that the concession will result in a cost reduction by allowing the project
to have 11 additional units which allows for a reduction in the per unit construction costs making the
project financially feasible. If the 20 foot building separation were required, 11 units will be lost which
increases the per unit cost of construction by nearly $30,000 per unit.
Waivers:
The applicant is not requesting any waivers.
Reduced Parking Ratio:
Per the CDBL, the City may not require more than the parking ratios for a density bonus project
(inclusive of parking for persons with disabilities) outlined in the table below. As illustrated by this
table, the proposed project would provide more spaces than what is required by the CDBL.
City of Huntington Beach Page 10 of 14 Printed an 3/21/2023
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File#: 23-181 MEETING DATE: 3/28/2023
Unit Type Type Required Required Maximum Required Provided
Count Parking Ratio Parking Parking Parking Parking by
per City Code Spaces Requirements Spaces per the Project
per City per State Law State Law
Code
2 Bedroom 14 units 2 per unit 28 1.5 per unit 21 28
3 Bedroom 32 units 2.5 per unit 80 1.5 per unit 48 64
4 Bedroom 83 units 2.5 per unit 208 2.5 per unit 208 166
0.5 guest space 65 0 spaces 0 56
per unit •
Total 381 - 277 314
Quimby Act and Affordable Housing
The Community Services and Library Department has determined that additional public park area
within the project area is not needed. Instead the project will pay park and recreation in lieu fees to •
satisfy Quimby Act requirements pursuant to Chapter 254 of the HBZSO.
Pursuant to the HBZSO, the project is required to comply with affordable housing requirements and
will provide 10 percent of the proposed project as affordable units. The income restricted units must
be provided on-site with the new development in order to qualify for density bonus and its other
benefits.
Urban Design Guidelines Conformance:
The project will comply with the architectural regulations and guidelines of BECSP. A detailed
discussion of the project's design was provided in the Analysis section of this staff report. Below are
the site plan, perspective, and representative building elevation.
City of Huntington Beach Page 11 of 14 Printed on 3/21/2023
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File #: 23-181 MEETING DATE: 3/28/2023
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City of Huntington Beach Printed on 3/21/2023
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File #: 23-181 MEETING DATE: 3/28/2023
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Environmental Status:
The project will not have any significant effect on the environment and is exempt from the provisions
of CEQA pursuant to section 15182 of the CEQA Guidelines and Government Code 65457, because
the project is a residential development that conforms to the BECSP for which Program EIR No. 08-
008 was adopted and implementation of the project would not result in any new or more severe
potentially adverse environmental impacts that were not considered in the Final EIR for the BECSP.
The project is required to comply with all applicable mitigation measures adopted for BECSP. In light
of the whole record, none of the circumstances described under Section 15162 of the CEQA
Guidelines are present and, therefore, no EIR or MND is required.
Coastal Status:
Not applicable.
Design Review Board:
Not applicable.
Other Departments Concerns and Requirements:
Public Works, Building, Fire, Police, and Community Services staff reviewed the proposed project
and identified code requirements applicable to the project. The Public Works Department identified
one condition that has been incorporated into the suggested conditions of approval (Attachment No.
1).
Public Notification:
Legal notice was published in the Huntington Beach Wave on Thursday, December 1, 2022 and
notices were sent to property owners of record and occupants within a 500 ft. radius of the subject
property, individuals/organizations requesting notification (Community Development Department's
Notification Matrix), and applicant. Written communications received as of December 6, 2022 are
attached to this staff report (Attachment No. 6).
Application Processing Dates:
DATE OF COMPLETE APPLICATION: MANDATORY PROCESSING DATE(S):
October 20, 2022 60 days after applicant provides required notice
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File #: 23-181 MEETING DATE: 3/28/2023
SUMMARY:
Staff recommends approval of TTM No. 19174 and CUP No. 22-021 with findings and conditions
(Attachment No. 1).
This recommendation is based on the following:
- The project is consistent with the General Plan and its goals and policies.
- The project is compatible with the surrounding area.
- The TTM meets the requirements of the Subdivision Map Act.
- The project complies with the provisions of BECSP and HBZSO with the exception of the
proposed parking reduction and concession permitted under the CDBL.
- The project adds to the City's housing stock, including affordable housing, and RHNA targets.
ATTACHMENTS:
1. Suggested Findings and Conditions of Approval of TTM No. 19174 and CUP No. 22-021
2. Vicinity Map
3. Project Narrative received September 20, 2022
4. Project Entitlement Plans received September 20, 2022 and March 20, 2023
5. Code Requirements Letter(for informational purposes only) dated Dec. 1, 2022
6. Letters in Opposition/Support
7. Police Department memo dated July 2, 2022
City of Huntington Beach Page 14 of 14 Printed on 3/21/2023
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44
a • .
-x: :MINUTES:
n
i „
. . , . . . UNT.INGTON BEACH PLANNING COMMISSION. , .. ' ,i.,:'II•:,,ii:,
Atm% TUESpAy.,:1111A0028,2923.
Sov.. HUNTINGTON BEACH Civic CENTER
• .." 2000.MAIN STREET,HUNTINGTON BEACH,:CALIFORNIA"92648
. . • - • -
640 P.M.: —COUNCIL CHAMBERS:
,
tA-ti PLANNING COMMISSIOWMEETING TO ORDER
PLEDGE OF ALLEGIANCE —Led by Commissioner Kennedy
. _ P , p P P :P' P p - 1
ROLL:CALL: Adam,Kennedy,Twining,poinan, WOOd, ROdkigdaz,:ACOata•Gakian:
PUBLIC COMMENTS NONE
•
PUBLIC HEARING ITEMS:
•
13-1.81; TENTATIVE TRACT. MAP MOO: NO 101741cpNOITIO.NAL tiME: 1;).E.R.11111I (OP)
•
NO.22421 tBRANDYWINETOWNHOMES
REOljEST::
TTM:TO subdivide a SA acre site for condoinkildik.piirposet. CUPt•To develop •
a project with IV) attached .3-story lownkomes op to.,40 feet 'tall and no
commercial component The itecpett includes a transfer of 130 ilWelling.units
from Beach Boulevard to Edinger Avenue Within the Beach 'and Edinger
Cortidot.aSpecifiofPlam
LOCATION:
7225 Edinger Ave., 92647 (forth tide :200.feetwestof Gothetd SO
RECOMMENDED ACTION:
'Tile'Henning Conirnitsion shall takethesfolitiwirig Adana::
1.0. Find;the proposed prOjed exempt from the California. :Enxiininiterital Quality At . 11
CEQA). pursuant to:.Section 15162 of the CEQA 'Guidelines' and Government !i
Ude:65457,
15). :Approvp Tentat Ive:TractMa p Nc3, 1904:and Conditional Use Permit No 22-071
•InClUding a transfer of 1.30,dwelling units, with suggested.findings and conditions
0 approval tAttg4hnwt N0,1),
The Commission made the:following ls0040.4;
:2*.trun28,
. . :
45 :
PC Minutes
March 28,2023
Page 2
• Commissioner Adam visited the site and spoke with Commissioner Wood
and the applicant.
• Commissioner Kennedy visited the site.
• Vice-Chair Twining spoke with the applicant and visited the site.
• Chair Pellman spoke with the applicant and visited the site.
• Commissioner Wood spoke with the applicant and Commissioner Wood,
and visited the site.
• Commissioner Rodriguez had no disclosures.
• Commissioner Acosta-Galvan visited the site and spoke with staff.
Ricky Ramos, Principal Planner, gave the staff presentation for the proposed
project. He noted that staff is recommening a minor modification to Condition No.
6(b)to specify all associated private common open space.
There was a lengthy discussion regarding the access easement between the
subject property and the adjacent property. Staff indicated that the improvements
onsite would include a classic boulevard which would maintain receiprocal
access to both sites.
There was brief discussion regarding the proposed affordable housing units, the
duration of the program environmental impact report, and the impacts to the
adjacent properties.
THE PUBLIC HEARING WAS OPENED.
Lindsay Ortega, applicant, spoke in support of Item No. 23-181, provding a
detailed overview of the project. She stated that she has worked with Golden
West College to address potential privacy impacts.
Eric LaShelle, owner of current onsite business, spoke in opposition to Item No.
23-181, citing the unique businesses that will be lost if the project is approved.
•
Bret Blanchard, longterm ground leasee for H2GO, spoke in opposition to Item
No. 23-181, citing late notice, lack of communication from property owner, the
reciprocal access easement, and the potential negative impacts to the H2GO
business.
Jeff Bergsma, resident and designer of the adjacent site, expressed concern with
Item No. 23-181, citing the potential loss of the reciprocal easement, and asked
that the applicant to work with the adjacent property owners o limit the potential
negative impacts.
Karissa DiStefano, BlA, spoke in support of Item No. 23-181 citing the need for
more housing in the city.
David Trotter, Freeway Industrial Park, spoke in support of Item No. 23-181, and
stating that he would like the reciprocal easement agreement rescinded as
there's not require for reciprocal easements between residential and commercial
properties.
WITH NO ONE ELSE PRESENT TO SPEAK, THE PUBLIC HEARING WAS
CLOSED.
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There was discussion regarding the reciprocal access agreement, the parking
improvements, the number of parking spots proposed onsite, and adding a
condition to require the applicant to pay for all related improvements to the
carwash site.
A MOTION WAS MADE BY ADAM, SECONDED BY KENNEDY, TO FIND THE
PROPOSED PROJECT EXEMPT FROM THE CALIFORNIA
ENVIRONMENTAL QUALITY ACT(CEQA) PURSUANT TO SECTION 15182
OF THE CEQA GUIDELINES AND GOVERNMENT CODE 65457, AND
APPROVE TENTATIVE TRACT MAP NO. 19174 AND CONDITIONAL USE
PERMIT NO. 22-021, INCLUDING A TRANSFER OF 130 DWELLING UNITS,
WITH SUGGESTED FINDINGS AND MODIFIED CONDITIONS OF
APPROVAL, BY THE FOLLOWING VOTE:
AYES: Adam, Kennedy, Twining, Pellman,Wood, Rodriguez, Acosta-
Galvan
NOES: None
ABSENT: None
ABSTAIN: None
MOTION PASSED
FINDINGS FOR PROJECTS EXEMPT FROM CEQA:
The Planning Commission finds that the project will not have any significant effect on the
environment and is exempt from the provisions of the California Environmental Quality Act
(CEQA) pursuant to section 15182 of the CEQA Guidelines and Government Code 65457,
because the project is a residential development that conforms to the Beach and Edinger
Corridors Specific Plan (BECSP) for which Program EIR No. 08-008 was adopted and
implementation of the project would not result in any new or more severe potentially adverse
environmental impacts that were not considered in the Final EIR for the BECSP. The project is
required to comply with all applicable mitigation measures adopted for BECSP. In light of the -
whole record, none of the circumstances described under Section 15162 of the CEQA
Guidelines are present and, therefore, no EIR or MND is required.
The project is located at 7225 Edinger Avenue and consists of 129 attached 3-story townhomes
up to 40 feet tall without a commercial component and a tentative tract map to subdivide a 5.6
acre site for condominium purposes. The development site is located within the Town Center
Boulevard Segment of the BECSP. The City certified Program EIR No. 08-008 on December 8,
2009 and adopted the BECSP on March 1, 2010. In 2015, the City Council amended the
BECSP to reduce the Maximum Amount of New Development (MAND) from 4,500 to 2,100 total
new dwelling units (725 units on Beach Boulevard and 1,375 unit on Edinger Avenue). There
are 200 undeveloped units remaining within the MAND on Beach Boulevard. The 129 units
proposed by the project is within this limit and the project includes a request to transfer 129
dwelling units from Beach Boulevard to Edinger Avenue. The project conforms to all standards
and regulations of the BECSP and HBZSO except for reduced parking and a concession to
required building separation as permitted by the California Density Bonus Law.
Accordingly, no revision to the previously certified Program EIR is proposed as part of the
project, nor have any circumstances changed requiring revision of the previously certified
Program EIR. In addition, no new information identifies that implementation of the BECSP,
including the project, will have significant effects that were not discussed in the previously
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certified Program EIR or that the significant effects identified in the certified Program EIR will be
substantially more severe than determined in the Program EIR. Nor is there new information
showing that mitigation measures or alternatives not previously adopted would substantially
reduce one or more significant effects of the Project.
FINDINGS FOR APPROVAL -TENTATIVE MAP NO. 19174:
1. Tentative Tract Map (TIM) No. 19174 to subdivide a 5.6 acre site for condominium
purposes is consistent with the General Plan land use designation of Mixed Use — Specific
Plan Overlay and zoning designation of BECSP (Town Center Boulevard Segment) on the
subject property, applicable provisions of the Subdivision Map Act, and the Huntington
Beach Zoning and Subdivision Ordinance (HBZSO). The TTM complies with all
development standards set forth in the BECSP and HBZSO. The proposed subdivision is
also consistent with the goals and policies of the General Plan Land Use Element that
govern new subdivisions and residential development. These goals and policies call for a
range of housing types to be available to meet the diverse economic, physical, and social
needs of future and existing residents while maintaining the neighborhood character of the
surrounding area.
2. The site is physically suitable for the type and density of development proposed as part of
the project because the subject property is located in a mixed-use neighborhood with similar
residential development including some under the same General Plan land use and zoning-
designations. The site's size, shape, and flat topography are conducive to the development
of a new residential project that conforms to the General Plan, BECSP, HBZSO, and other
city requirements and is in keeping with the character of the surrounding neighborhood. The
proposed grading plan minimizes pad elevations and retaining walls to remain compatible
with surrounding properties while allowing the site to function and drain properly. Access to
the site will be provided off Edinger Avenue and drive aisles will provide direct access to
each unit and its attached garage. The project will also provide 260 spaces within 2-car
attached garages associated with each unit and up to 58 off-street guest spaces. Pedestrian
access to the site will be provided by a proposed public sidewalk along Edinger and private
walkways onsite. Therefore, the project site suitable to accommodate the type of
development proposed.
3. The design of the subdivision or the proposed improvements will not cause serious health
problems or substantial environmental damage or substantially and avoidably injure fish or
wildlife or their habitat because the property is an infill site already developed with a
commercial center and is void of any wildlife habitat. Compliance with regulatory
requirements and mitigation measures will ensure that the subdivision will not cause serious
health problems or substantial environmental damage.
4. The design of the subdivision or the type of improvements will not conflict with easements,
acquired by the public at large, for access through or use of, property within the proposed
subdivision unless alternative easements for access or for use will be provided. The
subdivision will provide all necessary vehicular access, sidewalk, and utility easements to
serve the new development.
FINDINGS FOR APPROVAL -CONDITIONAL USE PERMIT NO. 22-021:
1. Conditional Use Permit No. 22-021 to develop a project with 129 attached 3-story
townhomes up to 40 feet tall and no commercial component with a request to transfer 129
dwelling units from Beach Boulevard to Edinger Avenue within BECSP will not be
detrimental to the general welfare of persons working or residing in the vicinity or detrimental
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to the value of the property and improvements in the neighborhood. The project will improve
an underutilized site with a residential development compatible with other uses in the
vicinity. It will assist in meeting the changing housing needs of the community by providing
a new homeownership opportunity in the area. The project will comply with development
standards in BECSP and the HBZSO including building height, setbacks, and landscaping
and will be consistent with the overall bulk and scale of existing residential uses in the
project vicinity. The project is one story less than residential projects developed in the area
in recent years and includes façade offsets, roofline variations, and architectural treatment
to minimize overall building mass and scale. The project's lack of a commercial component
will not affect access to goods and services as there are numerous commercial uses and a
regional mall in the area to adequately meet the needs of the general public. The applicant
is required to make all infrastructure improvements needed to serve the additional dwelling
units proposed.
2. The granting of the conditional use permit to develop a project with 129 attached 3-story
townhomes up to 40 feet tall without a commercial component with a request to transfer 129
dwelling units from Beach Boulevard to Edinger Avenue within BECSP will not adversely
affect the General Plan because the project is consistent with the Mixed Use —Specific Plan
Overlay Land Use Element designation on the subject site. The proposed project is also
consistent with the General Plan goals and policies listed below.
A. Land Use Element
Goal LU-1 - New commercial, industrial, and residential development is coordinated to
ensure that the land use pattern is consistent with the overall goals and. needs of the
community.
Policy LU-1A — Ensure that development is consistent with the land use designations
presented in the Land Use Map, including density, intensity, and use standards applicable
to each land use designation.
Policy LU-1 C - Support infill development, consolidation of parcels, and adaptive reuse of
existing buildings.
Policy LU-1 D - Ensure that new development projects are of compatible proportion,
scale and character to complement adjoining uses.
Policy LU-2E - Intensify the use and strengthen the role of public art, architecture,
landscaping, site design, and development patterns to enhance the visual image of
Huntington Beach.
Goal LU-4 - A range of housing types is available to meet the diverse economic,
physical, and social needs of future and existing residents, while neighborhood
character and residences are well maintained and protected.
Policy LU-4A — Encourage a mix of residential types to accommodate people with diverse
housing needs.
Policy LU-4B—Improve options for people to live near work and public transit.
Policy LU-4E — Encourage housing options located in proximity to employment to reduce
vehicle miles traveled.
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Goal LU-7 - Neighborhoods, corridors, and community subareas are well designed, and
buildings, enhanced streets, and public spaces contribute to a strong sense of place.
The project will redevelop an infill site with townhomes to address the diverse housing
needs of the community. It will be compatible with the character of the neighborhood which
consists of a mix of commercial and residential with light industrial uses further away. It will
provide additional opportunities for ownership housing near employment and public transit.
The project proposes an architectural style that is in keeping with the proportion, scale, and
character of the neighborhood. The proposed 3-story townhomes will be a story less than
the more recent 4- and 5-story multi-family residential projects built in the area. It is
consistent with the development standards in the Beach and Edinger Corridors Specific Plan
(BECSP) and Huntington Beach Zoning and Subdivision Ordinance (HBZSO) except for
reduced parking and a concession to building separation permitted under the California
Density Bonus Law.
B. Housing Element
Goal 2 - Provide adequate housing sites through appropriate land use, zoning and specific
plan designations to accommodate Huntington Beach's share of regional housing needs.
Policy 2.1.,- Provide site opportunities for development of housing that responds to diverse
community needs in terms of housing types, cost and location, emphasizing locations near
services and transit that promote walkability.
Policy 2.3 — Encourage and facilitate the provision of housing affordable to lower income
households within the Beach and Edinger Corridors Specific Plan.
Goal 3 - Enhance housing affordability so that modest income households can remain an
integral part of the Huntington Beach community.
Policy 3.1 - Encourage the production of housing that meets all economic segments of the
community, including lower, moderate, and upper income households, to maintain a
balanced community.
Policy 3.2 - Utilize the City's Inclusionary Housing Ordinance as a tool to integrate
affordable units within market rate developments. Continue to prioritize the construction of
affordable units on-site, with provision of units off-site or payment of an in-lieu housing fee
as a less preferred alternative.
Policy 3.3 - Facilitate the development of affordable housing through regulatory incentives
and concessions, and/or financial assistance, with funding priority to projects that include
extremely low income units. Proactively seek out new models and approaches in the
provision of affordable housing.
Policy 3.4 - Explore collaborative partnerships with non-profit organizations, developers, the
business community and governmental agencies in the provision of affordable housing.
Policy 4.1 - Support the use of density bonuses and other incentives, such as fee
deferrals/waivers and parking reductions, to offset or reduce the costs of developing
affordable housing while ensuring that potential impacts are addressed.
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Policy 6.4 — Incorporate transit and other transportation alternatives including walking and
bicycling into the design of new development, particularly in areas within a half mile of
designated transit stops.
The project will redevelop an underutilized commercial center with a townhome project that
will provide more homeownership opportunities to address the diverse housing needs of the
community. The project will comply with the City's affordable housing requirement to
provide 10 percent of the proposed dwelling units as affordable units. Due to the provision
of affordable housing, the applicant is entitled to reduced parking and any concession and
waivers as permitted by the California Density Bonus Law. The project is located near
transit, employment, and services which can facilitate alternative forms of transportation.
C.Circulation Element
Goal C1RC-3A—Convenient and efficient connections between regional transit and areas of
employment, shopping, recreation, and housing will increase ridership and active mobility,
with a focus on first/last mile solutions.
Policy CIRC-6C — Require new commercial and residential projects to integrate with
pedestrian and bicycle networks, and that necessary land area is provided for the
infrastructure.
The project site is located near public transportation, including the Golden West
Transportation Center, as well as employment and shopping. The project will be installing
Classic Boulevard frontage improvements to match recent developments in the area as
required by BECSP which includes up to a 12 foot wide sidewalk along the Edinger Avenue
frontage. That combined with the bike racks that will be provided onsite will facilitate active
mobility and could increase transit ridership.
3. The proposed project will comply with the provisions of the BECSP and other applicable
provisions in Titles 20-25 of the HBZSO with the exception of reduced parking and a
concession to the required building separation permitted under the California Density Bonus
Law.
•
CONDITIONS OF APPROVAL—TENTATIVE TRACT MAP NO. 19174:
1. The Tentative Tract Map No. 19174 received September 20, 2022 shall be the approved
layout.
2. Pursuant to Section 230.14 of the HBZSO, the final map for Tentative Tract Map No. 19174
shall not be approved by the City Council until an Affordable Housing Agreement has been
approved by the City Council.
3. Prior to issuance of a grading permit and at least 14 days prior to any grading activity, the
applicant/developer shall provide notice in writing to property owners of record and tenants
of properties within a 500-foot radius of the project site as noticed for the public hearing. The
notice shall include a general description of planned grading activities and an estimated
timeline for commencement and completion of work and a contact person name with phone
number. Prior to issuance of the grading permit, a copy of the notice and list of recipients
shall be submitted to the Community Development Department.
