HomeMy WebLinkAboutAG RPTS 1998 0617 RDA REGJ E$TAB.IDD
&VACN it 1Nt
of
MOORPARK REDEVELOPMENT AGENCY
REGULAR MEETING AGENDA
WEDNESDAY, JUNE 17, 1998
7:00 P.M.
Moorpark Community Center
1. CALL TO ORDER:
2. ROLL CALL:
3. PUBLIC COMMENT:
4. PUBLIC HEARINGS:
Resolution No. 98 -72
799 Moorpark Avenue
5. PRESENTATION /ACTION /DISCUSSION:
A. Approval of the Disposition and Development Agreement with
Cabrillo Economic Development Corporation for the Gisler Field
Project, Staff Recommendation: Approve the Disposition and
Development Agreement between ,the Moorpark Redevelopment
Agency and Cabrillo Economic Development Corporation for the
1 Development of the Gisler Field Site (ROLL I "CALL VOTE
REQUIRED).
6. CONSENT CALENDAR:
7. CLOSED SESSION:
A. CONFERENCE WITH REAL PROPERTY NEGOTIATOR
Property: 226 High Street, Moorpark, CA 93021
Negotiating Parties: The Redevelopment Agency of the City of
Moorpark and Alton and Jemco Plumbing.
Under Negotiation: Price and Terms of payment
B. CONFERENCE WITH REAL PROPERTY NEGOTIATOR
Property: 455 - 593 West Los Angeles Avenue
Negotiating Parties: The Redevelopment Agency of the City of
Moorpark and Mission Bell Partners
Under Negotiation: Terms of payment
Redevelopment Agency Agenda
June 17, 1998
Page 2
7 . CLOSED SESSION: (Continued)
C. CONFERENCE WITH REAL PROPERTY NEGOTIATOR
Property: 284 Bard Street, Moorpark, CA 93021
Negotiating Parties : The Redevelopment Agency of the City of
Moorpark and Walter Bauer.
Under Negotiation: Price and Terms of payment
D. CONFERENCE WITH REAL PROPERTY NEGOTIATOR
Property: 284 Charles Street, Moorpark, CA 93021
Negotiating Parties: The Redevelopment Agency of the City of
Moorpark and Conrado Lopez et al .
Under Negotiation: Price and Terms of payment
E. CONFERENCE WITH REAL PROPERTY NEGOTIATOR
Property: 296 Charles Street, Moorpark, CA 93021
Negotiating Parties : The Redevelopment Agency of the City of
Moorpark and Benjamin Duarte.
Under Negotiation: Price and Terms of payment
F. CONFERENCE WITH REAL PROPERTY NEGOTIATOR
Property: 11, 21 and 35 Everett Street and 823 Walnut Canyon,
Moorpark, CA 93021
Negotiating Parties : The Redevelopment Agency of the City of
Moorpark and Charles and Myra Cho.
Under Negotiation: Price and Terms of payment
G. CONFERENCE WITH REAL PROPERTY NEGOTIATOR
Property: 21 Everett Street, Moorpark, CA 93021
Negotiating Parties: The Redevelopment Agency of the City of
Moorpark and Charles and Myra Cho.
Under Negotiation: Price and Terms of payment
H. CONFERENCE WITH REAL PROPERTY NEGOTIATOR
Property: 35 Everett Street, Moorpark, CA 93021
Negotiating Parties: The Redevelopment Agency of the City of
Moorpark and Charles and Myra Cho.
Under Negotiation: Price and Terms of payment
I . CONFERENCE WITH REAL PROPERTY NEGOTIATOR
Property: 823 Walnut Canyon, Moorpark, CA 93021
Negotiating Parties : The Redevelopment Agency of the City of
Moorpark and Charles and Myra Cho .
Under Negotiation: Price and Terms of payment
Redevelopment Agency Agenda
May 20, 1998
Page 3
7. CLOSED SESSION: (Continued)
J. CONFERENCE WITH REAL PROPERTY NEGOTIATOR
Property: 285 High Street, Moorpark, CA 93021
Negotiating Parties: The Redevelopment Agency of the City of
Moorpark and Randall and Tracy Marsh.
Under Negotiation: Price and Terms of payment
K. CONFERENCE WITH REAL PROPERTY NEGOTIATOR
Property: 297 High Street, Moorpark, CA 93021
Negotiating Parties: The Redevelopment Agency of the City of
Moorpark and Randall and Tracy Marsh.
Under Negotiation: Price and Terms of payment
L. CONFERENCE WITH REAL PROPERTY NEGOTIATOR
Property: 661 Magnolia Street, Moorpark, CA 93021
Negotiating Parties: The Redevelopment Agency of the City of
Moorpark and Estella Betancourt.
Under Negotiation: Price and Terms of payment
B. ADJOURNMENT:
------------------------------------------------------------------------
Any member of the public may address the Council during the Public
Comments portion of the Agenda, unless it is a Public Hearing or a
Presentation /Action /Discussion item. Speakers who wish to address the
Council concerning a Public Hearing or Presentations /Action /Discussion
item must do so during the Public Hearing or
Presentations /Action /Discussion portion of the Agenda for that item.
Speaker cards must be received by the City Clerk for Public Comment
prior to the beginning of the Public Comments portion of the meeting and
for Presentation /Action /Discussion items prior to the beginning of the
first item of the Presentation /Action /Discussion portion of the Agenda.
Speaker Cards for a Public Hearing must be received prior to the
beginning of the Public Hearing. A limitation of three minutes shall be
imposed upon each Public Comment and Presentation /Action /Discussion item
speaker. Copies of each item of business on the agenda are on file in
the office of the City Clerk and are available for public review. Any
questions concerning any agenda item may be directed to the City Clerk
at 529 -6864
In compliance with the Americans with Disabilities Act, if you need
assistance to participate in this meeting, please contact the City
Clerk's Department at (805) 529 -6864. Notification 48 hours prior to the
meeting will enable the City to make reasonable arrangements to ensure
accessibility to this meeting (CFR 35.102 - 35.104 ADA Title II)
STATE OF CALIFORNIA )
COUNTY OF VENTURA ) ss
CITY OF MOORPARK )
AFFIDAVIT OF POSTING
I Lisa Pope,
declare as follows:
That I am the Deputy City Clerk of the City of Moorpark and that a notice for a Regular meeting of
the Moorpark Redevelopment Agency to be held June 17, 1998, at 7:00 p.m. in the Council Chambers
of the Moorpark Community Center, 799 Moorpark Avenue, Moorpark, California, was posted on
June 12, 1998, at a conspicuous place at the Moorpark Community Center, 799 Moorpark Avenue,
Moorpark, California.
I declare under penalty of perjury that the foregoing is true and correct.
Executed on June 15, 1998.
pc-y
Lisa Pope, Deputy City
ITEM J5 . A •
MOORPARK REDEVELOPMENT AGE W(eOF dev""RPARK, CALTFORMtA
elopment Agency Meeting
AGENDA REPORT or (o . (_I - q ?
ACTION:
fibvr'ov�
TO: Honorable Agency Board of Directors BYs,
FROM: John E. Nowak, Assistant Executive Director -Z=�e_AD
DATE: 08 June 1998 (Agency meeting of 06- 17 -98)
SUBJECT: Approval of the Disposition and Development Agreement with
Cabrillo Economic Development Corporation for the Gisler Field
Project
Discussion: At its May 20, 1998 meeting the Agency Board received a report regarding
the status of negotiations between staff and Cabrillo Economic Development Corporation
(CEDC) on the Disposition and Development Agreement (DDA) for the Gisler Field project.
At that meeting staff was directed to finalize the wording of the DDA and to present it at the
June 17, 1998 meeting for the Agency's approval.
Staff and legal counsel have reviewed the DDA in light of statements made by CEDC at
the May 20 meeting and present to the Board a document for the Agency's approval.
Included in this report is the DDA in legislative format showing the changes made to the
draft copy provided on May 20. The substantive changes made to the draft are as follow:
Section 01.01 – definitions of "Affordable Housing" and Market Rate" housing were
added.
2. Section 02.03(2) — changes to require the Agency Board to approve qualifications
for any assignment of the Agreement by the Developer.
3. Section 03.05(6) — includes street lights and landscaping in the scope of the Home
Owners Association responsibilities. Also provides that if the internal streets meet
design standards and the City accepts them as public streets, an HOA will not be
needed for street lighting, street and sidewalk maintenance.
4. Section 03.11 — provides that if the site is rezoned in a way to impact the
development, the Developer may request that the Agency reopen discussions on
the Agreement.
5. Section 04.01 — is changed to indicate that all 15 units, eleven (11) required by
the Redevelopment Plan and four (4) additional units provided by CEDC, will
remain affordable for the life of the plan. Also adds a section showing that number
of affordable units that will be built in each of the three phases of development on
the site.
000001
Gisler Field DDA
17 June 1998
Page 02
6. Section 04.08 — adds that Agency may seek legal means other than default to
recover penalty payments from the Developer.
7. Section 15 — a new section is added to clarify that the requirements for affordable
housing and the related aspects of the DDA are in effect for the term of the
Moorpark Redevelopment Plan.
8. Attachment No. 3 — clarifies that interest is calculated on the principal amount
outstanding.
9. Attachment No. 5 (3) — changes language to match the language in the DDA.
10. Attachment No. 5(8) — adds the mineral rights exclusion in the Grant Deed that is
included in the DDA.
11. Attachment No. 6 (1) — revisions to indicate applicable units are to remain
affordable for the term of the Redevelopment Plan.
12. Attachment No. 6(5) — clarifies that Agency staff must review the method of
determining the qualifications of buyers of the affordable units.
13. Attachment No. 7(3)(A) — indicates that the 10 foot landscape area begins
approximately 50 feet from the westerly property line of the Site.
14. Attachment No. 7(4)(A)(B) — includes the phasing of the affordable units in the
overall development phasing.
15. Attachment No. 8(1.2) — clarifies language regarding Developer's initial
contribution to making units affordable.
16. Attachment No. 8(1.3(D)) — clarifies that Developer is responsible for financial
assistance to make sure any resale of the affordable units remain affordable during
the term of the Redevelopment Plan.
The Developer is scheduled to execute the DDA and provide the "good faith" payment to
the Agency on June 12.
000002
Gisler Field DDA
17 June 1998
Page 03
Recommendation: (ROLL CALL VOTE REQUIRED) Staff recommends that the
Redevelopment Agency Board approve the Disposition and Development Agreement
between the Moorpark Redevelopment Agency and Cabrillo Economic Development
Corporation for the Development of the Gisler Field Site
Attachments DDA - legislative format
DDA - final version
oo (jo03
DISPOSITION AND DEVELOPMENT AGREEMENT
GISLER FIELD PROJECT
ERRATA SHEET
Disposition and Development Agreement
Page 13
Section 04.01, line 4
add: "...and private streets (if required),..."
Agreement Containing Covenants Affecting Real Property
Attachment No. 6
Page 02, Subpart 7
add: "The Home Owners Association shall not be required for the purpose of
maintaining streets and sidewalks if, at the Agency's discretion, the internal
streets in the development can be designed to meet the City's standards of
design for public streets and the City Council agrees to accept such streets as
public streets. "
Agreement for Affordable Housing
Attachment No. 8
Page 02, Subpart (D), Para. 3
change the words "...contained in the Second Mortgage Deed of Trust..." to:
"... secured by the Second Mortgage Deed of Trust..."
add: "... shall provide sufficient funds, if necessary, through the..."
LEGISLATIVE FORMAT
DISPOSITION AND DEVELOPMENT AGREEMENT
by and between
CITY OF MOORPARK REDEVELOPMENT AGENCY,
"AGENCY"
and
CABRILLO ECONOMIC DEVELOPMENT CORPORATION,
"DEVELOPER"
June --,1998
qUoo ()o
CONTENTS
Section 1
SUBJECT OF AGREEMENT
01.01
Purpose . ............................... .......
1
01.02
The Redevelopment Plan ..........................
1
01.03
The Redevelopment Project Area ....................
1
01.04
The Site ........ ...............................
1
Section 2
PARTIES TO THE AGREEMENT
02.01
The Agency ...... ...............................
2
02.02
The Developer ... ...............................
2
02.03
Prohibition Against Change in Developer ..............
2
Section 3
DISPOSITION OF SITE
03.01
Sale and Purchase ...............................
4
03.02
Escrow ......... ...............................
4
03.03
Conveyance of Title and Delivery of Possession ........
7
03.04
Form of Deed .... ...............................
7
03.05
Condition of Title . ...............................
7
03.06
Time and Place for Delivery of Deed .................
9
03.07
Promissory Note Required .........................
9
03.08
Title Insurance ... ...............................
9
03.09
Taxes and Assessments ..........................
9
03.10
Transfer of Public Right -of Way to City ...............
10
03.11
Zoning of Site .... ...............................
10
03.12
Condition of the Site ..............................
10
03.13
Preliminary Work by Developer .....................
11
03.14
Submission of Evidence of Financing .................
11
Section 4
DEVELOPMENT OF SITE
04.01
Scope of Development .............................
12
04.02
Basic Concepts and Schematic Drawings ..............
13
04.03
Landscaping and Grading Plans .....................
13
04.04
Construction Drawings and Related Documents for the Site.
14
04.05
Agency Approval of Plans, Drawings & Related Documents
14
04.06
Cost of Construction .............................
15
04.07
Schedule of Performance ..........................
15
04.08
Penalty for Failure to Perform .......................
16
04.09
Indemnification During Construction: Bodily Injury &Property
Damage Insurance ...............................
16
04.10
Compliance with Laws .............................
17
04.11
City and Other Governmental Agency Permits ..........
17
000004-,
04.12
City Fees ........ ...............................
17
04.13
Other Costs ...... ...............................
18
04.14
Rights of Access .. ...............................
18
04.15
Responsibilities of the Agency .......................
18
SECTION 5
TAXES, ASSESSMENTS, ETC.
05.01
Taxes, Assessments, Encumbrances and Liens .........
18
SECTION 6
PROHIBITION AGAINST TRANSFER
06.01
Prohibitions Against Transfers .......................
19
SECTION 7
SECURITY FINANCING: RIGHT OF HOLDER
07.01
No encumbrances Except Mortgages, Deed of Trust,
Conveyances and Lease -Back or Other Conveyances for
Financing of Development ........................
20
07.02
Holder not Obligated to Construct Improvements ........
20
07.03
Notice of Default to Mortgage, Deed of Trust or Other
Security Interest Holder, Right to Cure ...............
21
07.04
Failure of Holder to Complete Improvements ...........
21
07.05
Right of the Agency to Cure Mortgage, Deed of Trust or
Other Security Interest Default .....................
22
07.06
Right of the Agency to Satisfy Other Liens on the Property
after the Title Passes ............................
22
SECTION 8 CERTIFICATE OF COMPLETION
08.01 Issuance of Certificate of Completion ................. 23
SECTION 9 USE OF THE SITE
09.01 Uses ........... ............................... 24
09.02 Maintenance of the Site ............................ 24
09.03 Obligation to Refrain from Discrimination .............. 24
09.04 Form of Nondiscrimination and Nonsegregation Clauses .. 24
09.05 Effect and Duration of Covenants .................... 25
09.06 Rights of Access - Public Improvements and Facilities .... 25
SECTION 10 DEFAULTS, REMEDIES AND TERMINATION
10.01 Defaults - General . ............................... 26
10.02 Legal Action ...... ............................... 26
10.03 Rights and Remedies are Cumulative ................. 27
10.04 Damages ........ ............................... 27
10.05 Specific Performance .............................. 27
ii
000007
SECTION 11 REMEDIES AND RIGHTS OF TERMINATION
11.01 Termination by Agency ............................ 27
11.02 Termination by Developer .......................... 28
SECTION 12 RIGHT OF REENTRY
12.01 Right of Reentry / Repossession ..................... 29
SECTION 13 GENERAL PROVISIONS
13.01
Notice, Demands and Communications between the Parties
31
13.02
Conflicts of Interest ...............................
32
13.03
Nonliability of the Agency Officials and Employees ......
32
13.04
Enforced Delay: Extension of Time of Performance ......
32
13.05
Inspection of Books and Records ....................
33
13.06
Approvals ....... ...............................
33
13.07
Real Estate Commissions ..........................
33
13.08
Monthly Progress Reports ..........................
33
SECTION 14
ENTIRE AGREEMENT, WAIVERS AND AMENDMENTS
14.01
Entire Agreement . ...............................
33
SECTION 15 TIME OF ACCEPTANCE OF AGREEMENT BY THE AGENCY
15.01 Date of Agreement .............................. 34
SIGNATURES
ATTACHMENTS
Attachment No. 1 Site Map
Attachment No. 2 Property Legal Description
Attachment No. 3 Purchase Price and Schedule of Payment
Attachment No. 4 Schedule of Performance
Attachment No. 5 Form of Deed
Attachment No. 6 Agreement Containing Covenants Affecting Real Property
Attachment No. 7 Scope of Development
Attachment No. 8 Agreement for Affordable Housing
Attachment No. 9 Schedule of Fees
iii
()0U(;%jt1j
DISPOSITION AND DEVELOPMENT AGREEMENT
This AGREEMENT is entered into by and between the CITY OF MOORPARK
REDEVELOPMENT AGENCY (the "Agency ") and CABRILLO ECONOMIC
DEVELOPMENT CORPORATION (CEDC), a public benefit nonprofit corporation in the
State of California (the "Developer"). The Agency and the Developer agree as follows:
SECTION 1. SUBJECT OF AGREEMENT
01.01 PURPOSE
The purpose of this Agreement is to effectuate an objective of the Moorpark
Redevelopment Plan by providing for the disposition and development of the hereinafter
defined Site I ;{ tpost3: f E r t ±dr E� .�€ g ''t'110004"""' vu na.
The development of the Site pursuant to this Agreement, and the fulfillment generally of
this Agreement, are in the best interest of the City of Moorpark and the health, safety, and
welfare of its residents, and in accord with the public purposes of applicable federal, state
and local laws and regulations.
01.02 THE REDEVELOPMENT PLAN
This Agreement is subject to the provisions of the Redevelopment Plan for the City of
Moorpark (which was approved and adopted on July 5, 1987 by the City Council of the City
of Moorpark by Ordinance No. 110 ). The Redevelopment Plan is incorporated herein by
reference and made a part hereof as though fully set forth herein.
Any amendments to the Redevelopment Plan, as so approved and adopted, which change
the uses or development permitted on the Site as proposed in this Agreement, or otherwise
change the restrictions or controls that apply to the ...Site, or otherwise affect the
..................
Developer's obligations or rights with respect to the f'`" ` '`"
pe gat' g pe Gfty shall require the written
consent of the Developer. Amendments to the Redevelopment Plan applying to other
projects in the Redevelopment Project Area shall not require the consent of the Developer.
Gisler Field DDA
Page 1 of 35
00040014
01.03 THE REDEVELOPMENT PROJECT AREA
The Moorpark Redevelopment Project area is located in the City of Moorpark, California
(the "City"). The exact boundaries of the Redevelopment Project area are specifically and
legally described in the Redevelopment Plan for said Redevelopment Project.
01.04 THE SITE
The "Site" includes that portion of the Moorpark Redevelopment Project area described
as the southwest corner of Poindexter Avenue and Poindexter Park Road, as illustrated
and designated on the "Site Map" which is incorporated herein and attached to this
Agreement as Attachment No. 1 and as more precisely described herein and attached
hereto as Attachment No. 2.
SECTION 2. PARTIES TO THE AGREEMENT
02.01 THE AGENCY
The Agency is a public body, corporate and politic, exercising governmental functions and
powers, organized and existing under Chapter 2 of the Community Redevelopment Law
of the State of California. The principal office of the Agency is located at City Hall, 799
Moorpark Avenue, Moorpark, California 93021.
"Agency' as used in this Agreement includes the Redevelopment Agency of the City of
Moorpark, California, and any assignee of or successor to its rights, powers and
responsibilities. When the Agency must approve plans pursuant to this Agreement, the
Agency may designate someone to perform such functions from the City staff or its
contractors.
02.02 THE DEVELOPER
The Developer is Cabrillo Economic Development Corporation, a California nonprofit
public benefit corporation. The principal office of the Developer is 11011 Azahar Street,
Saticoy, California 93004.
Wherever the term "Developer" is used herein, such term shall include any permitted
nominee, assignee or successor in interest as herein provided.
(1) The Developer represents and agrees that its development and purchase of
Gisler Field DDA
Page 2 of 35
0 0Ot()1 0
the Site and its other undertakings pursuant to this Agreement are, and will
be used, for the purpose of development of the Site and not for speculation
in land holding. The Developer further recognizes that, in view of:
(a) the importance of the development of the Site to the general welfare
of the community,
(b) the fact that a change in control of the Developer, or any act or
transaction involving or resulting in a significant change in control of
the Developer or the degree thereof, is for practical purposes a
transfer or disposition of the property then owned by the Developer.
Notwithstanding the foregoing, changes in the personnel of the
Developer shall not constitute a change in control of the Developer.
The qualifications and identity of the Developer are of particular concern to
the Agency. The Developer further recognizes that it is because of such
qualifications and identity that the Agency is entering into the Agreement
with the Developer. No voluntary or involuntary successor of Developer shall
acquire any rights or powers under this Agreement except as expressly set
m
e
forth her . ;:
(2) The Developer shall not assign all or any part of this Agreement without the
prior written approval of the Agency. The Agency agrees to give such
approval if (1) the original Developer retains controlling management; or (2)
in the reasonable judgement of the Agency, the proposed reconstituted
Developer is comparable in all material respects (including experience,
character and financial capability) to the Developer; or 3) the original
Developer remains fully responsible under this Agreement. Any such change
(or assignment of this Agreement in connection therewith) shall be by
instruments satisfactory to the Redevelopment Agency
( "�ii°eete�" ; t) or his designee. Evidence of the proposed
assignee's qualifications to meet the obligations of the Developer under this
Agreement shall be subject to the approval of the Direetor (or his desigmee)
".
(3) For the reasons cited above, the Developer represents and agrees that prior
to issuance by the Agency of a Certificate of Completion and without the prior
written approval of the Agency, there shall be no significant change in the
control of the Developer, or with respect to the identity of the parties in control
of the Developer or the degree thereof, by any method or means.
(4) The Developer shall promptly notify the Agency of any and all changes
Gisler Field DDA
Page 3 of 3 5
0000 .11
whatsoever in the identity of the parties in control of the Developer or the
degree thereof, of which it or any of its officers have been notified or
otherwise have knowledge or information. This Agreement may be
terminated by the Agency if without prior approval of the Agency, there is any
significant change (voluntary or involuntary) in or control of, the Developer or
its associates (other than such changes occasioned by death or incapacity
of any individual) prior to issuance of a Certificate of Completion for the Site
herein under provided, !pursuant to Sectio n-1 1.01 of this Agreement.
(5) The restrictions of this Section 02.03 shall terminate upon issuance by the
Agency of a Certificate of Completion for the entire Site as described in
Section 08.01.
SECTION 3. DISPOSITION OF SITE
03.01 SALE AND PURCHASE
In accordance with and subject to all the terms, covenants, and conditions of this
Agreement, the Agency agrees to sell to the Developer and the Developer agrees to
purchase the Site as shown in the Site Map (Attachment No. 1) and more precisely
described in the Legal Description (Attachment No. 2).
The Developer shall pay to the Agency as the total Purchase Price for the Site, the
purchase price for the Site as set forth in the `Site Purchase Price' of Attachment No. 3,
"Purchase Price and Schedule of Payment" of this Agreement, which is attached hereto and
incorporated herein.
03.02 ESCROW
The Agency agrees to open an escrow for conveyance of the Site in the City of Moorpark
with First American Escrow in Ventura, California, or such other escrow agent as may be
acceptable to both the Agency and the Developer as escrow agent (the "escrow Agent "),
within the time provided in the Schedule of Performance attached hereto as Attachment No.
4 and incorporated herein by this reference. Sections 03.02 through 03.10 inclusive of this
Agreement constitute the joint escrow instructions of the Agency and the Developer, and
a duplicate original of this Agreement shall be delivered to the Escrow Agent upon the
opening of escrow. The Agency and the Developer shall provide such additional escrow
instructions consistent with this Agreement as shall be necessary. The Escrow Agent
hereby is empowered to act under such instructions, and upon indicating its acceptance
thereof in writing, delivered to the Agency and to the Developer within five (5) calendar
days after opening of the escrow, the Escrow Agency shall cant' out its duties as Escrow
Gisler Field DDA
Page 4 of 35
ooco .a�
Agent hereunder.
Upon delivery of the Grant Deed for the Site to the Escrow Agent by the Agency pursuant
to Section 03.05 of this Agreement, the Escrow Agent shall record such deed in accordance
with these escrow instructions, provided that the title to the Site can be vested in the
Developer in accordance with the terms and provisions of this Agreement. The Escrow
Agent shall put, affix and cancel any transfer stamps required by law. Any insurance
policies governing the Site are not to be transferred.
The Developer shall pay in escrow to the Escrow Agent the following fees, charges and
costs promptly after the Escrow Agent has notified the Developer of the amount of such
fees, charges and costs, but not earlier than ten (10) calendar days prior to the scheduled
date for the conveyance of the Site:
(1) The escrow fee
(2) The premium for the title insurance policy as set forth in Section 03.08 of this
Agreement.
(3) Costs necessary to place the title to the Site in the condition for conveyance
required by the provisions of this Agreement.
(4) Cost of drawing the deed.
(5) Recording fees.
(6) Notary fees.
(7) Ad valorem taxes, if any, upon the Site or upon this Agreement or any rights
hereunder, prior to the conveyance of title or possession.
The Agency shall timely and properly execute, acknowledge and deliver a deed in
substantially the form established in Section 03.04 of this Agreement, conveying to the
Developer title to the Site in accordance with the requirements of Section 03.05 of this
Agreement, together with an estoppel certificate certifying that the Developer has
completed all acts necessary under this Agreement to entitle the Developer to such
conveyance, if such be the fact.
The Escrow Agent is authorized to:
(1) Pay, and charge the Developer for any fees, charges and costs payable
under this Section 03.02 of this Agreement. Before such payments are made,
Gisler Field DDA
Page 5 of 35
00U () I
the Escrow Agent shall notify the Agency and the Developer of the fees,
charges and costs necessary to clear title and close the escrow.
(2) Disburse funds and deliver the deed and other documents to the parties
entitled thereto when the conditions of this escrow have been fulfilled by the
Agency and the Developer.
(3) Record any instruments delivered through this escrow if necessary or proper
to vest title in the Developer in accordance with the terms and provisions of
the escrow instructions portion of this Agreement.
All funds received in this escrow shall be deposited by the Escrow Agent in a general
escrow account with any state or national bank doing business in the State of California
and approved by the Agency and the Developer, and may be combined in such account
with other funds of the Escrow Agent.
If this escrow is not in condition to close on or before the time for conveyance established
in Section 03.03 of this Agreement, either party who then shall have performed the acts to
be performed before the conveyance of the title may, in writing, demand the return of its
money, papers or documents from the Escrow Agent. No demand for return shall be
recognized until ten (10) calendar days after the Escrow Agent (or the party making such
demand) shall have mailed copies of such demand to the other party or parties at the
address of its principal place of business. Objections, if any, shall be raised by written
notice to the Escrow Agent and to the other party with the ten (10) day period, in which
event the Escrow Agent is authorized to hold all money, papers and documents with respect
to the Site until instructed by a mutual agreement of the parties, or upon failure thereof, by
a court of competent jurisdiction. If no such demands are made, the escrow shall be closed
as soon as possible.
If objections are raised as above - provided for, the Escrow Agent shall not be obligated to
return any such money, papers or documents except upon the written instructions of both
the Agency and the Developer, or until the party entitled thereto has been determined by
a final decision of a court of competent jurisdiction. If no such objections are made within
said ten (10) day period, the Escrow Agent shall immediately return the demanded money,
papers or documents.
Any amendment to the escrow instructions shall be in writing and signed by both the
Agency and the Developer. At the time of any amendment the Escrow Agent shall agree
to carry out its duties as Escrow Agent under such amendment.
All communications from the Escrow Agent to the Agency or the Developer shall be directed
to the addresses and in the manner established in Section 13.01 of this Agreement for
Gisler Field DDA
Page 6 of 3 5
(l► )WAL"
notices, demands and communications between the Agency and the Developer.
The Agency and the l eveloper agree the liability of the Escrow Agent under this
Agreement is limited to performance of the obligations imposed upon it under Sections
01.04, Sections 02.01 through 02.02, and Sections 03.01 through 03.10 inclusive, of this
Agreement.
