HomeMy WebLinkAboutAGENDA REPORT 2002 0717 CC REG ITEM 10ETO:
FROM:
DATE:
MOORPARK CITY COUNCIL
AGENDA REPORT
The Honorable City Council
Steven Kueny, City Manager
,rEM la E.
CIT-17 OF
Citi' i : :ti,7r s Ei �aR r.tin
of tsl
reCA►vsn- ,e�r�dG�ii6,� GtS
ed
July 11, 2002 (CC Meeting of July 17, 2002)
SUBJECT: Consider Proposed Development Agreement with Vintage
Crest Senior Apartments, L.P., a California Limited
Partnership
BACKGROUND:
USA Properties Fund, Inc. (USA Properties) is the developer for a
proposed 190 -unit affordable senior apartment project. USA will
be one of two General Partners for the entity established to
actually develop, own, and maintain the project. This entity is
Vintage Crest Senior Apartments, L.P., a California limited
partnership.
On July 10, 2002, the City Council approved GPA 2002 -01, Zone
Change 2002 -01 (introduction and first reading of the ordinance),
and RPD No'. 2002 -02 for 190 affordable senior apartments and
changed the zoning and land use from commercial to residential
with a density of 20 units per acre. The developer is seeking a
bond allocation of about $16 million from the State to help
finance this project. They will know if they are successful by
mid - August 2002.
A Development Agreement has been negotiated by a Council Ad Hoc
Committee (Mayor Pro Tem Mikos and Councilmember Harper) and
staff with the developer for consideration by the City Council.
DISCUSSION:
A draft Development Agreement for this project has been prepared
and is ready for Council action to refer it to the Planning
Commission. The tentative schedule allows for a Planning
Commission public hearing on August 12, 2002, and City Council
ri a,,.,1 04a
City Council Agenda Report
Re: Proposed Development Agreement with Vintage Crest Sr. Apts.
July 11, 2002 (CC Meeting of July 17, 2002)
Page 2
public hearing on August 21, 2002. If this schedule is achieved,
the operative date for the Development Agreement could be as
early as October 7, 2002.
The developer indicated this project is contingent on receiving
its requested state bond allocation and the design /standards
modifications included in the conditions of approval and
Development Agreement and the fee reductions contained in the
Development Agreement.
The Development Agreement contains approximately $3,000.00 per
unit fee reduction. The Park Improvement, Citywide Traffic, Los
Angeles Area of Contribution (AOC), and Traffic System Management
fees have been partially reduced to achieve this total reduction.
The City otherwise receives all of its standard fees including
the Development Fee contained in other development agreements, as
well as receiving a pass through of its share of the real
property taxes that this project would otherwise be exempted
from.
The draft agreement attached to
format showing changes from the
Archstone Communities /Jocelyne
consistent with Municipal Code
direct the Planning Commission
proposed Development Agreement
21, 2002, as the public hearing
matter.
STAFF RECOMMENDATION:
this report is in legislative
City's Development Agreement with
Abrar. It is proposed that
Section 15.40, the City Council
to conduct a public hearing on the
on August 12, 2002, and set August
date for the City Council on this
Refer the Development Agreement to the Planning Commission for a
public hearing on August 12, 2002, and set August 21, 2002, as
the City Council public hearing date.
SK:db
Attachment: Draft Development Agreement
M: \ccagenda \Dev Agr with Vintage Crest Sr Apts 2002 0717
Recording Requested By
And When Recorded Return to:
CITY CLERK
CITY OF MOORPARK
799 Moorpark Avenue
Moorpark, California 93021
EXEMPT FROM RECORDER'S FEES
Pursuant to Government Code
§ 6103
DEVELOPMENT AGREEMENT
BY AND BETWEEN
THE CITY OF MOORPARK
AND
A us5 aR r� V T N AG.-' CR.ES`. SENIOR APARTMENTS, L . P
THIS AGREEMENT SHALL BE RECORDED WITHIN TEN DAYS
OF EXECUTION BY ALL PARTIES HERETO PURSUANT TO
THE REQUIREMENTS OF GOVERNMENT CODE §65868.5
DEVELOPMENT AGREEMENT
This Development Agreement ( "the Agreement ") is made and
entered into by and between the CITY OF MOORPARK, a municipal
corporation, (referred to hereinafter as "City ") and 4
Al r ...- c`,t ' r }tl.::i <, C..(� . _ °x... , a
(referred to hereinafter as
"Developer ") City and Deve oper are referred to hereinafter
individually as "Party" and collectively as "Parties." In
consideration of the mutual covenants and agreement's contained in
this Agreement, City and Developer agree as follows:
1. Recitals. This Agreem nt is made with respect to the
following facts and for the following purposes, each of which
is acknowledged as true and correct by the Parties:
1.1. Pursuant to Government Code section 65864 et seq. and
Moorpark Municipal Code chapter 15.40, City is
authorized to enter into a binding contractual
agreement with any person having a legal or equitable
interest in real property within the City in order to
establish certainty in the development process.
1.2. Developer is owner in fee simple of certain real
property in the City of Moorpark, consisting of
approximately { ° . ' -r Me and
fc. >)rt_y e lg1it acres generally located
north of the Arroyo Simi and w-e,t--s ol.zth of Park Lane
�z rzz more specifically described by
the legal description set forth in Exhibit A, which
exhibit is attached hereto and incorporated herein by
this reference (the "Property ").
1.3. City has approved or is in the process of approving,
General Plan Ame dment No. 9:7 32002 -01 ( "GP"), Zone
Change No. 9-7 - --7-- 2002 -01 ( "ZC ") , and Residential Planned
Development Permit No. 2002 -02 ( "RPD"). Implementation
of these land use entitlements is subject to a
mitigation measures monitoring and reporting program
__—
that was approved by City on Ji± � , July 17, 2002
(the "Mitigation Monitoring Program "). (The GP, ZC,
RPD and Mitigation Monitoring Program are collectively
referred to as the "Project Approvals ".) The Project
Approvals authorize a residential development
consisting of 9,0 apartments on the Property (the
"Project").
1.4. By this Agreement, City desires to obtain the binding
E
USA PROPERTIES DEV AGR 2002 0628
agreement of Developer to develop the Property in
accordance with the Project Approvals and this
Agreement. In consideration thereof, City agrees to
limit the future exercise of certain of its
governmental and proprietary powers to the extent
specified in this Agreement.
1.5. By this Agreement, Developer desires to obtain the
binding agreement of City to permit the development of
the Property in accordance with the Project Approvals
and this Agreement. In consideration thereof,
Developer agrees to waive its rights to legally
challenge the limitations and exactions imposed upon
the development of the Property pursuant to the Project
Approvals and this Agreement and to provide the public
benefits and improvements specified in this Agreement.