4. Prior to issuance of building permits, an Affordable Housing Agreement in accordance with
the Affordable Housing Program shall be submitted to the Community Development for
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review and approval by the City Attorney, and accepted by the City Council. Said
agreement shall be recorded with the Orange County Recorder's Office prior to issuance of
the first building permit for the tract. The Agreement shall comply with HBZSO Section
230.14 and include, but not be limited to, the following items:
a. The duration of the affordability and the number of the affordable units onsite;
b. The method in which the developer and the City are to monitor the affordability of the
subject affordable units and the eligibility of the tenants or owners of those units over the
period of the agreement;
c. The method in which vacancies will be marketed and filled;
d. A description of the location and unit type (bedrooms, floor area, etc.) of the affordable
units within the project. Affordable units shall be located throughout the project and shall
include a mixture of unit types in the same ratio as provided throughout the project; and
e. Standards for maximum qualifying household incomes and standards for maximum rents
or sales prices.
5. Prior to submittal of the final tract and at least 90 days before City Council action on the final
map, Conditions Covenants & Restrictions (CC&Rs) shall be submitted to the Community
Development Department, Public Works, and City Attorney's office for review and approval.
The CC&Rs shall include a parking management plan to ensure the ongoing control of
availability of on-site parking including but not limited to: the implementation of a parking
permit system, restricting garages from being converted to living quarters, workshops, or
storage that will preclude the parking of two vehicles, all open parking spaces within the
project shall be unassigned and available for visitors and guests; no boat, trailer, camper,
off-road vehicle, golf cart, commercial vehicle, mobile home, motor home, bus, or other
recreational vehicle or any non-operating vehicle shall be parked or stored in any open
sparking spaces; and towing of any vehicles violating the restrictions within the CC&Rs. The
CC&Rs shall identify that there is a Golden West College Criminal Justice Training Center
immediately to the north of the project site where training occurs and that no windows are
allowed on the 2nd and 3`d story north facing elevation of the townhomes along the northern
boundary of the subject site for privacy. The CC&Rs must be in recordable form prior to
recordation of the map. (HBZSO Section 253.12.H and BECSP)
6. Prior to final inspection or occupancy, the Developer shall provide a Landscape
Maintenance Agreement for the continuing maintenance and liability of all landscaping,
irrigation, street lighting, furniture, and hardscape that is located along the project frontage
within the public right of way and pedestrian access easements. The agreement shall
describe all aspects of maintenance such as enhanced sidewalk cleaning, weed and pest
control, trash cans, disposal of trash, signs, tree or palm replacement, and any other aspect
of maintenance that is warranted by the improvements proposed. The agreement shall state
that the property ownership shall be responsible for all costs associated with maintenance
(including any fees for water and electrical use), repair, replacement, liability, and fees
imposed by the City. (PW)
7. Block wall/fencing plans (including a site plan, section drawings, and elevations depicting
the height and material of all retaining walls, walls, and fences) consistent with the grading
plan shall be submitted to and approved by the Community Development Department.
Double walls shall be avoided to the greatest extent feasible. Prior to the construction of any
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new wall;a plan must be submitted identifying the removal of any'existing walls located on
the subject priVedYThe.plarieshellidentifymaterialsi seep holes and drainage,:
•
4, Comply with all mitigation measures in the.BEP EIR No 08-908,
, .
9. Incorporating sustainable Ot..4greerf,' building .fraCtidee. into, the: design Of the proposed
structures and associated site improvements is highly.enoouraged. Sustainable building , •
practices may include :(but are not limited to): those recommended by the, .U,S. Green
Building Council's Leadership' Energy and Environmental Design (LEED). Program .
. • • „.•.
dertifidation. (htto://WwW.UtObt.oro/Disolav•Paoe.asok?CatedorvID#49) or Build It. Green's
Green Building Guidelines and Rating Systems (httrii/Www:htilditoreen.ord/Oreen-buildinci-
guidelines4atino)..
.......
10
The development services departments (Community Development .Departinent,, Fire . •
Department, and pOr.;110 Works) shall be responsible for ensuring compliance with All • !i
applicable :bode irequirements and conditions of apprOval, The Director of Community
Development may approve minor amendments to thp.ijiansE:.ancitor conditions of approval as
appropriate .based on changed circumstances, new information or :other'relevant factors
Final map review and permits :,$11g1j not be issued uptil the development services
departments have reviewed and approved the proposed sthattges for conformance with.the
intent of the Planning:Commission's.aotion if the proposed changes are of a substantial
nature, an amendment to the'the original entitlement reviewed by the Planning•OOmmission.
may-be required pursuant to the 0'0i/18101S:of HEIM°.Section 241,18,.
CONDITIONS OF APPROVAL-.tONDITIONAL USE PERMIT NO
. . . .
The site Piar4.400t104all$.;, elevations, and Other project P.100P.received..:SOPternber20, 202
and March 20, 2021Fahall be the conceptually approved design with the modification that no
windows pre..allOwed.ort the 2 and Prct story north facing elevation of the townhomes along
, • •
the northern boundary of the:subject site for privacy. The final design of Buildings 5.and 6
shall Oe/Objectto planning staff'appitiVal.
2, Prior to issuance Of sa demolition perrnit the, required entitlement for the propOsed,
elimination of 2 parking spaces on the adjacent car wash propertyy to,.the east in order to
provide the required fire:lanefor that property must be apprOVed.
3. Prior to.issuance of Agrading permit, applicant shall 'sob:Mit:a construction management. • •
" •
plan that addresses coordination:with the operator of the adjacent oat wash during the
completion.: improvements on the car wash site including but not,limited to the relocation
Of the reciprocal access, removal of parking spaces and installation of the new car wash fires
lane, and.continuation of the Plea* Boulevard public frontage improvements to the project
site subject to approval by Community Development Director, ,All improvementicostapn
the, car wash site related to.: development ,of the..10WnhOrrta.project shall be the.
responsibility Otte applicant.
4 Prior to submittal for building permits,.:the following shall be.completed
.. .
a Zoning entitlement conditions of approval, mitigation measures identified in BECSP EIR
No, 100428.,.:0110 code requirements provided in the letter dated Dec', 2.022.shall be
printed Verbatiiii.On One:of the first three pages of all trie,working drawing sets used for
issuance of building permits (architectural, structural, electrical, mechanical and
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plumbing) and shall be referenced in the sheet index. The minimum font size utilized
for printed text shall be 12 point.
b. Submit three (3) copies of the site plan and floor plans and the processing fee to the
Community Development Department for addressing purposes after street name
approval by the Fire Department.
5. Prior to issuance of building permits, the following shall be completed:
a. Block wall/fencing plans (including a site plan, section drawings, and elevations
depicting the height and material of all retaining walls, walls, and fences) consistent with
the grading plan shall be submitted to and approved by the Community Development
Department. Double walls shall be avoided to the greatest extent feasible. Prior to the
construction of any new walls, a plan must be submitted identifying the removal of any
existing walls located on the subject property. The plans shall identify materials, seep
holes and drainage.
b. Contact the United States Postal Service for approval of mailbox location(s).
c. An interim parking and building materials storage plan shall be submitted to the
Community Development Department to assure adequate parking and restroom
facilities are available for employees, customers, and contractors during the project's
construction phase and that adjacent properties will not be impacted by their location.
The plan shalt also be reviewed and approved by the Fire Department and Public
Works Department. The applicant shall obtain any necessary encroachment permits
from the Department of Public Works.
6. During demolition, grading, site development, and/or construction, the following shall be
adhered to:
a. Construction equipment shall be maintained in peak operating condition to reduce -
emissions.
b. Use low sulfur(0.5%)fuel by weight for construction equipment.
c. Truck idling shall be prohibited for periods longer than 10 minutes.
d. Attempt to phase and schedule activities to avoid high ozone days first stage smog
alerts.
e. Discontinue operation during second stage smog alerts.
f. Ensure clearly visible signs are posted on the perimeter of the site identifying the name
and phone number of a field supervisor to contact for information regarding the
development and any construction/grading activity.
g. All Huntington Beach Zoning and Subdivision Ordinance and Municipal Code
requirements including the Noise Ordinance. All activities including truck deliveries
associated with construction, grading, remodeling, or repair shall be limited to Monday-
Saturday 7:00 AM to 7:00 PM. Such activities are prohibited Sundays and Federal
holidays (HBMC 8.40.090).
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7. The structure cannot be occupied, the final building permit cannot be approved, and utilities
cannot be released for the first residential unit until the following have been completed:
a. Compliance with all conditions of approval specified herein shall be accomplished and
verified by the Community Development Department.
b. The public open space and all associated private common open space and recreational
amenities shall be completed.
c. 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.
d. All Development Impact Fees shall be paid to the Community Development Department
(City of Huntington Beach Community Development Department Fee Schedule).
(HBZSO Section 254.16).
8. The applicant and/or applicant's representative shall be responsible for ensuring the
accuracy of all plans and information submitted to the City for review and approval.
9. Tentative Tract No. 19174 and Conditional Use Permit No. 22-021 become null and void
unless exercised within two (2) years of the date of final approval. An extension of time may
be granted by the Community Development Director pursuant to a written request submitted
to the Planning Division a minimum 60 days prior to the expiration date. (HBZSO Section
251.14 and 251.16)
10.The development services departments (Community Development Department, Fire
Department, and Public Works) shall be responsible for ensuring compliance with all
applicable code requirements and conditions of approval. The Director of Community
Development may approve minor amendments to plans and/or conditions of approval as
appropriate based on changed circumstances, new information or other relevant factors.
Any proposed plan/project revisions shall be called out on the plan sets submitted for
building permits. Permits shall not be issued until the Development Services Departments
have reviewed and approved the proposed changes for conformance with the intent of the
Planning Commission's action. 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 provisions of HBZSO Section 241.18.
INDEMNIFICATION AND HOLD HARMLESS CONDITION:
The owner of the property which is the subject of this project and the project applicant if different
from the property owner, and each of their heirs, successors and assigns, shall defend,
indemnify and hold harmless the City of Huntington Beach and its agents, officers, and _
employees from any claim, action or proceedings, liability cost, including attomey's fees and
costs against the City or its agents, officers or employees, to attack, set aside, void or annul any
approval of the City, including but not limited to any approval granted by the City Council,
Planning Commission, or Design Review Board concerning this project. The City shall promptly
notify the applicant of any claim, action or proceeding and should cooperate fully in the defense
thereof.
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Page 12
CONSENT CALENDAR
23-290 APPROVE:PLANNING COMMISSION,MINUTES.DATED;FEBRUARY 14, 2023
Recommended Action;
That the Planning.COreirn itaibtilake the f011oWing action:
'Approve the February 14,::2028,Planning.Corriniissibn Minutes as SUberlitted?
A MOTION WAS :MADE SY:WOOD, SECONDED RopluouEzi 'TO APPROVE
.
THE FEBRUARY 144.2023', PLANNING COMMISSION:MINUTES AS SUBMITTED,
BY THE FgLwiAnNo VOTEz
AYES! Kennedy,Twining, Pellñiäfl,Mod, ROdrig.tie4Actitta4dIVah,
NOES:, None
ASSENT:: None
ABSTAIN:: Adam
MOTION APPROVED;
NON-PUBLIC HEARING ITEMS:-.:14ONE
PLANNING ITEMS
Matthew Schneider,Planning Menner,.reported on recent and upogrOirlg City Council meetings
and reported on fterna athedUled.fOr upcoming Planning torriMitskirtitritetings,
PLANNING COMMISSION ITEMS;
CornmisSiOrier Adarna ad Rodriguez asked forinfontatidni"egarding:UpcOtting hearing itetts,
Commissioner Kennedy thanked staff for their detailed reports
Commissioner Wood thanked staff for their work and•asked Chair Pellinan to ask the public
speaker 'for theitinarnee.
Commissioner:1166'106z thanked Chair Peliman for his committee assignment and thanked.
staff for his Planning Academy registration.
Chair Pelltnan thanked.staff fOratsisting With:the voting:Snitware,
ADJOURNMENT::- Adjourned at 715 PM1o:the next regularly scheduled meeting of
T.1,Mday,.4pril 114023:
':.APPROVEDBY
r(
jliasenor, 41.1rig Secrete Tracy Pelltnarli Chairperson
23pcm0328
56
6/28/24,2:10 PM Batch 17641701 Confirmation
Recorded in Official Records, Orange County
Hugh Nguyen, Clerk-Recorder
• II IIIIIIIII III III III II NO FEE
. $ 80015019011 $ *
$
2024000161998 1:12 pm 06/28124
RECORDED AT THE REQUEST OF AND 371 NC-5 Al2 78
WHEN RECORDED RETURN TO: 0.00 0.00 0.00 0.00 231.00 0.00 0.000.000.00 0.00
City Clerk
City of Huntington Beach
2000 Main Street
Huntington Beach,CA 92648 •
(Space Above For Recorder's Use)
This Affordable Housing Agreement is recorded at the
request and for the benefit of the City of Huntington Beach
and is exempt from the payment of arecording fee pursuant
to Government Code Sections 6103 and 27383.
. AFFORDABLE HOUSING AGREEMENT FOR
• 7225 EDINGER AVENUE,
HUNTINGTON BEACH
BY AND BETWEEN
CITY OF HUNTINGTON BEACH,
a California Municipal Corporation
• i
and
•
TPG AG EHC III(LSEA)CA 3,L.P.,
a Delaware Limited Partnership
•
•
•
• •
{
•
' r
23-12898/310834
-1-
1/2
https://gs.secure-erds.com/Batch/Confirmation/17641701
RECORDED AT THE REQUEST OF AND
WHEN RECORDED RETURN TO:
City Clerk
City of Huntington Beach
2000 Main Street
Huntington Beach, CA 92648
(Space Above For Recorder's Use)
This Affordable Housing Agreement is recorded at the
request and for the benefit of the City of Huntington Beach
and is exempt from the payment of a recording fee pursuant
to Government Code Sections 6103 and 27383.
AFFORDABLE HOUSING AGREEMENT FOR
7225 EDINGER AVENUE,
HUNTINGTON BEACH
BY AND BETWEEN
CITY OF HUNTINGTON BEACH,
a California Municipal Corporation
and
TPG AG EHC III(LSEA) CA 3,L.P.,
a Delaware Limited Partnership
23-12898/310834
-1-
AFFORDABLE HOUSING AGREEMENT
FOR 7225 EDINGER AVENUE,HUNTINGTON BEACH
This AFFORDABLE HOUSING AGREEMENT ("Agreement") is entered into as of the
7i5 day of jolt- , 2024 ("Effective Date") by and between the CITY OF
HUNTINGTON BEACH, a California municipal corporation ("City"), and TPG AG EHC III(LSEA)
CA 3, L.P., a Delaware limited partnership ("Owner"). City and Owner are hereinafter sometimes
referred to collectively as the "Parties" and individually as a"Party."
RECITALS
A. City is a municipal corporation and charter city organized and existing pursuant to the
Constitution and laws of the State of California.
B. Owner is the owner in fee of that certain real property located at 7225 Edinger
Avenue,Huntington Beach,consisting of approximately 5.6 acre lot,and more particularly described
in the legal description attached hereto as Exhibit"A" (the "Property").
C. Owner has submitted to City plans to develop the Property as a one hundred and twenty-
nine (129) unit townhome development, as more particularly depicted in the attached Exhibit `B"
(the "Project"). Owner will build the Project in multiple construction phases and sell or rent individual
units to individual homebuyers. Currently, as set forth in the Project approvals, Owner will sell the
individual units in accordance with the terms and conditions herein. If Owner later desires to rent all of
the units,including market rate and affordable,Owner may make this request to City and an amendment
to this Agreement will be prepared by the City Attorney's Office to incorporate all of the additional
required rental provisions.
D. Pursuant to California Government Code Section 65915 (the "State Density Bonus
Law"), as implemented under Huntington Beach Zoning and Subdivision Ordinance ("HBZSO"),
Chapter 230.14, developers of housing projects that include specified levels of affordable housing are
entitled to apply for and receive certain density bonuses and additional incentives in order to facilitate
the economic feasibility of those projects. Owner is not proposing an increase in the number of units
allowed per the State Density Bonus Law and will meet the affordability requirements as outlined in
HBZSO Chapter 230.14 and Chapter 230.26. In exchange for making at least ten percent(10%) of the
129 total units affordable to Moderate Income Households per Chapter 2.2.3 of the Beach and Edinger
Corridors Specific Plan(BECSP),the State Density Bonus Law provides that the developer may receive
up to one"incentive or concession." (Gov't § 65915(d)(2)(A).)
E. The City's Inclusionary Housing Ordinance as outlined in HBZSO Chapter 230.26
requires that ten percent (10%) of new housing within the Project be affordable to households
earning not more than 120% of Orange County Median Income. In compliance with HBZSO
Chapter 230.14 requirement, Owner agrees to provide as part of the one hundred and twenty-nine
(129) ownership units permitted under the City development standards, thirteen (13) units to be
affordable to Moderate Income Households (the "Affordable Units").
F. Pursuant to Government Code Section 65915(d), Owner has applied for one incentive or
concession related to a reduction in development standards and has applied for a reduction in City
parking standard ratios. Since the Project will be providing 10 percent of the total dwelling units for
23-12898/310834
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Moderate Income Households(13 units),the Owner seeks relief in the form of a reduction from the City
parking standards and is implementing the parking ratios for two-, three-, and four-bedroom units and
guest parking under the State Density Bonus Law regulations. The Owner has applied for one incentive
or concession related to the required space between buildings from 1)20 feet to a minimum of 14 feet-9
inches between residential buildings; and 2)20 feet to a minimum of 10 feet for common area buildings.
Pursuant to Government Code Section 65915(e),Owner has not applied for any additional waivers and/or
reduction of development standards that would physically preclude the construction of the Project as
approved.
G. On March 28, 2023, the Planning Commission approved the Proj ect application
consisting of a 1) Tentative Tract Map No. 19174; 2) Conditional Use Permit (CUP) No. 22-021,
including approval of the transfer of 129 units from Beach Boulevard to Edinger Avenue within the
BECSP; and 3) finding the Project exempt from the California Environmental Quality Act (CEQA)
pursuant to Section 15182 of the CEQA Guidelines and California Government Code 65457. As
approved, the Project includes the aforementioned concession request and reduction in City parking
standard ratios. In order to take advantage of this concession, Owner must ensure,pursuant to the
terms of this Agreement,that no less than ten percent(10%) of the one hundred and twenty-nine (129)
total units permitted under City development standards are affordable to Moderate Income Households.
Therefore, Owner must ensure,pursuant to the terms of this Agreement, that no less than thirteen(13)
residential units (rental or for sale) will be used and occupied or available for use and occupancy by
Moderate Income Households as defined in Health and Safety Code Section 50093 at the time of this
Agreement.
H. This Agreement sets forth the terms and conditions for the implementation of the
Project's requirement to provide affordable housing units in exchange for receiving the concession
and reduction in City parking standard ratios as set forth herein.
I. The development of the Project on the Property pursuant to this Agreement, and the
fulfillment generally of this Agreement, are in the vital and best interests of City and the welfare
of its residents, and in accordance with the public purposes and provisions of applicable federal, state,
and local laws and requirements.
COVENANTS
NOW, THEREFORE, in consideration of the above Recitals, which are incorporated herein
by this reference, and of the mutual covenants hereinafter contained and for other good and valuable
consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties agree as
follows:
1. DEFINITIONS AND EXHIBITS
1.1 Definitions. The following terms when used in this Agreement shall be defined
as follows:
1.1.1 "Adjusted For Family Size Appropriate To The Unit" means a
household of one person in the case of a studio unit, a household of two persons in the case of a one-
bedroom unit, a household of three persons in the case of a two-bedroom unit, a household of four
persons in the case of a three-bedroom unit, and a household of five persons in the case of a four-
bedroom unit.
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1.1.2 "Affordable Housing Cost" for a Moderate Income Household means
that purchase price for the sale of an Affordable Unit, assuming the payment by the purchaser of a
down payment in the amount of 10% of the purchase price,which would result in an annual Monthly
Housing Cost which does not exceed the product of Thirty-Five Percent (35%) of One Hundred Ten
Percent (110%) of the current Orange County monthly median income for a household adjusted for
family size appropriate to the Unit under Health and Safety Code Section 50052.5(b)(4). Affordable
Housing Cost shall be calculated pursuant to the City Housing Regulations.
1.1.3 "Affordable Units" means the thirteen (13) units, consisting of two (2)
two-bedroom Units,three(3)three-bedroom Units,and eight(8)four-bedroom Units that are designated
pursuant to Section 3.2 to be sold or rented to and occupied by thirteen (13) Moderate Income
Households in the Project.
1.1.4 "Affordable Housing Covenant" means the Declaration of Conditions,
Covenants and Restrictions for Moderate Income Affordable Housing to be recorded against each
Affordable Unit in the form attached hereto as Exhibit "C."
1.1.5 "BECSP" means the Beach and Edinger Corridors Specific Plan of the
City, in effect as of the Effective Date, and related certified Program EIR No. 08-008.
1.1.6 "City Housing Regulations"means the "Affordable Ownership Housing
Regulations-Homeowner Requirements of the City of Huntington Beach," dated August 15, 2011, as
they exist now, and as they may be amended in the future.
1.1.7 "Condominium Map" means that certain final map for condominium
purposes for Tract No. 19174 that will create the Units within the Project.
1.1.8 "Effective Date" means the date the City Council of City approves this
Agreement,which date shall be inserted in the preamble to this Agreement.
1.1.9 "Household"means all persons residing in a Unit.
1.1.10 "Incentives and Concessions"means the incentives and concessions and
reductions in development standards and parking ratios identified in Recital F above.
1.1.11 "MAND" means the maximum amount of net new development as that
term is defined and used in the BECSP.
1.1.12 "Market Rate Units" means the Units within the Project to be rented
or sold by Owner to a Household without restriction as to income levels, rental rate or sales price.
1.1.13 "Median Income" means the Orange County area median income,
adjusted for household size, as established by the United States Department of Housing and Urban
Development, and as published periodically by the California Department of Housing and Community
Development.