03.03 CONVEYANCE OF TITLE AND DELIVERY OF P0,U,M51ON
Subject to any mutually agreed -upon extension of time, conveyance to the Developer of title
to the Site in accordance with the provisions of Section 03.06 of this Agreement shall be
completed on or prior to thirty (30) calendar days following the completion of all conditions
of this Agreement to convey title to the Site. Immediately upon recordation of the grant
deed, the Final Tract Map shall be recorded on the Site, or such later date mutually agreed
to in writing by the Agency and the Developer and communicated in writing to the Escrow
Agent.
Except as otherwise provided herein, possession of the Site shall be delivered to the
Developer concurrent with the conveyance of title. The Developer shall accept title and
possession to the Site on or before the dates established herefor in this Section 03.03.
03.04 FORM OF DEED
The Agency shall convey to the Developer title to the Site in the condition provided in
Section 03.05 of this Agreement by grant deed in a form mutually agreed upon by the
Agency and the Developer consistent with this Agreement and substantially in the form
attached hereto and incorporated herein as Attachment No.5. The grant deed and the
Agreement Containing Covenants Affecting Real Property (Attachment No.6) to the Site
shall contain covenants necessary or desirable to carry out this Agreement.
03.05 CONDITION OF TITLE
The Agency shall convey to the Developer title to the Site free and clear of all liens,
encumbrances, assessments, leases and taxes, except those which are set forth in this
Agreement and included in the Grant Deed, and those which are otherwise consistent with
this Agreement; provided however, that no covenants, conditions or restrictions shall
prohibit or limit the development permitted by the Scope of Development (Attachment No.
7). Title to the Site shall be subject to the exclusion therefrom (to the extent now or
hereafter validly excepted and reserved by the parties named in deeds, leases and other
documents of record) of all oil, gas, hydrocarbon substances and minerals of every kind
and character laying more than five hundred feet (500') below the surface, together with the
right to drill into, through, and to use and occupy all parts of the Site lying more than five
Gisler Field DDA
Page 7 of 3 5
60601- .
hundred feet (500') below the surface thereof for any and all purposes incidental to the
exploration for and production of oil, gas, hydrocarbon substances or minerals from the
Site, but without, however, any right to use or disturb either the surface of the Site or any
portion thereof within five hundred feet (500') of the surface for any purpose or purposes
whatsoever.
Title to the Site shall contain, in addition to the aforementioned, the following restrictions
and covenants and shall be recorded as such.
(1) Escrow shall not close on the Site, nor shall Developer have an interest in the
property until such time as Developer has received approval from Agency and
has recorded a Final Tract Map with the County of Ventura, indicating
thereon all property to be deeded to City for public infrastructures,...,' It
tSES.. f� gf` ## ( ! .## 8(88, and all lots,
individually numbered, to be developed pursuant to this Agreement. Lots to
be developed as affordable units shall be designated at the time of
recordation; and
(2) Each lot shall bear a restriction thereon that the sale of said lot by Developer
or its successors shall not be final until Agency has provided written approval
of said sale and a Certificate of Completion, pursuant to Section 08.01 of this
Agreement, shall have been issued. Agency shall not deny the sale of said
lot unless Developer has failed to pay all land costs and all associated
development fees and costs to Agency and City prior to close of escrow, oc
...... a readl e € ee i ;and
(3) Prior to Agency giving final approval to the last ten (10) lots to be sold at
"market rates" Developer shall be required to complete full development of
the public street extending from Poindexter Avenue to the southerly entry to
Poindexter Park, as provided for in Section 4.02 herein. The Agency may
withhold approval of sale on said ten (10) lots until such time as the
improvements are completed, or the Agency may, at its sole discretion, permit
the Developer to provide a cash payment for the total cost of any surveying,
land acquisitions, recordation, legal fees, construction and related inspection
fees, and any other related fees determined by the Agency to be required to
complete the construction of said street. Should the cash payment option be
permitted by the Agency, Developer shall be responsible for the full costs and
Agency shall not be obligated to share in any costs for construction as
provided for in this Agreement.
(4) In addition to the requirement (2) herein, each lot that Developer has
identified as being for sale for low and very-low income households shall not
Gisler Field DDA
Page 8 of 35
be final until the Agency has reviewed and approved the methods used to
determine the qualification of the buyer as being of low or very-low income
and has approved the deed restriction to be made a part of the Deed of Trust
to maintain the property for low and very-low income households as required
in Section 04.01 of this Agreement.
(5) The Site shall not be used as collateral for any purpose whatsoever except
for the purpose of obtaining a Construction Loan for the development of the
Site pursuant to this Agreement.
(6) All parcels shown on the Final Tract Map shall be included in a Home Owners
Association which shall be established for the purpose of maintaining all
streets and sidewalks: <s` within the right- of -wav of the private
e�x s. Recordation, deposits and all other required actions to
effectuate the establishment of the Association shall be in compliance with
State law and requirements of the City of Moorpark.
03.06 TIME AND PLACE FOR DELIVERY OF DEED
Subject to any mutually agreed extension of time, the Agency shall deposit the Grant Deed
for the Site with the Escrow Agent on or before the date established for the conveyance of
the Site in the Schedule of Performance (Attachment No. 4).
03.07 PROMISSORY NOTE REQUIRED
Prior to close of escrow, Developer shall provide a Promissary Note in a form approved by
Agency for the full purchase price and related costs pursuant to Attachment No. 3
"Purchase Price and Schedule of Payment' hereto. Said Note shall be secured by a Deed
of Trust which may be subordinate to the Construction Loan for the Site only, and shall not
.........................
be subordinate to any other party or eause 0 at any time.
03.08 TITLE INSURANCE
Concurrent with recordation of the Grant Deed, Continental Lawyers Title Insurance
Company, or another title insurance company satisfactory to the Agency and the Developer
Gisler Field DDA
Page 9 of 35
00001 �:
( "Title Company ") shall provide and deliver to the Developer a C.L.T.A. title insurance
policy issued by the Title Company insuring that the title is vested in the Developer in the
condition required by Section 03.05 of this Agreement. The Title Company shall provide
the insurance policy and the title insurance policy shall be in the amount of the Purchase
Price of the Site.
Concurrent with the issuance of the title policy, the Title Company shall, if requested by the
Developer, provide the Developer with an endorsement to insure the amount of the
Developer's estimated construction costs of the improvements to be constructed thereon.
The Agency shall pay only for that portion of the title insurance premium with respect to
C.L.T.A. standard title insurance upon the Site attributable to the Purchase Price of the
Site. The Developer, if it desires any additional title insurance, shall pay for all additional
premiums, including those for any extended coverage or special endorsements which it
requests.
03.09 TAXES AND ASSESSMENTS
Ad valorem taxes and assessments, if any, on the Site and taxes upon this Agreement or
any rights hereunder, levied, assessed or imposed for any period, commencing from
ownership of the 60te by Ageney t > ;:' i' . and outstanding prior to
conveyance of tide or possession of the Site to the Developer by Agency, shall be borne
by the Developer.
03.10
Within thirty (30) calendar days of completion of public right -of -way improvements on the
Site and approval and acceptance of said improvements by Agency, Developer, at its sole
cost, shall transfer ownership of said public rights-of-way .to the City in fee
.....
simple.
03.11 ZONING OF THE SITE
The Agency agrees that the zoning of the Site and the City land use regulations are such
as to permit development of the Site and construction of improvements thereon in
accordance with the provisions of this Agreement and the use, operation and maintenance
of such improvements. .:i°>:;:r: t:
Gisler Field DDA
Page 10 of 35
oo (jols
03.12 CONDITION OF THE SITE
The site and any portion thereof and all improvements thereon shall be conveyed in an "as
is" condition, with no warranty, express or implied, by the Agency as to the condition of the
soil, its geology, or the presence of known or unknown faults or as to the condition of any
improvements. It shall be the sole responsibility of the Developer, at the Developer's
expense, to investigate and determine soil condition of the Site, the suitability of the Site
for the development, including improvements, to be constructed by the Developer. If the
soil condition of the Site, or any part thereof, is not in all respects entirely suitable for the
use or uses to which the Site and improvements will be put, then it is the sole responsibility
and obligation of the Developer to take such action as may be necessary to place the Site
and soil condition thereof including improvements, in all respects in a condition entirely
suitable for the development of the Site.
The Developer shall have the right for a period of up to forty -five (45) calendar days
following execution of this Agreement by the Agency, at its own expense and in consultation
with the Agency, to employ a qualified soil engineer, geologist, or hazardous materials
specialist, for the purpose of investigating and determining the soil condition of the Site.
Should the Developer determine in its best professional judgement and after appropriate
investigation that soil conditions within or proximate to the Site are such that the Site cannot
be economically or practically remediated or placed into a condition suitable for
development, then the Developer may terminate this Agreement pursuant to the Section
11.02(3) of this Agreement. Failure by the Developer to terminate this Agreement within
said forty-five (45) day period shall be deemed a waiver of this condition provided for in this
paragraph.
03.13 PRELIMINARY WORK BY DEVELOPER
Prior to conveyance of title to the Site, Developer shall at all reasonable times have access
to and entry upon those real properties comprising the Site which are owned by the Agency,
for the purpose of obtaining data, making surveys and tests necessary to carry out this
Agreement, and to construct improvements in accordance with this Agreement.
Should Developer desire to import any soil or place any other items upon the Site prior to
such time as title has been conveyed to Developer, Developer shall first obtain Agency
approval in writing and receive any necessary permits from the City Engineer and shall post
any bond required of Whe City Engineer, and shall be responsible thereafter for the
maintenance of the Site, including but not limited to dust control and weed control. This
shall not include the placement of stakes and markings for the purpose of surveying the
Site or designating the location of improvements on the Site.
The Developer agrees to defend, indemnify and hold the Agency and the City, and their
officers, employees, contractors and agents, harmless from and against any and all claims,
Gisler Field DDA
Page 11 of 35
00001,14
liability, loss, damage, costs or expenses (including reasonable attorneys' fees and court
costs) arising out of any work or activity of the Developer, its officers, employees,
contractors and agents permitted pursuant to this Section 03.13. The Agency agrees to
provide, or cause to be provided to the Developer, all data and information pertaining to
the Site that is available to the Agency when requested by the Developer.
03.14 SUBMISSION OF EVIDENCE OF FINANCING
Within the time established therefor in the Schedule of Performance (Attachment No.4), the
Developer shall submit to the Agency evidence satisfactory to the Agency that the
Developer has obtained the financing necessary for the development of the Site in
accordance with this Agreement. Such evidence of financing shall include the following:
(1) A copy of the conditional and firm commitment or commitments obtained by
the Developer for the mortgage loan or loans (for interim construction
financing) to assist in financing the construction of the improvements on the
Site (as defined in the Scope of Development), certified by the Developer to
be a true and correct copy or copies thereof, and
(2) A copy of the executed contract between the Developer and the general
contractor or major subcontractors for the construction of such improvements,
consistent with the City's approved plans, drawings and related documents,
certified by the Developer to be a true and correct copy thereof; and
(3) A copy of all Agency and City documents (e.g., trust deeds, indentures, etc.)
necessary to be recorded concurrently with the Grant Deed to assure closing
and complete funding for the development and construction of the
improvements on the Site and payment to Agency for land; and
(4) A copy of all construction loan documents necessary to be recorded to assure
full funding for the development and construction of improvements on the
Site; and
(5) A financial statement in a form satisfactory to the Agency, showing sources
of capital sufficient to demonstrate that the Developer has adequate funds
legally committed to cover the difference, if any, between construction cost
minus financing authorized by loans. The terms of this Agreement may be
modified as may be reasonably necessary to accommodate a lender, so long
boad
as such modifications do no
� adversely impact the
substantive rights of the Agency.
Gisler Field DDA
Page 12 of 35
wouZU,
The Agency shall approve or disapprove such evidence of financing within the time
established in the Schedule of Performance. Such approval shall not be unreasonably
withheld. Failure of the Agency to approve or disapprove any such evidence of financing
within such time shall be deemed an approval. If the Agency shall disapprove any such
evidence of financing, the Agency shall do so by written notice to the Developer stating the
reasons for such disapproval.
SECTION 4. DEVELOPMENT OF SITE
04.01 SCOPE OF DEVELOPMENT
The Site shall be developed for fifty -nine (59) single family detached residential housing
units, of which fire -(5) i*a*h <(1'f)`units shall remain affordable for households of low
income and four (4) units shall remain affordable for households of very-low income for the
duration of the Moorpark Redevelopment Plan, and an additional sox (6) units shall be seW
with accompanying public and
private streets in accordance with and within the limitations established in the "Scope of
Development" incorporated herein and attached to this Agreement as Attachment No. 7,
in accordance with plans approved by Agency and subject to approvals by City, and in
accordance with the Schedule of Performance (Attachment No. 4). The lots to be
.................. ...............................
developed as affordable units shall be designated an fh�Tss i::and the schedule for
construction of the affordable units shall be <*a= :phis
(
(
04.02 BASIC CONCEPTS AND SCHEMATIC DRAWINGS
The Developer shall prepare and submit Basic Concept and Schematic Drawings and
related documents for the development of the Site to the Agency for review and written
approval within the time established in the Schedule of Performance. Basic Concept and
Schematic Drawings shall include schematic plans, elevations and sections of the
Gisler Field DDA
Page 13 of 35
0060�IL
improvements as they are to be developed and constructed on the Site, and shall be in
substantial conformance with the Developer's proposal submitted to Agency on June 17,
1997. The Site shall be developed as established in the Basic Concept and Schematic
Drawings and related documents except as changes may be mutually agreed upon between
the Developer and Agency. Any such changes shall be within the limitations of the Scope
of Development.
Specifically, the Developer shall be responsible for the construction of necessary storm
drainage improvements as identified by the City Engineer, and a forty foot (40') public street
within a fifty -three foot (53) right of way extending from Poindexter Avenue to 'tt3
the southerly entrance to Poindexter Park in accordance with City street standards and
requirements, and as stated in the Request of Proposal dated April 1997, and which shall
be recorded as a condition on the Final Tract Map. Agency or City shall reimburse the
Developer one -half of the cost of construction only of said improvements, except as
provided for in Section 03.05(3) herein. Developer shall be solely responsible for all costs
associated with the acquisition, surveying, map preparation, recordation and all other costs
associated with the need to acquire any property in addition to that transferred by Agency
pursuant to this Agreement, in order for the full construction of the improvements stated
herein, and in accordance with the Schedule of Performance (Attachment No.4) and Scope
of Development (Attachment No. 7).
Further the Agency recognizes that the setback requirements of the units proposed by
Developer are not in compliance with the City's development standards and that vrsivefs
.... ...............................
'1catorts are required from City to permit its construction. Agency further recognizes
that the furtherance of affordable housing may necessitate such modifications to setback
requirements and would support Developer's application to City for such waiveF
...... ...............................
mef ICA U .
04.03 LANDSCAPING AND GRADING PLANS
The Developer shall prepare and submit to the Agency for its approval preliminary and final
landscaping and preliminary and finish grading plans for the Site. Those plans shall be
prepared and submitted within the times established in the Schedule for Performance. The
landscaping plans shall include a lighting program.
The landscaping plans shall be prepared by a professional landscape architect and the
grading plans shall be prepared by a licensed civil engineer. Such landscape architect
and/or civil engineer may be the same firm as the Developer's architect. Within the times
established in the Schedule of Performance (Attachment No. 4), the Developer shall submit
to the Agency for approval the name and qualifications of its architect, landscape architect
and civil engineer.
Gisler Field DDA
Page 14 of 35
O000�Z
04.04 CONSTRUCTION DRAWINGS AND RELATED DOCUMENTS FOR THE
SITE
The Developer shall prepare and submit construction drawings and related documents
(collectively called the "Drawings ") for the development pertaining to the Site to the Agency
for review (including but not limited to architectural review), and written approval in the
times established in the Schedule of Performance (Attachment No.4). Such construction
drawings related documents shall be submitted in two stages: Design Development
Drawings and Final Construction Drawings. Final Construction Drawings are hereby
defined as those in sufficient detail to obtain a building permit.
Approval of progressively more detailed drawings and specifications will be promptly
granted I <by the Agency if developed as a logical evolution of drawings or
specifications theretofore approved. Any items so submitted and approved by the Agency
shall not be subject to subsequent disapproval by the Agency.
During the preparation of all drawings and plans the Agency and the Developer shall hold
regular progress meetings to coordinate the preparation of, submission to, and review of
construction plans and related documents by the Agency. The Agency and the Developer
shall communicate and consult informally as frequently as is necessary to insure that the
formal submittal of any documents to the Agency shall receive prompt and speedy
consideration.
If any revisions or corrections of plans approved by the Agency shall be required by any
government official, agency, department or bureau having jurisdiction over the development
of the Site, the Developer and the Agency shall cooperate in efforts to develop a mutually
acceptable alternative.
04.05 AGENCY_ _APPROVAL OF PLANS, DRAWINGS AND RELATED
Subject to the terms of this Agreement, the Agency shall have the right of review, including
without limitation architectural review, of all plans and submissions, including any proposed
changes therein. The Agency shall approve or disapprove the plans, drawings and related
documents referred to in Sections 04.02 and 04.04 of this Agreement within the times
established in the Schedule of Performance (Attachment No. 4). Failure by the Agency to
either approve or disapprove within the times established in the Schedule of Performance
shall be deemed an approval. Any disapproval shall state in writing the reasons for
disapproval and the changes which the Agency request to be made. Such reasons and
such changes must be consistent with the Scope of Development (Attachment No. 7) and
any items previously approved or deemed approved hereunder. The Developer, upon
receipt of a disapproval based upon powers reserved by the Agency hereunder shall revise
the plans, drawings and related documents, and shall resubmit to the Agency as soon as
Gisler Field DDA
Page 15 of 35
possible after receipt of the notice of disapproval.
If the Developer desires to make any substantial changes in the Final Construction
Drawings after their approval, such proposed changes shall be submitted to the Agency for
approval. The Agency shall have the sole and final determination if a change is substantial.
If the Final Construction Drawings, as modified by the proposed change, conform to the
requirements of Section 04.04 of this Agreement and the Scope of Development, the
proposed changes shall be approved and the Developer shall be notified within fifteen (15)
calendar days after submission. Such change in the construction plans shall, in any event,
be deemed approved unless rejected, in whole or in part, by written notice thereof setting
forth the reasons therefor, and such rejection shall be made within a-ten (10) calendar days
averAl j peried.
04.06 COST OF CONSTRUCTION
The cost of developing the Site and constructing all improvements thereon shall be borne
by the Developer.
04.07 SCHEDULE OF PERFORMANCE
After the signing of this Agreement, and within the time set forth in the Schedule of
Performance (Attachment No. 4), the Developer shall promptly begin and thereafter
diligently prosecute to completion the entitlement and permit process and the construction
of the improvements on the Site and the development thereof as provided in the Scope of
Development (Attachment No. 7). The Developer shall begin and complete all construction
and development within the times specified in the Schedule of Performance (Attachment
No. 4) and with such reasonable extensions of said dates as may be granted by the
Agency. The Schedule of Performance is subject to revision from time to time as mutually
agreed upon in writing between the Developer and the Agency.
During periods of construction, the Developer shall submit to the Agency a written report
of the progress of the construction when and as reasonably required by the Agency. The
report shall be in such form and detail as may be reasonably required by the Agency and
shall include a reasonable number of construction photographs (if requested) taken since
the last report by the Developer.
04.08 PENALTY FOR FAILURE TO PERFORM
Upon failure of the Developer to meet and fulfill any of the requirements of the schedule
contained in the Schedule of Performance (Attachment No. 4), subject to the enforced delay
conditions pursuant to Section 13.04 of this Agreement, the Agency shall submit a written
"Notice of Schedule Defaulf' to the Developer. If the Developer does not correct the default
Gisler Field DDA
Page 16 of 35
00061
within fifteen (15) calendar days of the date of the Notice; or if the default is such that to
correct the default within the stated fifteen (15) calendar days is beyond the immediate
control of the Developer, and the Developer has not exercised diligence in pursuit of
correction of the default, the Agency shall impose a penalty fee equivalent to one percent
(1 %) of the then outstanding balance owed to the Agency on the land purchase. If the
Developer does not correct the Schedule Default within fifteen (15) calendar days of the
penalty being imposed, the penalty shall be increased by an amount equal to the original
penalty, and shall increase each seven days thereafter until the Schedule Default is
corrected.
All penalties imposed under this Section shall be due and payable in full within thirty (30)
calendar days of its being imposed by the Agency. Failure to pay any penalties pursuant
to this Section 04.08 shall be grounds for default of this Agreement by the Developer. in
,7y "
Except as provided for in Section 03.13 of this Agreement, during the period commencing
with recordation of the Grant Deed conveying the Site to the Developer, and continuing until
such time as the Agency has issued a Certificate of Completion with respect to the
construction of the improvements on the Site, the Developer agrees to and shall defend,
indemnify and hold harmless the Agency and the City, and their respective officers,
employees, contractors and agents from and against all claims, liability, loss, damage,
costs or expenses (including reasonable attorneys' fees and court costs) arising from or as
a result of the death of any person or any accident, injury, loss or damage whatsoever
caused to any person or to the property of any person which shall occur on or adjacent to
the Site, or in connection with the activities of the Developer under this Agreement, and
which shall be directly or indirectly caused by any acts done or any errors or omissions of
the Developer or its officers, employees, contractors or agents. The Developer shall not
be responsible for (and such indemnity shall not apply to) any acts, errors or omissions of
the Agency, the City or their respective officers, employees, contractors or agents.
During the period commencing with any preliminary work on the Site by the Developer
under Section 03.14, or if none, then commencing with any conveyance or title or
possession of any portion of the Site to the Developer, and ending on the date when a
Certificate of Completion has been issued with respect to the entire Site, the Developer
shall furnish or cause to be furnished to the Agency, duplicate originals or appropriate
certificates of bodily injury and property damage insurance policies in the amount of not
less than Two Million Dollars ($2,000,000.00) combined single limit naming the Agency, the
Gisler Field DDA
Page 17 of 3 5
0000 : 5
City and their respective officers, employees, contractors and agents as additional insured.
04.10 COMPLIANCE WITH LAWS
The following shall be conditions of this Agreement:
(1) The Developer shall carry out the construction of the improvements of the
Site in conformity with all applicable laws, including all applicable federal and
state labor laws.
(2) The Developer for itself and its successors and assigns agrees that in the
construction for the improvements on the Site provided for in this Agreement,
the Developer will not discriminate against any employee or applicant for
employment because of sex, age, marital status, race, color, creed, religion,
national origin, or ancestry, disability or familial status.
04.11 CITY AND OTHER GOVERNMENTAL AGENCY PERMITS
Before commencement of construction or development or any buildings, structures or other
work of improvement upon any portion of the Site, the Developer shall, at its own expense,
secure or cause to be secured, any and all entitlements, waivers and permits which may
be required by the City of Moorpark or any other governmental agency affected by such
construction, development or work in accordance with the Schedule of Performance
(Attachment No. 4). The Agency shall provide all proper assistance to the Developer to
secure these permits.
04.12 CITY FEES
Developer shall pay for each dwelling unit constructed on the Site, such fees in existence
on the date on which permits are paid in accordance with the City's fee payment schedule
and shall be payable as follows:
(1) All City fees in effect at the time of execution of this Agreement on units to
be sold at market value shall be paid to City in full at pro he time of
issuance of a building permit on said unit.
(2) All City fees in effect at the time of execution of this Agreement on units sold
as affordable housing shall be paid to City in full at kW the time of
issuance of a Certificate of Occupancy on said unit.
Developer may request a waiver or modification of the fees due by application to the City
Council.
Gisler Field DDA
Page 18 of 35
000026
04.13 OTHER COSTS
Developers shall pay at its sole expense all costs associated with the surveying,
preparation of maps and recordation of new parcel maps affecting the City property within
Poindexter Park for use as the new public street required under the Scope of Development
(Attachment No. 7)
04.14 RIGHTS OF ACCESS
Representatives of the Agency and the City shall have reasonable right of access to the
Site without charges or fees, at normal construction hours during the period of construction
for the purposes of this Agreement, including, but not limited to, the inspection of the work
being performed in constructing the improvements. Such representatives of the Agency or
the City shall be those who are so identified idffiddiiidby the Agency Executive Director.
04.15 RESPONSIBILITIES OF THE AGENCY
The Agency shall not be responsible for performing any of the work specified in the Scope
of Development (Attachment No.7).
SECTION 5 TAXES, ASSESSMENTS, ETC.
05.01 TAXES, ASSESSMENTS. ENCUMBRANCES AND LIENS
The Developer shall pay prior to delinquency all real estate taxes and assessments
assessed and levied on or against the Site and each portion thereof subsequent to the
conveyance of the Site or any portion thereof. The Developer shall not place, or allow to
be placed, on the Site or any portion thereof, any mortgage, trust deed, encumbrance or
lien not authorized by this Agreement. The Developer shall remove, or shall have removed,
any levy or attachment made on the Site, or any portion thereof, except those created by
work of the Agency, or shall assure the satisfaction thereof within a reasonable time but in
any event prior to a sale thereunder. Nothing herein contained shall be deemed to prohibit
the Developer from contesting the validity or amount of tax assessment, encumbrance or
lien, nor to limit the remedies available to the Developer in respect thereto. The covenants
of the Developer set forth in this Section 05.01 relating to the placement of any
unauthorized mortgage, trust deed, encumbrance or lien, shall remain in effect only until
a Certificate of Completion of construction has been recorded with respect to the Site or the
portion thereof upon which any unauthorized mortgage, trust deed, encumbrance or lien
might be placed.
Gisler Field DDA
Page 19 of 35
0000;: 7
SECTION 6 PROHIBITION AGAINST TRANSFER
06.01 PROHIBITION AGAINST TRANSFERS
Prior to the recordation by the Agency of a Certificate of Completion (referred to in Section
08.01 of this Agreement), the Developer shall not, except as permitted by this Agreement,
or except for sale of individual homes to home buyers, assign or attempt to assign this
Agreement or any right herein, nor make any total or partial sale, transfer, conveyance or
assignment of the whole or any part of the Site or the improvements thereon, without prior
written approval of the Agency. This prohibition shall not apply to the Site, or any portion
thereof, subsequent to the recordation of the Certificate of Completion with respect thereto.
This prohibition shall not be deemed to prevent the granting of easements or permits to
facilitate the development of the Site, nor shall it prohibit granting any security trttefests
`expressly described in the Agreement for financing the development of the Site.
In the event that the Developer does assign this Agreement or any of the rights herein, or
does sell, transfer, convey or assign any part of the Site or the buildings or structures
thereon prior to the issuance of the Certificate of Completion, and without the consent of
the Agency, the Agency shall be entitled to increase the Purchase Price paid by the
Developer for the Site by the amount of the consideration payable for such sale, transfer,
conveyance or assignment is in excess of the Purchase Price to be paid by the Developer,
and also all interest due and payable to the Agency from the date of initial interest accrual,
as if the original Purchase Price included the new consideration payable for such sale. To
the extent the consideration payable for such sale, transfer, conveyance or assignment is
in excess of the original Purchase Price, such excess and interest accrued thereto shall
belong and be paid to the Agency and until so paid, the Agency shall have a lien on the
Site and any portion thereof, for such amount. Said lien, at the option of the Agency, shall
be in the form of a mortgage or deed of trust and the Developer shall execute all related
documents at its sole cost. Any such lien shall be subordinate and subject to mortgages,
deeds of trust or other security instruments executed for the sole purpose of obtaining funds
to purchase and develop the Site, or any portion thereof, as authorized herein.
In the absence of a specific written agreement by the Agency, no such sale, transfer,
conveyance or assignment of this Agreement or the Site, or any portion thereof, or approval
by the Agency of any such sale, transfer, conveyance or assignment, shall be deemed to
relieve the Developer or any other party from any obligation under this Agreement.
SECTION 7 SECURITY FINANCING: RIGHT OF HOLDER
Gisler Field DDA
"MM'SIM011.14MR0 MIMPT SAW
Page 20 of 35
0060�S
FINANCING OF DEVELOPMENT
Notwithstanding Section 06.01, after conveyance of title of the Site to the Developer,
mortgages, deeds of trust, conveyances and lease- backs, or any other form of conveyance
required for any reasonable method of financing are permitted before the recordation of the
Certificate of Completion referred to in Section 08.01 of this Agreement, but only for the
purpose of securing loans or funds to be used for financing the acquisition of the Site, the
construction of improvements on the Site, and any other expenditures necessary and
appropriate to develop the Site under this Agreement. The Developer shall notify the
Agency in advance of any mortgage, deed of trust, conveyance and lease -back, or other
form of conveyance for financing, if the Developer proposes to enter into the same before
the recordation of the Certificate of Completion. The Developer shall not enter into any
such conveyance for financing without the prior written approval of the Agency, which
approval the Agency agrees to give if any such conveyance is given to a responsible
financial or lending institution or other reasonably acceptable person or entity. Such lender
shall be deemed approved unless rejected in writing by the Agency within thirty (30)
calendar days after receipt of notice thereof by the Agency. Such lender approved by the
Agency pursuant to this Section 07.01, shall not be bound by any amendment,
implementation or modification to this Agreement subsequent to its approval without such
lender giving its prior written consent.