1.6. City and Developer acknowledge and agree that the
consideration that is to be exchanged pursuant to this
Agreement is fair, just and reasonable and that this
Agreement is consistent with the General Plan of City
as amended by General Plan Amendment No. --�t4- 1-2002 -(:.
2-4 -- _.� H 3 � � t '
1.7. On -- -�u��- t _, :��� _ ����. . 2, 2002, the Planning
Commission of City commenced a duly noticed public
hearing on this Agreement and at the conclusion of the
hearing recommended approval of the Agreement.
1.8. On June 2, �-99, August 2 , 2002, the City Council of
City ( "City Council ") commenced a duly noticed public
hearing on this Agreement, and at the conclusion of the
hearing approved the Agreement by Ordinance No.
( "the Enabling Ordinance ").
2. Property Subject To This Agreement. All of the Property shall
Se subject to this Agreement. The Property may also be
referred to hereinafter as "the site" or "the Project
3. Binding Effect. The burdens of this Agreement are binding
upon, and the benefits of the Agreement inure to, each Party
and each successive successor in interest thereto and
constitute covenants that run with the Property. Whenever the
terms "City" and "Developer" are used herein, such terms shall
include every successive successor in interest thereto.
3.1. Constructive Notice and Acceptance. Every person who
acquires any right, title or interest in or to any
portion of the Property in which the Developer has a
legal interest is, and shall be, conclusively deemed to
3
USA PROPERTIES DEV AGR 2002 0628
M
have consented and agreed to be bound by this
Agreement, whether or not any reference to the
Agreement is contained in the instrument by which such
person acquired such right, title or interest.
3.2. Release Upon Transfer. Upon the sale or transfer of
the Developer's interest in any portion of the
Property, that Developer shall be released from its
obligations with respect to the portion so sold or
transferred subsequent to the effective date of the
sale or transfer, provided that the Developer (i) was
not in breach of this Agreement at the time of the sale
or transfer and (ii) prior to the sale or transfer,
delivers to City a written assumption agreement, duly
executed by the purchaser or transferee and notarized
by a notary public, whereby the purchaser or transferee
expressly assumes the obligations of Developer under
this Agreement with respect to the sold or transferred
portion of the Property. Failure to provide a written
assumption agreement hereunder shall not negate, modify
or otherwise affect the liability of the purchaser or
transferee pursuant to this Agreement. Nothing
contained herein shall be deemed to grant to City
discretion to approve or deny any such sale or
transfer, except as otherwise expressly provided in
this Agreement.
Development of the Property. The following provisions shall
govern the development and use of the Property.
4.1. Permitted Uses.
The permitted and
permitted uses of the Property shall
those that are allowed by the Project
this Agreement.
conditionally
be limited to
Approvals and
4.2. Development Standards. All design and development
standards, including but not limited to density or
intensity of use and maximum height and size of
buildings, that shall be applicable to the Property are
set forth in the Project Approvals and this Agreement.
4.3. Building Standards. All construction on the Property
shall adhere to the Uniform Building Code, including
the Fire Resistive Design Manual, the National
Electrical Code, the Uniform Plumbing Code, the Uniform
Mechanical Code, the Uniform Housing Code, the Uniform
Code for the Abatement of Dangerous Buildings, the
Uniform Code for Building Conservation and the Uniform
Administrative Code in effect at the time the plan
4
USA PROPERTIES DEV AGR 2002 0628
check or permit is approved and to any federal or state
building requirements that are then in effect
(collectively "the Building Codes ").
4.4. Reservations and
Dedications. All reservations and
dedications of land for public
applicable to the Property are set
Approvals and this Agreement.
5. Vesting of Development Rights.
purposes that are
forth in the Project
5.1. Timing of Development. In Pardee Construction Co. v.
City of Camarillo, 37 Cal.3d 465 (1984), the California
Supreme Court held that the failure of the parties
therein to provide for the timing or rate of
development resulted in a later - adopted initiative
restricting the rate of development to prevail against
the parties' agreement. City and Developer intend to
avoid the result in Pardee by acknowledging and
providing that Developer shall have the right, without
obligation, to develop the Property in such order and
at such rate and times as Developer deems appropriate
within the exercise of its subjective business
judgment.
In furtherance of the Parties' intent, as set forth in
this section, no future amendment of any existing City
ordinance or resolution, or future adoption of any
ordinance, resolution or other action, that purports to
limit the rate or timing of development over time or
alter the sequencing of development phases, whether
adopted or imposed by the City Council or through the
initiative or referendum process, shall apply to the
Property pr ~gilded ror »rty i,s develc ed it
accordance wit",. ,.tie �ro.j ect Approvals and th s
___ -- ------
__ -- _ -- _ - -- _ -_ -- _ - -- -_- _._ - ____ -_ —_ --
Agreen.ent . - I -p t u -i -r bum w rct t
,-.-e _ - u cya � ear =�ra�- �-p1 -e-e-d
{- f 't ' t- +- 1, +- h b. '7 +- l-,
Q3 s-- Ci'SL -i izci ; wiz- �- 4-G�c����"�- FS-=�i ia- cx�-cc��tz-n- zn;- �i�=r. �'. a cz-=
ya -3k n- -tom - -- Nothing in
this section shall be construed to limit City's right
to insure that Developer timely provides all
infrastructure required by the Project Approvals and
this Agreement.
5.2. Amendment of Project Approvals. No amendment of any of
the Project Approvals, whether adopted or approved by
the City Council or through the initiative or
referendum process, shall apply to any portion of the
5
USA PROPERTIES DEV AGR 2002 0628
Property, unless the Developer has agreed in writing to
the amendment.
5.3. Issuance of Subsequent Approvals. Applications for
land use approvals, entitlements and permits, including
without limitation subdivision maps, subdivision
improvement agreements and other agreements relating to
the Project, lot line adjustments, preliminary and
final planned development permits, use permits, design
review approvals (e.g. site plans, architectural plans
and landscaping plans), encroachment permits, and sewer
and water connections that are necessary to or
desirable for the development of the Project
(collectively "the Subsequent Approvals "; individually
"a Subsequent Approval ") shall be consistent with the
Project Approvals and this Agreement. For purposes of
this Agreement, Subsequent Approvals do not include a
final subdivision map or building permits.
The term of any Subsequent Approval, except a tentative
map, shall be one year; provided that the term may be
extended by the decision maker for two (2) additional
one (1) year periods upon application of the Developer
holding the Subsequent Approval filed with City's
Department of Community Development prior to the
expiration of that Approval. Each such Subsequent
Approval shall be deemed inaugurated, and no extension
shall be necessary, if a building permit was issued and
the foundation received final inspection by City's
Building Inspector prior to the expiration of that
Approval.
It is understood by City and Developer that certain
Subsequent Approvals may not remain valid for the term
of this Agreement. Accordingly, throughout the term of
this Agreement, the Developer shall have the right, at
its election, to apply for a new permit to replace a
permit that has expired or is about to expire.