1.1.14 "Moderate Income Household"means a Household whose income does
not exceed the qualifying limits for moderate income households pursuant to Health and Safety Code
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Section 50093,which is those Households whose income does not exceed one hundred twenty percent
(120%) of Median Income, adjusted for family size. The income level of a Household shall be
determined in accordance with the City Housing Regulations.
1.1.15 "Monthly Housing Cost"shall include all of the following associated with
the Affordable Unit: (i) principal and interest payments on a mortgage loan; (ii) property taxes and
assessments; (iii) the cost of fire and casualty insurance covering replacement value of property •
improvements; (iv) homeowner's association fees; (v) reasonable Unit maintenance and repair costs;
and (vi) reasonable utility allowance, all as determined according to the City Housing Regulations. In
determining monthly housing payments, the City will assume principal and interest payments on a
conventional home mortgage after paying a ten percent(10%) down payment.
1.1.16 "Project" means that certain housing development as more particularly
described in Recital C and Section 2 of this Agreement. In the event of any inconsistency between the
description of the Project in this Agreement and the Project Approvals, the Project Approvals shall
govern. In no event shall any development be permitted that is not permitted under the entitlements in
effect at the time of development.
1.1.17 "Project Approvals" means the entitlements and permits for the Project
and the CEQA exemption for the Project as more particularly described in Recital G of this Agreement,
as may be amended or modified upon application by Owner and approved by City.
1.1.18 "Qualified Purchaser"means a Household that complies with all income
verification requirements in this Agreement, and earns not more than the qualifying limits of one
hundred twenty percent(120%)of the Median Income,adjusted for family size,as established annually
by HCD income regulation, for the thirteen(13)Moderate Income Household Units.
1.1.19 "State Density Bonus Law" means Government Code Sections 65915-
65918, as they exist on the Effective Date.
1.1.20 "Unit" means a residential dwelling unit within the Project to be sold
or rented by Owner pursuant to this Agreement,including Affordable Units and Market Rate Units.
1.2 Exhibits. The following documents are attached to, and by this reference
made a part of,this Agreement:
Exhibit"A" - Legal Description of the Property
Exhibit"B"- Depiction of the Project
Exhibit"C"- Declaration of Conditions, Covenants and Restrictions for Moderate
Income Affordable Housing,with attachments
Exhibit"D" -Affordable Housing Agreement Release Agreement
Exhibit"E" -Unit Release Agreement
Exhibit"F" -Assignment Agreement
2. DEVELOPMENT OF THE PROPERTY
2.1 Project. Owner shall develop the Project as a one hundred and twenty-nine
(129) unit condominium residential community in accordance with and subject to all Project
23-12898/310834
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Approvals. The Project shall have one hundred and sixteen(116)Market Rate Units, and thirteen(13)
Affordable Units. There shall be at a minimum two (2) two-bedroom, three (3) three-bedroom, and
eight (8) four-bedroom Affordable Units. City acknowledges and agrees that the Project Approvals
include the transfer of 129 dwelling units from Beach Boulevard to Edinger Avenue within and pursuant
to the BECSP and that, in order to further assure and evidence the ability of Owner to develop the
Affordable Units and the balance of the Project, City hereby certifies that Owner is entitled to the full
MAND allocation of 129 Units for the Project and City shall promptly process all complete building
permit applications for all such Units upon submittal of thereof by the Owner.
2.2 Market Rate Units. The Project shall have no more than One Hundred and Sixteen
(116)Market Rate Units with Unit sizes as may be determined by Owner.
2.3 Affordable Units. Project shall have no less than Thirteen(13)Affordable Units
pursuant to the terms and conditions of this Agreement. The Project shall have no less than Thirteen
(13)Affordable Units designated for Moderate Income Households.The average square footage of the
Affordable Units shall be no more than approximately 20 percent lower than the average square footage
of the Market Rate Units of the same number of bedrooms. The Affordable Units shall be constructed
with the same exterior appearance and interior features, fixtures, and amenities, and shall use the
same type and quality of materials as the Market Rate Units in the Project. The Affordable Units shall
be dispersed throughout the Project and the number of bedroom unit sizes for the Affordable Units shall
be proportional to the Market Rate Units. -At its discretion, Owner may increase the number of
Affordable Units.
2.4 Authorized Waivers and Modifications, and Incentives and Concessions. In
accordance with the State Density Bonus Law and pursuant to the entitlements for the Project, City
authorized the Incentives and Concessions described in the Recitals, above.
2.5 Compliance with Laws. Owner at its sole cost and expense shall secure or cause
to be secured any and all permits that may be required by City or any other federal, state, or local
governmental entity having or claiming jurisdiction over the Property or Project. Upon securing any
and all permits, Owner shall carry out and perform the development, and marketing of the Project in
conformity with all applicable federal, state, and local laws and regulations, and all conditions of
approval of Tentative Map No. 19174.
2.6 Mechanic's Liens; Indemnification. Owner shall take all actions reasonably
necessary to prevent and remove any mechanic's liens or other similar liens (including design
professional liens) against the Property or Project, or any part thereof, by reason of work, labor,
services, or materials supplied or claimed to have been supplied to Owner or anyone holding the
Property or Project, or any part thereof, through or under Owner, that arises from the original
construction of the Affordable Units. In the event any such mechanics lien or other similar lien is filed
against the Property or Project that arises from the original construction of the Affordable Units, Owner
shall, at its sole cost and expense, bond against or discharge such lien within thirty (30) days after the
initial filing of the same. Upon request by the City, Owner shall provide to the City updated
information from Owner's title insurer. City hereby reserves all rights to post notices of non-
responsibility and any other notices as may be appropriate upon a filing of a mechanic's lien. Owner
shall indemnify, defend (with counsel of City's choosing and the consent of Owner, which shall not
be unreasonably withheld, and which may be joint defense counsel upon City's and Owner's consent),
23-12898/310834
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and hold harmless City and all of its officials, officers, employees, representatives, volunteers and
agents from any and all alleged or actual claims, causes of action, liabilities, and damages from any
third party by reason of a mechanic's lien or work, labor, services, or materials supplied or claimed
to have been supplied to Owner or anyone holding the Property or Project, or any part thereof,through
or under Owner,that arises from the original construction of the Affordable Units.
3. AFFORDABLE UNITS
3.1 Execution and Recording of This Agreement. Owner shall execute this
Agreement prior to City Council consideration of approval of this Agreement. No later than thirty(30)
days after the recordation of the Condominium Map, Owner shall record an executed original of this
Agreement against the Property in the Official Records for Orange County, California.
3.2 Designation of Affordable Units. At least three (3) months prior to the
recordation of the Final Map with the approval of the California Department of Real Estate,Owner shall
obtain the approval from the City's Housing Manager of the designation of the thirteen (13) Affordable
Units. The Affordable Units shall be disbursed throughout the buildings of the Project. Immediately
following the recordation of each Condominium Map for the Project, Owner shall cause the Affordable
Housing Covenant(Exhibit"C")to be recorded against any Affordable Units within the Condominium
Map.
3.3 Leasing of Market Rate or Affordable Units by the Owner. Owner will sell the
individual units in accordance with the Project approvals and the terms and conditions herein. If Owner
later desires to rent all of the units,including market rate and affordable, Owner may make this request
to City and an amendment to this Agreement will be prepared by the City Attorney's Office to
incorporate all of the additional required rental provisions
3.4 Term of Affordable Unit Covenants. Each Affordable Unit designated for
Moderate Income Households shall be restricted for use and occupancy by Moderate Income
Household, for a total period of forty-five (45) years,commencing on the date that the Owner conveys
title to the first purchaser of each Affordable Unit. By way of explanation of the foregoing sentence,
it is possible that the affordability term for one Affordable Unit will neither commence on the same
date nor terminate on the same date as another Affordable Unit, and it is possible that the affordability
terms for all Affordable Units will commence on different days and terminate on different days.
3.5 Memorializing Commencement of Affordability Term. The Notice of
Affordability Restrictions is attached as an exhibit to Exhibit "C", the Declaration of Conditions,
Covenants, and Restrictions for Moderate Income Affordable Housing. This Notice shall be recorded
concurrently with conveyance of title to the first buyer of each Affordable Unit and the affordability
term for each Affordable Unit shall begin as of the recordation date of the Notice.
3.6. Sale of Affordable Units to Moderate Income Households. When marketing the
Affordable Units, Owner shall comply with the City Housing Regulations. Owner shall not
convey title to any Affordable Unit to a Household that the City has not verified as a Moderate Income
Household, as determined pursuant the City Housing Regulations. Owner shall not convey title to any
Affordable Unit to a Moderate Income Household at a price that exceeds the Affordable Housing Cost
for that Affordable Unit as established by the City. In the event that Owner desires to sell an Affordable
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Unit, Owner shall comply with the requirements of Section 6.4 of the Affordable Housing Covenant
(Exhibit"C"of this Agreement).
4. TERM OF THIS AGREEMENT AND RELEASE OF UNITS
4.1 The term of this Agreement shall commence on the Effective Date and shall
continue until the date Owner conveys fee title to buyers of all of the Affordable Units of the
Project in accordance with the requirements of this Agreement. Upon satisfaction of the foregoing,
the City shall, at the request of Owner, record a termination of this Agreement in the form of Exhibit
"D" to this Agreement The recording of such a termination document shall remove this Agreement
as an encumbrance upon title to the Property. Notwithstanding any other provision herein to the
contrary, Owner's indemnity obligations under Sections 2.6 (Mechanic's Liens) and 5.3
(Indemnification)hereof shall survive the termination of this Agreement.
4.2 Owner shall have the right at the time that it enters into a sales agreement for
each of the Units to request that City execute a Unit Release for the Unit in the form of Exhibit"E"to
this Agreement.
5. DEFAULT AND TERMINATION;INDEMNIFICATION
5.1 Default. Failure or delay by any Party to perform any term or provision of this
Agreement which is not cured within thirty (30) days after receipt of notice from the other Party
specifying the default (or such other period specifically provided herein) constitutes a default under
this Agreement;provided, however,if such default is of the nature requiring more than thirty(30) days
to cure, the defaulting Party shall avoid default hereunder by commencing to cure within such thirty
(30) day period, and thereafter diligently pursuing such cure to completion within an additional
sixty(60) days following the conclusion of such thirty(30) day period(for a total of ninety(90)days).
Except as required to protect against further damages, the injured Party may not institute proceedings
against the Party in default until the time for cure has expired. Failure or delay in giving such notice
shall not constitute a waiver of any default, nor shall it change the time of default. City also shall
provide a copy of any notice of default hereunder to the Mortgagee of any Mortgage (as defined in
Section 7.20,whether or not a Subordination Agreement then exists)of which City has actual notice and
City agrees to accept from any such Mortgagee a cure as set forth herein of any Owner default hereunder,
but acknowledges that the Mortgagee has no obligation to cure such default.
5.2 Rights and Remedies Cumulative. The rights and remedies of the Parties are
cumulative, and the exercise by either Party of one or more of its rights or remedies shall not preclude
the exercise by it, at the same or different times, of any other rights or remedies for the same default
or any other default by the other Party.
5.3 Indemnification. In addition to any other indemnity specifically provided in
this Agreement, Owner shall defend (with counsel of City's choosing and the consent of Owner,
which shall not be unreasonably withheld, and which may be joint defense counsel upon City's and
Owner's consent), indemnify and hold harmless City and its officers, officials, agents, employees,
representatives, and volunteers from and against any loss, liability, claim, or judgment arising from
any act or omission of Owner in connection with its obligations under this Agreement.
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6. ASSIGNMENT
6.1 Assignment by Owner. The qualifications and identity of Owner are of
particular concern to City. It is because of those qualifications and identity that City has entered
into this Agreement. Accordingly, except as otherwise expressly provided herein, Owner shall not sell,
transfer, lease or assign the Property or Project in whole or in part, or transfer or assign Owner's
rights and obligations in this Agreement, (each of the foregoing, a"Transfer") without City's prior
written approval. In considering whether to grant its approval of any proposed transfer or assignment
by Owner of its interest in the Property,Project, or this Agreement, City shall consider factors such as
the financial strength and capacity of the proposed transferee or assignee to perform Owner's
obligations in this Agreement, and the proposed transferee's or assignee's experience and expertise
in the planning, financing, development, and operation of similar projects. Owner shall give City no
fewer than thirty (30) days' advance written notice of such Transfer ("Transfer Notice"), and (ii) the
transferee identified in the Transfer Notice shall agree to assume all obligations of Owner imposed under
this Agreement pursuant to an assignment agreement in recordable form in the form of Exhibit "F"
attached hereto ("Assignment Agreement"), which shall be submitted by Owner to City concurrently
with the Transfer Notice. City shall have thirty (30) days following its receipt of the proposed
Assignment Agreement to review and approve and execute the Assignment Agreement,which approval
and such execution shall not be unreasonably withheld, delayed or conditioned. The execution and
recording of the Assignment Agreement as approved by City shall result in the release of Owner from
its obligations hereunder. Notwithstanding the foregoing, Owner may make the following Transfers
without any requirement for City approval or for a Transfer Notice: (a) a Transfer to a bona fide lender
for purposes of security; (b) a Transfer to any entity that is an affiliate of Owner and/or(c)any Transfer
to Landsea Homes of California LLC, a Delaware limited liability company or its affiliate ("Landsea")
in connection with the transfer of all or any portion of the Property to Landsea,provided that a transferee
pursuant to clause (b) or (c) shall deliver an Assignment Agreement to the City. Upon a Transfer to
Landsea under clause(c)and delivery of an Assignment Agreement to the City, Owner shall be released
from its obligations hereunder with respect to the portion of the Property transferred to Landsea.As used
herein, an"affiliate of Owner"means any entity that directly or indirectly controls or is controlled by or
under common control with Owner, whether through the ownership or control of voting interests, by
contract, or otherwise.
6.2 Subsequent Assignment. As used in this Agreement,the term"Owner" shall be
deemed to include any such transferee or assignee after the date such transfer or assignment occurs in
compliance with this Agreement.
6.3 Unpermitted Assignments Void. Any sale, transfer, or assignment made in
violation of this Agreement shall be null and void, and City shall have the right to pursue any
right or remedy at law or in equity to enforce the provisions of the restriction against unpermitted sales,
transfers,or assignments.
7. MISCELLANEOUS
7.1 Notices. As used in this Agreement, "notice" includes, but is not limited to,
the communication of notice, request, demand, approval, statement, report, acceptance, consent,
waiver, appointment or other communication required or permitted hereunder.All notices shall be in
writing and shall be considered given either: (i) when delivered in person to the recipient named
23-12898/310834
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below; or (ii) on the date of delivery shown on the return receipt; after deposit in the United
States mail in a sealed envelope as either registered. or certified mail with return receipt
requested, and postage and postal charges prepaid, and addressed to the recipient named below;
or(iii) five(5) days after deposit in the United States mail in a sealed envelope, first class mail and
postage prepaid; and addressed to the recipient named below; or(iv) one (1) day after deposit with
a known and reliable next-day document delivery service (such as FedEx), charges prepaid and
delivery scheduled next-day to the recipient named.below,provided that the sendingparty receives:a
confirmation of delivery from the delivery service provider.` All notices shall be addressed as.follows:
If to CITY:. City of Huntington Beach
2000 Main Street
Huntington Beach, CA 92648
Attn:Director of Community Development
&: Housing Manager
If to OWNER: TPG AG EHC III.(LSEA)CA 3,L.P.
8585 E Hartford Dr.,Ste 118
Scottsdale,AZ 85255
Attn: Steven S.Benson
7.2 Change of Address. Either Party may, by notice given at any time, require
subsequent notices to be given to another person or entity, whether a party or an officer or
representative of a party,or to a different address,.or both. Notices given before actual receipt of notice
of change shall not be invalidated by the change.
•
7.3 Entire Agreement This Agreement and all of its Exhibits and attachments set
forth and contain the entire understanding and agreement of the parties,and there are no oral or written
representations, understandings or ancillary covenants, undertakings or agreements,which are not
contained or expressly referred to herein. No testimony or evidence of any such representations,
understandings or covenants shall be.admissible in:any proceeding of any kind or nature to interpret
or determine the terms or conditions of this Agreement.
7.4 Amendments. The terms of this Agreement may only be modified or
amended by an instrument in writing executed by each of the parties hereto; provided, however, the
City Manager shall have the authority to issue interpretations, waive• provisions and enter into
amendments of this Agreement on behalf of City so long as such actions do not substantially change the
uses or development permitted on:theTroperty.
7.5 Severability. If any term, provision, covenant or condition of this Agreement
shall be determined invalid, void or unenforceable, the remainder of this Agreement shall not be
,affected thereby to the extent such remaining provisions are,not rendered impractical to perform,taking;
into consideration the purposes of this-Agreement.
7.6 Interpretation and Governing Law. This Agreement and any dispute arising
hereunder shall be governed and interpreted in accordance with the laws of the State of California
without regard to conflict of law principles. This Agreement shall'be construed as a whole according
23-12898/310834
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to its fair language and common meaning to achieve the objectives and purposes of the Parties hereto,
and the rule of construction to the effect that ambiguities are to be resolved against the drafting party
shall not be employed in interpreting this Agreement, all Parties having been represented by counsel
in the negotiation and preparation hereof
7.7 Section Headings. All section headings and subheadings are inserted for
convenience only and shall not affect any construction or interpretation of this Agreement.
7.8 Singular and Plural.As used herein,the singular of any word includes the plural,
and vice versa, as context so dictates. Masculine, feminine, and neuter forms of any word include the
other as context so dictates.
7.9 Joint and Several Obligations.If at any time during the term of this Agreement
the Property and/or Project is owned, in whole or in part, by more than one Owner, all obligations of
such Owner under this Agreement shall be joint and several, and the default of any such Owner shall
be the default of all such Owners.
7.10 Time of Essence. Time is of the essence in the performance of the provisions of
this Agreement as to which time is an element.
7.11 Days. Unless otherwise specified in this Agreement or any Exhibit attached
hereto,use of the term"days"shall mean calendar days.For purposes of this Agreement and all Exhibits
attached hereto, "business days" shall mean every day of the week that City Hall of the City is open for
business to the general public.
7.12 Waiver. Failure by a Party to insist upon the strict performance of any of the
provisions of this Agreement by the other Party, or the failure by a Party to exercise its rights upon the
default of the other Party, shall not constitute a waiver of such Party's right to insist and demand strict
compliance by the other Party with the terms of this Agreement thereafter.
7.13 Force Majeure. Neither Party shall be deemed to be in default where failure
or delay in performance of any of its obligations under this Agreement is caused by floods,
earthquakes, other Acts of God, pandemics, fires, wars, riots or similar hostilities, strikes and other
labor difficulties or shortages beyond the Party's control (including the Party's employment force),
court actions (such as restraining orders or injunctions), government regulations, failure to act by the
other Party, or other causes beyond the Party's control. If any such events shall occur and the Party
whose performance is affected thereby provides written notice thereof to the other Party promptly
following the occurrence of such events,the time for performance by the affected Party of any of its
obligations hereunder shall be automatically extended for the period of time that such events
prevented such performance.
7.14 Mutual Covenants.The covenants contained herein are mutual covenants and also
constitute conditions to the concurrent or subsequent performance by the Party benefited thereby of the
covenants to be performed hereunder by such benefited Party.
7.15 Successors in Interest. The burdens of this Agreement shall be binding upon,
and the benefits of this Agreement shall inure to, all successors in interest to the Parties to this
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Agreement. All provisions of this Agreement shall be enforceable as equitable servitudes and
constitute covenants running with the land. Each covenant to do or refrain from doing some act
hereunder with regard to development of the Property: (a)is for the benefit of and is a burden upon every
portion of the Property; (b) runs with the Property and each portion thereof; and, (c) is binding upon
each Party and each successor in interest during ownership of the Property or any portion thereof.
7.16 Jurisdiction and Venue. Any action at law or in equity arising under this
Agreement or brought by a Party hereto for the purpose of enforcing, construing or determining the
validity of any provision of this Agreement shall be filed and tried in the Superior Court of the County
of Orange, State of California, or any other court in that county, and the Parties hereto waive all
provisions of law providing for the filing, removal or change of venue to any other court.
7.17 Project as a Private Undertaking. It is specifically understood and agreed by and
between the Parties hereto that the development of the Project is a private development, that neither
Party is acting as the agent of the other in any respect hereunder, and that each Party is an independent
contracting entity with respect to the terms, covenants and conditions contained in this Agreement.
No partnership,joint venture or other association of any kind is formed by this Agreement. The only
relationship between City and Owner is that of a government entity regulating the development of
private property and the Owner of such property.
7.18 Attorneys' Fees and Costs. If either Party to this Agreement commences an
action against the other Party to this Agreement arising out of or in connection with this Agreement,
each party shall bear its own attorneys' fees and costs of suit.
7.19 Authority to Execute. The person or persons executing this Agreement on behalf
of either Party warrants and represents that he or she/they have the authority to execute this Agreement
on behalf of his or her/their agency, corporation, partnership or business entity and warrants and
represents that he or she/they has/have the authority to bind the Party to the performance of its
obligations hereunder.
7.20 Subordination. This Agreement shall be senior in priority to any other private
liens or encumbrances on the Property.Notwithstanding the preceding, a mortgage, deed of trust, or
other form of secured financing to be obtained by Owner(or any affiliate thereof) and necessary to
fmance all or any portion of the Project(each, a"Mortgage") shall,upon written request to City by
Owner or the beneficiary of the Mortgage (each, a "Mortgagee"),have priority over this Agreement
if: (i) Owner(or such affiliate) or the Mortgagee obtains the written approval of the City Manager (or
the City Manager's designee),which shall not be unreasonably withheld, delayed or conditioned,prior
to executing the Mortgage, and(ii) Owner(or such affiliate),the Mortgagee, and City execute in
recordable form a written subordination agreement(or other necessary document) confirming the
subordination of this Agreement to the lien of the Mortgage (each, a"Subordination Agreement").