In any event, the Developer shall promptly notify the Agency of any mortgage, deed of trust,
conveyance and lease -back, or other financing, conveyance, encumbrance or lien that has
been created or attached to the Site, or any portion thereof, prior to completion of the
construction of the improvements thereon whether by voluntary act of the Developer or
otherwise.
07.02 HOLDER NOT OBLIGATED TO CONSTRUCT IMPROVEMENTS
The holder of any mortgage, deed or trust or other security interest authorized by this
Agreement shall in no way be obligated by the provisions of this Agreement to construct or
complete the improvements or to guarantee such construction or completion; nor shall any
covenants or any other provisions in the grant deed for the Site be so construed as to so
obligate such holder. Nothing in this Agreement shall be deemed or construed to permit,
or authorize any such holder to devote the Site to any uses, or to construct any
improvements thereon, other than those uses or improvements provided for or authorized
by this Agreement.
07.03 NOTICE OF DEFAULT TO MORTGAGE. DEED OF TRUST OR OTHER
SECURITY INTEREST HOLDERS. RIGHT TO CURE
Whenever the Agency shall deliver any notice or demand to the Developer with respect to
any breach or default by the Developer in completion of construction of the improvements,
Gisler Field DDA
Page 21 of 35
() ()()UO2
including compliance with the Schedule of Performance (Attachment No. 4), the Agency
shall at the same time deliver to each holder of record of any mortgage, deeds of trust or
other security interest authorized by this Agreement, a copy of such notice or demand.
Each such holder shall (insofar as the rights of the Agency are concerned) have the right
at its option within ninety (90) calendar days after the receipt of the notice, to cure or
remedy, or commence to cure or remedy, any such default and to add the cost thereof to
the security interest debt and the lien of its security interest. If such default shall be a
default which can only be remedied or cured by such holders upon obtaining possession,
such holders shall seek to obtain possession with diligence and continuity through a
receiver or otherwise, and shall remedy or cure such default within ninety (90) calendar
days after obtaining possession; provided that in the case of a default which cannot with
diligence be remedied or cured, or the remedy or cure of which cannot be commended
within such ninety (90) day period, such holders shall have such additional time as
reasonably necessary to remedy or cure such default with diligence and continuity; and
provided further that such holder shall not be required to remedy or cure any non - curable
default of the Developer. Nothing contained in this Agreement shall be deemed to permit
or authorize such holder to undertake or continue the construction or completion of the
improvements (beyond the extent necessary to conserve or protect the improvements or
construction already made) without first having expressly assumed the Developer's
obligations to the Agency by written agreement satisfactory to the Agency. The holder in
that event must agree to complete, in the manner provided in this Agreement, the
improvements to which the lien or title of such holder is related, and submit evidence
satisfactory to the Agency that it has the qualifications and /or financial responsibility
necessary to perform such obligations. Any such holder properly completing such
improvements shall be entitled, upon written request made to the Agency, to a Certificate
of Completion from the Agency.
07.04 FAILURE OF HOLDER TO COMPLETE IMPROVEMENTS
In any case where six (6) months after default by the Developer in completion of
construction of improvements under this Agreement, the holder of any mortgage, deed of
trust or other security interest creating a lien or encumbrance upon the Site, or any portion
thereof, has not exercised the option to construct, or if it has exercised the option but has
not proceeded diligently with construction, the Agency may purchase the mortgage, deed
of trust or other security interest by payment to the holder of the amount of the unpaid debt,
plus any accrued and unpaid interest. If the ownership of the Site or any portion thereof,
has vested in the holder, the Agency, if it so desires, shall be entitled to a conveyance from
the holder to the Agency upon payment to the holder of any amount equal to the sum of the
following:
(1) The unpaid mortgage, deed of trust or other security interest debt at the time
title became vested in the holder (less all appropriate credits, including those
Gisler Field DDA
Page 22 of 35
0060" '�
resulting from collection and other income received during foreclosure
proceedings).
(2) All expenses with respect to foreclosure.
(3) The net expense, if any (exclusive of general overhead), incurred by the
holder as a direct result of the subsequent ownership of the Site or any
portion thereof, such as insurance premiums and real estate taxes.
(4) The cost of any improvements made by such holder.
(5) An amount equivalent to the interest that would have accrued on the
aggregate of such amounts had all amounts become part of the mortgage or
deed of trust debt and such debt had continued in existence to the date of
payment by the Agency.
07.05 RIGHT OF THE AGENCY TO CURE MORTGAGE. DEED OF TRUST OR
OTHER SECURITY INTEREST DEFAULT
In the event of a default or breach by the Developer of a mortgage, deed of trust or other
security interest with respect to the Site or any portion thereof, prior to the issuance of
Certificate of Completion by the Agency, and the holder has not exercised its option to
complete the development, the Agency may cure the default prior to completion of any
foreclosure. In such event, the Agency shall be entitled to reimbursement from the
Developer of all costs and expenses incurred by the Agency in curing the default. The
Agency shall also be entitled to a lien upon the Site or any portion thereof, to the extent of
such costs and disbursements. Said lien, at the option of the Agency, shall be in the form
of a mortgage or deed of trust and the Developer shall execute all related documents at its
sole cost.
07.06 RIGHT OF THE AGENCY TO SATISFY OTHER LIENS ON THE PROPERTY
AFTER THE TITLE PASSES.
Prior to the recordation of the Certificate of Completion (referred to in Section 08.01 of this
Agreement), and after the Developer has had a reasonable time to challenge, cure or
satisfy any liens or encumbrances on the Site or any portion thereof, the Agency shall have
the right to satisfy any such liens or encumbrances; provided, however, that nothing in this
Agreement shall require the Developer to pay or make provisions for the payment of any
tax, assessment, lien or charge so long as the Developer in good faith shall contest the
validity or amount thereof, and so long as such delay in payment shall not subject the Site
or any portion thereof, to forfeiture or sale.
Gisler Field DDA
Page 23 of 35
(J()()031.
SECTION 8 CERTIFICATE OF COMPLETION
08.01 ISSUANCE OF CERTIFICATE OF COMPLETION
Promptly after completion of all construction and development, public and private, to be
completed by the Developer upon the Site, and the payment of all costs, fees and penalties
due to the Agency, the Agency shall furnish the Developer with a Certificate of Completion
upon written request therefor by the Developer. The Agency shall not unreasonably
withhold any such Certificate of Completion. Such Certificate of Completion shall be, and
shall so state a conclusive determination of satisfactory completion of the construction
required by this Agreement upon the Site, and a full compliance with the terms hereof with
respect to the Site. The Agency may also furnish the Developer with a Certificate of
Completion for portions of the improvements upon the Site as are properly completed and
ready to use if the Developer is not in default under this Agreement. The Certificate of
Completion shall be in such form as to permit it to be recorded in the Office of the Recorder
of Ventura County. The escrow for sale of any individual parcel identified in the recorded
tract map shall not close until a Certificate of Completion has been issued for said parcel.
If the Agency refuses or fails to furnish a Certificate of Completion for the -bite ow "I
afterwritten request from the Developer, the Agency shall, within ten (10) calendar
days of the written request, provide the Developer with a written statement which details
the reasons the Agency refused or failed to furnish a Certificate of Completion. The
statement shall also contain the Agency's opinion of the action the Developer must take to
obtain a Certificate of Completion. If the reason for such refusal is confined to the
immediate unavailability of specific items or materials for landscaping, the Agency will issue
its Certilficate of Completion upon the posting of a bond by the Developer with the Agency
in an amount representing a fair market value of the work yet to be completed. If the
Agency shall have failed to provide such written statement within said ten (10) calendar day
period, the Developer shall be deemed entitled to the Certfcate of Completion.
Such Certificate of Completion shall not constitute evidence of compliance with or
satisfaction of any obligation of the Developer to any holder of a mortgage, or any insurer
of a mortgage securing money loaned to finance the improvements, nor any part thereof
other than this Agreement. Such Certificate of Completion is not a notice of completion as
referred to in Section 3093 of the California Civil Code.
SECTION 8 USE OF THE SITE
09.01 USES
The Developer covenants and agrees for itself, its successors, its assigns and every
Gisler Field DDA
Page 24 of 35
r.d to ib Al
successor in interest to the Site or any part thereof, that during construction and thereafter
the Developer, its successors and assigns shall devote the Site to the uses specified in the
Redevelopment Plan, the Scope of Development, the Agreement Containing Covenants
Affecting Real Property (Attachment No. 6), Agreement for Affordable Housing (Attachment
No. 8) and the Grant Deed.
09.02 MAINTENANCE OF THE SITE
The Developer shall maintain any improvements on the Site and shall keep the Site
reasonably free from any accumulation of debris or waste material until issuance of the
Certificate of Completion for the entire Site.
09.03 OBLIGATION TO REFRAIN FROM DISCRIMINATION
The Developer covenants and agrees for itself, its successors, its assigns and every
successor in interest to the Site or any part thereof, that there shall be no discrimination
against or segregation of any person, or groups or persons, on account of sex, age, marital
status, race, color, creed, religion, disability, familial status, national origin or ancestry in
the sale, lease, sublease, transfer, use or occupancy of the Site nor shall the Developer
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 the Site.
09.04 FORM OF NONDISCRIMINATION AND NONSEGREGATION CLAUSES
The Develop shall refrain from restricting the sale or lease of the property on the basis of
sex, age, marital status, race, color, creed, religion, disability, familial status, ancestry or
national origin of any person. All 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 itself, its *....
tsuccessors 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 sex, age, marital status, race,
oolor, creed, religion, disability, familial status, national origin or ancestry in
the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of
the land herein conveyed, nor shall the grantee 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 land herein conveyed. The foregoing covenants shall run with
the land."
Gisler Field DDA
Page 25 of 35
00003
(2) In leases: "The lessee herein covenants by and for itself, its heirs,
executors,' administrators, successors and assigns, and all persons claiming
under or through them, 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 sex, age, marital status, race, color,
creed, religion, disability, familial status, national
origin or ancestry in the leasing, subleasing,
renting, transferring, use, occupancy, tenure or
enjoyment of the land herein leased, nor shall the
lessor 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 land herein
leased."
09.05 EFFECT AND DURATION OF COVENANTS
The covenants established in this Agreement shall, without regard to technical classification
and designation, be binding on the Developer and any successor in interest to the Site or
any part thereof for the benefit and in favor of the Agency, its successors and assigns, and
the City. Such covenants as are to survive the issuance of the Certificate of Completion
by the Agency shall be contained in the Grant Deeds and the Agreement Containing
Covenants Affecting Real Property (Attachment No. 6) and shall remain in effect for the
period specified therein.
09.06 RIGHTS OF ACCESS - PUBLIC IMPROVEMENTS AND FACILITIES
The Agency for itself, and for the City and other public agencies, at their sole risk and
expense, reserves the right to enter the Site or any part thereof, at all reasonable times and
with as little interference as possible, for the purposes of construction, reconstruction,
maintenance, repair or service of any public improvements or public facilities located on the
Site. Any such entry shall be made only after reasonable notice to the Developer, and the
Agency shall indemnify and hold the Developer harmless from any claims or liabilities
pertaining to such entry.
Gisler Field DDA
Page 26 of 35
000034-
SECTION 10 DEFAULTS, REMEDIES AND TERMINATION
10.01 DEFAULTS - GENERAL
Subject to the extensions of time set forth in Section 13.04, failure or delay by either party
to perform any term or provision of this Agreement constitutes a default under this
Agreement. The party who fails or delays must immediately commence to cure, correct or
remedy such failure or delay and shall complete such cure, correction or remedy with
reasonable diligence.
The injured party shall give written notice of default to the party in default, specifying the
default complained of by the injured party. Failure or delay in giving such notice shall not
constitute a waiver of any default, nor shall it change the time of default. Except as
otherwise expressly provided in this Agreement, any failures or delays by either party in
asserting any of its rights and remedies as to any default shall not operate as a waiver of
any default or of any such right or remedies. Delays by either party in asserting any of its
rights and remedies shall not deprive either party of its right to institute and maintain any
actions or proceedings which it may deem necessary to protect, assert or enforce any such
rights or remedies.
10.02 LEGAL ACTIONS
(1) Institution of Legal Actions: In addition to any other rights or remedies,
either party may institute legal action to cure, correct or remedy any default,
to recover damages for any default, or to obtain any other remedy consistent
with the purpose of this Agreement. Such legal actions must be instituted in
the Superior Court of the County of Ventura, State of California, or in any
other appropriate court of that County.
(2) Applicable Law: The laws of the State of California shall govern the
interpretation and enforcement of this Agreement.
(3) Acceptance of Service of Process: In the event that any legal action is
commenced by the Developer against the Agency, service of process on the
Agency shall be made by personal service upon the Executive Director of the
Agency, or in such manner as may be provided by law.
In the event that any legal action is commenced by the Agency against the
Developer, service of process on the Developer shall be made by personal
service upon the Developer (or upon a general partner or officer of the
Developer as an entity) and shall be valid whether made within or without the
State of California, or in such manner as may be provided by law.
Gisler Field DDA
Page 27 of 35
0000x5
10.03 RIGHTS AND REMEDIES ARE CUMULATIVE
Except with respect to rights and remedies expressly declared to be exclusive in this
Agreement, the rights and remedies of the parties are cumulative, and the exercise by
either party of one or more of such 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 by the
other party.
10.04 DAMAGES
If either party defaults with regard to any of the provisions of this Agreement, the non -
defaulting party shall serve notice of such default upon the defaulting party. If the default
is not commenced to be cured within thirty (30) calendar days after service of the notice of
default and is not cured promptly in a continuous and diligent manner within a reasonable
period of time after commencement, the defaulting party shall be liable to the non - defaulting
party for any damages caused by such default, and the non - defaulting party may thereafter
(but not before) commence an action for damages against the defaulting party with respect
to such default.
This Section 10.04 shall be in addition to any damages and penalties charged by the
Agency pursuant to Section 04.08 herein.
10.05 SPECIFIC PERFORMANCE
If either party defaults with regard to any of the provisions of this Agreement, the non -
defaulting party shall serve written notice of such default upon the defaulting party. If the
default is not commenced to be cured within thirty (30) calendar days after service of the
notice of default and is not cured promptly in a continuous and diligent manner within a
reasonable period of time after commencement the non - defaulting party, at its option, may
thereafter (but not before) commence an action for specific performance of the terms of this
Agreement pertaining to such default.
This Section 10.05 shall not preclude the imposition of penalties pursuant to Section 04.08
herein.
SECTION 11 REMEDIES AND RIGHTS OF TERMINATION
11.01 TERMINATION BY AGENCY
In the event that prior to the conveyance of title or possession of the Site, or any portion
thereof, to the Developer, or after conveyance, if certain financing commitments are not
Gisler Field DDA
Page 28 of 3 5
00003fo
obtained by Developer, and;
(1) The Developer shall fail to submit to the Agency the evidence of financing
commitments referred to in Section 03.15 of this Agreement within the time
established therefore in the Schedule of Performance (Attachment No. 4); or
(2) The Developer, or any successor in interest, assigns or attempts to assign
the Agreement without prior Agency consent, or any right therein, or in the
Site, or portion thereof; or
(3) There is substantial change in the ownership of the Developer, or with
respect to the identity of the parties in control of Developer, or the degree
thereof contrary to the provisions of Section 02.02 and 02.03 hereof; or
(4) The Developer does not submit any plans, drawings and related documents
as required by this Agreement by the date provided in this Agreement
therefor; or
(5) The Developer does not pay the Purchase Price installments or interest
payments to the Agency pursuant to this Agreement; or
(6) The Developer does not pay the development fees referred to in the
Schedule of Fees (Attachment No.9) within the time required therefor in the
Schedule of Performance (Attachment No. 4); or
(7) If any default or failure referred to in subdivisions (1), (2), (3), (4) or (5) of this
Section shall not be cured within thirty (30) calendar days after the date of
written demand by the Agency;
then this Agreement and any rights of the Developer, or any assignee or transferee, in this
Agreement, or arising therefrom with respect to the Agency, shall at the option of the
Agency, be terminated by written notice to the Developer, and neither the Agency nor the
Developer shall have any further rights against or liability to the other under this Agreement
with respect to the Site. If the termination occurs after conveyance of the Site or any
portion thereof, then Developer shall have no rights to conveyance of any balance of
property on the Site nor to any improvements made thereon.
11.02 TERMINATION BY DEVELOPER
In the event that prior to conveyance of title or possession of the Site to the Developer:
(1) The Agency does not tender either conveyance of title to the Site or
Gisler Field DDA
Page 29 of 3 5
000030
possession thereof, to the Developer in the manner and condition, and by the
date provided in the Agreement; or
(2) The Developer is unable despite diligent and good faith efforts. to obtain
financing for the acquisition and development of the Site as referred to in
Section 13.04 of this Agreement within the time established therefor in the
Schedule of Performance (Attachment No. 4); or
(3) The Developer determines, with the time established therefor in Section
03.12 of this Agreement, in its best professional judgement and after
appropriate investigation, that soil conditions within or proximate to the Site
is such that the Site cannot be economically or practically remediated or
placed into a condition suitable for development; and
(4) If any default or failure referred to in subdivision (1) of this Section shall not
be cured within thirty (30) calendar days after the date of written demand by
the Developer;
then this Agreement, at the option of the Developer, shall be terminated by written notice
thereof to the Agency, and neither the Agency nor the Developer shall have any further
rights against or liability to the other under this Agreement with respect to the Site, except
that the Developer shall not be absolved of any payments due to Agency or City resulting
from work performed by City or Agency pursuant to this Agreement.
SECTION 12 RIGHT OF REENTRY
12.01 RIGHT OF REENTRY / REPOSSESSION
The Agency shall have the right, at its option, to reenter and take possession of the Site,
or any portion thereof, with all improvements thereon, and to terminate and revest in the
Agency the estate theretofore conveyed to the Developer, if after conveyance of title or
possession of the Site and prior to the recordation of the Certificate of Completion
pertaining to the Site, or any portion thereof, the Developer, or its successors in interest,
has:
(1) Failed to submit applications for entitlements for the improvements as
required by his Agreement for a period of thirty (30) days after written notice
to proceed from the Agency, provided that the Developer shall not have
obtained an extension or postponement to which the Developer may be
entitled pursuant to Section 13.04 hereof; or
Gisler Field DDA
Page 30 of 35
00003
(2) Abandoned or substantially suspended construction of the improvements for
a period of three (3) months after written notice of such abandonment or
suspension has been given by the Agency to the Developer, provided the
Developer has not obtained an extension or postponement to which the
Developer may be entitled to pursuant to Section 13.04 hereof: or
(3) Assign or attempt to assign this Agreement, or any right herein, or transfer,
or suffer any involuntary transfer of the Site, or any part thereof, in violation
of this Agreement, and such violation shall not be cured within thirty (30)
calendar days after the date of receipt of written notice thereof by the Agency
to the Developer.
Such right to reenter, repossess, terminate and revest shall be subject to and be limited by
and shall not defeat, render invalid or limit:
(1) Any mortgage, deed of trust or other security interests permitted by this
Agreement;
(2) Any rights or interests provided in this Agreement for the protection of the
holders of such mortgages, deeds of trust or other security interests.
The rights established in Section 12.01 shall not apply to that portion of the Site on which
the improvements to be constructed thereon have been completed in accordance with this
Agreement and for which a Certificate of Completion has been recorded therefor as
provided for in Section 08.01.
The Grant Deed to the Site, or any portion thereof, shall contain appropriate reference and
provision to give effect to the Agency's right, as set forth in this Section 12.01 under
specked circumstances prior to the recordation of the Certificate of Completion, to reenter
and take possession of the Site, or any part thereof, with all improvements thereon, and to
terminate and revest in the Agency the estate conveyed to the Developer.
Upon the revesting in the Agency of title to the Site, or any part thereof, as provided in this
Section 12.01 the Agency shall, pursuant to its responsibilities under state law, use its best
efforts to resell the Site, or any part thereof, as soon and in such manner as the Agency
shall find feasible and consistent with the objectives of the Community Redevelopment Law
and the Redevelopment Plan to a qualified and responsible party or parties (as determined
by the Agency), who will assume the obligation of making or completing the improvements,
or such other improvements in their stead, as shall be satisfactory to the Agency and in
accordance with the uses specified for the Site, or any part thereof, in the Redevelopment
Plan. Upon such resale of the Site, or any part thereof, the proceeds thereof shall be
applied:
Gisler Field DDA
Page 31 of 35
00003!'
(1) First, to reimburse the Agency on its own behalf or on behalf of the City of
all costs and expenses incurred by the Agency, including but not limited to
salaries to personnel engaged in such action, in connection with the
recapture, management and resale of the Site, or any part thereof (but less
any income derived by the Agency from the sale of the Site, or any part
thereof, in connection with such management); all taxes, assessments and
water and sewer charges with respect to the site, or any part thereof, or (in
the event the Site, or any part thereof, is exempt from taxation or assessment
of such charges during the period of ownership, then such taxes,
assessments or charges, as would have been payable if the Site, or any part
thereof, were not so exempt); and payments made or necessary to be made
to discharge or prevent from attaching or being made any subsequent
encumbrances or liens due to obligations, defaults or acts of the Developer,
its successors or transferees; and expenditures made or obligations incurred
with respect to the making or completion of the agreed improvements or any
part thereof on the Site, or any part thereof; and any amounts otherwise
owning to the Agency by the Developer and its successor or transferee; and
(2) Second, to reimburse the Developer, its successor or transferee, up to the
amount equal to: (a) the sum of the purchase price paid to the Agency by the
Developer for the Site (or allocable to the part thereof); and (b) the costs
incurred for the development of the Site, or any part thereof, or for the
construction of the agreed upon improvements thereon, less (c) any gain or
income withdrawn or made by the Developer therefrom or from the
improvements thereon.
Any balance remaining after such reimbursements shall be retained by the Agency as its
property.
To the extent that the right established in Section 12.01 involves a forfeiture, it must be
strictly interpreted ageins! :the Agency, the party for whose benefit it is created. The
rights established in this Section 12.01 are to be interpreted in light of the fact that the
Agency will convey the Site to the Developer for development and not for speculation in
undeveloped land.
SECTION 13 GENERAL PROVISIONS
13.01 NOTICES, DEMANDS AND COMMUNICATIONS BETWEEN THE PARTIES
Formal notices, demands and communications between the Agency and the Developer
shall be sufficiently given if dispatched by registered or certified mail, postage prepaid,
Gisler Field DDA
Page 32 of 35
006040
return receipt requests, to the principal offices of the Agency and the Developer, as
designated in Sections 02.01 and 02.02 hereof. Such written notices, demand and
communications may be sent in the same manner to such other addresses as either party
may from time to time designate by mail as provided in this Section 13.01.
13.02 CONFLICTS OF INTEREST
No member, official or employee of the Agency shall have any personal interest, direct or
indirect, in this Agreement nor shall any such member, official or employee participate in
any decision relating to the Agreement which affects his personal interests or the interests
of any corporation, partnership or association in which he is, directly or indirectly,
interested.
The Developer warrants that it has not paid or given, and will not pay or give, any third
party any money or other consideration for obtaining this Agreement.
13.03 NONLIABILITY OF THE AGENCY OFFICIALS AND EMPLOYEES
No member, official, employee, agent or consultant of the Agency shall be personally liable
to the Developer, or any successor in interest, in the event of any default or breach by the
Agency or for any amount which may become due to the Developer or to its successor, or
on any obligations under these terms of this Agreement.
13.04 ENFORCED DELAY: EXTENSION OF TIME OF PERFORMANCE
In addition to specific provisions of this Agreement, performance by either party hereunder
shall not be deemed to be in default where delays or defaults are due to war, insurrection,
strikes, lockouts, riots, floods, earthquakes, fires, Acts of God, acts of the public enemy,
epidemics, quarantine restrictions, freight embargoes, lack of transportation, governmental
restrictions or priority, litigation, unusually severe weather, inability to secure necessary
labor, materials or tools, delays of any contractor, subcontractor or supplies, acts of the
other party, acts or failure to act of the City or any other public or governmental agency or
entity (other than that any act or failure to act of the Agency shall not excuse performance
by the Agency) or any other causes beyond the control or without the fault of the party
claiming and extension of time to perform. An extension of time for any such causes shall
be for the period of the enforced delay and shall commence to run from the time of the
commencement of the cause, if notice by the party claiming such extensions is sent to the
other party within thirty (30) calendar days of knowledge of the commencement of the
cause. Times of performance under this Agreement may also be extended in writing by the
Agency and the Developer.
Gisler Field DDA
Page 33 of 35
000,04-1
13.05 INSPECTION OF BOOKS AND RECORDS
The Agency shall have the right at all reasonable times to inspect the books and records
of the Developer pertaining to the Site as pertinent to the purposes of this Agreement. The
Developer shall also have the right at all reasonable times to inspect the books and records
of the Agency pertaining to the Site as pertinent to the purposes of this Agreement.
13.06 APPROVALS
Approvals required of the Agency or the Developer shall not be unreasonably withheld,
conditioned or delayed.
13.07 REAL ESTATE COMMISSIONS
The Agency shall not be liable for any real estate commissions, brokerage fees or finders
fees which may arise from the sale of the Site, or any portion thereof, to the Developer.
The Agency and the Developer each represent to the other that it has employed no broker,
agent or finder in connection with this transaction or Agreement.
13.08 MONTHLY PROGRESS REPORTS
Developer shall prepare and submit monthly progress reports to the Agency beginning sixty
(60) calendar days following the execution of this Agreement outlining the then current
status of the Project including the status of:
(1) preparation of plans,
(2) permit applications and other applications for required approvals,
(3) construction, and
(4) such other matters as requested by the Agency Executive Director, or his
designee, from time to time.
SECTION 14 ENTIRE AGREEMENT, WAIVERS AND AMENDMENTS
14.01 ENTIRE AGREEMENT
This Agreement shall be executed in three (3) duplicate originals each of which is deemed
to be an original. This Agreement includes 34 pages and 9 attachments which constitute
the entire understanding and agreement of the parties.
Gisler Field DDA
Page 34 of 35
This Agreement integrates all of the terms and conditions mentioned herein or incidental
hereto, and supersedes all negotiations or previous agreements between the parties with
respect to all or any part of the Site.
None of the terms, covenants, agreements or conditions set forth in this Agreement shall
be deemed to be merged with the Grant Deed conveying title to the Site, or any part
thereof, and this Agreement shall continue in full force and effect from the date on which
this Agreement is executed by the Agency until after a Certificate of Completion for the
entire Site as provided in Section 08.01 is recorded.
All waivers of the provisions of this Agreement must be in writing and signed by the
appropriate authorities of the Agency or the Developer, and all amendments hereto must
be in writing and signed by the appropriate authorities of the Agency and the Developer.
This Agreement and any provisions hereof may be amended by mutual written agreement
by the Developer and the Agency.
DING ................................... ............................... ............ .
_....._ ................................................. ...............................
E 1 MM
SECTION 164 TIME OF ACCEPTANCE OF AGREEMENT BY THE AGENCY
4 I D_ u
This Agreement, when executed by the Developer and delivered to the Agency, must be
authorized, executed and delivered by the Agency within thirty (30) days after this
Agreement is signed by the Developer on written notice to the Agency. The date of this
Agreement shall be upon signature by the Agency.
REDEVELOPMENT AGENCY CABRILLO ECONOMIC
CITY OF MOORPARK DEVELOPMENT CORPORATION
(AGENCY) (DEVELOPER)
Gisler Field DDA
Page 35 of 36
00004%
By: By:
Patrick Hunter, Chairman
Dated:
ATTEST:
LION
Deborah S. Traffenstedt
Agency Secretary
Gisler Field DDA
Dated:
Page 36 of 36
oouo4i!
ATTACHMENT NO. 1
SITE MAP
uWAS
02 RANCHO SlMI
PORTION TRACT
1&5i' —'1'r - 21 1.3 sas
21st
C4
ss- o943a6
Q
SHASTA _ 25 R I �,
AVENUE 2.1 tb4c. � � � ------- - =-;-t
60' I
shoe ' 1
TRACT 12 1240 11
6.60k. $ I
� I
I
$ Pb*A
%osa�9 31 i 17.76Ac.
7.19Ac.
5925"E 4287, I POWDOM SCH
I
I
�6� =zoo I
-5f.44'
�I
TRACT 13 1240 = '"�
21PM35
Al
`b�` NB93J$0'E 461.97' 244.02' I ?60.M.
� 699.60' � --------- (AS,SEN - - - --
LAS,SEN
TRACT AVE.