Subsequent Approvals shall be governed by the Project
Approvals and by the applicable provisions of the
Moorpark General Plan, the Moorpark Municipal Code and
other City ordinances, resolutions, rules, regulations,
policies, standards and requirements as most recently
adopted or approved by the City Council or through the
initiative or referendum process and in effect at the
time that the application for the Subsequent Approval
is deemed complete by City (collectively "City Laws "),
except City Laws that:
6
USA PROPERTIES DEV AGR 2002 0628
t
� " 4 'V d
(a) change any permitted or conditional permitted
uses of the Property from what is allowed by the
Project Approvals;
(b) limit or reduce the density or intensity of the
Project, or any part thereof, or otherwise
require any reduction in the square footage or
number of proposed buildings or other
improvements from what is allowed by the Project
Approvals;
(c) limit or control the rate, timing, phasing or
sequencing of the approval, development or
construction of all or any part of the Project in
any manner, provided that all infrastructure
required by the Project Approvals to serve the
portion of the Property covered by the Subsequent
Approval is in place or is scheduled to be in
place prior to completion of construction;
(d) are not uniformly applied on a City -wide basis to
all substantially similar types of development
projects or to all properties with similar land
use designations;
(e) control residential rents; or
(f) modifies the land use from what is permitted by
the General Plan Land Use Element at the date the
Enabling Ordinance is adopted or that prohibits
or restricts the establishment or expansion of
urban services including but not limited to
community sewer systems to the Project.
5.4. Modification Of Approvals. Throughout the term of this
Agreement, the Developer shall have the right, at its
election and without risk to any right that is vested
in it pursuant to this section, to apply to City for
minor modifications to Project Approvals and Subsequent
Approvals. The approval or conditional approval of any
such minor modification shall not require an amendment
to this Agreement, provided that, in addition to any
other findings that may be required in order to approve
or conditionally approve the modification, a finding is
made that the modification is consistent with this
Agreement.
7
USA PROPERTIES DEV AGR 2002 0628
5.5. Issuance of Building Permits. No building permit,
final inspection or certificate of occupancy will be
unreasonably withheld from the Developer if all
infrastructure required by Project Approvals to serve
the portion of the Property covered by the building
permit is in place or is scheduled to be in place prior
to completion of construction and all of the other
relevant provisions of the Project Approvals,
Subsequent Approvals and this Agreement have been
satisfied. In no event shall building permits be
allocated on any annual numerical basis or on any
arbitrary allocation basis.
5.6. Moratorium on Development. Nothing in this Agreement
shall prevent City, whether by the City Council or
through the initiative or referendum process, from
adopting or imposing a moratorium on the processing and
issuance of Subsequent Approvals and building permits
and on the finalizing of building permits by means of
a final inspection or certificate of occupancy,
provided that the moratorium is adopted or imposed (i)
on a City -wide basis to all substantially similar types
of development projects and properties with similar
land use designations and (ii) as a result of a utility
shortage or a reasonably foreseeable utility shortage,
including without limitation a shortage of water, sewer
treatment capacity, electricity or natural gas.
6. Developer Agreements.
6.1. The Developer shall comply with (i) this Agreement,
(ii) the Project Approvals, and (iii) all Subsequent
Approvals for which it was the applicant or a successor
in interest to the applicant.
6.2. All lands and interests in land dedicated to City shall
be free and clear of liens and encumbrances other than
easements or restrictions that do not preclude or
interfere with use of the land or interest for its
intended purpose, as reasonably determined by City.
6.3. As a condition of issuance of a building permit for
each residential dwelling unit, Developer shall pay
City a community services fee as described herein
(Community Services Fee). The Community Services Fee
may be expended by City in its sole and unfettered
discretion. The amount of the Community Services Fee
shall be � - 'i ,U cl d Seve:1 i,;nd ed Do11dY.'�
- - -- _.
8
USA PROPERTIES DEV AGR 2002 0626
Dos1�xL —7 ,5 -:xtl - -per residential unit. The
Community Services Fee shall be adjusted annually
'commencing ,., Ja Arilia ry 200-5, arid. each January 1
t h e r e o f t:: e :r ,a �. n� 1
T .
bij _..?t i __ c:_x._Y,, 1, �E .-4 s e -..f _-e-� —by any
increase in the Consumer Price Index (CPI) until all
fees have been paid. The CPI increase shall be
determined by using the information provided by the
U.S. Department of Labor, Bureau of Labor Statistics,
for all urban consumers within the Los
Angeles /Riverside /Orange Co. metropolitan area during
the prior year. The first such calculation shall be
made using the month of October 2004 a,rer tr e month of
October 2003 and so o-rt -� each January 1 unti- all
CoTrlrriuzi_�.ty Sez�.r_ces � - - -s arc' pa. d. in the eve7't .. -t c.,. c' is
_
a decrease 1 t'Yie referEn ed CPI for any annual
_.
adj us-_ tee t, he O1 M -y Se -r c es Fee sh a1= rema i n- a=
ts t. ,e. C.l i en a, ount unt.1...- su.ch t ,t,,e as t' .e next
subsequent an���.lal adjustment which esul,� in an
increase. ;-
eeeci7.. -s, -i Ti TiT!i e
? e i4—+c.: -i ,' s,^ .....`- -- f.?- . —c -�,a ._-a, t e '�%re
6.4. The fee in lieu of park land dedication (Park Fee)
pursuant to the requirements of City Ordinance No. 52
shall be paid prior to the issuance of the building
permit for each residential unit. Irvfea he
T'1 n mt, 3 r l c 2 nri -r 1 -@i
ezzc L,
-� The Park Fee may be expended by the City in its
sole and unfettered discretion. On the effe�-t-�2
oQerative date of this Agreement, the amount of the
-_ -_.
Park Fee shall be Two Thousand Dollars
($2,000.00)$ ;,—GG per residential unit. Commencing
January 1,8 2005, and annually thereafter, the Park
Fee shall be increased to reflect the change in the
State Highway Bid Price Index for the twelve (12) month
period that is reported in the latest issue of the
Engineering News Record that is available on December
31 of the preceding year ( "annual indexing "). In the
event there is a decrease in the referenced Index for
any annual indexing, the Park Fee shall remain at its
then current amount until such time as the next
subsequent annual indexing which results in an
increase.