The City Manager(or the City Manager's designee) shall have the authority on behalf of City to
execute a Subordination Agreement in such form as reasonably approved by the City Attorney. Any
Subordination Agreement must preserve the affordability requirements set forth herein in the event of
a default or foreclosure of the Mortgage.
REST OF PAGE NOT USED
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7.21 Counterparts. This Agreement may be executed by the Parties in counterparts,
which counterparts shall be construed together and have the same effect as if all of the Parties had
executed the same instrument.
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the date
set forth above.
"OWNER" "CITY"
TPG AG EHC III (LSEA)CA 3, L.P., CITY OF HUNTINGTON BEACH
a Delaware limited partnership a California munici tion
By: Essential Housing Asset Management LLC, By�
An Arizona limited liability company Name: Eric Parra
Its Authoriz d Agent Title: Interim City Manager
By:
Steven S.Benson,its Manager Name:
Title:
ATTEST:
City Jerk
APPROVED AS TO •
Ci ttomey
23-12898/310834
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A notary public or other officer completing this certificate verifies only the identity of the individual who
signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of
that document.
State of Arizona
County of in "CC"ph
On to If l Z/ , before me, ja,//711--tOnt AN1• , a Notary Public, personally
appeared `Ck leen f. /10,f w. , who proved to me on the basis of satisfactory evidence
to be the person(s)whose name(s)is/are subscribed to the within instrument and acknowledged to me that
he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their
signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted,
executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of Arizona that the foregoing paragraph
is true and correct.
WITNESS my hand and official seal.
,, Jaime Marie Adams
' Notary Public
Maricopa County,Arizona
9 ° My Comm.Expires 07-01-25
4 • Commission No•607030
Signature C ,/1..- A,_���
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual
who signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or
validity of that document.
State of Californian
County oft
On J'MA," V-- ,WZti before me, T(lSf F20il IV �LLhll�
(insert name and title of the offic r)
personally appeared Qe‘rrrKv
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they executed the same in
his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the
person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal. �� �f DON ZER
� Notary Publicblic-California
�s.-.Jfi��
':=7 T Orange County >:
/ Commission#2470457
My Comm.Expires Nov 9,2027
Signature (Seal)
EXHIBIT"A"
TO AFFORDABLE HOUSING AGREEMENT
FOR 7225 EDINGER AVENUE,HUNTINGTON BEACH
(Legal Description)
That real property located in the City of Huntington Beach,County of Orange, State of California,
described as follows:
PARCEL 1 IN THE CITY OF HUNTINGTON BEACH,COUNTY OF ORANGE, STATE OF CALIFORNIA,
AS PER MAP FILED IN BOOK 32, PAGE 48 OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY
RECORDER OF SAID COUNTY.
ALSO EXCEPTING 50% OF A 100% OF ALL MINERALS, GAS, OIL, PETROLEUM, NAPHTHA AND
OTHER HYDROCARBON SUBSTANCES IN, UNDER OR THAT MAY BE PRODUCED OR
RECOVERED FROM THAT PORTION OF SAID LAND BELOW A DEPTH OF 500 FEET FROM ITS
SURFACE WITH AND INCLUDING IN SUCH EXCEPTION AND RESERVATION FOR THE BENEFIT
OF THOSE ENTITLED THERETO,THE RIGHT AT ANY AND ALL TIMES TO ENTER UPON AND INTO
ANY AND ALL PARTS OF THE PORTION OF SAID LAND BELOW SUCH DEPTH OF 500 FEET FROM
ITS SURFACE FOR THE PURPOSE OF EXPLORING AND DRILLING FOR, MINING, DEVELOPING,
REMOVING AND EXTRACTING ANY AND ALL SUCH SUBSTANCES BY SLANT OR DIRECTIONAL
DRILLING OR OTHER OPERATIONS FROM OTHER LAND, ENTERING INTO AND PENETRATING
THE LAND THE SUBJECT HEREOF ONLY BELOW SUCH DEPTH OF 500 FEET FROM ITS SURFACE,
BUT WITH(AND THERE SHALL BE)NO RIGHT UNDER SUCH EXCEPTION AND RESERVATION OF
ENTRY UPON OR USE OF THE SURFACE OR SUBSURFACE TO A DEPTH OF 500 FEET BELOW THE
SURFACE, AS RESERVED BY DOROTHY THAYER PECK, CHARLES H. THATCHER AND TITLE
INSURANCE AND TRUST COMPANY,A CALIFORNIA CORPORATION,ALL AS TRUSTEES OF THE
TRUST UNDER WRITTEN DECLARATION THEREOF BY CARRIE A. PECK,DATED DECEMBER 18,
1936,AS TO AN UNDIVIDED 25%OF SAID 100%INTEREST AND BY DOROTHY T.PECK,A WIDOW,
IN HER INDIVIDUAL CAPACITY,AS TO AN UNDIVIDED 25%OF SAID 100%INTEREST.
APN: 142-072-06
23-12898/310834
-14-
EXHIBIT"B"
TO AFFORDABLE HOUSING AGREEMENT
FOR 7225 EDINGER AVENUE,HUNTINGTON BEACH
(Project Depiction)
See Following Page(s)
•
•
•
23-12898/310834
-15-
,
r 4 lial '"45*-443.Tp---A2- '2-'-f ''cl '7'"' -'4r' \ ,itic.- :1.' 1P' '' [— -
PRODUCT.
L
El F�/►� �for 1 t '• LzillI �� ' s ROW TOWNHOUSES-71 UNITS:
, s f�� onAii .r..., , .,: 1 • 21 PLAN 5 61 SF,4 BED BA
"' NIN {
30 PLAN 6- 1,688 SF,4 BED. BA
t.c- * g 2 PLAN 10- 1,: ;:: :::
17 9A.. was P:� ria1 ,, • 12 PLAN 11 - 1, , BA
�j .' v j`ri i. I i f t i i d t`J 1S 1 R t v! 40.8
t ,g� f#4fiF���! ��� �� U-SHAPED CARRIAGE TOWNS-58 UNITS
�L ,A iA \ III ,, i A ,r1i,, �n ''-. z0
�� = :...'. yi '� `, • 4 PLAN 1X- 1,097 SF,2 BED;2.5 BA
~i �e �'"'�� rt, :i 4 PLAN 1 1,121 SF,2 BED,2.5 BA
iiil i
E -*; 14,1 I� '7 7}IN ? 6 PLAN 2- 1,292 SF,2 BED;2.5 BA
INWY��,�r..�,,...........,..,uuy �S- 3l-�F, = i!ill� f !R!!� �T/J
i l El I i i� � i I � 1 10 PLAN 3 1,363 SF,3 BED,2.5 BA
! 10 PLAN 4 1 F 3 BED.DEN 2.
5
.L E, -4 6 PLAN 7 1,866 SF,4 BED "> Y BA
'Ir ,.' , i P
10 PLAN B- 2,066 SF,4 BED, •.b BA
`,' 8 PLAN 9 2,516 SF,4 BED;BONUS,3+2(1!2)BA
,
129 TOTAL
`� dw 4, 4�� �r f
cis, . 4
t ,
Al
;9 r--- ` ' '�� X,. -<, ," 2 Bedroom Affordable Units (2 Total)
f* i -,''t. c - 't l )°" �"1. Q 3 Bedroom Affordable Units (3 Total)
E o f,,c L Ez 0 4 Bedroom Affordable Units (8 Total)
SITE PLAN
•
EDIT"C"
TO AFFORDABLE HOUSING AGREEMENT
FOR 7225 EDINGER AVENUE,HUNTINGTON BEACH •
(Declaration of Conditions,Covenants and Restrictions for Moderate Income Affordable Housing, •
with attachments;Affordable Housing Covenant)
•
•
•
23-12898/310834
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RECORDED AT THE REQUEST OF
AND WHEN RECORDED RETURN
TO:
City Clerk
City of Huntington Beach
2000 Main Street
Huntington Beach,CA 92648
(Space Above For Recorder's Use)
This Affordable Housing Agreement is recorded at
the request and for the benefit of the City of
• Huntington Beach and is exempt from the payment
of a recording fee pursuant to Government Code
Sections 6103 and 27383.
DECLARATION OF CONDITIONS, COVENANTS AND
RESTRICTIONS FOR MODERATE INCOME AFFORDABLE HOUSING
("AFFORDABLE HOUSING COVENANT")
7225 EDINGER AVENUE,HUNTINGTON BEACH
This Declaration Of Conditions, Covenants And Restrictions For Moderate Income
Affordable Housing ("Resale Restrictions") is made as of , 2024, by and between
, a (the "Owner"),
and the CITY OF HUNTINGTON BEACH, a California municipal corporation(the"City"), and
the HOUSING AUTHORITY OF THE CITY OF HUNTINGTON BEACH, a public body
corporate and politic (the "Authority"). At the option of the City and Authority, the Authority
may enforce these Resale Restrictions in place of the City.
RECITALS
A. Owner is the owner in fee of that certain real property consisting of Units ,
, , , , , , and , located at 7225
Edinger Avenue, Huntington Beach (APNs
, and ), as more
particularly described in the legal description attached hereto as Exhibit "A" and are referred to
herein individually as a"Restricted Unit", and collectively as the"Restricted Units".
B. Owner submitted to City plans to develop the Property as a one hundred and
twenty-nine (129) unit residential community to be subdivided as a condominium development
("Project"). Owner will build the Project in multiple construction phases and sell individual units
to individual homebuyers. Pursuant to California Government Code Section 65915'(the "State
Density Bonus Law"), as implemented under Huntington Beach Zoning and Subdivision
Ordinance ("HBZSO"), Chapter 230.14, developers of housing projects that include specified
23-12898/310835
levels of affordable housing are entitled to apply for and receive certain density bonuses and
additional incentives in order to facilitate the economic feasibility of those projects. Owner is not
proposing an increase in the number of units allowed per the State Density Bonus Law and will
meet the affordability requirements as outlined in HBZSO Chapter 230.14 and 230.26, and in
accordance with Chapter 2.2.3 of the Beach and Edinger Corridors Specific Plan (BECSP). In
exchange for making at least ten percent (10%) of the 129 total units affordable to Moderate
Income Households per HBZSO Chapter 230.26 and Chapter 2.2.3 of the BECSP, the State
Density Bonus Law provides that the developer may receive up to one"incentive or concession."
(Gov't § 65915(d)(2)(A).)
C. Pursuant to Government Code Section 65915(d), in-lieu of providing the
affordable units or Restricted Units, Owner has applied for one incentive or concession related to
a reduction in development standards and has applied for a reduction in City parking standard
ratios. Since the Project will be providing 10 percent of the total dwelling units for Moderate
Income Households (13 units), the Owner seeks relief in the form of a reduction from the City
parking standards and is implementing the parking ratios for two-, three-, and four-bedroom units
and guest parking under the State Density Bonus Law regulations. The Owner has applied for one
incentive or concession related to the required space between buildings from 1) 20 feet to a
minimum of 14 feet-9 inches between residential buildings; and 2) 20 feet to a minimum of 10
feet for common area buildings.
D. On March 28, 2023, the Huntington Beach Planning Commission approved the
Project application consisting of a 1) Tentative Tract Map No. 19174; 2) Conditional Use Permit
(CUP)No. 22-021; and 3) finding the Project exempt from the California Environmental Quality
Act (CEQA) pursuant to Section 15182 of the CEQA Guidelines and California Government
Code 65457. As a condition of approval of the Tentative Tract Map and CUP, the Project
includes thirteen (13) units which are to be occupied by, and sold at prices affordable to
Moderate Income Households for a term of 45 years (the "Affordable Units"). Tentative Tract
Map No. 19174 was later recorded as Final Tract Map No. 19174 at Instrument No. of
the Records of Orange County, California.
E. In order to secure the long-term affordability of the Affordable Units,the City and
Owner entered into the "Affordable Housing Agreement for 7225 Edinger Avenue," which was
recorded as Instrument No. in the Records of Orange County, California (the
"Affordable Housing Agreement"). The Affordable Housing Agreement provides that Owner
shall designate two (2) two-bedroom units, three (3) three-bedroom units, and eight (8) four-
bedroom units as the Affordable Units or Restricted Units.
NOW,THEREFORE,the Parties hereto agree and covenant as follows:
1. Affordability Covenants. Owner agrees for itself and the successors and assigns
to Owner's interest in the Restricted Units, including each Moderate Income Household
purchasing one of the Restricted Units, that for a term of forty-five (45) years from the date of
the close of escrow for the initial sale of each such Restricted Unit, that, during the Affordability
Period(as defined in Section 4.1 below):
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1.1 The Restricted Units shall only be owned and occupied by a Moderate
Income Household, which shall mean persons or families in a Moderate Income Household
earning not more than 120% of the Orange County median income, adjusted for household size
as appropriate to the Unit.
1.2 The Restricted Units shall only be sold at an Affordable Housing Cost to
Moderate Income Households.
2. Definitions and Exhibits.
2.1 Definitions. In addition to the terms that may be defined elsewhere in this
Covenant, the following terms when used in these Resale Restrictions shall be defined as
follows:
2.1.1 "Adjusted for family size appropriate to the Unit" means a
household of one person in the case of a studio unit, a household of two persons in the case of
one-bedroom unit, a household of three persons in the case of a two-bedroom unit, a household
of four persons in the case of a three-bedroom unit, and a household of five persons in the case of
a four-bedroom unit.
2.1.2 "Affordable Housing Cost" for a Moderate Income Household
means that purchase price for sale of an Affordable Unit, assuming the payment by the
purchaser of a down payment in the amount of 10% of the purchase price, which would result
in an annual Monthly Housing Cost which does not exceed the product of Thirty-Five Percent
(35%) of One Hundred Ten Percent (110%) of the current Orange County monthly median
income for a household adjusted for family size appropriate to the Unit under Health and Safety
Code Section 50052.5(b)(4). Affordable Housing Cost shall be calculated pursuant to the City
Housing Regulations.
2.1.3 "City Housing Regulations" means the "Affordable Ownership
Housing Regulations-Homeowner Requirement of the City of Huntington Beach," dated August
15,2011, as they exist now, and as they maybe amended in the future.
2.1.4 "Default" means the failure of a Party to perform any action or
covenant required by these Resale Restrictions within the time periods provided herein following
notice and opportunity to cure.
2.1.5 "First Lien"means the lien of a primary Lender which secures the
obligations of the Owner to repay amounts owed to the Lender.
2.1.6. "Lender" means a lender making a purchase money loan to the
Owner for the purchase of the Affordable Unit.
2.1.7 "Median Income" means the Orange County, California area
median income, adjusted for household size, as established by the United States Department of
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Housing and Urban Development, and as published periodically by the State of California
Department of Housing and Community Development.
2.1.8 "Moderate Income Household" means a Household whose
income does not exceed one hundred twenty percent (120%) of Median Income, adjusted for
family size. The income level of a Household shall be determined in accordance with the City
Housing Regulations.
2.1.9 "Monthly Housing Cost" shall include all of the following
associated with the Restricted Units: (i) principal and interest payments on a mortgage loan; (ii)
property taxes and assessments; (iii) the cost of fire and casualty insurance covering replacement
value of property improvements; (iv) homeowner's association fees; (v) reasonable Unit
maintenance and repair costs; and (vi) reasonable utility allowance. In determining monthly
housing payments, the City will assume principal and interest payments on a conventional home
mortgage after paying a ten percent (10%) down payment. All Monthly Housing costs shall be
determined by the City according to the City Housing Regulations.
2.1.10. "Owner" means the then-current owner of a Restricted Unit.
Initially, Owner refers to TPG AG EHC III (LSEA) CA 3, L.P., a Delaware limited partnership.
Subsequent to the initial sale of a Restricted Unit, Owner refers to each subsequent owner of any
legal or equitable interest in a Restricted Unit.
2.1.11 "Qualified Purchaser" Means a person or family who complies
with all income verification requirements of these Resale Restrictions, and earns not more than
one hundred twenty percent (120%) of the Median Income, adjusted for family size, for the five
Moderate Income Household Units as to be determined in accordance with the City Housing
Regulations.
2.1.12 "Transfer" shall mean any sale, assignment, conveyance, lease, or
transfer, voluntary or involuntary, of any interest in the Restricted Unit. Without limiting the
generality of the foregoing, Transfer shall include (i) a transfer by devise, inheritance or
intestacy; (ii)the creation of a life estate; (iii)the creation of a joint tenancy interest; (iv) a gift of
all or any portion of the Restricted Unit; or(v) any voluntary conveyance of the Restricted Unit.
3. Attachments. The following documents are attached to, and by this reference
made a part of,these Resale Restrictions:
Exhibit"A"—Legal Description of Restricted Units
Exhibit"B"—Notice of Affordability Restriction
Exhibit"C"—Promissory Note
Exhibit"D"—Affordable Housing Deed of Trust
4. Term of Resale Restrictions.
4.1 The term of these Resale Restrictions shall commence on the date of the
initial sale of each Restricted Unit from Owner to a Qualified Purchaser as evidenced by a deed
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recorded with the Orange County Recorder's Office and shall continue, with respect to each such
Restricted Unit, for forty-five (45) years from said date (the "Affordability Period"). The
Covenant contained in this Section shall run with each Restricted Unit and shall automatically
terminate and be of no further force or effect upon the expiration of the Affordability Period. By
way of explanation of the foregoing sentence, it is possible that the affordability term for one
Restricted Unit will neither commence on the same date nor terminate on the same date as another
Restricted Unit, and it is possible that the affordability terms for all Restricted Units will
commence on different days and terminate on different days. The beginning and expiration dates
of the Affordability Period for each Restricted Unit shall be established by the City by recording a
Notice of Affordability Covenant(Exhibit`B") in connection with the first sale of such Restricted
Unit.
4.2 Prior to the termination of the Affordability period, each Qualified
Purchaser of a Restricted Unit shall enter into a Notice of Affordability Restriction, Promissory
Note and Deed of Trust in the forms attached as Exhibits `B", "C", and "D" to these Resale
Restrictions.
5. Covenant Regarding Use and Sale of Restricted Units. During the
Affordability Period,the Restricted Units shall be owned and occupied as the principal residence
of a Moderate Income Household, and in no event may the Restricted Unit be leased to a
third party. During the Affordability Period, no transfer of a Restricted Unit shall occur until
the City determines that: (a) the proposed purchaser intends to occupy the Restricted Unit as the
proposed purchaser's principal residence; (b) the proposed purchaser is a Moderate Income
Household; and(c)the proposed transfer occurs at an Affordable Housing Cost.
6. Permitted and Prohibited Transfers of Restricted Units.
6.1 The following Transfers, made in compliance with the terms and
conditions of these Resale Restrictions and the City Housing Regulations, shall constitute
"Permitted Transfers": (i) a Transfer to a surviving joint tenant or other permitted co-Owner of
the Restricted Unit by devise, descent, or operation of law on the death of an Owner; (ii) a
Transfer to a spouse such that the spouses become co-Owners of the Restricted Unit; (iii) a
Transfer by decree of dissolution, legal separation agreement, or from an incidental property
settlement by which the spouse becomes an Owner of the Restricted Unit, provided that in each
case the transferee spouse occupies or will occupy the Restricted Unit; (iv) a Transfer to an inter
vivos trust in which Owner is and remains the beneficiary and occupant of the Restricted Unit;
and(v) a Transfer to a Moderate Income Household at Affordable Housing Cost. A Transfer that
is not a Permitted Transfer specified above is a "Prohibited Transfer." During the Affordability
Period,the occurrence of a Prohibited Transfer is a Default under these Resale Restrictions.
6.2 All Transfers Prohibited Without City Approval. During the
Affordability Period, Owner shall not sell, transfer, use as security for any loan, or convey any
interest in a Restricted Unit, except with the express written consent of the City, which consent
shall be given only if the Transfer is a Permitted Transfer and in strict compliance with the
provisions of this Section 6.
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6.3 Maximum Sale Price of Restricted Unit. In the event that Owner
decides to sell or otherwise Transfer the Restricted Unit, Owner shall contact the City to obtain
the current Affordable Housing Cost, which shall be the maximum sales price of the Restricted
Unit. City shall provide the Affordable Housing Cost pursuant to its current Affordable Housing
Regulations. Regarding the Affordable Housing Cost, Owner acknowledges that:
•
OWNER, AND EACH SUCCESSOR, HEIR OR ASSIGN OF OWNER,
UNDERSTANDS THAT THE DETERMINATION OF THE
AFFORDABLE HOUSING COST CAN BE MADE ONLY AT THE
TIME OF A PROPOSED SALE OR OTHER TRANSFER OF THE
RESTRICTED UNIT,TAKING INTO CONSIDERATION PREVAILING
INTEREST RATES, THE OFFERED TERMS OF SALE, 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 SAME OR OTHER SIMILAR REAL PROPERTY WHICH IS NOT
ENCUMBERED BY THIS COVENANT. OWNER, AND EACH
SUCCESSOR, HEIR OR ASSIGN OF OWNER, FURTHER
ACKNOWLEDGES THAT AT ALL TIMES IN SETTING THE
TRANSFER PRICE, THE PRIMARY OBJECTIVE OF THE CITY AND
THESE RESALE RESTRICTIONS IS TO PROVIDE HOUSING TO A
MODERATE INCOME HOUSEHOLDS AT AN AFFORDABLE
HOUSING COST.
Owner's Initials
6.4 Procedure to Verify a Proposed Transfer. In the event that Owner
desires to sell the Restricted Unit, Owner shall send written notice thereof to the City at the
following address:
City of Huntington Beach
2000 Main Street, 5th Floor
Huntington Beach, CA 92648
Attention: Housing Manager
City shall process the sale of the Restricted Unit pursuant to the City Housing
Regulations within thirty(30) days after receipt of such written notice from Owner notifying City
of Owner's desire to sell such Restricted Unit. The City shall not be obligated to approve a
transfer unless and until the proposed purchaser has submitted to the City such information and
completed such forms as necessary to verify the proposed purchaser's intent with respect to
his/her/its residency of the Restricted Unit, his/her/its gross income, and an affidavit of the
proposed purchaser disclosing and certifying the amount of the proposed purchase price.