>z4o
08
Por.. Lot P, Poindexter Sub. M.R. ®(i(D4;
Portion Rancho Simi, M.R. Y Pa j5' Pg•5
ATTACHMENT NO.2
lultO144ftf rL gI9I •
Portions of Parcel A of Lot Line Adjustment 95 -3 (Parcels 1 and 2), Recorded on April
27, 1995 as instrument No. 95 -050899, Official Recorder, County of Ventura, State of
California, described as follows:
Commencing at the most northwesterly corner of said Parcel A; said comer also being
a point on the southerly line of Poindexter Avenue, recorded in Book 21, Page 34 -35 of
parcel maps in the Office of the County Recorder, County of Ventura.
1st Thence, North 00 03' 44" East, a southerly distance of 626.03 feet along the
westerly boundary of said Parcel Map;
2"d Thence, North 890 59'25" East, an easterly distance of 33.00 feet;
3rd Thence, North 00 04' 12" East, a southerly distance of 428.06 feet, along the
westerly boundary of said Parcel Map, to a point on the north right -of -way line of
Lasson Avenue, 56.00 feet wide, as shown on Tract 1240 recorded March 31, 1961,
in Book 30, Pages 56 through 59 of Miscellaneous Records of said County;
Thence, North 89° 33' 50" East, an easterly distance of 237.63 feet;
51h Thence, a distance of 63.73 feet northeasterly along the westerly concave arc,
having a radius of 50 feet and a central angle of 2190 05' 30"
6"' Thence, tangent to said curve North 12" 49 12" East, a northerly distance of 54.50
feet to the beginning of the tangent curve, concave westerly, having a radius of
110.00 feet, and a central angle of 12° 45' 20 ";
7"' Thence, northerly along the arc of said curve, a distance of 24.49 feet;
Thence, tangent to said curve North 000 03' 52" East, a northerly distance of
164.97 feet to the beginning of tangent curve, concave easterly, having a radius of
270.00 feet and a central angle of 10° 54' 57';
Vh Thence, northerly along the arc of said curve, a distance of 51.44 feet;
10t" Thence, tangent to said curve North 100 58' 49" East, a northerly distance of 85.25
feet to the beginning of a tangent curve, concave westerly, having a radius of
330.00 feet and a central angle of 100 54' 57 ";
11t�' Thence, northerly along the arc of said curve, a distance of 62.87 feet;
00604
12th Thence, tangent to said curve North 00° 03' 52" East, a northerly distance of
333.71 feet to the generally southerly line of the parcel per deed record in Book
511, Page 215, of Official Records, in the Office of the County Recorder, County
of Ventura;
13th Thence, along said generally southern line, North 89° 57' 29" West, a westerly
distance of 9.92 feet to the generally southwest comer of said parcel;
10 Thence, along the westerly line of said parcel, North 000 04'41" East, a northerly
distance of 239.70 feet to the southerly line of said Poindexter Avenue;
15th Thence, North 890 57' 29" West, a westerly distance of 350.80 feet along the
southerly line, to the Point of Commencement.
O 044
ATTACHMENT NO.3
1. Site Purchase Price
Developer shall pay the Moorpark Redevelopment Agency the Site Purchase Price of ONE
MILLION FIVE - HUNDRED THOUSAND DOLLARS ($1,500,000.00).
Developer shall provide a Promissory Note and deed of trust in the amount of $1,475,000.
Said note may be subordinate to a construction loan and related first deed of trust on the
property and to no others.
2. Interest
Commencing at the time a Final Tract Map is recorded by Developer, but in no case later
than twenty-four (24) months following the execution of the Disposition and Development
Agreement by the Agency, interest shall begin to accrue on the outstanding balance of the
Site Purchase Price. Interest charged shall be at the most recent quarterly interest rate
reported by the Local Agency Investment Fund (LAIF), and shall be adjusted quarterly
based on said LAIF interest rate. Interest shall be calculated on a simple annual basis 0.j
the pphems ern i nt.and posted monthly based on one - twelfth {1112th) of the annual
amount.
Should Developer be in default of the Agreement pursuant to Section 10 of this
Agreement, Developer shall have no rights to the return of any interest paid pursuant to
this Attachment 3.
3. Interest Payments
Developer shall commence paying the interest accrued pursuant to Subpart 2 herein on
the outstanding balance of the Site Purchase Price thirty (30) calendar days following the
close of construction loan for development of the Site. Each month thereafter, Agency
shall submit to Developer an invoice on the interest amount due and payable to Agency,
and Developer shall pay such invoice amount within fifteen (15) calendar days of receipt.
4. Site Purchase Price Payment
Beginning at the time of sale of the first parcel developed at "market rate" Developer shall
pay to Agency an amount equal to one - forty -fourth (1 /44th) of the principal Site Purchase
Price, or THIRTY -THREE THOUSAND FIVE HUNDRED TWENTY -THREE DOLLARS and
no cents ($33,523.00). Said payment amount shall be included in and made a part of
escrow payments. Payment shall be disbursed to Agency through escrow prior to release
of the lien on the parcel pursuant to Section 03.05 of this Agreement.
6 () C () •!`
5. Reimbursement for Public Improvements
Agency shall reimburse Developer one -half (1/2) of the construction cost of the north/south
public street to be constructed from Poindexter Avenue to the entrance to Poindexter Park
and the storm drain to be constructed in said street, except as provided for in Section
03.05(3) of the Agreement. Payments will be made in accordance with the Agency's
regular warrant procedures upon receipt of an invoice from Developer stating the speck
work completed and for payment is requested, and upon verification by the City's engineer
that the work has been satisfactorily performed. Agency shall withhold ten percent (10 %)
of each invoice request until all of the construction required for the public street and storm
drain under this Agreement has been completed, a Notice of Completion has been filed
and no liens have been filed.
�
0060�
ATTACHMENT NO.4
1. Schedule of Performance by Developer
Unless extended as a result of an enforced delay, as provided for in Section 13.04 of the
Agreement, or otherwise agreed to by Agency, Developer shall be required to perform in
accordance with the following schedule. Failure to perform shall result in assessment of
penalties as provided for in Section 04.08 of the Agreement, and may, at the option of
Agency, result in a default of the Agreement.
June 1998 Good faith payment due
June 1998 Disposition and Development Agreement executed
July 1998 Submittal of basic concept and schematic drawings for Agency
approval (Sec. 04.02)
August 1998 Agency approval of concept and schematic drawings (Sec.
04.05)
August 1998 Submittal of waiver requests
September 1998 Application for entitlements submitted (Sec 04.07)
November 1998 Applications submitted to Planning Commission and/or Council
for review and action
January 1999 Entitlements approved
January 1999 Begin final engineering and architectural design
March 1999 Civil engineering plans submitted to engineering
March 1999 Grading plans submitted to engineering
March 1999 Building plans submitted for plan check
July 1999 Civil engineering plans approved
July 1999 Building plans approved
July 1999 Other government agencies' approvals obtained
000051
July 1999
August 1999
August 1999
August 1999
December 1999
December 1999
December 1999
December 1999
January 2000
January 2000
June 2000
June 2000
June 2000
August 2000
October 2000
February 2001
April 2001
January 2002
January 2002
Submit proof of financing (Sec. 03.14)
Escrow opens (Sec. 03.02)
Submit copy of Developer's executed contract documents
(Sec. 03.14)
Promissory Note prepared for Agency review (Sec. 03.07)
Final Map recorded / Interest begins to accrue
HOA recorded
Escrow doses within 30 days of recordation, title conveyed to
CEDC (Sec. 03.03)
Construction loan closes
Interest payments begin
Phase One construction begins
Marketing begins
Payment of Site Purchase Price begins with sale of market
value units
Interest begins to accrue if Final Map not yet recorded
Phase Two construction begins
Sales completed, Phase One
Phase Three construction begins
Sales completed, Phase Two
Full construction of new public street completed
Sales completed, Phase Three
( HMI-7 A
ATTACHMENT NO.5
lei ' I A161 :sz 11 A
RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:
Cabrillo Economic Development Corporation
11011 Azahar Street
Saticoy, CA 93004
Attention: Karen Flock
No fee for recording pursuant to
Government Code Section 273S3
GRANT DEED
For valuable consideration, the receipt of which is hereby acknowledged,
The City of Moorpark Redevelopment Agency, a public body, corporate and politic
(the "Grantor"), acting to carry out its redevelopment purposes pursuant to the Community
Redevelopment Law of the State of California, hereby grants to Cabrillo Economic
Development Corporation, a California nonprofit public benefit corporation (the "Grantee ")
the real property (the "Property l described in Exhibit A attached hereto and incorporated
in this Grant Deed by this reference.
1. The Property is conveyed subject to the Disposition and Development
Agreement (the "Agreement ") by and between the Grantor and the Grantee, dated as of
June 1998.
2. The Grantee hereby covenants and agrees, for itself and its successors and
assigns, that the Grantee and such successors and assigns shall promptly begin and
diligently prosecute to completion the redevelopment of the Property through the
construction of the improvements required to be constructed pursuant to the Agreement
(the "Improvements "), and that such construction shall be commenced and completed
within the times provided in the Agreement.
Promptly after completion of the Improvements, or portions thereof, on the Property
in accordance with the provisions of the Agreement, the Grantor will furnish the Grantee
with an appropriate instrument so certifying (a "Certificate of Completion "). Such
Certificate of Completion by the Grantor shall be a conclusive determination of satisfaction
and termination of the agreements and covenants in the Agreement and in this Grant Deed
0 0b0�3
with respect to the obligations of the Grantee and its successors and assigns to construct
the Improvements, or application portion thereof, and the dates for the beginning and
completion of such construction.
3. The Grantee covenants and agrees, for itself and its successors and assigns,
that there shall be no discrimination against or segregation of any person or group of
persons on account of race, color, creed, religion, sex, sexual orientation, marital status,
national origin, ancestry or disability in the sale, lease, sublease, transfer, use, occupancy,
tenure or enjoyment of the Property, nor shall the Grantee 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 and the Improvements
thereon.
All deeds, leases or contracts made relative to the Property and the Improvements
thereon or any part thereof, shall contain or be subject to substantially the following
nondiscrimination clauses:
In deeds: "The grantee herein covenants by and for itself, its heirs,
. ...............................
...............................
executors, administrators, sta 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 reee, eefer,
h in
>
the sale lease
sublease, transfer, use, occupancy, tenure or enjoyment of the land herein
OW
or conveyed, nor shall the grantee OWor any person claiming under or
through the grantee 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 land herein conveyed. The foregoing covenants shall run with
the land."
b. In leases: "The lessee herein covenants by and for itself; its heirs, executors,
.... ...............................
administrators"*** =
permit any such practice or practices of discrimination or segregation with
reference to the selection, location, number, use or occupancy of tenants,
.... ...............................
..... ...............................
lessees, subtenants.-... or vendees in the land herein leased."
C. In contracts: "There shall be no discrimination against or segregation of, any
person or group of persons on account of race, color, creed, religion, sex,
sexual orientation, marital status, national origin, ancestry or disability in the
sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the
land, nor shall the transferee, or any person claiming under or through the
transferee, 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 or vendees in the
land."
4. The Grantee represents and agrees that the Property will be used for the
purposes of timely redevelopment as set forth in the Agreement and not for speculation
in landholding. The Grantee further recognizes that in view of the following factors, the
qualifications of the Grantee are of particular concern to the community and the Grantor.
a. The importance of the redevelopment of the Property to the general welfare
of the community; and
b. The land acquisition assistance and other public aids that have been made
available by law and by the government for the purpose of making such
redevelopment possible; and
C. The reliance by the Grantor upon the unique qualifications and ability of the
Grantee to serve as the catalyst for development of the Property and upon
the continuing interest which the Grantee will have in the Property to assure
the quality of the use, operation and maintenance deemed critical by the
Grantor in the development of the Property; and
d. The fad that a change in ownership or control of the owner of the Property,
or of a substantial part thereof, or any other ad or transaction involving or
resulting in a significant change in ownership or with respect to the identity
of the parties in control of the Grantee or the degree thereof is for practical
purposes a transfer or disposition of the Property; and
e. The fact that the Property is not to be acquired or used for speculation, but
only for development and operation by the Partnership in accordance with
the Agreement; and
The importance to the Grantor and the community of the standards of use,
operation and maintenance of the Property.
006051
The Grantee further recognizes that it is because of such qualifications and identity
that the Grantor has entered into the Agreement and has conveyed the Property to the
Grantee.
For the reasons stated above, the Grantee covenants, for itself and its successors
and assigns, that there shall be no sale, transfer, assignment, conveyance, lease, pledge
or encumbrance of the Agreement, or the Property and the Improvements thereon or any
part thereof, or of other ownership interest in the Grantee in violation of the Agreement.
No voluntary or involuntary successor in interest of the Grantee shall acquire any
rights or powers under this Grant Deed or the Agreement except as expressly set forth in
this Grant Deed or the Agreement.
5. The covenants contained in Sections 2 and 4 regarding construction, and
transfers of interests, shall remain in effect until a Certificate of Completion has been
issued (or is required to be issued) for all the Improvement. The covenants contained in
Section 3 regarding nondiscrimination shall remain in effect in perpetuity.
6. No violation or breach of the covenants, conditions, restrictions, provisions or
limitations contained in this Grant Deed shall defeat or render invalid or in any way impair
the lien or charge of any mortgage, deed of trust or other financing or security instrument
permitted by the Agreement or otherwise approved by the Agency, provided, however, that
any successor of Grantee to the Property shall be bound by such.covenants, conditions,
restrictions, limitations and provisions, whether such successor's title was acquired by
foreclosure, deed in lieu of foreclosure, trustee's sale or otherwise.
7. The covenants contained 'in Sections 2, 3 and 4 of this Grant Deed shall, without
regard to technical classification or designation, legal or otherwise specifically provided
in this Grant Deed, be, to the fullest extent permitted by law and equity, binding for the
benefit and in favor of and enforceable by the Grantor, its successors and assigns, the City
of Moorpark and any successor in interest to the Property or any
.
part thereof, and such covenants shall run in favor of the Grantor and such aforementioned
parties for the entire period during which such covenants shall be in force and effect,
without regard to whether the Grantor is or remains an owner of any land or interest
therein to which such covenants relates. In the event of any breach of any of such
covenants, the Grantor and such aforementioned parties shall have the right to exercise
all of the rights and remedies, and to maintain any actions at law or suits in equity or other
property proceedings to enforce the curing of such breach. The covenants contained in
this Grant Deed shall be for the benefit of and shall be enforceable only by the Grantor,
its successors and such aforementioned parties.
89.. Subject to and in accordance with the procedures and provisions of Section
of the Agreement , the Grantor shall have the right, at
its option, to reenter and take possession of the Property hereby conveyed, or such portion
thereof, with all Improvements thereon, and revest in the Grantor the estate conveyed to
the Grantee, if the Agreement is terminated pursuant to Sectioni': of the
Agreement prior to recordation of a Certificate of Completion for all the Improvement.
The Grantor shall have the right to institute such actions or proceedings as it may
deem desirable for effectuating the purposes of this Section, including also the right to
execute and record or file with the Recorder of the County of Ventura, a written declaration
of the termination of all rights and title of the Grantee, and its successors in interest and
assigns, in the Property, and the revesting of title thereto in the Grantor. Any delay by
Grantor in instituting or prosecuting any such actions or proceedings or otherwise
asserting its rights under this Section shall not operate as a waiver of such rights or to
deprive it of or limit such rights in any way (it being the intent of this provision that Grantor
should not be constrained so as to avoid the risk of being deprived of or limited to the
exercise of the remedy provided in this Section because of concepts of waiver, laches, or
others), nor shall any waiver in fact made by the Grantor with respect to any specific
default by the Grantee, its successors and assigns, be considered or treated as a waiver
of the rights of the Grantor with respect to any other defaults by the Grantee, its
successors and assigns, or with respect to the particular default except to the extent
specifically waived.
3"t0. Only the Grantor, its successors and assigns, and the Grantee and the
successors and assigns of the Grantee in and to all or any part of the fee title to the
Property shall have the rights to consent and agree to changes or to eliminate in whole or
in part any of the covenants contained in this Grant Deed or to subject the Property to
additional covenants, easements, or other restrictions. For purposes of this Section,
successors and assigns of the Grantee shall be defined to include only those parties who
hold all or any part of the Property in fee title, and not to include a tenant, lessee,
easement holder, licensee, mortgagee, trustee, beneficiary under deed of trust, or any
other person or entity having an interest less than a fee in the Property.
In the event there is a conflict between the provisions of this Grant Deed and the
Agreement. it is the intent of the parties hereto and their successors in interest that the
Agreement shall control.
+011. This Grant Deed may be executed and recorded in two or more counterparts,
each of which shall be considered for all purposes a fully binding agreement between the
parties.
() U () 5
IN WITNESS WHEREOF, the parties hereto have executed this Grant Deed as of this _
, 1998.
GRANTOR:
REDEVELOPMENT AGENCY OF THE
CITY OF MOORPARK a public body
corporate and politic
By:
Name:
Its:
GRANTEE:
CABRILLO ECONOMIC
DEVELOPMENT CORPORATION, a
California nonprofit public benefit
corporation
By:
Name:
Its:
(J � ()5s
ATTACHMENT NO.6
The City of Moorpark Redevelopment Agency (hereinafter "Agency") and Carillon
Economic Development Corporation (hereinafter "Developer") do hereby agree that the
following Covenants affecting that real property referred to as Gisler Field (hereinafter
"Site "), and the development thereof, shall be subject to the following Covenants as
condition of conveyance of title to said Site.
1. Development of Site
Developer shall develop Site in conformance with the Scope of Development contained
in the Agreement signed between the Agency and the Developer on the day of June
1998.
The Site shall be developed for fifty -nine (59) single family detached residential housing
units, of which five (6) ''> units shall remain affordable for households of low
income and four (4) units shall remain affordable for households of very-low income for the
duration of the Moorpark Redevelopment Plan, amd an additiemal six (6) units shall be geld
with accompanying public and private streets
in accordance with and within the limitations established in the Scope of Development of
the Agreement, and in accordance with plans approved by Agency and subject to
approvals by City.
2. Numbering of Lots
Prior to conveyance of title Developer shall record a Final Tract May with the County of
Ventura indicating thereon all property to be deeded to City for public infrastructures, and
all lots, individually numbered, to be developed pursuant to the Agreement.
3. Restriction of Sale of Lots
Each lot shall bear a restriction thereon that the sale of said lot by Developer or its
successors shall not be final until Agency has provided written approval of said sale and
a Certificate of Completion shall have been issued. Agency shall not deny the sale of said
lot unless Developer has failed to pay all land costs and all associated development fees
and costs to Agency and City prior to close of escrow.
4. Completion of Public Improvements
Prior to Agency giving final approval to the last ten (10) lots to be sold at "market rates"
Developer shall be required to complete full development of the public street extending
from Poindexter Avenue to the southerly entry to Poindexter Park, which shall be a
condition of the Final Tract Map. The Agency may withhold approval of sale on said ten
(10) lots until such time as the improvements are completed, or the Agency may, at its sole
discretion, permit the Developer to provide a cash payment for the total cost of any
surveying, land acquisitions, recordation, legal fees, construction and related inspection
60C,(y55
fees, and any other related fees determined by Agency to be required to complete the
construction of said street. Should the cash payment option be permitted by the Agency,
Developer shall be responsible for the full costs and Agency shall not be obligated to
share in any cots for construction as provided for in the Agreement.
5. Restrictions for Affordable Housing Units
Each lot that the Developer has identified as being for sale for low and very-low income
.......................... .
............................
households shall not be final until the Agency has reviewed and approved the t.6
..
t ualification of the buyer as being of low or very-low income and has
approved the deed restriction to be made a part of the Deed of Trust to maintain the
property for low and very-low income households as required in the Agreement.
6. Not Used as Collateral
The Site shall not be used as collateral for any purpose whatsoever except for the purpose
of obtaining a Construction Loan for the development of the Sete pursuant to the
Agreement.
7. Homeowners Association Required
All parcels shown on the Final Tract Map shall be included in a Home Owners Association
which shall be established for the purpose of maintaining all streets and sidewalks within
the rights-of-way of the private streets. Recordation, deposits and all other required
actions to effectuate the establishment of the Association shall be in compliance with State
law and requirements of the City of Moorpark.
8. Promissory Note
Prior to close of escrow, Developer shall provide a Promissory Note in a form approved
by Agency for the full purchase price of Site and related costs. Said Note shall be secured
by a Deed of Trust which may be subordinate to the Construction Loan for the Site only,
and shall not be subordinate to any other party or cause at any time.
9. Transfer of Public Right -of -Way
Within thirty (30) calendar days of completion of public right -of -way improvements on the
Site and approval and acceptance of said improvements by Agency, Developer, at its sole
cost, shall transfer ownership of said public rights -of -way to the City in fee simple.
10. Prohibition Against Transfer
Prior to recordation of a Certificate of Completion, Developer shall not make any total or
partial sale, transfer, conveyance or assignment of the whole or any part of the Site or the
improvements thereon, except for sale of individual homes to home buyers, without prior
written Agency approval as required in the Agreement.
11. Refrain from Discrimination
The Developer covenant and agrees for itself, its successors, its assigns and every
successor in interest to the Site or any part thereof, that there will be no discrimination
against or segregation of any person, or group of persons, on account of sex, age, marital
()C ()(;®
status, race, color, creed, religion, disability, familial status, national origin or ancestry in
the sale, lease, sublease, transfer, use, or occupancy of the Site, nor shall the Developer
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 the Site.
By their signatures hereto, both parties do hereby concur with this Agreement Containing
Covenants Affecting Real Property.
AGENCY:
Chairman
Date:
ATTEST:
Agency Secretary
DEVELOPER:
Date:
0000GIL
ATTACHMENT NO.7
SCOPE OF D VEL PME T
A. DEVELOPER RESPONSIBILITIES
1. General
The Developer shall construct, or cause to be constructed on the Site:
A. A total of fifty -nine (59) single family detached residential units; and
B. All interior street and other infrastructure improvements required for the Site
pursuant to City requirements and this Agreement; and
C. A full public street extending from Poindexter Avenue southwardly
approximately 920 feet to owoowwithe southern parking lot entrance to
Poindexter Park; and
D. Full sidewalk and landscape improvements along the southern portion of
Poindexter Avenue in accordance with the Agency's approved Site Plan.
2. Housing Units
The Developer shall be required to construct a residential development containing, at a
minimum, the following standards:
A. The single family detached residential units shall contain a minimum of
three (3) bedrooms and not less than seventy - percent (70°x6) of all units shall
contain four (4) bedrooms; and
B. All dwelling units along the westerly portion of the Site shall be single story
units only; and
C. A new minimum six feet (6) high block wall shall be constructed along the
west property line of the Site which shall match the design of the wall
constructed along the west and north property line of the adjoining commercial
center; and
D. All interior lot walls shall be of concrete blocks or similar materials; and
E. All exterior lot walls shall be constructed of concrete blocks, stuccoed and
painted; and
F. Not less than three (3) variations of external designs shall be included in
60PAC2
the project; and
G. All elevations and colors of the residential units shall be presented for
Agency approval prior to submittal to plan check; and
H. No units shall face unto the new north /south street to be constructed, nor
upon Poindexter Avenue; and
I. All units along the northern portion of the Site (adjacent to Poindexter
Avenue) shall be constructed in a manner to meet all applicable noise
abatement requirements of State and local laws; and
J. All lots are to meet City Code requirements, including setbacks, unit size
and ..parking requirements, unless specific variances or other wei�refs
........ .............................
re obtained from the City.
A. The southerly side of Poindexter Avenue shall be improved with a five foot
(5') concrete sidewalk and not less than ten feet (10') of landscaped area If
t (r#y>, to be approved by Agency; and
B. The forty foot (40') wide north/south public street at the easterly portion of
site including its intersection with Poindexter Avenue shall be fully constructed in
accordance with City standards within a fifty -three (53') foot right -of -way; and
a. Developer shall be solely responsible for the acquisition of any
additional right -of -way required for the completion of this construction
prior to completion of development on the Site; and
b. for the portion of the public street abutting Poindexter Park, the
landscaping between the required sidewalk and the park shall be to
match the park.
C. A storm drain shall be constructed in the north /south public street in
accordance with the design standards of the City; and
D. Developer shall construct four (4') wide concrete sidewalks on both sides of
the north /south street from Poindexter Avenue to the northern entrance to the
Poindexter Park parking lot; and
E. Developer shall construct a landscaped area of not less than three (3) feet
in width along the westerly side of the north /south street, to be approved by the
Agency; and
0 () (--"0("
F Developer shall provide an improved pedestrian access through the Site to
the commercial center located south of the Site; and
G. All interior streets shall be constructed in accordance with acceptable
engineering design and to the standards required by public agencies; and
a. Interior cul -de -sac streets shall have a forty -four foot (44') right of way
with a thirty -six foot (36') paved roadway and four foot (4') sidewalks; and
b. Interior loop street shall have a forty-four foot (44') right -of -way with a
thirty -six foot (36') paved roadway and four foot (4') sidewalks. The
elbows of said loop streets shall meet the requirements of the Ventura
Count y Fire Protection District; and
H. All streets shall contain streetlights, utilities, access and other
improvements required of residential developments in the City of Moorpark; and
All utilities to parcels on the Site shall be underground.
MOOKIT, •_11
A. Not less than eleven (11) of the dwelling units shall be affordable for sale to
low income households, as determined by the Federal Department of Housing
.........................
and Urban Development (HUD) for Ventura County at the time of sale ttW-
B. Not less than four (4) additional dwelling units shall be affordable for sale
to very-low income households, as determined by the Federal Department of
Housing and Urban Development (HUD) for Ventura County at the time of sale
; ; :
Aft
60,0064
ATTACHMENT NO.8
AGREEMENT FOR AFFORDABLE HOUSING
1•u UTIC-1:4 17-17-nom r
A minimum of eleven (11) of the homes shall be sold to low income eligible purchasers and
a minimum of four (4) of the homes shall be sold to very low income eligible purchasers
("the assisted units "). The four (4) homes to be gold to very low imeme purehasers and five
(5) oF the homes to be sold to lew ineome purehesers '`r31 +`''hilt: >::,;;.:
:.
`:1>shall remain for sale to affordable household for the life of the
Moorpark Redevelopment Plan. The purchase prices of all assisted units shall not exceed
the appraised value of the home. Each eligible purchaser shall be required to make a down
payment of at least three percent (3 %) of the approved purchase price and shall obtain a
maximum feasible first mortgage from a private financial institution or public program. The
eligible purchaser shall use the first mortgage and down payment funds to pay developer
the purchase price. In the event the first mortgage and down payment are insufficient to
fund the purchase price, the eligible purchaser may receive a developer second mortgage
loan to pay the shortfall between the purchase price and the down payment and first
mortgage proceeds.
To assist eligible purchasers in acquiring the assisted units, the developer shall
convert up to the :total principal amount of $910,000 to developer second mortgage loans,
with each developer second mortgage loan t#"not to exceed fifty thousand dollars
($50,000) for low income homes and ninety thousand dollars ($90,000) for very low income
homes. Each developer second mortgage loan made to an eligible purchaser shall be in
an amount equal to the difference between the purchase price minus the first mortgage
amount and the down payment amount. Developer second mortgages, shall first be
reserved for t' the mine -(9) units to remain affordable for the term of the Redevelopment
...... ..
Plan. ,
exeeed the primeipal arrieumt of $91 0,00G7
Section 1.3 Conditions to Developer Second Mortgage Loans
(A) As a condition precedent to an eligible purchaser receiving a second mortgage
loan from the developer, developer shall obtain from the eligible purchaser certifications
of household income and household size in a form to be provided by the Agency (the
"Income Certification ") to ensure that the proposed home buyer is an eligible purchaser.
Home buyer certifications shall not take place more than one hundred and twenty (120)
days prior to the sale of a home to the eligible purchaser. The developer shall verify that
the income provided by eligible purchaser in an income certification is accurate by taking
two or more of the following steps as a part of the verification process: (i) obtain a pay stub
for the #iW ;;most recent pay period; (ii) obtain arrincome tax returns for the
most recent tax year; (iii) conduct a credit agency or similar search; (iv) obtain an income
verification form from the eligible purchaser's current employer; (v) obtain an income
verification form from the Social Security Administration and/or the California Department
of Social Services if the eligible purchaser receives assistance from either of such
agencies; or (vi) if the eligible purchaser is unemployed and has no such tax return, obtain
another form of independent verification.
(B) As a condition precedent to an eligible purchaser receiving a second mortgage
loan from the developer, an eligible purchaser shall certify that he or she will occupy the
assisted unit as a principal place of residence and shall agree to in no event lease the
assisted unit, utilizing a form of certification to be provided by the developer (the "Owner
Occupancy Certification ")
(C) As a condition to receiving a second mortgage loan, an eligible purchaser shall:
(1) execute a second mortgage note in the amount of the second mortgage loan; (ii)
execute and record against the home a second mortgage deed of trust securing the eligible
purchaser's obligations under the second mortgage note; (iii) execute and record against
the home a second mortgage resale restriction; and (iv) execute a borrower disclosure
form; and such other documents required by the developer in its reasonable discretion.