6.5. As a condition of the issuance of a building permit for
each residential unit, Developer shall pay City a
9
USA PROPERTIES DEV AGR 2002 0628
er a..v
development fee as described herein (the "Development
Fee "). The Development Fee may be expended by City in
its sole and unfettered discretion. On the operative
date of this Agreement, the amount of the Development
Fee shall be two thousand seven t4Aa =e-- hundred fifty
dollars ($2,750.00) for each .residential unit. The fee
shall be adjusted annually eomffienei j one (1) year
tea- +- , - � h e first w , d ,,,-, ,- , biz , l ,a _ J pea -ffi='- 3:--
wit January 1, 2005, and each January
l thereafter —by any increase in the Consumer Price
Index (CPI) until all fees have been paid. The CPI
increase shall be determined by using the information
provided by the U.S. Department of Labor, Bureau of
Labor Statistics, for all urban consumers within the
Los Angeles /Riverside /Orange Co. metropolitan area
during the prior year. The f_.r t: suct calculation
shall be made using the month of ocl_oher 21004 over the
_._ - -- - -- - - - - -- -- - - - - --
montYl of OctobeY' 0 a,'.'d so fo....- n each January 1 t T "lt7.1
all DevelonneI"7t::. Fees are ',�a d. yr,
the event. there S
a (del -y e�.:�e .�.._ _�c: a l e �ZC r� a r f y annual
_ _ -_ -_
arc ti e - c � r� -� r
<�l ca trnt_�r�i.:, r7 _ Je�.. ;r; _..t r <� r.a1 !r.., a Its
:.-
t..e. currc r t... a ^,oui t unt :- _ , :r t., r<<e as the next
su,bseC:uent ciT1I7 ai a - 1t1StT'ert whir -h retililts 1n an
_ -- -
-------- - - - - -- -------
'; C ". Y e a s e. z -h... eh- _- &- -h S - h
K'T; }l t_
r
one , then the ffienz -e f Feb-r— t ewe
t- he i nerea-ae ) .
6.6. As a condition of the issuance of a building permit for
each residential unit, Developer shall pay City a
traffic mitigation fee as described herein ( "Citywide
Traffic Fee "). The Citywide Traffic Fee may be
expended by the City in its sole and unfettered
discretion. On the e cuerat:ive date of this
Agreement, the amount of the Citywide Traffic Fee shall
be Light I p _e r,, $f? v 0.00) $3, per
i _� _ uL ia: ?_y d Y�S
residential unit ra. fic Fees Nai or:.
_ r,
tic. ..,, r 4 . �e ae(,s t_.a I a e
�... r
r Y ;ter � .. Y � ,�? Z1:i1t —a _ units W.:. t..1 El
bit d lr9 pe.i':., Y- 2 2004 shai.l
l`$
4
y liC': 4, 24
aS he,' -?ia t.e_r z"� p _f_ec�.
- -.
Commencing January 1, 2006 , and annually thereafter,
the Citywide Traffic Fee shall be increased to reflect
the change in the State Highway Bid Price Index for the
twelve (12) month period that is reported in the latest
issue of the Engineering News Record that is available
on December 31 of the preceding year ( "annual
10
USA PROPERTIES DEV AGR 2002 0628
indexing "). In the event there is a decrease in the
referenced Index for any annual indexing, the Citywide
Traffic Fee shall remain at its then current amount
until such time as the next subsequent annual indexing
which results in an increase.
6.7. On the operative date of this Agreement Developer shall
pay all outstanding City processing and environmental
processing costs related to the project and preparation
of this Agreement.
6.8. Developer hereby waives any right it may have under
California Government Code Section 65915 et. Seq., or
any successor thereto, or any provision of federal,
State, or City laws or regulations for application or
use of any density bonus that would increase the number
of residential units approved for this project to
exceed a total of Thi -e-e— Hanelr -ee Twelve ( 312 ) One
Hundred Ninety (190) dwelling units.
6.9. Developer agrees for the life of the Project to cast
affirmative ballots for the €er-m ien— ef-n —a�sc� Te
dd:stLad:e4� witl�x the jeewemF Ie levy ____ ___-_tent - -s increase of
any assessments for existing assessment districts for
the maintenance of parkway and median landscaping,
street lighting, and - ,
parks conferring special benefits, and for the
formation of any new assessment
district _for the
purposes listed above in order to supplement then
existing assessments upon properties within the
Project. Developer also agrees to add this language to
any Regulatory Agreement as part of the sale of any
revenue bonds issued by the Citv for this Protect.
6.10 Developer, in consideration for a density bonus
obtained through the Project Approvals that is greater
than would otherwise be available, agrees to guarantee
the affordability of one hundred percent (100%) of all
residential units sii�t=y �we (622) :ren t-al idnim�e —for the
life of the Project as follows: 48 units at very low
income (50% of median income) and 142 units at low
income (60% of median income). A minimum of twelve
(12) two- bedroom units shall be occupied by qualified
very low income tenants at all times for the life of
the Project . wee e —e-i -HIcy�t- we--( 6 daL�I:e— itn-im�s shall:
iaenteei te eligible tenants as fellews in B., and
E:' . :
11
USA PROPERTIES DEV AGR 2002 0628
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12
USA PROPERTIES DEV AGR 2002 0628
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ameent publis 1,.,,a -bv-the United States Department
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e c:,__ z ?tea e H -C-P-r- ?C�
z + =ra,£,_.. dle #v f z } }?E >{ .. 1 y ? i nq - K.
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.ACC -V repel i Van 'i... 'u �z �.:.! s.�-3�- i-- -c:h`, pries FF -
e - ,
1
-i ce c xz 5 z e made the =rnoi 'L h- whie —n
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E' -� B- E7zI3 -s - �' A— vzrrAuB$ rxvz �-7' mac— - - - = - - j
13
USA PROPERTIES DEV AGR 2002 0628
k !Vol" -nvi -a
--at�-,_'_ e
--pe-a:sen
hessehel f three H .50 �E .30 divided
the-- utility- allewaReeT
Ai
te
annually, -nemmenn�*
t'he
ie-
emen shall b� ade using the menth whieh
nt
City Geun-,
Khev- the
------ dee--r'-,a--,-,e—in --- t4ile
14
USA PROPERTIES DEV AGR 2002 0628
A
Type -- e-f--- U-ni- t . .............. - -- -- I u�T� eeriie€ - _emu�G�o�dm -si e, 'a
. .... ..�3t.> -- __ _.�..�3.
t'-wer - -1-e 4r t-w,& ... -bit 4, r�t � t' -s-
u a c ii n.., i c z. - e-.1 � —cs— ,•- �-�' —���
rte!) .: u C CZ 13 s_E t ....... { . f, t
" . r � —a F_ - - _ P. s S —e
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u{ - - aiiip ,
fists ? �@
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The method of selecting eligible tenants, tenant
eligibility requirements, the respective roles
of the City and the Developer and any other
items determined necessary by the City shall be
set forth in an Affordable Housing
Implementation and Rental Restriction Plan (the
"Plan "). The Plan shall restrict the rents of
all one hundred ninety. (190) the i� ty t-we-
_. - - - -- - .... - - -.-
a : - e units to- e-as referenced above
------- -
e-<e {- a� -r -and shall be consistent with
this Agreement and approved by the City Council
in its sole and unfettered discretion prior to
the final inspection and occupancy approval for
the first residential unit in the Project. The
Developer and City shall, prior to the occupancy
of the first residential unit for the Project,
execute an Affordable Housing Agreement that
incorporates the Plan in total and is consistent
with this Agreement. -4 e?