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Prior to conveyance of the Restricted Unit, each approved purchaser shall also submit to the
City an executed disclosure statement which certifies that the purchaser is aware that: (i) the
purchaser buying the Restricted Unit may only sell the Restricted Unit at an Affordable Housing
Cost to a Moderate Income Household as provided in Section 1 above, (ii) the maximum
permitted sales price may be less than fair market value and (iii) the Restricted Unit must be
owner-occupied at all times and cannot be rented or leased. The approved purchaser shall also
submit an executed promissory, trust deed, notice documents, and any other documentation
reasonably required by the City to effectuate the Affordable Housing Program. Owner 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 only the Owner's sale of the Restricted Unit.
7. Non-Discrimination Covenants. Owner covenants by and for itself, it
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, sexual orientation, creed, ancestry, national or ethnic origin, age, family or marital
status, handicap or disability, in the sale, transfer, use, occupancy, tenure or enjoyment of the
Restricted Unit, nor shall Owner 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, subtenants, or vendees in the Restricted
Unit.
Owner and its successors and assigns shall refrain from restricting the sale of the Restricted
Unit on the basis of race, color, religion, sex, sexual orientation, creed, ancestry, national or
ethnic origin, age, family or marital status, handicap or disability, of any person. All such deeds
or contracts shall contain or be subject to substantially the following nondiscrimination or
nonsegregation clause:
(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, sexual orientation, creed, ancestry, national or ethnic origin, age,
family or marital status, handicap or disability, in the sale, 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, or vendees in the land herein conveyed. The foregoing covenants
shall run with the land."
(b) In contracts: "There shall be no discrimination against or
segregation of, any person or group of persons on account of race, color,
religion, sex, sexual orientation, creed, ancestry, national or ethnic origin, age,
family or marital status, handicap or disability, in the sale, transfer, use,
23-12 89 8/3 1 0 8 3 5
occupancy,tenure or enjoyment of the premises,nor shall the transferor himself
or herself of any person claiming under or though him or her, establish or
permit any such practice or practices of discrimination or segregation with
reference to the selection, location, number, use of occupancy of tenants,
subtenants or vendee of the premises."
(c) In leases: "The lessee herein covenants by and for himself or
herself, his or her heirs, executors, administrators, and assignees, and all
persons claiming under or though him or her, and this lease is made and
accepted upon and subject to the following conditions:
"That there shall be no discrimination against or segregation of any
person or group of persons on account of race, color, religion, sex,
sexual orientation, creed, ancestry, national or ethnic origin, age, family
or marital status, handicap or disability, 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 though 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, sublessees,
subtenants, or vendees in the premises herein leased."
Nothing in this Section 7 shall be construed to authorize the rental or lease of the
Restricted Unit if such rental or lease is not otherwise permitted.
8. Encumbrances.
8.1 Financings on Transfer. This Section 8 shall not prohibit the
encumbering of title for the sole purpose of securing financing of the purchase price of the
Restricted Unit upon a Transfer thereof;however, any such financing shall be for the Owner and
(i) must be a First Lien, (ii) must not be in excess of the Affordable Housing Cost of the
Restricted Unit as of date of approval for the financing, (iii) must be in compliance with these
Resale Restrictions and the Affordable Housing Deed of Trust, and (iv) shall be subordinate to
these Resale Restrictions.
8.2 Subordination. These Resale Restrictions shall have priority over all
monetary liens and encumbrances for the Affordability Period. However, the Affordable
Housing Deed of Trust only may be subordinated to a First Lien on the Restricted Unit that
secures the payment of a principal amount that is not in excess, as of the date of approval for said
financing, of the Affordable Housing Cost of the Restricted Unit. The City shall execute a
written instrument for the subordination of its rights under the Affordable Housing Deed of Trust
in the form approved by the City Attorney as may reasonably be requested by the Lender. The
City's agreement to so subordinate its rights is subject to agreement in writing by the Lender
providing the City the following rights:
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(a) Upon the occurrence of a Default under any of the First Lien
documents, the holder of the First Lien shall promptly notify the City of the
occurrence of such Default, which notification shall be provided to the City
contemporaneously'with the delivery to Owner of any notice of Default under
any of the First Lien documents; and
(b) The City shall have the right, during the cure periods which
apply to the Owner pursuant to the First Lien documents and any cure period
which may apply to the City under applicable law, to cure the Owner's Default
relative to the First Lien; and
(c) After a Default on any of the First Lien documents but prior to a
foreclosure sale or deed in lieu assignment of the Restricted Unit,the City shall
have the right to take title to the Restricted Unit and cure the Default relative to
the First Lien documents, without the holder of the First Lien exercising any
right it might otherwise have to accelerate the obligations secured by the First
Lien by reason of such title transfer, so long as the City promptly cures any
such Default upon taking title to the Restricted Unit.
8.3 Request for Notice of Default. The City may cause a Request for Notice
to be recorded on the Restricted Unit subsequent to the recordation of the First Lien deed of trust
or mortgage requesting a statutory notice of Default as set forth in California Civil Code Section
2924b.
8.4 Further Encumbrances Prohibited. Owner shall not record or cause or
permit the recordation of any deed of trust,mortgage, lien or other instrument creating a security
interest in or to the Restricted Unit (a "Further Encumbrance") other than these Resale
Restrictions,the First Lien and the Affordable Housing Deed of Trust.
9. Uses. The Restricted Unit shall be used as the principal residence of Owner and
owner's family and may not be rented or leased. Owner covenants and agrees to devote,use, and
maintain the Restricted Unit in accordance with these Resale Restrictions. All uses conducted on
the Restricted Unit, including, without limitation, all activities undertaken by the Owner pursuant
to these Resale Restrictions, shall conform to all applicable provisions of federal, state, and local
laws, including the Huntington Beach Municipal Code, and the City Housing Regulations.
10. Maintenance of Unit. Owner shall maintain the Restricted Unit in a manner
consistent with community standards, which will uphold the value of the Restricted Unit, in
accordance with the Huntington Beach Municipal Code. Owner also shall comply with all
applicable federal, state and local laws.
11. Effect of Violation of the Terms and Provisions of These Resale Restrictions.
11.1 Covenants Run with the Land. These Resale Restrictions are designed
to create equitable servitudes and covenants running with the Restricted Unit, in accordance
with the provisions of Civil Code Section 1468, and the State Density Bonus Law and the
Huntington Beach Zoning and Subdivision Ordinance. The covenants, conditions, restrictions,
23-12898/310835
reservations, equitable servitudes, liens and charges set forth herein shall run with the Restricted
Unit and shall be binding upon all persons having any right, title or interest in the leasehold
interest in the Restricted Unit, or any part thereof, their heirs, successive owners and assigns;
shall inure to the benefit of the City and its successors and assigns, shall be binding upon
Owner, and its successors and assigns; and may be enforced by City and its successors and
assigns. Owner hereby declares its understanding and intent that the burden of the covenants set
forth herein touch and concern the land and that the Owner's interest in the Restricted Unit is
rendered less valuable thereby. Owner hereby further declares its understanding and intent that
the benefit of such covenants touch and concern the land by enhancing and increasing the
enjoyment and use of the Restricted Unit by Owner, and by furthering public purposes for City.
In amplification and not in restriction of the provisions hereinabove, it is intended and
agreed that City is deemed a beneficiary of the agreements and covenants provided herein •
both for and in its own right and also for the purposes of protecting the interests of the
community. All covenants without regard to technical classification or designation shall be
binding for the benefit of City and such covenants shall run in favor of City for the entire period
during which such covenants shall be in force and effect, without regard to whether City is or
remains an owner of any land or interest therein to which such covenants relate. However, all
such covenants and restrictions shall be deemed to run in favor of all real property owned by the
City which real property shall be deemed the benefited property of such covenants. Furthermore,
all of the covenants, conditions, and restrictions contained herein shall also constitute easements
in gross running in favor of the City. City shall have the right, in the event of any breach of any
such agreement or covenant, to exercise all the rights and remedies, and to maintain any action at
law or suit in equity or other proper proceedings to enforce the curing of such breach of
agreement or covenant.
11.2 Notice of Default. Failure or delay by Owner to perform any term or
provision of these Resale Restrictions which is not cured within thirty (30) days after receipt of
notice from the City constitutes a Default under these Resale Restrictions; provided, however, if
such Default is of the nature requiring more than thirty (30) days to cure, Owner may avoid
Default hereunder by immediately commencing to cure within such thirty (30) day period,
and thereafter diligently pursuing such cure to completion within sixty (60) days after the
expiration of the initial thirty (30) day period, for a total of ninety (90) days. Failure or delay in
giving notice by the City shall not constitute a waiver of any Default, nor shall it change the time
of Default.
11.3 City's Remedies. Upon the declaration of a Default, the City may
(i) apply to a court of competent jurisdiction for specific performance, for an injunction
prohibiting any act or omission in violation of these Resale Restrictions, or for any such
other relief as may be appropriate, (ii) exercise the City's rights under these Resale
Restrictions and the Affordable Housing Deed of Trust, including, without limitation,
foreclosure of the Restricted Unit, and (iii) pursue such other rights and remedies permitted
under these Resale Restrictions and by applicable law.
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11.4 Prohibited Transfers Void. Any attempt by the Owner to make a
Prohibited Transfer of title to or any interest in the Restricted Unit in violation of these Resale
Restrictions shall be void and subject to rescission, specific performance, or any other
right or remedy available at law or in equity.
12. Governing Law. Owner hereby agrees to comply with all ordinances, rules and
regulations of the City, including the City Housing Regulations. Nothing in these Resale
Restrictions is intended to be, nor shall it be deemed to be, a waiver of any City
ordinance, rule or regulation. These Resale Restrictions shall be governed by the laws of the
State of California without regard to conflict of law principles. Any legal action brought under
these Resale Restrictions must be instituted in the Superior Court of the County of Orange,
State of California, or in the Federal District Court in the Central District of California.
13. Attorneys' Fees and Costs. If either Party to these Resale Restrictions institutes
any action against the other Party arising out of or in connection with to these Resale Restrictions,
each Party shall bear its own attorney's fees and costs of suit.
14. Severability. So long as the material bargain of the Parties may be preserved,
any provision of these Resale Restrictions that is deemed to be illegal, invalid or unenforceable
by an arbitrator or court of competent jurisdiction shall be ineffective to the extent of the
invalidity or unenforceability of such provision and shall be deemed stricken from these Resale
Restrictions. Any stricken provision shall not affect the legality, enforceability or validity of the
remainder of these Resale Restrictions. If any provision of these Resale Restrictions is stricken
in accordance with the provisions of this Section, then the stricken provision shall be replaced,
to the extent possible, with a legal, enforceable and valid provision that is as similar in tenor
and intent to the stricken provision as is legally possible. Any such invalidity or
unenforceability of any provision in any jurisdiction shall not invalidate or render unenforceable
such provision in any other jurisdiction.
15. Exhibits. Each of the Attachments referenced in these Resale Restrictions and
attached hereto is incorporated into these Resale Restrictions by this reference as though
fully set forth in this Section.
16. Counterparts. This Resale Restrictions may be executed by the Owner, City, and
Authority in counterparts,which counterparts shall be construed together and have the same effect
as if the Owner, City, and Authority had executed the same instrument.
IN WITNESS WHEREOF, the Parties have caused this instrument to be executed on
their behalf by their respective officers hereunto duly authorized as of the date set forth above.
23-12898/310835
OWNER:
A
By:
Its:
By:
Its:
CITY:
CITY OF HUNTINGTON BEACH,
a California municipal corporation
Mayor
ATTEST:
City Clerk
AUTHORITY:
HOUSING AUTHORITY OF THE CITY OF HUNTINGTON BEACH,
a public body corporate and politic
By:
Chairperson
23-12898/310835
ATTEST:
Authority Clerk
APPROVED AS TO FORM:
City Attorney/Authority Counsel
INITIATED AND APPROVED:
City Manager
23-1 289 8/3 10 8 3 5
EXHIBIT "A"
LEGAL DESCRIPTION OF THE THIRTEEN AFFORDABLE UNITS
AT 7225 EDINGER AVENUE, HUNTINGTON BEACH SUBJECT
TO THE AFFORDABLE HOUSING COVENANT FOR
7225 EDINGER AVENUE, HUNTINGTON BEACH
• (The Affordable Housing Covenant Is Exhibit "C" to the
Affordable Housing Agreement for 7225 Edinger Avenue, Huntington Beach)
•
23-12898/310835
EXHIBIT "B"
NOTICE OF AFFORDABILITY RESTRICTION
(The Notice is an Exhibit to the Affordable Housing Covenant,
which is Exhibit "C" to the Affordable Housing Agreement
for 7225 Edinger Avenue, Huntington Beach)
23-12898/310835
RECORDED AT THE REQUEST OF
AND WHEN RECORDED RETURN
TO:
City Clerk
City of Huntington Beach
2000 Main Street
Huntington Beach, CA 92648
(Space Above For Recorder's Use)
This Affordable Housing Agreement is recorded at
the request and for the benefit of the City of
Huntington Beach and is exempt from the payment
of a recording fee pursuant to Govemment Code
Sections 6103 and 27383.
NOTICE OF AFFORDABILITY RESTRICTIONS ON
TRANSFER OF PROPERTY
(Unit , 7225 Edinger Avenue,Huntington Beach, CA 92647)
NOTICE IS HEREBY GIVEN by ("Owner"), owner of the
property located at 7225 Edinger Lane, Unit , Huntington Beach, California 92647,
Assessor's Parcel Map No. , and more particularly described in Exhibit "A"
attached hereto (the"Property"),that:
1. On , 202 , the "Declaration of Conditions, Covenants and
Restrictions," were recorded against the Property as Instrument No.
in the Office of the County Recorder of the County of Orange (the
"Resale Restrictions"). Further, concurrently with this Notice, a "Deed of Trust with
Assignments of Rents to Secure the Affordability Restrictions on Transfer of the
Property" ("Deed of Trust") was recorded concurrently with this Notice. Among
other things, the Resale Restrictions, as amended by the Deed of Trust, limit the price
that the Property may be sold to an"Affordable Housing Cost"for "Moderate Income
Households," as those terms are defined in the Resale Restrictions, and further
defined in the current Affordable Housing Regulations of the City of Huntington
Beach and the Deed of Trust.
2. The administration of the Resale Restrictions shall be governed by the Affordable
Housing Regulations of the City of Huntington Beach, dated August 15, 2011, as they
exist now and may be amended in the future. •
3. In summary, the Property may only be sold to a "Moderate Income Household" at a
price that does not exceed the "Affordable Housing Cost." The Affordable Housing
Cost is the purchase price for the sale of the Property, assuming the payment by the
•
purchaser of a down payment in the amount of 10% of the purchase price, that results
in monthly housing payments which do not exceed Thirty-Five Percent (35%) of
One Hundred Ten Percent (110%) of the current Orange County monthly median
income for a household equal to the number of bedrooms in the unit plus one (1)
person. In determining monthly housing payments, the City will assume principal
and interest payments on a conventional home mortgage after paying a ten percent
(10%) down payment. The mortgage interest rate will be the prevailing Fannie Mae
thirty (30) year mortgage rate, or a City-selected equivalent. Monthly housing costs
will also include homeowner's association dues, utilities, homeowner's insurance,
maintenance costs and property taxes. Further, a qualifying buyer of the Property
shall be a "Moderate Income Household" whose income does not exceed
One Hundred Twenty Percent (120%) of the current Orange County monthly median
income for a household equal to the number of bedrooms in the unit plus one (1)
person.
4. The effect of relying on prevailing interest rates to determine the Affordable Housing
Cost is to make the resale price of the Property sensitive to interest rates. For
example, if interest rates rise, the resale price will fall, and if interest rates fall, the
resale price will rise. This could result in the Affordable Housing Cost decreasing
below the original purchase price.
5. In the event that Owner decides to sell or otherwise Transfer of the Property, Owner
shall contact the City to obtain the current Affordable Housing Cost, which shall be
the maximum sales price of the Property. City shall provide the Affordable Housing
Cost pursuant to its current Affordable Housing Regulations. Regarding the
Affordable Housing Cost, Owner acknowledges that:
OWNER, AND EACH SUCCESSOR, HEIR OR ASSIGN OF OWNER,
UNDERSTANDS THAT THE DETERMINATION OF THE
AFFORDABLE HOUSING COST CAN BE MADE ONLY AT THE
TIME OF A PROPOSED SALE OR OTHER TRANSFER OF THE
RESTRICTED UNIT, TAKING INTO CONSIDERATION
PREVAILING INTEREST RATES, THE OFFERED TERMS OF SALE,
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 SAME OR SIMILAR REAL PROPERTY
WHICH IS NOT ENCUMBERED BY THIS COVENANT. OWNER,
AND EACH SUCCESSOR, HEIR OR ASSIGN OF OWNER,
FURTHER ACKNOWLEDGES THAT AT ALL TIMES IN SETTING
THE TRANSFER PRICE, THE PRIMARY OBJECTIVE OF THE
CITY AND THESE RESALE RESTRICTIONS IS TO PROVIDE
HOUSING TO MODERATE INCOME HOUSEHOLDS AT AN
AFFORDABLE HOUSING COST.
2
Owner's Initials
6. The City shall approve a Transfer of the Property if such Transfer complies with the
Resale Restrictions.
7. The Property shall be owner-occupied at all times and shall not be leased or rented.
8. The Resale Restrictions imposed on the Property began on , 20_ and expire
forty-five years later, on , 20_.
This Notice is recorded for the purpose of providing notice only and does not modify the
provisions of the Resale Restrictions or the Deed of Trust.
Dated: By:
APPROVED AS TO FORM:
Dated: By:
City Attorney
•
Exhibit "A"
Legal Description
•
EXHIBIT "C"
PROMISSORY NOTE
(The Promissory Note is an Exhibit to the Affordable Housing Covenant,
which is Exhibit "C" to the Affordable Housing Agreement
for 7225 Edinger Avenue, Huntington Beach)
•
23-12898/310835
PROMISSORY NOTE TO SECURE
AFFORDABILITY RESTRICTIONS ON
TRANSFER OF PROPERTY
(Unit_, 7225 Edinger Avenue,Huntington Beach, CA 92647)
THIS PROMISSORY NOTE (the "Note") is dated this day of
2023, between .("Promissor") and the Housing Authority of the City of
Huntington Beach("Authority")with reference to the following facts:
A. This Promissory Note is made in reference to that property in the City of
Huntington Beach, County of Orange, State of California, with the street address Unit
7225 Edinger Avenue, Huntington Beach, California 92647, and the Assessor's Parcel Map No.
(the "Property").
B. On. , 2024, the "Declaration of Conditions, Covenants and
Restrictions for Property," were recorded against the Property as Instrument No.
in the Office of the County Recorder of the County of Orange (the "Resale
Restrictions"). Among other things, the Resale Restrictions limit the price that the Property may
be sold to an "Affordable Housing Cost" to "Moderate Income Households," as that term is
defined in the Resale Restrictions, and further defined in the Affordable Housing Regulations.
The Affordable Housing Regulations, as they may be amended from time to time, are utilized to
implement the provisions of the Resale Restrictions.
C. The Affordable Sales Price pursuant to the Resale Restrictions shall be the
purchase price for the sale of the Property, assuming the payment by the purchaser of a down
payment cin the amount of 10% of the purchase price, that would result in monthly housing
payments for a Moderate Income Household that does not exceed Thirty-Five Percent (35%) of
One Hundred Ten Percent (110%) of the current Orange County monthly median income for a
household equal to the number of bedrooms in the Property plus one (1) person. In determining
monthly housing payments, the City will assume principal and interest payments on a
conventional home mortgage after paying a ten percent (10%) down payment. The mortgage
interest rate will be the prevailing Fannie Mae or Freddie Mac thirty(30) year mortgage rate, or a
City-selected equivalent. Monthly housing costs will also include homeowner's association
dues, utilities, homeowner's insurance, maintenance costs and property taxes. Further, a
qualifying buyer of the Property shall be a "Moderate Income Household" whose income does
not exceed One Hundred Twenty Percent (120%) of the current Orange County monthly median
income for a household equal to the number of bedrooms in the unit plus one (1)person.
The effect of relying on prevailing interest rates to determine the Affordable Housing
Cost is to make the resale price of the Property sensitive to interest rates. For example, if interest
rates rise, the resale price will fall, and if interest rates fall, the resale price will rise. This could
result in the Affordable Housing Cost decreasing below the original purchase price.
D. The Resale Restrictions imposed on the Property began on , 20 , and
expire forty-five(45) years later, on , 20 .
E. The administration of the Resale Restrictions shall be governed by the Affordable
Housing Regulations of the City of Huntington Beach, dated August 15, 2011, as they exist now
and may be amended in the future.
23-12898/310836 1
F. Concurrently with executing this Note, Promissor has executed a Deed of Trust
securing and amending the Resale Restrictions (the"Authority of Deed of Trust").
G. Pursuant to the Resale Restrictions, the City has approved the transfer of the
Property to Promissor at an Affordable Housing Cost. To insure that any further sale,transfer or
assignment of the Property occurs with the City's approval and at an Affordable Housing Cost,
the City has required as a condition of the Promissor's transfer of the Property that Promissor
execute this Note.
AGREEMENT
NOW, THEREFORE,the parties agree as follows:
1. Incorporation of Recitals. The recitals set forth above are incorporated by
reference as though fully set forth herein.