(D) For each eligible purchaser receiving a second mortgage loan, developer shall
transmit to the Agency the eligible purchaser's income certification (with attached required
documentation), Owner Occupancy Certification, Borrower Disclosure Form, and Second
Mortgage Note, Second Mortgage Deed of Trust, and the Second Mortgage Resale
Restriction all executed by the eligible purchaser, at least five (5) :>€ working days
prior to the sale of the home to the eligible purchaser.
The developer will provide forms of the following documents to the Agency for
review. the Owner Occupancy Certification; second mortgage note; second mortgage deed
of trust; second mortgage resale restriction; and borrower disclosure form.
The resale restriction tie S c d far W. t T .'wettId Ott
require sale to the same category income buyer for the mime (9) � € designated
.... ........ .
units, or option for developer to purchase the home
Plan. Developer shall assure that. sufficient funds ace available through. the term of the
Moorpark Redevelopment plan to maintain the required number of wits et affordable
purchase prices.
000611 P]
ATTACHMENT NO.9
1. Good Faith Payment
At the time of submittal of signed Agreements to the Agency for execution, Developer shall
provide payment in the amount of TWENTY -FIVE THOUSAND DOLLARS ($25,000) as
a °Good Faith Payment" as required in the Request for Proposal. Siad "Good Faith
Payment" shall be credited against the Site Purchase Price.
2. Planning Fees
Developer shall be solely responsible for payment of all Planning fees required to the
review of the project pursuant to the Moorpark Municipal Code and California State
regulations in accordance with the schedule and procedures required of residential
development projects. Fees shall be those in effect at the time of submittal of applications.
This shall include applications for all entitlements and for requests for waiver from
requirements of the Municipal Code development standards.
3. Engineering Fees and Permits
Developer shall be solely responsible for payment all engineering fees and permits
required for the review and development of the project in accordance with the schedule
and procedures required of residential development projects. Fees shall be those in effect
at the time of submittal of applications.
4. Building Fees and Permits
Developer shall be solely responsible for payment of all plan check and building permits
required for the review and issuance of permits for construction of residential development
projects in accordance with the schedule and procedures required for residential
development projects. Fees shall be those in effect at the time of submittal of applications.
5. Review and Permits by Other Agencies
Developer shall be solely responsible for payment of all fees required by other agencies
for the review of Developer's plans and for issuance of any permits required before
issuance of permits by City. Developer shall be responsible for assuring that plans are
provided to such agencies and the schedules and procedures of such agencies are
complied with.
6. City of Moorpark Fees
6C)(JOG7
Developer shall be solely responsible for payment of development fees required by the
City of Moorpark for residential development projects, including but not limited to:
City Wide Traffic Mitigation Fee
Quimby Fee
Assessment District Fees
Los Angeles Avenue Area of Contribution (LAAOC)
Library Fee
Sheriffs Facilities Fee
Fire Protection Facilities Fees
Landscape Fees
Traffic System Management Fees
Gitywide:Fmffie Mitigation Fee
Lighting -14 year WNW
Unless otherwise modified by the City Council, said fees shall be those in effect at the time
payment is due to the City in accordance with this Agreement.
The fees for all units which are to be sold at "Market Value" shall be due and payable in
full at the time at which building permits are issued for said unit, and no permits shall be
issued unless said fees are paid in full.
The fees required herein for all units which are to be sold as "Affordable" units shall be due
and payable in full prior to the issuance of "Certificate of Occupancy" for said unit by the
City.
7. Other Agency Fees
IN addition to the City fees, Developer shall be required to pay all fees due to other
agencies, including, but limited to:
Flood Control District
Moorpark Unified School District
Sewer District
Water Districts
B. Survey, Map Preparation and Recordation Fees
Developer shall be solely responsible for the payment of surveys, map preparation and
recordation of each of the following:
A. Preparation of the Tentative and Final Tract Maps for the development of the
Site pursuant to the Scope of Development (Attachment No. - -) for this
Agreement.
B. Modification to the boundaries of Poindexter Park to allow for the
00U)6s
construction of the new north /south street from Poindexter Avenue to the
entry of Poindexter Park.
C. Addition of privately owned right -of -way required for the full construction of
the new north/south street from Poindexter Avenue to the entry of Poindexter
Park.
0000(9
DISPOSITION AND DEVELOPMENT AGREEMENT
by and between
CITY OF MOORPARK REDEVELOPMENT AGENCY,
"AGENCY"
and
CABRILLO ECONOMIC DEVELOPMENT CORPORATION,
"DEVELOPER"
for the
GISLER FIELD PROJECT
June, 1998
000070)
CONTENTS
Section 1
SUBJECT OF AGREEMENT
01.01
Purpose ......... ...............................
1
01.02
The Redevelopment Plan ..........................
1
01.03
The Redevelopment Project Area ....................
2
01.04
The Site ........ ...............................
2
Section 2
PARTIES TO THE AGREEMENT
02.01
The Agency ...... ...............................
2
02.02
The Developer ... ...............................
2
02.03
Prohibition Against Change in Developer ..............
3
Section 3
DISPOSITION OF SITE
03.01
Sale and Purchase ...............................
4
03.02
Escrow ......... ...............................
4
03.03
Conveyance of Title and Delivery of Possession ........
7
03.04
Form of Deed .... ...............................
7
03.05
Condition of Title . ...............................
8
03.06
Time and Place for Delivery of Deed .................
9
03.07
Promissory Note Required .........................
10
03.08
Title Insurance ... ...............................
10
03.09
Taxes and Assessments ..........................
10
03.10
Transfer of Public Right -of Way to City ...............
10
03.11
Zoning of Site .... ...............................
11
03.12
Condition of the Site ..............................
11
03.13
Preliminary Work by Developer .....................
12
03.14
Submission of Evidence of Financing .................
12
Section 4
DEVELOPMENT OF SITE
04.01
Scope of Development .............................
13
04.02
Basic Concepts and Schematic Drawings ..............
14
04.03
Landscaping and Grading Plans .....................
15
04.04
Construction Drawings and Related Documents for the Site.
15
04.05
Agency Approval of Plans, Drawings & Related Documents
16
04.06
Cost of Construction .............................
16
04.07
Schedule of Performance ..........................
17
04.08
Penalty for Failure to Perform .......................
17
i
106071
04.09
Indemnification During Construction: Bodily Injury &Property
Damage Insurance ...............................
18
04.10
Compliance with Laws .............................
18
04.11
City and Other Governmental Agency Permits ..........
19
04.12
City Fees ........ ...............................
19
04.13
Other Costs ...... ...............................
19
04.14
Rights of Access .. ...............................
19
04.15
Responsibilities of the Agency .......................
20
SECTION 5
TAXES, ASSESSMENTS, ETC.
05.01
Taxes, Assessments, Encumbrances and Liens .........
20
SECTION 6
PROHIBITION AGAINST TRANSFER
06.01
Prohibitions Against Transfers .......................
20
SECTION 7
SECURITY FINANCING: RIGHT OF HOLDER
07.01
No encumbrances Except Mortgages, Deed of Trust,
Conveyances and Lease -Back or Other Conveyances for
Financing of Development ........................
21
07.02
Holder not Obligated to Construct Improvements ........
22
07.03
Notice of Default to Mortgage, Deed of Trust or Other
Security Interest Holder, Right to Cure ...............
22
07.04
Failure of Holder to Complete Improvements ...........
23
07.05
Right of the Agency to Cure Mortgage, Deed of Trust or
Other Security Interest Default .....................
24
07.06
Right of the Agency to Satisfy Other Liens on the Property
after the Title Passes ............................
24
SECTION 8
CERTIFICATE OF COMPLETION
08.01
Issuance of Certificate of Completion .................
25
SECTION 9
USE OF THE SITE
09.01
Uses ........... ...............................
26
09.02
Maintenance of the Site ............................
26
09.03
Obligation to Refrain from Discrimination ..............
26
09.04
Form of Nondiscrimination and Nonsegregation Clauses. .
26
09.05
Effect and Duration of Covenants ....................
27
09.06
Rights of Access - Public Improvements and Facilities ....
28
ll
WW01712
SECTION 10 DEFAULTS, REMEDIES AND TERMINATION
10.01 Defaults - General . ............................... 28
10.02 Legal Action ...... ............................... 28
10.03 Rights and Remedies are Cumulative ................. 29
10.04 Damages ........ ............................... 29
10.05 Specific Performance .............................. 29
SECTION 11 REMEDIES AND RIGHTS OF TERMINATION
11.01 Termination by Agency ............................ 30
11.02 Termination by Developer .......................... 31
SECTION 12 RIGHT OF REENTRY
12.01 Right of Reentry / Repossession ..................... 32
SECTION 13 GENERAL PROVISIONS
13.01 Notice, Demands and Communications between the Parties 34
13.02 Conflicts of Interest ............................... 34
13.03 Nonliability of the Agency Officials and Employees ...... 34
13.04 Enforced Delay: Extension of Time of Performance ...... 35
13.05 Inspection of Books and Records .................... 35
13.06 Approvals ....... ............................... 35
13.07 Real Estate Commissions .......................... 35
13.08 Monthly Progress Reports .......................... 36
SECTION 14 ENTIRE AGREEMENT, WAIVERS AND AMENDMENTS
14.01 Entire Agreement . ............................... 36
SECTION 15 AGREEMENT BINDING FOR LIFE OF REDEVELOPMENT
PLAN
15.01 Binding Agreement ............................... 37
SECTION 16 TIME OF ACCEPTANCE OF AGREEMENT BY THE AGENCY
16.01 Date of Agreement .............................. 37
SIGNATURES
I
0000 i
ATTACHMENTS
Attachment No. 1 Site Map
Attachment No. 2 Property Legal Description
Attachment No. 3 Purchase Price and Schedule of Payment
Attachment No. 4 Schedule of Performance
Attachment No. 5 Form of Deed
Attachment No. 6 Agreement Containing Covenants Affecting Real Property
Attachment No. 7 Scope of Development
Attachment No. S Agreement for Affordable Housing
Attachment No. 9 Schedule of Fees
iv
0000 ZI
DISPOSITION AND DEVELOPMENT AGREEMENT
This AGREEMENT is entered into by and between the CITY OF MOORPARK
REDEVELOPMENT AGENCY (the "Agency ") and CABRILLO ECONOMIC
DEVELOPMENT CORPORATION (CEDC), a public benefit nonprofit corporation in the
State of California (the "Developer"). The Agency and the Developer agree as follows:
SECTION 1. SUBJECT OF AGREEMENT
111901 ' .'6
The purpose of this Agreement is to effectuate an objective of the Moorpark
Redevelopment Plan by providing for the disposition and development of the hereinafter
defined Site for the purpose of construction of affordable housing and market rate housing.
The development of the Site pursuant to this Agreement, and the fulfillment generally of
this Agreement, are in the best interest of the City of Moorpark and the health, safety, and
welfare of its residents, and in accord with the public purposes of applicable federal, state
and local laws and regulations.
When used in this Agreement "Affordable Housing" shall refer to housing units wherein to
monthly mortgage payments do not exceed thirty-five percent (35°x6) of the monthly income
of a household defined as low or very low income by the County of Ventura. When used
in this Agreement "Market Rate" shall refer to the sale price of a housing unit that is not
subject to any government restriction or control.
01.02 THE REDEVELOPMENT PLAN
This Agreement is subject to the provisions of the Redevelopment Plan for the City of
Moorpark (which was approved and adopted on July 5, 1987 by the City Council of the City
of Moorpark by Ordinance No. 110 ). The Redevelopment Plan is incorporated herein by
reference and made a part hereof as though fully set forth herein.
Any amendments to the Redevelopment Plan, as so approved and adopted, which change
the uses or development permitted on the Site as proposed in this Agreement, or otherwise
change the restrictions or controls that apply to the Site, or otherwise affect the
Developer's obligations or rights with respect to the Agency, shall require the written
consent of the Developer. Amendments to the Redevelopment Plan applying to other
Gisler Field DDA
Page 1 of 37
600071,
projects in the Redevelopment Project Area shall not require the consent of the Developer.
01.03 THE REDEVELOPMENT PROJECT AREA
The Moorpark Redevelopment Project area is located in the City of Moorpark, California
(the "City'). The exact boundaries of the Redevelopment Project area are specifically and
legally described in the Redevelopment Plan for said Redevelopment Project.
01.04 THE SITE
The "Site" includes that portion of the Moorpark Redevelopment Project area described
as the southwest comer of Poindexter Avenue and Poindexter Park Road, as illustrated
and designated on the uSite Map" which is incorporated herein and attached to this
Agreement as Attachment No. 1 and as more precisely described herein and attached
hereto as Attachment No. 2.
SECTION 2. PARTIES TO THE AGREEMENT
02.01 THE AGENCY
The Agency is a public body, corporate and politic, exercising govemmental functions and
powers, organized and existing under Chapter 2 of the Community Redevelopment Law
of the State of California. The principal office of the Agency is located at City Hall, 799
Moorpark Avenue, Moorpark, California 93021.
"Agency" as used in this Agreement includes the Redevelopment Agency of the City of
Moorpark, California, and any assignee of or successor to its rights, powers and
responsibilities. When the Agency must approve plans pursuant to this Agreement, the
Agency may designate someone to perform such functions from the City staff or its
contractors.
02.02 THE DEVELOPER
The Developer is Cabrillo Economic Development Corporation, a California nonprofit
public benefit corporation. The principal office of the Developer is 11011 Azahar Street,
Saticoy, California 93004.
Gisler Field DDA
Page 2 of 37
Wherever the term "Developer' is used herein, such term shall include any permitted
nominee, assignee or successor in interest as herein provided.
02.03 PROHIBITION AGAINST CHANGE IN DEVELOPER:
(1) The Developer represents and agrees that its development and purchase of
the Site and its other undertakings pursuant to this Agreement are, and will
be used, for the purpose of development of the Site and not for speculation
in land holding. The Developer further recognizes that, in view of:
(a) the importance of the development of the Site to the general welfare
of the community,
(b) the fact that a change in control of the Developer, or any act or
transaction involving or resulting in a significant change in control of
the Developer or the degree thereof, is for practical purposes a
transfer or disposition of the property then owned by the Developer.
Notwithstanding the foregoing, changes in the personnel of the
Developer shall not constitute a change in control of the Developer.
The qualifications and identity of the Developer are of particular concern to
the Agency. The Developer further recognizes that -it is because of such
qualifications and identity that the Agency is entering into the Agreement
with the Developer. No voluntary or involuntary successor of Developer shall
acquire any rights or powers under this Agreement except as expressly set
forth herein, but shall not be liable for obligations as set forth herein.
(2) The Developer shall not assign all or any part of this Agreement without the
prior written approval of the Agency. The Agency agrees to give such
approval if (1) the original Developer retains controlling management; or (2)
in the reasonable judgement of the Agency, the proposed reconstituted
Developer is comparable in all material respects (including experience,
character and financial capability) to the Developer, or 3) the original
Developer remains fully responsible under this Agreement. Any such change
(or assignment of this Agreement in connection therewith) shall be by
instruments satisfactory to the Redevelopment Agency Board ("Board ").
Evidence of the proposed assignee's qualifications to meet the obligations of
the Developer under this Agreement shall be subject to the approval of the
Board.
(3) For the reasons cited above, the Developer represents and agrees that prior
Gisler Field DDA
Page 3 of 37
00007 '7
to issuance by the Agency of a Certificate of Completion and without the prior
written approval of the Agency, there shall be no significant change in the
control of the Developer, or with respect to the identity of the parties in control
of the Developer or the degree thereof, by any method or means.
(4) The Developer shall promptly notify the Agency of any and all changes
whatsoever in the identity of the parties in control of the Developer or the
degree thereof, of which it or any of its officers have been notified or
otherwise have knowledge or information. This Agreement may be
terminated by the Agency if without prior approval of the Agency, there is any
significant change (voluntary or involuntary) in or control of, the Developer or
its associates (other than such changes occasioned by death or incapacity
of any individual) prior to issuance of a Certificate of Completion for the Site
herein under provided, pursuant to Section 11.01 of this Agreement.
(5) The restrictions of this Section 02.03 shall terminate upon issuance by the
Agency of a Certificate of Completion for the entire Site as described in
Section 08.01.
SECTION 3. DISPOSITION OF SITE
4 ;�9
In accordance with and subject to all the terms, covenants, and conditions of this
Agreement, the Agency agrees to sell to the Developer and the Developer agrees to
purchase the Site as shown in the Site Map (Attachment No. 1) and more precisely
described in the Legal Description (Attachment No. 2).
The Developer shall pay to the Agency as the total Purchase Price for the Site, the
purchase price for the Site as set forth in the `Site Purchase Price' of Attachment No. 3,
"Purchase Price and Schedule of Payment' of this Agreement, which is attached hereto and
incorporated herein.
The Agency agrees to open an escrow for conveyance of the Site in the City of Moorpark
with First American Escrow in Ventura, California, or such other escrow agent as may be
acceptable to both the Agency and the Developer as escrow agent (the "escrow Agent"),
within the time provided in the Schedule of Performance attached hereto as Attachment No.
Gisler Field DDA
Page 4 of 37
0060'75
4 and incorporated herein by this reference. Sections 03.02 through 03.10 inclusive of this
Agreement constitute the joint escrow instructions of the Agency and the Developer, and
a duplicate original of this Agreement shall be delivered to the Escrow Agent upon the
opening of escrow. The Agency and the Developer shall provide such additional escrow
instructions consistent with this Agreement as shall be necessary. The Escrow Agent
hereby is empowered to act under such instructions, and upon indicating its acceptance
thereof in writing, delivered to the Agency and to the Developer within five (5) calendar
days after opening of the escrow, the Escrow Agency shall cant' out its duties as Escrow
Agent hereunder.
Upon delivery of the Grant Deed for the Site to the Escrow Agent by the Agency pursuant
to Section 03.05 of this Agreement, the Escrow Agent shall record such deed in accordance
with these escrow instructions, provided that the title to the Site can be vested in the
Developer in accordance with the terms and provisions of this Agreement. The Escrow
Agent shall put, affix and cancel any transfer stamps required by law. Any insurance
policies governing the Site are not to be transferred.
The Developer shall pay in escrow to the Escrow Agent the following fees, charges and
costs promptly after the Escrow Agent has notified the Developer of the amount of such
fees, charges and costs, but not earlier than ten (10) calendar days prior to the scheduled
date for the conveyance of the Site:
(1) The escrow fee
(2) The premium for the title insurance policy as set forth in Section 03.08 of this
Agreement.
(3) Costs necessary to place the title to the Site in the condition for conveyance
required by the provisions of this Agreement.
(4) Cost of drawing the deed.
(5) Recording fees.
(6) Notary fees.
(7) Ad valorem taxes, if any, upon the Site or upon this Agreement or any rights
hereunder, prior to the conveyance of title or possession.
The Agency shall timely and properly execute, acknowledge and deliver a deed in
substantially the form established in Section 03.04 of this Agreement, conveying to the
Developer title to the Site in accordance with the requirements of Section 03.05 of this
Gisler Field DDA
Page 5 of 37
() ooh W"'S
Agreement, together with an estoppel certificate certifying that the Developer has
completed all acts necessary under this Agreement to entitle the Developer to such
conveyance, if such be the fact.
The Escrow Agent is authorized to:
(1) Pay, and charge the Developer for any fees, charges and costs payable
under this Section 03.02 of this Agreement. Before such payments are made,
the Escrow Agent shall notify the Agency and the Developer of the fees,
charges and costs necessary to clear title and close the escrow.
(2) Disburse funds and deliver the deed and other documents to the parties
entitled thereto when the conditions of this escrow have been fulfilled by the
Agency and the Developer.
(3) Record any instruments delivered through this escrow if necessary or proper
to vest title in the Developer in accordance with the terms and provisions of
the escrow instructions portion of this Agreement.
All funds received in this escrow shall be deposited by the Escrow Agent in a general
escrow account with any state or national bank doing business in the State of Califomia
and approved by the Agency and the Developer, and may be combined in such account
with other funds of the Escrow Agent.
If this escrow is not in condition to close on or before the time for conveyance established
in Section 03.03 of this Agreement, either party who then shall have performed the acts to
be performed before the conveyance of the title may, in writing, demand the return of its
money, papers or documents from the Escrow Agent. No demand for return shall be
recognized until ten (10) calendar days after the Escrow Agent (or the party making such
demand) shall have mailed copies of such demand to the other party or parties at the
address of its principal place of business. Objections, if any, shall be raised by written
notice to the Escrow Agent and to the other party with the ten (10) day period, in which
event the Escrow Agent is authorized to hold all money, papers and documents with respect
to the Site until instructed by a mutual agreement of the parties, or upon failure thereof, by
a court of competent jurisdiction. If no such demands are made, the escrow shall be closed
as soon as possible.
If objections are raised as above - provided for, the Escrow Agent shall not be obligated to
return any such money, papers or documents except upon the written instructions of both
the Agency and the Developer, or until the party entitled thereto has been determined by
a final decision of a court of competent jurisdiction. If no such objections are made within
said ten (10) day period, the Escrow Agent shall immediately return the demanded money,
Gisler Field DDA
Page 6 of 37
00008C
papers or documents.
Any amendment to the escrow instructions shall be in writing and signed by both the
Agency and the Developer. At the time of any amendment the Escrow Agent shall agree
to carry out its duties as Escrow Agent under such amendment.
All communications from the Escrow Agent to the Agency or the Developer shall be directed
to the addresses and in the manner established in Section 13.01 of this Agreement for
notices, demands and communications between the Agency and the Developer.
The Agency and the Developer agree the liability of the Escrow Agent under this
Agreement is limited to performance of the obligations imposed upon it under Sections
01.04, Sections 02.01 through 02.02, and Sections 03.01 through 03.10 inclusive, of this
Agreement.
Subject to any mutually agreed -upon extension of time, conveyance to the Developer of title
to the Site in accordance with the provisions of Section 03.06 of this Agreement shall be
completed on or prior to thirty (30) calendar days following the completion of all conditions
of this Agreement to convey title to the Site. Immediately upon recordation of the grant
deed, the Final Tract Map shall be recorded on the Site, or such later date mutually agreed
to in writing by the Agency and the Developer and communicated in writing to the Escrow
Agent.
Except as otherwise provided herein, possession of the Site shall be delivered to the
Developer concurrent with the conveyance of title. The Developer shall accept title and
possession to the Site on or before the dates established herefor in this Section 03.03.
The Agency shall convey to the Developer title to the Site in the condition provided in
Section 03.05 of this Agreement by grant deed in a form mutually agreed upon by the
Agency and the Developer consistent with this Agreement and substantially in the form
attached hereto and incorporated herein as Attachment No.5. The grant deed and the
Agreement Containing Covenants Affecting Real Property (Attachment No.6) to the Site
shall contain covenants necessary or desirable to cant' out this Agreement.
Gisler Field DDA
Page 7 of 37
0000 -1,
03.05 CONDITION OF TITLE
The Agency shall convey to the Developer title to the Site free and clear of all liens,
encumbrances, assessments, leases and taxes, except those which are set forth in this
Agreement and included in the Grant Deed, and those which are otherwise consistent with
this Agreement; provided however, that no covenants, conditions or restrictions shall
prohibit or limit the development permitted by the Scope of Development (Attachment No.
7). Title to the Site shall be subject to the exclusion therefrom (to the extent now or
hereafter validly excepted and reserved by the parties named in deeds, leases and other
documents of record) of all oil, gas, hydrocarbon substances and minerals of every kind
and character laying more than five hundred feet (500') below the surface, together with the
right to drill into, through, and to use and occupy all parts of the Site lying more than five
hundred feet (500') below the surface thereof for any and all purposes incidental to the
exploration for and production of oil, gas, hydrocarbon substances or minerals from the
Site, but without, however, any right to use or disturb either the surface of the Site or any
portion thereof within five hundred feet (500') of the surface for any purpose or purposes
whatsoever.
Title to the Site shall contain, in addition to the aforementioned, the following restrictions
and covenants and shall be recorded as such.
(1) Escrow shall not close on the Site, nor shall Developer have an interest in the
property until such time as Developer has received approval from Agency and
has recorded a Final Tract Map with the County of Ventura, indicating
thereon all property to be deeded to City for public infrastructures, all
easements to be granted to City and any other entities, and all lots,
individually numbered, to be developed pursuant to this Agreement. Lots to
be developed as affordable units shall be designated at the time of
recordation; and
(2) Each lot shall bear a restriction thereon that the sale of said lot by Developer
or its successors shall not be final until Agency has provided written approval
of said sale and a Certificate of Completion, pursuant to Section 08.01 of this
Agreement, shall have been issued. Agency shall not deny the sale of said
lot unless Developer has failed to pay all land costs and all associated
development fees and costs to Agency and City prior to'close of escrow, or
otherwise breached this Agreement; and
(3) Prior to Agency giving final approval to the last ten (10) lots to be sold at
"market rates" Developer shall be required to complete full development of
the public street extending from Poindexter Avenue to the southerly entry to
Poindexter Park, as provided for in Section 4.02 herein. The Agency may
Gisler Field DDA
Page 8 of 37
withhold approval of sale on said ten (10) lots until such time as the
improvements are completed, or the Agency may, at its sole discretion, permit
the Developer to provide a cash payment for the total cost of any surveying,
land acquisitions, recordation, legal fees, construction and related inspection
fees, and any other related fees determined by the Agency to be required to
complete the construction of said street. Should the cash payment option be
permitted by the Agency, Developer shall be responsible for the full costs and
Agency shall not be obligated to share in any costs for construction as
provided for in this Agreement.
(4) In addition to the requirement (2) herein, each lot that Developer has
identified as being for sale for low and very-low income households shall not
be final until the Agency has reviewed and approved the methods used to
determine the qualification of the buyer as being of low or very-low income
and has approved the deed restriction to be made a part of the Deed of Trust
to maintain the property for low and very-low income households as required
in Section 04.01 of this Agreement.
(5) The Site shall not be used as collateral for any purpose whatsoever except
for the purpose of obtaining a Construction Loan for the development of the
Site pursuant to this Agreement.
(6) All parcels shown on the Final Tract Map shall be included in a Home Owners
Association which shall be established for the purpose of maintaining all
streets and sidewalks and street lights within the right -of -way of the private
streets, and landscaping if so conditioned by the City as part of the
entitlement process. Recordation, deposits and all other required actions to
effectuate the establishment of the Association shall be in compliance with
State law and requirements of the City of Moorpark.
The Home Owners Association shall not be required for the purpose of
maintaining streets and sidewalks if, at the Agency's discretion, the internal
streets in the development can be designed to meet the City's standards of
design for public streets and the City Council agrees to accept such streets
as public streets.
1 8V'
Subject to any mutually agreed extension of time, tt
for the Site with the Escrow Agent on or before the
the Site in the Schedule of Performance (Attachrr
Gisler Field DDA
Page 9 of 37
Agency shall deposit the Grant Deed
ate established for the conveyance of
it No. 4).
(AW'08a,
03.07 PROMISSORY NOTE REQUIRED
Prior to close of escrow, Developer shall provide a Promissary Note in a form approved by
Agency for the full purchase price and related costs pursuant to Attachment No. 3
"Purchase Price and Schedule of Payment" hereto. Said Note shall be secured by a Deed
of Trust which may be subordinate to the Construction Loan for the Site only, and shall not
be subordinate to any other party or purpose at any time.
Concurrent with recordation of the Grant Deed, Continental Lawyers Title Insurance
Company, or another title insurance company satisfactory to the Agency and the Developer
( "Title Company") shall provide and deliver to the Developer a C.L.T.A. title insurance
policy issued by the Title Company insuring that the title is vested in the Developer in the
condition required by Section 03.05 of this Agreement. The Title Company shall provide
the insurance policy and the title insurance policy shall be in the amount of the Purchase
Price of the Site.
Concurrent with the issuance of the title policy, the Title Company shall, if requested by the
Developer, provide the Developer with an endorsement to insure the amount of the
Developer's estimated construction costs of the improvements to be constructed thereon.
The Agency shall pay only for that portion of the title insurance premium with respect to
C.L.T.A. standard title insurance upon the Site attributable to the Purchase Price of the
Site. The Developer, if it desires any additional title insurance, shall pay for all additional
premiums, including those for any extended coverage or special endorsements which it
requests.
/ 1 IT L4 l VVI
Ad valorem taxes and assessments, if any, on the Site and taxes upon this Agreement or
any rights hereunder, levied, assessed or imposed for any period, commencing from
execution of this Agreement and outstanding prior to conveyance of title or possession of
the Site to the Developer by Agency, shall be bome by the Developer.