�tE�Ef �" �iri £-✓ -- f'�_�:x-�i � f -+ �,r? -s -t {� FAQ .; x'^�i- i-- -i-*<� t-... ��-��- r_= �--- c-�-- -i =z-�
c cwt.. eerie oiler agrees to the extent
15
USA PROPERTIES DEV AGR 2002 0628
i
f� c1- ��-- c�f'r�
1r1v`.... �- ...-- .�- C':,,e
The method of selecting eligible tenants, tenant
eligibility requirements, the respective roles
of the City and the Developer and any other
items determined necessary by the City shall be
set forth in an Affordable Housing
Implementation and Rental Restriction Plan (the
"Plan "). The Plan shall restrict the rents of
all one hundred ninety. (190) the i� ty t-we-
_. - - - -- - .... - - -.-
a : - e units to- e-as referenced above
------- -
e-<e {- a� -r -and shall be consistent with
this Agreement and approved by the City Council
in its sole and unfettered discretion prior to
the final inspection and occupancy approval for
the first residential unit in the Project. The
Developer and City shall, prior to the occupancy
of the first residential unit for the Project,
execute an Affordable Housing Agreement that
incorporates the Plan in total and is consistent
with this Agreement. -4 e?
�tE�Ef �" �iri £-✓ -- f'�_�:x-�i � f -+ �,r? -s -t {� FAQ .; x'^�i- i-- -i-*<� t-... ��-��- r_= �--- c-�-- -i =z-�
c cwt.. eerie oiler agrees to the extent
15
USA PROPERTIES DEV AGR 2002 0628
permitted by applicable state and federal law to
grant priority to eligible Moorpark residents
for the life of the Project. Developer shall
pay the City's direct costs for preparation and
review of the Plan and the Affordable Housing
Agreement, up to a maximum of Five Thousand
Dollars ($5,000). By mutual agreement of
Developer and City in lieu of the aforementioned
Affordable Housing Agreement, these provisions
may be incorporated into the Regulatory
Agreement if revenue bonds are issued by the
Citv for this Protect.
In addition, the Developer shall agrees not to
convert the Project to for -sale condominiums
community apartments, planned development, stock
cooperative, or other common interest
development, or as congregate care or assisted
living facility. withe endra t- :�e-
_., .,., _ .,
6.11. In addition to fees specifically mentioned in this
Agreement, Developer agrees to pay all City capital
improvement, development, and processing fees at the
rate and amount in effect at the time the fee is
required to be paid. Developer further agrees that
unless specifically exempted by this Agreement, it is
subject to all fees imposed by City at the operative
date of this Agreement and such future fees imposed as
determined by City in its sole discretion so long as
said fee is imposed on similarly situated properties.
Developer further agrees to not protest these fees as
may be authorized by Section 66000, et. Seq. of the
California Government Code and statutes amendatory or
supplementary thereto or any other applicable state or
federal law.
6.12 Develeper- Shall eeFtstraz Par -k ?,re (Sz�w
3ffipreu- eFftent�) re —i — t- t--erminus e n ; t e , t-
}
16
USA PROPERTIES DEV AGR 2002 0628
The Streelc lfftiai�evefftents shall ineldeie ene hialf ef tizte
f-;atidr-e u 1:1--- -ivp-;4 ;- e -114 �h anel she ! I inelude twent-y s ix ( 2 6 )
feet ef eavefftent plids euicb, g Brand sidewalk.
eensisteni- -J #- 1f, Plate R 3 G anei any n ------ y
transitien anel inter-seetien ifftprevefftents with the
fut-ure east//west st=eet and eurfent ifftprevefftente en
Park 1-jane. 9eveiepei='s elaliga4Aen te eenstriaet StLceet
lfftpi�e�v-effients shall be eentingent en Gity's aequisitien
ef- the real picepefty neeessafy fer saiel Street
lffipi�e,,i:effients at ne eest te 9ev-eleper. Gity ffiust eletain
the neeessaL-y real pi-eperty within twelve (1-2) Fftenths
after- the first resi-Eiential laiii!Eiing perfftit is isstied
fer the Piaejeet. i4pen wr-itten netifieatien frefft G4-t-y
ef its aequisitien ef the i�eal pr-eper-ty witlid:n the
alee�e fefe�eneeei tiFae perled, 9eveleper 3hall eeffffftenee
eles�gn and shall eefftplete eenstridetien pLc±er- te
eletaining eeeidpaney appreval fer- the last fesielential
'eud4ding in the PLcejeet. Final elesign, p4mans a
speeifleatiens inel�ieilng but net lifffiteel te whetheL= ticle
Street lff�pr-e-,�efftenmt�s will lee en tlie east er- west iialf ef
PaL=k �,ane shall lee appreveEi by the Gity Getineil: at its
sele an4 unfettered diser-etien. 9evelepei� shall alse
pay Gity's eeets fei- plan eheek anE4 inspeetien
Gity's aelffiinist�ative eests. Within sim4c-y (60) elays ef
reeeipt ef Gity's netiee te eeff&ftenee desigizi ef the
Street ifftpreveffients, 9e:veleper- shall jar-evide a suiae:�y
in an t and fems aeeeptat)le te Git-y at its sele
..4 i:ii=ifettefe4 diser-etien: te g�:iai�antee eens�Er-iietien ef
the StL=eet ifftprevefftents withii:i the aferefRentiened ene
T
yeain tiffie
'.Developer shall construct Park Lane
per modified Ventura County Standard Plate B-3-C, 68
feet right-of-way; containing 52 feet of roadway (curb
face to curb face), 8 feet wide parkways containing 5
feet wide sidewalks located 6 inches from the right-of-
way. This will include all portions of existing Park
Lane that do not conform to this section. Developer
shall demonstrate conformance to ADA access
requirements at all locations including driveway
locations. Prior to approval of the Park Lane
improvement plans, an ADA plan shall be reviewed,
approved by the C - ity Engineer and held on file to show
conformance to those requirements. Improvement plans
will detail all locations where utilities or other
improvements conflict with normal walk locations and
that the plans conform to the City's requirements.
Developer shall reconstruct any broken sidewalk, curb
and gutter, and street pavement from the Project to Los
Angeles Avenue and reoave anv portions of Park Lane to
17
USA PROPERTIES DEV AGR 2002 0628
the satisfaction of the City Engineer. Street sections
shall be designed for a 50 -year life.
6.13 Developer agrees that in the event the cable television
services or their equivalent are provided to the
Project under collective arrangement or any collective
means other than by a City Cable Franchisee (including,
but not limited to, programming provided over a
wireless or satellite system contained within the
Project) , the apartment management entity shall pay
monthly to City an access fee of five percent (5 %) of
gross revenue generated by the provision of those
services, or the highest franchise fee required from
any City Cable Franchisee, whichever is greater.