2. Amount of the Note. The Amount of this Note is the "Transfer Price" of the
Property, less the "Affordable Housing Cost." The Transfer Price shall be determined according
to the circumstances that cause the Amount of the Note to become due pursuant to Section 3 of
this Note. In the case of the sale of the Property without the City's consent, the Transfer Price
shall be the market sales price. In the case of the financing or refinancing of the Property
without the City's consent, the Transfer Price shall be the loan amount in excess of the last loan
balance on the First Mortgage that the City previously approved. In all other cases, the Transfer
Price shall be the fair market value of the Property as established by the Director of Community
Development of the City pursuant to an appraisal. The term "Affordable Housing Cost" shall be
defined according to the current Affordable Housing Regulations as adopted by the City of
Huntington Beach.
Promissor promises to pay the Amount of this Note when due to the Housing Authority at
2000 Main Street, P.O. Box 190, Huntington Beach, California 92648, or at such other address
as Authority may direct from time to time in writing. All sums hereunder shall be payable in
lawful money of the United States of America and all sums shall be credited first to interest then
due and the balance to principal.
3. Due on Sale, Transfer or Refinancing. Promissor agrees to notify the Authority
not less than thirty (30) days prior to (i) the sale or transfer of the Property or (ii) any financing
or refinancing of the Property. This Note shall be due and payable upon (i) such sale or transfer
without the City's consent, (ii) the fmancing or refinancing of the Property without the City's
consent, (iii) Promissor is no longer an occupant of the Property, or (iv) Promissor is in material
default of any other obligation under the Resale Restrictions, or the Authority Deed of Trust.
4. Expiration of the Note Obligation. In the event Promissor does not sell or transfer
the Property, does not fail to occupy the Property, does not refinance, or is not in material breach
of any other provision of the Resale Restrictions or the Authority Deed of Trust before the forty-
fifth (45th) anniversary of the date of this Note, Promissor shall have no obligation to pay the
Note Amount to Authority upon later sale,transfer or refinancing of the Property.
5. Default. The entire unpaid Amount of this Note shall be due and payable in full
in the event of a default. The following shall be deemed to be an event of default:
23-12898/310836 2
(i.) The City determines that the Promissor has made a misrepresentation
to obtain the benefits of purchase of the Property or in connection with its
obligations under the Resale Restrictions;
(ii.) The Promissor fails to occupy the Property as required pursuant to
the Resale Restrictions and the Authority Deed of Trust, and such failure continues
following written notice by the City and sixty (60) days opportunity to cure
following the date of such notice;
(iii.) The Promissor rents the Property in violation of the Resale
Restrictions and the Authority Deed of Trust, and such failure continues following
written notice by the City and sixty (60) days opportunity to cure;
(iv.) The Promissor fails to provide information to the City necessary to
determine Promissor's compliance with the requirements of the Resale Restrictions;
(v.) The Promissor makes a transfer of the Property in violation of the
Resale Restrictions;
(vi.) The Promissor otherwise fails to comply with the requirements of the
Resale Restrictions, and such violation is not corrected to the satisfaction of the City
within thirty (30) days after the date of written notice by the City to the Trustor of
such violation;
(vii.) A notice of default is issued under the First Mortgage Loan or other
financing secured by the Property;
(viii.) A lien is recorded against the Property other than the lien of a bona
fide mortgage loan.
(ix.) Promissor places a mortgage on the Property without the prior
approval of the Authority.
(x.) Promissor declares bankruptcy or makes an assignment of assets for
the benefit of creditors.
(xi.) The Promissor fails to pay any real property taxes or insurance
premiums on the Property as they become due.
(xii.) Promissor continues to materially breach the Resale Restrictions or
the Authority Deed of Trust, following the City or the Authority giving notice of
the breach and an opportunity to cure.
(viii.) Promissor fails to pay the Note Amount when due.
6. This Note is secured by a concurrently executed Deed of Trust, to the City of
Huntington Beach, as Trustee, executed by Promissor in favor of the Authority.
7. Notice. All payments, notices, consents, waivers and other communications
under this Agreement must be in writing and shall be deemed to have been given when (a)
23-12898/310836 3
delivered by hand, or, (b) when received by the addressee, if sent by a nationally recognized
overnight delivery service (receipt requested), in each case addressed as set forth below:
If to PROMISSOR: If to AUTHORITY:
Housing Authority of the
7225 Edinger Avenue,Unit City of Huntington Beach
Huntington Beach, CA 92647 2000 Main Street
Huntington Beach, CA 92648
Attn: City Clerk
and
Deputy Director of Community Development
City of Huntington Beach
2000 Main Street, 5th Floor
Huntington Beach, CA 92648
8. Governing Law. This Agreement is governed by and shall be construed in
accordance with the laws of the State of California without giving effect to the conflict of laws
principles thereof. The parties agree to personal jurisdiction in the State Courts in Orange
County, California and specifically waive any claims of forum non-conveniens.
9. Modification. This Agreement shall not be amended or modified, except in
writing, signed by both parties.
10. Successors and Assigns. This Agreement shall be binding upon and inure to the
benefit of the successors and assigns under this Note. This Note shall not be assigned without
the express written consent of Authority.
PROMISSOR:
Dated: By:
HOUSING AUTHORITY OF THE CITY OF
HUNTINGTON BEACH:
Dated: By:
Deputy Director of Community Development
APPROVED AS TO FORM:
Dated: By:
City Attorney
23-12898/310836 4
EXHIBIT "D"
AFFORDABLE HOUSING DEED OF TRUST
(The Affordable Housing Deed of Trust is an Exhibit to the Affordable
Housing Covenant, which is Exhibit "C" to the Affordable Housing Agreement for
7225 Edinger Avenue, Huntington Beach)
•
23-1289 8/3 1083 5
OFFICIAL BUSINESS
Document entitled to free
recording per Government Code
Sections 6103 and 27383
Recording Requested By:
Housing Authority of
City of Huntington Beach
2000 Main Street, 5th Floor
Huntington Beach, California 92648
Attention: Community Enhancement
SPACE ABOVE THIS LINE FOR RECORDER'S USE
DEED OF TRUST WITH ASSIGNMENTS OF RENTS TO SECURE
AFFORDABILITY RESTRICTIONS ON TRANSFER OF PROPERTY
(Unit , 7225 Edinger Avenue, Huntington Beach, CA 92647)
THIS DEED OF TRUST is made this day of , 202_by and •
among (the "Trustor"), whose address is Unit , 7225 Edinger
Avenue, California 92647 ("Trustor") and the CITY OF HUNTINGTON BEACH, a municipal
corporation (the "Trustee") and the HOUSING AUTHORITY OF THE CITY OF
HUNTINGTON BEACH, a public body corporate and politic (the "Beneficiary"), whose address
is 2000 Main Street,Huntington Beach, California 92648,with reference to the following facts:
A. This Deed of Trust is made in reference to that property in the City of
Huntington Beach, County of Orange, State of California, described legally in the Legal
Description attached hereto as Exhibit "A" and incorporated herein with the street address Unit
, 7225 Edinger Avenue, Huntington Beach, California, 92647, and the Assessor's Parcel Map
No. (the "Property").
B. The City has adopted an Inclusionary Housing Ordinance (the "Inclusionary
Ordinance," currently Section 230.26 of the City Zoning Code).
C. On , 2023, the "Declaration of Conditions, Covenants and
Restrictions for Property," was recorded against the Property as Instrument No.
in the Office of the County Recorder of the County of Orange (the "Resale
Restrictions"). Among other things, the Resale Restrictions limit the price that the Property may
be sold to an "Affordable Housing Cost" to "Moderate Income Households," as that term is
defined in the Resale Restrictions, and further defined in the Affordable Housing Regulations.
The Affordable Housing Regulations, as they may be amended from time to time, are utilized to
implement the provisions of the Resale Restrictions.
D. The Affordable Sales Price pursuant to the Resale Restrictions shall be the
purchase price for the sale of the Property, assuming the payment by the purchaser of a down
payment in the amount of 10% of the purchase price, that would result in monthly housing
payments for a Moderate Income Household that does not exceed the product of Thirty-Five
23-12898/310838 1
Percent (35%) of One Hundred Ten Percent (110%) of the current Orange County monthly
median income for a household equal to the number of bedrooms in the Property plus one (1)
person. In determining monthly housing payments, the City will assume principal and interest
payments on a conventional home mortgage after paying a ten percent (10%) downpayment. The
mortgage interest rate will be the prevailing Fannie Mae or Freddie Mac thirty (30) year mortgage
rate, or a City-selected equivalent. Monthly housing costs will also include homeowner's
association dues, utilities,homeowner's insurance, maintenance costs and property taxes. Further,
a qualifying buyer of the Property shall be a "Moderate Income Household" whose income does
not exceed One Hundred Twenty Percent (120%) of the current Orange County monthly median
income adjusted for household size.
The effect of relying on prevailing interest rates to determine the Affordable Sales Price is to
make the resale price of the Property sensitive to interest rates. For example, if interest rates rise,
the resale price will fall, and if interest rates fall, the resale price will rise. This could result in the
Affordable Sales Price decreasing below the original purchase price.
E. The administration of the Resale Restrictions, as modified by this Deed of
Trust, shall be governed by the Affordable Housing Regulations of the City of Huntington Beach,
as they exist now and may be amended in the future.
F. Pursuant to this Deed of Trust, the Resale Restrictions expire on , 20_
(the "Expiration Date").
NOW, THEREFORE, TRUSTOR HEREBY irrevocably grants, transfers and assigns,
to Trustee, in trust, with power of sale of the Property, together with (a) all buildings,
improvements and fixtures, now or hereafter placed thereon, it being understood and agreed that
all classes of property attached or unattached used in connection herewith shall be deemed
fixtures, (b) rents, issues and profits thereof, (c) any water rights and/or stock are appurtenant or
pertain to said land, and (d) all sums of money payable on the purchase price of the Property
secured by a lien thereon or payable under any agreement for the sale 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, and all sums of money payable on the purchase
price of the Property secured by a lien thereon or payable under any agreement.
A. FOR THE PURPOSE OF SECURING:
1. Payment of the indebtedness evidenced by a promissory note executed
by Trustor concurrently with this Deed of Trust (the "City Note"). The Amount of the City Note
is the"Transfer Price" of the Property, less the "Affordable Housing Cost." The calculation of the
Amount is set forth with specificity in the Note, which is on file with the Community
Development Department of the City of Huntington Beach.
2. Performance of each and every obligation, covenant, promise and
agreement of the Resale Restrictions.
23-12898/310838 2
B. TO PROTECT THE SECURITY OF THIS DEED OF TRUST, TRUSTOR
AGREES:
1. Restriction on Resale or Transfer of Property.
Trustor agrees for itself, and its successors and assigns, and every successor to
Trustor's interest in the Property, or any part thereof until the Expiration Date, to perform all
obligations due under the Resale Restrictions, as those obligations are restated and modified as set
forth below:
(a) The Property shall only be owned and occupied by persons or families
of"Moderate Income." "Moderate Income" shall mean persons or families earning one hundred
twenty percent (120%) or less of Orange County median income, adjusted for appropriate family
size.
(b) The Property may only be sold to "Moderate Income"households at an
"Affordable Housing Cost," as that term is further defined in Affordable Housing Regulations.
Generally, those Regulations define Affordable Housing Cost to mean that purchase price for the
sale of Property, assuming the payment by the purchaser of a down payment in the amount of 10%
of the purchase price, which would result in monthly housing payments, which do not exceed the
product of Thirty-Five Percent (35%) times One Hundred Ten Percent (110%) for Moderate
Income Households of the current Orange County monthly median income for a household equal
to the number of bedrooms in the unit plus one (1) person. In determining monthly housing
payments, the City will assume principal and interest payments on a conventional home mortgage
after paying a ten percent (10%) downpayment. The mortgage interest rate will be the prevailing
Fannie Mae thirty (30) year mortgage rate, or a City-selected equivalent. Monthly housing costs
will also include homeowner's association dues, utilities, homeowner's insurance, maintenance
costs and property taxes.
•
The effect of relying on prevailing interest rates to determine the Affordable
Housing Cost is to make the resale price of the Property sensitive to interest rates. For example, if
interest rates rise, the resale price will fall, and if interest rates fall, the resale price will rise. This
could result in the Affordable Housing Cost decreasing below the original purchase price of the
Property.
(c) The Trustor shall further comply with the Affordable Housing
Regulations.
(d) No transfer of the Property shall occur until the City of Huntington
Beach 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 Moderate
Income, and (c) that the proposed transfer occurs at an Affordable Housing Cost. The City of
Huntington Beach shall not be obligated to approve a transfer until and unless the proposed
purchaser has submitted to the City of Huntington Beach such information and completed such
forms as the City of Huntington Beach 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
23-12898/310838 3
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 of Huntington
Beach an executed disclosure statement which certifies that the purchaser is aware that the
purchaser may only sell the unit at an Affordable Housing Cost to a Moderate 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.
TRUSTOR AND EACH SUCCESSOR, HEIR OR ASSIGN OF TRUSTOR
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 THE SAME MANNER AS OTHER SIMILAR REAL
PROPERTY WHICH IS NOT ENCUMBERED BY THIS RESTRICTION.
TRUSTOR AND EACH SUCCESSOR, HEIR OR ASSIGN OF TRUSTOR
FURTHER ACKNOWLEDGES THAT AT ALL TIMES IN SETTING THE
TRANSFER PRICE THE PRIMARY OBJECTIVE OF THE BENEFICIARY
AND THIS DEED OF TRUST IS TO PROVIDE HOUSING TO ELIGIBLE
PERSONS OR FAMILIES AT AN AFFORDABLE HOUSING COST.
Trustor Initials
(e) The City of Huntington Beach may impose any conditions on the
approval of any transfer of the Property as it determines are reasonably necessary for the effective
administration of its Affordable Housing Program. Such conditions may include, but are not
limited to, requiring the prospective purchaser to sign: (i) a promissory note in favor of the City by
which he or she agrees to pay any excess proceeds of sale or in excess rental proceeds to the City,
and (ii) a deed of trust on the Property securing both the Resale Restrictions and the promissory
note.
(f) The Trustor shall occupy the Property as the Trustor's principal place of
residence and shall not lease or rent the Property. The Trustor shall provide an annual written
certification to the City that the Trustor is occupying the Property as his or her principal place of
residence, and that the Trustor is not renting the Property to another party.
(g) The Resale Restrictions shall run with the land and shall automatically
terminate and be of no further force or effect on , 20 .
2. Defaults.
23-12898/310838 4
(a) The following events shall constitute a Default by the Trustor under
the Resale Restrictions:
(1) The City determines that the Trustor has made a
misrepresentation to obtain the benefits of purchase of the Property or in connection with its
obligations under the Resale Restrictions;
(2) The Trustor fails to occupy the Property as his or her principal
place of residence as required pursuant to Section 1(f) above, and such failure continues
following written notice by the City and sixty (60) days opportunity to cure following the date
of such notice;
(3) The Trustor rents the Property in violation of Section 1(f)
above, and such failure continues following written notice by the City and sixty (60) days
opportunity to cure;
(4) The Trustor fails to provide information to the City necessary
to determine Trustor's compliance with the requirements of the Resale Restrictions;
(5) The Trustor transfers the Property in violation of the Resale
Restrictions;
(6) The Trustor otherwise fails to comply with the requirements
of the Resale Restrictions, and such violation is not corrected to the satisfaction of the City
within thirty(30) days after the date of written notice by the City to the Trustor of such
violation;
(7) A notice of default is issued under the First Mortgage Loan or
other financing secured by the Property;
(8) A lien is recorded against the Property other than the lien of a
bona fide mortgage loan.
(9) Trustor places a mortgage on the Property in violation of
Section 9 below; or
(10) Trustor declares bankruptcy or makes an assignment of assets •
for the benefit of creditors.
(b) Upon a declaration of Default by the City under the Resale
Restrictions, the City may exercise any remedies at law or in equity, including without
limitation, any or all of the following, none of which shall be an exclusive remedy:
(1) Declare the City Note due and payable without further
demand and accelerate payments due under the City Note;
(2) Invoke the power of sale under this Deed of Trust;
23-12898/310838 5
(3) Apply to a court of competent jurisdiction for such relief at
law or in equity as may be appropriate;
(4) Take such enforcement action as is authorized under the
Huntington Beach Municipal Code; and
(5) Declare a Default under the City Note and this Deed of Trust
and pursue all City remedies under the City Note and the City Deed of Trust.
3. Notice of Default and Foreclosure.
A request for notice of default and any notice of sale under any deed of trust or
mortgage with power of sale encumbering the Property shall be recorded by the City in the
Office of the Recorder of the County of Orange. The City may declare a Default under this
Resale Agreement upon receipt of any notice given to the City pursuant to Civil Code
section 2924b, and may exercise its rights as provided in Sections 2 and 4.
In the event of default and foreclosure, the City shall have the same right as the
Trustor to cure defaults and redeem the Property prior to the foreclosure sale. Nothing herein
shall be construed as creating any obligation of the City to cure any such default, nor shall this
right to cure and redeem operate to extend any time limitations in the default provisions of the
underlying deed of trust or mortgage.
If the City failed to file the request for notice of default, the City's right to purchase
the Property shall commence from the date a notice of default is given by the City to the
Trustor.
4. Purchase Option Upon Default.
Notwithstanding, and in addition to the remedies provided the City in Section 2, the
Trustor hereby grants to the City the option to purchase the Property following written notice
by the City to the Trustor of the declaration of a Default by the City under the Resale
Restrictions. This option to purchase is given in consideration of the economic benefits
received by the Trustor resulting from ownership of the Property made possible by the City's
Affordable Housing Program.
The City shall have thirty (30) days after a Default is declared to notify the Trustor
and the First Lender of its decision to exercise its option to purchase under this Section 4. Not
later than ninety(90) days after the notice is given by the City to the Trustor of the City's intent
to exercise its option under this Section 4, the City shall purchase the Property for the
Affordable Housing Cost calculated in the manner set forth in Section 1.
5. Restrictions on Foreclosure Proceeds.
If a creditor acquires title to the Property through a deed in lieu of foreclosure, a
trustee's deed upon sale, or otherwise, the Trustor shall not be entitled to the proceeds of sale to
the extent that such proceeds otherwise payable to the Trustor when added to the proceeds paid
or credited to the creditor exceed the Affordable Housing Cost. The Trustor shall instruct the
23-12898/310838 6
•
holder of such excess proceeds to pay such proceeds to the City in consideration of the benefits
received by the City through purchase of the Property under the City's Inclusionary Housing
Program.
6. Restrictions on Insurance Proceeds.
If the Property is damaged or destroyed and the Trustor elects not to rebuild the
Property, the Trustor shall pay the City the portion of any insurance proceeds received by the
Trustor for such destruction or damage, which is in excess of the Affordable Housing Cost
calculated pursuant to Section 1 above.
7. Superiority of Resale Restrictions.
The Trustor covenants that he or she shall has not, and will not, execute any other
agreement with provisions contradictory to or in opposition to the provisions hereon, and that,
in any event,the Resale Restrictions are controlling as to the rights and obligations between and
among the Trustor,the City and their respective successors.
8. Subordination.
(a) Notwithstanding any provision herein, the Resale Restrictions shall not
diminish or affect the rights of the First Lender under the First Lender Deed of Trust or any
subsequent First Lender Deeds of trust hereafter recorded against the Property in compliance
with the Resale Restrictions.
(b) The City may subordinate the Resale Restrictions and this Deed of Trust to
the lien of a First Lender Deed of Trust, in which case the Resale Restrictions and this Deed of
Trust 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 Deed of Trust by the Trustor. Such
remedies under the First Lender 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 Resale Restrictions and this Deed of Trust shall be forever terminated
and shall have no further effect as to the Property or any transferee thereafter; provided,
however, if the holder of such First Lender Deed of Trust acquires title to the Property pursuant
to a deed or assignment in lieu of foreclosure, the Resale Restrictions and this Deed of Trust
shall automatically terminate upon such acquisition of title, only if(i) the City has been given
written notice of default under such First Lender Deed of Trust with a sixty (60) day cure
period, (ii) the City shall not have cured the default within such sixty (60) day period or
commenced to cure and given its firm commitment to complete the cure in form and substance
acceptable to the first lender, or (iii) the City shall not have exercised its option to purchase the
Property pursuant to Section 4 above within such sixty (60) day period and then proceeded
diligently to cure the default within sixty(60) days of acquiring title to the Property.
9. Refinance of First Mortgage Loan; Further Encumbrance of Property.
Trustor may not refinance of the first mortgage on the Property and/or add a second mortgage
on the Property without approval of the City. The City shall only approve refinancing in
compliance with the Affordable Housing Regulations.
23-12898/310838 7
10. Interpretation of Resale Restrictions.
The terms of the Resale Restrictions shall be interpreted so as to avoid speculation on
the Property and to ensure to the extent possible that its sales price and mortgage payments remain
affordable to Moderate Income Households.
11. Covenants Running with the Land.
(a) Trustor hereby subjects the Property to the covenants and restrictions set forth
in the Resale Restrictions. Trustor hereby declares its express intent that the covenants and
restrictions set forth in the Resale Restrictions shall be deemed covenants running with the land in
perpetuity, shall pass to, and be binding upon all parties having any interest in the Property
throughout the term of the Resale Restrictions. Each and every contract, deed, lease or other
instrument covering, conveying or otherwise transferring the Property or any interest therein, as
the case may be, shall conclusively be held to have been executed, delivered and accepted subject
to the Resale Restrictions regardless of whether the other party or parties to such contract have
actual knowledge of such Resale Restrictions.
(b) The Trustor and the City hereby declare their understanding and intent
that: (i)the covenants and restrictions contained in the Resale Restrictions shall be construed as
covenants running with the land pursuant to California Civil Code section 1468 and not as
conditions which might result in forfeiture of title by Trustor; (ii) the burden of the covenants and
restrictions set forth in the Resale Restrictions touch and concern the Property in that the Trustor's
legal interest in the Property may be rendered less valuable thereby; and (iii) the benefit of the
covenants and restrictions set forth in the Resale Restrictions touch and concern the land by
enhancing and increasing the enjoyment and use of the Property by eligible purchasers, the
intended beneficiaries of such covenants and restrictions.