1 1 11111111111111off M :• l Mall -.14 1811111:11 IM i Niel 1 T •
Within thirty (30) calendar days of completion of public right -of -way improvements on the
Site and approval and acceptance of said improvements by Agency, Developer, at its sole
Gisler Field DDA
Page 10 of 37
cost, shall transfer ownership of said public rights -of -way and easements to the City in fee
simple.
03.11 ZONING OF THE SITE
The Agency agrees that the zoning of the Site and the City land use regulations are such
as to permit development of the Site and construction of improvements thereon in
accordance with the provisions of this Agreement and the use, operation and maintenance
of such improvements. Should City rezone and change the land use of the Site such as to
effect the development of the Site, Developer may request Agency to reopen discussions
concerning this Agreement.
18101 •�� • • ,
The site and any portion thereof and all improvements thereon shall be conveyed in an "as
is" condition, with no warranty, express or implied, by the Agency as to the condition of the
soil, its geology, or the presence of known or unknown faults or as to the condition of any
improvements. It shall be the sole responsibility of the Developer, at the Developer's
expense, to investigate and determine soil condition of the Site, the suitability of the Site
for the development, including improvements, to be constructed by the Developer. If the
soil condition of the Site, or any part thereof, is not- in all respects entirely suitable for the
use or uses to which the Site and improvements will be put, then it is the sole responsibility
and obligation of the Developer to take such action as may be necessary to place the Site
and soil condition thereof including improvements, in all respects in a condition entirely
suitable for the development of the Site.
The Developer shall have the right for a period of up to forty -five (45) calendar days
following execution of this Agreement by the Agency, at its own expense and in consultation
with the Agency, to employ a qualified soil engineer, geologist, or hazardous materials
specialist, for the purpose of investigating and determining the soil condition of the Site.
Should the Developer determine in its best professional judgement and after appropriate
investigation that soil conditions within or proximate to the Site are such that the Site cannot
be economically or practically remediated or placed into a condition suitable for
development, then the Developer may terminate this Agreement pursuant to the Section
11.02(3) of this Agreement. Failure by the Developer to terminate this Agreement within
said forty-five (45) day period shall be deemed a waiver of this condition provided for in this
paragraph.
Gisler Field DDA
Page 11 of 37
000081__
03.13 PRELIMINARY WORK BY DEVELOPER
Prior to conveyance of title to the Site, Developer shall at all reasonable times have access
to and entry upon those real properties comprising the Site which are owned by the Agency,
for the purpose of obtaining data, making surveys and tests necessary to carry out this
Agreement, and to construct improvements in accordance with this Agreement.
Should Developer desire to import any soil or place any other items upon the Site prior to
such time as title has been conveyed to Developer, Developer shall first obtain Agency
approval in writing and receive any necessary permits from the City Engineer and shall post
any bond required by the City Engineer, and shall be responsible thereafter for the
maintenance of the Site, including but not limited to dust control and weed control. This
shall not include the placement of stakes and markings for the purpose of surveying the
Site or designating the location of improvements on the Site.
The Developer agrees to defend, indemnify and hold the Agency and the City, and their
officers, employees, contractors and agents, harmless from and against any and all claims,
liability, loss, damage, costs or expenses (including reasonable attomeys' fees and court
costs) arising out of any work or activity of the Developer, its officers, employees,
contractors and agents permitted pursuant to this Section 03.13. The Agency agrees to
provide, or cause to be provided to the Developer, all data and information pertaining to
the Site that is available to the Agency when requested by the Developer.
03.14 SUBMISSION OF EVIDENCE OF FINANCING
Within the time established therefor in the Schedule of Performance (Attachment No.4), the
Developer shall submit to the Agency evidence satisfactory to the Agency that the
Developer has obtained the financing necessary for the development of the Site in
accordance with this Agreement. Such evidence of financing shall include the following:
(1) A copy of the conditional and firm commitment or commitments obtained by
the Developer for the mortgage loan or loans (for interim construction
financing) to assist in financing the construction of the improvements on the
Site (as defined in the Scope of Development), certified by the Developer to
be a true and correct copy or copies thereof; and
(2) A copy of the executed contract between the Developer and the general
contractor or major subcontractors for the construction of such improvements,
consistent with the City's approved plans, drawings and related documents,
certified by the Developer to be a true and correct copy thereof; and
Gisler Field DDA
Page 12 of 37
0 PS-
(3) A copy of all Agency and City documents (e.g., trust deeds, indentures, etc.)
necessary to be recorded concurrently with the Grant Deed to assure closing
and complete funding for the development and construction of the
improvements on the Site and payment to Agency for land; and
(4) A copy of all construction loan documents necessary to be recorded to assure
full funding for the development and construction of improvements on the
Site; and
(5) A financial statement in a form satisfactory to the Agency, showing sources
of capital sufficient to demonstrate that the Developer has adequate funds
legally committed to cover the difference, if any, between construction cost
minus financing authorized by loans. The terms of this Agreement may be
modified as may be reasonably necessary to accommodate a lender, so long
as such modifications do not decrease the number of units to be developed
and the improvements to be made thereon, nor adversely impact the
substantive rights of the Agency.
The Agency shall approve or disapprove such evidence of financing within the time
established in the Schedule of Performance. Such approval shall not be unreasonably
withheld. Failure of the Agency to approve or disapprove any such evidence of financing
within such time shall be deemed an approval. ff the Agency shall disapprove any such
evidence of financing, the Agency shall do so by written notice to the Developer stating the
reasons for such disapproval.
SECTION 4. - DEVELOPMENT OF SITE
The Site shall be developed for fifty -nine (59) single family detached residential housing
units, of which eleven (11) units shall remain affordable for households of low income and
four (4) units shall remain affordable for households of very-low income for the duration of
the Moorpark Redevelopment Plan, with accompanying public and private streets in
accordance with and within the limitations established in the "Scope of Development"
incorporated herein and attached to this Agreement as Attachment No. 7, in accordance
with plans approved by Agency and subject to approvals by City, and in accordance with
the Schedule of Performance (Attachment No. 4). The lots to be developed as affordable
units shall be designated on the Tract May and the schedule for construction of the
affordable units shall be as contained in this Agreement.
Gisler Field DDA
Page 13 of 37
00oos
With specific reference to the development of the affordable housing units, Developer shall
be required to adhere to the following schedule:
(1) In Phase 1, four (4) units for sale to low income households and one (1) unit
for sale to very low income households shall be constructed.
(2) In Phase 2, four (4) units for sale to low income households and one (1) unit
for sale to very low income households shall be constructed.
(3) In Phase 3, three (3) units for sale to low income households and two (2)
units for sale to very low income households shall be constructed.
�.
The Developer shall prepare and submit Basic Concept and Schematic Drawings and
related documents for the development of the Site to the Agency for review and written
approval within the time established in the Schedule of Performance. Basic Concept and
Schematic Drawings shall include schematic plans, elevations and sections of the
improvements as they are to be developed and constructed on the Site, and shall be in
substantial conformance with the Developer's proposal submitted to Agency on June 17,
1997. The Site shall be developed as established in the Basic Concept and Schematic
Drawings and related documents except as changes may be mutually agreed upon between
the Developer and Agency. Any such changes shall be within the limitations of the Scope
of Development.
Specifically, the Developer shall be responsible for the construction of necessary storm
drainage improvements as identified by the City Engineer, and a forty foot (49) public street
within a fifty -three foot (53') right of way extending from Poindexter Avenue to approximately
the southerly entrance to Poindexter Park in accordance with City street standards and
requirements, and as stated in the Request of Proposal dated April 1997, and which shall
be recorded as a condition on the Final Tract Map. Agency or City shall reimburse the
Developer one -half of the cost of construction only of said improvements, except as
provided for in Section 03.05(3) herein. Developer shall be solely responsible for all costs
associated with the acquisition, surveying, map preparation, recordation and all other costs
associated with the need to acquire any property in addition to that transferred by Agency
pursuant to this Agreement, in order for the full construction of the improvements stated
herein, and in accordance with the Schedule of Performance (Attachment No.4) and Scope
of Development (Attachment No. 7).
Further the Agency recognizes that the setback requirements of the units proposed by
Developer are not in compliance with the City's development standards and that
Gisler Field DDA
Page 14 of 37
OoO08F:
modifications are required from City to permit its construction. Agency further recognizes
that the furtherance of affordable housing may necessitate such modifications to setback
requirements and would support Developer's application to City for such modifications.
04.03 LANDSCAPING AND GRADING PLANS
The Developer shall prepare and submit to the Agency for its approval preliminary and final
landscaping and preliminary and finish grading plans for the Site. Those plans shall be
prepared and submitted within the times established in the Schedule for Performance. The
landscaping plans shall include a fighting program.
The landscaping plans shall be prepared by a professional landscape architect and the
grading plans shall be prepared by a licensed civil engineer. Such landscape architect
and/or civil engineer may be the same fine as the Developer's architect. Within the times
established in the Schedule of Performance (Attachment No. 4), the Developer shall submit
to the Agency for approval the name and qualifications of its architect, landscape architect
and civil engineer.
'CONSTRUCTION , • ' RELATED DOCUMENTS •
BRE
The Developer shall prepare and submit construction drawings and related documents
(collectively called the "Drawings ") for the development pertaining to the Site to the Agency
for review (including but not limited to architectural review), and written approval in the
times established in the Schedule of Performance (Attachment No.4). Such construction
drawings related documents shall be submitted in two stages: Design Development
Drawings and Final Construction Drawings. Final Construction Drawings are hereby
defined as those in sufficient detail to obtain a building permit.
Approval of progressively more detailed drawings and specilfiications will be promptly
reviewed by the Agency if developed as a logical evolution of drawings or specifications
theretofore approved. Any items so submitted and approved by the Agency shall not be
subject to subsequent disapproval by the Agency.
During the preparation of all drawings and plans the Agency and the Developer shall hold
regular progress meetings to coordinate the preparation of, submission to, and review of
construction plans and related documents by the Agency. The Agency and the Developer
shall communicate and consult informally as frequently as is necessary to insure that the
formal submittal of any documents to the Agency shall receive prompt and speedy
consideration.
Gisler Field DDA
Page 15 of 37
uo(20S9
If any revisions or corrections of plans approved by the Agency shall be required by any
government official, agency, department or bureau having jurisdiction over the development
of the Site, the Developer and the Agency shall cooperate in efforts to develop a mutually
acceptable alternative.
04.05 AGENCY APPROVAL OF PLANS DRAWINGS AND RELATED
DOCUMENTS
Subject to the terms of this Agreement, the Agency shall have the right of review, including
without limitation architectural review, of all plans and submissions, including any proposed
changes therein. The Agency shall approve or disapprove the plans, drawings and related
documents referred to in Sections 04.02 and 04.04 of this Agreement within the times
established in the Schedule of Performance (Attachment No. 4). Failure by the Agency to
either approve or disapprove within the times established in the Schedule of Performance
shall be deemed an approval. Any disapproval shall state in writing the reasons for
disapproval and the changes which the Agency request to be made. Such reasons and
such changes must be consistent with the Scope of Development (Attachment No. 7) and
any items previously approved or deemed approved hereunder. The Developer, upon
receipt of a disapproval based upon powers reserved by the Agency hereunder shall revise
the plans, drawings and related documents, and shall resubmit to the Agency as soon as
possible after receipt of the notice of disapproval.
If the Developer desires to make any substantial changes in the Final Construction
Drawings after their approval, such proposed changes shall be submitted to the Agency for
approval. The Agency shall have the sole and final determination if a change is substantial.
If the Final Construction Drawings, as modified by the proposed change, conform to the
requirements of Section 04.04 of this Agreement and the Scope of Development, the
proposed changes shall be approved and the Developer shall be notified within fifteen (15)
calendar days after submission. Such change in the construction plans shall, in any event,
be deemed approved unless rejected, in whole or in part, by written notice thereof setting
forth the reasons therefor, and such rejection shall be made within ten (10) calendar days
after submission.
1- �. • • •R Rt I : •�
The cost of developing the Site and constructing all improvements thereon shall be borne
by the Developer.
Gisler Field DDA
Page 16 of 37
0 ®(110�)C
04.07 SCHEDULE OF PERFORMANCE
After the signing of this Agreement, and within the time set forth in the Schedule of
Performance (Attachment No. 4), the Developer shall promptly begin and thereafter
diligently prosecute to completion the entitlement and permit process and the construction
of the improvements on the Site and the development thereof as provided in the Scope of
Development (Attachment No. 7). The Developer shall begin and complete all construction
and development within the times specified in the Schedule of Performance (Attachment
No. 4) and with such reasonable extensions of said dates as may be granted by the
Agency. The Schedule of Performance is subject to revision from time to time as mutually
agreed upon in writing between the Developer and the Agency.
During periods of construction, the Developer shall submit to the Agency a written report
of the progress of the construction when and as reasonably required by the Agency. The
report shall be in such form and detail as may be reasonably required by the Agency and
shall include a reasonable number of construction photographs (if requested) taken since
the last report by the Developer.
1• 1: 1. s R .1 O
Upon failure of the Developer to meet and fulfill any of the requirements of the schedule
contained in the Schedule of Performance (Attachment No. 4), subject to the enforced delay
conditions pursuant to Section 13.04 of this Agreement, the Agency shall submit a written
"Notice of Schedule Defaults to the Developer. If the Developer does not correct the default
within fifteen (15) calendar days of the date of the Notice, or if the default is such that to
correct the default within the stated fifteen (15) calendar days is beyond the immediate
control of the Developer, and the Developer has not exercised diligence in pursuit of
correction of the default, the Agency shall impose a penalty fee equivalent to one percent
(1 %) of the then outstanding balance owed to the Agency on the land purchase. If the
Developer does not correct the Schedule Default within fifteen (15) calendar days of the
penalty being imposed, the penalty shall be increased by an amount equal to the original
penalty, and shall increase each seven days thereafter until the Schedule Default is
corrected.
All penalties imposed under this Section shall be due and payable in full within thirty (30)
calendar days of its being imposed by the Agency. Failure to pay any penalties pursuant
to this Section 04.08 shall be grounds for default of this Agreement by the Developer. In
addition to the default, the Agency may use any legal means available to it for collection
of any penalty payments from Developer. The cost for any legal actions by Agency shall
be paid for by Developer.
Gisler Field DDA
Page 17 of 37
000( '
�,
04.09 INDEMNIFICATION DURING CONSTRUCTION: BODILY INJURY AND
PROPERTY DAMAGE INSURANCE
Except as provided for in Section 03.13 of this Agreement, during the period commencing
with recordation of the Grant Deed conveying the Site to the Developer, and continuing until
such time as the Agency has issued a Certificate of Completion with respect to the
construction of the improvements on the Site, the Developer agrees to and shall defend,
indemnify and hold harmless the Agency and the City, and their respective officers,
employees, contractors and agents from and against all claims, liability, loss, damage,
costs or expenses (including reasonable attorneys' fees and court costs) arising from or as
a result of the death of any person or any accident, injury, loss or damage whatsoever
caused to any person or to the property of any person which shall occur on or adjacent to
the Site, or in connection with the activities of the Developer under this Agreement, and
which shall be directly or indirectly caused by any acts done or any errors or omissions of
the Developer or its officers, employees, contractors or agents. The Developer shall not
be responsible for (and such indemnity shall not apply to) any acts, errors or omissions of
the Agency, the City or their respective officers, employees, contractors or agents.
During the period commencing with any preliminary work on the Site by the Developer
under Section 03.14, or if none, then commencing with any conveyance or title or
possession of any portion of the Site to the Developer, and ending on the date when a
Certificate of Completion has been issued with respect to the entire Site, the Developer
shall furnish or cause to be furnished to the Agency, duplicate originals or appropriate
certificates of bodily injury and property damage insurance policies in the amount of not
less than Two Million Dollars ($2,000,000.00) combined single limit naming the Agency, the
City and their respective officers, employees, contractors and agents as additional insured.
The following shall be conditions of this Agreement:
(1) The Developer shall cant' out the construction of the improvements of the
Site in conformity with all applicable laws, including all applicable federal and
state labor laws.
(2) The Developer for itself and its successors and assigns agrees that in the
construction for the improvements on the Site provided for in this Agreement,
the Developer will not discriminate against any employee or applicant for
employment because of sex, age, marital status, race, color, creed, religion,
national origin, or ancestry, disability or familial status.
Gisler Field DDA
Page 18 of 37
() 0 () '19 t?
04.11 CITY AND OTHER GOVERNMENTAL AGENCY PERMITS
Before commencement of construction or development or any buildings, structures or other
work of improvement upon any portion of the Site. the Developer shall, at its own expense,
secure or cause to be secured, any and all entitlements, waivers and permits which may
be required by the City of Moorpark or any other govemmental agency affected by such
construction, development or work in accordance with the Schedule of Performance
(Attachment No. 4). The Agency shall provide all proper assistance to the Developer to
secure these permits.
04.12 CITY FEES
Developer shall pay for each dwelling unit constructed on the Site, such fees in existence
on the date on which permits are paid in accordance with the City's fee payment schedule
and shall be payable as follows:
(1) All City fees in effect at the time of execution of this Agreement on units to
be sold at market value shall be paid to City in full prior to the time of
issuance of a building permit on said unit.
(2) All City fees in effect at the time of execution of this Agreement on units sold
as affordable housing shall be paid to City in full prior to the time of issuance
of a Certificate of Occupancy on said unit.
Developer may request a waiver or modification of the fees due by application to the City
Council.
Developers shall pay at its sole expense all costs associated with the surveying,
preparation of maps and recordation of new parcel maps affecting the City property within
Poindexter Park for use as the new public street required under the Scope of Development
(Attachment No. 7).
[' Wl Iciawk •
Representatives of the Agency and the City shall have reasonable right of access to the
Site without charges or fees, at normal construction hours during the period of construction
for the purposes of this Agreement, including, but not limited to, the inspection of the work
Gisler Field DDA
Page 19 of 37
0®ulw3 .
being performed in constructing the improvements. Such representatives of the Agency or
the City shall be those who are so authorized by the Agency Executive Director.
04.15 RESPONSIBILITIES OF THE AGENCY
The Agency shall not be responsible for performing any of the work specified in the Scope
of Development (Attachment No.7).
SECTION 5 TAXES, ASSESSMENTS, ETC.
The Developer shall pay prior to delinquency all real estate taxes and assessments
assessed and levied on or against the Site and each portion thereof subsequent to the
conveyance of the Site or any portion thereof. The Developer shall not place, or allow to
be placed, on the Site or any portion thereof, any mortgage, trust deed, encumbrance or
lien not authorized by this Agreement. The Developer shall remove, or shall have removed,
any levy or attachment made on the Site, or any portion thereof, except those created by
work of the Agency, or shall assure the satisfaction thereof within a reasonable time but in
any event prior to a sale thereunder. Nothing herein contained shall be deemed to prohibit
the Developer from contesting the validity or amount of tax assessment, encumbrance or
lien, nor to limit the remedies available to the Developer in respect thereto. The covenants
of the Developer set forth in this Section 05.01 relating to the placement of any
unauthorized mortgage, trust deed, encumbrance or lien, shall remain in effect only until
a Certificate of Completion of construction has been recorded with respect to the Site or the
portion thereof upon which any unauthorized mortgage, trust deed, encumbrance or lien
might be placed.
SECTION 6 PROHIBITION AGAINST TRANSFER
Prior to the recordation by the Agency of a Certificate of Completion (referred to in Section
08.01 of this Agreement), the Developer shall not, except as permitted by this Agreement,
or except for sale of individual homes to home buyers, assign or attempt to assign this
Agreement or any right herein, nor make any total or partial sale, transfer, conveyance or
assignment of the whole or any part of the Site or the improvements thereon, without prior
Gisler Field DDA
Page 20 of 37
000014 1.
written approval of the Agency. This prohibition shall not apply to the Site, or any portion
thereof, subsequent to the recordation of the Certificate of Completion with respect thereto.
This prohibition shall not be deemed to prevent the granting of easements or permits to
facilitate the development of the Site, nor shall it prohibit granting any security instruments
expressly described in the Agreement for financing the development of the Site.
In the event that the Developer does assign this Agreement or any of the rights herein, or
does sell, transfer, convey or assign any part of the Site or the buildings or structures
thereon prior to the issuance of the Certificate of Completion, and without the consent of
the Agency, the Agency shall be entitled to increase the Purchase Price paid by the
Developer for the Site by the amount of the consideration payable for such sale, transfer,
conveyance or assignment is in excess of the Purchase Price to be paid by the Developer,
and also all interest due and payable to the Agency from the date of initial interest accrual,
as if the original Purchase Price included the new consideration payable for such sale. To
the extent the consideration payable for such sale, transfer, conveyance or assignment is
in excess of the original Purchase Price, such excess and interest accrued thereto shall
belong and be paid to the Agency and until so paid, the Agency shall have a lien on the
Site and any portion thereof, for such amount. Said lien, at the option of the Agency, shall
be in the form of a mortgage or deed of trust and the Developer shall execute all related
documents at its sole cost. Any such lien shall be subordinate and subject to mortgages,
deeds of trust or other sew* instruments executed for the sole purpose of obtaining funds
to purchase and develop the Site, or any portion thereof, as authorized herein.
In the absence of a specific written agreement by the Agency, no such sale, transfer,
conveyance or assignment of this Agreement or the Site, or any portion thereof, or approval
by the Agency of any such sale, transfer, conveyance or assignment, shall be deemed to
relieve the Developer or any other party from any obligation under this Agreement.
SECTION 7 SECURITY FINANCING: RIGHT OF HOLDER
=J 11 Z F13 Z Eli I Z Eels] a 91 Mi :I IM V kv, 1:4 1, 1
Notwithstanding Section 06.01, after conveyance of title of the Site to the Developer,
mortgages, deeds of trust, conveyances and lease - backs, or any other form of conveyance
required for any reasonable method of financing are permitted before the recordation of the
Certificate of Completion referred to in Section 08.01 of this Agreement, but only for the
purpose of securing loans or funds to be used for financing the acquisition of the Site, the
construction of improvements on the Site, and any other expenditures necessary and
Gisler Field DDA
Page 21 of 37
0000,q . ,
appropriate to develop the Site under this Agreement. The Developer shall notify the
Agency in advance of any mortgage, deed of trust, conveyance and lease -back, or other
form of conveyance for financing, if the Developer proposes to enter into the same before
the recordation of the Certificate of Completion. The Developer shall not enter into any
such conveyance for financing without the prior written approval of the Agency, which
approval the Agency agrees to give if any such conveyance is given to a responsible
financial or lending institution or other reasonably acceptable person or entity. Such lender
shall be deemed approved unless rejected in writing by the Agency within thirty (30)
calendar days after receipt of notice thereof by the Agency. Such lender approved by the
Agency pursuant to this Section 07.01, shall not be bound by any amendment,
implementation or modification to this Agreement subsequent to its approval without such
lender giving its prior written consent.
In any event, the Developer shall promptly notify the Agency of any mortgage, deed of trust,
conveyance and lease -back, or other financing, conveyance, encumbrance or lien that has
been created or attached to the Site, or any portion thereof, prior to completion of the
construction of the improvements thereon whether by voluntary act of the Developer or
otherwise.
The holder of any mortgage, deed or trust or other security interest authorized by this
Agreement shall in no way be obligated by the provisions of this Agreement to construct or
complete the improvements or to guarantee such construction or completion; nor shall any
covenants or any other provisions in the grant deed for the Site be so construed as to so
obligate such holder. Nothing in this Agreement shall be deemed or construed to permit,
or authorize any such holder to devote the Site to any uses, or to construct any
improvements thereon, other than those uses or improvements provided for or authorized
by this Agreement.
VA ► 0 [$11 MURN a IL9 a I K•
Whenever the Agency shall deliver any notice or demand to the Developer with respect to
any breach or default by the Developer in completion of construction of the improvements,
including compliance with the Schedule of Performance (Attachment No. 4), the Agency
shall at the same time deliver to each holder of record of any mortgage, deeds of trust or
other security interest authorized by this Agreement, a copy of such notice or demand.
Each such holder shall (insofar as the rights of the Agency are concerned) have the right
at its option within ninety (90) calendar days after the receipt of the notice, to cure or
Gisler Field DDA
Page 22 of 37
remedy, or commence to cure or remedy, any such default and to add the cost thereof to
the security interest debt and the lien of its security interest. If such default shall be a
default which can only be remedied or cured by such holders upon obtaining possession,
such holders shall seek to obtain possession with diligence and continuity through a
receiver or otherwise, and shall remedy or cure such default within ninety (90) calendar
days after obtaining possession; provided that in the case of a default which cannot with
diligence be remedied or cured, or the remedy or cure of which cannot be commended
within such ninety (90) day period, such holders shall have such additional time as
reasonably necessary to remedy or cure such default with diligence and continuity; and
provided further that such holder shall not be required to remedy or cure any non - curable
default of the Developer. Nothing contained in this Agreement shall be deemed to permit
or authorize such holder to undertake or continue the construction or completion of the
improvements (beyond the extent necessary to conserve or protect the improvements or
construction already made) without first having expressly assumed the Developer's
obligations to the Agency by written agreement satisfactory to the Agency. The holder in
that event must agree to complete, in the manner provided in this Agreement, the
improvements to which the lien or title of such holder is related, and submit evidence
satisfactory to the Agency that it has the qualifications and/or financial responsibility
necessary to perform such obligations. Any such holder properly completing such
improvements shall be entitled, upon written request made to the Agency, to a Certificate
of Completion from the Agency.
In any case where six (6) months after default by the Developer in completion of
construction of improvements under this Agreement, the holder of any mortgage, deed of
trust or other security interest creating a lien or encumbrance upon the Site, or any portion
thereof, has not exercised the option to construct, or if it has exercised the option but has
not proceeded diligently with construction, the Agency may purchase the mortgage, deed
of trust or other security interest by payment to the holder of the amount of the unpaid debt,
plus any accrued and unpaid interest. If the ownership of the Site or any portion thereof,
has vested in the holder, the Agency, if it so desires, shall be entitled to a conveyance from
the holder to the Agency upon payment to the holder of any amount equal to the sum of the
following:
(1) The unpaid mortgage, deed of trust or other security interest debt at the time
title became vested in the holder (less all appropriate credits, including those
resulting from collection and other income received during foreclosure
proceedings).
(2) All expenses with respect to foreclosure.
Gisler Field DDA
Page 23 of 37
� o'S
(3) The net expense, if any (exclusive of general overhead), incurred by the
holder as a direct result of the subsequent ownership of the Site or any
portion thereof, such as insurance premiums and real estate taxes.
(4) The cost of any improvements made by such holder.
(5) An amount equivalent to the interest that would have accrued on the
aggregate of such amounts had all amounts become part of the mortgage or
deed of trust debt and such debt had continued in existence to the date of
payment by the Agency.
07.05 RIGHT OF THE AGENCY TO CURE MORTGAGE DEED OF TRUST QR
OTHER SECURITY INTEREST DEFAULT
In the event of a default or breach by the Developer of a mortgage, deed of trust or other
security interest with respect to the Site or any portion thereof, prior to the issuance of
Certificate of Completion by the Agency, and the holder has not exercised its option to
complete the development, the Agency may cure the default prior to completion of any
foreclosure. In such event, the Agency shall be entitled to reimbursement from the
Developer of all costs and expenses incurred by the Agency in curing the default. The
Agency shall also be entitled to a lien upon the Site or any portion thereof, to the extent of
such costs and disbursements. Said lien, at the option of the Agency, shall be in the form
of a mortgage or deed of trust and the Developer shall execute all related documents at its
sole cost.
T ''
AFTER THE TITLE PASSES.
Prior to the recordation of the Certificate of Completion (referred to in Section 08.01 of this
Agreement), and after the Developer has had a reasonable time to challenge, cure or
satisfy any liens or encumbrances on the Site or any portion thereof, the Agency shall have
the right to satisfy any such liens or encumbrances; provided, however, that nothing in this
Agreement shall require the Developer to pay or make provisions for the payment of any
tax, assessment, lien or charge so long as the Developer in good faith shall contest the
validity or amount thereof, and so long as such delay in payment shall not subject the Site
or any portion thereof, to forfeiture or sale.
Gisler Field DDA
Page 24 of 37
SECTION 8 CERTIFICATE OF COMPLETION
08.01 ISSUANCE OF CERTIFICATE OF COMPLETION
Promptly after completion of all construction and development, public and private, to be
completed by the Developer upon the Site, and the payment of all costs, fees and penalties
due to the Agency, the Agency shall furnish the Developer with a Certificate of Completion
upon written request therefor by the Developer. The Agency shall not unreasonably
withhold any such Certificate of Completion. Such Certificate of Completion shall be, and
shall so state a conclusive determination of satisfactory completion of the construction
required by this Agreement upon the Site, and a full compliance with the terms hereof with
respect to the Site. The Agency may also furnish the Developer with a Certificate of
Completion for portions of the improvements upon the Site as are properly completed and
ready to use if the Developer is not in default under this Agreement. The Certificate of
Completion shall be in such form as to permit it to be recorded in the Office of the Recorder
of Ventura County. The escrow for sale of any individual parcel identified in the recorded
tract map shall not close until a Certificate of Completion has been issued for said parcel.