"Gross revenue" is as defined in Chapter 5.06 of the
Moorpark Municipal Code and any successor amendment or
supplementary provision thereto. Developer further
agrees that in the event cable television services or
their equivalent are provided to the Project by any
means other than by a City Cable Franchisee, that the
City's government channel shall be available to all
units as part of any such service on the same basis as
if the Project was served by a City Cable Franchisee.
Developer also agrees to add this language to any
Regulatory Agreement as part of the sale of any revenue
bonds issued by the Citv for this Project.
6_.14 Developer agrees that any fees and payments pursuant - t - o
this Agreement shall be made without. reservation, an
Developer expressly waives the right to payment of any
such fees under protest pursuant to California
Government Code Section 66020 and statutes amendatory
or supplementary thereto, or any other applicable state
or federal law.
6.15 Developer agrees that as a condition of issuance of a
building permit for each residential unit on or after
January 1, 2005, it shall pay the then applicable Los
Angeles Avenue Area of Contribution (AOC) Fee less One
Thousand Fifty -two Dollars ($1,052.00) for each
residential unit so long as the payment of Two Hundred
Thousand Dollars ($200,000.00), as specified in
Subsection 7.2 of this Agreement, has been paid, on or
before December 31, 2004. Developer agrees this is in
addition to the AOC amount specified in Subsection 7.2
of this Agreement. If the AOC payment specified in
Subsection 7.2 of this Agreement has not been paid on
or before December 31, 2004, Developer agrees to pay
IN
USA PROPERTIES DEV AGR 2002 0628
the then applicable AOC fee for all residential units
iDrior to issuance of building permits.
6.16 Developer agrees prior to issuance of any grading or
building permit for the Project, to enter into an
agreement with City to pay City each year Project is
otherwise exempt from the payment of any portion or all
of the real secured and unsecured property taxes on the
Property the amount the City would have received if the
Project was not exempt from said payment of property
taxes. The agreement shall include but not be limited
to:
A. If Project is sold or transferred to another
entity, the fee amount shall increase based on the new
value of the property as if it was reassessed
consistent with applicable laws.
B. The first year amount shall be Twenty Thousand
Dollars ($20,000.00) . In the event payment of the
first year amount occurs after December 31, 2004, the
first year amount shall increase by one percent (1 %)
for each six -month period or any portion thereof until
paid.
C. The payment amount shall increase two percent
(2%) each year above the prior year amount except as
noted in A., above. In no event shall there be a
decrease in the amount paid in any year compared to the
prior year.
D. Payments shall be made twice each year on dates
as mutually agreed upon with provisions for penalties
and interest in the event of late or non - payment.
6.17 Developer agrees to comply with Section 13.40.150 of
the Moorpark Municipal Code and any provision
amendatory or supplementary thereto for annual review
of this Agreement and further agrees that the annual
review shall include evaluation of its compliance with
the approved Mitiqation Monitorinq Proqram.
7. City Agreements.
7.1. City shall process in an expedited manner to the extent
possible all plan checking, excavation, grading,
building, encroachment and street improvement permits,
certificates of occupancy, utility connection
authorizations, and other ministerial permits or
19
USA PROPERTIES DEV AGR 2002 0628
approvals necessary, convenient or appropriate for the
grading, excavation, construction, development,
improvement, use and occupancy of the Project.
7.2. City agrees that the Developer's payment of the Los
Angeles Avenue Area of Contribution (AOC) Fee for the
project shall be in the amount ofThfee– Two Hundred
Thousand Dollars ($ -3200,000.00) payable prior to
issuance of the first building permit for the project
so long as the building permits for all residential
units in the Project are issued on or before December
31, 2004. Developer shall pay the AOC Fee for each
residential unit as specified in Subsection 6.15 of
this Agreement for building permits issued after
January 1, 2005. -
7.3 City agrees that the Developer's payment of the TSM Fee
shall be in the amount of Two Hundred Dollars
($ -5200.00) for each residential dwelling unit payable
prior to the issuance of the building permit for each
unit.
7.4 City agrees to allow certain modifications to the City
Zoning Code and development standards as follows:
A. Allow the project to be built with a 1:1 2.13
parking ratio as emsaLe —ce— – Geele
with a total of X190 parking spaces required
on site.
�B. Allow the project to be built at a density of
!6.2 – twenty (20) units per acre.
C, Allow reduction in Park Fees and Citywide
Traffic Fees and payment of the Los Angeles
Avenue Area of Contribution Fees at the
commercial fee rate so long as the Project has
all building permits issued for residential
units issued prior to December_ 31, 2004.
line ce h f
20
USA PROPERTIES DEV AGR 2002 0628
•v v' e..
I WIN
I WE! 1112111111 �111111111111!!!�
7.5 City agrees that the Citywide Traffic Fee shall be in
the amount of Eight Hundred Dollars ($800.00) for each
residential unit payable prior to the issuance of the
building permit for each residential unit for any
building permit issued on or before December 31, 2004.
The Citywide Traffic Fee for all units with a building
permit issued after December 31, 2004, shall be Four
Thousand Two Hundred Forty Dollars ($4,240.00) plus the
annual indexing as specified in Subsection 6.6 of this
Agreement.
7.6 City agrees that in lieu of preparing a traffic study
for the Project and submitting same for .review by the
City Engineer, the Developer shall pay Four Thousand
Dollars ($4,000.00) for impacted intersections.
7.7 Notwithstanding anything in this Agreement to the
contrary, in the event Developer repairs or rebuilds
the Project consistent with the Project Approvals as a
result of fire, earthquake, or other casualty, the
following fees would not need to be paid: Community
Services Fee, Park Fee, Development Fee, Citywide
Traffic Fee, and Los Angeles Avenue Area of
Contribution Fee.
8. Supersession of Agreement by Change of Law. In the event that
any state or federal law or regulation enacted after the date
the Enabling Ordinance was adopted by the City Council
prevents or precludes compliance with any provision of the
Agreement, such provision shall be deemed modified or
suspended to comply with such state or federal law or
regulation, as reasonably determined necessary by City.
9. Demonstration of Good Faith Compliance. In order to ascertain
compliance by the Developer with the provisions of this
Agreement, the Agreement shall be reviewed annually in
21
USA PROPERTIES DEV AGR 2002 0628
accordance with Moorpark Municipal Code chapter 15.40. of City
or any successor thereof then in effect. The failure of City
to conduct any such annual review shall not, in any manner,
constitute a breach of this Agreement by City, diminish,
impede, or abrogate the obligations of the Developer hereunder
or render this Agreement invalid or void.