(c) All covenants and restrictions contained herein in the Resale Restrictions
without regard to technical classification or designation shall be binding upon Trustor for the
benefit of the City and eligible purchasers and such covenants and restrictions shall run in favor of
such parties for the entire period during which such covenants and restrictions shall be in force
and effect,without regard to whether the City is the owner of any land or interest therein to which
such covenants and restrictions relate.
12. Trustor's Acknowledgement of Resale Restrictions.
Trustor hereby acknowledges and agrees that:
(1) Trustor hereby subjects the Property to certain restrictions and limits the
price for which Trustor may sell the Property and the persons to whom Trustor may sell the
Property. The Affordable Housing Cost and other provisions contained in the Resale Restrictions
restrict the full benefits of owning the Property. Trustor may not enjoy the same economic or
23-12898/310838 8
other benefits from owning the Property that Trustor would enjoy if the Resale Restrictions did
not exist.
(2) Absent the provisions of the Inclusionary Ordinance and the provisions
of the Resale Restrictions, the Property could not be made available to Moderate Income
Households at the Affordable Housing Cost, including Trustor.
(3) Trustor understands all of the provisions of the Resale Restrictions. In
recognition of the acknowledgments and agreements stated in this Section 12, Trustor accepts and
agrees to the provisions of the Resale Restrictions with the understanding that upon the transfer of
the Property, the Resale Restrictions will expire on , 20_, and will remain in full
force and effect as to the Property until such expiration date.
Trustor Initials
13. Non-Discrimination.
(a) Trustor 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 said
property, nor shall Trustor 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.
(b) Trustor and its successors and assigns, shall refrain from restricting the rental
or lease (if permitted by Trustor) 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:
(1) In deeds: "The grantee herein covenants by and for himself or herself,
his or her heirs, executors, administrators and assigns, and all persons claiming under
or through them, that there shall be no discrimination against or segregation of, any j
person or group of persons on account of race, color, religion, sex, sexual orientation,
creed, ancestry, national or ethnic origin, age, family or marital status, handicap or
disability 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 covenants shall run with the land."
(2) In leases: "The lessee herein covenants by and for himself or herself,
his or her heirs, executors, administrators and assigns, and all persons claiming under
23-12898/310838 9
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, sexual
orientation, creed, ancestry, national or ethnic origin, age, family or
marital status, handicap or disability 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
to 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."
(3) In contracts: "There shall be no discrimination against or segregation
of, any person, or group of persons on account of race, color, religion, sex, sexual
orientation, creed, ancestry, national or ethnic origin, age, family or marital status,
handicap or disability 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."
(c) Nothing in this Section 13 shall be construed to authorize the rental or lease of
the Property if such rental or lease is not otherwise permitted.
(d) The covenants in this paragraph shall run with the land in perpetuity.
14. No violation or breach of the covenants, conditions, restrictions, provisions or
limitations contained in this Deed of Trust shall defeat or render invalid or in any way impair the
lien or charge of any mortgage or deed of trust or security interest.
15. Trustor has made certain representations and disclosures as a requirement under
the Resale Restrictions in order to induce Beneficiary to approve the sale of the Property to
Trustor. In the event that Trustor has made any material misrepresentation or failed to disclose
any material fact regarding said transaction, Beneficiary at its option and without notice, shall
have the right to declare a material breach of the Resale Restrictions and the Note. Beneficiary
may make a written declaration of default and demand for sale as to paragraph No. 17 herein set
forth. Trustee, upon presentation to it of an affidavit signed by Beneficiary setting forth facts
showing a default by Trustor under this paragraph, is authorized to accept as true and conclusive
all facts and statements therein, and to act thereon hereunder.
16. All covenants without regard to technical classification or designation shall be
binding for the benefit of the Beneficiary and such covenants shall run in favor of the Beneficiary
for the entire period during which some covenants shall be in force and effect, without regard to
whether the Beneficiary is or remains an owner of any land or interest therein to which such right
23-12898/310838 10
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 those covenants against discrimination which may be enforced at law or in equity at any time in
perpetuity.
17. Upon default by Trustor in the obligations of the City Note, in the performance
of any obligation under this Deed of Trust, the Resale Restrictions, or under the terms of any First
Lender's Deed of Trust which is or appears to be prior or superior to this Deed of Trust,
Beneficiary may declare all sums secured by this Deed of Trust immediately due and payable by
delivering to Trustee of a written declaration of default and demand for sale and a written notice
of default and election to sell the Property. Default in the payment of any indebtedness secured by
this Deed of Trust, in the obligation of the Note, or in the performance of any agreement under
this Deed of Trust constitutes a default only under this Deed of Trust and the Note and does not
constitute a default under the First Deed of Trust. Trustee shall cause the notice of default to be
recorded. Beneficiary also shall deposit with Trustee this Deed of Trust, the Note, and all
documents evidencing any additional expenditures secured by this Deed of Trust. After the lapse
of such time as then may be required by law following recordation of such notice of default, and
notice of sale having been given as then required by law, Trustee, without demand on Trustor,
shall sell the Property at the time and place fixed by it in such notice of sale, whether as a whole
or in separate parcels, and in such order as it may determine, at public auction to the highest
bidder qualified under said Resale Restrictions and this Deed of Trust in lawful money of the
United States, payable at time of sale. Trustee may postpone sale of all or any portion of the
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 Property so sold, but without any
covenant or warranty, express or implied. The recital in such Deed of any matters of fact shall be
conclusive of the truthfulness thereof. Any person, including Trustor, Trustee, or Beneficiary as
hereinafter defined, may purchase at such sale. Trustee may also sell at any such sale and as part
thereof any shares of corporate stock securing the obligations secured hereby, and Trustor waives
demand and notice of such sale. (Beneficiary at its option may also foreclose on such shares by
independent pledge sale, and Trustor waives demand and notice of such sale.) After deducting all
costs, fees and expenses of Trustee, and of this Trust, including cost of evidence of title in
connection with this sale, Trustee shall apply the proceeds of sale to payment, first; all sums
expended under the terms hereof, not then repaid, with accrued interest at the rate then payable
under the First Lender Deed of Trust secured hereby, and then of all other sums secured hereby,
and, if there are any proceeds remaining, shall distribute them to the person or persons legally
entitled thereto.
18.. Trustor shall keep the Property in good condition and repair; to allow
Benefi ' or its representatives to enter and inspect the Property at all reasonable times and
access thereto, shall be permitted for that purpose; not to remove or demolish any building
thereon; not to make alterations thereto without the consent of the Beneficiary; to suffer or permit
no change in the general nature of the occupancy of the Property without Beneficiary's written
consent; to complete or restore promptly and in good workmanlike manner any building which
may be constructed, damaged or destroyed thereon, including, without restricting the generality of
the foregoing, damage from termites and dry-rot; to pay when due all claims for labor performed
23-12898/310838 11
and materials furnished in connection with the Property and not to permit any mechanic's lien
against the Property; to comply with all laws affecting the Property or requiring any alterations or
improvements to be made thereon; not to ,initiate or acquiesce in any zoning reclassification
without Beneficiary's written consent; not to commit or permit waste thereon; not to commit,
suffer or permit any act upon the Property in violation of the law; to paint, cultivate, irrigate,
fertilize, fumigate, prune, and do all other acts that from the character or use of the Property may
be reasonably necessary; and to promptly pay all amounts due others upon agreements of lease or
conditional sale of all fixtures, furnishings and equipment located thereon.
19. Trustor shall provide, and maintain in force at all times with respect to the
Property, fire and other types of insurance as may be required by Beneficiary. All of such
insurance shall have a loss payable endorsement in favor of Beneficiary, shall be for a term and in
form, content, amount and in such companies as may be satisfactory to Beneficiary, and the
policies therefore shall be delivered to and remain in possession of Beneficiary as further security
for the faithful performance of these trusts. At least thirty (30) days prior to the expiration of any
such insurance policy, a policy or policies renewing or extending such expiring insurance shall be
delivered to Beneficiary together with written evidence showing payment of the premium
therefore and, in the event any such insurance policy and evidence of the payment of the premium
therefore are not so delivered by Trustor to Beneficiary, Trustor by executing this Deed of Trust
specifically requests Beneficiary to obtain such insurance and Beneficiary, without obligation to
do so, without notice to or demand upon Trustor and without releasing Trustor from any
obligation hereof, may obtain such insurance through or from any insurance agency or company
acceptable to it, pay the premium thereof,.and may add the amount thereof to the indebtedness
secured hereby, which amount shall bear a like rate of interest. Beneficiary may furnish to any
insurance agency or company, or any other person, any information contained in or extracted from
any insurance policy delivered to Beneficiary pursuant hereto and any information concerning the
loan secured hereby. Neither Trustee nor Beneficiary shall be responsible for such insurance or
for the collection of any insurance.monies, or for any insolvency of any insurer or insurance
underwriter. In case of insurance loss, Beneficiary is hereby authorized either (a) to settle and
adjust any claim under the insurance policies provided for in this document without the consent of
the Trustor, or (b) to allow Trustor to agree with the insurance company or companies on the
amount to be paid upon the loss. In either case, the Beneficiary is authorized to collect and make
receipt of any such insurance money. If Trustor is obligated to restore or replace the damaged or
destroyed buildings or improvements under the terms of any lease or leases which are or may be
prior to the lien of this Deed of Trust and such damage or destruction does not result in
cancellation or termination of such lease, such proceeds, after deducting therefrom any expenses
incurred in the collection thereof, shall be used to reimburse the Trustor for the cost of rebuilding
or restoring the buildings or improvements on said premises. In all other cases, such insurance
proceeds shall either be applied for the cost of the rebuilding or restoring the buildings or
improvements on said premises. Such buildings and improvements shall be so restored or rebuilt
as to be of at least equal value and substantially the same character as prior to the damage or
destruction, and shall be in a condition satisfactory to Beneficiary. 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. Any and all unexpired insurance shall inure to the benefit of, and pass to
the purchaser of,the property conveyed at any Trustee sale held hereunder.
23-12898/310838 12
20. Trustor shall pay: (a) at least ten (10) days before delinquency, all general and
special City and County taxes, and all assessments on appurtenant water stock, affecting the
Property, (b) when done, all special assessments for public improvements, without permitting any
improvement bond to issue for any special assessment, (c) when done, all encumbrances, charges
and lines, with interest, on the Property, or any part thereof, which are or appears to be prior to
superior hereto, (d) if the security of this Deed of Trust is leasehold estate, to make any payment
or do any act required of the Lessee or its successor in interest under the terms of the instrument •
or instruments creating said leasehold, (e) all costs, fees and expenses of this trust, (f) for any
statement regarding the obligation secured hereby any amount demanded by Beneficiary not to
exceed the maximum allowed by law thereof at the time when such request is made, (g) such other
charges for services rendered by Beneficiary and furnished at Trustor's request or that of any
successor in interest to Trustor as the Beneficiary may deem reasonable.
21. Should Trustor fail to make any payment or do any act as provided in this Deed
of Trust, the Beneficiary or Trustee, but without obligation to do so and without notice to or
demand upon Trustor and without releasing Trustor from any obligation hereof, may (a) make or
do the same in such manner and to such extent as either may deem necessary to protect the
security hereof, Beneficiary or Trustee being authorized to enter upon the Property for such
purposes, (b) commence, appear in, or defend any action or proceeding purporting to affect the
security hereof or the property covered by this Deed of Trust, or the rights or powers of
Beneficiary or Trustee, (c)pay,purchase, contest or compromise any encumbrance, charge or lien,
which in the judgment of either is or appears to be prior or superior hereto, and (d) in exercising
any such powers, pay necessary expenses, employ counsel and pay his reasonable fees. Trustor
agrees to repay any amount so expended on demand of Beneficiary, and any amount so expended
may be added by Beneficiary to the indebtedness secured hereby and shall bear a like rate of
interest.
22. Trustor shall appear in and defend any action or proceeding purporting to affect
the security hereof or the Property which is covered by this Deed of Trust, or the rights or powers
of Beneficiary or Trustee, and whether or not Trustor so appears or defends, 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 by virtue of being made a party
defendant or otherwise irrespective of whether the interest of Beneficiary or Trustee in the
Property is directly questioned by such action, including any action for the condemnation or
partition of said premises, and in any suit brought by Beneficiary to foreclose this Deed of Trust.
23. Trustor shall pay immediately and without demand, all sums expended under
the terms of this Deed of Trust by Beneficiary or Trustee, with interest from the date of
expenditure at the rate, which the principal obligation secured hereby bears at the time such
payment is made, and the repayment of such sums shall be secured hereby.
24. Should Trustor or any successor in interest to Trustor in the Property drill or
extract, or enter into a lease for drilling or extraction of oil, gas or other hydrocarbon substances
or any mineral of any kind or character, or sell, convey, further encumber, or alienate the
Property, or any party thereof, or any interest therein, or be divested of his title or any interest
therein in any manner or way, whether voluntarily or involuntarily, Beneficiary shall have the
23-12898/310838 13
right, at its option, to declare any obligations secured hereby irrespective of the maturity date
specified in any Note evidencing the same, immediately due and payable, and no waiver of this
right shall be effective unless in writing.
25. Any award, settlement or damages for injury or damages to the Property, or in
construction with the transaction financed by such loan, and any award of damages in connection
with any condemnation for public use of or injury to the Property, or any part thereof, is hereby
assigned and shall be paid to Beneficiary, who may apply or release such monies received by it in
such manner and with the same effect as above provided for the disposition of proceeds of fire or
other insurance.
26. By accepting payment of any sums secured by this Deed of Trust after its due
date, or by making any payment, performing any act on behalf of Trustor, that Trustor was
obligated hereunder, but failed, to make, or perform, or by adding any payment so made by
Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right either to
require prompt payment when due of all other sums so secured or to declare a default for failure
so to pay.
27. At any time, or from time to time, without liability of the Beneficiary or
Trustee thereof, and without notice, upon written request of Beneficiary and presentation of this
Deed of Trust and the Note secured hereby for endorsement, and without affecting the personal
liability of any person for payment of the indebtedness secured hereby, or the lien of the Deed of
Trust upon the remainder of the Property for the full amount of the indebtedness then or thereafter
secured hereby, or the rights or powers of Beneficiary or the Trustee with respect to the remainder
of the Property, Trustee may: (a) reconvey any part of the Property, (b) consent to the making of
any map or plat thereof, (c) join in granting any easement thereon, (d) join in any agreement
subordinating the lien or charge hereof.
28. The lien hereof shall remain in full force and effect during any postponement or
extension of time of payment of the indebtedness secured hereby, or any part thereof
29. As additional security, Trustor irrevocably assigns to Beneficiary the rents,
issues, and profits of the Property for the purposes and upon the terms and conditions set forth
below. This assignment shall not impose upon Beneficiary any duty to produce rents from the
property affected by this Deed of Trust, or cause Beneficiary to be (a) "mortgages in possession"
for any purpose; (b) responsible for performing any of the obligations of the lessor under any
lease; or (c) responsible for any waste committed by lessees or any other parties, for any
dangerous or defective condition of the property affected by this Deed of Trust, or for any
negligence in the management, upkeep, or control of such rights to rents, issues and profits is not
contingent upon, and may be exercised without possession of, the property affected by this Deed
of Trust.
Beneficiary confers upon Trustor a license ("License") to collect and retain the rents,
issues and profits of the property affected by this Deed of Trust as they become due and payable,
until the occurrence of a default hereunder. Upon such default,the License shall be automatically
revoked and Beneficiary may collect and retain the rents, issues and profits without notice and
23-12898/310838 14
without taking possessions of the property affected by this Deed of Trust. This right to collect
rents, issues and profits shall not grant to Beneficiary or Trustee the right to possession, except as
otherwise provided herein; and neither said right, nor termination of the License, shall impose
upon Beneficiary or Trustee the duty to produce rents, issues or profits or maintain all or any part
of the Property affected by this Trust Deed. If Trustor shall default as aforesaid, Trustoe's right to
collect any such money shall cease and Beneficiary shall have the right, with or without taking
possession of the property affected hereby, to collect all rents, issues, royalties and profits and
shall be authorized to, and may, without notice and irrespective of whether declaration of default
has been delivered to Trustee and without regard to the adequacy of the security for the
indebtedness secured hereby, either personally or by attorney or agent without bringing any action
or proceeding, or by receiver to be appointed by the Court, enter into possession and hold, occupy,
possess and enjoy the Property, make, cancel, enforce and modify leases, obtain and eject tenants,
and set and modify rents and terms of rents, and to sue, and to take, receive and collect all or any
part of the said rents, issues, and profits of the property affected hereby, and after paying such
costs of maintenance, operation of the Property, and of collection including reasonable attorneys'
fees, as in its judgment it may deem proper, to apply the balance upon any indebtedness then
secured hereby, the rents, issues, royalties and profits of the Property being hereby assigned to
Beneficiary for said purposes. The acceptance of such rents, issues, royalties and profits shall not
constitute a waiver of any other right, which Trustee or Beneficiary may enjoy under this Deed of
Trust or under the laws of California. Failure of or discontinuance by Beneficiary at any time, or
from time to time, to collect any such rents, issues, royalties or profits shall not in any manner
affect the subsequent enforcement by Beneficiary of the right, power and authority to collect the
same. The receipt and application by said Beneficiary of all such rents, issues, royalties and
profits pursuant hereto, after execution and delivery of declaration of default and demand for sale
as hereinafter provided, or during the pendency of Trustee's sale proceedings hereunder, shall not
cure such breach or default nor affect sale proceedings, or any sale made pursuant thereto, but
such rents, issues, royalties and profits, less all costs of operation, maintenance, collection and
reasonable attorneys' fees, when received by Beneficiary, shall be applied in reduction of the
indebtedness secured hereby, from time to time, in such order as Beneficiary may determine.
Nothing contained herein, nor the exercise of the right by Beneficiary to collect, shall be, or be
construed to be, an affirmation by Beneficiary of any tenancy, lease or option, nor an assumption
of liability under, nor subordination of the lien or charge of this Deed of Trust to, any such
tenancy, lease or option.
30. If the security of this Deed of Trust is a leasehold estate, the Trustor agrees
that: (a) the term "Lease" as used herein shall mean the lease creating the "leasehold estate"' (b)
Trustor shall not amend, change or modify his leasehold interest, or the Lease, or agree to do so,
without the written consent of the Beneficiary; (c) Trustor will promptly advise Beneficiary
regarding any notice, request or demand received by him from the lessor under the Lease and
promptly furnish Beneficiary with a copy of any such notice, request or demand; (d) as long as
any of the indebtedness secured hereby shall remain unpaid, unless the Beneficiary shall otherwise
consent thereto in writing, the leasehold estate shall not merge with the fee title but shall always
be kept separate and distinct, notwithstanding the union of said estates in any party; (e) Trustor
agrees that it will promptly, strictly, and faithfully perform, fulfill, and comply with all covenants,
agreements, terms, conditions and provisions under any lease affecting the premises and to neither
do anything, nor to permit anything to be done which may cause modification or termination of
23-12898/310838 15
any such lease or of the obligations of any lessee or person claiming through such lease or the
rents provided for therein or the interest of the lessor or the Beneficiary therein or thereunder.
Trustor further agrees he will not execute a Deed of Trust or mortgage, which may be or become
superior to any leasehold estate that is security for this Deed of Trust. In the event of a violation
of any of the covenants set forth in this paragraph, Beneficiary shall have the right, at its option,to
declare all sums secured hereby immediately due and payable. Consent to or waiver of one of
said violations shall not be deemed to be a consent to or waiver of any other violation. If the
security for this Deed of Trust is a leasehold estate, the term "property" as used in this Deed of
Trust shall be deemed to mean the leasehold estate whenever the context so requires for the
protection of the Beneficiary.
31. Trustor waives, to the fullest extent permissible by law, the right to plead any
statute of limitations as a defense to any demand secured hereby.
32. Beneficiary 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 and acknowledged by Beneficiary and recorded in the office of the recorder of the
county or counties where the Property is situated, shall be conclusive proof of property
substitution of such successor Trustee or Trustees, who shall, without conveyances from the
Trustee predecessor, succeed to all its title, estate, rights, powers and duties, including but not
limited to the power to reconvey the whole or any part of the property covered by this Deed of
Trust. Such instrument must contain the name of the original Trustor, Trustee and Beneficiary
hereunder, the book and page where this Deed of Trust is recorded. If notice of default shall have
been recorded, this power of substitution cannot be exercised until after the costs, fees and
expenses of the then acting Trustee shall have been paid to such Trustee, who shall endorse
receipt thereof upon such instrument. The procedures herein provided for substitution of Trustee
shall not be exclusive of other provisions for substitution provided by law.
33. This Deed of Trust 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 pledgee, of the Note secured hereby,
whether or not names as Beneficiary herein. In this Deed of Trust, whenever the context so
requires, the masculine gender includes the feminine and/or neuter, and the singular number
includes the plural.
34. That in the event of a demand for, and the preparation and delivery of a written
statement regarding the obligations secured by this Deed of Trust pursuant to Sections 2943 and
2954 of the Civil Code of California, Beneficiary shall be entitled to make a reasonable charge,
not exceeding the maximum amount which is permitted by law at the time the statement is
furnished. Beneficiary may also charge Trustor a reasonable fee for any other services rendered to
Trustor or rendered in Trustor's behalf in connection with the Property of this Deed of Trust,
including changing Beneficiary's records, pertaining to this Deed of Trust in connection with the
transfer of the Property, or releasing an existing policy of fire insurance or other casualty
insurance held by Beneficiary and replacing the same with another such policy.
23-12898/310838 16
35. Trustee accepts this Trust when this Deed of Trust, 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.
36. Any notice, which any party hereto may desire or be required to give to the
other party, shall be in writing. The mailing thereof must be certified mail addressed to the
Trustor at his address hereinabove set forth or to the Beneficiary at his office or at such other
place as such parties hereto may designate in writing.
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.