If the Agency refuses or fails to furnish a Certificate of Completion for an individual parcel
after written request from the Developer, the Agency shall, within ten (10) calendar days
of the written request, provide the Developer with a written statement which details the
reasons the Agency refused or failed to furnish a Certificate of Completion. The statement
shall also contain the Agency's opinion of the action the Developer must take to obtain a
Certificate of Completion. If the reason for such refusal is confined to the immediate
unavailability of specific items or materials for landscaping, the Agency will issue its
Certificate of Completion upon the posting of a bond by the Developer with the Agency in
an amount representing a fair market value of the work yet to be completed. If the Agency
shall have failed to provide such written statement within said ten (10) calendar day period,
the Developer shall be deemed entitled to the Certificate of Completion.
Such Certificate of Completion shall not constitute evidence of compliance with or
satisfaction of any obligation of the Developer to any holder of a mortgage, or any insurer
of a mortgage securing money loaned to finance the improvements, nor any part thereof
other than this Agreement. Such Certificate of Completion is not a notice of completion as
referred to in Section 3093 of the California Civil Code.
Gisler Field DDA
Page 25 of 37
SECTION 9 USE OF THE SITE
09.01 USES
The Developer covenants and agrees for itself, its successors, its assigns and every
successor in interest to the Site or any part thereof, that during construction and thereafter
the Developer, its successors and assigns shall devote the Site to the uses specified in the
Redevelopment Plan, the Scope of Development, the Agreement Containing Covenants
Affecting Real Property (Attachment No. 6), Agreement for Affordable Housing (Attachment
No. 8) and the Grant Deed.
09.02 MAINTENANCE OF THE SITE
The Developer shall maintain any improvements on the Site and shall keep the Site
reasonably free from any accumulation of debris or waste material until issuance of the
Certificate of Completion for the entire Site.
• • : • • - - •ITlg� - •
The Developer covenants and agrees for itself, its successors, its assigns and every
successor in interest to the Site or any part thereof, that there shall be no discrimination
against or segregation of any person, or groups or persons, on account of sex, age, marital
status, race, color, creed, religion, disability, familial status, national origin or ancestry in
the sale, lease, sublease, transfer, use or occupancy of the Site nor shall the Developer
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 the Site.
The Develop shall refrain from restricting the sale or lease of the property on the basis of
sex, age, marital status, race, color, creed, religion, disability, familial status, ancestry or
national origin of any person. All 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 itself, its heirs, executors,
administrators, 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 sex, age, marital status, race,
Gisler Field DDA
Page 26 of 37
color, creed, religion, disability, familial status, national origin or ancestry in
the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of
the land herein conveyed, nor shall the grantee 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 land herein conveyed. The foregoing covenants shall run with
the land."
(2) In leases: "The lessee herein covenants by and for itself, its heirs,
executors, administrators, successors and assigns, and all persons claiming
under or through them, 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 sex, age, marital status, race, color,
creed, religion, disability, familial status, national
origin or ancestry in the leasing, subleasing,
renting, transferring, use, occupancy, tenure or
enjoyment of the land herein leased, nor shall the
lessor 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 land herein
leased."
09.05 EFFECT AND DURATION OF COVENANTS
The covenants established in this Agreement shall, without regard to technical classification
and designation, be binding on the Developer and any successor in interest to the Site or
any part thereof for the benefit and in favor of the Agency, its successors and assigns, and
the City. Such covenants as are to survive the issuance of the Certificate of Completion
by the Agency shall be contained in the Grant Deeds and the Agreement Containing
Covenants Affecting Real Property (Attachment No. 6) and shall remain in effect for the
period specified therein.
Gisler Field DDA
Page 27 of 37
006101
09.06 RIGHTS OF ACCESS - PUBLIC IMPROVEMENTS AND FACILITIES
The Agency for itself, and for the City and other public agencies, at their sole risk and
expense, reserves the right to enter the Site or any part thereof, at all reasonable times and
with as little interference as possible, for the purposes of construction, reconstruction,
maintenance, repair or service of any public improvements or public facilities located on the
Site. Any such entry shall be made only after reasonable notice to the Developer, and the
Agency shall indemnify and hold the Developer harmless from any claims or liabilities
pertaining to such entry.
SECTION 10 DEFAULTS, REMEDIES AND TERMINATION
10.01 DEFAULTS - GENERAL
Subject to the extensions of time set forth in Section 13.04, failure or delay by either party
to perform any term or provision of this Agreement constitutes a default under this
Agreement. The party who fails or delays must immediately commence to cure, correct or
remedy such failure or delay and shall complete such cure, correction or remedy with
reasonable diligence.
The injured party shall give written notice of default to the party in default, specifying the
default complained of by the injured party. Failure or delay in giving such notice shall not
constitute a waiver of any default, nor shall it change the time of default. Except as
otherwise expressly provided in this Agreement, any failures or delays by either party in
asserting any of its rights and remedies as to any default shall not operate as a waiver of
any default or of any such right or remedies. Delays by either party in asserting any of its
rights and remedies shall not deprive either party of its right to institute and maintain any
actions or proceedings which it may deem necessary to protect, assert or enforce any such
rights or remedies.
10.02 LEGAL ACTIONS
(1) Institution of Legal Actions: In addition to any other rights or remedies,
either party may institute legal action to cure, correct or remedy any default,
to recover damages for any default, or to obtain any other remedy consistent
with the purpose of this Agreement. Such legal actions must be instituted in
the Superior Court of the County of Ventura, State of California, or in any
other appropriate court of that County.
Gisler Field DDA
Page 28 of 37
(2) Applicable Law: The laws of the State of California shall govern the
interpretation and enforcement of this Agreement.
(3) Acceptance of Service of Process: In the event that any legal action is
commenced by the Developer against the Agency, service of process on the
Agency shall be made by personal service upon the Executive Director of the
Agency, or in such manner as may be provided by law.
In the event that any legal action is commenced by the Agency against the
Developer, service of process on the Developer shall be made by personal
service upon the Developer (or upon a general partner or officer of the
Developer as an entity) and shall be valid whether made within or without the
State of California, or in such manner as may be provided by law.
10.03 RIGHTS AND REMEDIES ARE CUMULATIVE
Except with respect to rights and remedies expressly declared to be exclusive in this
Agreement, the rights and remedies of the parties are cumulative, and the exercise by
either party of one or more of such 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 by the
other party.
10.04 DAMAGES
If either party defaults with regard to any of the provisions of this Agreement, the non -
defaulting party shall serve notice of such default upon the defaulting party. If the default
is not commenced to be cured within thirty (30) calendar days after service of the notice of
default and is not cured promptly in a continuous and diligent manner within a reasonable
period of time after commencement, the defaulting party shall be liable to the non - defaulting
party for any damages caused by such default, and the non - defaulting party may thereafter
(but not before) commence an action for damages against the defaulting party with respect
to such default.
This Section 10.04 shall be in addition to any damages and penalties charged by the
Agency pursuant to Section 04.08 herein.
•:►�._►
If either party defaults with regard to any of the provisions of this Agreement, the non-
Gisler Field DDA
Page 29 of 37
Wcllot'l
defaulting party shall serve written notice of such default upon the defaulting party. If the
default is not commenced to be cured within thirty (30) calendar days after service of the
notice of default and is not cured promptly in a continuous and diligent manner within a
reasonable period of time after commencement the non - defaulting party, at its option, may
thereafter (but not before) commence an action for specific performance of the terms of this
Agreement pertaining to such default.
This Section 10.05 shall not preclude the imposition of penalties pursuant to Section 04.08
herein.
SECTION 11 REMEDIES AND RIGHTS OF TERMINATION
11.01 TERMINATION BY AGENCY
In the event that prior to the conveyance of title or possession of the Site, or any portion
thereof, to the Developer, or after conveyance, if certain financing commitments are not
obtained by Developer, and:
(1) The Developer shall fail to submit to the Agency the evidence of financing
commitments referred to in Section 03.15 of this Agreement within the time
established therefore in the Schedule of Performance (Attachment No. 4); or
(2) The Developer, or any successor in interest, assigns or attempts to assign
the Agreement without prior Agency consent, or any right therein, or in the
Site, or portion thereof; or
(3) There is substantial change in the ownership of the Developer, or with
respect to the identity of the parties in control of Developer, or the degree
thereof contrary to the provisions of Section 02.02 and 02.03 hereof; or
(4) The Developer does not submit any plans, drawings and related documents
as required by this Agreement by the date provided in this Agreement
therefor, or
(5) The Developer does not pay the Purchase Price installments or interest
payments to the Agency pursuant to this Agreement; or
(6) The Developer does not pay the development fees referred to in the
Schedule of Fees (Attachment No.9) within the time required therefor in the
Schedule of Performance (Attachment No. 4); or
Gisler Field DDA
Page 30 of 37
(7) If any default or failure referred to in subdivisions (1), (2), (3), (4) or (5) of this
Section shall not be cured within thirty (30) calendar days after the date of
written demand by the Agency;
then this Agreement and any rights of the Developer, or any assignee or transferee, in this
Agreement, or arising therefrom with respect to the Agency, shall at the option of the
Agency, be terminated by written notice to the Developer, and neither the Agency nor the
Developer shall have any further rights against or liability to the other under this Agreement
with respect to the Site. If the termination occurs after conveyance of the Site or any
portion thereof, then Developer shall have no rights to conveyance of any balance of
property on the Site nor to any improvements made thereon.
11.02 TERMINATION BY DEVELOPER
In the event that prior to conveyance of title or possession of the Site to the Developer:
(1) The Agency does not tender either conveyance of title to the Site or
possession thereof, to the Developer in the manner and condition, and by the
date provided in the Agreement; or
(2) The Developer is unable despite diligent and good faith efforts, to obtain
financing for the acquisition and development of the Site as referred to in
Section 13.04 of this Agreement within the time established therefor in the
Schedule of Performance (Attachment No. 4); or
(3) The Developer determines, with the time established therefor in Section
03.12 of this Agreement, in its best professional judgement and after
appropriate investigation, that soil conditions within or proximate to the Site
is such that the Site cannot be economically or practically remediated or
placed into a condition suitable for development; and
(4) If any default or failure referred to in subdivision (1) of this Section shall not
be cured within thirty (30) calendar days after the date of written demand by
the Developer,
then this Agreement, at the option of the Developer, shall be terminated by written notice
thereof to the Agency, and neither the Agency nor the Developer shall have any further
rights against or liability to the other under this Agreement with respect to the Site, except
that the Developer shall not be absolved of any payments due to Agency or City resulting
from work performed by City or Agency pursuant to this Agreement.
Gisler Field DDA
Page 31 of 37
SECTION 12 RIGHT OF REENTRY
12.01 RIGHT OF REENTRY / REPOSSESSION
The Agency shall have the right, at its option, to reenter and take possession of the Site,
or any portion thereof, with all improvements thereon, and to terminate and revest in the
Agency the estate theretofore conveyed to the Developer, if after conveyance of title or
possession of the Site and prior to the recordation of the Certificate of Completion
pertaining to the Site, or any portion thereof, the Developer, or its successors in interest,
has:
(1) Failed to submit applications for entitlements for the improvements as
required by his Agreement for a period of thirty (30) days after written notice
to proceed from the Agency, provided that the Developer shall not have
obtained an extension or postponement to which the Developer may be
entitled pursuant to Section 13.04 hereof; or
(2) Abandoned or substantially suspended construction of the improvements for
a period of three (3) months after written notice of such abandonment or
suspension has been given by the Agency to the Developer, provided the
Developer has not obtained an extension or postponement to which the
Developer may be entitled to pursuant to Section 13.04 hereof; or
(3) Assign or attempt to assign this Agreement, or any right herein, or transfer,
or suffer any involuntary transfer of the Site, or any part thereof, in violation
of this Agreement, and such violation shall not be cured within thirty (30)
calendar days after the date of receipt of written notice thereof by the Agency
to the Developer.
Such right to reenter, repossess, terminate and revest shall be subject to and be limited by
and shall not defeat, render invalid or limit:
(1) Any mortgage, deed of trust or other security interests permitted by this
Agreement;
(2) Any rights or interests provided in this Agreement for the protection of the
holders of such mortgages, deeds of trust or other security interests.
The rights established in Section 12.01 shall not apply to that portion of the Site on which
the improvements to be conshicted thereon have been completed in accordance with this
Agreement and for which a Certificate of Completion has been recorded therefor as
provided for in Section 08.01.
Gisler Field DDA
Page 32 of 37
Mull l i Cn
The Grant Deed to the Site, or any portion thereof, shall contain appropriate reference and
provision to give effect to the Agency's right, as set forth in this Section 12.01 under
specified circumstances prior to the recordation of the Certificate of Completion, to reenter
and take possession of the Site, or any part thereof, with all improvements thereon, and to
terminate and revert in the Agency the estate conveyed to the Developer.
Upon the revesting in the Agency of title to the Site, or any part thereof, as provided in this
Section 12.01 the Agency shall, pursuant to its responsibilities under state law, use its best
efforts to resell the Site, or any part thereof, as soon and in such manner as the Agency
shall find feasible and consistent with the objectives of the Community Redevelopment Law
and the Redevelopment Plan to a qualified and responsible party or parties (as determined
by the Agency), who will assume the obligation of making or completing the improvements,
or such other improvements in their stead, as shall be satisfactory to the Agency and in
accordance with the uses specified for the Site, or any part thereof, in the Redevelopment
Plan. Upon such resale of the Site, or any part thereof, the proceeds thereof shall be
applied:
(1) First, to reimburse the Agency on its own behalf or on behalf of the City of
all costs and expenses incurred by the Agency, including but not limited to
salaries to personnel engaged in such action, in connection with the
recapture, management and resale of the Site, or any part thereof (but less
any income derived by the Agency from the sale of the Site, or any part
thereof, in connection with such management); all taxes, assessments and
water and sewer charges with respect to the site, or any part thereof, or (in
the event the Site, or any part thereof, is exempt from taxation or assessment
of such charges during the period of ownership, then such taxes,
assessments or charges, as would have been payable if the Site, or any part
thereof, were not so exempt); and payments made or necessary to be made
to discharge or prevent from attaching or being made any subsequent
encumbrances or liens due to obligations, defaults or acts of the Developer,
its successors or transferees; and expenditures made or obligations incurred
with respect to the making or completion of the agreed improvements or any
part thereof on the Site, or any part thereof; and any amounts otherwise
awning to the Agency by the Developer and its successor or transferee; and
(2) Second, to reimburse the Developer, its successor or transferee, up to the
amount equal to: (a) the sum of the purchase price paid to the Agency by the
Developer for the Site (or allocable to the part thereof); and (b) the costs
incurred for the development of the Site, or any part thereof, or for the
construction of the agreed upon improvements thereon, less (c) any gain or
income withdrawn or made by the Developer therefrom or from the
improvements thereon.
Gisler Field DDA
Page 33 of 37
6 id, bF 1-11 9 k: Y,
Any balance remaining after such reimbursements shall be retained by the Agency as its
property.
To the extent that the right established in Section 12.01 involves a forfeiture, it must be
strictly interpreted for the Agency, the party for whose benefit it is created. The rights
established in this Section 12.01 are to be interpreted in light of the fact that the Agency will
convey the Site to the Developer for development and not for speculation in undeveloped
land.
SECTION 13 GENERAL PROVISIONS
Formal notices, demands and communications between the Agency and the Developer
shall be sufficiently given if dispatched by registered or certified mail, postage prepaid,
return receipt requests, to the principal offices of the Agency and the Developer, as
designated in Sections 02.01 and 02.02 hereof. Such written notices, demand and
communications may be sent in the same manner to such other addresses as either party
may from time to time designate by mail as provided in this Section 13.01.
No member, official or employee of the Agency shall have any personal interest, direct or
indirect, in this Agreement nor shall any such member, official or employee participate in
any decision relating to the Agreement which affects his personal interests or the interests
of any corporation, partnership or association in which he is, directly or indirectly,
interested.
The Developer warrants that it has not paid or given, and will not pay or give, any third
party any money or other consideration for obtaining this Agreement.
No member, official, employee, agent or consultant of the Agency shall be personally liable
to the Developer, or any successor in interest, in the event of any default or breach by the
Agency or for any amount which may become due to the Developer or to its successor, or
on any obligations under these terms of this Agreement.
Gisler Field DDA
Page 34 of 37
13.04 ENFORCED DELAY: EXTENSION OF TIME OF PERFORMANCE
In addition to specific provisions of this Agreement, performance by either party hereunder
shall not be deemed to be in default where delays or defaults are due to war, insurrection,
strikes, lockouts, riots, floods, earthquakes, fires, Acts of God, acts of the public enemy,
epidemics, quarantine restrictions, freight embargoes, lack of transportation, governmental
restrictions or priority, litigation, unusually severe weather, inability to secure necessary
labor, materials or tools, delays of any contractor, subcontractor or supplies, acts of the
other party, acts or failure to act of the City or any other public or governmental agency or
entity (other than that any act or failure to act of the Agency shall not excuse performance
by the Agency) or any other causes beyond the control or without the fault of the party
claiming and extension of time to perform. An extension of time for any such causes shall
be for the period of the enforced delay and shall commence to run from the time of the
commencement of the cause, if notice by the party claiming such extensions is sent to the
other party within thirty (30) calendar days of knowledge of the commencement of the
cause. Times of performance under this Agreement may also be extended in writing by the
Agency and the Developer.
The Agency shall have the right at all reasonable times to inspect the books and records
of the Developer pertaining to the Site as pertinent to- the purposes of this Agreement. The
Developer shall also have the right at all reasonable times to inspect the books and records
of the Agency pertaining to the Site as pertinent to the purposes of this Agreement.
99�. ---•
Approvals required of the Agency or the Developer shall not be unreasonably withheld,
conditioned or delayed.
- "IF 16*11 Lei z
The Agency shall not be liable for any real estate commissions, brokerage fees or finders
fees which may arise from the sale of the Site, or any portion thereof, to the Developer.
The Agency and the Developer each represent to the other that it has employed no broker,
agent or finder in connection with this transaction or Agreement.
Gisler Field DDA
Page 35 of 37
000:,0`
13.08 MONTHLY PROGRESS REPORTS
Developer shall prepare and submit monthly progress reports to the Agency beginning sixty
(60) calendar days following the execution of this Agreement outlining the then current
status of the Project including the status of:
(1) preparation of plans,
(2) permit applications and other applications for required approvals,
(3) construction, and
(4) such other matters as requested by the Agency Executive Director, or his
designee, from time to time.
SECTION 14 ENTIRE AGREEMENT, WAIVERS AND AMENDMENTS
_:1e]ZJl::I:4kTA1Qk
This Agreement shall be executed in three (3) duplicate originals each of which is deemed
to be an original. This Agreement includes 37 pages and 9 attachments which constitute
the entire understanding and agreement of the parties.
This Agreement integrates all of the terms and conditions mentioned herein or incidental
hereto, and supersedes all negotiations or previous agreements between the parties with
respect to all or any part of the Site.
None of the terms, covenants, agreements or conditions set forth in this Agreement shall
be deemed to be merged with the Grant Deed conveying title to the Site, or any part
thereof, and this Agreement shall continue in full force and effect from the date on which
this Agreement is executed by the Agency until after a Certificate of Completion for the
entire Site as provided in Section 08.01 is recorded.
All waivers of the provisions of this Agreement must be in writing and signed by the
appropriate authorities of the Agency or the Developer, and all amendments hereto must
be in writing and signed by the appropriate authorities of the Agency and the Developer.
This Agreement and any provisions hereof may be amended by mutual written agreement
by the Developer and the Agency.
Gisler Field DDA
Page 36 of 37
00(sl it
SECTION 15 AGREEMENT BINDING FOR LIFE OF REDEVELOPMENT PLAN
15.01 BINDING AGREEMENT
The Developer and the Agency agree that this Agreement and specifically the requirements
contained herein to provide affordable housing units on the Site, shall be in effect for the
duration of the term of the Moorpark Redevelopment Plan and shall be binding upon the
parties hereto and their successors in law.
SECTION 16 TIME OF ACCEPTANCE OF AGREEMENT BY THE AGENCY
16.01 DATE OF AGREEMENT
This Agreement, when executed by the Developer and delivered to the Agency, must be
authorized, executed and delivered by the Agency within thirty (30) days after this
Agreement is signed by the Developer on written notice to the Agency. The date of this
Agreement shall be upon signature by the Agency.
REDEVELOPMENT AGENCY
CITY OF MOORPARK
(AGENCY)
By:
Patrick Hunter, Chairman
Dated:
ATTEST:
BY:
Deborah S. Traffenstedt
Agency Secretary
Gisler Field DDA
CABRILLO ECONOMIC
DEVELOPMENT CORPORATION
(DEVELOPER)
By:
Dated:
Page 37 of 37
$-------------------
Q
SHASTA _
AVENUE
60'
mom @ 1240
>R a @ 1240
Q
00'
01
M#47
1240
L/-1e7JEN
ATTACHMENT NO. 1
11.11
�i
SITE MAP
- - -
- - -- — _ _
- - - -ht 75 -72 iV - -- 3? - --
--
AaWA n
--- - - — - - -- 21_IJ 505
—
----------
95- 09IIg6
�D f��
18 /J: �-
z 1QAc.
u--- 91
- - - - --
LJ
113
kL2
J82'
S I
37208
'
�
I
I
$
I
I
I
31
I .
I
17.76Ac.
. 7.19Ac.
szer
I POWDDaM SCt10(
I
I
=v0'
- 51.44'
I
I
�I
M
I
I
I
21 PAM
I
?s�9•
I
I
i�?3r5o*E 461.gr
244.01' I 160.45'
699.60'
0
m
Por. Lot P, Poindexter Sub. M.R. Bk.S, Pg.5
Portion Rancho Simi, M.R. , PQ.7 ,
ATTACHMENT NO. 2
PROPERTY LEGAL DESCRIPTION
Portions of Parcel A of Lot Line Adjustment 95 -3 (Parcels 1 and 2), Recorded on April
27, 1995 as instrument No. 95- 050899, Official Recorder, County of Ventura, State of
California, described as follows:
Commencing at the most northwesterly comer of said Parcel A; said corner also being
a point on the southerly line of Poindexter Avenue, recorded in Book 21, Page 34 -35 of
parcel maps in the Office of the County Recorder, County of Ventura.
13t Thence, North 00 03' 44" East, a southerly distance of 626.03 feet along the
westerly boundary of said Parcel Map;
2nd Thence, North 890 59' 25" East, an easterly distance of 33.00 feet;
3`d Thence, North 00 04' 12" East, a southerly distance of 428.06 feet, along the
westerly boundary of said Parcel Map, to a point on the north right -of -way line of
Lasson Avenue, 56.00 feet wide, as shown on Tract 1240 recorded March 31, 1961,
in Book 30, Pages 56 through 59 of Miscellaneous Records of said County;
4"' Thence, North 890 33'50" East, an easterly distance of 237.63 feet;
5' Thence, a distance of 63.73 feet northeasterly along the westerly concave arc,
having a radius of 50 feet and a central angle of 2190 05' 30"
6"' Thence, tangent to said curve North 120 49 12" East, a northerly distance of 54.50
feet to the beginning of the tangent curve, concave westerly, having a radius of
110.00 feet, and a central angle of 120 45' 20 ";
71' Thence, northerly along the arc of said curve, a distance of 24.49 feet;
Thence, tangent to said curve North 000 03' 52" East, a northerly distance of
164.97 feet to the beginning of tangent curve, concave easterly, having a radius of
270.00 feet and a central angle of 100 54' 57 ";
Thence, northerly along the arc of said curve, a distance of 51.44 feet;
1 CP Thence, tangent to said curve North 10° 58' 49" East, a northerly distance of 85.25
feet to the beginning of a tangent curve, concave westerly, having a radius of
330.00 feet and a central angle of 100 54' S7 ";
1 1'' Thence, northerly along the arc of said curve, a distance of 62.87 feet;
ATTACHMENT NO. 2 - Page 02
12th Thence, tangent to said curve North 00° 03' 52" East, a northerly distance of
333.71 feet to the generally southerly line of the parcel per deed record in Book
511, Page 215, of Official Records, in the Office of the County Recorder, County
of Ventura,
13' Thence, along said generally southern line, North 89° 57' 29" West, a westerly
distance of 9.92 feet to the generally southwest corner of said parcel;
14th Thence, along the westerly line of said parcel, North 000 04' 41" East, a northerly
distance of 239.70 feet to the southerly line of said Poindexter Avenue;
15"' Thence, North 890 57' 29" West, a westerly distance of 350.80 feet along the
southerly line, to the Point of Commencement.
ATTACHMENT NO. 3
PURCHASE PRICE AND SCHEDULE OF PAYMENT
Site Purchase Price
Developer shall pay the Moorpark Redevelopment Agency the Site Purchase Price of ONE
MILLION FIVE - HUNDRED THOUSAND DOLLARS ($1,500,000.00).
Developer shall provide a Promissory Note and deed of trust in the amount of $1,475,000.
Said note may be subordinate to a construction loan and related first deed of trust on the
property and to no others.
2. Interest
Commencing at the time a Final Tract Map is recorded by Developer, but in no case later
than twenty-four (24) months following the execution of the Disposition and Development
Agreement by the Agency, interest shall begin to accrue on the outstanding balance of the
Site Purchase Price. Interest charged shall be at the most recent quarterly interest rate
reported by the Local Agency Investment Fund (LAIF), and shall be adjusted quarterly
based on said LAIF interest rate. Interest shall be calculated on a simple annual basis on
the principal amount and posted monthly based on one - twelfth (1/12th) of the annual
amount.
Should Developer be in default of the Agreement pursuant to Section 10 of this
Agreement, Developer shall have no rights to the return of any interest paid pursuant to
this Attachment 3.
3. Interest Payments
Developer shall commence paying the interest accrued pursuant to Subpart 2 herein on
the outstanding balance of the Site Purchase Price thirty (30) calendar days following the
close of construction loan for development of the Site. Each month thereafter, Agency
shall submit to Developer an invoice on the interest amount due and payable to Agency,
and Developer shall pay such invoice amount within fifteen (15) calendar days of receipt.
4. Site Purchase Price Payment
Beginning at the time of sale of the first parcel developed at "market rate" Developer shall
pay to Agency an amount equal to one-forty-fourth (1 /44th) of the principal Site Purchase
Price, or THIRTY -THREE THOUSAND FIVE HUNDRED TWENTY -THREE DOLLARS and
no cents ($33,523.00). Said payment amount shall be included in and made a part of
escrow payments. Payment shall be disbursed to Agency through escrow prior to release
of the lien on the parcel pursuant to Section 03.05 of this Agreement.
006.1.5
ATTACHMENT N0. 3 - Page 02
5. Reimbursement for Public Improvements
Agency shall reimburse Developer one -half (1/2) of the construction cost of the north /south
public street to be constructed from Poindexter Avenue to the entrance to Poindexter Park
and the storm drain to be constructed in said street, except as provided for in Section
03.05(3) of the Agreement. Payments will be made in accordance with the Agency's
regular warrant procedures upon receipt of an invoice from Developer stating the specific
work completed and for payment is requested, and upon verification by the City's engineer
that the work has been satisfactorily performed. Agency shall withhold ten percent (10 %)
of each invoice request until all of the construction required for the public street and storm
drain under this Agreement has been completed, a Notice of Completion has been filed
and no liens have been filed.
006110
ATTACHMENT NO.4
SCHEDULE OF PERFORMANCE
1. Schedule of Performance by Developer
Unless extended as a result of an enforced delay, as provided for in Section 13.04 of the
Agreement, or otherwise agreed to by Agency, Developer shall be required to perform in
accordance with the following schedule. Failure to perform shall result in assessment of
penalties as provided for in Section 04.08 of the Agreement, and may, at the option of
Agency, result in a default of the Agreement.
June 1998 Good faith payment due
June 1998 Disposition and Development Agreement executed
July 1998 Submittal of basic concept and schematic drawings for Agency
approval (Sec. 04.02)
August 1998 Agency approval of concept and schematic drawings (Sec.