10. Authorized Delays. Performance by any Party of its
obligations hereunder, other than payment of fees, shall be
excused during any period of "Excusable Delay ", as hereinafter
defined, provided that the Party claiming the delay gives
notice of the delay to the other Parties as soon as possible
after the same has been ascertained. For purposes hereof,
Excusable Delay shall mean delay that directly affects, and is
beyond the reasonable control of, the Party claiming the
delay, including without limitation: (a) act of God; (b) civil
commotion; (c) riot; (d) strike, picketing or other labor
dispute; (e) shortage of materials or supplies; (e) damage to
work in progress by reason of fire, flood, earthquake or other
casualty; (f) failure, delay or inability of City to provide
adequate levels of public services, facilities or
infrastructure to the Property including, by way of example
only, the lack of water to serve any portion of the Property
due to drought; (g) delay caused by a restriction imposed or
mandated by a governmental entity other than City; or (h)
litigation brought by a third party attacking the validity of
this Agreement, a Project Approval, a Subsequent Approval or
any other action necessary for development of the Property.
11. Default Provisions.
11.1. Default by Developer. The Developer shall be deemed to
have breached this Agreement if it:
(a) practices, or attempts to practice, any fraud or
deceit upon City; or
(b) willfully violates any order, ruling or decision
of any regulatory or judicial body having jurisdiction
over the Property or the Project, provided that
Developer may contest any such order, ruling or
decision by appropriate proceedings conducted in good
faith, in which event no breach of this Agreement shall
be deemed to have occurred unless and until there is a
final adjudication adverse to Developer; or
(c) fails to make any payments required under this
Agreement; or
WA
USA PROPERTIES DEV AGR 2002 0628
Cv •. .. ,
(d) materially breaches any of the other provisions of
the Agreement and the same is not cured within the time
set forth in a written notice of violation from City to
Developer, which period of time shall not be less than
ten (10) days from the date that the notice is deemed
received, provided if Developer cannot reasonably cure
the breach within the time set forth in the notice,
Developer fails to commence to cure the breach within
such time limit and diligently effect such cure
thereafter.
11.2. Default by City. City shall be deemed in breach of
this Agreement if it! (a) _materially breaches any of
the provisions of the Agreement and the same is not
cured within the time set forth in a written notice of
violation from Developer to City, which period shall
not be less than ten (10) days from the date the notice
is deemed received, provided if City cannot reasonably
cure the breach within the time set forth in the
notice, City fails to commence to cure the breach
within such time limit and diligently effect such cure
thereafter.
11.3. Content of Notice of Violation. Every notice of
violation shall state with specificity that it is given
pursuant to this section of the Agreement, the nature
of the alleged breach, and the manner in which the
breach may be satisfactorily cured. The notice shall
be deemed given on the date that it is personally
delivered or on the third day following the day after
it is deposited in the United States mail, in
accordance with Section 20 hereof.
11.4. Remedies for Breach. The Parties acknowledge that
remedies at law, including without limitation money
damages, would be inadequate for breach of this
Agreement by any Party due to the size, nature and
scope of the Project. The Parties also acknowledge
that it would not be feasible or possible to restore
the Property to its natural condition once
implementation of the Agreement has begun. Therefore,
the Parties agree that the remedies for breach of the
Agreement shall be limited to the remedies expressly
set forth in this subsection.
The remedies for breach of the Agreement by City shall
be injunctive relief and /or specific performance.
23
USA PROPERTIES DEV AGR 2002 0628
The remedies for breach of the Agreement by the
Developer shall be injunctive relief and /or specific
performance. In addition, and notwithstanding any
other language of this Agreement, if the breach is of
Subsections 6.3, 6.4, 6.5, 6.6, 6.9, 6.11, or 6.15,
6.iG of this Agreement, City shall have the
right to withhold the issuance of building permits from
the date that the notice of violation was given
pursuant to Subsection 11.3 hereof until the date that
the breach is cured as provided in the notice of
violation.
Nothing in this subsection shall be deemed to preclude
City from prosecuting a criminal action against the
Developer if it violates any -City ordinance or state
statute.
12. Mortgage Protection. At the same time that City gives notice
to the Developer of a breach, City shall send a copy of the
notice to each holder of record of any deed of trust on the
portion of the Property in which Developer has a legal
interest ( "Financier "), provided that the Financier has given
prior written notice of its name and mailing address to City
and the notice makes specific reference to this section. The
copies shall be sent by United States mail, registered or
certified, postage prepaid, return receipt requested, and
shall be deemed received upon the third (3rd) day after
deposit.
Each Financier that has given prior notice to City pursuant to
this section shall have the right, at its option and insofar
as the rights of City are concerned, to cure any such breach
within fifteen (15) days after the receipt of the notice from
City. If such breach cannot be cured within such time period,
the Financier shall have such additional period
ath t y the
reasonably required to cure the same, provided
Financier gives notice to City of its intention to cure and
commences the cure within fifteen (15) days after receipt of
the notice from City and thereafter diligently prosecutes the
same to completion. City shall not commence legal action
against Developer by reason of Developer's breach without
allowing the Financier to cure the same as specified herein.
Notwithstanding any cure by Financier, this Agreement shall be
binding and effective against the Financier if it takes title
to the Property, and every owner of the Property, or part
thereof, whose title thereto is acquired by foreclosure,
trustee sale or otherwise.
24
USA PROPERTIES DEV AGR 2002 0628
13. Estoppel Certificate. At any time and from time to time, any
Developer may deliver written notice to City and City may
deliver written notice to the Developer requesting that such
Party certify in writing that, to the knowledge of the
certifying Party, (i) this Agreement is in full force and
effect and a binding obligation of the Parties, (ii) this
Agreement has not been amended, or if amended, the identity of
each amendment, and (iii) the requesting Party is not in
breach of this Agreement, or if in breach, a description of
each such breach. The Party receiving such a request shall
execute and return the certificate within thirty (30) days
following receipt of the notice. City acknowledges that a
certificate may be relied upon by successors in interest to
the Developer who requested the certificate and by holders of
record of deeds of trust on the portion of the Property in
which that Developer has a legal interest.
14. Administration of Agreement. Any decision by City staff
concerning the interpretation and administration of this
Agreement and development of the Property in accordance
herewith may be appealed by the Developer to the City Council,
provided that any such appeal shall be filed with the City
Clerk of City within ten (10) days after the Developer
receives notice of the staff decision. The City Council shall
render its decision to affirm, reverse or modify the staff
decision within thirty (30) days after the appeal was filed.
The Developer shall not seek judicial review of any staff
decision without first having exhausted its remedies pursuant
to this section.
15. Amendment or Termination by Mutual Consent. In accordance
with the provisions of Chapter 15.40 of the Moorpark Municipal
Code or any successor thereof then in effect, this Agreement
may be amended or terminated, in whole or in part by mutual
consent of City and the Developer.