TRUSTOR
Dated: By:
HOUSING AUTHORITY OF THE CITY OF
HUNTINGTON BEACH
Dated: By:
Deputy Director of Community Development
CITY OF HUNTINGTON BEACH
By:
Dated: Deputy Director of Community Development
APPROVED AS TO FORM:
By:
City Attorney
23-12898/310838 17
EXHIBIT A
Legal Description
•
•
•
23-12898/310838 18
EXHIBIT"D"
TO AFFORDABLE HOUSING AGREEMENT
FOR 7225 EDINGER AVENUE,HUNTINGTON BEACH
(Affordable Housing Agreement Release Agreement)
23-12898/310834
-17-
RECORDED AT THE REQUEST OF
AND WHEN RECORDED RETURN TO:
City Clerk
City of Huntington Beach
2000 Main Street
Huntington Beach, CA 92648
(SPACE ABOVE THIS LINE FOR RECORDERS USE)
This Release of Affordable Housing Agreement is recorded at
the request and for the benefit of the City of Huntington Beach
and is exempt from the payment of a recording fee pursuant to
Government Code Sections 6103 and 27383.
RELEASE OF AFFORDABLE HOUSING AGREEMENT
This RELEASE (the "Release") is being entered into by and between the CITY OF
HUNTINGTON BEACH, a California municipal corporation (the "City"), and
, a (the "Owner"). City
and Owner are hereinafter sometimes referred to collectively as the "Parties" and individually
as a"Party."
RECITALS:
A. City is a municipal corporation and charter city organized and existing pursuant to •
the Constitution and laws of the State of California.
B. Owner and/or its successors and assigns is the owner in fee of that certain real
property located at 7225 Edinger Avenue,Huntington Beach, and more particularly
described in the legal description attached hereto as Exhibit "A" (the "Property").
C. On or about ,2024, Owner and City entered into that certain
Affordable Housing Agreement(the"Affordable Housing Agreement")relating to the Property,
recorded on , 2024, as Instrument No. of the Official Records for
Orange County, California. Pursuant to the Agreement, Owner has developed the Property as a
one hundred and Twenty-nine (129)unit residential community to be subdivided as a
condominium development("Project"). Owner will build the.Project in multiple construction
phases and sell or rent individual units to individual homebuyers. Currently, as set forth in the
Project approvals, Owner will sell the individual units in accordance with the terms and
conditions of the Affordable Housing Agreement. If Owner later desires to rent all of the units,
including market rate and affordable, Owner may make this request to City and an amendment to
the Affordable Housing Agreement will be prepared to incorporate all of the additional required
rental provisions.
D. Further,the Owner agreed to include in the Project thirteen(13)units that will be
sold or rented at an Affordable Housing Cost to Moderate Income Households if ownership units
and Low Income Households if rental units, consisting of two (2)two-bedroom units,three (3)
three-bedroom units, and eight(8)four-bedroom units,with the remaining units to be sold or
23-12898/310839 -1-
rented at market prices.
E. Pursuant to the Affordable Housing Agreement, when the Owner has sold all of
the Affordable Units on the Property pursuant to the terms and conditions of the Affordable
Housing Agreement, Owner and City may execute and record or cause to be executed and
recorded for the benefit of Owner and/or its successors and assigns this Release, whereupon
the Property would be released from the terms and conditions of the Affordable Housing
Agreement.
COVENANTS:
Based upon the foregoing Recitals, which are incorporated herein by this reference, and
for good and valuable consideration, the receipt and sufficiency of which is acknowledged by
both parties, Owner and City agree as follows:
1. From and after the date that this Release is recorded,the Property shall be
released from, not be burdened by any of the provisions of the Affordable Housing Agreement.
2. Nothing in this Release terminates or releases, or shall be deemed or construed
to terminate or release, the Affordable Housing Covenant recorded against each Affordable
Unit owned in fee by a Qualified Purchaser or said Qualified Purchaser's successor in
interest or assignee.
3. This Release shall not constitute evidence of compliance with or satisfaction of
any obligation of Owner to any holder of a mortgage, or any insurer of a mortgage, securing
money loaned to finance the construction or operation of work on Property, or any part thereof.
4. No later than ten (10) days after receipt by Owner of a conformed copy of the
executed Release from the Orange County Recorder's Office, Owner shall deliver a copy of said
conformed copy to City at the address identified in the Affordable Housing Agreement for
delivery of notices.
IN WITNESS WHEREOF, City has executed this Release as of this day of
20 .
CITY OF HUNTINGTON BEACH,
a California municipal corporation
By:
Its:
ATTEST:
City Clerk
23-12898/310839 -2-
APPROVED AS TO FORM:
OFFICE OF HUNTINGTON BEACH
CITY ATTORNEY
MICHAEL E. GATES, City Attorney Dated: ,20
•
23-12898/310839 -3-
EXHIBIT"E"
TO AFFORDABLE HOUSING AGREEMENT
FOR 7225 EDINGER AVENUE,HUNTINGTON BEACH
(Unit Release Agreement)
•
23-12898/310834
-18-
RECORDED AT THE REQUEST OF
AND WHEN RECORDED RETURN TO:
City of Huntington Beach
2000 Main Street
Huntington Beach, CA 92648
Attn: Director of Community Development
(Space Above For Recorder's Use)
This Unit Release Agreement is recorded
at the request and for the benefit of the City
of Huntington Beach and is exempt from
the payment of a recording fee pursuant to
Government Code Sections 6103 and 27383.
UNIT RELEASE AGREEMENT
This Unit Release Agreement ("Release") is entered into as of , 202_, by and
between the CITY OF HUNTINGTON BEACH, a California municipal corporation(the "City"), and
, a (the "Owner") (City
and Owner are hereinafter referred to collectively as the"Parties").
RECITALS
A. City and Owner have entered into an Affordable Housing Agreement for 7225 Edinger
Avenue, Huntington Beach, dated , 2024 (the "Agreement"), which was recorded in
the official records of Orange County on , 2024, as Document No.
B. The Agreement requires Owner to develop a one hundred and twenty-nine (129) unit
condominium residential community (the "Project") on certain real property located at 7225 Edinger
Avenue, Huntington Beach, California, as described in the Agreement (the "Property"). The
Agreement requires that thirteen (13) condominium units in the Project (the "Affordable Units") be
sold or rented at an Affordable Housing Cost to Moderate Income Households (as that term is defined
in the Agreement). The other one hundred and sixteen(116) condominium units in the Project may be
sold or rented at a market rate purchase price without any maximum income requirements as to the
purchasers (the"Market Rate Units").
C. The Agreement provides that City will sign and record a release of the Agreement as to
the Market Rate Units, at the request of Owner.
D. In order to facilitate the sale of completed Market Rate Units to homebuyers,Owner has
requested that the Agreement be released with respect to the following Market Rate Unit(s):
(the"Released Parcel(s)").
E. The Parties desire to memorialize the release of the Agreement from the Released
Parcel(s).
23-12898/310834
-19-
NOW, THEREFORE, in consideration of the above recitals,which are incorporated herein by
this reference, and of the mutual covenants hereinafter contained and for other good and valuable
consideration, the receipt and sufficiency of which is hereby acknowledged, City and Owner agree as
follows:
1. Release. From and after the date that this Release is recorded,the Agreement is hereby
released as to the Released Parcel(s), and no portion of the Released Parcel(s) shall thereafter be bound
or burdened by the Agreement.
2. No Release of Remainder of Property. Nothing in this Release terminates or releases,
or shall be deemed or construed to terminate or release, any portion of the Property or Project other
than the Released Parcel from the Agreement,which shall remain in effect in accordance with its terms.
IN WITNESS WHEREOF, City and Owner have executed this Release as of the date set forth
in the preamble above.
OWNER: CITY:
CITY OF HUNTINGTON BEACH, a
California municipal corporation
By:
By: City Manager
Its:
By:
Its:
ATTEST: APPROVED AS TO FORM:
City Clerk City Attorney
•
23-12898/310834
-20-
ATTACHMENT 1 TO UNIT RELEASE
LEGAL DESCRIPTION OF RELEASED UNIT(S)
23-12898/310839 -4-
A notary public or other officer completing this certificate
verifies only the identity of the individual who signed the
document to which this certificate is attached, and not the
truthfulness,accuracy,or validity of that document.
STATE OF CALIFORNIA )
) ss.
COUNTY OF ORANGE )
On ,before me,
, Notary Public,personally appeared
, who proved to me on the basis of satisfactory
evidence to be the person(s)whose name(s)is/are subscribed to the within instrument
and acknowledged to me that he/she/they executed the same in his/her/their authorized
capacity(ies),and that by his/her/their signature(s)on the instrument the person(s), or the
entity upon behalf of which the person(s)acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that
the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
(Seal)
Notary Public
23-12898/310839 -5-
EKEUBIT"F"
TO AFFORDABLE HOUSING AGREEMENT
FOR 7225 EDINGER AVENUE,HUNTINGTON BEACH
(Assignment Agreement)
•
•
23-12898/310834
=21-
RECORDED AT THE REQUEST OF
AND WHEN RECORDED RETURN
TO:
City Clerk
City of Huntington Beach
2000 Main Street
Huntington Beach, CA 92648
APN. (Space Above For Recorder's Use)
This Assignment and Assumption of Affordable Housing Agreement
is recorded at the request and for the benefit of the City of
Huntington Beach and is exempt from the payment of a recording
fee pursuant to Government Code Sections 6103 and 27383.
AGREEMENT FOR ASSIGNMENT AND ASSUMPTION
OF
AFFORDABLE HOUSING AGREEMENT
FOR 7225 EDINGER AVENUE,HUNTINGTON BEACH
This Agreement for Assignment and Assumption of Affordable Housing Agreement
for 7225 Edinger Avenue, Huntington Beach (this "Assignment Agreement"), dated as of
, 20 (the"Effective Date"), is entered into by and between
a ("Assignor"), and , a ("Assignee") with
reference to the facts set forth in the Recitals below. Assignor and Assignor are hereinafter
sometimes referred to individually as a"Party" and collectively as the "Parties."All capitalized
terms used herein, and not otherwise defined herein, shall have the meanings set forth in the
Affordable Housing Agreement(as defined below).
RECITALS
A. Assignor and the City of Huntington Beach ("City") are parties to that certain
"Affordable Housing Agreement for 7225 Edinger Avenue," dated as of , 202 ,
which was recorded as Instrument No. in the Official Records of Orange County,
California (the "Affordable Housing Agreement"), with respect to the real property located
within City and more particularly described therein(the "Property").
B. Assignor desires to Transfer the Property to Assignee pursuant to separate
agreement and, in connection therewith, Assignor desires to assign to Assignee all of Assignor's
rights and obligations under the Affordable Housing Agreement, and Assignee desires to accept
such assignment and assume all obligations of Assignor under the Affordable Housing Agreement,
pursuant to the provisions of this Assignment Agreement.
C. Pursuant to Section 6.1 of the Affordable Housing Agreement, the Transfer of the
Property from Assignor to Assignor is subject to City's prior written approval of such Transfer
1
and this Assignment Agreement. Prior to City's approval of this Assignment Agreement,
evidenced by the approval and signature below on behalf of City, Assignor and/or Assignee
provided to City, and City reviewed, all required information regarding the proposed Transfer and
Assignee.
NOW,THEREFORE,in consideration of the foregoing and the mutual covenants set forth
herein, and such other good and valuable consideration, the receipt and sufficiency of which is
hereby acknowledged,the Parties hereby agree as follows:
AGREEMENT
1. Assignment. Assignor hereby assigns, transfers, and conveys to Assignee all of
Assignor's right,title, and interest in,to and under the Affordable Housing Agreement effective as
of the Effective Date.
2. . Assumption. Assignee hereby accepts the assignment of all of Assignor's right,
title, and interest in,to and under the Affordable Housing Agreement effective as of the Effective
Date, and agrees to assume and perform all of Assignor's duties and obligations under the
Affordable Housing Agreement effective as of the Effective Date.
3. Release and Indemnity. Assignee hereby releases and Assignee shall indemnify,
defend (with counsel reasonably acceptable to Assignor) and hold harmless Assignor from and
against any and all claims, demands, actions, causes of action, liabilities, losses, damages,
penalties, costs and expenses (including attorneys' fees), of any nature whatsoever, directly or
indirectly relating to,resulting from, or arising out of the Affordable Housing Agreement.
4. Transfer. This Assignment Agreement reflects and effectuates a Transfer
contemplated by, and is executed in accordance with, the Affordable Housing Agreement.
Nothing contained in this Assignment Agreement shall be treated as superseding, modifying, or
amending any of the terms of the Affordable Housing Agreement or any rights or obligations of
City or Assignee under the Affordable Housing Agreement. In the event of any conflict between
this Assignment Agreement and the Affordable Housing Agreement, the terms of the Affordable
Housing Agreement shall prevail.
4. Governing Law. This Assignment Agreement and any dispute arising hereunder
shall be governed and interpreted in accordance with the laws of the State of California without
regard to conflict of law principles.
5. Jurisdiction and Venue. Any action at law or in equity arising under this
Assignment Agreement or brought by a Party for the purpose of enforcing, construing or
determining the validity of any provision of this Assignment Agreement shall be filed and tried in
the Superior Court of the County of Orange, State of California, or any other court in that county,
and the Parties waive all provisions of law providing for the filing,removal or change of venue to
any other court.
6. Attorneys'Fees and Costs. The prevailing Party in any action or proceeding arising
out of or in connection with this Assignment Agreement shall be entitled to recover from the other
Party its cost and expenses, including reasonable attorneys' fees, incurred in such action or
proceeding.
2
#231075204_v1
7. Counterparts. This Assignment Agreement may be executed by the Parties in
counterparts,which counterparts shall be construed together and have the same effect as if all of
the Parties had executed the same instrument.
IN WITNESS WHEREOF, Assignor and Assignee have executed this Assignment
Agreement as of the Effective Date.
ASSIGNOR: ASSIGNEE:
a a
By: By:
Name: Name:
Title: Title:
ASSIGNMENT AGREEMENT AND PROPERTY
TRANSFER HEREBY APPROVED BY CITY:
CITY OF HUNTINGTON BEACH
a California municipal corporation
By:
Name:
Title:
By:
Name: _
Title:
ATTEST:
City Clerk
APPROVED AS TO FORM:
City Attorney
3
#231075204 v1
A notary public or other officer completing this certificate verifies only the identity of the individual
who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or
validity of that document.
STATE OF CALIFORNIA )
COUNTY OF )
On this day of ,201_,before me, ,Notary Public,
personally appeared who provided to me on the basis of satisfactory evidence to be the
person(s) whose name(s) is/are subscribed to the within instrument, and acknowledged to me that
he/she/they executed the same in his/her/their authorized capacity(ies),and that by his/her/their signature(s)
on the instrument the person(s) or the entity upon behalf of which the person(s) acted, executed the
instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal.
Signature: (Seal)
#231075204 v1
A notary public or other officer completing this certificate verifies only the identity of the individual
who signed the document to which this certificate is attached, and not the truthfulness,accuracy,or
validity of that document.
STATE OF CALIFORNIA )
COUNTY OF )
On this day of ,201_,before me, ,Notary Public,
personally appeared who provided to me on the basis of satisfactory evidence to be the
person(s) whose name(s) is/are subscribed to the within instrument, and acknowledged to me that
he/she/they executed the same in his/her/their authorized capacity(ies),and that by his/her/their signature(s)
on the instrument the person(s) or the entity upon behalf of which the person(s) acted, executed the
instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal.
Signature: (Seal)
#231075204 v1
A notary public or other officer completing this certificate verifies only the identity of the individual
who signed the document to which this certificate is attached, and not the truthfulness,accuracy, or
validity of that document.
STATE OF CALIFORNIA )
COUNTY OF )
On this day of ,201_,before me, ,Notary Public,
personally appeared who provided to me on the basis of satisfactory evidence to be the
person(s) whose name(s) is/are subscribed to the within instrument, and acknowledged to me that
he/she/they executed the same in his/her/their authorized capacity(ies),and that by his/her/their signature(s)
on the instrument the person(s) or the entity upon behalf of which the person(s) acted, executed the
instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal.
Signature: (Seal)
•
• G
#231075204 v1
�., ' \:* �P -0 1 - - . - Affordable Housing
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Background
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• 129-unit ownership townhome project ��ziii.,
s , . i, ,
�
i y '-- ,� men.
located at 7225 Edinger Avenue : rv.,-` °
..gin- st, !
• Project is located within the Beach and A
Edinger Corridors Specific Plan #®n =
F 3 �.,
(BECSP) and conforms to the °� ��3r ' �
provisions outlined in the BECSP. tt ��_ ��
' fir ' l'= t kar.. , ,.,42:,:,:ill a t
• On March 28, 2023, Planning ,.' x*�.
Commission approved the Project . ��� � 7:`
(Tentative Tract MapNo. 19174 and �` .»'� ;°- ' q. "
CUP No. 22-021 ). �� ' .� I
129 total units on 5.6 acres consisting ,.
of 16 three-storybuildin buildings.
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Background (cont.
• 13 affordable units (2 two-bedroom, 3 three-bedroom, and
8 four-bedroom units)
• All 13 ownership affordable units will be available to
"moderate income" households (not to exceed 120% of
area median income)
• 45-year affordability covenant
• Housing Authority oversees and monitors the City's existing
affordable housing inventory and is therefore party to "Agway
certain underlying documents within the Agreement se '� bPgr•p
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DRIVE ISLE VIEW
Project Approvals and Status
■ Per State Density Bonus Law, project is eligible for waivers, concessions, and
reduced parking standards prescribed by state law.
■ Project was granted one concession and state law parking standards in
conjunction with the CUP and Tentative Tract Map approvals; zero waivers
• Concession: reduced space between buildings
• 14 feet, 9 inches between residential buildings in lieu of required 20 feet;
10 feet of separation to a common area building.
• Parking: project subject to parking ratios prescribed in State law
• State Law parking requirement: 277 spaces
• Project parking spaces proposed: 314 spaces, including 2-car garage for
each unit
■ Status: project is in grading plan check and has applied for demo permits;
currently under review by the City
Recommendations
• Approve the Affordable Housing Agreement by and between the City
and Developer for the development of 13 affordable ownership units
at 7225 Edinger Avenue; and,
• Authorize the City Manager or their designee to implement and
execute the Affordable Housing Agreement for the Project, including
all necessary related documents; and,
• Authorize the Housing Authority Executive Director or their designee
to execute all necessary implementing agreements and related
documents.
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��t.- +.-r;l.. r
From:_ Russell Neal
To: suoolementalcommesurfcity-hb.org
Subject Agenda Item 3,June 18
Date: Monday,June 17,2024 12:54:14 PM
What we call"affordable housing" is in fact"subsidized housing." That is what we should call
it.
Subsidized housing suffers from all the perverse incentives of any other market intervention.
It makes "being needy" how you get things rather than working and saving to get things. It
means the person in Apartment A pays extra rent so the person in identical Apartment B can
pay less rent. This creates resentment and tears at the social fabric.
We should remember that we, in part, create the housing problem in the first place by
establishing minimum standards for housing.not related to health and safety. This creates a
floor on housing cost and thus a minimum price many cannot afford. Affordable housing
would be low cost,no frills housing, including single room dormitory housing. The market
would provide such housing if we allowed it.
I suggest both calling subsidized housing subsidized housing and allowing true low cost
housing to be built.
Russ Neal
Huntington Beach
SUPPLEMENTAL
COMMUNICATION
6/18/2024
Meeting Date:
3 (23-977),
Agenda Item No.;
From: gay
To: suoolementalcomm a(�surfcity-hb,orq
Subject: Public Comment Items 3&7,Tuesday,June 18,2024
Date: Tuesday,June 18,2024 2:56:50 AM
Public Comment Items 3 & 7, Tuesday,
June 18, 2024
I'm in opposition to item 3. 23-977 - 7225
Edinger Avenue. Quite frankly, I'm not a
fan of this project. I have concerns & I
refuse to list them all off at this time. It says
13 "moderate income" units. Should
the city be aiming for 25, or 50 in a specific
city planning location? In terms of this
location, I'd absolutely like to see a large
community farm instead. I urge a denial or
redesign of the project. I am disappointed
in this continuing theme from this city
council organization. A Powerpoint is not
enough.
I'm in opposition to item 7. 24-452 - For-
profit outsourcing of Huntington Central
Library. According to the USDJ website it
is illegal to HELP TO LEGITIMATE AND
ILLICIT BUSINESSMEN, JOB BUYING
AND POLICY BUYING. I believe that this
item goes far beyond legal outsourcing &
into book industry buying. The city council
should instead reject the city budget until it
is correctly deliberated. I urge a
unanimous vote of Option A: Reject the
proposal for Managed Library Services for
the Huntington Beach Public Library.
I request major inquiries of the legal
dealings of these two items being in
accordance with federal & state agencies -
Ben
From: Hoang,Gregory
To: Geoff Semro;Kovac,Charles;Anaela Mever
Cc: nreddinaCallandseahomes.corn;tbainealandseahomes,com;dhvmer(@sheooardmullin.com;
ieff.benson aaessentialhousinaoos.com;Neil Biskind
Subject: RE:Brandywine affordable housing agreement-7225 Edinger AHA Assignment Agreement
Date: Tuesday,July 2,2024 9:46:00 AM
Attachments: RECORDED 06-28-24 AHA 7225 Edinaer.odf
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Good morning,
The AHA has been fully executed and recorded (soft copy attached).
If you'd like a hard copy, please confirm the address below and we can send a physical copy
as well.Thank you.
Attn:Steven S. Benson
8585 E. Hartford Dr.,Ste 118
Scottsdale,AZ 85255
Best Regards,
Greg Hoang
r
1 ` Senior Housing Analyst
`.',i Community Enhancement
!p
Office:(714)536-5473
Gregorv.Hoangna surfcity-hb.org
0 •0
2000 Main Street,Huntington Beach,CA 92648