04.05)
August 1998 Submittal of waiver requests
September 1998 Application for entitlements submitted (Sec 04.07)
November 1998 Applications submitted to Planning Commission and/or Council
for review and action
January 1999 Entitlements approved
January 1999 Begin final engineering and architectural design
March 1999 Civil engineering plans submitted to engineering
March 1999 Grading plans submitted to engineering
March 1999 Building plans submitted for plan check
July 1999 Civil engineering plans approved
July 1999 Building plans approved
oo(s ". � 7
ATTACHMENT NO. 4 - Page 02
July 1999 Other government agencies' approvals obtained
July 1999 Submit proof of financing (Sec. 03.14)
August 1999 Escrow opens (Sec. 03.02)
August 1999 Submit copy of Developer's executed contract documents
(Sec. 03.14)
August 1999 Promissory Note prepared for Agency review (Sec. 03.07)
December 1999 Final Map recorded / Interest begins to accrue
December 1999 HOA recorded
December 1999 Escrow closes within 30 days of recordation, title conveyed to
CEDC (Sec. 03.03)
December 1999 Construction loan closes
January 2000 Interest payments begin
January 2000 Phase One construction begins
June 2000 Marketing begins
June 2000 Payment of Site Purchase Price begins with sale of market
value units
June 2000 Interest begins to accrue if Final Map not yet recorded
August 2000 Phase Two construction begins
October 2000 Sales completed, Phase One
February 2001 Phase Three construction begins
April 2001 Sales completed, Phase Two
January 2002 Full construction of new public street completed
January 2002 Sales completed, Phase Three
(A)C AIS
ATTACHMENT NO. 5
FORM OF GRANT DEED
RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:
Cabrillo Economic Development Corporation
11011 Azahar Street
Saticoy, CA 93004
Attention: Karen Flock
No fee for recording pursuant to
Government Code Section 273S3
GRANT DEED
For valuable consideration, the receipt of which is hereby acknowledged,
The City of Moorpark Redevelopment Agency, a public body, corporate and politic
(the "Grantor'), acting to carry out its redevelopment purposes pursuant to the Community
Redevelopment Law of the State of California, hereby grants to Cabrillo Economic
Development Corporation, a California nonprofit public benefit corporation (the "Grantee ")
the real property (the "Property") described in Exhibit A attached hereto and incorporated
in this Grant Deed by this reference.
1. The Property is conveyed subject to the Disposition and Development
Agreement (the "Agreement ") by and between the Grantor and the Grantee, dated as of
June 1998.
2. The Grantee hereby covenants and agrees, for itself and its successors and
assigns, that the Grantee and such successors and assigns shall promptly begin and
diligently prosecute to completion the redevelopment of the Property through the
construction of the improvements required to be constructed pursuant to the Agreement
(the "Improvements "), and that such construction shall be commenced and completed
within the times provided in the Agreement.
Promptly after completion of the Improvements, or portions thereof, on the Property
in accordance with the provisions of the Agreement, the Grantor will furnish the Grantee
with an appropriate instrument so certifying (a "Certificate of Completion "). Such
Certificate of Completion by the Grantor shall be a conclusive determination of satisfaction
0OUL-i'
ATTACHMENT N0. 5 - Page 02
and termination of the agreements and covenants in the Agreement and in this Grant Deed
with respect to the obligations of the Grantee and its successors and assigns to construct
the Improvements, or application portion thereof, and the dates for the beginning and
completion of such construction.
3. The Grantee covenants and agrees, for itself and its successors and assigns,
that there shall be no discrimination against or segregation of any person or group of
persons on account of race, color, creed, religion, sex, sexual orientation, marital status,
national origin, ancestry or disability in the sale, lease, sublease, transfer, use, occupancy,
tenure or enjoyment of the Property, nor shall the Grantee 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 and the Improvements
thereon.
All deeds, leases or contracts made relative to the Property and the Improvements
thereon or any part thereof, shall contain or be subject to substantially the following
nondiscrimination clauses:
a. In deeds: 'The grantee herein covenants by and for itself, its heirs,
executors, administrators, 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 sex, age,
marital status, race, color, creed, religion, disability, familial status, national
origin or ancestry in the sale, lease, sublease, transfer, use, occupancy,
tenure or enjoyment of the land herein conveyed, nor shall the grantee itself
or any person claiming under or through the grantee 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 land herein conveyed. The
foregoing covenants shall run with the land."
b. In leases: "The lessee herein covenants by and for itself, its heirs, executors,
administrators, successors and assigns, and all persons claiming under or
through them, 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 sex, age, marital status, race, color,
creed, religion, disability, familial status, national origin or ancestry in the
ii ��I#W -6
ATTACHMENT NO. 5 - Page 03
leasing, subleasing, renting, transferring, use, occupancy, tenure or
enjoyment of the land herein leased, nor shall the lessor, 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 land herein leased."
C. In contracts: 'There shall be no discrimination against or segregation of, any
person or group of persons on account of race, color, creed, religion, sex,
sexual orientation, marital status, national origin, ancestry or disability in the
sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the
land, nor shall the transferee, or any person claiming under or through the
transferee, 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 or vendees in the
land."
4. The Grantee represents and agrees that the Property will be used for the
purposes of timely redevelopment as set forth in the Agreement and not for speculation
in landholding. The Grantee further recognizes that in view of the following factors, the
qualifications of the Grantee are of particular concern to the community and the Grantor:
a. The importance of the redevelopment of the Property to the general welfare
of the community; and
b. The land acquisition assistance and other public aids that have been made
available by law and by the government for the purpose of making such
redevelopment possible; and
C. The reliance by the Grantor upon the unique qualifications and ability of the
Grantee to serve as the catalyst for development of the Property and upon
the continuing interest which the Grantee will have in the Property to assure
the quality of the use, operation and maintenance deemed critical by the
Grantor in the development of the Property; and
d. The fact that a change in ownership or control of the owner of the Property,
or of a substantial part thereof, or any other act or transaction involving or
resulting in a significant change in ownership or with respect to the identity
of the parties in control of the Grantee or the degree thereof is for practical
purposes a transfer or disposition of the Property; and
O(Al zi
ATTACHMENT N0. 5 - Page 04
e. The fact that the Property is not to be acquired or used for speculation, but
only for development and operation by the Partnership in accordance with
the Agreement; and
The importance to the Grantor and the community of the standards of use,
operation and maintenance of the Property.
The Grantee further recognizes that it is because of such qualifications and identity
that the Grantor has entered into the Agreement and has conveyed the Property to the
Grantee.
For the reasons stated above, the Grantee covenants, for itself and its successors
and assigns, that there shall be no sale, transfer, assignment, conveyance, lease, pledge
or encumbrance of the Agreement, or the Property and the Improvements thereon or any
part thereof, or of other ownership interest in the Grantee in violation of the Agreement.
No voluntary or involuntary successor in interest of the Grantee shall acquire any
rights or powers under this Grant Deed or the Agreement except as expressly set forth in
this Grant Deed or the Agreement.
5. The covenants contained in Sections 2 and 4 regarding construction, and
transfers of interests, shall remain in effect until a Certificate of Completion has been
issued (or is required to be issued) for all the Improvement. The covenants contained in
Section 3 regarding nondiscrimination shall remain in effect in perpetuity.
6. No violation or breach of the covenants, conditions, restrictions, provisions or
limitations contained in this Grant Deed shall defeat or render invalid or in any way impair
the lien or charge of any mortgage, deed of trust or other financing or security instrument
permitted by the Agreement or otherwise approved by the /agency; provided, however, that
any successor of Grantee to the Property shall be bound by such covenants, conditions,
restrictions, limitations and provisions, whether such successor's title was acquired by
foreclosure, deed in lieu of foreclosure, trustee's sale or otherwise.
7. The covenants contained in Sections 2, 3 and 4 of this Grant Deed shall, without
regard to technical classification or designation, legal or otherwise specifically provided
in this Grant Deed, be, to the fullest extent permitted by law and equity, binding for the
benefit and in favor of and enforceable by the Grantor, its successors and assigns, the City
of Moorparkand any successor in interest to the Property or any part thereof, and such
covenants shall run in favor of the Grantor and such aforementioned parties for the entire
ATTACHMENT NO. 5 - Page 05
period during which such covenants shall be in force and effect, without regard to whether
the Grantor is or remains an owner of any land or interest therein to which such covenants
relates. In the event of any breach of any of such covenants, the Grantor and such
aforementioned parties shall have the right to exercise all of the rights and remedies, and
to maintain any actions at law or suits in equity or other property proceedings to enforce
the curing of such breach. The covenants contained in this Grant Deed shall be for the
benefit of and shall be enforceable only by the Grantor, its successors and such
aforementioned parties.
8. Title to the Site shall be subject to this specific exclusion (to the extent now or
hereafter validly excepted and reserved by the parties named in deeds, leases and other
documents of record) of all oil, gas, hydrocarbon substances and minerals of every kind
and character laying more than five hundred feet (500') below the surface, together with
the right to drill into, through, and to use and occupy all parts of the Site lying more than
five hundred feet (500') below the surface thereof for any and all purposes incidental to
the exploration for and production of oil, gas, hydrocarbon substances or minerals from the
Site, but without, however, any right to use or disturb either the surface of the Site or any
portion thereof within five hundred feet (500') of the surface for any purpose or purposes
whatsoever.
9. Subject to and in accordance with the procedures and provisions of Section
12.01 of the Agreement, the Grantor shall have the right, at its option, to reenter and take
possession of the Property hereby conveyed, or such portion thereof, with all
Improvements thereon, and revest in the Grantor the estate conveyed to the Grantee, if
the Agreement is terminated pursuant to Sections 11.01 or 11.02 of the Agreement prior
to recordation of a Certificate of Completion for all the Improvement.
The Grantor shall have the right to institute such actions or proceedings as it may
deem desirable for effectuating the purposes of this Section, including also the right to
execute and record or file with the Recorder of the County of Ventura, a written declaration
of the termination of all rights and title of the Grantee, and its successors in interest and
assigns, in the Property, and the revesting of title thereto in the Grantor. Any delay by
Grantor in instituting or prosecuting any such actions or proceedings or otherwise
asserting its rights under this Section shall not operate as a waiver of such rights or to
deprive it of or limit such rights in any way (it being the intent of this provision that Grantor
should not be constrained so as to avoid the risk of being deprived of or limited to the
exercise of the remedy provided in this Section because of concepts of waiver, laches, or
others), nor shall any waiver in fact made by the Grantor with respect to any specific
default by the Grantee, its successors and assigns, be considered or treated as a waiver
of the rights of the Grantor with respect to any other defaults by the Grantee, its
successors and assigns, or with respect to the particular default except to the extent
specifically waived. 0W012Z-1,
ATTACHMENT NO. 5 - Page 06
10. Only the Grantor, its successors and assigns, and the Grantee and the
successors and assigns of the Grantee in and to all or any part of the fee title to the
Property shall have the rights to consent and agree to changes or to eliminate in whole or
in part any of the covenants contained in this Grant Deed or to subject the Property to
additional covenants, easements, or other restrictions. For purposes of this Section,
successors and assigns of the Grantee shall be defined to include only those parties who
hold all or any part of the Property in fee title, and not to include a tenant, lessee,
easement holder, licensee, mortgagee, trustee, beneficiary under deed of trust, or any
other person or entity having an interest less than a fee in the Property.
In the event there is a conflict between the provisions of this Grant Deed and the
Agreement, it is the intent of the parties hereto and their successors in interest that the
Agreement shall control.
11. This Grant Deed may be executed and recorded in two or more counterparts,
each of which shall be considered for all purposes a fully binding agreement between the
parties.
IN WITNESS WHEREOF, the parties hereto have executed this Grant Deed as of this _
.1998.
GRANTOR:
REDEVELOPMENT AGENCY OF THE
CITY OF MOORPARK a public body
corporate and politic
By-
[Z
,�
Its:
GRANTEE:
CABRILLO ECONOMIC
DEVELOPMENT CORPORATION, a
California nonprofit public benefit
corporation
0
Name:
Its:
ATTACHMENT NO. 6
AGREEMENT CONTAINING COVENANTS AFFECTING REAL PROPERTY
The City of Moorpark Redevelopment Agency (hereinafter "Agency ") and Carillon
Economic Development Corporation (hereinafter "Developer") do hereby agree that the
following Covenants affecting that real property referred to as Gisler Field (hereinafter
"Site "), and the development thereof, shall be subject to the following Covenants as
condition of conveyance of title to said Site.
Development of Site
Developer shall develop Site in conformance with the Scope of Development contained
in the Agreement signed between the Agency and the Developer on the 17th day of June
1998.
The Site shall be developed for fifty -nine (59) single family detached residential housing
units, of which eleven (11) units shall remain affordable for households of low income and
four (4) units shall remain affordable for households of very-low income for the duration
of the Moorpark Redevelopment Plan, with accompanying public and private streets in
accordance with and within the limitations established in the Scope of Development of the
Agreement, and in accordance with plans approved by Agency and subject to approvals
by City.
2. Numbering of Lots
Prior to conveyance of title Developer shall record a Final Tract May with the County of
Ventura indicating thereon all property to be deeded to City for public infrastructures, and
all lots, individually numbered, to be developed pursuant to the Agreement.
3. Restriction of Sale of Lots
Each lot shall bear a restriction thereon that the sale of said lot by Developer or its
successors shall not be final until Agency has provided written approval of said sale and
a Certificate of Completion shall have been issued. Agency shall not deny the sale of said
lot unless Developer has failed to pay all land costs and all associated development fees
and costs to Agency and City prior to close of escrow.
4. Completion of Public Improvements
Prior to Agency giving final approval to the last ten (10) lots to be sold at "market rates"
U ®t�1F� 5
ATTACHMENT NO. 6 - Page 02
Developer shall be required to complete full development of the public street extending
from Poindexter Avenue to the southerly entry to Poindexter Park, which shall be a
condition of the Final Tract Map. The Agency may withhold approval of sale on said ten
(10) lots until such time as the improvements are completed, or the Agency may, at its sole
discretion, permit the Developer to provide a cash payment for the total cost of any
surveying, land acquisitions, recordation, legal fees, construction and related inspection
fees, and any other related fees determined by Agency to be required to complete the
construction of said street. Should the cash payment option be permitted by the Agency,
Developer shall be responsible for the full costs and Agency shall not be obligated to
share in any cots for construction as provided for in the Agreement.
5. Restrictions for Affordable Housing Units
Each lot that the Developer has identified as being for sale for low and very-low income
households shall not be final until the Agency has reviewed and approved the method of
determination of the qualification of the buyer as being of low or very-low income and has
approved the deed restriction to be made a part of the Deed of Trust to maintain the
property for low and very-low income households as required in the Agreement.
6. Not Used as Collateral
The Site shall not be used as collateral for any purpose whatsoever except for the purpose
of obtaining a Construction Loan for the development of the Sete pursuant to the
Agreement.
7. Homeowners Association Required
All parcels shown on the Final Tract Map shall be included in a Home Owners Association
which shall be established for the purpose of maintaining all streets and sidewalks within
the rights-of-way of the private streets. Recordation, deposits and all other required
actions to effectuate the establishment of the Association shall be in compliance with State
law and requirements of the City of Moorpark.
8. Promissory Note
Prior to close of escrow, Developer shall provide a Promissory Note in a form approved
by Agency for the full purchase price of Site and related costs. Said Note shall be secured
by a Deed of Trust which may be subordinate to the Construction Loan for the Site only,
0061A�' <<a
ATTACHMENT N0. 6 - Page 03
and shall not be subordinate to any other party or cause at any time.
9. Transfer of Public Right -of -Way
Within thirty (30) calendar days of completion of public right -of -way improvements on the
Site and approval and acceptance of said improvements by Agency, Developer, at its sole
cost, shall transfer ownership of said public rights -of -way to the City in fee simple.
10. Prohibition Against Transfer
Prior to recordation of a Certificate of Completion, Developer shall not make any total or
partial sale, transfer, conveyance or assignment of the whole or any part of the Site or the
improvements thereon, except for sale of individual homes to home buyers, without prior
written Agency approval as required in the Agreement.
11. Refrain from Discrimination
The Developer covenant and agrees for itself, its successors, its assigns and every
successor in interest to the Site or any part thereof, that there will be no discrimination
against or segregation of any person, or group of persons, on account of sex, age, marital
status, race, color, creed, religion, disability, familial status, national origin or ancestry in
the sale, lease, sublease, transfer, use, or occupancy of the Site, nor shall the Developer
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 the Site.
() () �'2a
ATTACHMENT NO. 6 - Page 04
By their signatures hereto, both parties do hereby concur with this Agreement Containing
Covenants Affecting Real Property.
AGENCY:
Chairman
Date:
ATTEST:
Agency Secretary
DEVELOPER:
Date:
ATTACHMENT NO. 7
SCOPE OF DEVELOPMENT
A. DEVELOPER RESPONSIBILITIES
1. General
The Developer shall construct, or cause to be constructed on the Site:
A. A total of fifty -nine (59) single family detached residential units; and
B. All interior street and other infrastructure improvements required for the Site
pursuant to City requirements and this Agreement; and
C. A full public street extending from Poindexter Avenue southwardly
approximately 920 feet to approximately the southern parking lot entrance to
Poindexter Park; and
D. Full sidewalk and landscape improvements along the southern portion of
Poindexter Avenue in accordance with the Agency's approved Site Plan.
2. Housing Units
The Developer shall be required to construct a residential development containing, at a
minimum, the following standards:
A. The single family detached residential units shall contain a minimum of
three (3) bedrooms and not less than seventy - percent (70 %) of all units shall
contain four (4) bedrooms; and
B. All dwelling units along the westerly portion of the Site shall be single story
units only; and
C. A new minimum six feet (6) high block wall shall be constructed along the
west property line of the Site which shall match the design of the wall
constructed along the west and north property line of the adjoining commercial
center; and
D. All interior lot walls shall be of concrete blocks or similar materials; and
E. All exterior lot walls shall be constructed of concrete blocks, stuccoed and
painted; and
F. Not less than three (3) variations of external designs shall be included in
00 0 1 2.ct
ATTACHMENT N0. 7 - Page 02
the project, and
G. All elevations and colors of the residential units shall be presented for
Agency approval prior to submittal to plan check; and
H. No units shall face unto the new north/south street to be constructed, nor
upon Poindexter Avenue; and
I. All units along the northern portion of the Site (adjacent to Poindexter
Avenue) shall be constructed in a manner to meet all applicable noise
abatement requirements of State and local laws; and
J. All lots are to meet City Code requirements, including setbacks, unit size
and parking requirements, unless specific variances or other modifications are
obtained from the City.
3. Streets and Landscaping
A. The southerly side of Poindexter Avenue shall be improved with a five foot
(6) concrete sidewalk and not less than ten feet (10') of landscaped area beginning fifty
feet (50') from the westerly property line, to be approved by Agency; and
B. The forty foot (40') wide north/south public street at the easterly portion of
site including its intersection with Poindexter Avenue shall be fully constructed in
accordance with City standards within a fifty -three (53') foot right -of -way; and
a. Developer shall be solely responsible for the acquisition of any
additional right -of -way required for the completion of this construction
prior to completion of development on the Site; and
b. for the portion of the public street abutting Poindexter Park, the
landscaping between the required sidewalk and the park shall be to
match the park.
C. A storm drain shall be constructed in the north/south public street in
accordance with the design standards of the City, and
D. Developer shall construct four (4') wide concrete sidewalks on both sides of
the north/south street from Poindexter Avenue to the northern entrance to the
Poindexter Park parking lot; and
o0013o
ATTACHMENT NO. 7 - Page 03
E. Developer shall construct a landscaped area of not less than three (3') feet
in width along the westerly side of the north /south street, to be approved by the
Agency; and
F Developer shall provide an improved pedestrian access through the Site to
the commercial center located south of the Site; and
G. All interior streets shall be constructed in accordance with acceptable
engineering design and to the standards required by public agencies; and
a. Interior cul-de -sac streets shall have a forty -four foot (44') right of way
with a thirty-six foot (36') paved roadway and four foot (4') sidewalks; and
b. Interior loop street shall have a forty -four foot (44') right -of -way with a
thirty -six foot (36') paved roadway and four foot (4') sidewalks. The
elbows of said loop streets shall meet the requirements of the Ventura
Count y Fire Protection District; and
H. All streets shall contain streetlights, utilities, access and other
improvements required of residential developments in the City of Moorpark; and
1. All utilities to parcels on the Site shall be underground.
4. Affordable Units
A. Not less than eleven (11) of the dwelling units shall be affordable for sale to
low income households, as determined by the Federal Department of Housing
and Urban Development (HUD) for Ventura County at the time of sale or resale
during the term of the Moorpark Redevelopment Plan. Four (4) of these units
shall be constructed during project's Phase 1; four (4) shall be constructed
during Phase 2; and three (3) shall be constructed during Phase 3.
B. Not less than four (4) additional dwelling units shall be affordable for sale
to very-low income households, as determined by the Federal Department of
Housing and Urban Development (HUD) for Ventura County at the time of sale
or resale during the term of the Moorpark Redevelopment Plan. One (1) of
these units shall be constructed during project's Phase 1; one (1) shall be
constructed during Phase 2; and two (2) shall be constructed during Phase 3.
0 oo, 31
ATTACHMENT N0. 8
AGREEMENT FOR AFFORDABLE HOUSING
Cabrillo Economic Development Corporation (Developer) and Moorpark Redevelopment
Agency (Agency) do herewith agree to and make binding upon both parties and their
successors in law the requirements for affordable housing contained in the Disposition and
Development Agreement entered into on June —, 1998 and as more specifically described
in this Attachment No. 8 to that Agreement.
Section 1.1 Sale of Homes to Eligible Purchasers
A minimum of eleven (11) of the homes shall be sold to low income eligible purchasers and
a minimum of four (4) of the homes shall be sold to very low income eligible purchasers
( "the assisted units "). The units so identified for sale to low and very low income
households shall remain for sale to affordable household for the life of the Moorpark
Redevelopment Plan. The purchase prices of all assisted units shall not exceed the
appraised value of the home. Each eligible purchaser shall be required to make a down
payment of at least three percent (3 %) of the approved purchase price and shall obtain a
maximum feasible first mortgage from a private financial institution or public program. The
eligible purchaser shall use the first mortgage and down payment funds to pay developer
the purchase price. In the event the first mortgage and down payment are insufficient to
fund the purchase price, the eligible purchaser may receive a developer second mortgage
loan to pay the shortfall between the purchase price and the down payment and first
mortgage proceeds.
.1 FT-TIVI-T
To assist eligible purchasers in acquiring the assisted units, the developer shall initially
convert up to a total principal amount of $910,000 to developer second mortgage loans,
with each developer second mortgage loan estimated not to exceed fifty thousand dollars
($50,000) for low income homes and ninety thousand dollars ($90,000) for very low income
homes. Each developer second mortgage loan made to an eligible purchaser shall be in
an amount equal to the difference between the purchase price minus the first mortgage
amount and the down payment amount. Developer second mortgages, shall be reserved
for all of the units to remain affordable for the term of the Redevelopment Plan.
(A) As a condition precedent to an eligible purchaser receiving a second mortgage
COD 132
ATTACHMENT NO. 8 - Page 02
loan from the developer, developer shall obtain from the eligible purchaser certifications
of household income and household size in a form to be provided by the Agency (the
"Income Certification ") to ensure that the proposed home buyer is an eligible purchaser.
Home buyer certifications shall not take place more than one hundred and twenty (120)
days prior to the sale of a home to the eligible purchaser. The developer shall verify that
the income provided by eligible purchaser in an income certification is accurate by taking
two or more of the following steps as a part of the verification process: (i) obtain a pay stub
for the three (3) most recent pay period; (ii) obtain income tax returns for the two (2) most
recent tax years; (iii) conduct a credit agency or similar search; (iv) obtain an income
verification form from the eligible purchaser's current employer; (v) obtain an income
verification form from the Social Security Administration and/or the California Department
of Social Services if the eligible purchaser receives assistance from either of such
agencies; or (vi) if the eligible purchaser is unemployed and has no such tax return, obtain
another form of independent verification.
(B) As a condition precedent to an eligible purchaser receiving a second mortgage
loan from the developer, an eligible purchaser shall certify that he or she will occupy the
assisted unit as a principal place of residence and shall agree to in no event lease the
assisted unit, utilizing a form of certification to be provided by the developer (the "Owner
Occupancy Certification ")
(C) As a condition to receiving a second mortgage loan, an eligible purchaser shall:
(1) execute a second mortgage note in the amount of the second mortgage loan; (ii)
execute and record against the home a second mortgage deed of trust securing the eligible
purchaser's obligations under the second mortgage note; (iii) execute and record against
the home a second mortgage resale restriction; and (iv) execute a borrower disclosure
form; and such other documents required by the developer in its reasonable discretion.
(D) For each eligible purchaser receiving a second mortgage loan, developer shall
transmit to the Agency the eligible purchaser's income certification (with attached required
documentation), Owner Occupancy Certification, Borrower Disclosure Form, and Second
Mortgage Note, Second Mortgage Deed of Trust, and the Second Mortgage Resale
Restriction all executed by the eligible purchaser, at least ten (10) working days prior to the
sale of the home to the eligible purchaser.
The developer will provide forms of the following documents to the Agency for
review: the Owner Occupancy Certification; second mortgage note; second mortgage deed
of trust; second mortgage resale restriction; and borrower disclosure form.
The resale restriction contained in the Second Mortgage Deed of Trust shall require
sale to the same category income buyer for the fifteen (15) designated units, or option for
developer to purchase the home and to make the home available for resale to the same
0 00 133
ATTACHMENT N0. 8 - Page 03
category income buyer as the initial sale through the term of the Moorpark Redevelopment
Plan. Developer shall assure that it shall provide sufficient funds through the term of the
Moorpark Redevelopment Plan to maintain the required number of units at affordable
purchase prices.
oDo13q-
ATTACHMENT NO. 9
SCHEDULE OF FEES
Good Faith Payment
At the time of submittal of signed Agreements to the Agency for execution, Developer shall
provide payment in the amount of TWENTY -FIVE THOUSAND DOLLARS ($25,000) as
a "Good Faith Payment" as required in the Request for Proposal. Siad "Good Faith
Payment° shall be credited against the Site Purchase Price.
2. Planning Fees
Developer shall be solely responsible for payment of all Planning fees required to the
review of the project pursuant to the Moorpark Municipal Code and California State
regulations in accordance with the schedule and procedures required of residential
development projects. Fees shall be those in effect at the time of submittal of applications.
This shall include applications for all entitlements and for requests for waiver from
requirements of the Municipal Code development standards.
3. Engineering Fees and Permits
Developer shall be solely responsible for payment all engineering fees and permits
required for the review and development of the project in accordance with the schedule
and procedures required of residential development projects. Fees shall be those in effect
at the time of submittal of applications.
4. Building Fees and Permits
Developer shall be solely responsible for payment of all plan check and building permits
required for the review and issuance of permits for construction of residential development
projects in accordance with the schedule and procedures required for residential
development projects. Fees shall be those in effect at the time of submittal of applications.
5. Review and Permits by Other Agencies
Developer shall be solely responsible for payment of all fees required by other agencies
for the review of Developer's plans and for issuance of any permits required before
issuance of permits by City. Developer shall be responsible for assuring that plans are
0 C�of 3 S
ATTACHMENT NO. 9 - Page 02
provided to such agencies and the schedules and procedures of such agencies are
complied with.
6. City of Moorpark Fees
Developer shall be solely responsible for payment of development fees required by the
City of Moorpark for residential development projects, including but not limited to:
City Wide Traffic Mitigation Fee
Quimby Fee
Assessment District Fees
Los Angeles Avenue Area of Contribution (LAAOC)
Library Fee
Sheriffs Facilities Fee
Fire Protection Facilities Fees
Landscape Fees
Traffic System Management Fees
Lighting - 101 year on public streets
Unless otherwise modified by the City Council, said fees shall be those in effect at the time
payment is due to the City in accordance with this Agreement.
The fees for all units which are to be sold at "Market Value" shall be due and payable in
full at the time at which building permits are issued for said unit, and no permits shall be
issued unless said fees are paid in full.
The fees required herein for all units which are to be sold as UAffordable" units shall be due
and payable in full prior to the issuance of "Certificate of Occupancy° for said unit by the
City.
7. Other Agency Fees
In addition to the City fees, Developer shall be required to pay all fees due to other
agencies, including, but limited to:
Flood Control District
Moorpark Unified School District
Sewer District
Water Districts
000130
ATTACHMENT N0. 9 - Page 03
8. Survey, Map Preparation and Recordation Fees
Developer shall be solely responsible for the payment of surveys, map preparation and
recordation of each of the following:
A. Preparation of the Tentative and Final Tract Maps for the development of the
Site pursuant to the Scope of Development (Attachment No. 7) for this
Agreement.
B. Modification to the boundaries of Poindexter Park to allow for the
construction of the new north /south street from Poindexter Avenue to the
entry of Poindexter Park.
C. Addition of privately owned right -of -way required for the full construction of
the new north/south street from Poindexter Avenue to the entry of Poindexter
Park.
a0013::