16. Indemnification. The Developer shall indemnify, defend with
counsel approved by City, and hold harmless City and its
officers, employees and agents from and against any and all
losses, liabilities, fines, penalties, costs, claims, demands,
damages, injuries or judgments arising out of, or resulting in
any way from, the Developer's performance pursuant to this
Agreement.
Developer shall indemnify, defend with counsel approved by
City, and hold harmless City and its officers, employees and
agents from any against any action or proceeding to attack,
review, set aside, void or annul this Agreement or any
25
USA PROPERTIES DEV AGR 2002 0628
provision thereof, or the Project Approvals, or any Subsequent
Approvals.
17. Time of Essence. Time is of the essence for each provision of
this Agreement of which time is an element.
18. Operative Date. This Agreement shall become operative on the
date the Enabling Ordinance becomes effective pursuant to
Government Code Section 36937.
19. Term. This Agreement shall remain in full force and effect
for a term of five (5) years commencing on its operative date
or until one (1) year after occupancy of the Three u„ndL=e
Twelfth (3- - —One Hundred Ninetieth (190` °) apartment unit,
whichever occurs later, unless said term is amended or the
Agreement is sooner terminated as otherwise provided herein.
Expiration of the term or earlier termination of this
Agreement shall not automatically affect any Project Approval
or Subsequent Approval that has been granted or any right or
obligation arising independently from such Project Approval or
Subsequent Approval.
Upon expiration of the term or earlier termination of this
Agreement, the Parties shall execute any document reasonably
requested by any Party to remove this Agreement from the
public records as to the Property, and every portion thereof,
to the extent permitted by applicable laws.
20. Notices. All notices and other communications given pursuant
to this Agreement shall be in writing and shall be deemed
received when personally delivered or upon the third (3rd) day
after deposit in the United States mail, registered or
certified, postage prepaid, return receipt requested, to the
Parties at the addresses set forth in Exhibit "B" attached
hereto and incorporated herein.
Any Party may, from time to time, by written notice to the
other, designate a different address which shall be
substituted for the one above specified.
21. Entire Agreement. This Agreement contains the entire
agreement between the Parties regarding the subject matter
hereof, and all prior agreements or understandings, oral or
written, are hereby merged herein. This Agreement shall not
be amended, except as expressly provided herein.
22. Waiver. No waiver of any provision of this Agreement shall
constitute a waiver of any other provision, whether or not
26
USA PROPERTIES DEV AGR 2002 0628
similar; nor shall any such waiver constitute a continuing or
subsequent waiver of the same provision. No waiver shall be
binding, unless it is executed in writing by a duly authorized
representative of the Party against whom enforcement of the
waiver is sought.
23. Severability. If any provision of this Agreement is
determined by a court of competent jurisdiction to be invalid
or unenforceable, the remainder of this Agreement shall be
effective to the extent the remaining provisions are not
rendered impractical to perform, taking into consideration the
purposes of this Agreement.
24. Relationship of the Parties. Each Party acknowledges that, in
entering into -and performing under this Agreement, it is
acting as an independent entity and not as an agent of the
other Party in any respect. Nothing contained herein or in
any document executed in connection herewith shall be
construed as creating the relationship of partners, joint
ventures or any other association of any kind or nature
between City and Developer, jointly or severally.
25. No Third Party Beneficiaries. This Agreement is made and
entered into for the sole benefit of the Parties and their
successors in interest. No other person shall have any right
of action based upon any provision of this Agreement.
26. Recordation of Agreement and Amendments. This Agreement and
any amendment thereof shall be recorded with the County
Recorder of the County of Ventura by the City Clerk of City
within the period required by Chapter 15.40 of the Moorpark
Municipal Code or any successor thereof then in effect.
27. Cooperation Between City and Developers. City and Developer
shall execute and deliver to the other all such other and
further instruments and documents as may be necessary to carry
out the purposes of this Agreement.
28. Rules of Construction. The captions and headings of the
various sections and subsections of this Agreement are for
convenience of reference only, and they shall not constitute
a part of this Agreement for any other purpose or affect
interpretation of the Agreement. Should any provision of this
Agreement be found to be in conflict with any provision of the
Project Approvals or the Subsequent Approvals, the provision
of this Agreement shall prevail.
29. Joint Preparation. This Agreement shall be deemed to have
been prepared jointly and equally by the Parties, and it shall
27
USA PROPERTIES DEV AGR 2002 0628
not be construed against any Party on the ground that the
Party prepared the Agreement or caused it to be prepared.
30. Governing Law and Venue. This Agreement is made, entered
into, and executed in the County of Ventura, California, and
the laws of the State of California shall govern its
interpretation and enforcement. Any action, suit or
proceeding related to, or arising from, this Agreement shall
be filed in the appropriate court having jurisdiction in the
County of Ventura.
31. Attorneys' Fees. In the event any action, suit or proceeding
is brought for the enforcement or declaration of any right or
obligation pursuant to, or as a result of any alleged breach
of, this Agreement, the prevailing Party shall be entitled to
its reasonable attorneys' fees and litigation expenses and
costs, and any judgment, order or decree rendered in such
action, suit or proceeding shall include an award thereof.
Attorneys' fees under this section shall include attorneys'
fees on any appeal and any post - judgment proceedings to
enforce the judgment. This provision is separate and several
and shall survive the merger of this Agreement into any
judgment on this Agreement.
32. Counterparts. This Agreement may be executed in multiple
counterparts, each of which shall be deemed an original, but
all of which constitute one and the same instrument.
IN WITNESS WHEREOF, jeeelmyneAb :-, and
City of Moorpark have executed this Development Agreement on
CITY OF MOORPARK
By:
Patrick
Mayor
ATTEST
Hunter
Deborah S. Traffenstedt
City Clerk
28
USA PROPERTIES DEV AGR 2002 0628
VINTAGE CREST SENIOR APARTMENTS,
L.P., a California limited
partnership
Developer
By: USA Properties Fund, Inc.,
a California corporation
Its: Administrative General Partner
By:
Geoffrev C. Brown, President
By: Riverside Charitable Corporation
a California non - profit corporation
Its: Manaqinq General Partner
By:
Kenneth S. Robertson, Chairman
of the Board
29
USA PROPERTIES DEV AGR 2002 0628
EXHIBIT A
LEGAL, DESCRIPTION
Assessor's Parcel No. 55506 -0- 050 -185 and a portion of
506 -0- 050 -475
30
USA PROPERTIES DEV AGR 2002 0628
EXHIBIT B
To City: City of Moorpark
799 Moorpark Avenue
Moorpark, CA 93021
Attn. City Manager
To Developer: T. el j,n Abr r
.29311 Gast= !!ill:
T u 1 i ran 91 30'i
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J
jehn , S UC « L
O'Z7TC j C2Z -7�GTQ
Steven T. Gall, Executive Vice President
USA Properties Fund
2440 Professional Drive, Suite 100
Roseville, CA 95661 -7773
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